---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-25-017352"
form_type: "8-K"
ticker: null
cik: "0000842518"
company_name: "EVANS BANCORP INC"
filed_at: "2025-05-05T23:59:59+00:00"
generated_at: "2026-05-22T19:56:30.527125+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# NBT Bancorp completes acquisition of Evans Bancorp; shareholders get 0.91 NBT shares

## Summary
- Effective May 2, 2025, each share of Evans common stock converted into 0.91 shares of NBT common stock.
- Evans directors and executive officers ceased serving as of the Effective Time.
- Evans common stock delisted from NYSE; deregistration with SEC has been initiated.
- Evans Bank merged into NBT Bank; Evans Bancorp ceased to exist as a separate entity.
- NBT's certificate of incorporation and bylaws remain as the governing documents of the combined company.

## SEC filing metadata
- accession: 0001140361-25-017352
- form_type: 8-K
- cik: 0000842518
- company_name: EVANS BANCORP INC
- filed_at: 2025-05-05T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- 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/842518/000114036125017352/0001140361-25-017352-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/842518/000114036125017352/ef20048455_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-25-017352
- JSON: https://secwatch.observer/filing/0001140361-25-017352.json
- Plain text: https://secwatch.observer/filing/0001140361-25-017352.txt

## Key facts
- Governance Changes
  EVANS BANCORP INC: Evans Bancorp's certificate of incorporation ceased by operation of law; NBT's restated certificate remains in effect.
  - Change: charter amendment
  source text: The Restated Certificate of Incorporation and Amended and Restated Bylaws of NBT, as in effect immediately prior to the Effective Time, remain in effect as the Restated Certificate of Incorporation and Amended and Restated Bylaws of NBT as the surviving entity of the Merger
  evidence_url: https://www.sec.gov/Archives/edgar/data/842518/000114036125017352/0001140361-25-017352-index.htm
- Governance Changes
  EVANS BANCORP INC: Evans Bancorp's bylaws ceased by operation of law upon merger; NBT's amended and restated bylaws remain in effect as surviving entity.
  - Change: bylaw amendment
  source text: As a result of the Merger, at the effective time of the Merger, Evans ceased to exist and the Certificate of Incorporation and the Bylaws of Evans ceased to be in effect by operation of law.
  evidence_url: https://www.sec.gov/Archives/edgar/data/842518/000114036125017352/0001140361-25-017352-index.htm
- M&A Transactions
  EVANS BANCORP INC underwent a change of control involving NBT Bancorp Inc. for 0.91 shares of NBT common stock per share, with cash payable in lieu of fractional shares (closed 2025-05-02).
  - Action: change of control
  - Counterparty: NBT Bancorp Inc.
  - Consideration: 0.91 shares of NBT common stock per share, with cash payable in lieu of fractional shares
  - Closing: 2025-05-02
  source text: the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of Evans common stock (“Evans Common Stock”) was converted into the right to receive 0.91 shares of NBT common stock, with cash payable in lieu of any fractional shares (the “Merger Consideration”). The foregoing description of the Merger and the Merger Agreement does
  evidence_url: https://www.sec.gov/Archives/edgar/data/842518/000114036125017352/0001140361-25-017352-index.htm

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