15 unchanged sentences
(c) Changes to Internal Control Over Financial Reporting
−Removed: During the year ended December 31, 2022, there have been no changes to the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
+Added: During the quarter ended December 31, 2023, there have been no changes to the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Other Information
+Added: During the three months ended December 31, 2023, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company’s securities that was intended to satisfy the affirmative defense conditions of SEC Rule 10b5-1 (c) or any “ non-Rule 10b5-1 trading arrangement” (as such term is defined in Item 408 of SEC Regulation S-K).
D isclosure R egarding F oreign J urisdictions That P revent I nspections
2 unchanged sentences
The Company’s has adopted a Code of Ethics that applies to its principal executive officer, principal financial officer and principal accounting officer or controller or persons performing similar functions.
−Removed: A copy is available on the Investors section of Mineola Community Bank’s website at www.mineolacb.com.
+Added: A copy is available on the Investors section of Broadstreet Bank’s website at www.broadstreet.bank.
The information contained in the sections captioned “Business Items to be Voted on by Stockholders – Item 1 Election of Directors,” “Other Information Relating to Directors and Executive Officers” and “Corporate Governance” in the Company’s definitive Proxy Statement for the 2024 Annual Meeting of Stockholders (the “ 2024 Proxy Statement”) is incorporated herein by reference.
39 unchanged sentences
Form of Common Stock Certificate of Texas Community Bancshares, Inc.
−Removed: (incorporated by reference to Exhibit 4.1 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)
−Removed: Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934
−Removed: Employment Agreement between Mineola Community Bank, S.S.B.
−Removed: Herlocker, III (incorporated by reference to Exhibit 10.1 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.2 to the Company’s Annual Report on Form 10-K, as filed on March 30, 2023)
+Added: Employment Agreement between Broadstreet Bank, SSB and James H.
+Added: Herlocker, III (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021) †
−Removed: Employment Agreement between Mineola Community Bank, S.S.S.
−Removed: and Julie Sharff (incorporated by reference to Exhibit 10.2 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Employment Agreement between Broadstreet Bank, SSB and Julie Sharff (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Employment Agreement between Mineola Community Bank, S.S.S.
−Removed: and Terri Baucum (incorporated by reference to Exhibit 10.3 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Employment Agreement between Broadstreet Bank, SSB and Terri Baucum (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Employment Agreement between Mineola Community Bank, S.S.S.
−Removed: and Sheree Mize (incorporated by reference to Exhibit 10.4 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Employment Agreement between Broadstreet Bank, SSB and Sheree Mize (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Mineola Community Bank Deferred Incentive Compensation Plan (incorporated by reference to Exhibit 10.5 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Broadstreet Bank Deferred Incentive Compensation Plan (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Mineola Community Bank Split Dollar Life Insurance Plan, as amended (incorporated by reference to Exhibit 10.6 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Broadstreet Bank Split Dollar Life Insurance Plan, as amended (incorporated by reference to Exhibit 10.6 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Mineola Community Bank Split Dollar Life Insurance Plan Participation Agreement with James H.
−Removed: Herlocker, III (incorporated by reference to Exhibit 10.7 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Broadstreet Bank Split Dollar Life Insurance Plan Participation Agreement with James H.
+Added: Herlocker, III (incorporated by reference to Exhibit 10.7 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
−Removed: Form of Mineola Community Bank Split Dollar Life Insurance Plan Participation Agreement for certain executive officer (incorporated by reference to Exhibit 10.8 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Form of Broadstreet Bank Split Dollar Life Insurance Plan Participation Agreement for certain executive officer (incorporated by reference to Exhibit 10.8 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
Compensation Agreement with Robert L.
−Removed: Smith, III (incorporated by reference to Exhibit 10.9 the Company’s Registration Statement on Form S-1, as amended (Commission File No.
+Added: Smith, III (incorporated by reference to Exhibit 10.9 to the Company’s Registration Statement on Form S-1, as amended (Commission File No.
333-254053), as filed on March 9, 2021)†
7 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Texas Community Bancshares, Inc.
+Added: Clawback Policy
The following materials from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, formatted in inline XBRL:
(i) Statements of
−Removed: Financial Condition, (ii) Statements of Income, (iii) Statements of Comprehensive Loss, (iv) Changes in Shareholders’ Equity, (v) Statements of Cash Flows and (vi) Notes to the Financial Statements.
+Added: Financial Condition, (ii) Statements of Operations, (iii) Statements of Comprehensive Income (Loss), (iv) Statements of Shareholders’ Equity, (v) Statements of Cash Flows and (vi) Notes to the Financial Statements.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
5 unchanged sentences
March 27, 2024
−Removed: Herlocker, III
−Removed: Herlocker, III
−Removed: Chairman, President and Chief Executive Officer
+Added: /s/ Jason Sobel
+Added: President and Chief Executive Officer
(Duly Authorized Representative)
Pursuant to the requirements of the Securities Exchange of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
−Removed: Herlocker, III
−Removed: Chairman, President and Chief Executive Officer
+Added: /s/ Jason Sobel
+Added: President and Chief Executive Officer
March 27, 2024
−Removed: Herlocker, III
(Principal Executive Officer)
32 unchanged sentences
/s/ Glen Thurman
+Added: Director (Chairman of the Board)
March 27, 2024
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.