National Bank Holdings Corporation (NYSE: NBHC, “NBHC” or the “Company”), the holding company for NBH Bank, announced today that it has successfully completed its acquisition of Vista Bancshares, Inc. (“Vista”), the holding company for Vista Bank with operations in Dallas–Fort Worth, Austin, and Lubbock, Texas, as well as Palm Beach, Florida.
With the completion of the acquisition, NBHC now has approximately $12.6 billion in pro forma assets and $10.7 billion in pro forma deposits based on September 30, 2025 financials.
Immediately following the closing of the merger of Vista with and into NBHC, the combined organization will begin adopting the Vista Bank brand in Texas and incorporate it across the entire enterprise later this year (with the exception of Bank of Jackson Hole). The systems integration is scheduled for the third quarter of 2026.
This acquisition further strengthens NBHC’s position as a premier regional bank and expands its footprint into the high-growth Dallas–Fort Worth, Austin and Palm Beach markets. Integrating NBHC’s product capabilities with the strength of Vista Bank’s relationship-banking model further enhances NBHC’s long-term growth strategy.
“We are pleased to welcome Vista Bank associates and clients into our Bank family,” said Tim Laney, Chairman and CEO of NBHC. “Vista Bank’s strong leadership team in combination with our fortress balance sheet will enable us to offer truly differentiated and expanded banking services to commercial and business banking clients including across the Vista markets.”
John Steinmetz, Executive Vice Chairman and Director of Strategic Initiatives of NBH Bank and former President and CEO of Vista, said, “I am looking forward to working with Tim Laney and sharing in his strategic vision to make our combined organization an even more powerful regional bank. We are excited about the expanded offerings and capabilities that we can bring to our markets.”
In accordance with the merger agreement, at the effective time of the merger on January 7, 2026, each share of common stock, par value $1.00 per share, of Vista was converted into the right to receive 3.1161 shares of Class A common stock, par value $0.01 per share, of NBHC, $31.62 in cash and cash in lieu of fractional shares of NBHC, if any, subject to adjustments in accordance with the merger agreement.
Vista shareholders will receive approximately $84.8 million of cash consideration, pending any final adjustment to the cash consideration, inclusive of estimated cash payments to holders of Vista options and warrants, and Vista shareholders will own approximately 16% of NBHC shares on a fully diluted basis. The total transaction value, based on NBHC’s January 6, 2026 closing price, is approximately $377.4 million.
Advisors: Keefe, Bruyette & Woods, A Stifel Company, served as financial advisor and Wachtell, Lipton, Rosen & Katz served as legal counsel to NBHC. Jefferies LLC served as exclusive financial advisor, and Squire Patton Boggs LLP served as legal counsel to Vista.
About National Bank Holdings Corporation
National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise, delivering high quality client service and committed to stakeholder results. Through its bank subsidiaries, NBH Bank and Bank of Jackson Hole Trust, National Bank Holdings Corporation operates a network of over 100 banking centers serving consumers, businesses, and government and non-profit entities across Colorado, the greater Kansas City region, Utah, Wyoming, Texas, New Mexico and Idaho.
Additional information about National Bank Holdings Corporation can be found at nationalbankholdings.com.
For more information, visit cobnks.com, bankmw.com, hillcrestbank.com, bankofjacksonhole.com, vistabank.com, or nbhbank.com, or connect with any of the brands on LinkedIn.
Cautionary Note Regarding Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Readers are cautioned not to place undue reliance on such statements.
For a discussion of risk factors, see NBHC’s filings with the U.S. Securities and Exchange Commission available in the “Financials” section of the Company’s website at nationalbankholdings.com.
NBH Bank Contacts
Analysts / Institutional Investors
Emily Gooden, Chief Accounting Officer and Investor Relations Director, (720) 554-6640, ir@nationalbankholdings.com
Nicole Van Denabeele, Chief Financial Officer, (720) 529-3370, ir@nationalbankholdings.com
Media
Jody Soper, Chief Marketing Officer, (303) 784-5925, Jody.Soper@nbhbank.com
Source: National Bank Holdings Corporation