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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. 23 Week Ending June 5, 2021 Board of Governors of the Federal Reserve System, Washington, DC 20551 H.2 Board Actions May 30, 2021 to June 5, 2021 Forms Forms -- initial Board review to extend without revision the Basel II Interagency Pillar 2 Supervisory Guidance (FR 4199); and final Board review to extend without revision the Recordkeeping Provisions Associated with Stress Testing Guidance (FR 4202), Application for a Foreign Organization to Acquire a U.S. Bank or Bank Holding Company (FR Y-3F), International Applications and Prior Notifications under Subpart B of Regulation K (FR K-2), and Recordkeeping Requirements Associated with Changes in Foreign Investments (Made Pursuant to Regulation K) (FR 2064). - Approved, June 3, 2021 Enforcement BBVA USA, Birmingham, Alabama -- consent order of prohibition against Jennifer Bradford, a former institution-affiliated party. - Announced, June 3, 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 May 30, 2021 to June 5, 2021 RBOPS Reserve Bank Operations and Payment Systems IF International Finance MA Monetary Affairs Bank Branches, Domestic Richmond HomeTrust Bank, Asheville, North Carolina -- to establish branches at 6310 Fairview Road, Charlotte, and 4700 Six Forks Road, Raleigh (two applications). - Approved, June 2, 2021 St. Louis Independence Bank of Kentucky, Owensboro, Kentucky -- to establish a branch at 1900 Colonel Sanders Lane, Louisville. - Approved, May 31, 2021 Minneapolis North American Banking Company, Roseville, Minnesota -- to establish a branch at the northeast corner of Hemlock Lane North and Village Drive, Maple Grove. - Approved, June 1, 2021 Cleveland The Ohio Valley Bank Company, Gallipolis, Ohio -- to establish a branch at 2509 Jackson Avenue, Point Pleasant, West Virginia. - Approved, June 4, 2021 (A/C) = Addition or Correction Delegated - 1 of 5 H.2 Actions under delegated authority May 30, 2021 to June 5, 2021 Bank Holding Companies Chicago AC Bancorp, Inc., Petersburg, Illinois -- waiver of application to acquire Firstate Bancorp, Inc., Mason City, in connection with the merger of 1st State Bank of Mason City, with and into Alliance Community Bank, Petersburg. - Granted, May 26, 2021 (A/C) Chicago Community Capital Bancorp, Inc., Waukesha, Wisconsin -- to become a bank holding company by acquiring Collins Bankcorp, Inc., Collins, and thereby indirectly acquire Collins State Bank. - Returned, June 4, 2021 Philadelphia Fidelity D&D Bancorp, Inc., Dunmore, Pennsylvania -- waiver of application to acquire Landmark Bancorp, Inc., Pittston, and thereby indirectly acquire Landmark Community Bank (Landmark), in connection with the merger of Landmark with and into The Fidelity Deposit and Discount Bank, Dunmore. - Granted, June 3, 2021 San Francisco Peak Bancorp, Inc, McCall, Idaho -- to become a bank holding company by acquiring Idaho First Bank, McCall. - Approved, June 2, 2021 Chicago PFB Holding Company, Joliet, Illinois -- to become a bank holding company by acquiring PeopleFirst Bank. - Returned, June 3, 2021 (A/C) = Addition or Correction Delegated - 2 of 5 H.2 Actions under delegated authority May 30, 2021 to June 5, 2021 Banks, State Member Chicago Ally Bank, Sandy, Utah -- to make certain public welfare investments (three requests). - Approved, June 3, 2021 Change in Bank Control Chicago Chebelle Corporation, Belle Plaine, Iowa -- Karlene M. Lindseth 2020 Chebelle Trust, Michael J. Lindseth, as trustee, both of Eden Prairie, Minnesota, to become members of the Erusha Family Control Group (approved October 11, 2019), a group acting in concert, to retain voting shares of Chebelle Corporation and thereby retain voting shares of Chelsea Savings Bank, Belle Plaine, Iowa. - Permitted, June 2, 2021 Chicago First Lena Corporation, Lena, Illinois -- Steven V. Chesney, Las Vegas, Nevada, to acquire voting shares of First Lena Corporation and thereby indirectly acquire voting shares of Citizens State Bank, Lena. - Permitted, June 2, 2021 (A/C) = Addition or Correction Delegated - 3 of 5 H.2 Actions under delegated authority May 30, 2021 to June 5, 2021 Change in Bank Control San Francisco Greater Pacific Bancshares, Whittier, California -- Hamad Abdulmohsen Almarzouq, Abeer Abdullah Alsemait, Abdulaziz Yacoub Alnafisi, Ahmad Abdulaziz Alnafisi, Aljuohara Abdulaziz Alnafisi, Dalal Abdulaziz Alnafisi, Farah Abdulaziz Alnafisi, all of Yarmouk, Kuwait; Ghaida Husain Alhusain, Duaij Khalifah Khalaf Alenezi, Samir Yaqoub Alnafisi, Suliman Khalifah Khalaf Alenezi, all of Kuwait City, Kuwait; Abrar Khaled Alsabah, Jaber Khaled Alsabah, Ohoud Salem Alsabah, Salem Khaled Alsabah, Shaikhah Khaled Alsabah, all of Qortuba, Al Asimah, Kuwait; Khalid Abdullah Alsumait, Shatha Abdullah Alsamait, both of Dahiya Abdullah Salem, Kuwait; Areej Abdullah Alsamait, Shuwaikh, Kuwait; Issam Abdulmohsen Almarzooq, Abdullah Alsalem, Kuwait; as a group acting in concert to acquire voting shares of Greater Pacific Bancshares, and thereby indirectly acquire voting shares of Bank of Whittier, National Association, both of Whittier, California. - Withdrawn, June 1, 2021 Dallas Maypearl Bancshares, Inc., Maypearl, Texas -- Jane C. Wilemon, individually, and as trustee of the Wilemon Family Trust and the Wilemon Survivors Trust, comprising the Jane C. Wilemon Family Control Group, a group acting in concert, to retain voting shares of Maypearl Bancshares, Inc. and thereby indirectly retain voting shares of The Cowboy Bank of Texas, all of Maypearl, Texas. - Permitted, June 4, 2021 Chicago Solon Financial, Inc., Solon, Iowa -- Karlene M. Lindseth 2020 Solon Trust, Michael J. Lindseth, as trustee, and the Michael J. Lindseth 2020 Solon Trust, Karlene M. Lindseth, as trustee, all of Eden Prairie, Minnesota, to become members of the Erusha Family Control Group (approved May 31, 2019), a group acting in concert, to retain voting shares of Solon Financial, Inc. and thereby indirectly retain voting shares of Solon State Bank, Solon, Iowa. - Permitted, June 2, 2021 (A/C) = Addition or Correction Delegated - 4 of 5 H.2 Actions under delegated authority May 30, 2021 to June 5, 2021 Extensions of Time Dallas Woodforest Financial Group Employee Stock Ownership Plan (with 401(k) Provisions) (Amended and Restated Eff. 01/01/16), The Woodlands, Texas, and Woodforest Financial Group Employee Stock Ownership Trust -- extension to September 4, 2021, to acquire shares of Woodforest Financial Group, Inc., The Woodlands, and indirectly acquire Woodforest National Bank. - Granted, June 4, 2021 Financial Holding Companies Kansas City Gemini Bancshares, Inc., Monument, Colorado -- election to become a financial holding company. - Effective, June 2, 2021 (A/C) = Addition or Correction Delegated - 5 of 5 District: 1 Federal Reserve Bank of Boston Filings received during the week ending June 5, 2021 Filer Filing Type Filing Proposal End of Comment Period BANKNEWPORT * Branch Application by BankNewport, Newport, Rhode Island, to establish a branch at 27 Strawberry Field Road, Warwick, Rhode Island, pursuant to Section 208.6 of Regulation H. Newspaper: 06/11/2021 Federal Register: Not applicable Webster Financial Corporation, Waterbury, Connecticut, to merge with Sterling Bancorp, Pearl River, New York and thereby indirectly acquire Sterling National Bank, Pearl River, New York, pursuant to sections 3(a)(3) and 3(a)(5) of the Bank Holding Company Act of 1956, as amended. Newspaper: 06/28/2021 Federal Register: 07/08/2021 WEBSTER FINANCIAL CORPORATION * 3A3 * 3A5 * Subject to the provisions of the Community Reinvestment Act 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 5, 2021 Filer Filing Type Filing Proposal End of Comment Period FIVE STAR BANK * Branch Five Star Bank, Warsaw, New York, to establish a branch office to be located at 100 West Water Street, Elmira, New York. Newspaper: 06/11/2021 Federal Register: Not applicable New York Community Bancorp, Inc., Westbury, New York, to acquire 100 percent of Flagstar Bancorp, Inc., and thereby indirectly acquire Flagstar Bank, FSB, both of Troy, Michigan, pursuant to Section 4(c)(8) and 4(j) of the BHC Act of 1956, as amended, and Section 225.24 of Regulation Y. Newspaper: 06/19/2021 Federal Register: 07/01/2021 NEW YORK COMMUNITY BANCORP, INC. * 4c8 * Subject to the provisions of the Community Reinvestment Act 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 5, 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 5, 2021 Filer Filing Type Filing Proposal End of Comment Period PEOPLES BANCORP INC. * 3A3 Peoples Bancorp, Inc., Marietta, Ohio to acquire Premier Financial Bancorp, Inc., Huntington, West Virginia, and, thereby, indirectly acquire Premier Bank, Inc., Huntington, West Virginia and Citizens Deposit and Trust, Inc., Vanceburg, Kentucky. Newspaper: 06/28/2021 Federal Register: 07/01/2021 * 3A5 * 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 5, 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: Not available 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: Not available Federal Register: 06/24/2021 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 5, 2021 Filer Filing Type UNITED BANCORPORATION * 3A3 OF ALABAMA, INC. * Subject to the provisions of the Community Reinvestment Act Filing Proposal End of Comment Period 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 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 5, 2021 Filer Filing Type Filing Proposal End of Comment Period DRAKE HOLDING COMPANY CIC Notice by the Richard R. Drake Family Trust, Radcliffe, Iowa, with Cynthia A. Shirar, Marshalltown, Iowa, Edwin A. Drake, West Des Moines, Iowa, and Bryan S. Drake, Radcliffe, Iowa, 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, both of Radcliffe, Iowa. Newspaper: Not available Federal Register: 05/07/2021 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: Not available 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: Not available 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: Not available Federal Register: Not available 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: 06/04/2021 * Subject to the provisions of the Community Reinvestment Act District: 7 Federal Reserve Bank of Chicago Filings received during the week ending June 5, 2021 Filer Filing Type Filing Proposal End of Comment Period NORTHERN TRUST COMPANY, THE 4c8 The Northern Trust Corporation, Chicago, Illinois, through the London Branch of The Northern Trust Company,Chicago, Illinois to engage de novo in the nonbanking activity of distributed ledger technology node operator and node validator services, and thereby engage in the nonbanking activity of data processing, pursuant to section 225.28(b)(14) of Regulation Y. Newspaper: Not applicable Federal Register: Not available PFB HOLDING COMPANY 3A1 PFB Holding Company, Joliet, Illinois to become a bank holding company by acquiring PeopleFirst Bank, Joliet, Illinois. Newspaper: Not applicable Federal Register: Not applicable 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: Not available Federal Register: 06/17/2021 WATERSTONE FINANCIAL, INC. CIC * 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 NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 8 Federal Reserve Bank of St. Louis Filings received during the week ending June 5, 2021 Filer Filing Type Filing Proposal End of Comment Period DU QUOIN STATE BANK * Branch Du Quoin State Bank of Du Quoin, Illinois to establish a branch located at 102 Chestnut Street, De Soto, Illinois. Newspaper: 06/18/2021 Federal Register: Not applicable First Bank, Creve Coeur, Missouri to establish a new branch located at 878 Eastlake Parkway, Suite 1310, Chula Vista, California. Newspaper: 06/05/2021 Federal Register: Not applicable 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: 06/04/2021 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: Not available Federal Register: Not available Notice by Rich Land Bancorp, Inc. ESOP (the ESOP) and Dan L. Eichelberger, individually and as trustee of the ESOP, both of Olney, Illinois, to retain control of Rich Land Bancorp, Inc., and thereby indirectly retain control of TrustBank, both of Olney, Illinois. Newspaper: 06/14/2021 Federal Register: 06/23/2021 FIRST BANK * Branch FIRST STATE CAPITAL CORPORATION * 3A5 M&P COMMUNITY BANCSHARES, INC. 401(K) EMPLOYEE STOCK OWNERSHIP PLAN * 3A3 RICH LAND BANCORP, INC. CIC * 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 5, 2021 Filer Filing Type Filing Proposal End of Comment Period 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: Not available 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 activities in a community 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: Not available Federal Register: Not available 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 MIDCOUNTRY ACQUISITION CORP. * 3A1 * 3A3 4c8 * 4c8 RANDALL BANCORP, INC. CIC * Subject to the provisions of the Community Reinvestment Act District: 9 Federal Reserve Bank of Minneapolis Filings received during the week ending June 5, 2021 Filer Filing Type Filing Proposal End of Comment Period RUSHFORD STATE BANCORP, INC. CIC James T. Roberton, Ramsey, Minnesota, to retain voting shares of Rushford State Bancorp, Inc., and thereby indirectly retain voting shares of Rushford State Bank, both of Rushford, Minnesota. Newspaper: 06/30/2021 Federal Register: 06/11/2021 SECURITY FINANCIAL BANK * 18C 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 WNB HOLDING COMPANY CIC Elizabeth King Bach Trust under Agreement dated July 19, 2019; E.L. King Jr. Marital Trust FBO E.L. King III; E.L. King Jr. Marital Trust FBO Elizabeth King Bach; E.L. King, Jr. Generation Skip Trust FBO E.L. King III; and E.L. King, Jr. Generation Skip Trust FBO Elizabeth King Bach; all of Winona, Minnesota (WNB Financial, National Association, Winona, Minnesota (Bank), and Kent Gernander, Rushford, Minnesota, are co-trustees for these five trusts); and David King Marital Trust created under the Will dated 3/6/95, Winona, Minnesota (Bank is trustee and Kent Gernander has proxy with power to vote the shares for this trust), to become members of the Gernander group, a group acting in concert, to retain 25% or more of the voting shares of WNB Holding Company, Winona, Minnesota, and thereby indirectly retain voting shares of Bank. Newspaper: 02/22/2021 Federal Register: 06/16/2021 Daniel King, North Plains, Oregon; Sarah King, Henderson, Nevada; Heather Bach, LaCrosse, Wisconsin; Nicolle Jensen, Santa Fe, New Mexico; Sarah BachLumsden, Winona, Minnesota; and the Frederick R. King Marital Trust U/W and Frederick R. King Family Trust U/W, both of Winona, Minnesota, (WNB Financial, National Association, Winona, Minnesota (Bank) and Elizabeth King Bach, Winona, Minnesota are co-trustees for these two trusts) to become members of the King group, a group acting in concert, to retain 25% or more of the voting shares of WNB Holding Company, Winona, Minnesota, and thereby indirectly retain voting shares of Bank. Newspaper: 02/22/2021 Federal Register: 06/16/2021 WNB HOLDING COMPANY CIC * 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 5, 2021 Filer Filing Type NONE * Subject to the provisions of the Community Reinvestment Act Filing Proposal End of Comment Period 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 5, 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 5, 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 NONE CRA Examinations scheduled for Quarter of Institution NONE * Subject to the provisions of the Community Reinvestment Act Location Quarter Exam Method District: 12 Federal Reserve Bank of San Francisco Filings received during the week ending June 5, 2021 Filer Filing Type Filing Proposal End of Comment Period BANKGUAM HOLDING COMPANY 4c8 BankGuam Holding Company, Hagatna, Guam, to acquire an additional 25 percent of the outstanding voting shares of ASC Trust, LLC, Hagatna, Guam, and thereby engage in employee benefits consulting services and trust company functions, pursuant to sections 225.28(b)(9)(ii) and 225.28(b)(5) of Regulation Y. Newspaper: Not applicable Federal Register: 06/23/2021 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 SVB Financial Group, Santa Clara, California, to merge with Boston Private Financial Holdings, Inc. and thereby indirectly acquire Boston Private Bank & Trust Company; both of Boston, Massachusetts; 2) Boston Private Bank & Trust Company, Boston, Massachusetts, to merge with and into Silicon Valley Bank, Santa Clara, California; 3) Silicon Valley Bank to acquire 19 branch offices of Boston Private Bank & Trust Company; and 4)Silicon Valley Bank, Santa Clara, California, to exercise trust powers. Newspaper: Not available Federal Register: 04/07/2021 Taiwan Cooperative Bank, Ltd., Taipei, Taiwan, to establish a branch office in Houston, Texas, pursuant to section 211.24 (a)(1) of Regulation K and section 7(d) of FBSEA. Newspaper: 06/13/2021 Federal Register: Not applicable Westamerica Bank, San Rafael, California, requests prior approval to make a $3,630,000 public welfare investment in RBC Community Investments California Fund-6 LP. Newspaper: Not applicable Federal Register: Not applicable SVB FINANCIAL GROUP * 18C * 3A5 * Branch TAIWAN COOPERATIVE BANK, LTD. FBSEA WESTAMERICA BANK PWI * 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