2022 Proxy Statement

EXECUTIVE COMPENSATION As an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, we have opted to comply with the executive compensation disclosure rules applicable to “smaller reporting companies” as such term is defined in the rules promulgated under the Securities Act of 1933, as amended (the “Securities Act”), which generally require us to report the executive compensation of our principal executive officer and our two other most highly compensated executive officers, which are referred to as our “named executive officers.” The compensation reported in the Summary Compensation Table below is not necessarily indicative of how we will compensate our named executive officers in the future. We will continue to review, evaluate and modify our compensation program to maintain a competitive total compensation package. As such, the compensation program in the future could vary from our historical practices. Our named executive officers for 2021, which consist of our principal executive officer, and the Company’s two other most highly compensated executive officers, were: • Jerry J. Baack, Chairman of the Board, Chief Executive Officer and President; • Mary Jayne Crocker, Executive Vice President and Chief Operating Officer; and • Jeffrey D. Shellberg, Secretary, Executive Vice President and Chief Credit Officer. Summary Compensation Table The following table sets forth information regarding the compensation paid to, awarded to, or earned by each of our named executive officers for our fiscal years ended December 31, 2021 and 2020. Summary Compensation Table

Nonqualified Deferred Stock Option Compensation

All Other

Name and Principal Position

Year

Salary

Bonus

Awards Awards

Earnings (3) Compensation (4)

Total

Jerry J. Baack

2021 $575,000 $529,234 $317,976 (1) 575,000 432,000 320,689 (2) 2020 2021 375,000 281,250 191,997 (1) 375,000 225,000 167,314 (2) 2020 2021 350,000 241,500 164,908 (1) 350,000 210,000 156,172 (2) 2020

$— $64,056

$38,118 $1,524,384 35,331 1,457,998

—

94,978

Chairman of the Board, Chief Executive Officer and President Executive Vice President and Chief Operating Officer Secretary, Executive Vice President and Chief Credit Officer Mary Jayne Crocker Jeffrey D. Shellberg

— 33,318

33,607

915,172

—

48,812

31,704 847,830

— 32,185

33,586

822,179

—

47,650

31,704 795,526

(1) Amounts reflect the aggregate grant date fair value of stock unit awards granted for the year ended December 31, 2021 in accordance with FASB ASC Topic 718 based on a share price of $17.41 as of the date of the grant which was December 6, 2021. The stock unit awards are subject to a four-year ratable vesting schedule. (2) Amounts reflect the aggregate grant date fair value of stock unit awards granted for the year ended December 31, 2020 in accordance with FASB ASC Topic 718 based on a share price of $12.27 as of the date of the grant which was December 7, 2020. The stock unit awards are subject to a four-year ratable vesting schedule. (3) Amounts reflect above-market earnings on accounts under the Deferred Incentive Plan which are credited with interest annually at a rate equal to the return on average equity of the Bank for the immediately preceding calendar year. For 2021, as permitted under the plan, amounts were credited at an alternative rate equal to the return on average equity of the Bank for 2020, adjusted by adding back to pre-tax net income the FHLB prepayment fees, described below, that were paid by the Bank in 2020. (4) “ All Other Compensation ” for the named executive officers during the 2021 fiscal year is summarized below.

Company 401 (k) Plan Total “All Other

Year Perquisites (i)

Contribution (ii)

Compensation”

Name

Jerry J. Baack

2021 2021 2021

$17,818 13,307 13,286

$20,300 20,300 20,300

$38,118 33,607 33,586

Mary Jayne Crocker Jeffrey D. Shellberg

2022 Proxy Statement

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