M&A - Veritex Holdings, Inc.

Form Type: 425

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067603

Filing Summary: On July 14, 2025, Veritex Holdings, Inc. and Huntington Bancshares Incorporated announced the execution of an Agreement and Plan of Merger, dated July 13, 2025. Under the terms of this agreement, Veritex will merge with and into Huntington, with Huntington being the surviving entity. A joint press release was issued detailing this merger, making it clear that this transaction is significant and will require the approval of Veritex's shareholders. The document includes cautionary statements about forward-looking statements which may include assumptions and risks associated with the transaction. Both companies will file a Registration Statement on Form S-4 with the SEC that will include a Proxy Statement for Veritex and a Prospectus for Huntington as part of the agreement process.

Form Type: 425

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067606

Filing Summary: Veritex Holdings, Inc. has announced a definitive agreement to merge with Huntington Bancshares Incorporated as per an Agreement and Plan of Merger dated July 13, 2025. The merger represents a strategic decision made unanimously by the Board of Directors of Veritex to enhance shareholder value and strengthen their capabilities for customers. There will be no immediate changes to business operations, and services to customers will continue as usual until the expected closing in the fourth quarter of 2025. Huntington is recognized for its scale, new technologies, and expanded product offerings, aligning closely with Veritex's values of community commitment and customer service. The document also contains caution regarding forward-looking statements and other details about the pending merger, including regulatory and shareholder approval processes.

Form Type: 425

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067609

Filing Summary: Veritex Holdings, Inc. has entered into an Agreement and Plan of Merger with Huntington Bancshares Incorporated on July 13, 2025. This document pertains to the proposed merger transaction and outlines the necessary details regarding the merger, cautioning about forward-looking statements associated with the deal. It emphasizes that these forward-looking statements, pertaining to expectations about the transaction's benefits, completion timing, and related factors, involve significant risks and uncertainties. Potential impacts of market conditions, regulatory approvals, and various economic factors affecting both parties are highlighted as well. Additionally, the document informs stakeholders that a Registration Statement on Form S-4 will be filed with the SEC, which will include proxy statements and relevant documentation for Veritex’s shareholders to consider in relation to the merger. Shareholders are encouraged to read these documents when available, as they will contain vital information regarding the merger.

Form Type: 425

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067612

Filing Summary: Veritex Holdings, Inc. has filed a communication regarding its proposed merger with Huntington Bancshares Incorporated. The agreement, known as the Agreement and Plan of Merger, was dated July 13, 2025. The communication emphasizes various forward-looking statements about the merger, detailing the anticipated benefits and potential risks involved. It cautions that the forward-looking statements are subject to numerous risks and uncertainties that could cause actual outcomes to differ significantly. The transaction requires necessary regulatory approvals and shareholder votes from Veritex, highlighting the complexities and potential challenges surrounding the merger. Investors and shareholders are advised to read the forthcoming Registration Statement on Form S-4, which will include a Proxy Statement and a Prospectus to gain comprehensive insights regarding the proposed transaction.

Form Type: 425

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067614

Filing Summary: Veritex Holdings, Inc. and Huntington Bancshares Incorporated have proposed a merger under the Agreement and Plan of Merger dated July 13, 2025. The transaction is subject to several forward-looking statements regarding the expected benefits, completion timing, and potential risks associated with the merger. Both companies acknowledge numerous uncertainties that could affect the actual results of the merger, including economic conditions, regulatory approvals, and potential competition issues. Shareholder approval from Veritex is required, and relevant information will be provided through a Registration Statement on Form S-4, including a Proxy Statement of Veritex and a Prospectus of Huntington. Investors are urged to read these documents as they will contain significant details about the proposed transaction.

Form Type: 8-K

Filing Date: 2025-07-14

Corporate Action: Merger

Type: New

Accession Number: 000110465925067599

Filing Summary: On July 14, 2025, Veritex Holdings, Inc. and Huntington Bancshares Incorporated announced the execution of an Agreement and Plan of Merger, with Veritex merging with Huntington, which will continue as the surviving entity. This merger aims to combine resources, enhance market presence, and create improved value for shareholders. Details include the integral nature of shareholder approvals, regulatory compliance, and caution regarding forward-looking statements related to the transaction's anticipated benefits. A registration statement will be filed with the SEC, which will include a proxy statement and prospectus for Veritex's shareholders. Stakeholders are encouraged to read these documents upon availability, as they will contain essential information about the merger.