eOrd of Governors of the Federal Reserve System [J

Report at the close of business as of the end of fiscal year

This Report is required by law Section 5(c)(1 )(A) of the Bank Holding Company Act (12 USC sect 1844 (c)(1)(A)) Section 8(a) of the International Banking Act (12 USC sect 3106(a)) Sections 11(a)(1) 25 and 25A of the Federal Reserve Act (12 USC sectsect 248(a)(1) 602 and 611a) Section 21113(c) of Regulation K (12 CFR sect 21113(c)) and Section 2255(b) of Regulation Y (12 CFR sect 2255(b)) and section 10(c)(2)(H) of the Home Owners Loan Act Return to the appropriate Federal Reserve Bank the original and the number of copies specified

NOTE The Annual Report of Holding Companies must be signed by one director of the top-tier holding company This individual should also be a senior official of the top-tier holding company In the event that the top-tier holding company does not have an individual who is a senior official and is also a director the chairshyman of the board must sign- the report

1 Dale Torpey Chairman of the Board

iUe of the Holdin Company Dir

attest that th Annual Report Holding Companies (including the supporting attachments) for this report date has been preshypared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief

With respect to information regarding individuals contained in this report the Reporter certifies that it has the authority to provide this information to the Federal Reserve The Reporter also certifies that it has the authority on behalf of each individual to consent or object to public release of information regarding that individual The Federal Reserve may assume in the absence of a request for confidential treatment submitted in accordance with the Boards Rules Regarding Availability of Information 12 CFR Part 261 that the Reporter and individual consent to public release of all details in the report concerning that individual

Signature of Holding Company Director and Official

03162015 Date of Signature

For holding companies nSJt registered with the SEC-Indicate status of Annual Report to Shareholders

is included with the FR Y-6 report

D will be sent under separate cover

D is not prepared

For Federal Reserve Bank Use Only

RSSDID c2 ( 0 L-9 J CI

FRY-6 OM B Number 7100-0297

co py Approval expires December 31 2015 Page 1 of 2

This report form is to be filed by all top-tier bank holding compashynies and top-tier savings and loan holding companies organized under US law and by any foreign banking organization that does not meet the requirements of and is not treated as a qualifyshying foreign banking organization under Section 21123 of Regutation K (12 CFR sect 21123) (See page one of the general instru_ctions for more detail of who must file) The Federal Reserve may not conduct or sponsor and an organization (or a person) is not required to respond to an information collection unless it displays a currently valid OMB control number

Date of Report (top-tier holding companys fiscal year-end)

December 31 2014 Month I Day I Year

NONE

Reporters Legat Entity Identifier (LEI) (20-Character LEI Code)

Reporters Name Street and Mailing Address

Washington Bancorp Legat Tille of Holding Company

102 E Main St (Mailing Address of the Holding Company) Street I PO Box

Washington IA -------City State

Physical Location (if different from mailing address)

52353 Zip Code

Person to whom questions about this report should be directed Leisha A Linge Sec amp Treas Name

319-653-7256 Area Code I Phone Number I Extension

319-653-2636 Area Code I FAX Number

llingefederationbankiacom E-mail Address

wwwfederationbankiacom

-----------

Title

Address (URL) for the Holding Companys web page

Does the reporter request confidential treatment for any portion of this submission

D Yes Please identify the report items to which this request applies

r8J No

D In accordance with the instructions on pages GEN-2 and 3 a letter justifying the request is being provided

D The information for which confidential treatment is sought is being submitted separately labeled Confidential

Public reporting burden for this information collection is estimated to vary from 13 to 101 hours per response with an average of 525 hours per response including time to gather and maintain data in the required form and to review instructions and complete the information collection Send comments regarding this burden estimate or any other aspect of this collection of information including suggestions for reducing this burden to Secretary Board of Governors of the Federal Reserve System 2oth and C Streets NW VJashington DC 20551 and to the

Office of Management and Budget Paperwork Reduction Project (7100-0297) VVashington DC 20503 102014

WASHINGTON BANCORP 102 East Main Street

Washington Iowa 52353 (319) 653-7256

NOTICE OF ANJUAL MEETING OF STOCKHOLDERS To be Held on April 14 2015

Notice is hereby given that the Annual Meeting of Stockholders (the Meeting) of WashingtonBancorp and with its subsidiary Federation Bank the (Company) will be held at the Companys office located at 102 East Main Street Washington Iowa at 400 pm on April 14 2015

A proxy card and a proxy statement for the Meeting are enclosed

The Meeting is for the purpose of considering and acting upon the election of two directors of Washington Bancorp the ratification of the appointment of two directors of Washington Bancorp and such other matters as may properly come before the Meeting or any adjournments thereof The Board of Directors is not aware of any other business to come before the Meeting

Any action may be taken on the foregoing proposals at the Meeting on the date specified above or on any date or dates to which the Meeting may be adjourned Stockholders of record at the close of business on February 28 2015 are the stockholders entitled to vote at the Meeting and any adjournments thereof

You are requested to complete and sign the enclosed form of proxy which is solicited on behalf of the Board of Directors and to mail it promptly in the enclosed envelope The proxy will not be used if you attend and vote at the Meeting in person

Washington Iowa March 13 2015

BY ORDER OF THE BOARD OF DIRECTORS

James E Miller President

IMPORTANT THE PROMPT RETURN OF PROXIES WILL SAVE THE COMPANY THE EXPENSE OF FURTHER REQUESTS FOR PROXIES TO ENSURE A QUORUM AT THE MEETING A SELFshyADDRESSED STAMPED ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE

PROXY STATEMENT AND ANNUAL REPORT

WASHINGTON BANCORP 102 East Main Street

Washington Iowa 52353 (319) 653-7256

ANNUAL MEETING OF STOCKHOLDERS Tuesday April 14 2015

This proxy statement is furnished in connection with the solicitation on behalf of the Board of Directors of Washington Bancorp and with its subsidiary the (Company) the parent company of Federation Bank of proxies to be used at the Annual Meeting of Stockholders of the Company (the Meeting) which will be held at the Companys office located at 102 East Main Street Washington Iowa on April 14 2015 at 400 pm and all adjournments of the Meeting The accompanying Notice of Annual Meeting proxy card and this proxy statement are first being mailed to stockholders on or about March 13 2015

At the Meeting stockholders of the Company are being asked to consider and vote upon the election of two directors and to ratify the appointment of two directors

Vote Required and Proxy Information

All shares of the Companys common stock par value $01 per share (the Common Stock) represented at the Meeting by properly executed proxies received prior to or at the Meeting and not revoked will be voted at the Meeting in accordance with the instructions thereon If no instructions are indicated properly executed proxies will be voted for the director nominees and for the ratification of the appointment of two directors as set forth in this proxy statement The Company does not know of any matters other than as described in the Notice of Annual Meeting to come before the Meeting If any other matters are properly presented at the Meeting for action the persons named in the enclosed form of proxy and acting hereunder will have the discretion to vote on such matters in accordance with their best judgment

Directors shall be elected by a majority of the votes of the shares present or represented by proxy at the Meeting One-third of the shares of the Common Stock present in person or represented by proxy shall constitute a quorum for purposes of the Meeting Abstentions are counted for purposes of determining a quorum

A proxy given pursuant to this solicitation may be revoked at any time before it is voted Proxies may be revoked by (i) filing with the Secretary of the Company at or before the Meeting a written notice of revocation bearing a later date than the proxy (ii) duly executing a subsequent proxy relating to the same shares and delivering it to the Secretary of the Company at or before the Meeting or (iii) attending the Meeting and voting in person (although attendance at the Meeting will not in and of itself constitute revocation of a proxy) Any written notice revoking a proxy should be delivered to the Secretary Washington Bancorp 102 East Main Street Washington Iowa 52353

Voting Securities and Certain Holders Thereof

Stockholders of record as of the close of business on February 28 2015 will be entitled to one vote for each share of Commnn Stnck then helcl snhject tn limitations et forth in the articles nfincnrpnrntinn anltl hy-laws of the Company As of that date the Company had approximately 311081 shares of Common Stock issued and outstanding

PROPOSAL I-Election of Directors

Washington Bancorps Board of Directors is presently composed of seven members Directors of Washington Bancorp are generally elected to serve for a three-year term or until their respective successors shall have been elected and qualified Approximately one-third of the directors are elected annually

The following table sets forth certain information regarding the Washington Bancorps Board of Directors including their terms of office and nominees for election as directors It is intended that the proxies solicited on behalf of the

Board of Directors (other than proxies in which the vote is withheld as to one or more nominees) will be voted at the Meeting for the election of the nominees identified in the following table If any nominee is unable to serve the shares represented by all such proxies will be voted for the election of such substitute as the Board of Directors may recommend At this time the Board of Directors knows of no reason why any of the nominees might be unable to serve if elected There are no arrangements or understandings between any director or nominee and any other person pursuant to which such director or nominee was selected

Nominees

Myron L Graber Rick R Hofer

Directors Continuing In Office

James D Gorham Leisha A Linge James E Miller

Dale J Torpey Jamie Collier

Positions Held In Company

66 Director 67 Director

76 Director 50 Director Secretary and Treasurer 75 President and Director 69 Chairman of the Board 43 Director

(l) Includes service as a director of Federation Bank

Director Since(])

1992 1988

1991 2010 1987 2003 2010

Shares of Common Stock Percent Term to Beneficially Owned of Expire at February 28 2015 (2) Class

2015 2015

2016 2016 2017 2017 2017

2073 066 12500 384

4445 143 13616 438

8252 265 15396 495

5361 172

(Z) Includes shares held directly as well as in ESOP account held by certain members of the named individuals families or held by trusts of which the named individual is a trustee or substantial beneficiary with respect to which the named individuals may be deemed to have sole voting and investment power

The business experience of each director and director nominee is set forth below All directors have held their present positions for at least the past five years except as otherwise indicated

Nominees

Myron L Graber is the owner of LARRON LLC a real estate development company and a real estate agent with Golden Crest Realty lvir Graber is a past member of the local Habitat for Humanity and Washington Concert Association boards lvir Graber is currently a member of Rotary Club a member of the Optimists International and a member of the Washington Mennonite Church lvir Graber is also a director of Federation Banlc

Rick R Hofer is a retired Personnel and Credit Manager for Sitler Electric Supply a position he held from 1993 to 2005 Prior to that time he was the manager of Spurgeons Department Store for 20 years Mr Hofer is a member of the Washington Noon Kiwanis Club a member of St James Church and a member of the Washington City Planning and Zoning Commission Mr Hofer is also a director of Federation Bank

Directors Continuing In Office

James D Gorham is a retired District Agent for Northwestern Mutual Life Insurance Co and sales agent for Northwest Mutual Life Insurance Co in Washington Iowa Mr Gorham is a member of the Rotary Club a member of the Sierra Club a member of the Washington Chamber of Commerce and Main Street Washington the past Chairman of the Washington Free Public Library Foundation and the past President of the Washington Economic

2

Development Group Mr Gorham also served during two centuries on the Washington Community School Board Mr Gorham is also a director of Federation Bank

Leisha A Linge is the Secretary and Treasurer of Washington Bancorp and is the Executive Vice President of Federation Bank Ms Linge is the Treasurer for Women of Washington Endowment a member of Chapter OC of PEO and is a Ruling Elder of the United Presbyterian Church in Washington Ms Linge is also a director of Federation Bank

James E Miller is the President and a Director of Washington Bancorp Mr Miller is also President of Millers General Contracting Inc in Brighton Iowa Mr Miller has served 37 years as a member of the Brighton City Council He is a past President and charter member of the Brighton Lions Club Mr Miller is a member of the Fern Cliff Evangelical Free Church a member of the Brighton Chamber of Commerce a member of the Friends of Lake Darling and a member of the Brighton Volunteer Fire Department Mr Miller is also a director of Federation Bank

Dale J Torpey is the Chairman of the Board of Washington Bancorp Mr Torpey is currently past President of Community Bankers of iowa a past chairman of the Lending Committee and FHLB Steering Committee of the Independent Community Bankers of America He is a board member of the following Washington Community Schools Foundation Washington County Hospital Foundation Finance Committee Washington Community Theater and the YMCA and Community Theater Endowment Committee He is a member of St James Church Mr Torpey is also the Chairman of the Board of Federation Bank

Jamie Collier is the President and CEO of Federation Bank Mr Collier serves as a board member of the Community Bankers of Iowa and the Washington Noon Kiwanis Club He is Captain of the Brighton Iowa Volunteer Fire Department Mr Collier is also a director of Federation Bank

PROPOSAL II -Ratify the Appointment of Directors

As of December 31 2014 Mary Levy resigned from the Companys Board of Directors At the January 13 2015 regular meeting the Washington Bancorp board voted to appoint Leisha A Linge to replace Mary Levy and also to increase the number of directors from six members to seven members and appoint Jamie Collier as a new director Although the Companys Bylaws allow the Companys Board of Directors to increase the number of directors by thirty percent without action of the shareholders the board is seeking ratification of this decision

Other Matters

The Board of Directors is not aware of any business to come before the Meeting other than those matters described above in this proxy statement However if any other matter should properly come before the Meeting it is intended that holders of the proxies will act in accordance with their best judgment

The cost of solicitation of proxies will be borne by the Company In addition to solicitation by mail directors officers and regular employees of the Company may solicit proxies personally or by telegraph or telephone without additional compensation

Washington Iowa March 14 2015

3

Company Story Washington Bancorp was formed in 1995 as a unitary thrift holding company and in 1998 converted to a bank holding company to complete the acquisition of a state-chartered bank In 2003 the tlrrift was merged into the stateshychartered bank and simultaneously the name was changed to Federation Bank The principal asset of Washington Bancorp is the outstanding stock of Federation Bank its wholly-owned subsidiary In 2012 Washington Bancorp completed a merger to facilitate the Company to qualify to be taxed as a Subchapter S corporation under the Internal Revenue Code effective January 1 2013 In 2012 the Company borrowed $44 million from Quad City Bank and Trust for the redemption of shares as a result of the merger and at December 31 2014 the outstanding balance was

$23 million Washington Bancorp presently has no separate operations and its business consists only of the business of the Bank

Federation Banks primary business consists of attracting deposits from the general public and using these deposits to provide financing for the purchase and construction of residential commercial and agricultural properties Profitability depends upon net interest income which is the difference between interest income generated from interest-earning assets (such as loans and investments) less the interest expense incurred on interest

liabilities (such as customer deposits and other borrowed funds) Additionally profitability is affected by such factors as the level of non-interest income and expenses the provision for loan losses and the effective tax rate paid by the Company on its income Non-interest income consists primarily of fees and income from various deposit account products and services offered to customers Non-interest expense consists of compensation and benefits occupancy related expenses and other operating expenses

Managements Discussion and Analysis of the Companys Financial Statements and Results of Operations

The discussion presented below analyzes major factors and trends regarding the consolidated financial condition as of December 31 2014 and December 31 2013 The year-end financial information is not audited The numbers are rounded for convenience For a complete understanding of this discussion reference should be made to the Companys financial statements and the related notes included in this Memorandum

Results of Operations

Highlights noted on the Statement of Condition as of December 31 2014 included the following bull Total assets were $120 million an increase of$57 million since December 31 2013 bull Investment securities were $35 million an increase of$16 million sincmiddote December 31 2013 bull Net loans were $68 million no change since December 31 2013 bull Total deposits were $99 million an increase of$54 million since December 31 2013 bull Borrowings were $12 million a decrease of $636000 since December 31 2013 bull Stockholders Equity was $87 million an increase of$953000 since December 31 2013

The investment portfolio of the Company was 29 of the Companys asset base as of December 31 2014 compared to 29 of the Companys asset base as of December 31 2013 Management of the Company has structured the investment portfolio to minimize interest rate risk maintain sufficient liquidity and maximize return The Companys financial planning anticipates income streams based on normal maturity and reinvestment The Company has adopted SFAS No 115 and classified investments as held-to-maturity or available-for-sale Currently 100 of the Companys investment portfolio is classified as available-for-sale

The Banks loans are diversified by bonower and industry groups Loan growth has remained constant over the last few years and reflects the stability of the local economy Although net loans remained essentially unchanged at $68 million there was a decrease in loans seemed with commercial and residential real estate which was primarily offset with an increase in loans secured with farm real estate commercial and agriculture operating as well as consumer loans The Bank offers 1-4 family long-term fixed rate mortgage loans tlrrough the Federal Home Loan Bank Mortgage Partnership Finance Program (the MPF) As of December 31 2014 $223 million was outstanding in this secondary market product an increase of $4 72000 since December 31 2013 Although these loans are not

4

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

PROXY STATEMENT AND ANNUAL REPORT

WASHINGTON BANCORP 102 East Main Street

Washington Iowa 52353 (319) 653-7256

ANNUAL MEETING OF STOCKHOLDERS Tuesday April 14 2015

This proxy statement is furnished in connection with the solicitation on behalf of the Board of Directors of Washington Bancorp and with its subsidiary the (Company) the parent company of Federation Bank of proxies to be used at the Annual Meeting of Stockholders of the Company (the Meeting) which will be held at the Companys office located at 102 East Main Street Washington Iowa on April 14 2015 at 400 pm and all adjournments of the Meeting The accompanying Notice of Annual Meeting proxy card and this proxy statement are first being mailed to stockholders on or about March 13 2015

At the Meeting stockholders of the Company are being asked to consider and vote upon the election of two directors and to ratify the appointment of two directors

Vote Required and Proxy Information

All shares of the Companys common stock par value $01 per share (the Common Stock) represented at the Meeting by properly executed proxies received prior to or at the Meeting and not revoked will be voted at the Meeting in accordance with the instructions thereon If no instructions are indicated properly executed proxies will be voted for the director nominees and for the ratification of the appointment of two directors as set forth in this proxy statement The Company does not know of any matters other than as described in the Notice of Annual Meeting to come before the Meeting If any other matters are properly presented at the Meeting for action the persons named in the enclosed form of proxy and acting hereunder will have the discretion to vote on such matters in accordance with their best judgment

Directors shall be elected by a majority of the votes of the shares present or represented by proxy at the Meeting One-third of the shares of the Common Stock present in person or represented by proxy shall constitute a quorum for purposes of the Meeting Abstentions are counted for purposes of determining a quorum

A proxy given pursuant to this solicitation may be revoked at any time before it is voted Proxies may be revoked by (i) filing with the Secretary of the Company at or before the Meeting a written notice of revocation bearing a later date than the proxy (ii) duly executing a subsequent proxy relating to the same shares and delivering it to the Secretary of the Company at or before the Meeting or (iii) attending the Meeting and voting in person (although attendance at the Meeting will not in and of itself constitute revocation of a proxy) Any written notice revoking a proxy should be delivered to the Secretary Washington Bancorp 102 East Main Street Washington Iowa 52353

Voting Securities and Certain Holders Thereof

Stockholders of record as of the close of business on February 28 2015 will be entitled to one vote for each share of Commnn Stnck then helcl snhject tn limitations et forth in the articles nfincnrpnrntinn anltl hy-laws of the Company As of that date the Company had approximately 311081 shares of Common Stock issued and outstanding

PROPOSAL I-Election of Directors

Washington Bancorps Board of Directors is presently composed of seven members Directors of Washington Bancorp are generally elected to serve for a three-year term or until their respective successors shall have been elected and qualified Approximately one-third of the directors are elected annually

The following table sets forth certain information regarding the Washington Bancorps Board of Directors including their terms of office and nominees for election as directors It is intended that the proxies solicited on behalf of the

Board of Directors (other than proxies in which the vote is withheld as to one or more nominees) will be voted at the Meeting for the election of the nominees identified in the following table If any nominee is unable to serve the shares represented by all such proxies will be voted for the election of such substitute as the Board of Directors may recommend At this time the Board of Directors knows of no reason why any of the nominees might be unable to serve if elected There are no arrangements or understandings between any director or nominee and any other person pursuant to which such director or nominee was selected

Nominees

Myron L Graber Rick R Hofer

Directors Continuing In Office

James D Gorham Leisha A Linge James E Miller

Dale J Torpey Jamie Collier

Positions Held In Company

66 Director 67 Director

76 Director 50 Director Secretary and Treasurer 75 President and Director 69 Chairman of the Board 43 Director

(l) Includes service as a director of Federation Bank

Director Since(])

1992 1988

1991 2010 1987 2003 2010

Shares of Common Stock Percent Term to Beneficially Owned of Expire at February 28 2015 (2) Class

2015 2015

2016 2016 2017 2017 2017

2073 066 12500 384

4445 143 13616 438

8252 265 15396 495

5361 172

(Z) Includes shares held directly as well as in ESOP account held by certain members of the named individuals families or held by trusts of which the named individual is a trustee or substantial beneficiary with respect to which the named individuals may be deemed to have sole voting and investment power

The business experience of each director and director nominee is set forth below All directors have held their present positions for at least the past five years except as otherwise indicated

Nominees

Myron L Graber is the owner of LARRON LLC a real estate development company and a real estate agent with Golden Crest Realty lvir Graber is a past member of the local Habitat for Humanity and Washington Concert Association boards lvir Graber is currently a member of Rotary Club a member of the Optimists International and a member of the Washington Mennonite Church lvir Graber is also a director of Federation Banlc

Rick R Hofer is a retired Personnel and Credit Manager for Sitler Electric Supply a position he held from 1993 to 2005 Prior to that time he was the manager of Spurgeons Department Store for 20 years Mr Hofer is a member of the Washington Noon Kiwanis Club a member of St James Church and a member of the Washington City Planning and Zoning Commission Mr Hofer is also a director of Federation Bank

Directors Continuing In Office

James D Gorham is a retired District Agent for Northwestern Mutual Life Insurance Co and sales agent for Northwest Mutual Life Insurance Co in Washington Iowa Mr Gorham is a member of the Rotary Club a member of the Sierra Club a member of the Washington Chamber of Commerce and Main Street Washington the past Chairman of the Washington Free Public Library Foundation and the past President of the Washington Economic

2

Development Group Mr Gorham also served during two centuries on the Washington Community School Board Mr Gorham is also a director of Federation Bank

Leisha A Linge is the Secretary and Treasurer of Washington Bancorp and is the Executive Vice President of Federation Bank Ms Linge is the Treasurer for Women of Washington Endowment a member of Chapter OC of PEO and is a Ruling Elder of the United Presbyterian Church in Washington Ms Linge is also a director of Federation Bank

James E Miller is the President and a Director of Washington Bancorp Mr Miller is also President of Millers General Contracting Inc in Brighton Iowa Mr Miller has served 37 years as a member of the Brighton City Council He is a past President and charter member of the Brighton Lions Club Mr Miller is a member of the Fern Cliff Evangelical Free Church a member of the Brighton Chamber of Commerce a member of the Friends of Lake Darling and a member of the Brighton Volunteer Fire Department Mr Miller is also a director of Federation Bank

Dale J Torpey is the Chairman of the Board of Washington Bancorp Mr Torpey is currently past President of Community Bankers of iowa a past chairman of the Lending Committee and FHLB Steering Committee of the Independent Community Bankers of America He is a board member of the following Washington Community Schools Foundation Washington County Hospital Foundation Finance Committee Washington Community Theater and the YMCA and Community Theater Endowment Committee He is a member of St James Church Mr Torpey is also the Chairman of the Board of Federation Bank

Jamie Collier is the President and CEO of Federation Bank Mr Collier serves as a board member of the Community Bankers of Iowa and the Washington Noon Kiwanis Club He is Captain of the Brighton Iowa Volunteer Fire Department Mr Collier is also a director of Federation Bank

PROPOSAL II -Ratify the Appointment of Directors

As of December 31 2014 Mary Levy resigned from the Companys Board of Directors At the January 13 2015 regular meeting the Washington Bancorp board voted to appoint Leisha A Linge to replace Mary Levy and also to increase the number of directors from six members to seven members and appoint Jamie Collier as a new director Although the Companys Bylaws allow the Companys Board of Directors to increase the number of directors by thirty percent without action of the shareholders the board is seeking ratification of this decision

Other Matters

The Board of Directors is not aware of any business to come before the Meeting other than those matters described above in this proxy statement However if any other matter should properly come before the Meeting it is intended that holders of the proxies will act in accordance with their best judgment

The cost of solicitation of proxies will be borne by the Company In addition to solicitation by mail directors officers and regular employees of the Company may solicit proxies personally or by telegraph or telephone without additional compensation

Washington Iowa March 14 2015

3

Company Story Washington Bancorp was formed in 1995 as a unitary thrift holding company and in 1998 converted to a bank holding company to complete the acquisition of a state-chartered bank In 2003 the tlrrift was merged into the stateshychartered bank and simultaneously the name was changed to Federation Bank The principal asset of Washington Bancorp is the outstanding stock of Federation Bank its wholly-owned subsidiary In 2012 Washington Bancorp completed a merger to facilitate the Company to qualify to be taxed as a Subchapter S corporation under the Internal Revenue Code effective January 1 2013 In 2012 the Company borrowed $44 million from Quad City Bank and Trust for the redemption of shares as a result of the merger and at December 31 2014 the outstanding balance was

$23 million Washington Bancorp presently has no separate operations and its business consists only of the business of the Bank

Federation Banks primary business consists of attracting deposits from the general public and using these deposits to provide financing for the purchase and construction of residential commercial and agricultural properties Profitability depends upon net interest income which is the difference between interest income generated from interest-earning assets (such as loans and investments) less the interest expense incurred on interest

liabilities (such as customer deposits and other borrowed funds) Additionally profitability is affected by such factors as the level of non-interest income and expenses the provision for loan losses and the effective tax rate paid by the Company on its income Non-interest income consists primarily of fees and income from various deposit account products and services offered to customers Non-interest expense consists of compensation and benefits occupancy related expenses and other operating expenses

Managements Discussion and Analysis of the Companys Financial Statements and Results of Operations

The discussion presented below analyzes major factors and trends regarding the consolidated financial condition as of December 31 2014 and December 31 2013 The year-end financial information is not audited The numbers are rounded for convenience For a complete understanding of this discussion reference should be made to the Companys financial statements and the related notes included in this Memorandum

Results of Operations

Highlights noted on the Statement of Condition as of December 31 2014 included the following bull Total assets were $120 million an increase of$57 million since December 31 2013 bull Investment securities were $35 million an increase of$16 million sincmiddote December 31 2013 bull Net loans were $68 million no change since December 31 2013 bull Total deposits were $99 million an increase of$54 million since December 31 2013 bull Borrowings were $12 million a decrease of $636000 since December 31 2013 bull Stockholders Equity was $87 million an increase of$953000 since December 31 2013

The investment portfolio of the Company was 29 of the Companys asset base as of December 31 2014 compared to 29 of the Companys asset base as of December 31 2013 Management of the Company has structured the investment portfolio to minimize interest rate risk maintain sufficient liquidity and maximize return The Companys financial planning anticipates income streams based on normal maturity and reinvestment The Company has adopted SFAS No 115 and classified investments as held-to-maturity or available-for-sale Currently 100 of the Companys investment portfolio is classified as available-for-sale

The Banks loans are diversified by bonower and industry groups Loan growth has remained constant over the last few years and reflects the stability of the local economy Although net loans remained essentially unchanged at $68 million there was a decrease in loans seemed with commercial and residential real estate which was primarily offset with an increase in loans secured with farm real estate commercial and agriculture operating as well as consumer loans The Bank offers 1-4 family long-term fixed rate mortgage loans tlrrough the Federal Home Loan Bank Mortgage Partnership Finance Program (the MPF) As of December 31 2014 $223 million was outstanding in this secondary market product an increase of $4 72000 since December 31 2013 Although these loans are not

4

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

The following table sets forth certain information regarding the Washington Bancorps Board of Directors including their terms of office and nominees for election as directors It is intended that the proxies solicited on behalf of the

Board of Directors (other than proxies in which the vote is withheld as to one or more nominees) will be voted at the Meeting for the election of the nominees identified in the following table If any nominee is unable to serve the shares represented by all such proxies will be voted for the election of such substitute as the Board of Directors may recommend At this time the Board of Directors knows of no reason why any of the nominees might be unable to serve if elected There are no arrangements or understandings between any director or nominee and any other person pursuant to which such director or nominee was selected

Nominees

Myron L Graber Rick R Hofer

Directors Continuing In Office

James D Gorham Leisha A Linge James E Miller

Dale J Torpey Jamie Collier

Positions Held In Company

66 Director 67 Director

76 Director 50 Director Secretary and Treasurer 75 President and Director 69 Chairman of the Board 43 Director

(l) Includes service as a director of Federation Bank

Director Since(])

1992 1988

1991 2010 1987 2003 2010

Shares of Common Stock Percent Term to Beneficially Owned of Expire at February 28 2015 (2) Class

2015 2015

2016 2016 2017 2017 2017

2073 066 12500 384

4445 143 13616 438

8252 265 15396 495

5361 172

(Z) Includes shares held directly as well as in ESOP account held by certain members of the named individuals families or held by trusts of which the named individual is a trustee or substantial beneficiary with respect to which the named individuals may be deemed to have sole voting and investment power

The business experience of each director and director nominee is set forth below All directors have held their present positions for at least the past five years except as otherwise indicated

Nominees

Myron L Graber is the owner of LARRON LLC a real estate development company and a real estate agent with Golden Crest Realty lvir Graber is a past member of the local Habitat for Humanity and Washington Concert Association boards lvir Graber is currently a member of Rotary Club a member of the Optimists International and a member of the Washington Mennonite Church lvir Graber is also a director of Federation Banlc

Rick R Hofer is a retired Personnel and Credit Manager for Sitler Electric Supply a position he held from 1993 to 2005 Prior to that time he was the manager of Spurgeons Department Store for 20 years Mr Hofer is a member of the Washington Noon Kiwanis Club a member of St James Church and a member of the Washington City Planning and Zoning Commission Mr Hofer is also a director of Federation Bank

Directors Continuing In Office

James D Gorham is a retired District Agent for Northwestern Mutual Life Insurance Co and sales agent for Northwest Mutual Life Insurance Co in Washington Iowa Mr Gorham is a member of the Rotary Club a member of the Sierra Club a member of the Washington Chamber of Commerce and Main Street Washington the past Chairman of the Washington Free Public Library Foundation and the past President of the Washington Economic

2

Development Group Mr Gorham also served during two centuries on the Washington Community School Board Mr Gorham is also a director of Federation Bank

Leisha A Linge is the Secretary and Treasurer of Washington Bancorp and is the Executive Vice President of Federation Bank Ms Linge is the Treasurer for Women of Washington Endowment a member of Chapter OC of PEO and is a Ruling Elder of the United Presbyterian Church in Washington Ms Linge is also a director of Federation Bank

James E Miller is the President and a Director of Washington Bancorp Mr Miller is also President of Millers General Contracting Inc in Brighton Iowa Mr Miller has served 37 years as a member of the Brighton City Council He is a past President and charter member of the Brighton Lions Club Mr Miller is a member of the Fern Cliff Evangelical Free Church a member of the Brighton Chamber of Commerce a member of the Friends of Lake Darling and a member of the Brighton Volunteer Fire Department Mr Miller is also a director of Federation Bank

Dale J Torpey is the Chairman of the Board of Washington Bancorp Mr Torpey is currently past President of Community Bankers of iowa a past chairman of the Lending Committee and FHLB Steering Committee of the Independent Community Bankers of America He is a board member of the following Washington Community Schools Foundation Washington County Hospital Foundation Finance Committee Washington Community Theater and the YMCA and Community Theater Endowment Committee He is a member of St James Church Mr Torpey is also the Chairman of the Board of Federation Bank

Jamie Collier is the President and CEO of Federation Bank Mr Collier serves as a board member of the Community Bankers of Iowa and the Washington Noon Kiwanis Club He is Captain of the Brighton Iowa Volunteer Fire Department Mr Collier is also a director of Federation Bank

PROPOSAL II -Ratify the Appointment of Directors

As of December 31 2014 Mary Levy resigned from the Companys Board of Directors At the January 13 2015 regular meeting the Washington Bancorp board voted to appoint Leisha A Linge to replace Mary Levy and also to increase the number of directors from six members to seven members and appoint Jamie Collier as a new director Although the Companys Bylaws allow the Companys Board of Directors to increase the number of directors by thirty percent without action of the shareholders the board is seeking ratification of this decision

Other Matters

The Board of Directors is not aware of any business to come before the Meeting other than those matters described above in this proxy statement However if any other matter should properly come before the Meeting it is intended that holders of the proxies will act in accordance with their best judgment

The cost of solicitation of proxies will be borne by the Company In addition to solicitation by mail directors officers and regular employees of the Company may solicit proxies personally or by telegraph or telephone without additional compensation

Washington Iowa March 14 2015

3

Company Story Washington Bancorp was formed in 1995 as a unitary thrift holding company and in 1998 converted to a bank holding company to complete the acquisition of a state-chartered bank In 2003 the tlrrift was merged into the stateshychartered bank and simultaneously the name was changed to Federation Bank The principal asset of Washington Bancorp is the outstanding stock of Federation Bank its wholly-owned subsidiary In 2012 Washington Bancorp completed a merger to facilitate the Company to qualify to be taxed as a Subchapter S corporation under the Internal Revenue Code effective January 1 2013 In 2012 the Company borrowed $44 million from Quad City Bank and Trust for the redemption of shares as a result of the merger and at December 31 2014 the outstanding balance was

$23 million Washington Bancorp presently has no separate operations and its business consists only of the business of the Bank

Federation Banks primary business consists of attracting deposits from the general public and using these deposits to provide financing for the purchase and construction of residential commercial and agricultural properties Profitability depends upon net interest income which is the difference between interest income generated from interest-earning assets (such as loans and investments) less the interest expense incurred on interest

liabilities (such as customer deposits and other borrowed funds) Additionally profitability is affected by such factors as the level of non-interest income and expenses the provision for loan losses and the effective tax rate paid by the Company on its income Non-interest income consists primarily of fees and income from various deposit account products and services offered to customers Non-interest expense consists of compensation and benefits occupancy related expenses and other operating expenses

Managements Discussion and Analysis of the Companys Financial Statements and Results of Operations

The discussion presented below analyzes major factors and trends regarding the consolidated financial condition as of December 31 2014 and December 31 2013 The year-end financial information is not audited The numbers are rounded for convenience For a complete understanding of this discussion reference should be made to the Companys financial statements and the related notes included in this Memorandum

Results of Operations

Highlights noted on the Statement of Condition as of December 31 2014 included the following bull Total assets were $120 million an increase of$57 million since December 31 2013 bull Investment securities were $35 million an increase of$16 million sincmiddote December 31 2013 bull Net loans were $68 million no change since December 31 2013 bull Total deposits were $99 million an increase of$54 million since December 31 2013 bull Borrowings were $12 million a decrease of $636000 since December 31 2013 bull Stockholders Equity was $87 million an increase of$953000 since December 31 2013

The investment portfolio of the Company was 29 of the Companys asset base as of December 31 2014 compared to 29 of the Companys asset base as of December 31 2013 Management of the Company has structured the investment portfolio to minimize interest rate risk maintain sufficient liquidity and maximize return The Companys financial planning anticipates income streams based on normal maturity and reinvestment The Company has adopted SFAS No 115 and classified investments as held-to-maturity or available-for-sale Currently 100 of the Companys investment portfolio is classified as available-for-sale

The Banks loans are diversified by bonower and industry groups Loan growth has remained constant over the last few years and reflects the stability of the local economy Although net loans remained essentially unchanged at $68 million there was a decrease in loans seemed with commercial and residential real estate which was primarily offset with an increase in loans secured with farm real estate commercial and agriculture operating as well as consumer loans The Bank offers 1-4 family long-term fixed rate mortgage loans tlrrough the Federal Home Loan Bank Mortgage Partnership Finance Program (the MPF) As of December 31 2014 $223 million was outstanding in this secondary market product an increase of $4 72000 since December 31 2013 Although these loans are not

4

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

Development Group Mr Gorham also served during two centuries on the Washington Community School Board Mr Gorham is also a director of Federation Bank

Leisha A Linge is the Secretary and Treasurer of Washington Bancorp and is the Executive Vice President of Federation Bank Ms Linge is the Treasurer for Women of Washington Endowment a member of Chapter OC of PEO and is a Ruling Elder of the United Presbyterian Church in Washington Ms Linge is also a director of Federation Bank

James E Miller is the President and a Director of Washington Bancorp Mr Miller is also President of Millers General Contracting Inc in Brighton Iowa Mr Miller has served 37 years as a member of the Brighton City Council He is a past President and charter member of the Brighton Lions Club Mr Miller is a member of the Fern Cliff Evangelical Free Church a member of the Brighton Chamber of Commerce a member of the Friends of Lake Darling and a member of the Brighton Volunteer Fire Department Mr Miller is also a director of Federation Bank

Dale J Torpey is the Chairman of the Board of Washington Bancorp Mr Torpey is currently past President of Community Bankers of iowa a past chairman of the Lending Committee and FHLB Steering Committee of the Independent Community Bankers of America He is a board member of the following Washington Community Schools Foundation Washington County Hospital Foundation Finance Committee Washington Community Theater and the YMCA and Community Theater Endowment Committee He is a member of St James Church Mr Torpey is also the Chairman of the Board of Federation Bank

Jamie Collier is the President and CEO of Federation Bank Mr Collier serves as a board member of the Community Bankers of Iowa and the Washington Noon Kiwanis Club He is Captain of the Brighton Iowa Volunteer Fire Department Mr Collier is also a director of Federation Bank

PROPOSAL II -Ratify the Appointment of Directors

As of December 31 2014 Mary Levy resigned from the Companys Board of Directors At the January 13 2015 regular meeting the Washington Bancorp board voted to appoint Leisha A Linge to replace Mary Levy and also to increase the number of directors from six members to seven members and appoint Jamie Collier as a new director Although the Companys Bylaws allow the Companys Board of Directors to increase the number of directors by thirty percent without action of the shareholders the board is seeking ratification of this decision

Other Matters

The Board of Directors is not aware of any business to come before the Meeting other than those matters described above in this proxy statement However if any other matter should properly come before the Meeting it is intended that holders of the proxies will act in accordance with their best judgment

The cost of solicitation of proxies will be borne by the Company In addition to solicitation by mail directors officers and regular employees of the Company may solicit proxies personally or by telegraph or telephone without additional compensation

Washington Iowa March 14 2015

3

Company Story Washington Bancorp was formed in 1995 as a unitary thrift holding company and in 1998 converted to a bank holding company to complete the acquisition of a state-chartered bank In 2003 the tlrrift was merged into the stateshychartered bank and simultaneously the name was changed to Federation Bank The principal asset of Washington Bancorp is the outstanding stock of Federation Bank its wholly-owned subsidiary In 2012 Washington Bancorp completed a merger to facilitate the Company to qualify to be taxed as a Subchapter S corporation under the Internal Revenue Code effective January 1 2013 In 2012 the Company borrowed $44 million from Quad City Bank and Trust for the redemption of shares as a result of the merger and at December 31 2014 the outstanding balance was

$23 million Washington Bancorp presently has no separate operations and its business consists only of the business of the Bank

Federation Banks primary business consists of attracting deposits from the general public and using these deposits to provide financing for the purchase and construction of residential commercial and agricultural properties Profitability depends upon net interest income which is the difference between interest income generated from interest-earning assets (such as loans and investments) less the interest expense incurred on interest

liabilities (such as customer deposits and other borrowed funds) Additionally profitability is affected by such factors as the level of non-interest income and expenses the provision for loan losses and the effective tax rate paid by the Company on its income Non-interest income consists primarily of fees and income from various deposit account products and services offered to customers Non-interest expense consists of compensation and benefits occupancy related expenses and other operating expenses

Managements Discussion and Analysis of the Companys Financial Statements and Results of Operations

The discussion presented below analyzes major factors and trends regarding the consolidated financial condition as of December 31 2014 and December 31 2013 The year-end financial information is not audited The numbers are rounded for convenience For a complete understanding of this discussion reference should be made to the Companys financial statements and the related notes included in this Memorandum

Results of Operations

Highlights noted on the Statement of Condition as of December 31 2014 included the following bull Total assets were $120 million an increase of$57 million since December 31 2013 bull Investment securities were $35 million an increase of$16 million sincmiddote December 31 2013 bull Net loans were $68 million no change since December 31 2013 bull Total deposits were $99 million an increase of$54 million since December 31 2013 bull Borrowings were $12 million a decrease of $636000 since December 31 2013 bull Stockholders Equity was $87 million an increase of$953000 since December 31 2013

The investment portfolio of the Company was 29 of the Companys asset base as of December 31 2014 compared to 29 of the Companys asset base as of December 31 2013 Management of the Company has structured the investment portfolio to minimize interest rate risk maintain sufficient liquidity and maximize return The Companys financial planning anticipates income streams based on normal maturity and reinvestment The Company has adopted SFAS No 115 and classified investments as held-to-maturity or available-for-sale Currently 100 of the Companys investment portfolio is classified as available-for-sale

The Banks loans are diversified by bonower and industry groups Loan growth has remained constant over the last few years and reflects the stability of the local economy Although net loans remained essentially unchanged at $68 million there was a decrease in loans seemed with commercial and residential real estate which was primarily offset with an increase in loans secured with farm real estate commercial and agriculture operating as well as consumer loans The Bank offers 1-4 family long-term fixed rate mortgage loans tlrrough the Federal Home Loan Bank Mortgage Partnership Finance Program (the MPF) As of December 31 2014 $223 million was outstanding in this secondary market product an increase of $4 72000 since December 31 2013 Although these loans are not

4

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

Company Story Washington Bancorp was formed in 1995 as a unitary thrift holding company and in 1998 converted to a bank holding company to complete the acquisition of a state-chartered bank In 2003 the tlrrift was merged into the stateshychartered bank and simultaneously the name was changed to Federation Bank The principal asset of Washington Bancorp is the outstanding stock of Federation Bank its wholly-owned subsidiary In 2012 Washington Bancorp completed a merger to facilitate the Company to qualify to be taxed as a Subchapter S corporation under the Internal Revenue Code effective January 1 2013 In 2012 the Company borrowed $44 million from Quad City Bank and Trust for the redemption of shares as a result of the merger and at December 31 2014 the outstanding balance was

$23 million Washington Bancorp presently has no separate operations and its business consists only of the business of the Bank

Federation Banks primary business consists of attracting deposits from the general public and using these deposits to provide financing for the purchase and construction of residential commercial and agricultural properties Profitability depends upon net interest income which is the difference between interest income generated from interest-earning assets (such as loans and investments) less the interest expense incurred on interest

liabilities (such as customer deposits and other borrowed funds) Additionally profitability is affected by such factors as the level of non-interest income and expenses the provision for loan losses and the effective tax rate paid by the Company on its income Non-interest income consists primarily of fees and income from various deposit account products and services offered to customers Non-interest expense consists of compensation and benefits occupancy related expenses and other operating expenses

Managements Discussion and Analysis of the Companys Financial Statements and Results of Operations

The discussion presented below analyzes major factors and trends regarding the consolidated financial condition as of December 31 2014 and December 31 2013 The year-end financial information is not audited The numbers are rounded for convenience For a complete understanding of this discussion reference should be made to the Companys financial statements and the related notes included in this Memorandum

Results of Operations

Highlights noted on the Statement of Condition as of December 31 2014 included the following bull Total assets were $120 million an increase of$57 million since December 31 2013 bull Investment securities were $35 million an increase of$16 million sincmiddote December 31 2013 bull Net loans were $68 million no change since December 31 2013 bull Total deposits were $99 million an increase of$54 million since December 31 2013 bull Borrowings were $12 million a decrease of $636000 since December 31 2013 bull Stockholders Equity was $87 million an increase of$953000 since December 31 2013

The investment portfolio of the Company was 29 of the Companys asset base as of December 31 2014 compared to 29 of the Companys asset base as of December 31 2013 Management of the Company has structured the investment portfolio to minimize interest rate risk maintain sufficient liquidity and maximize return The Companys financial planning anticipates income streams based on normal maturity and reinvestment The Company has adopted SFAS No 115 and classified investments as held-to-maturity or available-for-sale Currently 100 of the Companys investment portfolio is classified as available-for-sale

The Banks loans are diversified by bonower and industry groups Loan growth has remained constant over the last few years and reflects the stability of the local economy Although net loans remained essentially unchanged at $68 million there was a decrease in loans seemed with commercial and residential real estate which was primarily offset with an increase in loans secured with farm real estate commercial and agriculture operating as well as consumer loans The Bank offers 1-4 family long-term fixed rate mortgage loans tlrrough the Federal Home Loan Bank Mortgage Partnership Finance Program (the MPF) As of December 31 2014 $223 million was outstanding in this secondary market product an increase of $4 72000 since December 31 2013 Although these loans are not

4

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

included in the total Joan balances the Company believes that the MPF program offers a good long-term product for customers and since the Bank retains the servicing rights there is opportunity to generate noninterest income while limiting long-term interest rate risk

Deposits are attracted through the offering of a broad variety of deposit instruments including checking accounts money market accounts regular savings accounts term certificate accounts and retirement savings plans The increase in total deposits was due to increases in every category of deposits Checking and NOW accounts increased

$22 million savings and money market accounts increased $27 million and certificates of deposit increased $500000 The Company feels that the increase in demand deposits represents an increase in core deposits and is a stable source of funding In the opinion of the Companys management the Company continues to have adequate sources of liquidity to fund loan growth

Liquidity measures the ability of the Company to meet maturing obligations and its existing commitments to withstand fluctuations in deposit levels to fund its operations and to provide for customers credit needs The liquidity of the Company principally depends on cash flows from operating activities investment in and maturity of assets changes in balances of deposits and borrowings and its ability to borrow funds

The Companys investment securities portfolio federal funds sold borrowing capacity at the Federal Home Loan Bank and cash due from bank deposit balances serve as the primary sources of liquidity Management believes the Company has adequate sources of funds

The decrease in borrowings was primarily due to the payoff of debt by Federation Bank to the Federal Home Loan Bank of$391000 and the pay-down of debt by Vashington Bancorp to Quad City Bank and Trust of$219000

The increase in Stockholders equity was primarily due to the increase in unrealized gains on the bond portfolio of $454000 and net income of $915000 offset by distributions to stockholders of $443000

Highlights noted on the Statement of Income for the twelve months ended December 31 2014 include the following

bull Net income was $915000 an increase of$293000 bull Net interest income was $37 million an increase of$282000 bull Provision for Joan losses was $33000 an increase of$33000 bull Noninterest income was $615000 an increase of$36000 bull Noninterest expense was $32 million an increase of$152000 bull Income tax expense was $53000 a decrease of$159000

The Banks net interest income (interest income minus interest expense) is the largest component of income and it is primarily a function of earning assets and the net interest margin The net interest margin was 3 84 in 2014 compared to 362 in 2013 The Banks return on average assets was 091 for the twelve months ended December 3 I 2014 compared to 073 in 2013 The Companys return on average equity was 112 and 84 respectively

The amount of the provision for loan losses is based on periodic evaluations of the loan portfolio with particular attention directed toward non-performing and other potential problem Joans During these evaluations consideration was given to such factors as managements evaluation of specific loans the level and composition of nonshyperforming Joans historical loss experience results of examinations by regulatory agencies the market value of collateral the strength and availability of guaranties concentrations of credits and other judgmental factors

The Company recorded $33000 in additional provision for loan losses during the year ended December 31 2014 for the first time since 2011 The Companys management believed the additional provision was adequate to maintain an allowance for loan losses given the size and risk inherent in the Joan portfolio

The increase in total noninterest expense was primarily due to an increase in compensation and benefits because of regular salary adjustments and the continued increase in the cost of benefits Although the Company does anticipate an increase in compensation and benefits in 2015 but is committed to monitoring efficiency and employee productivity

5

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

The decrease in income tax expense is due the Company qualifying to be taxed as a Subchapter S corporation under the Internal Revenue Code

Financial information for the Company and its subsidiary for the year 2014 that is not included herein is availabIe by the Federal Reserve and the Federal Deposit Insurance Corporation at wwwfederalreservegov and wwwfdicgov

Financial Condition The following consolidated financial information does not purport to be complete and is qualified in its entirety by reference to the more detailed consolidated financial information contained elsewhere herein

Selected Financial Condition Data 122014 122013 122012 122011 122010

(Dollars in Thousands)

Total assets bullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbullbull $120008 $114276 $116693 Slll303 $106889

Loans receivable net 67696 67687 65509 64178 61731

Cash and cash equivalents bullbullbull 7110 4862 5462 2722 1797

Investment securities 34666 33031 30029 31869 28852

Investment in Federal Home Loan Bank Stock bullbullbull 1273 1275 1393 1193 1009

Goodwill net 1091 1091 1091 1091 1091

Bank Owned Life Insurance 2536 2468 2S92 2310

Deposits 98758 93378 96138 89226 86189

Borroved funds 12224 12860 12765 9114 9066

Stockholders equity 8706 7753 7210 12217 10960

Selected Operations Data For Twelve Months Ended 122014 122013 1212012 122011 122010 (Dollars in Thousands)

Total interest income $421 I $4057 $4430 $4926 $5399 Total interest expense ___ _IlQ ____ill 1 114 Llfil Net interest income 3570 3288 3616 3812 3532 Provision for loan losses _n -- _ill ___1TI

3537 3288 3616 3683 3109 Total noninterest income 615 578 752 535 1055 Total noninterest expense 3183 3032 3 273 2832 3 045

Income before income taes 968 834 1094 1386 1119 Income ta expense ---21 ___ill 352 -1Ql ____m Net income $ 915 LfilJ Llplusmn2 $ 985 L1JQ

Earnings per weighted average common share Basic LJ28 LJll UM LJ18 Li11 Diluted $ 2 98 $ 2 13 UM LJ11 $ 1 75

6

Washington Bancorp and Subsidiaries Consolidated Statements of Financial Condition December 31 2014 2013

Assets

Cash and cash equivalents $ 7110347 $ 4862178 Investment securities 34665880 3303139 1 Federal funds sold 1780000

Loans receivable net of allowance for Joan losses

($732586 at December 14 and 5764375 at December 67696500 67686889 13) Accrued interest receivable 685896 7 17934 Federal Home Loan Bank stock 1273200 1275900 Foreclosed real estate 77694 103423 Premises and equipment net 2683384 2713610 Goodwill 1091402 1091402 Bank Owned Life Insurance 2535605 2467523 Other assets 408202 325723

Total assets $ JO 008 110 $ 114 75 973

Liabilities and Stockholders Eguitv

Liabilities Deposits 98758040 93378103 Borrowed funds 12223692 12859573 Accrued expenses and other liabilities 320040 285428

Total liabilities l l l 30177 106523104

Stockholders Equity Common Stock 6511 6511 Additional Paid-In Capital 6008478 6008478

Retained Earnings 9246746 9068133 YTD Net Income 914726 621511 Unrealized gain (loss) on securities 41575 1 (38357) Treasury Shares (7885874) (7913407)

Total stockholders Equity 8706338 7752869 Total liabilities and stockholders equity $ JQQQS JJQ $ llplusmn 275 273

The following table sets forth Federation Banks compliance with capital requirements at December 31 2014

Capital Standard of Assets

Tier 1 Capital to Average Assets 400 Tier 1 Capital to Risk Veighted Assets 400 Total Capital to Risk Weighted Assets 800

Requirement

Amount

4685 3391 6782

7

Capital Level atDecember 31 2014

of Assets

808 1116 1202

Amount Amount of Excess (Dollars in Thousands)

9460 4775 9460 6069

10967 4185

Washington Bancorp and Subsidiaries Consolidated Statements of Income For Twelve lfonths Ended December 31

Interest and dividend iricome

Loans including fees Mortgage loans Other loans

Investment securities Taxable

Nontaxable Federal Home Loan Bank stock

Total interest income

Interest expense

Deposits Borrowed funds

Total interest expense

Net interest income

Provision for loan losses

Net interest income after provision

Non interest income

Security gains net Service charges and fees Insurance commissions Net Gain (Loss) on Sale of Other Real Estate Owned BOLI Other

Total noninterest income

Noninterest expense

Compensation and benefits Occupancy and equipment FDI C deposit insurance premium Other

Income tax expense

Total noninterest expense

Income before taxes

Net income

Earnings per weighted average outstanding common share Basic

Diluted Dividend-equivalent distribution per common share Tax distributions per common share

Weighted average common shares for Basic earnings per share

Diluted earnings per share

$

$

$ $ $ $

8

2014

772667 2604073

499238

291102 43984

4 211064

388336 252816 641152

3569912 33000

3536912

7652 366969

29994

68082 141947 6 14644

1837421 402718

66781 876458

3 183378 968178

53452 914 726

298 298 075 069

30740 307470

$

2013

$ 852804 2493354

424474

24 1933 44628

4057193

492782 276864 769646

3287547

3287547

355761 21404

( 5 1800) 75779

177246 578390

1725718 379225 69704

857067 3031714

$ $ $ $

834223 212712 621 511

213 213 075 060

291515 291515

J

Company Focus

At Washington Bancorp the belief is that the enhancement of shareholder value is achieved through a communityshyinvolved financial institution that provides diversified services by friendly and qualified middotstaff committed tomiddot lasting customer and shareholderrelationships The board ofdiecos and staff strive to provide cntinued improvement in shareholder value by participating in the financial wellbdegelng of the communities served ptoviding customers with products and services they need throughout the phases of their lives and a positive working environment which promotes ongoing education and development

middot

l---- ---_a _sh_1_middotngt _onB_a_n_c_o_rpD----ir_e_ctors--- Dale J Torpey Chairman Rick R Hofer James D Gorham Myron L Graber Jam es E Miller President Jamie Collier Leisha A Linge Secretary and Treasurer

Dale J Torpey Chairman James D Gorham Myron L Graber Donnie B Dickinson Leisha A L inge EVP

Main Office J 02 East Main Street Washington Iowa 52353

Brighton Office 122 East Washington Street Brighton Iowa 52540

Richland 107 Richland Street Richland Iowa 52585

Federation Bank Directors Rick R Hofer James E Miller Carro 11 Steinbeck Jamie Co lier President

Federation Bank Locations

9

Drive-Thru Office 220 East Washington Street Washington Iowa 52353

Wellman Office 813 Third St Wellman Iowa 52356

On-Line wwwfederationbankiacom

Washington Bancorp and Subsidiaries Consolidated Statements of Income For Twelve lfonths Ended December 31

Interest and dividend iricome

Loans including fees Mortgage loans Other loans

Investment securities Taxable

Nontaxable Federal Home Loan Bank stock

Total interest income

Interest expense

Deposits Borrowed funds

Total interest expense

Net interest income

Provision for loan losses

Net interest income after provision

Non interest income

Security gains net Service charges and fees Insurance commissions Net Gain (Loss) on Sale of Other Real Estate Owned BOLI Other

Total noninterest income

Noninterest expense

Compensation and benefits Occupancy and equipment FDI C deposit insurance premium Other

Income tax expense

Total noninterest expense

Income before taxes

Net income

Earnings per weighted average outstanding common share Basic

Diluted Dividend-equivalent distribution per common share Tax distributions per common share

Weighted average common shares for Basic earnings per share

Diluted earnings per share

$

$

$ $ $ $

8

2014

772667 2604073

499238

291102 43984

4 211064

388336 252816 641152

3569912 33000

3536912

7652 366969

29994

68082 141947 6 14644

1837421 402718

66781 876458

3 183378 968178

53452 914 726

298 298 075 069

30740 307470

$

2013

$ 852804 2493354

424474

24 1933 44628

4057193

492782 276864 769646

3287547

3287547

355761 21404

( 5 1800) 75779

177246 578390

1725718 379225 69704

857067 3031714

$ $ $ $

834223 212712 621 511

213 213 075 060

291515 291515

J

Company Focus

At Washington Bancorp the belief is that the enhancement of shareholder value is achieved through a communityshyinvolved financial institution that provides diversified services by friendly and qualified middotstaff committed tomiddot lasting customer and shareholderrelationships The board ofdiecos and staff strive to provide cntinued improvement in shareholder value by participating in the financial wellbdegelng of the communities served ptoviding customers with products and services they need throughout the phases of their lives and a positive working environment which promotes ongoing education and development

middot

l---- ---_a _sh_1_middotngt _onB_a_n_c_o_rpD----ir_e_ctors--- Dale J Torpey Chairman Rick R Hofer James D Gorham Myron L Graber Jam es E Miller President Jamie Collier Leisha A Linge Secretary and Treasurer

Dale J Torpey Chairman James D Gorham Myron L Graber Donnie B Dickinson Leisha A L inge EVP

Main Office J 02 East Main Street Washington Iowa 52353

Brighton Office 122 East Washington Street Brighton Iowa 52540

Richland 107 Richland Street Richland Iowa 52585

Federation Bank Directors Rick R Hofer James E Miller Carro 11 Steinbeck Jamie Co lier President

Federation Bank Locations

9

Drive-Thru Office 220 East Washington Street Washington Iowa 52353

Wellman Office 813 Third St Wellman Iowa 52356

On-Line wwwfederationbankiacom

Company Focus

At Washington Bancorp the belief is that the enhancement of shareholder value is achieved through a communityshyinvolved financial institution that provides diversified services by friendly and qualified middotstaff committed tomiddot lasting customer and shareholderrelationships The board ofdiecos and staff strive to provide cntinued improvement in shareholder value by participating in the financial wellbdegelng of the communities served ptoviding customers with products and services they need throughout the phases of their lives and a positive working environment which promotes ongoing education and development

middot

l---- ---_a _sh_1_middotngt _onB_a_n_c_o_rpD----ir_e_ctors--- Dale J Torpey Chairman Rick R Hofer James D Gorham Myron L Graber Jam es E Miller President Jamie Collier Leisha A Linge Secretary and Treasurer

Dale J Torpey Chairman James D Gorham Myron L Graber Donnie B Dickinson Leisha A L inge EVP

Main Office J 02 East Main Street Washington Iowa 52353

Brighton Office 122 East Washington Street Brighton Iowa 52540

Richland 107 Richland Street Richland Iowa 52585

Federation Bank Directors Rick R Hofer James E Miller Carro 11 Steinbeck Jamie Co lier President

Federation Bank Locations

9

Drive-Thru Office 220 East Washington Street Washington Iowa 52353

Wellman Office 813 Third St Wellman Iowa 52356

On-Line wwwfederationbankiacom

Form FRY-6

Washington Bancorp Washington Iowa

Fiscal Year Ended December 31 2014

Report Item

1 The bank holding company prepares an annual report for its shareholders Two copies are e

nclosed

2 Organizational Chart

Washington Bancorp Washington Iowa

Incorporate in_ Iowa

100

Federation Bahk Washington Iowa

Incorporated in Iowa

100

Washington Financial Services Inc

Washington Iowa Incorporated in Iowa

Results A list of branches for your holding company WASHINGTON BANCORP (2604493 of WASHINGTON JA The data are as of 123120 14 Data reflects Information that was received and processed through 010720lS

Recondllaton and Verification Steps l ln the Data Action column of each branch row enter one or more of the actions specified below

2 If required enter the date n the Effective Date column

Actions OK Jf the branch Information Is correct enterOK In the Data Action column

Change If the branch Information Is Incorrect or Incomplete revise the data enter Change In the Data Action column and the date when this Information first became valid In the Effective Date column

Close If-a branch Hsted was sold or dosed enter Close in the Data Action column and the safe or closure date In the Effective Date column

Delete lf a branch listed was never owned by this depository Institution enterDelete In the Data Action column

Add If a reportable branch is missing Insert a row add the branch data and enterAdd In the Data Action column and the opening oracqusltlon date In the Effective Date column

]f printing this Hst you may need to adjust your pltige setup In MS Ecel Try using landscape orfentatfon page scaling andor legalslzed paper

Submission Procedure When you are finished send a saved copy to your FRB contact See the detailed Instructions on this site for more [nformation

]f you are emiddotmalllng this to your FRB contact put yournsttutlon name city and state In the subject line of the emiddotmall

Note To satisfy the FR Y-10 reporting requirements you must also submit FR Y-10 Domestic Branch Schedules for each branch with a Data Action of Change Close Delete or Add The FR Y-10 report may be submitted n a hardcopy format or via the FR Y-10 Online application -httpsylOonlinefederalreservegov

bull FDICUNINUM Office Number and ID_RSSD columns are for reference only Verification of these values Is not required

D11ta Action Effective 01tt Branch Service Type Branch ID_RssDbull Popular Name Street Address City State Zip Code

OK Full Service Head Office) 764142 FEDERATION BANK 102 EAST MAIN STREET WASHINGTON IA 52353

OK Full Service 872878 BRIGHTON BRANCH 122 EAST WASHINGTON STREET BRIGHTON IA 52540

OK Full Service 3523443 RICHLAND BRANCH 107 SOUTH RICHLAND STREET RICHLAND IA 5258S

OK Full Service 3523470 WELLMAN BRANCH 801 6TH STREET WELLMAN IA S23S6

Countv WASHINGTON WASHINGTON KEOKUK WASHINGTON

Country UNITED STATES UNITED STATES UNITED STATES UNITED STATES

FDICUNINUM Office Numberbull Head Office Head Office ID RSSD Comments 8968 0 FEDERATION BANK 754142

41812 2 FEDERATION BANK 764142 361744 4 FEDERATION BANK 764142 359776 3 FEDERATION BANK 754142

Results A list of branches for your holding company WASHINGTON BANCORP (2604493 of WASHINGTON JA The data are as of 123120 14 Data reflects Information that was received and processed through 010720lS

Recondllaton and Verification Steps l ln the Data Action column of each branch row enter one or more of the actions specified below

2 If required enter the date n the Effective Date column

Actions OK Jf the branch Information Is correct enterOK In the Data Action column

Change If the branch Information Is Incorrect or Incomplete revise the data enter Change In the Data Action column and the date when this Information first became valid In the Effective Date column

Close If-a branch Hsted was sold or dosed enter Close in the Data Action column and the safe or closure date In the Effective Date column

Delete lf a branch listed was never owned by this depository Institution enterDelete In the Data Action column

Add If a reportable branch is missing Insert a row add the branch data and enterAdd In the Data Action column and the opening oracqusltlon date In the Effective Date column

]f printing this Hst you may need to adjust your pltige setup In MS Ecel Try using landscape orfentatfon page scaling andor legalslzed paper

Submission Procedure When you are finished send a saved copy to your FRB contact See the detailed Instructions on this site for more [nformation

]f you are emiddotmalllng this to your FRB contact put yournsttutlon name city and state In the subject line of the emiddotmall

Note To satisfy the FR Y-10 reporting requirements you must also submit FR Y-10 Domestic Branch Schedules for each branch with a Data Action of Change Close Delete or Add The FR Y-10 report may be submitted n a hardcopy format or via the FR Y-10 Online application -httpsylOonlinefederalreservegov

bull FDICUNINUM Office Number and ID_RSSD columns are for reference only Verification of these values Is not required

D11ta Action Effective 01tt Branch Service Type Branch ID_RssDbull Popular Name Street Address City State Zip Code

OK Full Service Head Office) 764142 FEDERATION BANK 102 EAST MAIN STREET WASHINGTON IA 52353

OK Full Service 872878 BRIGHTON BRANCH 122 EAST WASHINGTON STREET BRIGHTON IA 52540

OK Full Service 3523443 RICHLAND BRANCH 107 SOUTH RICHLAND STREET RICHLAND IA 5258S

OK Full Service 3523470 WELLMAN BRANCH 801 6TH STREET WELLMAN IA S23S6

Countv WASHINGTON WASHINGTON KEOKUK WASHINGTON

Country UNITED STATES UNITED STATES UNITED STATES UNITED STATES

FDICUNINUM Office Numberbull Head Office Head Office ID RSSD Comments 8968 0 FEDERATION BANK 754142

41812 2 FEDERATION BANK 764142 361744 4 FEDERATION BANK 764142 359776 3 FEDERATION BANK 754142

Form FR Y-6 Washington Bancorp

Washington Iowa Report Item 3 Shareholders Fiscal Year Ending December 31 2014 (1)(a)(b)(c) and (2)(a)b)(c)

Current Shareholders with ownership control or holding of 5 or more Shareholders not lsted In 3(1)(a) through 3(1)(c) that had ownership control or holdings with power to vote as of 12-31-2014 of 5 or more with power to vote during the fiscal year ending 12-31-2014

(1)(c) (2)(c) (1)(a) (1)(b) Number and Percentage of (2)(a) (2)(b) Number and Percentage of Name amp Address Country of Citizenship Each Class of Voting Name amp Adress Country of Citizenship Each Class of Voting (City State Country) or Incorporation Securities (City State Country or Incorporation Securities

Washington Bancorp Employee USA 52260-17 Common Stock Stock Ownership Plan

James D Gorham Trustee

Myron L Graber Trustee Washington Iowa

Carroll Steinbeck USA 24788 - 8 Common Stock Richland IA 52353

Dale J Torpey USA 15396-5 Common Stock Washington IA 52353

Richard Weeks Trust USA 16600 -5 Common Stock Geraldine Weeks Trustee

Lana Weeks Trustee

Washington Iowa

Geraldine Weeks Living Trust USA 7 750 -2 Common Stocki Geraldine Weeks Trustee

Lana Weeks Trustee

Washington Iowa

Lana Weeks USA 1000 -1 Common Stock Carmel CA 93921

Form FR Y-6 Washington Bancorp Washington Iowa

Report Item 4 Directors and Officers Fiscal Year Ending December 31 2014 1) (2) (3)(a)(b)(c and (4)(a)(b)(c)

(4)(b) (4)(c) (4)(a) Percentage List namesof other companies

(2) (3)(a) (3)(b) (3)(c) Percentage of Voting (inc lude_s partnerships) if 25 (1) Principal Title amp Position Title amp Position Title amp Position with of Voting Securltles in or more of voting securities Name Occupation if other with Bank with Subsidiaries other businesses Securities Subsidiaries are held (List n_ames of City State than with the Bank Holding (Inc lude names (include names of Bank Holding (Include names companies and percentage Country Holding Company Company of subsidiaries) other businesses) Company of subsidiaries) of voting securities held)

Rick R Hofer Relired Director Director (Federation Bank) NIA 4 NIA NIA Washington Iowa Director (Washington USA Ffnancial Services Inc)

12500

Myron L Graber LARRON llC Director Director (Federation Bank) Partner LARRON LLC 1 NIA LARRON llC Washington Iowa Golden Crest Realty Director Washington Real Eslate Agent USA Financial Services Inc) (Golden Crest Really)

2073

James E Miller Millers General Direclor amp Director (Federation Bank) President 2 NIA NIA Brighton Iowa Contracting Inc President Director (Washington (Millers Generat USA Financial Services Inc) Contracting Inc)

8252

James D Gorham Retired Director Director (Federation Bank) NIA 1 NIA NIA Washington Iowa Dlrecor (Washington USA Financial Services lnc)

4445

Carroll Steinbeck Rellred NIA Director (Federalfon Bank) NIA 8 NIA NIA Rfchland Iowa Director (Washing Ion USA Financial Services Inc)

24788

Donnie B Dickinson Farmer NIA Director (Federation Bank) Self-Employed 1 NIA NIA Brighton Iowa DireCtor (Washington (Farmer) USA

5i61 Financial Services Inc)

Dale J Torpey Relired Chairman Chairman of the Board NIA 5 NIA NIA Washington Iowa of the Board (Federation Bank) USA Director (Washington

15396 Financial Services Inc)

Report Item 4 Directors and Officers 1 (2 (3)(alb(c) and (4)(alibHc)

(2) (1) Prlncipal Name Occupation if oUiar

City1 Statc1 than with the Eank Country Holding Company Gary James Cotner NIA Brighton Iowa USA

4706

Terry Engelken NIA Washington lova USA

1856

Leisha A Linge NIA Washington Iowa USA

13616

Washlngon Bancorp Employee NfA Slack Ownership Plan James D Gorham Trustee Myron L Graber Tmslee Washington Iowa

52200

Form FR Y-6 Washington Bancorp Washington Iowa

Fiscal Year Ending December 31 2014

(3)(a) (3)(b) (3)(c) Title s Position Title amp Position Tltle amp Position with with Bank with Subsidiaries other businesses Holding (Include names Include names of Company of subsidiaries) other businesses NIA Pmsldent amp CEO NIA

(Federation Bank)

NIA SVP amp Senior Lender NIA (Federation Bnnk)

Treasurer amp EVP amp Cashier NIA Board Secrelary (Fedemtion Bank)

VP amp Treasurer (Washington Financial Financial Services Inc)

NIA NIA NIA

(4)(b) (4)(c) (4)(bull) Percentage List names of other companies Percentage of Voting (includes partnerships) lf25 of Voting Securities In or more of voting securities Securities Subsidiaries are held (List nnmes of Bank Holding (Include names companies and percentage Company of subsidiaries) of voting securities held 1 NIA NIA

1 NIA NIA

4 NIA NIA

17 NIA NIA

• FR Y-6 Cover Page
• Report Item 1 Annual Report to Shareholders
• Report Item 2a Organization Chart
• Report Item 2b Domestic Branch Listing
• Report Item 3 Securities Holders
• Report Item 4 Insiders

Form FR Y-6 Washington Bancorp Washington Iowa

Report Item 4 Directors and Officers Fiscal Year Ending December 31 2014 1) (2) (3)(a)(b)(c and (4)(a)(b)(c)

(4)(b) (4)(c) (4)(a) Percentage List namesof other companies

(2) (3)(a) (3)(b) (3)(c) Percentage of Voting (inc lude_s partnerships) if 25 (1) Principal Title amp Position Title amp Position Title amp Position with of Voting Securltles in or more of voting securities Name Occupation if other with Bank with Subsidiaries other businesses Securities Subsidiaries are held (List n_ames of City State than with the Bank Holding (Inc lude names (include names of Bank Holding (Include names companies and percentage Country Holding Company Company of subsidiaries) other businesses) Company of subsidiaries) of voting securities held)

Rick R Hofer Relired Director Director (Federation Bank) NIA 4 NIA NIA Washington Iowa Director (Washington USA Ffnancial Services Inc)

12500

Myron L Graber LARRON llC Director Director (Federation Bank) Partner LARRON LLC 1 NIA LARRON llC Washington Iowa Golden Crest Realty Director Washington Real Eslate Agent USA Financial Services Inc) (Golden Crest Really)

2073

James E Miller Millers General Direclor amp Director (Federation Bank) President 2 NIA NIA Brighton Iowa Contracting Inc President Director (Washington (Millers Generat USA Financial Services Inc) Contracting Inc)

8252

James D Gorham Retired Director Director (Federation Bank) NIA 1 NIA NIA Washington Iowa Dlrecor (Washington USA Financial Services lnc)

4445

Carroll Steinbeck Rellred NIA Director (Federalfon Bank) NIA 8 NIA NIA Rfchland Iowa Director (Washing Ion USA Financial Services Inc)

24788

Donnie B Dickinson Farmer NIA Director (Federation Bank) Self-Employed 1 NIA NIA Brighton Iowa DireCtor (Washington (Farmer) USA

5i61 Financial Services Inc)

Dale J Torpey Relired Chairman Chairman of the Board NIA 5 NIA NIA Washington Iowa of the Board (Federation Bank) USA Director (Washington

15396 Financial Services Inc)

Report Item 4 Directors and Officers 1 (2 (3)(alb(c) and (4)(alibHc)

(2) (1) Prlncipal Name Occupation if oUiar

City1 Statc1 than with the Eank Country Holding Company Gary James Cotner NIA Brighton Iowa USA

4706

Terry Engelken NIA Washington lova USA

1856

Leisha A Linge NIA Washington Iowa USA

13616

Washlngon Bancorp Employee NfA Slack Ownership Plan James D Gorham Trustee Myron L Graber Tmslee Washington Iowa

52200

Form FR Y-6 Washington Bancorp Washington Iowa

Fiscal Year Ending December 31 2014

(3)(a) (3)(b) (3)(c) Title s Position Title amp Position Tltle amp Position with with Bank with Subsidiaries other businesses Holding (Include names Include names of Company of subsidiaries) other businesses NIA Pmsldent amp CEO NIA

(Federation Bank)

NIA SVP amp Senior Lender NIA (Federation Bnnk)

Treasurer amp EVP amp Cashier NIA Board Secrelary (Fedemtion Bank)

VP amp Treasurer (Washington Financial Financial Services Inc)

NIA NIA NIA

(4)(b) (4)(c) (4)(bull) Percentage List names of other companies Percentage of Voting (includes partnerships) lf25 of Voting Securities In or more of voting securities Securities Subsidiaries are held (List nnmes of Bank Holding (Include names companies and percentage Company of subsidiaries) of voting securities held 1 NIA NIA

1 NIA NIA

4 NIA NIA

17 NIA NIA

• FR Y-6 Cover Page
• Report Item 1 Annual Report to Shareholders
• Report Item 2a Organization Chart
• Report Item 2b Domestic Branch Listing
• Report Item 3 Securities Holders
• Report Item 4 Insiders

Report Item 4 Directors and Officers 1 (2 (3)(alb(c) and (4)(alibHc)

(2) (1) Prlncipal Name Occupation if oUiar

City1 Statc1 than with the Eank Country Holding Company Gary James Cotner NIA Brighton Iowa USA

4706

Terry Engelken NIA Washington lova USA

1856

Leisha A Linge NIA Washington Iowa USA

13616

Washlngon Bancorp Employee NfA Slack Ownership Plan James D Gorham Trustee Myron L Graber Tmslee Washington Iowa

52200

Form FR Y-6 Washington Bancorp Washington Iowa

Fiscal Year Ending December 31 2014

(3)(a) (3)(b) (3)(c) Title s Position Title amp Position Tltle amp Position with with Bank with Subsidiaries other businesses Holding (Include names Include names of Company of subsidiaries) other businesses NIA Pmsldent amp CEO NIA

(Federation Bank)

NIA SVP amp Senior Lender NIA (Federation Bnnk)

Treasurer amp EVP amp Cashier NIA Board Secrelary (Fedemtion Bank)

VP amp Treasurer (Washington Financial Financial Services Inc)

NIA NIA NIA

(4)(b) (4)(c) (4)(bull) Percentage List names of other companies Percentage of Voting (includes partnerships) lf25 of Voting Securities In or more of voting securities Securities Subsidiaries are held (List nnmes of Bank Holding (Include names companies and percentage Company of subsidiaries) of voting securities held 1 NIA NIA

1 NIA NIA

4 NIA NIA

17 NIA NIA

• FR Y-6 Cover Page
• Report Item 1 Annual Report to Shareholders
• Report Item 2a Organization Chart
• Report Item 2b Domestic Branch Listing
• Report Item 3 Securities Holders
• Report Item 4 Insiders