BCOW 8-K
1895 Bancorp of Wisconsin, Inc. /MD/ (BCOW)
8-K
2022-10-04
For: 2022-09-30
View Original
Added on
April 06, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 30, 2022
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction
of Incorporation) |
(Commission File No.)
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(I.R.S. Employer
Identification No.) |
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, ,
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant's telephone number, including area code: (414 )
421-8200
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On September 30, 2022, 1895 Bancorp of Wisconsin, Inc. (the “Company”) and PyraMax Bank, FSB (“PyraMax Bank”), the wholly owned
subsidiary of the Company, announced that Richard Hurd, Chief Executive Officer of the Company and the Bank, had relinquished his role as Chief Executive Officer of
the Company and the Bank and will assume the role as Executive Vice President - Strategic Planning Officer in order to continue to provide leadership and direction
to the Bank and the Company, effective as of October 1, 2022. Mr. Hurd’s change in duties is not the result of any dispute or disagreement with the Company or PyraMax Bank.
In addition, Thomas Peterson, Senior Vice President and Chief Lending Officer of the Company and the Bank, announced his intention to
step down from his position as Chief Lending Officer of the Bank while continuing to work part-time for the Bank as a Commercial Lending Officer, effective as of November 1, 2022. Mr. Peterson’s change in duties is not the result of any dispute or
disagreement with the Company or PyraMax Bank.
In consideration of the revised roles of Messrs. Hurd and Peterson, and in order to assure a smooth transition of the Company and the
Bank, the Board of Directors of the Company and the Bank (collectively, the “Boards”) approved the following changes in executive titles and responsibilities of the
Company’s and Bank’s executive officers effective as of October 1, 2022: (1) David Ball, the current President and Chief Operating Officer, has been promoted to the Chief Executive Officer and President of the Company and the Bank, with an increase
in base salary to $313,635; (2) Monica Baker, the current Senior Vice President and Chief Brand Officer, has been promoted to Executive Vice President – Chief Operating
Officer of the Company and the Bank, with an increase in base salary to $220,000, while maintaining her position as Chief Brand Officer; (3) Steven Klitzing, the current Senior Vice President, Chief Financial Officer and Treasurer of the
Company and the Bank, has been promoted to Executive Vice President – Chief Financial Officer and Treasurer of the Company and the Bank, with an increase in base
salary to $220,000; and (4) Richard Hurd, the current Chief Executive Officer of the Company and the Bank, will assume the role as Executive Vice President - Strategic
Planning Officer. The Boards shall search for a new executive officer to serve as a Senior Vice President and Chief Lending Officer.
The Boards also entered into a First Amendment to
Employment Agreement with each of Messrs. Hurd, Ball and Klitzing and with Ms. Baker (the “First Amendment(s)”), effective October 1, 2022. The First Amendments reflect the changes set forth above with respect to the changes in executive
titles and responsibilities of Messrs. Hurd, Ball and Klitzing and Ms. Baker, including the changes in base salary, as determined by the Boards. There were no other changes to the employment agreements.
The Boards also entered into a First Amendment to Employment Agreement with Mr. Peterson (also, a “First
Amendment”), reflecting his reduced role and setting forth the following: (i) the change in his title to Senior Vice President and Commercial Lending Officer; (ii) a decrease in his hours to approximately 20 hours per week; (iii) a commensurate
reduction in base salary and benefits; and (iv) reduced severance payments to the Executive upon an Event of Termination relating to a change in control that reflect his reduced role.
The foregoing descriptions of the First
Amendments for Messrs. Hurd, Ball, Peterson and Klitzing and with Ms. Baker, are qualified in their entirety by reference to the copy of the First
Amendments for each that are included as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5 to this Current Report and are incorporated by reference into this Item 5.02.
A copy of the press release announcing the executive changes is included as exhibit 99.1 to this report and is incorporated
herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
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(a)
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Exhibits.
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Exhibit No.
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Description
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104
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Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, hereunto duly authorized.
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1895 BANCORP OF WISCONSIN, INC.
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DATE: October 4, 2022
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By:
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/s/ David Ball |
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David Ball
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President and Chief Executive Officer
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EXHIBIT 10.1
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment, entered into on September 30, 2022, and effective as of October 1, 2022 (this “Amendment”), to the Amended and
Restated Employment Agreement, effective as of January 8, 2022 (the “Employment Agreement”), by and between PyraMax Bank, FSB, a federal savings bank with its main office in Greenfield, Wisconsin (the “Bank”), and Richard Hurd (“Executive”). Any reference to the “Company” shall mean 1895 Bancorp of Wisconsin, Inc., the Maryland holding company of the Bank. The Company is a signatory
to this Agreement for the purpose of guaranteeing the Bank’s performance hereunder. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
W I T N E S S E T H:
WHEREAS, the Executive is
currently employed under the Employment Agreement as Chief Executive Officer of the Bank; and
WHEREAS, effective October 1,
2022 (the “Amendment Effective Date”), the Executive’s new position, title and responsibilities is as Executive Vice President – Strategic Planning of the Bank; and
WHEREAS, the parties agree to
amend the Agreement to reflect the Executive’s new position, title and responsibilities; and
WHEREAS, pursuant to Section 15
of the Agreement, the Agreement may be modified by an instrument in writing signed by the parties to the Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Bank and the Executive hereby agree as follows:
Section 1. Amendment to the Agreement.
Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, all references in the Agreement to “Chief Executive Officer” of the Bank are hereby amended and replaced with “Executive Vice President – Strategic
Planning” of the Bank.
Section 2. Acknowledgement. By executing
and agreeing to this Amendment, Executive hereby acknowledges and agrees that the change in title reflected in Section 1 above, and the resultant change in Executive’s duties and responsibilities, which changes are effective as of the Amendment
Effective Date, do not constitute a “Good Reason” for Executive’s resignation under Sections 4(a) of the Agreement, and do not entitle Executive to the payments and benefits set forth in Section 4(b) of the Agreement.
Section 3. Continuation of Agreement.
Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Agreement, all of
which are ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 4. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Wisconsin.
Section 5. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Bank and the Executive have duly executed this Amendment as of the day and year first written above.
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ATTEST:
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PYRAMAX BANK, FSB
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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ATTEST:
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1895 BANCORP OF WISCONSIN, INC.
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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WITNESS:
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EXECUTIVE:
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/s/ Monica Baker
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/s/ Richard Hurd
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Monica Baker
Secretary
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Richard Hurd
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EXHIBIT 10.2
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment, entered into on September 30, 2022, and effective as of October 1, 2022 (this “Amendment”), to the Employment
Agreement, effective as of January 19, 2021, as renewed (the “Employment Agreement”), by and between PyraMax Bank, FSB, a federal savings bank with its main office in Greenfield, Wisconsin (the “Bank”), and David Ball (“Executive”). Any reference to the “Company” shall mean 1895 Bancorp of Wisconsin, Inc., the Maryland holding company of the Bank. The Company is a signatory to this
Agreement for the purpose of guaranteeing the Bank’s performance hereunder. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
W I T N E S S E T H:
WHEREAS, the Executive is
currently employed under the Employment Agreement as President and Chief Operating Officer of the Bank; and
WHEREAS, effective October 1,
2022 (the “Amendment Effective Date”), the Executive’s new position, title and responsibilities is as President and Chief Executive Officer of the Bank; and
WHEREAS, the parties agree to
amend the Agreement to reflect the Executive’s new position, title and responsibilities; and
WHEREAS, pursuant to Section 15
of the Agreement, the Agreement may be modified by an instrument in writing signed by the parties to the Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Bank and the Executive hereby agree as follows:
Section 1. Amendment to the Agreement.
Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, all references in the Agreement to “President and Chief Operating Officer” of the Bank are hereby amended and replaced with “President and Chief Executive
Officer” of the Bank. In addition to the change in Executive’s title, Executive’s Base Salary set forth in Section 3 of the Agreement shall become $313,635.40, effective as of the Amendment Effective Date and all references therein to his Base
Salary shall be read to mean the Base Salary as set forth herein.
Section 2. Acknowledgement. By executing
and agreeing to this Amendment, Executive hereby acknowledges and agrees that the change in title reflected in Section 1 above, and the resultant change in Executive’s duties and responsibilities, which changes are effective as of the Amendment
Effective Date, do not constitute a “Good Reason” for Executive’s resignation under Sections 4(a) of the Agreement, and do not entitle Executive to the payments and benefits set forth in Section 4(b) of the Agreement.
Section 3. Continuation of Agreement.
Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 4. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Wisconsin.
Section 5. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Bank and the Executive have duly executed this Amendment as of the day and year first written above.
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ATTEST:
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PYRAMAX BANK, FSB
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| /s/ Monica Baker |
/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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ATTEST:
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1895 BANCORP OF WISCONSIN, INC.
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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WITNESS:
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EXECUTIVE:
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/s/ David Ball
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Monica Baker
Secretary
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David Ball
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EXHIBIT 10.3
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment, entered into on September 30, 2022, and effective as of October 1, 2022 (the “Amendment”), to the Employment
Agreement, effective as of January 8, 2019 (the “Employment Agreement”), by and between PyraMax Bank, FSB, a federal savings bank with its main office in Greenfield, Wisconsin (the “Bank”), and Monica Baker (“Executive”). Any reference to the “Company” shall mean 1895 Bancorp of Wisconsin, Inc., the Maryland holding company of the Bank. The Company is a signatory to this Agreement for the
purpose of guaranteeing the Bank’s performance hereunder. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
W I T N E S S E T H:
WHEREAS, the Executive is
currently employed under the Employment Agreement as Senior Vice President and Chief Brand Officer of the Bank; and
WHEREAS, effective October 1,
2022 (the “Amendment Effective Date”), the Executive’s new position, title and responsibilities is as Executive Vice President and Chief Operating Officer of the Bank; and
WHEREAS, the parties agree to
amend the Agreement to reflect the Executive’s new position, title and responsibilities; and
WHEREAS, pursuant to Section 14
of the Agreement, the Agreement may be modified by an instrument in writing signed by the parties to the Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Bank and the Executive hereby agree as follows:
Section 1. Amendment to the Agreement.
Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, all references in the Agreement to “Senior Vice President and Chief Brand Officer” of the Bank are hereby amended and replaced with “Executive Vice
President and Chief Operating Officer” of the Bank. In addition to the change in Executive’s title, Executive’s Base Salary set forth in Section 3 of the Agreement shall become $220,000.00, effective as of the Amendment Effective Date and all
references therein to his Base Salary shall be read to mean the Base Salary as set forth herein.
Section 2. Acknowledgement. By executing
and agreeing to this Amendment, Executive hereby acknowledges and agrees that the change in title reflected in Section 1 above, and the resultant change in Executive’s duties and responsibilities, which changes are effective as of the Amendment
Effective Date, do not constitute a “Good Reason” for Executive’s resignation under Sections 4(a) of the Agreement, and do not entitle Executive to the payments and benefits set forth in Section 4(b) of the Agreement.
Section 3. Continuation of Agreement.
Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 4. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Wisconsin.
Section 5. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Bank and the Executive have duly executed this Amendment as of the day and year first written above.
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ATTEST:
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PYRAMAX BANK, FSB
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/s/ Steven Klitzing |
/s/ Darrell Francis
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Steven Klitzing
Chief Financial Officer
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Darrell Francis
Chairman of the Board
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ATTEST:
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1895 BANCORP OF WISCONSIN, INC.
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/s/ Darrell Francis
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Steven Klitzing
Chief Financial Officer
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Darrell Francis
Chairman of the Board
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WITNESS:
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EXECUTIVE:
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/s/ Steven Klitzing
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/s/ Monica Baker
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Steven Klitzing
Chief Financial Officer
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Monica Baker
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EXHIBIT 10.4
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment, entered into on September 30, 2022, and effective as of October 1, 2022 (the “Amendment”), to the Employment
Agreement, dated October 1, 2022 and effective as of October 31, 2021 (the “Employment Agreement”), by and between PyraMax Bank, FSB, a federal savings bank with its main office in Greenfield, Wisconsin (the “Bank”), and Steven Klitzing (“Executive”). Any reference to the “Company” shall mean 1895 Bancorp of Wisconsin, Inc., the Maryland holding company of the Bank. The Company is a
signatory to this Agreement for the purpose of guaranteeing the Bank’s performance hereunder. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
W I T N E S S E T H:
WHEREAS, the Executive is
currently employed under the Employment Agreement as Senior Vice President, Chief Financial Officer and Treasurer of the Bank; and
WHEREAS, effective October 1,
2022 (the “Amendment Effective Date”), the Executive’s new position, title and responsibilities is as Executive Vice President, Chief Financial Officer and Treasurer of the Bank; and
WHEREAS, the parties agree to
amend the Agreement to reflect the Executive’s new position, title and responsibilities; and
WHEREAS, pursuant to Section 14
of the Agreement, the Agreement may be modified by an instrument in writing signed by the parties to the Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Bank and the Executive hereby agree as follows:
Section 1. Amendment to the Agreement.
Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, all references in the Agreement to “Senior Vice President, Chief Financial Officer and Treasurer” of the Bank are hereby amended and replaced with
“Executive Vice President, Chief Financial Officer and Treasurer” of the Bank. In addition to the change in Executive’s title, Executive’s Base Salary set forth in Section 3 of the Agreement shall become $220,000.00, effective as of the Amendment
Effective Date and all references therein to his Base Salary shall be read to mean the Base Salary as set forth herein.
Section 2. Acknowledgement. By executing
and agreeing to this Amendment, Executive hereby acknowledges and agrees that the change in title reflected in Section 1 above, and the resultant change in Executive’s duties and responsibilities, which changes are effective as of the Amendment
Effective Date, do not constitute a “Good Reason” for Executive’s resignation under Sections 4(a) of the Agreement, and do not entitle Executive to the payments and benefits set forth in Section 4(b) of the Agreement.
Section 3. Continuation of Agreement.
Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 4. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Wisconsin.
Section 5. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Bank and the Executive have duly executed this Amendment as of the day and year first written above.
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ATTEST:
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PYRAMAX BANK, FSB
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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ATTEST:
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1895 BANCORP OF WISCONSIN, INC.
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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WITNESS:
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EXECUTIVE:
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/s/ Monica Baker
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/s/ Steven Klitzing
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Monica Baker
Secretary
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Steven Klitzing
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EXHIBIT 10.5
FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT
This First Amendment, entered into on September 30, 2022, and effective as of November 1, 2022 (the “Amendment”), to the Employment
Agreement, effective as of January 8, 2019 (the “Employment Agreement”), by and between PyraMax Bank, FSB, a federal savings bank with its main office in Greenfield, Wisconsin (the “Bank”), and Thomas Peterson (“Executive”). Any reference to the “Company” shall mean 1895 Bancorp of Wisconsin, Inc., the Maryland holding company of the Bank. The Company is a signatory to this Agreement for
the purpose of guaranteeing the Bank’s performance hereunder. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
W I T N E S S E T H:
WHEREAS, the Executive is
currently employed under the Employment Agreement as Senior Vice President and Chief Lending Officer of the Bank; and
WHEREAS, effective November 1,
2022 (the “Amendment Effective Date”), the Executive’s new position, title and responsibilities is as Senior Vice President – Commercial Lending Officer of the Bank; and
WHEREAS, the parties agree to
amend the Agreement to reflect the Executive’s new position, title and responsibilities; and
WHEREAS, pursuant to Section 14
of the Agreement, the Agreement may be modified by an instrument in writing signed by the parties to the Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Bank and the Executive hereby agree as follows:
Section 1. Amendment to the Agreement.
Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, the following changes shall be made to the Agreement as if set forth therein:
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(a)
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Section 1 of the Agreement is hereby revised to indicate that Executive’s position is “Senior Vice President and Commercial Lending Officer.” All
references in the Agreement to “Senior Vice President and Chief Lending Officer” of the Bank are hereby amended and replaced with “Senior Vice President – Commercial Lending Officer” of the Bank;
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(b)
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Section 2(a) of the Agreement is hereby revised to reflect that the term of the Agreement shall be for a period of eighteen (18) months from the
Effective Date set forth in the Agreement and shall be non-renewing;
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(c)
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Section 2(d) of the Agreement is hereby revised to reflect that Executive shall devote approximately twenty (20) hours per week to the faithful
performance of his duties as Senior Vice President and Commercial Lending Officer;
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(d)
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Section 3(a) of the Agreement is hereby revised to reflect the Executive’s annualized rate of Base Salary for the remainder of the Agreement shall
be One Hundred Ten Thousand Dollars ($110,000). For these purposes, Executive shall receive fifty percent (50%) of the full time pay previously credited for Bank holidays;
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(e)
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Section 3(c) of the Agreement is hereby revised to reflect that the Executive shall no longer receive paid health care coverage from the Bank but
may be eligible for COBRA health care continuation coverage, to the extent otherwise eligible to Executive and/or his family;
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(f)
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Section 3(d) of the Agreement is hereby revised to reflect that Executive’s future paid time off shall be pro-rated to reflect his reduced hours of
employment. For calendar year 2023, Executive shall be entitled to 132 hours of paid time off, subject to reduction to the extent Executive works for less than 12 months in 2023;
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(g)
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Section 4(c) of the Agreement shall be deleted in its entirety;
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(h)
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Section 5(c) of the Agreement is hereby revised to provide that the lump sum cash payment to which Executive would be entitled thereunder is equal
to “one and one-half times the sum of (i) Executive’s rate of Base Salary at the time of the Change in Control and (ii) one half of the highest bonus paid to Executive with respect to the three completed fiscal years prior to the Change in
Control.”; and
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(i)
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Section 5(d) of the Agreement shall be deleted in its entirety.
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Section 2. Acknowledgement. By executing
and agreeing to this Amendment, Executive hereby acknowledges and agrees that the change in Executive’s title, duties and responsibilities, and reduction in Base Salary and benefits, as each is set forth in Section 1 above, which changes are
effective as of the Amendment Effective Date, do not constitute a “Good Reason” for Executive’s resignation under Sections 4(a) of the Agreement, and do not entitle Executive to the payments and benefits set forth in Section 4(b) of the Agreement.
Section 3. Continuation of Agreement.
Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 4. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Wisconsin.
Section 5. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Bank and the Executive have duly executed this Amendment as of the day and year first written above.
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ATTEST:
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PYRAMAX BANK, FSB
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/s/ Monica Baker |
/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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ATTEST:
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1895 BANCORP OF WISCONSIN, INC.
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/s/ Monica Baker
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/s/ Darrell Francis
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Monica Baker
Secretary
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Darrell Francis
Chairman of the Board
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WITNESS:
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EXECUTIVE:
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/s/ Monica Baker
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/s/ Thomas Peterson
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Monica Baker
Secretary
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Thomas Peterson
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EXHIBIT 99.1
1895 Bancorp of Wisconsin, Inc. Announces Executive Appointments
Greenfield,
Wisconsin – September 30, 2022 – 1895 Bancorp of Wisconsin, Inc. (“the “Company”) (NASDAQ Capital Market: BCOW), the holding company for PyraMax Bank, FSB (the
“Bank”), announced the following Executive changes:
David R. Ball has been promoted to President and Chief Executive Officer for 1895 Bancorp and PyraMax Bank
effective October 1, 2022. Mr. Ball joined the Bank as of February 22, 2021 and currently is the Bank’s President and Chief Operating Officer, Mr. Ball has over 30 years of banking experience.
Richard B. Hurd will continue as the SVP Strategic Planning Officer for 1895 Bancorp and PyraMax Bank
effective October 1, 2022. Mr. Hurd joined PyraMax Bank in 2001 and has over 45 years of banking experience and knowledge of financial markets. During his employment with PyraMax Bank, Mr. Hurd served as the Chief Executive Officer from
2021-2022, President and Chief Executive Officer from 2007 to 2021 and Chief Operating Officer from 2004 to 2007.
Monica Baker has been promoted to Executive Vice President – Chief Operating Officer for 1895 Bancorp and
PyraMax Bank effective October 1, 2022. Ms. Baker began with PyraMax Bank in 1993 as the Vice President of Marketing/Human Resources/Savings and most recently was promoted in January of 2014 to Senior Vice President – Chief Brand Officer. Ms.
Baker has over 34 years of banking experience, focused on retail banking, retail lending, human resources and marketing.
Steven Klitzing has been promoted to
Executive Vice President – Chief Financial Officer and Treasurer for 1895 Bancorp and PyraMax Bank effective October 1, 2022. Mr. Klitzing began with PyraMax Bank effective October 1, 2021 as Senior Vice President – Chief Financial Officer and
Treasurer for 1895 Bancorp and PyraMax Bank. Throughout his career, Mr.
Klitzing has been involved in many areas of banking, including financial and regulatory accounting, asset and liability management, enterprise risk management, regulatory relations and compliance, investment portfolio management, mergers and
acquisitions, strategic planning, capital planning and management, business expansion, retail operations, corporate tax planning and investor relations.
Thomas K. Peterson will transition to Senior Vice President – Commercial Lending Officer for 1895 Bancorp and PyraMax Bank effective November 1, 2022.
Mr. Peterson began his career with PyraMax Bank, FSB in January of 2017 as the Senior Vice President, Chief Lending Officer. Prior to being employed by PyraMax Bank, FSB, Mr. Peterson has over 40 years of banking experience, including various
commercial banking roles at Ozaukee Bank, Harris-BMO and Associated Bank.