IF Bancorp, Inc. (Form: 8-K, Received: 06/15/2017 11:45:07)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 13, 2017

IF BANCORP, INC.

(Exact Name of Registrant as Specified in Charter)

Maryland		001-35226		45-1834449
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

201 East Cherry Street, Watseka, Illinois		60970
(Address of Principal Executive Offices)		(Zip Code)

Registrant's telephone number, including area code: (815) 432-2476

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers .

Employment Agreements with Walter H. Hasselbring. On June 13, 2017, the Board of Directors of IF Bancorp, Inc. (the "Company") and the Board of Directors of Iroquois Federal Savings and Loan Association (the "Bank"), the wholly owned subsidiary of the Company, upon the recommendation of the Compensation Committees of the Company and Bank, each renewed their respective Employment Agreements ("Employment Agreements") with Walter H. Hasselbring, III, the Chief Executive Officer and President of the Bank and the Company. This renewal will become effective on July 7, 2017, with the term of the Employment Agreements thereafter continuing until July 7, 2020. In connection with the renewal of the Employment Agreements, the Board amended the agreements to eliminate Mr. Hasselbring's ability to receive severance benefits upon his voluntary termination of employment for any reason (other than "Good Reason," as defined in the Agreements) within 30 days of a Change in Control (as defined) and to clarify the timing of certain health benefit related severance payments. All terms of Mr. Hasselbring's 2015 Employment Agreement, which were disclosed on a Current Report on Form 8-K filed on December 1, 2015, remain in place, other than as described hereinabove.

Forms of Amendment Two to the Company and Bank Employment Agreements are attached hereto as Exhibits 10.1 and 10.2.

Renewal of Change in Control Agreements . On June 13, 2017, upon the recommendation of the Compensation Committee, the Board of Directors of the Bank also renewed for an additional year the executive change in control agreements ("Change in Control Agreements") for Pamela J. Verkler, Senior Executive Vice President and Chief Financial Officer, and Linda L. Hamilton, Executive Vice President and Chief Operating Officer, and for five other officers of the Bank so that the term, as renewed, shall be July 7, 2017 through July 7, 2019. There were no material changes to the terms and conditions of the change in control agreements.

Item 9.01 Financial Statements and Exhibits

(d)

Exhibits:

Exhibit Number		Description
Exhibit 10.1 Exhibit 10.2		Amendment Two to Employment Agreement between IF Bancorp, Inc. and Walter H. Hasselbring, III Amendment Two to Employment Agreement between Iroquois Federal Savings and Loan Association and Walter H. Hasselbring, III

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

		IF BANCORP, INC.
DATE: June 13, 2017	By:	/s/ Walter H. Hasselbring, III
		Walter H. Hasselbring, III
		President and Chief Executive Officer

EXHIBIT 10.1

Amendment Number Two

Employment Agreement with

IF Bancorp, Inc.

This Amendment Number Two is hereby made to the Employment Agreement ("Agreement") by and between IF Bancorp, Inc. (the "Company") and Walter H. Hasselbring, III, President and Chief Executive Officer of the Bank (the "Executive") as of this 13th day of June, 2017, and is effective as of the 7 ^th day of July, 2017.

WHEREAS , the Company and Executive entered into an Employment Agreement, with an amended effective as of July 7, 2016 ("Effective Date"); and

WHEREAS , the Company and Executive desire to revise the Agreement to eliminate the Executive's ability to voluntarily terminate employment for any reason (other than Good Reason, as defined in the Agreement) within 30 days of a Change in Control (as defined) and receive the severance benefits set forth under Section 5 of the Agreement and to clarify certain health benefit related severance payment timing; and

WHEREAS , Section 14(a) provides that the Agreement may be modified by a written instrument signed by both parties.

NOW THEREFORE, BE IT RESOLVED , that the Agreement shall be modified as follows:

1. Section 4(c) of this Agreement shall be amended to revise the last sentence set forth therein to read as follows:

"If the Company does not offer the Welfare Plans at any time after the Event of Termination or if Executive's participation in such plans would subject the Bank to excise taxes or penalties under applicable tax laws, then the Company shall provide Executive with a payment equal to the premiums for such benefits for the period which runs until the earlier of (i) his death; (ii) his employment by another employer other than one of which he is the majority owner; or (iii) for a period of thirty-six months following the Event of Termination, with such amounts payable to Executive in a single cash lump sum distribution within thirty (30) days following Executive's Event of Termination or the date that the Bank is no longer able to provide such coverage, whichever is later; provided, however, if the Executive is a "Specified Employee," as defined in Treasury Regulation 1.409-1(i), then, solely to the extent required to avoid penalties under Section 409A of the Code, such payment shall be delayed until the first day of the seventh full

month following the Executive's Date of Termination, and provided, further, that if paying any portion of this payment in a lump sum would violate Section 409A of the Code, then such portion of the payment shall be paid in the same amount and at the same time that such premium amount would otherwise have been paid and the remainder would be paid in a lump sum as set forth above."

2. Section 5(b) of this Agreement shall be amended to read as follows:

"If any of the events described in paragraph (a) of this Section 5, constituting a Change in Control, have occurred, Executive shall be entitled to the benefits provided for in paragraphs (c), (d), and (e) of this Section 5 upon his termination of employment on or within twenty-four (24) months after the date the Change in Control occurs due to (i) Executive's dismissal, unless Executive's dismissal is for Just Cause as defined in Section 6 of this Agreement; or (ii) Executive's resignation upon not less than 30 days prior written notice given within a reasonable period of time (not to exceed 90 days) following any demotion, loss of title, office or significant authority or responsibility, reduction in annual compensation or benefits or relocation of his principal place of employment by more than thirty-five (35) miles from its location immediately prior to the Change in Control; provided, however, that such benefits shall be reduced by any payments made under Section 4 of this Agreement. The Company, or its successor, shall have 30 days to cure the condition giving rise to Executive's right to resign under clause (ii) above, provided that the Company may elect to waive said 30-day period."

3. Section 5(d) of the Agreement are amended to revise the last sentence set forth therein to read as follows:

"If the Company does not offer the Welfare Plans at any time after the Change in Control, the Company shall provide Executive with a payment equal to the premiums for such benefits for the period which runs until the earlier of (i) his death; (ii) his employment by another employer other than one of which he is the majority owner; or (iii) the expiration of 36 months, with such amounts payable to Executive in a single cash lump sum distribution within thirty (30) days following Executive's Event of Termination or the date that the Bank is no longer able to provide such coverage, whichever is later; provided, however, if the Executive is a "Specified Employee," as defined in Treasury Regulation 1.409-1(i), then, solely to the extent required to avoid penalties under Section 409A of the Code, such payment shall be delayed until the first day of the seventh full month following the Executive's Date of Termination, and provided, further, that if paying any portion of this payment in a lump sum would violate Section 409A of the Code, then such portion of the payment shall be paid in the same amount and at the same time that such premium amount otherwise have been paid and the remainder would be paid in a lump sum as set forth above."

4. In all other respects, the Agreement remains in full force and effect.

IN WITNESS WHEREOF, the Company and the Executive have executed this Amendment Number Two as of the day and date set forth above.

ATTEST:

IF BANCORP, INC.

/s/ Pamela J. Verkler ____ /s/ Gary Martin ____________________

WITNESS: WALTER H. HASSELBRING, III

/s/ Pamela J. Verkler ____ /s/ Walter H. Hasselbring, III __________

EXHIBIT 10.2

Amendment Number Two

Employment Agreement with

Iroquois Federal Savings and Loan Association

This Amendment Number Two is hereby made to the Employment Agreement ("Agreement") by and between Iroquois Federal Savings and Loan Association (the "Bank") and Walter H. Hasselbring, III, President and Chief Executive Officer of the Bank (the "Executive") as of this 13th day of June, 2017, and is effective as of the 7th day of July, 2017.

WHEREAS , the Bank and Executive entered into an Employment Agreement, with an amended effective date as of July 7, 2016 ("Effective Date"); and

WHEREAS , the Bank and Executive desire to revise the Agreement to eliminate the Executive's ability to voluntarily terminate employment for any reason (other than Good Reason, as defined in the Agreement) within 30 days of a Change in Control (as defined) and receive the severance benefits set forth under Section 5 of the Agreement and to clarify certain health benefit related severance payment timing; and

WHEREAS , Section 15(a) provides that the Agreement may be modified by a written instrument signed by both parties.

NOW THEREFORE, BE IT RESOLVED , that the Agreement shall be modified as follows:

1. Section 4(c) of this Agreement shall be amended to revise the last sentence set forth therein to read as follows:

"If the Bank does not offer the Welfare Plans at any time after the Event of Termination or if Executive's participation in such plans would subject the Bank to excise taxes or penalties under applicable tax laws, then the Bank shall provide Executive with a payment equal to the premiums for such benefits for the period which runs until the earlier of (i) his death; (ii) his employment by another employer other than one of which he is the majority owner; or (iii) for a period of thirty-six months following the Event of Termination, with such amounts payable to Executive in a single cash lump sum distribution within thirty (30) days following Executive's Event of Termination or the date that the Bank is no longer able to provide such coverage, whichever is later; provided, however, if the Executive is a "Specified Employee," as defined in Treasury Regulation 1.409-1(i), then, solely to the extent required to avoid penalties under Section 409A of the Code, such payment shall be delayed until the first day of the seventh full

month following the Executive's Date of Termination, and provided, further, that if paying any portion of this payment in a lump sum would violate Section 409A of the Code, then such portion of the payment shall be paid in the same amount and at the same time that the premium on such would otherwise have been paid and the remainder would be paid in a lump sum as set forth above . "

2. Section 5(b) of this Agreement shall be amended to read as follows:

"If any of the events described in paragraph (a) of this Section 5, constituting a Change in Control, have occurred, Executive shall be entitled to the benefits provided for in paragraphs (c), (d), and (e) of this Section 5 upon his termination of employment on or within twenty-four (24) months after the date the Change in Control occurs due to (i) Executive's dismissal, unless Executive's dismissal is for Just Cause as defined in Section 7 of this Agreement; or (ii) Executive's resignation upon not less than 30 days prior written notice given within a reasonable period of time (not to exceed 90 days) following any demotion, loss of title, office or significant authority or responsibility, reduction in annual compensation or benefits or relocation of his principal place of employment by more than thirty-five (35) miles from its location immediately prior to the Change in Control; provided, however, that such benefits shall be reduced by any payments made under Section 4 of this Agreement. The Bank, or its successor, shall have 30 days to cure the condition giving rise to Executive's right to resign under clause (ii) above, provided that the Company may elect to waive said 30-day period."

3. Sections 4(c) and 5(d) of the Agreement are amended to revise the last sentence set forth therein to read as follows:

"If the Bank does not offer the Welfare Plans at any time after the Change in Control, the Bank shall provide Executive with a payment equal to the premiums for such benefits for the period which runs until the earlier of (i) his death; (ii) his employment by another employer other than one of which he is the majority owner; or (iii) the expiration of 36 months, with such amounts payable to Executive in a single cash lump sum distribution within thirty (30) days following Executive's Event of Termination or the date that the Bank is no longer able to provide such coverage, whichever is later; provided, however, if the Executive is a "Specified Employee," as defined in Treasury Regulation 1.409-1(i), then, solely to the extent required to avoid penalties under Section 409A of the Code, such payment shall be delayed until the first day of the seventh full month following the Executive's Date of Termination, and provided, further, that if paying any portion of this payment in a lump sum would violate Section 409A of the Code, then such portion of the payment shall be paid in the same amount and at the same time that the premium on such would otherwise have been paid and the remainder would be paid in a lump sum as set forth above."

4. In all other respects, the Agreement remains in full force and effect.

IN WITNESS WHEREOF, the Bank and the Executive have executed this Amendment Number Two as of the day and date set forth above.

ATTEST:

IROQUOIS FEDERAL SAVINGS AND LOAN ASSOCIATION

/s/ Pamela J. Verkler ____ /s/ Gary Martin ____________________

WITNESS: WALTER H. HASSELBRING, III

/s/ Pamela J. Verkler ____ /s/ Walter H. Hasselbring, III __________