Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On November 3, 2020, the Board of Directors (the "Board") of Wilson Bank Holding Company, a Tennessee corporation (the "Company"), elected Deborah Varallo to the Board as a Class II director. Ms. Varallo's initial term will expire at the Company's annual meeting of shareholders in 2021, at which time it is expected that her nomination as a Class II director will be submitted to a vote of the Company's shareholders. Ms. Varallo has also been elected as a director of the Company's wholly-owned subsidiary Wilson Bank & Trust (the "Bank"). She has not been appointed as a member of any committee of the Board or of the board of directors of the Bank at this time. There are no arrangements or understandings between Ms. Varallo and any other persons pursuant to which she was selected as a director. Additionally, there are no transactions involving the Company and Ms. Varallo that the Company would be required to report pursuant to Item 404(a) of Regulation S-K.

Ms. Varallo, age 68, Deborah Varallo founded Varallo Public Relations, a full-service marketing, social media, public relations and crisis management firm in 1991. A resident of Old Hickory, Tennessee, she is president-elect of the International Women's Forum - Tennessee Chapter. Ms. Varallo also serves on the boards for Nashville State Community College Foundation, Cumberland Region Tomorrow, Catholic Business League and Tennessee State Fair Association, and was recently appointed to Metro Nashville's Small Business Task Force, and as an Ambassador Board Member for Project C.U.R.E. and Advisor for the Center for Nonprofit Management's Development Committee.

In connection with her appointment to the Board and the board of directors of the Bank, Ms. Varallo will be compensated in the same manner as the Company's and the Bank's other non-employee directors, which is described under the caption "Director Compensation" in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 27, 2020, and currently includes a mixture of a monthly cash retainer and cash paid for board and committee meetings attended.

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