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Get filing alertsThird Coast Bancshares to acquire Great Plains Bancshares in all-stock merger
Filed October 13, 2026 · Period ending October 6, 2026 · ~1 min read
Key Changes
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Third Coast Bancshares signed a definitive agreement to acquire Great Plains Bancshares, parent of Great Plains National Bank in Elk City, Oklahoma, via a two-step merger.
Item 1.01 verify on EDGAR → -
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Great Plains shareholders will receive Third Coast common stock at a fixed exchange ratio of 5,570,352 shares divided by Great Plains shares outstanding at closing.
Item 1.01 verify on EDGAR → -
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The exchange ratio is subject to reduction if Great Plains fails to deliver at least $153.3 million in tangible capital at the calculation time.
Item 1.01 verify on EDGAR → -
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Great Plains must pay an $11.98 million termination fee if the deal is terminated under certain circumstances, including alternative acquisition proposals or a board recommendation change.
Item 1.01 verify on EDGAR → -
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Shareholders representing approximately 27.6% of Great Plains' outstanding stock have signed a voting agreement to support the merger.
Item 1.01 verify on EDGAR →
Summary
Third Coast Bancshares has agreed to acquire Great Plains Bancshares in an all-stock transaction. Great Plains shareholders will receive Third Coast common stock based on a fixed exchange ratio of 5,570,352 shares divided by the number of Great Plains shares outstanding at closing. The exchange ratio can be reduced if Great Plains fails to deliver at least $153.3 million in tangible capital, protecting Third Coast shareholders from overpaying if Great Plains' balance sheet deteriorates before closing.
The deal includes a $11.98 million termination fee payable by Great Plains under certain circumstances, such as pursuing an alternative acquisition proposal or a change in its board's recommendation. Shareholders representing approximately 27.6% of Great Plains' outstanding stock have signed a voting agreement to support the merger. The transaction is subject to customary closing conditions, including regulatory approvals and approval by Great Plains shareholders.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The Exchange Ratio is subject to reduction in the event that Great Plains does not deliver a minimum of $153,300,000 of the sum of Great Plains’ capital, surplus and retained earnings accounts less all intangible assets
The exchange ratio can be reduced if Great Plains fails to deliver at least $153.3 million in tangible capital (capital, surplus, and retained earnings minus intangibles) at the calculation time. This protects Third Coast shareholders from overpaying if Great Plains' balance sheet deteriorates before closing.
Added in current filing · verify on EDGAR →
The shareholders that are party to the Great Plains Voting Agreement beneficially own in the aggregate approximately 27.6% of the outstanding Great Plains Stock.
Shareholders representing approximately 27.6% of Great Plains' outstanding stock have signed a voting agreement committing to vote in favor of the merger and against alternative transactions. This provides meaningful but not majority-level support for the deal ahead of the shareholder vote.
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Figures/quotes linked to EDGAR · Narrative written by AI · Oct 14, 2026 · How we verify