What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-08-10 compared with 2026-05-11 · 212 added, 182 removed, 637 unchanged (38% of the section changed)

1 unchanged sentence

Condensed Consolidated Balance Sheets (unaudited)

Condensed Consolidated Statements of Income (unaudited)

Condensed Consolidated Statements of Comprehensive Income (unaudited)

Condensed Consolidated Statements of Operations (unaudited)

Condensed Consolidated Statements of Comprehensive (Loss) Income (unaudited)

Condensed Consolidated Statements of Changes in Shareholders’ Equity (unaudited)

7 unchanged sentences

Cash and cash equivalents

Investment securities available-for-sale ("AFS"), at fair value, net of allowance for credit losses of $ 0 at both March 31, 2026 and December 31, 2025

Investment securities available-for-sale ("AFS"), at fair value, net of allowance for credit losses of $ 0 at both June 30, 2026 and December 31, 2025

Equity securities, at fair value

2 unchanged sentences

Loans held for sale

Loans, net of allowance for credit losses of $ 20,600 at March 31, 2026 and $ 21,210 at December 31, 2025

Loans, net of allowance for credit losses of $ 22,950 at June 30, 2026 and $ 21,210 at December 31, 2025

Premises and equipment, net

5 unchanged sentences

Noninterest and interest bearing deposits

Other borrowings

Junior subordinated deferrable interest debentures, net

Subordinated debt, net

Salary continuation plan

6 unchanged sentences

10,000,000 shares authorized;

no shares issued and outstanding at both March 31, 2026 and December 31, 2025

no shares issued and outstanding at both June 30, 2026 and December 31, 2025

Common stock, no par value;

100,000,000 shares authorized;

10,909,317 and 10,887,681 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively

10,909,317 and 10,887,681 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

Additional paid in capital

5 unchanged sentences

BAYCOM CORP AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except for share and per share data)

Three months ended

Six months ended

Interest income:

8 unchanged sentences

Junior subordinated deferrable interest debentures

Other borrowings

Total interest expense

Net interest income

(Reversal of) provision for credit losses

Net interest income after (reversal of) provision for credit losses

Provision for credit losses

Net interest income after provision for credit losses

Noninterest income:

3 unchanged sentences

Loan servicing and other loan fees

Gain (loss) on investment in Small Business Investment Company (“SBIC”) fund

Loss on investment in Small Business Investment Company (“SBIC”) fund

Other income and fees

6 unchanged sentences

Total noninterest expense

Income before provision for income taxes

Provision for income taxes

Earnings per common share:

Basic earnings per common share

(Loss) income before provision for income tax (benefit) expense

Provision for income tax (benefit) expense

Net (loss) income

Net (loss) income per common share:

Basic (loss) earnings per common share

Weighted average common shares outstanding

Diluted earnings per common share

Diluted (loss) earnings per common share

Weighted average common shares outstanding

1 unchanged sentence

BAYCOM CORP AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(In thousands)

Three months ended

Other comprehensive income:

Six months ended

Net (loss) income

Other comprehensive (loss) income:

Change in unrealized gain on AFS securities

1 unchanged sentence

Other comprehensive income, net of tax

Total comprehensive income

Total comprehensive (loss) income

See Notes to Condensed Consolidated Financial Statements.

5 unchanged sentences

Income/(Loss)

Three months ended March 31, 2026

Balance, December 31, 2025

Three months ended June 30, 2026

Balance, April 1, 2026

Other comprehensive income, net

Cash dividends of $ 0.30 per share

Stock based compensation

Balance, June 30, 2026

Three months ended June 30, 2025

Balance, April 1, 2025

Other comprehensive income, net

Cash dividends of $ 0.20 per share

Stock based compensation

Repurchase of shares

Balance, June 30, 2025

Comprehensive

Shareholders’

Income/(Loss)

Six months ended June 30, 2026

Balance, January 1, 2026

Other comprehensive income, net

Restricted stock granted

1 unchanged sentence

Stock based compensation

Balance, March 31, 2026

Three months ended March 31, 2025

Balance, December 31, 2024

Balance, June 30, 2026

Six months ended June 30, 2025

Balance, January 1, 2025

Other comprehensive income, net

Restricted stock granted

Forfeiture of restricted stock grants

Forfeiture of restricted stock granted

Cash dividends of $ 0.35 per share

1 unchanged sentence

Repurchase of shares

Balance, March 31, 2025

Balance, June 30, 2025

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(In thousands)

Three months ended

Six months ended

Cash flows from operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

(Reversal of) provision for credit losses

Deferred tax expense

Provision for credit losses

Deferred tax (benefit) expense

(Accretion) amortization on acquired loans

4 unchanged sentences

Increase in cash surrender value of life insurance policies

Amortization/accretion of premiums/discounts on investment securities, net

Amortization of premiums on investment securities, net

(Gain) loss on equity securities

4 unchanged sentences

Net change in interest receivable and other assets

Increase (decrease) in salary continuation plan, net

Increase in salary continuation plan, net

Net change in interest payable and other liabilities

4 unchanged sentences

Proceeds from maturities, repayments and calls of investment securities AFS

Purchase of FHLB stock

Purchase of FRB stock

3 unchanged sentences

Purchase of equipment and leasehold improvements, net

Net cash provided by (used in) investing activities

Net cash used in investing activities

BAYCOM CORP AND SUBSIDIARY

1 unchanged sentence

(In thousands)

Three months ended

Six months ended

Cash flows from financing activities:

Increase (decrease) in noninterest and interest bearing deposits in banks, net

Increase (decrease) in time deposits, net

(Decrease) increase in time deposits, net

Repayment of junior subordinated debentures

Increase in other borrowings, net

Repurchase of common stock

Dividends paid on common stock

Net cash provided by (used in) financing activities

Increase (decrease) in cash and cash equivalents

Net cash used in financing activities

Decrease in cash and cash equivalents

Cash and cash equivalents at beginning of period

13 unchanged sentences

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 22 years of operation, the Bank has grown to 34 full-service banking branches at March 31, 2026, with 16 locations in California, one in Nevada, one in Washington, five in New Mexico and 11 in Colorado.

In its 22 years of operation, the Bank has grown to 34 full-service banking branches at June 30, 2026, 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.

1 unchanged sentence

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 to one decimal point, and if they are above $1.0 billion, they are rounded to two decimal points.

Dollar amounts presented in the consolidated financial statements and related footnote tables are rounded to the nearest thousand dollars except per share amounts.

Amounts of $1.0 million or more, but less than $1.0 billion, are rounded to one decimal place, and amounts of $1.0 billion and above are rounded to two decimal places.

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.

5 unchanged sentences

Recent Accounting Guidance Not Yet Effective

In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220) – Reporting Comprehensive Income – Expense Disaggregation Disclosures, to address investor requests for more detailed information about certain expense types.

The new standard requires public business entities to disclose disaggregated information about specific natural expense categories underlying relevant expense captions presented on the face of the income statement within continuing operations, such as employee compensation, depreciation, and intangible asset amortization.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement (Topic 220) – Reporting Comprehensive Income – Expense Disaggregation Disclosures, which requires public business entities to disclose disaggregated information about specific natural expense categories included in relevant expense captions presented on the face of the income statement within continuing operations, including employee compensation, depreciation, and amortization of intangible assets.

The amendments are effective for public business entities for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.

2 unchanged sentences

Clarifying the Effective Date, to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual periods beginning after December 15, 2027.

The Company is currently evaluating the impact of this update on its consolidated financial statements and related disclosures.

Purchased Loans – Financial Instruments Credit losses (Topic 326) – In November 2025, the FASB issued ASU 2025-08 to improve the accounting for certain acquired loans, specifically purchased seasoned loans (“PSLs”).

The Company is currently evaluating the impact of these amendments on its consolidated financial statements and related disclosures.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments – Credit losses (Topic 326) – Purchased Loans, to improve the accounting for certain purchased loans, specifically purchased seasoned loans (“PSLs”).

The amendments expand the application of the gross-up approach to qualifying purchased loans acquired without significant credit deterioration.

Under the amendments, an allowance for credit losses is recorded at acquisition with a corresponding adjustment to the loan’s amortized cost basis, eliminating the recognition of a Day 1 credit loss expense for such loans.

Under the amendments, an allowance for credit losses is recorded at acquisition with a corresponding adjustment to the loan’s amortized cost basis, thereby eliminating the recognition of a Day 1 provision for credit losses for such loans.

The amendments are effective for annual reporting periods beginning after December 15, 2026, including interim reporting periods within those annual periods, with early adoption permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

Interim Reporting (Topic 270) – In December 2025, the FASB issued ASU 2025-11 to clarify interim disclosure requirements by providing a comprehensive list of disclosures that are required in interim reporting periods.

The amendments also introduce a disclosure principle requiring entities to disclose events and changes that occur after the end of most recent annual reporting period that have a material impact on the entity.

The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270), to clarify interim disclosure requirements by providing a comprehensive list of disclosures that are required in interim reporting periods.

The amendments also introduce a disclosure principle requiring entities to disclose events and changes occurring after the

end of the most recent annual reporting period that have a material impact on the entity.

The amended guidance is effective for the Company on January 1, 2028, with early adoption permitted.

3 unchanged sentences

The amortized cost, gross unrealized gains and losses, and estimated fair values of securities AFS at the dates indicated are summarized as follows:

March 31, 2026

June 30, 2026

Municipal securities

11 unchanged sentences

Corporate bonds

No allowances for credit losses have been recognized on investment debt securities AFS in an unrealized loss position at both March 31, 2026 and December 31, 2025.

Amortized cost and fair values exclude accrued interest receivable of $ 1.3 million at both March 31, 2026 and December 31, 2025, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

During the three months ended March 31, 2026 and the three months ended March 31, 2025, the Company sold no securities AFS.

No allowance for credit losses was recognized on investment debt securities AFS in an unrealized loss position at both June 30, 2026 and December 31, 2025.

Amortized cost and fair value exclude accrued interest receivable of $ 1.3 million at both June 30, 2026 and December 31, 2025, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

During the three and six months ended June 30, 2026 and 2025, 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.

March 31, 2026

June 30, 2026

December 31, 2025

4 unchanged sentences

Due after ten years

At both March 31, 2026 and December 31, 2025, 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:

At both June 30, 2026 and December 31, 2025, there were no securities pledged.

Less than 12 months

12 months or more

March 31, 2026

June 30, 2026

Municipal securities

13 unchanged sentences

Corporate bonds

At March 31, 2026, the Company held 318 securities AFS, of which 158 were in an unrealized loss position for more than twelve months and 46 were in an unrealized loss position for less than twelve months.

At June 30, 2026, the Company held 314 securities AFS, of which 153 were in an unrealized loss position for more than twelve months and 51 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 March 31, 2026 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 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 March 31, 2026, the Company expects to recover the amortized cost basis of its securities.

The Company has no present intent to sell any investment securities with unrealized losses, and it is not more likely than not that the Company will be required to sell securities with unrealized losses before recovery of their amortized cost.

Investment debt securities in an unrealized loss position as of June 30, 2026 were evaluated to determine whether the decline in fair value below amortized cost basis resulted from credit losses 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 whether 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 rating agency, the creditworthiness of the issuers and 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, 2026, the Company expected to recover the amortized cost basis of its securities.

The Company has no present intent to sell any investment securities with unrealized losses, and it is not more likely than not that the Company will be required to sell such securities before recovery of their amortized cost.

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 March 31, 2026.

No allowance for credit losses was recognized on investment debt securities AFS in an unrealized loss position, as management has determined that the decline in fair value is not attributable to credit losses at June 30, 2026.

Equity Securities

The Company recognized a net gain on equity securities of $ 58,000 and a net loss of $ 255,000 for the three months ended March 31, 2026 and 2025, respectively.

Equity securities were $ 12.6 million as of both March 31, 2026 and December 31, 2025.

The Company recognized a net gain on equity securities of $ 95,000 and $ 153,000 for the three and six months ended June 30, 2026 and a net gain of $ 7,000 and a net loss of $ 248,000 for the three and six months ended June 30, 2025, respectively.

Equity securities were $ 11.7 million at June 30, 2026 compared to $ 12.6 million at December 31, 2025.

The decrease primarily was due to the redemption of one equity security for $ 1.0 million at par in the current quarter, with no gain or loss recognized, partially offset by net unrealized gains recognized during the period.

NOTE 4 – LOANS

5 unchanged sentences

Allowance for credit losses

Net loans exclude accrued interest receivable of $ 6.4 million and $ 6.6 million at March 31, 2026 and December 31, 2025, respectively, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

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:

Net loans exclude accrued interest receivable of $ 6.7 million and $ 6.6 million at June 30, 2026 and December 31, 2025, respectively, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

The Company’s total individually evaluated loans, including collateral dependent loans, nonaccrual loans, modified loans to borrowers experiencing financial difficulty, and purchase credit deteriorated (“PCD”) loans, are summarized as follows:

and industrial

March 31, 2026

June 30, 2026

Recorded investment in loans individually evaluated:

9 unchanged sentences

Specific allowance on loans individually evaluated

The recorded investment in individually evaluated loans on nonaccrual were $ 15.1 million and $ 13.4 million at March 31, 2026 and December 31, 2025, respectively.

The recorded investment in individually evaluated loans on nonaccrual were $ 9.1 million and $ 13.4 million at June 30, 2026 and December 31, 2025, respectively.

The Company may modify the contractual terms of a loan to a borrower experiencing financial difficulty as a part of ongoing loss mitigation strategies.

3 unchanged sentences

The effect of most modifications made for 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 months ended March 31, 2026 and 2025, there were no modifications of loans to borrowers experiencing financial difficulty.

During the three and six months ended June 30, 2026, there was one modification for $ 1.5 million to a borrower experiencing financial difficulty.

During both the three and six months ended June 30, 2025, there were no modifications of loans to borrowers experiencing financial difficulty.

The loan modified during the three and six months ended June 30, 2026 was a term extension, which extended the maturity date by approximately nine months.

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:

loans outstanding

March 31, 2026

June 30, 2026

Commercial and industrial

6 unchanged sentences

Commercial real estate

For the three months ended March 31, 2026 and 2025, the Company recorded no charge-offs for modified loans to borrowers experiencing financial difficulty.

At both March 31, 2026 and December 31, 2025, individually evaluated modified loans to borrowers experiencing financial difficulty had no related allowance.

For the three and six months ended June 30, 2026 and 2025, the Company recorded no charge-offs for modified loans to borrowers experiencing financial difficulty.

At June 30, 2026 and December 31, 2025, individually evaluated modified loans to borrowers experiencing financial difficulty had a specific allowance of $ 594,000 and none, respectively.

At both dates, none of the modified loans to borrowers experiencing financial difficulty were performing in accordance with their modified terms.

1 unchanged sentence

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.

The Company evaluates and assigns a risk grade to each loan based on criteria designed to assess the credit quality of the loan.

Each loan is assigned a risk grade at origination and continually reviewed until the debt is repaid.

Any material adverse or beneficial trends will trigger a review of the assigned risk grade.

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:

The Company’s Pass loans include loans with acceptable business or individual credit risk where the borrower’s operations, cash flow, collateral or financial condition support repayment in accordance with the contractual terms and indicate low to average levels of risk.

Loans assigned higher risk grades are loans that generally exhibit the following characteristics:

Special Mention loans have potential weaknesses that deserve close attention.

3 unchanged sentences

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;

● Adverse financial trends.

● Credit that is currently protected but exhibits potential weakness ;

● Credit that is difficult to administer because of deficiencies in loan documentation, collateral control, loan agreements, or other deviations from established lending practices;

● Adverse financial or operating trends.

Substandard loans are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged.

1 unchanged sentence

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 may be classified as Substandard even though a specific loss has not yet been identified.

A loan can be fully and adequately secured and still be considered Substandard.

4 unchanged sentences

● 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;

● Repayment is dependent upon the liquidation of collateral;

● Inability to perform as agreed, but adequately protected by collateral;

1 unchanged sentence

● The borrower is in bankruptcy, 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.

Doubtful loans possess all the weaknesses inherent in loans classified as Substandard with the added characteristic that collection or liquidation in full, based on currently existing facts, conditions, and values, is highly questionable and improbable.

Doubtful loans have a high probability of loss, yet certain specific and identifiable factors may strengthen the credit and improve the prospects for repayment.

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 three months ended March 31, 2026, and the year ended December 31, 2025, $ 37,000 and no ne, respectively, of the Company’s revolving loans were converted to term loans.

Revolving loans that are converted to term loans are treated as new originations for purposes of the tables below but continue to be presented based on the year of the original revolving loan’s initial origination.

During the six months ended June 30, 2026, and the year ended December 31, 2025, $ 3.9 million and none , respectively, of the Company’s revolving loans were converted to term loans.

The following tables present the internally assigned risk grade by class of loans at the dates indicated:

1 unchanged sentence

amortized cost

March 31, 2026

June 30, 2026

Commercial and industrial:

48 unchanged sentences

and still accruing

March 31, 2026

June 30, 2026

Commercial and industrial

7 unchanged sentences

Commercial real estate

Nonaccrual loans totaled $ 16.7 million and $ 13.4 million at March 31, 2026 and December 31, 2025, respectively.

Nonaccrual loans guaranteed by a government agency, which reduces the Company’s credit exposure, were $ 932,000 at March 31, 2026 compared to $ 1.7 million at December 31, 2025.

At March 31, 2026, nonaccrual loans included $ 7.1 million of loans 30-89 days past due and $ 6.3 million of loans less than 30 days past due.

Nonaccrual loans totaled $ 9.1 million and $ 13.4 million at June 30, 2026 and December 31, 2025, respectively.

Nonaccrual loans guaranteed by a government agency, which reduces the Company’s credit exposure, were $ 862,000 at June 30, 2026 compared to $ 1.7 million at December 31, 2025.

At June 30, 2026, nonaccrual loans included $ 1.4 million of loans 30-89 days past due and $ 4.7 million of loans less than 30 days past due.

At December 31, 2025, nonaccrual loans included $ 562,000 of loans 30-89 days past due and $ 9.4 million of loans less than 30 days past due.

The increase from the prior quarter-end was primarily due to one $ 4.9 million commercial real estate loan being placed on nonaccrual during the current quarter, partially offset by payoffs of five nonaccrual loans totaling $ 1.6 million.

The increase in nonaccrual loans reflects borrower-specific credit deterioration, primarily within the commercial and industrial and commercial real estate portfolios.

At March 31, 2026, the $ 7.1 million of nonaccrual loans 30-89 days past due were comprised of four loans and the $ 6.3 million of loans less than 30 days past due were comprised of 15 loans.

All these loans were placed on nonaccrual due to concerns over the financial condition of the borrowers.

At March 31, 2026 and December 31, 2025, there were no loans 90 days or more past due and still accruing.

Interest foregone on nonaccrual loans was approximately $ 200,000 for the three months ended March 31, 2026, compared to $ 269,000 for the three months ended March 31, 2025.

Interest income recognized on nonaccrual loans was approximately $ 140,000 for the three months ended March 31, 2026, compared to $ 35,000 for the three months ended March 31, 2025.

The decrease in nonaccrual loans was primarily due to the payoff of six nonaccrual loans totaling $ 2.3 million and the sale of two nonaccrual loans totaling $ 7.7 million, partially offset by three new nonaccrual commercial real estate loans totaling $ 6.4 million.

At June 30, 2026, the $ 1.4 million of nonaccrual loans 30-89 days past due were comprised of one loan and the $ 4.7 million of loans less than 30 days past due were comprised of 13 loans.

All of these loans were placed on nonaccrual due to concerns over the financial condition of the borrowers.

At June 30, 2026, there were two loans that were 90 days or more past due and still accruing, with a balance of $ 677,000 compared to no loans 90 days or more past due and still accruing at December 31, 2025.

Interest foregone on nonaccrual loans was approximately $ 223,000 and $ 423,000 for the three and six months ended June 30, 2026, compared to $ 370,000 and $ 639,000 for the three and six months ended June 30, 2025.

Interest income recognized on nonaccrual loans was approximately $ 338,000 and $ 478,000 for the three and six months ended June 30, 2026, compared to $ 31,000 and $ 66,000 for the three and six months ended June 30, 2025.

Pledged Loans

The Bank’s 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 $ 1.13 billion and $ 1.10 billion at March 31, 2026 and December 31,

2025, respectively.

The Bank’s 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 $ 1.08 billion and $ 1.10 billion at June 30, 2026 and December 31, 2025, respectively.

At June 30, 2026 and December 31, 2025, $ 74.8 million and $ 88.0 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.

3 unchanged sentences

unfunded commitments

Three months ended March 31, 2026

Three months ended June 30, 2026

Allowance for credit losses

2 unchanged sentences

Ending balance

March 31, 2026

Six months ended June 30, 2026

Allowance for credit losses:

Beginning balance

(Reversal of) provision for credit losses

Ending balance

June 30, 2026

Allowance for credit losses:

Loans individually evaluated

5 unchanged sentences

unfunded commitments

Three months ended March 31, 2025

Three months ended June 30, 2025

Allowance for credit losses

Beginning balance

Provision for (reversal of) credit losses

(Reversal of) provision for credit losses

Ending balance

March 31, 2025

Six months ended June 30, 2025

Allowance for credit losses:

Beginning balance

(Reversal of) provision for credit losses

Ending balance

June 30, 2025

Allowance for credit losses:

Loans individually evaluated

3 unchanged sentences

Collectively evaluated

For the three months ended March 31, 2026, the reversal of provision for credit losses and the related decrease in the allowance for credit losses at March 31, 2026, compared to December 31, 2025, was primarily attributable to a decrease in the reserve for pooled loans due to lower loan balances, partially offset by changes in macroeconomic forecasts, including lower forecasted unemployment and an improved national gross domestic product outlook.

In addition, there was an $ 82,000 decrease in the reserve for individually evaluated loans as compared to the prior quarter.

Qualitative risk factor classifications remained unchanged during the quarter.

Net charge-offs were $ 15,000 for the first quarter of 2026, compared to $ 102,000 for the same period in 2025.

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.

March 31, 2026

For the three and six months ended June 30, 2026, the provision for credit losses and the related increase in the allowance for credit losses at June 30, 2026, compared to December 31, 2025, was primarily due to the impact of $ 2.8 million in net charge-offs during the quarter, together with loan growth and increased specific reserves on certain individually evaluated loans, partially offset by changes in macroeconomic forecasts.

Qualitative factors remained unchanged during the three and six months ended June 30, 2026.

Net charge-offs were $ 2.8 million and $ 2.9 million for the three and six months ended June 30, 2026, compared to net charge-offs of $ 13,000 and $ 115,000 for the three and six months ended June 30, 2025, respectively.

June 30, 2026

Commercial real estate

2 unchanged sentences

The following table shows the amortized cost and allowance for credit losses for loans on nonaccrual status as of the dates indicated:

As of March 31, 2026

As of June 30, 2026

As of December 31, 2025

10 unchanged sentences

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.

5 unchanged sentences

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 March 31, 2026 and December 31, 2025, the Company had $ 5.8 million and $ 9.3 million, respectively, of loans enrolled in this loan program.

The Company had a loss reserve account of $ 4.8 million and $ 4.9 million as of March 31, 2026 and December 31, 2025, respectively.

Funds contributed by the participating lender to the loss reserve account are treated as a receivable from CalCAP and evaluated for credit losses quarterly.

As of June 30, 2026 and December 31, 2025, the Company had $ 3.8 million and $ 9.3 million, respectively, of loans enrolled in this loan program.

The Company had a loss reserve account of $ 2.4 million and $ 4.9 million as of June 30, 2026 and December 31, 2025, 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.

3 unchanged sentences

When the loss reserve account balance exceeds the total associated loan balance, the excess is to be remitted to CalCAP.

The Company originated loans under this program of $ 295,000 and $ 3.4 million during the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, the Company had $ 15.5 million of loans enrolled in this program and a loss reserve account of $ 4.8 million.

The Company originated loans under this program of $ 530,000 and $ 825,000 during the three and six months ended June 30, 2026 and $ 5.5 million and $ 8.9 million during the three and six months ended June 30, 2025, respectively.

As of June 30, 2026, the Company had $ 13.0 million of loans enrolled in this program and a loss reserve account of $ 4.7 million.

As of December 31, 2025, the Company had $ 19.0 million of loans enrolled in this program and a loss reserve account of $ 4.9 million.

6 unchanged sentences

Total premises and equipment, net

Depreciation and amortization included in occupancy and equipment expense totaled $ 486,000 and $ 470,000 for the three months ended March 31, 2026, and 2025, respectively.

Depreciation and amortization included in occupancy and equipment expense totaled $ 551,000 and $ 1.1 million for the three and six months ended June 30, 2026, and $ 496,000 and $ 1.0 million for the three and six months ended June 30, 2025, respectively.

NOTE 7 – LEASES

The Company leased 19 branches under noncancelable operating leases as of March 31, 2026.

The Company leased 19 branches under noncancelable operating leases as of June 30, 2026.

These leases expire on various dates through 2030.

3 unchanged sentences

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 March 31, 2026, the undiscounted lease payments for the next five years and thereafter:

The below maturity schedule presents, as of June 30, 2026, the undiscounted lease payments for the next five years and thereafter:

For remainder of 2026

2 unchanged sentences

The following table presents the weighted average lease term and discount rate at the dates indicated:

March 31, 2026

June 30, 2026

December 31, 2025

3 unchanged sentences

Three months ended

Six months ended

Operating lease cost

6 unchanged sentences

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 .

Core deposit intangible represents the estimated future benefit of deposits related to an acquisition and is recorded separately from the related deposits and amortized over an estimated useful life of seven to ten years .

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.

1 unchanged sentence

Changes in the Company's goodwill during the periods indicated were as follows:

Three months Ended

March 31, 2026

Six months ended

June 30, 2026

December 31, 2025

4 unchanged sentences

Changes in the Company’s core deposit intangible during the periods indicated were as follows:

Three months ended

March 31, 2026

Six months ended

June 30, 2026

December 31, 2025

2 unchanged sentences

Balance at end of period

Estimated annual amortization expense at March 31, 2026 was as follows:

Estimated annual amortization expense at June 30, 2026 was as follows:

For remainder of 2026

16 unchanged sentences

(1) Noninterest bearing.

Time deposits included no brokered deposits as of March 31, 2026, and December 31, 2025.

At March 31, 2026, uninsured deposits totaled $ 1.0 billion, or 46.3 % of total deposits, compared to $ 1.0 billion, or 46.6 % of total deposits at December 31, 2025.

Time deposits included no brokered deposits as of June 30, 2026, and December 31, 2025.

At June 30, 2026, uninsured deposits totaled $ 1.0 1 billion, or 46.5 % of total deposits, compared to $ 1.0 3 billion, or 46.6 % of total deposits at December 31, 2025.

The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank’s regulatory reporting requirements.

1 unchanged sentence

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 March 31, 2026 and December 31, 2025, the Bank had the ability to borrow up to $ 599.3 million and $ 580.7 million, respectively, from the FHLB of San Francisco.

At both March 31, 2026 and December 31, 2025, the Bank had no FHLB borrowings outstanding.

At June 30, 2026 and December 31, 2025, the Bank had the ability to borrow up to $ 531.0 million and $ 580.7 million, respectively, from the FHLB of San Francisco.

At June 30, 2026, the Bank had $ 25.0 million of overnight advances outstanding from the FHLB of San Francisco, compared to no FHLB borrowings outstanding at December 31, 2025.

The Bank has been approved for discount window advances from the FRB of San Francisco secured by certain types of loans.

At March 31, 2026 and December 31, 2025, the Bank had the ability to borrow up to $ 43.4 million and $ 49.3 million, respectively, from the FRB of San Francisco.

At both March 31, 2026 and December 31, 2025, the Bank had no FRB of San Francisco advances outstanding.

At June 30, 2026 and December 31, 2025, the Bank had the ability to borrow up to $ 42.8 million and $ 49.3 million, respectively, from the FRB of San Francisco.

At both June 30, 2026 and December 31, 2025, the Bank 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 March 31, 2026 and December 31, 2025.

There were no amounts outstanding under these facilities at both March 31, 2026 and December 31, 2025.

Junior subordinated deferrable interest debentures – In connection with its previous acquisitions, the Company assumed junior subordinated deferrable interest debentures, totaling $ 5.9 million, net of fair value adjustments, with a weighted average rate of 6.44 % at March 31, 2026, compared to $ 8.7 million, net of fair value adjustments, with a weighted average rate of 6.56 % at December 31, 2025 .

The decrease in amount of debentures reflects the Company’s redemption of one junior subordinated debenture during the first quarter of 2026, which included $ 222,000 of accelerated amortized debt issuance costs.

Cumulative available commitments totaled $ 65.0 million at both June 30, 2026 and December 31, 2025.

There were no amounts outstanding under these facilities at both June 30, 2026 and December 31, 2025.

Junior subordinated deferrable interest debentures – In connection with its previous acquisitions, the Company assumed junior subordinated deferrable interest debentures , totaling $ 5.9 million, net of fair value adjustments, with a weighted average rate of 6.43 % at June 30, 2026, compared to $ 8.7 million, net of fair value adjustments, with a weighted average rate of 6.56 % at December 31, 2025 .

The decrease in the amount of debentures reflects the Company’s redemption of one junior subordinated debenture during the first quarter of 2026, which included $ 222,000 of accelerated amortization of previously deferred debt issuance costs.

The junior subordinated deferrable interest debentures mature in 2034, subject to earlier redemption by the Company at its option.

1 unchanged sentence

During the third quarter of 2025, the Company redeemed all the outstanding Notes.

At both March 31, 2026 and December 31, 2025, the Company had no outstanding Notes.

Consequently, at both June 30, 2026 and December 31, 2025, the Company had no outstanding Notes.

NOTE 12 – INTEREST PAYABLE AND OTHER LIABILITIES

8 unchanged sentences

Three months ended

Six months ended

Professional fees

4 unchanged sentences

Communication and postage

Loan default related (recoveries) expense

Loan default related recoveries

Director fees and expenses

1 unchanged sentence

Courier expense

The Company expenses marketing and promotion costs as they are incurred.

Advertising expense included in marketing and promotions totaled $ 17,000 and $ 5,000 for the three months ended March 31, 2026 and 2025, respectively.

The Company recognizes marketing and promotion expenses as they are incurred.

Advertising expense included in marketing and promotions totaled $ 30,000 and $ 47,000 for the three and six months ended June 30, 2026 and $ 9,000 and $ 14,000 for the three and six months ended June 30, 2025, respectively.

NOTE 14 – EQUITY INCENTIVE PLANS

5 unchanged sentences

Factors generally considered by the Board in awarding equity incentives to employees include the performance of the Company, the employee’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.

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:

3 unchanged sentences

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 March 31, 2026, a total of 442,542 shares were available for future issuance under the 2024 Plan.

As of June 30, 2026, a total of 442,542 shares were available for future issuance under the 2024 Plan.

2017 Omnibus Equity Incentive Plan

10 unchanged sentences

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 March 31, 2026, 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.

As of June 30, 2026, 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:

3 unchanged sentences

Non-vested, at March 31,

Non-Vested, at June 30,

After June 30, 2026, the previously announced departures of three senior executives resulted in the acceleration of vesting of restricted stock awards representing approximately 47,205 shares in accordance with the terms of the applicable award agreements.

Additionally, performance stock units were approved and granted after June 30, 2026;

accordingly, no amounts related to these awards are reflected in the Company’s results of operations for the three and six months ended June 30, 2026.

For additional information, see Note 19 – Subsequent Events.

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.

Fair value is defined as the exit 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:

11 unchanged sentences

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 the Company’s quarterly valuation process.

There were no transfers between levels during the three months ended March 31, 2026 and 2025.

At both March 31, 2026 and December 31, 2025, there were no liabilities measured at fair value on a recurring or non-recurring basis.

There were no transfers between levels during the three months ended June 30, 2026 or 2025.

At both June 30, 2026 and December 31, 2025, 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:

1 unchanged sentence

Fair Value Measurements

March 31, 2026

June 30, 2026

Municipal securities

16 unchanged sentences

The following assets were measured at fair value on a nonrecurring basis as of the dates indicated:

March 31, 2026

June 30, 2026

Total Estimated

12 unchanged sentences

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 the fair value of the collateral is based on an observable market price or a current appraised value that 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.

Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available.

Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between 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 % .

3 unchanged sentences

Fair value measurements

March 31, 2026

June 30, 2026

Financial assets:

3 unchanged sentences

Investment in FHLB and FRB Stock

Loans held for sale

Accrued interest receivable

Financial liabilities:

Other borrowings

Junior subordinated deferrable interest debentures, net

30 unchanged sentences

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 reserve associated with these commitments included in interest payable and other liabilities on the consolidated balance sheets was $ 335,000 at March 31, 2026 and $ 410,000 at December 31, 2025.

The reserve associated with these commitments included in interest payable and other liabilities on the consolidated balance sheet s was $ 380,000 at June 30, 2026 and $ 410,000 at December 31, 2025.

Commercial Real Estate Concentrations

At March 31, 2026 and December 31, 2025, in management’s judgment, a concentration of loans existed in commercial real estate related loans.

At June 30, 2026 and December 31, 2025, 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.

1 unchanged sentence

The Company has commitments to fund investments in LIHTC partnerships and an SBIC fund.

At March 31, 2026, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $ 3.5 million and $ 122,000 , respectively.

At June 30, 2026, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $ 3.5 million and $ 122,000 , respectively.

At December 31, 2025, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $ 4.7 million and $ 122,000 , respectively.

Deposit Concentrations

At March 31, 2026, approximately $ 298.5 million, or 13.2 %, of the Company's deposits were derived from its top ten depositors.

At December 31, 2025, approximately $ 235.8 million, or 11.7 %, of the Company's deposits were derived from its top ten depositors.

At June 30, 2026 and December 31, 2025, approximately $ 355.7 million, or 16.4 %, and approximately $ 235.8 million, or 11.7 %, of the Company's deposits were derived from its top ten depositors.

Local Agency Deposits and Other Advances

1 unchanged sentence

The Company is required to provide collateral for certain local agency deposits in the states of California, Colorado, New Mexico and Washington.

At March 31, 2026 and December 31, 2025, the FHLB had issued letters of credit on behalf of the Company totaling $ 42.1 million and $ 41.6 million, respectively, as collateral for local agency deposits.

At June 30, 2026 and December 31, 2025, the FHLB had issued letters of credit on behalf of the Company totaling $ 42.1 million and $ 41.6 million, respectively, as collateral for local agency deposits.

NOTE 18 – SEGMENT INFORMATION

13 unchanged sentences

The following table presents the Company’s one operating segment for the periods indicated:

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Interest and dividend income

4 unchanged sentences

Segment net interest income and noninterest income

(Reversal of) provision for credit losses

Provision for credit losses

Salaries and employee benefits

2 unchanged sentences

Other segment items

Provision for income taxes

Segment net income/consolidated net income

Provision for income tax (benefit) expense

Segment net (loss) income/consolidated net (loss) income

Reconciliation of assets:

2 unchanged sentences

NOTE 19 – SUBSEQUENT EVENTS

Subsequent to quarter-end, the Company announced an executive leadership transition to support the Company’s next phase of growth, including the appointment of William J.

as Executive Vice Chair, Christopher F.

Baron as President and Chief Executive Officer, and Kevin L.

Thompson as EVP, Chief Financial Officer and Corporate Secretary.

On April 7, 2026, the Board of Directors approved the involuntary termination without cause of three senior executive officers:

Guarini (President and Chief Executive Officer), Janet L.

EVP and Chief Operating Officer), and Keary L.

EVP, Chief Financial Officer, Chief Administrative Officer and Corporate Secretary).

Each departing executive’s change in role was effective April 10, 2026, with a separation date of July 6, 2026, during which time they will continue as non-executive employees providing transition assistance.

Estimated cash severance payments total approximately $ 9.2 million, or approximately $ 8.4 million net of taxes, and will be paid over periods ranging from 12 to 24 months .

In addition, a total of 47,205 shares of restricted stock will vest in connection with the separations, and each departing executive will receive continued health insurance benefits for periods ranging from 12 to 24 months .

The Company expects to recognize these costs beginning in the second quarter of 2026, with certain amounts recognized over the applicable service and payment periods.

As these actions were approved and initiated subsequent to March 31, 2026, no amounts related to these charges have been reflected in the Company’s results of operations for the quarter ended March 31, 2026.

Additional information regarding these matters was previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 9, 2026.

Subsequent to quarter-end, on July 21, 2026, the Compensation Committee of the Board of Directors of BayCom Corp recommended, and the Board of Directors adopted, a 2026 Performance Stock Unit Program (the “PSU Program”) for senior executive officers of the Company and the Bank, and approved initial awards thereunder.

The PSU Program is established under the BayCom Corp 2024 Omnibus Incentive Plan.

As the PSU Program was adopted and the initial awards were approved subsequent to June 30, 2026, no amounts related to these awards are reflected in the Company's results of operations for the three and six months ended June 30, 2026.

Additional information regarding the PSU Program was previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 22, 2026.

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that, except for the matter discussed above, no other events have occurred that would require adjustments to its disclosures in the condensed consolidated financial statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements