As filed with the Securities and Exchange Commission on August 31, 2026.

No. 333-      ​

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-4

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

HBT FINANCIAL, INC.

(Exact name of registrant as specified in its Charter)

6022

(Primary Standard Industrial Classification Code Number)

401 North Hershey Road
Bloomington, Illinois 61704
(888) 897-2276

(Address, Including ZIP Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)​

Approximate date of commencement of proposed sale to the public:
As soon as practicable after this Registration Statement becomes effective and upon completion of the merger described in the enclosed document.

If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ☐

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large, accelerated file, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company, See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 7(a)(2)(b) of the Securities Act. ☐

If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction: Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ☐ Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) ☐

The registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

Information contained herein is subject to completion or amendment. A registration statement relating to the common stock of HBT Financial, Inc. to be offered in this transaction has been filed with the Securities and Exchange Commission. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This document shall not constitute an offer to sell, or the solicitation of an offer to buy, in any jurisdiction in which such offer, solicitation or sale would be unlawful.

PRELIMINARY — SUBJECT TO COMPLETION, DATED AUGUST 31, 2026

 

       , 2026​

Dear Stockholders of Tri-County Financial Group, Inc.:

On August 10, 2026, Tri-County Financial Group, Inc. (“TYFG”), HBT Financial, Inc. (“HBT”), and HB-TYFG Merger, Inc., a wholly-owned subsidiary of HBT (“MergerCo”), entered into an Agreement and Plan of Merger (the “merger agreement”) that provides for the merger of TYFG with HBT. TYFG will hold a special meeting of its common stockholders at which the holders of shares of TYFG’s common stock, par value $1.00 per share (“TYFG common stock”), will be asked to vote to adopt the merger agreement and approve the transactions contemplated thereby, as described in the accompanying proxy statement/​prospectus.

Under the merger agreement, MergerCo, a newly organized company which is wholly-owned by HBT, will merge with and into TYFG, with TYFG as the surviving entity, and as a result, TYFG will become a wholly-owned subsidiary of HBT (the “merger”). Immediately following the merger, TYFG will merge with and into HBT, with HBT as the surviving entity, thereby ending the separate corporate existence of TYFG (the “intermediate merger”). In addition, subsequent to the intermediate merger and at a time to be determined by HBT, First State Bank, an Illinois state chartered bank and a wholly-owned subsidiary of TYFG (“First State Bank”), will merge with and into Heartland Bank and Trust Company, an Illinois state-chartered bank and a wholly-owned subsidiary of HBT (“Heartland Bank”), with Heartland Bank continuing as the surviving bank (the “bank merger”).

Upon the terms and subject to the conditions of the merger agreement, upon completion of the merger, each share of TYFG common stock outstanding immediately prior to the effective time of the merger will be converted into the right to receive, at the option of each TYFG stockholder, one of the following (“merger consideration”): (i) 2.4589 duly authorized, validly issued, fully paid and non-assessable shares of HBT common stock, par value $0.01 per share (“stock consideration”), (ii) cash in the amount of $71.01 (“cash consideration”) or (iii) a combination of cash consideration and stock consideration (“mixed consideration”), in each case subject to adjustment and to the election and proration procedures as provided in the merger agreement. In lieu of any fractional shares of HBT common stock, holders of TYFG common stock will receive cash. If you elect to receive a combination of stock and cash for your shares of TYFG common stock, you will receive 2.4589 shares of HBT common stock for each TYFG share converted into stock and $71.01 in cash for each TYFG share converted into cash.

Each stockholder election will be subject to a proration mechanism based on the elections of other TYFG stockholders. On an aggregate basis and assuming there are no adjustments pursuant to the merger agreement, the cash to be received by TYFG stockholders will equal as closely as possible $59.95 million (the “aggregate cash consideration”) and the number of shares of HBT common stock to be received by TYFG stockholders will equal as closely as possible 3,797,844 shares (the “aggregate stock consideration”). Holders of TYFG common stock that do not make a valid election will be treated as having received either the cash consideration or the stock consideration in accordance with the proration methodology described in the merger agreement. It should be noted that Castle Creek Capital Partners VI, LP (“Castle Creek”) has agreed to elect all-cash for all 563,064 shares of TYFG common stock that it owns.

The final allocation of merger consideration will not be determined until after the date of the special meeting. Therefore, at the time of the special meeting, you will not know the actual breakdown of cash and stock you will receive or the precise value of your merger consideration.

Holders of TYFG common stock should note that the value of the HBT common stock to be received by holders of TYFG common stock in the merger will fluctuate based on the trading price of HBT common stock. HBT common stock trades on the Nasdaq Global Select Market (“Nasdaq”) under the symbol “HBT.” TYFG common stock is quoted on the OTCQX under the symbol “TYFG.”

Based on the closing price of HBT common stock as reported on Nasdaq of $36.35 as of August 7, 2026, the trading day immediately preceding the public announcement of the merger, the implied value of the stock consideration was approximately $138.1 million, and the implied aggregate transaction value was

approximately $204.6 million. Based on the closing price of HBT common stock as reported on Nasdaq of $       as of       , 2026, the latest practicable date before the date of this proxy statement/prospectus, the implied value of the stock consideration was approximately $      million, and the implied aggregate transaction value was approximately $      million.

Based on the number of shares of HBT common stock to be issued in connection with the merger, holders of shares of TYFG common stock immediately prior to the closing of the merger are expected to hold, in the aggregate, approximately 9% of the issued and outstanding shares of HBT common stock immediately following the effectiveness of the merger.

Adoption of the merger agreement requires the affirmative vote of the holders of at least a majority of the voting power of all outstanding shares of TYFG common stock. All of the directors of TYFG and First State Bank and one significant stockholder of TYFG, collectively holding an aggregate 683,376 shares of TYFG common stock as of the record date for the special meeting, representing approximately 28% of the outstanding TYFG common stock as of such date have signed voting and support agreements with HBT agreeing to vote in favor of the adoption of the merger agreement and approval of the transactions contemplated thereby.

The special meeting of holders of TYFG common stock will be held on       , 2026, at p.m. Central Time, at the Mendota Civic Center, located at 1901 Tom Merwin Drive, Mendota, Illinois 61342.

TYFG’s board of directors has unanimously recommended that holders of TYFG common stock vote “FOR” the adoption of the merger agreement and the approval of the transactions contemplated thereby, and “FOR” one or more adjournments of the special meeting, including adjournments to permit the further solicitation of proxies in favor of the foregoing proposals.

We cannot complete the merger without the approval of the adoption of the merger agreement by holders of TYFG common stock. It is important that your shares be represented and voted regardless of the size of your holdings. Whether or not you plan to attend the TYFG special meeting, we urge you to submit in advance of the special meeting a proxy with your voting instructions using one of the methods described on your proxy card.

The accompanying proxy statement/prospectus provides important information regarding the special meeting and a detailed description of the merger agreement, the merger, and certain related transactions and agreements. We encourage you to carefully read the entire accompanying proxy statement/prospectus (including the documents incorporated therein by reference). Please pay particular attention to the section entitled “Risk Factors” on page 35 in the accompanying proxy statement/prospectus for a discussion of the risks relating to the proposed merger and HBT.

We hope to see you at the special meeting and look forward to the successful completion of the merger.

Sincerely,

Thomas K. Prescott
Chairman
Tri-County Financial Group, Inc.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved the securities to be issued in the merger or determined if this document is accurate or adequate. Any representation to the contrary is a criminal offense. The securities to be issued in the merger are not savings or deposit accounts and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency.

The date of the accompanying proxy statement/prospectus is       , 2026, and it is first being mailed or otherwise delivered to TYFG stockholders on or about       , 2026.

 

706 Washington Street
Mendota, Illinois 61342

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
TO BE HELD ON            , 2026

To the Stockholders of Tri-County Financial Group, Inc.:

NOTICE IS HEREBY GIVEN that a special meeting of the holders of common stock, $1.00 par value per share (“TYFG common stock”), of Tri-County Financial Group, Inc., a Delaware corporation (“TYFG”), will be held on            , 2026, at p.m., Central Time, at the Mendota Civic Center, located at 1901 Tom Merwin Drive, Mendota, Illinois 61342 (the “special meeting”), for the purpose of considering and voting upon the following matters:

1.

Merger Proposal.   Adoption of the Agreement and Plan of Merger, dated August 10, 2026 (the “merger agreement”), by and among HBT Financial, Inc. (“HBT”), HB-TYFG Merger, Inc. (“MergerCo”) and TYFG, and the approval of the transactions contemplated thereby (the “merger proposal”);

​

2.

Adjournment Proposal.   Approval by the holders of TYFG common stock of one or more adjournments of the special meeting, if determined necessary and advisable, including adjournments to permit the further solicitation of proxies in favor of the merger proposal (the “adjournment proposal”); and

​

3.

Other Business.   Such other business as may properly come before the special meeting and any adjournments or postponements thereof.

​

We have fixed the close of business on            , 2026, as the record date for determining those stockholders entitled to notice of and to vote at the special meeting and any adjournments of the special meeting. Only holders of record of TYFG common stock at the close of business on the record date are entitled to notice of and to vote on the proposals at the special meeting and any adjournments of the special meeting.

Please note that, under Section 262 of the Delaware General Corporation Law, as amended (which we refer to as the DGCL), a copy of which is attached as Appendix D to the accompanying proxy statement/​prospectus, holders of TYFG common stock who do not vote in favor of the merger proposal will have the right to seek appraisal of the fair value of their shares of TYFG common stock as determined under the DGCL if the merger is completed, but only if they submit a written demand for such an appraisal prior to the vote on the merger proposal and comply with the other Delaware law procedures explained in the accompanying proxy statement/prospectus. Holders of TYFG common stock who do not vote in favor of the merger proposal and who properly submit a written demand for such an appraisal prior to the vote on the merger proposal and comply with the other DGCL procedures will not receive the merger consideration, but instead will have their TYFG common stock converted into the right to receive payment of such appraised value in accordance with the DGCL procedures as explained in the accompanying proxy statement/​prospectus.

YOUR VOTE IS VERY IMPORTANT.   Whether or not you plan to attend the special meeting in person, please submit in advance of the special meeting a proxy with your voting instructions using one of the methods described on your proxy card.

TYFG’s board of directors has unanimously approved the merger agreement and the merger, has determined that the merger agreement and the transactions contemplated thereby, including the merger, are advisable and in the best interests of TYFG and its stockholders and has unanimously recommended that holders of TYFG common stock vote “FOR” the merger proposal and vote “FOR” the adjournment proposal.

 

 

We encourage you to carefully read the entire accompanying proxy statement/prospectus (including any documents incorporated therein by reference) because it contains important information about the merger agreement, the merger and the TYFG special meeting. Please pay particular attention to the section entitled “Risk Factors” in the accompanying proxy statement/prospectus for a discussion of the risks relating to the proposed merger. You may also obtain information about HBT from documents that it has filed with the Securities and Exchange Commission at its website www.sec.gov.

If you have any questions regarding the accompanying proxy statement/prospectus, you may contact TYFG’s proxy solicitor at:

Advantage Proxy, Inc.
Attention: Karen Smith Toll
Free: (877) 870-8565
Collect: (206) 870-8565
Email: ksmith@advantageproxy.com

By order of the Board of Directors,

            , 2026

 

 

TABLE OF CONTENTS

 

i

 

QUESTIONS AND ANSWERS ABOUT THE MERGER

The following discussion is intended to briefly address some commonly asked questions regarding the merger, the merger agreement and the special meeting. We urge you to read carefully this entire proxy statement/​prospectus because the information in this section may not provide all the information that might be important to you in determining how to vote. Additional important information is contained in the appendices to, and the documents incorporated by reference in, this document. See “Where You Can Find More Information.”

Unless the context otherwise requires, references in this proxy statement/prospectus to “HBT” refer to HBT Financial, Inc., a Delaware corporation; references to “Heartland Bank” refer to Heartland Bank and Trust Company, an Illinois state-chartered bank and a wholly-owned subsidiary of HBT; references to “MergerCo” refer to HB-TYFG Merger, Inc., a Delaware corporation and wholly-owned subsidiary of HBT; references to “TYFG” refer to Tri-County Financial Group, Inc., a Delaware corporation; and references to “First State Bank” refer to First State Bank, an Illinois state-chartered bank and a wholly-owned subsidiary of TYFG.

Q:

What is the proposed transaction?

​

A:

You are being asked to vote on the adoption of a merger agreement that provides for the merger of MergerCo, with and into TYFG, with TYFG as the surviving entity, whereby TYFG will become a wholly-owned subsidiary of HBT (the “merger”). Immediately following the merger, TYFG will then merge with and into HBT, with HBT as the surviving entity, and thereby ending the separate corporate existence of TYFG (the “intermediate merger”). Subsequent to the intermediate merger and at a time to be determined by HBT, First State Bank will merge with and into Heartland Bank, with Heartland Bank continuing as the surviving bank (the “bank merger”). At such time, First State Bank’s banking offices will become banking offices of Heartland Bank.

​

Q:

What will TYFG stockholders be entitled to receive in the merger?

​

A:

If the merger is completed, each share of TYFG common stock outstanding immediately prior to the effective time of the merger will be converted into the right to receive, at the option of each TYFG stockholder, one of the following (“merger consideration”): (i) 2.4589 shares of HBT common stock, par value $0.01 per share (“stock consideration”), (ii) cash in the amount of $71.01 (“cash consideration”) or (iii) a combination of cash consideration and stock consideration (“mixed consideration”), in each case subject to adjustment and to the election and proration procedures as provided in the merger agreement. In lieu of any fractional shares of HBT common stock, holders of TYFG common stock will receive cash. If you elect to receive a combination of stock and cash for your shares of TYFG common stock, you will receive 2.4589 shares of HBT common stock for each TYFG share converted into stock and $71.01 in cash for each TYFG share converted into cash.

​

Each stockholder election will be subject to a proration mechanism based on the elections of other TYFG stockholders. On an aggregate basis, the cash to be received by TYFG stockholders will equal as closely as possible $59.95 million (the “aggregate cash consideration”) and the number of shares of HBT common stock to be received by TYFG stockholders will equal as closely as possible 3,797,844 shares (the “aggregate stock consideration”).

Holders of TYFG common stock that do not make a valid election will likely receive either stock consideration or cash consideration in accordance with the proration methodology described in the merger agreement. It should be noted that Castle Creek Capital Partners VI, LP (“Castle Creek”) has agreed to elect all-cash for all 563,064 of the shares of TYFG common stock that it owns. Shares of TYFG common stock held by TYFG stockholders who validly exercise their appraisal rights under Delaware law (“appraisal shares”) will not be converted into merger consideration.

The final allocation of merger consideration will not be determined until after the date of the special meeting. Therefore, at the time of the special meeting, you will not know the actual breakdown of cash and stock you will receive or the precise value of your merger consideration.

The merger consideration may be adjusted only under certain limited circumstances as set forth in the merger agreement and as described below and elsewhere herein. For more information on potential adjustments to the merger consideration, see “The Merger Agreement — Merger Consideration”.

 

 

Q:

What is the value of the merger consideration I will receive?

​

A:

If the merger is completed, each share of TYFG common stock outstanding immediately prior to the effective time of the merger will be converted into the right to receive, at the option of each TYFG stockholder: (i) 2.4589 shares of HBT common stock, (ii) cash in the amount of $71.01 or (iii) a combination of cash consideration and stock consideration, in each case subject to adjustment and to the election and proration procedures as provided in the merger agreement.

​

Based on the closing price of HBT common stock as reported on the Nasdaq Global Select Market (“Nasdaq”) of $36.35 as of August 7, 2026, the trading day immediately preceding the public announcement of the merger, the implied value of the stock consideration was approximately $138.1 million, and the implied aggregate transaction value was approximately $204.6 million. Based on the closing price of HBT common stock as reported on Nasdaq of $        as of             , 2026, the latest practicable date before the date of this proxy statement/prospectus, the implied value of the stock consideration was approximately $        million, and the implied aggregate transaction value was approximately $         million.

For illustrative purposes only, and assuming no proration of merger consideration, a holder of 100 shares of TYFG common stock could receive:

•

an amount of cash equal to $7,101.00 for an all-cash election, or a per share value of $71.01;

​

•

245 shares of HBT common stock with an implied value of approximately $         , as of          , 2026, or a per share implied value of $         , plus cash in lieu of any fractional shares of HBT common stock, for an all-stock election; or

​

•

$2,130.30 in cash and 172 shares of HBT common stock with an implied value of approximately $         , as of            , 2026, or a per share implied value of $         , plus cash in lieu of any fractional shares of HBT common stock, for an election to receive a mix of 30% cash consideration and 70% stock consideration, which is the approximate expected breakdown of the total cash and stock consideration in the merger.

​

The final allocation of merger consideration will not be determined until after the date of the special meeting. Therefore, at the time of the special meeting, you will not know the actual breakdown of cash and stock you will receive or the precise value of your merger consideration.

The merger consideration may be adjusted only under certain limited circumstances as set forth in the merger agreement and as described below and elsewhere herein. For more information on potential adjustments to the merger consideration, see “The Merger Agreement — Merger Consideration”.

Q:

Is the merger consideration subject to adjustment?

​

A:

Yes, the merger consideration may be adjusted only under certain limited circumstances as set forth in the merger agreement.

​

Each TYFG stock option outstanding and exercised prior to the closing of the merger will increase the aggregate cash consideration to be paid to holders of TYFG common stock by an amount equal to the number of new shares of TYFG common stock resulting from the exercise of each TYFG stock option multiplied by $71.01. No adjustment will be made to the aggregate stock consideration.

In addition, in the event that any past or present environmental event, condition or circumstance impacting TYFG’s real estate is determined to exist in connection with the completion of any Phase I or Phase II environmental assessment, and any expenditures related to the further investigation, remediation or cleanup related thereto are reasonably expected to exceed $1.0 million, HBT may, at its option, elect to reduce the merger consideration in any amount equal to the difference between the estimated amount of such expenditure and $1.0 million.

For more information on potential adjustments to the merger consideration, see “The Merger Agreement — Merger Consideration”.

 

2

 

Q:

How and when do I make any merger consideration election?

​

A:

Subject to the proration procedures described below, TYFG common stockholders will be offered the opportunity to elect to receive their merger consideration in the form of (i) cash consideration, (ii) stock consideration or (iii) mixed consideration, in each case subject to adjustment and to the election and proration procedures as provided in the merger agreement. In lieu of any fractional shares of HBT common stock, holders of TYFG common stock will receive cash. TYFG stockholders who wish to make an election must complete the form of election and letter of transmittal (which we refer to as an “election form”) that will be mailed at least 20 business days prior to the election deadline.

​

For an election to be valid, a properly executed election form must be received by the exchange agent for the merger, Computershare Trust Company, N.A. (which we refer to as the “exchange agent”), before the election deadline. TYFG stockholders will be notified of the expected closing date or such date will be announced publicly no less than five calendar days prior to the expected closing date.

You will make your election by properly completing, signing and returning the election form (which will also serve as a letter of transmittal) by the election deadline. In addition, if you hold stock certificates representing TYFG common stock, you must return your stock certificates to the exchange agent with your election form.

If you own TYFG common stock in “street name” through a bank, brokerage firm or other nominee and you wish to make an election, you should follow the instructions provided by your bank, brokerage firm or other nominee when making your election.

If you do not send in a properly completed election form by the election deadline, you will be treated as though you had not made an election and you will be allocated cash, shares of HBT common stock or a combination thereof as needed to satisfy the overall aggregate cash consideration and aggregate stock consideration requirement. Carefully review and follow the instructions accompanying the election form.

Q:

Will TYFG stockholders receive the form of merger consideration they elect?

​

A:

The form of merger consideration you receive may differ from the form of consideration that you elect to receive. This is because the TYFG stockholder elections will be subject to the elections of other TYFG stockholders and a proration mechanism, such that the total cash consideration to be received by TYFG stockholders will equal as closely as possible the aggregate cash consideration, and the total stock consideration to be received by TYFG stockholders will equal as closely as possible the aggregate stock consideration. Holders of TYFG common stock that do not make an election will likely receive either stock consideration or cash consideration in accordance with the proration methodology in the merger agreement. It should be noted that Castle Creek has agreed to elect all-cash for all 563,064 of the shares of TYFG common stock its owns.

​

The final allocation of merger consideration will not be determined until after the date of the special meeting. Therefore, at the time of the special meeting, you will not know the actual breakdown of cash and stock you will receive or the precise value of your merger consideration.

Q:

What do I do if I want to revoke my election?

​

A:

At any time prior to the election deadline, a stockholder may change his or her election by written notice to the exchange agent accompanied by a properly completed and signed revised election form.

​

Q:

What happens if I do not make a valid election?

​

A:

If you do not return a properly completed election form and all required documents by the election deadline, your shares of TYFG common stock will be considered “non-election shares” and will be converted into the right to receive the cash consideration, the stock consideration or a combination thereof as needed to satisfy the overall aggregate cash consideration and aggregate stock consideration requirement according to the proration methodology specified in the merger agreement.

​

 

3

 

Q:

Why do TYFG and HBT want to engage in the merger?

​

A:

TYFG believes that the merger will provide TYFG stockholders with substantial benefits, including increased stockholder value and enhanced liquidity, and HBT believes that the merger will further its strategic growth plans. To review the reasons for the merger in more detail, see “The Merger — TYFG’s Reasons for the Merger and Recommendation of the TYFG Board” and “The Merger — HBT’s Reasons for the Merger.”

​

Q:

Are TYFG stockholders being asked to vote on any matters other than the merger proposal?

​

A:

In addition to voting to adopt the merger agreement and approve the transactions contemplated thereby, including the merger (the “merger proposal”), TYFG is soliciting proxies from holders of its common stock with respect to a proposal to adjourn the special meeting to permit further solicitation in the event that an insufficient number of votes are cast to approve the merger proposal (the “adjournment proposal”). Completion of the merger is not conditioned upon approval of the adjournment proposal.

​

Q:

What does the TYFG Board recommend?

​

A:

TYFG’s board of directors (the “TYFG Board”) has determined that the merger agreement and the transactions contemplated therein are in the best interests of TYFG and its stockholders. The TYFG Board unanimously recommends that you vote “FOR” the merger proposal and “FOR” the adjournment proposal. To review the reasons for the merger in more detail, see “The Merger — TYFG’s Reasons for the Merger and Recommendation of the TYFG Board.”

​

Q:

What constitutes a quorum for the special meeting?

​

A:

The presence at the special meeting of a majority of the outstanding shares of TYFG common stock entitled to vote, represented in person or by proxy, will constitute a quorum. Abstentions are considered present at the special meeting and are counted in determining whether or not a quorum is present.

​

Q:

What vote is required to approve each proposal at the special meeting, and how will abstentions and broker non-votes affect the vote?

​

A:

Approval of the merger proposal requires the affirmative vote of the holders of at least a majority of the voting power of all outstanding shares of TYFG common stock. Abstentions and shares not voted will have the same effect as a vote against the merger proposal.

​

Approval of the adjournment proposal requires the direction of the presiding officer of the special meeting or the affirmative vote of the majority of the shares of TYFG common stock represented at the special meeting and entitled to vote on the adjournment proposal. Abstentions will have the same effect as a vote against the adjournment proposal, while broker non-votes will have no effect on the adjournment proposal, although they may prevent TYFG from obtaining a quorum and require TYFG to adjourn the special meeting to solicit additional proxies.

Q:

What is a “broker non-vote”?

​

A:

Banks, brokers, trustees and other nominees who hold shares in street name for a beneficial owner of those shares typically have the authority to vote in their discretion on “routine” proposals when they have not received instructions from beneficial owners. However, banks, brokers, trustees and other nominees are not allowed to exercise their voting discretion with respect to the approval of matters determined to be “non-routine” without specific instructions from the beneficial owner.

​

A broker non-vote occurs when a bank, broker, trustee or other nominee is not permitted to vote on a “non-routine” matter without instructions from the beneficial owner of the shares and the beneficial owner fails to provide the bank, broker, trustee or other nominee with such instructions. Broker non-votes only count toward a quorum if at least one proposal is presented with respect to which the bank, broker, trustee or other nominee has discretionary authority. It is expected that all proposals to be

 

4

 

voted on at the special meeting will be “non-routine” matters, and, as such, TYFG does not expect any broker non-votes at the special meeting and does not expect any broker non-votes to count towards the special meeting quorum. If your bank, broker, trustee or other nominee holds your shares of TYFG common stock in “street name,” such entity will vote your shares of TYFG common stock only if you provide instructions on how to vote by complying with the instructions provided to you by your bank, broker, trustee or other nominee with this proxy statement/prospectus.

Q:

Why is my vote important?

​

A:

The merger cannot be completed unless the merger agreement is adopted by TYFG stockholders. If you fail to submit a proxy or vote in person at the special meeting, or vote to abstain, or you do not provide your bank, brokerage firm or other nominee with voting instructions, as applicable, this will have the same effect as a vote against the adoption of the merger agreement. The TYFG Board unanimously recommends that TYFG’s stockholders vote “FOR” the merger proposal. Completion of the merger is not conditioned upon approval of the adjournment proposal.

​

Q:

What do I need to do now? How do I vote?

​

A:

You may vote at the special meeting if you own shares of TYFG common stock as of the close of business on the record date for the special meeting. After you have carefully read and considered the information contained in this proxy statement/prospectus, please submit in advance of the special meeting a proxy with your voting instructions using one of the methods described on your proxy card. This will enable your shares to be represented at the special meeting. You may also vote in person at the special meeting. If you do not vote by proxy and do not vote at the special meeting, this will make it more difficult to achieve a quorum for the meeting.

​

Q:

If my shares of common stock are held in “street name” by my bank, broker or other fiduciary, will my bank, broker or other fiduciary automatically vote my shares for me?

​

A:

No. Your bank, broker or other fiduciary cannot vote your shares without instructions from you. If your shares are held in “street name” through a bank, broker or other fiduciary, you must provide the record holder of your shares with instructions on how to vote the shares. Please follow the voting instructions provided by the bank, broker or other fiduciary. You may not vote shares held in street name by returning a proxy card directly to TYFG, or by voting in person at the special meeting, unless you provide a “legal proxy,” which you must obtain from your bank, broker or other fiduciary. Further, banks, brokers or other fiduciaries that hold shares of TYFG common stock on behalf of their customers may not give a proxy to TYFG to vote those shares with respect to any of the proposals without specific instructions from their customers, as brokers, banks and other fiduciaries do not have discretionary voting power on these matters. Failure to instruct your bank, broker or other fiduciary how to vote will have the same effect as a vote against the merger proposal.

​

Q:

How will my shares be voted?

​

A:

If you submit in advance of the special meeting a proxy with your voting instructions using one of the methods described on your proxy card, your shares will be voted in accordance with your instructions. If you submit a proxy but you do not indicate how you want to vote, your proxy will be voted “FOR” the merger proposal and “FOR” the adjournment proposal.

​

Q:

Can I revoke my proxy and change my vote?

​

A:

You may revoke your proxy or change your vote prior to the special meeting by filing with the Corporate Secretary of TYFG, a duly executed revocation of proxy or submitting a new proxy with a later date. You may also revoke a prior proxy by voting in person at the applicable special meeting.

​

Q:

Are there risks I should consider in deciding how to vote on the merger proposal?

​

A:

Yes. In evaluating the merger agreement and the transactions contemplated therein, you should

​

 

5

 

carefully read this proxy statement/prospectus, including the factors discussed in the section titled “Risk Factors” beginning on page     .

Q:

What if I oppose the merger? Do I have appraisal rights?

​

A:

TYFG stockholders will be entitled to appraisal rights, but only if they comply with the Delaware law procedures summarized in the section entitled “The Merger — Appraisal Rights.” The entirety of Section 262 of the Delaware General Corporation Law, as amended (which we refer to as the DGCL), is provided on Appendix D to this proxy statement/prospectus. Upon consummation of the merger, any TYFG stockholder who has perfected their appraisal rights will have the right to have a court in Delaware determine the value of each share of stock and to be paid the appraised value determined by the court, which could be more or less than the merger consideration.

​

Q:

What are the material U.S. federal income tax consequences of the merger to me?

​

A:

The merger and the intermediate merger (together, the “integrated merger”) are intended to constitute a single integrated transaction that will qualify as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), and it is a condition to HBT’s and TYFG’s obligations to complete the merger that each of them receives a legal opinion from its tax counsel to that effect. However, neither TYFG nor HBT will request or receive a ruling from the Internal Revenue Service that the integrated merger will qualify as a reorganization.

​

Provided the integrated merger qualifies as a reorganization for U.S. federal income tax purposes, the U.S. federal income tax consequences to U.S. holders (as defined under “The Merger — Material U.S. Federal Income Tax Consequences of the Integrated Merger”) of TYFG common stock generally will be as follows:

•

if a U.S. holder of TYFG common stock receives solely shares of HBT common stock in exchange for such holder’s shares of TYFG common stock, such holder generally will not recognize any gain or loss, except with respect to cash received in lieu of a fractional share of HBT common stock;

​

•

if a U.S. holder of TYFG common stock receives solely cash in exchange for such holder’s shares of TYFG common stock, such holder generally will recognize gain or loss equal to the difference between the amount of cash received and the holder’s adjusted basis in its shares of TYFG common stock; and

​

•

if a U.S. holder of TYFG common stock receives a combination of HBT common stock and cash (other than cash received in lieu of a fractional share of HBT common stock on which such U.S. holder will generally recognize gain or loss) in exchange for such holder’s shares of TYFG common stock, such holder generally will recognize gain (but not loss) in an amount equal to the lesser of (1) the amount by which the sum of the cash and the fair market value of the HBT common stock received exceeds the holder’s adjusted basis in its shares of TYFG common stock surrendered, and (2) the amount of cash received (in each case excluding any cash received in lieu of a fractional share of HBT common stock).

​

The U.S. federal income tax consequences of the integrated merger to each TYFG stockholder will depend on such TYFG stockholder’s own situation and many variables not within our control. You should consult with your tax advisor for the specific tax consequences of the integrated merger to you. See “The Merger — Material U.S. Federal Income Tax Consequences of the Integrated Merger.”

Q:

When and where is the special meeting?

​

A:

The special meeting will take place on            , 2026, at p.m., Central Time, at the Mendota Civic Center, located at 1901 Tom Merwin Drive, Mendota, Illinois 61342.

​

 

6

 

Q:

Who may attend the special meeting?

​

A:

Only holders of TYFG common stock as of the record date may attend the special meeting. If you are a common stockholder of record, you will need to present the proxy card that you received or another proof of identification in order to be admitted into the meeting. If you held shares of TYFG common stock in “street name” as of the record date, you may attend the special meeting only if you provide a “legal proxy,” which you must obtain from your broker, bank or other fiduciary.

​

Q:

Should I send in my TYFG stock certificates with my proxy card?

​

A:

No, you should not send your stock certificates with your proxy card.   You will be required to send in your stock certificates when you complete the election form (which also will serve as a letter of transmittal) that will be mailed at least 20 business days prior to the election deadline. After you receive the election form, you should complete the form (which also will serve as a letter of transmittal), and if you hold TYFG stock certificates, return them with your completed form to the exchange agent in the envelope provided with the form before the election deadline.

​

As soon as reasonably practicable after the closing date, if necessary, the exchange agent will cause an additional letter of transmittal to be mailed to each holder of record of shares of TYFG common stock who had not previously delivered a letter of transmittal, including delivery and surrender of the holder’s underlying TYFG stock certificates, to the exchange agent by the election deadline. If you receive this subsequent letter of transmittal, you should complete the form, and if you hold TYFG stock certificates, return them with your completed form to the exchange agent in the envelope provided as soon as reasonably practicable to receive the merger consideration.

Q:

Whom may I contact if I cannot locate my TYFG stock certificates?

​

A:

If you are unable to locate your original TYFG stock certificates, you should follow the instructions regarding lost or stolen stock certificates set forth in the letter of transmittal that will be mailed to you with the election form at least 20 business days prior to the election deadline and, as applicable, following the closing of the merger. If you would like to obtain a replacement certificate prior to the closing of the merger, please contact: Tri-County Financial Group, Inc., Attn: Kirk Ross, President and Chief Executive Officer, 706 Washington Street, Mendota, Illinois 61342, at (815) 538-2265.

​

Q:

What should I do if I hold my shares of TYFG common stock in book-entry form?

​

A:

If you hold shares of TYFG common stock in book-entry form, you should follow the instructions set forth in the letter of transmittal with respect to those shares.

​

Q:

What should I do if I receive more than one set of voting materials?

​

A:

TYFG stockholders may receive more than one set of voting materials, including multiple copies of this proxy statement/prospectus and multiple proxy cards or voting instruction cards. For example, if you hold shares of TYFG common stock in more than one brokerage account, you may receive a separate voting instruction card for each brokerage account in which you hold such shares. If you are a holder of record of TYFG common stock and your shares are registered in more than one name, you will receive more than one proxy card or voting instruction card. Please submit a proxy with your voting instructions for each proxy card and voting instruction card that you receive, or otherwise follow the voting instructions set forth in this proxy statement/prospectus to ensure that you vote every share of TYFG common stock that you own.

​

Q:

When is the merger expected to be completed?

​

A:

The merger agreement must be adopted by stockholders of TYFG, and we must obtain the necessary regulatory approvals before we can complete the merger. Assuming TYFG stockholders approve the merger proposal, and we obtain the other necessary approvals and satisfaction or waiver of the other conditions to the closing described in the merger agreement, we expect to complete the merger in the fourth quarter of 2026 or the first quarter of 2027. See “The Merger Agreement — Conditions to Completion of the Merger.”

​

 

7

 

Q:

Is completion of the merger subject to any conditions besides stockholder approval?

​

A:

Yes. The transaction must receive the required regulatory approvals, and there are other customary closing conditions that must be satisfied or waived. See “The Merger Agreement — Conditions to Completion of the Merger.”

​

Q:

What happens if the merger is not completed?

​

A:

Neither HBT nor TYFG can assure you of when or if the merger will be completed. TYFG must first obtain the approval of its stockholders of the merger proposal, and the parties must obtain necessary regulatory approvals and satisfy certain other customary closing conditions. If the merger is not completed, TYFG stockholders will not receive any consideration for their shares and will continue to be TYFG stockholders, and each of HBT and TYFG will remain independent companies. Under certain circumstances, TYFG may be required to pay HBT a fee with respect to the termination of the merger agreement, as described under “The Merger Agreement — Termination of the Merger Agreement.”

​

Q:

Who can answer my other questions?

​

A:

If you have other questions about the merger or how to submit your proxy, or if you need additional copies of this proxy statement/prospectus or the enclosed proxy card, you should contact: Tri-County Financial Group, Inc., Attn: Kirk L. Ross, President and Chief Executive Officer, 706 Washington Street, Mendota, Illinois 61342, at (815) 538-2265 or Advantage Proxy, Inc., Attn: Karen Smith, President and CEO, at (877) 870-8565 (toll-free) or (206) 870-8565 (collect), or by email at ksmith@advantageproxy.com.

​

Q:

Who will solicit the proxies and pay the cost of soliciting proxies for the special meetings?

​

A:

TYFG will pay the cost of soliciting proxies for the special meeting. TYFG has engaged Advantage Proxy, Inc. (“Advantage Proxy”) to assist in the solicitation of proxies for the special meeting. TYFG has agreed to pay Advantage Proxy a fee of up to $15,000 for this service. TYFG will also reimburse Advantage Proxy for reasonable out-of-pocket expenses and will indemnify Advantage Proxy and its affiliates against certain claims, liabilities, losses, damages and expenses. Solicitation initially will be made by mail. Forms of proxies and proxy materials may also be distributed through brokers, banks and other nominees to the beneficial owners of shares of TYFG common stock, in which case these parties will be reimbursed by TYFG for their reasonable out-of-pocket expenses. Proxies may also be solicited in person or by telephone, electronic mail or other electronic medium by certain of TYFG’s directors, officers and other employees, without additional compensation.

​

 

8

 

ADDITIONAL INFORMATION

This proxy statement/prospectus incorporates by reference important business and financial information about HBT from documents filed with the Securities and Exchange Commission (“SEC”) that are not included in or delivered with this proxy statement/prospectus. You can obtain any of the documents filed with or furnished to the SEC by HBT at no cost from the SEC’s website maintained at http://www.sec.gov. You may also request copies of these documents, including documents incorporated by reference into this proxy statement/prospectus, at no cost by contacting HBT in writing at the address or by telephone as specified below:

HBT Financial, Inc.
Attention: Corporate Secretary
401 North Hershey Road
Bloomington, Illinois 61704
(888) 897-2276

You will not be charged for any of the documents that you request. In order for you to receive timely delivery of the documents before the TYFG special meeting, you must request them no later than            , 2026, five business days prior to the date of the special meeting.

See the section entitled “Where You Can Find More Information.”

ABOUT THIS PROXY STATEMENT/PROSPECTUS

This proxy statement/prospectus, which forms part of a registration statement on Form S-4, filed with the SEC, constitutes a prospectus of HBT under Section 5 of the Securities Act of 1933, as amended (the “Securities Act”), with respect to the shares of HBT common stock to be issued to stockholders of TYFG as consideration in the merger of TYFG with HBT, as more fully described herein. In addition, it constitutes a proxy statement with respect to the special meeting of TYFG stockholders.

You should rely only on the information contained in, or incorporated by reference into, this proxy statement/prospectus. No one has been authorized to provide you with information that is different from that contained in, or incorporated by reference into, this proxy statement/prospectus. You should assume that the information in this proxy statement/prospectus is accurate only as of its date. You should assume that the information incorporated by reference into this proxy statement/prospectus is accurate only as of the date of such incorporated document. Neither the mailing of this proxy statement/prospectus to TYFG stockholders nor the issuance by HBT of shares of HBT common stock in connection with the merger will create any implication to the contrary.

This document does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, or the solicitation of a proxy, in any jurisdiction to or from any person to whom it is unlawful to make any such offer or solicitation in such jurisdiction.

 

9

 

10

 

11

 

​

12

 

13

 

​

14

 

​

15

 

​

16

 

17

 

18

 

19

 

​

​

​

(Unaudited) As of or for the six  months ended June 30,

​

​

As of or for the years ended December 31,

​

​

​

​

2026

​

​

2025

​

​

2025

​

​

2024

​

​

2023

​

​

2022

​

​

2021

​

​

​

​

(dollars in thousands, except per share information)

​

Operating Results

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net income

​

​

​

$

39,044

​

​

​

​

$

38,305

​

​

​

​

$

77,008

​

​

​

​

$

71,780

​

​

​

​

$

65,842

​

​

​

​

$

56,456

​

​

​

​

$

56,271

​

​

Share and Per Share Data

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Earnings per share – Diluted

​

​

​

$

1.12

​

​

​

​

$

1.21

​

​

​

​

$

2.44

​

​

​

​

$

2.26

​

​

​

​

$

2.07

​

​

​

​

$

1.95

​

​

​

​

$

2.02

​

​

Book value per share

​

​

​

$

21.03

​

​

​

​

$

18.44

​

​

​

​

$

19.58

​

​

​

​

$

17.26

​

​

​

​

$

15.44

​

​

​

​

$

12.99

​

​

​

​

$

14.21

​

​

Closing stock price

​

​

​

$

31.99

​

​

​

​

$

25.21

​

​

​

​

$

25.85

​

​

​

​

$

21.90

​

​

​

​

$

21.11

​

​

​

​

$

19.57

​

​

​

​

$

18.73

​

​

Ending number shares of common stock outstanding

​

​

​

​

36,365,612

​

​

​

​

​

31,495,434

​

​

​

​

​

31,431,924

​

​

​

​

​

31,559,366

​

​

​

​

​

31,695,828

​

​

​

​

​

28,752,626

​

​

​

​

​

28,986,061

​

​

Weighted average shares of common stock outstanding, including all dilutive potential shares

​

​

​

​

34,892,139

​

​

​

​

​

31,649,766

​

​

​

​

​

31,611,304

​

​

​

​

​

31,712,480

​

​

​

​

​

31,738,147

​

​

​

​

​

28,919,316

​

​

​

​

​

27,811,293

​

​

Performance Ratios

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Net interest margin(1)

​

​

​

​

4.27%

​

​

​

​

​

4.13%

​

​

​

​

​

4.13%

​

​

​

​

​

3.96%

​

​

​

​

​

4.09%

​

​

​

​

​

3.54%

​

​

​

​

​

3.18%

​

​

Efficiency ratio

​

​

​

​

62.43

​

​

​

​

​

53.47

​

​

​

​

​

53.44

​

​

​

​

​

53.99

​

​

​

​

​

56.49

​

​

​

​

​

57.72

​

​

​

​

​

56.46

​

​

Return on average assets(1)

​

​

​

​

1.26

​

​

​

​

​

1.53

​

​

​

​

​

1.53

​

​

​

​

​

1.43

​

​

​

​

​

1.34

​

​

​

​

​

1.32

​

​

​

​

​

1.41

​

​

Return on average stockholders’ equity(1)

​

​

​

​

11.02

​

​

​

​

​

13.70

​

​

​

​

​

13.24

​

​

​

​

​

13.93

​

​

​

​

​

14.60

​

​

​

​

​

14.73

​

​

​

​

​

14.81

​

​

Balance Sheet Highlights

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total assets

​

​

​

$

6,727,646

​

​

​

​

$

5,018,398

​

​

​

​

$

5,071,390

​

​

​

​

$

5,032,902

​

​

​

​

$

5,073,170

​

​

​

​

$

4,286,734

​

​

​

​

$

4,314,254

​

​

Total loans, before allowance for credit losses

​

​

​

$

4,752,418

​

​

​

​

$

3,348,211

​

​

​

​

$

3,456,209

​

​

​

​

$

3,466,146

​

​

​

​

$

3,404,417

​

​

​

​

$

2,620,253

​

​

​

​

$

2,499,689

​

​

Total deposits

​

​

​

$

5,757,986

​

​

​

​

$

4,306,531

​

​

​

​

$

4,359,263

​

​

​

​

$

4,318,254

​

​

​

​

$

4,401,437

​

​

​

​

$

3,587,024

​

​

​

​

$

3,738,185

​

​

Subordinated notes

​

​

​

$

84,026

​

​

​

​

$

39,593

​

​

​

​

$

—

​

​

​

​

$

39,553

​

​

​

​

$

39,474

​

​

​

​

$

39,395

​

​

​

​

$

39,316

​

​

Junior subordinated debentures

​

​

​

$

52,939

​

​

​

​

$

52,879

​

​

​

​

$

52,909

​

​

​

​

$

52,849

​

​

​

​

$

52,789

​

​

​

​

$

37,780

​

​

​

​

$

37,714

​

​

Total stockholders’ equity

​

​

​

$

764,733

​

​

​

​

$

580,897

​

​

​

​

$

615,498

​

​

​

​

$

544,605

​

​

​

​

$

489,496

​

​

​

​

$

373,632

​

​

​

​

$

411,881

​

​

Credit Quality Ratios

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Allowance for credit losses to loans, before allowance for credit losses

​

​

​

​

1.27%

​

​

​

​

​

1.24%

​

​

​

​

​

1.21%

​

​

​

​

​

1.21%

​

​

​

​

​

1.18%

​

​

​

​

​

0.97%

​

​

​

​

​

0.96%

​

​

Nonaccrual loans to loans, before allowance for credit losses

​

​

​

​

0.19

​

​

​

​

​

0.17

​

​

​

​

​

0.22

​

​

​

​

​

0.22

​

​

​

​

​

0.23

​

​

​

​

​

0.08

​

​

​

​

​

0.11

​

​

Nonperforming loans to loans, before allowance for credit losses

​

​

​

​

0.19

​

​

​

​

​

0.17

​

​

​

​

​

0.22

​

​

​

​

​

0.22

​

​

​

​

​

0.23

​

​

​

​

​

0.08

​

​

​

​

​

0.11

​

​

Nonperforming assets to loans, before allowance for credit losses and foreclosed assets

​

​

​

​

0.21

​

​

​

​

​

0.19

​

​

​

​

​

0.25

​

​

​

​

​

0.23

​

​

​

​

​

0.26

​

​

​

​

​

0.20

​

​

​

​

​

0.24

​

​

20

 

​

​

​

(Unaudited) As of or for the six  months ended June 30,

​

​

As of or for the years ended December 31,

​

​

​

​

2026

​

​

2025

​

​

2025

​

​

2024

​

​

2023

​

​

2022

​

​

2021

​

​

​

​

(dollars in thousands, except per share information)

​

Net charge-offs (recoveries) to average loans, before allowance for credit losses(1)

​

​

​

​

0.03

​

​

​

​

​

0.09

​

​

​

​

​

0.07

​

​

​

​

​

0.05

​

​

​

​

​

0.01

​

​

​

​

​

(0.08)

​

​

​

​

​

(0.01)

​

​

Regulatory Capital Ratios

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total capital (to risk weighted assets)

​

​

​

​

16.20%

​

​

​

​

​

17.74%

​

​

​

​

​

16.82%

​

​

​

​

​

16.51%

​

​

​

​

​

15.33%

​

​

​

​

​

16.27%

​

​

​

​

​

16.88%

​

​

Tier 1 capital (to risk weighted assets)

​

​

​

​

13.59

​

​

​

​

​

15.60

​

​

​

​

​

15.72

​

​

​

​

​

14.50

​

​

​

​

​

13.42

​

​

​

​

​

14.23

​

​

​

​

​

14.66

​

​

Common Equity Tier 1 (“CET1”) capital (to risk weighted assets)

​

​

​

​

12.64

​

​

​

​

​

14.26

​

​

​

​

​

14.42

​

​

​

​

​

13.21

​

​

​

​

​

12.12

​

​

​

​

​

13.07

​

​

​

​

​

13.37

​

​

Tier 1 capital (to average assets)

​

​

​

​

11.01

​

​

​

​

​

11.86

​

​

​

​

​

12.26

​

​

​

​

​

11.51

​

​

​

​

​

10.49

​

​

​

​

​

10.48

​

​

​

​

​

9.84

​

​

​

21

 

​

​

​

(unaudited) As of or for the six  months ended June 30,

​

​

(audited) As of or for the year ended December 31,

​

​

​

​

2026

​

​

2025

​

​

2025

​

​

2024

​

​

​

​

(dollars in thousands, except per share data)

​

Balance Sheet Data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Investments in available-for-sale debt securities, at fair value

​

​

​

$

147,611

​

​

​

​

$

148,152

​

​

​

​

$

154,207

​

​

​

​

$

143,735

​

​

Mortgage loans held for sale

​

​

​

​

15,184

​

​

​

​

​

22,683

​

​

​

​

​

12,688

​

​

​

​

​

9,011

​

​

Total loans (excluding loans held for sale)

​

​

​

​

1,272,889

​

​

​

​

​

1,279,099

​

​

​

​

​

1,315,294

​

​

​

​

​

1,276,409

​

​

Allowance for credit losses

​

​

​

​

(14,789)

​

​

​

​

​

(14,665)

​

​

​

​

​

(14,992)

​

​

​

​

​

(14,444)

​

​

Net loans

​

​

​

​

1,258,100

​

​

​

​

​

1,264,434

​

​

​

​

​

1,300,302

​

​

​

​

​

1,261,965

​

​

Total assets

​

​

​

​

1,562,073

​

​

​

​

​

1,562,943

​

​

​

​

​

1,595,721

​

​

​

​

​

1,539,284

​

​

Total deposits

​

​

​

​

1,296,806

​

​

​

​

​

1,268,776

​

​

​

​

​

1,303,923

​

​

​

​

​

1,273,296

​

​

Federal Home Loan Bank advances and other borrowings

​

​

​

​

45,917

​

​

​

​

​

86,917

​

​

​

​

​

77,917

​

​

​

​

​

67,917

​

​

Securities sold under agreements to repurchase

​

​

​

​

21,404

​

​

​

​

​

26,199

​

​

​

​

​

23,105

​

​

​

​

​

22,679

​

​

Subordinated debt, net

​

​

​

​

9,871

​

​

​

​

​

9,846

​

​

​

​

​

9,859

​

​

​

​

​

9,834

​

​

Total stockholders’ equity

​

​

​

​

165,004

​

​

​

​

​

149,018

​

​

​

​

​

157,771

​

​

​

​

​

143,194

​

​

Income Statement Data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total interest income

​

​

​

$

42,201

​

​

​

​

$

39,638

​

​

​

​

$

82,028

​

​

​

​

$

77,896

​

​

Total interest expense

​

​

​

​

14,353

​

​

​

​

​

15,756

​

​

​

​

​

31,932

​

​

​

​

​

34,988

​

​

Net interest income

​

​

​

​

27,848

​

​

​

​

​

23,882

​

​

​

​

​

50,096

​

​

​

​

​

42,908

​

​

Credit loss expense (recovery)

​

​

​

​

778

​

​

​

​

​

388

​

​

​

​

​

659

​

​

​

​

​

(1,284)

​

​

Net interest income after credit loss expense (recovery)

​

​

​

​

27,070

​

​

​

​

​

23,494

​

​

​

​

​

49,437

​

​

​

​

​

44,192

​

​

Total non-interest income

​

​

​

​

8,515

​

​

​

​

​

8,254

​

​

​

​

​

17,234

​

​

​

​

​

15,632

​

​

Total non-interest expenses

​

​

​

​

23,839

​

​

​

​

​

23,522

​

​

​

​

​

48,198

​

​

​

​

​

45,967

​

​

Income before income taxes

​

​

​

​

11,746

​

​

​

​

​

8,226

​

​

​

​

​

18,473

​

​

​

​

​

13,857

​

​

Income tax expense

​

​

​

​

3,157

​

​

​

​

​

2,165

​

​

​

​

​

4,810

​

​

​

​

​

3,428

​

​

Net income

​

​

​

​

8,589

​

​

​

​

​

6,061

​

​

​

​

​

13,663

​

​

​

​

​

10,429

​

​

22

 

​

​

​

(unaudited) As of or for the six  months ended June 30,

​

​

(audited) As of or for the year ended December 31,

​

​

​

​

2026

​

​

2025

​

​

2025

​

​

2024

​

​

​

​

(dollars in thousands, except per share data)

​

Share and Per Share Data:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Basic earnings per common share

​

​

​

$

3.61

​

​

​

​

$

2.54

​

​

​

​

$

5.73

​

​

​

​

$

4.32

​

​

Diluted earnings per common share

​

​

​

$

3.53

​

​

​

​

$

2.52

​

​

​

​

$

5.67

​

​

​

​

$

4.28

​

​

Book value per common share(1)

​

​

​

$

69.08

​

​

​

​

$

62.37

​

​

​

​

$

66.43

​

​

​

​

$

59.81

​

​

Weighted average common shares outstanding

​

​

​

​

2,378,562

​

​

​

​

​

2,388,757

​

​

​

​

​

2,383,976

​

​

​

​

​

2,412,573

​

​

Shares outstanding at end of period

​

​

​

​

2,388,748

​

​

​

​

​

2,389,343

​

​

​

​

​

2,375,138

​

​

​

​

​

2,394,193

​

​

Performance Ratios:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Return on average assets(1)(2)

​

​

​

​

1.10%

​

​

​

​

​

0.80%

​

​

​

​

​

0.65%

​

​

​

​

​

0.68%

​

​

Return on average common equity(1)(2)

​

​

​

​

10.67%

​

​

​

​

​

8.36%

​

​

​

​

​

7.29%

​

​

​

​

​

7.45%

​

​

Net interest margin(1)(2)(3)

​

​

​

​

3.77%

​

​

​

​

​

3.31%

​

​

​

​

​

2.92%

​

​

​

​

​

2.96%

​

​

Loans to deposits(1)

​

​

​

​

98.16%

​

​

​

​

​

100.81%

​

​

​

​

​

100.87%

​

​

​

​

​

100.24%

​

​

Stockholders’ equity to total assets(1)

​

​

​

​

10.56%

​

​

​

​

​

9.53%

​

​

​

​

​

9.89%

​

​

​

​

​

9.30%

​

​

Asset Quality Ratios:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Nonperforming loans to total loans(1)(4)

​

​

​

​

0.46%

​

​

​

​

​

0.29%

​

​

​

​

​

0.43%

​

​

​

​

​

0.33%

​

​

Net loan charge-offs to average loans(1)(2)(5)

​

​

​

​

0.00%

​

​

​

​

​

0.02%

​

​

​

​

​

0.01%

​

​

​

​

​

0.01%

​

​

Allowance for credit losses to total loans(1)(4)

​

​

​

​

1.16%

​

​

​

​

​

1.15%

​

​

​

​

​

1.14%

​

​

​

​

​

1.13%

​

​

Allowance for credit losses to nonperforming loans(1)(4)

​

​

​

​

250.45%

​

​

​

​

​

389.61%

​

​

​

​

​

264.92%

​

​

​

​

​

346.88%

​

​

​

23

 

SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION AND NOTES

The following unaudited pro forma condensed combined financial information and notes thereto have been prepared in accordance with Article 11 of Regulation S-X in order to give effect to the previously completed merger of CNB Bank Shares, Inc., an Illinois corporation (“CNB”), with and into HBT, and the proposed merger of TYFG, with and into HBT, and the related transaction accounting adjustments (pro forma adjustments) described in the accompanying notes. The following unaudited pro forma condensed combined financial statements present the historical consolidated financial positions and results of operations of HBT, CNB, and TYFG as an acquisition by HBT of CNB and an acquisition by HBT of TYFG. Under the acquisition method of accounting, the assets and liabilities of CNB, as of March 1, 2026, the effective date of the CNB merger, and the assets and liabilities of TYFG, as of the effective date of the merger, are recorded at their respective fair values and added to HBT.

Effective March 1, 2026, CNB merged with and into HBT, with HBT continuing as the surviving corporation, and CNB’s wholly owned subsidiary bank, CNB Bank & Trust, merged with and into HBT’s wholly owned subsidiary bank, Heartland Bank, with Heartland Bank continuing as the surviving bank. At the time of the effective CNB merger, each share of CNB was converted into the right to receive, one of the following (i) 1.0434 shares of HBT common stock, (ii) $27.73 in cash, or (iii) a combination of cash and HBT common stock. Total consideration consisted of 5,498,131 shares of HBT common stock and $33.8 million in cash. In lieu of fractional shares of HBT stock, holders of CNB common stock received cash. Based on the closing price of HBT common stock of $26.96 on February 27, 2026, the aggregate transaction value was $182.1 million.

The unaudited pro forma condensed combined balance sheet combines the historical balance sheets of HBT and TYFG as of June 30, 2026, giving effect to the TYFG merger as if it had occurred on that date. The unaudited pro forma condensed combined statements of income for the six months ended June 30, 2026 and the year ended December 31, 2025 combine the historical consolidated statements of income of HBT, CNB, and TYFG giving effect to the mergers as if those transactions had occurred on January 1, 2025, the first day of HBT’s fiscal year.

The unaudited pro forma condensed combined financial information is presented for illustrative purposes only and does not indicate the financial results of the combined company had the companies actually been combined at the beginning of each period presented. The unaudited pro forma condensed combined financial information also does not consider any expense efficiencies, increased revenue or other potential financial benefits of the merger. The pro forma fair values for assets and liabilities are subject to change as a result of final valuation analyses. Accordingly, the fair values are preliminary estimates as of the date hereof and subject to change, and actual amounts could differ materially.

The unaudited pro forma condensed combined financial information should be read in conjunction with:

•

the accompanying notes to the unaudited pro forma condensed combined financial information;

​

•

HBT’s Annual Report on Form 10-K for the year ended December 31, 2025, and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026, each of which is incorporated by reference herein;

​

•

TYFG’s audited consolidated financial statements for the year ended December 31, 2025, and the accompanying notes thereto and the related Independent Registered Public Accounting Firm;

​

•

TYFG’s unaudited interim consolidated financial statements for the six months ended June 30, 2026, and the accompanying notes thereto; and

​

•

CNB’s audited consolidated financial statements for the year ended December 31, 2025, and the accompanying notes thereto and the related Independent Auditor’s Report filed on HBT’s Form 8-K/A filed on April 29, 2026, which is incorporated by reference herein.

​

See “Where You Can Find Additional Information” beginning on page   .

 

24

 

Unaudited Pro Forma Condensed Combined Balance Sheet

(dollars in thousands, except per share data)

See Notes to Unaudited Pro Forma Condensed Combined Balance Sheet

25

 

Unaudited Pro Forma Condensed Combined Statements of Income 

(dollars in thousands, except per share data)

(1)

CNB historical statement of income reflects the two months ended February 28, 2026.

​

See Notes to Unaudited Pro Forma Condensed Combined Statements of Income

26

 

Unaudited Pro Forma Condensed Combined Statements of Income (Continued)

(dollars in thousands, except per share data)