What changed in this filing

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Item 1. Financial Statements

2026-05-06 compared with 2025-11-04 · 226 added, 282 removed, 1263 unchanged (29% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

September 30, 2025 (unaudited) and December 31, 2024

March 31, 2026 (unaudited) and December 31, 2025

(derived from audited financial statements)

(in thousands, except share data)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Cash and cash equivalents $ 149,202 $ 118,853

Available for sale ("AFS") securities, at fair value (amortized cost of $ 156,199 , net of allowance for credit losses of $ 0 at September 30, 2025 and amortized cost of $ 165,604 , net of allowance for credit losses of $ 0 at December 31, 2024)

Available for sale ("AFS") securities, at fair value (amortized cost of $ 148,067 , net of allowance for credit losses of $ 0 at March 31, 2026 and amortized cost of $ 151,618 , net of allowance for credit losses of $ 0 at December 31, 2025)

130,876 134,103

Held to maturity ("HTM") securities, at amortized cost (fair value of $ 64,879 , net of allowance for credit losses of $ 0 at September 30, 2025 and fair value of $ 65,622 , net of allowance for credit losses of $ 0 at December 31, 2024)

Held to maturity ("HTM") securities, at amortized cost (fair value of $ 63,020 , net of allowance for credit losses of $ 0 at March 31, 2026 and fair value of $ 64,117 , net of allowance for credit losses of $ 0 at December 31, 2025)

79,014 80,210

31 unchanged sentences

Consolidated Statements of Operations (unaudited)

Three and Nine Months Ended September 30, 2025 and 2024

Three Months Ended March 31, 2026 and 2025

(in thousands, except per share data)

Three Months Ended Nine Months Ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three Months Ended

March 31, 2026 March 31, 2025

Interest and dividend income:

Interest and fees on loans $ 18,769 $ 18,602

Interest on investments 2,495 2,397 7,393 7,450

Interest on cash and investments 2,747 2,501

Total interest and dividend income 21,516 21,103

5 unchanged sentences

Net interest income before provision for credit losses 13,010 11,594

Provision for credit losses 650 ( 400 ) 1,750 ( 2,725 )

Provision (provision reversal) for credit losses 750 ( 250 )

Net interest income after provision for credit losses 12,260 11,844

5 unchanged sentences

Loan fees and service charges 138 120

Net gains (losses) on equity securities ( 66 ) ( 78 ) 43 ( 569 )

Bank Owned Life Insurance (BOLI) death benefit — — — 184

Net (losses) gains on equity securities ( 59 ) 10

Other 377 243

9 unchanged sentences

Professional services 605 508

Losses (gains) on repossessed assets, net ( 4 ) 65 — 47

Losses on repossessed assets, net — 4

Other 630 664

10 unchanged sentences

Consolidated Statements of Comprehensive Income (unaudited)

Three and Nine months ended September 30, 2025 and 2024

Three months ended March 31, 2026 and 2025

(in thousands)

Three Months Ended Nine Months Ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three Months Ended

March 31, 2026 March 31, 2025

Net income attributable to common stockholders $ 3,755 $ 3,197

2 unchanged sentences

Net unrealized gains arising during period, net of tax 229 1,455

Reclassification for net loss on exchanged security, included in net income, net of tax — — — 130

Other comprehensive income, net of tax 229 1,455

3 unchanged sentences

Consolidated Statement of Changes in Stockholders’ Equity (unaudited)

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

(in thousands, except shares and per share data)

8 unchanged sentences

Stock based compensation expense — — 4 — — 4

Cash dividends ($ 0.36 per share)

Quarterly cash dividends ($ 0.105 per share)

— — — ( 1,011 ) — ( 1,011 )

Balance at March 31, 2026 9,628,612 $ 96 $ 110,277 $ 92,739 $ ( 12,238 ) $ 190,874

Net income — — — 3,270 — 3,270

Other comprehensive income, net of tax — — — — 81 81

Surrender of restricted shares of common stock to satisfy the withholding taxes due upon vesting ( 539 ) — ( 7 ) — — ( 7 )

Common stock options exercised 3,000 — 33 — — 33

Stock based compensation expense — — 34 — — 34

Balance at June 30, 2025 9,991,997 100 114,537 83,709 ( 14,884 ) 183,462

Net income — — — 3,682 — 3,682

Other comprehensive income, net of tax — — — — 1,657 1,657

Common stock repurchased ( 135,252 ) ( 1 ) ( 1,540 ) ( 478 ) — ( 2,019 )

Stock based compensation expense — — 33 — — 33

Balance, September 30, 2025 9,856,745 $ 99 $ 113,030 $ 86,913 $ ( 13,227 ) $ 186,815

See accompanying condensed notes to unaudited consolidated financial statements.

9 unchanged sentences

Surrender of restricted shares of common stock to satisfy the withholding taxes due upon vesting ( 11,481 ) — ( 183 ) — — ( 183 )

Restricted common stock awarded under the equity incentive plan 16,955 — — — — —

Restricted stock issued upon achievement of the 2022 performance criteria 16,021 — — — — —

Common stock repurchased ( 50,000 ) — ( 570 ) ( 28 ) — ( 598 )

Common stock options exercised 3,000 — 28 — — 28

Stock based compensation expense — — 68 — — 68

5 unchanged sentences

Surrender of restricted shares of common stock to satisfy the withholding taxes due upon vesting ( 539 ) — ( 7 ) — — ( 7 )

Common stock repurchased ( 109,000 ) ( 1 ) ( 1,230 ) ( 5 ) — ( 1,236 )

Common stock options exercised 3,000 — 33 — — 33

Stock based compensation expense — — 34 — — 34

7 unchanged sentences

Other comprehensive loss, net of tax — — — — 760 760

Forfeiture of unvested shares ( 246 ) — — — — —

Common stock options exercised 10,500 — 118 — — 118

5 unchanged sentences

Consolidated Statements of Cash Flows (unaudited)

Nine Months Ended September 30, 2025 and 2024

Three Months Ended March 31, 2026 and 2025

(in thousands)

Nine Months Ended

September 30, 2025 September 30, 2024

Three Months Ended

March 31, 2026 March 31, 2025

Cash flows from operating activities:

3 unchanged sentences

Depreciation expense 474 526

Provision for credit losses 1,750 ( 2,725 )

Net (gains) losses on equity securities ( 43 ) 569

Provision (provision reversal) for credit losses 750 ( 250 )

Net losses (gains) on equity securities 59 ( 10 )

Increase in mortgage servicing rights resulting from transfers of financial assets ( 151 ) ( 60 )

2 unchanged sentences

Stock based compensation expense 4 68

(Increase) decrease in deferred income taxes ( 533 ) 284

Decrease (increase) in deferred income taxes 118 ( 18 )

Increase in cash surrender value of life insurance ( 220 ) ( 194 )

Net gains from disposals of foreclosed and repossessed assets ( 15 ) ( 23 )

Net loss from disposals of foreclosed and repossessed assets — 19

Provision for valuation allowance on foreclosed properties — ( 15 )

2 unchanged sentences

Originations of loans held for sale ( 19,002 ) ( 15,890 )

Proceeds from insurance claim on foreclosed and repossessed assets — 27

Amortization of debt issuance costs 40 58

5 unchanged sentences

Cash flows from investing activities:

Proceeds from Bank Owned Life Insurance ("BOLI") death benefit — 499

Purchase of available for sale securities ( 750 ) —

6 unchanged sentences

Proceeds from sales of foreclosed and repossessed assets — 35

Net decrease in loans 45,809 36,702

Net (increase) decrease in loans ( 18,112 ) 16,159

Net capital expenditures ( 570 ) ( 100 )

Proceeds from disposal of office properties and equipment — 13

Net cash from investing activities ( 14,097 ) 21,661

Cash flows from financing activities:

Change in short term Federal Home Loan Bank advances, net — ( 33,000 )

Federal Home Loan Bank advance call payments — ( 10,000 )

Federal Home Loan Bank advance long-term maturities — ( 5,000 )

Other borrowings principal reductions ( 15,000 ) ( 6,083 )

Net (decrease) increase in deposits ( 7,594 ) 1,571

Repurchase shares of common stock ( 2,019 ) ( 4,727 )

Net increase in deposits 41,523 35,506

Surrender of restricted shares of common stock ( 89 ) ( 183 )

1 unchanged sentence

Cash dividends paid ( 1,011 ) ( 3,598 )

Net cash used in financing activities ( 33,340 ) ( 71,234 )

Net increase (decrease) in cash and cash equivalents 32,259 ( 506 )

Net cash from financing activities 40,470 26,753

Net increase in cash and cash equivalents 30,349 50,027

Cash and cash equivalents at beginning of period 118,853 50,172

23 unchanged sentences

Additionally, the Bank is subject to the regulations of certain regulatory agencies and undergoes periodic examination by those regulatory agencies.

In preparing these consolidated financial statements, we evaluated the events and transactions that occurred subsequent to the balance sheet date of September 30, 2025, through the date on which the consolidated financial statements were available to be issued on November 4, 2025, for items that should potentially be recognized or disclosed in these consolidated financial statements.

In preparing these consolidated financial statements, we evaluated the events and transactions that occurred subsequent to the balance sheet date of March 31, 2026, through the date on which the consolidated financial statements were available to be issued on May 6, 2026, for items that should potentially be recognized or disclosed in these consolidated financial statements.

The accompanying consolidated interim financial statements are unaudited.

10 unchanged sentences

those items described under the caption “Risk Factors” in Item 1A of the annual report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 5, 2026;

the matters described in Forward-Looking Statements in Part 1, Item 2 of the quarterly report on Form 10-Q for the quarter ended March 31, 2025, filed with the SEC on May 8, 2025;

the matters described in Forward-Looking Statements in Part 1, Item 2 of the quarterly report on Form 10-Q for the quarter ended June 30, 2025, filed with the SEC on August 7, 2025;

the matters described in Forward-Looking Statements in Part 1, Item 2 of this Form 10-Q;

5 unchanged sentences

Available-for-sale and Held-to-maturity – Management determines the appropriate classification of investment securities at the time of purchase and reevaluates such designation as of the date of each balance sheet.

Securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity.

are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity.

Held to maturity securities are stated at amortized cost.

12 unchanged sentences

If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost of the security.

If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and the allowance for credit losses on available for sale investments is recorded for the credit loss, limited by the amount that the fair value is less that the amortized cost basis.

Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.

4 unchanged sentences

The Company has elected to not measure an ACL on accrued interest on available-for-sale and held-to-maturity securities, as it would write off accrued interest in a timely manner if the related security was determined to have a credit loss.

Accrued interest receivable on available-for-sale and held-to-maturity securities was $ 904 and $ 920 at September 30, 2025 and December 31, 2024, respectively.

The Company has no available for sale securities or held to maturity securities which it deems to have a credit loss at September 30, 2025.

Accrued interest receivable on available-for-sale and held-to-maturity securities was $ 762 and $ 924 at March 31, 2026 and December 31, 2025, respectively.

The Company has no available-for-sale securities or held-to-maturity securities which it deems to have a credit loss at March 31, 2026 and December 31, 2025.

Equity investments - The Company is required to maintain an investment in Federal Agricultural Mortgage Corporation (“Farmer Mac”) equity securities.

2 unchanged sentences

Included in equity investments are preferred shares of a community development financial institution, which are carried at their fair market value.

As no ready market exists for this investment, the Company utilizes significant unobservable inputs (Level 3 inputs) to determine fair value.We record the unrealized gains and losses resulting from changes in the fair value of this investment as net gains or losses on investment securities in our consolidated statements of operations.

As no ready market exists for this investment, the Company utilizes significant unobservable inputs (Level 3 inputs) to determine fair value.

We record the unrealized gains and losses resulting from changes in the fair value of this investment as net gains or losses on investment securities in our consolidated statements of operations.

Also included in equity investments are the Company’s investments in a Volker Rule-compliant Small Business Investment Company ("SBIC") and an investment fund.

15 unchanged sentences

Based on management’s quarterly evaluation, no impairment has been recorded on these securities.

Other investments totaling $ 12,370 at September 30, 2025, consisted of $ 3,727 of FHLB stock, $ 5,725 of Federal Reserve Bank stock and $ 2,918 of Bankers’ Bank stock.

Other investments totaling $ 12,498 at March 31, 2026, consisted of $ 3,708 of FHLB stock, $ 5,726 of Federal Reserve Bank stock and $ 3,064 of Bankers’ Bank stock.

Other investments totaling $ 12,506 at December 31, 2025, consisted of $ 3,717 of FHLB stock and $ 5,726 of Federal Reserve Bank stock and $ 3,063 of Bankers’ Bank stock.

30 unchanged sentences

The entire ACL balance is available for any loan that, in management’s judgment, should be charged off.

The determination of the ACL requires significant judgement to estimate credit losses.

The determination of the ACL requires significant judgment to estimate credit losses.

The ACL on loans is measured collectively on a pooled basis when similar risk characteristics exist, and on an individual basis when management determines

6 unchanged sentences

A loss rate is calculated and applied to the pool utilizing a model that combines the pool’s risk drivers, historical loss experience, and reasonable and supportable future economic forecasts to project lifetime losses.

For commercial/agricultural real estate loans, the loss rate is then combined with the loans balance and contractual maturity, adjusted for expected prepayments, to determine expected future losses.

For commercial/agricultural real estate loans, the loss rate is then combined with the loan’s balance and contractual maturity, adjusted for expected prepayments, to determine expected future losses.

Future and supportable economic forecasts are based on national economic conditions and their reversion to the mean is implicit in the model and generally occurs over a period of two years.

For commercial and industrial/agricultural operating, residential, and consumer loans, the loss rate is then combined with the loans balance and contractual maturity, to determine expected future losses.

For commercial and industrial/agricultural operating, residential, and consumer loans, the loss rate is then combined with the loan’s balance and contractual maturity, to determine expected future losses.

Qualitative adjustments are made to the allowance calculated on collectively evaluated loans to incorporate factors not included in the model.

11 unchanged sentences

The Company has elected to not measure an ACL on accrued interest as it writes off accrued interest in a timely manner.

Accrued interest receivable on loans was $ 4,775 and $ 4,467 at September 30, 2025 and December 31, 2024, respectively.

Accrued interest receivable on loans was $ 4,523 and $ 4,841 at March 31, 2026 and December 31, 2025, respectively.

Allowance for Credit Losses - Unfunded Commitments - The ACL on unfunded commitments is a liability for credit losses on commitments to originate or fund loans, and standby letters of credit.

38 unchanged sentences

A reporting unit is defined as any distinct, separately identifiable component of the Company’s one operating segment for which complete, discrete financial information is available and reviewed regularly by the segment’s management.

The Company has one reporting unit as of September 30, 2025, which is related to its banking activities.

The Company has one reporting unit as of March 31, 2026, which is related to its banking activities.

The impairment testing process is conducted by assigning net assets and goodwill to the Company’s reporting unit.

22 unchanged sentences

Prior to the adoption of ASU 2023-02 the investment was accounted for using the equity method of accounting and was amortized through non-interest expense.

As of September 30, 2025, the carrying amount of this investment, which is included in other assets in the consolidated balance sheets, was $ 3,700 .

As of March 31, 2026 and December 31, 2025, the carrying amount of this investment, which is included in other assets in the consolidated balance sheets, was $ 7,447 and $ 7,707 , respectively.

The risk of loss with this investment is limited to its carrying value and is tied to its ability to operate in compliance with the rules and regulations necessary for the qualification of the tax credit generated by the investment.

As of September 30, 2025, there were no known instances of noncompliance associated with either investment.

As of March 31, 2026, there were no known instances of noncompliance associated with either investment.

Leases - We determine if an arrangement is a lease at inception.

11 unchanged sentences

These variable costs are recognized when incurred and are also included in lease expense.

Federal Home Loan Bank (“FHLB”) advances - The Bank held no short-term or long-term FHLB advances as of September 30, 2025.

The Bank held no short-term FHLB advances and $ 5,000 long-term FHLB advances as of December 31, 2024.

For cash flow purposes the short-term FHLB advances, if any, are disclosed net with original maturities of three months or less.

Federal Home Loan Bank (“FHLB”) advances - For cash flow purposes short-term FHLB advances are disclosed net with original maturities of three months or less.

Debt and equity issuance costs— Debt issuance costs, which consist primarily of fees paid to note lenders, are deferred and included in other borrowings in the consolidated balance sheets.

6 unchanged sentences

While time based restricted shares are subject to forfeiture, time based restricted stock award participants may exercise full voting rights and will receive all dividends and other distributions paid with respect to the restricted shares.

The time based restricted shares granted under the 2018 Equity Incentive Plan (the “Plan”) are subject to a three-year vesting period.

The time based restricted shares granted under the 2018 Equity Incentive Plan are subject to a three-year vesting period.

Compensation expense for time based restricted stock is recognized over the requisite service period of three years for the entire award on a straight-line basis.

3 unchanged sentences

Advertising, Marketing and Public Relations Expense— The Company expenses all advertising, marketing and public relations costs as they are incurred.

recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities are measured using enacted tax rates that will apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

Income Taxes – The Company accounts for income taxes in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) Topic 740, “Income Taxes.” Under this guidance, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities are measured using enacted tax

rates that will apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income or expense in the period that includes the enactment date.

5 unchanged sentences

Accordingly, the Company’s evaluation is based on current tax laws as well as management’s expectations of future performance.

The Company’s effective tax rates were 18.8 % and 21.5 % for the three months ended September 30, 2025 and September 30, 2024, respectively, and 19.2 % and 21.6 % for the nine months ended September 30, 2025 and September 30, 2024, respectively.

The Company’s effective tax rates were 18.9 % and 19.6 % for the three months ended March 31, 2026 and March 31, 2025, respectively.

Revenue Recognition - The Company’s primary source of revenue is interest income from interest earning assets, which is recognized on the accrual basis of accounting using the effective interest method.

37 unchanged sentences

However, the fair value of the forward loan sale agreement related to such loan commitment should increase by substantially the same amount, effectively eliminating the Company’s interest rate and price risks.

At September 30, 2025, the Company had $ 4,570 of loan commitments outstanding related to loans being originated for sale, all of which were subject to interest rate lock commitments and corresponding forward loan sale agreements, as described above.

The net fair values of outstanding interest rate-lock commitments and forward sale agreements were considered immaterial to the Company’s consolidated financial statements as of September 30, 2025.

At March 31, 2026 and December 31, 2025, the Company had $ 5,414 and $ 5,456 , respectively, of loan commitments outstanding related to loans being originated for sale, all of which were subject to interest rate lock commitments and corresponding forward loan sale agreements, as described above.

The net fair values of outstanding interest rate-lock commitments and forward sale agreements were considered immaterial to the Company’s consolidated financial statements as of March 31, 2026.

Common Stock Repurchased -The Company is incorporated in Maryland.

4 unchanged sentences

Accordingly, all of the Company’s banking operations are considered by the Chi e f Operating Decision Maker to be the Company’s sole reportable operating segment.

Reclassifications – Certain items previously reported were reclassified for consistency with the current presentation.

Reclassifications – Certain items previously reported were reclassified for consistency with the current presentation and had no effect on prior period net income or shareholders’ equity.

Recent Accounting Pronouncements— The Financial Accounting Standards Board (FASB) issues Accounting Standards Updates (ASUs) to the FASB Accounting Standards Codification (ASC).

1 unchanged sentence

Recent Accounting Pronouncements—Adopted

ASU 2023-07, Segment Reporting (Topic 820):

Improvements to Reportable Segment Disclosures —This ASU, issued in November 2023, requires all public entities to provide enhanced disclosures about significant segment expenses.

This update has been applied retrospectively, and is effective for fiscal years beginning after December 15, 2023, and interim periods with fiscal years beginning after December 15, 2024.

Adoptions of ASU 2023-07 had no material effect on the Company’s consolidated balance sheet, operations or cash flows.

Recently Issued, But Not Yet Effective Accounting Pronouncements

ASU 2023-09, Income Taxes – Improvements to Income Tax Disclosures – This ASU, issued in December 2023, is effective for fiscal years beginning after December 15, 2024, and interim periods therein, with early adoption permitted.

This ASU requires expanded income tax-related note disclosures.

The Company is currently evaluating the impact of these new disclosure requirements.

ASU 2024-03, Income Statement, Reporting of Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

2 unchanged sentences

The Company is currently evaluating the impact of these new disclosure requirements.

ASU 2025-08, Financial Instruments—Credit Losses (Topic 326);

Purchased Loans— This ASU, issued in November 2025, is effective for fiscal years beginning after December 15, 2026 and interim periods within those annual reporting periods, with early adoption permitted.

The update requires purchased seasoned loans to be accounted for using the gross-up approach, enhancing comparability and consistency in the accounting of acquired financial assets.

The gross-up approach requires recognition of an allowance for credit losses for the estimated credit losses at the acquisition date, with an offsetting “gross up” to the purchase price of the acquired financial asset.

The Company is currently evaluating the potential impact of this update.

NOTE 2 – INVESTMENT SECURITIES

The amortized cost and fair value of securities available for sale and the corresponding amounts of gross unrealized gains and losses recognized in accumulated other comprehensive income as of September 30, 2025 and December 31, 2024, respectively, were as follows:

The amortized cost and fair value of securities available for sale and the corresponding amounts of gross unrealized gains and losses recognized in accumulated other comprehensive income as of March 31, 2026 and December 31, 2025, respectively, were as follows:

Available-for-sale securities Amortized

Losses Estimated

September 30, 2025

March 31, 2026

government agency obligations $ 9,790 $ 19 $ 38 $ 9,771

1 unchanged sentence

Corporate debt securities 41,790 158 1,456 40,492

Asset-backed securities 16,566 16 259 16,323

Student loan asset-backed securities 15,621 3 168 15,456

Total available-for-sale securities $ 148,067 $ 180 $ 17,371 $ 130,876

3 unchanged sentences

Corporate debt securities 42,394 152 1,864 40,682

Asset-backed securities 19,058 43 105 18,996

Student loan asset-backed securities 16,149 10 195 15,964

Total available-for-sale securities $ 151,618 $ 177 $ 17,692 $ 134,103

The amortized cost and fair value of securities held to maturity and the corresponding amounts of gross unrecognized gains and losses as of September 30, 2025 and December 31, 2024, respectively, were as follows:

The amortized cost and fair value of securities held-to-maturity and the corresponding amounts of gross unrecognized gains and losses as of March 31, 2026 and December 31, 2025, respectively, were as follows:

Held-to-maturity securities Amortized

Losses Estimated

September 30, 2025

March 31, 2026

Obligations of states and political subdivisions $ 300 $ — $ 10 $ 290

5 unchanged sentences

Total held-to-maturity securities $ 80,210 $ 6 $ 16,099 $ 64,117

At September 30, 2025, the Bank has pledged certain of its mortgage-backed securities with a carrying value of $ 32,596 as collateral to secure a line of credit with the Federal Reserve Bank.

As of September 30, 2025, there were no borrowings outstanding on this Federal Reserve Bank line of credit.

As of September 30, 2025, the Bank has pledged certain of its U.S.

At March 31, 2026, the Bank has pledged certain of its mortgage-backed securities with a carrying value of $ 31,633 as collateral to secure a line of credit with the Federal Reserve Bank.

As of March 31, 2026, there were no borrowings outstanding on this Federal Reserve Bank line of credit.

As of March 31, 2026, the Bank has pledged certain of its U.S.

Government Agency securities with a carrying value of $ 76 and mortgage-backed securities with a carrying value of $ 1,533 as collateral against specific municipal deposits.

As of September 30, 2025, the Bank also has mortgage-backed securities with a carrying value of $ 419 pledged as collateral to the Federal Home Loan Bank of Des Moines.

As of March 31, 2026, the Bank also has mortgage-backed securities with a carrying value of $ 386 pledged as collateral to the Federal Home Loan Bank of Des Moines.

At December 31, 2025, the Bank had pledged certain of its mortgage-backed securities with a carrying value of $ 32,056 as collateral to secure a line of credit with the Federal Reserve Bank.

3 unchanged sentences

As of December 31, 2025, the Bank also had mortgage-backed securities with a carrying value of $ 401 , pledged as collateral to the Federal Home Loan Bank of Des Moines.

For the nine month periods ended September 30, 2025, and September 30, 2024, there were no sales of available for sale securities.

The estimated fair value of securities at September 30, 2025 and December 31, 2024, by contractual maturity, is shown below.

September 30, 2025 December 31, 2024

For the three month periods ended March 31, 2026 and March 31, 2025, there were no sales of available for sale securities.

The estimated fair value of securities at March 31, 2026 and December 31, 2025, by contractual maturity, is shown below.

March 31, 2026 December 31, 2025

Available-for-sale securities Amortized

9 unchanged sentences

Total available for sale securities $ 148,067 $ 130,876 $ 151,618 $ 134,103

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Held-to-maturity securities Amortized

7 unchanged sentences

Total held to maturity securities $ 79,014 $ 63,020 $ 80,210 $ 64,117

Securities with unrealized losses at September 30, 2025 and December 31, 2024, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows:

Securities with unrealized losses at March 31, 2026 and December 31, 2025, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows:

Less than 12 Months 12 Months or More Total

3 unchanged sentences

Value Unrealized

September 30, 2025

March 31, 2026

government agency obligations $ 356 $ 2 $ 5,550 $ 36 $ 5,906 $ 38

1 unchanged sentence

Corporate debt securities 1,485 15 24,759 1,441 26,244 1,456

Asset-backed securities 5,277 42 10,143 217 15,420 259

Student loan asset-backed securities 3,932 20 10,681 148 14,613 168

Total $ 8,453 $ 66 $ 103,467 $ 17,305 $ 111,920 $ 17,371

3 unchanged sentences

Corporate debt securities 2,075 48 25,134 1,816 27,209 1,864

Asset-backed securities 939 1 12,210 104 13,149 105

Student loan asset-backed securities 4,308 13 10,783 182 15,091 195

Total $ 7,658 $ 65 $ 108,598 $ 17,627 $ 116,256 $ 17,692

At September 30, 2025 no ACL was established for available for sale or held to maturity securities.

At March 31, 2026, no ACL was established for available-for-sale or held-to-maturity securities.

Substantially all the held to maturity portfolio is made up of agency backed mortgage securities.

1 unchanged sentence

government, are highly rated by major rating agencies, and have a long history of no credit losses.

At September 30, 2025, there were no past due held to maturity securities.

At March 31, 2026, there were no past due held to maturity securities.

Accordingly, the Company does not expect to incur credit losses on these securities.

32 unchanged sentences

Interest on substantially all loans is credited to income based on the principal amount outstanding.

A summary of loans at September 30, 2025, and December 31, 2024, follows:

September 30, 2025

A summary of loans at March 31, 2026, and December 31, 2025, follows:

March 31, 2026

December 31, 2025

28 unchanged sentences

6 - Special Mention.

A “Special Mention” loan has one or more potential weakness that deserve management’s close attention.

A “Special Mention” loan has one or more potential weaknesses that deserve management’s close attention.

If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or in the institution’s credit position in the future.

7 unchanged sentences

This classification does not mean that the loan has absolutely no recovery or salvage value, and a partial recovery may occur in the future.

As of September 30, 2025, and December 31, 2024, there were no loans classified as doubtful with a risk rating of 8 and no loans classified as loss with a risk rating of 9.

As of March 31, 2026, and December 31, 2025, there were no loans classified as doubtful with a risk rating of 8 and no loans classified as loss with a risk rating of 9.

Residential and consumer loans are typically not rated until they are past due 90 days at month-end which is why they are classified as pass graded 1-5 and once 90 days past due at month-end or nonaccrual, get assigned a grade 7.

Below is a summary of the amortized cost of loans summarized by class, credit quality risk rating and year of origination as of September 30, 2025, and gross charge-offs for the nine months ended September 30, 2025:

Below is a summary of the amortized cost of loans summarized by class, credit quality risk rating and year of origination as of March 31, 2026, and gross charge-offs for the three months ended March 31, 2026:

Amortized Cost Basis by Origination Year

138 unchanged sentences

The Company estimates the appropriate level of allowance for credit losses by evaluating loans collectively on a pooled basis when similar risk characteristics exist, and on an individual basis when management determines that a loan does not share similar risk characteristics with other loans.

The following tables present the balance and activity in the allowance for credit losses (“ACL”) - loans by portfolio segment for the three and nine months ended September 30, 2025:

Commercial/Agricultural Real Estate C&I/Agricultural operating Residential Mortgage Consumer Installment Total

Three months ended September 30, 2025

Allowance for Credit Losses - Loans:

ACL - Loans, at beginning of period $ 17,164 $ 1,658 $ 2,347 $ 178 $ 21,347

Charge-offs — ( 7 ) — — ( 7 )

Recoveries — 3 52 3 58

Additions/reversals to ACL - Loans via provision for credit losses charged to operations 388 490 ( 76 ) ( 18 ) 784

ACL - Loans, at end of period $ 17,552 $ 2,144 $ 2,323 $ 163 $ 22,182

The following tables present the balance and activity in the allowance for credit losses (“ACL”) - loans by portfolio segment for the three months ended March 31, 2026:

Commercial/Agricultural Real Estate C&I/Agricultural operating Residential Mortgage Consumer Installment Total

Nine months ended September 30, 2025

Three months ended March 31, 2026

Allowance for Credit Losses - Loans:

4 unchanged sentences

ACL - Loans, at end of period $ 18,251 $ 2,626 $ 1,939 $ 150 $ 22,966

The following table presents the balance and activity in the allowance for credit losses (“ACL”) - loans by portfolio segment for the three and nine months ended September 30, 2024:

The following tables present the balance and activity in the allowance for credit losses (“ACL”) - loans by portfolio segment for the three months ended March 31, 2025 and the twelve months ended December 31, 2025:

Commercial/Agricultural Real Estate C&I/Agricultural operating Residential Mortgage Consumer Installment Total

Three months ended September 30, 2024

Three months ended March 31, 2025

Allowance for Credit Losses - Loans:

5 unchanged sentences

Commercial/Agricultural Real Estate C&I/Agricultural operating Residential Mortgage Consumer Installment Total

Nine months ended September 30, 2024

Twelve months ended December 31, 2025

Allowance for Credit Losses - Loans:

2 unchanged sentences

Recoveries 92 51 53 29 225

Additions/(reversals) to ACL - Loans via provision for credit losses charged to operations ( 1,868 ) 211 ( 253 ) ( 25 ) ( 1,935 )

(Reversals)/additions to ACL - Loans via provision for credit losses charged to operations 1,097 1,071 ( 312 ) ( 62 ) 1,794

ACL - Loans, at end of period $ 17,654 $ 2,358 $ 2,230 $ 159 $ 22,401

Allowance for Credit Losses - Unfunded Commitments - In addition to the ACL - Loans, the Company has established an ACL - Unfunded Commitments of $ 493 at September 30, 2025, and $ 334 at December 31, 2024, classified in other liabilities on the consolidated balance sheets.

The following table presents the balance and activity in the ACL - Unfunded Commitments for the three and nine months ended September 30, 2025.

September 30, 2025 and Three Months Ended September 30, 2025 and Nine Months Ended

Allowance for Credit Losses - Unfunded Commitments - In addition to the ACL - Loans, the Company has established an ACL - Unfunded Commitments of $ 482 at March 31, 2026, and $ 490 at December 31, 2025, classified in other liabilities on the consolidated balance sheets.

The following table presents the balance and activity in the ACL - Unfunded Commitments for the three months ended March 31, 2026 and March 31, 2025.

March 31, 2026 and Three Months Ended March 31, 2025 and Three Months Ended

ACL - Unfunded Commitments - beginning of period $ 490 $ 334

Additions (reversals) to ACL - Unfunded Commitments via provision for credit losses charged to operations ( 134 ) 159

(Reversals) additions to ACL - Unfunded Commitments via provision for credit losses charged to operations ( 8 ) 101

ACL - Unfunded Commitments - End of period $ 482 $ 435

Provision for credit losses - The provision for credit losses is determined by the Company as the amount to be added (reversed) to the ACL loss accounts for various types of financial instruments (including loans and off-balance sheet credit exposures) after net charge-offs have been deducted to bring the ACL to a level that, in managements judgement, is necessary to absorb expected credit losses over the lives of the respective financial instruments.

Provision for credit losses - The provision for credit losses is determined by the Company as the amount to be added (reversed) to the ACL loss accounts for various types of financial instruments (including loans and off-balance sheet credit exposures) after net charge-offs have been deducted to bring the ACL to a level that, in management’s judgement, is necessary to absorb expected credit losses over the lives of the respective financial instruments.

The following table presents the components of the provision for credit losses.

September 30, 2025 and Three Months Ended September 30, 2024 and Three Months Ended September 30, 2025 and Nine Months Ended September 30, 2024 and Nine Months Ended

March 31, 2026 and Three Months Ended March 31, 2025 and Three Months Ended

Provision for credit losses on:

2 unchanged sentences

Total provision for credit losses $ 750 $ ( 250 )

An aging analysis of the Company’s commercial/agricultural real estate, C&I, agricultural operating, residential mortgage, consumer installment and purchased third party loans as of September 30, 2025, and December 31, 2024, respectively, was as follows:

An aging analysis of the Company’s commercial/agricultural real estate, C&I, agricultural operating, residential mortgage, consumer installment and purchased third party loans as of March 31, 2026, and December 31, 2025, respectively, was as follows:

(Loan balances at amortized cost) 30-59 Days Past Due 60-89 Days Past Due Greater Than 89 Days Past Due Total

Past Due Current Total

September 30, 2025

March 31, 2026

Commercial/Agricultural real estate:

31 unchanged sentences

Total $ 2,950 $ 706 $ 10,625 $ 14,281 $ 1,326,044 $ 1,340,325

Nonaccrual Loans - The following tables present the amortized cost basis of loans on nonaccrual status, of nonaccrual loans individually evaluated and of loans past due over 89 days and still accruing at September 30, 2025 and December 31, 2024, with no allowance for credit losses:

September 30, 2025 Total Nonaccrual Loans Nonaccrual with no Allowance for Credit Losses Loans Past Due over 89 Days Still Accruing

Nonaccrual Loans - The following tables present the amortized cost basis of loans on nonaccrual status, of nonaccrual loans individually evaluated and of loans past due over 89 days and still accruing at March 31, 2026 and December 31, 2025, with no allowance for credit losses:

March 31, 2026 Total Nonaccrual Loans Nonaccrual with no Allowance for Credit Losses Loans Past Due over 89 Days Still Accruing

Commercial/Agricultural real estate:

17 unchanged sentences

Commercial and industrial 1,282 921 —

Agricultural operating 793 793 —

Residential mortgage:

17 unchanged sentences

For collateral dependent loans, expected credit losses are based on the fair value of the collateral at the balance sheet date, with consideration for estimated selling costs if satisfaction of the loan depends on the sale of the collateral.

The following tables present the amortized cost basis of collateral dependent loans by portfolio segment and collateral type that were individually evaluated to determine expected credit losses and the related allowance for credit losses as of September 30, 2025, and December 31, 2024.

Collateral Type

September 30, 2025 Real Estate Other Assets Total Without an Allowance With an Allowance Allowance Allocation

March 31, 2026 Real Estate Other Assets Total Without an Allowance With an Allowance Allowance Allocation

Commercial/Agricultural real estate:

26 unchanged sentences

Total $ 20,319 $ 3,206 $ 23,525 $ 10,744 $ 12,781 $ 2,421

There were no outstanding commitments to borrowers experiencing financial difficulty as of September 30, 2025.

There were no unused lines of credit on loans with borrowers experiencing financial difficulties as of September 30, 2025.

There were no Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the three months ended September 30, 2025.

The tables below detail Loan Modifications made to Borrowers Experiencing Financial Difficulty during the twelve months ended September 30, 2025:

There were no outstanding commitments to borrowers experiencing financial difficulty as of March 31, 2026.

There were no unused lines of credit on loans with borrowers experiencing financial difficulties as of March 31, 2026.

The tables below detail Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the three months ended March 31, 2026:

Term Extension

Loan Class Amortized Cost Basis at September 30, 2025 % of Total Class of Financing Receivables

Loan Class Amortized Cost Basis at March 31, 2026 % of Total Class of Financing Receivables

Commercial and industrial $ 750 0.66 %

Agricultural operating $ 200 0.66 %

Residential mortgage $ 13 0.01 %

Other-Than-Insignificant Payment Delay

Loan Class Amortized Cost Basis at September 30, 2025 % of Total Class of Financing Receivables

Loan Class Amortized Cost Basis at March 31, 2026 % of Total Class of Financing Receivables

Agricultural real estate $ 189 0.27 %

Term Extension

Loan Class Financial Effect

Commercial and industrial A weighted average of 6 months was added to the term of the loans

Other-Than-Insignificant Payment Delay

Loan Class Financial Effect

Agricultural real estate Payments were deferred a weighted average of 6 months

The tables below detail Loan Modifications made to Borrowers Experiencing Financial Difficulty during the twelve months ended March 31, 2026:

Term Extension

Loan Class Amortized Cost Basis at March 31, 2026 % of Total Class of Financing Receivables

Commercial and industrial $ 798 0.70 %

Other-Than-Insignificant Payment Delay

Loan Class Amortized Cost Basis at March 31, 2026 % of Total Class of Financing Receivables

Commercial real estate $ 4,264 0.61 %

1 unchanged sentence

Residential mortgage $ 120 0.10 %

Term Extension and Principal Forgiveness

Loan Class Amortized Cost Basis at September 30, 2025 % of Total Class of Financing Receivables

Other consumer $ 1 0.02 %

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the twelve months ended September 30, 2025:

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the twelve months ended March 31, 2026:

Term Extension

1 unchanged sentence

Commercial and industrial A weighted average of 6 months was added to the term of the loans

Agricultural operating A weighted average of 8 months was added to the term of the loans

Residential mortgage A weighted average of 61 months was added to the term of the loans

Other-Than-Insignificant Payment Delay

3 unchanged sentences

Residential mortgage Payments were deferred a weighted average of 3 months

Term Extension and Principal Forgiveness

Loan Class Financial Effect

Other consumer A weighted average of 3 months was added to the term of the loan and a principal balance of $ 2 was forgiven

The tables below detail Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the three months ended September 30, 2024:

Term Extension

Loan Class Amortized Cost Basis at September 30, 2024 % of Total Class of Financing Receivables

Residential mortgage $ 5 — %

Other consumer $ 1 0.02 %

The tables below detail Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the three months ended March 31, 2025:

Other-Than-Insignificant Payment Delay

Loan Class Amortized Cost Basis at September 30, 2024 % of Total Class of Financing Receivables

Loan Class Amortized Cost Basis at March 31, 2025 % of Total Class of Financing Receivables

Commercial real estate $ 322 0.05 %

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the three months ended September 30, 2024:

Term Extension

Loan Class Financial Effect

Residential mortgage A weighted average of 36 months was added to the term of the loans

Other consumer A weighted average of 12 months was added to the term of the loans

Residential mortgage $ 120 0.09 %

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2025:

Other-Than-Insignificant Payment Delay

1 unchanged sentence

Commercial real estate Payments were deferred a weighted average of 3 months

The tables below detail Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the twelve months ended September 30, 2024:

Residential mortgage Payments were deferred a weighted average of 3 months

The tables below detail Loan Modifications Made to Borrowers Experiencing Financial Difficulty during the twelve months ended March 31, 2025:

Term Extension

Loan Class Amortized Cost Basis at September 30, 2024 % of Total Class of Financing Receivables

Loan Class Amortized Cost Basis at March 31, 2025 % of Total Class of Financing Receivables

Commercial and industrial $ 745 0.68 %

Agricultural operating $ 191 0.65 %

Residential mortgage $ 19 0.01 %

Other consumer $ 1 0.02 %

Other-Than-Insignificant Payment Delay

Loan Class Amortized Cost Basis at September 30, 2024 % of Total Class of Financing Receivables

Loan Class Amortized Cost Basis at March 31, 2025 % of Total Class of Financing Receivables

Commercial real estate $ 1,504 0.21 %

1 unchanged sentence

Residential mortgage $ 275 0.21 %

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the twelve months ended September 30, 2024:

Term Extension and Principal Forgiveness

Loan Class Amortized Cost Basis at March 31, 2025 % of Total Class of Financing Receivables

Other consumer $ 2 0.04 %

The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty during the twelve months ended March 31, 2025:

Term Extension

1 unchanged sentence

Commercial and industrial A weighted average of 12 months was added to the term of the loans

Agricultural operating A weighted average of 8 months was added to the term of the loans

Residential mortgage A weighted average of 55 months was added to the term of the loans

Other consumer A weighted average of 12 months was added to the term of the loans

Other-Than-Insignificant Payment Delay

3 unchanged sentences

Residential mortgage Payments were deferred a weighted average of 3 months

Term Extension and Principal Forgiveness

Loan Class Financial Effect

Other consumer A weighted average of 3 months was added to the term of the loan and a principal balance of $ 2 was forgiven

The Company closely monitors the performance of loans that have been modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

The following table shows the performance of such loans that have been modified during the twelve months ended September 30, 2025.

The following table shows the performance of such loans that have been modified during the twelve months ended March 31, 2026.

Current 30-59 Days Past Due 60-89 Days Past Due Greater Than 89 Days Past Due

6 unchanged sentences

Total $ 4,453 $ 870 $ — $ 48

The following table shows the performance of such loans that have been modified during the twelve months ended September 30, 2024.

The following table shows the performance of such loans that have been modified during the twelve months ended March 31, 2025.

Current 30-59 Days Past Due 60-89 Days Past Due Greater Than 89 Days Past Due

1 unchanged sentence

Commercial and industrial 1,496 50 — —

Agricultural operating 191 — — —

Residential mortgage 19 275 — —

3 unchanged sentences

Mortgage servicing rights-- Mortgage loans serviced for others are not included in the accompanying consolidated balance sheets.

The unpaid balances of these loans as of September 30, 2025 and December 31, 2024 were $ 475,854 and $ 479,578 , respectively, and consisted of one to four family residential real estate loans.

The unpaid balances of these loans as of March 31, 2026 and December 31, 2025 were $ 472,967 and $ 474,045 , respectively, and consisted of one to four family residential real estate loans.

These loans are serviced primarily for the Federal Home Loan Mortgage Corporation, Federal Home Loan Bank and the Federal National Mortgage Association.

Custodial escrow balances maintained in connection with the foregoing loan servicing, and included in deposits were $ 6,537 and $ 2,430 at September 30, 2025 and December 31, 2024, respectively.

Mortgage servicing rights activity for the three and nine month periods ended September 30, 2025 and September 30, 2024, were as follows:

As of and for the Three Months Ended As of and for the Three Months Ended As of and for the Nine Months Ended As of and for the Nine Months Ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Custodial escrow balances maintained in connection with the foregoing loan servicing, and included in deposits were $ 4,923 and $ 2,841 at March 31, 2026 and December 31, 2025, respectively.

Mortgage servicing rights activity for the three month periods ended March 31, 2026 and March 31, 2025, were as follows:

As of and for the Three Months Ended As of and for the Three Months Ended

March 31, 2026 March 31, 2025

Mortgage servicing rights:

12 unchanged sentences

The current period change in valuation allowance, if applicable, is included in non-interest expense as mortgage servicing rights expense, net on the consolidated statement of operations.

Servicing fees totaled $ 300 and $ 308 for the three months ended September 30, 2025 and September 30, 2024, respectively.

Servicing fees totaled $ 902 and $ 929 for the nine months ended September 30, 2025 and September 30, 2024, respectively.

Servicing fees totaled $ 299 and $ 300 for the three months ended March 31, 2026 and March 31, 2025, respectively.

Servicing fees are included in loan servicing income on the consolidated statement of operations.

3 unchanged sentences

Central to the valuation model is the discount rate.

Fair value at September 30, 2025, was determined using discount rates ranging from 9.500 % to 12.500 %.

Fair value at September 30, 2024, was determined using discount rates ranging from 9.125 % to 12.125 %.

Fair value at March 31, 2026 and March 31, 2025, was determined using discount rates ranging from 9.625 % to 12.625 %.

Other assumptions utilized in the valuation model include, but are not limited to, prepayment speed, servicing costs, delinquencies, costs of advances, foreclosure costs, ancillary income, and income earned on float and escrow.

NOTE 5 – LEASES

We have operating leases for 1 corporate office, 2 bank branch offices, 2 former bank branch offices, and 1 ATM location.

We have operating leases for 1 corporate office, 2 bank branch offices, 1 former bank branch office, and 1 ATM location.

Our leases have remaining lease terms ranging from approximately 0.58 to 2.42 years.

Some of the leases include an option to extend, the longest of which is for two 5 year terms.

As of September 30, 2025, we have no lease commitments that have not yet commenced and one lease commitment extension beginning on October 1, 2025.

As of March 31, 2026, we have no lease commitments that have not yet commenced.

The Company also leases a portion of some of its facilities and receives rental income from such lease agreements, all of which are considered operating leases.

Three Months Ended

September 30, 2025 September 30, 2024

March 31, 2026 March 31, 2025

The components of total lease cost were as follows:

7 unchanged sentences

Operating cash flows from operating leases $ 133 $ 126

Right-of-use assets obtained in exchange for lease obligations:

Operating leases $ — $ 2

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Supplemental balance sheet information related to leases was as follows:

9 unchanged sentences

Fiscal years ending December 31, Payments Receipts

2026 $ 341 $ 26

Thereafter — —

2 unchanged sentences

Lease liability recognized $ 731

In March 2026, our lease for a former bank branch office was terminated.

The $ 112 gain on termination of this lease was recorded in other non-interest income in the consolidated statements of operations.

NOTE 6 – DEPOSITS

The following is a summary of deposits by type at September 30, 2025 and December 31, 2024, respectively:

September 30, 2025 December 31, 2024

The following is a summary of deposits by type at March 31, 2026 and December 31, 2025, respectively:

March 31, 2026 December 31, 2025

Non-interest bearing demand deposits $ 271,396 $ 264,394

4 unchanged sentences

Total deposits $ 1,565,622 $ 1,524,099

At September 30, 2025, the scheduled maturities of certificate accounts were as follows for the year ended, except December 31, 2025, which is the three months ended:

At March 31, 2026, the scheduled maturities of certificate accounts were as follows for the year ended, except December 31, 2026, which is the nine months ended:

December 31, 2026 $ 287,721

5 unchanged sentences

Total $ 344,064

Certificate accounts of $250 or more were $ 56,107 and $ 68,977 at September 30, 2025 and December 31, 2024, respectively.

Brokered deposits were $ 5,131 at September 30, 2025 and consisted of no brokered certificate accounts and $ 5,131 of brokered money market accounts.

Brokered Deposits were $ 19,125 at December 31, 2024 and consisted of $ 14,123 of brokered certificate accounts and $ 5,002 of brokered money market accounts.

During the nine months ended September 30, 2025, there was one brokered certificate account, totaling $ 5,489 , maturing in the year ended, December 31, 2028, that was called by the Company, and there was one brokered certificate totaling $ 3,450 , maturing in the year ended, December 31, 2025, that was called by the Company.

Certificate accounts of $250 or more were $ 54,337 and $ 57,136 at March 31, 2026 and December 31, 2025, respectively.

Brokered deposits were $ 5,495 at March 31, 2026 and consisted of no brokered certificate accounts and $ 5,495 of brokered money market accounts.

Brokered deposits were $ 5,168 at December 31, 2025 and consisted of no brokered certificate accounts and $ 5,168 of brokered money market accounts.

NOTE 7 – FEDERAL HOME LOAN BANK ADVANCES AND OTHER BORROWINGS

A summary of Federal Home Loan Bank advances and other borrowings at September 30, 2025 and December 31, 2024, is as follows:

September 30, 2025

A summary of Federal Home Loan Bank advances and other borrowings at March 31, 2026 and December 31, 2025, is as follows:

March 31, 2026

December 31, 2025

3 unchanged sentences

Senior Notes (4) 2039 $ 12,000 6.00 % 6.00 % 2039 $ 12,000 6.00 % 6.75 %

2040 $ 5,000 6.00 % 6.00 % 2040 $ 5,000 6.00 % 6.25 %

$ 17,000 $ 17,000

Subordinated Notes (5) 2030 $ 0 — % — % 2030 $ 0 — % — %

4 unchanged sentences

Totals $ 51,844 $ 51,804

(1) FHLB advances require interest-only monthly payments and are collateralized by a blanket lien on pre-qualifying first mortgages, home equity lines, multi-family loans and certain other loans which had a pledged balance of $ 1,028,745 and $ 1,075,001 at September 30, 2025 and December 31, 2024, respectively.

At September 30, 2025, the Bank’s available and unused portion under the FHLB borrowing arrangement was approximately $ 414,386 compared to $ 424,658 as of December 31, 2024.

(2) Maximum month-end borrowed amounts outstanding under this borrowing agreement were $ 5,000 and $ 81,000 , during the nine months ended September 30, 2025 and the twelve months ended December 31, 2024, respectively.

(3) There were no FHLB borrowings outstanding as of September 30, 2025.

The weighted-average interest rate on FHLB borrowings, with maturities less than twelve months, outstanding as of December 31, 2024 was 1.45 %.

(4) Senior notes, entered into by the Company in June 2019 consist of the following:

(a) A term note, which was subsequently refinanced in March 2022, modified in February of 2023, requiring quarterly interest-only payments through January 2029, and quarterly principal and interest payments thereafter.

(1) The FHLB advances bear fixed rates, require interest-only monthly payments, and are collateralized by a blanket lien on pre-qualifying first mortgages, home equity lines, multi-family loans, and certain other loans which had pledged balances of $ 1,039,266 and $ 1,017,631 at March 31, 2026 and December 31, 2025, respectively.

At March 31, 2026, the Bank’s available and unused portion under the FHLB borrowing arrangement was approximately $ 410,062 compared to $ 433,654 as of December 31, 2025.

(2) Maximum month-end borrowed amounts outstanding under this borrowing agreement were $ 0 and $ 5,000 , during the three months ended March 31, 2026 and the twelve months ended December 31, 2025, respectively.

(3) There were no FHLB borrowings outstanding as of March 31, 2026 and December 31, 2025.

(4) Senior notes, entered into by the Company consist of the following:

(a) A $ 12,000 term note, which was originally entered into in June 2019 and subsequently refinanced in March 2022, modified in February of 2023, and refinanced in May 2024, requiring quarterly interest-only payments through January 2029, and quarterly principal and interest payments thereafter.

Interest is variable, based on US Prime rate minus 75 basis points with a floor rate of 3.00 %.

(b) A $ 5,000 line of credit, maturing August 1, 2026, that remains undrawn upon, and was renewed for a term of one year on August 1, 2025..

(b) A $ 5,000 term note entered into in October 2025, requiring quarterly interest-only payments through October 2028, and quarterly principal and interest payments thereafter.

Interest is variable, based on US Prime rate minus 75 basis points with a floor rate of 4.00 %.

(5) Subordinated notes resulted from the following:

(a) The Company’s Subordinated Note Purchase Agreement entered into with certain purchasers in August 2020, which bore a fixed interest rate of 6.00 % for five years .

On July 7, 2025, the Board of Directors approved the redemption of the entire $ 15,000 balance of the 6 % subordinated debentures due September 1, 2030, which were scheduled to reprice on September 1, 2025, to SOFR plus 591 basis points.

The redemption occurred on September 1, 2025.

7 unchanged sentences

This irrevocable standby letter of credit (“LOC”) is supported by loan collateral as an alternative to directly pledging investment securities on behalf of a municipal customer as collateral for their interest bearing deposit balances.

The letters of credit balances were $ 198,700 and $ 209,750 at September 30, 2025 and December 31, 2024, respectively.

The LOC balances were $ 203,250 and $ 171,000 at March 31, 2026 and December 31, 2025, respectively.

Federal Reserve Borrowings

At September 30, 2025 and December 31, 2024, the Bank had the ability to borrow $ 24,784 and $ 24,942 from the Federal Reserve Bank of Minneapolis.

The ability to borrow is based on mortgage-backed securities pledged with a carrying value of $ 32,596 and $ 33,994 as of September 30, 2025, and December 31, 2024, respectively.

There were no Federal Reserve borrowings outstanding as of September 30, 2025, and December 31, 2024.

At March 31, 2026 and December 31, 2025, the Bank had the ability to borrow $ 23,950 and $ 24,942 from the Federal Reserve Bank of Minneapolis.

The ability to borrow is based on mortgage-backed securities pledged with a carrying value of $ 31,633 and $ 32,056 as of March 31, 2026 and December 31, 2025, respectively.

There were no Federal Reserve borrowings outstanding as of March 31, 2026, and December 31, 2025.

Federal Funds Purchased Lines of Credit

As of September 30, 2025, the Bank maintains two unsecured federal funds purchased lines of credit with its banking partners which total $ 70,000 .

As of December 31, 2024, the Bank maintained three unsecured federal funds purchased lines of credit with its banking partners which totaled $ 70,000 .

As of March 31, 2026 and December 31, 2025, the Bank maintained two unsecured federal funds purchased lines of credit with its banking partners which totaled $ 70,000 .

These lines bear interest at the lender bank’s announced daily federal funds rate, mature daily and are revocable at the discretion of the lending institution.

There were no borrowings outstanding on these lines of credit as of September 30, 2025 or December 31, 2024.

There were no borrowings outstanding on these lines of credit as of March 31, 2026, or December 31, 2025.

NOTE 8 - CAPITAL MATTERS

7 unchanged sentences

If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required.

At September 30, 2025, the Bank was categorized as “Well Capitalized”, under Prompt Corrective Action Provisions.

The Bank’s Tier 1 (leverage) and risk-based capital ratios at September 30, 2025, and December 31, 2024, respectively, are presented below:

At March 31, 2026, the Bank was categorized as “Well Capitalized”, under Prompt Corrective Action Provisions.

The Bank’s Tier 1 (leverage) and risk-based capital ratios at March 31, 2026 and December 31, 2025, respectively, are presented below:

Actual For Capital Adequacy

3 unchanged sentences

Amount Ratio Amount Ratio Amount Ratio

As of September 30, 2025

As of March 31, 2026

Total capital (to risk weighted assets) $ 217,204 14.4 % $ 120,623 > = 8.0 % $ 150,779 > = 10.0 %

7 unchanged sentences

Tier 1 leverage ratio (to adjusted total assets) 194,639 11.3 % 68,711 > = 4.0 % 85,888 > = 5.0 %

The Company’s Tier 1 (leverage) and risk-based capital ratios at September 30, 2025, and December 31, 2024, respectively, are presented below:

The Company’s Tier 1 (leverage) and risk-based capital ratios at March 31, 2026 and December 31, 2025, respectively, are presented below:

Actual For Capital Adequacy

Amount Ratio Amount Ratio

As of September 30, 2025

As of March 31, 2026

Total capital (to risk weighted assets) $ 225,270 14.9 % $ 120,851 > = 8.0 %

11 unchanged sentences

The aggregate number of shares of common stock initially reserved and available for issuance under the 2018 Equity Incentive Plan was 350,000 shares.

As of September 30, 2025, 331,968 restricted shares had been granted under this plan.

As of March 31, 2026, 343,148 restricted shares had been granted under this plan.

This amount includes 11,180 shares of performance based restricted stock granted in 2023 and issued in January 2026 upon achievement of the performance criteria and completion of the three-year performance period beginning in January 2023 and ending December 31, 2025.

The amount also includes 16,021 shares of performance based restricted stock granted in 2022 and issued in January 2025 upon achievement of the performance criteria and completion of the three year performance period beginning in January 2022 and ending December 31, 2024.

As of September 30, 2025, no stock options had been granted under this plan.

As of March 31, 2026, no stock options had been granted under this plan.

In February 2008, the Company’s stockholders approved the Company’s 2008 Equity Incentive Plan for a term of 10 years.

Due to the plan’s expiration, no new awards can be granted under this plan.

As of September 30, 2025, there are no awarded unvested restricted shares, and 49,000 awarded unexercised vested options remaining from the plan.

As of March 31, 2026, there are no awarded unvested restricted shares, and 30,500 awarded unexercised vested options remaining from the plan.

Options granted under this plan vested pro rata over a five-year period from the grant date and were fully vested as of October 2022.

Unexercised incentive stock options expire within 10 years of the grant date.

Stock based compensation expense related to restricted stock awards from these plans was $ 33 and $ 135 for the three and nine months ended September 30, 2025, compared to $ 159 and $ 475 for the three and nine months ended September 30, 2024.

Stock based compensation expense related to restricted stock awards from these plans was $ 4 for the three months ended March 31, 2026, compared to $ 68 for the three months ended March 31, 2025.

Restricted Common Stock Award

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Number of Shares Weighted

3 unchanged sentences

Granted — — — —

Vested ( 33,062 ) 12.50 ( 53,139 ) 12.19

Issued and vested ( 6,109 ) 12.36 ( 33,062 ) 12.50

Forfeited — — — —

Unvested and outstanding at end of period — $ — 6,109 $ 12.36

September 30, 2025

March 31, 2026

Number of Shares Weighted

1 unchanged sentence

Unvested at beginning of year 18,321 $ 12.36

2022 performance shares awarded above target 1,154 14.00

Vested and issued 2022 performance shares ( 16,021 ) 14.00

2023 performance shares below target ( 7,141 ) 12.36

Issued and vested ( 11,180 ) 12.36

Unvested at end of period — $ —

3 unchanged sentences

Unvested at beginning of year 33,188 $ 13.09

Vested and issued ( 8,805 ) 10.78

Forfeited — —

2022 performance shares granted above target 1,154 14.00

Issued and vested ( 16,021 ) 14.00

Unvested at end of period 18,321 $ 12.36

3 unchanged sentences

Term in Years Aggregate

September 30, 2025

March 31, 2026

Outstanding at beginning of year 35,500 $ 11.98

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Information related to the 2008 Equity Incentive Plan for the respective periods follows:

Nine months ended September 30, 2025 Twelve months ended December 31, 2024

Three months ended March 31, 2025 Twelve months ended December 31, 2025

Intrinsic value of options exercised $ 44 $ 84

17 unchanged sentences

At the end of each reporting period, the Company estimates its potential liability related to the plan and records any change to this liability as compensation expense in the consolidated statement of operations.

At September 30, 2025 and December 31, 2024, the related liability was $ 350 and $ 190 , respectively, which is included in other liabilities on the consolidated balance sheet.

For the three months ended September 30, 2025 and September 30, 2024, the Company recorded related expense of $ 128 and $ 58 , respectively, which is included in compensation and related benefits/non-interest expense on the Company’s consolidated statement of operations.

For the nine months ended September 30, 2025 and September 30, 2024, the Company recorded related expense of $ 259 and $ 121 , respectively, which is included in compensation and related benefits/non-interest expense on the Company’s consolidated statement of operations.

At March 31, 2026 and December 31, 2025, the related liability was $ 477 and $ 494 , respectively, which is included in other liabilities on the consolidated balance sheet.

For the three months ended March 31, 2026 and March 31, 2025, the Company recorded related expense of $ 186 and $ 59 , respectively, which is included in compensation and related benefits/non-interest expense on the Company’s consolidated statement of operations.

NOTE 10 – FAIR VALUE ACCOUNTING

11 unchanged sentences

Assets Measured on a Recurring Basis

The following tables present the financial instruments measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024:

The following tables present the financial instruments measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025:

Value Quoted Prices in

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(Level 2) Significant

September 30, 2025

March 31, 2026

Investment securities:

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Corporate debt securities 40,492 — 40,492 —

Asset-backed securities 16,323 — 16,323 —

Student loan asset-backed securities 15,456 — 15,456 —

Total investment securities 130,876 — 130,876 —

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Corporate debt securities 40,682 — 40,682 —

Corporate asset backed securities 18,996 — 18,996 —

Student loan asset-backed securities 15,964 — 15,964 —

Total investment securities 134,103 — 134,103 —

6 unchanged sentences

(1) Investments valued at NAV are excluded from being reported under the fair value hierarchy but are presented to permit reconciliation with the balance sheet in accordance with ASC 820-10-35-54B.

During the nine months ended September 30, 2024, senior debt of a community development financial institution, classified as available-for-sale securities was exchanged for preferred equity of the financial institution’s operating subsidiary.

At September 30, 2025, the Company owned $ 1,362 preferred equity investments for which the Company utilized significant unobservable inputs (Level 3 inputs) to determine fair value.

At December 31, 2024, the Company owned $ 1,362 preferred equity investments for which the Company utilized significant unobservable inputs (Level 3 inputs) to determine fair value.

There were no transfers in or out of Level 1, Level 2 or Level 3 fair value measurements relating to the available-for-sale securities above during the three and nine months ended September 30, 2025.

There were no losses included in earnings attributable to the change in unrealized gains or losses relating to the available-for-sale securities above with fair value measurements utilizing significant unobservable inputs for the three and nine months ended September 30, 2025.

During the three and nine months ended September 30, 2024, $ 0 and $ 2,082 of senior debt, previously measured as a Level 1 instrument, was exchanged for preferred equity, now measured as a Level 3 instrument, resulting in a transfer out of Level 1 fair value measurement to Level 3 fair value measurement.

The exchange resulted in $ 0 and $ 168 of unrealized losses on available-for-sale securities, previously included in other comprehensive income, being recognized on the three and nine months ended September 30, 2024, consolidated statement of operations as loss on equity securities.

At March 31, 2026 and December 31, 2025, the Company owned $ 1,125 of preferred equity investments for which the Company utilized significant unobservable inputs (Level 3 inputs) to determine fair value.

There were no transfers in or out of Level 1, Level 2 or Level 3 fair value measurements relating to the available-for-sale securities above during the three month periods ended March 31, 2026 and March 31, 2025.

Assets Measured on Nonrecurring Basis

The following tables present the financial instruments measured at fair value on a nonrecurring basis as of September 30, 2025 and December 31, 2024:

The following tables present the financial instruments measured at fair value on a nonrecurring basis as of March 31, 2026 and December 31, 2025:

Carrying Value Quoted Prices in

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(Level 2) Significant

September 30, 2025

March 31, 2026

Foreclosed and repossessed assets, net $ 857 $ — $ — $ 857

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recurring and nonrecurring basis and for which we have utilized Level 3 inputs to determine their fair value at

September 30, 2025 and December 31, 2024.

March 31, 2026 and December 31, 2025:

Value Valuation Techniques (1) Significant Unobservable Inputs (2) Range

September 30, 2025

March 31, 2026

Foreclosed and repossessed assets, net $ 857 Appraisal value Estimated costs to sell 10 % - 15 %

5 unchanged sentences

collateral, which generally includes various level 3 inputs which are not observable.

(2) The fair value basis of collateral depended loans, and real estate owned may be adjusted to reflect management estimates of disposal costs including, but not limited to, real estate brokerage commissions, legal fees, and delinquent property taxes.

(2) The fair value basis of collateral dependent loans, and real estate owned may be adjusted to reflect management estimates of disposal costs including, but not limited to, real estate brokerage commissions, legal fees, and delinquent property taxes.

The table below represents what we would receive to sell an asset or what we would have to pay to transfer a liability in an orderly transaction between market participants at the measurement date.

1 unchanged sentence

The carrying amount and estimated fair value of the Company’s financial instruments as of the dates indicated below were as follows:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Valuation Method Used Carrying

9 unchanged sentences

Equity investments valued at NAV(1) N/A 4,423 N/A 4,210 N/A

Other investments (Level II) 12,498 12,498 12,506 12,506

Loans receivable, net (Level III) 1,335,286 1,321,105 1,317,924 1,297,841

4 unchanged sentences

Financial liabilities:

Deposits (Level III) $ 1,480,554 $ 1,480,268 $ 1,488,148 $ 1,487,492

Deposits (excluding demand deposits) (Level III) $ 901,542 $ 901,314 $ 891,747 $ 891,663

FHLB advances (Level II) — — — —

5 unchanged sentences

A reconciliation of the basic and diluted earnings per share is as follows:

Three Months Ended Nine Months Ended

(Share count in thousands) September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three Months Ended

(Share count in thousands) March 31, 2026 March 31, 2025

Net income attributable to common stockholders $ 3,755 $ 3,197

8 unchanged sentences

Dilutive shares outstanding consist of exercisable stock options whose strike prices were less than the quarterly average closing price of the Company’s common stock.

At September 30, 2025 and September 30, 2024, there were 0 and 20 exercisable stock options, respectively, with a potentially dilutive effect.

However their strike prices were higher than the quarterly average closing prices of the Company’s common stock and thus, excluded from diluted shares outstanding.

At March 31, 2026 and March 31, 2025, there were no exercisable stock options with a potentially dilutive effect excluded from diluted shares outstanding.

All exercisable stock options had stock prices less than the quarterly average closing price of the Company’s common stock.

NOTE 12 – OTHER COMPREHENSIVE INCOME

The following tables show the tax effects allocated to each component of other comprehensive income for the three and nine months ended September 30, 2025 and 2024:

The following tables show the tax effects allocated to each component of other comprehensive income for the three months ended March 31, 2026 and 2025:

Three Months Ended

September 30, 2025 September 30, 2024

Amount Tax Benefit

(Expense) Net-of-Tax

Amount Before-Tax

Amount Tax Benefit

(Expense) Net-of-Tax

Unrealized gains on securities:

Net unrealized gains arising during the period $ 2,170 $ ( 513 ) $ 1,657 $ 4,605 $ ( 1,053 ) $ 3,552

Other comprehensive income $ 2,170 $ ( 513 ) $ 1,657 $ 4,605 $ ( 1,053 ) $ 3,552

Nine Months Ended

September 30, 2025 September 30, 2024

March 31, 2026 March 31, 2025

Amount Tax Benefit

5 unchanged sentences

Net unrealized gains arising during the period $ 324 $ ( 95 ) $ 229 $ 1,891 $ ( 436 ) $ 1,455

Reclassification for net loss on exchanged security, included in net income, net of tax — — — 168 ( 38 ) 130

Other comprehensive income $ 324 $ ( 95 ) $ 229 $ 1,891 $ ( 436 ) $ 1,455

The changes in the accumulated balances for each component of other comprehensive income, net of tax for the twelve months ended December 31, 2024 and the nine months ended September 30, 2025 were as follows:

The changes in the accumulated balances for each component of other comprehensive income, net of tax for the twelve months ended December 31, 2025 and the three months ended March 31, 2026 were as follows:

Gains (Losses)

6 unchanged sentences

Current year-to-date other comprehensive income 324 229

Ending balance, September 30, 2025 $ ( 18,560 ) $ ( 13,227 )

There were no reclassifications out of accumulated other comprehensive income for the three and nine month periods ended September 30, 2025.

Reclassifications out of accumulated other comprehensive income for the three and nine month periods ended September 30, 2024 were as follows:

Amounts Reclassified from Accumulated Other Comprehensive Income (Loss)

Details about Accumulated Other Comprehensive Income (Loss) Components Three months ended September 30, 2024 Nine months ended September 30, 2024 Affected Line Item on the Statement of Operations

Unrealized gains and losses

Debt security exchanged for equity security $ — $ ( 168 ) Net (losses) gains on investment securities

Tax effect — 38 Provision for income taxes

Total reclassifications for the period $ — $ ( 130 ) Net loss attributable to common stockholders

Ending balance, March 31, 2026 $ ( 17,191 ) $ ( 12,238 )

There were no reclassifications out of accumulated other comprehensive income for the three month periods ended March 31, 2026 and March 31, 2025.

NOTE 13 – SEGMENT INFORMATION

8 unchanged sentences

All operations are domestic.

Three Months Ended Nine Months Ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three Months Ended

March 31, 2026 March 31, 2025

Interest and dividend income $ 21,516 $ 21,103

17 unchanged sentences

Reconciliation of assets:

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

March 31, 2026 December 31, 2025

Total assets for reportable segments $ 1,822,974 $ 1,781,755

2 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements