Hoyne Bancorp, Inc. is a Delaware corporation which was incorporated in June 2025. The offering of common stock by means of this prospectus is being made by Hoyne Bancorp, Inc. in connection with the conversion of Hoyne Savings, MHC from the mutual holding company structure to stock holding company structure. Upon completion of the conversion, Hoyne Bancorp, Inc. will become the savings and loan holding company for Hoyne Savings Bank by owning all of the outstanding shares of capital stock of Hoyne Savings Bank. As a savings and loan holding company, Hoyne Bancorp, Inc. will be regulated by the Board of Governors of the Federal Reserve System (“Federal Reserve Board”). To date, Hoyne Bancorp, Inc. has engaged in organizational activities only. Following the conversion, Hoyne Bancorp, Inc.’s primary business activity will relate to owning all of the outstanding shares of capital stock of Hoyne Savings Bank. Hoyne Savings Bank, an Illinois-chartered stock savings bank, was established in 1887 and since its inception has operated as a savings institution focused primarily on serving the banking needs of customers in our market area of Cook County, Illinois and adjacent communities. We operate from our headquarters and main banking office in Chicago, Illinois, and we have five additional full-service branch offices in Illinois located in Chicago, Oak Lawn, Wheeling and Worth. We also have a loan production office in Oak Park, Illinois. In 2004, Hoyne Savings Bank reorganized into the mutual holding company form of organization. Currently, Hoyne Savings Bank is a wholly owned subsidiary of Hoyne Financial Corporation, a federally chartered corporation which is a wholly owned subsidiary of Hoyne Savings, MHC, a federally chartered mutual holding company. The mutual holding company has not issued any shares of capital stock to the public. Prospect Services Inc., an insurance brokerage company, was Hoyne Savings Bank’s sole subsidiary and was dissolved in 2025. In April 2017, Prospect Federal Savings Bank, a federal mutual savings bank, merged with and into Hoyne Savings Bank, and in 2020, Loomis Federal Savings and Loan Association, a federal mutual savings association, also merged with and into Hoyne Savings Bank. In 2022, we hired Walter F. Healy, previously the chief executive officer of an Illinois-chartered commercial bank in Oak Park, Illinois, to lead a new commercial lending division and begin originating commercial real estate loans (including commercial construction) and commercial and industrial loans in addition to our traditional offering of one to four residential loans and home equity loans. Mr. Healy brought to Hoyne Savings Bank a team of experienced commercial bankers, with whom he has worked for over twenty years. Mr. Healy was appointed president of Hoyne Savings, MHC, Hoyne Financial Corporation and Hoyne Savings Bank in September 2023 and appointed Chief Executive Officer of those organizations in July 2024 upon the retirement of Steven F. Rosenbaum. As of June 30, 2025, we had total assets of $453.4 million, total deposits of $357.2 million and equity of $88.9 million. Historically our lending focus has been on making long-term loans to individuals secured by first mortgages on the borrower’s residence and, to a lesser extent, home equity loans. As part of our transition to a more diversified banking institution beginning in 2023, we now offer commercial real estate loans (including commercial construction) and commercial and industrial loans. As of June 30, 2025, $124.7 million, or 48.8%, of our total loan portfolio consisted of commercial real estate (including commercial construction) and commercial and industrial loans. Conversion of Hoyne Savings, MHC Pursuant to the terms of Hoyne Savings, MHC’s plan of conversion, Hoyne Savings, MHC will convert from the mutual holding company to the stock holding company corporate structure. Upon the completion of the conversion, Hoyne Savings, MHC, and Hoyne Financial Corporation will cease to exist, and Hoyne Savings Bank will be a wholly owned subsidiary of Hoyne Bancorp, Inc. At present, all depositors and certain borrowers as of a specified eligibility date have voting rights in Hoyne Savings, MHC as to all matters requiring member approval. Upon completion of the conversion, depositors and those certain borrowers as of a specified eligibility date of Hoyne Savings Bank will cease to have any voting rights in Hoyne Savings, MHC and all voting rights in Hoyne Savings, MHC will be vested in Hoyne Bancorp, Inc. as the sole stockholder of Hoyne Savings Bank. The stockholders of Hoyne Bancorp, Inc. will possess exclusive voting rights and rights to Hoyne Bancorp, Inc. stock. --- For 138 years, we have served Cook County, Illinois and the surrounding communities. We have established deep ties to the community and developed customer relationships which have spanned generations. We pride ourselves in matching our products and services to the needs of the community. As a mutual institution, Hoyne Savings Bank completed two mutual to mutual mergers with Loomis Federal Savings and Loan Association in 2020, adding $64 million in assets, and Prospect Federal Savings Bank in 2017, adding $235 million in assets. Hoyne Savings Bank’s principal business consists of originating commercial real estate loans (including commercial construction), commercial and industrial loans, one to four residential properties, and to a lesser extent home equity loans and lines of credit and other consumer loans in the market areas surrounding our branch footprint. We also established a loan production office in Oak Park, Illinois in 2023. We attract retail deposits from the general public as well as deposits from commercial customers in the areas surrounding our main office and branches, offering a wide variety of deposit products and services. We also invest in securities. Our revenues are derived primarily from interest on loans and investment securities. Our primary sources of funds are deposits, and principal and interest payments on loans and investment securities. Our headquarters and main banking office is located in Chicago, Illinois.