WCF BANCORP, INC. (an Iowa corporation) Up to 1,868,750 Shares (Subject to increase to up to 2,149,063 shares) COMMON STOCK ($0.01 Par Value) Offering Price $8.00 Per Share AGENCY AGREEMENT May 13, 2016Agency Agreement • May 19th, 2016 • WCF Bancorp, Inc. • Savings institution, federally chartered • New York
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 10th, 2016 • WCF Bancorp, Inc. • Iowa
This Change in Control Agreement (this “Agreement”) is made effective as of , 2016 (the “Effective Date”), by and between WCF Financial Bank, a federally-chartered stock savings bank (the “Bank”) and (“Executive”). Any reference to the “Company” shall mean WCF Bancorp, Inc., the stock holding company of the Bank, or any successor thereto.
INCENTIVE STOCK OPTION AWARD AGREEMENT STOCK OPTION Granted by WCF BANCORP, INC. under the WCF BANCORP, INC.Incentive Stock Option Award Agreement • November 9th, 2017 • WCF Bancorp, Inc. • Savings institution, federally chartered • Iowa
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the “Plan”) of WCF Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Company (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” will include the parent and all present and future subsidiaries of t
NON-QUALIFIED STOCK OPTION AWARD AGREEMENT STOCK OPTION Granted by WCF BANCORP, INC. under the WCF BANCORP, INC.Non-Qualified Stock Option Award Agreement • November 9th, 2017 • WCF Bancorp, Inc. • Savings institution, federally chartered • Iowa
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the “Plan”) of WCF Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided, or made available, to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Company (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” will include the parent and all present and futu
WEBSTER CITY FEDERAL SAVINGS BANK AMENDED AND RESTATED SEVERANCE AGREEMENTAnd Restated Severance Agreement • March 10th, 2016 • WCF Bancorp, Inc. • Iowa
This AMENDED AND RESTATED AGREEMENT (this “Agreement”) is made effective as of August 20, 2008 by and between Webster City Federal Savings Bank, a federally chartered stock savings bank (the “Bank”), and Stephen L. Mourlam (“Executive”). Any reference to “Company” herein shall mean WCF Financial, MHC or any successor thereto. Any reference to the “Stock Holding Company” herein shall mean Webster City Federal Bancorp, or any successor thereto.
Bonus AwardExecutive Annual Incentive Plan • December 21st, 2018 • WCF Bancorp, Inc. • Savings institution, federally chartered
This award agreement (“Award Agreement” or “Agreement”) is and will be subject in every respect to the provisions of the WCF Financial Bank Executive Annual Incentive Plan (the “Plan”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Bonus Award pursuant to the Plan. The recipient of this Bonus Award (the “Participant”) hereby accepts this Bonus Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Company and/ or the Bank (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
RESTRICTED STOCK AWARD Granted by WCF BANCORP, INC. under the WCF BANCORP, INC.Restricted Stock • November 9th, 2017 • WCF Bancorp, Inc. • Savings institution, federally chartered • Iowa
This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the “Plan”) of WCF Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Company (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the ter
Mr. Stephen L. Mourlam President and Chief Executive Officer Webster City Federal Bancorp / WCF Financial Bank Webster City, Iowa 50595 Dear Mr. Mourlam:WCF Bancorp, Inc. • March 10th, 2016 • Virginia
This letter sets forth the agreement between WCF Financial Bank, Webster City, Iowa (the “Bank”), the wholly-owned subsidiary of Webster City Federal Bancorp (the “Company”), which in turn is the majority-owned subsidiary of WCF Financial, M.H.C. (the “MHC”), and RP® Financial, LC. (“RP Financial”), whereby RP Financial will provide the independent conversion appraisal services in conjunction with the second-step conversion transaction by the MHC. The scope, timing and fee structure for these appraisal services are described below.
EMPLOYMENT AGREEMENTEmployment Agreement • August 28th, 2018 • WCF Bancorp, Inc. • Savings institution, federally chartered • Iowa
This Employment Agreement (the "Agreement") is made and entered into, effective as of August 27, 2018 (the "Effective Date"), by and between WCF Financial Bank (the "Bank") and Michael R. Segner ("Executive"). Any reference to the "Company" shall mean WCF Bancorp, Inc., the stock holding company of the Bank, or any successor thereto.
