Ames National Corp Files 8-K: Material Agreement & Financial Updates

TL;DR

AMES filed an 8-K for a material agreement, new debt, and shareholder votes. Keep an eye on this.

AI Summary

Ames National Corporation announced on April 24, 2024, that it entered into a material definitive agreement. The company also reported the creation of a direct financial obligation and submitted matters to a vote of security holders. The filing includes financial statements and exhibits.

Why It Matters

This 8-K filing signals significant corporate actions by Ames National Corporation, including new financial obligations and agreements that could impact its financial health and shareholder value.

Risk Assessment

Risk Level: medium — The filing indicates new financial obligations and material agreements, which inherently carry risks that could affect the company's performance.

Key Players & Entities

• AMES NATIONAL CORPORATION (company) — Registrant
• April 24, 2024 (date) — Date of Earliest Event Reported
• 0-32637 (other) — Commission File Number
• 42-1039071 (other) — I.R.S. Employer Identification No.
• 5152326251 (other) — Registrant's Telephone Number

FAQ

Filing Documents

• atlo20240426_8k.htm (8-K) — 48KB
• ex_661632.htm (EX-10.1) — 35KB
• ex_661633.htm (EX-10.2) — 78KB
• ex_661634.htm (EX-10.3) — 73KB
• greenbelt.jpg (GRAPHIC) — 12KB
• 0001437749-24-013415.txt ( ) — 431KB
• atlo-20240424.xsd (EX-101.SCH) — 3KB
• atlo-20240424_def.xml (EX-101.DEF) — 11KB
• atlo-20240424_lab.xml (EX-101.LAB) — 15KB
• atlo-20240424_pre.xml (EX-101.PRE) — 11KB
• atlo20240426_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On April 25, 2024, Ames National Corporation (the "Company") entered into a promissory note and related business loan agreement (collectively, the "Credit Agreement") with Green Belt Bank & Trust of Iowa Falls, Iowa (the "Lender"), providing for a revolving line of credit facility in an amount of up to five million dollars maturing on April 25, 2026. Amounts outstanding under the Credit Agreement will accrue interest at a variable rate equal to the Bank Prime Loan Rate, as published in the Federal Reserve Statistical Bulletin, which is currently equal to 8.5% per annum. Accrued interest is payable on a quarterly basis, commencing June 15, 2024 and continuing on the same day of each calendar quarter thereafter, with all outstanding principal and accrued interest due and payable in full on the maturity date. The Company has secured its obligations under the Credit Agreement by pledging to the Lender all outstanding shares of common stock of its subsidiary bank, Reliance State Bank, pursuant to the terms of a stock pledge and security agreement (the "Pledge Agreement"). The proceeds from the Credit Agreement will be used for working capital and other general corporate purposes. The Credit Agreement and Pledge Agreement include customary events of default, and customary rights and remedies upon the occurrence of any event of default thereunder, including rights to accelerate the loans, terminate the commitments thereunder and repossess the collateral securing the obligations under the Credit Agreement. The Credit Agreement also requires the Company to maintain certain minimum financial ratios related to Tier 1 Capital, return on average assets and substandard-impaired loans. Copies of the Credit Agreement and Pledge Agreement are attached hereto and incorporated herein by reference. The foregoing description is qualified in its entirety by reference to the Credit Agreement and the Pledge Agreement. Item 2.03 Cre

07 Submission of Matters to a Vote of Shareholders

Item 5.07 Submission of Matters to a Vote of Shareholders The Company's annual meeting of shareholders was held on April 24, 2024. Proposal 1. The stockholders elected to the Company's Board of Directors for a term of three years were Lisa M. Eslinger, Everett S. Miles, John L. Pierschbacher, and Scot A. Trost. Directors whose term of office continued after the annual meeting consist of David W. Benson, Michelle R. Cassabaum, John P. Nelson, Kevin L. Swartz, Jeffery C. Baker, Betty A. Baudler Horras, and Patrick G. Hagan. Proposal 2. The stockholders also ratified the appointment of FORVIS, LLP as the Company's independent registered public accounting firm for 2024. There were 8,992,167 shares of common stock entitled to vote at the annual meeting. The final voting results of each proposal are set forth below. Proposal 1. The voting results on the election of directors for a three-year term were as follows: In Favor Votes Withheld Broker Non-Votes Lisa M. Eslinger 3,645,838 253,254 2,942,797 Everett S. Miles 3,829,991 69,101 2,942,797 John L. Pierschbacher 3,669,699 229,393 2,942,797 Scot A. Trost 3,852,329 46,763 2,942,797 Proposal 2. The voting results on the ratification of the appointment of FORVIS, LLP as the Company's independent registered public accounting firm were as follows: For Against Abstain 6,786,741 18,161 36,987 There were no broker non-votes on this proposal.

01 Financial Statement and Exhibits

Item 9.01 Financial Statement and Exhibits. (d) Exhibits: Exhibit No. Description 10.1 Promissory Note and Credit Agreement, dated April 25, 2024, by and between Ames National Corporation and Green Belt Bank & Trust, as lender 10.2 Business Loan Agreement, dated April 25, 2024, by and between Ames National Corporation and Green Belt Bank & Trust, as lender 10.3 Stock Pledge and Security Agreement, dated April 25, 2024, by and between Ames National Corporation, Reliance State Bank and Green Belt Bank & Trust, as secured party 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. AMES NATIONAL CORPORATION Date: April 26, 2024 By: /s/ John P. Nelson John P. Nelson, Chief Executive Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR