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Item 9A. Controls and Procedures

2025-03-13 compared with 2024-03-15 · 25 added, 22 removed, 115 unchanged (29% of the section changed)

1 unchanged sentence

Disclosure controls and procedures.

An evaluation of the Company’s disclosure controls and procedures (as defined in Section 13a-15(e) of the Securities Exchange Act of 1934 (the "Act") was carried out under the supervision and with the participation of the Company’s Chief Executive Officer, Chief Financial Officer and several other members of the Company’s senior management as of the end of the period covered by this report.

The Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures in effect as of December 31, 2023 were effective in ensuring that the information required to be disclosed by the Company in the reports it files or submits under the Act was (i) accumulated and communicated to the Company’s management (including the Chief Executive Officer and Chief Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

An evaluation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) was carried out under the supervision and with the participation of the Company’s Chief Executive Officer, Chief Financial Officer and several other members of the Company’s management team as of the end of the period covered by this report.

The Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures in effect as of December 31, 2024, were effective in ensuring that the information required to be disclosed by the Company in the reports it files or submits under the Exchange Act was (i) accumulated and communicated to the Company’s management (including the Chief Executive Officer and Chief Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

Management's report on internal control over financial reporting.

First Northwest Bancorp's management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) of the Act.

First Northwest Bancorp's management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) of the Exchange Act.

The Company's internal control system is designed to provide reasonable assurance to our management and the board of directors regarding the preparation and fair presentation of published financial statements for external purposes in accordance with generally accepted accounting principles.

8 unchanged sentences

As a result of these inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Furthermore, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Furthermore, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2024.

1 unchanged sentence

Based on that assessment, the Company's management believes that, as of December 31, 2024, First Northwest Bancorp's internal control over financial reporting is effective based on those criteria.

Moss Adams LLP, an independent registered public accounting firm, has audited the Company's consolidated financial statements as of December 31, 2023, which is included in Item 8.

Moss Adams LLP, an independent registered public accounting firm, has audited the Company's consolidated financial statements as of and for the year ended December 31, 2024, and the effectiveness of the Company's internal control over financial reporting as of December 31, 2024, which are included in Item 8.

Financial Statements and Supplementary Data.

Changes in Internal Controls.

There have been no changes in the Company’s internal control over financial reporting for the year ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

As previously disclosed, management concluded that, as of June 30, 2024, a material weakness existed in the design of controls over the timely recognition of changes in value of collateral-dependent individually evaluated loans and the methodology used to evaluate loans that possess characteristics distinct from existing loan groups evaluated on a pooled basis within the portfolio and, thus, in the determination of the adequacy of its allowance for credit losses on loans.

Management further determined that such material weakness did not exist in the remainder of the loan portfolio.

Management, with oversight from the Audit Committee, has determined the above material weakness has been remediated.

In connection with the remediation, the Bank revised loan-related policies, strengthened an existing internal control to improve the identification and accounting for individually evaluated assets, and strengthened an existing internal control to improve the evaluation of pooled loan groups utilized in the Current Expected Credit Loss model.

Except as described above, there have been no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the year ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Other Information

Not applicable.

During the fiscal quarter ended December 31, 2024 , no director or officer of First Northwest adopted or terminated a "Rule 10b5 - 1 trading arrangement" or "non- Rule.10b5 - 1 trading arrangement," as each term is defined in Item 408 (a) of Regulation S-K.

Disclosures Regarding Foreign Jurisdictions that Prevent Inspections

4 unchanged sentences

The Company has an audit committee.

The members of the Audit Committee are directors Sherilyn Anderson (Chairperson), Stephen Oliver, Dana Behar, Cindy Finnie, Lynn Terwoerds and Jennifer Zaccardo.

The members of the Audit Committee are directors Lynn Terwoerds (Chairperson), Sherilyn Anderson, Dana Behar, Sean Brennan, and Cindy Finnie.

Each member of the Audit Committee is "independent" as defined in the Nasdaq Stock Market listing standards.

The Board of Directors has determined that Ms.

Zaccardo meets the definition of "audit committee financial expert," as defined by the SEC.

Anderson meets the definition of "audit committee financial expert," as defined by the SEC.

The Board of Directors has adopted a Code of Ethics for the Company’s officers (including its principal executive officer and senior financial officers), directors and employees.

1 unchanged sentence

The information regarding compliance with Section 16(a) of the Securities Exchange Act of 1934 included in the section captioned "Delinquent Section 16(a) Reports" in the Proxy Statement is incorporated herein by reference.

The Company has adopted an insider trading policy and procedures governing the purchase, sale, and/or other dispositions of our securities by our directors, officers, and employees that are reasonably designed to promote compliance with insider trading laws, rules and regulations, and any listing standards applicable to the Company.

A copy of our insider trading policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Company's Board of Directors.

38 unchanged sentences

Deines dated December 7, 2024

Form of Executive Employment Agreement with Terry A.

Anderson, Derek J.

Brown, Geraldine L.

Bullard, Christopher W.

Neros, and Christopher J.

First Fed Bank Executive Change in Control Plan

First Northwest Bancorp 2020 Equity Incentive Plan

Form of First Northwest Bancorp 2020 Equity Incentive Plan Restricted Share Award Agreement

First Federal Fiscal 2023 Cash Incentive Plan

First Fed 2024 Officer Incentive Plan

Non-Employee Director Compensation Policy

3 unchanged sentences

Agreement for the Purchase and Sale of Real Property by and between First Fed Bank and Mountainseed Real Estate Services, LLC**

Insider Trading Policy

Subsidiaries of First Northwest Bancorp

6 unchanged sentences

(1) Consolidated Balance Sheets;

(2) Consolidated Statements of Income;

(3) Consolidated Statements of Comprehensive Income;

(2) Consolidated Statements of Operations;

(3) Consolidated Statements of Comprehensive (Loss) Income;

(4) Consolidated Statements of Changes in Shareholders' Equity;

16 unchanged sentences

(Principal Executive Officer)

/s/Geraldine L.

/s/Geraldine Bullard

March 13, 2025

Executive Vice President and Chief Financial Officer

Geraldine Bullard

Executive Vice President, Chief Financial Officer and Chief Operating Officer

(Principal Financial and Accounting Officer)

3 unchanged sentences

March 13, 2025

/s/Johanna A.

March 13, 2025

/s/ Gabriel S.

March 13, 2025

/s/ Gabriel S.

March 13, 2025

/s/Jennifer Zaccardo

March 13, 2025

Jennifer Zaccardo

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 9A. Controls and Procedures