Ballston Spa National Bank and National Bank of Coxsackie Merge to Create $1.3 Billion Community Bank

Ballston Spa Bancorp, the holding company for Ballston Spa National Bank, and NBC Bancorp, holding company for The National Bank of Coxsackie, have announced a strategic merger of equals that will create a $1.3 billion community bank serving the greater Capital District and surrounding markets. The combined institution will operate under the BSNB charter, with NBC locations rebranded as Coxsackie Bank, a division of Ballston Spa National Bank. This consolidation represents a significant development in the regional banking landscape, bringing together two institutions with complementary strengths and shared community banking philosophies.

The leadership structure for the combined entity has been established with Richard P. Sleasman, current Chairman of BSNB's Board of Directors, serving as Chairperson of the combined company. Christopher R. Dowd, President and CEO of BSNB, will become Chief Executive Officer, while John A. Balli, President and CEO of NBC, will assume the role of President. Key financial and banking officers from both institutions will retain their positions, ensuring continuity in operations and strategic direction. The transaction structure involves a stock-for-stock exchange where NBC shareholders will receive 0.8065 shares of BSNB stock for each share of NBC stock in a tax-free exchange.

The merger creates substantial benefits for customers and shareholders alike. Christopher R. Dowd emphasized that the combined company will have larger market capitalization, greater lending limits, and increased visibility and liquidity, unlocking value for both sets of shareholders. Consumers and businesses in the Capital Region will gain access to personalized service, greater flexibility, and diverse products delivered through an expanded branch network and enhanced digital capabilities. The combination allows the institution to deepen its regional presence while maintaining local decision-making authority, addressing community needs more effectively than either bank could accomplish independently.

John A. Balli noted the cultural alignment between the two institutions, stating that joining forces will expand their combined footprint and create a more competitive institution in the Capital Region. The merger opens new opportunities for lending, investment, and community partnerships while preserving the community banking ethos that both institutions have maintained for generations. Based on BSNB's current stock price of $68.21 per share, the total transaction value is approximately $26.0 million, with BSNB planning to raise approximately $20 million of subordinated debt prior to closing to fund growth opportunities.

The transaction has received unanimous approval from both companies' Boards of Directors, with all board members agreeing to vote their shares in favor of the merger. Completion remains subject to customary closing conditions, including regulatory approvals and shareholder consent from both institutions, with closing expected in the second quarter of 2026. The combined holding company will continue as Ballston Spa Bancorp, Inc., trading under its existing symbol BSPA. Additional information about the transaction is available through the investor presentation on both companies' websites at www.bsnb.com for BSNB and https://investors.nbcoxsackie.com for NBC.

Financial advisors Griffin Financial Group, LLC and Janney Montgomery Scott, LLC provided exclusive advisory services and fairness opinions to BSNB and NBC respectively, while legal counsel was provided by Luse Gorman, PC for BSNB and Pillar + Aught for NBC. The merger combines BSNB's $912 million in assets across 13 branches in Albany and Saratoga Counties with NBC's $525 million in assets spanning 8 branches across Albany, Greene, and Schoharie Counties, creating a formidable community banking presence with enhanced capacity to serve the evolving needs of the region's residents and businesses.