PERRY, GEORGIA – August 7, 2025 – SunMark Bancshares, Inc. ("SBI"), the parent company of SunMark Community Bank, and Wheeler Bancshares, Inc. ("WBI"), the parent company of Wheeler County State Bank, jointly announced today the signing of a definitive agreement under which WBI will merge with and into SBI. The financial terms of the transaction were not disclosed.

SBI's merger with WBI will create one of the best-performing banks in Georgia. For the twelve months ending June 30, 2025, SBI produced a return on average assets (ROAA) of 2.96%, while WBI had a ROAA of 2.51% during the same period. As of June 30, 2025, the combined bank would have approximately $556 million in pro forma assets, pro forma total deposits of $474 million, and pro forma gross loans of $390 million. This merger positions SBI as one of Georgia’s premier community banks while providing a superior experience for customers and significant value for its shareholders.

“This partnership reflects our mutual commitment to community banking and positions us for continued strong performance,” said Brad Collins, President & CEO of SBI and SunMark Community Bank. “We’re delighted to welcome the Wheeler County/Atlantic South Bank customers and look forward to partnering with Hugh Lentile and his team. Their community values and operational excellence align perfectly with our own.”

“We are excited to join forces with a like-minded organization that shares our community-first values,” said Hugh Lentile, Jr. “This merger allows us to continue serving our customers with the same personal touch they've come to expect, while gaining access to enhanced resources and capabilities through SunMark. We are confident this move will benefit our customers, employees, and communities alike.”

The merger agreement has been unanimously approved by the respective Boards of Directors of WBI and SBI. Completion of the merger is subject to normal and customary closing conditions, including receipt of required regulatory approvals and approval by the shareholders of SBI and WBI. The transaction is expected to close in the fourth quarter of 2025.

DD&F Consulting Group is providing a Fairness Opinion to SBI, and Fenimore Kay Harrison served as legal counsel to SBI in connection with the transaction. Performance Trust Capital Partners, LLC served as the exclusive financial advisor, and Smith MacKinnon P.A. served as legal counsel to WBI.

About SBI

SunMark Community Bank is a locally owned community bank headquartered in Perry, GA, and a wholly owned subsidiary of SBI. As of June 30, 2025, SunMark Community Bank has $389.4 million in total assets. To learn more about SunMark Community Bank, please visit Sunmarkbank.com. Member FDIC.

About WBI

Through its wholly owned subsidiary, Wheeler County State Bank and its division Atlantic South Bank, WBI serves small businesses and individuals through its four branches in Alamo, Dublin and Swainsboro. On June 30, 2025, Wheeler County State Bank had assets of $166.4 million. Founded in 1934, the bank provides a broad range of banking services including deposit, lending and electronic banking products. To learn more about Wheeler County State Bank, please visit atlanticsouthbank.com. Member FDIC.