8-K: First Northwest Bancorp Appoints Johanna Bartee to Boards of First Fed and First Northwest Bancorp

First Northwest Bancorp and First Fed Bank announce the appointment of Johanna Bartee to their Boards of Directors, effective immediately.

Summary

• First Northwest Bancorp and its subsidiary, First Fed Bank, have appointed Johanna Bartee to their Boards of Directors.
• Ms. Bartee fills the vacancy created by Craig Curtis' departure in December 2024.
• Her term will continue until the 2025 Annual Meeting of Shareholders, where she is expected to be nominated for re-election.
• Ms. Bartee has been appointed to the Nominating and Corporate Governance Committee for both the Company and First Fed, as well as the Board Loan Committee for First Fed.
• She will receive an annual retainer of $36,530, plus committee service retainers ($4,800 for the Audit Committee and $2,800 for other standing committees).
• Ms. Bartee will also receive annual equity compensation of FNWB common stock equivalent to $23,250, vesting on March 7, 2026.
• She will receive additional shares equivalent to $50,000, vesting in three equal annual installments beginning March 7, 2026.

Sentiment

Score: 7

Explanation: The announcement is positive due to the addition of an experienced director, but it is a routine corporate governance matter. The forward-looking statements include standard risk disclosures, which temper the overall sentiment.

Positives

• The appointment of Johanna Bartee brings extensive experience in banking, finance, and economic development to the Boards.
• Ms. Bartee's background with a Native Community Development Financial Institution (CDFI) aligns with First Fed's commitment to community-driven initiatives.
• Her involvement in community development, including her role with the Clallam County Opportunity Fund and the Port Angeles Waterfront District Board, supports economic growth and revitalization.
• First Fed has been recognized as a Best Workplace and top Corporate Philanthropist, enhancing its reputation.

Risks

• The document contains forward-looking statements that are subject to risks and uncertainties.
• These risks include increased competitive pressures, changes in interest rates, credit risks, changes in economic conditions, and legislative and regulatory changes.

Future Outlook

The company's future performance is subject to various factors, including competitive pressures, interest rate changes, credit risks, economic conditions, and regulatory changes, as detailed in their SEC filings.

Management Comments

• Matt Deines, President & CEO of First Fed Bank and FNWB, stated that Johanna Bartee's expertise in finance and community development will be invaluable as they continue to serve their customers and communities.

Industry Context

The appointment of Ms. Bartee, with her CDFI experience, aligns with a broader industry trend of financial institutions focusing on community development and social impact. Banks are increasingly seeking board members with expertise in areas like ESG (Environmental, Social, and Governance) and community investment.

Comparison to Industry Standards

• Director compensation at First Northwest Bancorp appears to be in line with community banks of similar size.
• Annual retainers for directors at comparable institutions typically range from $25,000 to $50,000, with additional compensation for committee service.
• Equity compensation is also a common practice, used to align directors' interests with those of shareholders.
• For example, a bank of similar size, such as Coastal Financial Corp, may have similar compensation structures for its board members.

Management Changes

Stakeholder Impact

• Shareholders may view the appointment positively, as it strengthens the Board with relevant expertise.
• Employees may benefit from Ms. Bartee's experience in community development and her commitment to fostering economic and social impact.
• Customers and communities served by First Fed may benefit from Ms. Bartee's focus on community-driven initiatives.

Next Steps

• Ms. Bartee will serve on the Nominating and Corporate Governance Committee for both the Company and First Fed.
• Ms. Bartee will serve on the Board Loan Committee for First Fed.
• Ms. Bartee is expected to be nominated for re-election at the 2025 Annual Meeting of Shareholders.

Key Dates