Up to 931,500 Shares (Subject to increase to up to 1,071,225 shares) MARATHON BANCORP, INC. (a Maryland corporation) Common Stock (par value $0.01 per share) AGENCY AGREEMENT February 11, 2021Agency Agreement • February 17th, 2021 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered • New York
Marathon Bancorp, Inc., a Maryland corporation (the "Company"), Marathon MHC, a Wisconsin-chartered mutual holding company in formation (the "MHC"), and Marathon Bank, a state chartered mutual savings bank (the "Bank"), hereby confirm their agreement with Janney Montgomery Scott LLC ("Janney" or the "Agent") with respect to the offer and sale by the Company of up to 931,500 shares (subject to increase to up to 1,071,225 shares) of the Company’s common stock, par value $0.01 per share (the "Common Stock"). The shares of Common Stock to be sold by the Company in the Offerings (as defined below) are hereinafter called the "Securities." It is acknowledged that the number of Securities to be sold in the Offerings may be increased or decreased as described in the Prospectus (as defined below). If the number of Securities is increased or decreased in accordance with the Prospectus, the term "Securities" shall mean such greater or lesser number, where applicable.
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • April 19th, 2021 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered • Wisconsin
This Change in Control Agreement (the “Agreement”) is made effective as of the 14th day of April, 2021 (the “Effective Date”), by and between Marathon Bank, a Wisconsin-chartered stock savings bank (the “Bank”) and Nora Spatz (“Executive”). Any reference to the “Company” shall mean Marathon Bancorp, Inc., the newly-formed the stock holding company of the Bank, or any successor thereto.
EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2021 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered • Wisconsin
This Employment Agreement (the “Agreement”) is made and entered into, effective as of April 14, 2021 (the “Effective Date”), by and between Marathon Bank, a Wisconsin-chartered stock savings bank (the “Bank”) and Nicholas W. Zillges (“Executive”). Any reference to the “Company” shall mean Marathon Bancorp, Inc., the newly-formed stock holding company of the Bank, or any successor thereto.
RP® FINANCIAL, LC.Engagement Agreement • December 11th, 2020 • Marathon Bancorp, Inc. /MD/
This letter sets forth the agreement whereby Marathon Bank, Wausau, Wisconsin (“Marathon” or the “Bank”), has engaged RP® Financial, LC. (“RP Financial”) for independent conversion appraisal services in conjunction with the minority stock offering in connection with the Bank’s proposed mutual holding company reorganization. The specific appraisal services to be rendered, along with the timing and fee structure for these appraisal services are described below. These appraisal services will be directed by the undersigned, with the assistance of other Associates.
October 2, 2020 Marathon Bank Wausau, WI 54403Financial Advisory Agreement • December 11th, 2020 • Marathon Bancorp, Inc. /MD/ • Georgia
The purpose of this letter agreement (the “Agreement”) is to confirm the engagement of Janney Montgomery Scott, LLC (“Janney”) to act as the exclusive financial advisor to Marathon Bank (“Marathon” or the “Bank”) in connection with the proposed reorganization into the mutual holding company form of organization (the “Reorganization”). It is further understood that the Reorganization will include the formation of a Mutual Holding Company (the “MHC”) as well as a mid-tier stock holding company (the “Holding Company”) and together with the MHC and the Bank, the “Company” and the associated sale of common stock of the Holding Company as further described below.
November 8, 2024 Marathon Bancorp Wausau, WI 54403 Attention: Nicholas W. ZillgesFinancial Advisory Agreement • December 13th, 2024 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered • Georgia
The purpose of this letter agreement (the “Agreement”) is to confirm the engagement of Janney Montgomery Scott LLC (“Janney”) to act as the exclusive financial advisor to Marathon MHC (“MHC”), Marathon Bancorp, Inc. (“MBBC”) and Marathon Bank (the “Bank” and, together with MHC, MBBC and the Bank, the “Company”) in connection with the MHC’s reorganization from a mutual holding company form of organization to a stock holding company form of organization (the “Reorganization”). In order to effect the Reorganization, it is contemplated that all of MBBC’s common stock to be outstanding after giving effect to the Reorganization will be issued by MBBC as a new class of common stock that will replace the existing common stock, and that MBBC will offer and sell shares of its common stock first to eligible persons pursuant to a Plan of Conversion and Reorganization (the “Plan”) in a Subscription Offering (the “Subscription Offering”) and any remaining shares to the general public in a Direct Com
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • September 20th, 2023 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered • Wisconsin
This Change in Control Agreement (the “Agreement”) is made effective as of the 14th day of April, 2021 (the “Effective Date”), by and between Marathon Bank, a Wisconsin-chartered stock savings bank (the “Bank”) and Joy Selting-Buchberger (“Executive”). Any reference to the “Company” shall mean Marathon Bancorp, Inc., the newly-formed the stock holding company of the Bank, or any successor thereto.
October 14, 2024Appraisal Services Agreement • December 13th, 2024 • Marathon Bancorp, Inc. /MD/ • Savings institutions, not federally chartered
This letter sets forth the agreement between Marathon Bank, Wausau, Wisconsin (the “Bank”), the wholly-owned subsidiary of Marathon Bancorp, Inc., which in turn is the majority-owned subsidiary of Marathon MHC (the “MHC” and collectively, the “Company”), and RP® Financial, LC. (“RP Financial”), whereby RP Financial will provide the independent conversion appraisal services in conjunction with the second step conversion transaction of the MHC. The scope, timing and fee structure for these appraisal services are described below. These conversion appraisal services will be directed by the undersigned, along with James J. Oren, Director, and supported by additional staff.
