Board of Governors of the Federal Reserve System
OMB Number 7100-0297 Approval expires November 30, 2019 Page 1 of2
Annual Report of Holding Companies-FR Y-6
Report at the close of business as of the end of fiscal year
This Report is required by law: Section 5(c)(1)(A) of the Bank Holding Company Act (12 U.S.C. § 1844(c)(1)(A)); sections 8(a) and 13(a) of the International Banking Act (12 U.S.C. §§ 3106(a) and 3108(a)); sections 11(a)(1), 25, and 25A of the Federal Reserve Act (12 U.S.C. §§ 248(a)(1 ), 602, and 611 a); and sections 113, 165, 312, 618, and 809 of the Dodd-Frank Act (12 U.S. C. §§ 5361, 5365, 5412, 1B50a(c)(1), and 5468(b)(1)). Return to the appropriate Federal Reserve Bank the original and the number of copies specified.
NOTE: The Annual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chairman of the board must sign the report If the holding company is an ESOP/ESOT formed as a corporation or is an LLC, see the General Instructions for the authorized individual who must sign the report. I, James R. Barlow
Name of the Holding Company Director and Official
Director, President and Chief Executive Officer Trtle of the Holding Company Director and Official
attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been prepared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.
With respect to information regarding individuals contained in this report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authority, on behalf of each individual, to consent or object to public release of information regarding that Individual. The Federal Reserve may assume, in the absence of a request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the er JJl1S:l individual co ent to public relea e of all deta · in the port concemin indiv. I.
r holding companies l1Q1 registered with the SECIndicate status of Annual Report to Shareholders:
0 Is Included with the FR Y-6 report 0 will be sent under separate cover 0 Is not prepared
For Federal Reserve Bank Use Only
RSSDID -----------------------------C.I. --------
This report form is to be filed by all top-tier bank holding companies, top-tier savings and loan holding companies, and U.S. intermediate holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualifying foreign banking organization under Section 211.23 of Regulation K (12 C.F.R. § 211.23). (See page one ofthe general instructions for more detail of who must file.) The Federal Reserve may not conduct or sponsor, and an organization (or a person) is not required to respond to, an information collection unless it displays a currently valid OMB control number.
Date of Report (top-tier holding company's fiscal year-end):
June 30, 2018 Month I Day I Year
None Reporter's Legal Entity Identifier (LEI) (20-Charaoter LEI Code)
Reporter's Name, Street, and Mailing Address
Home Federal Ban corp, Inc. of Louisiana Legal Tille of Holding Company
624 Market Street (Mailing Address of the Holding Company) Street/ P.O. Box
Shreveport LA 71101-3643 City Stale Zip Code
Physical Location Qf different from manlng address)
Person to whom questions about this report should be directed: James R. Barlow Director, President & CEO Name
318-841-1171 Area Code I Phone Number I Extension
318-67 4-2622 Area Code I FAX Number
[email protected] E-mail Address
http://www.hfbla.com
Trtle
Address (URL) for the Holding Company's wab page
Is confidential treatment requested for any portion of ro=Nol_ this report submission? .................................... G=vesCfJ In accordance with the General Instructions for this report (check only one),
1. a letter justifying this request is being provided along with the report ........................................................ 0
2. a letter justifying this request has been provided separately ... 0 NOTE: Information for whlcn confidential treatment Is bei119 requested
must be provided separately and labeled as "confidential."
Public reporting burden for this information collection is estimated to vary from 1.3 to 101 hours per response, with an average of 5.50 hours per response, Including Hme to gather and maintain data In the required form and to review instructions and oomplete the Information oollecllon. Send oomments regarding this burden estimate or any other aspect of this oollecllon of Information, Including suggestions for reducing !hi& burden to: Secreblry, Board of Governors of the Federal Reserve System, 2oth and C streets, NW, IJ\Iashlngton, DC 20551, and to the otrtce of Management and Budget, Paperwork Reduction Project (7100·0297), IJ\Iashlngton, DC 20503. - o3J2o18
rf"\ f-o
Page 2 of 2
For Use By Tiered Holding Companies Top-tiered holding companies must list the names, mailing address, and physical locations of each of their subsidiary holding companies below.
Not Applicable Legal Title of Subsidiary Holding Company legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical location (if different from mailing address) Physical location (if different from mailing address)
legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical location (if different from mailing address)
legal Title of Subsidiary Holding Company legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical location (if different from mailing address) Physical location (if different from mailing address)
Legal Title of Subsidiary Holding Company Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street I P.O. Box (Mailing Address of the Subsidiary Holding Company) Street I P.O. Box
City State Zip Code City State Zip Code
Physical Location (if different from mailing address) Physical location (if different from mailing address)
1212012
FR Y-6
Home Federal Bancorp, Inc. of Louisiana Shreveport, Louisiana
Fiscal Year Ending June 30,2018
Report Item 1: Annual Report to Shareholders - Not applicable. Home Federal Bancorp, Inc. of Louisiana is registered with the Securities and Exchange Commission.
Report Item 2(a): Organization Chart(!>
Home Federal Bancorp, Inc. of Louisiana is a savings and loan holding company. 100% of the stock of Home Federal Bank is owned by Home Federal Bancorp, Inc. of Louisiana.
HOME FEDERAL BANCORP, INC. OF LOUISIANA Shreveport, Louisiana, USA
Incorporated in the State of Louisiana
PARENT COMPANY -100% Ownership of Bank
( I 100% Ownership I
HOME FEDERAL BANK Shreveport, Louisiana, USA
( I 100% Ownership I
METRO FINANCIAL SERVICES, INC. Shreveport, Louisiana, USA
Incorporated in the State of Louisiana
(Previously engaged in the sale of annuity contracts and does not currently engage in a meaningful amount of
business.)
<O None of the entities have an LEI.
L:\2056\FR Y-6(2018)(l!ems I and 2).docx
Results: A list of bran<hes for your depository lnsthution: HOME FEDERAL BANK {ID_RSSO· 804374} .
This depository Institution Is held by HOME FEDERAl BANCORP, INC. OF LOUISIANA (4253121) of SHREVEPORT, lA. The data are as of 06/30/2018. Data reflects Information that was received and processed through 07/05/2018
RecDndflatton and Veriflutlon Steps
1. In the O.Q Action column of each br.mch row, enter one or more of the actions specified belov.
2. If requtred, enter the date in the Effectiw Date column
OK: If the branch Information is correct, enter 'OK' m the Data Action column,
Chanse: If the branch information Is Incorrect or Incomplete, revise the data, enter 'Chanse' In the Data Action column and the date when this information first became valid In the Effective Date c~umn
Oose: If a branch listed w.u. sold or dosed, enter 'dme' In the Data Actkm coklmn and the ule or closure date tn the Effective Date column.
Delete: If a brilnch listed was never owned by this depository Institution, enter 'Delete' In the Data Action column.
Add: If a reportable branch Is missing. Insert a row, add the branch data, and enter' Add' In the Data Action column and the openin1 or acquisition date In the Effective D•te column ,
If print1n1 this list, you may need to adjust your pa1e setup In MS Excel. Try usln1landscape orientation, page scaUnt. and/or l~al sbed paper
Submlsslon Procedure When you are flnished, send a saved copy to your FRB contact. See the detailed Instructions on thb site for more Information
If you are e -malling this to your FRB contact, put your Institution name, city and state In the subject line of the e-mail
Note To sat isfy the FR V-10 repoftlnt: reqWrements, you must also submit FR V·10 Domestic Branch Schedules for each branch with a Dab Action of Change, Close, Delete, or Add
The FR Y-10 report may be submtned In a hardcopy format or via the FR Y-10 Online application- https://y10online.federalrcserve.IOY
• FDtC UNINUM, Office Number, and ID_ R5SD columns are for refere nce only Verification of these values Is not required
0.00- -Dolo Branch Service Type Branch ID_R.SsD• Popular Name Street Address City State
OK full Servke !Head OffKe} 804374 HOME FEDERAL BANK 222 FLORIDA STREET SHREVEPORT lA
OK FuH Service 49044B7 STOCKWELL BRANCH 7964 EAST TEXAS STREET BOSSIER CITY lA
OK FuH service 4462651 VII<ING DRIVE BRANCH 2555 VIKING DRIVE BOSSIER CITY lA
OK FuH Service 4167237 MANSfiELD ROAD BRANCH 9300 MANSFIElD ROAD, SUITE 101 SHREVEPORT lA
OK FuH ServiCe 4947738 MARKET STREET BRANCH 624 MARKET STREET SHREVEPORT lA
OK Full Service 5005989 NORTHWOOD BRANCH 5841 NORTH MARKET STREET SHREVEPORT lA
OK Full Service 4167246 YOUREE DRIVE BRANCH 6363 YOUREE DRIVE SHREVEPORT lA
Zip Code 71105
71111
71111
71118 71101
71107
71105
County Country
CADDO UNITED STATES
BOSSIER UNITED STATES BOSSIER UNITED STATES CADDO UNITED STATES
CADDO UNfTEO STATES
CADDO UNITED STATES
CADDO UNITED STATES
FDIC UNINUM• Office Numbe ... He•d Office Head Office ID_RSso• Comments
Not Required Not Required HOME FEDERAL BANK 804374 Not Required Not Required HOME FEDERAl BANK 804374
Not Required Not Requtred HOME FEDERAl BANK 804374 Not Requtred Not Required HOME FEDERAL BANK 804374 Not Required Not Required HOME FEDERAl BANK 804374 Not Required Not Required HOME FEDERAl BANK 804374
Not Requtred Not Required HOME FEDERAL BANK 804174
Re rt Item 3: Securities Holders
Form FR Y-6
Home Federal Bancorp, Inc. of Louisiana Shreveport, Louisiana
Fiscal Year Ending June 30,2018
Current Securities Holders with ownership, control or holdings of 5% or more with power to vote as of fiscal year ending 6-30-2018
Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had ownership, control or holdings of 5% or more with power to vote during the fiscal year ending 6-30-2018
(1 )(a)
Name & Address (City, State, Country)
Home Federal Bank Employee Stock Ownership Plan Trust c/o Home Federal Bank Shreveport, Louisiana, USA
Financial Opportunity Fund LLC Mclean, Virginia, USA
Daniel R. Herndon Shreveport, Louisiana, USA
(1 )(b) (1 )(c) Country of Citizenship or Number and Percentage Incorporation of Each Class of Voting
Securities
USA 216,893(1) 11.5%
USA 152,761(2) 8.1%
USA 176,074 9.1%
James R. Barlow USA 133,679 6.8% Shreveport, Louisiana, USA
(2)(a) Name & Address (City, State, Country)
None
(2)(b) (2)(c) Country of Citizenship or Number and Percentage of Each Class of Voting Incorporation Securities
(1) Messrs. James R. Barlow and Clyde D. Patterson serve as directors and Mr. Barlow as an officer of Home Federal Bancorp, Inc. of Louisiana and as trustees of the Employee Stock Ownership Plan Trust ("ESOP"). Refer to Item 3(1) above and Item 4 for holdings of Messrs. Bartow and Patterson, respectively. Participants in the ESOP and their beneficiaries are entitled to direct the trustees as to the voting of shares allocated to their accounts. Unallocated shares are voted by the trustees for or against proposals to shareholders in the same proportion as the shares which have been allocated to the accounts of individual participants and beneficiaries are actually voted.
(2) This information is based on an Amendment No. 4 to a Schedule 13G filed with the SEC on February 14, 2018 by Financial Opportunity Fund LLC ("Financial Opportunity"), a Delaware limited liability company. FJ Capital Management, LLC ("FJ Capital") and its managing member, Martin S. Friedman, have shared voting power and shared dispositive power over 121 ,471 shares of common stock held by Financial Opportunity, of which FJ Capital is the managing member. Martin Friedman, the managing member of FJ Capital, owns 31 ,290 shares of common stock individually and, Andrew F. Jose, co-founder and managing partner of FJ Capital, owns 9,319 shares individually.
L:\2056\FR V-6(2018)(1tem 3)
Report Item 4: Insiders
(1)(a)(b)(c) and (2)(a)(b)(c)
(1) (2) (3)(a)
Names & Address (City, Principal Occupation if other than Title & Position with State, Country) with Holding Company Holding Company
Column1 Column2
James R. Barlow N/A Shreveport, louisiana, US
Coiumn3
Director, President and Chief Executive Officer
(3)(b)
REVISED
Form FRY-6
Home Federal Bancorp, Inc. of louisiana
Shreveport, louisiana
Fiscal Year Ending June 30, 2018
(3)(c) (4)(a)
Title & Position with Subsidiaries (include names of subsidiaries)
Title & Position with Percentage of Voting Other Businesses Securities in Holding (include names of Company (1) other businesses)
Column4 ColumnS
Director, President and Chief Executive N/A Officer of Home Federal Bank
Column6
6.8%
Glen W. Brown, CPA N/A Senior Vice President and Senior Vice President and Chief N/ A 1.0'ro Shreveport, louisiana, US Chief Rnancial Officer Rnanclal Officer of Home Federal Bank
Wa«er T. Colquitt, Ill Dentist Director Director, Home Federal Bank Shreveport, Louisiana, US
Mark M. Harrison Business Owner/Franchisee Dorector Director, Home Federal Bank Shreveport, Louisiana, US
Daniel R. Herndon NIA Chairman of the Board and Chairman of the Board and Special Shreveport, louisiana, US Special Projects Manager Projects Manager of Home Federal
Bank
Woodus K. Humphrey Retired Insurance Agent Director Director, Home Federal Bank Cullman. Alabama. US
Scali D. lawrence Corporate Officer Director Director, Home Federal Bank Shreveport, louisiana, US
L-\ 2056\ FR Y-6I 2018Kitem 4)-REVISED.xlsx 1
President and Director, Tom Colquitt, D.D.S. (A Professional Corporation) Shreveport, louisiana
Owner of House of Carpets and lighting, Shreveport, louisiana and Director of Home Builders Association of Northwest louisiana
N/A
N/A
President, Southwestern Wholesale Shreveport, louisiana
1.1°k
1.4%
9. 1%
1.1%
2.2%
(4)(b)
Percentage of Voting Securities in Subsidiaries (include names of subsidiaries)
Column?
N/A
N/A
N/A
N/A
N/A
N/A
N/A
(4)(c)
list names of other companies (includes partnerships) if 25% or more of voting securities are held (list names of companies and percentage of voting securities held)
Columna
N/A
N/A
N/A
House of Carpels and lighting (100%)
N/A
N/A
Southwestern Wholesale (80%)
Report Item 4: Insiders
(1)(a)(b)(c) and (2)(a)(b)(c)
(1) (2) (3)(a)
Names & Address (City, Principal Occupation if other than Title & Position with State, Country) with Holding Company Holding Company
Column1 Column2 Column3
Clyde D. Patterson N/A Director Shreveport, Louisiana, US
Thomas Steen Trawick, Jr. Physician Director Shreveport, Louisiana, US
Timothy W. Wilhite Corporate Officer, General Counsel Director Bossier C~y. Louisiana, us
Home Federal Bancorp, N/A N/A Inc. of Louisiana Employee Stock Ownership Plan Trust Shreveport, Louisiana, US
(3)(b)
REVISED
Form FR Y-6
Home Federal Bancorp, Inc. of Louisiana
Shreveport, Louisiana
Fiscal Year Ending June 30, 2018
(3)(c) (4)(a)
Title & Position with Subsidiaries (include names of subsidiaries)
Title & Position with Percentage of Voting Other Businesses Securities in Holding (include names of Company (1) other businesses)
Column4 ColumnS ColumnS
Director N/A 3.2"/o
Dorector, Home Federal Bank President of Medical 0.9% Staff of CHRISTUS Health North Louisiana and Staff Physician of CHRISTUS Health North Louisiana and Regional Medical Director of Sound Inpatient Physicians
Director, Home Federal Bank Chief Financial 1.6"/o Officer and General Counsel of Whilhite Electric Co., Inc. and Of Counsel for the law firm Downer, Jones, Marino & Wilhite, LLC, Serves as Director and Executive Committee Member and President of the Ark-La-Tex Regional Air Service Alliance (RASA)
N/A N/A 11 .5°4
(4}(b)
Percentage of Voting Securities In Subsidiaries (Include names of subsidiaries)
Column?
N/A
N/A
N/A
N/A
(1) For each individual director and ofticer, percentages at June 30, 2018 assume all stock options that are convertible into a voting security at the holder's option have been exercised.
l:\2056\FR Y·6(201BK11em 4)·REVISED.xlsx 2
(4)(c)
List names of other companies (includes partnerships) if 25% or more of voting securities are held (List names of companies and percentage of voting securities held)
Columna
N/A
N/A
N/A
N/A