---
schema_version: "secwatch.filing_event.v1"
accession: "0001408534-23-000003"
form_type: "8-K"
ticker: "FGBI"
cik: "0001408534"
company_name: "First Guaranty Bancshares, Inc."
filed_at: "2023-01-09T23:59:59+00:00"
generated_at: "2026-06-20T17:38:35.364330+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# First Guaranty Bancshares to acquire Lone Star Bank in all-stock deal

## Summary
- First Guaranty to issue stock valued at $23.67/share; aggregate consideration 1.5x Lone Star tangible book value.
- Combined entity will have ~$3.2B assets, $2.5B loans, $2.8B deposits.
- Lone Star shareholders to vote; closing conditions include regulatory approvals and effectiveness of S-4.
- Lone Star directors owning ~24% of shares have entered voting agreements to support transaction.
- Termination fee of $1.0M payable by Lone Star under certain circumstances.

## SEC filing metadata
- accession: 0001408534-23-000003
- form_type: 8-K
- ticker: FGBI
- cik: 0001408534
- company_name: First Guaranty Bancshares, Inc.
- filed_at: 2023-01-09T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1408534/000140853423000003/0001408534-23-000003-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1408534/000140853423000003/fgbi-20230106.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001408534-23-000003
- JSON: https://secwatch.observer/filing/0001408534-23-000003.json
- Plain text: https://secwatch.observer/filing/0001408534-23-000003.txt

## Key facts
- Material Agreements
  First Guaranty Bancshares, Inc. entered into Agreement and Plan of Merger with Lone Star Bank (effective 2023-01-06).
  - Action: entry
  - Agreement: merger
  - Counterparty: Lone Star Bank
  - Effective: 2023-01-06
  source text: On January 6, 2023, First Guaranty Bancshares, Inc. (“First Guaranty”) and its wholly-owned subsidiary, First Guaranty Bank (“FGB”), entered into an Agreement and Plan of Merger (the “Agreement”) with Lone Star Bank (“Lone Star”), pursuant to which First Guaranty will, subject to the terms and conditions set forth in the Agreement, acquire all of the issued and outstanding shares of Lone Star common stock in exchange solely for shares of First Guaranty common stock through the merger of Lone Star with and into FGB, with FGB as the surviving banking corporation (the “Transaction”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1408534/000140853423000003/0001408534-23-000003-index.htm

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