Sound Financial Bancorp, Inc. up to 1,495,000 Shares (subject to increase up to 1,719,250 shares) COMMON SHARES ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENT May [__], 2012Agency Agreement • May 4th, 2012 • Sound Financial Bancorp, Inc. • Savings institution, federally chartered • New York
Contract Type FiledMay 4th, 2012 Company Industry JurisdictionSound Financial Bancorp, Inc. (the “Holding Company”), a newly formed Maryland corporation, Sound Community MHC, a federally-chartered mutual holding company (the “MHC”), Sound Financial, Inc. (the federally-chartered Mid-Tier holding company (the “Mid-Tier”), and Sound Community Bank (a federally-chartered stock savings bank (the “Bank” and together with the Holding Company, the MHC and the Mid-Tier, the “Sound Financial Parties”), hereby confirm their agreement with Keefe, Bruyette & Woods, Inc. (the “Agent”) as follows: