{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-086430","form_type":"8-K","ticker":null,"cik":"0000740971","company_name":"OLD POINT FINANCIAL CORP","filed_at":"2025-09-02T23:59:59+00:00","discovered_at":"2026-05-14T18:02:46.266841+00:00","generated_at":"2026-05-17T09:03:23.096129+00:00","sec_items":["2.01","3.01","3.03","5.01","5.02","5.03","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.95,"calibrated_materiality_score":0.95,"confidence":"high","headline":"Old Point Financial completes merger with TowneBank; shares converted to $41 cash or 1.14 TowneBank shares","bullets":["Merger completed on September 1, 2025; Old Point merged into TowneBank, which survives.","Shareholders received $41.00 cash or 1.14 TowneBank shares per share; after proration, 40% cash, 60% stock.","Elections: 28.3% elected cash, 60.7% elected stock, 10.9% made no election.","Old Point common stock delisted from Nasdaq; all directors and officers resigned effective immediately.","Old Point ceases to exist as a separate legal entity; reporting obligations terminated."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-086430","json":"https://secwatch.observer/filing/0001104659-25-086430.json","markdown":"https://secwatch.observer/filing/0001104659-25-086430.md","text":"https://secwatch.observer/filing/0001104659-25-086430.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/0001104659-25-086430-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/tm2524816d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T09:03:23.096129+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"14a01655ece21c507f978bc8fff9eaca156ea840","claim":"OLD POINT FINANCIAL CORP: Articles of Incorporation and Bylaws ceased to be in effect due to merger.","evidence_excerpt":"the Articles of Incorporation and the Bylaws of Old Point ceased to be in effect by operation of law.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/0001104659-25-086430-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"e1a07169554c3fa1c8f658760918b1a109a98584","claim":"OLD POINT FINANCIAL CORP underwent a change of control involving TowneBank for $41.00 per share in cash or 1.14 shares of TowneBank common stock per share (closed 2025-09-01).","evidence_excerpt":"to receive, at the election of the holder of such share of Old Point common stock, and subject to the proration and allocation procedures set forth in the Merger Agreement: · $41.00 per share in cash (the “Cash Consideration”); or · 1.14 shares of common stock, par value $1.667 per share, of TowneBank (the “Stock Consideration” and together with the Cash","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/0001104659-25-086430-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"TowneBank"},{"label":"Consideration","value":"$41.00 per share in cash or 1.14 shares of TowneBank common stock per share"},{"label":"Closing","value":"2025-09-01"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}