NSTS Bancorp, Inc.
For the period ended May 21, 2025. Filed Apr 11, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 21, 2025 · Filed Apr 11, 2025
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DEF 14A 1 nsts20250325_def14a.htm FORM DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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700 S. Lewis Ave.
Waukegan, Illinois 60085
(847) 336-4430
April 11, 2025
Dear Fellow Stockholder:
The 2025 Annual Meeting of Stockholders of NSTS Bancorp, Inc. will be held at the office of North Shore Trust and Savings at 700 S. Lewis Ave., Waukegan, Illinois on Wednesday, May 21, 2025, at 10:00 a.m., Central Time.
We are furnishing our proxy statement, 2024 Annual Report and proxy card to stockholders over the internet. Our stockholders will receive a notice in the mail which contains instructions on how to access the proxy materials via the internet. By delivering proxy materials electronically to our stockholders, we can reduce the costs of printing and mailing our proxy materials. If you would like to request paper copies of the proxy materials, please follow the instructions on the notice or as provided in the proxy statement.
The Notice of Annual Meeting and Proxy Statement describe the formal business to be transacted at the annual meeting. Our Annual Report on Form 10-K for the year ended December 31, 2024, which contains information concerning our business and 2024 financial performance is available to review at our website athttps://ir.northshoretrust.com/sec-filings/all-sec-filings, and is also available online with the Annual Meeting proxy statement materials athttps://annualgeneralmeetings.com/nsts2025/. Our directors and officers, as well as a representative of our independent registered public accounting firm, are expected to be present at the annual meeting to respond to any questions that stockholders may have.
The business to be conducted at the annual meeting consists of: (1) the election of directors, (2) the ratification of the appointment of Plante & Moran, PLLC as our independent registered public accounting firm for the year ending December 31, 2025, and (3) a non-binding stockholder proposal that the Company engage an investment banking firm to guide the Company regarding a merger or sale of the Company. The Board of Directors has determined that first two matters described above to be considered at the annual meeting are in the best interest of NSTS Bancorp, Inc. and its stockholders, and the Board of Directors unanimously recommends a vote “FOR” each matter to be considered. With respect to the non-binding stockholder proposal, the Board of Directors encourages stockholders to consider and express their views on the proposal, but takes no position and makes no recommendation on this proposal.
On behalf of the Board of Directors, we urge you to sign, date and return the proxy card, or vote your shares online, as soon as possible to ensure that your shares are represented and voted at the meeting. This will not prevent you from attending the meeting and voting in person, but will assure that your vote is counted if you are unable to attend the annual meeting.
Sincerely,
/s/ Stephen G. Lear
Stephen G. Lear
Chairman, President & Chief Executive Officer
700 S. Lewis Ave.
Waukegan, Illinois 60085
(847) 336-4430
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