10-K/A: Security Midwest Bancorp Files 10-K/A Amendment

Sentiment:

Annual Report Amendment


Security Midwest Bancorp, Inc. has filed an Amendment No. 1 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, primarily to provide additional information for Part III.

Summary

  • This filing is an amendment (Amendment No. 1) to the Annual Report on Form 10-K for the fiscal year ended December 31, 2025, for Security Midwest Bancorp, Inc.
  • The amendment's purpose is to provide additional required information for Part III of the report.
  • It does not alter previously reported financial statements or disclosures in Parts I and II.
  • Part IV is amended to include new certifications required by Rule 13a-14(a).
  • The report details the company's Board of Directors, executive officers, corporate governance, executive compensation, and security ownership.
  • As of April 15, 2026, the company had 889,781 shares of common stock outstanding.
  • The aggregate market value of non-affiliate common equity was $8.4 million as of August 1, 2025.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it is a procedural amendment to an annual report, primarily addressing Part III disclosures without new financial performance data or significant strategic announcements.

Positives

  • The company has a Code of Ethics for Senior Officers available on its website.
  • The Board of Directors is comprised of nine members, with a staggered election system.
  • The Audit Committee consists of independent directors and includes an audit committee financial expert.
  • No delinquent Section 16(a) reports were identified for executive officers, directors, or 10% beneficial owners.
  • The company has an Insider Trading Policy in place.
  • Loans to executive officers, directors, and related parties were made on terms consistent with those offered to unaffiliated third parties and did not involve more than normal risk of collectability.

Negatives

  • The company has not adopted a policy regarding employee, officer, and director hedging activities.
  • The filing does not contain detailed financial performance metrics for the fiscal year ended December 31, 2025, as it is an amendment focused on Part III disclosures.

Risks

  • The company has not adopted a policy regarding the ability of employees, officers, and directors to purchase financial instruments that hedge or offset decreases in the market value of its equity securities.

Future Outlook

This amendment focuses on corporate governance and executive compensation disclosures for the fiscal year ended December 31, 2025, and does not contain specific forward-looking financial guidance.

Management Comments

  • Stephan P. Antonacci certifies that the report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading.
  • Brenda Minder certifies that the report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading.

Industry Context

StockSavvy.ai notes that this filing is a procedural amendment to a 10-K, typical for companies to ensure all required disclosures, particularly in Part III concerning governance and compensation, are complete and accurate following the initial filing.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Code of EthicsAdoption of a Code of Ethics for Senior Officers applicable to principal executive officer, principal financial officer, principal accounting officer, or persons performing similar functions. Available on the company website.Not specified, but in effect for the fiscal year ended December 31, 2025Enhances ethical standards and accountability for senior management.
Board StructureBoard of Directors is comprised of nine members, divided into three classes with one class elected annually.In effect for the fiscal year ended December 31, 2025Ensures continuity and staggered refreshment of board expertise.
Audit Committee CharterThe Audit Committee operates under a written charter, available on the company website, outlining its responsibilities for reviewing financial records and monitoring adherence to accounting principles.In effect for the fiscal year ended December 31, 2025Strengthens financial oversight and internal controls.
Insider Trading PolicyAdoption of an Insider Trading Policy governing the purchase, sale, and disposition of company securities by directors, officers, and employees.In effect for the fiscal year ended December 31, 2025Promotes compliance with insider trading laws and maintains market integrity.
Stockholder Recommendations for Director NomineesProcedure for stockholders to recommend qualified candidates for director, requiring specific information and timely submission.In effect for the fiscal year ended December 31, 2025Provides a formal channel for shareholder input on board composition.

Related Party Transactions

  • Security Bank leased parking spaces from a company minority-owned by director Myers for the year ended December 31, 2025.
  • Security Bank made commercial loans to an entity in which Director Kopecky is a minority owner.
  • Security Bank made commercial loans to entities controlled by Director Marriott.
  • Security Bank made residential and commercial loans to Director Stone and her affiliates.
  • In all these cases, loans were made on terms consistent with those offered to unaffiliated third parties and did not involve more than the normal risk of collectability.
  • The aggregate amount of loans to executive officers, directors, and their related parties was $7.78 million at December 31, 2025, all made in the ordinary course of business and on substantially the same terms as comparable loans to unaffiliated parties.

Stakeholder Impact

  • Shareholders: The filing provides transparency on corporate governance and executive compensation, which can influence investor confidence.
  • Employees: Details on the Employee Stock Ownership Plan (ESOP) and executive compensation may impact employee morale and retention.
  • Directors and Officers: Information on compensation, stock ownership, and governance policies directly affects these individuals.

Next Steps

  • The company has filed this amendment to comply with SEC reporting requirements for Part III disclosures.
  • Future filings will continue to provide updates on the company's financial health and operations.

Key Dates

DateDescription
2025-12-31Fiscal year ended
2026-04-30Date of filing of the amendment and certifications
2026-04-15Record date for security ownership table
2025-08-01Date for calculation of aggregate market value of common equity

Keywords

SEC Filing, 10-K/A, Amendment, Security Midwest Bancorp, Annual Report, Corporate Governance, Executive Compensation, Board of Directors, Audit Committee, Financial Reporting

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