UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 1, 2024
KENTUCKY FIRST FEDERAL BANCORP
(Exact Name of Registrant as Specified in Its Charter)
United States | 0-51176 | 61-1484858 | ||
(State or other jurisdiction of | (Commission | (IRS Employer | ||
incorporation or organization) | File Number) | Identification No.) |
655 Main Street, Hazard, Kentucky | 41702 | |
(Address of principal executive offices) | (Zip Code) |
(502) 223-1638
(Registrant’s telephone number, including area code)
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:
☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
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, $0.01 par value per share | KFFB | The NASDAQ Stock Market LLC |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
(b) On August 1, 2024, Tony D. Whitaker notified Kentucky First Federal Bancorp (the “Company”) that he will retire as Chairman of the Company and as Chairman of First Federal Savings Bank of Kentucky (“First Federal of Kentucky”), effective August 1, 2024. Mr. Whitaker’s decision to resign from the Company and First Federal of Kentucky is not related to any disagreement with the Company or First Federal of Kentucky on any matter relating to its operations, policies or procedures. A successor for Mr. Whitaker has not yet been appointed.
A copy of the Company’s press release announcing Mr. Whitaker’s retirement from the Company and First Federal of Kentucky is included as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 | Financial Statements and Exhibits |
(a) | Not applicable |
(b) | Not applicable |
(c) | Not applicable |
(d) | Exhibits |
Exhibit No. | Description | |
99.1 | Press Release dated August 5, 2024 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
KENTUCKY FIRST FEDERAL BANCORP | ||
Date: August 5, 2024 | By: | /s/ Don D. Jennings |
Don D. Jennings | ||
President and Chief Executive Officer |
2
EXHIBIT 99.1
Kentucky First Federal Bancorp
Hazard, Frankfort, Danville and Lancaster, Kentucky
For Immediate Release August 5, 2024
Contact:
Kentucky First Federal Bancorp
Don Jennings, President
(502) 223-1638
Kentucky First Federal Bancorp Announces Retirement of Tony D. Whitaker, Chairman of the Board
Kentucky First Federal Bancorp (Nasdaq: KFFB) the holding company for First Federal Savings and Loan Association of Hazard, Kentucky and First Federal Savings Bank of Kentucky, Frankfort, Kentucky, announced today that Tony D. Whitaker, Chairman of the Board of Kentucky First Federal Bancorp (the “Company”) is retiring from his position as Company Chairman, as well as Chairman of the Board of the Company’s subsidiary, First Federal Savings Bank of Kentucky. Mr. Whitaker’s retirement is effective August 1, 2024.
The Company’s President and Chief Executive Officer Don D. Jennings stated, “It is with a mixture of joy and sadness that we announce the retirement of our long-time Chairman and friend, Tony Whitaker. Tony has served as Chairman since the Company’s inception in 2005, and served as the Company’s Chief Executive Officer from 2005 through 2012. He has also previously served as Chief Executive Officer of First Federal Savings and Loan of Hazard from 1997 through 2012, and served on the bank’s board since 1993. His banking career dates back over 50 years with additional tenures at First Federal Savings Bank of Richmond and Great Financial Bank. While Tony will be missed in the boardroom, we are excited that he will have the opportunity to enjoy a well-earned retirement.”
Mr. Whitaker, 78, stated, “After more than 50 years in banking, it is finally time for me to retire. I will always be supportive of Kentucky First Federal Bancorp, of its two banks, and especially of my adopted hometown of Hazard, Kentucky.” Mr. Jennings continued, “On behalf of the board of Kentucky First Federal, we express the Company’s gratitude for Tony’s many years of dedicated service. We look forward to continuing our deep friendship and to sharing our commitment to the communities served by the Company and its two banks.”
This press release may contain certain statements that are not historical facts and are considered “forward-looking statements” under the Private Securities Litigation Reform Act of 1995, that are subject to certain risks and uncertainties. These forward-looking statements may be identified by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “intend” and “potential,” or words of similar meaning, or future or conditional verbs such as “should,” “could,” or “may.” Forward-looking statements include statements of our goals, intentions and expectations; statements regarding our business plans, prospects, growth and operating strategies; statements regarding the quality of our loan and investment portfolios; and estimates of our risks and future costs and benefits. Kentucky First Federal Bancorp’s actual results, performance or achievements may materially differ from those expressed or implied in the forward-looking statements. Risks and uncertainties that could cause or contribute to such material differences include, but are not limited to general economic conditions; prices for real estate in the Company’s market areas; the interest rate environment and the impact of the interest rate environment on our business, financial condition and results of operations; our ability to successfully execute our strategy to increase earnings, increase core deposits, reduce reliance on higher cost funding sources and shift more of our loan portfolio towards higher-earning loans; our ability to pay future dividends and if so at what level; our ability to receive any required regulatory approval or non-objection for the payment of dividends from First Federal Savings and Loan Association of Hazard and First Federal Savings Bank of Kentucky to the Company or from the Company to shareholders; competitive conditions in the financial services industry; changes in the level of inflation; changes in the demand for loans, deposits and other financial services that we provide; the possibility that future credit losses may be higher than currently expected; competitive pressures among financial services companies; the ability to attract, develop and retain qualified employees; our ability to maintain the security of our data processing and information technology systems; the outcome of pending or threatened litigation, or of matters before regulatory agencies; changes in law, governmental policies and regulations, rapidly changing technology affecting financial services, and the other matters mentioned in Item 1A of the Company’s Annual Report on Form 10-K for the year ended June 30, 2023 and in the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2023 and for the period ended September 30, 2023. Except as required by applicable law or regulation, the Company does not undertake the responsibility, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.
Kentucky First Federal Bancorp is the parent company of First Federal Savings and Loan Association, which operates one banking office in Hazard, Kentucky and First Federal Savings Bank of Kentucky, which operates six banking offices in Kentucky, including three in Frankfort, two in Danville, and one in Lancaster. Kentucky First Federal Bancorp shares are traded on the NASDAQ National Market under the symbol KFFB. At June 30, 2024, the Company had approximately 8,086,715 shares outstanding of which approximately 58.5% was held by First Federal MHC.