Announcement

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UBank and Heritage Community Bank to Combine

Knoxville and Greeneville, Tennessee, September 14th, 2026 – UBancshares, Inc., the parent company of UBank, and Heritage Community Bank jointly announced today the signing of a definitive merger agreement under which UBank, and Heritage Community Bank will merge in a cash and stock transaction. The combined company will operate under the UBank name, with legacy Heritage Community Bank offices to operate indefinitely as “Heritage Community Bank, a division of UBank.”

UBank Chairman William A. “Tony” Hollin said, “We are excited to bring together two strong community banks with shared values, a deep commitment to our customers and employees, and a long history of serving the communities we call home.” UBank CEO Joseph Hamdi added, “This strategic combination creates a promising future for our organization. With greater scale, expanded resources, higher loan limits, and broader geographic reach, we will be better positioned to serve customers, support employees with additional career opportunities, and deepen our presence in Tennessee.”

The merger will result in a community banking franchise with total assets of approximately $367 million, more than $275 in loans and approximately $310 million in total deposits, based on financial information as of June 30, 2026. The combined bank will provide enhanced products and services through 5 banking locations across Knoxville, Greeneville, and Jellico, Tennessee.

Carl T. (Tommy) Burns, Jr., Heritage Community Bank Chairman and CEO, stated, “Through this merger we are bringing together two strong, like-minded organizations, creating a stronger, more competitive company that is better equipped to invest in our people, elevate our customer experience, and pursue new banking opportunities.”

The definitive agreement has been unanimously approved by the respective Boards of Directors of Heritage Community Bank, UBancshares, Inc., and UBank. The transaction, which is subject to customary closing conditions, including receipt of required regulatory and shareholder approvals, is expected to close in the first quarter of 2027.

Olsen Palmer LLC served as financial advisor to Heritage Community Bank, while K&L Gates LLP served as legal advisor. Baker, Donelson, Bearman, Caldwell & Berkowitz, PC served as legal advisor for UBancshares, Inc.

About UBancshares, Inc.

Headquartered in Knoxville, Tennessee, UBancshares, Inc. is the holding company for UBank, a locally owned community bank. UBank offers banking services through its two branches in Knoxville and Jellico, Tennessee. As of June 30, 2026, UBank had $183 million in total assets, $133 million in gross loans and $158 million in total deposits. For more information, please visit www.ubank.bank.

About Heritage Community Bank

Founded in 2003, Heritage Community Bank operates three branches in Greeneville, Tennessee. As of June 30, 2026, Heritage Community Bank had $184 million in total assets, $145 million in gross loans and $152 million in total deposits. For more information, please visit www.hcbonline.us.

Contacts:
UBank
Joseph Hamdi
President & Chief Executive Officer
865-409-2800

Heritage Community Bank
Carl T. (Tommy) Burns, Jr.
Chairman & Chief Executive Officer
423-636-5000