[8-K] Richmond Mutual Bancorporation, Inc. Reports Material Event

Rhea-AI Filing Summary

Director Timothy Tomlinson filed a Form 4 disclosing receipt of 984 restricted stock units (RSUs) in VeriSign (VRSN) on 07/21/2025. Each RSU equals one common share and vested immediately on the grant date; no cash was paid ($0 acquisition price). After the award, the Tomlinson Family Trust holds 15,984 VeriSign shares indirectly. No sales, options, or other derivative transactions were reported. The grant represents routine director compensation and adds an immaterial number of shares to the company’s float, with no effect on earnings, guidance, or capital structure.

Insights

Financial Analyst

TL;DR: Routine 984-share RSU grant to director; neutral, insignificant to valuation or float.

The filing documents standard equity compensation, aligning the director’s interests with shareholders but adding less than 0.001% to VeriSign’s ~110 M share count. Because the RSUs vest immediately and settle one-for-one, there is no option overhang or long-dated dilution risk. No purchase signal exists, as the acquisition price is $0 and reflects board-approved compensation rather than insider optimism. Overall impact on liquidity, EPS, or market sentiment is de minimis.

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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): July 23, 2025

Richmond Mutual Bancorporation, Inc.

(Exact name of registrant as specified in its charter)

Maryland

001-38956

36-4926041

(State or other jurisdiction of incorporation)

(Commission File No.)

(IRS Employer Identification No.)

31 North 9th Street, Richmond, Indiana						47374
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (765) 962-2581

(Former name or former address, if changed since last report)

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			RMBI			The NASDAQ Stock Market LLC

Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 ☐

Items to be Included in this Report

ITEM 2.02    Results of Operations and Financial Condition

On July 23, 2025, the Registrant announced second quarter 2025 earnings. A copy of the earning release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

ITEM 9.01    Financial Statements and Exhibits

(d)			Exhibit
99.1			Press release dated July 23, 2025, announcing second quarter 2025 earnings.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.

						RICHMOND MUTUAL BANCORPORATION, INC.
Date: July 23, 2025						By:			/s/Bradley M. Glover
									Bradley M. Glover
									Senior Vice President and CFO

FAQ

How many VeriSign shares did Timothy Tomlinson acquire in the Form 4?

The filing reports 984 restricted stock units, each converting into one share of common stock.

What was the cost basis for the RSUs granted to the director?

The RSUs were awarded at $0 acquisition price as part of routine board compensation.

When do the granted VeriSign RSUs vest?

The RSUs vested 100% on the grant date (07/21/2025) and are delivered subject to applicable taxes.

How many VeriSign shares does the Tomlinson Family Trust hold after this grant?

Following the award, the trust beneficially owns 15,984 VeriSign common shares.

Does this Form 4 indicate insider buying of VeriSign stock on the open market?

No. It reflects a compensation grant, not an open-market purchase, and therefore offers limited insight into insider sentiment.