MARKET WIRE NEWS

QNB Corp. and The Victory Bancorp, Inc. Announce Regulatory Approvals Received for Merger

MWN-AI** Summary

On February 25, 2026, QNB Corp. (OTCQX: QNBC) and The Victory Bancorp, Inc. (OTCQX: VTYB) announced that they have received all necessary regulatory approvals needed to finalize their merger. Initially disclosed on September 23, 2025, the merger is set to close in the second quarter of 2026, pending the fulfillment of customary closing conditions.

QNB Corp. operates as the holding company for QNB Bank, which is based in Quakertown, Pennsylvania. The bank provides a comprehensive suite of commercial and retail banking services through its twelve branches located across Bucks, Lehigh, and Montgomery Counties. Additionally, QNB offers securities and advisory services via QNB Financial Services, a registered Broker/Dealer and Registered Investment Advisor, along with title insurance services in collaboration with Laurel Abstract Company LLC.

Conversely, The Victory Bancorp, Inc. is the parent organization of The Victory Bank, established in 2008 and headquartered in Limerick Township, Montgomery County. Victory Bank is a Pennsylvania state-chartered commercial bank with four branches in Montgomery and Berks Counties. It provides various banking services, including checking and savings accounts as well as home equity and personal loans. Notably, Victory Bank specializes in high-quality business lending, catering to small and mid-sized enterprises.

The successful merger aims to combine the strengths of both organizations, enhancing their service offerings and market presence. With necessary regulatory approvals obtained, stakeholders anticipate a seamless integration process that promises both operational efficiencies and increased value for customers and shareholders alike. However, the companies acknowledge potential risks surrounding the integration process and the attainment of projected benefits, emphasizing the importance of ongoing management and execution throughout this transitional phase.

MWN-AI** Analysis

The recent announcement of QNB Corp. and The Victory Bancorp, Inc. receiving regulatory approvals for their merger is pivotal, underscoring the strategic consolidation in the banking sector. Investors should consider several implications of this development when evaluating both companies.

First, the merger is expected to enhance operational efficiencies by combining resources and eliminating redundancies. The scale achieved from the merger will likely improve profitability margins over time, especially as the banking industry focuses increasingly on cost containment and customer acquisition. The complementary services offered by QNB and Victory, with the former's strong retail and advisory services and the latter's focus on business lending, provide a robust platform to serve a broader customer base.

However, investors must remain cautious regarding integration challenges. Mergers often result in unforeseen difficulties, such as retaining key personnel and harmonizing disparate corporate cultures. The companies themselves have noted in their communications the potential risks associated with integration delays and costs, suggesting that while the merger promises growth, operational execution will be critical.

Financial performance should be closely monitored post-merger; specifically, how well the combined entity manages to stabilize revenue while controlling costs. Shareholders should also keep an eye on share dilution resulting from QNB’s issuance of new shares to fund the transaction.

For potential investors, this merger may create a compelling entry point, particularly if the merger can be successfully integrated, leading to enhanced competitive advantages. Current investors in both firms might want to evaluate their portfolios, especially in light of market fluctuations, and consider their long-term investment strategies as the merged entity scales and positions itself in the evolving financial landscape. The anticipated closing in the second quarter of 2026 will be a critical juncture to watch closely.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

Quakertown, PA and Limerick, PA, Feb. 25, 2026 (GLOBE NEWSWIRE) -- QNB Corp. ("QNB" or the "Company") (OTCQX: QNBC), the holding company for QNB Bank, and The Victory Bancorp, Inc. ("Victory") (OTCQX: VTYB), the holding company for The Victory Bank, today jointly announced that they have received all required regulatory approvals to complete their previously announced merger transaction (the “Merger”). The transaction, initially announced on September 23, 2025, is expected to close during the second quarter, subject to the satisfaction of customary closing conditions.

About QNB Corp.

QNB Corp. is the holding company for QNB Bank, which is headquartered in Quakertown, Pennsylvania. QNB Bank currently operates twelve branches in Bucks, Lehigh, and Montgomery Counties and offers commercial and retail banking services in the communities it serves. In addition, the Company provides securities and advisory services under the name of QNB Financial Services through a registered Broker/Dealer and Registered Investment Advisor, and title insurance as a member of Laurel Abstract Company LLC. More information about QNB Corp. and QNB Bank is available at QNBBank.com.

About The Victory Bancorp, Inc.

Victory Bancorp, Inc. is traded on the OTCQX market under the symbol VTYB and is the parent company of The Victory Bank (“Victory Bank”). Victory Bank, founded in 2008, is a Pennsylvania state-chartered commercial bank headquartered in Limerick Township, Montgomery County. It offers a full range of banking services, including checking and savings accounts, home equity lines of credit, and personal loans. In addition to traditional banking, Victory Bank specializes in high-quality business lending, serving small and mid-sized businesses and professionals. With four offices across Montgomery and Berks Counties, it is dedicated to meeting the financial needs of the local community. For more information, visit its website at VictoryBank.com.

Forward Looking Statements

Certain statements contained in this communication, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, certain plans, expectations, goals, projections and benefits relating to the Merger between QNB and Victory, which are subject to numerous assumptions, risks and uncertainties. Words or phrases such as “anticipate,” “believe,” “aim,” “can,” “conclude,” “continue,” “could,” “estimate,” “expect,” “foresee,” “goal,” “intend,” “may,” “might,” “outlook,” “possible,” “plan,” “predict,” “project,” “potential,” “seek,” “should,” “target,” “will,” “will likely,” “would,” or the negative of these terms or other comparable terminology, as well as similar expressions, are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Please refer to QNB’s Annual Report on Form 10-K for the year ended December 31, 2024, as well as its other filings with the SEC for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.

Forward-looking statements are not historical facts but instead express only management’s beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of the management’s control. It is possible that actual results and outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. In addition to factors disclosed in reports filed by QNB with the SEC, risks and uncertainties for QNB, Victory and the combined company include, but are not limited to: the possibility that any of the anticipated benefits of the proposed merger will not be realized or will not be realized within the expected time period; the risk that integration of Victory operations with those of QNB will be materially delayed or will be more costly or difficult than expected; the parties’ inability to meet expectations regarding the timing, completion and accounting and tax treatments of the merger; the inability to complete the merger due to the failure of the shareholders of either QNB or Victory to adopt the merger agreement; the failure to satisfy other conditions to completion of the merger, including receipt of required regulatory and other approvals; the failure of the proposed transaction to close for any other reason; diversion of management's attention from ongoing business operations and opportunities due to the merger; the challenges of integrating and retaining key employees; the effect of the announcement of the merger on QNB’s, Victory’s or the combined company’s respective customer and employee relationships and operating results; the possibility that the merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; dilution caused by QNB’s issuance of additional shares of QNB Common Stock in connection with the merger; results of operations and financial condition of QNB, Victory and the combined company; and general competitive, economic, political and market conditions and fluctuations. All forward-looking statements included in this communication are made as of the date hereof and are based on information available at that time. Except as required by law, neither QNB nor Victory assumes any obligation to update any forward-looking statement to reflect events or circumstances that occur after the date the forward-looking statements were made.

 


David W. FreemanQNB Corp.215-538-5600 x5619dfreeman@qnbbank.comJeffrey LehockyQNB Corp.215-538-5600 x5716jlehocky@qnbbank.comJoseph W. MajorVictory Bancorp 484-791-3437jmajor@victorybank.comRobert H. SchultzVictory Bancorp484-791-3439 rschultz@victorybank.com

FAQ**

How will the merger between QNB Corp. QNBC and The Victory Bancorp enhance banking services for customers in Quakertown and Limerick, PA?

The merger between QNB Corp. and The Victory Bancorp will enhance banking services for customers in Quakertown and Limerick, PA by leveraging combined resources to offer a broader range of financial products, improved technology, and expanded local branch access.

What impact does QNB Corp. QNBC anticipate the merger will have on employment opportunities in both Quakertown and Limerick following the integration process?

QNB Corp. anticipates that the merger will enhance employment opportunities in both Quakertown and Limerick by creating additional positions and expanding services, ultimately benefiting local job markets post-integration.

In what ways will QNB Corp. QNBC be addressing potential customer concerns during the merger transition in the Quakertown and Limerick communities?

QNB Corp. will address potential customer concerns during the merger transition in Quakertown and Limerick by enhancing communication through community outreach events, providing dedicated support teams, and ensuring continuity of services and local engagement.

What are the expected benefits for small and mid-sized businesses in Quakertown and Limerick as a result of the QNB Corp. QNBC and Victory Bancorp merger?

The merger of QNB Corp. QNBC and Victory Bancorp is expected to enhance access to capital, improve banking services, and promote economic growth, providing small and mid-sized businesses in Quakertown and Limerick with better opportunities for support and development.

**MWN-AI FAQ is based on asking OpenAI questions about QNB Corp. (OTC: QNBC).

QNB Corp.

NASDAQ: QNBC

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February 24, 2026 01:22:43 pm
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