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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 20, 2021
 
Eagle Bancorp Montana, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction
of incorporation)
 
1-34682
(Commission
File Number)
 
27-1449820
(IRS Employer
Identification No.)
 
1400 Prospect Ave.
 Helena, MT 59601
(Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code: (406) 442-3080
 
 
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
 
☐
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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
Title of each class
Common Stock, par value $0.01 per share
Trading
Symbol(s)
EBMT
Name of each exchange
on which registered
Nasdaq Global Market
 
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
 
On August 20, 2021, the Boards of Directors of Eagle Bancorp Montana, Inc. (the “Company”) and Opportunity Bank of Montana, the Company’s wholly-owned subsidiary (the “Bank”) approved an increase in the annual benefit under the Salary Continuation Agreement of Mr. Peter J. Johnson, the Company’s President and Chief Executive Officer, from $78,000 to $92,500, effective August 21, 2021. Mr. Johnson and the Bank entered into the Second Amendment to his Salary Continuation Agreement (the “Second Amendment”), documenting the increase.
 
The foregoing description of the Second Amendment is qualified in its entirety by reference to the Second Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
Item 9.01
Financial Statements and Exhibits
 
(d) The following exhibit is being filed herewith and this list shall constitute the exhibit index:
 
Exhibit No.
Description
 
10.1
 
104
Cover Page Interactive Data File (formatted as Inline XBRL)
 
2
 
 
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.
 
 
EAGLE BANCORP MONTANA, INC.
   
   
Date: August 24, 2021
By:
  
/s/ Laura F. Clark
Laura F. Clark
Executive Vice President and Chief Financial
Officer
 
3

Exhibit 10.1

 

 

Second Amendment

to the

Opportunity Bank of Montana

Amended Salary Continuation Agreement

For

Peter J. Johnson

 

This Second Amendment is adopted as of the 20th day of August, 2021 by Opportunity Bank of Montana located in Helena, Montana (the “Bank”).

 

The Bank and Peter J. Johnson (the “Executive”) executed the Amended Salary Continuation Agreement effective as of September 3, 2015 (as amended, the “Agreement”).

 

The undersigned hereby amends the Agreement for the purpose of increasing the benefits provided therein. Therefore, the following changes shall be made:

 

Section 2.1.1 of the Agreement shall be deleted in its entirety and replaced by the following:

 

2.1.1         Amount of benefit. The annual benefit under this section 2.1 is Ninety-Two Thousand Five Hundred Dollars ($92,500).

 

IN WITNESS OF THE ABOVE, the Bank hereby consents to this Second Amendment.

 

Opportunity Bank of Montana

 

 

By: /s/ Rick Hays  
  Rick Hays  
     
Title: Chairman  
     
     
Acknowledged:  
     
     
/s/ Peter J. Johnson  
Peter J. Johnson