NOTE

8—EMPLOYEE

BENEFIT PLANS

The Bank maintains a

401

(k) savings and retirement plan that permits eligible employees to make before- or after-tax contributions to the plan, subject to the dollar limits from Internal Revenue Service regulations. The Bank matches

100%

of the employee’s voluntary contributions to the plan based on the amount of each participant’s contributions up to a maximum of

of eligible compensation. All regular full-time and part-time employees who complete

six

months of service and are at least

years of age are eligible to participate.

Amounts charged to operations were

$190

and

$181,

for the years ended

June 30, 2017

and

2016,

respectively.

The Bank maintains a nonqualified Salary Continuation Plan (SCP) to reward and encourage certain Bank executives to remain employees of the Bank. The SCP is considered an unfunded plan for tax and Employee Retirement Income Security Act (ERISA) purposes and all obligations arising under the SCP are payable from the general assets of the Corporation. The estimated present value of future benefits to be paid to certain current and former executives totaled

$2,152

as of

June

30,

2017

and

$2,020

as of

June

30,

2016

and is included in other liabilities. For purposes of calculating the present value of future benefits, the discount rate in effect at

June 30, 2017

and

2016

was

4.5%

For the years ended

June 30, 2017

and

2016,

$196

and

$191,

respectively, have been charged to expense in connection with the SCP. Distributions to participants were

$64

for each of the years ending

June 30, 2017

and

2016.

The

2010

Omnibus Incentive Plan (

2010

Plan) is a nonqualified share based compensation plan. The

2010

Plan was established to promote alignment between key employee’s performance and the Corporation’s shareholder interests by motivating performance through the award of stock-based compensation. The

2010

Plan is intended to attract, retain and motivate talented employees and as a means to compensate outside directors for their service to the Corporation. The

2010

Plan has been approved by the Corporation’s shareholders. The Compensation Committee of the Corporation’s Board of Directors has sole authority to select the employees, establish the awards to be issued, and approve the terms and conditions of each award contract.

Under the

2010

Plan, the Corporation

may

grant, among other things, nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, or any combination thereof to any employee and outside director. Each award is evidenced by an award agreement that specifies the number of shares awarded, the vesting period, the performance requirements, and such other provisions as the Compensation Committee determines. Upon a change-in-control of the Corporation, as defined in the

2010

Plan, all outstanding awards immediately vest.

The Corporation has granted restricted stock awards to certain employees and directors. Restricted stock awards are issued at

cost to the recipient, and can be settled only in shares at the end of the vesting period. Over a

four

-year period, a portion of these awards vest on each anniversary date of the award if certain specified net income performance targets as established by the Compensation Committee are achieved. Restricted stock awards provide the holder with full voting rights and dividends during the vesting period. Cash dividends are reinvested into shares of stock and are subject to the same restrictions and vesting as the initial award. All dividends are forfeitable in the event the shares do

not

vest. The fair value of the restricted stock awards, which is used to measure compensation expense, is the closing market price of the Corporation’s common stock on the date of the grant and compensation expense is recognized over the vesting period of the awards. Restricted stock awarded during the period presented vest under a graduated schedule over a

four

-year period.

The following table summarizes the status of the restricted stock awards:

	Restricted Stock Awards			Weighted-Average Grant Date Fair Value Per Share
Outstanding at June 30, 2016		3,564		$	15.33
Expired		(2,135	)		15.05
Non-vested at June 30, 2017		1,429			15.75

There was

expense recognized in the

2016

and

2017

fiscal years in connection with the restricted stock awards since grants scheduled to vest expired due to

not

meeting the performance targets. The

1,429

non-vested awards outstanding as of

June 30, 2017

expired with the issuance of the Corporation’s financial statements.