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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): July 22, 2025

FIRST NORTHWEST BANCORP

(Exact name of registrant as specified in its charter)



Washington	001-36741	46-1259100
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)



105 West 8th Street, Port Angeles, Washington	98362
(Address of principal executive offices)	(Zip Code)

(360) 457-0461

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))

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		FNWB		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 Principal Officers; Election of Directors; Appointment of Principal Officers

On July 23, 2025, the Boards of Directors of First Northwest Bancorp (the "Company") and its banking subsidiary, First Fed Bank ("First Fed"), announced approval of the election of Diane C. Davis as a Director.

Ms. Davis’ term as a Director of the Company is effective immediately and will continue until the 2026 Annual Meeting of Shareholders, at which time it is anticipated that she will be nominated for re-election by the shareholders. The Company's Board has determined that Ms. Davis meets the requirements for director independence under the listing standards of The NASDAQ Stock Market LLC and applicable rules of the Securities and Exchange Commission. Ms. Davis was appointed to serve on the Nominating and Corporate Governance Committee for both the Company and First Fed. She was also appointed to serve on the Board Loan Committee for First Fed.

There are no transactions in which Ms. Davis has an interest requiring disclosure under Item 404(a) of Regulation S-K. There are no family relationships between Ms. Davis and any other executive officer or director of the Company or First Fed. Other than the compensation arrangements described below, there is no arrangement or understanding between Ms. Davis and any other persons or entities pursuant to which Ms. Davis will be elected as a Director of the Company.

Ms. Davis will receive compensation for her services as a Director consistent with the Company’s standard practices for non-employee (outside) Directors. For 2025, outside Directors receive an annual retainer of $36,530. Annual retainers for committee service are $4,800 for the Audit Committee and $2,800 for each other standing committee of the Company. All retainers are paid in equal monthly installments. The Chair and committee chairs receive additional annual retainers. Directors do not receive a fee for meeting attendance. Ms. Davis will receive shares of the Company’s common stock equivalent in value to $50,000 (based on the closing market price on September 6, 2025), vesting in three equal annual installments beginning September 7, 2026. No additional compensation is paid to Directors for service on the First Fed Board.

A copy of the press release issued by the Company on July 23, 2025, regarding the foregoing is filed as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release dated July 23, 2025
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.



		FIRST NORTHWEST BANCORP


Date:	July 23, 2025	/s/Geraldine L. Bullard
		Geraldine L. Bullard
		Interim Chief Executive Officer, Chief Operating Officer, and Executive Vice President

EX-99.1 2 ex_840998.htm EXHIBIT 99.1 ex_840998.htm

Exhibit 99.1

Contact: Geraldine L. Bullard
Interim CEO & COO

(360) 457-0461

Diane Davis Appointed to Boards of First Fed and First Northwest Bancorp

PORT ANGELES, Wash., July 23, 2025 (GLOBE NEWSWIRE) – First Northwest Bancorp (NASDAQ: FNWB), the holding company for First Fed Bank, announced the appointment of Diane C. Davis to the Boards of Directors of both First Fed Bank and First Northwest Bancorp.

Ms. Davis brings more than 25 years of leadership experience in the insurance industry, with expertise in executive management, strategy, risk management, and corporate governance. Further, Diane is an experienced community bank board member, having served on the board of First Financial Northwest Bancorp, which was acquired earlier this year.

“Diane’s extensive experience in risk oversight and executive leadership will be a tremendous asset to our organization as we continue to grow and serve our communities,” said Geri Bullard, Interim CEO of First Fed. “Her proven expertise in strategy and governance aligns with our long-term goals, and we are excited to welcome her to the Board.”

“Community banks play a vital role in building strong, resilient local economies, and I’m deeply passionate about supporting that mission. I’m honored to join First Fed’s board and work alongside its dedicated executive team and fellow board members,” said Diane Davis

Ms. Davis began her career at Farmers New World Life Insurance Company in 1992 and advanced through a variety of leadership roles, including Chief Risk Officer and ultimately President from 2016 until her retirement in 2019. She also served as Regional Chief Risk Officer for Global Life North America at Zurich Insurance Company Ltd., bringing broad actuarial and strategic planning experience to her board role.

She holds a Bachelor of Science in Actuarial Science from the University of Illinois at Urbana-Champaign and a Master of Business Administration from the University of Washington. A Fellow of the Society of Actuaries, Ms. Davis currently serves as co-chair of 5050 Women on Boards of Greater Seattle and is a former member of the Board of Directors for Habitat for Humanity Seattle-King County.

Her appointment reflects First Fed’s ongoing commitment to strong governance, sustainable growth, and long-term financial security for its customers and communities.

About the Company

First Northwest Bancorp (Nasdaq: FNWB) is a financial holding company engaged in investment activities including the business of its subsidiary, First Fed Bank. First Fed is a Pacific Northwest-based financial institution which has served its customers and communities since 1923. Currently, First Fed has 18 locations in Washington State including 12 full-service branches. First Fed’s business and operating strategy is focused on building sustainable earnings by delivering a full array of financial products and services for individuals, small businesses, non-profit organizations and commercial customers. In 2022, First Northwest made an investment in The Meriwether Group, LLC, a boutique investment banking and accelerator firm. Additionally, First Northwest focuses on strategic partnerships to provide modern financial services such as digital payments and marketplace lending. First Northwest Bancorp was incorporated in 2012 and completed its initial public offering in 2015 under the ticker symbol FNWB. First Fed is headquartered in Port Angeles, Washington.

First Fed Bank was recognized by Puget Sound Business Journal as a Best Workplace in 2023 and top Corporate Philanthropist in 2023 and 2024. By popular vote, First Fed received 2024 awards for Best Bank and Best Lender in Best of the Peninsula for Clallam County. First Fed is a Member FDIC and equal housing lender.

Forward Looking Statements

Certain matters discussed in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, projections of future performance, perceived opportunities in the market, potential future credit experience, and statements regarding our mission and vision. These forward-looking statements are based upon current management expectations and may, therefore, involve risks and uncertainties. Our actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide variety or range of factors including, but not limited to: increased competitive pressures; changes in the interest rate environment; the credit risks of lending activities; changes in general economic conditions and conditions within the securities markets; legislative and regulatory changes; and other factors described in the Company’s latest Annual Report on Form 10-K and other filings with the Securities and Exchange Commission ("SEC")-which are available on our website at www.ourfirstfed.com and on the SEC’s website at www.sec.gov.

Note: Transmitted on Globe Newswire on July 23, 2025 at 6:15 a.m. PDT.