HWC

Hancock Whitney Corp. 8-K Summary

Business Context and Reporting Period

This Current Report on Form 8-K was filed by Hancock Whitney Corporation (HWC) on May 15, 2026. The filing discloses a material corporate event under Item 7.01 (Regulation FD Disclosure) regarding a proposed merger.

Key Financial Metrics

The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity figures for the reporting period. This document serves as a notice of a transaction rather than a financial results report.

Material Changes

The primary material change disclosed is the entry into an Agreement and Plan of Merger with OFB Bancshares, Inc. ("One Florida"). Under the agreement, Hancock Whitney will acquire One Florida. The transaction is subject to customary closing conditions, including:

• Regulatory approvals.
• Approval by the shareholders of One Florida.

Guidance, Outlook, and Risks

Management has issued forward-looking statements regarding the proposed acquisition, including expectations for future financial and operating results. The filing explicitly warns that actual results may differ materially due to several risks:

• Changes in the level of business contracts to be acquired.
• The ability to retain customers and employees following the closing.
• Receipt of necessary third-party or regulatory approvals.
• The ability to realize expected cost savings or other synergies.

Investors are directed to the "Risk Factors" section of the company's Annual Report on Form 10-K for the year ended December 31, 2025, for a comprehensive list of additional factors.

Investor Verification Checklist

• Verify the terms of the Merger Agreement and the proposed exchange ratio or consideration for One Florida shareholders.
• Monitor the status of required regulatory approvals and shareholder votes.
• Review the attached Investor Presentation (Exhibit 99.2) for projected synergies and integration plans.
• Assess the potential impact of customer and employee retention risks on the combined entity's future performance.