FSEA First Seacoast Bancorp Inc

On November 14, 2022, First Seacoast Bancorp, Inc. (the “Company”), First Seacoast Bancorp, MHC (the “MHC”), First Seacoast Bancorp (a Federal corporation) (“Bancorp”), and First Seacoast Bank entered into an Agency Agreement with Keefe, Bruyette & Woods, Inc. (“KBW”). KBW will assist in the marketing of the Company’s common stock during the Company’s stock offering in connection with the MHC’s pending conversion from a mutual holding company to a stock holding company.

For its services in the subscription offering and any community offering, KBW will receive a management fee of $30,000, a success fee of 1.0% of the aggregate purchase price of the shares of Company common stock sold in the subscription offering and a success fee of 1.5% of the aggregate purchase price of the shares of Company common stock sold in any community offering, subject to the payment of a minimum success fee of $300,000. In addition, KBW will receive a fee of $35,000 for conversion agent and data processing records management agent services. KBW will receive reimbursement for out-of-pocket expenses and legal expenses related to its marketing services and its conversion agent and data processing records management agent services. If the Company conducts a syndicated community offering, the Company will pay a transaction fee to KBW not to exceed 6.0% of the aggregate purchase price of all shares of common stock sold in the syndicated community offering.

The shares of Company common stock are being offered pursuant to a Registration Statement on Form S-1, as amended (Registration No. 333-267398), filed by the Company under the Securities Act of 1933, as amended, and declared effective on November 14, 2022.

The foregoing description of the terms of the Agency Agreement is qualified in its entirety by reference to the Agency Agreement, which is filed as Exhibit 1.1 hereto and incorporated by reference herein.