Limestone Bancorp, Inc. entered into Subordinated Note Purchase Agreements with certain qualified institutional buyers and institutional accredited investors pursuant to which, on July 31, 2020, the Company will sell and issue $8.0 million in aggregate principal amount of its 5.75% Fixed-to-Floating Rate Subordinated Notes due July 31, 2029. The Notes were offered and will be sold by the Company to eligible purchasers in a private offering in reliance on the exemption from the registration requirements of Section 4(a)(2) of the Securities Act of 1933, as amended. The Company intends to use the net proceeds from the offering to retire in total its senior debt in the amount of $5.0 million and retain the balance for general corporate purposes. The Notes will bear interest at a fixed annual rate of 5.75% through July 31, 2024, payable semi-annually in arrears, at which time the interest rate shall reset quarterly to an interest rate per annum equal to the then-current three-month LIBOR plus 395 basis points, payable quarterly in arrears. The Notes are redeemable, in whole or in part, on July 31, 2025, on any scheduled interest payment date thereafter and at any time upon the occurrence of certain events. The Purchase Agreement contains certain customary representations, warranties and covenants made by the Company, on the one hand, and the Purchasers, severally and not jointly, on the other hand. The Notes will be issued under an Indenture, dated July 23, 2019, by and between the company and Wilmington Trust, National Association, as trustee. The Notes are not subject to any sinking fund and are not convertible into or exchangeable for any other securities or assets of the company or any of its subsidiaries. The Notes are not subject to redemption at the option of the holder. The Notes are unsecured, subordinated obligations of the company only and are not obligations of, and are not guaranteed by, any subsidiary of the company. The Notes qualify as Tier 2 capital for regulatory capital purposes for the company.