Exhibit 10.9



Grantee:   Wayne-Kent A Bradshaw Number of Restricted Stock Units: 97,195 Date of Grant:   February 21, 2018 BROADWAY FINANCIAL CORPORATION 2017 CASH-SETTLED TARP RSU   AWARD AGREEMENT Broadway Financial Corporation (the "Company")   hereby grants an award of cash­ settled TARP restricted stock units   ("RSUs") to the Grantee named above. The number of RSUs subject to   this Agreement (the "Award") is set forth above. Each RSU   constitutes an unfunded and unsecured promise of the Company to deliver to   you, or cause to be delivered to you, subject to the terms of this Agreement,   cash equal to the Fair Market Value of one share of Common Stock on the   applicable Payout Date (as defined below), or promptly thereafter, as   provided herein. The Company is currently a participant in the Capital   Purchase Program, developed pursuant to the United States Department of   Treasury's Troubled Asset Relief Program ("TARP") under the   Emergency Economic Stabilization Act of 2008, as amended. To the extent that,   with respect to this Award, the Grantee is subject to the restrictions of   Section 30.10 of 31 C.F.R. part 30, an interim final regulation promulgated   by the United States Department of Treasury ("Treasury") governing   executive compensation for recipients of financial assistance under TARP, and   the guidance related thereto (the "TARP Rules"), this Award is, and   shall be intended to satisfy the requirements for and qualify as, an award of   "long term restricted stock" as defined the TARP Rules, and this   Agreement shall be interpreted and construed in accordance therewith. 1.   Acceptance of Award. The Grantee shall have no rights with respect to this   Award unless Grantee shall have accepted this Award by signing a copy of this   Award Agreement and delivering the signed copy to the Company. 2.   Restrictions and Conditions. No payment shall be made in respect of any RSU   unless (x) the RSU is vested, and (y) such payment is permitted by the TARP   Rules. 3. Vesting of RSUs. To the extent not previously forfeited, the RSUs   shall vest and become nonforfeitable on the earlier of (i) the second   anniversary of the Date of Grant, (ii) the Grantee's death or permanent   disability (as defined in the Grantee's employment agreement with the   Company), or (iii) the Grantee's termination of employment by the Company   (including its subsidiaries or any successor) without Cause or by the Grantee   for Good Reason (as Cause and Good Reason are defined in the Grantee's   employment agreement with the Company) within two years following a Change in   Control; provided, however, that the Change in Control-related vesting   provided for in this clause (iii) shall .not apply at any time that such   vesting would not be consistent with the requirements of Part 359 of the   Rules and Regulations of the Federal Deposit Insurance Corporation (12 C.F.R.   Part 359). If the Grantee's employment with the Company (including   subsidiaries) terminates for any reason prior to the second anniversary of   the Date of Grant, all RSUs that are unvested (and that do 


    




 










not vest upon   such termination pursuant to clause (ii) or (iii) of the preceding sentence)   shall be immediately forfeited. For purposes of this Agreement, and   notwithstanding any provision in the Grantee's employment agreement with the   Company to the contrary, the term "Change in Control" means, with   respect to the Company, a change in control within the meaning of Treasury   Regulations Section 1.280G-1Q&A 27-29 or Section 1.409A-3(i)(5)(i). 4.   Payment. Once vested, the RSUs shall become payable on the later of (x) the   vesting date or (y) notwithstanding anything herein to the contrary, but only   to the extent the Grantee is subject to the restrictions of Section 30.10 of   the TARP Rules with respect to this Award, the time permitted under the   following schedule (except to the extent provided below or as necessary to   reflect a merger or acquisition of the Company (within the meaning of the   TARP Rules)): (i) 25 percent of the RSUs at the time of repayment of 25   percent of the aggregate financial assistance received by the Company from   Treasury under TARP; (ii) an additional 25 percent of the RSUs granted (for   an aggregate total of 50 percent of the RSUs) at the time of repayment of 50   percent of the aggregate financial assistance received by the Company from   Treasury under TARP; (iii) an additional 25 percent of the RSUs granted (for   an aggregate total of 75 percent of the shares of RSUs granted) at the time   of repayment of 75 percent of the aggregate financial assistance received by   the Company from Treasury under TARP; and (iv) the remainder of the RSUs   granted at the time of repayment of 100 percent of the aggregate financial   assistance received by the Company from Treasury under TARP (such date and   each of the other payment dates set forth in this Section 4 being referred to   herein as a "Payout Date"). Notwithstanding the forgoing, with   respect to any employment taxes or other federal, state, local or foreign   taxes are anticipated to apply in respect of the vesting of your RSUs, the   Company may accelerate the payout of vested RSUs under this Agreement in   order to satisfy such taxes in accordance with the TARP Rules. Any payment   for such purposes shall not count toward the percentages in the schedule   above. Vested RSUs shall be paid to you in cash on or promptly following the   later of the applicable vesting date or Payout Date, and in any case within   30 days of such applicable Payout Date, provided, however, that any payment   made following your death shall be paid to the representative of your estate.   5. 2008 Plan Not Applicable. This award of RSUs is a freestanding award and   is not subject to the terms of the Company's 2008 Long-Term Incentive Plan   (the "2008 Plan"). 6. Transferability. This Agreement is personal   to the Grantee, is non-assignable and is not transferable in any manner, by   operation of law or otherwise, other than (i) by will or the Jaws of descent   and distribution or (ii) pursuant to an order issued under state domestic   relations laws. 2 


    




 










7. Tax   Withholding. The Grantee shall be solely responsible for any applicable taxes   (including, without limitation, income and excise taxes) and penalties, and   any interest that accrues thereon, incurred in connection with your Award.   Unless the Grantee otherwise directs or the Company otherwise elects, the   Company will satisfy applicable tax withholdings and make applicable   deductions from cash (if any) paid in respect of the RSUs at the time the   applicable tax withholding obligation arises. In the alternative, the Grantee   may remit (or the Company may elect to require the Grantee to remit) cash to   the Company (through payroll deduction or otherwise), in each case in an   amount sufficient in the opinion of the Company to satisfy such withholding   obligation. 8. TARP Restrictions. Payments pursuant to this Award Agreement   are subject to applicable regulations issued by the U.S. Department of the   Treasury and applicable requirements of agreements between the Company and   the U.S. government, including, without limitation, the TARP Rules as the   same are in effect from time to time. The Grantee may receive compensation   under this Agreement only to the extent that it is consistent with those   regulations and requirements. 9. Section 409A. The RSUs are intended to be   exempt from Section 409A as short-term deferrals under the guidance provided   in the TARP Rules. 10. Committee Discretion. The Committee shall have full   discretion with respect to the interpretation of this Agreement and any   actions to be taken or determinations to be made in connection with this   Agreement, and its interpretations, actions and determinations shall be   final, binding and conclusive. 11. Dividend Equivalents. The RSUs will be   credited with dividend equivalents equal to amount of cash dividend payments   that would otherwise have been paid if the shares of Common Stock represented   by the RSUs (including deemed reinvested additional shares attributable to   the RSUs pursuant to this paragraph) were actually outstanding. These   dividend equivalents will be deemed to be reinvested in additional shares of   Common Stock determined by dividing the deemed cash dividend amount by the   Fair Market Value of a share of Common Stock on the applicable dividend   payment date. Such credited amounts will be added to the RSUs and will vest   or be forfeited in accordance with Section 3 based on the vesting or   forfeiture of the initial RSUs to which they are attributable. 12.   Adjustment. The Committee shall, in its sole discretion, equitably adjust the   terms of this Award to preserve the benefits or potential benefits intended   to be made available to the Grantee for any increase or decrease in the   number of issued shares of Common Stock resulting from a recapitalization,   spin-off, split-off, stock split, stock dividend, combination or exchange of   shares of Common Stock, merger, consolidation, rights offering, separation,   reorganization or liquidation, or any other change in the corporate structure   or shares of the Company. 13. No Obligation to Continue Employment. Neither   the Company nor any Subsidiary is obligated by or as a result of this   Agreement to continue the Grantee in employment and this Agreement shall not   interfere in any way with the right of the Company or any Subsidiary to   terminate the employment of the Grantee at any time. 3 


    




 










14. Notices.   Notices hereunder shall be mailed or delivered to the Company at its   principal place of business and shall be mailed or delivered to the Grantee   at the address on file with the Company or, in either case, at such other   address as one party may subsequently furnish to the other party in writing.   15. Force and Effect. The various provisions of this Agreement are severable   in their entirety. Any determination of invalidity or unenforceability of any   one provision shall have no effect on the continuing force and effect of the   remaining provisions. 16. Successors. This Agreement shall be binding upon   and inure to the benefit of the successors, assigns and heirs of the   respective parties hereto. 17. Applicable Law. The provisions of this   Agreement shall be governed by and construed in accordance with the laws of   the State of California, without regard to the conflict of law provisions of   any jurisdiction. 18. Counterparts. This Agreement may be executed in two   counterparts each of which shall be deemed an original and both of which   together shall constitute one and the same instrument. 19. Entire Agreement;   Amendment; Waiver. This Agreement contains the entire understanding of the   parties hereto. No provision set forth in this Agreement may be amended,   modified or waived unless such amendment, modification or waiver shall be   authorized by the Committee and shall be agreed to in writing, signed by the   Grantee and by an officer of the Company duly authorized to do so; provided,   however, that the Grantee expressly agrees that, notwithstanding anything in   this Agreement to the contrary, the Company may unilaterally amend or modify   this Agreement if required for the Company to comply with its obligations   under TARP, whether currently existing or hereinafter enacted or promulgated,   to the extent they affect this Agreement. No waiver by either party of any   default under this Agreement shall be deemed a waiver of any later default.   20. Certain Definitions. "Committee" means the compensation   committee of the Company's Board of Directors (and any successor thereto) or,   if none, the Company's Board of Directors. "Common Stock" means   shares of common stock, $0.01 par value, of the Company. "Fair Market   Value" shall have the same meaning as that given to such term in the 2008   Plan. * * * * * * * * * [signature page to follow] 4 


    




 










The foregoing   Agreement is hereby accepted and the terms and conditions thereof are hereby   agreed to by the undersigned. Dated: ------------------------Wayne-Kent A.   Bradshaw Grantee's Name 5 


    




 










Broadway   Federal Bank Calculation of 2017 Restricted Stock Units to Wayne Bradshaw $ $ $ $ $ Base Salary Car Allowance Cell Allowance Club Dues 401K Match   Compensation for 2017 Restricted Stock Award Total Compensation 435,000   18,000 1,200 12,000 12,000 $ $ 478,200 239,100 1/3 of@ $478,200/2 $ @ 717,300   Fair Market Value (based on average of hi and low bid prices on date of   grant) 2.46 Restricted Stock Units (239,100/2.46) 97,195 


    




 










O·P US Markets   ,are closed S&P 500 2,701.32 -14.94 ( .55 .) Russell2000 1,531.84   +1.84(+0.12 o/o) Dow30 24,797.78 -166.97 ( .67 %) Nasdaq 7,218.23 -16.08   (-0.22 o/.J Crude Oil 61.20 .48 (-0.78%) ......,., ... \. ........._.   ....!\,.\ ' D Broadway Financial Corporation (BYFC) NasdaqCM - NasdaqCM Real   Time Price. Currency in USD '(:r Add to watchlist 2.46 -0.02 (-0.81 %) At   close: 2:07PM EST Sustainability CID Summary Chart Conversations Statistics   Profile Financials Options Holders Hisloncal Data Analysts :r··7' ,!:f - - -   !':''.. Time Period: Feb 21, 2017-Feb 21,2018 Show: Historical Prices v   Frequency: Daily v Apply d. Download Data Currency in USO Dale Open CkJse•   High low AdjCiose.. Volume Feb21, 2018 2.46 2.47 2.45 2.46 2.46 624 Feb   20,2018 2.47 2.49 2.34 2.48 2.48 1.400 Feb 16.2018 2.49 2.54 2.43 2.43 2.43   900 Feb 15,2018 2.48 2.49 2.42 2.49 2.49 600 Feb 14,2018 2.47 2.47 2.47 2.47   2.47 400 Feb 13, 2018 2.49 2.49 2.48 2.48 2.48 800 Feb 12,2018 2.49 2.49 2.33   2.45 2.45 9,200 Feb 09, 2018 2.48 2.36 2.48 2.36 2.36 2,200 Feb 08, 2018 2.40   2.53 2.40 2.47 2.47 2,000 Feb 07,2018 2.49 2.49 2.49 2.49 2.49 200 Feb 06,   2018 2.42 2.50 2.50 2.50 2.33 5,800 Feb 05, 2018 2.51 2.51 2.50 2.50 2.50 600   Feb 02, 2018 2.48 2.50 2.48 2.50 2.50 1,400 Feb 01.2018 2.47 2.49 2.37 2.49   2.49 4,200 Jan 31,2018 2.48 2.37 2.37 2.48 2.48 7,600 Jan 30,2018 2.44 2.44   2.44 2.44 2.44 200 Jan 29, 2018 2.44 2.44 2.44 2.44 2.44 200 ·close price   adjusted tor spUts. ..Adjusted close price adjusted for both dividends and   splits. https://finance.yahoo.com/quote/BYFC/history?p=BYFC 2/21/2018 -   ---'·'"'----"'