UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K/A

(Amendment No. 1)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2021

☐ 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: 001-40612

PB BANKSHARES, INC.

(Exact name of registrant as specified in its charter)


Maryland		86-3947794
(State of Other Jurisdiction of incorporation or Organization)		(I.R.S. Employer Identification No.)
185 East Lincoln Highway, Coatesville, Pennsylvania		19320
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (610) 384-8282

Securities registered pursuant to Section 12(b) of the Act:


		Name Of Each Exchange
Title of Each Class	Trading Symbol(s)	On Which Registered
Common Stock, $0.01 Par Value per Share	PBBK	The Nasdaq Stock Market, LLC

Securities registered pursuant to Section 12(g) of the Act: None

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 (§232.0405 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. ☐

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

The aggregate value of the voting and non-voting common stock held by non-affiliates of the registrant, computed by reference to the closing price of the common stock as of June 30, 2021 was $0.

As of March 24, 2022 there were 2,777,250 shares outstanding of the registrant’s common stock.

Documents Incorporated by Reference

None.


		Page

PART III

Item 10. Directors, Executive Officers and Corporate Governance		4

Item 11. Executive Compensation		10

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		15

Item 13. Certain Relationships and Related Transactions, and Director Independence		16

Item 14. Principal Accountant Fees and Services		16

PART IV

Item 15. Exhibits and Financial Statement Schedules		17


Name(1)	Position(s) Held With PB Bancshares	Age	Director Since	Current Term Expires

Joseph W. Carroll	Chairman of the Board	72	2013	2022
Janak M. Amin	President and Chief Executive Officer and Director	56	2019	2023
Spencer J. Andress	Director	72	2016	2024
Larry J. Constable	Director	58	2013	2023
Thomas R. Greenfield	Director	76	1997	2022
John V. Pinno, III	Director	69	1996	2023
Jane B. Tompkins	Director	69	2020	2024
M. Joye Wentz	Director	70	1995	2024
R. Cheston Woolard	Director	69	2016	2022

Name	Age	Position

Janak M. Amin	56	President, Chief Executive Officer and Director
Douglas L. Byers	46	Executive Vice President and Chief Banking Officer
Larry W. Witt	52	Executive Vice President and Chief Information and Operating Officer
Lindsay S. Bixler	38	Executive Vice President and Chief Financial Officer
William H. Sayre	60	Executive Vice President and Chief Credit and Chief Risk Officer

					(1)
Summary Compensation Table
Name and principal position	Year	Salary ($)	Bonus ($)	Non-Equity Incentive Compensation ($)	All Other Compensation ($)(1)	Total ($)
Janak M. Amin President and Chief Executive Officer	2021 2020	220,000 220,000	91,500(2) —	— —	51,934 23,472	363,434 243,472
Douglas L. Byers Executive Vice President and Chief Banking Officer	2021 2020	180,000 180,000	52,000 —	— —	34,720 14,617	266,720 194,617
Larry W. Witt Executive Vice President, Chief Information and Operating Officer	2021 2020	150,000 150,000	38,000 —	— —	27,994 15,465	215,994 165,465


	401(k) Plan Contributions	ESOP Contributions (a)	SERP Contributions	Automobile Usage	Medical and Seminar Reimbursement	Total All Other Compensation

Janak M. Amin	$13,200	$15,669	$22,430	$635	$—	$51,934

Douglas L. Byers	$8,876	$12,820	$11,011	$—	$ 2,013	$34,720

Larry W. Witt	$8,135	$10,683	$9,176	$—	$—	$27,994


Director Compensation Table
Name	Fees earned or paid in cash ($)	All Other Compensation ($)(1)	Total ($)
Spencer J. Andress	27,000	―	27,000
Joseph W. Carroll	54,000	―	54,000
Larry J. Constable	27,000	―	27,000
Thomas R. Greenfield	27,000	―	27,000
John V. Pinno, III	27,000	―	27,000
Jane B. Tompkins	27,000	―	27,000
M. Joye Wentz	27,000	―	27,000
R. Cheston Woolard	27,000	―	27,000

	Shares of Common Stock Beneficially Owned as of the Record Date ⁽¹⁾	Percent of Shares of Common Stock Outstanding ⁽²⁾


Persons Owning Greater than 5%
Delaware Charter Guarantee & Trust Company dba Principal Trust Company as Directed Trustee for the Presence Bank Employee Stock Ownership Plan1013 Centre Road, Suite 300, Wilmington, Delaware 19805‌	222,180⁽³⁾	8.0%

Directors
Janak M. Amin‌	51,254⁽⁴⁾	1.8%
Spencer J. Andress‌	5,000	*
Joseph W. Carroll‌	40,000⁽⁵⁾	1.4%
Larry J. Constable‌	10,000⁽⁶⁾	*
Thomas R. Greenfield‌	10,000	*
John V. Pinno, III‌	2,000	*
Jane B. Tompkins‌	3,000	*
M. Joye Wentz‌	1,000	*
R. Cheston Woolard‌	12,000	*

Executive Officers who are not Directors
Douglas L. Byers‌	9,543⁽⁷⁾	*
Larry W. Witt‌	1,893⁽⁸⁾	*
Lindsay S. Bixler‌	—	*
William H. Sayre‌	—	*

All directors and executive officers as a group (13 persons)‌	145,690	5.2%


3.1		Articles of Incorporation of PB Bankshares, Inc. (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)
3.2		Bylaws of PB Bankshares, Inc. (incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)
4.1		Form of Common Stock Certificate of PB Bankshares, Inc. (incorporated by reference to Exhibit 4 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)
4.6**		Description of Registrant’s Securities

10.1		Employment Agreement by and between Presence Bank and Janak M. Amin, effective as of March 1, 2021 (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.2		Change of Control Agreement by and between Presence Bank and Douglas L. Byers, effective as of March 1, 2021 (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.3		Change of Control Agreement by and between Presence Bank and Larry Witt, effective as of March 1, 2021 (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.4		Supplemental Executive Retirement Plan with Janak M. Amin (incorporated by reference to Exhibit 10.4 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.5		Supplemental Executive Retirement Plan with Douglas L. Byers (incorporated by reference to Exhibit 10.5 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.6		Supplemental Executive Retirement Plan with Larry Witt (incorporated by reference to Exhibit 10.6 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)+
10.7		Presence Bank Executive Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of PB Bankshares, Inc. (File No. 001-40612) filed with the Securities and Exchange Commission on January 28, 2022)+
16		Letter from BDO USA, LLP with respect to change in accountants (incorporated by reference to Exhibit 16 to the Registration Statement on Form S-1 of PB Bankshares, Inc. (File No. 333-254209), initially filed with the Securities and Exchange Commission on March 12, 2021)
21**		Subsidiaries of Registrant
31.1**		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2**		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.3*	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.4*	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**		The following materials from the Company’s Annual Report on Form 10-K, formatted in iXBRL: (i) Consolidated Statements of Condition, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to the Consolidated Financial Statements
104*		Cover Page Interactive Data File (formatted as Inline XBRL)


		PB BANKSHARES, INC.

		By:	/s/ Janak M. Amin
			Janak M. Amin
			President and
			Chief Executive Officer

SEC Form 10-K/A filed by PB Bankshares Inc. (Amendment)