Termination of Material Agreement (Form 8-K)

ITEM 1.02 Termination of a Material Definitive Agreement

On March 17, 2025, the Federal Deposit Insurance Corporation ("FDIC") and the Alabama State Banking Department ("ASBD") terminated the Consent Order, FDIC-23-0127b, issued against River Bank & Trust on March 12, 2024. Notice of termination was received by River Bank & Trust (the "Bank") on March 18, 2025. As disclosed further in River Financial Corporation's Form 10-K filed with the SEC on March 11, 2025 under Item 1. Business - Supervision and Regulation - USA Patriot Act, the purpose of the Consent Order was for the Bank to enhance its oversight of the Bank's Anti-Money Laundering and Countering the Financing of Terrorism (AML/CFT) program under the Bank Secrecy Act. Although the Bank was not required to admit or deny any violations of law, the FDIC and the ASBD concluded that, among other things, the Bank had to (1) revise its written AML/CFT compliance program, (2) conduct risk assessment and review deficiencies in the program and update its risk management procedures, (3) revise its system of internal controls to enhance compliance with the foregoing, (4) undertake additional training programs for employees who assist the Bank in these areas, (5) retain the assistance of a qualified consultant to develop a written analysis and assessment of the Bank's staffing resources and needs, (6) designate a qualified AML/CFT officer with authority to implement and coordinate the Bank's day-to-day compliance with AML/CFT regulations, (7) adopt a training program for the Board of Directors, management and staff to enhance compliance with AML/CFT rules and regulations, (8) conduct an independent look-back review of certain accounts and transactions to determine whether suspicious activity was property identified and reported, and (9) submit written progress reports quarterly to the FDIC and ASBD on compliance with the Consent Order.