What changed in this filing

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Item 1. Business

2026-03-25 compared with 2025-03-24 · 72 added, 96 removed, 766 unchanged (18% of the section changed)

24 unchanged sentences

● changes in the quality or composition of our loan or investment portfolios;

● technological changes that may be more difficult or expensive than expected;

● technological changes that may be more difficult or expensive to implement than expected;

● the inability of third-party providers to perform as expected;

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Government to manage federal debt limits;

● the imposition of tariffs or other domestic or international governmental policies;

● the imposition of tariffs or other domestic or international governmental policies and any retaliatory responses;

● the impact of any federal government shutdown;

● our ability to attract and retain key employees;

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EWSB Bancorp, Inc.

is a Maryland corporation and owns 100% of the outstanding common stock of East Wisconsin Savings Bank (the “Bank”).

(the “Company”) is a Maryland corporation and owns 100% of the outstanding common stock of East Wisconsin Savings Bank (the “Bank”).

On September 20, 2024, we completed our initial public offering of common stock in connection with the conversion of MHC from the mutual holding company to the stock holding company form of organization.

The Company sold 752,538 shares of common stock at $10.00 per share in its subscription offering for gross proceeds of approximately $7.5 million.

Since the completion of our initial public offering, we have not engaged in any significant business activity other than owning the common stock of and having deposits in East Wisconsin Savings Bank.

The Company conducts its operations primarily through the Bank.

At December 31, 2025, we had consolidated assets of $271.0 million, consolidated deposits of $217.3 million and consolidated stockholders equity of $13.2 million.

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BUSINESS OF EAST WISCONSIN SAVINGS BANK

The Bank is a Wisconsin-chartered stock savings bank headquartered in Kaukauna, Wisconsin.

The Bank was organized in 1887 under the name Kaukauna Savings and Loan Association.

In 1972, the Bank changed its name to East Wisconsin Savings and Loan Association and in 1997, the Bank changed its name to East Wisconsin Savings Bank, S.A.

In 2017, the Bank reorganized into the no stock mutual holding company form of ownership.

The Bank operates through its headquarters in Kaukauna and branches in Appleton, Freedom, and Kimberly, Wisconsin.

We consider our primary lending market area to be Outagamie County, Wisconsin, and its adjoining counties.

Organized in 1887, the Bank is a Wisconsin-chartered stock savings bank that operates through its headquarters in Kaukauna and branches in Appleton, Freedom, and Kimberly, Wisconsin.

Our business consists primarily of taking deposits from the general public and investing those deposits, together with funds generated from operations, primarily in one- to four-family residential real estate loans, as well as marine and recreational vehicle loans, home equity loans and lines of credit, and other consumer loans.

To a lesser extent, we originate commercial real estate, multifamily, construction and commercial loans.

At December 31, 2024, $130.1 million, or 69.3%, of our total loan portfolio was comprised of one- to four-family residential real estate loans, $31.2 million, or 16.6%, of our total loan portfolio was comprised of marine and recreational vehicle loans, $8.1 million, or 4.3%, of our total loan portfolio was comprised of home equity loans and lines of credit, $6.8 million, or 3.6%, of our total loan portfolio was comprised of construction loans and $4.2 million, or 2.2%, of our total loan portfolio was comprised of other consumer loans.

At December 31, 2025, $129.7 million, or 68.0%, of our total loan portfolio was comprised of one- to four-family residential real estate loans, $30.2 million, or 15.9%, of our total loan portfolio was comprised of marine and recreational vehicle loans, $12.2 million, or 6.4% of our total loan portfolio was comprised of construction loans, $8.9 million, or 4.6%, of our total loan portfolio was comprised of home equity loans and lines of credit, $3.5 million, or 1.8% of our total loan portfolio was comprised of commercial loans, $3.2 million, or 1.7%, of our total loan portfolio was comprised of other consumer loans and $3.0 million, or 1.6% of our total loan portfolio was comprised of multi-family and commercial real estate loans.

We also invest in securities, consisting primarily of U.S.

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Information on our website is not considered a part of this document.

We conduct our operations from our headquarters and four branch offices, all of which are located in Outagamie County, Wisconsin.

According to information from Census Reporter, out of 72 counties in Wisconsin, Outagamie County is the sixth most populous with a population of approximately 194,199 in 2024.

Outagamie County’s population has increased at an annual rate of 0.6% from 2019 to 2024, which was a faster growth rate than both Wisconsin as a whole and the United States during the same period.

Likewise, age distribution measures reflect that Outagamie County has a slightly younger population relative to Wisconsin and the United States.

The favorable population growth trend and comparatively younger population are both supportive of demand for the financial services that the Bank offers.

We conduct our operations from our headquarters and three branch offices, all of which are located in Outagamie County, Wisconsin.

We consider our primary lending market area to be Outagamie County, Wisconsin, and its adjoining counties.

The economy in our primary market area has benefited from being varied and diverse, with a broad economic base with underlying support from the presence of diverse manufacturing and medical technology institutions.

According to information from Census Reporter, in 2024, Outagamie County had a median household income of approximately $85,784.

In 2024, the median household income for Wisconsin was approximately $74,600 and the median household income was approximately $77,700 for the United States.

As of December 2024, the unemployment rate was 2.5% for Outagamie County compared to 3.0% for Wisconsin and a national rate of 4.1%.

We face competition within our market area both in making loans and attracting deposits.

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We also face competition from savings institutions, mortgage banking firms, consumer finance companies, financial technology or “fintech” companies and credit unions and, with respect to deposits, from money market funds, brokerage firms, mutual funds and insurance companies.

Based on FDIC data at June 30, 2024 (the latest date for which

information is available), we had 5.3% of the FDIC-insured deposit market share in Outagamie County, making us the seventh largest out of 19 banks operating in the county.

Based on FDIC data at June 30, 2025 (the latest date for which information is available), we had 5.2% of the FDIC-insured deposit market share in Outagamie County, making us the eighth largest out of 19 banks operating in the county.

We expect competition to increase in the future as a result of legislative, regulatory and technological changes and the continuing trend toward consolidation of the financial services industry.

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Other commercial real estate

Consumer instalment:

Consumer installment:

Marine and recreational vehicle

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At December 31, 2025, our portfolio of other consumer loans totaled $3.2 million, or 1.7% of our total loan portfolio.

The other consumer loans that we originate generally consist of loans secured by automobile loans, deposits and miscellaneous other types of installment loans including a limited amount of unsecured personal loans.

The other consumer loans that we originate generally consist of loans secured by automobiles, deposits and miscellaneous other types of installment loans including a limited amount of unsecured personal loans.

At December 31, 2025, commercial loans were $3.5 million, or 1.8% of total loans.

Our commercial loans include both term loans and lines of credit made with either fixed or adjustable interest rates.

Almost the entire portfolio is comprised of loans originated and serviced by a national broker specializing in the professional and healthcare industries.

All loans purchased are fully reviewed and underwritten pursuant to our policies and procedures.

Multifamily Lending and Other Commercial Real Estate .

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Each borrower’s financial information on such loans is monitored on an ongoing basis by requiring periodic financial statement updates.

At December 31, 2024, commercial loans were $3.5 million, or 1.9% of total loans.

Our commercial loans include both term loans and lines of credit made with either fixed or adjustable interest rates.

Almost the entire portfolio is comprised of loans originated and serviced by a national broker specializing in the professional and healthcare industries.

All loans purchased are fully reviewed and underwritten pursuant to our policies and procedures.

Loan Underwriting Risks

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Construction loans also carry the risk that construction will not be completed on time in accordance with specifications and projected costs.

These loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project and the ability of the borrower to sell or lease

the property or obtain permanent take-out financing, rather than the ability of the borrower or guarantor to repay principal and interest.

These loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project and the ability of the borrower to sell or lease the property or obtain permanent take-out financing, rather than the ability of the borrower or guarantor to repay principal and interest.

If the appraised value of a completed project proves to be overstated, we may have inadequate security for the repayment of the loan upon completion of construction of the project and may incur a loss in the event of non-payment by the borrower.

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Credit support provided by the borrower for most of these loans is based on the enforcement of a personal guarantee.

Further, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value.

Further, any collateral securing such loans may depreciate over time, may be difficult to appraise and may

fluctuate in value.

As a result, the availability of funds for the repayment of commercial loans may depend substantially on the success of the business itself.

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We consider our balance sheet as well as market conditions on an ongoing basis in making decisions as to whether to hold loans we originate for investment or to sell such loans, choosing the strategy that is most advantageous to us from a profitability and risk management standpoint.

In addition, we have sold loans in the past to the FHLB pursuant to the Mortgage Partnership Finance program consisting of long-term, fixed-rate single-family residential loans originated which had interest rates below certain levels established by the board of directors.

In addition, we have sold loans to the FHLB pursuant to the Mortgage Partnership Finance program consisting of long-term, fixed-rate single-family residential loans originated which have interest rates below certain levels established by the board of directors.

Such sales provide for a limited amount of recourse.

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These loan purchases can only be approved by an officer of the Bank and are limited, in aggregate, to 20% of total capital.

Loans purchased from the firm are fully documented and reviewed

for multiple factors, including, but not limited to, debt-to-income, cash flow coverage, FICO and other matrix scores, and all the loans have terms of 180 months or less.

Loans purchased from the firm are fully documented and reviewed for multiple factors, including, but not limited to, debt-to-income, cash flow coverage, FICO and other matrix scores, and all the loans have terms of 180 months or less.

We occasionally purchase loan participations in commercial loans originated by another local financial institution acting as the lead lender.

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Loan Approval Procedures, Loans to One Borrower Limit and Lending Authority

Pursuant to applicable Wisconsin law, the aggregate amount of loans that we are permitted to make to any one borrower or a group of related borrowers is generally limited to 20% of our capital (25% if the amount in excess of 20% is secured by “readily marketable collateral”).

is secured by “readily marketable collateral”).

At December 31, 2025, based on the 20% limitation, our loans-to-one-borrower limit was approximately $3.7 million.

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All of the loans were performing in accordance with their contractual terms on that date.

As a result of the offering, our loans-to-one borrower limit will increase on a dollar basis and, consistent with our strategy to grow segments of our loan portfolio, we may originate and retain in our portfolio larger loan relationships, while also remaining diversified with smaller and mid-sized relationships as well.

As a result of the offering, our loans-to-one borrower limit increased on a dollar basis and, consistent with our strategy to grow segments of our loan portfolio, we may originate and retain in our portfolio larger loan relationships, while also remaining diversified with smaller and mid-sized relationships as well.

Our lending is subject to written underwriting standards and origination procedures.

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The board of directors has delegated loan approval authority to certain officers up to prescribed limits, depending on the officer’s experience, the type of loan and whether the loan is secured or unsecured.

Loan applications for residential real estate of greater than $400,000 require approval by the Loan Committee, which consists of three of the Bank’s directors, Ms.

Haen, and the Chairman, President and Chief Executive Officer, Mr.

Underwriting of these applications are completed or reviewed by the Vice President of Lending (or designated signer).

As with residential real estate, loans for commercial real estate of greater than $400,000 up to our internal loans-to-one relationship limitation require approval by the Loan Committee.

All commercial loans we originate up to $400,000 (excluding loans purchased through the national financial services firm) are approved by the Vice President of Lending (or designated signer), and all commercial loans we originate over $400,000 are approved by the Loan Committee.

Loan policy exceptions are fully disclosed to the approving authority, either an individual officer or the appropriate management or Loan Committee prior to approval.

Reporting on Policy exceptions is included within each Loan Committee meeting and quarterly board meeting and subsequent board package.

Delinquencies and Non-Performing Assets

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Any excess of the recorded value of the loan satisfied over the market value of the property is charged against the allowance for credit losses, or, if the existing allowance is inadequate, charged to expense of the current period.

After acquisition, all costs incurred in maintaining the property are expensed.

After acquisition, all costs incurred in maintaining the

property are expensed.

Costs relating to the development and improvement of the property, however, are capitalized to the extent of estimated fair value less estimated costs to sell.

At December 31, 2025, we had no real estate owned.

Effective January 1, 2023, we adopted ASU 2022-02 Financial Instruments - Credit Losses (Topic 326) Troubled Debt Restructurings (TDR) and Vintage Disclosures, which removed the existing measurement and disclosure requirements for troubled debt restructuring (“TDR”) loans and added additional disclosure requirements related to modifications provided to borrowers experiencing financial difficulty.

Prior to adoption, a change in contractual terms of a loan where a borrower was experiencing financial difficulty and received a concession not available through other sources was required to be disclosed as a TDR, whereas now a borrower that is experiencing financial difficulty and receives a modification in the form of principal forgiveness, interest rate reduction, an other-than-insignificant payment delay or a term extension in the current period is disclosed as a modification to a borrower experiencing financial difficulty.

We may modify the contractual terms of a loan to a borrower experiencing financial difficulties as a way to mitigate loss, proactively work with borrowers in financial difficulty, or to comply with regulations regarding the treatment of certain bankruptcy filing and discharge situations.

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Delinquent Loans .

The following table sets forth our loan delinquencies by type and amount at the dates indicated.

The following table sets forth our loan delinquencies (including non-accrual loans) by type and amount at the dates indicated.

At December 31,

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Equity line of credit

Maine and recreational vehicle

Marine and recreational vehicle

Other consumer

Non-Performing Assets.

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Federal regulations provide that each insured savings institution classify its assets on a regular basis.

In addition, in connection with examination of insured depository institutions, federal and Wisconsin banking regulators have authority to identify problem assets and, if appropriate, classify them.

In addition, in connection with examination of insured depository institutions, federal and Wisconsin

banking regulators have authority to identify problem assets and, if appropriate, classify them.

There are three classifications for problem assets:

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Assets which do not currently expose the insured institution to sufficient risk to warrant classification in one of the aforementioned categories but possess weaknesses are designated as “special mention” by our management.

In connection with the filing of our periodic regulatory reports and according to our classification of assets policy, we regularly review the problem loans in our portfolio to determine whether any loans require classification

according to applicable regulations.

If a problem loan deteriorates in asset quality, the classification is changed to “substandard,” “doubtful” or “loss” depending on the circumstances and the evaluation.

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Other Loans of Concern.

At December 31, 2024, except for loans included in the above table, there were no other loans of concern for which we had information about possible credit problems of borrowers that caused us to have serious doubts about the ability of the borrowers to comply with present loan repayment terms and that may result in disclosure of such loans in the future.

At December 31, 2025 there were no other loans of concern for which we had information about possible credit problems of borrowers that caused us to have serious doubts about the ability of the borrowers to comply with present loan repayment terms and that may result in disclosure of such loans in the future.

Provision for Credit Losses.

On January 1, 2023, we adopted Accounting Standards Update (ASU) 2016-13 Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments, which replaces the incurred loss methodology with an expected loss methodology that is referred to as the CECL methodology.

Under this new current expected loss model, provisions for credit losses are charged to operations to establish an allowance for credit losses at a level to cover expected losses over the expected life of a loan or securities portfolio.

Under the previous “incurred loss” model, provisions for loan losses were charged to operations to establish an allowance for loan losses at a level necessary to absorb known and inherent losses in our loan portfolio that are both probable and reasonably estimable at the date of the consolidated financial statements.

In evaluating the level of the allowance for credit losses, management analyzes reasonable and supportable forecasts and several qualitative loan portfolio risk factors including, but not limited to, management’s ongoing review and grading of loans, facts and issues related to specific loans, historical loan loss and delinquency experience, trends in past due and non-accrual loans, existing risk characteristics of specific loans or loan pools, the fair value of underlying collateral, current economic conditions and other qualitative and quantitative factors which could affect potential credit losses.

We maintain an allowance for credit losses (“ACL”) at a level we believe is adequate to absorb estimated credit losses that are expected to occur within the existing loan portfolio through their contractual terms in accordance with applicable accounting standards.

The level of the ACL is inherently subjective and is influenced by various factors, many of which are beyond our control, including, but not limited to, the performance of the loan portfolio, consideration of current economic trends, changes in interest rates and property values, estimated losses on pools of homogeneous loans based on an analysis that uses historical loss experience for prior periods that are determined to have like characteristics with management’s economic forecast period, such as pre-recessionary, recessionary, or recovery periods, portfolio growth and concentration risk, management and staffing changes, the interpretation of loan risk classifications by regulatory authorities and other credit market factors.

Our allowance for credit losses was $1.1 million at December 31, 2025 compared to $1.1 million at December 31, 2024.

The ratio of our allowance for credit losses to total loans was 0.60% at December 31, 2024 and 0.60% at December 31, 2023, while the allowance for credit losses to non-performing loans is considered to be insignificant and not measurable at December 31, 2024 and December 31, 2023.

The ratio of our allowance for credit losses to total loans was 0.60% at December 31, 2025 and 0.60% at December 31, 2024, while the allowance for credit losses to non-performing loans is 378.5% on December 31, 2025 and considered to be insignificant and not measurable at December 31, 2024.

Additions to the allowance for credit losses are provided by charges against income based on various factors, which, in our judgment, deserve current recognition in estimating expected losses.

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Provision for credit losses

One- to four-family

Marine and recreational

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Total charge-offs

Marine and recreational

Other consumer

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NM - Not Meaningful

The following table sets forth additional information with respect to charge-offs by category for the periods indicated.

The following table sets forth additional information with respect to net charge-offs by category for the periods indicated.

For the Year Ended

Net recoveries (charge-offs) to average loans outstanding during the period:

One- to four-family

Marine and recreational vehicle

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The following table sets forth the allowance for credit losses allocated by loan category and the percent of the allowance in each category to the total allocated allowance at the dates indicated.

The CECL ACL lifetime loss rates utilized in the allowance for credit losses calculation net of historical loss experience were applied to the respective loan portfolio segments as of January 1, 2023.

The CECL estimated loss rates for one- to four-family real estate loans was higher than the calculated factor used in the allowance for loan loss methodology.

Likewise, the CECL estimated loss rates for consumer loans was lower than the calculated factor used in the allowance for loan loss methodology (see Note 3 to the notes to the consolidated financial statements for the section “Loans and Allowances for Credit Losses” for a tabular presentation of the changes in the allowance for credit losses).

These changes were primarily due to the utilization of peer data as a component of the ACL.

The allowance for credit losses allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.

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We have legal authority to invest in various types of liquid assets, including U.S.

Treasury obligations, securities of various government-sponsored enterprises and municipal governments, deposits at the FHLB, certificates of

deposit of federally insured depository institutions and investment grade corporate bonds.

Treasury obligations, securities of various government-sponsored enterprises and municipal governments, deposits at the FHLB, certificates of deposit of federally insured depository institutions and investment grade corporate bonds.

We also are required to maintain an investment in FHLB stock.

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At December 31, 2025 we had $58.7 million of investment securities (both held-to-maturity and available-for-sale), representing 21.7% of our total assets, and our investment portfolio consisted primarily of U.S.

Treasury and federal agency securities, government-sponsored residential mortgage-backed securities (which includes collateralized mortgage obligations) and corporate bonds.

Treasury and federal agency securities, government-sponsored residential mortgage-backed securities (which includes collateralized

mortgage obligations) and corporate bonds.

In addition, at December 31, 2025, we owned $2.8 million of FHLB stock.

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More than Ten Years

(Dollars in thousands)

December 31, 2025

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Sources of Funds

Deposits have traditionally been our primary source of funds for use in lending and investment activities.

We have also historically used borrowings to supplement cash flow needs, to lengthen the maturities of liabilities for interest rate risk purposes and to manage the cost of funds.

Deposits are our primary source of funds for use in lending and investment activities.

We also use borrowings to supplement cash flow needs, to lengthen the maturities of liabilities for interest rate risk purposes and to manage the cost of funds.

In addition, we receive funds from scheduled loan payments, investment maturities, loan prepayments, retained earnings and income on earning assets.

While scheduled loan payments and income on earning assets are relatively stable sources of funds, deposit inflows and outflows can vary widely and are influenced by prevailing interest rates, market conditions and levels of competition.

See “Risk Factors—Risks Related to Our Funding—Our inability to generate core deposits may cause us to rely more heavily on wholesale funding strategies for funding and liquidity needs, which could have an adverse effect on our net interest margin and profitability.”

Our inability to generate core deposits may cause us to rely more heavily on wholesale funding strategies for funding and liquidity needs, which could have an adverse effect on our net interest margin and profitability.

Time with other financial institutions.

At December 31, 2025, we had $4.5 million in time deposits with other financial institutions.

Of this amount, $3.5 million will mature in 2026 providing an additional source of on balance sheet liquidity during the upcoming year.

Our deposits are generated primarily from our primary market area.

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Deposit account terms vary, with the principal differences being the minimum balance required, the amount of time the funds must remain on deposit and the interest rate.

We have the authority to accept brokered deposits and have approximately $9.4 million in brokered deposits at December 31, 2024.

We have the authority to accept brokered deposits but do not hold such deposits at December 31, 2025.

On a periodic basis, we establish interest rates paid, maturity terms, service fees and withdrawal penalties.

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As of December 31, 2025 and December 31, 2024, the aggregate amount of total uninsured deposits (deposits in amounts greater than or equal to $250,000, which is the maximum amount for federal deposit insurance) was $32.5 million and $37.4 million, respectively.

In addition, uninsured certificates of deposit totaled $18.8 million and $18.5 million as of December 31, 2024 and December 31, 2023.

In addition, uninsured certificates of deposit totaled $17.9 million and $18.8 million as of December 31, 2025 and December 31, 2024, respectively.

We have no deposits that are uninsured for any reason other than being in excess of the maximum amount for federal deposit insurance.

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Additionally, at December 31, 2025 we had a $25.0 million available line of credit with the Discount Window at the Federal Reserve Bank of Chicago.

In addition, at December 31, 2024 we had a $6.0 million line of credit with a correspondent bank.

We have not drawn against the Discount Window or the line of credit.

In addition, at December 31, 2025 we had an unsecured $6.0 million federal funds line of credit with a correspondent bank.

We have not drawn against the Discount Window or the federal funds line of credit.

Personnel and Human Capital Resources

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Through our hiring and retention programs we aim to create an inclusive workforce with diversified backgrounds and experiences.

We strive to maintain a safe and healthy workplace, with

opportunities for our employees to grow and develop in their careers, supported by advantageous compensation, benefits, health, and welfare programs.

We strive to maintain a safe and healthy workplace, with opportunities for our employees to grow and develop in their careers, supported by advantageous compensation, benefits, health, and welfare programs.

As part of our compensation philosophy, we offer market competitive total rewards programs for our employees to attract and retain superior talent.

These programs, include annual bonus opportunities, an Employee Stock Ownership Plan, a matched 401(k) Plan, healthcare and insurance benefits paid time off, family leave, and flexible work schedules.

These programs, include annual bonus opportunities, an Employee Stock

Ownership Plan, a matched 401(k) Plan, healthcare and insurance benefits paid time off, family leave, and flexible work schedules.

We encourage and support the growth and development of our employees and, wherever possible, seek to fill positions by promotion and transfer from within the organization.

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At December 31, 2025, 65% of our current staff had been with us for five years or more.

As of December 31, 2024, we had 44 full-time employees and 3 part-time employees.

As of December 31, 2025, we had 39 full-time employees and 1 part-time employee.

We believe our relationship with our employees to be generally good.

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and establish the timing and amounts of assessments and fees imposed by the regulatory agencies.

Moreover, as part of their examination authority, the banking regulators assign numerical ratings to banks relating to

capital, asset quality, management, liquidity, earnings and other factors.

Moreover, as part of their examination authority, the banking regulators assign numerical ratings to banks relating to capital, asset quality, management, liquidity, earnings and other factors.

These ratings rely on the supervisor’s judgment and the receipt of a less than satisfactory rating in one or more categories may result in supervisory action by the banking regulators against a financial institution.

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Wisconsin savings banks may invest funds in certain types of debt and equity securities, including obligations of federal, state and local governments and agencies.

Subject to prior approval of the Department, compliance with capital requirements and certain other restrictions, Wisconsin savings banks may invest in residential housing

development projects.

Subject to prior approval of the Department, compliance with capital requirements and certain other restrictions, Wisconsin savings banks may invest in residential housing development projects.

Wisconsin savings banks may also invest in service corporations or subsidiaries with the prior approval of the Department, subject to certain restrictions.

Wisconsin savings banks may make loans and extensions of credit, both direct and indirect, to one borrower in amounts up to 20% of the savings bank’s capital plus an additional 5% for loans fully secured by readily marketable collateral.

In addition, and notwithstanding the 20% of capital and additional 5% of capital limitations, Wisconsin savings banks may make loans to one borrower, or a related group of borrowers, for any purpose in an amount not to exceed $500,000, or to develop domestic residential housing units in an amount not to exceed the lesser of $30 million or 30% of the savings bank’s capital, subject to certain conditions.

exceed $500,000, or to develop domestic residential housing units in an amount not to exceed the lesser of $30 million or 30% of the savings bank’s capital, subject to certain conditions.

Federal Law and Regulation .

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If the Department determines that the financial condition, history, management or earning prospects of a savings bank are not adequate, the Department may require a higher minimum capital level for the savings bank.

as a number of other restrictions on the savings bank’s operations, including a prohibition on the payment of dividends.

If a Wisconsin savings bank’s capital ratio falls below the required level, the Department may direct the savings bank to adhere to a specific written plan established by the Department to correct the savings bank’s capital deficiency, as well as a number of other restrictions on the savings bank’s operations, including a prohibition on the payment of dividends.

At December 31, 2025, the Bank’s capital to assets ratio, as calculated under Wisconsin law, was 4.9% and thus the Bank was not in compliance with this requirement.

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Federal regulations require FDIC insured depository institutions to meet several minimum capital standards:

a common equity Tier 1 capital to risk-based assets ratio of 4.5%, a Tier 1 capital to risk-based assets ratio of 6.0%, a total capital to risk-based assets of 8.0%, and a 4.0% Tier 1 capital to total assets leverage ratio.

a common equity Tier 1 capital to risk-based assets ratio of 4.5%, a Tier 1 capital to risk-

based assets ratio of 6.0%, a total capital to risk-based assets of 8.0%, and a 4.0% Tier 1 capital to total assets leverage ratio.

Common equity Tier 1 capital is generally defined as common stockholders’ equity and retained earnings.

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Tier 2 capital is comprised of capital instruments and related surplus, meeting specified requirements, and may include cumulative preferred stock and long-term perpetual preferred stock, mandatory convertible securities, intermediate preferred stock and subordinated debt.

Also included in Tier 2 capital is the allowance for loan and lease losses limited to a maximum of 1.25% of risk-weighted assets and, for institutions that have exercised an opt-out election regarding the treatment of Accumulated Other Comprehensive Income (“AOCI”), up to 45% of net unrealized gains on available-for-sale equity securities with readily determinable fair market values.

Also included in Tier 2 capital is the allowance for credit losses limited to a maximum of 1.25% of risk-weighted assets and, for institutions that have exercised an opt-out election regarding the treatment of Accumulated Other Comprehensive Income (“AOCI”), up to 45% of net unrealized gains on available-for-sale equity securities with readily determinable fair market values.

Institutions that have not exercised the AOCI opt-out have AOCI incorporated into common equity Tier 1 capital (including unrealized gains and losses on available-for-sale-securities).

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well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized.

Under the statute and regulations, a bank is deemed to be (i) “well capitalized” if it has total risk-based capital of 10.0% or more, Tier 1 risk-based capital ratio of 8.0% or more, Tier 1 leverage capital ratio of 5.0% or more and a common equity Tier 1 capital ratio of 6.5% or more, and is not subject to any written capital order or directive; (ii) “adequately capitalized” if it has a total risk-based capital ratio of 8.0% or more, a Tier 1 risk-based capital ratio of 6.0% or more, a Tier 1 leverage capital ratio of 4.0% or more and a common equity Tier 1 capital ratio of 4.5% or more, and does not meet the definition of “well capitalized;” (iii) “undercapitalized” if it has a total risk-based capital ratio that is less than 8.0%, a Tier 1 risk-based capital ratio that is less than 6.0%, a Tier 1 leverage capital ratio that is less than 4.0% or a common equity Tier 1 capital ratio of less than 4.5%; (iv) “significantly undercapitalized” if it has a total risk-based capital ratio that is less than 6.0%, a Tier 1 risk-based capital ratio that is less than 4.0% , a Tier 1 leverage capital ratio that is less than 3.0%, or a common equity Tier 1 capital ratio of less than 3.0%; and (v) “critically undercapitalized” if it has a ratio of tangible equity to total assets that is equal to or less than 2.0%.

(ii) “adequately capitalized” if it has a total risk-based capital ratio of 8.0% or more, a Tier 1 risk-based capital ratio of 6.0% or more, a Tier 1 leverage capital ratio of 4.0% or more and a common equity Tier 1 capital ratio of 4.5% or more, and does not meet the definition of “well capitalized;” (iii) “undercapitalized” if it has a total risk-based capital ratio that is less than 8.0%, a Tier 1 risk-based capital ratio that is less than 6.0%, a Tier 1 leverage capital ratio that is less than 4.0% or a common equity Tier 1 capital ratio of less than 4.5%; (iv) “significantly undercapitalized” if it has a total risk-based capital ratio that is less than 6.0%, a Tier 1 risk-based capital ratio that is less than 4.0% , a Tier 1 leverage capital ratio that is less than 3.0%, or a common equity Tier 1 capital ratio of less than 3.0%; and (v) “critically undercapitalized” if it has a ratio of tangible equity to total assets that is equal to or less than 2.0%.

A qualifying institution whose Tier 1 capital equals or exceeds the specified community bank leverage ratio and opts into that framework will be considered well capitalized for prompt corrective action purposes.

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Aggregate loans by a savings bank to its and its affiliates’ insiders and insiders’ related interests in the aggregate may not exceed the savings bank’s unimpaired capital and unimpaired surplus.

Regulation O also requires that any proposed loan to an insider or a related interest of that insider be approved in advance by a majority of the board of directors of the savings bank, with any interested director not participating in the voting, if such loan, when aggregated with any existing loans to that insider and the insider’s related interests, would exceed either $500,000 or the greater of $25,000 or 5% of the savings bank’s unimpaired capital and surplus.

voting, if such loan, when aggregated with any existing loans to that insider and the insider’s related interests, would exceed either $500,000 or the greater of $25,000 or 5% of the savings bank’s unimpaired capital and surplus.

Generally, loans to a savings bank or its affiliates’ insiders and their related interests must be made on substantially the same terms as, and follow credit underwriting procedures that are no less stringent than those that are prevailing at the time for comparable transactions with non-affiliated persons and they must not present more than a normal risk of repayment or present other unfavorable features.

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Specifically, the regulations require a banking organization to notify its primary federal regulator as soon as possible, and no later than 36 hours after, the banking organization determines that a “computer-security incident” rising to the level of a “notification incident” has occurred.

Notification is required for incidents that have materially affected or are reasonably likely to materially affect the viability of a banking organization’s operations, its ability to deliver banking products and services, or the stability of

the financial sector.

Service providers are required under the regulations to notify affected banking organization customers as soon as possible when the provider determines that it has experienced a computer-security incident that has materially affected or is reasonably likely to materially affect the banking organization’s customers for four or more hours.

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Under the CRA, the Bank has a continuing and affirmative obligation consistent with its safe and sound operation to help meet the credit needs of its entire community, including low- and moderate-income neighborhoods.

The CRA does not establish specific lending requirements or programs for financial institutions nor does it limit an institution’s discretion to develop the types of products and services that it believes are best suited to its particular community, consistent with the CRA.

The CRA does not establish specific lending requirements or programs for financial institutions nor does it limit an

institution’s discretion to develop the types of products and services that it believes are best suited to its particular community, consistent with the CRA.

The CRA requires the FDIC, in connection with its examination of the Bank, to assess our record of meeting the credit needs of its community and to take such record into account in its evaluation of certain applications by the Bank, including applications to establish branches and acquire other financial institutions.

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At December 31, 2025, the Bank had approximately $9.0 million of Wisconsin net business loss carry-forwards.

Legal Proceedings

Among other things, the activities of the Bank, including with respect to disclosures about and implementation of numerous consumer products, are subject to various laws and numerous regulations, including those related to unfair or deceptive acts or practices.

If the Bank is found to have violated one or more consumer protection laws, it may be required to pay restitution to certain affected customers in connection with certain of these practices.

In addition, as a result of the extensive regulation, supervision and examination of our business described elsewhere in this prospectus, we are also involved, from time to time, in other reviews, investigations and proceedings (both formal and informal) by governmental agencies regarding our business, certain of which may result in adverse judgments, settlements, fines, penalties, public or private censure, increased costs, required remediation, restriction on business activities or other impacts on us.

We are not involved in any pending legal proceedings as a plaintiff or defendant other than routine legal proceedings occurring in the ordinary course of business, and at December 31, 2024, we were not involved in any legal proceedings, the outcome of which would be material to our financial condition or results of operations.

Expense and Tax Allocation

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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.

What changed 10-K

Item 1. Business