- **QNB Corp.** announced a definitive agreement on September 23, 2025, to acquire **The Victory Bancorp, Inc.** in an all-stock transaction valued at approximately **$40.97 million**.  **[750558_0001193125-25-213318_qnbc-ex99_3.htm:0]** 
- Under the terms of the agreement, Victory shareholders will receive **0.5500 shares of QNB common stock** for each share of Victory common stock they own.  **[750558_0001193125-25-213318_qnbc-ex99_3.htm:0]** **[750558_0001193125-25-213318_qnbc-20250923.htm:1]** **[750558_0001193125-25-213318_qnbc-ex2_1.htm:12]** 
- The merger is projected to create a bank holding company with nearly **$2.4 billion in assets** and is expected to be approximately **16% accretive to QNB’s 2026 estimated EPS** and over **35% accretive to Victory’s 2026 projected EPS**.  **[750558_0001193125-25-213318_qnbc-ex99_3.htm:0]** 
- The transaction is anticipated to close in the **fourth quarter of 2025 or the first quarter of 2026**, pending satisfaction of shareholder and regulatory approvals.  **[750558_0001193125-25-213318_qnbc-20250923.htm:3]**

QNB (QNBC)