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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/29/24 Bank First Corp. 10-K 12/31/23 137:29M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 7.36M
2: EX-4.2 Instrument Defining the Rights of Security Holders HTML 40K
3: EX-10.11 Material Contract HTML 116K
4: EX-10.12 Material Contract HTML 61K
5: EX-21 Subsidiaries List HTML 37K
6: EX-23.1 Consent of Expert or Counsel HTML 34K
10: EX-97 Clawback Policy re: Recovery of Erroneously HTML 42K
Awarded Compensation
7: EX-31.1 Certification -- §302 - SOA'02 HTML 42K
8: EX-31.2 Certification -- §302 - SOA'02 HTML 42K
9: EX-32 Certification -- §906 - SOA'02 HTML 38K
16: R1 Document and Entity Information HTML 104K
17: R2 Consolidated Balance Sheets HTML 150K
18: R3 Consolidated Balance Sheets (Parenthetical) HTML 57K
19: R4 Consolidated Statements of Income HTML 151K
20: R5 Consolidated Statements of Comprehensive Income HTML 67K
21: R6 Consolidated Statement of Stockholders' Equity HTML 83K
22: R7 Consolidated Statements of Stockholders' Equity HTML 41K
(Parenthetical)
23: R8 Consolidated Statements of Cash Flows HTML 204K
24: R9 Summary of Significant Accounting Policies HTML 133K
25: R10 Acquisitions HTML 175K
26: R11 Securities HTML 379K
27: R12 Loans HTML 1.10M
28: R13 Related Party Matters HTML 54K
29: R14 Mortgage Servicing Rights HTML 72K
30: R15 Premises and Equipment HTML 56K
31: R16 Other Real Estate Owned HTML 70K
32: R17 Investment in Minority-owned Subsidiaries HTML 41K
33: R18 Core Deposit Intangibles HTML 67K
34: R19 Goodwill HTML 37K
35: R20 Deposits HTML 64K
36: R21 Securities Sold Under Repurchase Agreements HTML 59K
37: R22 Notes Payable HTML 102K
38: R23 Subordinated Debt HTML 41K
39: R24 Income Taxes HTML 148K
40: R25 Employee Benefit Plans HTML 75K
41: R26 Stockholders' Equity and Regulatory Matters HTML 246K
42: R27 Segment Information HTML 41K
43: R28 Commitments and Contingencies HTML 58K
44: R29 Leases HTML 72K
45: R30 Fair Value of Financial Instruments HTML 351K
46: R31 Parent Company Only Financial Statements HTML 193K
47: R32 Earnings Per Common Share HTML 93K
48: R33 Summary of Significant Accounting Policies HTML 197K
(Policies)
49: R34 Summary of Significant Accounting Policies HTML 89K
(Tables)
50: R35 Acquisitions (Tables) HTML 177K
51: R36 Securities (Tables) HTML 391K
52: R37 Loans (Tables) HTML 1.10M
53: R38 Related Party Matters (Tables) HTML 49K
54: R39 Mortgage Servicing Rights (Tables) HTML 64K
55: R40 Premises and Equipment (Tables) HTML 55K
56: R41 Other Real Estate Owned (Tables) HTML 72K
57: R42 Core Deposit Intangibles (Tables) HTML 70K
58: R43 Deposits (Tables) HTML 67K
59: R44 Securities Sold Under Repurchase Agreements HTML 59K
(Tables)
60: R45 Notes Payable (Tables) HTML 98K
61: R46 Income Taxes (Tables) HTML 148K
62: R47 Employee Benefit Plans (Tables) HTML 69K
63: R48 Stockholders' Equity and Regulatory Matters HTML 245K
(Tables)
64: R49 Commitments and Contingencies (Tables) HTML 54K
65: R50 Leases (Tables) HTML 69K
66: R51 Fair Value of Financial Instruments (Tables) HTML 350K
67: R52 Parent Company Only Financial Statements (Tables) HTML 196K
68: R53 Earnings Per Common Share (Tables) HTML 92K
69: R54 Summary of Significant Accounting Policies - HTML 53K
Principles of Consolidation (Details)
70: R55 Summary of Significant Accounting Policies - Cash HTML 36K
and Cash Equivalents (Details)
71: R56 Summary of Significant Accounting Policies - Loans HTML 52K
and Related Interest Income (Details)
72: R57 Summary of Significant Accounting Policies - HTML 49K
Premises and Equipment (Details)
73: R58 Summary of Significant Accounting Policies - Per HTML 40K
Share Computations (Details)
74: R59 Summary of Significant Accounting Policies - New HTML 143K
Accounting Pronouncements (Details)
75: R60 Acquisitions - Hometown (Details) HTML 55K
76: R61 Acquisitions - Hometown - Fair value of assets HTML 96K
acquired and liabilities assumed (Details)
77: R62 Acquisitions - Hometown - Loans purchased through HTML 45K
acquisition (Details)
78: R63 Acquisitions - Denmark (Details) HTML 55K
79: R64 Acquisitions - Denmark - Fair value of assets HTML 92K
acquired and liabilities assumed (Details)
80: R65 Acquisitions - Denmark Pro Forma (Details) HTML 43K
81: R66 Securities - Summary of securities (Details) HTML 78K
82: R67 Securities - Fair value and gross unrealized HTML 106K
losses of securities with unrealized losses
(Details)
83: R68 Securities - Amortized cost and estimated fair HTML 107K
value of securities by contractual maturity
(Details)
84: R69 Securities - Sales of securities available for HTML 45K
sate (Details)
85: R70 Loans- Composition of loans (Details) HTML 69K
86: R71 Loans - Rollforward of activity in the ACL - Loans HTML 89K
(Details)
87: R72 Loans - Rollforward of activity in the ALL HTML 91K
(Details)
88: R73 Loans - Provisions for credit losses (Details) HTML 47K
89: R74 Loans - Past due and non-accrual loans (Details) HTML 83K
90: R75 Loans - Collateral dependent loans (Details) HTML 62K
91: R76 Loans - Summary of impaired loans individually HTML 72K
evaluated (Details)
92: R77 Loans - Total loans by risk ratings and year of HTML 320K
origination (Details)
93: R78 Loans - Breakdown of loans by risk rating HTML 75K
(Details)
94: R79 Loans - Loans acquired with deteriorated credit HTML 55K
quality (Details)
95: R80 Loans - Change in the accretable and HTML 51K
non-accretable components of discounts on loans
acquired with deteriorated credit quality
(Details)
96: R81 Related Party Matters (Details) HTML 44K
97: R82 Mortgage Servicing Rights (Details) HTML 61K
98: R83 Premises and Equipment (Details) HTML 60K
99: R84 Other Real Estate Owned - Changes in OREO HTML 46K
(Details)
100: R85 Other Real Estate Owned - Activity in the HTML 42K
valuation allowance (Details)
101: R86 Investment in Minority-owned Subsidiaries HTML 101K
(Details)
102: R87 Core Deposit Intangibles - Gross carrying amount HTML 45K
and accumulated amortization (Details)
103: R88 Core Deposit Intangibles - Estimated future HTML 52K
amortization expense (Details)
104: R89 Goodwill (Details) HTML 41K
105: R90 Deposits - Composition of deposits (Details) HTML 49K
106: R91 Deposits - Maturities of time deposits (Details) HTML 49K
107: R92 Securities Sold Under Repurchase Agreements HTML 50K
(Details)
108: R93 Notes Payable - FHLB advances (Details) HTML 61K
109: R94 Notes Payable - Future maturities (Details) HTML 52K
110: R95 Notes Payable - Additional Information (Details) HTML 53K
111: R96 Subordinated Debt (Details) HTML 72K
112: R97 Income Taxes - Components of the provision for HTML 54K
income taxes (Details)
113: R98 Income Taxes - Tax rate reconciliation (Details) HTML 59K
114: R99 Income Taxes - Deferred tax (Details) HTML 78K
115: R100 Employee Benefit Plans - Employee Stock Ownership HTML 51K
Plan (Details)
116: R101 Employee Benefit Plans - Share-based Compensation HTML 85K
(Details)
117: R102 Employee Benefit Plans - Deferred Compensation HTML 48K
Plan (Details)
118: R103 Stockholders' Equity and Regulatory Matters HTML 129K
(Details)
119: R104 Segment Information (Details) HTML 37K
120: R105 Commitments and Contingencies (Details) HTML 54K
121: R106 Leases - Operating leases (Details) HTML 56K
122: R107 Leases - Maturity analysis (Details) HTML 55K
123: R108 Fair Value of Financial Instruments - Fair value HTML 68K
of assets measured on a recurring basis (Details)
124: R109 Fair Value of Financial Instruments - Fair value HTML 45K
of assets measured on a non-recurring basis
(Details)
125: R110 Fair Value of Financial Instruments - Fair value HTML 56K
measurement on inputs and valuation techniques
(Details)
126: R111 Fair Value of Financial Instruments - Carrying HTML 81K
value and estimated fair value (Details)
127: R112 Parent Company Only Financial Statements - Balance HTML 110K
Sheets (Details)
128: R113 Parent Company Only Financial Statements - HTML 68K
Statements of Income (Details)
129: R114 Parent Company Only Financial Statements - HTML 107K
Statements of Cash Flows (Details)
130: R115 Earnings Per Common Share (Details) HTML 84K
131: R116 Pay vs Performance Disclosure HTML 47K
132: R117 Insider Trading Arrangements HTML 70K
134: XML IDEA XML File -- Filing Summary XML 252K
137: XML XBRL Instance -- bfc-20231231x10k_htm XML 9.14M
133: EXCEL IDEA Workbook of Financial Report Info XLSX 289K
12: EX-101.CAL XBRL Calculations -- bfc-20231231_cal XML 390K
13: EX-101.DEF XBRL Definitions -- bfc-20231231_def XML 1.32M
14: EX-101.LAB XBRL Labels -- bfc-20231231_lab XML 2.20M
15: EX-101.PRE XBRL Presentations -- bfc-20231231_pre XML 1.90M
11: EX-101.SCH XBRL Schema -- bfc-20231231 XSD 295K
135: JSON XBRL Instance as JSON Data -- MetaLinks 832± 1.32M
136: ZIP XBRL Zipped Folder -- 0001558370-24-002199-xbrl Zip 954K
Exhibit 97
|
COMPENSATION CLAWBACK POLICY |
Approved by G&N Committee: January 11, 2024
Approved by Board: January 16, 2024
Amended and Restated Effective October 2, 2023
The purpose of this Policy is to ensure that incentive compensation is paid based on accurate financial and operating data, and the correct calculation of performance against incentive targets. In the event of a restatement of the financial or operating results of the Bank, the Bank shall commence seeking recovery of incentive compensation that would not otherwise have been paid if the correct performance data had been used to determine the amount payable. The Compensation Committee (the “Committee”) shall have full authority to interpret and enforce this Policy.
This Policy was originally approved by the G&N Committee on March 2, 2023, and by the Board on March 21, 2023 (the “Original Policy”). The Policy was amended and restated effective October 2, 2023, to comply with Listing Rule 5608 of the corporate governance rules of The NASDAQ Stock Market (the “Listing Rule”). This Policy replaces the Original Policy, but the Original Policy shall continue to apply to any incentive compensation received prior to October 2, 2023.
Employees Covered
The Policy applies to anyone who is, or was at any time, during the “applicable period” (as defined below), one of the following officers: (i) Chief Executive Officer; (ii) Chief Financial Officer; (iii) President; and (iv) any other officer who is designated a “Named Executive Officer,” as determined in accordance with Item 402(a)(3) or Item 402(m)(2) of Regulation S-K under the Securities Exchange Act of 1934. This Policy also applies to all members of Senior Management and all other employees who receive incentive compensation (collectively, “Covered Employees”).
Incentive Compensation
For the purposes of this Policy, “incentive compensation” shall have the meaning set forth in the Listing Rule, which includes but is not limited to, performance bonuses and incentive awards (including stock appreciation rights, restricted and unrestricted Company stock, and performance units) paid, granted, vested, or accrued under any Bank or Company plan or agreement, in the form of cash or BFC common stock that is based on financial information required to be reported under SEC regulations.
Restatement of Financial or Operating Results; Calculation of Overpayment
If the Bank is required to prepare an accounting restatement of the reported financial or operating results of the Bank due to material non-compliance with financial reporting requirements (unless due to a change in a policy or applicable law), then the Company shall recover reasonably promptly from a Covered Employee the difference between (i) any incentive compensation paid or accrued during the three fiscal years preceding the date on which the Bank is required to prepare the restatement (the “applicable period”) based on the belief that the Bank had met or exceeded performance targets that would not have been met had the data
been accurate, and (ii) the incentive compensation that would have been paid, granted, or vested to the Covered Employee, had the actual payment, granting or vesting been calculated based on the accurate data or restated results, as applicable (the “Overpayment”).
Types of Recovery
If the Committee determines that recovery of the Overpayment is required under this Policy, the Bank shall have the right to demand that the Covered Employee reimburse the Bank for the Overpayment. To the extent the Covered Employee does not make reimbursement of the Overpayment, the Bank shall have the right to sue for repayment and enforce the repayment through the reduction or cancellation of outstanding and future incentive compensation. To the extent any vested shares have been sold by the Covered Employee, the Bank shall have (i) the right to demand disgorgement of any profits made from such sale, or (ii) the right to cancel any other outstanding stock-based awards with a value equivalent to the Overpayment, as determined by the Committee.
Committee Determination
Any determination by the Committee with respect to this Policy shall be final, conclusive and binding on all interested parties.
Applicability
This Policy applies to all incentive compensation granted, paid, or credited on or after October 2, 2023, except to the extent prohibited by applicable law or other legal obligation.
Other Laws
This Policy is in addition to (and not in lieu of) any right of repayment, forfeiture or right of offset against any Covered Employee that is required pursuant to any statutory repayment requirement, any remedy available to the Bank pursuant to Section 12.6 of the 2020 Equity Plan, and any other remedies available at law.
2
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/29/24 | |||
| 1/16/24 | 8-K | |||
| 1/11/24 | ||||
| For Period end: | 12/31/23 | |||
| 10/2/23 | ||||
| 3/21/23 | ||||
| 3/2/23 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/24/23 Bank First Corp. 8-K:5,9 7/24/23 11:445K Toppan Merrill/FA 3/10/23 Bank First Corp. 10-K 12/31/22 137:26M Toppan Merrill Bridge/FA 7/26/22 Bank First Corp. 8-K:1,8,9 7/26/22 13:6.2M Toppan Merrill/FA 1/19/22 Bank First Corp. 8-K:1,8,9 1/19/22 13:2.4M Toppan Merrill/FA 3/12/21 Bank First Corp. 10-K 12/31/20 137:25M Toppan Merrill/FA 3/04/21 Bank First Corp. 8-K:5,9 3/03/21 12:254K Toppan Merrill/FA 2/22/19 Bank First Corp. 8-K:5,9 2/19/19 2:37K Toppan Merrill/FA 10/17/18 Bank First Corp. 10-12B/A 3:7.1M Toppan Vite NY Inc./FA 9/24/18 Bank First Corp. 10-12B 8:8.4M Toppan Merrill/FA |