HOPFED BANCORP, INC. (NASDAQ:HFBC) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

ME Staff 8-k
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HOPFED BANCORP, INC. (NASDAQ:HFBC) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On June20, 2018, the Company’s Board of Directors held an organization meeting and made the following committee assignments:

Audit Committee:

Compensation Committee:

Richard Perkins, Chairman

 Steve Hunt, Chairman

Dr.ThomasI. Miller

 Ted S. Kinsey

Steve Hunt

 Dr.ThomasI. Miller

The Company has identified Messrs. Dempsey, Miller, Hunt, Perkins, Alcott and Kinsey as Independent Directors of the Company. All Independent Directors of the Company are members of the Company’s Corporate Governance and Nominating Committee. Dr.HarryJ. Dempsey will continue to serve as Chairman of the Board of Directors.

As previously reported on SEC Form 8-K filed on June11, 2018, the retirement of Mr.Clay Smith from the Board of Directors reduced the members of the Audit Committee to two independent directors. On June5, 2018, NASDAQ notified the Company that it is out of compliance with Nasdaq Listing Rule 5605(c)(2)(A) requiring three independent directors on the Audit Committee at all times. The completion of committee assignments fulfills the Company’s NASDAQ listing requirements with respect to Listing Rule 5605(c)(2)(A).

Item 3.01 Departure of Directors or Certain Officers; Election of Directors, Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June20, 2018, the Board of Directors reviewed the Company’s financial and operational performance and recommendation of the Compensation Committee regarding 2018 named executive officer compensation and the extension of the terms of current employment contracts. After conducting this review, the Board of Directors approved the Compensation Committee’s recommendation, as follows:

Named Executive Officer

 CurrentBase Salary BaseSalary Increase ExtensionofEmployment

AgreementTerm

 EmploymentAgreement

ExpirationDate

John Peck

 $ 316,096 — Yes* 6/30/2021

Michael Woolfolk

 $ 236,888 — No 6/30/2020

Billy Duvall

 $ 194,964 — Yes 6/30/2021

Bailey Knight

 $ 191,100 — n/a n/a
* As a condition to the extension of the term of Mr.Peck’s employment agreement, Mr.Peck has agreed to amend the agreement to terminate his contractual right to a gross-up payment to offset the effects of any excise taxes imposed on him under Section4999 of the Internal Revenue Code. Mr.Peck has also agreed to relinquish a Company provided automobile.


About HOPFED BANCORP, INC. (NASDAQ:HFBC)

HopFed Bancorp, Inc. is a savings and loan holding company that operates through its subsidiary, Heritage Bank USA, Inc. (the Bank). The Bank is a Kentucky state chartered commercial bank based in Hopkinsville, Kentucky, with branch offices in Kentucky and Tennessee. The business of the Bank primarily consists of attracting deposits from the general public and investing such deposits in loans secured by single family residential real estate and investment securities, including United States Government and agency securities, municipal and corporate bonds, collateralized mortgages obligations (CMOs), and mortgage-backed securities. The Bank also originates single-family residential/construction loans, and multi-family and commercial real estate loans, as well as loans secured by deposits, other consumer loans and commercial loans.