BankFinancial Corporation Announces Expansion of Board of Directors and Standstill Agreement with Strategic Value Bank Partners, LLC, Strategic Value Investors LP and Benjamin Mackovak
09 Febbraio 2024 - 5:19PM
BankFinancial Corporation (Nasdaq: BFIN) announced today that it
expanded its Board of Directors with the election of Mr. Aaron
O’Connor and Mr. Benjamin Mackovak.
Mr. O’Connor is a certified public accountant
and is a partner with Bridge CPA LLC and was formerly a partner at
the public accounting firm PKF Mueller and a financial services
partner with the public accounting firm Crowe LLP. Mr.
O’Connor has served on the board of directors of BankFinancial NA
since January, 2023. Mr. O’Connor will serve as a director of
BankFinancial Corporation in the class of directors with terms
expiring at BFIN’s 2025 Annual Meeting of stockholders.
Mr. Mackovak is a co-founder and managing member
of Strategic Value Bank Partners, LLC, an investment firm based in
Cleveland, Ohio that invests in community banks. Strategic
Value Bank Partners is one of BankFinancial Corporation’s larger
institutional stockholders. Mr. Mackovak has significant current
and prior experience as a board member of other community banks and
thrifts. Prior to co-founding Strategic Value Bank Partners,
Mr. Mackovak had senior leadership roles and experience with
several investment analysis and advisory firms since 2004.
Mr. Mackovak will serve as a director of BankFinancial Corporation
in the class of directors with terms expiring at BFIN’s 2026 Annual
Meeting of stockholders.
On February 7, 2024, BankFinancial Corporation,
Strategic Value Bank Partners, LLC, Strategic Value Investors LP
and Mr. Mackovak (collectively, the “SVB Partners Parties”) agreed
to a Standstill Agreement. The Standstill Agreement provides
that, among other things, at any annual meeting of BankFinancial
Corporation’s stockholders during the Standstill Period provided
for in the Standstill Agreement, the SVB Partners Parties will vote
all BankFinancial Corporation shares that they beneficially own in
favor of the nominees for election or reelection as a director
selected by the Corporate Governance and Nominating Committee of
BankFinancial Corporation’s board of directors and will otherwise
support such director candidates, and with respect to any other
proposal submitted by any stockholder, will vote all BankFinancial
shares that they beneficially own in accordance with the
recommendation of BankFinancial Corporation’s board of
directors.
In announcing the expansion of the BankFinancial
Corporation Board of Directors, F. Morgan Gasior, the Chairman and
Chief Executive Officer of BankFinancial, said “The addition of Mr.
O’Connor and Mr. Mackovak to the Board of Directors contributes
additional financial services expertise and experience and, in the
case of Mr. Mackovak, continues our practice of institutional
investor/shareholder representation on the Board.”
BankFinancial Corporation is the holding company
for BankFinancial, NA, a national bank providing banking, wealth
management and fiduciary services to individuals, families, and
businesses in the Chicago metropolitan area and on a regional or
national basis for commercial finance, equipment finance,
commercial real estate finance and treasury management business
customers. BankFinancial Corporation’s common stock trades on the
Nasdaq Global Select Market under the symbol “BFIN.” Additional
information may be found at the company’s website,
http://www.bankfinancial.com.
This release includes “forward-looking
statements” as defined in the Private Securities Litigation Reform
Act of 1995. A variety of factors could cause BankFinancial
Corporation's actual results to differ from those expected at the
time of this release. For a discussion of some of the factors that
may cause actual results to differ from expectations, please refer
to BankFinancial Corporation's most recent Annual Report on Form
10-K as filed with the SEC. Investors are urged to review all
information contained in these reports, including the risk factors
discussed therein. Copies of these filings are available at no cost
on the SEC's web site at http://www.sec.gov or on
BankFinancial Corporation's web site at
http://www.bankfinancial.com. Forward looking statements speak only
as of the date they are made, and we do not undertake to update
them to reflect changes.
For Further Information Contact: |
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Shareholder, Analyst and Investor
Inquiries: |
Media Inquiries: |
Elizabeth A. DoolanSenior Vice President
– ControllerBankFinancial CorporationTelephone:
630-425-5568 |
Gregg T. AdamsPresident – Marketing &
SalesBankFinancial, NATelephone:
630-425-5877 |
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