CHOICEONE FINANCIAL SERVICES INC

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Item 5. Other Information

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None

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Item 5. Other Inform ation

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Employment Agreements

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Kelly J. Potes, Chief Executive Officer of ChoiceOne, entered into an employment agreement with ChoiceOne on May 7, 2026 (the “Potes Employment Agreement”). Michael J. Burke, Jr., President of ChoiceOne, entered into an employment agreement with ChoiceOne on May 7, 2026 (the “Burke Employment Agreement”).

Previous report

The terms of the Potes Employment Agreement and Burke Employment Agreement (together, the “Employment Agreements”) are substantially similar.

Previous report

Each Employment Agreement has a term of one year that will automatically extend for additional one year terms unless either party gives notice to the other party to terminate the Employment Agreement at least 30 days before an anniversary date of the Agreement.

Previous report

Under each Employment Agreement, in the event of ChoiceOne’s termination of Mr. Potes or Mr. Burke, as applicable, without cause, or by the executive for good reason, the executive will be entitled to a lump-sum cash payment equal to (i) two times the executive’s then-current salary, plus (ii) twelve times ChoiceOne’s share of the monthly cost of healthcare under ChoiceOne’s health plan.

Previous report

In the event of a change of control and a qualifying termination within two years after the change in control, the executive will be entitled to a lump-sum cash payment equal to (i) three times the executive’s then-current salary, plus (ii) twelve times ChoiceOne’s share of the monthly cost of healthcare under ChoiceOne’s health plan. If any payment to be received by the executive following a change in control is determined to constitute a “parachute payment” as such term is defined in Section 280G(b)(2) of the Code, ChoiceOne will act in good faith to mitigate the impact of Section 280G of the Code such that no “parachute payment” will result. To the extent this effort is unsuccessful, ChoiceOne will reduce the amount of such payment to ensure that the total payments to the applicable executive do not exceed 2.99 times the executive's “base amount” as defined in Section 280G(b)(3) of the Code.

Previous report

The Employment Agreements contain provisions related to non-solicitation and non-competition that generally preclude the executive, during his time of employment and for a period of 24 months thereafter, from engaging in activities competitive with ChoiceOne in any county in which ChoiceOne or its affiliates has a branch office or loan production office or in any contiguous counties, from diverting from ChoiceOne any trade or business with any customer or supplier with whom the executive had contact during his employment, and from soliciting any person who is an employee of ChoiceOne or its affiliates to apply for or accept an employment or business opportunity with any other person or entity, subject to certain conditions and exceptions. The Employment Agreements also require the executive to maintain the confidentiality of non-public information with respect to ChoiceOne and its affiliates.

Previous report

Pursuant to the Potes Employment Agreement, Mr. Potes' annual salary will be $585,000. Pursuant to the Burke Employment Agreement, Mr. Burke's annual salary will be $497,250. In each case, the salaries of each of Mr. Potes and Mr. Burke will be subject to annual review and adjustment in accordance with ChoiceOne’s normal procedures. Mr. Potes and Mr. Burke will be eligible to participate in ChoiceOne’s bonus programs and equity-based compensation programs.

Previous report

The foregoing description of the Potes Employment Agreement is qualified in its entirety by reference to the complete terms and conditions of the Potes Employment Agreement, which is filed as Exhibit 10.1 to this Form 10-Q. The foregoing description of the Burke Employment Agreement is qualified in its entirety by reference to the complete terms and conditions of the Burke Employment Agreement, which is filed as Exhibit 10.2 to this Form 10-Q.

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Change in Control Agreements

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Adom J. Greenland, Executive Vice President and Chief Financial Officer of ChoiceOne, entered into a change in control agreement with ChoiceOne on May 7, 2026 (the “Greenland CIC Agreement”). Bradley A. Henion, Executive Vice President and Chief Lending Officer of ChoiceOne, entered into a change in control agreement with ChoiceOne on May 7, 2026 (the “Henion CIC Agreement”).

Previous report

The terms of the Greenland CIC Agreement and Henion CIC Agreement (together, the “CIC Agreements”) are substantially similar.

Previous report

In the event of a change of control and a qualifying termination within two years after the change in control, the executive will be entitled to a lump-sum cash payment equal to (i) two times the executive’s then-current salary, plus (ii) twelve times ChoiceOne’s share of the monthly cost of healthcare under ChoiceOne’s health plan. If any payment to be received by the executive following a change in control is determined to constitute a “parachute payment” as such term is defined in Section 280G(b)(2) of the Code, ChoiceOne will act in good faith to mitigate the impact of Section 280G of the Code such that no “parachute payment” will result. To the extent this effort is unsuccessful, ChoiceOne will reduce the amount of such payment to ensure that the total payments to the applicable executive do not exceed 2.99 times the executive's “base amount” as defined in Section 280G(b)(3) of the Code.

Previous report

The CIC Agreements contain provisions related to non-solicitation and non-competition that generally preclude the executive, during his time of employment and for a period of 24 months thereafter, from engaging in activities competitive with ChoiceOne in any county in which ChoiceOne or its affiliates has a branch office or loan production office or in any contiguous counties, from diverting from ChoiceOne any trade or business with any customer or supplier with whom the executive had contact during his employment, and from soliciting any person who is an employee of ChoiceOne or its affiliates to apply for or accept an employment or business opportunity with any other person or entity, subject to certain conditions and exceptions. The CIC Agreements also require the executive to maintain the confidentiality of non-public information with respect to ChoiceOne and its affiliates.

Previous report

The foregoing description of the Greenland CIC Agreement is qualified in its entirety by reference to the complete terms and conditions of the Greenland CIC Agreement, which is filed as Exhibit 10.3 to this Form 10-Q. The foregoing description of the Henion CIC Agreement is qualified in its entirety by reference to the complete terms and conditions of the Henion CIC Agreement, which is filed as Exhibit 10.4 to this Form 10-Q.

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SERP Agreements

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Effective May 7, 2026, ChoiceOne Bank, a wholly owned subsidiary of ChoiceOne, entered into an unfunded Supplemental Executive Retirement Benefits Agreement (the “SERP Agreement”) with each of Messrs. Potes, Burke, Greenland and Henion to provide each executive with the opportunity to earn supplemental nonqualified retirement benefits payable by ChoiceOne Bank from its general assets following the later of the executive’s attainment of a specified age (an age between 60 and 70 specified in the SERP Agreement) or separation from service under various scenarios. Each executive shall be credited with a specified benefit amount as of each December 31st the executive remains employed by the Company or ChoiceOne Bank as follows: Mr. Potes ($25,000 per year for 4 years), Mr. Burke ($14,400 per year for 10 years), Mr. Henion ($11,111 per year for 9 years, except $11,112 for year 5), and Mr. Greenland ($10,000 per year for 15 years). If the executive becomes entitled to benefits before the final year of scheduled benefit accruals for a reason other than a change in control before the executive has attained age 60, the executive will receive a limited benefit equal to the amount credited to-date under the executive’s SERP Agreement. If the executive is discharged for cause or breaches any covenant under an agreement with the Company or ChoiceOne Bank, the executive shall forfeit all unpaid benefits under the SERP Agreement.

Previous report

The SERP Agreement provides for payment of retirement benefits in substantially equal monthly installments over a period of 15 years (10 years in the case of Mr. Potes), except that if the executive dies while employed, and an insurance agreement providing split-dollar life insurance on the executive’s life is not in effect on the date of the executive’s death, SERP benefits shall be paid in a lump sum that is actuarially equivalent to the SERP benefit (full benefit or limited benefit) earned by the executive as of the date of death. Upon a change in control, if the executive is age 60 or over, the executive will vest in his full benefit under the SERP. If the executive is under age 60 as of a change in control, the executive will vest in his limited benefit under the SERP. Upon termination of the SERP prior to payment of all benefits, benefits shall be paid in a lump sum at the time permitted under Code Section 409A.

Previous report

The foregoing description of the SERP Agreement is qualified in its entirety by reference to the complete terms and conditions of the SERP Agreement with each executive, which are filed as Exhibits 10.5, 10.6, 10.7, and 10.8 to this Form 10-Q.

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Split Dollar Life Insurance Agreements

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Effective May 7, 2026, ChoiceOne Bank entered into a split-dollar life insurance agreement (the “Insurance Agreement”) with each of Messrs. Potes, Burke, Greenland and Henion. Under each Insurance Agreement, the executive’s named beneficiary is entitled to receive a death benefit equal to the lesser of a specified dollar amount in the Insurance Agreement ($1,000,000 for Mr. Potes, $1,000,000 for Mr. Burke through March 9, 2031 and $1,500,000 thereafter, $1,000,000 for Mr. Greenland through July 25, 2036 and $1,500,000 thereafter, and $1,000,000 for Mr. Henion) or 100% of the difference between the death benefit payable under the applicable life insurance policy purchased by ChoiceOne Bank and the accrued cash value of the life insurance policy at the time of the executive’s death. Premiums with respect to the related life insurance policy under the Insurance Agreement are payable by ChoiceOne Bank and it is the sole owner of the related life insurance policy. The Insurance Agreement automatically terminates on the first to occur of any of the following events: (i) distribution of death benefit proceeds in accordance with the Insurance Agreement, (ii) termination of the executive’s employment; or (iii) the surrender or termination of the related life insurance policy by ChoiceOne Bank. Upon termination of the Insurance Agreement, the executive will forfeit all rights thereunder.

Previous report

The foregoing description of the Insurance Agreement is qualified in its entirety by reference to the complete terms and conditions of the Insurance Agreement with each executive, which are filed as Exhibits 10.9, 10.10, 10.11, and 10.12 to this Form 10-Q.