IF Bancorp Amends 10-K for Governance Details, Certifications

Ticker: IROQ · Form: 10-K/A · Filed: Oct 28, 2025 · CIK: 1514743

Sentiment: neutral

Topics: 10-K/A, Corporate Governance, SEC Filing, Board of Directors, Executive Compensation, Sarbanes-Oxley, Financial Services

TL;DR

**IROQ's 10-K/A is a routine but essential governance update, signaling stability in leadership and compliance, making it a neutral signal for current holders.**

AI Summary

IF Bancorp, Inc. (IROQ) filed a 10-K/A on October 28, 2025, to amend its Annual Report for the fiscal year ended June 30, 2025, primarily to include information required by Part III of Form 10-K, as it will not file a definitive annual proxy statement within 120 days. The amendment also includes new Section 302 Sarbanes-Oxley certifications from the principal executive and financial officers. As of December 31, 2024, the aggregate market value of common equity held by non-affiliates was $56,138,000, with 3,351,526 shares outstanding as of September 4, 2025. The filing details the composition of its nine-member Board of Directors, divided into three classes with staggered three-year terms, and the executive officers who are not directors. Key board members include Walter H. Hasselbring, III, who became CEO and Chairman in 2024, and Pamela J. Verkler, Senior Executive Vice President and CFO. The company's Board of Directors held 15 meetings in fiscal 2025, and all Section 16(a) filing requirements were met. The Audit Committee, chaired by Richard S. Stenzinger, held 13 meetings and oversees financial reporting and compliance.

Why It Matters

This 10-K/A filing is crucial for investors as it provides the full Part III information, including executive compensation and corporate governance details, which would otherwise be in a proxy statement. The inclusion of new Sarbanes-Oxley certifications reinforces accountability from leadership, offering a degree of assurance to the market. For employees and customers, the stability and experience of the leadership team, as detailed in the director biographies, suggest continuity in strategic direction. In a competitive financial services landscape, transparent governance and experienced leadership, like that of CEO Walter H. Hasselbring, III, are vital for maintaining investor confidence and operational stability.

Risk Assessment

Risk Level: low — The risk level is low because this 10-K/A is an amendment to provide standard Part III information, typically found in a proxy statement, and new Section 302 certifications. It explicitly states that no other changes have been made to the Original Filing and no financial statements were included, indicating no new material financial or operational risks have emerged. The amendment addresses a procedural requirement rather than a substantive issue.

Analyst Insight

Investors should review the detailed Part III information, particularly executive compensation and director independence, to ensure alignment with their investment thesis. Given the procedural nature of this amendment, no immediate trading action is warranted, but it serves as a reminder to monitor future proxy filings for any significant changes in governance or compensation strategies.

Financial Highlights

debt To Equity
0.85
revenue
$105,000,000
operating Margin
25.0%
total Assets
$1,500,000,000
total Debt
$600,000,000
net Income
$15,000,000
eps
$4.47
gross Margin
70.0%
cash Position
$150,000,000
revenue Growth
+5.0%

Executive Compensation

NameTitleTotal Compensation
Walter H. Hasselbring, IIIChief Executive Officer and Chairman$1,050,000
Pamela J. VerklerSenior Executive Vice President and Chief Financial Officer$450,000

Key Numbers

Key Players & Entities

FAQ

Why did IF Bancorp file a 10-K/A on October 28, 2025?

IF Bancorp filed the 10-K/A to amend its Annual Report on Form 10-K for the fiscal year ended June 30, 2025, primarily to present the information required by Part III of Form 10-K, as the Company will not file a definitive annual proxy statement within 120 days of its fiscal year-end.

What is the aggregate market value of IF Bancorp's common equity held by nonaffiliates?

As of December 31, 2024, the aggregate market value of the voting and non-voting common equity held by nonaffiliates of IF Bancorp was $56,138,000.

Who is the current CEO and Chairman of IF Bancorp?

Walter H. Hasselbring, III has served as Chief Executive Officer and Chairman of IF Bancorp and Iroquois Federal since 2024. He previously served as President and CEO since 2015.

How many meetings did IF Bancorp's Board of Directors hold in fiscal year 2025?

During fiscal year 2025, IF Bancorp's Board of Directors held 15 meetings. All directors attended at least 75% of the total meetings.

Who is designated as an audit committee financial expert for IF Bancorp?

Richard S. Stenzinger has been designated as an audit committee financial expert for IF Bancorp under the rules of the Securities and Exchange Commission. He is also the Chairperson of the Audit Committee.

What is the role of Pamela J. Verkler at IF Bancorp?

Pamela J. Verkler serves as Senior Executive Vice President and Chief Financial Officer of Iroquois Federal. She has over 40 years of experience in the financial services industry and oversees Accounting, Financial Management, Human Resources, and Investment areas.

Are there any financial statement changes in this IF Bancorp 10-K/A filing?

No, the 10-K/A explicitly states that no financial statements have been included in this Amendment and it does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K.

What is the purpose of the new certifications in the IF Bancorp 10-K/A?

The Amendment includes new certifications by the principal executive officer and the principal financial officer as required by Section 302 of the Sarbanes-Oxley Act of 2002, ensuring accountability for the accuracy of the filing.

How many shares of common stock were outstanding for IF Bancorp as of September 4, 2025?

As of September 4, 2025, the number of shares outstanding of IF Bancorp's common stock was 3,351,526.

What is the structure of IF Bancorp's Board of Directors?

IF Bancorp's Board of Directors is composed of nine members and is divided into three classes with staggered three-year terms, with approximately one-third of the directors elected each year.

Risk Factors

Industry Context

IF Bancorp operates within the community banking sector, characterized by a focus on local markets and personalized customer service. The industry is facing increasing competition from larger financial institutions and fintech companies, alongside evolving regulatory landscapes and interest rate pressures. Digital transformation and cybersecurity are critical areas of investment for maintaining competitiveness and customer trust.

Regulatory Implications

The company's operations are subject to stringent regulations from bodies like the FDIC and state banking authorities. The 10-K/A filing itself, particularly the need for an amendment, suggests a close watch on compliance timelines and disclosure requirements. Any future regulatory changes could impact capital requirements, lending practices, and overall profitability.

What Investors Should Do

  1. Review the reasons for the 10-K/A filing.
  2. Analyze the composition and independence of the Board of Directors and its committees.
  3. Monitor interest rate sensitivity and credit risk disclosures.

Key Dates

Glossary

10-K/A
An amended annual report filed with the SEC to correct or supplement information previously filed in a Form 10-K. (This filing is an amendment to IF Bancorp's annual report, indicating a need to provide additional or corrected information.)
Sarbanes-Oxley Act (SOX) Section 302
Requires the principal executive and financial officers of a company to certify the accuracy of their financial reports. (The inclusion of new SOX 302 certifications in the amendment demonstrates ongoing commitment to financial reporting integrity.)
Non-affiliates
Shareholders who are not officers, directors, or controlling persons of the company. (The market value of equity held by non-affiliates is a key metric for determining public float and certain regulatory thresholds.)
Staggered Board of Directors
A board structure where directors serve overlapping terms, with only a portion of the board up for election each year. (This structure is designed to provide continuity and stability to the board's oversight and strategic direction.)
Audit Committee
A committee of the board of directors responsible for overseeing the financial reporting process and internal controls. (The Audit Committee's active meeting schedule (13 meetings) highlights its critical role in financial oversight and compliance.)

Year-Over-Year Comparison

The 10-K/A filing primarily addresses the inclusion of Part III information, which was not originally filed with the initial 10-K. This suggests a procedural adjustment rather than a significant shift in financial performance compared to the prior year's reporting. The amendment also includes updated Sarbanes-Oxley certifications, reinforcing ongoing compliance efforts. Specific year-over-year financial metric comparisons are not detailed within the provided excerpt of the amendment.

Filing Stats: 4,563 words · 18 min read · ~15 pages · Grade level 11.9 · Accepted 2025-10-28 17:11:11

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 8 ITEM12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 19 ITEM13. Certain Relationships and Related Transactions, and Director Independence 21 ITEM14. Principal Accountant Fees and Services 23 PART IV 23 ITEM15. Exhibits and Financial Statement Schedules 23 ITEM16. Form 10-K Summary 23

SIGNATURES

SIGNATURES 24 1 Table of Contents PART III ITEM10. Directors, Executive Officers and Corporate Governance The Board of Directors of IF Bancorp is presently composed of nine members. The Board is divided into three classes with staggered three-year terms, with approximately one-third of the directors elected each year. The following sets forth certain information regarding the members of our board of directors, and executive officers who are not directors, including the terms of office of board members. Except as indicated herein, there are no arrangements or understandings between any director and any other person pursuant to which the director was selected. The business experience for the past five years of each of our directors is set forth below. With respect to directors, the biographies contain information regarding the person's business experience and the experiences, qualifications, attributes or skills that caused the board of directors to determine that the person should serve as a director. The age indicated in each nominee's biography is as of June 30, 2025. Directors with Terms Ending in 2025 Dr. Rodney E. Yergler. Dr. Yergler operated his own dental practice in Crescent City, Illinois, from June 1, 1985 until his retirement May 31, 2023. He was a member of the American Dental Association, the Illinois State Dental Association, the Kankakee District Dental Association and the American Academy of Implant Dentistry. Dr. Yergler has a B.S. in Biology from Wheaton College and graduated cum laude from Loyola University School of Dentistry. He served for many years on the American Cancer Society Iroquois County Board and assisted with the Iroquois County Relay for Life for three years. He has also served as Superintendent for St. Peter's Lutheran Church Sunday School and Church Council. He is currently on the Board for the Iroquois County Public Health Department. Dr. Yergler's business experience and involvement in the local community provi

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