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There was no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) during the Company’s most recently completed fiscal year ended December 31, 2025 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
+Added: Management’s Annual Report on Internal Control Over Financial Reporting
+Added: The management of Citizens Community Bancorp, Inc.
+Added: is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.
+Added: Our internal control system is designed to provide reasonable assurance to our management and Board of Directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
+Added: Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we assessed the effectiveness of our internal control over financial reporting as of December 31, 2025, using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013).
+Added: Based on this assessment, management has concluded that our internal control over financial reporting was effective as of December 31, 2025.
+Added: Crowe LLP, the independent registered public accounting firm that audited our Consolidated Financial Statements included in Item 8, Financial Statements and Supplementary Data, of this Annual Report on Form 10-K, has issued an unqualified report on our internal control over financial reporting as of December 31, 2025.
+Added: /s/ Stephen M.
+Added: President and Chief Executive Officer,
+Added: Chairman of the Board
+Added: Executive Vice President, Chief Financial
+Added: Officer, Treasurer and Secretary
+Added: March 5, 2026
+Added: The report of our independent registered public accounting firm on internal control over financial reporting is included in Item 8 of this Annual Report on Form 10-K.
OTHER INFORMATION
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: Information with respect to this item is incorporated herein by reference to the discussion under the heading “Security Ownership” in the Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission on or before April 29, 2025.
−Removed: Equity Compensation Plan Information
−Removed: The following table sets forth information as of December 31, 2024, with respect to compensation plans under which shares of common stock were issued or available to be issued:
−Removed: Common Shares
−Removed: Upon Exercise of
−Removed: Outstanding Options, Weighted-average
−Removed: Exercise Price of
−Removed: Outstanding Options, Number of
−Removed: Common Shares
−Removed: Available for
−Removed: Future Issuance
−Removed: Plan Category Warrants and Rights (1) Warrants and Rights Compensation Plans (2)
−Removed: Equity compensation plans approved by security holders 52,000 $ 11.62 34,053
−Removed: Equity compensation plans not approved by security holders — — —
−Removed: Total 52,000 $ 11.62 34,053
−Removed: (1) Represents 52,000 shares of our Common Stock to be issued upon exercise of outstanding stock options under the 2008 Equity Incentive Plan (the “Prior Plan”).
−Removed: (2) Represents 34,053 shares of our Common Stock available for issuance under the 2018 Equity Incentive Plan.
−Removed: No new awards may be granted under the Prior Plan.
+Added: Information with respect to this item is incorporated herein by reference to the discussion under the headings “Security Ownership” and “Equity Compensation Plan Information” in the Company’s Proxy Statement for the 2026 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission on or before April 29, 2026.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
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Report of Independent Registered Public Accounting Firm (Crowe LLP)
−Removed: Report of Independent Registered Public Accounting Firm (Eide Bailly LLP)
Consolidated Balance Sheets as of December 31, 2025 and 2024
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4.1 Description of Capital Stock (incorporated by reference to Exhibit 4.1 to the Company's annual report on Form 10-K filed on March 10, 2020 (File No.
−Removed: 4.2 Form of Subordinated Note Purchase Agreement dated August 27, 2020 (incorporated by reference to Exhibit 4.1 to the Company’s current report on Form 8-K filed on August 27, 2020 (File No.
−Removed: 4.3 Form of Subordinated Note (incorporated by reference to Exhibit 4.2 to the Company’s current report on Form 8-K filed on August 27, 2020 (File No.
4.2 Form of Subordinated Note Purchase Agreement (incorporated by reference to Exhibit 4.1 to the Company’s current report on Form 8-K filed on March 14, 2022 (File No.
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Broucek, dated as of May 2, 2024 (incorporated by reference to Exhibit 10.2 to the Company's Form 10-Q filed on May 8, 2024 (File No.
−Removed: 10.16 Business Note Renewal, Dated August 1, 2022, issued by Citizens Community Bancorp, Inc.
−Removed: to Chippewa Valley Bank (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on November 7, 2022 (File No.
−Removed: 10.17 Business Note Renewal, Dated August 1, 2023, issued by Citizens Community Bancorp, Inc.
−Removed: to Chippewa Valley Bank (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 3, 2023 (File No, 001-33003)).
10.16 Business Note, dated May 1, 2024, issued by Citizens Community Bancorp, Inc.
to Chippewa Valley Bank (incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on August 6, 2024 (File No.
−Removed: 10.19 Business Note Renewal, Dated August 1, 2024, issued by Citizens Community Bancorp, Inc.
−Removed: to Chippewa Valley Bank (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 5, 2024 (File No, 001-33003)).
+Added: 10.17 Business Note, dated October 30, 2025, issued by Citizens Community Bancorp, Inc.
+Added: to Chippewa Valley Bank, filed herewith.
16.1 Letter, dated November 20, 2023, from Eide Bailly LLP to the Securities and Exchange Commission (incorporated by reference to Exhibit 16.1 to the Company’s Form 8-K filed on November 20, 2023 (File No.
−Removed: 001-330003)).
−Removed: 19.1 Director and Officer Insider Trading Policy, adopted October 24, 2024, (filed herewith).
−Removed: 19.2 Colleague Insider Trading Policy, adopted, adopted October 24, 2024, (filed herewith).
−Removed: 21 Subsidiaries of the Company as of December 31, 2024 (filed herewith).
−Removed: 23.1 Consent of Independent Registered Public Accounting Firm ( Cro we LLP) (filed herewith).
−Removed: 23.2 Consent of Independent Registered Public Accounting Firm (Eide Bailly, LLP) (filed herewith).
+Added: 19.1 Director and Officer Insider Trading Policy, adopted October 24, 2024, (incorporated by reference to Exhibit 19.1 to the Company's Form 10-K filed on March 13, 2025 (File No.
+Added: 19.2 Colleague Insider Trading Policy, adopted, adopted October 24, 2024, (incorporated by reference to Exhibit 19.2 to the Company's Form 10-K filed on March 13, 2025 (File No.
+Added: 21 Subsidiaries of the Company as of December 31, 2024 (incorporated by reference to Exhibit 21 to the Company's Form 10-K filed on March 13, 2025 (File No.
+Added: 23.1 Consent of Independent Registered Public Accounting Firm (Crowe LLP) (filed herewith).
31.1 Rule 13a-15(e) Certification of the Company’s Chief Executive Officer (filed herewith).
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.