National Bank Holdings Corporation, the holding company for NBH Bank, announced the signing of a definitive merger agreement to acquire Vista Bancshares, Inc., (“Vista”), the holding company for Vista Bank with operations in Dallas-Ft. Worth, Austin, and Lubbock, Texas, as well as Palm Beach, Florida.
Founded in 1912, Vista Bank is a full-service commercial bank with $2.4 billion in assets, $2.1 billion in deposits, $1.9 billion in loans, and 11 banking centers as of June 30, 2025. Upon completion of the transaction, the combined company will have approximately $12.4 billion in pro forma assets and $10.4 billion in pro forma deposits. NBH Bank plans to retain the Vista Bank brand in Texas and incorporate across the combined enterprise over time.
“We are pleased to welcome Vista Bancshares, an organization with strong leadership and deep ties to their communities, into the NBH family,” said Tim Laney, Chairman and CEO of National Bank Holdings Corporation. “This strategic partnership expands our footprint within the dynamic and fast-growing Dallas-Fort Worth metroplex. We have a deep appreciation for Vista’s 113-year history in Texas, and we look forward to continuing Vista’s legacy of community partnership. The combination of our fortress balance sheet and Vista’s exceptional client service enables us to offer differentiated and expanded banking services for clients, enhanced career opportunities for associates, and a strong commitment to making a difference in the communities we serve. By expanding our footprint in Texas, we strengthen our position as a premier regional bank focused on commercial and business banking.”
Upon the closing of the transaction, John D. Steinmetz, CEO of Vista Bank, will lead the combined and expanded Texas market ensuring continuity while actively pursuing strategic expansion in high growth markets. Steinmetz will also serve as Executive Vice Chair and Executive Managing Director of Strategic Initiatives at NBH Bank. “It’s been our board’s top priority to create best-in-class shareholder value by building the best place to work,” stated John D. Steinmetz, President and CEO of Vista Bank. “While we may have had multiple opportunities along the way and strongly considered an IPO, after meeting the NBHC team, it became clear to us that NBH Bank is the right partner at the right time. What excites us most is that our combined organization will have a fortress balance sheet, dynamic team, industry-leading technology, and an expanded portfolio of innovative products and services for our valued clients.”
Under the terms of the agreement, Vista shareholders will receive approximately $84.8 million of cash consideration, inclusive of estimated cash payments to holders of Vista options and warrants, and approximately 7.4 million shares of NBHC common stock, subject to certain potential adjustments. The transaction has a value of $369.1 million in the aggregate, based on NBHC’s closing price of $38.47 on September 12, 2025.
The proposed transaction has been unanimously approved by the organizations’ respective boards of directors, and is subject to the approval of Vista’s shareholders, applicable regulatory approvals, and other customary closing conditions. NBHC expects to close the proposed transaction in Q1 2026.
Keefe, Bruyette & Woods, A Stifel Company, is serving as financial advisor and Wachtell, Lipton, Rosen & Katz is serving as legal counsel to NBHC. Jefferies LLC is serving as exclusive financial advisor, and Squire Patton Boggs LLP is serving as legal counsel to Vista.