HWBK 8-K Filed 2026-07-29 Amendment

Hawthorn Bancshares amends repurchase plan, raises limit to $10M

Board increases authorization on July 29, 2026; $8.0M remains available after H1 2026 activity

Remaining$8M
MechanismNot specified

What the filing says

Hawthorn Bancshares, Inc. (NASDAQ: HWBK) disclosed in its second quarter 2026 earnings release that the Board of Directors amended the Company's Repurchase Plan on July 29, 2026, increasing the authorized repurchase limit to $10 million. The amendment came on the same day the earnings were announced.

During the first six months of 2026, the Company repurchased 12,000 common shares under the plan at an average cost of $32.68 per share, totaling $0.4 million. As of June 30, 2026, $8.0 million remained available for future share repurchases under the amended plan. Management has been given discretion to determine the number and pricing of shares to be purchased, as well as the timing of any such purchases.

The repurchase program provides the company with flexibility to return capital to shareholders while maintaining its well-capitalized regulatory position, with total risk-based capital of 16.40% as of June 30, 2026.

The Board of Directors amended the plan on July 29, 2026 to increase the authorized repurchase limit to $10 million. The Company repurchased 12,000 common shares under the repurchase plan during the first six months of 2026 at an average cost of $32.68 per share totaling $0.4 million. As of June 30, 2026, $8.0 million remains available for share repurchases pursuant to the plan. — HAWTHORN BANCSHARES, INC. 8-K filing  ·  View on SEC EDGAR →

What this means

The amendment increases the total authorization to $10 million, with $8.0 million available for future repurchases after H1 2026 activity. The Company's execution to date—12,000 shares at an average of $32.68—represents modest deployment relative to the authorization, and occurs against strong capital ratios well above regulatory minimums. The buyback provides flexibility for capital management alongside the quarterly dividend of $0.21 per share approved on the same day. As of June 30, book value per share stood at $26.50, an increase of $3.97 or 17.6% year-over-year.

Frequently asked questions

Why did the Board amend the repurchase plan on July 29, 2026?
The filing does not specify the Board's rationale for the amendment. The timing coincided with second-quarter earnings disclosure and also with approval of a quarterly dividend of $0.21 per share. The company may have sought to enhance capital management flexibility.
How much of the $10 million authorization has been used so far?
The Company repurchased 12,000 shares for $0.4 million during the first six months of 2026, leaving $8.0 million available as of June 30, 2026. This represents relatively light execution of the authorized amount to date.
What mechanism will the Company use to execute the repurchases?
The filing states that management is given discretion to determine the number, pricing, and timing of purchases, but does not specify whether purchases will be made under Rule 10b-18, a 10b5-1 plan, or another mechanism.
How does this buyback fit with Hawthorn's capital position?
Hawthorn maintains 'well-capitalized' regulatory status with a total risk-based capital ratio of 16.40% as of June 30, 2026. The repurchase program allows the company to return capital while remaining well above regulatory minimums.
What is the relationship between the repurchase plan and the dividend?
Both are capital-return programs managed separately. On the same day, the Board approved a quarterly dividend of $0.21 per common share, with an ex-date of September 15, 2026 and payment on October 1, 2026.
At what price did Hawthorn repurchase shares in H1 2026?
The Company repurchased 12,000 shares at an average cost of $32.68 per share. By the end of Q2, the stock was trading at $39.30, indicating the repurchases occurred at prices below the quarter-end market price.
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Source. This editorial summary is based on the SEC filing linked above. BuybackStocks aggregates and editorializes publicly available SEC EDGAR filings. Not investment advice. Past authorization announcements do not guarantee future repurchase activity or share price performance. See our full disclosures policy.