CSB Financial Inc. 8-K

What Happened
On May 14, 2026, CSB Financial Inc. and its subsidiary Community Savings Bank entered into an Agency Agreement with Performance Trust Capital Partners, LLC. Performance Trust will, on a best-efforts basis, assist the company in offering CSB common stock in connection with the Bank’s proposed conversion from a mutual to a stock form of organization. The offering is being made under a Registration Statement on Form S-1 (No. 333-294289) and a prospectus dated May 14, 2026.

Key Details

• Performance Trust will receive a success fee at closing equal to the greater of (A) $300,000 or (B) (i) 1.0% of shares sold in the subscription offering (with certain excluded buyers) plus (ii) 2.0% of shares sold in any community offering.
• A 5.0% success fee applies to purchases by “institutional accredited investors” solicited/initiated by Performance Trust in community offerings (subject to the same exclusions).
• A $30,000 management fee will be paid and credited against the success fee; Performance Trust may also be paid $30,000 to serve as records agent/stock information center manager (potentially increased by up to $10,000).
• The Company will reimburse Performance Trust for legal fees up to $100,000, other expenses up to $10,000 (up to $20,000 if resolicitation occurs), and out-of-pocket expenses related to recordkeeping up to $30,000.

Why It Matters
This agreement formalizes the company’s placement arrangements as Community Savings Bank pursues a mutual-to-stock conversion, which will determine how CSB common shares are sold to the public and community investors. The fee structure and expense reimbursements are material because they affect the net proceeds from the offering and the cost of executing the conversion. Investors should note the engagement date (May 14, 2026) and the Registration Statement reference for further offering details. The full Agency Agreement is filed as an exhibit to the 8-K.