UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 2.02 Results of Operations and Financial Condition.
On July 27, 2026, Commercial Bancgroup, Inc., a Tennessee corporation (the “Company”), issued a press release announcing its financial results for the quarter ended June 30, 2026 (the “Earnings Release”). A copy of the Earnings Release is included as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”) and is incorporated herein by reference.
In conjunction with the Earnings Release, the Company also made available an investor presentation of results for the quarter ended June 30, 2026 (the “Presentation”). The Presentation, which is available under the “Investors” section of the Company’s website, located at https://www.cbtn.com/, is included as Exhibit 99.2 to this Report and is incorporated herein by reference. Information on the Company’s website is not, and will not be deemed to be, a part of this Report or incorporated into any other filings the Company may make with the U.S. Securities and Exchange Commission.
The information contained in Item 2.02, including the accompanying exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.
Item 7.01 Regulation FD Disclosure.
On July 27, 2026, the board of directors of the Company declared a quarterly cash dividend of $0.12 per share of the Company’s common stock (the “Dividend”) payable on September 30, 2026, to shareholders of record as of the close of business on September 15, 2026.
The Company’s press release announcing the Dividend is attached as Exhibit 99.3 to this Report and is incorporated herein by reference.
The information contained in this Item 7.01, including Exhibit 99.3 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 99.1 | Press release of Commercial Bancgroup, Inc., dated July 27, 2026. | |
| 99.2 | Investor Presentation of Commercial Bancgroup, Inc., dated July 27, 2026. | |
| 99.3 | Press release of Commercial Bancgroup, Inc., dated July 27, 2026, announcing the declaration of a quarterly cash dividend. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COMMERCIAL BANCGROUP, INC. | ||
| Date: July 27, 2026 | By: | /s/ Terry L. Lee |
| Terry L. Lee | ||
| President and Chief Executive Officer | ||
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