Attached files
| file | filename |
|---|---|
| EX-23.4 - EX-23.4 - Cullman Bancorp, Inc. /MD/ | d151076dex234.htm |
| EX-1.2 - EX-1.2 - Cullman Bancorp, Inc. /MD/ | d151076dex12.htm |
| EX-23.2 - EX-23.2 - Cullman Bancorp, Inc. /MD/ | d151076dex232.htm |
| EX-8.2 - EX-8.2 - Cullman Bancorp, Inc. /MD/ | d151076dex82.htm |
| EX-8.1 - EX-8.1 - Cullman Bancorp, Inc. /MD/ | d151076dex81.htm |
| S-1/A - S-1/A - Cullman Bancorp, Inc. /MD/ | d151076ds1a.htm |
Exhibit 5
LUSE GORMAN, PC
ATTORNEYS AT LAW
5335 Wisconsin Avenue, NW, Suite 780
Washington, D.C. 20015
Telephone (202) 274-2000
Facsimile (202) 362-2902
www.luselaw.com
WRITER’S DIRECT DIAL NUMBER
(202) 274-2000
April 23, 2021
Board of Directors
Cullman Bancorp, Inc.
316 Second Avenue SW
Cullman, Alabama 35055
| Re: | Cullman Bancorp, Inc. |
Common Stock, Par Value $0.01 Per Share
Members of the Board:
You have requested the opinion of this firm as to certain matters in connection with the offer and sale of the shares of common stock, par value $0.01 per share (“Common Stock”), of Cullman Bancorp, Inc. (the “Company”), as well as the registration of participation interests (“Participation Interests”) in the Common Stock to be purchased by the Cullman Savings Bank Profit Sharing Plan. We have reviewed the Company’s Articles of Incorporation and its Registration Statement on Form S-1 (the “Form S-1”), the Plan of Conversion and Reorganization of Cullman Savings Bank, MHC (the “Plan”), as well as applicable statutes and regulations governing the Company and the offer and sale of the Common Stock. The opinion expressed below is limited to the laws of the State of Maryland (which includes applicable provisions of the Maryland General Corporation Law, the Maryland Constitution and reported judicial decisions interpreting the Maryland General Corporation Law and the Maryland Constitution).
We are of the opinion that upon the declaration of effectiveness of the Form S-1, the Common Stock, when issued and sold in accordance with the Plan, will be legally issued, fully paid and non-assessable. We are also of the opinion that upon the declaration of effectiveness of the Form S-1, the Participation Interests will be validly offered in the manner described in the Form S-1 and will be binding obligations of the Company.
We hereby consent to our firm being referenced under the caption “Legal Matters” and to the filing of this opinion as an exhibit to the Form S-1. By giving such consent, we do not hereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended.
| Very truly yours, |
| /s/ LUSE GORMAN, PC |
| LUSE GORMAN, PC |