UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
(Rule
14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☐
Filed by a Party other than the Registrant ☒
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☒ | Soliciting Material Under § 240.14a-12 |
| IF BANCORP, INC. |
(Name of Registrant as Specified In Its Charter)
|
| |
Stilwell Activist Investments, L.P.
Stilwell Activist Fund, L.P.
Stilwell Partners, L.P.
Stilwell Value LLC
Joseph Stilwell
Scott J. Dworschak
Douglas P. Hutchison Jr.
|
(Name of Persons(s) Filing Proxy Statement, if other than the Registrant)
|
Payment of Filing Fee (Check all boxes that apply):
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Joseph Stilwell and certain affiliated
entities (collectively, “Stilwell”), together with the other participants named herein, intend to file a preliminary proxy
statement and accompanying universal proxy card with the Securities and Exchange Commission (the “SEC”) to be used to solicit
votes for the election of Stilwell’s highly-qualified director nominee at the 2025 annual meeting of stockholders (the “Annual
Meeting”) of IF Bancorp, Inc., a Maryland corporation (the “Company”).
On August 26, 2025, Stilwell filed
Amendment No. 3 to its Schedule 13D (“Amendment No. 3”) disclosing its delivery of its notice of intent to nominate a highly-qualified
director candidate at the Annual Meeting, which was delivered to the Company on August 26, 2025. A copy of Amendment No. 3 is attached
hereto as Exhibit 1 and is incorporated herein by reference.
CERTAIN INFORMATION CONCERNING THE PARTICIPANTS
STILWELL
STRONGLY ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ ANY PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC’S WEB SITE AT HTTP://WWW.SEC.GOV.
IN ADDITION, THE PARTICIPANTS IN THIS PROXY SOLICITATION WILL PROVIDE COPIES OF PROXY MATERIALS WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST.
The participants in the proxy solicitation are currently
anticipated to be Stilwell Activist Investments, L.P., a Delaware limited partnership (“Stilwell Activist Investments”), Stilwell
Activist Fund, L.P., a Delaware limited partnership (“Stilwell Activist Fund”), Stilwell Partners, L.P., a Delaware limited
partnership (“Stilwell Partners”), Stilwell Value LLC, a Delaware limited liability company, Joseph Stilwell, Scott J. Dworschak
and Douglas P. Hutchison Jr.
As of the close of business on August 26,
2025, Stilwell Activist Investments directly owns 231,651 shares of Common Stock, par value $0.01 per share, of the Company (the “Common
Stock”), including 178,048 shares held in record name. As of the close of business on August 26, 2025, Stilwell Activist Fund directly
owns 43,529 shares of Common Stock. As of the close of business on August 26, 2025, Stilwell Partners directly owns 22,219 shares of Common
Stock. Stilwell Value LLC, as the general partner of each of Stilwell Activist Investments, Stilwell Activist Fund, and Stilwell Partners,
may be deemed to beneficially own the 297,399 shares of Common Stock owned directly by Stilwell Activist Investments, Stilwell Activist
Fund, and Stilwell Partners. Mr. Stilwell, as the managing member and sole owner of Stilwell Value LLC, may be deemed to beneficially
own the 297,399 shares of Common Stock owned directly by Stilwell Activist Investments, Stilwell Activist Fund, and Stilwell Partners.
As of the close of business on August 26, 2025, Messrs. Dworschak and Hutchison do not beneficially own any securities of the Company.
