BV Financial Inc
For the period ended Dec 31, 2023. Filed Mar 22, 2024.
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FY2023 · Filed Mar 22, 2024
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Item 15. Exhibits, Financial Statement Schedules
3.1 Amended and Restated Articles of Incorporation of BV Financial, Inc. (incorporated by reference to
Exhibit 3.1 to the Company’s Registration Statement on Form 8-A (Commission File No. 001-41764),
filed on July 31, 2023)
3.2 Amended and Restated Bylaws of BV Financial, Inc. (incorporated by reference to Exhibit 3.2 to the
Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-270496), filed on
4.1 Form of Common Stock Certificate of BV Financial, Inc. (incorporated by reference to Exhibit 4 the
Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-270496), filed on
4.2 Description of BV Financial, Inc.’s Securities
10.1 Employment Agreement between BayVanguard Bank, BV Financial, Inc., Bay-Vanguard, M.H.C. and
David M. Flair (incorporated by reference to Exhibit 10.1 the Company’s Registration Statement on
Form S-1, as amended (Commission File No. 333-270496), as filed on March 13, 2023)
10.2 Employment Agreement between BayVanguard Bank, BV Financial, Inc., Bay-Vanguard, M.H.C. and
Timothy L. Prindle (incorporated by reference to Exhibit 10.2 the Company’s Registration Statement on
Form S-1, as amended (Commission File No. 333-270496), as filed on March 13, 2023)
10.3 Change in Control Agreement between BayVanguard Bank and Michael J. Dee (incorporated by reference
to Exhibit 10.3 the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-270496), as filed on March 13, 2023)
10.4 Salary Continuation Agreement between BayVanguard Bank and David M. Flair (incorporated by
reference to Exhibit 10.4 the Company’s Registration Statement on Form S-1, as amended (Commission
10.5 Salary Continuation Agreement between BayVanguard Bank and Timothy L. Prindle (incorporated by
reference to Exhibit 10.5 the Company’s Registration Statement on Form S-1, as amended (Commission
10.6 Split Dollar Agreement for David M. Flair (incorporated by reference to Exhibit 10.6 the Company’s
10.7 BV Financial, Inc. 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.7 the Company’s
10.8 BV Financial, Inc. 2021 Equity Incentive Plan (incorporated by reference to Exhibit 10.8 the Company’s
10.9 Amended and Restated Supplemental Director Retirement Agreement with Brian K. McHale (incorporated
by reference to Exhibit 10.9 the Company’s Registration Statement on Form S-1, as amended (Commission
21 Subsidiaries of Registrant
23 Consent of FORVIS, LLP
31.1 Certification of Co-President and Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities
Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Co-President and Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities
Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.3 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934,
as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32 Certification of Co-President and Chief Executive Officers and Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.7 Clawback Policy
101 The following materials from the Company’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2023, formatted in XBRL: (i) Balance Sheets, (ii) Statements of Income, (iii) Statements of
Comprehensive Income, (iv) Changes in Stockholders’ Equity, (v) Statements of Cash Flows and (vi)
Notes to the Financial Statements.
Management contract or compensation plan or arrangement.
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