true2022FY000132587800013258782022-01-012022-12-3100013258782022-06-30iso4217:USD0001325878us-gaap:CommonClassAMember2023-05-30xbrli:shares0001325878us-gaap:CommonClassBMember2023-05-30

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 10-K/A
 
  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2022
 
OR
 
  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
 
Commission File Number 000-52004
 
FEDERAL HOME LOAN BANK OF TOPEKA
(Exact name of registrant as specified in its charter)
 
Federally chartered corporation of the United States
 48-0561319
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)
 500 SW Wanamaker Road
Topeka, KS
 66606
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: 785.233.0507

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange
on which registered
NoneN/AN/A

Securities registered pursuant to Section 12(g) of the Act:
Class A Common Stock, $100 per share par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   Yes   No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.   Yes   No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes   No
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes    No
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
    Large accelerated filer                     Accelerated filer
    Non-accelerated filer                     Smaller reporting company
                                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.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.  

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).   Yes   No

Registrant’s common stock is not publicly traded and is only issued to members of the registrant. Such stock is issued, redeemed and repurchased at par value, $100 per share, with all issuances, redemptions and repurchases subject to the registrant’s capital plan as well as certain statutory and regulatory requirements. As of June 30, 2022, the aggregate par value of stock held by current and former members of the registrant was $1,821,552,800, and 18,215,528 total shares were outstanding.
 
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
 Shares outstanding as of
May 30, 2023
Class A Stock, par value $100 per share3,315,934
Class B Stock, par value $100 per share23,551,756

Documents incorporated by reference:  None

Auditor Firm ID: 238
Auditor Name: PricewaterhouseCoopers LLP
Auditor Location: Kansas City, Missouri

EXPLANATORY NOTE

Federal Home Loan Bank of Topeka (“FHLBank Topeka”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to amend the FHLBank’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “Original 10-K”), originally filed with the Securities and Exchange Commission on March 20, 2023, solely to substitute and replace in its entirety the Federal Home Loan Bank of Topeka Audit Committee Report for the fiscal year ended December 31, 2021 (the “2021 Audit Committee Report”), inadvertently incorporated into the Original 10-K as Exhibit 99.2, with the Audit Committee Report for the fiscal year ended December 31, 2022, as adopted by the FHLBank Topeka Audit Committee on March 20, 2023 (the “2022 Audit Committee Report”). In addition to replacement of the 2021 Audit Committee Report with the 2022 Audit Committee Report, Part IV Item 15 “Exhibit and Financial Statement Schedules” is amended to incorporate by reference the 2022 Audit Committee Report as Exhibit 99.2.

Except as described above, no other amendments are being made to the Original 10-K. This Amendment does not reflect events occurring after the filing of the Original 10-K or modify or update the disclosure contained therein in any way other than as required to reflect the amendments discussed above.

FHLBank Topeka has attached to this Amendment certifications executed as of the date of this Amendment by the President and Chief Executive Officer as Exhibit 31.1 and by the Executive Vice President and Chief Financial Officer as Exhibit 31.2 pursuant to Section 302 of the Sarbanes Oxley Act of 2002. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted.




PART IV
Item 15: Exhibit and Financial Statement Schedules
a)    The financial statements included as part of this Form 10-K are identified in the index to Audited Financial Statements appearing in Item 8 of this Form 10-K and which index is incorporated in this Item 15 by reference.
b)    Exhibits.
We have incorporated by reference certain exhibits as specified below pursuant to Rule 12b-32 under the Exchange Act.
Exhibit No.Description
Certification of President and Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Executive Vice President and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Federal Home Loan Bank of Topeka Audit Committee Report
101.INS**
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH**
XBRL Taxonomy Extension Schema Document
101.CAL**
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB**
XBRL Taxonomy Extension Label Linkbase Document
101.PRE**
XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF**
XBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
                    
*    Represents a management contract or a compensatory plan or arrangement.
**    The financial information contained in these XBRL documents is unaudited.




SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 Federal Home Loan Bank of Topeka
  
  
June 1, 2023By: /s/ Mark E. Yardley
DateMark E. Yardley
 President and Chief Executive Officer