Common Contracts

66 similar null contracts

PLACEMENT AGENCY AGREEMENT
New York • August 29th, 2022
  • Jurisdiction
  • Filed
    August 29th, 2022

Carolina stock savings bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”) and Stifel, Nicolaus & Company, Incorporated (“Stifel,” and collectively with Sandler O’Neill, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 4,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share, and 200 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, no par value per share, of the Company (collectively, the “Securities”).

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PLACEMENT AGENCY AGREEMENT
New York • July 14th, 2022
  • Jurisdiction
  • Filed
    July 14th, 2022

First Banks, Inc., a Missouri corporation (the “Company”), First Bank, a Missouri state- chartered trust company (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 295,400 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Class C, par value 1.00 per share, of the Company (the “Class C Preferred Stock”) and 14,770 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Class D, par value $1.00 per share, of the Company (the “Class D Preferred Stock” and, together with the Class C Preferred Stock, the “Securities”).

PLACEMENT AGENCY AGREEMENT
New York • June 25th, 2022
  • Jurisdiction
  • Filed
    June 25th, 2022

First Alliance Bancshares, Inc., a Tennessee corporation (the "Company"), First Alliance Bank, a Tennessee banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of (1) Three Thousand Four Hundred Twenty-Two (3,422) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share (“Series A Preferred Stock”), and (2) One Hundred Seventy-One (171) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share (“Series B Preferred Stock”) of the Comp

CITIZENS BANCSHARES CO.
New York • June 18th, 2022
  • Jurisdiction
  • Filed
    June 18th, 2022

24,990 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A 1,250 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B

PLACEMENT AGENCY AGREEMENT
New York • June 12th, 2022
  • Jurisdiction
  • Filed
    June 12th, 2022

Flagstar Bancorp, Inc., a Michigan corporation (the "Company"), Flagstar Bank, a federal savings bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with the placement agents set forth on Schedule A hereto (the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 266,657 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, par value $0.01 per share, of the Company (the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • June 12th, 2022
  • Jurisdiction
  • Filed
    June 12th, 2022

Ridgestone Bank, a Wisconsin chartered bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of (i) 10,900 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share, and (ii) 545 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, no par value per share, of the Company (collectively, the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • June 10th, 2022
  • Jurisdiction
  • Filed
    June 10th, 2022

Dickinson Financial Corporation II, a Missouri corporation (the "Company"), Dickinson Financial Corporation, a Missouri corporation ("DFC"), Armed Forces Bank, N.A., a national banking association ("AFB"), Academy Bank, N.A., a national banking association ("AB"), Southern Commerce Bank, N.A., a national banking association ("SCB"), SunBank, N.A., a national banking association ("Sun"), and Armed Forces Bank of California, N.A., a national banking association ("AFBCA" and, together with DFC, AFB, AB, SCB and Sun, the "Banks”), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch") and Stifel, Nicolaus & Company, Incorporated ("Stifel", and collectively with Merrill Lynch, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agen

PLACEMENT AGENCY AGREEMENT
New York • June 10th, 2022
  • Jurisdiction
  • Filed
    June 10th, 2022

HomeTown Bank, a Virginia banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 10,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1 per share (the “Series A Preferred Stock”, and 374 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $1 per share (the “Series B Preferred Stock”), of the Company (collectively, the Series A Preferred Stock and the Series B Preferred Stock are referred to as the "Securities").

OMEGA CAPITAL CORP.
New York • June 6th, 2022

Omega Capital Corp., a Colorado corporation (the “Company”), Front Range Bank, a Colorado banking corporation (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 2,816 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, of the Company (the “Series A Preferred Stock”), and 141 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (the “Series B Preferred Stock” and, collectively with the Series A Preferred Stock, the “Securities”).

BANK OF GEORGE
New York • June 5th, 2022

Bank of George, a Nevada corporation (the “Company”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 2,672 shares of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, of the Company (the “Series A Preferred Stock”) and 134 shares of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (the “Series B Preferred Stock” and, together with the Series A Preferred Stock, the “Securities”).

PEOPLES BANCSHARES OF TN, INC.
New York • June 3rd, 2022

Peoples Bancshares of TN, Inc., a Tennessee corporation (the "Company"), Peoples Bank of East Tennessee, a Tennessee banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the

PLACEMENT AGENCY AGREEMENT
New York • May 21st, 2022

nonmember financial institution chartered under Georgia law (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 28,000 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, no par value per share, of the Company (the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • May 19th, 2022

Clover Community Bank, a South Carolina corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 3,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series TS, stated value $1,000 per share (the “Series TS Preferred Stock”), and 150 shares of Fixed

PLACEMENT AGENCY AGREEMENT
New York • May 17th, 2022

State Bank, a Wisconsin state bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of (i) 3,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1.00 per share, and (ii) 150 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $1.00 per share, of the Company (collectively, the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • May 15th, 2022

Jersey commercial bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 16,288 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.10 per share, of the Company (the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • May 13th, 2022

Capital Bank, a Tennessee-chartered bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 4,967 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A Preferred Stock, par value $0.01 per share (the “Series A Preferred Shares”), and 248 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share (the “Series B Preferred Shares,” and together with the Series A Preferred Shares, the “Securities”), of the Company.

CONGAREE BANCSHARES, INC.
New York • March 31st, 2022
  • Jurisdiction
  • Filed
    March 31st, 2022

Congaree Bancshares, Inc., a South Carolina corporation (the "Company"), Congaree State Bank, a South Carolina state bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 3,285 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A and 164 shares Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (the "Securities").

COMMUNITY WEST BANCSHARES
New York • June 11th, 2021
  • Jurisdiction
  • Filed
    June 11th, 2021

Community West Bancshares, a California corporation (the "Company"), Community West Bank National Association, a national banking association (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 15,600 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share, of the Company (the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • June 8th, 2021

First Alliance Bancshares, Inc., a Tennessee corporation (the "Company"), First Alliance Bank, a Tennessee banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of (1) Three Thousand Four Hundred Twenty-Two (3,422) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share (“Series A Preferred Stock”), and (2) One Hundred Seventy-One (171) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share (“Series B Preferred Stock”) of the Comp

BANKGREENVILLE FINANCIAL CORPORATION
New York • June 8th, 2021

BankGreenville Financial Corporation, a South Carolina corporation (the "Company"), BankGreenville, a South Carolina state bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 1,000 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share (the "Series A Preferred Stock") and 50 shares Fixed Rate Cumulative Perpetual Preferred Stock, Series B, no par value per share, of the Company (the "Series B Preferred Stock" and collectively with the Series A Preferred Stock, the "Securities").

PLACEMENT AGENCY AGREEMENT
New York • May 31st, 2021

Reliance Bancshares, Inc., a Missouri corporation (the “Company”), Reliance Bank, a Missouri bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 40,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share, of the Company (the “Series A Preferred Stock”) and 2,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, no par value per share, of the Company (the “Series B Preferred Stock” and, together with the Series A Preferred Stock, the “Securities”).

ALARION FINANCIAL SERVICES, INC.
New York • May 30th, 2021

6,514 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A 326 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B

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PLACEMENT AGENCY AGREEMENT
New York • May 28th, 2021

IA Bancorp, Inc, a New Jersey corporation (the "Company"), Indus American Bank, a New Jersey chartered commercial bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with the placement agents set forth on Schedule A hereto (the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 5,976 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A , par value $0.10 per share, and 179 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value

FIRST PRIORITY FINANCIAL CORP.
New York • May 28th, 2021

First Priority Financial Corp., a Pennsylvania corporation (the “Company”), First Priority Bank, a Pennsylvania state-chartered bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”) and Stifel, Nicolaus & Company, Incorporated (“Stifel,” and collectively with Sandler O’Neill, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 4,579 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A,

PLACEMENT AGENCY AGREEMENT
New York • May 28th, 2021

First Western Financial, Inc., a Colorado corporation (the “Company”), First Western Trust Bank, a Colorado chartered financial institution and corporation (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Sandler O’Neill & Partners, L.P. (“Sandler O’Neill,” and collectively with Merrill Lynch, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of (i) 8,559 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, without par value, (ii) 429 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, without par value, and (iii) 11,881 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company (collecti

PLACEMENT AGENCY AGREEMENT
New York • May 25th, 2021

BNCCORP, INC., a Delaware corporation (the “Company”), BNC National Bank, a national bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of Twenty Thousand Ninety Three (20,093) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, of the Company (the “Series A Preferred Stock”) and One Thousand Five (1,005) shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (the “Series B Preferred Stock” and, together with the Series A Preferred Stock, the “Securities”).

PLACEMENT AGENCY AGREEMENT
New York • May 22nd, 2021

National Bank, a nationally chartered commercial bank headquartered in Florida (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”) and Stifel, Nicolaus & Company, Incorporated (“Stifel,” and collectively with Sandler O’Neill, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 9,950 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, stated value $1,000 per share, of the Company (the “Securities”).

PLACEMENT AGENCY AGREEMENT
New York • May 21st, 2021

Security State Bank Holding Company, a North Dakota corporation (the “Company”), Bank Forward, a North Dakota banking corporation (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”) and Stifel, Nicolaus & Company, Incorporated (“Stifel,” and collectively with Sandler O’Neill, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of $10,750,000 aggregate principal amount of 7.7% Senior Subordinated Securities Due 2039 of the Company (the “7.7% Notes”) and $538,000 aggregate principal amount of 13.8% Senior Subordinated Securities Due 2039 (the “13.8% Notes,” and together with the 7.7% Notes, the “Securities”). The Securities were issued pursuant to a letter agreement betwe

PLACEMENT AGENCY AGREEMENT
New York • May 21st, 2021

Severn Bancorp, Inc., a Maryland corporation (the “Company”), Severn Savings Bank, FSB, a federal stock savings bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 23,393 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (the “Securities”).

PLACEMENT AGENCY AGREEMENT
New York • May 21st, 2021

Northwest Bancorporation, Inc., a Washington corporation (the "Company"), Inland Northwest Bank, a Washington state chartered bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. ("Sandler O'Neill") and Stifel, Nicolaus & Company, Incorporated ("Stifel," and collectively with Sandler O'Neill, the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 10,500 shares of Cumulative Series A Preferred Stock, stated value

MOUNTAIN VALLEY BANCSHARES, INC.
New York • May 21st, 2021

Valley Community Bank, a Georgia bank (the “Bank”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with the placement agents set forth on Schedule A hereto (the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 3,300 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value (the “Series A Preferred Stock”), and 165 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, no par value (the “Series B Preferred Stock” and collectively with the Series A Preferred Stock, the “Securities”), of the Company.

PLACEMENT AGENCY AGREEMENT
New York • May 21st, 2021

MADISON FINANCIAL CORPORATION, a Kentucky corporation (the "Company"), Madison Bank, a Kentucky banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with the placement agents set forth on Schedule A hereto (the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 3,370 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B Preferred Stock and 169 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C Preferred Stock of the Company (collectively, the "Securities").

HMN FINANCIAL, INC.
New York • May 21st, 2021
PLACEMENT AGENCY AGREEMENT
New York • May 18th, 2021

The Little Bank, Incorporated, a North Carolina savings bank (the “Company”), and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”) and Stifel, Nicolaus & Company, Incorporated (“Stifel,” and collectively with Sandler O’Neill, the “Placement Agents”) with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 7,500 shares of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, and 375 shares of Fixed Rate Non- Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (collectively, the “Securities”).

PLACEMENT AGENCY AGREEMENT
New York • May 18th, 2021

First Financial Service Corporation, a Kentucky corporation (the "Company"), First Federal Savings Bank of Elizabethtown, Inc., a Kentucky banking corporation (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with the placement agents set forth on Schedule A hereto (the "Placement Agents") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agents of 20,000 of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1.00 per share, of the Company (the "Securities").

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