Commercial Bancgroup, Inc.: Form 10-Q for the period ended Jun 30, 2026
Filed with the SEC on Aug 12, 2026 and accepted by EDGAR at Aug 12, 2026, 16:38 ET.
Management's discussion and analysis
As filed, 1,643 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
(a) Unregistered Sales of Equity Securities
We did not sell any unregistered equity securities during the fiscal quarter ended June 30, 2026.
(b) Use of Proceeds from Sale of Registered Equity Securities
None.
(c) Purchases of Equity Securities by the Issuer
The following table contains information regarding shares of Parent Company common stock repurchased by the Parent Company during the three months ended June 30, 2026.
| Period | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) | Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under the Plans or Programs(1) |
|---|---|---|---|---|
| April 1 - April 30, 2026 | — | $— | — | $— |
| May 1 - May 31, 2026 | — | — | — | $10,000,000 |
| June 1 - June 30, 2026 | — | — | — | $10,000,000 |
| Total | — | $— | — | $10,000,000 |
(1) On April 27, 2026, the Parent Company’s board of directors authorized a stock repurchase plan pursuant to which, beginning May 1, 2026, the Parent Company may repurchase up to $10 million of the Parent Company’s outstanding common stock (the “Repurchase Plan”). As of June 30, 2026, the Parent Company had not repurchased any shares of common stock under the Repurchase Plan. The Repurchase Plan does not obligate the Parent Company to repurchase any certain dollar amount or number of shares. The Repurchase Plan may be extended, modified, amended, suspended, or discontinued at any time. The Repurchase Plan is effective through the close of business on April 30, 2027.
Use of Proceeds
None.
Controls and procedures
As filed, 1,518 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
Evaluation of Disclosure Controls and Procedures
The Company’s management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2026. The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2026.
Changes in Internal Control over Financial Reporting
During the quarter ended June 30, 2026, there was no change in the Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 of the Exchange Act that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Risk factors
As filed, 711 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
In addition to the other information set forth in this Report, you should carefully consider the factors discussed under the section titled “Risk Factors” in the 2025 Annual Report. These factors could materially and adversely affect our business, financial condition, liquidity, results of operations and capital position, and could cause our actual results to differ materially from our historical results or the results contemplated by the forward-looking statements contained in this Report. Please be aware that these risks may change over time and other risks may prove to be important in the future.
There have been no material changes to the risk factors previously disclosed in the 2025 Annual Report.
Figures reported in this filing
Standardized line items from the XBRL in this filing, for the period ended 2026-06-30. Comparative periods it repeats are left out.
| Line item | Period | Value | XBRL concept |
|---|---|---|---|
| Income tax | 3 months2026-04-01 to 2026-06-30 | $2.7m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months2026-01-01 to 2026-06-30 | $5.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months2026-04-01 to 2026-06-30 | $10.2m | us-gaap:NetIncomeLoss |
| Net income | 6 months2026-01-01 to 2026-06-30 | $19.8m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months2026-04-01 to 2026-06-30 | $0.74 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months2026-01-01 to 2026-06-30 | $1.44 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months2026-04-01 to 2026-06-30 | $0.75 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months2026-01-01 to 2026-06-30 | $1.44 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months2026-04-01 to 2026-06-30 | 13,700,296 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months2026-01-01 to 2026-06-30 | 13,699,148 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months2026-01-01 to 2026-06-30 | $23.4m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months2026-01-01 to 2026-06-30 | $1.5m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 6 months2026-01-01 to 2026-06-30 | $2.7m | us-gaap:PaymentsOfDividends |
| Cash and equivalents | At period end2026-06-30 | $170.1m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Total assets | At period end2026-06-30 | $2.38bn | us-gaap:Assets |
| Total liabilities | At period end2026-06-30 | $2.07bn | us-gaap:Liabilities |
| Long-term debt | At period end2026-06-30 | $73.2m | us-gaap:LongTermDebtNoncurrent |
| Short-term borrowings | At period end2026-06-30 | $102.6m | us-gaap:ShortTermBorrowings |
| Shareholders' equity | At period end2026-06-30 | $302.6m | us-gaap:StockholdersEquity |
Source: SEC EDGAR, the filing index for accession 0001213900-26-088408. Last ingested by Listed: Nov 3, 2026, 21:47 ET. Listed shows no prices and gives no investment advice.