What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-03-25 compared with 2025-03-24 · 180 added, 135 removed, 935 unchanged (25% of the section changed)

3 unchanged sentences

Report of Independent Registered Public Accounting Firm (PCAOB ID No.

Consolidated Balance Sheets for the year ended December 31, 2024 and 2023

Consolidated Financial Statement of Operations for the year ended December 31, 2024 and 2023

Consolidated Financial Statement of Comprehensive Income (Loss) for the year ended December 31, 2024 and 2023

Consolidated Financial Statement of Changes in Equity for the year ended December 31, 2024 and 2023

Consolidated Financial Statement of Cash Flows for the year ended December 31, 2024 and 2023

Consolidated Balance Sheets for the years ended December 31, 2025 and 2024

Consolidated Financial Statement of Operations for the years ended December 31, 2025 and 2024

Consolidated Financial Statement of Comprehensive Income (Loss) for the years ended December 31, 2025 and 2024

Consolidated Financial Statement of Changes in Equity for the years ended December 31, 2025 and 2024

Consolidated Financial Statement of Cash Flows for the years ended December 31, 2025 and 2024

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

EWSB Bancorp, Inc.

To the Stockholders and Board of Directors of EWSB Bancorp, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of EWSB Bancorp, Inc.

and its subsidiary (the “Company”) as of December 31, 2024 and 2023;

the related consolidated statements of operations, comprehensive income (loss), changes in equity, and cash flows for each of the two years in the period ended December 31, 2024;

and the related notes (collectively referred to as the “financial statements”).

and its subsidiary (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), changes in equity, and cash flows for each of the years in the two-year period ended December 31, 2025, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

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Our responsibility is to express an opinion on the Company’s financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (the “PCAOB”) and are required to be independent with respect to the Company in accordance with U.S.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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Consolidated Balance Sheets

December 31, 2025

December 31, 2024

Cash and cash equivalents

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Cash value of life insurance

Net deferred tax assets

Deferred tax assets (net of allowance of $ 3,297,641 and $ 0 as of December 31, 2025 and December 31, 2024, respectively)

Accrued interest receivable and other assets

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Total liabilities

Common stock ($ 0.01 par value, 4,000,000 shares authorized, 752,538 shares issued and outstanding as of December 31, 2024)

Common stock ($ 0.01 par value, 4,000,000 shares authorized, 752,538 issued and outstanding as of December 31, 2025 and December 31, 2024)

Additional paid-in capital

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Year Ended December 31,

Interest income:

Interest and dividend income:

Loans, including fees

Total interest income

Total interest and dividend income

Interest expense:

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Total interest expense

Net interest income

Net interest and dividend income

Provision for credit losses

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Gain on interest rate swap

Gain (loss) on sale and disposal of fixed assets

Gain on sale of other real estate owned

Total noninterest income

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Salaries and related benefits

Occupancy expense, net

Occupancy expense

Data processing

FDIC insurance premiums

Loss on sale and disposal of fixed assets

Loss on sale of other real estate owned

Total noninterest expense

5 unchanged sentences

( 4,176,956 )

( 1,699,811 )

Basic and diluted earnings per share

7 unchanged sentences

( 4,176,956 )

( 1,699,811 )

Other comprehensive income (loss), before tax:

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Comprehensive income (loss)

( 2,433,666 )

See accompanying notes to consolidated financial statements.

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Income (Loss)

Year Ended December 31, 2025

Balance at January 1, 2025

1 unchanged sentence

Net income (loss)

( 4,176,956 )

ESOP shares committed to be released

Other comprehensive income (loss)

1 unchanged sentence

( 5,108,963 )

Proceeds of stock offering and issuance of common shares (net of issuance cost of $ 2.0 million)

Purchase of common shares by ESOP ( 52,678 shares)

ESOP shares committed to be released

Additional Paid-

Comprehensive

Income (Loss)

Year Ended December 31, 2024

Balance at January 1, 2024

( 7,662,149 )

Net income (loss)

1 unchanged sentence

( 1,699,811 )

Proceeds of stock offering and issuance of common shares (net of issuance cost of $ 2.0 million)

Purchase of common shares by ESOP ( 52,678 shares)

ESOP shares committed to be released

Other comprehensive income (loss)

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( 4,176,956 )

( 1,699,811 )

Adjustments to reconcile net income (loss) to net cash flows used in operating activities:

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Cash flows from investing activities:

Proceeds from maturities of certificates of deposit

Proceeds from maturities and paydowns of securities available for sale

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Purchase of office properties and equipment

Proceeds from sale of office properties and equipment

Proceeds from sale of land held for sale

Proceeds from sale of repossessed assets

Proceeds from sale of other real estate owned

Net cash flows provided by (used in) investing activities

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Net change in advance payments by borrowers for taxes and insurance

Proceeds from notes payable

Principal payments on notes payable

Net increase/(decrease) from FHLB advances activity

Net increase/(decrease) from FHLB short-term advances activity

( 3,394,000 )

( 7,930,000 )

Proceeds from FHLB long-term advances

Maturities and paydowns of FHLB long-term advances

( 19,500,000 )

Proceeds from issuance of common stock, net of costs

Net cash flows provided by (used in) financing activities

( 9,508,939 )

Net change in cash and cash equivalents

( 1,533,694 )

Cash and cash equivalents at beginning of period

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Time Deposits with Other Financial Institutions

Time deposits with other financial institutions are carried at cost with maturities of 90 days or more from the balance sheet date and will mature within four years .

Time deposits with other financial institutions are carried at cost with maturities of 90 days or more from the balance sheet date and will mature within three years .

A total of $ 3.5 million of these deposits recorded at December 31, 2025, will mature in the upcoming twelve months.

Debt Securities

3 unchanged sentences

Amortization of premiums and accretion of discounts are recognized in interest income using the interest method over the estimated lives or earliest call date of the debt securities, as applicable.

Gains and losses on the sales of debt securities are recorded on the trade date and determined using the specific-identification method.

Gains and losses on the sales of debt securities are recorded on the trade date and determined using the

EWSB BANCORP, INC.

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specific-identification method.

Transfers of investments into the held to maturity category from the available for sale category are made at fair value at the date of transfer.

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Interest on loans is accrued and credited to income based on the unpaid principal balance.

Accrued interest receivabl e totaled $ 535,196 and $ 472,368 on December 31, 2024 and 2023, respectively and is reported in accrued interest receivable and other assets on the consolidated balance sheets and is excluded from the estimate of credit losses.

Accrued interest receivable totaled $ 593,622 and $ 535,196 on December 31, 2025 and 2024, respectively and is reported in accrued interest receivable and other assets on the consolidated balance sheets and is excluded from the estimate of credit losses.

Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield using the interest method.

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In all cases, loans are placed on non-accrual or charged-off at an earlier date if collection of principal or interest is considered doubtful.

Non-accrual loans are individually evaluated for impairment.

Non-accrual loans may be individually evaluated for impairment.

The accrual of interest on loans is discontinued when, in the opinion of management, there is an indication the borrower may be unable to make payments as they become due.

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The Company has identified three loan portfolios and measures the ACL using the Scaled CECL Allowance for Losses Estimator (“SCALE”) method.

The loan portfolios are commercial and commercial real estate;

residential real estate;

and consumer.

The SCALE method uses publicly available data from call reports to derive the initial proxy expected lifetime loss rates.

The proxy expected lifetime loss rates are then adjusted for bank-specific facts and circumstances to arrive at the final ACL estimate that adequately reflects the Company’s loss history and credit risk within our portfolio.

The Company’s loan portfolios are real estate;

commercial installment;

and consumer:

Portfolio segment consists of loans to individuals for the purchase and construction of 1-4 family primary residences, and home equity and equity lines of credit with repayment made primarily through wage or other income sources of the individual party.

The Company’s loss exposure to these loans is dependent on local market conditions for residential properties as loan amounts are determined, in part, by the fair value of the property upon origination of the loan or upon completion of construction.

The multi-family portfolio consists of loans to investors for the purchase of residential properties with five or more living units.

Repayment of the loans is dependent upon rental income from individual tenants on the associated property.

The Company’s loss exposure is dependent on local economic conditions to support tenants’ ability to make rental payments and local market conditions for residential properties as loan amounts are determined, in part by the fair value of the property upon origination of the loan.

The commercial real estate portfolio consists of nonfarm, nonresidential loans secured by owner occupied and nonowner occupied commercial real estate.

An owner occupied loan relates to a borrower purchased building or space for which repayment of principal is dependent upon cash flows from the ongoing business operations conducted by the party, or an affiliate of the party, who owns the property.

Owner occupied loans that are dependent on cash flows from operations can be adversely affected by current market conditions for their product or service.

A nonowner occupied loan is a property loan for which repayment of principal is dependent upon rental income associated with the property or subsequent sale of the property.

Nonowner occupied loans that are dependent upon rental income are primarily impacted by the level of interest rates associated with the debt and local economic conditions, which dictate occupancy rates and amount of rent charged.

The increase in debt service due to higher interest rates may not be able to be passed on to tenants.

As part of the origination process, loan interest rates and occupancy rates are stressed to determine the impact on the borrower’s ability to maintain adequate debt service under different economic conditions.

Furthermore, the Company monitors the concentration of in any one industry and has established limits relative to capital.

In addition, credit quality trends are monitored by industry to determine if a change in risk exposure to a certain industry may warrant a change in our underwriting standards.

Commercial installment:

The commercial portfolio consists of borrowings for commercial purposes to individuals, partnerships, sole proprietors and other business enterprises.

Commercial loans are generally secured by business assets such as equipment, accounts receivable, inventory, or any other asset excluding real estate and generally made to finance

EWSB BANCORP, INC.

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capital expenditures.

The Company’s risk exposure is related to the deterioration in the value of collateral securing the loans should foreclosure become necessary.

Generally, business assets used or produced in operations do not maintain their value upon foreclose, which may require the Company to write down the value significantly to sell.

Portfolio segment consists of loans to individuals secured by marine and recreational vehicles, automobiles, and other personal expenditures, both secured and unsecured.

Loans on marine and recreational vehicles typically have maturities up to fifteen years or less.

Loans on automobiles and other personal expenditures typically have maturities up to five years or less.

Repayment of consumer loans is dependent on individual wages and income.

The risk of loss on consumer loans is elevated as the collateral securing these loans, if any, rapidly depreciate in value or may be worthless and/or difficult to locate if repossession is necessary.

The qualitative factors considered for each loan portfolio consist of the impact of other internal and external qualitative and credit market factors as assessed by management through a detailed loan review, ACL analysis and credit discussions.

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Additions to the ACL are established through the provision for credit losses on loans, which is charged to expense.

EWSB BANCORP, INC.

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The Company’s ACL methodology is intended to reflect all loan portfolio risk, but management recognizes the inability to accurately depict all future credit losses in a current ACL estimate, as the impact of various factors cannot be fully known.

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The ACL related to off-balance sheet credit exposures is estimated at each balance sheet date under the CECL model.

The estimate for ACL on unfunded loan commitments includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life.

The estimate for ACL on unfunded loan commitments includes consideration of the likelihood that funding will occur

EWSB BANCORP, INC.

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and an estimate of expected credit losses on commitments expected to be funded over its estimated life.

Allowance for Credit Losses on Held to Maturity Debt Securities

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Servicing Rights

Whan mortgage loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in gain of sales of mortgage loans.

Fair value is based on market prices for comparable

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mortgage servicing contracts, when available, or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income.

When mortgage loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in gain of sales of mortgage loans.

Fair value is based on market prices for comparable mortgage servicing contracts, when available, or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income.

All classes of servicing assets are subsequently measured using the amortization method which requires servicing rights to be amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans.

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Changes in valuation allowances are reported within mortgage banking income on the income statement.

The fair values of servicing rights are subject to significant fluctuations resulting from changes in estimated and actual prepayment speeds and default rates and losses.

EWSB BANCORP, INC.

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fair values of servicing rights are subject to significant fluctuations resulting from changes in estimated and actual prepayment speeds and default rates and losses.

Servicing fee income, which is reported on the income statement as mortgage banking income, is recorded for fees earned for servicing loans.

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The cost of carrying the property and any decrease in market value after the transfer date are charged to operating expenses as incurred.

In 2025, the Company sold a former banking branch property that was recorded as held for sale as of December 31, 2024.

The Company received net proceeds of approximately $ 377,000 recorded a loss of $22,000 related to the sale of this property.

Office Properties and Equipment

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Maintenance and repair costs are charged to expense as incurred.

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Federal Home Loan Bank ("FHLB") Stock

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The life insurance is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value.

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Loan Commitments and Related Financial Instruments

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When a fair value hedge is discontinued, the hedged asset or liability is no longer adjusted for changes in fair value and the existing basis adjustment is amortized or accreted over the remaining life of the asset or liability.

When a cash flow hedge is discontinued but the hedged cash flows or forecasted transactions are still expected to occur, gains or

EWSB BANCORP, INC.

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losses that were accumulated in the other comprehensive income are amortized into earnings over the same periods in which the hedged transaction will affect earnings.

When a cash flow hedge is discontinued but the hedged cash flows or forecasted transactions are still expected to occur, gains or losses that were accumulated in the other comprehensive income are amortized into earnings over the same periods in which the hedged transaction will affect earnings.

The Company is exposed to losses if a counterparty fails to make its payments under contract in which the Company is in the net receiving position.

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Advertising costs are expensed as incurred.

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Revenue from Contracts with Customers

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Since performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying revenue recognition that significantly affects the determination of the amount and timing of revenue from contracts with customers.

The following significant revenue-generating transactions are within the scope of Accounting Standards Codification ("ASC") 606, which are presented in the consolidated statements of income as components of noninterest income:

Service charges on deposit accounts – The Company earns fees from its deposit customers for transaction-based, account maintenance, and overdraft services.

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In determining the gain or loss on the sale, the Company adjusts the transaction price and related gain (loss) on sale if the financing does not include market terms.

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Deferred taxes are recognized using the asset/liability method.

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The Company may also recognize a liability for unrecognized tax benefits from uncertain tax positions.

Unrecognized tax benefits represent the differences between a tax position taken or expected to be taken in a tax return and the benefit recognized and measured in the financial statements.

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tax benefits represent the differences between a tax position taken or expected to be taken in a tax return and the benefit recognized and measured in the financial statements.

Interest and penalties related to unrecognized tax benefits are classified as income taxes.

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Diluted earnings per share reflects additional common shares that would have been outstanding if dilutive potential common shares have been issued, as well as any adjustments to income that would result from assumed issuance.

Operating Segments

On November 27, 2023, the FASB issued ASU 2023-07, “Segment Reporting (ASC280):

Improvements to Reportable Segment Disclosures” , intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

Provisions in the amendment include:

(1) Requirement that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provide to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss (collectively referred to as the “significant expense principle”);

(2) Requirement that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of it composition.

The other segment items category is the difference between segment revenue less the segment expenses disclosed under the significant expense principle and each reported measure of segment profit or loss;

(3) Requirement that a public entity provide all

EWSB BANCORP, INC.

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annual disclosures about a reportable segment’s profit or loss and assets currently required by ASC 280 in interim periods;

(4) Clarification that if the CODM uses more than one measure of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources, a public entity may report one or more of those additional measures of segment profit.

However, at least one of the reported segment profit or loss measures (or the single reported measure, if only one is disclosed) should be the measure that is most consistent with the measurement principles used in measuring the corresponding amounts in the public entity’s consolidated financial statements;

(5) Requirement that a public entity disclose the titles and position of the CODM and explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources;

and (6) Requirement that a public entity that has a single reportable segment provide all the disclosures by the amendments in the update and all existing segment disclosures in ASC 280.

The amendments in the update are effective for the fiscal years beginning after December 15, 2023, including interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

For public business entities, amendments in the update should be applied retrospectively to all periods presented in the financial statements, and upon transition the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption.

The Company adopted this standard effective January 1, 2024, and it did not have a material impact on the consolidated financial statements.

While the chief operating decision-makers monitor revenue streams of the various products and services, operations are managed, and financial performance is evaluated on a Company-wide basis.

Discrete financial information is not available other than on a Company-wide basis.

Accordingly, all financial service operations are considered by management to be aggregated in one reportable operating segment.

Recent Accounting Pronouncements

The following is a summary of a recent accounting pronouncement that could potentially affect the Company:

ASU 2023-09 – On December 14, 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures”.

The amendments requires that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation, and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate).

The amendments require that all entities disclose on an annual bases the following information about income taxes paid:

Improvements to Income Tax Disclosures.” The amendments require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation, and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate).

The amendments require that all entities disclose on an annual basis the following information about income taxes paid:

(1) The amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes, and (2) The amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received).

The amendments also require that all entities disclose the following information:

(1) Income (or loss) from continuing operations before income tax expense (or benefit) disaggregate between domestic and foreign, and (2) Income tax expense (or benefit) from continuing operations disaggregated by federal (national), state and foreign.

(1) Income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign, and (2) Income tax expense (or benefit) from continuing operations before income tax expense (or benefit) disaggregated by federal (national), state, and foreign.

The ASU is effective for public business entities for annual periods beginning after December 15, 2024.

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Retrospective application is permitted.

The Company will adopt this ASU for the reporting period beginning January 1, 2025, and does not expect the amendment to have a material impact to the financial statements of the Company.

The Company has elected to retrospectively adopt the expanded disclosure requirements of this ASU in Note 8 Income Taxes in its annual financial statements as of December 31, 2025, and the ASU did not have a material impact to the financial statements of the Company.

EWSB BANCORP, INC.

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Mortgage-backed securities

( 1,254,841 )

State and political subdivisions

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Mortgage-backed securities

( 1,254,841 )

State and political subdivisions

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Provision for

Adopting ASC 326

One to four family residential

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Other consumer

The ACL on loans excludes $ 81,544 of allowance for unfunded commitments as of December 31, 2024 and is recorded within accrued interest payable and other liabilities on the Consolidated Balance Sheets.

A provision for credit loss on unfunded loan commitments of $ 81,544 was made for the year ended December 31, 2024.

There was no ACL on unfunded commitments as of December 31, 2023.

The ACL on loans excludes $ 130,786 of allowance for unfunded commitments as of December 31, 2025 and $ 81,544 as of December 31, 2024 and are recorded within accrued interest payable and other liabilities on the Consolidated Balance Sheets.

A provision for credit loss on unfunded loan commitments of $ 49,242 was made for the year ended December 31, 2025 and $ 81,544 as of December 31, 2024.

As of December 31, 2025, there were three collateral dependent loans totaling $ 301,838 .

One of the loans with outstanding principal of $ 294,557 is in the one-to-four family residential loan category and two of the loans totaling $ 7,281 are in the other consumer loan segment and were secured by automobiles.

The aforementioned loans do not have a specific allocation of the ACL as of December 31, 2025.

As of December 31, 2024, there were two collateral dependent loans totaling $ 12,704 in the other consumer loan segment.

These loans were secured by automobiles and do not have a specific allocation to the ACL as of December 31, 2024.

There were no other collateral dependent loans as of December 31, 2024.

As of December 31, 2023, there was one collateral dependent loan totaling $ 9,889 in the marine and recreational loan segment.

This loan was collateralized by a licensed recreational vehicle and had $ 4,889 in the ACL as of December 31, 2023.

There were no other collateral dependent loans as of December 31, 2023.

The Company regularly evaluates various attributes of loans to determine the appropriateness of the allowance for credit losses.

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Loan aging information as of December 31, 2025 and 2024, follows:

loans beginning

end of period

December 31, 2025

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The unpaid principal balance of mortgage loans serviced for others totaled approximately $ 80,832,000 and $ 69,080,000 at December 31, 2025, and 2024, respectively.

Custodial escrow balances maintained in connection with serviced loans were approximately $ 380,539 on December 31, 2024 and $ 122,927 on December 31, 2023, respectively.

Custodial escrow balances maintained in connection with serviced loans were approximately $ 311,882 on December 31, 2025 and $ 380,539 on December 31, 2024.

The following is a summary of changes in the balance of mortgage servicing rights for the years ended December 31, 2025, and 2024:

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December 31, 2024

Weighted Average Rate

Federal Home Loan Bank:

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Fixed rate, fixed term advances

Related party subordinated promissory notes

Total borrowings

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Actual maturities may differ from the scheduled principal maturities due to call options on the various advances.

A $ 6.0 million FHLB borrowing was called in January 2025.

The borrowing was replaced by a combination of a fixed term FHLB advance with a similar rate and term and short-term borrowings.

The Company has a master contract agreement with the FHLB that provides for borrowing up to a FHLB determined percent of the book value of the Company’s qualifying one- to four-family residential real estate loans.

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FHLB advances are also secured by $ 2,759,245 and $ 1,879,971 of FHLB stock owned by the Company at December 31, 2025 and December 31, 2024, respectively.

At December 31, 2024, the Company has current borrowing capacity of $ 43,306,000 based on total collateral pledged as of this date.

At December 31, 2025, the Company has unused borrowing capacity of $ 26,866,000 based on total collateral pledged as of this date.

The Company will be required to purchase FHLB activity stock to support additional borrowings beyond current activity stock holdings.

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At December 31, 2025 and 2024, the Company had an unsecured $ 6.0 million federal funds line of credit with a correspondent bank.

Income Taxes Paid – ASU 2023-09 Disaggregation

The Company did not pay income taxes during the years ended December 31, 2025 and 2024 due to net operating losses incurred during these periods.

Pretax net operating income or loss is entirely related to domestic activities.

The Company did not have any foreign operations.

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The components of the provision for income taxes are as follows as of December 31, 2025 and 2024:

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Total deferred

Valuation allowance

Total valuation allowance

Total provision for income taxes

Effective tax rates differ from federal statutory rates applied to financial statement income for the years ended December 31, 2025 and 2024, due to the following:

December 31, 2025

December 31, 2024

% of Pretax Income

Tax computed at statutory federal rate

State and local income taxes, net of federal benefit

Nontaxable or nondeductible items

Other adjustments

Valuation allowance

Total provision for income taxes

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The primary differences between income taxes at the federal statutory rate and the provision for income taxes includes state taxes and tax‑exempt interest and non-interest income.

Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company's assets and liabilities.

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Total deferred tax liabilities

Total deferred tax assets net of deferred tax liabilities

Valuation allowance

( 3,297,641 )

Net deferred tax asset

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The Wisconsin net operating loss carryforwards begin to expire in 2042.

The Company has Minnesota net operating loss carryforwards totaling approximately $ 947,000 and $ 673,000 for the tax years ending December 31, 2024 and December 31, 2023, respectively.

The Company has Minnesota net operating loss carryforwards totaling approximately $ 1.1 million and $ 947,000 for the tax years ending December 31, 2025 and December 31, 2024, respectively.

The Minnesota net operating loss carryforwards begin to expire in 2037.

The amount of the deferred tax asset is considered realizable based on projected future earnings and multiple tax planning strategies;

however, it could be adjusted, and a valuation allowance recorded, if estimates of future taxable income during the carryforward period are reduced or if objective negative evidence in the form of cumulative losses is present and additional weight cannot be given to subjective evidence such as our projections for growth.

Our projections for growth are based on growth within our deposit and loan portfolios, maintaining an adequate net interest margin, and an increase in noninterest income.

During 2025, management continued to assess the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit the use of the existing deferred tax assets, including net operating losses for federal and state income tax purposes.

A significant piece of objective evidence evaluated is the cumulative taxable losses incurred over the four-year period ended December 31, 2025.

Such objective evidence limits the ability to consider other subjective evidence such as our projections for future growth and taxable income.

On the basis of this evaluation, a valuation allowance of $ 3.3 million has been recorded during the year ended December 31, 2025 to recognize only the portion of the deferred tax asset that is more likely than not to be realized.

With few exceptions, the Company is no longer subject to federal or state examinations by taxing authorities for years before 2021.

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Employee Benefit Plan

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The Company matches 100 % of up to 5 % of employee compensation.

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Employee benefit plan expense included within salary and related benefits on the consolidated statements of operations was approximately $ 126,000 and $ 117,000 for 2025 and 2024, respectively.

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and stocks and bonds.

Due to the nature of its business activities, the Company is at times subject to legal action which arises in the normal course of business.

In the opinion of management, the ultimate resolution of these matters is not expected to have a material effect on the financial position or results of operations of the Company.

Equity and Regulatory Matters

1 unchanged sentence

Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements.

Under capital adequacy

Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off balance-sheet items as calculated under regulatory

EWSB BANCORP, INC.

AND SUBSIDIARY

guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off balance-sheet items as calculated under regulatory accounting practices.

accounting practices.

The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum regulatory capital amounts and ratios (set forth in the table on the next page).

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum regulatory capital amounts and ratios (set forth in the table).

It is management’s opinion, as of December 31, 2025, that the Bank meets all applicable statutory capital adequacy requirements.

25 unchanged sentences

In addition to the above minimum regulatory capital measures, the Board of Directors has designated that the Bank will have and maintain its tier one capital as a percentage of average total assets at a minimum of 8.0 % and its level of total capital to risk-weighted assets at a minimum of 11.0 % .

At December 31, 2024, the Bank’s tier one capital as a percentage of average total assets capital ratio of 7.2 % was not in compliance with the minimum ratio as designated by the Board of Directors.

The Bank’s total capital to risk-weighted assets ratio of 13.0 % was in compliance with the minimum ratio designated by the Board of Directors.

At December 31, 2025, the Bank’s tier one capital as a percentage of average total assets capital ratio of 6.1 % was not in compliance with the minimum ratios as designated by the Board of Directors.

At December 31, 2025, the total capital to risk-weighted assets ratio of 11.6 % was in compliance with the minimum ratios as designated by the Board of Directors.

EWSB BANCORP, INC.

35 unchanged sentences

Total securities available for sale

Financial liabilities:

Fair value hedge on fixed rate loans

Information regarding the fair value of assets and liabilities measured at fair value on a recurring basis as of December 31, 2024 follows:

8 unchanged sentences

Total securities available for sale

Financial liabilities:

Fair value hedge on fixed rate loans

Fair Value of Financial Instruments

28 unchanged sentences

Fixed rate, fixed term FHLB advances

The Company’s objectives in using interest rate derivatives are to add stability to interest income and expense and to manage its exposure to interest rate movements.

To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy.

The aggregate fair value of the swaps are recorded in other assets or other liabilities with changes in fair value recorded as gains or losses in noninterest income or noninterest expense on the consolidated statements of income (loss).

The Company utilizes interest rate swap agreements as part of its asset liability management strategy to help manage its interest rate risk position.

The Company’s objectives in using an interest rate derivative is to add stability to interest income and to manage its exposure to interest rate movements.

To accomplish this objective, the Company primarily is using an interest rate swap as part of its interest rate risk management strategy.

The aggregate fair value of the swap is recorded in other assets or other liabilities with changes in fair value recorded as gains or losses in noninterest income or noninterest expense on the consolidated statements of income (loss).

The Company is utilizing an interest rate swap agreement as part of its asset liability management strategy to help manage its interest rate risk position.

The notional amount of the interest rate swap does not represent amounts exchanged by the parties.

2 unchanged sentences

An interest rate swap with a notional amount totaling $ 25.0 million as of December 31, 2025 was designated as a fair value last of layer hedge for certain fixed rate prepayable loans.

This interest rate swap contract was terminated in 2024.

EWSB BANCORP, INC.

5 unchanged sentences

Year Ended December 31, 2025

Year Ended December 31, 2024

Net income (loss) applicable to common shares outstanding

( 4,176,956 )

( 1,699,811 )

Average number of common shares outstanding

2 unchanged sentences

Earnings per common share basic and diluted

There were no securities or other contracts that had a dilutive effect during the year ended December 31, 2024, and therefore the weighted-average common shares outstanding used to calculate both basic and diluted EPS are the same.

There were no securities or other contracts that had a dilutive effect during the years ended December 31, 2025 and 2024, and therefore the weighted-average common shares outstanding used to calculate both basic and diluted EPS are the same.

Shares held by the Employee Stock Ownership Plan (“ESOP”) that have not been allocated to employees in accordance with the terms of the ESOP, referred to as “unallocated ESOP shares”, are not deemed outstanding for EPS calculations.

1 unchanged sentence

Earnings per share for the year ended December 31, 2024 was calculated using 197,223 weighted average shares outstanding which represents zero shares prior to the conversion on September 20, 2024.

EPS data is not applicable for the year ended December 31, 2023 as the Company had no outstanding shares.

Employees of the Bank may participate in the Bank’s Employee Stock Ownership Plan (“ESOP”).

3 unchanged sentences

The cost of shares issued to the ESOP, but not yet allocated to participants, is shown as a reduction of stockholders’ equity.

Eash December, the Bank makes discretionary contributions to the ESOP, which are equal to principal and interest payments required on the term loan.

Expense recorded during the year ended December 31, 2024, is $ 28,385 .

Shares held by the ESOP as of December 31, 2024, were as follows:

As of December 31, 2024

Each December, the Bank makes discretionary contributions to the ESOP, which are equal to principal and interest payments required on the term loan.

Expense recorded during the year ended December 31, 2025 and 2024, were $ 24,836 and $ 28,385 , respectively.

Shares held by the ESOP as of December 31, 2025 and 2024, were as follows:

December 31, 2025

December 31, 2024

Shares committed for allocation

Total ESOP shares

Fair value of unearned shares at December 31, 2024

Fair value of unearned shares at December 31, 2025 and 2024

EWSB BANCORP, INC.

1 unchanged sentence

Condensed Parent Only Financial Information

The Parent Company’s condensed balance sheet and related condensed statements of operations and cash flows as follows.

The information presented for the year ended December 31, 2023 represents the consolidated holding companies of Wisconsin Mutual Bancorp, MHC.

The Parent Company’s condensed balance sheets and related condensed statements of operations and cash flows are as follows:

Condensed Balance Sheets

Noninterest bearing deposit with bank subsidiary

Investment in subsidiaries

Investment in subsidiary

Land held for sale

12 unchanged sentences

Year Ended December 31,

Interest income:

Interest expense

Noninterest expense

Professional fees

Other noninterest expense

Total expense

2 unchanged sentences

( 3,968,910 )

( 1,657,051 )

Income (loss) before provision for (benefit from) income taxes

( 4,257,026 )

( 1,715,820 )

Provision for (benefit from) income taxes

1 unchanged sentence

( 4,176,956 )

( 1,699,811 )

EWSB BANCORP, INC.

5 unchanged sentences

( 4,176,956 )

Adjustments to reconcile net income (loss) to net cash flows used in operating activities:

( 1,699,811 )

Adjustments to reconcile net income (loss) to net cash flows (used in) provided by operating activities:

Net decrease (increase) in other assets and liabilities

1 unchanged sentence

Total adjustments

Net cash flows used in operating activities

Net cash flows (used in) provided by operating activities

Cash flows from investing activities:

Principal payments on loan to ESOP

Net cash flows provided by (used in) investing activities

Net cash flows provided by (used in) provided by investing activities

Cash flows from financing activities:

13 unchanged sentences

The chief operating decision maker uses consolidated net income (loss) to benchmark the Company against its competitors.

The benchmarking analysis coupled with monitoring of budget to actual results are used in assessment performance and in establishing compensation.

The benchmarking analysis coupled with monitoring of budget to actual results are used in performance assessment and in establishing compensation.

Loans, investments, and deposits provide the revenues in the banking operation.

1 unchanged sentence

All operations are domestic.

Subsequent Events

In January 2026, the Company sold a pool of approximately 25 adjustable rate 1-4 family real estate loans with an aggregate total principal balance of $ 6.3 million at a gain of approximately $ 7,000 .

The loans carried an average rate of 6.46 %.

The loans were sold to support balance sheet management for the purpose of providing liquidity to support loan originations.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosures

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-K

Item 8. Financial Statements and Supplementary Data