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First Northwest Bancorp Capital/Financing Update 2021

Mar 22, 2021

34409_rns_2021-03-22_0146cfa8-3176-499f-b005-26b00231af5d.zip

Capital/Financing Update

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K****

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 19, 2021

FIRST NORTHWEST BANCORP

(Exact name of registrant as specified in its charter)

Washington 001-36741 46-1259100
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
105 West 8th Street , Port Angeles , Washington 98362
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: ( 360 ) 457-0461****

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class: Trading Symbol(s): Name of each exchange on which registered:
Common Stock , par value $0.01 per share FNWB The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On March 19, 2021, First Federal Savings and Loan Association of Port Angeles (the "Bank"), a wholly owned subsidiary of First Northwest Bancorp, entered into a Branch Purchase and Assumption Agreement (the "P&A Agreement") with Sterling Bank and Trust of Southfield, Michigan ("SBT"). Under the terms of the P&A Agreement, the Bank will acquire a single branch of SBT located in Bellevue, Washington.

Consummation of the transaction is subject to standard conditions, including receipt of applicable regulatory approvals. For information regarding the proposed transaction, reference is made to the press release dated March 22, 2021, which is attached as Exhibit 99.1 and incorporated by reference.

Item 9.01 Financial Statements and Exhibits
(d) Exhibit. The following exhibit is furnished with this Form 8-K.
Exhibit No. Description
99.1 Press Release dated March 22, 2021
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FIRST NORTHWEST BANCORP — /s/Matthew P. Deines
Matthew P. Deines
President and Chief Executive Officer