{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-26-016470","form_type":"8-K","ticker":"NSTS","cik":"0001881592","company_name":"NSTS Bancorp, Inc.","filed_at":"2026-05-12T21:15:25+00:00","discovered_at":"2026-05-12T21:16:00.328520+00:00","generated_at":"2026-05-12T21:19:33.866991+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Brookfield Bancshares to acquire NSTS Bancorp for $73.7M cash, $14.28/share","bullets":["All-cash deal valued at ~$73.7M; NSTS stockholders get $14.28 per share.","Transaction expected to close in Q4 2026, subject to stockholder and regulatory approvals.","North Shore Trust will continue operations under its existing name and charter as a Brookfield subsidiary.","Stephen G. Lear to remain on North Shore's board after closing; one additional board member to be mutually agreed.","Combined entity will have over $600M in assets and four branches in the Chicago MSA."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-016470","json":"https://secwatch.observer/filing/0001437749-26-016470.json","markdown":"https://secwatch.observer/filing/0001437749-26-016470.md","text":"https://secwatch.observer/filing/0001437749-26-016470.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1881592/000143774926016470/0001437749-26-016470-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1881592/000143774926016470/nsts20260511_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-12T21:19:33.866991+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":"75ba1c0356f636241bd62094c54693dbea5af1ef","claim":"NSTS Bancorp, Inc. entered into Agreement and Plan of Merger with Brookfield Bancshares, Inc. valued at $73,662,000 (effective 2026-05-12).","evidence_excerpt":"the Company will merge with and into a newly formed Delaware corporation and wholly owned subsidiary of Parent, BRKD Merger Sub Inc. (“ Parent Merger Sub ”), with the Company as the surviving corporation (the “ Merger ”) and (2) immediately following the Merger, the Company will be merged with and into Parent, with Parent surviving the merger (the “ Second Merger ”). Following the Second Merger, North Shore Trust and Savings, a federally-chartered stock savings institution with its principal office in Waukegan, Illinois (the “ Bank ”), will become a wholly-owned subsidiary of Parent. The Bank will continue to operate under its existing name and federal savings association charter as a subsidiary of Parent. Under the terms of the Merger Agreement, each share of common stock, par value $0.01 per share, of the Company (“ Company Stock ”) that is issued and outstanding at the effective time of the Merger (the “ Effective Time ”), will be converted into the right to receive cash in an aggre","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1881592/000143774926016470/0001437749-26-016470-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Brookfield Bancshares, Inc."},{"label":"Value","value":"$73,662,000"},{"label":"Effective","value":"2026-05-12"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}