---
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"
generated_at: "2026-05-12T21:19:33.866991+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Brookfield Bancshares to acquire NSTS Bancorp for $73.7M cash, $14.28/share

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 7.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-26-016470
- JSON: https://secwatch.observer/filing/0001437749-26-016470.json
- Plain text: https://secwatch.observer/filing/0001437749-26-016470.txt

## Key facts
- Material Agreements
  NSTS Bancorp, Inc. entered into Agreement and Plan of Merger with Brookfield Bancshares, Inc. valued at $73,662,000 (effective 2026-05-12).
  - Action: entry
  - Agreement: merger
  - Counterparty: Brookfield Bancshares, Inc.
  - Value: $73,662,000
  - Effective: 2026-05-12
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1881592/000143774926016470/0001437749-26-016470-index.htm

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