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Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications and Reports Received No. 24 Week Ending June 12, 2021 Board of Governors of the Federal Reserve System, Washington, DC 20551 H.2 Board Actions June 6, 2021 to June 12, 2021 Bank Holding Companies SVB Financial Group, Santa Clara, California -- (1) to merge with Boston Private Financial Holdings, Inc., Boston, Massachusetts, and thereby indirectly acquire Boston Private Bank & Trust Company (BP Bank); (2) for Silicon Valley Bank (SVB Bank), Santa Clara, California, to merge with BP Bank and establish branches at the main-office and branch locations of BP Bank; and (3) for SVB Bank to change the general character of its business to engage in trust activities. - Approved, June 9, 2021 Enforcement SunTrust Bank, Atlanta, Georgia -- consent order dated November 19, 2019, terminated June 10, 2021. - Announced, June 10, 2021 (A/C) = Addition or Correction Board - Page 1 of 1 H.2 Actions under delegated authority S&R Supervision and Regulation C&CA Consumer and Community Affairs FOMC Federal Open Market Committee June 6, 2021 to June 12, 2021 RBOPS Reserve Bank Operations and Payment Systems IF International Finance MA Monetary Affairs Bank Branches, Domestic Kansas City Adams Bank & Trust, Ogallala, Nebraska -- to establish branches at 1359 Interquest Parkway, Colorado Springs, Colorado, and 7251 West 20th Street, Greeley (two applications). - Approved, June 11, 2021 St. Louis First Bank, Creve Coeur, Missouri -- to establish a branch at 878 Eastlake Parkway, Chula Vista, California. - Approved, June 9, 2021 Richmond The Freedom Bank of Virginia, Fairfax, Virginia -- to establish a branch at 7900 Westpark Drive, McLean. - Approved, June 8, 2021 Bank Holding Companies San Francisco Friendly Hills Bancorp, Whittier, California -- to become a bank holding company by acquiring Friendly Hills Bank, Whittier. - Approved, June 11, 2021 Chicago FWB Financial, Inc., Chicago, Illinois -- to become a bank holding company by acquiring FW Bank, Chicago, a de novo bank. - Approved, June 7, 2021 (A/C) = Addition or Correction Delegated - 1 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Bank Holding Companies Minneapolis Global Innovations Holdings, Incorporated, Rapid City, South Dakota -- to become a bank holding company by acquiring Global Innovations Bank, Kiester, Minnesota. - Approved, June 9, 2021 Chicago High Point Financial Services, Inc., Forreston, Illinois -- to acquire Durand Bancorp, Inc., Durand, and thereby indirectly acquire Durand State Bank. - Approved, June 10, 2021 St. Louis OakStar Bancshares, Inc., Springfield, Missouri -- to acquire First Colorado National Bank, Paonia, Colorado. - Approved, June 10, 2021 Bank Mergers St. Louis The Central Trust Bank, Jefferson City, Missouri -- to merge with Central Bank of Audrain County, Mexico; Central Bank of Boone County, Columbia; Central Bank of Branson, Branson; Central Bank of Lake of the Ozarks, Osage Beach; Central Bank of Moberly, Moberly; Central Bank of Sedalia, Sedalia; Central Bank of St. Louis, Clayton; Central Bank of the Midwest, Lee's Summit; Central Bank of the Ozarks, Springfield; Central Bank of Warrensburg, Warrensburg; Jefferson Bank of Missouri, Jefferson City; and Central Bank of Oklahoma, Tulsa, Oklahoma, and to retain the acquired facilities as branches. - Approved, May 28, 2021 (A/C) (A/C) = Addition or Correction Delegated - 2 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Bank Mergers Chicago Iowa State Bank, Hull, Iowa -- to merge with Melvin Savings Bank, Melvin, and thereby establish branches at 260 Main Street, Melvin, and 721 2nd Avenue, Sibley. - Approved, June 10, 2021 Change in Bank Control Kansas City Bruning Bancshares, Inc., Bruning, Nebraska -- Fred D. Bruning, Bruning, and Jane A. Tonniges, Omaha, as members of the Bruning Family Group, individually, and as trustees of family trusts listed below, to retain voting shares of Bruning Bancshares, Inc. (Bancshares). In addition, the Frank L. Bruning Nonqualifying Trust Share created under the Last Will and Testament of Frank L. Bruning, Bruning, Fred D. Bruning and Jane A. Tonniges, co-trustees; the Fred D. Bruning 2020 Irrevocable Trust, Penni J. Bruning, trustee, both of Bruning, and Dennis C. Stara, specialpurpose trustee, Lincoln; the Jane A. Tonniges Revocable Trust, Omaha, Jane A. Tonniges, trustee; the Mary B. Bruning Revocable Trust, Mary B. Bruning, cotrustee, both of Bruning, and Fred D. Bruning and Jane A. Tonniges, co-trustees; Adam F. Bruning, Hebron; Reiss L. Bruning, Bruning; Christopher Tonniges, Omaha; and Dennis C. Stara, Lincoln, to join the Bruning Family Group, a group acting in concert, to retain voting shares of Bancshares and indirectly retain voting shares of Bruning Bank, Bruning. - Permitted, June 9, 2021 Chicago Drake Holding Company, Radcliffe, Iowa -- the Richard R. Drake Family Trust, Radcliffe, with Cynthia A. Shirar, Marshalltown; Edwin A. Drake, West Des Moines; and Bryan S. Drake, Radcliffe, all individually and as co-trustees, to join the Drake Family Control Group, a group acting in concert, to retain voting shares of Drake Holding Company and indirectly retain voting shares of Security State Bank, Radcliffe. - Withdrawn, June 9, 2021 (A/C) = Addition or Correction Delegated - 3 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Change in Bank Control San Francisco East West Bancorp, Inc., Pasadena, California -- the Vanguard Group, Inc., Malvern, Pennsylvania, on behalf of itself, its subsidiaries and affiliates, including investment companies registered under the Investment Company Act of 1940, other pooled investment vehicles, and institutional accounts that are sponsored, managed, or advised by Vanguard, to acquire additional voting shares of East West Bancorp, Inc., and thereby acquire additional voting shares of East West Bank, Pasadena. - Permitted, June 11, 2021 Kansas City First Centralia Bancshares, Inc., Centralia, Kansas -- the Bruce L. Bachman Trust for Whitney E. Martin dated December 29, 2020, and Whitney E. Martin, as trustee, both of Leawood, and the Bruce L. Bachman Trust for Tyler J. Bachman dated December 29, 2020 (TJB Trust), Tyler J. Bachman, trustee, both of Shawnee, to retain shares of First Centralia Bancshares, Inc. and to join the Bachman Family Control Group, a group acting in concert, and thereby indirectly retain shares of First Heritage Bank, Centralia. Tyler J. Bachman, trustee of the TJB Trust, previously was approved as a member of the Bachman Family Control Group. - Permitted, June 7, 2021 Cleveland Huntington Bancshares, Inc., Columbus, Ohio -- the Vanguard Group, Inc., Malvern, Pennsylvania, on behalf of itself, its subsidiaries and affiliates, including investment companies registered under the Investment Company Act of 1940, other pooled investment vehicles, and institutional accounts that are sponsored, managed, or advised by Vanguard, to acquire additional voting shares of Huntington Bancshares, Inc. and thereby indirectly acquire additional voting shares of Huntington National Bank, Columbus. - Permitted, June 11, 2021 (A/C) = Addition or Correction Delegated - 4 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Change in Bank Control Kansas City NBM Corporation McAlester, Oklahoma -- Matthew M. McGowan, McAlester, as trustee of various family trusts listed below, and as trustee of the NBM Corporation 401(k) Employee Stock Option Plan, McAlester; the Matthew M. McGowan Revocable Trust and the McGowan Children's Trust, both of Oklahoma City, Matthew M. McGowan, trustee; the Mary Nancy McGowan Revocable Trust UTA, Oklahoma City, Mary N. McGowan, trustee, McAlester; the Michelle Tompkins Living Trust, Michelle McGowan Tompkins, trustee, both of Oklahoma City; Michal Shannon McGowan Helvey and Hannah McGowan Hughes, both of Edmond; William McGowan and Madeline McGowan, both of McAlester; Michael J. Tompkins, Tulsa; Pendleton T. Tompkins, Oklahoma City; and certain minor children of the listed individuals to join the McGowan Family Group, a group acting in concert, to retain voting shares of NBM Corporation and thereby indirectly retain voting shares of The Bank, National Association, McAlester. - Permitted, June 7, 2021 New York Sterling Bancorp, Pearl River, New York -- the Vanguard Group, Inc., Malvern, Pennsylvania, on behalf of itself, its subsidiaries and affiliates, including investment companies registered under the Investment Company Act of 1940, other pooled investment vehicles, and institutional accounts that are sponsored, managed, or advised by Vanguard, to acquire additional voting shares of Sterling Bancorp and thereby indirectly acquire additional voting shares of Sterling National Bank, Pearl River. - Permitted, June 11, 2021 (A/C) = Addition or Correction Delegated - 5 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Change in Bank Control Boston Webster Financial Corporation, Waterbury, Connecticut -- the Vanguard Group, Inc., Malvern, Pennsylvania, on behalf of itself, its subsidiaries and affiliates, including investment companies registered under the Investment Company Act of 1940, other pooled investment vehicles, and institutional accounts that are sponsored, managed, or advised by Vanguard, to acquire additional voting shares of Webster Financial Corporation and thereby indirectly acquire additional voting shares of Webster Bank, National Association, Waterbury. - Permitted, June 11, 2021 Extensions of Time Kansas City Bern Bancshares, Inc., Bern, Kansas -- extension to September 6, 2021, to acquire shares of UBT Bancshares, Inc., Marysville, and thereby indirectly acquire United Bank & Trust. - Granted, June 7, 2021 Director, S&R Citigroup Inc., New York, New York -- extension of time to conform or divest a merchant banking investment. - Granted, June 8, 2021 Secretary First Bank Corp., Fort Smith, Arkansas -- commenter's request to extend the comment period on the application to acquire by merger Central Bancshares of Poteau, Inc., Poteau, Oklahoma, and thereby indirectly acquire Central National Bank of Poteau. - Denied, June 11, 2021 (A/C) = Addition or Correction Delegated - 6 of 7 H.2 Actions under delegated authority June 6, 2021 to June 12, 2021 Extensions of Time Richmond First Sentinel Bank, Richlands, Virginia -- extension to October 8, 2021, to establish a branch at 329 Ingleside Road, Princeton, West Virginia. - Granted, June 8, 2021 St. Louis The Peoples Bancorp, Inc., Newton, Illinois -- extension to September 16, 2021, to become a bank holding company by acquiring The Peoples State Bank of Newton, Illinois, Newton. - Granted, June 10, 2021 Financial Holding Companies Dallas Veritex Holdings, Inc., Dallas, Texas -- election to become a financial holding company. - Effective, June 11, 2021 Regulations and Policies Chair Lending and Liquidity Facilities -- reports to Congress pursuant to section 13(3) of the Federal Reserve Act in response to COVID-19. - Approved, June 8, 2021 (A/C) = Addition or Correction Delegated - 7 of 7 District: 1 Federal Reserve Bank of Boston Filings received during the week ending June 12, 2021 Filer Filing Type NONE * Subject to the provisions of the Community Reinvestment Act Filing Proposal End of Comment Period District: 1 Federal Reserve Bank of Boston Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 2 Federal Reserve Bank of New York Filings received during the week ending June 12, 2021 Filer Filing Type NONE * Subject to the provisions of the Community Reinvestment Act Filing Proposal End of Comment Period District: 2 Federal Reserve Bank of New York Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 3 Federal Reserve Bank of Philadelphia Filings received during the week ending June 12, 2021 Filer Filing Type NONE * Subject to the provisions of the Community Reinvestment Act Filing Proposal End of Comment Period District: 3 Federal Reserve Bank of Philadelphia Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 4 Federal Reserve Bank of Cleveland Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period FIRST FINANCIAL BANK PWI First Financial Bank, Cincinnati, OH, request for pre-approval to make a $3.0MM public welfare investment Newspaper: Not applicable Federal Register: Not applicable First Financial Bank, Cincinnati, OH, request for pre-approval to make a $7.0MM public welfare investment Newspaper: Not applicable Federal Register: Not applicable FIRST FINANCIAL BANK PWI * Subject to the provisions of the Community Reinvestment Act District: 4 Federal Reserve Bank of Cleveland Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 5 Federal Reserve Bank of Richmond Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period SHORE BANCSHARES, INC. 4c8 Shore Bancshares, Inc., Easton, Maryland, to acquire 100% of the voting securities of Severn Bancorp, Inc., Annapolis, Maryland, and thereby indirectly acquire Severn Savings Bank, FSB, Annapolis, Maryland. Newspaper: Not applicable Federal Register: 07/06/2021 VCC Social Enterprises, Richmond, Virginia, to become a bank holding company through the acquisition of 99.6% of the voting securities of VCC Bank, Richmond, Virginia. Newspaper: 06/28/2021 Federal Register: 07/09/2021 VCC SOCIAL ENTERPRISES * 3A1 4c8 * Subject to the provisions of the Community Reinvestment Act District: 5 Federal Reserve Bank of Richmond Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 6 Federal Reserve Bank of Atlanta Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period ANCHOR BANK * Branch Anchor Bank, Palm Beach Garden, Florida to establish a branch: Greenacres Branch, 6805 Lake Worth Road, Greenacres, Florida. Newspaper: 06/20/2021 Federal Register: Not applicable CB Investment Holdings, LLC, Nashville, Tennessee, to become a bank holding company by acquiring control of no less than 51 percent of the outstanding shares of CSB&T Bancorp, Inc., and the indirect acquisition of its subsidiary, Citizens Savings Bank & Trust Company, both of Nashville, Tennessee. Newspaper: Not available Federal Register: Not available Cypress Capital Group, Inc., Palm Beach, Florida, to acquire 100 percent of the outstanding shares of Cypress Trust Company, Palm Beach, Florida; and Cypress Capital Group, Inc., Palm Beach, Florida, to establish Cypress Trust Company, Palm Beach, Florida, and thereby engage in certain listed nonbanking activities. Newspaper: Not available Federal Register: Not available United Bancorporation of Alabama, Atmore, Alabama, to acquire TownCountry National Bank, Camden, Alabama, pursuant to section 3(a)(3) of the BHC Act. Newspaper: Not available Federal Register: 07/06/2021 CB INVESTMENT HOLDINGS, LLC * 3A1 CYPRESS CAPITAL GROUP, INC. * 3A1 UNITED BANCORPORATION * 3A3 OF ALABAMA, INC. * Subject to the provisions of the Community Reinvestment Act District: 6 Federal Reserve Bank of Atlanta Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 7 Federal Reserve Bank of Chicago Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period FIRST BANCORP OF TAYLORVILLE, INC. * 3A5 First Bancorp of Taylorville, Inc., Taylorville, Illinois to merge with Mackinaw Valley Financial Services, Inc. and thereby indirectly acquire First Security Bank, both of Mackinaw, Illinois. Newspaper: Not available Federal Register: 07/01/2021 FIRST NATIONAL BANCSHARES, INC. CIC Notice by the Foote family regarding their control of First National Bancshares, Inc., East Lansing, Michigan and indirect control of First National Bank of America, East Lansing, Michigan. Newspaper: 05/25/2021 Federal Register: 05/26/2021 FOSTORIA BANKSHARES, INC. CIC Heather Cook, Ames, Iowa, to join the Simington Family Group, a group acting in concert, to retain voting shares of Fostoria Bankshares and thereby indirectly retain voting shares of Farmers Savings Bank, both of Fostoria, Iowa. Newspaper: 06/30/2021 Federal Register: 06/24/2021 GRINNELL BANCSHARES, INC. CIC Notice by F. Addison Jones, as trustee of the F. Addison Survivor Trust and the Marion A Jones Descendant Trust, all of Grinnell, Iowa; Grinnell State Bank and F. Addison Jones as Co-Trustees of the David A. Jones Irrevocable Trust and the F. Austin Jones Irrevocable Trust, all of Grinnell, Iowa; Anthony Joseph Jones, Cumming, Iowa; Fitzpatrick A Jones, Grinnell, Iowa; David Aric Jones, Grinnell, Iowa; Alyson Marie Jones, Grinnell, Iowa; Kelsey Megan McCulley, Wellman, Iowa; and Miranda Austin Bradberry, Tiffin, Iowa; to become members of the Jones Family Control Group, a group acting concert, by retaining voting shares of Grinnell Bancshares, Inc. and thereby indirectly retain voting shares of Grinnell State Bank, both of Grinnell, Iowa. Newspaper: Not available Federal Register: 06/25/2021 WATERSTONE FINANCIAL, INC. CIC Notice by WaterStone Bank SSB 2015 Amended and Restated Employee Stock Ownership Plan and WaterStone Bank SSB 401(K) Plan to acquire voting shares of WaterStone Financial, Inc., and thereby indirectly control WaterStone Bank, both of Wauwatosa, Wisconsin. Newspaper: 06/30/2021 Federal Register: 06/17/2021 * Subject to the provisions of the Community Reinvestment Act District: 7 Federal Reserve Bank of Chicago Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating Exam Method 982348 IOWA ST BK, HULL, IOWA 03/08/2021 06/07/2021 S Int Small Bank CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter District: 8 Federal Reserve Bank of St. Louis Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period FIRST STATE CAPITAL CORPORATION * 3A5 First State Capital Corporation, Holly Springs, Mississippi to merge with M&F Bancorp, Inc., and thereby indirectly acquire Merchant and Farmers Bank both of Holly Springs, Mississippi. Newspaper: 06/28/2021 Federal Register: 07/09/2021 M&P COMMUNITY BANCSHARES, INC. 401(K) EMPLOYEE STOCK OWNERSHIP PLAN * 3A3 The M&P Community Bancshares, Inc. 401(k) Employee Stock Ownership Plan, Newport, Arkansas, to acquire additional ownership of up to 39% of M&P Community Bancshares, Inc., Newport, Arkansas, and thereby increase its indirect control of Merchants and Planters Bank, Newport, Arkansas. Newspaper: 07/06/2021 Federal Register: 07/12/2021 * Subject to the provisions of the Community Reinvestment Act District: 8 Federal Reserve Bank of St. Louis Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 9 Federal Reserve Bank of Minneapolis Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period BANK FORWARD EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST * 3A3 Bank Forward Employee Stock Ownership Plan and Trust, Fargo, North Dakota, to acquire 39.79% of the voting shares of Security State Bank Holding Company, Fargo, North Dakota, and thereby indirectly acquire voting shares of Bank Forward, Hannaford, North Dakota. Newspaper: Not available Federal Register: Not available GEBSCO, INC. CIC Daniel J. Heike, Mondovi, Wisconsin; Heidi R. Weber, Mondovi, Wisconsin; Sarah E. Robertson, Eau Claire, Wisconsin; and Frederick Arthur Robertson III Living Trust, Frederick A. Robertson III, as trustee, both of Madison, Wisconsin; to become members of the Heike Family Control Group, a group acting in concert, to retain voting shares of Gebsco, Inc., Mondovi, Wisconsin, and thereby indirectly retain voting shares of Alliance Bank, Mondovi, Wisconsin. Newspaper: 05/27/2021 Federal Register: 06/01/2021 MidCountry Acquisition Corp., Minneapolis, Minnesota (MAC), a savings and loan holding company, to become a bank holding by merging with J & B Financial Holdings, Inc., Minneapolis, Minnesota, and thereby indirectly acquiring 1st United Bank, Faribault, Minnesota; First State Bank of Sauk Centre, Sauk Centre, Minnesota; and Red Rock Bank, Sanborn, Minnesota; and merging with Northfield Bancshares, Inc, Northfield, Minnesota, and thereby indirectly acquiring Community Resource Bank, Northfield, Minnesota. MAC also to retain MidCountry Bank, Bloomington, Minnesota, and thereby engage in operating a savings association pursuant to section 225.28(b)(4)(ii) of Regulation Y. MAC also to acquire First State Agency, Inc., Sauk Centre, Minnesota, and thereby indirectly engage in general insurance agency activity through a lending office in a place that has a population not exceeding 5,000 pursuant to section 225.28(b)(11)(iii) (A) of Regulation Y. In addition, MAC elects to become a financial holding company to enable MidCountry Bank to retain its ownership of MidCountry Insurance Services, Inc. and MidCountry Insurance Agency, Inc, both of Bloomington, Minnesota. Newspaper: 06/19/2021 Federal Register: Not available MIDCOUNTRY ACQUISITION CORP. * 3A1 * 3A3 4c8 * 4c8 * Subject to the provisions of the Community Reinvestment Act District: 9 Federal Reserve Bank of Minneapolis Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period RANDALL BANCORP, INC. CIC The Amended and Restated Kermit J. Zaffke A/K/A John Zaffke Revocable Trust, Kermit J. Zaffke and Karen J. Zaffke as trustees, both of Green Valley, Arizona; and The Amended and Restated Karen J. Zaffke Revocable Trust, Karen J. Zaffke and Kermit J. Zaffke as trustees, both of Green Valley, AZ; a group acting in concert to retain voting shares of Randall Bancorp Inc., and thereby indirectly retain voting shares of Randall State Bank, both of Randall, Minnesota. Newspaper: Not available Federal Register: 06/25/2021 The Family Trust created under the Last Will and Testament of John R. Beyers dated August 17, 2017 and The RCB Marital Trust created under the Last Will and Testament of John R. Beyers dated August 17, 2017, Patty Beyers as trustee, all of Roscoe, South Dakota, to retain voting shares of Roscoe Community Bankshares, Inc. and thereby indirectly retain voting shares of the First State Bank of Roscoe, both of Roscoe, South Dakota. Newspaper: Not available Federal Register: Not available Security Financial Bank, Durand, Wisconsin, to merge with Jackson County Bank, Black River Falls, Wisconsin, and incident thereto, establish branches. Newspaper: Not available Federal Register: Not applicable ROSCOE COMMUNITY BANKSHARES, INC. CIC SECURITY FINANCIAL BANK * 18C * Subject to the provisions of the Community Reinvestment Act District: 9 Federal Reserve Bank of Minneapolis Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 10 Federal Reserve Bank of Kansas City Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period BSB BANCSHARES, INC. 4c8 BSB Bancshares, Inc., Brunswick, Nebraska to engage in lending activities. Newspaper: Not applicable Federal Register: Not available Michael Waldo, Alma, Nebraska; and Dwight Waldo, Republican City, Nebraska; to establish the Waldo Family Group, a group acting in concert, and retain voting shares of Commercial State Holding Company, and thereby indirectly retain voting shares of Commercial State Bank, both of Republican City, Nebraska. Newspaper: Not available Federal Register: Not available COMMERCIAL STATE HOLDING COMPANY, INC. CIC * Subject to the provisions of the Community Reinvestment Act District: 10 Federal Reserve Bank of Kansas City Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 11 Federal Reserve Bank of Dallas Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period ALBANY BANCSHARES, INC. CIC Notice under the Change in Bank Control Act filed by the Jon Rex Jones ("JRJ") Loyal Trust ("Proxy"), Jon Rex Jones, both of Albany, Texas; the JRJ Dynasty Trust, , the Jon Rex Jones Jr. ("JRJ Jr.") Trust V, the JRJ Jr. Loyal Trust ("Proxy"), Jon Rex Jones, Jr., as trustee, the JRJ Jr. Dynasty Trust, Brenda Wilkinson Jones, as trustee, McArron GP LLC, all of Austin, Texas; the Julie Ann Jarvis ("JAJ") Trust V, the Debora L. Jones ("DLJ") Trust V, the JAJ Loyal Trust ("Proxy"), the DLJ Trust ("Proxy"), Julie Ann Jarvis, as trustee, all of Aledo, Texas; and the Stephen Martin Jones ("SMJ") Trust V, the SMJ Loyal Trust ("Proxy"), Stephen Martin Jones, as trustee, all of Abilene, Texas (the "Control Group"), in connection with entry into a Proxy and voting agreement, and shareholders agreement (collectively, the "Agreements"), to retain voting shares of Albany Bancshares, Inc., ("Company"), and thereby indirectly retain voting shares of First National Bank of Albany/Breckenridge, both of Albany, Texas. Newspaper: Not available Federal Register: Not available CAPITAL BANCORP, INC. CIC Retroactive notice under the Change in Bank Control Act filed by Lawrence W. Pickett of Monroe, LA, individually, and Lawrence W. Pickett, Dana Dosher DeGravelle, Marilyn Pickett Worsley, Rock W. Worsley, Lauren P. Davis, Pamela J. Pickett, Benjamin Clark Burch, an individual identified as Minor A and an individual identified as Minor B, each of Monroe, LA, Amanda Dosher Arledge of West Monroe, LA, Adam L. Pickett of San Francisco, CA, De-Ette Copes and Lonnie L. Copes of Delhi, LA, Charles E. Hixon, Jr. and Anne Ruth Hixon of Rayville, LA, Bonnie R. Holley and Willie R. Holley of Epps, LA, David Wesley Sullivan of Pioneer, LA, and Joshua D. Sullivan of New Orleans, LA, collectively a group acting in concert, have applied for permission to retain a controlling interest in the outstanding shares of common stock of Capital Bancorp, Inc., Delhi, Louisiana. Capital Bancorp, Inc. controls Commercial Capital Bank, Delhi, Louisiana. Newspaper: Not available Federal Register: 06/11/2021 * Subject to the provisions of the Community Reinvestment Act District: 11 Federal Reserve Bank of Dallas Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period RIVERBEND FINANCIAL CORPORATION CIC Barkat Ali, Southlake, Texas, Kevin Johnston, Pantego, Texas, Mike Farhat, Southlake, Texas, Judy Han, Houston, Texas, Wea Lee, Houston, Texas, Young Yoo, Dallas, Texas, Jeung-Ho Park, Irving, Texas, Clinton Dunn, Dallas, Texas, Andrew Park, Santa Clarita, California, and Mihir Patel, Coppell, Texas, as a group acting in concert, to control Riverbend Financial Corporation, and Spectra Bank, both of Fort Worth, Texas Newspaper: Not available Federal Register: 08/13/2020 * Subject to the provisions of the Community Reinvestment Act District: 11 Federal Reserve Bank of Dallas Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating Exam Method 645465 VISTA BK, DALLAS, TEXAS 03/01/2021 06/06/2021 S Int Small Bank CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter District: 12 Federal Reserve Bank of San Francisco Filings received during the week ending June 12, 2021 Filer Filing Type Filing Proposal End of Comment Period FRIENDLY HILLS BANK * 18C Friendly Hills Bank, Whittier, California, to acquire certain deposit liabilities, assume the leases, and purchase certain fixed assets, of three branch locations of Bank of Southern California National Association, San Diego, California. Friendly Hills Bank will also consolidate one of the acquired Bank of Southern California, National Association branches into an existing Friendly Hills Bank branch. Newspaper: Not available Federal Register: Not applicable * Subject to the provisions of the Community Reinvestment Act District: 12 Federal Reserve Bank of San Francisco Availability of CRA Public Evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD ID Institution / Location Exam Date CRA Public Date CRA Rating NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method