Msb Financial Corp Watch

from 8-K 39 pages Msb Financial Corp. (A Maryland Corporation) Up to 3,277,500 Shares (Subject to Increase Up to 3,769,125 Shares) Common Stock ($0.01 Par Value) Offering Price $10.00 Per Share Agency Agreement May 14, 2015

from S-1/A 46 pages MSB Financial Corp. (A Maryland Corporation) Up to 3,277,500 Shares (Subject to Increase Up to 3,769,125 Shares) Common Stock ($0.01 Par Value) Offering Price $10.00 Per Share Agency Agreement , 2015

from S-1 22 pages This Letter Confirms the Engagement of Keefe, Bruyette & Woods, Inc. (“Kbw”) to Act as the Exclusive Financial Advisor to MSB Financial Corp. (Collectively With Any of Its Successors or Any New Stock Holding Company Formed to Effect the Second Step Stock Offering, the “Bank”) in Connection With the Bank’s Proposed Reorganization From the Mutual Holding Company Form to Full Stock Form of Organization Pursuant to the Bank’s Plan of Conversion and Reorganization (The “Conversion”), Including the Offer and Sale of the Common Stock (The “Common Stock”) of a Holding Company (The “Holding Company”) to Be Formed by the Bank to Eligible Persons in a Subscription Offering, With Any Remaining Shares Offered to the General Public in a Community Offering And, Possibly, a Syndicated Community Offering (The Subscription Offering, Community Offering, and Any Syndicated Community Offering Are Collectively Referred to Herein as the “Offerings”). in Addition, Kbw Will Act as Conversion Agent in Connection With the Offerings Pursuant to the Terms of a Separate Agreement Between the Bank and Kbw. the Bank and the Holding Company Are Collectively Referred to Herein as the “Company.” This Letter Sets Forth the Terms and Conditions of Our Engagement. 1. Advisory/Offering Services