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Board of Governors of the Federal Reserve System

COP'{ FHY-G OMB Nwnber7HJO.OW7 Approval expires December 31, 2015 Page1 of2

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)(i)(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 Reseive 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 Reseive 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 ?nd is also a director, the chairman of the board must sign the report.

1,J. Michael Jones Name of the Holding Company Direct.or and Official Vice President TiUe ol the Holding Company Director and Official

attest that the Annual Report of Holding Gompanies (including the supporting attachments) for this report date has been prepared in conformance with the instructions issued by the Federal Reseive 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 aulf1ority to provide this information to the Federal Reserve. The Reporter also cet1ifies that it has the authority, on behalf of each ihdividiJal, to consent or object to publfc release of informaffon 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 Availabt7ity of Information, 12 C.F.R. Part 261, that the Reporter ans:/. individual consent to public release of all details in the repo1fconce,ming t/Jat individual.

' / '

,\..i_ I

For holding companies mt registered with the SC-Indicate status of Annual Report to Shareholders: ::8J is included with the FR Y-6 report U will be sent under separate cover 0 is not prepared For Federal Reserve Bank Use Only

RSSDID 3 7 , , tR4---------.. -.......... C.I. ------.. ----

..... -.......... _

Resubmitted 08/07 /15

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 (i2 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 collec.iion unless it displays a currently valid OMB control number.

Date of Report (top-tier holding company's fiscal year-end): December 31, 2014 ii;;!t;T6-Y/y;;,.- - .. - - .. --------------------------N ONE Rporter's Legal Entity Identifier (LEI) (2C>-Cf\aracter LEI Code)

Reporter's Name, Street, and Mailing Address Wisconsin Bancorp, Inc. -- ---------.. --.. -- ----------Legal Title elf Holding Company 2317 Milton Avenue

----- -------------(Mailing Address of the Holding Company) Street I P.O. Box Janesville \.NI 53545 c_;iv __ . __ ......... __ .... ... ___

sta-te---- - Zir;-c;d-;;- --- -----

Physical Location (if different lrom mailing address)

Person to whom questions about this report should be directed: Phillip R Johnson Chief financial OfficG:r Name TiUe 608-314-1014 Area Code I Phone Number t Extension

608-752-2264 -------------

Area Code f FAX Number pjohnson@b.ankmidamerica.com ----------------E-mail Address

Addresa (URL) for the Holding Company's web page Does U1e reporter req1Jt!lst confidential treatment for any portion of tllis submission?

0 Yes Please identify the report items lo which this reqtiest applies:

No

01n accordance with the instructions on pages GEN-2 and 3, a letter justifying 'the request is being provided.

O The information for which confidential treatment is sought is being submitted separately labeled "Confidential."

Public repor1in11 burden IOf this lnloi'matlon Wleciloo i$ "Slimated to vary from 1.'3 lo 101 '""' pe< response. with an average of 5.25 hours per raliPOllse. including lime le gather 011d malnlain data in the required loon and lo review lnsUuclioos and c:omplefB 1ha inform.:illon r.:olledion. Send oommenls regarding this burden estimale or any oilier aspoc1 of this collection of infonn.'Jlion, lndu(Jing '&1

Wj) o.'!,.CO . . S ., f.Ai !COPJ=: I 'C

Consolidated Balance Sheets for the Periods Ended December 31

ASSETS 2014 2013

Cash & Non-interest Bearing Balances Due From Banks $ 1,926,055 $ 4,274,626

Federal Funds Sold and Securities Purchased Under Resale Agreements 8,000,000 11,000,000

Interest-bearing Balances Due From Banks 808,480 274,616

Investment Securities

Available for Sale Securities, at Fair Value

U.S. Treasury and Agency Securities 292,795 644,554

Municipal Securities 667,112 3,442,432

Mortgage-Backed Securities 15,907,768 13,339,213

Total Available for Sale Securities 16,867,675 17,426,199

Other Securities 589,815 589,815

Total Investment Securities 17,457,490 18,016,014

Loans & Leases Receivable Commercial Loans 30,623,497 19,279,865

Commercial Real Estate Loans 16,051,011 20,215,107

Residential Real Estate Loans 12,682,260 16,366,639

Real Estate Loans Held for Sale 135,000

Home Equity Loans 1,516,291 1,844,737

Consumer Loans 63,545 74,214

Other Loans 518,555 8,116

Total Loans 61,590,159 57,788,678

Allowance for Loan and Lease Losses (2,145,000) (2,055,000)

Net Loans and Leases 59,445,159 55,733,678

Fixed Assets 3,836,129 4,063,524

Other Real Estate Owned (OREO) 20,021 131,691

Core Deposit Intangible, Net of Amortization 252,028 320,764

Accrued Interest Receivble 214,553 234,875

Other Assets 545,385 516,155

TOTAL ASSETS 92,505,300 94,565,943

LIABILITIES and SHAREHOLDERS' EQUITY

Deposits

Non-Interest Bearing Transaction Deposits $ 7,397,608 $ 7,893,910 Interest-Bearing Transaction Deposits 22,286,591 26,357,262

Money Market and Savings Deposits 24,633,320 19,512,817

Certificates of Deposit $100,000 17,411,880 17,573,245

Total Deposits 81,457,970 82,720,147

Short-Term Borrowings 132,000

Accrued Expenses & Other Liabilities 985,355 1,206,299 long-Term Borrowings 3,731,575 3,881,575

TOTAL LIABILITIES 86,174,900 87,940,021

Shareholders' Equity

Common Stock (Shares Issued 2014 -118,998; 2013 - 111,518) 4,160,021 4,159,946 Capital Surplus 7,490,753 7,289,697

Accumulated Losses (5,291,292) (4,966,161)

Treasury Stock, at Cost: 2,352 Shares (246,522) (246,522) Accumulated Other Comprehensive Income 217,440 388,962

Total Shareholders' Equity 6,330,400 6,625,922

TOTAL LIABILITIES and SHAREHOLDERS' EQUITY $ 92,505,300 $ 94,565,943

Book Value per Share $ 54.27 $ 60.70 (12/31/2014 -116,646 shares; 12/31/2013 -109,166 shares)

1

'.' /15COr -.S ' BA 'CORP. I 'C.

Consolidated Statements of Income for the Years Ended December 31

Interest and Fee Income 2014 Loans and Leases $ 3,624,307 Investment Securities 375,326 Short-term Investments and Interest-bearing Balances 9,459

Total Interest and Fee Income 4,009,092

Interest Expense

Deposits 622,388 Short-term Borrowings 3,635 Long-Term Borrowings 199,848

Total Interest Expense 825,871 Net Interest Income 3,183,221

Provision for Loan and Lease Losses 2,494 Net Interest Income After Provision for Loan and Lease Losses 3,180,727

Other Income

Service Charges on Deposits 79,388 Gain on Sale of Mortgage Loans 20,382 Other Mortgage Banking Revenue 16,948 Net Investment Securities Gains (Losses) 252,085 Gain on Sale of Other Loans 66,884 Gain on Sale of Other Real Estate Owned 9,309 Gain on Sale of Fixed Assets

Other Income 53,677 Total Other Income 498,673

Other Expense

Salaries and Employee Benefits 2,042,100 Net Occupancy and Equipment Expenses 690,149 Processing Charges 296,711 Professional Services 88,822 FDIC Insurance 114,186 OREO Expenses and Write-downs 2,935 Other Expenses 819,282

Total Other Expense 4,054,185

Income (Loss) Before Income Taxes (374,785) Provision for Income Tax Expense (Benefit) (49,654) Net Income (Loss) $ (325,131)

Net Income (Loss) per Share $ (2.88} Average Shares Outstanding (2014-112,906; 2013-109,166)

2

2013 $ 4,392,104

387,504 13,838

4,793,446

731,180 2,286

245,130 978,596

3,814,850 225,769

3,589,081

81,920 364,433

71,041

136,462 817,205

63,198 1,534,259

2,275,612 554,414 211,459 684,108 226,180 152,115 848,558

4,952,446

170,894 39,845

$ 131,049

$ 1.20

Balance, December 31, 2012

Net Income

Net Unrealized Gains (Losses} on Availablefor-Sale Securities

Balance, December 31, 2013 Proceeds of Common Stock Issue (Net of Issuing Costs- $68,149) Net Loss

Net Unrealized Gains (losses) on Available-for-Sale Securities

Balance, December 31, 2014

Balance, Beginning of the Year

Provision for Loan and Lease Losses

Charge-Offs

Recoveries

Balance, End of the Year

Allowance for Loan and Lease Losses as% of Total Loans

Loans Secured by:

Farmland

1st Lien 1-4 Family Residential Properties

Multifamily (5 or more) Residential Properties

Nonfarm/Nonresidential Properties

Jr. Liens on 1-4 Family Residential Properties

Construction and Land Development

Commercial and Industrial Loans

Total

Nonaccrual Loans as% ofTotal Loans

Commercial and Industrial Loans

Loans Scured by:

1st Lien 1-4 Family Residential Properties

Jr. Liens on 1-4 Family Residential Properties

Multifamily (5 or more) Residential Properties

Nonfarm/Nonresidential Properties

Commercial and Industrial Loans

Consumer Loans

Total

Loans Past Due 30 - 89 Days as% ofTotal Loans

'NSCOi\;S

Consolidated Statements of Shareholders' Equity

For the Two Years Ended December 31, 2013 and 2014

common Cilpital Retained Stock Surplus Earnings

$ 4,159,946 $ 7,289,697 $ (5,097,210) 131,049

$ 4,159,946 $ 7,289,697 $ (4,966,161) 75 201,056

(325,131)

$ 4,160,021 $ 7,490,753 $ (5,291,292)

Analysis of the Allowance for loan and Lease losses For the Twelve Months Ended December 31

Nonaccrual Loans

Loans Past Due 30 through 89 Days and Still Accruing

3

Treasury Common Stock

$ (246,522)

$ (246,522)

$ (246,522)

Accumulated Other

Comprehensive Total Equity

$

$

$

$

$

$

$

s

Income 559,833

(170,871)

388,962

(171,522)

217,440

2014

2,055,000

2,494

(74,988)

162,494

2,145,000

3.48%

$

s

$

$

$

6,665,744

131,049

(170,871)

6,625,922

201,131

(325,131)

(171,522)

6,330,400

2013

2,445,000

225,769

(931,010)

315,241

2,055,000

3.56%

December 31

2014 2013

$ 187,808

212,121

28,126 98,165

409,047

428,055 $ 507,212

0.70% 0.88%

December31 2014 2013

$

295,668

447,234

23,821

247,108

990,010 $ 23,821

1.61% 0.04%

WISCONSIN BANCORP, INC.

ORGANIZATIONAL CHART December 31, 2014

Wisconsin Bancorp, Inc. Janesville, Wisconsin

Incorporated in Wisconsin Board of Directors & Officers

Chair/CEO/President -- Nancy Mistele (Term 2015) Vice Chairman - Brad Goll (Term 2015)

Vice President/Director -- John M Jones (Term 2016) Treasurer- Phil Johnson

Secretary- Jane Lindebak Directors - Debra Lins (Term 2017), John Phelan (Term 2016), Harry Sharata (Term 2015), Tom Wierschem (Term 2017)

WBI Organization Chart_12 2014

100%

Mid America Bank Janesville, Wisconsin

Incorporated in Wisconsin Board of Directors

Chair - Nancy Mistele President, CEO & Director Secretary - Jane Lindebak

Directors - Brad Goll, John Phelan, Debra Lins, Tom Wierschem,

FR Y-6 Item 2b

Results: A list of branches for your holding company: WISCONSIN BANC ORP, INC. (3711866) of JANESVILLE, WI.

The data are as of 12/31/2014. Data reflects information that was received and processed through 07 /06/2015.

Reconciliation and Verification Stecs

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 the Effective Date column.

Actions

OJC: 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 when this information first became valid in the Effective Date column.

Close: If a branch IJsted was sold or closed, enter 'Close' in the Data Action column and the 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 setup in MS Excel. Try using landscape orientation, page scaling, 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 this to your FRB contact, put your institution name, city and state in the subject line of the e-mai1.

Note:

To satisfy the FR Y-10 reporting requirements, you must also submit FR V-10 Domestic Branch Schedules for each branch with a Data Action of Change, Close, Delete, or Add.

The FR V-10 report may be submitted In a hardcopy format or vra the FR Y-10 Online application- https://ylOonline.federalreserve.gov.

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

Data Action Effectfve Date Branch Service Type

ok Full Service {Head Office)

ok Full Service

Branch ID_RSSD Popular Name Street Address City State Zip Code County Country

659042 MIO AMERICA BANK 2317 MILTON AVENUE JANESVILLE WI 53545 ROCK UNITEO STATES

3507265 WILLIAMS BAY BRANCH 111 ELKHORN ROAD WILLIAMS BAY WI 53191 WALWORTH UNITEO STATES

FDIC UNINUM Office Number* Head Office 9548 0 MID AMERICA BANK

233338 2 MID AMERICA BANK

Head Office ID_RSSD* Comments

659042

659042

http:https://y!0online.federalreserve.gov

Re ort Item 3: Securities Holders

FR Y-6

WISCONSIN BANCORP, INC. JANESVILLE, WI 53545

Fiscal Year Ending DECEMBER 31, 2014

Current Securities Holders with ownership, control or holdings of 5% or

more with power to vote as-of fiscal year end.

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.

illifil

Name & Address (City, State, Country)

(1) Jason Kadow

Middleton, WI, USA

Capital Consulting-Jason Kadow Owner Middleton, WI, USA

(3) Harry Sharata

Madison, WI, USA

3/11/2015

ill1!tl Country of

Citizenship or

Incorporation

USA

USA

USA

ill.f.1 Number and

Percentage of Each Class of Voting

Securities

4, 154 -3.56% (Common Stock)

2,604 - 2.23%

(Common Stock)

6,035 - 5.17% (Common Stock)

1 of 1

(2)(a)

Name & Address (City, State, Country)

None

(2)(b) (2)(c) Number and

Country of Percentage of Each Citizenship or Class of Voting

Incorporation Securities

WBl_FRBC FR Y-6 Items 3 & 4_ 123114.xlsx Item 3

http:6,035-5.17http:250-0.21http:3,000-2.57http:1,000-0.86http:2,604-2.23http:4,154-3.56

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

Names & Address (City, State,

Count

Nancy Mistele Waunakee, WI, USA

Brad Goll Madison, WI, USA

J. Michael Jones Mt. Horeb, WI, USA

John Phelan Madison, WI, USA

Harry Sharata Madison, WI, USA

3/11/2015

2

Principal

Occupation if other

than with Holding

Com an

State of Wisconsin

Insurance Agency

NIA

Physician

Physician

3 a

Title & Position with Holding

Com an

ChairlPresidenUCEO Director

Vice Chairman/Director

Vice PresldenUDirector

Director

Director

FRY-6

WISCONSIN BANCORP, INC. JANESVILLE, WI 53545

Fiscal Year Ending DECEMBER 31, 2014

3 b

Title & Position with Subsidiaries

(include names of

subsidiaries

Chairman-Mid America Bank

Director-Mid America Bank

President & CEO Mid America Bank

Director-Mid America Bank

Director-Mid America Bank

3 c

Percentage of

Title & Position with Percentage of Voting Securities Other Businesses Voting Securities In Subsidiaries

(include names of other in Holding (Include names

businesses Com an of subsidiaries

Director-Office of Business 1.16% NIA Development

President- Bradley J Goll 0.52% NIA Agency, Inc

President & CEO - B Goll & Dunn Insurance Agency, Inc

None 0.21% NIA

Director - Dean Health System 1.69% NIA Chairman - Dea Heallh Plan

Medical Director-Advanced 5.17% N/A Dermatology, Inc.

Medical Director-Madison Skin & Research, Inc.

4 c

List names of other companies

(Includes partnerships) if 25% or more of voting securities are held

(List names of companies and

percentage of voting securities

held

NIA

Bradley J Goll Agency, Inc. - 100% B Goll & Dunn Insurance Agency, Inc.- 50%

N/A

NIA

NIA

1 of 2 WBl_FRBC FR Y-6 Items 3 & 4:_123114.xlsx

ltem4

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

Names & Address (City, State,

Count

Debra Lins Prairie du Sac, WI, USA

Tom Wierschem Oregon. WI. USA

Phillip R Johnson Oregon, WI, USA

Jane Lindebak Madison, WI. USA

3/11/2015

2

Principal

Occupation if other

than with Holding

Com an

Business Conslltant

Financial Advisor

N/A

NIA

3 a

Title & Position with Holding

Com an

Director

Director

Treasurer

Secretary

FRV-6

WISCONSIN BANCORP, INC. JANESVILLE, WI 53545

Fiscal Vear Ending DECEMBER 31, 2014

3 b

Title & Position with Subsidiaries

(include names of

subsidiaries

Director-Mid America Bank

Director-Mid America Bank

CFO-Mid America Bank

Human Resources Mgr/Bank

Officer/Secretary to the Board

Mid America Bank

3 c

Percentage of

Title & Position with Percentage of Voting Securities Other Businesses Voting Securities In Subsidiaries

(include names of other in Holding (include names

businesses Com an of subsidiaries

President-Lins Business 0.86% NIA Consulting

Finance Manager 0.75% NIA The Evangelical Catholic, Inc.

None 0.26% NIA

None None NIA

4 c

List names of other companies

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

(List names of companies and

percentage of voting securities

held

Lins Business Consulting-Sole Owner

N/A

NIA

NIA

2 of 2 WBl_FRBC FR Y-6 Items 3 & 4_ 123114.xlsx

ltem4

FR Y-6 Cover PageReport Item 1: Annual Report to ShareholdersReport Item 2a: Organization ChartReport Item 2b: Domestic Branch ListingReport Item 3: Securities HoldersReport Item 4: Insiders