On March 4, 2022, Guaranty Bancshares, Inc. completed the issuance and sale of $35,000,000 in principal amount of 3.625% Fixed-to-Floating Rate Subordinated Notes due April 1, 2032 (the “Notes”) pursuant to a Subordinated Note Purchase Agreement (the “Purchase Agreement”) by and between the Company and the purchaser named therein (the “Purchaser”). The Notes were issued by the Company to the Purchaser at a price equal to 100% of their face amount. The Notes were offered and sold by the Company to the Purchaser in a private offering in reliance on the exemptions from registration available under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and the provisions of Regulation D thereunder (the “Private Placement”).

The Company intends to use the net proceeds of the offering for general corporate purposes, including to repay debt and repurchase shares of capital stock.