Form 8-K

8-K — Catalyst Bancorp, Inc.

Accession: 0001849867-26-000014

Filed: 2026-07-14

Period: 2026-07-14

CIK: 0001849867

SIC: 6035 (SAVINGS INSTITUTION, FEDERALLY CHARTERED)

Item: Completion of Acquisition or Disposition of Assets

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — clst-20260714x8k.htm (Primary)

EX-99.1 (clst-20260714xex99d1.htm)

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8-K

8-K (Primary)

Filename: clst-20260714x8k.htm · Sequence: 1

Catalyst Bancorp, Inc._July 14, 2026

0001849867false00018498672026-07-142026-07-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

July 14, 2026

Catalyst Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Louisiana

001-40893

86-2411762

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

235 N. Court Street, Opelousas, Louisiana

70570

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code

(337) 948-3033

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock

CLST

Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.01 Completion of Acquisition or Disposition of Assets

Effective as of July 14, 2026, Catalyst Bancorp, Inc. (“Catalyst Bancorp”), a Louisiana corporation and the holding company for Catalyst Bank, a federally-chartered savings bank and wholly-owned subsidiary of Catalyst Bancorp, completed the previously announced acquisitions of Lakeside Bancshares, Inc., a Louisiana corporation (“Lakeside Bancshares”), and Lakeside Bank, a Louisiana banking corporation and the wholly-owned subsidiary of Lakeside Bancshares. As of March 31, 2026, Lakeside Bank had $375.7 million in assets, $229.8 million in loans, $277.6 million in deposits, and four full-service branch locations in Calcasieu Parish.

The acquisition was completed in accordance with the previously announced Agreement and Plan of Share Exchange and Merger (the “Merger Agreement”), dated April 7, 2026, by and among Catalyst Bancorp, Catalyst Bank, Lakeside Bancshares and Lakeside Bank. The Merger Agreement provided for the acquisition of all shares of common stock of Lakeside Bancshares by Catalyst Bancorp through a share exchange for cash, followed immediately by the merger of Lakeside Bancshares with and into Catalyst Bancorp, and the subsequent merger of Lakeside Bank with and into Catalyst Bank, with Catalyst Bancorp and Catalyst Bank continuing as the surviving entities. Under the terms of the Merger Agreement, shareholders of Lakeside Bancshares (other than Dissenting Shares, as such term is defined in the Merger Agreement) received $19.58 in cash for each outstanding share of Lakeside Bancshares common stock, or $41.1 million in aggregate.

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which was filed as Exhibit 2.1 to Catalyst Bancorp’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 8, 2026, and is incorporated herein by reference.

ITEM 8.01 Other Events

On July 14, 2026, Catalyst Bancorp issued a press release announcing the completion of the transactions contemplated by the Merger Agreement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired

The financial statements required by this item will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date by which this Current Report is required to be filed.

(b) Pro Forma Financial Information

The pro forma financial information required by this item will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date by which this Current Report is required to be filed.

(d) Exhibits

The following exhibits are included herein:

Exhibit Number

Description

2.1

Agreement and Plan of Share Exchange and Merger, dated as of April 7, 2026, by and among Catalyst Bancorp, Inc., Catalyst Bank, Lakeside Bancshares, Inc. and Lakeside Bank, incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 8, 2026. (The schedules to the Agreement and Plan of Merger have been omitted. The registrant hereby agrees to furnish supplementally a copy of any omitted schedules to the Securities and Exchange Commission upon its request.)

99.1

Press Release, dated July 14, 2026

104

Cover Page Interactive Data File. Embedded within the Inline XBRL document.

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.

CATALYST BANCORP, INC.

Date:

July 14, 2026

By:

/s/ Joseph B. Zanco

Joseph B. Zanco

President and Chief Executive Officer

EX-99.1

Filename: clst-20260714xex99d1.htm · Sequence: 2

For Immediate Release

Exhibit 99.1

For more information:

Catalyst Bancorp, Inc.

Joe Zanco, President and CEO

(337) 948-3033

For Immediate Release

Release Date: July 14, 2026

Catalyst Bancorp, Inc. Completes Acquisition of Lakeside Bancshares, Inc.

Opelousas, Louisiana – Catalyst Bancorp, Inc. (Nasdaq: “CLST”) (“Catalyst”), the parent company for Catalyst Bank (www.catalystbank.com), announced today the successful completion of the previously announced acquisition of Lakeside Bancshares, Inc. (OTC Markets: “LKSB”) (“Lakeside”) and its wholly-owned subsidiary, Lakeside Bank. An Agreement and Plan of Share Exchange and Merger relating to the acquisition was announced in April 2026.

The acquisition became effective as of July 14, 2026. Lakeside’s shareholders will receive $19.58 per share in cash, or $41.1 million in aggregate.

“Today, thanks to the overwhelming support of Lakeside Bank shareholders, we bring together two organizations with remarkably similar values and a shared belief that community banking is defined by local relationships, sound decision making, and an unwavering commitment to growing the communities we serve,” said Joe Zanco, President and Chief Executive Officer of Catalyst. “By combining our strengths, we are creating a much stronger institution with expanded capabilities while preserving the local connections and personal relationships that have defined both banks.”

Based on data as of March 31, 2026, the acquisition increases Catalyst Bank’s total assets to approximately $620 million with $390 million in loans and $478 million in deposits and expands its presence across Southwest Louisiana with four additional branch locations in Calcasieu Parish.

Catalyst plans to convert the branch and operating systems of the former Lakeside Bank to those of Catalyst Bank in November 2026. As of March 31, 2026, Lakeside Bank had assets of $375.7 million, $229.8 million in loans and $277.6 million in deposits.

Brean Capital, LLC acted as financial advisor to Catalyst and Jones Walker LLP acted as its legal advisor in the transaction. Sheshunoff & Co Investment Banking acted as financial advisor to Lakeside and Fenimore Kay Harrison LLP acted as its legal advisor in the transaction.

About Catalyst Bancorp, Inc.

Catalyst Bancorp, Inc. (Nasdaq: CLST) is a Louisiana corporation and registered bank holding company for Catalyst Bank, its wholly-owned subsidiary, with $288.5 million in assets at March 31, 2026. Catalyst Bank, formerly St. Landry Homestead Federal Savings Bank, has been in operation in the Acadiana region of south-central Louisiana since 1922. Catalyst Bank offers commercial and retail banking products with a focus on fueling business and improving lives in the communities we serve. To learn more about Catalyst Bancorp and Catalyst Bank, visit www.catalystbank.com, or the website of the Securities and Exchange Commission, www.sec.gov.

Forward-looking Statements

This news release contains, and the officers and directors of Catalyst and its subsidiary may from time to time make, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are typically identified by words or phrases such as “may,” “will,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “target,” “forecast,” and other words and terms of similar meaning. Forward-looking statements involve estimates, expectations, projections, goals, forecasts, assumptions, risks and uncertainties.

Catalyst cautions readers that any forward-looking statement is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statements. Such forward-looking statements include but are not limited to statements about the benefits of the mergers involving Catalyst and Lakeside and their subsidiaries, including future financial and operating results; statements about Catalyst’s plans, objectives, expectations and intentions; and other statements that are not historical facts. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include risks and uncertainties relating to: (i) the risk that the businesses will not be integrated successfully; (ii) the risk that the cost savings and any other synergies from the mergers may not be fully realized or may take longer to realize than expected; (iii) disruption from the mergers making it more difficult to maintain relationships with customers, employees or vendors; (iv) the diversion of management time on issues related to the mergers; and (v) other factors which Catalyst discusses or refers to in its reports (such as the Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) and other subsequent filings with the SEC, which are available on Catalyst’s website or at the SEC’s website at www.sec.gov.

Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on any forward-looking statement as a prediction of future events. Any forward-looking statement speaks only as of the date on which it is made, and except as required by law, Catalyst expressly disclaims any obligation to update its forward-looking statements whether as a result of new information, future events or otherwise. All subsequent written and oral forward-looking statements concerning the transaction or other matters attributable to Catalyst or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.

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