HBIA 8-K
Hills Bancorporation (HBIA)
8-K
2026-04-24
For: 2026-04-20
View Original
Added on
July 04, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(319 ) 679-2291
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 7.01 Regulation FD Disclosure
Hills Bancorporation (the "Company") announced that its Board of Directors has approved a two-for-one (2-for-1) stock split of the Company's issued and outstanding shares of common stock, no par value.
"This stock split reflects the Board's confidence in the continued strength and growth of Hills Bancorporation," said Lisa Shileny, President of the Company. "By lowering our per-share price, we are signaling our optimism about the Company's future. We believe these steps will benefit our shareholders."
Under the terms of the stock split, each shareholder of record as of the close of business on June 1, 2026 will receive one additional share of common stock for every one share of common stock held as of that date. The additional shares will be distributed on June 8, 2026. As a result of the stock split, the Company's authorized shares of common stock will increase from 20,000,000 shares to 40,000,000 shares, all no par value.
All newly issued shares of common stock distributed pursuant to the stock split will be issued in book-entry form. No physical stock certificates will be provided. Shareholders will receive a statement from Computershare, the Company's transfer agent, reflecting the increase in shares held as a result of the stock split. Shareholders do not need to take any action to receive their additional shares.
All outstanding equity awards, including stock options and restricted stock awards, will be proportionally adjusted to reflect the stock split, with the number of shares doubled and applicable exercise prices on options reduced by one-half.
The Company will file Articles of Amendment with the Iowa Secretary of State to effectuate the stock split.
About Hills Bancorporation
Hills Bancorporation is an Iowa corporation and registered bank holding company headquartered in Iowa City, Iowa. The Company's common stock is quoted on the OTCID marketplace under the symbol "HBIA."
Item 9.01 Financial Statements and Exhibits
SIGNATURE
Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HILLS BANCORPORATION
Date: April 24, 2026
/s/ Lisa A. Shileny
Lisa A Shileny,
Director, President and Chief Executive Officer
April 20, 2026 Dear Shareholders: On behalf of the Board of Directors of Hills Bancorporation and Hills Bank and Trust Company, I am pleased to share that Hills Bancorporation has approved a two-for-one (2-for-1) stock split of the Company's issued and outstanding shares of common stock, no par value. This stock split reflects the Board's confidence in the continued strength and growth of Hills Bancorporation. By lowering our per-share price, we are signaling our optimism about the Company’s future. Under the terms of the stock split, each shareholder of record as of the close of business on June 1, 2026, will receive one additional share of common stock for every one share of common stock held as of that date. The additional shares will be distributed on June 8, 2026. As a result of the stock split, our authorized shares of common stock will increase from 20,000,000 shares to 40,000,000 shares, all no par value. All newly issued shares of common stock distributed pursuant to the stock split will be issued in book-entry form. No physical stock certificates will be provided. You will receive a statement from Computershare, our transfer agent, reflecting the increase in shares held as a result of the stock split. You do not need to take any action to receive your additional shares. As part of the process, we will file Articles of Amendment with the Iowa Secretary of State to effectuate the stock split. We are grateful for your continued support and investment in Hills Bank. Sincerely, Lisa A. Shileny President of Hills Bancorporation President and CEO of Hills Bank and Trust Company