Brookfield Bancshares Inc., the holding company for First National Bank of Brookfield (“FNBB”), and NSTS Bancorp Inc., the holding company for North Shore Trust and Savings, jointly announced the signing of a definitive merger agreement in which Brookfield will acquire NSTS and North Shore in an all-cash transaction valued at approximately $73.7 million. North Shore will continue to operate under its existing name and federal savings association charter as a subsidiary of Brookfield.

North Shore’s President and Chief Executive Officer, Stephen G. Lear, will remain on North Shore’s board of directors after the acquisition. One additional individual, to be mutually agreed to by the parties, from North Shore’s current board of directors or from the communities served by North Shore, will also serve on the board of directors. Following the closing of the transaction, Brookfield’s two banking subsidiaries will operate a total of four branches in the Chicago-Naperville-Elgin MSA and will have an aggregate of over $600 million in assets.

Under the terms of the merger agreement, which has been unanimously approved by the boards of directors of Brookfield and NSTS, NSTS stockholders will receive approximately $14.28 in cash for each share of NSTS common stock owned. The transaction is anticipated to close in the fourth quarter of 2026, subject to certain conditions, including the receipt of required regulatory approvals, NSTS stockholder approval, and other closing conditions. Subject to and upon completion of the transaction, NSTS’s shares will no longer trade on the Nasdaq Capital Market.

“We are excited to join forces with the North Shore team and expand our presence into the Waukegan market,” said Phil Richard, President & CEO of FNBB. “We will continue to provide the same level of service that customers are accustomed to receiving and look forward to broadening the banking products and services that North Shore can offer its clients.”

Lear added, “Brookfield has a tremendous reputation in the marketplace and we’re excited for the next chapter of North Shore as we believe this partnership will enhance our abilities to serve our clients.”

Olsen Palmer LLC served as financial advisor and Vedder Price P.C. served as legal counsel to NSTS. Angkor Strategic Advisors served as financial advisor to Brookfield and Barack Ferrazzano Kirschbaum & Nagelberg LLP served as its legal advisor.