---
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"
generated_at: "2026-05-17T09:03:23.096129+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# Old Point Financial completes merger with TowneBank; shares converted to $41 cash or 1.14 TowneBank shares

## Summary
- 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.

## SEC filing metadata
- accession: 0001104659-25-086430
- form_type: 8-K
- cik: 0000740971
- company_name: OLD POINT FINANCIAL CORP
- filed_at: 2025-09-02T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-25-086430
- JSON: https://secwatch.observer/filing/0001104659-25-086430.json
- Plain text: https://secwatch.observer/filing/0001104659-25-086430.txt

## Key facts
- Governance Changes
  OLD POINT FINANCIAL CORP: Articles of Incorporation and Bylaws ceased to be in effect due to merger.
  - Change: bylaw amendment
  source text: the Articles of Incorporation and the Bylaws of Old Point ceased to be in effect by operation of law.
  evidence_url: https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/0001104659-25-086430-index.htm
- M&A Transactions
  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).
  - Action: change of control
  - Counterparty: TowneBank
  - Consideration: $41.00 per share in cash or 1.14 shares of TowneBank common stock per share
  - Closing: 2025-09-01
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/740971/000110465925086430/0001104659-25-086430-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.