What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2021-03-08 compared with 2020-03-06 · 51 added, 49 removed, 259 unchanged (28% of the section changed)

52 unchanged sentences

Not Applicable.

Directors, Executive Officers

and Corporate Governance .

Directors, Executive Officers and Corporate Governance .

Directors and Executive Officers

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AND COMMITTEES OF THE BOARD –

Audit Committee”

Audit & Risk Management Committee”

in the Company’s 2021 Proxy Statement.

3 unchanged sentences

under the captions “COMPENSATION OF EXECUTIVE OFFICERS”, “EQUITY INCENTIVE PLAN INFORMATION”, “DIRECTOR

COMPENSATION”, and “COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATIONS”.

Security Ownership of Certain

Beneficial Owners and Management and Related Stockholder Matters .

COMPENSATION”, and “COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION”.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters .

The information required by Item 403 of

3 unchanged sentences

The SB Financial Group, Inc.

Stock Incentive

Plan (the “2008 Plan”) was approved by the shareholders of the Company at the 2008 Annual Meeting of Shareholders.

Incentive Plan (the “2008 Plan”) was approved by the shareholders of the Company at the 2008 Annual Meeting of Shareholders.

The SB Financial Group, Inc.

Stock Incentive

Plan (the “2017 Plan”) was approved by the shareholders of the Company at the 2017 Annual Meeting of Shareholders.

Incentive Plan (the “2017 Plan”) was approved by the shareholders of the Company at the 2017 Annual Meeting of Shareholders.

The following table shows, as of December

2 unchanged sentences

plans (excluding common shares issuable upon exercise of outstanding stock options):

Equity compensation plans approved by security holders

Equity compensation plans

approved by security holders

($ in thousands, except per share data)

2 unchanged sentences

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in row a)

Certain Relationships and Related

Transactions, and Director Independence .

Certain Relationships and Related Transactions, and Director Independence .

The information required by Item 404 of

8 unchanged sentences

in this Item 14 is incorporated herein by reference from the disclosure contained in the Company’s 2021 Proxy Statement under

the caption “AUDIT COMMITTEE DISCLOSURE”

Pre-Approval of Services Performed by Independent Registered Public

Accounting Firm”

and “AUDIT COMMITTEE DISCLOSURE”

Services of Independent Registered Public Accounting

the caption “AUDIT & RISK MANAGEMENT COMMITTEE DISCLOSURE”

Pre-Approval of Services Performed by Independent

Registered Public Accounting Firm”

and “AUDIT & RISK MANAGEMENT COMMITTEE DISCLOSURE”

Independent Registered Public Accounting Firm”.

Exhibits and Financial Statement Schedules.

Financial Statements

The following consolidated financial statements are

incorporated by reference from Item 8 hereof:

● Report of Independent Registered Public Accounting Firm (BKD, LLP),

Opinion on Financial Statements

● Report of Independent Registered Public Accounting Firm (BKD, LLP),

Opinion on Internal Control over Financial Reporting

● Consolidated Balance Sheets as of December 31, 2019 and 2018

● Consolidated Statements of Income for the Years ended December 31,

The following consolidated financial

statements are incorporated by reference from Item 8 hereof:

● Report of Independent Registered Public

Accounting Firm (BKD, LLP), Opinion on Financial Statements

● Consolidated Balance Sheets as of December

31, 2020 and 2019

● Consolidated Statements of Comprehensive Income for the Years ended

December 31, 2019 and 2018

● Consolidated Statements of Income for

the Years ended December 31, 2020 and 2019

● Consolidated Statements of Comprehensive

Income for the Years ended December 31, 2020 and 2019

● Consolidated Statements of Stockholders’

Equity for the Years ended

December 31, 2019 and 2018

● Consolidated Statements of Cash Flows for Years ended December 31,

2019 and 2018

Equity for the Years ended December 31, 2020 and 2019

● Consolidated Statements of Cash Flows

for Years ended December 31, 2020 and 2019

● Notes to Consolidated Financial Statements

8 unchanged sentences

Certificate of Amendment to the Amended Articles of the Company as filed with the Ohio Secretary of State on April 27, 1993

Exhibit 3.2 to 2018 Form 10-K.

Incorporate herein by reference to Exhibit 3.2 to the Company’s

Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (File No.

Certificate of Amendment to the Amended Articles of the Company as filed with the Ohio Secretary of State on April 30, 1997

8 unchanged sentences

not filed with the Ohio Secretary of State]

Exhibit 3.7 to 2018 Form 10-K.

Incorporate herein by reference to Exhibit 3.7 to the Company’s

Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (File No.

Amended and Restated Regulations of the Company

1 unchanged sentence

Certificate Regarding Adoption of Amendment to Section 2.01 of the Amended and Restated Regulations of the Company by the Shareholders on April 16, 2009

Exhibit 3.1 to the Company’s Current Report on Form 8-K filed April 22, 2009 (File No.

Incorporate herein by reference to Exhibit 3.1 to the Company’s

Current Report on Form 8-K filed April 22, 2009 (File No.

Form of Certificate for 6.50% Noncumulative Convertible Perpetual Preferred Shares, Series A, of the Company

17 unchanged sentences

Filed herewith.

Description of Common Shares of the Company

Filed herewith.

The Company’s Plan to Allow Directors to Elect to Defer Compensation

3 unchanged sentences

Form of Restricted Stock Award Agreement (For Employees) under the Company’s 2008 Stock Incentive Plan

Incorporated herein by reference to Exhibit 10.3 to the Company’s

Current Report on Form 8-K for the fiscal year ended December 31, 2017 (File No.

Incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K for the fiscal year ended April 22, 2008 (File No.

Form of Incentive Stock Option Agreement with Five-Year Vesting under the Company’s 2008 Stock Incentive Plan

28 unchanged sentences

SB Financial Group 2017 Stock Incentive Plan

Exhibit 10.18 to 2018 Form 10-K.

Incorporated by reference to Exhibit 10.1 to the Company’s

Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (File No.

Statement Regarding Computation of Per Share Earnings

17 unchanged sentences

Filed herewith.

The following materials from SB Financial Group Inc.’s 2019 Annual Report and incorporated therefrom in SB Financial Group, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, formatted in XBRL (extensible business reporting language) pursuant to Rule 405 of Regulation S-T:

(i) the Consolidated Balance Sheets as of December 31, 2019 and 2018;

(ii) the Consolidated Statements of Income for the years ended December 31, 2019 and 2018;

(iii) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2019 and 2018;

The following materials from SB Financial Group Inc.’s 2020

Annual Report and incorporated therefrom in SB Financial Group, Inc.’s Annual Report on Form 10-K for the fiscal year ended

December 31, 2019, formatted in XBRL (extensible business reporting language) pursuant to Rule 405 of Regulation S-T:

the Consolidated Balance Sheets as of December 31, 2020 and 2019;

(ii) the Consolidated Statements of Income for the years

ended December 31, 2020 and 2019;

(iii) the Consolidated Statements of Comprehensive Income for the years ended December 31,

2020 and 2019;

(iv) the Consolidated Statements of Changes in Stockholders’

Equity for the years ended December 31, 2019 and 2018;

Equity for the years ended December 31,

2020 and 2019;

(v) the Consolidated Statements of Cash Flows for the years ended December 31, 2020 and 2019;

and (vi) the Notes to Consolidated Financial Statements (electronically submitted herewith).

Notes to Consolidated Financial Statements (electronically submitted herewith).

contract or compensatory plan or arrangement.

3 unchanged sentences

SB FINANCIAL GROUP, INC.

/s/ Anthony V.

March 8, 2021

Cosentino, Executive Vice President and

Chief Financial Officer

/s/ Anthony V.

Executive Vice President and Chief Financial Officer

Power of Attorney

KNOW ALL MEN BY THESE PRESENTS, that each

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March 8, 2021

/s/Richard L.

March 8, 2021

6 unchanged sentences

March 8, 2021

March 6, 2020

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