WTBA · West Bancorporation Inc · Financials

Section 203. Initial Limit on Amount of Series. The Notes shall initially be limited to U.S. $60,000,000 in aggregate principal amount, and may, upon the execution and delivery of this Supplemental Indenture or from time to time thereafter, be executed by the Company and delivered to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes to or upon the delivery of a Company Order. Following the initial issuance of the Notes, the aggregate principal amount of Notes may be increased as provided in Section 205 hereof.

Issuer evidence: THIS FIRST SUPPLEMENTAL INDENTURE, dated as of June 14, 2022 (this “*Supplemental Indenture*”), between West Bancorporation, Inc., an Iowa corporation having an address at 1601 22nd Street, West Des Moines, Iowa 50266 (hereinafter called the “*Company*,” which term shall include any successors pursuant to the terms of this Supplemental Indenture), and Wilmington Trust National Association, a national banking association having a corporate trust office at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890, as trustee (hereinafter called the “*Trustee*”).

Supporting evidence: Section 202. Form and Denomination of Notes. The definitive form of the Notes and the Trustee’s Certificate of Authentication to be endorsed thereon shall be substantially in the form set forth in **Exhibit A** attached hereto, which is incorporated herein and made part hereof. The Notes shall bear interest and have such other terms as are stated in the form of definitive Notes or in this Indenture. The Stated Maturity of the Notes shall be June 15, 2032 (the “*Maturity Date*”). The Notes shall be issued in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof.

Supporting evidence: (a) The Notes shall bear interest at a fixed rate of 5.25% per annum from and including June 14, 2022 to, but excluding, June 15, 2027 or any earlier Redemption Date (the “*Fixed Rate Period*”). Interest accrued on the Notes during the Fixed Rate Period shall be payable semiannually in arrears on June 15 and December 15 of each year, commencing on December 15, 2022 (each such date, a “*Fixed Rate Interest Payment Date*”). The last Fixed Rate Interest Payment Date shall be June 15, 2027, unless the Notes are earlier redeemed. The interest payable on each Fixed Rate Interest Payment Date during the Fixed Rate Period shall be paid to each Holder in whose name a Note is registered at the close of business on the fifteenth calendar day (whether or not a Business Day) immediately preceding the applicable Fixed Rate Interest Payment Date (each such date, a “*Fixed Rate Regular Record Date*”), except that interest that is paid at Maturity shall be paid to the Person to whom the principal shall be payable.

Supporting evidence: (b) The Notes shall bear a floating interest rate from, and including June 15, 2027, to, but excluding, the Maturity Date or earlier Redemption Date (the “*Floating Rate Period*”). The floating interest rate shall be reset quarterly, and the interest rate for any Floating Rate Period shall be equal to the then-current Three-Month Term SOFR plus 241 basis points for each quarterly interest period during the Floating Rate Period. During the Floating Rate Period, interest on the Notes shall be payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year, commencing on September 15, 2027 (each such date, a “*Floating Rate Interest Payment Date*” and, together with a Fixed Rate Interest Payment Date, an “*Interest Payment Date*”). The interest payable on each Floating Rate Interest Payment Date during the Floating Rate Period shall be paid to each Holder in whose name a Note is registered at the close of business on the fifteenth calendar day (whether or not a Business Day) immediately preceding the applicable Floating Rate Interest Payment Date (each such date, a “*Floating Rate Regular Record Date*”), except that interest that is paid at Maturity shall be paid to the Person to whom the principal shall be payable. Notwithstanding the foregoing, if Three-Month Term SOFR (or other applicable Benchmark) is less than zero, then Three-Month Term SOFR (or other such Benchmark) shall be deemed to be zero. The Calculation Agent shall provide the Company and the Trustee with the interest rate in effect on the Notes promptly after the Reference Time (or such other date of determination for the applicable Benchmark) and the Company shall provide written notice to the Holders of the Notes of the interest rate in effect on the Notes promptly thereafter.

Supporting evidence: WHEREAS, pursuant to the terms of the Base Indenture, the Company desires to provide for the establishment of a series of its Securities under the Base Indenture to be known as its “5.25% Fixed-to-Floating Rate Subordinated Notes due 2032” (the “*Notes*”), the form and the terms, provisions and conditions thereof to be set forth as provided in the Base Indenture and this Supplemental Indenture (the Base Indenture, together with this Supplemental Indenture, referred to herein as this “*Indenture*”);

Supporting evidence: WHEREAS, pursuant to the terms of the Base Indenture, the Company desires to provide for the establishment of a series of its Securities under the Base Indenture to be known as its “5.25% Fixed-to-Floating Rate Subordinated Notes due 2032” (the “*Notes*”), the form and the terms, provisions and conditions thereof to be set forth as provided in the Base Indenture and this Supplemental Indenture (the Base Indenture, together with this Supplemental Indenture, referred to herein as this “*Indenture*”);