The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any state where the offer or sale is not permitted.
Filed Pursuant to Rule 424(b)(3)Registration No. 333-261356
Subject to Completion, Dated December 7, 2021
Prospectus Supplement
(To Prospectus dated December 3, 2021)
1,000,000 Shares
Common Stock
This prospectus supplement relates to the offer for sale of 1,000,000 shares of common stock, par value $0.01, of Bank7 Corp. by the selling shareholder named in this prospectus supplement. For a more detailed description of the selling shareholder, see “Selling Shareholder” on page S-6 of this prospectus supplement.
Our common stock is quoted on The Nasdaq Global Select Market (“Nasdaq”) under the symbol “BSVN.” On December 6, 2021, the last reported sale price of our common stock on Nasdaq was $23.17 per share.
We are not selling any of the shares in this offering, and, accordingly, will not receive any proceeds from the sale of any of the shares by the selling shareholder. The selling shareholder will receive all of the proceeds from the sale of the shares. We will bear all of the expenses of this offering other than the underwriting discounts.
We are an “emerging growth company” as defined under federal laws and, as such, may elect to comply with certain reduced public company reporting requirements.
Investing in our common stock involves risks. See “Risk Factors” beginning on page S-3 of this prospectus supplement, as well as the risk factors contained in the accompanying prospectus and the documents incorporated by reference herein and therein, for a discussion of factors you should consider before buying shares of our common stock.
| | Per Share | | | Total | |
Public offering price | | | $ | | | $ |
Underwriting discounts (1) | | | $ | | | $ |
Proceeds, before expenses, to the selling shareholder | | | $ | | | $ |
(1) | See “Underwriting” for additional information regarding underwriting compensation. |
The underwriters have an option to purchase up to an additional 150,000 shares from the selling shareholder at the public offering price, less the underwriting discounts, within 30 days from the date of this prospectus supplement. We will not receive any proceeds from the exercise of the underwriters’ overallotment option.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.
Shares of our common stock are not savings accounts or deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
The shares of common stock will be ready for delivery on or about December , 2021.
Keefe, Bruyette & Woods |
A Stifel Company |
Stephens Inc. |
The date of this prospectus supplement is December , 2021.