Peoples Bancorp to Acquire Capital Bancorp in $728.1 Million All-Stock Deal

Peoples Bancorp Inc. (NASDAQ: PEBO) and Capital Bancorp Inc. (NASDAQ: CBNK) have entered into an agreement and plan of merger, announced on September 30, 2026. Under the terms of the agreement, Capital will merge with and into Peoples, with Peoples serving as the surviving corporation. Following the merger, Capital Bank, N.A. will merge with and into Peoples Bank, Peoples' wholly-owned subsidiary.

The transaction is valued at approximately $728.1 million. Shareholders of Capital will receive 1.11 shares of Peoples common stock for each share of Capital common stock they own. Based on Peoples' 20-day volume-weighted average closing price of $39.41 per share as of September 29, 2026, this represents a value of approximately $43.75 per share for Capital shareholders. Former Capital shareholders are expected to own approximately 32% of Peoples following the completion of the merger.

As of June 30, 2026, Capital reported total assets of $3.9 billion, gross loans of $3.1 billion, and total deposits of $3.4 billion. The company operates four distinct business segments: Commercial Banking, OpenSky, Windsor Advantage, and Capital Bank Home Loans. Upon completion, the combined company is expected to have approximately $14 billion in total assets, $10 billion in total loans, and $11 billion in total deposits, with over 150 banking locations across eight states and Washington, D.C.

The transaction is intended to qualify as a tax-free reorganization under federal income tax laws. It is expected to be immediately accretive to Peoples' estimated earnings in 2027 before one-time costs, with a tangible book value earnback period of under three years. The merger is subject to customary closing conditions, including the approval of shareholders of both companies and the receipt of all required regulatory approvals. The parties anticipate the transaction will close during the first half of 2027.

Peoples Bancorp Inc. is headquartered in Marietta, Ohio, and had $9.5 billion in total assets as of June 30, 2026. Capital Bancorp Inc. is headquartered in Rockville, Maryland, and had assets of approximately $3.9 billion as of the same date.