(] . . COPY FRY-6 OMB Number 7100-0297 Approval expires Seplember 30. 2018 Page 1 or 2 Board of Governors of the Federal Reserve System Annual Report of Holding Companies-FR Y-6 Report at the close of business as of the end of fiscal year This Report is required by law: Section 5(c)(1)(A) of the Bank Holding Company Act (12 U.S.C. § 1844 (c)(1)(A)); Section 8(a) of the International Banking Act (12 U.S.C. § 3106(a)); Sections 11(a)(1}, 25 and 25A of the Federal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a); Section 211.13(c) of Regulation K (12 C.F.R. § 211.13(c)); and Section 225.S(b) of Regulation Y (12 C.F.R. § 225.5(b)) and section 10(c)(2)(H) of the Home Owners' Loan Act. Return to the appropriate Federal Rese1Ve Bank the original and the number of copies specified. This report form is to be filed by all top-tier bank holding compa nies and top-tier savings and loan holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualify ing foreign banking organization under Section 211.23 of Regulation K (12 C.F.R. § 211.23). (See page one of the general instructions for more detail of who must file.) The Federal Reserve may not conduct or sponsor, and an organization (or a person) is not required to respond to, an information collection unless it displays a currently valid OMB control number. NOTE: The Annual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chair man of the board must sign the report. _NlA__:=���=-· I, Erik Skovgard Reporter's Name, Street. and Mailing Address Name of the Holding Company Director and Official CEO/President Title of the Holdin g Company Director and Official With respect to information regarding individuals contained in this report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authority, on behalf of each individual, to consent or object to public release of information regarding that individual. The Federal Reserve may assume, in the absence of a request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information,• 12 C.FR. Part 261, o£7: s:;::Jl d Month I Day I Year Reporter's LB�ri1 C1n1(y 1Jcntnic1 \Lt:ij (20-Charci.cter LEI Code) Lincoln Bancorp Legal Title or Holding Cam pa ny attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been pre pared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief. that the Reporter Date of Report (top-tier holding company's fiscal year-end): December 31, 2015 fillQ individual consent to public release of all ;nd;,�ual 301 Washington Street (Mailing Address of the Holding Campany) Street I P.O. Box Cedar Falls IA City State 50613 ------- Z i p Cade 508 Main Street, Reinbeck. IA 50669 Physical Location (if different from mailing address) Person to whom questions about this report should be directed: Emily J. Girsch EVP/CFO ------- Name Title 319-788-6441 Area Code I Phone Number I Extension 319-788-669 7 Area Cade I FAX Number [email protected] E-mail Add res s Si gn atu re of Holding Camp�ny Director and Official w\NW.mylsb.com 03/07/2016 Address (URL) for the Holding Company's web page Date of Signature For holding companies OQJ. registered with the SEC- Does the reporter request confidential treatment for any porlion of this submission? Indicate status of Annual Report to Shareholders: 0 0 0 is included with the FR Y-6 report 0 Yes Please identify the report items 10 which this request applies: will be sent under separate cover is not prepared O In accordance with the instructions on pages GEN-2 and 3, a letter justifying the request is being provided. For Federal Resezdkrse Orly� �°r RSSD . qG O The information for which confidential treatment is sought is being submitted separately labeled "Confidential." (8) No Public reporting burden for rr11s Information collection is estimated to vary from 1.3 10 101 hours per response, with an average of 5.25 hours per response. including lime to gather and maintain data in lhe required fonn and to review instructions and complete the informatton collection. Send comments regarding this burden estimate or any other aspect of !his collection of informat.lon, inducting suggestions for reducn i g this burden to: Secretary, Board of Governor,; of lhe Federal Reserve System, 20th and C Streets, NW, Washington, DC 20551, and lo !he Office of M anagemenl and Budget. Paperwork Reduction Projecl (7100-0297). Washinglon. DC 20503. 12/2015 Form FR Y-6 Lincoln Bancorp Reinbeck, Iowa Fiscal Year Ending December 31, 2015 Report Item 1: The bank holding company prepares an annual rep01i for its securities holders and is not registered with the SEC. As specified by the appropriate Reserve Bank, 3 copies are enclosed. 2a: Organizational Chart Lincoln Bancorp (Holding Company) LEI: N/A Incorporated in Iowa Reinbeck, IA I 100% Lincoln Savings Bank (Bank Subsidiary) 549300XY02VS45l5ZZ90 100% Lincoln Bancorp Capital Trust II (Subsidiary) Incorporated in Iowa LEI: N/A Cedar Falls, IA Incorporated in Iowa 100% LSB Financial Services, Inc. (Subsidiary) LEI: N/A Incorporated in Iowa Reinbeck, IA 2b: Domestic branch listing provided to the Federal Reserve Bank. Reinbeck, IA Results; A Ust of branches for your holding company: LINCOLN BANCORP (1210169) of REINBECK. IA . The data are as of 12/31/2015 . Data reflects information that was received and processed through 01/07/2016. Reeonclllatlon and Verification Steps 1. In the Data Action column of each branch row, enter one or more of the actions specified below. 2. lf required, enter the date in the Effective Date column. � OK: If the branch information is correct, enter 'OK' In the Data Action column. Chan1e: If the branch Information Is incorrect or incomplete, revise the data, enter 'Change' in the Data Action column and the date when this informalion first became valid in the Effective Date column. dose: 1f a branch listed was sold or closed, enter 'Close' in the Data Action column and the sale or closure date in the Effective Date column. Delete: If a branch listed was never owned by this depository institution, enter 'Delete' in the Data Action column. Add: If a reportable branch is missing, insert a row, add the branch data, and enter 'Add' in the Data Action column and the opening or acquisition date in the Effective Date column. If printing this list, you may need to adjust your page setup in MS Excel. Try using landscape orientation, page scaling, and/or legal sized paper. Submission Procedure When you are finished, send a 5aved copy to your FRB contact. See the detailed instruction5 on thi5 site for more information. If you are e·mailing this to your FRB contact, put your institution name, city and state in the subject Jlne of the e-mall. Note: To satisfy the FR Y·lO reportin& requirements, you must also submit FR Y·lO Domestic Branch Schedules for each branch with a Ooabl Action of Change, Close, Delete , or Add . The FR Y·lO report may be submitted In a hard copy format or via the FR Y·lO Online application· https://ylOonline.federalreserve.gov. • FDIC UNINUM, Office Number, and ID_RSSD columns are for reference only. Verification of these values is not required. O.tli Action Street Address Cltv State Zin Code Counhl Countn1 OK Full Service IHead Offlcel 301 WASHINGTON STREET CEDAR FALLS IA 50613 BLACK HAWK UNITED STATES OK Full Service 4467692 ADEL OFFICE 80S MAIN STREfT ADEL IA 50003 DALLAS UNITED STATES OK Full Service 2105123 ALLISON BRANCH 402 NORTH MAIN STREET ALLISON IA 50602 BUTLER UNITED STATES OK Full Service 4810243 ANKENY OFFICE 1375 SOUTHWEST STATE STREET ANKENY IA 50023 POLK UNITED STATES OK Full Service 821241 APLINGTON BRANCH 932 PARROTT STREET APLINGTON IA 50604 BUTLER UNITED STATES OK FuUService 3S201S2 VIKING ROAD BRANCH 225 VIKING ROAD CEDAR FALL5 IA S0613 BLACKHAWK UNITED STATES OK Full Service 4465429 CLIVE OFFICE 13523 UNIVERSITY AVE CLIVE IA 50325 POLK UNITED STATES 50632 Effective O.te Branch Strvice TvrH! Branch ID RSSD• Ponular Name 589943 LINCOLN SAVINGS SANK FDIC UNINUM• Office: Number• Head Office Head Office ID Rsso• 0 LINCOLN SAVINGS BANK 589943 LINCOLN SAVINGS BANK 589943 3 LINCOLN SAVINGS BANK S89943 LINCOLN SAVINGS BANK 589943 11249 4 LINCOLN SAVINGS BANK 589943 423193 13 LINCOLN SAVINGS BANK 589943 LINCOLN SAVINGS BANK 589943 8872 Not Reouired Not Reauired 6716 Not Reouired Not Reauired Not Reouired Not Reauired 6 LINCOLN SAVINGS BANK S89943 OK Full Service 534644 GARWIN OFFICE 237 MAIN STREET GARWIN TAMA UNITED STATES OK Full Service 782744 GREENE BRANCH 111 EAST TRAER GREENE IA 50636 BUTLER UNITED STATES 11250 7 LINCOLN SAVINGS BANK 589943 OK Full Service 243973 GRINNELL BRANCH 1025 MAIN STREET GRINNELL IA 50112 POWESHIEK UNITED STATES 488159 15 LINCOLN SAVINGS BANK 589943 IA 8535 OK Full Service 3520198 HUDSON BRANCH 200 ELDORA ROAD HUDSON IA 50643 BLACKHAWK UNITED STATES 8063 10 LINCOLN SAVINGS BANK 589943 OK Full Service 2073969 LINCOLN BRANCH 109 NORTH MAIN STREET LINCOLN IA 50652 TAMA UNITED STAltS 231163 2 LINCOLN SAVINGS BANK 589943 OK Full Service 121 CEDAR STREET NASHUA IA 50658 CHICKASAW UNITED STATES 9029 8 LINCOLN SAVINGS BANK 589943 589943 715041 121 CEDAR STREET OFFICE OK Full Service 3534597 REINBECK BRANCH 508 MAIN STREET REINBECK IA 50669 GRUNDY UNITED STATES 231164 9 LINCOLN SAVINGS BANK OK Full Service 3520170 TAMA BRANCH 214 WEST 4TH STREET TAMA IA 52339 TAMA UNITED STATES 181402 14 LINCOLN SAVINGS BANK 589943 OK Full Service 3520219 TOWER PARK BRANCH 242 TOWER PARK DRIVE WATERLOO IA 50701 BLACKHAWK UNITED STATES 363534 12 LINCOLN SAVINGS BANK 589943 3956573 WAVERLY BRANCH 1810 4TH STREET SW SUITE 105 WAVERLY IA 50677 BREMER UNITED STATES 494347 17 LINCOLN SAVINGS BANK 589943 Close 1/8/2016 FultServlce Comments Form FR Y-6 Lincoln Bancorp Cedar Falls, Iowa Fiscal Year Ending December 31, 2015 Report Item 3: Securities Holders Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had Current Securities Holders with ownership, control or holdings of 5% ownership, control or holdings of 5% or more with power to vote or more with power to vote as of fiscal year ending 12-31-2015 during the fiscal year ending 12-31-2015 (1)(a) (1)(b) Name & Address (City, State, Country) Country of Citizenship or Incorporation Lincoln Bancorp U.S.A. (1 )(c) I Number and Percentage of Each Class of Voting Securities 3,385 shares Employee Stock 21.93% of common Ownership Trust, stock Reinbeck, IA/USA Trustees: Steve Tscherler Clem Havlik Emily Girsch James Schneider Note: The shares owned by the ESOT are voted by the trustees Peterson Contractors, Inc., Reinbeck, IA/USA U.S.A. 2,397 shares 15.53% of common stock (2)(a) (2)(b) Name & Address (City, State, Country) Country of Citizenship or Incorporation N/A (2)(c) Number and Percentage of Each Class of Voting Securities Form FR Y-6 Lincoln Banc o rp Reinbeck, IA Fiscal Year Ending December (2) (1) (3)(a ) (3)(b) 31, 2015 (4)(a ) (3)(c) (4)(b) (4)(c) List names of other co mp anies (includes partnerships) if 25°/o or more of voting securities are held (List Title Pr i ncipal Names & Address (City, State, Country ) & Position with Subsidiaries Businesses Voting Securities in Subsidiaries (include names of in Holding other businesses ) Company voting s ecu rities 310 shares 2.01% of all President & common stock Director, Aspro, Inc. outstanding None None 54 shares 0.35% of all common stock outstanding None None Company Company (include names of subsidiaries) Director Director, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trust 11 Director, LSB Financial Services, Inc. Director and Vice Chairman Director, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trust It Director, LSB Financial Services, Inc Trustee, Lincoln Bancorp retirement plans Steve Tscherter Retired Bank Reinbeck, Iowa/USA President . percentage of (include names of subsidiaries ) with Holding • names of Voting Securities companies and Percentage of & Position than with Holding Milt Dakovich Waterloo, Iowa/USA Construction Percentage of Position with Other Title Occupation if other Title & held) Form FR Y-6 Lincoln Bancorp Reinbeck, IA Fiscal Year Ending December 31, (2 ) (1) (3)(a ) (3)(b) 2015 (4)( a) (3)(c) 4)(b) (4)( c) List names of other companies (includes partnerships) if 25°/o or more of voting securities are held (List Title Title Principal Names & Address Occupation if other Title & Position (City, State, than with Holding with Holding Countrv) Company Company James Schneider, Reinbeck, INUSA Grain and livestock farmer Executive Vice PresidenVChief Financial Officer/Controller, Emily Girsch, Cedar Lincoln Savings Falls, IAIUSA Bank Director Vice President and Treasurer & Position Percentage of names of with Other Percentage of with Subsidiaries Businesses Voting Securities in Subsidiaries percentage of (include names of s u bs id iari es ) (include names of in Holding (include names voting securities other bus iness es ) Company of subsidiaries ) held ) Direclor and Secrelary, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trust 1 1 Director, LSB Financial Services, Inc. Cold Farms, inc. (a family farming business) President and Director Cold-Dale (a family farming business) Presidenl and Director Trustee, Lincoln Bancorp retirement plans. 113 Shares 0.73% of all common stock outstanding None Cold Farms. Inc.: 62% of all stock Cold-Dale Farms: 33.33% (1/3 interest in partnership) & Position Executive Vice President, Lincoln Savings B'1nk Vice President, Lincoln Bancorp Capital Trust II Vice President, LSB Financial Services, Trustee, Lincoln Bancorp retirement Inc. plans Voting Securities companies and 0 Shares 0% of all common stock outslandinq None None Form FR Y-6 Lincoln Bancorp Reinbeck, IA Fiscal Year Ending December 31, 2015 (1) Names & Address (City, State, Country) Clement Havlik, Elma, INUSA Richard Rickert, Traer, INUSA '2) 3\fal Principal Occupation if other Title & Position than with Holding with Holding Companv Company Retired; former President and CFO, Professional Office Director and Services, Inc. Chairman Agriculture Director (3)(b) (3)(c ) (4)(a) (4)(b) (4)(c) List names of other companies (includes partnerships) if 25o/o or more of voting securities are held (List Title & Position Percentage of names of Title & Position with Other Percentage of Voting Securities companies and with Subsidiaries Businesses Voting Securities in Subsidiaries percentage of (include names of (include names of in Holding {include names voting securities subsidiaries) other businesses) Company of subsidiaries) held) Direclor and Chairman, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trusl 1 1 Director, LSB Financial Services, Inc. Director, Lincoln Savings Bank Direclor, Lincoln Bancorp Capital Trust II Direclor, LSB Financial Services, Inc. Trustee, Lincoln Bancorp retirement plans 175 shares 1.13% of all common stock outstanding None None Director, Tama Co. Mutual Ins. Co. 45 Shares 0.29% of all common stock outslanding None None Form FR Y·6 Lincoln Bancorp Reinbeck, IA Fiscal Year Ending December 31, 2015 (1) Names & Address (City, State, Country) Steven Brouwer, Aplington, INUSA Jeff Dralle, Greene, INUSA Erik Skovgard, Reinbeck, INUSA (2) (3)(a) (3)(b) (3)(c) 4)(a) (4){c) (4)(b) Principal Occupation if other Title & Position than with Holding with Holding Company Company List names of other companies (includes partnerships) if 25°/o or more of voting securities are held (List names of Percentage of Title & Position Percentage of with Other Voting .Securities companies and Title & Position percentage of Voting Securities in Subsidiaries with Subsidiaries Businesses (include names of (include names of In Holding (include names voting securities subsidiaries) other businesses) Company of subsidiaries) held) Retired; former Medical Sales Manger, Kodak Company and Grain Farmer Director Direclor, Lincoln Savings Bank Director, Lincoln Bancorp Capilal Trust II Direclor, LSB Financial Services, Inc. None 0.58% of all common stock outstanding Small Business Owner- retail department store Director, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trust II Director, LSB Financial Services, Inc. President, Oralle's Department Store, Inc. 63 Shares 0.41% of all common stock outstanding Director CEO/President, Lincoln Savings Bank and President, President and Director LSB Financial, Inc. 90 shares CEO/President and Director, Lincoln Savings Bank President, Lincoln Bancorp Capital Trust II President, LSB None Financial, Inc. 25 shares 0.16% of all common slack outstanding None None None None Oralle's Department Store: 30% of all stock None Form FR Y-6 Lincoln Bancorp Reinbeck, IA Fiscal Year Ending December 31, 2015 (1) Names & Address (City, State, Countrv) Dana Uhlenhopp, Allison, INUSA Michael Peterson, Reinbeck, INUSA Lincoln Bancorp Employee Stock Ownership Trust Reinbeck, INUSA Peterson Contractors, Inc. Reinbeck, INUSA (2) (3)(a) Principal Occupation if other Title & Position than with Holding with Holding Company Company Executive Vice Presidenl/ Chief Credit Officer, Lincoln Savings Bank (3)(b) (3)(c) (4)(b) (4)(c) List names of other companies (includes partnerships) if 25°/o or more of voting securities are held (List Title & Position Percentage of names of Voting Securities companies an d Percentage of Title & Position with Other Voting Securities in Subsidiaries percentage of with Subsidiaries Businesses (Include names voting securities (include names of (include names of in Holding subsidiaries) other businesses) Company of subsidiaries) held) Assistant Treasurer and Director1 Reinbeck Motors Co, Inc. Secretary and Director Executive Vice President, Lincoln Savings Bank Direclor, Lincoln Savings Bank Director, Lincoln Bancorp Capital Trust II Director, LSB Financial Services, Inc. NA NA NA NA NA NA NA NA Vice President (4)( a) None Director, Peterson Contractors, Inc. Director, Reinbeck Motors Co., Inc. Director, PetCor NA Corp. 5 shares 0.03% of all common stock outstanding 14 shares 0.09% of all common stock outstanding 3,385 shares 21.93% of all common stock outstanding 2,397 shares 15.53% of all common stock outstanding None None Foundation Services Corporation: 25% TM2, LLC: 25% PCI M2, LLC: 50% None None None None
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