8-KFiled Aug 16, 8:00 PM ET

Narragansett Bancorp Enters Agency Agreement for Stock Offering

$NARA · Narragansett Bancorp, Inc.

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Narragansett Bancorp Enters Agency Agreement for Stock Offering

What Happened Narragansett Bancorp, Inc. (NARA) on August 11, 2026 entered into an Agency Agreement with Piper Sandler & Co. to assist in marketing the Company’s common stock offerings in connection with the Bank’s and the mutual holding company’s two‑tier holding company reorganization. The offerings are being made under the Company’s amended Form S-1 (Registration No. 333-296731) and related prospectus dated August 11, 2026. The Agency Agreement is filed as Exhibit 1.1 to the Form 8-K.

Key Details

  • Piper Sandler will receive: 1.35% of aggregate dollars sold in the subscription offering and 3.00% of aggregate dollars sold in the community offering (with specified exclusions for certain insiders, employee plans and a charitable foundation).
  • If shares are sold in a syndicated offering, fees of 5.00% of aggregate dollars sold in the syndicate will be paid to Piper Sandler and any syndicate brokers; syndicate fees are in addition to subscription/community fees.
  • Expense and service fees: reimbursement of reasonable out-of-pocket accountable expenses not to exceed $140,000 (including counsel fees); reimbursement of up to $35,000 in out-of-pocket expenses without prior approval; and a $75,000 fee for records agent management services.
  • Offerings are pursuant to the Company’s amended Form S-1 (Reg. No. 333-296731) and prospectus dated August 11, 2026.

Why It Matters This agreement sets the marketing and fee structure for Narragansett’s upcoming stock offerings tied to the bank and mutual holding company reorganization. The fees and expense caps affect the cost of the offering (reducing net proceeds) and outline how shares will be distributed (subscription, community, and possible syndicated offerings). Investors should note this is a disclosure about the offering process and costs—no operational results or executive changes were reported in this filing.