BayCom Corp 10-Q

Item 1. Financial Statements ​ Condensed Consolidated Balance Sheets (unaudited) 3 Condensed Consolidated Statements of Income (unaudited) 4 Condensed Consolidated Statements of Comprehensive Income (unaudited) 5 Condensed Consolidated Statements of Changes in Shareholders’ Equity (unaudited) 6 Condensed Consolidated Statements of Cash Flows (unaudited) 7 Notes to Condensed Consolidated Financial Statements (unaudited) 9 ​ ​ ​ 2 Table of Contents ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except for share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ 2025 2024 ASSETS ​ ​ Cash due from banks ​ $ 21,764 ​ $ 23,138 Federal funds sold and interest-bearing balances in banks ​ 269,860 ​ 340,894 Cash and cash equivalents ​ ​ 291,624 ​ 364,032 Time deposits in banks ​ ​ — ​ 249 Investment securities available-for-sale ("AFS"), at fair value, net of allowance for credit losses of $ 0 at both June 30, 2025 and December 31, 2024 ​ ​ 184,682 ​ 193,328 Equity securities, at fair value ​ ​ 12,872 ​ ​ 13,120 Federal Home Loan Bank ("FHLB") stock, at par ​ ​ 11,524 ​ 11,313 Federal Reserve Bank ("FRB") stock, at par ​ ​ 9,653 ​ 9,645 Loans held for sale ​ ​ — ​ 2,216 Loans, net of allowance for credit losses of $ 18,700 at June 30, 2025 and $ 17,900 at December 31, 2024 ​ ​ 1,981,549 ​ 1,934,996 Premises and equipment, net ​ ​ 13,686 ​ 13,386 Core deposit intangible, net ​ ​ 2,187 ​ 2,693 Cash surrender value of bank owned life insurance ("BOLI") policies, net ​ ​ 23,968 ​ 23,591 Right-of-use assets ("ROU"), net ​ ​ 13,084 ​ ​ 13,383 Goodwill ​ ​ 38,838 ​ 38,838 Interest receivable and other assets ​ ​ 38,712 ​ 43,718 Total assets ​ $ 2,622,379 ​ $ 2,664,508 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND SHAREHOLDERS’ EQUITY ​ ​ ​ ​ ​ Noninterest and interest bearing deposits ​ $ 2,186,634 ​ $ 2,234,009 Junior subordinated deferrable interest debentures, net ​ 8,686 ​ 8,645 Subordinated debt, net ​ ​ 63,821 ​ ​ 63,736 Salary continuation plan ​ 4,860 ​ 4,737 Lease liabilities ​ 14,120 ​ 14,383 Interest payable and other liabilities ​ 13,696 ​ 14,632 Total liabilities ​ 2,291,817 ​ 2,340,142 Commitments and contingencies (Note 17) ​ ​ ​ ​ ​ ​ ​ ​ ​ Shareholders' equity ​ ​ Preferred stock, no par value; 10,000,000 shares authorized; no shares issued and outstanding at both June 30, 2025 and December 31, 2024 ​ — ​ — Common stock, no par value; 100,000,000 shares authorized; 10,941,232 and 11,121,475 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively ​ 167,369 ​ 172,254 Additional paid in capital ​ 287 ​ 287 Accumulated other comprehensive loss, net of tax ​ ( 10,122 ) ​ ( 13,006 ) Retained earnings ​ 173,028 ​ 164,831 Total shareholders’ equity ​ 330,562 ​ 324,366 Total liabilities and shareholders’ equity ​ $ 2,622,379 ​ $ 2,664,508 ​ ​ ​ See Notes to Condensed Consolidated Financial Statements. ​ ​ 3 Table of Contents ​ ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except for share and per share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ ​ June 30, ​ June 30, ​ ​ 2025 2024 2025 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest income: ​ ​ ​ ​ Loans, including fees ​ $ 27,962 ​ $ 25,014 ​ $ 55,111 ​ $ 50,271 ​ Investment securities ​ 2,406 ​ 2,181 ​ 4,860 ​ 4,137 ​ Fed funds sold and interest-bearing balances in banks ​ ​ 2,693 ​ ​ 4,819 ​ ​ 5,342 ​ ​ 8,934 ​ FHLB dividends ​ 248 ​ 247 ​ 497 ​ 519 ​ FRB dividends ​ 144 ​ 145 ​ 289 ​ 289 ​ Total interest and dividend income ​ 33,453 ​ 32,406 ​ 66,099 ​ 64,150 ​ Interest expense: ​ ​ ​ ​ ​ Deposits ​ 9,209 ​ 9,002 ​ 17,892 ​ 17,229 ​ Subordinated debt ​ ​ 892 ​ ​ 891 ​ ​ 1,783 ​ ​ 1,784 ​ Junior subordinated deferrable interest debentures ​ 192 ​ 218 ​ 384 ​ 435 ​ Total interest expense ​ 10,293 ​ 10,111 ​ 20,059 ​ 19,448 ​ Net interest income ​ 23,160 ​ 22,295 ​ 46,040 ​ 44,702 ​ Provision for credit losses ​ 203 ​ 171 ​ 845 ​ 423 ​ Net interest income after provision for credit losses ​ 22,957 ​ 22,124 ​ 45,195 ​ 44,279 ​ Noninterest income: ​ ​ ​ ​ ​ Gain on sale of loans ​ 54 ​ 287 ​ 252 ​ 287 ​ Gain (loss) on equity securities ​ ​ 7 ​ ​ ( 321 ) ​ ​ ( 248 ) ​ ​ 252 ​ Service charges and other fees ​ 913 ​ 734 ​ 1,858 ​ 1,573 ​ Loan servicing and other loan fees ​ 516 ​ 441 ​ 905 ​ 833 ​ (Loss) gain on investment in Small Business Investment Company (“SBIC”) fund ​ ( 227 ) ​ 71 ​ ( 336 ) ​ 41 ​ Other income and fees ​ 250 ​ 271 ​ 522 ​ 559 ​ Total noninterest income ​ 1,513 ​ 1,483 ​ 2,953 ​ 3,545 ​ Noninterest expense: ​ ​ ​ ​ ​ Salaries and employee benefits ​ 9,728 ​ 9,642 ​ 19,663 ​ 19,678 ​ Occupancy and equipment ​ 2,183 ​ 2,133 ​ 4,319 ​ 4,287 ​ Data processing ​ 1,913 ​ 1,650 ​ 3,766 ​ 3,403 ​ Other expense ​ 1,930 ​ 2,587 ​ 3,995 ​ 4,715 ​ Total noninterest expense ​ 15,754 ​ 16,012 ​ 31,743 ​ 32,083 ​ Income before provision for income taxes ​ 8,716 ​ 7,595 ​ 16,405 ​ 15,741 ​ Provision for income taxes ​ 2,352 ​ 1,995 ​ 4,339 ​ 4,264 ​ Net income ​ $ 6,364 ​ $ 5,600 ​ $ 12,066 ​ $ 11,477 ​ Earnings per common share: ​ ​ ​ ​ ​ Basic earnings per common share ​ $ 0.58 ​ $ 0.50 ​ $ 1.09 ​ $ 1.01 ​ Weighted average common shares outstanding ​ 11,002,967 ​ 11,254,233 ​ 11,069,145 ​ 11,389,992 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per common share ​ $ 0.58 ​ $ 0.50 ​ $ 1.09 ​ $ 1.01 ​ Weighted average common shares outstanding ​ 11,002,967 ​ 11,254,233 ​ 11,069,145 ​ 11,389,992 ​ ​ ​ See Notes to Condensed Consolidated Financial Statements. ​ ​ 4 Table of Contents ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ ​ June 30, ​ June 30, ​ ​ 2025 2024 2025 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 6,364 ​ $ 5,600 ​ $ 12,066 ​ $ 11,477 ​ Other comprehensive income: ​ ​ ​ ​ ​ ​ Change in unrealized gain on AFS securities ​ 1,105 ​ 710 ​ 4,033 ​ 1,406 ​ Deferred tax expense ​ ( 316 ) ​ ( 204 ) ​ ( 1,149 ) ​ ( 416 ) ​ Other comprehensive income, net of tax ​ 789 ​ 506 ​ 2,884 ​ 990 ​ Total comprehensive income ​ $ 7,153 ​ $ 6,106 ​ $ 14,950 ​ $ 12,467 ​ ​ See Notes to Condensed Consolidated Financial Statements. ​ ​ ​ 5 Table of Contents ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (In thousands, except for share and per share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ Common ​ Additional ​ Other ​ ​ ​ ​ Total ​ Number of ​ Stock ​ Paid in ​ Comprehensive ​ Retained ​ Shareholders’ ​ Shares ​ Amount ​ Capital ​ Income/(Loss) ​ Earnings ​ Equity Three months ended June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, April 1, 2025 11,089,682 ​ $ 171,099 ​ $ 287 ​ $ ( 10,911 ) ​ $ 168,862 ​ $ 329,337 Net income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 6,364 ​ ​ 6,364 Other comprehensive income, net ​ ​ ​ ​ ​ ​ ​ ​ ​ 789 ​ ​ ​ ​ ​ 789 Cash dividends of $ 0.20 per share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 2,197 ) ​ ​ ( 2,197 ) Stock based compensation ​ ​ ​ 151 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 151 Repurchase of shares ( 148,450 ) ​ ​ ( 3,881 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 3,881 ) Balance, June 30, 2025 10,941,232 ​ $ 167,369 ​ $ 287 ​ $ ( 10,122 ) ​ $ 173,028 ​ $ 330,562 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, April 1, 2024 11,377,117 ​ $ 177,075 ​ $ 287 ​ $ ( 14,108 ) ​ $ 150,981 ​ $ 314,235 Net income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5,600 ​ ​ 5,600 Other comprehensive income, net ​ ​ ​ ​ ​ ​ ​ ​ ​ 506 ​ ​ ​ ​ ​ 506 Cash dividends of $ 0.10 per share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 1,109 ) ​ ​ ( 1,109 ) Stock based compensation ​ ​ ​ 164 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 164 Repurchase of shares ( 204,794 ) ​ ​ ( 4,131 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 4,131 ) Balance, June 30, 2024 11,172,323 ​ $ 173,108 ​ $ 287 ​ $ ( 13,602 ) ​ $ 155,472 ​ $ 315,265 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ Common ​ Additional ​ Other ​ ​ ​ ​ Total ​ Number of ​ Stock ​ Paid in ​ Comprehensive ​ Retained ​ Shareholders’ ​ Shares ​ Amount ​ Capital ​ Income/(Loss) ​ Earnings ​ Equity Six months ended June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2025 11,121,475 ​ $ 172,254 ​ $ 287 ​ $ ( 13,006 ) ​ $ 164,831 ​ $ 324,366 Net income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12,066 ​ ​ 12,066 Other comprehensive income, net ​ ​ ​ ​ ​ ​ ​ ​ ​ 2,884 ​ ​ ​ ​ ​ 2,884 Restricted stock granted 22,221 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Forfeiture of restricted stock granted ( 3,221 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Cash dividends of $ 0.30 per share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 3,869 ) ​ ​ ( 3,869 ) Stock based compensation ​ ​ ​ 302 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 302 Repurchase of shares ( 199,243 ) ​ ​ ( 5,187 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 5,187 ) Balance, June 30, 2025 10,941,232 ​ $ 167,369 ​ $ 287 ​ $ ( 10,122 ) ​ $ 173,028 ​ $ 330,562 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2024 11,551,271 ​ $ 180,913 ​ $ 287 ​ $ ( 14,592 ) ​ $ 146,261 ​ $ 312,869 Net income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 11,477 ​ ​ 11,477 Other comprehensive loss, net ​ ​ ​ ​ ​ ​ ​ ​ ​ 990 ​ ​ ​ ​ ​ 990 Restricted stock granted 24,471 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Forfeiture of restricted stock granted ( 505 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Cash dividends of $ 0.20 per share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 2,266 ) ​ ​ ( 2,266 ) Stock based compensation ​ ​ ​ 324 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 324 Repurchase of shares ( 402,914 ) ​ ​ ( 8,129 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 8,129 ) Balance, June 30, 2024 11,172,323 ​ $ 173,108 ​ $ 287 ​ $ ( 13,602 ) ​ $ 155,472 ​ $ 315,265 ​ See Notes to Condensed Consolidated Financial Statements. ​ ​ 6 Table of Contents ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended ​ ​ ​ June 30, ​ ​ 2025 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from operating activities: ​ ​ ​ Net income ​ $ 12,066 ​ $ 11,477 ​ ​ Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ ​ ​ Provision for credit losses ​ 845 ​ 423 ​ ​ Deferred tax expense ​ 801 ​ 2,021 ​ ​ Amortization (accretion) on acquired loans ​ 7 ​ ( 186 ) ​ ​ Gain on sale of loans ​ ( 252 ) ​ ( 287 ) ​ ​ Proceeds from sale of loans originated for sale ​ 4,496 ​ 4,749 ​ ​ Loans originated for sale ​ ( 3,372 ) ​ ( 3,562 ) ​ ​ Accretion on junior subordinated debentures ​ 41 ​ 40 ​ ​ Gain on repayment of subordinated debt, net ​ ​ — ​ ​ ( 34 ) ​ ​ Increase in cash surrender value of life insurance policies ​ ( 377 ) ​ ( 358 ) ​ ​ Amortization/accretion of premiums/discounts on investment securities, net ​ 57 ​ 64 ​ ​ Loss (gain) on equity securities ​ ​ 248 ​ ​ ( 252 ) ​ ​ Depreciation and amortization ​ 966 ​ 1,009 ​ ​ Core deposit intangible amortization ​ 506 ​ 611 ​ ​ Stock based compensation expense ​ 302 ​ 324 ​ ​ (Decrease) increase in deferred loan origination fees, net ​ ( 476 ) ​ 66 ​ ​ Net change in interest receivable and other assets ​ 2,945 ​ ( 1,120 ) ​ ​ Increase in salary continuation plan, net ​ 123 ​ 181 ​ ​ Net change in interest payable and other liabilities ​ ( 3,278 ) ​ ( 2,415 ) ​ ​ Net cash provided by operating activities ​ 15,648 ​ 12,751 ​ ​ Cash flows from investing activities: ​ ​ ​ ​ Proceeds from maturities of interest bearing deposits in banks ​ 249 ​ 498 ​ ​ Purchase of investment securities AFS ​ ( 3,580 ) ​ ( 26,570 ) ​ ​ Proceeds from maturities, repayments and calls of investment securities AFS ​ 16,201 ​ 7,430 ​ ​ Purchase of FHLB stock ​ ( 211 ) ​ — ​ ​ Purchase of FRB stock ​ ( 8 ) ​ ( 9 ) ​ ​ Purchase of loans ​ ​ ( 20,644 ) ​ ​ ( 27,614 ) ​ ​ (Increase) decrease in loans, net ​ ( 24,940 ) ​ 87,068 ​ ​ Purchase of equipment and leasehold improvements, net ​ ( 892 ) ​ ( 1,388 ) ​ ​ Net cash (used in) provided by investing activities ​ ( 33,825 ) ​ 39,415 ​ ​ ​ ​ 7 Table of Contents ​ BAYCOM CORP AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS – (continued) (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended ​ ​ June 30, ​ 2025 2024 ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities: ​ ​ Decrease in noninterest and interest bearing deposits in banks, net ​ ( 47,807 ) ​ ( 8,601 ) Increase in time deposits, net ​ 432 ​ 50,861 Repayment of subordinated debt, net ​ ​ — ​ ​ ( 315 ) ​ Repurchase of common stock ​ ( 5,187 ) ​ ( 8,129 ) Dividends paid on common stock ​ ​ ( 1,669 ) ​ ​ ( 2,313 ) ​ Net cash (used in) provided by financing activities ​ ( 54,231 ) ​ 31,503 (Decrease) increase in cash and cash equivalents ​ ( 72,408 ) ​ 83,669 Cash and cash equivalents at beginning of period ​ 364,032 ​ 307,539 Cash and cash equivalents at end of period ​ $ 291,624 ​ $ 391,208 ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of cash flow information: ​ ​ ​ Cash paid during the year for: ​ ​ ​ Interest expense ​ $ 20,024 ​ $ 20,024 ​ Income taxes paid, net ​ ​ 4,953 ​ 3,893 ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-cash investing and financing activities: ​ ​ ​ Change in unrealized gain on AFS securities, net of tax ​ $ 2,884 ​ $ 990 ​ Transfer of loans to held-for-sale ​ ​ 276 ​ ​ 1,684 ​ Recognition of ROU assets in exchange for lease obligations ​ ​ 1,469 ​ ​ 575 ​ Cash dividends declared on common stock not yet paid ​ ​ ( 2,197 ) ​ ​ ( 1,109 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ See Notes to Condensed Consolidated Financial Statements. ​ ​ ​ ​ 8 Table of Contents ​ NOTE 1 – BASIS OF PRESENTATION BayCom Corp (the “Company”) is a bank holding company headquartered in Walnut Creek, California. United Business Bank (the “Bank”), the Company’s wholly owned banking subsidiary, is a California state-chartered bank which provides a broad range of financial services primarily to local small and mid-sized businesses, service professionals and individuals. In its 20 years of operation, the Bank has grown to 34 full-service banking branches at June 30, 2025, with 16 locations in California, one in Nevada, one in Washington, five in New Mexico and 11 in Colorado. The condensed consolidated financial statements include the accounts of the Company and the Bank. All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements include all adjustments of a normal and recurring nature, which are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations for the periods presented. Dollar amounts presented in the consolidated financial statements and footnote tables are rounded and presented to the nearest thousands of dollars except per share amounts. If the amounts are above $1.0 million, they are rounded one decimal point, and if they are above $1.0 billion, they are rounded two decimal points. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all information and footnotes normally included in annual financial statements prepared in conformity with accounting principles generally accepted in the United States of America. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Results of operations for interim periods are not necessarily indicative of results for the full year. Certain prior year information has been reclassified to conform to the current year presentation. None of the reclassifications impacted consolidated net income, earnings per share or shareholders’ equity. NOTE 2 - ACCOUNTING GUIDANCE NOT YET EFFECTIVE AND ADOPTED ACCOUNTING GUIDANCE Accounting Guidance Recently Adopted Segment Reporting – Improvements to Reportable Segment Disclosures (Topic 280) – In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments are intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, enhanced interim disclosure requirements, clarifying circumstances in which an entity can disclose multiple segment measures of profit or loss, providing new segment disclosure requirements for entities with a single reportable segment, and requiring other disclosures. The amendments are effective for annual reporting periods beginning after December 15, 2023 (i.e., starting with the Company’s 2024 Form 10-K) and interim periods within fiscal years beginning after December 31, 2024, and must be applied retrospectively to all prior periods presented in the financial statements. The disclosure requirements of this update did not have a material effect on the Company’s consolidated financial statements. See Note 18—Segment Information. ​ Recent Accounting Guidance Not Yet Effective Business Combinations (Topic 805) - In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture (JV) Formations: Recognition and Initial Measurement. The guidance requires a newly-formed JV to apply a new basis of accounting to all of its contributed net assets, which results in the JV initially measuring its contributed net assets under ASC 805-20, Business Combinations. The new guidance would be applied prospectively and is effective for all joint venture entities with a formation date on or after January 1, 2025, with early adoption permitted. The Company is evaluating the accounting and disclosure requirements of this update and does not expect them to have a material effect on the Company’s consolidated financial statements. ​ Income Taxes – Improvements to Income Tax Disclosures (Topic 740) – In December 2023, the FASB issued ASU 2023-09 to provide additional transparency into an entity’s income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The standard requires that public business entities disclose, on an annual basis, specific categories in the rate reconciliation and additional information for reconciling items meeting a certain quantitative threshold. The amendments also require that entities disclose on an annual basis: 1) income taxes 9 Table of Contents paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes and 2) the income taxes paid (net of refunds received) disaggregated by individual jurisdictions exceeding 5% of total income taxes paid (net of refunds received). The amendments are effective for public business entities for annual periods beginning after December 15, 2024. The Company is evaluating the accounting and disclosure requirements of this update and does not expect them to have a material effect on the Company’s consolidated financial statements. ​ ​ NOTE 3 – INVESTMENT SECURITIES The amortized cost, gross unrealized gains and losses, and estimated fair values of securities AFS at the dates indicated are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross Gross ​ ​ ​ ​ ​ Amortized ​ unrealized ​ unrealized ​ Estimated ​ ​ cost ​ gains ​ losses ​ fair value June 30, 2025 ​ ​ ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,808 ​ $ — ​ $ ( 29 ) ​ $ 1,779 Municipal securities ​ ​ 22,525 ​ ​ 103 ​ ​ ( 1,227 ) ​ ​ 21,401 Mortgage-backed securities ​ 51,128 ​ 200 ​ ( 3,058 ) ​ 48,270 Collateralized mortgage obligations ​ 44,952 ​ 165 ​ ( 1,667 ) ​ 43,450 SBA securities ​ 3,331 ​ 9 ​ ( 50 ) ​ 3,290 Corporate bonds ​ 75,090 ​ 24 ​ ( 8,622 ) ​ 66,492 Total ​ $ 198,834 ​ $ 501 ​ $ ( 14,653 ) ​ $ 184,682 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross Gross ​ ​ ​ ​ ​ Amortized ​ unrealized ​ unrealized ​ Estimated ​ ​ cost ​ gains ​ losses ​ fair value December 31, 2024 ​ ​ ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,949 ​ $ — ​ $ ( 12 ) ​ $ 1,937 Municipal securities ​ ​ 23,777 ​ ​ 82 ​ ​ ( 1,334 ) ​ ​ 22,525 Mortgage-backed securities ​ 51,281 ​ 95 ​ ( 3,893 ) ​ 47,483 Collateralized mortgage obligations ​ 49,220 ​ 147 ​ ( 2,208 ) ​ 47,159 SBA securities ​ 4,054 ​ 6 ​ ( 75 ) ​ 3,985 Corporate bonds ​ 81,232 ​ 29 ​ ( 11,022 ) ​ 70,239 Total ​ $ 211,513 ​ $ 359 ​ $ ( 18,544 ) ​ $ 193,328 ​ No allowances for credit losses have been recognized on investment debt securities AFS in an unrealized loss position at both June 30, 2025 and December 31, 2024. ​ Amortized cost and fair values exclude accrued interest receivable of $ 1.3 million at both June 30, 2025 and December 31, 2024, which is included in interest receivable and other assets in the condensed consolidated balance sheets. ​ During both the three and six months ended June 30, 2025 and 2024, the Company sold no securities AFS. ​ The amortized cost and estimated fair value of securities AFS at the dates indicated by contractual maturity are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2025 ​ December 31, 2024 ​ Amortized Estimated Amortized Estimated ​ ​ cost ​ fair value ​ cost ​ fair value ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Securities AFS ​ ​ ​ ​ Due in one year or less ​ $ 889 ​ $ 888 ​ $ 2,002 ​ $ 1,993 Due after one through five years ​ 20,924 ​ 18,465 ​ 37,763 ​ 33,467 10 Table of Contents Due after five years through ten years ​ 90,665 ​ 82,168 ​ 84,002 ​ 74,018 Due after ten years ​ 86,356 ​ 83,161 ​ 87,746 ​ 83,850 Total ​ $ 198,834 ​ $ 184,682 ​ $ 211,513 ​ $ 193,328 ​ At both June 30, 2025 and December 31, 2024, there were no securities pledged. ​ The estimated fair value and gross unrealized losses for securities AFS aggregated by the length of time that individual securities have been in a continuous unrealized loss position at the dates indicated are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less than 12 months ​ 12 months or more ​ Total ​ Estimated Unrealized Estimated Unrealized Estimated Unrealized ​ ​ fair value ​ loss ​ fair value ​ loss ​ fair value ​ loss June 30, 2025 ​ ​ ​ ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,779 ​ $ ( 29 ) ​ $ — ​ $ — ​ $ 1,779 ​ $ ( 29 ) Municipal securities ​ ​ 3,723 ​ ​ ( 197 ) ​ ​ 11,859 ​ ​ ( 1,030 ) ​ ​ 15,582 ​ ​ ( 1,227 ) Mortgage-backed securities ​ ​ 11,470 ​ ​ ( 160 ) ​ ​ 20,720 ​ ​ ( 2,898 ) ​ ​ 32,190 ​ ​ ( 3,058 ) Collateralized mortgage obligations ​ 14,392 ​ ​ ( 83 ) ​ ​ 20,289 ​ ​ ( 1,584 ) ​ 34,681 ​ ( 1,667 ) SBA securities ​ 1,122 ​ ​ ( 6 ) ​ ​ 889 ​ ​ ( 44 ) ​ 2,011 ​ ( 50 ) Corporate bonds ​ 2,966 ​ ​ ( 34 ) ​ ​ 61,911 ​ ​ ( 8,588 ) ​ 64,877 ​ ( 8,622 ) Total ​ $ 35,452 ​ $ ( 509 ) ​ $ 115,668 ​ $ ( 14,144 ) ​ $ 151,120 ​ $ ( 14,653 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less than 12 months ​ 12 months or more ​ Total ​ Estimated Unrealized Estimated Unrealized Estimated Unrealized ​ ​ fair value ​ loss ​ fair value ​ loss ​ fair value ​ loss December 31, 2024 ​ ​ ​ ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,938 ​ $ ( 12 ) ​ $ — ​ $ — ​ $ 1,938 ​ $ ( 12 ) Municipal securities ​ ​ 5,135 ​ ​ ( 67 ) ​ ​ 13,333 ​ ​ ( 1,267 ) ​ ​ 18,468 ​ ​ ( 1,334 ) Mortgage-backed securities ​ ​ 16,514 ​ ​ ( 321 ) ​ ​ 22,257 ​ ​ ( 3,572 ) ​ ​ 38,771 ​ ​ ( 3,893 ) Collateralized mortgage obligations ​ 17,234 ​ ​ ( 145 ) ​ ​ 19,012 ​ ​ ( 2,063 ) ​ 36,246 ​ ( 2,208 ) SBA securities ​ 2,023 ​ ​ ( 9 ) ​ ​ 1,250 ​ ​ ( 66 ) ​ 3,273 ​ ( 75 ) Corporate bonds ​ 2,760 ​ ​ ( 240 ) ​ ​ 64,118 ​ ​ ( 10,782 ) ​ 66,878 ​ ( 11,022 ) Total ​ $ 45,604 ​ $ ( 794 ) ​ $ 119,970 ​ $ ( 17,750 ) ​ $ 165,574 ​ $ ( 18,544 ) ​ At June 30, 2025, the Company held 328 securities AFS, of which 186 were in an unrealized loss position for more than twelve months and 35 were in an unrealized loss position for less than twelve months. At December 31, 2024, the Company held 352 investment securities, of which 212 were in an unrealized loss position for more than twelve months and 53 were in an unrealized loss position for less than twelve months. The Company anticipates full recovery of amortized cost with respect to these securities at maturity or sooner in the event of a more favorable market interest rate environment. Allowance for credit losses on investment debt securities available-for-sale ​ Investment debt securities that were in an unrealized loss position as of June 30, 2025 were evaluated to determine whether the decline in fair value below the amortized cost basis resulted from a credit loss or changes in required yields by investors in these types of securities, among other factors. This assessment first includes a determination of whether the Company intends to sell the security, or it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis less any current-period credit losses. In making this assessment, management considers the nature of the security and any related government guarantees, any changes to the rating of the security by a 11 Table of Contents rating agency, creditworthiness of the issuers/guarantors, the underlying collateral, the financial conditions and prospects of the issuer, and any adverse conditions specifically related to the security, among other factors. As of June 30, 2025, the Company expects to recover the amortized cost basis of its securities, has no present intent to sell any investment securities with unrealized losses and it is not more likely than not that we will be required to sell securities with unrealized losses before recovery of their amortized cost and the decline in fair value is largely attributed to changes in interest rates and other market conditions. The issuers of these securities continue to make timely principal and interest payments. No allowances for credit losses have been recognized on investment debt securities AFS in an unrealized loss position, as management does not believe any of the securities are impaired due to reasons of credit quality at June 30, 2025. Equity Securities ​ The Company recognized a net gain on equity securities of $ 7,000 and a net loss of $ 248,000 for the three and six months ended June 30, 2025, compared to a net loss of $ 321,000 and a net gain of $ 252,000 for the three and six months ended June 30, 2024, respectively. Equity securities were $ 12.9 million and $ 13.1 million as of June 30, 2025 and December 31, 2024, respectively. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NOTE 4 – LOANS The Company’s loan portfolio at the dates indicated is summarized below: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Commercial and industrial ​ $ 182,153 ​ $ 173,948 Construction and land ​ 2,589 ​ 1,515 Commercial real estate ​ 1,708,715 ​ 1,667,231 Residential ​ 105,555 ​ 109,662 Consumer ​ 611 ​ 391 Total loans ​ 1,999,623 ​ 1,952,747 Deferred loan costs, net ​ 626 ​ 149 Allowance for credit losses ​ ( 18,700 ) ​ ( 17,900 ) Net loans ​ $ 1,981,549 ​ $ 1,934,996 ​ Net loans exclude accrued interest receivable of $ 6.4 million and $ 6.7 million at June 30, 2025 and December 31, 2024, respectively, which is included in interest receivable and other assets in the condensed consolidated balance sheets. 12 Table of Contents The Company’s total individually evaluated loans, including collateral dependent loans, nonaccrual loans, modified loans to borrowers experiencing financial difficulty, and accreting purchase credit deteriorated (“PCD”) loans that have experienced post-acquisition declines in cash flows expected to be collected are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial Construction Commercial ​ ​ ​ ​ ​ and industrial ​ and land ​ real estate ​ Residential ​ Consumer ​ Total June 30, 2025 ​ ​ ​ ​ ​ ​ ​ Recorded investment in loans individually evaluated: ​ ​ ​ ​ ​ ​ With no specific allowance recorded ​ $ 629 ​ $ — ​ $ 14,347 ​ $ 929 ​ $ — ​ $ 15,905 With a specific allowance recorded ​ 260 ​ — ​ 2,036 ​ — ​ — ​ 2,296 Total recorded investment in loans individually evaluated ​ $ 889 ​ $ — ​ $ 16,383 ​ $ 929 ​ $ — ​ $ 18,201 Specific allowance on loans individually evaluated ​ $ 248 ​ $ — ​ $ 591 ​ $ — ​ $ — ​ $ 839 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ ​ Recorded investment in loans individually evaluated: ​ ​ ​ ​ ​ ​ With no specific allowance recorded ​ $ — ​ $ — ​ $ 13,671 ​ $ 984 ​ $ — ​ $ 14,655 With a specific allowance recorded ​ 954 ​ — ​ 1,754 ​ — ​ — ​ 2,708 Total recorded investment in loans individually evaluated ​ $ 954 ​ $ — ​ $ 15,425 ​ $ 984 ​ $ — ​ $ 17,363 Specific allowance on loans individually evaluated ​ $ 367 ​ $ — ​ $ 25 ​ $ — ​ $ — ​ $ 392 ​ The Company may modify the contractual terms of a loan to a borrower experiencing financial difficulty as a part of ongoing loss mitigation strategies. These modifications may result in an interest rate reduction, term extension, an other-than-insignificant payment delay, or a combination thereof. The Company typically does not offer principal forgiveness. An assessment of whether a borrower is experiencing financial difficulty is made on the date of modification. The effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses on loans because of the measurement methodologies used to estimate the allowance. During the three and six months ended June 30, 2025 and 2024, there were no modifications of loans to borrowers experiencing financial difficulty. 13 Table of Contents A summary of previously modified loans to borrowers experiencing financial difficulty by type of concession and type of loan, as of the dates indicated, is set forth below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Rate Term Rate & term ​ ​ ​ % of Total ​ ​ loans ​ modification ​ modification ​ modification ​ Total ​ loans outstanding June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial 1 ​ $ — ​ $ 85 ​ $ — ​ $ 85 ​ ​ 0.05 % Construction and land — ​ — ​ — ​ — ​ — ​ — % Commercial real estate 2 ​ — ​ 637 ​ — ​ 637 ​ 0.04 % Residential 1 ​ — ​ ​ 716 ​ — ​ 716 ​ 0.68 % Consumer — ​ — ​ — ​ — ​ — ​ — % Total 4 ​ $ — ​ $ 1,438 ​ $ — ​ $ 1,438 ​ ​ 0.07 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Rate Term Rate & term ​ ​ ​ % of Total ​ ​ loans ​ modification ​ modification ​ modification ​ Total ​ loans outstanding December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial 2 ​ $ — ​ $ 97 ​ $ — ​ $ 97 ​ ​ 0.06 % Construction and land — ​ — ​ — ​ — ​ — ​ — % Commercial real estate 3 ​ — ​ 1,846 ​ — ​ 1,846 ​ 0.11 % Residential 1 ​ — ​ ​ 747 ​ — ​ 747 ​ 0.68 % Consumer — ​ — ​ — ​ — ​ — ​ — % Total 6 ​ $ — ​ $ 2,690 ​ $ — ​ $ 2,690 ​ ​ 0.14 % ​ For the three and six months ended June 30, 2025, the Company recorded no charge-offs for modified loans to borrowers experiencing financial difficulty . During the three and six months ended June 30, 2024, the Company recorded charge-offs of $ 0 and $ 1.3 million, respectively, related to modified loans to borrowers experiencing financial difficulty. ​ As of June 30, 2025 and December 31, 2024, individually evaluated modified loans to borrowers experiencing financial difficulty had no related allowance and an allowance of $ 24,000 , respectively. At both dates , none of the modified loans to borrowers experiencing financial difficulty were performing in accordance with their modified terms. All accruing modified loans to borrowers experiencing financial difficulty, if any, are included in the loans individually evaluated in the calculation of the allowance for credit losses. ​ Risk Rating System The Company evaluates and assigns a risk grade to each loan based on certain criteria to assess the credit quality of the loan. The assignment of a risk rating is done for each individual loan. Loans are graded from inception and on a continuing basis until the debt is repaid. Any adverse or beneficial trends will trigger a review of the loan risk rating. Each loan is assigned a risk grade based on its characteristics. Loans with low to average credit risk are assigned a lower risk grade than those with higher credit risk as determined by the individual loan characteristics. The Company’s Pass loans include loans with acceptable business or individual credit risk where the borrower’s operations, cash flow or financial condition provides evidence of low to average levels of risk. Loans that are assigned higher risk grades are loans that exhibit the following characteristics: Special Mention loans have potential weaknesses that deserve close attention. If left uncorrected, these potential weaknesses may result in a deterioration of the repayment prospects for the loan or in the Company’s credit position at some future date. Special Mention loans are not adversely classified and do not expose the Company to sufficient risk to warrant adverse classification. Special Mention is a temporary rating, pending the occurrence of an event that would cause the risk rating either to improve or to be downgraded. 14 Table of Contents Loans in this category would be characterized by any of the following situations: ● Credit that is currently protected but is potentially a weak asset; ● Credit that is difficult to manage because of an inadequate loan agreement, the condition of and/or control over collateral, failure to obtain proper documentation, or any other deviation from product lending practices; and ● Adverse financial trends. Substandard loans are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged. Loans classified substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. The potential loss does not have to be recognizable in an individual credit for that credit to be risk rated Substandard. A loan can be fully and adequately secured and still be considered Substandard. Some characteristics of Substandard loans are: ● Inability to service debt from ordinary and recurring cash flow; ● Chronic delinquency; ● Reliance upon alternative sources of repayment; ● Term loans that are granted on liberal terms because the borrower cannot service normal payments for that type of debt; ● Repayment dependent upon the liquidation of collateral; ● Inability to perform as agreed, but adequately protected by collateral; ● Necessity to renegotiate payments to a non-standard level to ensure performance; and ● The borrower is bankrupt, or for any other reason, future repayment is dependent on court action. Doubtful loans have all the weaknesses inherent in loans classified as Substandard with the added characteristic that the weaknesses make collection or liquidation in full, based on currently existing facts, conditions, and value, highly questionable and improbable. Doubtful loans have a high probability of loss, yet certain important and reasonably specific pending factors may work toward the strengthening of the credit. Losses are recognized as charges to the allowance when the loan or portion of the loan is considered uncollectible or at the time of foreclosure. Recoveries on loans previously charged off are credited to the allowance for credit losses. Revolving loans that are converted to term loans are treated as new originations in the tables below and are presented by year of initial origination. During the six months ended June 30, 2025, and the year ended December 31, 2024, none and $ 867,000 , respectively, of the Company’s revolving loans were converted to term loans. 15 Table of Contents The following tables present the internally assigned risk grade by class of loans at the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ ​ ​ ​ ​ Term loans - amortized cost by origination year ​ loans ​ ​ ​ ​ 2025 ​ 2024 ​ 2023 ​ 2022 ​ 2021 ​ Prior ​ amortized cost ​ Total June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 28,608 ​ $ 55,920 ​ $ 16,779 ​ $ 18,740 ​ $ 8,950 ​ $ 31,256 ​ $ 18,812 ​ $ 179,065 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,204 ​ ​ 100 ​ ​ 1,304 Substandard ​ ​ — ​ ​ — ​ ​ 154 ​ ​ — ​ ​ 55 ​ ​ 1,231 ​ ​ 344 ​ ​ 1,784 Total commercial and industrial ​ $ 28,608 ​ $ 55,920 ​ $ 16,933 ​ $ 18,740 ​ $ 9,005 ​ $ 33,691 ​ $ 19,256 ​ $ 182,153 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 193 ​ $ — ​ $ 193 Construction and land: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ — ​ $ 2,169 ​ $ — ​ $ — ​ $ 122 ​ $ 298 ​ $ ​ ​ $ 2,589 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total construction and land ​ $ — ​ $ 2,169 ​ $ — ​ $ — ​ $ 122 ​ $ 298 ​ $ — ​ $ 2,589 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Commercial real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 173,179 ​ $ 186,508 ​ $ 72,589 ​ $ 355,749 ​ $ 367,059 ​ $ 424,109 ​ $ 1,770 ​ $ 1,580,963 Special mention ​ ​ — ​ ​ — ​ ​ 6,737 ​ ​ 6,387 ​ ​ 16,923 ​ ​ 53,689 ​ ​ — ​ ​ 83,736 Substandard ​ ​ — ​ ​ — ​ ​ 626 ​ ​ — ​ ​ 9,835 ​ ​ 33,555 ​ ​ — ​ ​ 44,016 Total commercial real estate ​ $ 173,179 ​ $ 186,508 ​ $ 79,952 ​ $ 362,136 ​ $ 393,817 ​ $ 511,353 ​ $ 1,770 ​ $ 1,708,715 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Residential: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 4,773 ​ $ 28,013 ​ $ — ​ $ — ​ $ 33,122 ​ $ 33,508 ​ $ 4,648 ​ $ 104,064 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 399 ​ ​ 14 ​ ​ 413 Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 46 ​ ​ 968 ​ ​ 64 ​ ​ 1,078 Total residential ​ $ 4,773 ​ $ 28,013 ​ $ — ​ $ — ​ $ 33,168 ​ $ 34,875 ​ $ 4,726 ​ $ 105,555 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 1 ​ $ — ​ $ 1 Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 163 ​ $ 137 ​ $ 37 ​ $ 26 ​ $ 10 ​ $ 103 ​ $ 133 ​ $ 609 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 2 ​ ​ — ​ ​ 2 Total consumer ​ $ 163 ​ $ 137 ​ $ 37 ​ $ 26 ​ $ 10 ​ $ 105 ​ $ 133 ​ $ 611 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 5 ​ $ — ​ $ 5 Total loans outstanding ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk ratings ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 206,723 ​ $ 272,747 ​ $ 89,405 ​ $ 374,515 ​ $ 409,263 ​ $ 489,274 ​ $ 25,363 ​ $ 1,867,290 Special mention ​ ​ — ​ ​ — ​ ​ 6,737 ​ ​ 6,387 ​ ​ 16,923 ​ ​ 55,292 ​ ​ 114 ​ ​ 85,453 Substandard ​ ​ — ​ ​ — ​ ​ 780 ​ ​ — ​ ​ 9,936 ​ ​ 35,756 ​ ​ 408 ​ ​ 46,880 Doubtful ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total loans outstanding ​ $ 206,723 ​ $ 272,747 ​ $ 96,922 ​ $ 380,902 ​ $ 436,122 ​ $ 580,322 ​ $ 25,885 ​ $ 1,999,623 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 199 ​ $ — ​ $ 199 ​ ​ 16 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ ​ ​ ​ ​ Term loans - amortized cost by origination year ​ loans ​ ​ ​ ​ 2024 ​ 2023 ​ 2022 ​ 2021 ​ 2020 ​ Prior ​ amortized cost ​ Total December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 54,720 ​ $ 20,314 ​ $ 20,759 ​ $ 11,823 ​ $ 13,433 ​ $ 28,708 ​ $ 19,699 ​ $ 169,456 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ 56 ​ ​ — ​ ​ 1,969 ​ ​ 200 ​ ​ 2,225 Substandard ​ ​ 150 ​ ​ 154 ​ ​ — ​ ​ — ​ ​ 1,184 ​ ​ 471 ​ ​ 308 ​ ​ 2,267 Total commercial and industrial ​ $ 54,870 ​ $ 20,468 ​ $ 20,759 ​ $ 11,879 ​ $ 14,617 ​ $ 31,148 ​ $ 20,207 ​ $ 173,948 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ 1,021 ​ $ 45 ​ $ 324 ​ $ — ​ $ 1,390 Construction and land: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 10 ​ $ — ​ $ — ​ $ 128 ​ $ 1,090 ​ $ 287 ​ $ — ​ $ 1,515 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total construction and land ​ $ 10 ​ $ — ​ $ — ​ $ 128 ​ $ 1,090 ​ $ 287 ​ $ — ​ $ 1,515 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Commercial real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 196,303 ​ $ 88,599 ​ $ 371,319 ​ $ 432,629 ​ $ 97,046 ​ $ 370,828 ​ $ 1,510 ​ $ 1,558,234 Special mention ​ ​ — ​ ​ 632 ​ ​ 6,243 ​ ​ 10,462 ​ ​ 18,250 ​ ​ 44,089 ​ ​ — ​ ​ 79,676 Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ 9,063 ​ ​ 996 ​ ​ 19,262 ​ ​ — ​ ​ 29,321 Total commercial real estate ​ $ 196,303 ​ $ 89,231 ​ $ 377,562 ​ $ 452,154 ​ $ 116,292 ​ $ 434,179 ​ $ 1,510 ​ $ 1,667,231 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ 2,413 ​ $ — ​ $ 1,359 ​ $ — ​ $ 3,772 Residential: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 31,828 ​ $ — ​ $ — ​ $ 36,624 ​ $ 1,452 ​ $ 32,245 ​ $ 5,041 ​ $ 107,190 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ 859 ​ ​ — ​ ​ 410 ​ ​ 80 ​ ​ 1,349 Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ 30 ​ ​ — ​ ​ 1,093 ​ ​ — ​ ​ 1,123 Total residential ​ $ 31,828 ​ $ — ​ $ — ​ $ 37,513 ​ $ 1,452 ​ $ 33,748 ​ $ 5,121 ​ $ 109,662 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 153 ​ $ 54 ​ $ 35 ​ $ 10 ​ $ 2 ​ $ 128 ​ $ 3 ​ $ 385 Special mention ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 2 ​ ​ — ​ ​ 2 Substandard ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 4 ​ ​ — ​ ​ 4 Total consumer ​ $ 153 ​ $ 54 ​ $ 35 ​ $ 10 ​ $ 2 ​ $ 134 ​ $ 3 ​ $ 391 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 2 ​ $ 1 ​ $ 3 Total loans outstanding ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk ratings ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 283,014 ​ $ 108,967 ​ $ 392,113 ​ $ 481,214 ​ $ 113,023 ​ $ 432,196 ​ $ 26,253 ​ $ 1,836,780 Special mention ​ ​ — ​ ​ 632 ​ ​ 6,243 ​ ​ 11,377 ​ ​ 18,250 ​ ​ 46,470 ​ ​ 280 ​ ​ 83,252 Substandard ​ ​ 150 ​ ​ 154 ​ ​ — ​ ​ 9,093 ​ ​ 2,180 ​ ​ 20,830 ​ ​ 308 ​ ​ 32,715 Doubtful ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total loans outstanding ​ $ 283,164 ​ $ 109,753 ​ $ 398,356 ​ $ 501,684 ​ $ 133,453 ​ $ 499,496 ​ $ 26,841 ​ $ 1,952,747 YTD gross charge-offs ​ $ — ​ $ — ​ $ — ​ $ 3,434 ​ $ 45 ​ $ 1,685 ​ $ 1 ​ $ 5,165 ​ 17 Table of Contents The following tables provide an aging of the Company’s loans receivable as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded ​ ​ ​ ​ ​ 90 Days ​ ​ ​ ​ ​ ​ ​ ​ investments ​ ​ 30–59 Days ​ 60–89 Days ​ or more ​ Total ​ ​ ​ ​ ​ ​ ​ Total loans ​ 90 days or more past due ​ ​ past due ​ past due ​ past due ​ past due ​ Current ​ PCD loans ​ receivable ​ and still accruing June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial ​ $ 285 ​ $ 97 ​ $ 3,626 ​ $ 4,008 ​ $ 178,145 ​ $ — ​ $ 182,153 ​ $ 2,911 Construction and land ​ — ​ — ​ — ​ — ​ 2,589 ​ — ​ 2,589 ​ — Commercial real estate ​ 5,463 ​ 1,706 ​ 6,049 ​ 13,218 ​ 1,678,281 ​ 17,216 ​ 1,708,715 ​ — Residential ​ 8 ​ — ​ ​ 716 ​ 724 ​ 104,670 ​ 161 ​ 105,555 ​ — Consumer ​ — ​ — ​ — ​ — ​ 611 ​ — ​ 611 ​ — Total ​ $ 5,756 ​ $ 1,803 ​ $ 10,391 ​ $ 17,950 ​ $ 1,964,296 ​ $ 17,377 ​ $ 1,999,623 ​ $ 2,911 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded ​ ​ ​ ​ ​ 90 Days ​ ​ ​ ​ ​ ​ ​ ​ investments ​ ​ 30–59 Days ​ 60–89 Days ​ or more ​ Total ​ ​ ​ ​ ​ ​ ​ Total loans ​ 90 days or more past due ​ ​ past due ​ past due ​ past due ​ past due ​ Current ​ PCD loans ​ receivable ​ and still accruing December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial ​ $ 758 ​ $ 87 ​ $ 399 ​ $ 1,244 ​ $ 172,704 ​ $ — ​ $ 173,948 ​ $ 220 Construction and land ​ — ​ — ​ — ​ — ​ 1,509 ​ 6 ​ 1,515 ​ — Commercial real estate ​ 4,794 ​ 1,527 ​ 3,220 ​ 9,541 ​ 1,635,499 ​ 22,191 ​ 1,667,231 ​ — Residential ​ 123 ​ 1 ​ ​ 747 ​ 871 ​ 108,538 ​ 253 ​ 109,662 ​ — Consumer ​ 6 ​ — ​ — ​ 6 ​ 385 ​ — ​ 391 ​ — Total ​ $ 5,681 ​ $ 1,615 ​ $ 4,366 ​ $ 11,662 ​ $ 1,918,635 ​ $ 22,450 ​ $ 1,952,747 ​ $ 220 ​ Nonaccrual loans totaled $ 13.5 million and $ 9.2 million at June 30, 2025 and December 31, 2024, respectively. Nonaccrual loans guaranteed by a government agency, which reduces the Company’s credit exposure, were $ 610,000 at June 30, 2025 compared to $ 2.0 million at December 31, 2024. At June 30, 2025, nonaccrual loans included $ 599,000 of loans 30-89 days past due and $ 5.3 million of loans less than 30 days past due. At December 31, 2024, nonaccrual loans included $ 643,000 of loans 30-89 days past due and no loans less than 30 days past due. The increase in nonaccrual loans reflects borrower-specific credit deterioration, primarily within the commercial and industrial and commercial real estate portfolios. ​ At June 30, 2025, the $ 599,000 of nonaccrual loans 30-89 days past due was comprised of two loans and the $ 5.3 million of loans less than 30 days past due was comprised of 16 loans. All these loans were placed on nonaccrual due to concerns over the financial condition of the borrowers. ​ At June 30, 2025 and December 31, 2024, there were three loans and one loan 90 days or more past due and still accruing, with a balance of $ 2.9 million and $ 220,000 at those dates, respectively. Of the $ 2.9 million of loans 90 days or more past due and still accruing at June 30, 2025, $ 2.8 million are fully guaranteed by government agencies. ​ Interest foregone on nonaccrual loans was approximately $ 370,000 and $ 639,000 for the three and six months ended June 30, 2025, compared to $ 226,000 and $ 709,000 for the three and six months ended June 30, 2024. Interest income recognized on nonaccrual loans was approximately $ 31,000 and $ 66,000 for the three and six months ended June 30, 2025, compared to $ 79,000 and $ 86,000 for the three and six months ended June 30, 2024, respectively. ​ 18 Table of Contents Pledged Loans Our FHLB line of credit is secured under terms of a blanket collateral agreement by a pledge of certain qualifying loans with unpaid principal balances of $ 1.05 billion and $ 1.04 billion at June 30, 2025 and December 31, 2024, respectively. At June 30, 2025 and December 31, 2024, $ 73.2 million and $ 76.7 million of loans were pledged to the FRB of San Francisco, respectively. For additional information, see “Note 11 - Borrowings” of the Notes to Condensed Consolidated Financial Statements. ​ ​ ​ NOTE 5 – ALLOWANCE FOR CREDIT LOSSES FOR LOANS The following tables summarize the Company’s allowance for credit losses for loans, reserve for unfunded commitments, and loan balances individually and collectively evaluated by type of loan, as of the dates and for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial ​ Construction ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reserve for ​ and industrial and land real estate Residential Consumer Total unfunded commitments Three months ended June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 4,951 ​ $ 21 ​ $ 11,860 ​ $ 1,661 ​ $ 7 ​ $ 18,500 ​ $ 540 Charge-offs ​ ( 93 ) ​ — ​ ​ — ​ — ​ ​ ( 2 ) ​ ( 95 ) ​ — Recoveries ​ 13 ​ — ​ 68 ​ 1 ​ — ​ 82 ​ — (Reversal of) provision for credit losses ​ ( 404 ) ​ 120 ​ 399 ​ 99 ​ ( 1 ) ​ 213 ​ ( 10 ) Ending balance ​ $ 4,467 ​ $ 141 ​ $ 12,327 ​ $ 1,761 ​ $ 4 ​ $ 18,700 ​ $ 530 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 4,681 ​ $ 72 ​ $ 11,365 ​ $ 1,780 ​ $ 2 ​ $ 17,900 ​ $ 600 Charge-offs ​ ( 193 ) ​ — ​ — ​ ( 1 ) ​ ( 5 ) ​ ( 199 ) ​ — Recoveries ​ 15 ​ — ​ 68 ​ ​ 1 ​ — ​ 84 ​ — (Reversal of) provision for credit losses ​ ( 36 ) ​ ​ 69 ​ ​ 894 ​ ​ ( 19 ) ​ ​ 7 ​ 915 ​ ​ ( 70 ) Ending balance ​ $ 4,467 ​ $ 141 ​ $ 12,327 ​ $ 1,761 ​ $ 4 ​ $ 18,700 ​ $ 530 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans individually evaluated ​ $ 248 ​ $ — ​ $ 591 ​ $ — ​ $ — ​ $ 839 ​ ​ ​ Loans collectively evaluated ​ 4,219 ​ 141 ​ 11,499 ​ 1,760 ​ 4 ​ 17,623 ​ ​ ​ PCD loans ​ — ​ — ​ 237 ​ 1 ​ — ​ 238 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans receivable: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Individually evaluated ​ $ 889 ​ $ — ​ $ 16,383 ​ $ 929 ​ $ — ​ $ 18,201 ​ ​ ​ Collectively evaluated ​ 181,264 ​ 2,589 ​ 1,675,116 ​ 104,465 ​ 611 ​ 1,964,045 ​ ​ ​ PCD loans ​ — ​ — ​ 17,216 ​ 161 ​ — ​ 17,377 ​ ​ ​ Total loans ​ $ 182,153 ​ $ 2,589 ​ $ 1,708,715 ​ $ 105,555 ​ $ 611 ​ $ 1,999,623 ​ ​ ​ ​ ​ 19 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial ​ Construction ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reserve for ​ and industrial and land real estate Residential Consumer ​ Total unfunded commitments Three months ended June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 4,191 ​ $ 312 ​ $ 13,432 ​ $ 947 ​ $ 8 ​ $ 18,890 ​ $ 215 Charge-offs ​ ( 178 ) ​ — ​ — ​ — ​ — ​ ( 178 ) ​ — Recoveries ​ 2 ​ — ​ — ​ 99 ​ 1 ​ 102 ​ — (Reversal of) provision for credit losses ​ ( 28 ) ​ ( 207 ) ​ 263 ​ 159 ​ ( 1 ) ​ 186 ​ ( 15 ) Ending balance ​ $ 3,987 ​ $ 105 ​ $ 13,695 ​ $ 1,205 ​ $ 8 ​ $ 19,000 ​ $ 200 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for loan losses ​ ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 4,216 ​ $ 298 ​ $ 16,498 ​ $ 979 ​ $ 9 ​ $ 22,000 ​ $ 225 Charge-offs ​ ( 356 ) ​ — ​ ( 3,206 ) ​ — ​ ( 1 ) ​ ( 3,563 ) ​ — Recoveries ​ 15 ​ — ​ — ​ 99 ​ 1 ​ 115 ​ — Provision for (reversal of) credit losses ​ 112 ​ ​ ( 193 ) ​ ​ 403 ​ ​ 127 ​ ​ ( 1 ) ​ 448 ​ ​ ( 25 ) Ending balance ​ $ 3,987 ​ $ 105 ​ $ 13,695 ​ $ 1,205 ​ $ 8 ​ $ 19,000 ​ $ 200 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ Loans individually evaluated ​ $ 1,140 ​ $ — ​ $ 350 ​ $ — ​ $ — ​ $ 1,490 ​ ​ ​ Loans collectively evaluated ​ 2,847 ​ 105 ​ 12,935 ​ 1,200 ​ 8 ​ 17,095 ​ ​ ​ PCD loans ​ — ​ — ​ 410 ​ 5 ​ — ​ 415 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans receivable: ​ ​ ​ ​ ​ ​ ​ ​ ​ Individually evaluated ​ $ 1,436 ​ $ 366 ​ $ 18,782 ​ $ 1,291 ​ $ — ​ $ 21,875 ​ ​ ​ Collectively evaluated ​ 153,545 ​ 3,087 ​ 1,556,047 ​ 103,581 ​ 602 ​ 1,816,862 ​ ​ ​ PCD loans ​ 165 ​ 16 ​ 24,914 ​ 350 ​ — ​ 25,445 ​ ​ ​ Total loans ​ $ 155,146 ​ $ 3,469 ​ $ 1,599,743 ​ $ 105,222 ​ $ 602 ​ $ 1,864,182 ​ ​ ​ ​ ​ ​ For the three months ended June 30, 2025, the minimal provision for credit losses was primarily driven by loan growth, with minimal charge-offs during the quarter. Net charge-offs were $ 13,000 for the second quarter of 2025, compared to $ 76,000 for the same period in 2024. ​ For the six months ended June 30, 2025, the provision for credit losses and the related change in the allowance for credit losses on loans was mainly driven by loan growth, an increase in the reserve for pooled loans, an increase in the reserve for individually evaluated loans, and the replenishment of the allowance during the period. The increase in the reserve for pooled loans reflected changes in portfolio mix, including growth in higher-risk loan categories, changes in the risk level of one qualitative factor, as well as updated historical loss rates and modest changes in forecasted economic conditions. Net charge-offs totaled $ 115,000 for the six months ended June 30, 2025, compared to $ 3.5 million for the six months ended June 30, 2024, of which $ 3.2 million had been specifically reserved for at December 31, 2023. ​ The following table summarizes the amortized cost basis of individually evaluated collateral-dependent loans, including nonaccrual loans, modified loans to borrowers experiencing financial difficulty, and accreting purchase credit deteriorated (“PCD”) loans that have experienced post-acquisition declines in cash flows expected to be collected, by loan and collateral type as of the dates indicated. ​ 20 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Retail and ​ ​ ​ Convalescent ​ ​ ​ ​ ​ ​ ​ A/R and ​ ​ ​ ​ ​ Office Multifamily facility Hotel Other ​ SFR 1-4 Equipment Total ACL June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 889 ​ $ 889 ​ $ 248 Construction and land ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Commercial real estate ​ ​ 2,683 ​ 62 ​ — ​ 9,105 ​ 4,533 ​ — ​ — ​ 16,383 ​ 591 Residential ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 929 ​ — ​ ​ 929 ​ — Consumer ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — Total ​ $ 2,683 ​ $ 62 ​ $ — ​ $ 9,105 ​ $ 4,533 ​ $ 929 ​ $ 889 ​ $ 18,201 ​ $ 839 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 954 ​ $ 954 ​ $ 367 Construction and land ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Commercial real estate ​ ​ 466 ​ 77 ​ 1,200 ​ 7,987 ​ 5,695 ​ — ​ — ​ 15,425 ​ 25 Residential ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 984 ​ — ​ ​ 984 ​ — Consumer ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — Total ​ $ 466 ​ $ 77 ​ $ 1,200 ​ $ 7,987 ​ $ 5,695 ​ $ 984 ​ $ 954 ​ $ 17,363 ​ $ 392 ​ The following table shows the amortized cost and allowance for credit losses for loans on nonaccrual status as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of June 30, 2025 ​ As of December 31, 2024 ​ ​ Nonaccrual ​ Nonaccrual ​ ​ ​ Nonaccrual ​ Nonaccrual ​ ​ ​ ​ with no allowance ​ with allowance ​ Total ​ with no allowance ​ with allowance ​ Total ​ for credit losses for credit losses nonaccrual for credit losses for credit losses nonaccrual Commercial and industrial $ 628 ​ $ 291 ​ $ 919 ​ $ — ​ $ 293 ​ $ 293 Construction and land ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Commercial real estate ​ ​ 9,806 ​ 1,770 ​ ​ 11,576 ​ 6,055 ​ 1,792 ​ ​ 7,847 Residential ​ 929 ​ 47 ​ ​ 976 ​ ​ 984 ​ 119 ​ ​ 1,103 Consumer ​ — ​ — ​ ​ — ​ — ​ 4 ​ ​ 4 Total ​ $ 11,363 ​ $ 2,108 ​ $ 13,471 ​ $ 7,039 ​ $ 2,208 ​ $ 9,247 ​ ​ As part of its acquisition of Pacific Enterprise Bancorp (“PEB”) in 2022, the Company acquired certain small business loans to borrowers qualified under The California Capital Access Program for Small Business, a state guaranteed loan program sponsored by the California Pollution Control Financing Authority (“CalCAP”). PEB ceased originating loans under this loan program in 2017. Under this loan program, the borrower, CalCAP and the participating lender contributed funds to a loss reserve account held in a demand deposit account at the participating lender. The borrower’s contributions to the loss reserve account are attributed to the participating lender. Losses on qualified loans are charged to this account after approval by CalCAP. Under the program, if a loan defaults, the participating lender has immediate coverage of 100 % of the loss. The participating lender must return recoveries from the borrower, less expenses, to the credit loss reserve account. The funds in the loss reserve account are the property of CalCAP; however, in the event that the participating lender leaves the program any excess funds, after all loans have been repaid or unenrolled from the program by the participating lender and provided there are no pending claims for reimbursement, the remaining excess funds are distributed to CalCAP and the participating lender based on their respective contributions to the loss reserve account. Funds contributed by the participating lender to the loss reserve account are treated as a receivable from CalCAP and evaluated for impairment quarterly. As of June 30, 2025 and December 31, 2024, the Company had $ 11.7 million and $ 17.7 million, respectively, of loans enrolled in this loan program. The Company had a loss reserve account of $ 7.4 million and $ 10.4 million as of June 30, 2025 and December 31, 2024, respectively. ​ In addition, as successor to PEB, the Company was approved by CalCAP, in partnership with the California Air Resources Board, to originate loans to California truckers in the On-Road Heavy-Duty Vehicle Air Quality Loan Program. Under this loan program, CalCAP solely contributes funds to a loss reserve account held in a demand deposit account at the participating lender. Losses are handled in the same manner as described above. The funds are the property of CalCAP and are payable upon termination of the program. When the loss reserve account balance exceeds 21 Table of Contents the total associated loan balance, the excess is to be remitted to CalCAP. The Company originated loans under this program of $ 5.5 million and $ 8.9 million during the three and six months ended June 30, 2025 and $ 1.1 million and $ 4.5 million during the three and six months ended June 30, 2024, respectively. As of June 30, 2025, the Company had $ 21.2 million of loans enrolled in this program and a loss reserve account of $ 4.7 million. As of December 31, 2024, the Company had $ 17.3 million of loans enrolled in this program and a loss reserve account of $ 3.8 million. ​ ​ ​ ​ ​ ​ ​ ​ NOTE 6 – PREMISES AND EQUIPMENT Premises and equipment consisted of the following at the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Premises owned ​ $ 11,479 ​ $ 11,462 Leasehold improvements ​ 4,076 ​ 3,602 Furniture, fixtures and equipment ​ 10,572 ​ 9,929 Less accumulated depreciation and amortization ​ ( 12,441 ) ​ ( 11,607 ) Total premises and equipment, net ​ $ 13,686 ​ $ 13,386 ​ Depreciation and amortization included in occupancy and equipment expense totaled $ 496,000 and $ 1.0 million for the three and six months ended June 30, 2025 and $ 518,000 and $ 1.0 million for the three and six months ended June 30, 2024, respectively. ​ NOTE 7 – LEASES The Company leased 19 branches under noncancelable operating leases as of June 30, 2025. These leases expire on various dates through 2030. Many of these lease agreements include one or more renewal options, exercisable at the Company’s discretion. When the Company determines at lease commencement that it is reasonably certain to exercise a renewal option, the extended lease term is included in the measurement of the ROU asset and corresponding lease liability. ​ The Company uses the discount rate implicit in the lease when it is readily determinable. In instances where the implicit rate is not available, which is typically the case, the Company applies its incremental borrowing rate, determined on a collateralized basis and over a term comparable to the lease term, as of the lease commencement date. ​ The below maturity schedule presents, as of June 30, 2025, the undiscounted lease payments for the next five years and thereafter: ​ ​ ​ ​ ​ For remainder of 2025 ​ $ 1,966 2026 ​ ​ 3,638 2027 ​ 3,232 2028 ​ 3,162 2029 ​ ​ 2,701 Thereafter ​ 652 Total undiscounted cash flows ​ ​ 15,351 Less: interest ​ ​ ( 1,231 ) Present value of lease payments ​ $ 14,120 ​ ​ 22 Table of Contents The following table presents the weighted average lease term and discount rate at the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2025 ​ December 31, 2024 Weighted-average remaining lease term 4.3 years ​ 4.5 years Weighted-average discount rate 3.9 % ​ 3.8 % ​ The following table presents certain information related to the operating lease costs included in occupancy and equipment expense on the Condensed Consolidated Statements of Income for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ June 30, June 30, ​ ​ 2025 ​ 2024 ​ 2025 ​ 2024 Operating lease cost ​ $ 1,037 ​ $ 5,035 ​ $ 2,083 ​ $ 6,989 Short-term lease cost ​ — ​ — ​ — ​ 15 Less: Sublease income ​ ( 21 ) ​ ( 22 ) ​ ( 46 ) ​ ( 34 ) Total operating lease cost, net ​ $ 1,016 ​ $ 5,013 ​ $ 2,037 ​ $ 6,970 ​ ​ ​ NOTE 8 – GOODWILL AND INTANGIBLE ASSETS Goodwill is determined as the excess of the fair value of the consideration transferred, plus the fair value of any noncontrolling interests in the acquiree, over the fair value of the net assets acquired and the liabilities assumed as of the acquisition date. Goodwill and other intangible assets are assessed for impairment annually or whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Intangible assets with definite useful lives are amortized over their estimated useful lives to their estimated residual values. Core deposit intangible represents the estimated future benefit of deposits related to an acquisition and is booked separately from the related deposits and amortized over an estimated useful life of seven to ten years . Goodwill The Company’s policy is to assess goodwill for impairment at the reporting unit level on an annual basis or between annual assessments if a triggering event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Impairment exists when a reporting unit’s fair value is less than its carrying amount, including goodwill. Changes in the Company's goodwill during the periods indicated were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months Ended ​ Year ended ​ ​ June 30, 2025 ​ December 31, 2024 Balance at beginning of period ​ $ 38,838 ​ $ 38,838 Acquired goodwill ​ — ​ — Impairment ​ — ​ — Balance at end of period ​ $ 38,838 ​ $ 38,838 ​ Core Deposit Intangible Changes in the Company’s core deposit intangible during the periods indicated were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months Ended ​ Year ended ​ ​ June 30, 2025 ​ December 31, 2024 Balance at beginning of period ​ $ 2,693 ​ $ 3,915 Additions ​ — ​ — Less amortization ​ ( 506 ) ​ ( 1,222 ) Balance at end of period ​ $ 2,187 ​ $ 2,693 ​ 23 Table of Contents Estimated annual amortization expense at June 30, 2025 was as follows: ​ ​ ​ ​ ​ For remainder of 2025 ​ $ 442 2026 ​ 455 2027 ​ 455 2028 ​ ​ 455 Thereafter ​ 380 Total ​ $ 2,187 ​ ​ ​ NOTE 9 – INTEREST RECEIVABLE AND OTHER ASSETS The Company’s interest receivable and other assets at the dates indicated consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Tax assets, net ​ $ 15,681 ​ $ 16,048 Accrued interest receivable ​ 8,127 ​ 8,507 Investment in SBIC fund ​ 2,905 ​ 3,241 Investment in Community Reinvestment Act fund ​ ​ 2,000 ​ ​ 2,000 Prepaid assets ​ 1,949 ​ 1,942 Servicing assets ​ 524 ​ 673 Investment in Low Income Housing Tax Credit ("LIHTC") partnerships, net ​ 3,694 ​ 4,035 Investment in statutory trusts ​ 541 ​ 532 CalCAP reserve receivable ​ ​ 1,375 ​ ​ 4,023 Other assets ​ 1,916 ​ 2,717 Total interest receivable and other assets ​ $ 38,712 ​ $ 43,718 ​ ​ ​ ​ NOTE 10 – DEPOSITS The Company’s deposits at the dates indicated consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Demand deposits (1) ​ $ 616,096 ​ $ 688,996 NOW accounts ​ 279,139 ​ 261,430 Savings ​ ​ 76,179 ​ ​ 82,300 Money market ​ 658,384 ​ 644,880 Time deposits ​ 556,835 ​ 556,403 Total ​ $ 2,186,634 ​ $ 2,234,009 ​ ​ ​ ​ ​ ​ ​ (1) Noninterest bearing. ​ ​ ​ ​ ​ ​ ​ Included in time deposits above are no brokered deposits as of June 30, 2025, and $ 35.5 million of brokered deposits as of December 31, 2024. At June 30, 2025, uninsured deposits totaled $ 1.0 billion, or 47.0 % of total deposits, compared to $ 1.0 billion, or 46.8 % of total deposits at December 31, 2024. The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank’s regulatory reporting requirements. ​ ​ ​ ​ ​ ​ ​ 24 Table of Contents ​ NOTE 11 – BORROWINGS Other borrowings – The Bank has an approved secured borrowing facility with the Federal Home Loan Bank of San Francisco (the “FHLB”) for up to 25 % of total assets for a term not to exceed five years under a blanket lien of certain types of loans. At June 30, 2025 and December 31, 2024, we had the ability to borrow up to $ 581.6 million and $ 540.2 million, respectively, from the FHLB of San Francisco. At both June 30, 2025 and December 31, 2024, we had no FHLB borrowings outstanding. ​ The Bank has been approved for discount window advances from the FRB of San Francisco secured by certain types of loans. At June 30, 2025 and December 31, 2024, we had the ability to borrow up to $ 40.3 million and $ 41.9 million, respectively, from the FRB of San Francisco. At both June 30, 2025 and December 31, 2024, we had no FRB of San Francisco advances outstanding. ​ The Bank has Federal Funds lines with four correspondent banks. Cumulative available commitments totaled $ 65.0 million at both June 30, 2025 and December 31, 2024. There were no amounts outstanding under these facilities at both June 30, 2025 and December 31, 2024. Junior subordinated deferrable interest debentures – In connection with its previous acquisitions, the Company assumed junior subordinated deferrable interest debentures, totaling $ 8.7 million, net of fair value adjustments, with a weighted average interest rate of 7.16 % at June 30, 2025, compared to $ 8.6 million, net of fair value adjustments, with a weighted average rate of 7.20 % at December 31, 2024 . The junior subordinated deferrable interest debentures mature in 2034, subject to earlier redemption by the Company at its option. Subordinated debt – On August 10, 2020, the Company issued and sold $ 65.0 million aggregate principal amount of 5.25 % Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Notes”) at a public offering price equal to 100 % of the aggregate principal amount of the Notes. The Notes initially bear a fixed interest rate of 5.25 % per year. Commencing on September 15, 2025, the interest rate on the Notes resets quarterly to the three-month Secured Overnight Financing rate plus a spread of 521 basis points ( 5.21 %), payable quarterly in arrears. Interest on the Notes is payable semi-annually on March 15 and September 15 of each year through September 15, 2025 and quarterly thereafter on March 15, June 15, September 15 and December 15 of each year through the maturity date or earlier redemption date. The Company, at its option, may redeem the Notes, in whole or in part, on any interest payment date on or after September 15, 2025, without a premium. At June 30, 2025 and December 31, 2024, the Company had outstanding Notes, net of cost to issue, totaling $ 63.8 million and $ 63.7 million, respectively. ​ NOTE 12 – INTEREST PAYABLE AND OTHER LIABILITIES The Company’s interest payable and other liabilities at the dates indicated consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Accrued expenses ​ $ 7,594 ​ $ 7,797 Accounts payable ​ 573 ​ 614 Reserve for unfunded commitments ​ 530 ​ 600 Accrued interest payable ​ 3,129 ​ 3,118 Other liabilities ​ 1,870 ​ 2,503 Total ​ $ 13,696 ​ $ 14,632 ​ ​ 25 Table of Contents ​ ​ ​ NOTE 13 – OTHER EXPENSES ​ The Company’s other expenses for the periods indicated consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, June 30, ​ ​ 2025 ​ 2024 ​ 2025 ​ 2024 ​ Professional fees ​ $ 512 ​ $ 673 ​ $ 1,048 ​ $ 1,260 ​ Core deposit premium amortization ​ 242 ​ 305 ​ 506 ​ 611 ​ Marketing and promotions ​ 252 ​ 246 ​ 409 ​ 369 ​ Stationery and supplies ​ 78 ​ 82 ​ 144 ​ 158 ​ Insurance (including FDIC premiums) ​ 357 ​ 349 ​ 730 ​ 708 ​ Communication and postage ​ 247 ​ 255 ​ 505 ​ 515 ​ Loan default related expense ​ ( 141 ) ​ 148 ​ ( 151 ) ​ 158 ​ Director fees and expenses ​ 68 ​ 82 ​ 136 ​ 170 ​ Bank service charges ​ 16 ​ 16 ​ 33 ​ 31 ​ Courier expense ​ 166 ​ 186 ​ 338 ​ 379 ​ Other ​ 133 ​ 245 ​ 297 ​ 356 ​ Total ​ $ 1,930 ​ $ 2,587 ​ $ 3,995 ​ $ 4,715 ​ ​ The Company expenses marketing and promotion costs as they are incurred. Advertising expense included in marketing and promotions totaled $ 9,000 and $ 14,000 for the three and six months ended June 30, 2025, and $ 17,000 and $ 28,000 for the three and six months ended June 30, 2024, respectively. ​ ​ NOTE 14 – EQUITY INCENTIVE PLANS Equity Incentive Plans 2024 Omnibus Equity Incentive Plan The Company’s shareholders approved the Company’s 2024 Omnibus Equity Incentive Plan (“2024 Plan”) in June 2024. The 2024 Plan provides for the grant of equity incentive awards to employees and directors (including emeritus and advisory directors) of the Company and its subsidiaries. The 2024 Plan permits the granting of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance shares and performance units. Factors generally considered by the Board in awarding equity incentives to officers and employees include the performance of the Company, the employee’s or officer’s job performance, the importance of his or her position, and his or her contribution to the organization’s goals for the award period. Generally, awards under the 2024 Plan are subject to a minimum vesting period of one year (at least three years for full vesting for the chief executive officer), provided that awards for up to 5 % of the maximum shares available under the 2024 Plan (for any participant other than the chief executive officer) may provide for a shorter vesting period. Subject to adjustment as provided in the 2024 Plan, the maximum number of shares of common stock available for issuance under the 2024 Plan is 500,000 , and awards granted under the 2024 Plan to any one participant in any one calendar year are subject to the following limitations: (i) aggregate grants of stock options or stock appreciation rights to any one participant are subject to an annual limit of the lesser of 100,000 shares or $ 2.0 million in fair market value as of the date of grant; (ii) aggregate grants of restricted stock or restricted stock units to any one participant are subject to an annual limit of the lesser of 50,000 shares or $ 2.0 million in fair market value as of the date of grant; and (iii) aggregate grants of performance shares or performance units to any one participant are subject to an annual limit of the lesser of 50,000 shares or $ 2.0 million in fair market value as of the date of grant. In addition, subject to adjustment as provided in the 2024 Plan, the maximum aggregate number of shares that may be covered by awards granted under the 2024 Plan to any non-employee director in any one calendar year is 25,000 shares. As of June 30, 2025, a total of 264,855 shares were available for future issuance under the 2024 Plan. ​ 26 Table of Contents 2017 Omnibus Equity Incentive Plan The Company’s shareholders approved the Company’s 2017 Omnibus Equity Incentive Plan (“2017 Plan”) in November 2017. The 2017 Plan provides for the awarding by the Company’s Board of Directors of equity incentive awards to employees and non-employee directors. An equity incentive award under the 2017 Plan may be an option, stock appreciation right, restricted stock units, stock award, other stock-based award or performance award. Factors considered by the Board in awarding equity incentives to officers and employees include the performance of the Company, the employee’s or officer’s job performance, the importance of his or her position, and his or her contribution to the organization’s goals for the award period. Generally, awards have a vesting period of one to five years . Subject to adjustment as provided in the 2017 Plan, the maximum number of shares of common stock that may be delivered pursuant to awards granted under the 2017 Plan is 450,000 . The 2017 Plan provides for annual restricted stock grant limits to officers, employees and directors. The annual stock grant limit per person for officers and employees is the lesser of 50,000 shares or a value of $ 2.0 million, and per person for directors, the maximum is 25,000 shares. All unvested restricted shares outstanding vest in the event of a change in control of the Company. Restricted stock awards granted to non-employee directors generally vest one year from the date of grant. Awards to executive officers typically vest over three - or five-year periods, with initial vesting occurring on the one-year anniversary of the grant date. As of June 30, 2024, no shares remained available for issuance under the 2017 Plan, as the approval of the 2024 Plan by shareholders terminated the ability to grant further awards under the 2017 Plan. The following table provides the restricted stock grant activity for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ 2024 ​ ​ ​ Weighted-average ​ Weighted-average ​ ​ ​ ​ grant date ​ ​ ​ grant date ​ ​ Shares ​ fair value ​ Shares ​ fair value Non-vested at January 1, 74,346 ​ $ 20.11 ​ 81,365 ​ $ 18.27 ​ Granted 22,221 ​ 26.20 ​ 24,471 ​ 23.30 ​ Vested ( 20,568 ) ​ 20.20 ​ ( 19,927 ) ​ 18.99 ​ Forfeited ​ ( 3,221 ) ​ ​ 24.98 ​ ( 505 ) ​ ​ 16.67 ​ Non-vested, at March 31, 72,778 ​ ​ 21.73 ​ 85,404 ​ ​ 19.55 ​ Granted ​ — ​ ​ — ​ — ​ ​ — ​ Vested — ​ ​ — ​ — ​ ​ — ​ Forfeited ​ — ​ ​ — ​ — ​ ​ — ​ Non-Vested, at June 30, 72,778 ​ $ 21.73 ​ 85,404 ​ $ 19.55 ​ ​ ​ NOTE 15 – FAIR VALUE MEASUREMENT ASC Topic 820, “Fair Value Measurement,” defines fair value, establishes a framework for measuring fair value including a three-level valuation hierarchy, and expands disclosures about fair value measurements. Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date reflecting assumptions that a market participant would use when pricing an asset or liability. The hierarchy uses three levels of inputs to measure the fair value of assets and liabilities, as follows: Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets that the reporting entity has the ability to access at the measurement date. Level 2 – Observable prices in active markets for similar assets and liabilities; prices for identical or similar assets or liabilities in markets that are not active; directly observable market inputs for substantially the full term of the asset and liability; market inputs that are not directly observable but are derived from or corroborated by observable market data. Level 3 – Unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. 27 Table of Contents We use fair value to measure certain assets and liabilities on a recurring basis, primarily securities AFS. For assets measured at the lower of cost or fair value, the fair value measurement criteria may or may not be met during a reporting period and such measurements are therefore considered “nonrecurring” for purposes of disclosing our fair value measurements. Fair value is used on a nonrecurring basis to adjust carrying values for individually evaluated loans and other real estate owned and to record impairment on certain assets, such as goodwill, core deposit intangible, and other long-lived assets. In certain cases, the inputs used to measure fair value may fall into different levels of the hierarchy. In such cases, the lowest level of inputs that is significant to the measurement is used to determine the hierarchy for the entire asset or liability. Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally coincides with our quarterly valuation process. There were no transfers between levels during the three and six months ended June 30, 2025 and 2024. At both June 30, 2025 and December 31, 2024, there were no liabilities measured at fair value on a recurring or non-recurring basis. The following assets were measured at fair value on a recurring basis as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Estimated Fair Value Measurements ​ ​ Fair Value ​ Level 1 ​ Level 2 ​ Level 3 June 30, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,779 ​ $ — ​ $ 1,779 ​ $ — Municipal securities ​ ​ 21,401 ​ ​ — ​ ​ 21,401 ​ ​ — Mortgage-backed securities ​ 48,270 ​ — ​ 48,270 ​ — Collateralized mortgage obligations ​ 43,450 ​ — ​ 43,450 ​ — SBA securities ​ 3,290 ​ — ​ 3,290 ​ — Corporate bonds ​ 66,492 ​ — ​ 66,492 ​ — Equity securities ​ ​ 12,872 ​ ​ 12,872 ​ ​ — ​ ​ — Total ​ $ 197,554 ​ $ 12,872 ​ $ 184,682 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Estimated Fair Value Measurements ​ ​ Fair Value ​ Level 1 ​ Level 2 ​ Level 3 December 31, 2024 ​ ​ ​ ​ U.S. Government Agencies ​ $ 1,937 ​ $ — ​ $ 1,937 ​ $ — Municipal securities ​ ​ 22,525 ​ ​ — ​ ​ 22,525 ​ ​ — Mortgage-backed securities ​ 47,483 ​ — ​ 47,483 ​ — Collateralized mortgage obligations ​ 47,159 ​ — ​ 47,159 ​ — SBA securities ​ 3,985 ​ — ​ 3,985 ​ — Corporate bonds ​ 70,239 ​ — ​ 70,239 ​ — Equity securities ​ ​ 13,120 ​ ​ 13,120 ​ ​ — ​ ​ — Total ​ $ 206,448 ​ $ 13,120 ​ $ 193,328 ​ $ — ​ ​ 28 Table of Contents The following assets were measured at fair value on a nonrecurring basis as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Estimated Fair Value Measurements ​ ​ Fair Value ​ Level 1 ​ Level 2 ​ Level 3 June 30, 2025 ​ ​ ​ ​ Individually evaluated loans ​ $ 12,492 ​ $ — ​ $ — ​ $ 12,492 Total ​ $ 12,492 ​ $ — ​ $ — ​ $ 12,492 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Estimated Fair Value Measurements ​ ​ Fair Value ​ Level 1 ​ Level 2 ​ Level 3 December 31, 2024 ​ ​ ​ ​ Individually evaluated loans ​ $ 9,490 ​ $ — ​ $ — ​ $ 9,490 Total ​ $ 9,490 ​ $ — ​ $ — ​ $ 9,490 ​ ​ The Company does not record loans at fair value on a recurring basis. However, from time to time, certain loans have individual risk characteristics not consistent with a pool of loans and are individually evaluated for credit reserves. Loans for which it is probable that payment of interest and principal will not be made in accordance with the original contractual terms of the loan agreement are typically individually evaluated. The fair value of individually evaluated loans is estimated using one of several methods, including collateral value, market value of similar debt, enterprise and liquidation value and discounted cash flows. Those individually evaluated loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. When the fair value of the collateral is based on an observable market price or a current appraised value which uses substantially observable data, the Company records the individually evaluated loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is less than the appraised value or the appraised value contains a significant assumption and there is no observable market price, the Company records the individually evaluated loan as nonrecurring Level 3. The Company records foreclosed assets, or other real estate owned (“OREO”), at fair value on a nonrecurring basis based on the collateral value of the property. When the fair value of the collateral is based on an observable market price or a current appraised value which uses substantially observable data, the Company records the OREO as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is less than the appraised value or the appraised value contains a significant assumption, and there is no observable market price, the Company records the OREO as nonrecurring Level 3. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Management also incorporates assumptions regarding market trends or other relevant factors and selling and commission costs ranging from 5 % to 10 %. Such adjustments and assumptions are typically significant and result in a Level 3 classification of the inputs for determining fair value. The Company had no OREO at both June 30, 2025 and December 31, 2024. ​ ​ 29 Table of Contents NOTE 16 – FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying amounts and fair values of the Company’s financial instruments at the dates indicated are presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carrying ​ Fair ​ Fair value measurements ​ amount value Level 1 Level 2 Level 3 June 30, 2025 ​ ​ ​ ​ ​ Financial assets: ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 291,624 ​ $ 291,624 ​ $ 291,624 ​ $ — ​ $ — Investment securities AFS ​ 184,682 ​ 184,682 ​ — ​ 184,682 ​ — Equity securities ​ ​ 12,872 ​ ​ 12,872 ​ ​ 12,872 ​ ​ — ​ ​ — Investment in FHLB and FRB Stock ​ 21,177 ​ 21,177 ​ — ​ 21,177 ​ — Loans held for sale ​ — ​ — ​ — ​ — ​ — Loans, net ​ 1,981,549 ​ 1,935,000 ​ — ​ — ​ 1,935,000 Accrued interest receivable ​ 8,127 ​ 8,127 ​ — ​ 8,127 ​ — Financial liabilities: ​ ​ ​ ​ ​ Deposits ​ 2,186,634 ​ 2,194,657 ​ — ​ 2,194,657 ​ — Junior subordinated deferrable interest debentures, net ​ ​ 8,686 ​ ​ 8,452 ​ ​ — ​ ​ — ​ ​ 8,452 Subordinated debt, net ​ ​ 63,821 ​ 63,821 ​ — ​ ​ 63,821 ​ ​ — Accrued interest payable ​ 3,129 ​ 3,129 ​ — ​ 3,129 ​ — Off-balance sheet liabilities: ​ ​ ​ ​ ​ ​ Undisbursed loan commitments, lines of credit, standby letters of credit ​ 65,914 ​ 65,384 ​ — ​ — ​ 65,384 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carrying ​ Fair ​ Fair value measurements ​ amount value Level 1 Level 2 Level 3 December 31, 2024 ​ ​ ​ ​ ​ Financial assets: ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 364,032 ​ $ 364,032 ​ $ 364,032 ​ $ — ​ $ — Time deposits in banks ​ 249 ​ 249 ​ 249 ​ — ​ — Investment securities AFS ​ 193,328 ​ 193,328 ​ — ​ 193,328 ​ — Equity securities ​ ​ 13,120 ​ ​ 13,120 ​ ​ 13,120 ​ ​ — ​ ​ — Investment in FHLB and FRB Stock ​ 20,958 ​ 20,958 ​ — ​ 20,958 ​ — Loans held for sale ​ 2,216 ​ 2,216 ​ — ​ 2,216 ​ — Loans, net ​ 1,934,996 ​ 1,884,134 ​ — ​ — ​ 1,884,134 Accrued interest receivable ​ 8,507 ​ 8,507 ​ — ​ 8,507 ​ — Financial liabilities: ​ ​ ​ ​ ​ Deposits ​ 2,234,009 ​ 2,236,256 ​ — ​ 2,236,256 ​ — Junior subordinated deferrable interest debentures, net ​ 8,645 ​ ​ 8,527 ​ ​ — ​ ​ — ​ ​ 8,527 Subordinated debt, net ​ 63,736 ​ 63,736 ​ — ​ ​ 63,736 ​ ​ — Accrued interest payable ​ 3,118 ​ 3,118 ​ — ​ 3,118 ​ — Off-balance sheet liabilities: ​ ​ ​ ​ ​ ​ Undisbursed loan commitments, lines of credit, standby letters of credit ​ 73,414 ​ 72,814 ​ — ​ — ​ 72,814 ​ ​ ​ 30 Table of Contents NOTE 17 – COMMITMENTS AND CONTINGENCIES Lending and Letter of Credit Commitments We operate in a highly regulated environment. From time to time, we are a party to various claims and litigation matters incidental to the conduct of our business. We are not presently party to any legal proceedings where we believe the resolution would have a material adverse effect on our business, financial condition, or results of operations. Nevertheless, given the nature, scope and complexity of the extensive legal and regulatory landscape applicable to our business (including laws and regulations governing consumer protection, fair lending, fair labor, privacy, information security and anti-money laundering and anti-terrorism laws), we, like all banking organizations, are subject to heightened legal and regulatory compliance and litigation risk. In the normal course of business, the Company enters into various commitments to extend credit which are not reflected in the financial statements. These commitments consist of the undisbursed balance on home equity and unsecured personal lines of credit and commercial lines of credit, including commercial real estate secured lines of credit, and undisbursed funds on construction and development loans. The Company also issues standby letter of credit commitments, primarily for the third-party performance obligations of clients. The following table presents a summary of commitments described above as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2025 ​ 2024 Commitments to extend credit ​ $ 64,557 ​ $ 72,737 Standby letters of credit ​ 1,357 ​ 677 Total commitments ​ $ 65,914 ​ $ 73,414 ​ Commitments generally have fixed expiration dates or other termination clauses. The actual liquidity needs or the credit risk that the Company will experience will likely be lower than the contractual amount of commitments to extend credit because a significant portion of these commitments are expected to expire without being drawn upon. The commitments are generally variable rate and include unfunded home equity lines of credit, commercial real estate construction loans where disbursement is made over the course of construction, commercial revolving lines of credit, and unsecured personal lines of credit. The Company’s outstanding loan commitments are made using the same underwriting standards as comparable outstanding loans. The r eserve associated with these commitments included in interest payable and other liabilities on the consolidated balance sheets was $ 530,000 at June 30, 2025 and $ 600,000 at December 31, 2024. Commercial Real Estate Concentrations At June 30, 2025 and December 31, 2024, in management’s judgment, a concentration of loans existed in commercial real estate related loans. The Company’s commercial real estate loans are secured by owner-occupied and non-owner occupied commercial real estate and multifamily properties. Although management believes that loans within these concentrations have no more than the normal risk of collectability, a decline in the performance of the economy in general, or a decline in real estate values in the Company’s primary market areas in particular, could have an adverse impact on collectability . Other Assets The Company has commitments to fund investments in LIHTC partnerships and an SBIC fund. At June 30, 2025, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $ 4.9 million and $ 122,000 , respectively. At December 31, 2024, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $ 4.7 million and $ 122,000 , respectively. Deposit Concentrations At June 30, 2025, approximately $ 245.2 million, or 11.2 %, of the Company's deposits were derived from its top ten depositors. At December 31, 2024, approximately $ 304.5 million, or 13.6 %, of the Company's deposits were derived from its top ten depositors. 31 Table of Contents Local Agency Deposits and Other Advances In the normal course of business, the Company accepts deposits from local agencies. The Company is required to provide collateral for certain local agency deposits in the states of California, Colorado, New Mexico and Washington. At both June 30, 2025 and December 31, 2024, the FHLB had issued letters of credit on behalf of the Company totaling $ 41.1 million as collateral for local agency deposits. ​ ​ ​ NOTE 18 – SEGMENT INFORMATION The Company operates as one reportable segment: banking operations. The Company’s banking operations generate revenue primarily from loans and securities, deposits, and non-interest income. Loan products generate a significant portion of interest and fee income, while deposit products provide fee and service charge income. The Company also earns interest and dividend income from securities and generates net gains from the sale of loans to third parties. Interest expense, provisions for credit losses, salaries and employee benefits, data processing, and occupancy expense typically represent the significant expenses in banking operations. These expenses align with those reported in the Company’s Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Cash Flows. Noncash items, such as depreciation and amortization, are also reflected in both the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements Cash Flows. ​ The Company’s Chief Operating Decision Maker (CODM) is identified as the Chief Executive Officer, who is responsible for assessing the financial performance of the Company and allocating resources accordingly. The CODM is provided with consolidated balance sheets, income statements, and net interest margin analyses in order to evaluate revenue streams, significant expenses, and budget-to-actual results in assessing the Company’s segment and determining the allocation of resources, as well as evaluating return on assets. In addition, the CODM utilizes consolidated net income, return on assets, and net interest margin as benchmarks to compare the Company’s performance against competitors. All operations are domestic and align with a single operating segment. Information reported internally for performance assessment by the CODM is identical to that shown in the Condensed Consolidated Statements of Income. ​ 32 Table of Contents The following table presents the Company’s one operating segment for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ Six months ended June 30, ​ ​ 2025 ​ 2024 ​ 2025 ​ 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest and dividend income $ 33,453 ​ $ 32,406 ​ $ 66,099 ​ $ 64,150 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reconciliation of revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other revenues ​ ​ 1,513 ​ ​ 1,483 ​ ​ 2,953 ​ ​ 3,545 Total consolidated revenue ​ ​ 34,966 ​ ​ 33,889 ​ ​ 69,052 ​ ​ 67,695 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ 10,293 ​ ​ 10,111 ​ ​ 20,059 ​ ​ 19,448 Segment net interest income and noninterest income ​ ​ 24,673 ​ ​ 23,778 ​ ​ 48,993 ​ ​ 48,247 Less: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Provision for credit losses ​ ​ 203 ​ ​ 171 ​ ​ 845 ​ ​ 423 Salaries and employee benefits ​ ​ 9,728 ​ ​ 9,642 ​ ​ 19,663 ​ ​ 19,678 Occupancy and equipment ​ ​ 2,183 ​ ​ 2,133 ​ ​ 4,319 ​ ​ 4,287 Data processing ​ ​ 1,913 ​ ​ 1,650 ​ ​ 3,766 ​ ​ 3,403 Other segment items ​ ​ 1,930 ​ ​ 2,587 ​ ​ 3,995 ​ ​ 4,715 Provision for income taxes ​ ​ 2,352 ​ ​ 1,995 ​ ​ 4,339 ​ ​ 4,264 Segment net income/consolidated net income ​ $ 6,364 ​ $ 5,600 ​ $ 12,066 ​ $ 11,477 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ 2024 ​ ​ ​ ​ ​ ​ Reconciliation of assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets for reportable segment ​ $ 2,622,379 ​ $ 2,664,508 ​ ​ ​ ​ ​ ​ Other assets ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ Total consolidated assets ​ $ 2,622,379 ​ $ 2,664,508 ​ ​ ​ ​ ​ ​ ​ ​ NOTE 19 – SUBSEQUENT EVENTS The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that no events have occurred that would require adjustments to our disclosures in the condensed consolidated financial statements. ​