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Federal Reserve Announces Multiple Change in Bank Control Notices for Share Acquisitions

  • By: Learn Laws®
  • Published: 11/12/2025
  • Updated: 11/12/2025

The Federal Reserve System released a notice on November 12, 2025, detailing multiple applications under the Change in Bank Control Act. This act requires prior notification for individuals or groups intending to acquire control of a bank or bank holding company, with factors including the financial condition, competence, and integrity of the acquirers. Published in Volume 90 of the Federal Register, the notice lists notificants from various regions applying to retain or acquire voting shares. These developments underscore the Federal Reserve's role in maintaining banking stability amid ownership changes, potentially affecting local economies and competition in the sector. The comment period extends to November 28, 2025, allowing public input on the proposals.

Background on the Change in Bank Control Act

The Change in Bank Control Act of 1978, codified at 12 U.S.C. 1817(j), mandates that any person or group seeking to acquire control of an insured depository institution must provide 60 days' prior notice to the appropriate federal banking agency. Control is typically defined as owning 25 percent or more of voting shares, though lower thresholds may apply if influence is exerted. The Federal Reserve evaluates applications based on criteria in paragraph 7 of the act, such as the acquirer's financial resources, future prospects of the institution, and potential anticompetitive effects. This process stems from post-1970s banking reforms aimed at preventing undue concentration and ensuring sound management. Historically, similar notices have been routine, but they gained scrutiny during periods of economic stress, like the 2008 financial crisis, when ownership shifts influenced bank rescues under laws like the Emergency Economic Stabilization Act.

Key Applicants and Proposals

The notice organizes applications by Federal Reserve Bank districts, reflecting the decentralized oversight of the U.S. banking system. In the Cleveland district, Larry Lindamood and associated family members and trusts from New Lexington, Ohio, applied as a group to retain voting shares of Peoples National Bancshares, Inc., indirectly affecting Peoples State Bank. This involves multiple trustees, illustrating how family trusts often consolidate control in community banks.

The Chicago district features several filings. One group, including Leon J. Mizeur and family members from Springfield, Illinois, seeks to retain shares of First Illinois Corporation, impacting Hickory Point Bank and Trust in Decatur. Another involves Todd M. Madson and others retaining shares of Security Financial, Inc., in Farnhamville, Iowa, with an additional trust joining the Lane-Madson Control Group. Further applications include the Rexann L. Brant Revocable Trust joining the Leng Family Group for Capital Bancshares, Inc., in Primghar, Iowa, and trusts related to Mary E. Lensing joining the Lensing Family Control Group for Fayette Bancorporation in Marion, Iowa. A final Chicago entry covers Brian David Reichter and co-trustees acquiring shares of FNB BanShares, Inc., in West Union, Iowa.

In the St. Louis district, trusts associated with the Waller family in Missouri aim to join the Waller Family Control Group for Saint Clair Bancshares, Inc., affecting Farmers and Merchants Bank of St. Clair. Separately, Maribeth Moore Frazer from Warren, Arkansas, seeks to acquire shares of Warren Bank and Trust Company.

The Kansas City district lists Andrew R. Clements and Aaron M. Clements acquiring shares of American Exchange Company in Elmwood, Nebraska. Another group, including Randolph Meacham Jr. and others, establishes a new control group for Rocky Financial Corporation in Cordell, Oklahoma. The MC Houghton Trust joins the Houghton Family Group for PBT Bancshares, Inc., in McPherson, Kansas. Finally, multiple Hale family trusts and individuals join or expand the Hale Family Control Group to retain or acquire shares of FirstSun Capital Bancorp in Denver, Colorado, indirectly involving Sunflower Bank, National Association in Dallas, Texas.

These proposals often involve family groups or trusts, a common structure in smaller banks to maintain generational control while complying with regulations.

Relevant Legal and Political Context

The Federal Reserve's Regulation Y (12 CFR 225.41) implements the act, requiring detailed disclosures on finances and backgrounds. Precedents like the 1982 Supreme Court case Board of Governors v. First Lincolnwood Corp. affirmed the Fed's authority to consider profitability in approvals, emphasizing institutional health. Politically, these notices occur amid broader debates on banking concentration, influenced by the Dodd-Frank Act's enhanced oversight post-2008. Community banks, often targeted in these filings, face pressures from larger institutions, as noted in Federal Reserve reports on rural banking. Perspectives vary: proponents see family control as stabilizing local economies, while critics, including consumer advocates, worry about reduced competition. The American Bankers Association often supports streamlined approvals for such changes, arguing they foster continuity, whereas groups like the Consumer Financial Protection Bureau monitor for consumer impacts.

Implications for the Banking Sector

Short-term effects include potential shifts in bank governance, with approvals possibly leading to board changes or strategic redirects in affected institutions, many of which serve rural or small-town markets. For instance, retentions by family groups in Ohio and Iowa could preserve local decision-making. Long-term, these changes might contribute to consolidation trends, as seen in Federal Reserve data showing a decline in community banks from over 14,000 in 1984 to about 4,000 today. This raises questions about access to credit in underserved areas. Different viewpoints emerge: regulators emphasize safeguarding depositors, while applicants highlight operational efficiencies. No single perspective dominates, but the process ensures transparency through public comments.

In summary, these Federal Reserve notices represent standard regulatory oversight of bank ownership changes, balancing stability with competition. Potential next steps include application reviews by the respective Reserve Banks, with decisions factoring in public input. Ongoing debates may focus on adapting the Change in Bank Control Act to modern challenges like fintech integration, while challenges persist in evaluating control in complex trust structures. Future trajectories could involve increased scrutiny if economic conditions prompt more consolidations, though the framework remains robust for addressing such evolutions.

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