BCTF / Bancorp 34, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Bancorp 34, Inc.
US ˙ OTCPK ˙ US05970V1061

Mga Batayang Estadistika
CIK 1668340
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Bancorp 34, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
March 6, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-273901 BANCORP 34, INC. (Exact name of registrant as specified in

January 6, 2025 15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 333-273901 BANCORP 34, INC. (Exact name of registrant as specified in its c

November 20, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 14, 2024 BANCORP 34, INC. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819148 (State or other jurisdiction of incorporation) (Commission Fil

November 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-39068 BANCOR

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-39068 BANCORP 34,

May 31, 2024 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 21, 2024 BANCORP 34, INC. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819148 (State or other jurisdiction of incorporation) (Commission File

May 31, 2024 EX-99.2

UNAUDITED CONDENSED COMBINED PRO FORMA FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED CONDENSED COMBINED PRO FORMA FINANCIAL INFORMATION On March 19, 2024, Bancorp 34, Inc. (“Bancorp 34”) completed its previously announced merger with CBOA Financial, Inc. (“CBOA”) pursuant to the Agreement and Plan of Merger, dated as of April 27, 2023, as amended (the “Merger Agreement”). Under the Merger Agreement, CBOA was merged with and into Bancorp 34 with Bancorp 34 co

May 31, 2024 EX-99.1

Consolidated Financial Statements December 31, 2023 and 2022 CBOA Financial, Inc. and Subsidiary

Exhibit 99.1 Consolidated Financial Statements December 31, 2023 and 2022 CBOA Financial, Inc. and Subsidiary CBOA Financial, Inc. and Subsidiary Table of Contents December 31, 2023 and 2022 Independent Auditor’s Report 1 Consolidated Financial Statements Consolidated Balance Sheets 4 Consolidated Statements of Income 5 Consolidated Statements of Comprehensive Income (Loss) 6 Consolidated Statemen

May 15, 2024 EX-10.16

Employment Agreement by and between Bank 34 and Chris Webster dated as of April 27, 2023 (incorporated by reference to Exhibit 10.16 of the Company’s Quarterly Report on Form 10-Q (File No. 001-37912) filed with the SEC on May 15, 2024). +

Exhibit 10.16 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and Chris Webster, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer. Certain terms us

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 001-39068 BANCORP 34

April 24, 2024 EX-10.1

Separation and Release Agreement by and among Southwest Heritage Bank, Bancorp 34, Inc. and James Crotty dated as of April 18, 2024.

Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE (the “Agreement”), dated as of April 18, 2024, is made and entered into by and between James Crotty (“Employee”), an individual resident of Arizona, Southwest Heritage Bank, a federal savings bank formerly known as Bank 34 (the “Employer”), and Bancorp 34, Inc., a Maryland corporation (“Bancorp”) (solely for the pu

April 24, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 18, 2024 BANCORP 34, INC. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819148 (State or other jurisdiction of incorporation) (Commission File N

April 5, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 1, 2024 BANCORP 34, INC. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819148 (State or other jurisdiction of incorporation) (Commission File Nu

April 5, 2024 EX-10.1

Employment Agreement by and between Bank 34 and Ciaran McMullan dated as of April 1, 2024.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 1, 2024, is made by and between Southwest Heritage Bank, a federal savings bank (the “Bank” or the “Employer”), and Ciaran McMullan (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer. Certain terms used in this Agreeme

April 5, 2024 EX-99.1

Bancorp 34, Inc. Announces Resignation of Chief Executive Officer and Appointment of Chairman and Chief Executive Officer

Exhibit 99.1 For Immediate Release Contact: Kevin Vaughn April 5, 2024 Bancorp 34, Inc. (623) 334-6064 [email protected] Bancorp 34, Inc. Announces Resignation of Chief Executive Officer and Appointment of Chairman and Chief Executive Officer SCOTTSDALE, Ariz., April 5, 2024 /PRNewswire/ — Bancorp 34, Inc. (OTCQB: BCTF) (the “Company”), the parent company for Southwest Heritage Bank (the “Bank”), to

March 21, 2024 8-K

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2024 BANCORP 34, INC. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819148 (State or other jurisdiction of incorporation) (Commission File N

March 21, 2024 EX-99.1

Bancorp 34, Inc. Announces Completion of the Merger Between Bank 34 and Commerce Bank of Arizona

EXHIBIT 99.1 BANCORP 34, INC. Contact: Kevin Vaughn 8777 E. HARTFORD DRIVE Chief Financial Officer SUITE 100 (623) 334-6064 SCOTTSDALE, AZ 85255 [email protected] FOR IMMEDIATE RELEASE – March 19, 2024 Bancorp 34, Inc. Announces Completion of the Merger Between Bank 34 and Commerce Bank of Arizona Merger creates a $1 billion in assets commercial bank serving Arizona, and the southern New Mexico / El

March 13, 2024 EX-FILING FEES

Calculation of Filing Fee

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Bancorp 34, Inc.

March 13, 2024 S-4MEF

As filed with the Securities and Exchange Commission on March 13, 2024

As filed with the Securities and Exchange Commission on March 13, 2024 Registration No.

March 13, 2024 425

Filed by Bancorp 34, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. This filing relates to the proposed merger of CBOA Financial, Inc. (“CBOA”) with and into Bancorp 34, Inc. (the “Company”). The Company issued a customer communication regarding the

March 11, 2024 425

Filed by Bancorp 34, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. This filing relates to the proposed merger of CBOA Financial, Inc. (“CBOA”) with and into Bancorp 34, Inc. (the “Company”). On March 8, 2024, the Company issued a press release regar

March 11, 2024 EX-99.1

BANCORP 34, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in 000s, except per share data)

Bancorp 34, Inc. Reports 4th Quarter Performance, Provides Merger Update and Announces Proposed New Brand Scottsdale, Ariz., March 8, 2024/PRNewswire/ – Bancorp 34, Inc. (OTCQB: BCTF), the parent company for Bank 34, reports consolidated fourth quarter of 2023 performance. Bancorp 34, Inc. (the “Company”) reported a net loss and diluted net loss per share, for the quarter ended December 31, 2023,

March 11, 2024 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2024 Bancorp 34, Inc. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819178 (State or other jurisdiction of incorporation or organizat

March 8, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-273901 BANCORP 34, INC. (Exact name of registrant as specified in

March 8, 2024 EX-14.1

Code of Ethics.

Exhibit 14.1 Code of Business Conduct and Ethics Introduction The success and reputation of Bancorp 34, Inc., Bank 34, and their affiliates (collectively the “Bank”) are built on principles of integrity, fair dealing and ethical conduct. This Code of Business Conduct and Ethics governs the behavior of the Bank’s directors, officers and employees in their dealings with current and potential custome

March 5, 2024 425

Filed by Bancorp 34, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. Southwest Heritage Bank: A New Name, A Time-Honored Legacy PHOENIX, March 4, 2024 /PRNewswire/ - Bancorp 34, Inc. and CBOA Financial, Inc., the parent companies of Bank 34 and Commer

February 13, 2024 424B3

MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

Filed Pursuant to Rule 424(b)(3) Registration No. 333-273901 MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT To the Shareholders of Bancorp 34, Inc. and CBOA Financial, Inc.: On April 27, 2023, Bancorp 34, Inc., which we refer to as “Bancorp 34,” and CBOA Financial, Inc., which we refer to as “CBOA,” entered into an Agreement and Plan of Merger, as amended, which we refer to as the “merger agreement,”

February 9, 2024 CORRESP

February 9, 2024

February 9, 2024 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: John Stickel Re: Request for Acceleration Bancorp 34, Inc. (the “Registrant”) Registration Statement on Form S-4 (File No. 333-273901) Dear Sir or Madam: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), the Reg

February 8, 2024 POS AM

As filed with the Securities and Exchange Commission on February 8, 2024

As filed with the Securities and Exchange Commission on February 8, 2024 File No. 333-273901 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organi

February 8, 2024 EX-99.3

Form of proxy of CBOA Financial, Inc.

Exhibit 99.3 Please mark your votes like this X 23401 CBOA Proxy CardREV2 - Front CONTROL NUMBER PROXY FOLD HERE • DO NOT SEPARATE • INSERT IN ENVELOPE PROVIDED The Board of Directors recommends you vote FOR the following proposals: 1. To adopt and approve the Agreement and Plan of Merger, dated as of April 27, 2023, by and between CBOA Financial, Inc. (“CBOA”) and Bancorp 34, Inc. (“Bancorp 34”)

February 8, 2024 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Post-Effective Amendment No. 3 to the Registration Statement on Form S-4, as filed with the Securit

February 8, 2024 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

February 8, 2024 EX-99.4

Form of proxy of Bancorp 34, Inc.

Exhibit 99.4 NOTE: In their discretion, the proxies are authorized to vote upon such other business as may come before the special meeting. At the present time, the Board of Directors knows of no other business to be presented at the special meeting. This proxy when properly executed will be voted as directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted

January 31, 2024 CORRESP

January 31, 2024

January 31, 2024 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: Sarmad Makhdoom Re: Bancorp 34, Inc. Post Effective Amendment No. 1 to Registration Statement on Form S-4 Filed on January 5, 2024 CIK No. 0001668340 File No. 333-273901 Dear Sir or Madam: On behalf of Bancorp 34, Inc. (“Bancorp 34”), we hereby submit

January 31, 2024 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Post-Effective Amendment No. 2 to the Registration Statement on Form S-4, as filed with the Securit

January 31, 2024 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

January 31, 2024 POS AM

As filed with the Securities and Exchange Commission on January 31, 2024

As filed with the Securities and Exchange Commission on January 31, 2024 File No. 333-273901 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organi

January 5, 2024 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Post-Effective Amendment No. 1 to the Registration Statement on Form S-4, as filed with the Securit

January 5, 2024 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

January 5, 2024 EX-99.4

Form of proxy of Bancorp 34, Inc.

Exhibit 99.4 NOTE: In their discretion, the proxies are authorized to vote upon such other business as may come before the special meeting. At the present time, the Board of Directors knows of no other business to be presented at the special meeting. This proxy when properly executed will be voted as directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted

January 5, 2024 POS AM

Agreement and Plan of Merger by and between Bancorp 34, Inc. and CBOA Financial, Inc. dated as of April 27, 2023, as amended (incorporated by reference to Annex A of Bancorp 34’s Registration Statement on Form S-4 (File No. 333-273901) filed on January 5, 2024).*

As filed with the Securities and Exchange Commission on December 29, 2023 File No.

December 29, 2023 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Post-Effective Amendment No. 1 to the Registration Statement on Form S-4, as filed with the Securit

December 29, 2023 S-4 POS

As filed with the Securities and Exchange Commission on December 29, 2023

As filed with the Securities and Exchange Commission on December 29, 2023 File No.

December 29, 2023 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

December 29, 2023 EX-99.4

Form of proxy of Bancorp 34, Inc.

Exhibit 99.4 NOTE: In their discretion, the proxies are authorized to vote upon such other business as may come before the special meeting. At the present time, the Board of Directors knows of no other business to be presented at the special meeting. This proxy when properly executed will be voted as directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted

December 27, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Commission File Number 333-273901 BANCORP 34, INC. (Exact Name of Registrant as Specified

December 22, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Bancorp 34, Inc. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819178 (State or other jurisdiction of incorporation or organ

December 22, 2023 EX-99.1

Bancorp 34, Inc. Reports Revised 3rd Quarter Performance, Amends Merger Agreement with CBOA Financial, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under of the Securities Exchange Act of 1934 Subject Company: CBOA Financial, Inc. Commission File No. 001-37912 BANCORP 34, INC. Contact: Kevin Vaughn 8777 E. HARTFORD DRIVE Chief Financial Officer SUITE 100 (623) 334-6064 SCOTTSDALE, AZ 85255 [email protected] Bancorp 34, Inc. R

December 22, 2023 EX-2.1

Amendment No. 1 to Agreement and Plan of Merger, dated December 21, 2023, by and between Bancorp 34, Inc. and CBOA Financial, Inc., to Agreement and Plan of Merger, dated as of April 27, 2023

Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of December 21, 2023 (this “Amendment”), is by and between Bancorp 34, Inc., a Maryland corporation (“B34”) and CBOA Financial, Inc., an Arizona corporation (“CBOA” together with B34, the “Parties”). WITNESSETH: WHEREAS, the Parties have heretofore entered into that cert

December 22, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Bancorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Bancorp 34, Inc. (Exact name of registrant as specified in its charter) Maryland 333-273901 74-2819178 (State or other jurisdiction of incorporation or organ

December 22, 2023 EX-99.1

Bancorp 34, Inc. Reports Revised 3rd Quarter Performance, Amends Merger Agreement with CBOA Financial, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under of the Securities Exchange Act of 1934 Subject Company: CBOA Financial, Inc. Commission File No. 001-37912 BANCORP 34, INC. Contact: Kevin Vaughn 8777 E. HARTFORD DRIVE Chief Financial Officer SUITE 100 (623) 334-6064 SCOTTSDALE, AZ 85255 [email protected] Bancorp 34, Inc. R

December 22, 2023 EX-2.1

Amendment No. 1 to Agreement and Plan of Merger, dated December 21, 2023, by and between Bancorp 34, Inc. and CBOA Financial, Inc. to Agreement and Plan of Merger dated April 27, 2023 (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File no. 333-273901) filed with the SEC on December 22, 2023).**

Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of December 21, 2023 (this “Amendment”), is by and between Bancorp 34, Inc., a Maryland corporation (“B34”) and CBOA Financial, Inc., an Arizona corporation (“CBOA” together with B34, the “Parties”). WITNESSETH: WHEREAS, the Parties have heretofore entered into that cert

November 13, 2023 CORRESP

November 13, 2023

November 13, 2023 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: Sarmad Makhdoom Re: Bancorp 34, Inc. Amendment No. 2 to Registration Statement on Form S-4 Filed on November 6, 2023 CIK No. 0001668340 File No. 333-273901 Dear Sir or Madam: On behalf of Bancorp 34, Inc. (“Bancorp 34”), we hereby submit responses to

November 13, 2023 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Amendment No. 3 to the Registration Statement on Form S-4, as filed with the Securities and Exchang

November 13, 2023 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

November 13, 2023 EX-99.3

Form of proxy of CBOA Financial, Inc.^

Exhibit 99.3 Please mark your votes like this X 23401 CBOA Proxy CardREV1 - Front CONTROL NUMBER PROXY FOLD HERE • DO NOT SEPARATE • INSERT IN ENVELOPE PROVIDED The Board of Directors recommends you vote FOR the following proposals: 1. To adopt and approve the Agreement and Plan of Merger, dated as of April 27, 2023, by and between CBOA Financial, Inc. (“CBOA”) and Bancorp 34, Inc. (“Bancorp 34”),

November 13, 2023 S-4/A

As filed with the Securities and Exchange Commission on November 13, 2023

As filed with the Securities and Exchange Commission on November 13, 2023 File No.

November 13, 2023 EX-99.4

Form of proxy of Bancorp 34, Inc.

Exhibit 99.4 NOTE: In their discretion, the proxies are authorized to vote upon such other business as may come before the special meeting. At the present time, the Board of Directors knows of no other business to be presented at the special meeting. This proxy when properly executed will be voted as directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted

November 13, 2023 CORRESP

November 13, 2023

November 13, 2023 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: Sarmad Makhdoom Re: Request for Acceleration Bancorp 34, Inc. (the “Registrant”) Registration Statement on Form S-4 (File No. 333-273901) Dear Sir or Madam: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), the

November 8, 2023 425

Bancorp 34, Inc. Reports 3rd Quarter Performance

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. BANCORP 34, INC. Contact: Kevin Vaughn 8777 E. HARTFORD DRIVE Chief Financial Officer SUITE 100 (623) 334-6064 SCOTTSDALE, AZ 85255 [email protected] FOR IMMEDIATE RELEASE – November 7

November 6, 2023 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

November 6, 2023 CORRESP

November 6, 2023

November 6, 2023 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: Sarmad Makhdoom Re: Bancorp 34, Inc. Amendment No. 1 to Registration Statement on Form S-4 Filed on October 16, 2023 CIK No. 0001668340 File No. 333-273901 Dear Sir or Madam: On behalf of Bancorp 34, Inc. (“Bancorp 34”), we hereby submit responses to

November 6, 2023 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Amendment No. 2 to the Registration Statement on Form S-4, as filed with the Securities and Exchang

November 6, 2023 S-4/A

As filed with the Securities and Exchange Commission on November 6, 2023

As filed with the Securities and Exchange Commission on November 6, 2023 File No. 333-273901 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organization) 6021 (P

October 16, 2023 CORRESP

October 16, 2023

October 16, 2023 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission Washington, DC 20549 Attention: Madeleine Mateo Re: Bancorp 34, Inc. Draft Registration Statement on Form S-4 Filed on August 11, 2023 CIK No. 0001668340 File No. 333-273901 Dear Sir or Madam: On behalf of Bancorp 34, Inc. (“Bancorp 34”), we hereby submit responses to the comments p

October 16, 2023 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

October 16, 2023 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in Amendment No. 1 to the Registration Statement on Form S-4, as filed with the Securities and Exchang

October 16, 2023 EX-99.3

Form of proxy of CBOA Financial, Inc.

Exhibit 99.3 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Telephone, Smartphone or Tablet - QUICK *** EASY IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail Your smartphone or Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet or by smartphone mu

October 16, 2023 S-4/A

As filed with the Securities and Exchange Commission on October 16, 2023

As filed with the Securities and Exchange Commission on October 16, 2023 File No. 333-273901 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organization) 6021 (P

October 16, 2023 EX-99.4

Form of proxy of Bancorp 34, Inc.

Exhibit 99.4 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Telephone, Smartphone or Tablet - QUICK *** EASY IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail Your smartphone or Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet or by smartphone mu

August 11, 2023 EX-3.5

Bylaws of Bancorp 34, Inc.^

Exhibit 3.5 BANCORP 34, INC. BYLAWS ARTICLE I STOCKHOLDERS Section 1. Annual Meeting. Bancorp 34, Inc. (the “Corporation”) shall hold an annual meeting of its stockholders to elect directors and to transact any other business within its powers, at such place, on such date and at such time as the Board of Directors shall fix. Failure to hold an annual meeting does not invalidate the Corporation’s e

August 11, 2023 DEL AM

BANCORP 34, INC. 8777 E. Hartford Drive, Suite 100 Scottsdale, Arizona 85255

BANCORP 34, INC. 8777 E. Hartford Drive, Suite 100 Scottsdale, Arizona 85255 August 11, 2023 VIA EDGAR United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Re: Delaying Amendment for Bancorp 34, Inc. File No. 333-273901 Ladies and Gentlemen: Reference is made to the Registration Statement on Form S-4 filed by Bancorp 34, Inc. (the “Company”) on August 11, 2023

August 11, 2023 EX-10.9

Bancorp 34, Inc. 2017 Equity Incentive Plan.^

Exhibit 10.9 BANCORP 34, INC. 2017 EQUITY INCENTIVE PLAN ARTICLE 1 – GENERAL Section 1.1 Purpose, Effective Date and Term. The purpose of the Bancorp 34, Inc. 2017 Equity Incentive Plan (the “Plan”) is to promote the long-term financial success of Bancorp 34, Inc. (the “Company”), and its Subsidiaries, including Bank 34 (the “Bank”), by providing a means to attract, retain and reward individuals w

August 11, 2023 EX-10.8

Change in Control Agreement dated as of April 27, 2023 by and between Bank 34 and Kevin Vaughn.^

Exhibit 10.8 Execution Version CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and Kevin Vaughn, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company

August 11, 2023 EX-10.6

Bancorp 34, Inc. & Bank 34 Amendment to Change in Control Agreement dated as of April 1, 2022 by and between Bancorp 34, Inc., Bank 34 and Kimberly Yacuel.^

Exhibit 10.6 BANCORP 34, INC. & BANK 34 AMENDMENT TO CHANGE IN CONTROL AGREEMENT This amendment is made effective as of the 1st day of April 2022 (the “Effective Date”), by and between Bancorp 34, Inc. and Bank 34, collectively (the “Bank”), and Kimberly Yacuel (“Officer”). WHEREAS, Officer and the Bank entered into a change in control agreement dated January 1, 2018 (the “Agreement”); and WHEREAS

August 11, 2023 EX-10.4

Employment Agreement dated as of April 27, 2023 by and between Bank 34 and James Crotty.^

Exhibit 10.4 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and James Crotty, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer.

August 11, 2023 EX-10.2

Amendment Number One to the Employment Agreement dated as of December 16, 2020 by and among James T. Crotty and Bancorp 34, Inc.^

Exhibit 10.2 AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT This AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of December 16, 2020, by and among Bank 34 (the “Bank”) and James T. Crotty (“Executive”). WHEREAS, the Bank and Executive entered into an employment agreement as of July 30, 2020 (the “Agreement”); and WHEREAS, the Agreement provides fo

August 11, 2023 EX-10.7

Change in Control Agreement dated as of April 27, 2023 by and between Bank 34 and Kim Yacuel.^

Exhibit 10.7 Execution Version CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and Kim Yacuel, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company o

August 11, 2023 EX-3.4

Articles Supplementary of Bancorp 34, Inc. for Non-Voting Common Stock.^

Exhibit 3.4 ARTICLES SUPPLEMENTARY TO THE Articles of Incorporation FOR NON-VOTING COMMON STOCK OF BANCORP 34, INC. Bancorp 34, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessment and Taxation of Maryland that: In accordance with the Articles of Incorporation of the Corporation and applicable law, a class of Non-Voting Common Stock, par value $0

August 11, 2023 S-4

As filed with the Securities and Exchange Commission on August 10, 2023

As filed with the Securities and Exchange Commission on August 10, 2023 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organization) 6021 (Primary Standard Industrial

August 11, 2023 EX-FILING FEES

Calculation of Filing Fee Tables^

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Bancorp 34, Inc.

August 11, 2023 EX-21.1

Subsidiaries of Bancorp 34, Inc.^

Exhibit 21.1 Subsidiaries of Bancorp 34, Inc. Subsidiary Jurisdiction of Organization Bank 34 United States Forward Holdings, LLC New Mexico limited liability company

August 11, 2023 EX-10.3

Bancorp 34, Inc. and Bank 34 Amendment to Employment Agreement dated as of April 1, 2022 by and amount James T. Crotty, Bank 34 and Bancorp 34, Inc.^

Exhibit 10.3 BANCORP 34, INC. AND BANK 34 AMENDMENT TO EMPLOYMENT AGREEMENT This amendment is made effective as of the 1st day of April 2022 (the “Effective Date”), by and between Bank 34 and Bancorp 34, Inc., collectively (the “Bank”), and James T. Crotty (“Executive”). WHEREAS, Executive and the Bank entered into an employment agreement dated July 20, 2020 (the “Agreement”); and WHEREAS, the Ban

August 11, 2023 EX-16.1

Letter from Moss Adams LLP regarding change in certifying accountant.^

Exhibit 16.1 August 10, 2023 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Bancorp 34 Inc. included under the heading “CHANGE IN AUDITOR” of its Registration Statement on Form S-4 expected to be filed with the Securities and Exchange Commission on August 10, 2023. We agree with the statements concerning our

August 11, 2023 EX-3.1

Articles of Incorporation of Bancorp 34, Inc.^

Exhibit 3.1 ARTICLES OF INCORPORATION BANCORP 34, INC. The undersigned, Edward A. Quint, whose address is 5335 Wisconsin Avenue, N.W., Suite 780, Washington, DC 20015, being at least eighteen years of age, acting as incorporator, does hereby form a corporation under the general laws of the State of Maryland, having the following Articles of Incorporation (the “Articles”): ARTICLE 1. Name. The name

August 11, 2023 EX-10.5

Change in Control Agreement dated as of January 9, 2017 by and between Bancorp 34, Inc. and Kimberly Yacuel.^

Exhibit 10.5 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (this “Agreement”) is entered into as of January 9, 2017 by and between Bancorp 34, Inc, a Maryland corporation (the “Company”) and Kimberly Yacuel (“Officer”). Any reference to the “Bank” shall mean Bank 34, a federally-chartered savings association that is the wholly-owned subsidiary of the Company. WHEREAS, the Company wi

August 11, 2023 EX-10.13

Form of Securities Purchase Agreement by and among Bancorp 34 and the parties signatories thereto.*^

Exhibit 10.13 FORM OF SECURITIES PURCHASE AGREEMENT dated [·] by and among BANCORP 34, INC. and THE PURCHASERS IDENTIFIED ON THE SIGNATURE PAGES HERETO SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [·], by and among Bancorp 34, Inc., a Maryland corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, includ

August 11, 2023 EX-10.11

Form of Bancorp 34, Inc. Incentive Stock Option Award Agreement.^

Exhibit 10.11 Incentive Stock Option FORM OF INCENTIVE STOCK OPTION AWARD AGREEMENT Granted by BANCORP 34, INC. under the BANCORP 34, INC. 2022 EQUITY INCENTIVE PLAN This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the Bancorp 34, Inc. 2022 Equity Incentive Plan (the “Plan”), which are incorporated herein by reference and made a par

August 11, 2023 EX-99.2

Consent of Piper Sandler & Co.

Exhibit 99.2 CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of CBOA Financial, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger of the Company with Bancorp 34, Inc. contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commission, and t

August 11, 2023 CORRESP

BANCORP 34, INC. 8777 E. Hartford Drive, Suite 100 Scottsdale, Arizona 85255

BANCORP 34, INC. 8777 E. Hartford Drive, Suite 100 Scottsdale, Arizona 85255 August 11, 2023 VIA EDGAR United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Re: Delaying Amendment for Bancorp 34, Inc. Ladies and Gentlemen: Reference is made to the Registration Statement on Form S-4 filed by Bancorp 34, Inc. (the “Company”) on August 11, 2023 (the “Registration S

August 11, 2023 EX-4.3

Form of Registration Rights Agreement by and among Bancorp 34 and the parties signatories thereto.^

Exhibit 4.3 Form of Bancorp 34, Inc. REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 27, 2023, by and among Bancorp 34, Inc., a Maryland corporation (the “Company”), and the purchaser(s) signatory hereto (each a “Registration Rights Purchaser” and collectively, the “Registration Rights Purchasers”). This Agreement is made p

August 11, 2023 EX-10.1

Employment Agreement dated as of June 20, 2020 by and among James T. Crotty and Bank 34.^

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of the 30th day of July, 2020, and made effective as of July 20, 2020 (the “Effective Date”), by and between Bank 34 (the “Bank”) and James T. Crotty (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itse

August 11, 2023 EX-3.3

Articles Supplementary of Bancorp 34, Inc. for Series A Convertible Perpetual Preferred Stock.^

Exhibit 3.3 BANCORP 34, INC. ARTICLES SUPPLEMENTARY FOR SERIES A CONVERTIBLE PERPETUAL PREFERRED STOCK Bancorp 34, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: WHEREAS, in accordance with Article 5 of the Articles of Incorporation of the Corporation, the Board of Directors of the Corporation adopted the fol

August 11, 2023 EX-10.10

Bancorp 34, Inc. 2022 Equity Incentive Plan.^

Exhibit 10.10 BANCORP 34, INC. 2022 EQUITY INCENTIVE PLAN ARTICLE 1 — GENERAL Section 1.1. Purpose, Effective Date and Term. The purpose of the Bancorp 34, Inc. 2022 Equity Incentive Plan (the “Plan”) is to promote the long-term financial success of Bancorp 34, Inc. (the “Company”), and its Subsidiaries, including Bank 34 (the “Bank”), by providing a means to attract, retain and reward individuals

August 11, 2023 EX-3.2

Articles of Revival of Bancorp 34, Inc.^

Exhibit 3.2 ARTICLES OF REVIVAL BANCORP 34, INC. ARTICLE 1. Name at Forfeiture. The name of the corporation at the time the charter of forfeited was Bancorp 34, Inc. (herein the “Corporation”). ARTICLE 2. Name at Revival. The name which the Corporation will use after revival is Bancorp 34, Inc. ARTICLE 3. Principal Office. The address of the principal office of the Corporation in the State of Mary

August 11, 2023 EX-99.1

Consent of MJC Partners, LLC.

Exhibit 99.1 CONSENT OF MJC PARTNERS, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of Bancorp 34, Inc. (“Bancorp 34”) as an Appendix to the Joint Proxy Statement/Prospectus relating to the proposed merger of CBOA Financial, Inc. with and into Bancorp 34, contained in the Registration Statement on Form S-4, as filed with the Securities and Exchange Commissi

August 11, 2023 EX-4.1

Form of common stock certificate of Bancorp 34, Inc.^

Exhibit 4.1 No. BANCORP 34, INC. Shares INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND CUSIP: FULLY PAID AND NON-ASSESSABLE PAR VALUE $0.01 PER SHARE THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS, SEE REVERSE SIDE THIS CERTIFIES that is the owner of SHARES OF COMMON STOCK of Bancorp 34, Inc. a Maryland corporation The shares evidenced by this certificate are transfer

August 11, 2023 EX-10.12

Form of Bancorp 34, Inc. Restricted Stock Award Agreement.^

Exhibit 10.12 Restricted Stock Award FORM OF RESTRICTED STOCK AWARD AGREEMENT Granted by BANCORP 34, INC. under the BANCORP 34, INC. 2022 EQUITY INCENTIVE PLAN This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the Bancorp 34, Inc. 2022 Equity Incentive Plan (the “Plan”), which are incorporated herein by reference

August 2, 2023 425

Bancorp 34, Inc. Reports Restated 2021 and 2022 Financial Statements And 2nd Quarter 2023 Performance

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. BANCORP 34, INC. Contact: Kevin Vaughn 8777 E. HARTFORD DRIVE Chief Financial Officer SUITE 100 (623) 334-6064 SCOTTSDALE, AZ 85255 [email protected] FOR IMMEDIATE RELEASE – August 1,

June 30, 2023 425

Filed by Bancorp 34, Inc.

Filed by Bancorp 34, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 and Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Companies: CBOA Financial, Inc. On June 29, 2023 Bancorp 34, Inc. (“BCTF”) held its annual meeting. Discussions at the annual meeting contained information regarding the proposed merger between BCTF and CBOA Financ

April 28, 2023 425

Filed By Bancorp 34, Inc.

Filed By Bancorp 34, Inc. Pursuant To Rule 425 Under The Securities Act of 1933, As Amended Subject Company: Bancorp 34, Inc. FOR IMMEDIATE RELEASE: Bancorp 34, Inc. and CBOA Financial, Inc. Agree to Combine to Create the Largest Community Bank Headquartered in Arizona § Strategic merger creates $1b asset Arizona headquartered community bank, filling a need in a large and growing market area § Sig

September 4, 2020 15-12B

- BANCORP 34, INC. FORM 15 SEPTEMBER 4, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-37912 BANCORP 34, INC. (Exact name of registrant as specified in its charter

September 4, 2020 EX-99.1

Bancorp 34, Inc. Announces Jill Gutierrez Retirement Date

EXHIBIT 99.1 BANK 34 500 E. 10th STREET SUITE 100 ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – September 3, 2020 Bancorp 34, Inc. Announces Jill Gutierrez Retirement Date • Jill Gutierrez will retire as Co-President and Co-Chief Executive Officer of Bancorp 34, Inc. and Bank 34 on September 30, 2020. Ms. Gutierrez will

September 4, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - BANCORP 34, INC. FORM 8-K SEPTEMBER 1, 2020

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 1, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorpora

September 4, 2020 EX-10.1

Retirement and Consulting Agreement between Bancorp 34, Inc. and Jill Gutierrez

EXHIBIT 10.1 RETIREMENT AND CONSULTING AGREEMENT THIS RETIREMENT AND CONSULTING AGREEMENT (this “Agreement”) is entered into as of September 1, 2020 and effective as of October 1, 2020 (“Effective Date”) by and between Bancorp 34, Inc., a Maryland corporation (the “Company”), and Jill Gutierrez (“Executive”). WHEREAS, Executive is retiring from the Company and Bank 34 (the “Bank”) and therefore re

August 27, 2020 8-K

Financial Statements and Exhibits, Other Events

8-K 1 bctf202008268k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 26, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Comm

August 27, 2020 EX-99

BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99 BANK 34 500 E. 10th STREET SUITE 100 ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – August 26, 2020 BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND Alamogordo, NM – August 26, 2020 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that its Board of Directors appr

August 25, 2020 25

- BANCORP 34, INC., FORM 25 AUGUST 25, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-37912 Bancorp 34, Inc. The NASDAQ Stock Market LLC (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 500 East 10th

August 25, 2020 S-8 POS

- BANCORP 34, INC. POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 AUGUST 25, 2020

Registration No. 333-222388 As filed with the Securities and Exchange Commission on August 25, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Bancorp 34, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 74-2818148 (State or Other Jurisdiction of Incor

August 25, 2020 S-8 POS

- BANCORP 34, INC. POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-8 AUGUST 25, 2020

Registration No. 333-219576 As filed with the Securities and Exchange Commission on August 25, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Bancorp 34, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 74-2818148 (State or Other Jurisdiction of Incor

August 14, 2020 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 14, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporati

August 14, 2020 EX-99.1

BANCORP 34, INC. ANNOUNCES VOLUNTARY NASDAQ DELISTING, SEC DEREGISTRATION AND ADOPTION OF STOCK REPURCHASE PROGRAM

Exhibit 99.1 Bancorp 34, Inc. 500 E. 10th Street Suite 100 Alamogordo, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – August 14, 2020 BANCORP 34, INC. ANNOUNCES VOLUNTARY NASDAQ DELISTING, SEC DEREGISTRATION AND ADOPTION OF STOCK REPURCHASE PROGRAM Alamogordo, NM – August 14, 2020 – Bancorp 34, Inc. (the “Company”) (NASDAQ: BCTF), th

August 4, 2020 EX-10.2

Exhibit 10.2

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of the 30th day of July, 2020, and made effective as of July 20, 2020 (the “Effective Date”), by and between Bank 34 (the “Bank”) and James T. Crotty (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itse

August 4, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 30, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I.R.S. Employer

August 4, 2020 EX-10.3

Exhibit 10.3

Exhibit 10.3 BANK 34 DEFERRED COMPENSATION AGREEMENT This DEFERRED COMPENSATION AGREEMENT (this “Agreement”) is entered into this 30th day of July, 2020, and effective as of July 20, 2020 (the “Effective Date”), by and between BANK 34, a federally-chartered savings and loan located in Alamogordo, New Mexico (the “Bank”), and JAMES T. CROTTY (the “Executive”). The purpose of this Agreement is to pr

August 4, 2020 EX-10.1

Exhibit 10.1

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of the 30th day of July, 2020, and made effective as of July 20, 2020 (the “Effective Date”), by and between Bancorp 34, Inc. (the “Company”) and James T. Crotty (“Executive”). Any reference to the “Bank” shall mean Bank 34, the wholly-owned subsidiary of the Company. WHEREAS, the Company wishes to ass

July 29, 2020 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 24, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (

July 27, 2020 10-Q

Quarterly Report - FORM 10-Q

10-Q 1 bctf2020063010q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to

June 30, 2020 EX-99.1

JAMES CROTTY TO BE BANCORP 34, INC. CHIEF EXECUTIVE OFFICER

EXHIBIT 99.1 Bancorp 34, Inc. 500 E. 10th Street Suite 100 Alamogordo, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – June 30, 2020 JAMES CROTTY TO BE BANCORP 34, INC. CHIEF EXECUTIVE OFFICER Alamogordo, NM – June 30, 2020 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that James Crotty h

June 30, 2020 8-K

Financial Statements and Exhibits

8-K 1 form8k062920.htm BANCORP 34, INC. FORM 8-K JUNE 29, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State o

June 25, 2020 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K 1 form8k062420.htm BANCORP 34, INC. FORM 8-K JUNE 24, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 24, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State o

May 27, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 27, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I.

May 27, 2020 EX-99

BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND

EXHIBIT 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – May 27, 2020 BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND Alamogordo, NM – May 27, 2020 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that its Board of Directors approved a quarterly

May 22, 2020 DEF 14A

- FORM DEF 14A

May 22, 2020 Dear Fellow Stockholder: We cordially invite you to attend the 2020 Annual Meeting of Stockholders of Bancorp 34, Inc.

May 5, 2020 10-Q

Quarterly Report - FORM 10-Q

10-Q 1 bctf2020033110q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to

April 29, 2020 10-K/A

Annual Report - FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION `Washington, D.C. 20549 FORM 10-K/A AMENDMENT NO. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37912 Bancor

April 1, 2020 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8k040120.htm BANCORP 34, INC. FORM 8-K APRIL 1, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 1, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State o

February 27, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2020 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employe

February 18, 2020 10-K

BCTF / Bancorp 34, Inc. 10-K - Annual Report - FORM 10-K

10-K 1 bctf2019123110k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

February 18, 2020 EX-21

Subsidiaries of Registrant

Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Name State of Incorporation Ownership Percentage Bank 34 Federal 100%

February 18, 2020 SC 13G

BCTF / Bancorp 34, Inc. / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Bancorp 34 Inc (Name of Issuer) Common Stock (Title of Class of Securities) 05970V106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

February 18, 2020 EX-4.2

Description of Registrant’s Securities

Exhibit 4.2 Description of Registrant’s Securities Unless otherwise indicated or the context otherwise requires, references in this Exhibit 4.2 to “we, “us” and “our” refer collectively to Bancorp 34, Inc. and Bank 34 or to any of those entities, depending on the context. In addition, we may refer to Bancorp 34, Inc. as “Bancorp 34”. General Bancorp 34 is authorized to issue 100,000,000 shares of

February 18, 2020 EX-10.24

SECOND AMENDMENT TO BANK 34 DEFERRED COMPENSATION AGREEMENT

Exhibit 10.24 SECOND AMENDMENT TO BANK 34 DEFERRED COMPENSATION AGREEMENT THIS SECOND AMENDMENT (the "Amendment") is adopted April 26, 2019, by Bank 34, located in Alamogordo, New Mexico (the "Bank") and Jan Thiry (the "Executive"). WHEREAS, the Bank and the Executive are party to a Deferred Compensation Agreement adopted April 1, 2014 (the "Agreement"); and WHEREAS, the Bank and the Executive des

February 18, 2020 EX-10.23

SECOND AMENDMENT TO BANK 34 DEFERRED COMPENSATION AGREEMENT

Exhibit 10.23 SECOND AMENDMENT TO BANK 34 DEFERRED COMPENSATION AGREEMENT THIS SECOND AMENDMENT (the "Amendment") is adopted April 26, 2019, by Bank 34, located in Alamogordo, New Mexico (the "Bank") and Jill Gutierrez (the "Executive"). WHEREAS, the Bank and the Executive are party to a Deferred Compensation Agreement adopted February 1, 2010 (the "Agreement"); and WHEREAS, the Bank and the Execu

February 13, 2020 SC 13G/A

BCTF / Bancorp 34, Inc. / Bancorp 34, Inc. - BANCORP 34, INC. SCHEDULE 13G (AMENDMENT 3) DECEMBER 31, 2019 Passive Investment

SC 13G/A 1 sch13g-a2019.htm BANCORP 34, INC. SCHEDULE 13G (AMENDMENT 3) DECEMBER 31, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Bancorp 34, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 05970V 106 (CUSIP Number) December 31, 2019 (Date of Event

November 18, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2019 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employe

October 25, 2019 10-Q

BCTF / Bancorp 34, Inc. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-3791

August 28, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2019 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

August 28, 2019 EX-99

BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND

BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – August 28, 2019 BANCORP 34, INC. ANNOUNCES QUARTERLY CASH DIVIDEND Alamogordo, NM – August 28, 2019 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that its Board of Directors approved a quarterly cash

August 8, 2019 10-Q

BCTF / Bancorp 34, Inc. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2019 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Ban

May 23, 2019 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2019 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of

May 22, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 21, 2019 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of

May 22, 2019 EX-99

BANCORP 34, INC. ANNOUNCES SECOND STOCK REPURCHASE PROGRAM AND INITIAL QUARTERLY CASH DIVIDEND

EXHIBIT 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – May 22, 2019 BANCORP 34, INC. ANNOUNCES SECOND STOCK REPURCHASE PROGRAM AND INITIAL QUARTERLY CASH DIVIDEND Alamogordo, NM – May 22, 2019 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that

May 7, 2019 8-K

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2019 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of I

April 26, 2019 10-Q

BCTF / Bancorp 34, Inc. 10-Q (Quarterly Report) FORM 10-Q

10-Q 1 bctf2019033110q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period fro

April 22, 2019 DEF 14A

BCTF / Bancorp 34, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

March 22, 2019 SC 13G/A

BCTF / Bancorp 34, Inc. / Bancorp 34, Inc. - SCHEDULE 13G (AMENDMENT 2) BANCORP 34, INC. DECEMBER 31, 2018 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Bancorp 34, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 05970V 106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule p

February 19, 2019 10-K

BCTF / Bancorp 34, Inc. FORM 10-K (Annual Report)

10-K 1 bctf2018123110k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

February 19, 2019 EX-21

Subsidiaries of Registrant

EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Name State of Incorporation Ownership Percentage Bank 34 Federal 100%

February 14, 2019 SC 13G/A

BCTF / Bancorp 34, Inc. / Bancorp 34, Inc. - BANCORP 34, INC. SCHEDULE 13G (AMENDMENT 1) DECEMBER 31, 2018 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Bancorp 34, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 05970V 106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule p

October 29, 2018 EX-10.2

Confidential Separation and Settlement Agreement and Release with William P. Kauper (18) †

EX-10.2 2 ex126002.htm EXHIBIT 10.2 Exhibit 10.2 CONFIDENTIAL SEPARATION AND SETTLEMENT AGREEMENT AND RELEASE This Confidential Separation Agreement and Release (“Agreement”) is entered into as of this day 2 of October, 2018, by and between (i) William P. Kauper (“you”) and Patricia R. Kauper, your spouse, and Bank 34 (the “Bank’) and Bancorp 34, Inc. (the “Company”). Unless the context otherwise

October 29, 2018 10-Q

BCTF / Bancorp 34, Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2018 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-3791

October 9, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 form8k100218.htm FORM 8-K BANCORP 34, INC. OCTOBER 2, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 2, 2018 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (Sta

July 30, 2018 10-Q

BCTF / Bancorp 34, Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Ban

May 30, 2018 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 form8k-052318.htm FORM 8-K BANCORP 34, INC. 05-23-2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 23, 2018 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or O

April 30, 2018 10-Q

BCTF / Bancorp 34, Inc. FORM 10-Q (Quarterly Report)

10-Q 1 bctf2018033110q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period fro

April 23, 2018 DEF 14A

BCTF / Bancorp 34, Inc. FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

April 13, 2018 EX-99

BANCORP 34, INC. ANNOUNCES DECLARATION OF SPECIAL DIVIDEND

Exhibit 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan R. Thiry EVP/Chief Financial Officer 623.777.0570 [email protected] FOR IMMEDIATE RELEASE – April 11, 2018 BANCORP 34, INC. ANNOUNCES DECLARATION OF SPECIAL DIVIDEND Alamogordo, NM – April 11, 2018 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF), the holding company for Bank 34, announced that its Board of Directors has decl

April 13, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 bctf20180411b8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 11, 2018 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Comm

March 14, 2018 EX-21

Subsidiaries of Registrant

EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Name State of Incorporation Ownership Percentage Bank 34 Federal 100%

March 14, 2018 10-K

BCTF / Bancorp 34, Inc. FORM 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37912 Bancorp

February 13, 2018 SC 13G

BCTF / Bancorp 34, Inc. / Bancorp 34, Inc. - SCHEDULE 13G BANCORP 34, INC. DECEMBER 31, 2017 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment )* Bancorp 34, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 05970V 106 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursua

January 26, 2018 8-K

Financial Statements and Exhibits, Other Events

bctf201801268k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 26, 2018 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No

January 2, 2018 S-8

BCTF / Bancorp 34, Inc. FORM S-8 BANCORP 34, INC. 01-02-2018

Registration No. 333- As filed with the Securities and Exchange Commission on January 2, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Bancorp 34, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 74-2819148 (State or Other Jurisdiction of Incorporation or Organization) I.R.S. Employe

December 8, 2017 EX-10.3

Form of Restricted Stock Award Agreement (17) †

EXHIBIT 10.3 Restricted Stock Award Agreement Granted by BANCORP 34, INC. under the BANCORP 34, INC. 2017 EQUITY INCENTIVE PLAN This restricted stock agreement (" Restricted Stock Award" or " Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the " Plan") of Bancorp 34, Inc. (the " Company") which are incorporated herein by reference and made a

December 8, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

December 8, 2017 EX-10.2

Form of Non-Qualified Stock Option Award Agreement (16) †

EXHIBIT 10.2 NON-QUALIFIED STOCK OPTION AWARD AGREEMENT Stock Option Granted by BANCORP 34, INC. under the BANCORP 34, INC. 2017 EQUITY INCENTIVE PLAN This stock option agreement (" Option" or " Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the " Plan") of Bancorp 34, Inc. (the " Company") which are incorporated herein by reference and mad

December 8, 2017 EX-10.1

Form of Incentive Stock Option Award Agreement (15) †

EXHIBIT 10.1 INCENTIVE STOCK OPTION AWARD AGREEMENT Stock Option Granted by BANCORP 34, INC. under the BANCORP 34, INC. 2017 EQUITY INCENTIVE PLAN This stock option agreement (" Option" or " Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the " Plan") of Bancorp 34, Inc. (the " Company") which are incorporated herein by reference and made a

November 21, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 17, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employe

November 20, 2017 8-K/A

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 26, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File N

November 20, 2017 EX-16.1

Letter from Briggs & Veselka Co. to the Securities and Exchange Commission dated November 20, 2017

November 20, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 We have read Amendment No. 1 of Bancorp 34's Form 8-K/A dated November 20, 2017, and agree with the statements made in the first through third paragraphs. Respectfully yours, Briggs & Veselka Co. Houston, Texas

November 14, 2017 10-Q

BCTF / Bancorp 34, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2017 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Bancorp 34, Inc.

October 25, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 24, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

October 13, 2017 DEF 14A

Bancorp 34, Inc. 2017 Equity Incentive Plan (14) †

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

October 4, 2017 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

October 2, 2017 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 26, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employ

October 2, 2017 EX-16.1

Letter from Briggs & Veselka Co. to the Securities and Exchange Commission dated October 2, 2017

EXHIBIT 16.1 October 2, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 We have read Item 4.01 of Bancorp 34's Form 8-K dated October 2, 2017, and agree with the statements made in the first through fourth paragraphs. Respectfully yours, /s/ Briggs & Veselka Co.

July 31, 2017 S-8

Bancorp 34 FORM S-8 BANCORP 34, INC. 07-28-2017

S-8 1 s-8072817.htm FORM S-8 BANCORP 34, INC. 07-28-2017 Registration No. 333- As filed with the Securities and Exchange Commission on July 31, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Bancorp 34, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 74-2818148 (State or Other Jurisd

July 31, 2017 10-Q

BCTF / Bancorp 34, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2017 OR ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Bancorp 34, Inc. (Exact n

July 12, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-k071217.htm FORM 8-K BANCORP 34, INC. 07-12-2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 12, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State or

May 5, 2017 10-Q

Bancorp 34 FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2017 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Bancorp 34, Inc. (Exact

May 1, 2017 10-K/A

Bancorp 34 AMENDMENT NO. 1 (Annual Report)

10-K/A 1 v46555610ka.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A AMENDMENT NO. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

March 23, 2017 10-K

Bancorp 34 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37912 Bancorp 34, Inc. (Exact N

March 23, 2017 EX-10.14

Employment Agreement By and Between Bancorp 34, Inc. and William P. Kauper (9) †

Exhibit 10.14 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bancorp 34, Inc. (the “Company”) and William P. Kauper (“Executive”). Any reference to the “Bank” shall mean Bank 34, the wholly-owned subsidiary of the Company. WHEREAS, the Company wishes to assure itself of the continued services of Execu

March 23, 2017 EX-10.17

Employment Agreement By and Between Bank 34 and William P. Kauper (12) †

EX-10.17 6 v461767ex10-17.htm EXHIBIT 10.17 Exhibit 10.17 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bank 34 (the “Bank”) and William P. Kauper (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itsel

March 23, 2017 EX-21

SUBSIDIARIES OF THE REGISTRANT

EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Name State of Incorporation Ownership Percentage Bank 34 Federal 100%

March 23, 2017 EX-10.16

Employment Agreement By and Between Bank 34 and Jill Gutierrez (11) †

EX-10.16 5 v461767ex10-16.htm EXHIBIT 10.16 Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bank 34 (the “Bank”) and Jill Gutierrez (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itself o

March 23, 2017 EX-10.13

Employment Agreement By and Between Bancorp 34, Inc. and Jill Gutierrez (8) †

EX-10.13 2 v461767ex10-13.htm EXHIBIT 10.13 Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bancorp 34, Inc. (the “Company”) and Jill Gutierrez (“Executive”). Any reference to the “Bank” shall mean Bank 34, the wholly-owned subsidiary of the Company. WHEREAS, the Company wishes to assure

March 23, 2017 EX-10.18

Employment Agreement By and Between Bank 34 and Jan R. Thiry (13) †

Exhibit 10.18 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bank 34 (the “Bank”) and Jan R. Thiry (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itself of the continued services of Executive for the

March 23, 2017 EX-10.15

Employment Agreement By and Between Bancorp 34, Inc. and Jan R. Thiry (10) †

Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of February 9, 2017 (the “Effective Date”), by and between Bancorp 34, Inc. (the “Company”) and Jan R. Thiry (“Executive”). Any reference to the “Bank” shall mean Bank 34, the wholly-owned subsidiary of the Company. WHEREAS, the Company wishes to assure itself of the continued services of Executive

February 9, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 form8-k020917.htm FORM 8-K BANCORP 34, INC. 02-09-2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2017 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 74-2819148 (State

November 14, 2016 10-Q

Bancorp 34 FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2016 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-37912 Bancorp 34, Inc. (Ex

October 12, 2016 EX-99.1

ALAMOGORDO FINANCIAL CORP. ANNOUNCES EXPECTED CLOSING DATE

Exhibit 99.1 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan Thiry EVP/Chief Financial Officer 623.463.1440 [email protected] FOR IMMEDIATE RELEASE – October 7, 2016 ALAMOGORDO FINANCIAL CORP. ANNOUNCES EXPECTED CLOSING DATE Alamogordo, NM – October 7, 2016 – Alamogordo Financial Corp. (”Alamogordo Financial”) (OTCPK: ALMG), the holding company for Bank 34, announced today that it ha

October 12, 2016 EX-99.2

BANCORP 34, INC. ANNOUNCES CLOSING OF STOCK OFFERING AND COMPLETION OF CONVERSION TRANSACTION

Exhibit 99.2 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan Thiry EVP/Chief Financial Officer 623.463.1440 [email protected] FOR IMMEDIATE RELEASE – October 11, 2016 BANCORP 34, INC. ANNOUNCES CLOSING OF STOCK OFFERING AND COMPLETION OF CONVERSION TRANSACTION Alamogordo, NM – October 11, 2016 – Bancorp 34, Inc. (“Bancorp 34”) (NASDAQ: BCTF) announced today that it has completed the

October 12, 2016 8-K

Financial Statements and Exhibits, Other Events

8-K 1 t16024088k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 7, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-37912 81-3387313 (State or Other Jurisdiction) (Commissi

October 11, 2016 8-A12B

Bancorp 34 FORM 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Bancorp 34, Inc. (Exact name of registrant as specified in its charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction (Commission File No.) (I.R.S. Employer of Incorporation) Identifi

September 28, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Emplo

September 28, 2016 EX-99

ALAMOGORDO FINANCIAL CORP. ANNOUNCES RESULTS OF SPECIAL MEETINGS OF STOCKHOLDERS AND MEMBERS AND PRELIMINARY OFFERING RESULTS

Exhibit 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan Thiry EVP/Chief Financial Officer 623.463.1440 [email protected] FOR IMMEDIATE RELEASE ? September 22, 2016 ALAMOGORDO FINANCIAL CORP. ANNOUNCES RESULTS OF SPECIAL MEETINGS OF STOCKHOLDERS AND MEMBERS AND PRELIMINARY OFFERING RESULTS Alamogordo, NM ? September 22, 2016 ? Alamogordo Financial Corp. (the ?Company?) (OTCPK: ALMG

September 1, 2016 EX-99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

EX-99.1 5 t1602123ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 OR ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to

September 1, 2016 10-Q

BCTF / Bancorp 34, Inc. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 OR ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 333-211820 Bancorp 34, Inc. (Exact

August 15, 2016 425

Bancorp 34 FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

August 15, 2016 424B3

PROSPECTUS OF BANCORP 34, INC., A MARYLAND CORPORATION PROXY STATEMENT OF ALAMOGORDO FINANCIAL CORP., A FEDERAL CORPORATION

Filed Pursuant to Rule 424(b)(3) Registration No. 333-211820 Dear Fellow Stockholder: Alamogordo Financial Corp. is soliciting stockholder votes regarding the mutual-to-stock conversion of AF Mutual Holding Company. Pursuant to a Plan of Conversion and Reorganization, our organization will convert from a partially public company to a fully public company by selling a minimum of 1,207,986 shares of

August 15, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

August 15, 2016 425

Bancorp 34 FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer

August 15, 2016 EX-99

BANCORP 34, INC. TO COMMENCE STOCK OFFERING

Exhibit 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan Thiry EVP/Chief Financial Officer 623.463.1440 [email protected] FOR IMMEDIATE RELEASE ? August 15, 2016 BANCORP 34, INC. TO COMMENCE STOCK OFFERING Alamogordo, NM ? August 15, 2016 ? Alamogordo Financial Corp. (the ?Company?) (OTCPK: ALMG), the holding company for Bank 34, announced today that Bancorp 34, Inc., a newly forme

August 15, 2016 424B3

(Proposed Holding Company for Bank 34) Up to 1,634,334 Shares of Common Stock (Subject to Increase to up to 1,879,484 Shares)

Filed Pursuant to Rule 424(b)(3) Registration No. 333-211820 PROSPECTUS (Proposed Holding Company for Bank 34) Up to 1,634,334 Shares of Common Stock (Subject to Increase to up to 1,879,484 Shares) Bancorp 34, Inc., a Maryland corporation, is offering up to 1,634,334 shares of common stock for sale at $10.00 per share on a best efforts basis in connection with the conversion of AF Mutual Holding C

August 15, 2016 EX-99

BANCORP 34, INC. TO COMMENCE STOCK OFFERING

Exhibit 99 BANK 34 500 E. 10th STREET ALAMOGORDO, NM 88310 Contact: Jan Thiry EVP/Chief Financial Officer 623.463.1440 [email protected] FOR IMMEDIATE RELEASE ? August 15, 2016 BANCORP 34, INC. TO COMMENCE STOCK OFFERING Alamogordo, NM ? August 15, 2016 ? Alamogordo Financial Corp. (the ?Company?) (OTCPK: ALMG), the holding company for Bank 34, announced today that Bancorp 34, Inc., a newly forme

August 10, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 t16019768k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commissi

August 10, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 t16019768k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2016 BANCORP 34, INC. (Exact Name of Registrant as Specified in Charter) Maryland 333-211820 81-3387313 (State or Other Jurisdiction) (Commissi

August 10, 2016 EX-1.1

BANCORP 34, INC. (a Maryland corporation) Up to 1,634,334 Shares (Subject to increase to up to 1,879,484 shares) COMMON STOCK ($0.01 Par Value) Offering Price $10.00 Per Share AGENCY AGREEMENT August 5, 2016

EX-1.1 2 t1601976ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Execution Copy BANCORP 34, INC. (a Maryland corporation) Up to 1,634,334 Shares (Subject to increase to up to 1,879,484 shares) COMMON STOCK ($0.01 Par Value) Offering Price $10.00 Per Share AGENCY AGREEMENT August 5, 2016 Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue, 4th Floor New York, New York 10019 Ladies and Gentlemen: Alamogordo Financia

August 3, 2016 CORRESP

Bancorp 34 ESP

correspondence8316.htm BANCORP 34, INC. 500 East 10th Street Alamogordo, New Mexico 88310 August 3, 2016 Via Edgar Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Bancorp 34, Inc. Registration Statement on Form S-1 (Registration Number 333-211820) Request for Acceleration of Effectiveness Ladies and Gentlemen: Bancorp 34, Inc., a Maryland corporation (the ?Company?

August 3, 2016 CORRESP

Bancorp 34 ESP

CORRESP 1 filename1.htm [LETTERHEAD OF KEEFE, BRUYETTE & WOODS, INC.] August 3, 2016 Via Edgar Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Bancorp 34, Inc. Registration Statement on Form S-1 (Registration Number 333-211820) Request for Acceleration of Effectiveness Ladies and Gentlemen: In accordance with Rule 461 of Regulation C promulgated under the Securitie

July 26, 2016 S-1/A

As filed with the Securities and Exchange Commission on July 26 , 2016

S-1/A 1 t1601821x1s1a.htm AMENDMENT NO. 1 TO FORM S-1 As filed with the Securities and Exchange Commission on July 26 , 2016 Registration No. 333 -211820 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO THE FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in Its Charter)

July 26, 2016 CORRESP

Bancorp 34 ESP

LUSE GORMAN, PC ATTORNEYS AT LAW 5335 Wisconsin Avenue, NW, Suite 780 Washington, D.

June 3, 2016 S-1

Registration Statement on Form S-1 of Bancorp 34, Inc. (File No. 333-2118

S-1 1 t1600491s1.htm FORM S-1 As filed with the Securities and Exchange Commission on June 3, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BANCORP 34, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 6712 Being applied for (State or other jurisdiction of (Prima

June 3, 2016 EX-99.6

KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017

Exhibit 99.6 KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017 (614) 766-1426 (614) 766-1459 FAX June 2, 2016 Board of Directors Bancorp 34, Inc. Bank 34 500 East 10th Street Alamogordo, New Mexico 88310 Re: Plan of Conversion and Reorganization AF Mutual Holding Company Bancorp 34, Inc. Members of the Boards of Directors: The Plan of Conve

June 3, 2016 EX-1.2

BANCORP 34, INC. (a Maryland corporation) Up to 1,634,334 Shares (Subject to increase to up to 1,879,484 shares) COMMON STOCK ($0.01 Par Value) Offering Price $10.00 Per Share AGENCY AGREEMENT _____________, 2016

Exhibit 1.2 BANCORP 34, INC. (a Maryland corporation) Up to 1,634,334 Shares (Subject to increase to up to 1,879,484 shares) COMMON STOCK ($0.01 Par Value) Offering Price $10.00 Per Share AGENCY AGREEMENT , 2016 Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue, 4th Floor New York, New York 10019 Ladies and Gentlemen: Alamogordo Financial Corp., a federal stock corporation (the ?Mid-Tier Holding Co

June 3, 2016 EX-2

AMENDED AND RESTATED PLAN OF CONVERSION AND REORGANIZATION AF MUTUAL HOLDING COMPANY TABLE OF CONTENTS

Exhibit 2 AMENDED AND RESTATED PLAN OF CONVERSION AND REORGANIZATION OF AF MUTUAL HOLDING COMPANY TABLE OF CONTENTS 1.

June 3, 2016 EX-10.14

EMPLOYMENT AGREEMENT

Exhibit 10.14 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is made effective as of , 2016 (the ?Effective Date?), by and between Bancorp 34, Inc. (the ?Company?) and (?Executive?). Any reference to the ?Bank? shall mean Bank 34, the wholly-owned subsidiary of the Company. WHEREAS, the Company wishes to assure itself of the continued services of Executive for the period provided

June 3, 2016 EX-21

Subsidiaries of the Registrant

Exhibit 21 Subsidiaries of the Registrant Name Percent Ownership State of Incorporation Bank 34 100% Federal Forward Holdings, LLC* 100% New Mexico *Subsidiary of Bank 34

June 3, 2016 EX-3.1

Articles of Incorporation of Bancorp 34, Inc. (1)

Exhibit 3.1 ARTICLES OF INCORPORATION BANCORP 34, INC. The undersigned, Edward A. Quint, whose address is 5335 Wisconsin Avenue, N.W., Suite 780, Washington, DC 20015, being at least eighteen years of age, acting as incorporator, does hereby form a corporation under the general laws of the State of Maryland, having the following Articles of Incorporation (the ?Articles?): ARTICLE 1. Name. The name

June 3, 2016 EX-99.4

Call our Stock Information Center, toll-free, at 1-(877) ___-____, from 8:00 a.m. to 2:00 p.m., Mountain Time, Monday through Friday, except bank holidays.

EX-99.4 19 t1600491ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 Dear Valued Customer: I am pleased to tell you about an investment opportunity and, just as importantly, to request your vote. Pursuant to a Plan of Conversion and Reorganization (the “Plan”), our organization will convert from the mutual holding company corporate structure to the fully public stock holding company corporate structure. To acc

June 3, 2016 EX-10.13

EMPLOYMENT AGREEMENT

EX-10.13 11 t1600491ex10-13.htm EXHIBIT 10.13 Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective as of , 2016 (the “Effective Date”), by and between Bank 34 (the “Bank”) and (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank. WHEREAS, the Bank wishes to assure itself of the continued service

June 3, 2016 EX-1.1

Keefe, Bruyette & Woods • 70 West Madison, Suite 2401 • Chicago, IL 60602 312.423.8200 • 800.929.6113 • Fax 312.423.8232 • www.kbw.com

Exhibit 1.1 December 23, 2015 AF Mutual Holding Company Alamogordo Financial Corp. BANK?34 500 East 10th Street Alamogordo, NM 88310 Attention: Ms. Jill Gutierrez Chief Executive Officer Ladies and Gentlemen: This letter confirms the engagement of Keefe, Bruyette & Woods, Inc. (?KBW?) to act as the exclusive financial advisor to (i) AF Mutual Holding Company, (ii) Alamogordo Financial Corp., and (

June 3, 2016 EX-4

Form of Common Stock Certificate of Bancorp 34, Inc. (1)

Exhibit 4 INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND No. BANCORP 34, INC. Shares CUSIP: FULLY PAID AND NON-ASSESSABLE PAR VALUE $0.01 PER SHARE THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS, SEE REVERSE SIDE THIS CERTIFIES that is the owner of SHARES OF COMMON STOCK of Bancorp 34, Inc. a Maryland corporation The shares evidenced by this certificate are transferab

June 3, 2016 EX-99.7

REVOCABLE PROXY ALAMOGORDO FINANCIAL CORP. SPECIAL MEETING OF STOCKHOLDERS _________________, 2016

Exhibit 99.7 REVOCABLE PROXY ALAMOGORDO FINANCIAL CORP. SPECIAL MEETING OF STOCKHOLDERS , 2016 The undersigned hereby appoints the proxy committee of the Board of Directors of Alamogordo Financial Corp., a Federal corporation, with full powers of substitution, to act as attorneys and proxies for the undersigned to vote all shares of common stock of Alamogordo Financial Corp. that the undersigned i

June 3, 2016 EX-99.5

STOCK ORDER FORM – SIDE 2

Exhibit 99.5 STOCK ORDER FORM ? SIDE 2 (8) ASSOCIATES/ACTING IN CONCERT (continued from front of Stock Order Form) Associate ? The term ?associate? of a person means: (1) any corporation or organization (other than Bank 34, Bancorp 34, Inc., Alamogordo Financial Corp. or AF Mutual Holding Company or a majority-owned subsidiary of any of those entities), of which the person is a senior officer, par

June 3, 2016 EX-99.2

KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017

Exhibit 99.2 KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017 (614) 766-1426 (614) 766-1459 FAX June 2, 2016 Board of Directors Bancorp 34, Inc. Bank 34 500 East 10th Street Alamogordo, New Mexico 88310 Re: Subscription Rights ? Bancorp 34, Inc. To the Boards: The purpose of this letter is to provide an opinion of the value of the subscrip

June 3, 2016 EX-99.3

CONVERSION VALUATION APPRAISAL REPORT Prepared for: Bancorp 34, Inc. (Formerly Alamogordo Financial Corp.) Alamogordo, New Mexico As Of: May 16, 2016 Prepared By: Keller & Company, Inc. 555 Metro Place North Suite 524 Dublin, Ohio 43017 (614) 766-142

Exhibit 99.3 CONVERSION VALUATION APPRAISAL REPORT Prepared for: Bancorp 34, Inc. (Formerly Alamogordo Financial Corp.) Alamogordo, New Mexico As Of: May 16, 2016 Prepared By: Keller & Company, Inc. 555 Metro Place North Suite 524 Dublin, Ohio 43017 (614) 766-1426 KELLER & COMPANY KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017 (614) 766-

June 3, 2016 EX-99.1

KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017

Exhibit 99.1 KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS 555 METRO PLACE NORTH SUITE 524 DUBLIN, OHIO 43017 (614) 766-1426 (614) 766-1459 FAX December 4, 2015 The Board of Directors Alamogordo Financial Corp. 500 East 10th Street Alamogordo, New Mexico 88310 Re: Conversion Appraisal Agreement Attn: Jan Thiry Keller & Company, Inc. (hereinafter referred to as KELLER) hereby proposes to

June 3, 2016 EX-3.2

Bylaws of Bancorp 34, Inc. (1)

Exhibit 3.2 BANCORP 34, INC. BYLAWS ARTICLE I STOCKHOLDERS Section 1. Annual Meeting. Bancorp 34, Inc. (the ?Corporation?) shall hold an annual meeting of its stockholders to elect directors and to transact any other business within its powers, at such place, on such date and at such time as the Board of Directors shall fix. Failure to hold an annual meeting does not invalidate the Corporation?s e

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