Marathon Bancorp Sets Annual Meeting, Board Recommends Key Votes

Ticker: MBBC · Form: DEF 14A · Filed: Oct 15, 2025 · CIK: 1835385

Sentiment: neutral

Topics: Proxy Statement, Corporate Governance, Director Election, Auditor Ratification, Shareholder Meeting, ESOP, Banking Sector

Related Tickers: MBBC

TL;DR

**MBBC's annual meeting is a routine governance check, but the strong insider ownership and ESOP stake signal alignment with long-term value, making it a stable, if unexciting, hold.**

AI Summary

Marathon Bancorp, Inc. (MBBC) is holding its 2025 Annual Meeting on November 18, 2025, to elect two directors and ratify Bonadio & Co., LLP as its independent registered public accounting firm for the fiscal year ending June 30, 2026. The Board of Directors unanimously recommends a 'FOR' vote on both proposals. As of September 30, 2025, there were 2,938,698 shares of common stock outstanding. The Marathon Bank Employee Stock Ownership Plan Trust is the largest beneficial owner, holding 254,445 shares, representing 8.7% of outstanding common stock. Nicholas W. Zillges, President and CEO, beneficially owns 104,504 shares (3.5%), while all directors and executive officers as a group own 326,899 shares (11.1%). The company's Articles of Incorporation limit voting power to 10% for any single beneficial owner. The proxy statement emphasizes the importance of stockholder participation, especially for 'street name' holders, to ensure votes are counted for director elections.

Why It Matters

This DEF 14A filing outlines the governance structure and key decisions for Marathon Bancorp, directly impacting investor confidence and strategic direction. The election of directors, specifically Ann M. Werth and Timothy R. Wimmer for three-year terms, will shape the company's leadership and oversight, which is crucial for navigating the competitive regional banking landscape in Wausau, Wisconsin. Ratifying Bonadio & Co., LLP ensures continued financial transparency and regulatory compliance, vital for maintaining trust with investors and regulators. For employees, the significant holdings in the ESOP and 401(k) plans mean their financial well-being is tied to the company's performance and governance stability.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance matters like director elections and auditor ratification, which present minimal inherent risk. There are no indications of contentious proposals, significant changes in control, or unusual financial disclosures that would elevate the risk profile. The Board's unanimous recommendation for all proposals further reduces the likelihood of investor dissent.

Analyst Insight

Investors should review the biographies of the nominated directors, Ann M. Werth and Timothy R. Wimmer, to understand their qualifications and alignment with the company's strategic goals. Ensure your vote is cast, especially if holding shares in 'street name,' to participate in the election of directors and ratification of the auditor, supporting sound corporate governance.

Key Numbers

Key Players & Entities

FAQ

When is Marathon Bancorp's 2025 Annual Meeting of Stockholders?

Marathon Bancorp, Inc.'s 2025 Annual Meeting of Stockholders will be held on November 18, 2025, at 9:00 a.m., local time, at Marathon Bank, located at 500 Scott Street, Wausau, Wisconsin.

What are the main proposals to be voted on at the Marathon Bancorp annual meeting?

The main proposals for the Marathon Bancorp annual meeting are the election of two directors, Ann M. Werth and Timothy R. Wimmer, and the ratification of the appointment of Bonadio & Co., LLP as the independent registered public accounting firm for the year ending June 30, 2026.

Who are the directors nominated for election at Marathon Bancorp's 2025 Annual Meeting?

The directors nominated for election at Marathon Bancorp's 2025 Annual Meeting are Ann M. Werth and Timothy R. Wimmer, both of whom are current directors and are nominated to serve a three-year term.

What is the record date for voting at the Marathon Bancorp annual meeting?

The record date for stockholders entitled to vote at Marathon Bancorp's 2025 Annual Meeting is the close of business on September 30, 2025.

How many shares of common stock are outstanding for Marathon Bancorp as of the record date?

As of September 30, 2025, there were 2,938,698 shares of Marathon Bancorp, Inc. common stock issued and outstanding.

Who is the largest beneficial owner of Marathon Bancorp's common stock?

The Marathon Bank Employee Stock Ownership Plan Trust is the largest beneficial owner, holding 254,445 shares, which represents 8.7% of Marathon Bancorp's outstanding common stock as of September 30, 2025.

What is the voting power limit for beneficial owners in Marathon Bancorp?

Marathon Bancorp, Inc.'s Articles of Incorporation state that record owners beneficially owning in excess of 10% of outstanding shares are not entitled to vote shares held above that 10% limit.

How does the Board of Directors recommend stockholders vote on the proposals?

The Board of Directors unanimously recommends a vote 'FOR' each matter to be considered at the annual meeting, including the election of directors and the ratification of Bonadio & Co., LLP.

What happens if a 'street name' stockholder does not provide voting instructions for director elections?

If a 'street name' stockholder does not instruct their broker, bank, or other holder of record on how to vote in the election of directors, no votes will be cast on their behalf due to current regulations restricting discretionary voting on such matters.

Who is the President and CEO of Marathon Bancorp, Inc.?

Nicholas W. Zillges is the President and Chief Executive Officer and a director of Marathon Bancorp, Inc. and Marathon Bank, a position he has held since 2014.

Industry Context

Marathon Bancorp, Inc. operates within the community banking sector, which is characterized by local market focus and relationship-based lending. The industry is subject to evolving regulatory landscapes and increasing competition from larger financial institutions and fintech companies. Interest rate fluctuations and economic conditions significantly impact profitability and loan demand.

Regulatory Implications

As a financial institution, Marathon Bancorp, Inc. is subject to stringent regulations from federal and state authorities, including the Federal Reserve and state banking departments. Compliance with these regulations is critical to maintaining operational licenses and avoiding penalties. Changes in banking laws or increased regulatory scrutiny could impact the company's business operations and profitability.

What Investors Should Do

  1. Vote your shares
  2. Review the Proxy Statement and Annual Report
  3. Consider the voting power limitation

Key Dates

Glossary

DEF 14A
A filing with the SEC that provides detailed information about a company's annual meeting, including director nominations, executive compensation, and other corporate governance matters. (This document is the primary source of information for the annual meeting of Marathon Bancorp, Inc.)
Proxy Statement
A document that a company's management sends to shareholders before a meeting of shareholders, soliciting their proxy votes. (This document outlines the proposals to be voted on at the annual meeting and provides background information on director nominees and other matters.)
Beneficial Owner
A person who has or shares voting power or investment power over a security, or has the right to acquire such ownership within 60 days. (Used to identify significant shareholders and to apply voting power limitations.)
Street Name Holder
An investor who holds securities through a broker or other financial institution, rather than directly in their own name. (The proxy statement emphasizes the need for these holders to provide instructions to their record holders to ensure their votes are counted.)
Articles of Incorporation
The foundational legal document of a corporation, outlining its basic structure, purpose, and powers. (Contains provisions such as the 10% voting power limit for beneficial owners.)
Ratification
The act of confirming or approving a previous action or decision. (Stockholders are asked to ratify the appointment of the independent registered public accounting firm.)

Year-Over-Year Comparison

This filing is a proxy statement for the 2025 Annual Meeting, focusing on director elections and auditor ratification. Specific comparative financial metrics against the prior year's filing (e.g., revenue, net income, margins) are not detailed within this proxy statement itself, as it primarily serves to solicit votes for upcoming corporate governance matters. The Annual Report for the year ended June 30, 2025, which accompanies this proxy statement, would contain the detailed financial comparisons.

Filing Stats: 4,856 words · 19 min read · ~16 pages · Grade level 11.2 · Accepted 2025-10-15 09:00:14

Key Financial Figures

Filing Documents

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Under Rule 14a-12 Marathon Bancorp, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required. Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. October 15, 2025 Dear Fellow Stockholder: We cordially invite you to attend the 2025 Annual Meeting of Stockholders of Marathon Bancorp, Inc. The Annual Meeting will be held at Marathon Bank, located at 500 Scott Street, Wausau, Wisconsin on November 18, 2025, at 9:00 a.m., local time. The enclosed Notice of Annual Meeting and Proxy Statement describe the formal business to be transacted. During the annual meeting we will also report on the operations of Marathon Bancorp, Inc. Also enclosed for your review is our Annual Report for the year ended June 30, 2025, which contains information concerning our activities and operating performance. Our directors and officers, as well as a representative of our independent registered public accounting firm, will be present to respond to any questions that stockholders may have. The business to be conducted at the annual meeting consists of the election of directors and the ratification of the appointment of Bonadio & Co., LLP as our independent registered public accounting firm for the year ending June 30, 2026. The Board of Directors has determined that the matters to be considered at the annual meeting are in the best interest of Marathon Bancorp, Inc. and its stockholders, and the Board of Directors unanimously recommends a vote "FOR" each matter to be considered. On behalf of the Board of Directors, we urge you to sign, date and return the enclosed proxy card or vote via the Internet or by mobile device as soon as possible, even if you currently plan to attend the annual meeting. This will not prevent you from voting in person, but will assure that your vote is counted if you are unable to attend the annual meeting. Your vote is important, regardless of the number of shares that you own. Our Proxy Statement and the 2025 Annual Report are available at www.cstproxy.com/marathon/2025. Sincerely, Nicholas W. Zillges President and Chief Executive Officer Marathon Bancorp, Inc. 500 Scott Street Wausau, Wisconsin 54403 (715) 845-7331 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held On November 18, 2025 Notice is hereby given that the 2025 Annual Meeting of Stockholders of Marathon Bancorp, Inc. will be held at 500 Scott Street, Wausau, Wisconsin on November 18, 2025 at 9:00 a.m., local time. A Proxy Card and Proxy Statement for the annual meeting are enclosed. The annual meeting is for the purpose of considering and acting upon: 1. the election of two directors; 2. the ratification of the appointment of Bonadio & Co., LLP as our independent registered public accounting firm for the year ending June 30, 2026; and such other matters as may properly come before the annual meeting, or any adjournments thereof. The Board of Directors is not aware of any other business to come before the annual meeting. Any action may be taken on the foregoing proposals at the annual meeting on the date specified above, or on the date or dates to which the annual meeting may be adjourned. Stockholders of record at the close of business on September 30, 2025 are the stockholders entitled to vote at the annual meeting, and any adjournments thereof. EACH STOCKHOLDER, WHETHER HE OR SHE PLANS TO ATTEND THE ANNUAL MEETING, IS REQUESTED TO SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD WITHOUT DELAY IN THE ENCLOSED POSTAGE-PAID ENVELOPE OR VOTE BY INTERNET OR BY MOBILE DEVICE AS DIRECTED ON YOUR PROXY CARD. ANY PROXY GIVEN BY THE STOCKHOLDER MAY BE REVOKED AT ANY TIME BEFORE IT IS VOTED. A PROXY MAY BE REVOKED BY FILING WITH THE CORPORATE SECRETARY OF MARATHON BANCORP, INC. A WRITTEN REVOCATION OR A DULY EXECUTED PROXY CARD BEARING A LATER DATE. ANY STOCKHOLDER PRESENT AT THE ANNUAL MEETING MAY REVOKE HIS OR HER PROXY AND VOTE PERSONALLY ON EACH MATTER BROUGHT BEFORE THE ANNUAL MEETING. HOWEVER, IF YOU ARE A STOCKHOLDER WHOSE SHARES ARE NOT REGISTERED IN YOUR OWN NAME, YOU WILL NEED ADDITIONAL DOCUMENTATION FROM YOUR RECORD HOLDER IN ORDER TO VOTE IN PERSON AT THE ANNUAL MEETING. ATTENDANCE AT THE ANNUAL MEETING WILL NOT IN ITSELF CONSTITUTE REVOCATION OF YOUR PROXY. By Order of the

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