8-K
WILSON BANK HOLDING CO (WBHC)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): October 10, 2025 |
|---|
WILSON BANK HOLDING COMPANY
(Exact name of Registrant as Specified in Its Charter)
| Tennessee | 0-20402 | 62-1497076 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 623 West Main Street | ||
| Lebanon, Tennessee | 37087 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: 615 444-2265 | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| None | N/A | N/A |
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 10, 2025, Wilson Bank Holding Company (the “Company”) mailed a letter to its shareholders (the “Shareholder Letter”) describing, among other things, the Company’s earnings for the first nine months of 2025. The Shareholder Letter is furnished herewith as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
The information set out in Item 2.02 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | EX-99.1 Letter to shareholders mailed October 10, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements 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.
| WILSON BANK HOLDING COMPANY | |||
|---|---|---|---|
| Date: | October 10, 2025 | By: | /s/ John C. McDearman III |
| John C. McDearman III<br>President/Chief Executive Officer |
EX-99.1
Exhibit 99.1
October 10, 2025
Dear Shareholders,
As we enter the final quarter of the year, we’d like to reflect on the momentum we’ve built and the opportunities ahead for Wilson Bank & Trust.
The short-term interest rate environment remains front of mind for many right now. Balancing customer expectations regarding rate cuts with our desire for profitable and sustainable growth is a key strategic focus of ours. Our leadership team continues to monitor the short-term interest rate environment closely with the goal of being able to resiliently adapt to any changes in rates—aiming to maintain a sharp focus on financial stewardship and long-term value creation.
The banking industry is experiencing notable disruptions, opening doors for institutions like ours. While we won’t name competitors, we recognize that many customers are reevaluating their banking relationships. Our goal remains clear and steadfast: to be the reliable, consistent choice for those seeking a better experience. We believe this strategic positioning continues to enhance our market share and reputation.
We’re proud to share highlights from our third quarter financial results, which reflect the impact of our continued commitment to these very principles:
- Assets as of September 30, 2025 were $5.837 billion, representing an increase of $585.0 million, or 11.1%, from September 30, 2024.
- Loans as of September 30, 2025 were $4.369 billion, representing an increase of $379.6 million, or 9.5% from September 30, 2024.
- Deposits as of September 30, 2025 were $5.221 billion, representing an increase of $514.7 million, or 10.9% from September 30, 2024.
- Total Shareholders’ Equity as of September 30, 2025 was $553.7 million, representing an increase of $70.2 million, or 14.5% from September 30, 2024.
- Earnings Per Diluted Share for the third quarter of 2025 and 2024 were $1.47 and $1.07, respectively.
The latest price at which the Company’s common stock has been traded of which we are aware was $79.00 per share.
As we make final preparations for our signature event, Oktoberfest – October 18th and 19th here on our grounds at the Main Office in Lebanon, it’s a reminder of our ongoing commitment to serving the needs of all our communities. Events like this would not happen without the devotion of our employees and their passion for serving others. It’s one of the things that sets Wilson Bank & Trust apart.
Reflecting on our achievements and the benchmarks we’re on track to meet, I’m proud of what our team has accomplished to date in 2025. Their dedication to serving customers, supporting colleagues, and uplifting our communities reflects the very foundation our organization was built on. Thank you for your ongoing trust and investment in the mission of Wilson Bank & Trust.
Sincerely, WILSON BANK HOLDING COMPANY
| John McDearman, III | Mike Maynard |
|---|---|
| President/CEO | Chairman |