Board of Governors of the Federal Reserve System

FR Y-6 0MB Number 7100-0297 Approval expires September 30, 2018 Page 1 of 2

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 (1 2 U.S.C. § 1844 (c)(1)(A)); Section 8(a) of the International Banking Act (12 U.S.C. § 3106(a)); Sections 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 (12 C.F.R. § 211.13(c)); and Section 225.S(b) of Regulation Y (12 C.F.R. § 225.S(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 chair­man of the board must sign the report.

1. David L. Rodgers Name of the Holding Company Director and Official

President & Director TiUe 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 pre­pared 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 Board's "Rules Regarding Availability of formation," 12 C.FR. Part 261, tha~t e eporter and individua onsent to public release of all det · the r; art one · g t t individual . .

I

Signature of H !ding Company Direct

02/16/2017 Date of Signature

For holding companies not registered with the SEC-Indicate status of Annual Report to Shareholders: 0 is included with the FR Y-6 report 0 will be sent under separate cover 0 is not prepared

For Federal Reserve Bank Use Only

RSSD ID C.I.

This report form is to be filed by all top-tier bank holding compa­nies and top-tier savings and loan holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualify­ing foreign banking organization under Section 211.23 of Regulation K (12 C.F.R. § 211 .23). (See page one of the general instructions 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 0MB control number.

Date of Report (top-tier holding company's fiscal year-end): December 31 , 2016 Month / Day / Year

None Reporter's Legal Entity Identifier (LEI) (20-Character LEI Code)

Reporter's Name, Street, and Mailing Address Mason City Bancorp, Inc. Legal Title of Holding Company

104 W. Pine St. P.O. Box 152 (Mailing Address of the Ho lding Company) Street/ P.O. Box

Mason City IL 62664 -------City State Zip Code

Physical Location (if d ifferent from mailing address)

Person to whom questions about this report should be directed: David L. Rodgers _P_re_s_id_e_n_t ______ _ Name

217-482-3246 Area Code/ Phone Number / Extension

217 -482-3823 Area Code / FAX Number

mcnb1 dave@frontier.com E-mail Address

masoncitynationalbank.com

Title

Address (URL) for the Holding Company's 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:

~ 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 infonnation 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 other aspect or this collection of information. including suggestions for reducing this burden to: Secretary, Board of Governors or the Federal Reserve System, 20th and C Streets, NW. Washington, DC 20551. and to the Office or Management and Budget. Papeiwork Reduction Project (7100-0297), Washington, DC 20503. 12/2015

ORGANIZATION CHART

Mason City Bancorp, Inc.

Mason City, IL Incorporated in Delaware

Mason City National Bank

Mason City, IL 100% Subsidiary

****Mason City Bancorp, Inc does not hav e LEI information t~~report***

Mason City Bancorp, Inc. is a one bank holding company and Mason City National Bank is a wholly owned subsidiary of the Mason City Bancorp, Inc.

Results: A list of branches for your depository institution: MASON CITY NATIONAL BANK (ID_RSSD: 108746) .

This depository institution is held by M ASON CITY BANCORP, INC. (1399019) of MASON CITY. IL.

The data are as of 12/31/2016. Data reflects information that was received and processed through 01/10/2017.

Reconciliation and Verification Steps

1. In the Data Action column of each branch row, enter one or more of the actions specified below

2. If required, enter the date in t he Effective Date column

Actions

OK: If the branch information is correct, enter 'OK' 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 w hen this information first became va lid in the Effective Date column. Close: If a branch listed was sold or closed, enter 'Close' in the Data Action column and t he sale or closure date in 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 reportable 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.

If printing this list, you may need to adjust your page set up in MS Excel. Try using landscape orientation, page sca ling, and/or legal sized paper.

Submission Procedure

When you are finished, send a saved copy to your FRB contact. See the detailed instructions on this site for more information.

If you are e-mailing t his to your FRB cont act , put your institution name, city and state in the subject line of the e-mail.

Note:

To satisfy t he 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 in a hardcopy format or via the FR Y-10 Online application - https://ylOonline.federa lreserve.gov.

* FDIC UNINUM, Office Number, and ID_RSSD columns are for reference only. Verification of these va lues is not required.

Branch Service Branch FDIC Office Data Action Effective Date Type ID RSSD* Popular Name Street Address City State Zip Code County Country UNINUM* Number*

Fu ll Service (Head MASON CITY 104 WEST PIN E MASON UNITED OK Office) 108746 NATIONAL BANK STREET CITY IL 62664 MASON STATES 10400 0

Head Office

MASON CITY

NATIONAL BANK

Head Office

ID RSSD*

108746

Comments

Report Item 3: Securities Holders

FRY-6

Mason City Bancorp, Inc Mason City, II

Fiscal Year Ending December 31, 2016

Current Securities Holders with ownership, control or holdings of 5% or more with power to vote as of fiscal year ending 12-31-2016

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 12-31-2016

(1 )(a) (1 )(b) (1)(c) (2)(a) (2)(b) (2)( C) Number and Number and

Country of Percentage of Each Country of Percentage of Each Name & Address (City, Citizenship or Class of Voting Name & Address Citizenship or Class of Voting State, Country) Incorporation Securities (City, State, Country) Incorporation Securities

James R. Pottorf USA 12,528 Shares N/A San Antonio, Texas, USA 23.20%

Carolyn J. Martin USA 2,720 Shares Mason City, Illinois, USA 5.04%

Kirk Martin USA 230 Shares Mason City, Illinois, USA 0.43%

Kelly Martin Meyer USA 275 Shares Chicago, Illinois, USA 0.51 %

Joseph Price USA 2750 Shares Mason City, Illinois, USA 5.09%

Report Item 4: Insiders (1)(a)(b)(c) and (2)(a)(b)(c)

(1)

Names & Address (City, State, Country)

David Rodgers, Mason City, Illinois, USA

Joseph Price, Mason City, Ill inois, USA

Denise Arnold, Mason City, Illinois, USA

A. Kraig Krause, Easton, Illinois, USA

(2) (3)(a)

Principal Occupation if other Title & Position than with Holding with Holding Company Company

NIA President & Director

Retired Vice-President & Director

NIA Secretary-Treasurer

Farming Director

FR Y-6 Mason City Bancorp, Inc

Mason City, IL Fiscal Year Ending December 31 , 2016

(3)(b)

Title & Position

(3)(c)

Title & Position with Other

with Subsidiaries Businesses (include names of (include names of subsidiaries) other businesses)

President & Director NIA Mason City National Bank

Chairman & NIA Director Mason City National Bank

Vice-President & NIA Cashier Mason City National Bank

Director Mason City NIA National Bank

(4)(a) (4)(b) (4)(c) Ll:SL lli:llllt::S UI Ulllt:1

companies (includes partnerships) if 25% or more of voting securities are held (List

Percentage of names of Percentage of Voting Securities companies and Voting Securities in Subsidiaries percentage of in Holding (include names voting securities Company of subsidiaries) held)

0.86% NIA NIA

5.09% NIA NIA

0.37% NIA NIA

3.46% NIA NIA

Report Item 4: Insiders (1 )(a)(b)(c) and (2)(a)(b)(c)

(1) (2) (3)(a)

Principal Names & Address (City, State, Country)

Occupation if other Title & Position than with Holding with Holding Company Company

Phillip Kirby, Mason Attorney City, Illinois, USA

Kenneth Insurance Cunningham, Mason City, Illinois, USA

L.E. Mathers Ill , Physician Peoria Heights, Illinois, USA

Kirk Marti n, Mason Farming City, Illinois, USA

James Pottorf, San Retired Antonio, Texas, USA

Director

Director

Director

Director

NIA

FR Y-6 Mason City Bancorp, Inc

Mason City, IL Fiscal Year Ending December 31, 2016

(3)(b)

Title & Position

(3)(c)

Title & Position with Other

with Subsidiaries Businesses (include names of (include names of subsidiaries) other businesses)

Director Mason City NIA National Bank

Director Mason City Partner, Laflen-National Bank Cunningham

Agency

Director Mason City NIA National Bank

Director Mason City NIA National Bank

NIA NIA

(4)(a) (4)(b) (4)(c) L..l:Sl I li::1111~:S UI Ull l~I

companies (includes partnerships) if 25% or more of voting securities are held (List

Percentage of names of Percentage of Voting Securities companies and Voting Securities in Subsidiaries percentage of in Holding (include names voting securities Company of subsidiaries) held)

0.50% NIA

1.16% NIA

2.19% NIA

0.43% NIA

23.20% NIA

NIA

Laflen-Cunningham Agency 50%

NIA

NIA

NIA