FRY-6 Board of Governors of the Federal Reserve Syste OMS Number 7100-0297 Approval expires December 31, 2015 Page 1 of2 COPY Annual Report of Holding Companies-FR Y-6 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 U.S.C. § 1844 (c)(1)(A)); Section 8(a) This report form is to be filed by all top-tier bank holding compa­ nies and top-tier savings and loan holding companies organized of the International Banking Act (12 U.S.C. § 3106(a)); Sections under U.S. law, and by any foreign banking organization that 11(a)(1), 25 and 25A of the Federal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a); Section 211.13(c) of Regulation K does not meet the requirements of and is not treated as a qualify­ ing foreign banking organization under Section 211.23 of (12 C.F.R. § 211.13(c)); and Section 225.5(b) of Regulation Y (12 Regulation K (12 C.F.R. § 211.23). (See page one of the general C.F.R. § 225.5(b)) and section 10(c)(2)(H) of the Home Owners' Loan Act. Return to the appropriate F ederal Reserve Bank the instructions for more detail of who must file.) The Federal Reserve may not conduct or sponsor, and an organization (or a original and the number of copies specified. person) is not required to respond to, an information collection unless it displays a currently valid OMS control number. 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 chair­ Date of Report (top-tier holding company's fiscal year-end): December 31, 2014 Month I Day I Year N/A man of the board must sign the report. Reporter's Legal Entity ldentlfler (LEI) (20-Character LEI Code} 1, M. Gary Jacobs Reporter's Name, Street, and Mailing Address Name of the Holding Company Director and Official Mackinaw Valley Financial Services, I n c . Vc i e-President Legal Title of Holding Company Title of the Holding Company Director and Official attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been pre­ pared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my P 0 Box 290 (Mailing Address of the Holding Company) Street I P.O. Box Mackinaw IL City State 61755 ------- Zip Code knowledge and belief. 101 E Fast Ave Mackinaw IL 61755 With respect to information regarding individuals contained in this P hysical Location (if different from mailing address) 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 Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the Reporter filKi.. individual consent to public release of all details in the report concerning that individual. J: Person to whom questions about this report should be directed: M. Gary Jacobs Vice-President Name Title 309-359-3961 Area Code I Phone Number I Extension 309-359-8136 Area Code I FAX Number gjacobs@fsb1.com E-mail Address lead bankwww.fsb1.com Address (URL} for the Holding Company's web page For holding companies not registered with the SEC­ Indicate status of Annual Report to Shareholders: 0 0 k8l is included with the FR Y-6 report Does the reporter request confidential treatment for any portion of this submission? D Yes Please identify the report items to which this request applies: will be sent under separate cover is not prepared D In accordance with the instructions on pages GEN-2 and 3, a letter justifying the request Is being provided. For Federal Reserve Bank Use Only RSSD ID C.I. I£// 7 j_-:J,.1 ------ D The information for which confidential treatment is sought is being submitted separately labeled "Confidential." [8J No Public reporting burden for this information collection is estimated to vary from 1.3 to 101 hours per response, with an average of 5.25 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 ot er aspect of this collection of information, Including suggestions for reducing this burden to: Secretary, Board of Governors of the Federal Reserve System, 20th and C Streets, NW, Washington, DC 20551, and to the � Office of Management and Budget, Paperwork Reduction Project (7100-0297), Washington, DC 20503. 1012014 Mackinaw Valley Financial Services, Inc. Organization_al Chart 2014 Mackinaw Valley Financial Services, Inc. is 100% owner of First Security Bank and General Partner of Mackinaw Partners, L.P. All entities are incorporated in the State of Illinois Results: A list of branches for your depos.itory institution: FIRST SECURITY BANK (ID_RSSD: 416339). This depository institution is held by MACKINAW VALLEY FINANCIAl SERVICES, INC. (1417539) of MACKINAW, IL The data are as of 12/31/2014. Data reflects Information that was received and processed through 01/07/2015. Reconciliation and Ver!fiation Steps 1. In the Dita Action column of each branch row, l!nter one or more of the actions specified below. 2. If required, enter the date in the Effective Date column. Actions O)(: If the branch information is correct, enter 'OK' in the 0<1ta Action column. Chance : If the branch Information is incorrect or Incomplete, revise the data, enter 'Change' in the Data Action column and the date when this lnformatlon first became valid in the Effective Date column. Close: 1f a branch listed was sold or dosed, enter 'Close' in the Dan Action column and the sale or closure date ln the Effective Date column. Delete: If a branch listed was never owned by this depository Institution, enter 'Delete' In the Data Action column. Add: If a reportabl!! branch is missing, insert a row, add the branch data, and enter 'Add' In the Data Action column and the opening or acquisition date in the Effective Date column. lf printing this list, you may need to adjust your page setup In MS Excel. Try using landscape orientation, page scaling, and/or legal sized paper. Submission Procedure When you are finb;hed, send a saved copy to your FRB contact. See the detalled Instructions on this site for more information. If you are e-mailing this to your FRB contact, put your institution namt', city and state in the subject line of the e-mail. Note: To satisfy the FR Y-10 re po rtin1 requirements, you must also submit FR Y-10 Domestic Branch Sc.hedulM for each branch with a Data Action of Change, Close, Delete, or Add. The FR Y-10 report may be submitted in a har dco pv format or vla the FR Y-10 Online application - https://y10onl!ne.federalres�e.gov. • FDIC UNINUM, Office Number, and ID_RSSD columns are for reference only. Verification of these values ts not required. D•ta Action Eftectfve Date Branch Service Tvpe Branch to_RSSD• Po oulu N ame St reet Address EAST FAST AVENUE OK Full Service lHead Office) 416339 FIRST SECURITY BANK 101 OK Full Service 698537 116 EAST EXCHANGE ST OFFICE 116 EAST EXCHANGE STREET EAST FIRST STRE£T OK Full Seniice 3309900 DEER CREEK BANKING CENTER 201 OK Full Service 3303382 HERITAGE LAKE BANKING CENTER 2 BRADFORD DRIVE c;ty Sblte Zip Code MACK I NA W IL 61755 TAZEWELL UNITED STATES DANVER S IL 61732 MCLE AN UNITED STATES DEER CREEK IL 61733 TAZEWELL MACKINAW IL 61755 TAZEWELL County Countrv FDIC UNINUM• Office Numbfl• Head Office Head Office to Rsso• 2368 0 FIRST SECURITY BANK 416339 17102 3 FIRST SECURITY BANK 416339 UNITED STATES 429641 2 FIRST SECURITY BANK 416339 UNITED STAID 42B149 1 FIRST SECURl1Y BANK 416339 Comments FR Y-6 MACKINAW VALLEY FINANCIAL SERVICES, INC MACKINAW ILLINOIS Fiscal Year Ending December 31, 2014 Report Item 3: Securities Holders Current Securities Holders with ownership, control or holdings of 5% or more with power to vote as of fiscal year ending 12-31-2014 (1)(a) (1)(b) Name & Address (City, State, Country) Country of Citizenship or Incorporation Donald Harrell Mackinaw USA (1)(c) Number and Percentage of Each Class of Voting Securities 6,500 Shares/7.68% ILUSA Mary Ann Harrell USA Mackinaw IL USA Samuel Hovey Mackinaw USA 6, 100 Shares/7.21% !LUSA Mary Hovey Mackinaw USA IL USA Dorothy McGrath Mackinaw USA 6,300 Shares/7.44% IL USA Estate of Alvin Schmidgall USA 14,012 Shares/16.56% USA 12,688 Shares/14.99% Mackinaw IL USA Charles E Weishaupt Mackinaw IL USA Mary Jane Weishaupt USA Mackinaw IL USA •' Dorothy White Mackinaw USA 10,000 Shares/11.82% USA 4,407 Shares/5.21 % IL USA John Trimble Mackinaw IL USA Donna Trimble Mackinaw IL USA USA Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had ownership, control or holdings of 5% or more with power to vote during the fiscal year ending 12-31-2014 (2)(a) (2){b) Name & Address (City, State, Country) Country of Citizenship or Incorporation (2){c) Number and Percentage of Each Class of Voting Securities FRY·6 MACKINAW VALLEY FINANCIAL SERVICES, INC. M.ACK.INAW ILUNOiS Fiscal Year Ending December 31, (2) (1) (3)(a) 2014 (4)(a) (3) (c) (3)(b) (4)(c) (4)(b) List names of other companies (includes partnerships) if 25% or more of voting securities are held Percentage of Title & Position Principal Title & Position Title & Position with Other Percentage of with Subsidiaries Businesses Voting Securities in Subsidiaries Names & Address Occupation if other with Bank {City, State, than with Bank Holding (include names of (include names of Country) Holding Company Company subsidiaries) other businesses) (List names of Voting Securities companies and percentage of in Bank Holding (include names voting securities Company of subsidiaries) held) Richard Grunert Mackinaw IL USA Retired Grocer Secretary Secretary (FSB) NIA 3.72% NIA NIA Donald Harrell Retired Dlrcector Director (FSB) NIA 7.68% NIA NIA NIA NIA NIA N/A Held Jointly NIA NIA Atitorney Director/President Director/Chairman Owner, McGrath Law 0.00% Office PC Mackinaw IL NIA N/A (FSB) Farmer Director Director (FSB) NIA 14.99% N/A NIA Retired NIA NIA NIA Held JoinUy NIA N/A Mackinaw IL USA Mary Ann Harrell Mackinaw IL USA Mark McGrath Mackinaw IL USA Charles E Weishaupt Mackinaw IL USA Mary Jane Weishaupt Mackinaw IL USA Pag·e 2 Report item 4: Insiders FR Y-6 John Trimble Trucking Company Director Mackinaw IL USA Donna Trimble Director/Vice- President Ken Trimble Chairman (FSB) Trucking Co Mackinaw 5.21% NIA Ken Trimble Trucking Inc. 25% NIA NIA NIA NIA Held Jointly NIA NIA NIA DlrectorNP President/CEO (FSB) NIA 0.62% NIA NIA Retired NIA NIA NIA 11.82% NIA NIA NIA NIA NIA NIA 16.56% NIA NIA Consultant Director Director (FSB) Partner, Health Care 2.77% NIA Heatlh Care Futures Mackinaw IL USA M. Gary Jaccbs Mackinaw IL USA Dorothy White Mackinaw IL USA Estate of Alvin Schmidgall Mackinaw ii USA Edward J. McGrath Inverness IL USA Diane J. McGrath Inverness IL USA Louise Weishaupt Mackinaw, IL USA LP_ 28% Futures LP., Itasca IL NIA NIA NIA NIA Held Jointly NIA NIA Farmer Director Director (FSB) NIA 0_32% NIA NIA