Bogota Financial Corp. 10-Q

bsbk20250522_10q.htm Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File No. 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in Its Charter) Maryland 84-3501231 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 819 Teaneck Road Teaneck , New Jersey 07666 (Address of Principal Executive Offices) (Zip Code) ( 201 ) 862-0660 (Registrant ’ s Telephone Number, Including Area Code) N/A (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share BSBK The Nasdaq Stock Market, LLC Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one) Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Smaller reporting company ☒ Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of August 12, 2025, there were 13,008,389 shares iss ued and outstanding of the registrant’s common stock, par value $0.01 per share. Table of Contents Bogota Financial Corp. Form 10-Q Table of Contents Page PART I. FINANCIAL INFORMATION Item 1. Financial Statements 1 Consolidated Statements of Financial Condition at June 30, 2025 and December 31, 2024 (unaudited) 1 Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024 (unaudited) 2 Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2025 and 2024 (unaudited) 3 Consolidated Statements of Stockholders' Equity for the Three and Six Months Ended June 30, 2025 and 2024 (unaudited) 4 Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024 (unaudited) 5 Notes to Consolidated Financial Statements (unaudited) 6 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 18 Item 3. Quantitative and Qualitative Disclosures About Market Risk 27 Item 4. Controls and Procedures 27 PART II. OTHER INFORMATION Item 1. Legal Proceedings 28 Item 1A. Risk Factors 28 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 28 Item 3. Defaults Upon Senior Securities 28 Item 4. Mine Safety Disclosures 28 Item 5. Other Information 28 Item 6. Exhibits 29 SIGNATURES 30 i Table of Contents PART I – FINANCIAL INFORMATION Item 1. Financial Statements BOGOTA FINANCIAL CORP. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (unaudited) As of As of June 30, 2025 December 31, 2024 Assets Cash and due from banks $ 9,471,838 $ 18,020,527 Interest-bearing deposits in other banks 10,861,717 34,211,681 Cash and cash equivalents 20,333,555 52,232,208 Securities available for sale, at fair value 144,602,468 140,307,447 Loans, net of allowance for credit losses of $ 2,590,950 and $ 2,620,949 , respectively 693,211,303 711,716,236 Premises and equipment, net 4,561,786 4,727,302 Federal Home Loan Bank (FHLB) stock and other restricted securities 7,204,900 8,803,000 Accrued interest receivable 4,225,196 4,232,563 Core deposit intangibles 129,255 152,893 Bank-owned life insurance 31,329,401 31,859,604 Right of use asset 10,506,417 10,776,596 Other assets 5,730,379 6,682,035 Total Assets $ 921,834,660 $ 971,489,884 Liabilities and Equity Non-interest bearing deposits $ 30,696,810 $ 32,681,963 Interest bearing deposits 597,532,976 609,506,079 Total deposits 628,229,786 642,188,042 FHLB advances-short term 40,000,000 29,500,000 FHLB advances-long term 95,944,439 142,673,182 Advance payments by borrowers for taxes and insurance 3,223,479 2,809,205 Lease liabilities 10,579,107 10,780,363 Other liabilities 5,418,148 6,249,932 Total liabilities 783,394,959 834,200,724 Stockholders’ Equity Preferred stock $ 0.01 par value 1,000,000 shares authorized, none issued and outstanding at June 30, 2025 and December 31, 2024 — — Common stock $ 0.01 par value, 30,000,000 shares authorized, 13,008,389 issued and outstanding at June 30, 2025 and 13,059,175 at December 31, 2024 130,083 130,592 Additional paid-in capital 55,260,550 55,269,962 Retained earnings 90,961,990 90,006,648 Unearned ESOP shares ( 369,670 shares at June 30, 2025 and 382,933 shares at December 31, 2024) ( 4,369,992 ) ( 4,520,594 ) Accumulated other comprehensive loss ( 3,542,930 ) ( 3,597,448 ) Total stockholders’ equity 138,439,701 137,289,160 Total liabilities and stockholders’ equity $ 921,834,660 $ 971,489,884 See accompanying notes to unaudited consolidated financial statements. 1 Table of Contents BOGOTA FINANCIAL CORP. CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) Three Months Ended Six Months Ended June 30, June 30, 2025 2024 2025 2024 Interest income Loans, including fees $ 8,291,923 $ 8,299,404 $ 16,895,052 $ 16,506,796 Securities Taxable 1,943,360 1,846,717 3,773,754 3,363,060 Tax-exempt 2,894 13,124 5,789 26,272 Other interest-earning assets 266,987 314,964 754,158 639,268 Total interest income 10,505,164 10,474,209 21,428,753 20,535,396 Interest expense Deposits 5,524,138 6,253,895 11,286,462 12,223,776 FHLB advances 1,286,421 1,476,600 2,854,448 2,916,669 Total interest expense 6,810,559 7,730,495 14,140,910 15,140,445 Net interest income 3,694,605 2,743,714 7,287,843 5,394,951 Provision (recovery) for credit losses — 35,000 ( 80,000 ) 70,000 Net interest income after (recovery) provision for credit losses 3,694,605 2,708,714 7,367,843 5,324,951 Non-interest income Fees and service charges 59,755 49,203 115,574 107,790 Gain on sale of loans 8,768 — 37,830 — Bank-owned life insurance 228,392 215,056 990,623 427,015 Other 34,795 38,945 77,055 67,477 Total non-interest income 331,710 303,204 1,221,082 602,282 Non-interest expense Salaries and employee benefits 2,059,942 2,143,388 4,140,141 4,301,953 Occupancy and equipment 640,444 366,908 1,311,913 738,025 FDIC insurance assessment 103,934 106,716 210,520 207,313 Data processing 305,034 318,520 620,731 622,125 Advertising 16,000 115,100 121,500 225,200 Director fees 170,812 151,549 330,256 307,249 Professional fees 372,364 260,112 571,094 456,897 Other 185,972 263,490 408,017 510,112 Total non-interest expense 3,854,502 3,725,783 7,714,172 7,368,874 Income (loss) before income taxes 171,813 ( 713,865 ) 874,753 ( 1,441,641 ) Income tax benefit ( 52,582 ) ( 281,386 ) ( 80,589 ) ( 568,182 ) Net income (loss) $ 224,395 $ ( 432,479 ) $ 955,342 $ ( 873,459 ) Earnings (loss) per Share - basic $ 0.02 $ ( 0.03 ) $ 0.08 $ ( 0.07 ) Earnings (loss) per Share - diluted $ 0.02 $ ( 0.03 ) $ 0.08 $ ( 0.07 ) Weighted average shares outstanding - basic 12,635,990 12,803,925 12,642,744 12,828,428 Weighted average shares outstanding - diluted 12,641,179 12,803,925 12,644,701 12,828,428 See accompanying notes to unaudited consolidated financial statements. 2 Table of Contents BOGOTA FINANCIAL CORP. CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (unaudited) Three Months Ended Six Months Ended June 30, June 30, 2025 2024 2025 2024 Net income (loss) $ 224,395 $ ( 432,479 ) $ 955,342 $ ( 873,459 ) Other comprehensive (loss) income: Net unrealized (loss) gain on securities available for sale: ( 379,866 ) 1,030,695 566,084 ( 52,070 ) Tax effect 106,780 ( 289,728 ) ( 159,127 ) 14,637 Net of tax ( 273,086 ) 740,967 406,957 ( 37,433 ) Defined benefit retirement plans: Reclassification adjustment for amortization of prior service cost and net gain included in salaries and employee benefits 180,712 — 180,712 6,414 Tax effect ( 50,798 ) — ( 50,798 ) ( 3,309 ) Net of tax 129,914 — 129,914 3,105 Derivatives: Unrealized (loss) gain on swap contracts accounted for as cash flow hedges ( 226,145 ) 59,173 ( 670,961 ) 719,520 Tax effect 63,570 ( 16,633 ) 188,608 ( 202,257 ) Net of tax ( 162,575 ) 42,540 ( 482,353 ) 517,263 Total other comprehensive (loss) income ( 305,747 ) 783,507 54,518 482,935 Comprehensive (loss) income $ ( 81,352 ) $ 351,028 $ 1,009,860 $ ( 390,524 ) See accompanying notes to unaudited consolidated financial statements. 3 Table of Contents BOGOTA FINANCIAL CORP. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (unaudited) Accumulated Additional Other Total Common Common Paid-in Retained Unearned Comprehensive Stockholders Stock Shares Stock Capital Earnings ESOP shares (Loss) Income Equity Balance January 1, 2024 13,279,230 $ 132,792 $ 56,149,915 $ 92,177,068 $ ( 4,821,798 ) $ ( 6,464,774 ) $ 137,173,203 Net loss — — — ( 440,980 ) — — ( 440,980 ) Other comprehensive loss — — — — — ( 300,572 ) ( 300,572 ) Restricted stock issuance 10,000 — — — — — — Stock based compensation — — 234,493 — — — 234,493 Stock purchased and retired ( 33,083 ) ( 331 ) ( 269,364 ) — — — ( 269,695 ) ESOP Shares released (6,447 shares) — — ( 25,025 ) — 75,301 — 50,276 Balance March 31, 2024 13,256,147 132,461 56,090,019 91,736,088 ( 4,746,497 ) ( 6,765,346 ) $ 136,446,725 Net loss — — — ( 432,479 ) — — ( 432,479 ) Other comprehensive income — — — — — 783,507 783,507 Stock based compensation — — 237,093 — — — 237,093 Stock purchased and retired ( 107,323 ) ( 1,073 ) ( 733,660 ) — — — ( 734,733 ) ESOP Shares released (6,668 shares) — — ( 31,768 ) — 75,301 — 43,533 Balance June 30, 2024 13,148,824 $ 131,388 $ 55,561,684 $ 91,303,609 $ ( 4,671,196 ) $ ( 5,981,839 ) $ 136,343,646 Balance January 1, 2025 13,059,175 $ 130,592 $ 55,269,962 $ 90,006,648 $ ( 4,520,594 ) $ ( 3,597,448 ) $ 137,289,160 Net income — — — 730,947 — — 730,947 Other comprehensive income — — — — — 360,265 360,265 Stock based compensation — — 221,180 — — — 221,180 Stock purchased and retired ( 50,211 ) ( 503 ) ( 397,712 ) — — — ( 398,215 ) ESOP shares released (6,595 shares) — — ( 24,832 ) — 75,301 — 50,469 Balance March 31, 2025 13,008,964 $ 130,089 $ 55,068,598 $ 90,737,595 $ ( 4,445,293 ) $ ( 3,237,183 ) $ 138,253,806 Net income — — — 224,395 — — 224,395 Other comprehensive loss — — — — — ( 305,747 ) ( 305,747 ) Stock based compensation — — 225,435 — — — 225,435 Stock purchased and retired ( 575 ) ( 6 ) ( 4,571 ) — — — ( 4,577 ) ESOP shares released (6,668 shares) — — ( 28,912 ) — 75,301 — 46,389 Balance June 30, 2025 $ 13,008,389 $ 130,083 $ 55,260,550 $ 90,961,990 $ ( 4,369,992 ) $ ( 3,542,930 ) $ 138,439,701 See accompanying notes to unaudited consolidated financial statements. 4 Table of Contents BOGOTA FINANCIAL CORP. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) For the six months ended June 30, 2025 2024 Cash flows from operating activities Net income (loss) $ 955,342 $ ( 873,459 ) Adjustments to reconcile net income (loss) to net cash used for operating activities: Amortization of intangible assets 46,341 4,512 (Recovery) provision for credit losses ( 80,000 ) 70,000 Depreciation of premises and equipment 201,684 249,057 Amortization of deferred loan (fees) costs, net 16,914 39,905 Amortization of premiums and accretion of discounts on securities, net 42,886 20,180 Deferred income benefit ( 69,637 ) ( 530,154 ) Gain on sale of loans ( 37,830 ) — Proceeds from sale of loans ( 1,932,899 ) — Origination of loans held for sale 1,970,729 — Increase in cash surrender value of bank owned life insurance ( 990,623 ) ( 427,015 ) Employee stock ownership plan expense 96,858 93,809 Stock based compensation 446,615 471,586 Changes in: Accrued interest receivable 7,367 ( 297,917 ) Net changes in other assets 1,902,625 ( 273,053 ) Net changes in other liabilities ( 672,292 ) 222,532 Net cash used for operating activities 1,904,080 ( 1,230,017 ) Cash flows from investing activities Purchases of securities held to maturity — ( 10,645,873 ) Purchases of securities available for sale ( 27,699,938 ) ( 40,228,923 ) Maturities, calls, and repayments of securities available for sale 23,928,115 2,183,086 Maturities, calls, and repayments of securities held to maturity — 2,128,259 Net decrease in loans 18,581,405 6,432,091 Purchases of premises and equipment ( 36,169 ) ( 499,933 ) Purchase of FHLB stock ( 2,420,100 ) ( 4,164,500 ) Redemption of FHLB stock 4,018,200 3,639,400 Net cash provided by (used for) investing activities 16,371,513 ( 41,156,393 ) Cash flows from financing activities Net (decrease) increase in deposits ( 13,958,256 ) 23,778,962 Net decrease in short-term FHLB advances 10,500,000 22,500,000 Proceeds from long-term FHLB non-repo advances — — Repayments of long-term FHLB non-repo advances ( 46,732,049 ) ( 10,730,642 ) Repurchase of common stock ( 398,215 ) ( 1,004,428 ) Net increase in advance payments from borrowers for taxes and insurance 414,274 504,588 Net cash (used for) provided by financing activities ( 50,174,246 ) 35,048,480 Net decrease in cash and cash equivalents ( 31,898,653 ) ( 7,337,930 ) Cash and cash equivalents at beginning of year 52,232,208 24,929,471 Cash and cash equivalents at June 30, $ 20,333,555 $ 17,591,541 Supplemental cash flow information Income taxes paid $ 100,000 $ 40,000 Interest paid 14,140,910 15,140,445 Fair value change in cash flow hedges $ ( 670,961 ) $ 719,521 Fair value change in fair value hedges, net 9,397 600,181 See accompanying notes to unaudited consolidated financial statements. 5 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations and Principles of Consolidation : On January 15, 2020, Bogota Financial Corp. (the “Company,” “we” or “our”) became the mid-tier stock holding company for Bogota Savings Bank (the “Bank”) in connection with the reorganization of Bogota Savings Bank into the two -tier mutual holding company structure. The Company completed its stock offering in connection with the mutual holding company reorganization of the Bank on January 15, 2020. Shares of the Company’s common stock began trading on January 16, 2020 on the Nasdaq Capital Market under the trading symbol “BSBK.” The Bank maintains two subsidiaries. Bogota Securities Corp. was formed to buy, sell and hold investment securities. Bogota Properties, LLC, formed to hold real estate owned by the Company, was inactive at June 30, 2025 and December 31, 2024 . The Bank generally originates residential, commercial and consumer loans to, and accepts deposits from, customers in New Jersey. The debtors’ ability to repay the loans is dependent upon the region’s economy and the borrowers’ circumstances. The Bank is also subject to the regulations of certain federal and state agencies and undergoes periodic examination by those regulatory authorities. Reclassifications : Some items in the prior year financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on prior year net loss or stockholders' equity. Earnings (Loss) per Share: Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. For purposes of calculating basic EPS, weighted average common shares outstanding excludes unallocated employee stock ownership plan shares that have not been committed for release and non-vested shares of restricted stock. Diluted EPS is computed using the same method as basic EPS, except it also reflects the potential dilution which could occur if non-vested restricted stock vested or stock options were exercised and converted into common stock. The potentially diluted shares would then be included in the weighted average number of shares outstanding for the period using the treasury stock method. For the three and six months ended June 30, 2025 and June 30, 2024 , options to purchase 508,619 and 523,619 c ommon shares, respectively, with an exercise price of $ 10.45 were outstanding but were not included in the computation of diluted earnings per common share because to do so would be anti-dilutive. Anti-dilutive options are those options with exercise prices in excess of the weighted average market value for the periods presented. For the three and six months ended June 30, 2025 , 5,189 and 1,957 sha res of outstanding non-vested stock were added in the computation of diluted earnings per share. The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations for the three and six months ended June 30, 2025 and 2024 . For the three months ended June 30, 2025 For the three months ended June 30, 2024 For the six months ended June 30, 2025 For the six months ended June 30, 2024 Numerator Net income (loss) $ 224,395 $ ( 432,479 ) $ 955,342 $ ( 873,459 ) Denominator: Weighted average shares outstanding - basic 12,635,990 12,803,925 12,642,744 12,828,428 Effect of non-unvested restricted stock 5,189 — 1,957 — Weighted average shares outstanding - diluted 12,641,179 12,803,925 12,644,701 12,828,428 Earnings (loss) per common share: Basic $ 0.02 $ ( 0.03 ) $ 0.08 $ ( 0.07 ) Diluted 0.02 ( 0.03 ) 0.08 ( 0.07 ) Use of Estimates : To prepare financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP"), management makes estimates and assumptions based on available information. These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided, and actual results could differ under different conditions than those assumed. Basis of Presentation : The accompanying unaudited consolidated financial statements have been prepared in conformity with GAAP for interim financial information and pursuant to the requirements for reporting in Article 10 of Regulation S- X of the Securities Exchange Act of 1934, as amended. The Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) contains provisions that, among other things, reduce certain reporting requirements for qualifying public companies. As an “emerging growth company,” we may delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We intend to take advantage of the benefits of this extended transition period. Accordingly, our financial statements may not be comparable to companies that comply with such new or revised accounting standards. These financial statements include the accounts of the Company, the Bank and its subsidiaries, and all significant intercompany balances and transactions are eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions based on available information. In the opinion of management, all adjustments (consisting of normal recurring adjustments) and disclosures necessary for the fair presentation of the accompanying consolidated financial statements have been included. The results of operations for any interim periods are not necessarily indicative of the results which may be expected for the entire year or any other period. The unaudited financial statements and other financial information contained in this Quarterly Report on Form 10 -Q should be read in conjunction with the audited financial statements, and related notes, of the Company at and for the year ended December 31, 2024 . 6 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Segment Reporting : The Company operates one reportable segment of business, “retail banking.” Through its retail banking segment, the Company provides a broad range of retail and commercial banking services. The accounting policies of the retail banking segment are the same as those described in the summary of significant accounting policies. The Company's chief operating decision maker ("CODM") is the President and Chief Executive Officer, who decides how to allocate resources based on net income that also is reported on the statement of operations as consolidated net income. The measure of segment assets is reported on the statement of financial condition as total consolidated assets. NOTE 2 – SECURITIES AVAILABLE FOR SALE The following table summarizes the amortized cost, fair value, and gross unrealized gains and losses of securities available for sale, by contractual maturity, none of which had an allowance for credit losses at June 30, 2025 and December 31, 2024 : Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value June 30, 2025 U.S. government and agency obligations One through five years $ 3,000,000 $ — $ ( 99,198 ) $ 2,900,802 Corporate bonds due in: Less than one year 350,000 323 — 350,323 One through five years 11,122,059 75,103 ( 124,358 ) 11,072,804 Five through ten years 30,326,179 208,861 ( 1,055,169 ) 29,479,871 Greater than ten years 4,339,950 141,790 — 4,481,740 Municipal obligations due in: Five through ten years 506,192 — ( 93,487 ) 412,705 MBS – residential 83,649,212 189,616 ( 2,199,718 ) 81,639,110 MBS – commercial 16,314,040 — ( 2,048,927 ) 14,265,113 Total $ 149,607,632 $ 615,693 $ ( 5,620,857 ) $ 144,602,468 Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value December 31, 2024 U.S. government and agency obligations Less than one year $ 10,000,000 $ — $ ( 55,870 ) $ 9,944,130 One through five years 3,000,000 — ( 151,590 ) 2,848,410 Corporate bonds due in: Less than one year 350,000 1,090 — 351,090 One through five years 9,112,269 83,414 ( 64,547 ) 9,131,136 Five through ten years 25,410,219 202,205 ( 1,389,376 ) 24,223,048 Greater than ten years 4,321,924 202,576 — 4,524,500 Municipal obligations due in: Greater than ten years 506,706 — ( 108,431 ) 398,275 MBS – residential 76,661,752 53,730 ( 2,162,673 ) 74,552,809 MBS – commercial 16,515,823 — ( 2,181,774 ) 14,334,049 Total $ 145,878,693 $ 543,015 $ ( 6,114,261 ) $ 140,307,447 All of the mortgaged-backed securities (“MBSs”) are issued by the Federal Home Loan Mortgage Corporation (“FHLMC”), Federal National Mortgage Association (“FNMA”) and Government National Mortgage Association. There w ere no sales of securities during the three and six months ended June 30, 2025 or June 30, 2024 . 7 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The age of unrealized losses and the fair value of related securities as of June 30, 2025 and December 31, 2024 were as follows: Less Than 12 Months 12 Months or More Total Fair Unrealized Fair Unrealized Fair Unrealized Value Losses Value Losses Value Losses June 30, 2025 U.S. government and agency obligations $ — $ — $ 2,900,802 $ (99,198 ) $ 2,900,802 $ (99,198 ) Corporate bonds 5,730,360 ( 73,886 ) 12,869,845 ( 1,105,641 ) 18,600,205 ( 1,179,527 ) Municipal obligations — — 412,705 ( 93,487 ) 412,705 ( 93,487 ) MBS – residential 52,208,583 ( 269,733 ) 9,702,044 ( 1,929,985 ) 61,910,627 ( 2,199,718 ) MBS – commercial — — 14,265,113 ( 2,048,927 ) 14,265,113 ( 2,048,927 ) Total $ 57,938,943 $ ( 343,619 ) $ 40,150,509 $ ( 5,277,238 ) $ 98,089,452 $ ( 5,620,857 ) Less Than 12 Months 12 Months or More Total Fair Unrealized Fair Unrealized Fair Unrealized Value Losses Value Losses Value Losses December 31, 2024 U.S. government and agency obligations $ — $ — $ 12,792,540 $ (207,460 ) $ 12,792,540 $ (207,460 ) Corporate bonds - - 15,965,261 ( 1,453,923 ) 15,965,261 ( 1,453,923 ) Municipal obligations - - 398,275 ( 108,431 ) 398,275 ( 108,431 ) MBS – residential 43,739,606 ( 120,511 ) 11,741,816 ( 2,042,162 ) 55,481,422 ( 2,162,673 ) MBS – commercial - - 14,334,049 ( 2,181,774 ) 14,334,049 ( 2,181,774 ) Total $ 43,739,606 $ ( 120,511 ) $ 55,231,941 $ ( 5,993,750 ) $ 98,971,547 $ ( 6,114,261 ) NOTE 2 – SECURITIES AVAILABLE FOR SALE (Continued) Unrealized losses on corporate bonds available for sale are not considered to be credit losses because the bonds are of high credit quality, management does not intend to sell and it is likely that management will not be required to sell the securities prior to their anticipated recovery, and the decline in fair value was largely due to changes in interest rates and other market conditions. At June 30, 2025 , 100 % of the mortgage-backed securities were issued by U.S. government-sponsored entities and agencies, primarily FNMA and FHLMC, institutions which the government has affirmed its commitment to support. There were 51 securities in a l oss position at June 30, 2025 . Because the decline in fair value was attributable to changes in interest rates and illiquidity, and not credit quality, and because the Bank does not have the intent to sell these mortgage-backed securities and it is likely that it will not be required to sell the securities before their anticipated recovery, the Bank does not consider these losses to be credit-related at June 30, 2025 . As of June 30, 2025 , no allowance for credit losses ("ACL") was required on available for sale securities. At June 30, 2025 and December 31, 2024 , securities available for sale with a carrying valu e of $ 5,476,487 and $ 5,741,240 were pledged to secure public deposits. Securities available for sale at June 30, 2025 and December 31, 2024 , which were pledged to secure repurchase agreements at the Federal Home Loan Bank of New York, had a carrying value of $ 69,916 and $ 12,881,892 , respectively. NOTE 3 – LOANS Loans are summarized as follows at June 30, 2025 and December 31, 2024 : June 30, December 31, 2025 2024 Real estate: (unaudited) Residential First Mortgage $ 458,212,962 $ 472,747,542 Commercial Real Estate 125,349,129 118,008,866 Multi-Family Real Estate 82,118,178 74,152,418 Construction 25,766,387 43,183,657 Commercial and Industrial 4,282,269 6,163,747 Consumer 73,328 80,955 Total loans 695,802,253 714,337,185 Allowance for credit losses ( 2,590,950 ) ( 2,620,949 ) Net loans $ 693,211,303 $ 711,716,236 8 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 3 – LOANS (Continued) The Bank has granted loans to officers and directors of the Bank. At June 30, 2025 and December 31, 2024 , such loans totaled $ 2,052,522 and $ 2,256,911 , respectively. At June 30, 2025 and December 31, 2024 , deferred loan fees were $ 2,458,592 and $ 2,496,364 , respectively. The following table presents the activity in the ACL by portfolio segment for the three and six months ended June 30, 2025 and 2024 : Residential First Mortgage Commercial Real Estate Multi-Family Real Estate Construction Commercial and Industrial Consumer Total Three months ended June 30, 2025 Allowance for credit losses: Beginning balance $ 1,660,885 $ 533,874 $ 278,916 $ 92,712 $ 24,340 $ 223 $ 2,590,950 Provision for (recovery) of credit losses — — — — — — — Loans charged off — — — — — — — Recoveries — — — — — — — Total ending allowance balance $ 1,660,885 $ 533,874 $ 278,916 $ 92,712 $ 24,340 $ 223 $ 2,590,950 Residential First Mortgage Commercial Real Estate Multi-Family Real Estate Construction Commercial and Industrial Consumer Total Three Months Ended June 30, 2024 Allowance for credit losses: Beginning balance $ 1,859,349 $ 464,100 $ 317,700 $ 124,100 $ 20,700 $ — $ 2,785,949 Provision for (recovery) of credit losses ( 22,440 ) ( 7,202 ) ( 2,205 ) ( 18,674 ) 12,521 — ( 38,000 ) Loans charged off — — — — — — — Recoveries — — — — — — — Total ending allowance balance $ 1,836,909 $ 456,898 $ 315,495 $ 105,426 $ 33,221 $ — $ 2,747,949 Residential First Mortgage Commercial Real Estate Multi-Family Real Estate Construction Commercial and Industrial Consumer Total Six Months Ended June 30, 2025 Allowance for credit losses: Beginning balance $ 1,680,949 $ 508,000 $ 289,000 $ 123,000 $ 20,000 $ — $ 2,620,949 Provision for (recovery) of credit losses ( 20,064 ) 25,874 ( 10,084 ) ( 30,288 ) 4,340 223 ( 29,999 ) Loans charged off — — — — — — — Recoveries — — — — — — — Total ending allowance balance $ 1,660,885 $ 533,874 $ 278,916 $ 92,712 $ 24,340 $ 223 $ 2,590,950 Residential First Mortgage Commercial Real Estate Multi-Family Real Estate Construction Commercial and Industrial Consumer Total Six Months Ended June 30, 2024 Allowance for credit losses: Beginning balance $ 1,851,969 $ 437,180 $ 317,300 $ 157,500 $ 22,000 $ — $ 2,785,949 Provision for (recovery) of credit losses ( 15,060 ) 19,718 ( 1,805 ) ( 52,074 ) 11,221 — ( 38,000 ) Loans charged off — — — — — — — Recoveries — — — — — — — Total ending allowance balance $ 1,836,909 $ 456,898 $ 315,495 $ 105,426 $ 33,221 $ — $ 2,747,949 For the three and six months ended June 30, 2025 , the provision for credit losses included a recover y of $ 50,000 due to a decrease in off-balance sheet commitments. Since the Bank continues to have limited historical loss history, the majority of changes in the ACL noted in the above tables are driven by changes in the balances of the related loan segments and in the economic forecast. 9 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 3 – LOANS (Continued) The following table presents the balance of non-performing loans by portfolio segments as of June 30, 2025 and December 31, 2024 : Nonaccrual loans beginning of period Nonaccrual loans end of period Nonaccrual with no Allowance for Credit Loss Loans Past Due 90 Days or More Still Accruing June 30, 2025 Residential First Mortgage $ 1,863,957 $ 2,223,128 $ 2,223,128 $ — Commercial Real Estate 1,205,025 747,048 747,048 — Construction 10,893,713 10,893,713 10,893,713 — Consumer — — — — Total $ 13,962,695 $ 13,863,889 $ 13,863,889 $ — Nonaccrual loans beginning of period Nonaccrual loans end of period Nonaccrual with no Allowance for Credit Loss Loans Past Due 90 Days or More Still Accruing December 31, 2024 Residential First Mortgage $ 1,432,072 $ 1,863,957 $ 1,863,957 $ — Commercial Real Estate 450,392 1,205,025 1,205,025 $ — Construction 10,893,713 10,893,713 10,893,713 — Consumer — — — — Total $ 12,776,177 $ 13,962,695 $ 13,962,695 $ — Collateral - dependent loans individually evaluated with the ACL by collateral type were as follows at June 30, 2025 and December 31, 2024 : June 30, 2025 Portfolio segment Real estate Other Residential First Mortgage $ 2,223,128 $ — Commercial Real Estate 747,048 — Multi-Family Real Estate — — Construction 10,893,713 — Commercial and Industrial — — Other Consumer — — $ 13,863,889 $ — December 31, 2024 Portfolio segment Real estate Other Residential First Mortgage $ 1,863,957 $ — Commercial Real Estate 1,205,025 — Multi-Family Real Estate — — Construction 10,893,713 — Commercial and Industrial — — Other Consumer — — $ 13,962,695 $ — Interest income recognized during impairment and cash-basis interest income for the three and six months ended June 30, 2025 and 2024 was nominal. 10 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 3 – LOANS (Continued) No no naccrual loans had specific reserves as of June 30, 2025 as they were all well-secured and in the process of collection. The Bank had no other real estate owned at either June 30, 2025 or December 31, 2024 . The following table presents the aging of the recorded investment in past due loans as of June 30, 2025 and December 31, 2024 , by class of loans: Greater than 30-59 Days 60-89 Days 89 Days Total Loans Not Past Due Past Due Past Due Past Due Past Due Total June 30, 2025 Residential First Mortgage $ 43,912 $ 138,532 $ 1,419,179 $ 1,601,623 $ 456,611,339 $ 458,212,962 Commercial Real Estate — 7,199,422 747,048 7,946,470 117,402,659 125,349,129 Multi-Family Real Estate — — — — 82,118,178 82,118,178 Construction — — 10,893,713 10,893,713 14,872,674 25,766,387 Commercial and Industrial — — — — 4,282,269 4,282,269 Consumer — — — — 73,328 73,328 Total $ 43,912 $ 7,337,954 $ 13,059,940 $ 20,441,806 $ 675,360,447 $ 695,802,253 Greater than 30-59 Days 60-89 Days 89 Days Total Loans Not Past Due Past Due Past Due Past Due Past Due Total December 31, 2024 Residential First Mortgage $ 119,309 $ 1,607,835 $ 513,297 $ 2,240,441 $ 470,507,101 $ 472,747,542 Commercial Real Estate — — 1,205,025 1,205,025 116,803,841 118,008,866 Multi-Family Real Estate — — — — 74,152,418 74,152,418 Construction — — 10,893,713 10,893,713 32,289,944 43,183,657 Commercial and Industrial — — — — 6,163,747 6,163,747 Consumer - — — - 80,955 80,955 Total $ 119,309 $ 1,607,835 $ 12,612,035 $ 14,339,179 $ 699,998,006 $ 714,337,185 Credit Quality Indicators The Bank categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Bank analyzes loans individually by classifying the loans as to credit risk. Commercial and multi-family real estate, commercial and industrial and construction loans are graded on an annual basis. Residential and consumer loans are primarily evaluated based on performance. Refer to the immediately preceding table for the aging of the recorded investment of these loan segments. The Bank uses the following definitions for risk ratings: Special Mention – Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date. Substandard – Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful – Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Loans not meeting the criteria above are considered to be Pass rated loans. 11 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 3 – LOANS (Continued) The following table presents loans, by risk category, loan class and year of origination as of June 30, 2025 and December 31, 2024 : Term Loans by Origination Year June 30, 2025 2025 2024 2023 2022 2021 Prior Revolving Loans Totals Residential First Mortgage Pass $ 1,368,199 $ 26,925,184 $ 20,243,142 $ 102,492,362 $ 30,516,063 $ 133,128,517 $ 141,647,717 $ 456,321,184 Special Mention — — — — — 812,051 598,423 1,410,474 Substandard — — — — — 143,896 337,408 481,304 Doubtful — — — — — — — — Total 1,368,199 26,925,184 20,243,142 102,492,362 30,516,063 134,084,464 142,583,548 458,212,962 Gross charge-offs by vintage — — — — — — — — Commercial Real Estate Pass 7,117,632 16,009,482 15,460,927 5,294,390 1,733,941 78,473,437 512,272 124,602,081 Special Mention — — — — — 747,048 — 747,048 Substandard — — — — — — — — Doubtful — — — — — — — — Total 7,117,632 16,009,482 15,460,927 5,294,390 1,733,941 79,220,485 512,272 125,349,129 Gross charge-offs by vintage — — — — — — — — Multi-Family Real Estate Pass 1,060,991 — — 5,131,494 — 5,981,540 69,944,153 82,118,178 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total 1,060,991 — — 5,131,494 — 5,981,540 69,944,153 82,118,178 Gross charge-offs by vintage — — — — — — — — Construction Pass — — — — — — 14,872,674 14,872,674 Special Mention — — — — — — — — Substandard — — — — — — 10,893,713 10,893,713 Doubtful — — — — — — — — Total — — — — — — 25,766,387 25,766,387 Gross charge-offs by vintage — — — — — — — — Commercial and Industrial Pass 25,180 2,107,207 173,002 — — 209,827 1,767,053 4,282,269 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total 25,180 2,107,207 173,002 — — 209,827 1,767,053 4,282,269 Gross charge-offs by vintage — — — — — — — — Consumer Pass — — — — — — 73,328 73,328 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total — — — — — — 73,328 73,328 Gross charge-offs by vintage — — — — — — — — Total loans $ 9,572,002 $ 45,041,873 $ 35,877,071 $ 112,918,246 $ 32,250,004 $ 219,496,316 $ 240,646,741 $ 695,802,253 12 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Term Loans by Origination Year December 31, 2024 2024 2023 2022 2021 2020 Prior Revolving Loans Totals Residential First Mortgage Pass $ 26,742,846 $ 20,620,971 $ 102,163,479 $ 31,658,834 $ 25,961,474 $ 118,351,367 $ 145,384,614 $ 470,883,585 Special Mention — — — — 186,177 593,420 598,461 1,378,058 Substandard — — — — — 146,730 339,169 485,899 Doubtful — — — — — — — — Total 26,742,846 20,620,971 102,163,479 31,658,834 26,147,651 119,091,517 146,322,244 472,747,542 Gross charge-offs by vintage — — — — — — — — Commercial Real Estate Pass 14,935,535 11,625,202 5,363,747 2,030,427 42,533,113 38,696,841 1,618,976 116,803,841 Special Mention — — — — — 754,633 — 754,633 Substandard — — — — — 450,392 — 450,392 Doubtful — — — — — — — — Total 14,935,535 11,625,202 5,363,747 2,030,427 42,533,113 39,901,866 1,618,976 118,008,866 Gross charge-offs by vintage — — — — — — — — Multi-Family Real Estate Pass — — 2,262,457 — — 1,909,140 69,980,821 74,152,418 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total — — 2,262,457 — — 1,909,140 69,980,821 74,152,418 Gross charge-offs by vintage — — — — — — — — Construction Pass — — — — — — 32,289,944 32,289,944 Special Mention — — — — — — — — Substandard — — — — — — 10,893,713 10,893,713 Doubtful — — — — — — — — Total — — — — — — 43,183,657 43,183,657 Gross charge-offs by vintage — — — — — — — — Commercial and Industrial Pass 2,380,140 196,286 — — 311,422 — 3,275,899 6,163,747 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total 2,380,140 196,286 — — 311,422 — 3,275,899 6,163,747 Gross charge-offs by vintage — — — — — — — — Consumer Pass — — — — — — 80,955 80,955 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total — — — — — — 80,955 80,955 Gross charge-offs by vintage — — — — — — — — Total loans $ 44,058,521 $ 32,442,459 $ 109,789,683 $ 33,689,261 $ 68,992,186 $ 160,902,523 $ 264,462,552 $ 714,337,185 There were no loan modifications during the three - or six -month periods ended June 30, 2025 . 13 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 4 – DERIVATIVES AND HEDGING ACTIVITES The Company uses derivative financial instruments as components of its market risk management, principally to manage interest rate risk. Certain derivatives may be entered into in connection with transactions with commercial customers. Derivatives are not used for speculative purposes. All derivatives are recognized as either assets or liabilities in the Consolidated Statements of Financial Condition, reported at fair value and presented on a gross basis. Until a derivative is settled, a favorable change in fair value results in an unrealized gain that is recognized as an asset, while an unfavorable change in fair value results in an unrealized loss that is recognized as a liability. The Company generally applies hedge accounting to its derivatives used for market risk management purposes. Hedge accounting is permitted only if specific criteria are met, including a requirement that a highly effective relationship exists between the derivative instrument and the hedged item, both at inception of the hedge and on an ongoing basis. Changes in the fair value of effective fair value hedges are recognized in current earnings (with the change in fair value of the hedged asset or liability also recognized in earnings). Changes in the fair value of effective cash flow hedges are recognized in other comprehensive income (loss) until earnings are affected by the variability in cash flows of the designated hedged item. Ineffective portions of hedge results are recognized in current earnings. Changes in the fair value of derivatives for which hedge accounting is not applied are recognized in current earnings. The Company formally documents at inception all relationships between the derivative instruments and the hedged items, as well as its risk management objectives and strategies for undertaking the hedge transactions. This process includes linking all derivatives that are designated as hedges to specific assets and liabilities, or to specific firm commitments. The Company also formally assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the fair values or cash flows of the hedged items. If it is determined that a derivative is not highly effective or has ceased to be a highly effective hedge, the Company would discontinue hedge accounting prospectively. Gains or losses resulting from the termination of a derivative accounted for as a cash flow hedge remain in other comprehensive income (loss) and is (accreted) amortized to earnings over the remaining period of the former hedging relationship. Certain derivative financial instruments are offered to certain commercial banking customers to manage their risk of exposure and risk management strategies. These derivative instruments consist primarily of currency forward contracts and interest rate swap contracts. The risk associated with these transactions is mitigated by simultaneously entering into similar transactions having essentially offsetting terms with a third party, i.e. back-to-back swaps. In addition, the Company executes interest rate swaps with third parties in order to hedge the interest rate risk of short-term FHLB advances. Interest Rate Swaps. At June 30, 2025 and December 31, 2024 , the Company had five cash flow interest rate swaps with notional amounts of $ 65.0 million hedging certain FHLB advances and brokered deposits. The Company also had two fair value interest rate swaps with notional amounts of $ 60.0 million hedging certain fixed-rate residential loans. These interest rate swaps meet the hedge accounting requirements. Changes in the fair value of cash flow hedges are recorded in comprehensive income. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount, which converts variable-rate liabilities to a fixed rate. Interest rate swaps designated as fair value hedges involve the payment of fixed-rate amounts to a counterparty in exchange for the Company receiving variable-rate payments over the life of the agreement without the exchange of the underlying notional amount, which convert fixed-rate assets into a variable rate. The fair value hedges are recorded as components of other assets and other liabilities on the Company’s consolidated statement of financial condition. Changes in fair value of the fair value hedges are recorded against the basis of the asset or liability being hedged. The gain or loss on these derivatives, as well as the offsetting loss or gain on the hedged items attributable to the hedged risk, are recognized in interest income in the Company’s consolidated statements of operations. The table below presents the fair value of the Company’s derivative financial instruments as well as their classification in the Consolidated Statements of Financial Condition at June 30, 2025 : June 30, December 31, 2025 2024 Asset Derivative Asset Derivative Hedge Type Consolidated Statements of Financial Condition Fair Value Fair Value Interest rate swaps Cash Flow Other (Liabilities) Assets $ ( 19,621 ) $ 651,340 Interest rate swaps Fair Value Other (Liabilities) Assets $ ( 154,318 ) $ 109,594 Interest rate swaps Fair Value Loans, net $ 190,136 $ ( 83,173 ) Total derivative instruments $ 16,197 $ 677,761 For the three and six months ended June 30, 2025 , unrealized gains of $ 163,000 and $ 482,000 were recorded for changes in fair value of interest rate swaps with third parties and at June 30, 2025 , accrued interest was $ 90,000 , after-tax. The Company has agreements with counterparties that contain a provision that if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default of its derivative obligations. During the three months ended June 30, 2025 and 2024 , the net effect on interest expense on the Federal H ome Loan Bank advances and certificates of deposit was a reduced expense of $ 186,000 and $ 461,000 , respectively. During the six months ended June 30, 2025 and 2024 , the net effect on interest expense on the Federal Home Loan Bank advances and certificates of deposit was a reduced expense of $ 363,000 and $ 749,000 , respectively. 14 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 5 – FAIR VALUE Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values: Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2 – Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 – Significant unobservable inputs that reflect a bank’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. The Bank used the following methods and significant assumptions to estimate the fair value of each type of financial instrument: The Bank’s available-for-sale portfolio is carried at estimated fair value on a recurring basis, with any unrealized gains and losses, net of taxes, reported as accumulated other comprehensive income/loss in stockholders’ equity. The securities available-for-sale portfolio consists of corporate bonds and mortgage-backed securities. The fair values of these securities are obtained from an independent nationally recognized pricing service. An independent pricing service provides prices which are categorized as Level 2, as quoted prices in active markets for identical assets are generally not available for the securities. 15 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 5 – FAIR VALUE (Continued) Assets measured at fair value on a recurring basis are summarized below: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Carrying Assets Inputs Inputs Value (Level 1) (Level 2) (Level 3) As of June 30, 2025 Assets: Securities available for sale: U.S. government and agency obligations $ 2,900,802 $ — $ 2,900,802 $ — Corporate bonds 45,384,738 — 45,384,738 — Municipal obligations 412,705 — 412,705 — MBS - residential 81,639,110 — 81,639,110 — MBS - commercial 14,265,113 — 14,265,113 — Fair value hedge 35,818 — 35,818 — Liabilities: Cash flow hedge 19,621 — 19,621 — $ 144,618,665 $ — $ 144,582,847 $ — As of December 31, 2024 Assets: Securities available for sale: U.S. government and agency obligations $ 12,792,540 $ — $ 12,792,540 $ — Corporate bonds 38,229,775 — 38,229,775 — Municipal obligations 398,275 — 398,275 — MBS - residential 74,552,809 — 74,552,809 — MBS - commercial 14,334,048 — 14,334,048 — Cash flow hedge 651,340 — 651,340 — Fair value hedge 26,421 — 26,421 — $ 140,985,208 $ — $ 140,333,868 $ — There w ere no transfe rs between level 1 and level 2 during the three or six months ended June 30, 2025 . The carrying amounts and estimated fair values of financial instruments not measured at fair value, at June 30, 2025 and December 31, 2024 , were as follows: Carrying Fair Fair Value Measurement Placement Amount Value (Level 1) (Level 2) (Level 3) (In thousands) June 30, 2025 Financial instruments - assets Loans $ 695,802 $ 667,016 $ — $ — $ 667,016 Financial instruments - liabilities Certificates of deposit 481,824 481,497 — 481,497 — Borrowings 135,944 136,520 — 136,520 — Carrying Fair Fair Value Measurement Placement Amount Value (Level 1) (Level 2) (Level 3) (In thousands) December 31, 2024 Financial instruments - assets Loans $ 714,337 $ 686,977 $ — $ — $ 686,977 Financial instruments - liabilities Certificates of deposit 493,280 493,769 — 493,769 — Borrowings 172,173 172,575 — 172,575 — Carrying amount is the estimated fair value for cash and cash equivalents. Other balance sheet instruments such as cash and cash equivalents, accrued interest receivable, accrued interest payable and Bank owned life insurance holding costs approximate fair value. The fair value of off-balance sheet items is not considered material. 16 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 6 – ACCUMULATED OTHER COMPREHENSIVE LOSS The components of accumulated other comprehensive loss included in equity (net of tax) for the three and six months ended June 30, 2025 and 2024 was as follows: Unrealized gain and losses on available for sale securities Benefit plans Derivatives Total Three months ended June 30, 2025 Beginning balance $ ( 3,325,126 ) $ ( 60,526 ) $ 148,469 $ ( 3,237,183 ) Other comprehensive (loss) income before reclassification ( 273,086 ) — ( 162,575 ) ( 435,661 ) Amounts reclassified — 129,914 — 129,914 Net period comprehensive (loss) income ( 273,086 ) 129,914 ( 162,575 ) ( 305,747 ) Ending balance $ ( 3,598,212 ) $ 69,388 $ ( 14,106 ) $ ( 3,542,930 ) June 30, 2024 Beginning balance $ ( 7,417,907 ) $ 5,654 $ 646,907 $ ( 6,765,346 ) Other comprehensive income before reclassification 740,968 — 42,539 783,507 Amounts reclassified — — — — Net period comprehensive income 740,968 — 42,539 783,507 Ending balance $ ( 6,676,939 ) $ 5,654 $ 689,446 $ ( 5,981,839 ) Unrealized gain and losses on available for sale securities Benefit plans Derivatives Total Six Months Ended June 30, 2025 Beginning balance $ ( 4,005,169 ) $ ( 60,526 ) $ 468,247 $ ( 3,597,448 ) Other comprehensive income (loss) before reclassification 406,957 — ( 482,353 ) ( 75,396 ) Amounts reclassified — 129,914 — 129,914 Net period comprehensive income (loss) 406,957 129,914 ( 482,353 ) 54,518 Ending balance $ ( 3,598,212 ) $ 69,388 $ ( 14,106 ) $ ( 3,542,930 ) Six Months Ended June 30, 2024 Beginning balance $ ( 6,639,506 ) $ 2,549 $ 172,183 $ ( 6,464,774 ) Other comprehensive (loss) income before reclassification ( 37,433 ) 3,105 517,263 482,935 Amounts reclassified — — — — Net period comprehensive (loss) income ( 37,433 ) 3,105 517,263 482,935 Ending balance $ ( 6,676,939 ) $ 5,654 $ 689,446 $ ( 5,981,839 ) 17 Table of Contents BOGOTA FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Item 2. Management ’ s Discussion and Analysis of Financial Condition and Results of Operations General Management’s discussion and analysis of financial condition and results of operations at June 30, 2025 and December 31, 2024 and for the three and six months ended June 30, 2025 and June 30, 2024 is intended to assist in understanding the financial condition and results of operations of Bogota Financial Corp. The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto appearing in Part I, Item 1 of this Quarterly Report on Form 10-Q. Cautionary Note Regarding Forward-Looking Statements This report contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “plan,” “seek,” “expect” and words of similar meaning. These forward-looking statements include, but are not limited to: ● statements of our goals, intentions and expectations; ● statements regarding our business plans, prospects, financial performance, growth and operating strategies; ● statements regarding the quality of our loan and investment portfolios; and ● estimates of our risks and future costs and benefits. These forward-looking statements are based on current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: ● general economic conditions, either nationally or in our market area, that are worse than expected, including potential recessionary conditions; ● the imposition of tariffs or other domestic or international governmental policies and retaliatory responses; ● changes in the amount and trend of loan delinquencies, charge-offs and non-performing and classified loans and changes in estimates and the methodology for calculating the allowance for credit losses; ● our ability to access cost-effective funding; ● changes in liquidity, including the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio; ● fluctuations in real estate values and both residential and commercial real estate market conditions; ● demand for loans and deposits in our market area; ● our ability to continue to implement our business strategies; ● competition among depository and other financial institutions; ● monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System; ● inflation and changes in market interest rates that reduce our margins and yields, reduce the fair value of financial instruments or reduce our volume of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make whether held in portfolio or sold in the secondary market; ● changes in the securities markets; ● changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements; ● our ability to manage market risk, credit risk and operational risk; ● our ability to enter new markets successfully and capitalize on growth opportunities; ● our ability to successfully integrate into our operations any assets, liabilities or systems we may acquire, as well as new management personnel or customers, and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; ● changes in investor sentiment and consumer spending, borrowing and saving habits; 18 Table of Contents ● changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board; ● our ability to retain key employees; ● risks as it relates to cyber security against our information technology and those of our third-party providers and vendors; ● the failure to maintain current technologies; ● the current or anticipated impact of military conflict, terrorism or other geopolitical events; ● our compensation expense associated with equity allocated or awarded to our employees; and ● changes in the financial condition, results of operations or future prospects of issuers of securities that we own. Critical Accounting Policies Our accounting policies are described in Note 1 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024 . Critical accounting estimates are necessary in the application of certain accounting policies and procedures and are particularly susceptible to significant change. Critical accounting policies are defined as those involving significant judgments and assumptions by management that could have a material impact on the carrying value of certain assets or on income under different assumptions or conditions. Actual results could differ from these judgments and estimates under different conditions, resulting in a change that could have a material impact on the carrying values of our assets and liabilities and our results of operations. Comparison of Financial Condition at June 30, 2025 and December 31, 2024 Total Assets. Assets decreased $49.7 million, or 5.1%, from $971.5 million at December 31, 2024 to $921.8 million at June 30, 2025 , primarily due to a $31.9 million, or 61.1%, decrease in cash and cash equivalents, and an $18.5 million, or 2.6%, decrease in loans, offset by a $4.3 million, or 3.1%, increase in securities available for sale. Cash and Cash Equivalents. Cash and cash equivalents decreased $31.9 million, or 61.1%, to $20.3 million at June 30, 2025 from $52.2 million at December 31, 2024 , as excess funds were used to repay borrowings. Securities Available for Sale. Securities available for sale increased $4.3 million, or 3.1%, to $144.6 million at June 30, 2025 from $140.3 million at December 31, 2024 , primarily due to purchases of corporate bonds and residential mortgage-backed securities. Net Loans. Net loans decreased $18.5 million, or 2.6%, to $693.2 million at June 30, 2025 from $711.7 million at December 31, 2024 . The decrease was due to a decrease of $14.5 million, or 3.1%, in one- to four-residential real estate loans to $458.2 million from $472.7 million at December 31, 2024 , a decrease of $17.4 million, or 40.3%, in construction loans to $25.8 million at June 30, 2025 from $43.2 million at December 31, 2024 , and a decrease of $1.9 million, or 30.5%, in commercial and industrial loans to $4.3 million at June 30, 2025 from $6.2 million at December 31, 2024 , offset by a $8.0 million, or 10.7%, increase in multi-family real estate loans to $82.1 million at June 30, 2025 from $74.2 million at December 31, 2024 , and by a $7.3 million, or 6.2%, increase in commercial real estate loans to $125.3 million at June 30, 2025 from $118.0 million at December 31, 2024 . The decreases in one- to four-residential real estate loans and construction loans reflected a decrease in demand for such loans due to the interest rate environment. As of June 30, 2025 and December 31, 2024 , the Bank had no loans held for sale. Asset Quality. Delinquent loans increased $6.1 million to $20.4 million, or 2.9% of total loans, at June 30, 2025 , compared to $14.3 million, or 2.0% of total loans, at December 31, 2024 . The increase was primarily due to one commercial real estate loan that became 60 days past due, which has a balance of $7.1 million, and is considered well-secured, accruing and in the process of collection. We did not record any specific reserves or charge-offs for our nonaccrual loans. During the same timeframe, non-performing assets decreased from $14.0 million at December 31, 2024 to $13.9 million, which represented 1.5% of total assets at June 30, 2025 . The Company’s allowance for credit losses was 0.37% of total loans and 18.69% of non-performing loans at June 30, 2025 compared to 0.37% of total loans and 18.77% of non-performing loans at December 31, 2024 . The Bank does not have any exposure to commercial real estate loans secured by office space. Non-performing loans at June 30, 2025 were primarily comprised of one construction loan for a catering hall that is 99% complete, with a balance of $10.9 million and a loan to value ratio of 45%. Based on the well-secured nature of the loan, there was no associated specific reserve at June 30, 2025 . The Company has commenced legal action to foreclose on the property, which is ongoing. The Company did not record any charge-offs for the three and six months ended June 30, 2025 or 2024. Total Liabilities. Total liabilities decreased $50.8 million, or 6.1%, to $783.4 million as of June 30, 2025 from $834.2 million as of December 31, 2024 , primarily due to a $36.2 million decrease in borrowings and a $14.0 million decrease in deposits. 19 Table of Contents Deposits. Deposits decreased $14.0 million, or 2.2%, to $628.2 million at June 30, 2025 from $642.2 million at December 31, 2024 . The decrease in deposits was reflected in most deposit categories including a decrease in certificates of deposit of $11.5 million, or 2.3%, to $481.8 million as of June 30, 2025 from $493.3 million at December 31, 2024 , a decrease in NOW accounts of $2.8 million, or 5.0%, to $52.6 million as of June 30, 2025 from $55.4 million at December 31, 2024 , a $2.3 million, or 16.6%, decrease in money market accounts to $11.7 million as of June 30, 2025 from $14.0 million at December 31, 2024 . The decreases were offset by a $4.6 million, or 9.8%, increase in savings accounts. The changes reflected competition and customers moving funds into other higher-yielding investments. At June 30, 2025 , municipal deposits totaled $25.4 million, which represented 4.1% of total deposits, and brokered deposits totaled $108.0 million, which represented 17.2% of deposits. At December 31, 2024 , municipal deposits totaled $30.7 million, which represented 4.8% of deposits, and brokered deposits totaled $101.6 million, which represented 15.8% of total deposits. At June 30, 2025 , uninsured deposits totaled $57.0 million, comprised of 300 account holders, which represented 9.1% of total deposits. Borrowings. Federal Home Loan Bank of New York borrowings decreased $36.2 million, or 21.0%, to $136.0 million at June 30, 2025 from $172.2 million at December 31, 2024 . Long-term advances decreased $46.7 million, while short-term advances increased by $10.5 million. The weighted average rate of borrowings was 3.99% and 4.49% as of June 30, 2025 and December 31, 2024 , respectively. Total borrowing capacity at the Federal Home Loan Bank was $241.3 million at June 30, 2025 , of which $136.0 million has been advanced. The decrease in borrowings was largely attributable to the repayment of advances and borrowings that matured during the six months ended June 30, 2025. Total Equity. Stockholders’ equity increased $1.2 million to $138.4 million, primarily due to net income of $955,000 . At June 30, 2025 , the Company’s ratio of average stockholders’ equity-to-average total assets was 15.94%, compared to 13.99% at December 31, 2024 . Average Balance Sheets and Related Yields and Rates The following tables present information regarding average balances of assets and liabilities, the total dollar amounts of interest income and dividends from average interest-earning assets, the total dollar amounts of interest expense on average interest-bearing liabilities, and the resulting annualized average yields and costs. The yields and costs for the periods indicated are derived by dividing income or expense by the average balances of assets or liabilities, respectively, for the periods presented. Average balances have been calculated using daily balances. Nonaccrual loans are included in average balances only. Loan fees are included in interest income on loans and are not material. Three Months Ended June 30, 2025 2024 Average Balance Interest and Dividends Yield/ Cost Average Balance Interest and Dividends Yield/ Cost (Dollars in thousands) Assets: (unaudited) Cash and cash equivalents $ 9,976 $ 106 4.26 % $ 8,644 $ 127 5.90 % Loans 697,792 8,292 4.77 % 710,058 8,299 4.70 % Securities 141,141 1,946 5.52 % 185,497 1,860 4.01 % Other interest-earning assets 7,085 161 9.09 % 8,689 188 8.66 % Total interest-earning assets 855,994 10,505 4.92 % 912,888 10,474 4.61 % Non-interest-earning assets 65,094 58,933 Total assets $ 921,088 $ 971,821 Liabilities and equity: NOW and money market accounts $ 73,261 $ 447 2.44 % $ 67,687 $ 329 1.96 % Savings accounts 48,751 249 2.05 % 44,093 205 1.87 % Certificates of deposit (1) 482,516 4,828 4.01 % 517,882 5,720 4.44 % Total interest-bearing deposits 604,528 5,524 3.67 % 629,662 6,254 3.99 % Federal Home Loan Bank advances (1) 130,277 1,286 3.96 % 170,295 1,476 3.49 % Total interest-bearing liabilities 734,805 6,810 3.72 % 799,957 7,730 3.89 % Non-interest-bearing deposits 32,076 39,162 Other non-interest-bearing liabilities 15,894 1,654 Total liabilities 782,775 840,773 Total equity 138,313 131,048 Total liabilities and equity $ 921,088 $ 971,821 Net interest income $ 3,695 $ 2,744 Interest rate spread (2) 1.20 % 0.72 % Net interest margin (3) 1.74 % 1.21 % Average interest-earning assets to average interest-bearing liabilities 116.49 % 114.12 % (1) Cash flow and fair value hedges are used to manage interest rate risk. During the three months ended June 30, 2025 and 2024 , the net effect on interest expense on the Federal Home Loan Bank advances and certificates of deposit was a reduced expense of $186,000 and $461,000 respectively. (2) Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities. (3) Net interest margin represents net interest income divided by average total interest-earning assets. 20 Table of Contents Six Months Ended June 30, 2025 2024 Average Balance Interest and Dividends Yield/ Cost Average Balance Interest and Dividends Yield/ Cost (Dollars in thousands) Assets: Cash and cash equivalents $ 13,270 $ 371 5.58 % $ 8,505 $ 276 6.50 % Loans 701,423 16,895 4.82 % 711,744 16,507 4.64 % Securities 143,199 3,779 5.28 % 176,081 3,389 3.85 % Other interest-earning assets 7,692 384 9.97 % 8,395 363 8.65 % Total interest-earning assets 865,584 21,429 4.95 % 904,725 20,535 4.54 % Non-interest-earning assets 61,323 59,313 Total assets $ 926,907 $ 964,038 Liabilities and equity: NOW and money market accounts $ 76,313 $ 904 2.39 % $ 68,569 $ 664 1.95 % Savings accounts 47,299 475 2.02 % 43,720 403 1.85 % Certificates of deposit (1) 483,380 9,908 4.13 % 517,189 11,157 4.34 % Total interest-bearing deposits 606,992 11,287 3.75 % 629,478 12,224 3.91 % Federal Home Loan Bank advances (1) 144,120 2,854 3.99 % 160,282 2,916 3.66 % Total interest-bearing liabilities 751,112 14,141 3.80 % 789,760 15,140 3.86 % Non-interest-bearing deposits 32,425 38,425 Other non-interest-bearing liabilities 5,420 2,763 Total liabilities 788,957 830,948 Total equity 137,950 133,090 Total liabilities and equity $ 926,907 $ 964,038 Net interest income $ 7,288 $ 5,395 Interest rate spread (2) 1.15 % 0.68 % Net interest margin (3) 1.70 % 1.20 % Average interest-earning assets to average interest-bearing liabilities 115.24 % 114.56 % (1) Cash flow hedges are used to manage interest rate risk. During the six months ended June 30, 2025 and 2024, the net effect on interest expense on the Federal Home Loan Bank advances and certificates of deposit was a reduced expense of $ 363,000 and $749,000 respectively. (2) Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities. (3) Net interest margin represents net interest income divided by average total interest-earning assets. 21 Table of Contents Rate/Volume Analysis The following table sets forth the effects of changing rates and volumes on net interest income. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The net column represents the sum of the prior columns. Changes attributable to changes in both rate and volume that cannot be segregated have been allocated proportionally based on the changes due to rate and the changes due to volume. Three Months Ended June 30, 2025 Six Months Ended June 30, 2025 Compared to Compared to Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Increase (Decrease) Due to Increase (Decrease) Due to Volume Rate Net Volume Rate Net (In thousands) Interest income: (unaudited) Cash and cash equivalents $ 94 $ (114 ) $ (21 ) $ 201 $ (106 ) $ 95 Loans receivable (534 ) 526 (7 ) (592 ) 980 388 Securities (2,142 ) 2,228 86 (1,554 ) 1,944 390 Other interest earning assets (80 ) 53 (27 ) (71 ) 92 21 Total interest-earning assets (2,662 ) 2,693 31 (2,016 ) 2,910 894 Interest expense: NOW and money market accounts 29 89 118 79 161 240 Savings accounts 23 21 44 34 38 72 Certificates of deposit (368 ) (524 ) (892 ) (718 ) (531 ) (1,249 ) Federal Home Loan Bank advances (1,138 ) 948 (190 ) (591 ) 529 (62 ) Total interest-bearing liabilities (1,454 ) 534 (920 ) (1,196 ) 197 (999 ) Net (decrease) increase in net interest income $ (1,208 ) $ 2,159 $ 951 $ (820 ) $ 2,713 $ 1,893 22 Table of Contents Comparison of Operating Results for the Three Months Ended June 30, 2025 and June 30, 2024 General. Net income increased $657,000 to $224,000 for the three months ended June 30, 2025 from a net loss of $432,000 for the three months ended June 30, 2024 . The increase was primarily due to an increase of $920,000 in net interest income, partially offset by an increase of $129,000 in non-interest expenses, and a decrease of $229,000 in income tax benefit. Interest Income. Interest income increased $31,000, or 0.3%, to $10.5 million for the three months ended June 30, 2025 and June 30, 2024 . Interest income on cash and cash equivalents decreased $21,000, or 16.4%, to $106,000 for the three months ended June 30, 2025 from $127,000 for the three months ended June 30, 2024 due to a decrease of 164 basis points in the average yield from 5.90% for the three months ended June 30, 2024 to 4.26% for the three months ended June 30, 2025 . The decrease in the average yield was partially offset by a $1.3 million increase in the average balance to $9.9 million for the three months ended June 30, 2025 from $8.6 million for the three months ended June 30, 2024 . Interest income on loans decreased $7,000, or 0.1%, as a $12.3 million decrease in the average balance to $697.8 million for the three months ended June 30, 2025 from $710.1 million for the three months ended June 30, 2024 was offset by a seven basis point increase in the yield from 4.70% for the three months ended June 30, 2024 to 4.77% for the three months ended June 30, 2025 . Interest income on securities increased $86,000, or 4.6%, due to a 151 basis points, from 4.01% for the three months ended June 30, 2024 to 5.52% for the three months ended June 30, 2025 , which was offset by a $44.4 million decrease in the average balance to $141.1 million for the three months ended June 30, 2025 from $185.5 million for the three months ended June 30, 2024 . The changes in the yield and average balance reflect that, in the fourth quarter of 2024, the Company sold approximately $66.0 million in amortized cost ($57.1 million in market value) of securities with a weighted average yield of 1.89% and reinvested $32.7 million of these proceeds into securities with a weighted average yield of 5.60%. Interest Expense. Interest expense decreased $920,000, or 11.9%, from $7.7 million for the three months ended June 30, 2024 to $6.8 million for the three months ended June 30, 2025 due to lower average balances on certificates of deposit and borrowings and a decrease in the costs of certificates of deposit, offset by an increase in borrowing costs. Interest expense on interest-bearing deposits decreased $730,000, or 11.7%, to $5.5 million for the three months ended June 30, 2025 from $6.3 million for the three months ended June 30, 2024 . The decrease was primarily due to lower average balance of certificates of deposit, which decreased to $482.5 million for the three months ended June 30, 2025 from $517.9 million for the three months ended June 30, 2024 . The decrease was offset by an increase in the average balances of NOW and money market accounts, which increased by $5.6 million, from $67.7 million for the three months ended June 30, 2024 to $73.3 million for the three months ended June 30, 2025 , and by an increase in the average balances of savings accounts, which increased by $4.7 million, from $44.1 million for the three months ended June 30, 2024 to $48.8 million for the three months ended June 30, 2025 . In addition to the changes in average balances, the average cost of interest bearing deposits decreased 32 basis points from 3.99% for the three months ended June 30, 2024 , to 3.67% for the three months ended June 30, 2025 , due to a 44 basis point decrease in the average costs of certificates of deposit, offset by increases in the average costs of NOW and money market accounts and savings accounts. Interest expense on Federal Home Loan Bank advances decreased $190,000, or 12.9%, from $1.5 million for the three months ended June 30, 2024 to $1.3 million for the three months ended June 30, 2025 . The decrease was due to a decrease in the average balance of $40.0 million to $130.3 million for the three months ended June 30, 2025 . The decrease was offset by a 47 basis point increase in the average cost of borrowings to 3.96% for the three months ended June 30, 2025 from 3.49% for the three months ended June 30, 2024 due to the new borrowings being shorter durations at higher rates. Net Interest Income. Net interest income increased $951,000, or 34.7%, to $3.7 million for the three months ended June 30, 2025 from $2.7 million for the three months ended June 30, 2024 . The increase reflected a 48 basis point increase in the net interest rate spread to 1.20% for the three months ended June 30, 2025 from 0.72% for the three months ended June 30, 2024 . The net interest margin increased 53 basis points to 1.74% for the three months ended June 30, 2025 from 1.21% for the three months ended June 30, 2024 . Provision for Credit Losses. We did not record a provision for credit losses for the three months ended June 30, 2025 compared to a $35,000 provision for credit losses for the three months ended June 30, 2024 . The decrease in the allowance for credit losses was due to the decrease in loans and held-to-maturity securities and the absence of charge-offs. Non-Interest Income. Non-interest income increased by $29,000, or 9.4%, to $332,000 for the three months ended June 30, 2025 from $303,000 for the three months ended June 30, 2024 . Bank-owned life insurance income increased $13,000, or 6.0%, due to higher yield during 2025 . Additionally, gains on the sale of loans increased $9,000 compared to no gain on sale of loans for the three months ended June 30, 2024 . Non-Interest Expense. For the three months ended June 30, 2025 , non-interest expense increased $129,000, or 3.5%, over the comparable 2024 period. This was due to a $274,000, or 74.6%, increase in occupancy and equipment expense, which increased as a result of increased occupancy costs related to the sale leaseback transaction that was completed in the fourth quarter of 2024, and a $112,000, or 43.2%, increase in professional fees, which were largely attributable to legal expense related to ongoing foreclosure of one past due loan. These increases were offset by a $83,000, or 3.9%, decrease in salaries and benefits costs, which was a result of reduced headcount, and a $99,000 decrease in advertising costs when compared to the three months ended June 30, 2024 . Income Tax Expense. Income tax benefit decreased $229,000, or 81.3%, to a benefit of $53,000 for the three months ended June 30, 2025 from a $281,000 benefit for the three months ended June 30, 2024 . The decrease was due to an increase of $886,000 of net income. 23 Table of Contents Comparison of Operating Results for the Six Months Ended June 30, 2025 and June 30, 2024 General. Net income increased by $1.8 million to $955,000 for the six months ended June 30, 2025 from a net loss of $873,000 for the six months ended June 30, 2024 . The increase was primarily due to an increase of $1.9 million in net interest income, and a $619,000 increase in non-interest income, partially offset by an increase of $574,000 in occupancy and equipment costs, and a decrease of $488,000 in inco me tax benefit . I ncome for the six months ended June 30, 2025 included a one-time death benefit of approximately $543,000 from the Company's bank-owned life insurance policy related to a former employee. Interest Income. Interest income increased $893,000, or 4.4%, from $20.5 million for the six months ended June 30, 2024 to $21.4 million for the six months ended June 30, 2025 primarily due to higher yields on interest-earning assets, offset by a decrease in the average balance of interest-earning assets. Interest income on cash and cash equivalents increased $95,000, or 34.4%, to $371,000 for the six months ended June 30, 2025 from $276,000 for the six months ended June 30, 2024 due to a $4.8 million increase in the average balance to $13.3 million for the six months ended June 30, 2025 from $8.5 million for the six months ended June 30, 2024 , reflecting the decrease in loans and securities. The increase was offset by an 92 basis point decrease in the average yield from 6.50% for the six months ended June 30, 2024 to 5.58% for the six months ended June 30, 2025 . Interest income on loans increased $387,000, or 2.3%, to $16.9 million for the six months ended June 30, 2025 compared to $16.5 million for the six months ended June 30, 2024 due primarily to a 18 basis point increase in the average yield from 4.64% for the six months ended June 30, 2024 to 4.82% for the six months ended June 30, 2025 , which was offset by a $10.3 million decrease in the average balance to $701.4 million for the six months ended June 30, 2025 from $711.7 million for the six months ended June 30, 2024 . Interest income on securities increased $390,000, or 11.5%, to $3.8 million for the six months ended June 30, 2025 from $3.4 million for the six months ended June 30, 2024 , primarily due to a 143 basis point increase in the average yield from 3.85% for the six months ended June 30, 2024 to 5.28% for the six months ended June 30, 2025 . This was partially offset by a $32.9 million decrease in the average balance to $143.2 million for the six months ended June 30, 2025 from $176.1 million for the six months ended June 30, 2024 . The decrease in the average balance and the increase in the yield was as a result of a balance sheet restructuring undertaken in the fourth quarter of 2024, where certain lower-yielding securities were sold, a portion of the proceeds were reinvested into higher-yielding securities and all remaining held to maturity securities were reclassified as available for sale. Interest Expense. Interest expense decreased $1.0 million, or 6.6%, from $15.1 million for the six months ended June 30, 2024 to $14.1 million for the six months ended June 30, 2025 , primarily due to lower average balance and cost of certificates of deposit and lower average balance of borrowings, offset by an increase in costs of borrowings. Interest expense on interest-bearing deposits decreased $938,000, or 7.7%, to $11.3 million for the six months ended June 30, 2025 from $12.2 million for the six months ended June 30, 2024 . The decrease was primarily due to lower average balances on certificates of deposit, which decreased to $483.4 million for the six months ended June 30, 2025 from $517.2 million for the six months ended June 30, 2024 and due to the lower costs of certificates of deposit. The decrease was offset by an increase in the average balances of NOW and money market accounts, which increased by $7.7 million, from $68.6 million for the six months ended June 30, 2024 to $76.3 million for the six months ended June 30, 2025 , and due to higher cost of those accounts which increased 44 basis points from 1.95% for the six months ended June 30, 2024 , to 2.39% for the six months ended June 30, 2025 . Also the average balances of savings accounts increased $3.6 million, from $43.7 million for the six months ended June 30, 2024 to $47.3 million for the six months ended June 30, 2025 , and the cost of those accounts increased 17 basis points from 1.85% for the six months ended June 30, 2024 , to 2.02% for the six months ended June 30, 2025 . Interest expense on Federal Home Loan Bank advances decreased $62,000, or 2.1% . The decrease was due to a decrease in the average balance of $16.2 million to $144.1 million for the six months ended June 30, 2025 . The increase in average balances of borrowings was offset by a 33 basis point increase in the average cost of borrowings to 3.99% for the six months ended June 30, 2025 from 3.66% for the six months ended June 30, 2024 due to the new borrowings being shorter durations at higher rates. Net Interest Income. Net interest income increased $1.9 million, or 35.1%, to $7.3 million for the six months ended June 30, 2025 from $5.4 million for the six months ended June 30, 2024 . The increase reflected a 47 basis point increase in the net interest rate spread to 1.15% for the six months ended June 30, 2025 from 0.68% for the six months ended June 30, 2024 . The net interest margin increased 50 basis points to 1.70% for the six months ended June 30, 2025 from 1.20% for the six months ended June 30, 2024 . Provision for Credit Losses. We recorded an $80,000 recovery of credit losses for the six months ended June 30, 2025 compared to a $70,000 provision for credit losses for the six months ended June 30, 2024 . The decrease in the provision for credit losses was due to the decrease in loans, loan commitments and held-to-maturity securities and the absence of charge-offs. Non-Interest Income. Non-interest income increased by $619,000, or 102.7%, to $1.2 million for the six months ended June 30, 2025 from $602,000 for the six months ended June 30, 2024 . Bank-owned life insurance income increased $564,000, or 132.0%, due to a death benefit receivable related to a former employee and higher yields during 2025 . Additionally, the gain on the sale of loans increased $38,000 compared to no gain on sale of loans for the six months ended June 30, 2024 . Non-Interest Expense. For the six months ended June 30, 2025 , non-interest expense increased $345,000, or 4.7%, over the comparable 2024 period. This was due to a $574,000, or 77.8%, increase in occupancy and equipment expense, which increased as a result of the sale leaseback transaction that was completed in the fourth quarter of 2024, and by a $114,000, or 25.0%, increase in professional fees that was largely attributable to legal fees related to one past due loan. These were offset by a $162,000, or 3.8%, decrease in salaries and benefits costs, which was a result of reduced headcount, and a $104,000 decrease in advertising expense. Income Tax Expense. Income tax benefit decreased $488,000, or 85.8%, to a benefit of $81,000 for the six months ended June 30, 2025 from a $568,000 benefit for the six months ended June 30, 2024 . The decrease was due to an increase of $2.3 million of net income. 24 Table of Contents Management of Market Risk General. The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans and securities, have longer maturities than our liabilities, consisting primarily of deposits and borrowings. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, our board of directors has established an Asset/Liability Management Committee (the “ALCO”), which is comprised of three members of executive management and two independent directors, which oversees the asset/liability management processes and related procedures. The ALCO meets on at least a quarterly basis and reviews asset/liability strategies, liquidity, funding sources, interest rate risk measurement reports, capital levels and economic trends at both national and local levels. Our interest rate risk position is also monitored quarterly by the board of directors. We manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating and purchasing loans with adjustable interest rates; promoting core deposit products; monitoring the length of our borrowings with the Federal Home Loan Bank and brokered deposits depending on the interest rate environment; maintaining all of our investments as available-for-sale; diversifying our loan portfolio; and strengthening our capital position. By following these strategies, we believe that we are better positioned to react to changes in market interest rates. Net Portfolio Value Simulation. We analyze our sensitivity to changes in interest rates through a net portfolio value of equity (“NPV”) model. NPV represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities, adjusted for the value of off-balance sheet contracts. The NPV ratio represents the dollar amount of our NPV divided by the present value of our total assets for a given interest rate scenario. NPV attempts to quantify our economic value using a discounted cash flow methodology while the NPV ratio reflects that value as a form of capital ratio. We estimate what our NPV would be at a specific date. We then calculate what the NPV would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate NPV under the assumptions that interest rates increase and decrease 100, 200, 300 and 400 basis points from current market rates. The following table presents the estimated changes in our net portfolio value that would result from changes in market interest rates as of June 30, 2025 . All estimated changes presented in the table are within the policy limits approved by the board of directors. NPV as Percent of Portfolio NPV Value of Assets (Dollars in thousands) Basis Point (“bp”) Change in Dollar Dollar Percent Interest Rates Amount Change Change NPV Ratio Change 400 bp $ 82,457 $ (44,236 ) (34.92 )% 9.94 % (29.49 )% 300 bp 93,717 (32,976 ) (26.03 ) 11.07 (21.50 ) 200 bp 104,106 (22,587 ) (17.83 ) 12.06 (14.47 ) 100 bp 115,270 (11,423 ) (9.02 ) 13.09 (7.16 ) — 126,693 — — 14.10 — (100) bp 138,353 11,660 9.20 15.08 6.98 (200) bp 148,859 22,166 17.50 15.91 12.86 (300) bp 159,948 33,255 26.25 16.75 18.79 (400) bp 173,172 46,479 36.69 17.72 25.73 Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The table above assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our NPV and will differ from actual results. Net Interest Income Analysis. We also use income simulation to measure interest rate risk inherent in our balance sheet at a given point in time by showing the effect on net interest income over specified time frames and using different interest rate shocks and ramps. The assumptions include management’s best assessment of the effect of changing interest rates on the prepayment speeds of certain assets and liabilities, projections for account balances in each of the product lines offered and the historical behavior of deposit rates and balances in relation to changes in interest rates. These assumptions are subject to change, and as a result, the model is not expected to precisely measure net interest income or precisely predict the impact of fluctuations in interest rates on net interest income. Actual results will differ from the simulated results due to timing, magnitude, and frequency of interest rate changes as well as changes in the balance sheet composition and market conditions. Assumptions are supported with quarterly back testing of the model to actual market rate shifts. 25 Table of Contents As of June 30, 2025 , net interest income simulation results indicated that its exposure over one year to changing interest rates was within our guidelines. The following table presents the estimated impact of interest rate changes on our estimated net interest income over one year: Changes in Interest Rates Change in Net Interest Income Year One (basis points) (1) (% change from year one base) 400 (6.97 )% 300 (5.08 ) 200 (3.47 ) 100 (1.70 ) — — (100) 1.14 (200) 2.87 (300) 4.46 (400) (0.02 ) (1) The calculated change in net interest income assumes an instantaneous parallel shift of the yield curve. The preceding simulation analyses do not represent a forecast of actual results and should not be relied upon as being indicative of expected operating results. These hypothetical estimates are based upon numerous assumptions, which are subject to change, including: the nature and timing of interest rate levels, including the yield curve shape, prepayments on loans and securities, deposit decay rates, pricing decisions on loans and deposits, reinvestment/replacement of asset and liability cash flows, and others. Also, as market conditions vary, prepayment/refinancing levels, the varying impact of interest rate changes on caps and floors embedded in adjustable-rate loans, early withdrawal of deposits, changes in product preferences, and other internal/external variables will likely deviate from those assumed. Liquidity and Capital Resources Liquidity. Liquidity describes our ability to meet financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities and proceeds from calls, maturities and sales of securities and sales of loans. We also borrow from the Federal Home Loan Bank of New York. At June 30, 2025 , we had the ability to borrow up to $241.3 million, of which $139.5 million was outstanding and $5.5 million was utilized as collateral for letters of credit issued to secure municipal deposits. At June 30, 2025 , we had $54.0 million in unsecured lines of credit with four correspondent banks with no outstanding balance. The board of directors is responsible for establishing and monitoring our liquidity targets and st rategies in order to ensure that sufficient liquidity exists for meeting the borrowing needs and deposit withdrawals of our customers as well as unanticipated contingencies. We believe that we had ample sources of liquidity to satisfy our short- and long-term liquidity needs as of June 30, 2025 . While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows, loan prepayments and loan and security sales are greatly influenced by market interest rates, economic conditions, and competition. Our most liquid assets are cash and cash equivalents. The levels of these assets are dependent on our operating, financing, lending and investing activities during any period. At June 30, 2025 , cash and cash equivalents totaled $20.3 million. Securities classified as available-for-sale, which provide additional sources of liquidity, totaled $144.6 million at June 30, 2025 . We are committed to maintaining a strong liquidity position. We monitor our liquidity position on a daily basis. We anticipate we will have sufficient funds to meet our current funding commitments. Certificates of deposit due within one year of June 30, 2025 t otaled $429.4 million, or 68.4% of total deposits. If these deposits do not remain with us, we will be required to seek other sources of funds, including other deposits and Federal Home Loan Bank of New York advances. Depending on market conditions, we may be required to pay higher rates on such deposits or borrowings than we currently pay. We believe, however, based on past experience that a significant portion of such deposits will remain with us. We have the ability to attract and retain deposits by adjusting the interest rates offered. Capital Resources. We are subject to various regulatory capital requirements administered by the New Jersey Department of Banking and Insurance and the Federal Deposit Insurance Corporation. At June 30, 2025 , we exceeded all applicable regulatory capital requirements, and were considered “well capitalized” under regulatory guidelines. As a result of the Economic Growth, Regulatory Relie f, and Consumer Protection Act, as modified in April 2020, the federal banking agencies were required to develop a “Community Bank Leverage Ratio” (the ratio of a bank's Tier 1 “equity capital to average total consolidated assets) for financial institutions with less than $10 billion. A “qualifying community bank” with capital exceeding 9% will be considered compliant with all applicable regulatory capital and leverage requirements, including the capital requirements to be considered "well capitalized” under Prompt Corrective Action statutes. As of June 30, 2025 , the Bank reported as a qualifying community bank with a ratio of 15.40%. Inflation Substantially all of the Company's assets and liabilities relate to banking activities and are monetary. The consolidated financial statements and related financial data are presented in accordance with GAAP. GAAP currently requires the Company to measure the financial position and results of operations in terms of historical dollars, except for securities available for sale, impaired loans, and other real estate loans that are measured at fair value. Changes in the value of money due to inflation can cause purchasing power loss. Management's opinion is that movements in interest rates affect the financial condition and results of operations to a greater degree than changes in the rate of inflation. It should be noted that interest rates and inflation do affect each other but do not always move in correlation with each other. The Company's ability to match the interest sensitivity of its financial assets to the interest sensitivity of its liabilities in its asset/liability management may tend to minimize the effect of changes in interest rates on the Company's performance. 26 Table of Contents Item 3. Quantitative and Qualitative Disclosures About Market Risk Information with respect to quantitative and qualitative disclosures about market risk can be found in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operation – Management of Market Risk.” Item 4. Controls and Procedures An evaluation was performed under the supervis ion and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Exchange Act of 1934, as amended) as of June 30, 2025 . Based on that evaluation, the Company's management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Company's disclosure controls and procedures were effective. During the three months ended June 30, 2025 , there have been no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 27 Table of Contents PART II – OTHER INFORMATION Item 1. Legal Proceedings At June 30, 2025 , we were not involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business, the outcome of which would not be material to our financial condition or results of operations. Item 1A. Risk Factors There have been no material changes in the risk factors applicable to the Company from those disclosed in “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 . Item 2. Unregistered Sales of Equity Securities and Use of Proceeds, and Issuer Purchase of Equity Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information During the three months ended June 30, 2025 , none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5 - 1 (c) or any “non-Rule 10b5 - 1 trading arrangement,” as that term is used in SEC regulations. 28 Table of Contents Item 6. Exhibits Exhibit Number Description 3.1 Articles of Incorporation of Bogota Financial Corp. (incorporated by reference to Exhibit 3.1 of the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-233680)) 3.2 Amended and Restated Bylaws of Bogota Financial Corp. (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on January 24, 2024 (Commission File No. 333-233680)) 4.1 Form of Common Stock Certificate of Bogota Financial Corp. (incorporated by reference to Exhibit 4 of the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-233680)) 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101.0 The following materials for the periods ended June 30, 2025 , formatted in iXBRL (Inline Extensible Business Reporting Language): (i) Consolidated Statements of Financial Condition, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Stockholders' Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements* 104 Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101) * Furnished, not filed. 29 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BOGOTA FINANCIAL CORP. Date: August 13, 2025 /s/ Kevin Pace Kevin Pace President, Chief Executive Officer and Director Date: August 13, 2025 /s/ Brian McCourt Brian McCourt Executive Vice President and Chief Financial Officer 30