MBBCHIGH SIGNALMANAGEMENT10-K

MBBC completed a fundamental corporate restructuring in April 2025, converting from a mutual holding company to a stock holding company structure and conducting a public stock offering.

This conversion represents a transformative event that dissolved the mutual holding company structure and created new public shareholders through a $16.9 million stock offering at $10 per share. The restructuring fundamentally changed the ownership base and governance structure, with existing public shareholders receiving additional shares through a 1.3728-to-1 exchange ratio while new investors gained access to the company.

Comparing 2025-09-26 vs 2024-09-26View on EDGAR →
FINANCIAL ANALYSIS

The balance sheet reflects the impact of the conversion with stockholders' equity growing substantially from $31.3M to $45.7M due to the public stock offering proceeds. Capital expenditures declined dramatically from $2.3M to $179K, while share buybacks modestly decreased from $156K to $82K. The overall financial picture shows a company that has strengthened its capital base through the conversion process while reducing capital spending.

FINANCIAL STATEMENT CHANGES
Capital Expenditure
Cash Flow
-92.1%
$2.3M→$179K

Capex reduced 92.1% — investment cycle winding down or capital discipline; may improve near-term free cash flow.

Share Buybacks
Cash Flow
-47.4%
$156K→$82K

Buyback activity reduced 47.4% — capital being redeployed elsewhere or cash conservation underway.

Stockholders Equity
Balance Sheet
+46.1%
$31.3M→$45.7M

Equity base grew 46.1% — retained earnings accumulation or equity issuance strengthening the balance sheet.

LANGUAGE CHANGES
NEW — 2025-09-26
PRIOR — 2024-09-26
ADDED
As of September 25, 2025, there were 2,938,698 shares of the registrant s common stock issued and outstanding.
As a result of the reorganization, the Bank became a wholly-owned subsidiary of the Company, the Company issued and sold 45.0% of its outstanding shares of common stock in its stock offering to the public, and the Company issued 55.0% of its outstanding shares of common stock to Marathon MHC ( Mutual Holding Company ), which was the Company s mutual holding company.
On April 21, 2025, the Company completed its conversion from the mutual holding company form of organization to the stock holding company form of organization (the "Conversion").
In connection with the Conversion, the Mutual Holding Company ceased to exist.
Also, as part of the Conversion, the Company sold 1,693,411 shares of its common stock (which included 135,472 shares issued to the Employee Stock Ownership Plan ( ESOP )) at a price of $10.00 per share to the public.
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REMOVED
As of September 25, 2024, there were 2,135,412 shares of the registrant s common stock issued and outstanding.
As a result of the reorganization, the Bank became a wholly-owned subsidiary of the Company, the Company issued and sold 45.0% of its outstanding shares in its stock offering to the public, and the Company issued 55.0% of its outstanding shares to Marathon MHC, which is the Company s mutual holding company.
The Company s common stock is quoted on the OTC Pink Marketplace under the trading symbol MBBC.
BUSINESS OF MARATHON MHC Marathon MHC was formed as a Wisconsin-chartered mutual holding company and will at all times own a majority of the outstanding shares of Marathon Bancorp s common stock.
Depositors of Marathon Bank are members of Marathon MHC and have voting rights in the affairs of Marathon MHC.
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