Shore Bancshares Extends Exchange Offer for $60M 6.25% Subordinated Notes Due 2035

Shore Bancshares extends exchange offer for 2035 subordinated notes

Shore Bancshares is extending an exchange offer for up to $60.0 million aggregate principal of its 6.25% Fixed-to-Floating Rate Subordinated Notes due 2035, giving holders until 11:59 p.m. Eastern Time on Feb. 20, 2026 to tender. The offer converts privately issued Old Notes into substantially identical Exchange Notes that are registered under the Securities Act, a move that is intended to provide registered securities in place of privately placed debt originally sold in November 2025.

The company reports that approximately $58.0 million, or about 97% of the outstanding Old Notes, is tendered as of 11:59 p.m. Eastern on Feb. 18, 2026, prompting the short extension of the offer deadline. The Exchange Notes carry the same 6.25% fixed-to-floating structure and 2035 maturity, and the terms are detailed in a prospectus dated Jan. 14, 2026, which forms part of Shore’s Registration Statement on Form S-4 declared effective the same day.

Shore presents the exchange as a procedural step to replace privately held subordinated debt with securities registered under federal law, potentially broadening transferability and compliance flexibility for holders and the company. The firm frames the press release as informational and not an offer to buy or sell, noting the exchange is being made only pursuant to the exchange offer prospectus distributed to Old Note holders. Holders are urged to read the prospectus and consult financial and tax advisors regarding the exchange.

Shore Bancshares background and operations

Shore Bancshares is headquartered in Easton, Maryland and is the parent company of Shore United Bank, N.A. The company also provides trust and wealth management services through Wye Financial Partners. Additional corporate information is available on its website, www.shorebancshares.com.

Exchange logistics and holder contacts

Copies of the prospectus and related exchange documents are available from the exchange agent, UMB Bank, N.A., Attn: Corporate Trust Officer/James Henry, 5555 San Felipe, Suite 870, Houston, Texas 77056; telephone (512) 582-5851; email [email protected]. The company reiterates that holders should direct questions to their broker‑dealer or the exchange agent as appropriate.