WTBA 10-K Annual Report Dec. 31, 2023 | Alphaminr
WEST BANCORPORATION INC

WTBA 10-K Fiscal year ended Dec. 31, 2023

WEST BANCORPORATION INC
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CIK: 1166928
Filing Type: 10-K/A
Report Date: 2023-12-31
Download URL: https://www.sec.gov/Archives/edgar/data/1166928/000116692824000024/wtba-20231231.htm
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1. Organization and Nature Of Business and Summary Of Significant Accounting PoliciesNote 2. Earnings Per Common ShareNote 3. Securities Available For SaleNote 4. Loans and Allowance For Credit LossesNote 5. Premises and Equipment, NetNote 6. Operating LeasesNote 7. DepositsNote 8. Subordinated NotesNote 9. Federal Home Loan Bank Advances and Other BorrowingsNote 10. Long-term DebtNote 11. DerivativesNote 12. Income TaxesNote 13. Stock Compensation PlansNote 14. 401(k) Retirement PlanNote 15. Accumulated Other Comprehensive Income (loss)Note 16. Regulatory Capital RequirementsNote 17. Commitments and ContingenciesNote 18. Fair Value MeasurementsNote 19. West Bancorporation, Inc. (parent Company Only) Condensed Financial StatementsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Restatement of the Restated Articles of Incorporation of West Bancorporation, Inc.(incorporated herein by reference to Exhibit 3.1 filed with the Form 10-K on March 1, 2017) 3.2 Amended and Restated Bylaws of West Bancorporation, Inc. as of January 23, 2019(incorporated herein by reference to Exhibit 3.1 filed with the Form 8-K on January 24, 2019) 4.1 Description of Capital Stock(incorporated herein by reference to Exhibit 4 filed with the Form 10-K on February 27, 2020) 4.2 Indenture, dated June 14, 2022, between West Bancorporation, Inc. and Wilmington Trust, National Association, as trustee(incorporated herein by reference to Exhibit 4.1 filed with the Form 8-K on June 14, 2022) 4.3 First Supplemental Indenture, dated June 14, 2022, between West Bancorporation, Inc. and Wilmington Trust, National Association, as trustee(incorporated herein by reference to Exhibit 4.2 filed with the Form 8-K on June 14, 2022) 4.4 Form of 5.25% Fixed-to-Floating Rate Subordinated Notes due 2032(incorporated herein by reference to Exhibit 4.3 filed with the Form 8-K on June 14, 2022) 10.1* Employment Agreement dated July 23, 2012, between West Bancorporation, Inc. and David D. Nelson(incorporated herein by reference to Exhibit 10.1 filed with the Form 8-K on July 25, 2012) 10.2* Employment Agreement dated July 23, 2012, between West Bancorporation, Inc. and Brad L. Winterbottom(incorporated herein by reference to Exhibit 10.2 filed with the Form 8-K on July 25, 2012) 10.3* Employment Agreement dated July 23, 2012, between West Bancorporation, Inc. and Harlee N. Olafson(incorporated herein by reference to Exhibit 10.3 filed with the Form 8-K on July 25, 2012) 10.4* Transitional Employment Agreement dated May 27, 2021, between West Bancorporation, Inc. and Douglas R. Gulling(incorporated herein by reference to Exhibit 10.1 filed with the Form 8-K on May 27, 2021) 10.5* Employment Agreement dated April 29, 2021 between West Bancorporation, Inc. and Bradley P. Peters(incorporated herein by reference to Exhibit 10.2 filed with the Form 8-K on April 30, 2021) 10.6* Employment Agreement dated May 27, 2021 between West Bancorporation, Inc. and Jane M. Funk(incorporated herein by reference to Exhibit 10.2 filed with the Form 8-K on May 27, 2021) 10.7* West Bancorporation, Inc. Deferred Compensation Plan(incorporated herein by reference to Exhibit 10.1 filed with the Form 8-K on October 29, 2012) 10.8* West Bancorporation, Inc. Employee Savings and Stock Ownership Plan, as amended(incorporated herein by reference to Exhibit 10.20 filed with the Form 10-K on March 6, 2014) 10.9* Amendment No. 1 to West Bancorporation, Inc. Employee Savings and Stock Ownership Plan, Effective January 1, 2015(incorporated herein by reference to Exhibit 10.1 filed with the Form 10-Q/A on August 11, 2020) 10.10* Amendment No. 2 to West Bancorporation, Inc. Employee Savings and Stock Ownership Plan, Effective January 1, 2016(incorporated herein by reference to Exhibit 10.2 filed with the Form 10-Q/A on August 11, 2020) 10.11* Amendment No. 3 to West Bancorporation, Inc. Employee Savings and Stock Ownership Plan, Effective January 1, 2018(incorporated herein by reference to Exhibit 10.3 filed with the Form 10-Q/A on August 11, 2020) 10.12* Interim Amendment to West Bancorporation, Inc. Employee Savings and Stock Ownership Plan, Effective April 1, 2018(incorporated herein by reference to Exhibit 10.4 filed with the Form 10-Q/A on August 11, 2020) 10.13* West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit A of the definitive proxy statement on Schedule 14A filed on March 1, 2017) 10.14* Form of Restricted Stock Unit Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 4.2 filed with the Form S-8 on April 28, 2017) 10.15* Form of Restricted Stock Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 4.3 filed with the Form S-8 on April 28, 2017) 10.16* Form of Nonqualified Stock Option Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 4.4 filed with the Form S-8 on April 28, 2017) 10.17* Form of Incentive Stock Option Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 4.5 filed with the Form S-8 on April 28, 2017) 10.18* Form of Stock Appreciation Right Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 4.6 filed with the Form S-8 on April 28, 2017) 10.19* Form of Restricted Stock Unit Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 10.19 filed with the Form 10-K on March 1, 2021) 10.20* Form of Performance Based Restricted StockUnit Award Agreement under the West Bancorporation, Inc. 2017 Equity Incentive Plan(incorporated herein by reference to Exhibit 10.20 filed with the Form 10-K on March 1, 2021) 10.21 Amended and Restated Lease Agreement Dated February 20, 2018(incorporated herein by reference to Exhibit 10.16 filed with the Form 10-K on March 1, 2018) 10.23* Form of West Bancorporation, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement (with holding period)(incorporated herein by reference to Exhibit 4.4 filed with the Form S-8 on April 30, 2021) 10.24* Form of West Bancorporation, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement (without holding period)(incorporated herein by reference to Exhibit 4.5 filed with the Form S-8 on April 30, 2021) 10.25* Form of West Bancorporation, Inc. 2021 Equity Incentive Plan Performance-Based Restricted Stock Unit Award Agreement(incorporated herein by reference to Exhibit 4.6 filed with the Form S-8 on April 30, 2021) 10.26* Form of West Bancorporation, Inc. 2021 Equity Incentive Plan Cash-Settled Restricted Stock Unit Award Agreement(incorporated herein by reference to Exhibit 4.7 filed with the Form S-8 on April 30, 2021) 10.27* Form of West Bancorporation, Inc. 2021 Equity Incentive Plan Director Restricted Stock Unit Award Agreement(incorporated herein by reference to Exhibit 4.8 filed with the Form S-8 on April 30, 2021) 10.28 Credit Agreement, dated as of December 15, 2021, by and between West Bancorporation, Inc. and National Exchange Bank & Trust(incorporated herein by reference to Exhibit 10.1 filed with the Form 8-K on June 6, 2022) 10.29 Promissory Note, dated as of December 15, 2021, made by West Bancorporation, Inc., to and in favor of National Exchange Bank & Trust(incorporated herein by reference to Exhibit 10.2 filed with the Form 8-K on June 6, 2022) 10.30 Commercial Pledge Agreement, dated as of December 15, 2021, by and between West Bancorporation, Inc. and National Exchange Bank & Trust(incorporated herein by reference to Exhibit 10.3 filed with the Form 8-K on June 6, 2022) 10.31* Addendum to Transitional Employment Agreement, dated September 7, 2022, between West Bancorporation, Inc. and Douglas R. Gulling(incorporated herein by reference of Exhibit 10.31 filed with the Form 10-K on February 23, 2023) 21 Subsidiaries 23 Consent of Independent Registered Public Accounting Firm 31.1 Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1 West Bancorporation, Inc. Clawback Policy