8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): February 14, 2022

HBT FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-39085	37-1117216
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)
401 North Hershey Road Bloomington, Illinois		61704
(Address of principal executive offices)		(Zip Code)

(888) 897-2276

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	HBT	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
	Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 14, 2022, Dale S. Strassheim submitted notice of his retirement and formal resignation from the Board of Directors (the “Board”) of HBT Financial, Inc. (the “Company”) effective as of March 1, 2022. On February 15, 2022, the Board accepted Mr. Strassheim’s retirement from the Board, and the committees on which Mr. Strassheim served, the Audit Committee and Compensation Committee. Mr. Strassheim will not stand for re-election at the 2022 Annual Meeting of Stockholders (the “Annual Meeting”) because he reached the mandatory retirement age of 75 during his term expiring at the Annual Meeting.

On February 15, 2022, on the recommendation of its Nominating and Corporate Governance Committee, the Board appointed Roger A. Baker as a director to the Board, and a member of the Audit Committee, effective as of March 1, 2022. Mr. Baker’s initial term will expire at the Annual Meeting. Mr. Baker’s appointment will fill the vacant seat created by the retirement of Mr. Strassheim.

Mr. Baker previously served as the Chairman and President of NXT Bancorporation, Inc. and Chairman of NXT Bank, which were acquired by the Company on October 1, 2021. In addition to NXT Bank, Mr. Baker previously served on the Board of Directors of two other Iowa-based banks, Lincoln Savings Bank and Liberty Bank. Currently, Mr. Baker is the owner of a number of businesses, including Sinclair Elevator, Inc., a farm products and services company. Mr. Baker graduated from Iowa State University with a degree in Agricultural Economics.

There are no arrangements or understandings between Mr. Baker and any other persons pursuant to which he was appointed as a director. There are also no family relationships between Mr. Baker and any director or executive officer of the Company, and he has no direct or material indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

As with each of the Company’s other non-employee directors, Mr. Baker will be entitled to receive a base retainer of $12,000 per year, as well as board fees and a grant of restricted stock units, as described in the Company’s proxy statement for its 2021 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on April 7, 2021.

Item 7.01. Regulation FD Disclosure.

On February 17, 2022, the Company issued a press release announcing Mr. Strassheim’s retirement and the Company’s appointment of Mr. Baker to the Board of Directors.  A copy of the press release is filed as Exhibit 99.1 hereto and incorporated by reference herein.

The information contained in Item 7.01, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except to the extent required by applicable law or regulation.

Item 9.01. Financial Statements and Exhibits.

Exhibit Number	Description of Exhibit
99.1	Press Release issued February 17, 2022.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HBT FINANCIAL, INC.
	By:	/s/ Matthew J. Doherty
		Name: Matthew J. Doherty
		Title: Chief Financial Officer
Date: February 17, 2022

EX-99.1

EXHIBIT 99.1

For Immediate Release

HBT FINANCIAL, INC. ANNOUNCES

CHANGES TO BOARD OF DIRECTORS

Bloomington, IL, February 17, 2022 – HBT Financial, Inc. (NASDAQ: HBT) (the “Company”), the holding company for Heartland Bank and Trust Company, today announced the following changes to the Board of Directors for both HBT Financial, Inc. and Heartland Bank and Trust Company:

● The retirement of Dale S. Strassheim, effective March 1, 2022

● The appointment of Roger A. Baker, effective March 1, 2022

Mr. Baker previously served as the Chairman and President of NXT Bancorporation, Inc. (“NXT”) and Chairman of NXT Bank, which were acquired by the Company on October 1, 2021. Upon joining the Company’s Board of Directors, Mr. Baker will serve on the Audit Committee.

“On behalf of the entire Board of Directors, I would like to thank Dale for his nearly 30 years of service and the valuable contributions he has made in guiding the growth of our company,” said Fred L. Drake, Chairman and Chief Executive Officer of the Company. “We would also like to welcome Roger to our Board of Directors. Having been instrumental in building NXT into a true community bank, Roger understands our relationship-based approach to banking. His experience and insight will be valuable as we expand our presence in Iowa and continue to grow the HBT franchise in the years ahead.”

In addition to NXT Bank, Mr. Baker previously served on the Board of Directors of two other Iowa-based banks, Lincoln Savings Bank and Liberty Bank. Currently, Mr. Baker is the owner of a number of businesses, including Sinclair Elevator, Inc., a farm products and services company. Mr. Baker graduated from Iowa State University with a degree in Agricultural Economics.

About HBT Financial, Inc.

HBT Financial, Inc., headquartered in Bloomington, Illinois, is the holding company for Heartland Bank and Trust Company, and has banking roots that can be traced back to 1920. HBT provides a comprehensive suite of business, commercial, wealth management, and retail banking products and services to individuals, businesses and municipal entities throughout Central and Northeastern Illinois and Eastern Iowa through 61 branches. As of December 31, 2021, HBT had total assets of $4.3 billion, total loans of $2.5 billion, and total deposits of $3.7 billion.

CONTACT:

Matthew Keating

HBTIR@hbtbank.com

(310) 622-8230

XML

Document and Entity Information	Feb. 14, 2022
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Feb. 14, 2022
Entity File Number	001-39085
Entity Registrant Name	HBT FINANCIAL, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	37-1117216
Entity Address, Address Line One	401 North Hershey Road
Entity Address, City or Town	Bloomington
Entity Address State Or Province	IL
Entity Address, Postal Zip Code	61704
City Area Code	888
Local Phone Number	897-2276
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	HBT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0000775215
Amendment Flag	false