UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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):  September 29, 2023

1895 BANCORP OF WISCONSIN, INC.
(Exact Name of Registrant as Specified in Charter)

Maryland
    
001-40609
  
61-1993378
(State or Other Jurisdiction
of Incorporation)
    
(Commission File No.)
  
(I.R.S. Employer
Identification No.)
   
 
7001 West Edgerton Avenue, Greenfield, Wisconsin
  
53220
 
(Address of Principal Executive Offices)
  
(Zip Code)

Registrant's telephone number, including area code: (414) 421-8200

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐
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
  
Trading
Symbol(s)
  
Name of each exchange on which registered
Common Stock, par value $0.01 per share
  
BCOW
  
The NASDAQ Stock Market LLC

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 September 29, 2023, the Boards of Directors of 1895 Bancorp of Wisconsin, Inc. (the "Company") and PyraMax Bank, FSB (the "Bank") appointed Clarence Harris to the Boards of Directors of the Company and the Bank, effective September 29, 2023.  Mr. Harris will join the 2025 class of directors of the Company.  Mr. Harris was also appointed to each of the Audit Committee, Compensation Committee, and the Nominating and Corporate Governance Committee of the Boards of Directors, effective September 29, 2023.

Mr. Harris, age 70, has 27 years of banking experience and retired in 2019 as Senior Vice President and Division Manager International Sales of US Bank, where he also previously held the positions of Senior Vice President and Division Manager Treasury Management Sales and Branch Manager. There were no arrangements or understandings between Mr. Harris and any other person pursuant to which Mr. Harris was selected as a director. There are no transactions between Mr. Harris and the Company that would be reportable under Item 404(a) of Regulation S-K.

A press release containing additional information is included herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(a)
Financial statements of businesses acquired.  Not Applicable.
   
(b)
Pro forma financial information.  Not Applicable.
   
(c)
Shell company transactions: Not Applicable.
   
(d)
Exhibits:
 
 
Exhibit No.
Description
 
 
     
 
104.1
Cover Page for this Current Report on Form 8-K, formatted in Inline XBRL

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.


   
1895 BANCORP OF WISCONSIN, INC.
     
     
     
DATE: October 2, 2023
By:  
 /s/ David Ball
   
David Ball
   
President and Chief Executive Officer


EXHIBIT 99.1


FOR IMMEDIATE RELEASE

1895 Bancorp of Wisconsin, Inc. Welcomes a New Member to the Board

GREENFIELD, Wis., October 2, 2023 /PRNewswire/ -- 1895 Bancorp of Wisconsin, Inc. (the “Company”) (NASDAQ Capital Market: BCOW), the holding company for PyraMax Bank, FSB (the “Bank”), announces the addition of Clarence Harris to the boards of directors of the Company and the Bank. The addition of Clarence Harris to the Board is important as the Company pursues its mission to provide excellent service to its clients.

Mr. Harris will serve as a member of the Company’s Audit Committee, Compensation Committee, and the Nomination and Governance Committee. With an exceptional track record in the banking industry, Mr. Harris brings a wealth of Treasury Management knowledge and a unique perspective to the team with 27 years of banking experience before retiring from US Bank as Senior Vice President and Division Manager International Sales in 2019.

"We are pleased to welcome Clarence Harris to the Company and the Bank’s Boards," said David Ball, Director, President, and Chief Executive Officer. “We are confident that Mr. Harris will make significant contributions to our organization and help us achieve our strategic objectives. Mr. Harris’s deep experience in retail and treasury management in a global bank with strong regulatory oversight will be invaluable to the Company.  His business leadership will provide great depth. He is also is an active member of his community, serving on South Milwaukee Lions Foundation. Previously he was an Emeritus member of the UWM Board of Visitors, Lions Club International Foundation Vice Area Chair, South Milwaukee Lions Club Life Member, Restoring Hope Transplant House, and Executive MBA UWM Board Representative.”

Speaking about his appointment, Mr. Harris expressed enthusiasm for joining the boards, stating, “I am delighted to be joining the Company and the Bank’s boards of directors. I am energized by the mission of the Bank as a community bank. I look forward to collaborating with the talented team at PyraMax Bank and leveraging my experience to drive growth and innovation.”

With this appointment, the Company affirms its commitment to maintaining a diverse and talented Board of Directors, dedicated to driving the Company’s long-term success and creating value for all stakeholders.

Contact: David R. Ball
Telephone: (414) 421-8200
v3.23.3
Document and Entity Information
Sep. 29, 2023
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Entity Tax Identification Number 61-1993378
Entity Address, Address Line One 7001 WEST EDGERTON AVENUE
Entity Address, City or Town GREENFIELD
Entity Address, State or Province WI
Entity Address, Postal Zip Code 53220
City Area Code 414
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