GNTY Guaranty Bancshares Inc

 

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)

 

October 18, 2023

 

 

GUARANTY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

Texas	001-38087	75-1656431
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
16475 Dallas Parkway, Suite 600 Addison, Texas		75001
(Address of Principal Executive Offices)		(Zip Code)

(888) 572-9881

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(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		Name of each exchange on which registered
Common Stock, par value $1.00 per share		GNTY		New York Stock Exchange

 

 

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.

 

(b) Departure of Directors or Certain Officers

On October 18, 2023, Clifton A. “Cappy” Payne, Senior Executive Vice President, Chief Financial Officer and Director of Guaranty Bancshares, Inc. (the "Company"), informed the Company of his retirement from the Company, to be effective March 31, 2024. Mr. Payne will step down from his role as Chief Financial Officer (“CFO”) effective December 29, 2023. Mr. Payne will also retire from the Company’s board of directors effective December 31, 2023.

 

(c) Appointment of Certain Officers

The Company has appointed Shalene Jacobson to become the Company’s next CFO, effective upon Mr. Payne’s retirement on December 29, 2023. Ms. Jacobson joined Guaranty Bank & Trust, N.A. (the "Bank") in 2016 and currently serves as Executive Vice President and Chief Risk Officer of the Company and as Executive Vice President and Chief Financial Officer of the Bank. She will retain those titles after her appointment as CFO of the Company. Effective upon her appointment, Ms. Jacobson will become the Principal Financial Officer and the Principal Accounting Officer of the Company.

On October 23, 203 the Company issued a press release announcing Mr. Payne’s retirement and Ms. Jacobson’s appointment as the Company’s new CFO, a copy of which is attached hereto as Exhibit 99.1

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits.

The following is furnished as an exhibit to this Current Report on Form 8-K:

Exhibit Number		Description of Exhibit
99.1		Press Release dated October 23, 2023, announcing the retirement of the Company's CFO
104		Cover Page Interactive File (formatted as Inline XBRL)

 

 

---

 

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.

 

Dated: October 23, 2023

 

		GUARANTY BANCSHARES, INC.
By:		/s/ Tyson T. Abston
Name:		Tyson T. Abston
Title:		Chairman of the Board and Chief Executive Officer

 

 

---

Exhibit 99.1

Press Release

For Immediate Release

Payne to Retire After 40 Year Career at Guaranty

Addison, Texas – October 23, 2023 / Business Wire / – Guaranty Bancshares, Inc. (NYSE: GNTY) (the "Company"), the parent company of Guaranty Bank & Trust, N.A. (the "Bank"), announced that Clifton A. ‘Cappy’ Payne, Senior Executive Vice President and Chief Financial Officer of the Company plans to retire March 31, 2024, after 40 years with the Company and 35 years as the principal accounting officer. Cappy will step down as CFO effective December 29, 2023 and Shalene Jacobson will become the Company’s next CFO. Shalene joined the Bank in 2016 and currently serves as Executive Vice President and Chief Financial Officer of the Bank. She will retain that title after her appointment as CFO of the Company.

Cappy advised senior management and the Board well in advance of his intention to retire to enable an orderly and effective leadership transition. Cappy and Shalene will have worked side-by-side as CFOs of the Company and the Bank for two years as part of the Bank’s long-term succession planning and transition. He will continue to serve on the Board of Directors until his retirement date.

“While we have been planning for this transition for a number of years and wish Cappy well in his upcoming retirement, he will certainly be missed. Cappy has not only been a significant contributor in our Company’s growth over the last 40 years, he’s been instrumental in the development of our strong culture, leading to many years of success for the Bank. On behalf of the Board of Directors and all of the employees of Guaranty, we thank Cappy for his years of service, dedication to always doing what is best for the Company, and his daily example of selfless leadership,” said Ty Abston, the Company’s Chairman and Chief Executive Officer.

Cappy joined the Bank in February 1984, became the Controller in 1988, and was elected to the Board of Directors of both the Bank and the Company in 1995. He was promoted to Executive Vice President and Chief Financial Officer for both the Bank and the Company in 1996. Cappy is a graduate of Baylor University and is a certified public accountant.

Cappy said, “Throughout my years here it has been a real privilege to work with the Board of Directors, the different leadership teams and all the Guaranty employees. I am proud to have had the opportunity to be a part of the strategic guidance and financial leadership for Guaranty as we grew the Bank, customer confidence, and shareholder value. It’s been rewarding over the years to be part of a team that shares the same vision and values as owners of the company and to gain the trust and confidence of our employees and shareholders. I have enjoyed my tenure here and am confident that Guaranty is well-positioned to continue its success going forward as I look ahead to my retirement and the next stage of life.”

About Guaranty Bancshares, Inc.

Guaranty Bancshares, Inc. is the parent company for Guaranty Bank & Trust, N.A. Guaranty Bank & Trust has 32 banking locations across 26 Texas communities located within the East Texas, Dallas/Fort Worth, Houston and Central Texas regions of the state. As of September 30, 2023, Guaranty Bancshares, Inc. had total assets of $3.2 billion, total loans of $2.3 billion and total deposits of $2.7 billion. Visit www.gnty.com for more information.

 

Contact Information:

Cappy Payne Senior Executive Vice President and Company CFO Guaranty Bancshares, Inc. (888) 572-9881

investors@gnty.com

 

 

---

v3.23.3

Document And Entity Information	Oct. 18, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 18, 2023
Entity Registrant Name	GUARANTY BANCSHARES, INC.
Entity Central Index Key	0001058867
Entity Emerging Growth Company	false
Securities Act File Number	001-38087
Entity Incorporation, State or Country Code	TX
Entity Tax Identification Number	75-1656431
Entity Address, Address Line One	16475 Dallas Parkway
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Addison
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75001
City Area Code	888
Local Phone Number	572-9881
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 $1.00 per share
Trading Symbol	GNTY
Security Exchange Name	NYSE

---