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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 14, 2025

Fifth District Bancorp, Inc.

(Exact Name of Registrant as Specified in its Charter)


Maryland	001-42198	99-1897673
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)


4000 General DeGaulle Drive, New Orleans, Louisiana		70114
(Address of Principal Executive Offices)		(Zip Code)

(504) 362-7544

(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))

Securities registered pursuant to Section 12(b) of the Act:


Common stock, par value 0.01 per share	FDSB	The Nasdaq Stock Market, LLC
Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 14, 2025, Fifth District Savings Bank, the bank subsidiary of Fifth District Bancorp, Inc. (the “Company”), and Melissa Burns, Chief Financial Officer, entered into an amendment to the Second Amended and Restated Executive Salary Continuation Agreement for Melissa Burns (the “Agreement”). The Agreement, which was originally adopted on February 29, 2024, provides for payment of certain supplemental retirement benefits if Ms. Burns separates from service on or after attaining age 65. The Agreement originally provided that the annual benefit provided under the Agreement would equal $80,316. The amendment to the Agreement increases the annual benefit to $94,000.

The foregoing summary of the Agreement and the amendment to the Agreement does not purport to be complete and is qualified in its entirety by the full text of the amendment to the Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(a)Financial Statements of Businesses Acquired: Not applicable.

(b)Pro Forma Financial Information: Not applicable.

(c)Shell Company Transactions: Not applicable.

(d)Exhibits.


Exhibit No.		Description

10.1		Amendment to Second Amended and Restated Executive Salary Continuation Agreement for Melissa Burns, dated July 14, 2025
104		Cover Page Interactive Data File (formatted in Inline XBRL)

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.

		FIFTH DISTRICT BANCORP, INC.

Date:	July 16, 2025	By:	/s/ Amie L. Lyons
			Amie L. Lyons
			Interim President and Chief Executive Officer

EX-10.1 2 fdsb-20250714xex10d1.htm EX-10.1 Burns, Melissa_2025 Amendment

Exhibit 10.1

FIRST AMENDMENT TO THE
FIFTH DISTRICT SAVINGS BANK
SECOND AMENDED & RESTATED EXECUTIVE SALARY CONTINUATION AGREEMENT FOR
MELISSA BURNS

THIS FIRST AMENDMENT (“First Amendment”) is made and entered into July 14, 2025, by and between Fifth District Savings Bank (the “Bank”), a federal savings bank, and Melissa Burns (the “Executive”).

RECITALS:

A.The parties adopted the Fifth District Savings Bank Second Amended & Restated Executive Salary Continuation Agreement (the “Agreement”) on February 29, 2024.

B.The Agreement may be amended in accordance with Section 5.1.

The parties desire to amend the Agreement to increase the Executive’s Retirement Benefit;

NOW, THEREFORE, the Agreement is hereby amended as follows:

Section 1.18 is replaced in its entirety with the following:

1.18“Retirement Benefit” shall mean an annual amount of ninety-four thousand dollars ($94,000).

The examples in Sections 2.1, 2.3, 2.4, and 2.5 are replaced in their entirety with the following:

(For example: $94,000 / 12 = $7,833.33 x 180 months = $1,410,000 total benefit).

Except as otherwise amended by this First Amendment, all provisions of the Agreement shall remain in full force and effect and the Agreement and all amendments shall be construed together and considered one and the same agreement.

IN WITNESS WHEREOF, the parties execute this First Amendment as of the date first written above.


EXECUTIVE:	FIFTH DISTRICT SAVINGS BANK:

/s/ Melissa Burns	By:	/s/ Amie L. Lyons
Melissa Burns		Amie L. Lyons
	Title:	Interim President and Chief Executive Officer