{"schema_version":"secwatch.filing_event.v1","accession":"0001140361-26-012794","form_type":"8-K","ticker":"SPFI","cik":"0001163668","company_name":"SOUTH PLAINS FINANCIAL, INC.","filed_at":"2026-04-01T23:59:59+00:00","discovered_at":"2026-05-14T18:02:32.020076+00:00","generated_at":"2026-05-15T07:56:40.642662+00:00","sec_items":["2.01","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"SPFI closes BOH Holdings merger; issues ~2.8M shares; BOH had $744M assets","bullets":["Deal closed April 1, 2026; each BOH share converted to 0.1925 SPFI shares; total ~2.8M SPFI shares issued.","BOH had $744M assets, $624M loans, $603M deposits as of Dec 31, 2025.","James D. Stein appointed to SPFI board and as City Bank Houston Market President; base salary $350K, bonus target 23.33%.","Raymond James & Associates advised SPFI; Hillworth Bank Partners advised BOH."],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-012794","json":"https://secwatch.observer/filing/0001140361-26-012794.json","markdown":"https://secwatch.observer/filing/0001140361-26-012794.md","text":"https://secwatch.observer/filing/0001140361-26-012794.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/ef20069677_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T07:56:40.642662+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":"e1143845a1ea1dcad9a35c772b6aa5a60afb985c","claim":"SOUTH PLAINS FINANCIAL, INC. completed an acquisition involving BOH Holdings, Inc. for approximately 2.8 million shares of SPFI common stock (closed 2026-04-01).","evidence_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001193125-26-213462","ticker":"EWCZ","company_name":"European Wax Center, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.02","5.03","5.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-213462","json":"https://secwatch.observer/filing/0001193125-26-213462.json","markdown":"https://secwatch.observer/filing/0001193125-26-213462.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/d137291d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm"}},{"accession":"0001964333-26-000060","ticker":"BHRB","company_name":"Burke & Herbert Financial Services Corp.","filed_at":"2026-05-01T23:59:59+00:00","headline":"Burke & Herbert completes merger with LINKBANCORP; appoints COO, CFO","event_type":"m_and_a","sec_items":["2.01","5.02","5.03","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001964333-26-000060","json":"https://secwatch.observer/filing/0001964333-26-000060.json","markdown":"https://secwatch.observer/filing/0001964333-26-000060.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1964333/000196433326000060/0001964333-26-000060-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1964333/000196433326000060/bhrb-20260501.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"fractional shares of Burke & Herbert Common Stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the Merger was approximately 5,102,855 shares of Burke & Herbert Common Stock. The issuance of shares of Burke & Herbert Common Stock in connection with the Merger was registered under the Securities Act of 1933, as","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1964333/000196433326000060/0001964333-26-000060-index.htm"}},{"accession":"0001193125-26-144787","ticker":"QNBC","company_name":"QNB CORP.","filed_at":"2026-04-07T23:59:59+00:00","headline":"QNB Corp. completes acquisition of Victory Bancorp; Victory Bank to integrate in June","event_type":"m_and_a","sec_items":["2.01","5.02","5.03","8.01","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-144787","json":"https://secwatch.observer/filing/0001193125-26-144787.json","markdown":"https://secwatch.observer/filing/0001193125-26-144787.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/750558/000119312526144787/0001193125-26-144787-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/750558/000119312526144787/qnbc-20260401.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"rights in accordance with applicable law (each as provided for in the Merger Agreement)), was automatically converted as a result of the Merger into the right to receive 0.5500 shares of common stock, $0.625 par value, of the Company (the “Company Common Stock”), with cash paid in lieu of fractional shares. Each outstanding share of the Company Common","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/750558/000119312526144787/0001193125-26-144787-index.htm"}},{"accession":"0001104659-26-039924","ticker":"VREOF","company_name":"Vireo Growth Inc.","filed_at":"2026-04-06T23:59:59+00:00","headline":"Vireo closes Eaze acquisition for $47M in stock; CEO awarded performance-based RSUs up to 3.5% diluted","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","5.02","7.01","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-039924","json":"https://secwatch.observer/filing/0001104659-26-039924.json","markdown":"https://secwatch.observer/filing/0001104659-26-039924.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926039924/0001104659-26-039924-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926039924/tm2611166d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"adjustment with respect to certain of the estimated items included\nin the Estimated Closing Merger Consideration. In general, the Estimated Closing Merger Consideration\nis US$47,040,000 in base consideration (the “Base Consideration”), adjusted for certain items as described in the definition\nof Estimated Closing Merger Consideration in the Merger Agreement,","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926039924/0001104659-26-039924-index.htm"}},{"accession":"0001193125-26-251765","ticker":"FFIC","company_name":"FLUSHING FINANCIAL CORP","filed_at":"2026-06-01T21:21:30+00:00","headline":"OceanFirst completes acquisition of Flushing Financial; FFIC holders receive 0.85 OCFC shares","event_type":"m_and_a","sec_items":["2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251765","json":"https://secwatch.observer/filing/0001193125-26-251765.json","markdown":"https://secwatch.observer/filing/0001193125-26-251765.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/d135457d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm"}},{"accession":"0001193125-26-251540","ticker":"CYH","company_name":"COMMUNITY HEALTH SYSTEMS INC","filed_at":"2026-06-01T20:30:16+00:00","headline":"Community Health Systems closes sale of four Arkansas hospitals for $110M cash to Freeman Health System","event_type":"m_and_a","sec_items":["2.01","9.01","8.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251540","json":"https://secwatch.observer/filing/0001193125-26-251540.json","markdown":"https://secwatch.observer/filing/0001193125-26-251540.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/0001193125-26-251540-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/cyh-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"the closing of the Transaction, after giving effect to estimated working capital, the assumption of finance leases by the Purchaser and before certain transaction expenses, was $110 million in cash (subject to a post-closing working capital adjustment). The foregoing summary of the Transaction and the terms and conditions of the Purchase Agreement is subject to, and","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/0001193125-26-251540-index.htm"}},{"accession":"0001574085-26-000093","ticker":"BHR","company_name":"Braemar Hotels & Resorts Inc.","filed_at":"2026-06-01T20:11:33+00:00","headline":"Braemar completes sale of Park Hyatt Beaver Creek for $176M; repays $86.25M convertible notes","event_type":"m_and_a","sec_items":["2.01","7.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001574085-26-000093","json":"https://secwatch.observer/filing/0001574085-26-000093.json","markdown":"https://secwatch.observer/filing/0001574085-26-000093.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/bhr-20260526.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm"}},{"accession":"0000821130-26-000040","ticker":"AD","company_name":"ARRAY DIGITAL INFRASTRUCTURE, INC.","filed_at":"2026-06-01T20:09:49+00:00","headline":"Array closes $1.0B spectrum sale to Verizon; declares $11 special dividend","event_type":"m_and_a","sec_items":["2.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000821130-26-000040","json":"https://secwatch.observer/filing/0000821130-26-000040.json","markdown":"https://secwatch.observer/filing/0000821130-26-000040.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/0000821130-26-000040-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/ad-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"lieu of any fractional shares (collectively, the “Per Share Merger\n Consideration”). The total aggregate consideration delivered to holders of BOH common stock was approximately 2.8 million shares of SPFI common stock. The issuance\n of shares of SPFI common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163668/000114036126012794/0001140361-26-012794-index.htm","comparable_excerpt":"The purchase price received by Array at the Closing was $1.0 billio n, paid in cash. \n\n--- EX-99.1 (EX-99.1) ---\n\nArray completes sale of select spectrum assets to Verizon for $1.0 billion Board declares special dividend of $11.00 per share CHICAGO (June 1, 2026) – Array Digital Infrastructure, Inc. (NYSE: AD) (Array SM ) today announced the successful closing of","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/0000821130-26-000040-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}