What changed in this filing

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Item 1. Financial Statements

2026-05-12 compared with 2025-11-10 · 177 added, 217 removed, 685 unchanged (37% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

(dollars in thousands, except per share amounts)

September 30,

(in thousands, except per share amounts)

Cash and Due from Banks

19 unchanged sentences

Preferred Stock - $ 0.01 Par Value;

1,000,000 Shares Authorized, None Issued and Outstanding at September 30, 2025 and December 31, 2024

1,000,000 Shares Authorized, None Issued and Outstanding at March 31, 2026 and December 31, 2025

Common Stock - $ 0.01 Par Value;

20,000,000 Shares Authorized:

5,522,750 and 5,559,473 Shares Issued and Outstanding at September 30, 2025 and December 31, 2024

5,289,348 and 5,349,039 Shares Issued and Outstanding at March 31, 2026 and December 31, 2025

Additional Paid-In Capital

7 unchanged sentences

Consolidated Statements of Operations (Unaudited)

(in thousands)

Three Months Ended

Nine Months Ended

September 30,

(in thousands)

Interest and Dividend Income

4 unchanged sentences

Interest Expense

Short-Term Federal Home Loan Bank Advances

Total Interest Expense

Net Interest Income

Recovery of Credit Losses on Loans

Recovery of Credit Losses on Unfunded Commitments

Total Recovery of Credit Losses

Net Interest Income After Recovery of Credit Losses

Total Provision for Credit Losses

Net Interest Income After Provision for Credit Losses

Non-Interest Income

2 unchanged sentences

Bank Owned Life Insurance

Loss on Investments Securities

Gain on Sale of Premises and Equipment

Gain on Sale of Real Estate Owned

Gain on Insurance Proceeds

Total Non-Interest Income (Loss)

Total Non-Interest Income

Non-Interest Expense

6 unchanged sentences

Charitable Contributions

Real Estate Owned

Total Non-Interest Expense

Income (Loss) Before Income Taxes

Income Tax Expense (Benefit)

Net Income (Loss)

Income (Loss) per Share - Basic and Diluted

Income Before Income Taxes

Income Tax Expense

Income per Share - Basic and Diluted

The accompanying notes are an integral part of these consolidated financial statements.

1 unchanged sentence

Consolidated Statements of Comprehensive Income (Unaudited)

(in thousands)

Three Months Ended

Nine Months Ended

September 30,

Net Income (Loss)

Other Comprehensive Income

Unrealized Net Gains on Investment Securities Available-for-Sale Arising During the Period

(in thousands)

Other Comprehensive Income (Loss)

Unrealized Net Gain (Loss) on Investment Securities Available-for-Sale Arising During the Period

Reclassification Adjustment for Net Losses Realized

Net Loss on Defined Benefit Pension Plan

Total Other Comprehensive Income

Net Gain on Defined Benefit Pension Plan

Total Other Comprehensive Income (Loss)

Comprehensive Income

5 unchanged sentences

Stockholders'

(in thousands, except share amounts)

Balance at December 31, 2024

Other Comprehensive Income

Issuance of Common Stock, Net of Offering Expense

ESOP Shares Released for Allocation

Balance at September 30, 2024

Balance at March 31, 2025

Balance at December 31, 2025

Other Comprehensive Income

Repurchase of Common Stock ( 36,723 shares)

ESOP Shares Released for Allocation

Balance at September 30, 2025

Comprehensive

Stockholders'

Balance at June 30, 2024

Other Comprehensive Income

Issuance of Common Stock, Net of Offering Expense

ESOP Shares Released for Allocation

Balance at September 30, 2024

Balance at June 30, 2025

Other Comprehensive Income

Other Comprehensive Loss

Repurchase of Common Stock ( 270,125 Shares)

ESOP Shares Released for Allocation

Balance at September 30, 2025

Stock-Based Compensation

Balance at March 31, 2026

The balances as of December 31, 2025 and 2024 were audited .

2 unchanged sentences

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

Nine Months Ended

September 30,

Three Months Ended

(in thousands)

Cash Flows from Operating Activities

Net Income (Loss)

Adjustments to Reconcile Net Income (Loss) to Net

Cash Provided by (Used in) Operating Activities

Recovery of Credit Losses

Gain on Insurance Proceeds

Gain on Sale of Premises and Equipment

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities

Gain on Sale of Real Estate Owned

Net Amortization (Accretion) of Deferred Loan Costs

Net Accretion of Deferred Loan Costs

Net Amortization on Investment Securities

Loss on Sale of Investment Securities

Federal Home Loan Bank Stock Dividend

Deferred Tax Expense

Deferred Tax Benefit

Increase in Cash Surrender Value on Bank Owned Life Insurance

ESOP Compensation Expense

Stock-Based Compensation

Changes in Operating Assets and Liabilities

1 unchanged sentence

Other Liabilities

Net Cash Provided by (Used in) Operating Activities

Net Cash Provided by Operating Activities

Cash Flows from Investing Activities

3 unchanged sentences

Increase in Loans Receivable, Net

Bank Owned Life Insurance Proceeds

Proceeds from Sale of Real Estate Owned

Proceeds from Sale of Premises and Equipment

Purchases of Premises and Equipment

4 unchanged sentences

(in thousands)

Nine Months Ended

September 30,

Three Months Ended

Cash Flows from Financing Activities

Increase in Deposits, Net

Federal Home Loan Bank Advances

Advances by Borrowers for Taxes,

Insurance, and Repairs

Decrease in Advances by Borrowers for Taxes, Insurance and Repairs

Repurchase of Common Stock

Net Cash Provided by Financing Activities

Net Increase (Decrease) in Cash and Cash Equivalents

Cash and Cash Equivalents, Beginning of Year

Cash and Cash Equivalents, End of Year

Net Decrease in Cash and Cash Equivalents

Cash and Cash Equivalents, Beginning of Period

Cash and Cash Equivalents, End of Period

Supplemental Disclosures of Cash Flow Information

9 unchanged sentences

Fifth District Bancorp, Inc.

(“Fifth District Bancorp” or the “Company”), a Maryland corporation, was incorporated on February 15, 2024, to serve as the bank holding company for Fifth District Savings Bank (“Fifth District” or the “Bank”) in connection with the Bank’s conversion from the mutual to stock form of organization (the “Conversion”).

The Conversion was completed on July 31, 2024.

In connection with the Conversion, Fifth District Bancorp acquired 100 % ownership of Fifth District and the Company offered and sold 5,459,473 shares of its common stock at $ 10.00 per share, for gross offering proceeds of $ 54,594,730 .

The cost of the Conversion and issuance of common stock was approximately $ 2,400,000 , which was deducted from the gross offering proceeds.

Additionally, the Company contributed 100,000 shares to a newly formed charitable foundation.

The Bank’s employee stock ownership plan (the “ESOP”) purchased 444,758 shares of the common stock sold by the Company, which was equal to 8 % of the 5,559,473 shares of common stock issued by the Company.

The ESOP purchased the shares using a loan from the Company.

The Company contributed approximately $ 26,097,000 of the net proceeds from the offering to the Bank, loaned $ 4,447,580 of the net proceeds to the ESOP and retained approximately $ 21,400,000 of the net proceeds.

The Bank is a federally-chartered stock savings bank which attracts deposits from the general public and uses such deposits primarily to originate loans secured by first mortgages on owner-occupied, family residences.

The Bank’s primary regulator is the Office of the Comptroller of the Currency (OCC).

(“Fifth District Bancorp” or the “Company”), a Maryland corporation, is the holding company for Fifth District Savings Bank (“Fifth District” or the “Bank”).

The Bank is a federally-chartered stock savings bank subject to examination and regulation by the Office of the Comptroller of the Currency (OCC).

The Bank attracts deposits from the general public and uses such deposits primarily to originate loans secured by first mortgages on owner-occupied, family residences and commercial real estate.

The Bank’s activities are provided to customers of the Bank by branch offices located in the greater New Orleans area;

5 unchanged sentences

The unaudited consolidated financial statements of the Company were prepared in accordance with instructions for Form 10-Q and SEC Regulation S-X and do not include information or footnotes for a complete presentation of financial condition, results of operations, comprehensive income, changes in stockholders’ equity and cash flows in conformity with U.S.

In the opinion of management, the unaudited consolidated financial statements include all adjustments considered necessary to present fairly the Company’s financial position.

In the opinion of management, the unaudited consolidated financial statements include all adjustments considered necessary to present fairly the Company’s consolidated financial position and results of operations.

All such adjustments are of a normal, recurring nature, and they are the only adjustments included in the accompanying unaudited consolidated financial statements.

The results of operations for the three and nine months ended September 30, 2025 and 2024 are not necessarily indicative of the results which may be expected for the entire fiscal year.

The results of operations for the three months ended March 31, 2026 and 2025 are not necessarily indicative of the results which may be expected for the entire fiscal year.

These statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2025.

Principles of Consolidation

The consolidated financial statements as of and for the period ended September 30, 2025 include the accounts of Fifth District Bancorp and its wholly-owned subsidiary, Fifth District.

The consolidated financial statements as of and for the period ended March 31, 2026 include the amounts of Fifth District Bancorp and its wholly-owned subsidiary, Fifth District.

All intercompany transactions and balances have been eliminated.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

References herein to the “Company” for periods prior to the completion of the stock conversion should be deemed to refer to the “Bank.”

4 unchanged sentences

Material estimates that are particularly susceptible to significant change in the near-term relate to the valuation of the allowance for credit losses, deferred taxes, and fair value of financial instruments.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

The determination of the adequacy of the allowance for credit losses is based on estimates that are particularly susceptible to significant changes in the economic environment and market conditions.

8 unchanged sentences

Generally, federal funds are sold for one-day periods.

Cash and due from banks include bank deposit accounts aggregating approximately $ 24,093,000 and $ 27,315,000 in excess of the Federal Deposit Insurance Corporation limit of $ 250,000 per insured account on September 30, 2025 and December 31, 2024, respectively.

Cash and due from banks include bank deposit accounts aggregating approximately $ 14,056,000 and $ 25,808,000 in excess of the Federal Deposit Insurance Corporation limit of $ 250,000 per insured account on March 31, 2026 and December 31, 2025, respectively.

The Company has not experienced any losses and does not believe that significant credit risk exists as a result of this practice.

1 unchanged sentence

The requirement is dependent upon the Company’s cash on hand or noninterest-bearing balances.

There was no reserve requirement as of September 30, 2025, and December 31, 2024.

There was no reserve requirement as of March 31, 2026, and December 31, 2025.

Investment Securities

2 unchanged sentences

Purchase premiums and discounts are recognized in interest income using the effective interest method over the terms of the securities, identified as the call date as to premiums and maturity date as to discounts.

The Company held no held-to-maturity securities as of September 30, 2025 or December 31, 2024.

The Company held no held-to-maturity securities as of March 31, 2026 or December 31, 2025.

Debt securities classified as available-for-sale are those debt securities that the Company intends to hold for an indefinite period of time but not necessarily to maturity.

Any decision to sell a security classified as available-

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

for-sale would be based on various factors, including significant movement in interest rates, changes in the maturity mix of the Company’s assets and liabilities, liquidity needs, regulatory capital considerations, and other similar factors.

Any decision to sell a security classified as available-for-sale would be based on various factors, including significant movement in interest rates, changes in the maturity mix of the Company’s assets and liabilities, liquidity needs, regulatory capital considerations, and other similar factors.

These securities are carried at estimated fair value by a third-party pricing service with any unrealized gains or losses excluded from net income and reported in accumulated other comprehensive loss, which is reported as a separate component of stockholders’ equity, net of the related deferred tax effect.

1 unchanged sentence

These securities are carried at estimated fair value by a third-party pricing service with any unrealized gains or losses included in net income and reported in non-interest income in the consolidated statements of operations.

The Company held no trading securities as of September 30, 2025 or December 31, 2024.

The Company held no trading securities as of March 31, 2026 or December 31, 2025.

Gains and losses realized on sales of debt securities, determined using the adjusted cost basis of the specific securities sold, are included in non-interest income in the statements of operations.

Dividend and interest income, including amortization of premium and accretion of discount arising at acquisition, from all categories of investment securities are included in interest income in the consolidated statements of operations.

Dividend and interest income,

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

including amortization of premium and accretion of discount arising at acquisition, from all categories of investment securities are included in interest income in the consolidated statements of operations.

Restricted Stock

11 unchanged sentences

Losses are charged against the allowance for credit loss when management believes an available-for-sale security is confirmed to be uncollectible or when either of the criteria regarding intent or requirement to sell is met.

At September 30, 2025 and December 31, 2024, there was no allowance for credit loss related to the available-for-sale portfolio.

Accrued interest receivable on available-for-sale securities totaled approximately $ 546,000 and $ 348,000 at September 30, 2025 and December 31, 2024, respectively, and was excluded from the estimate of credit losses.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

At March 31, 2026 and December 31, 2025, there was no allowance for credit loss related to the available-for-sale portfolio.

Accrued interest receivable on available-for-sale securities totaled approximately $ 523,000 and $ 411,000 at March 31, 2026 and December 31, 2025, respectively, and was excluded from the estimate of credit losses.

Loans Receivable

1 unchanged sentence

Amortized cost is the principal balance outstanding, net of purchase premiums and discounts and deferred fees and costs.

Accrued interest receivable related to loans totaled approximately $ 1,792,000 and $ 1,619,000 at September 30, 2025, and December 31, 2024, respectively, and was reported in accrued interest receivable on the balance sheets.

Accrued interest receivable related to loans totaled $ 1,804,000 and $ 1,588,000 at March 31, 2026, and December 31, 2025, respectively, and was reported in accrued interest receivable on the balance sheets.

Interest income is accrued on the unpaid principal balance as earned using the interest method over the life of the loan.

Loan origination and commitment fees and certain direct loan origination costs are deferred and amortized as an adjustment to the related loan’s yield using the effective interest method over the contractual life of the loan.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

The accrual of interest is generally discontinued when a loan becomes 90 days past due, is not well collateralized and in the process of collection, or when management believes, after considering economic and business conditions and collection efforts, that the principal or interest will not be collectible in the normal course of business.

35 unchanged sentences

The successful completion of planned improvements and development may be adversely affected by changes in the estimated property value upon completion of construction, projected costs and other conditions leading to project delays.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Commercial and Industrial

5 unchanged sentences

The performance of these loans may be adversely affected by, among other factors, local and national market conditions, the interest rate environment and inflation.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

This category consists of purchased business loans to independent insurance professionals for the purpose of business acquisition, expansion, refinance and working capital.

These loans are fully collateralized by the business assets of the insurance agency, and typically require a life insurance policy for the agent in the amount of the loan.

All loan payments are received directly via electronic transfer.

Loans have a 10 year commitment on a 15 year amortization with a fixed rate for the first 5 years .

Loans reprice for the remaining 5 years at prime plus a margin.

The performance of these loans may be adversely affected by local and national market conditions, the interest rate environment, inflation and other factors.

This category consists of commercial loans purchased from a third-party originator that provide short-term, 12-month interim financing to small businesses.

These loans serve as bridge financing for borrowers waiting to secure permanent funding through Small Business Administration (SBA) guaranteed loan programs.

The primary source of repayment for these loans is the planned SBA buyout at the end of the 12-month interim period.

The performance of these loans may be adversely affected by, among other factors, local and national market conditions, the interest rate environment and inflation.

This category consists of loans to individuals for household, family, and other personal use.

4 unchanged sentences

Loans that do not share risk characteristics are evaluated on an individual basis.

When the borrower is experiencing financial difficulty and repayment is expected to be provided through the operation or sale of the collateral, the expected credit losses are based on the fair value of collateral at the reporting date, adjusted for estimated selling costs, as appropriate.

When the borrower is experiencing financial difficulty and repayment is expected to be provided through the operation or sale of the

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

collateral, the expected credit losses are based on the fair value of collateral at the reporting date, adjusted for estimated selling costs, as appropriate.

Allowance for Credit Losses - Unfunded Commitments

7 unchanged sentences

The Company is the beneficiary of life insurance contracts purchased on the lives of certain officers of the Company which are reported at their cash surrender value.

At September 30, 2025 and December 31, 2024, life insurance contracts totaled approximately $ 7,631,000 and $ 10,685,000 , respectively.

Appreciation in the cash surrender value amounted to approximately $ 70,000 and $ 91,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 246,000 and $ 271,000 for the nine months ended September 30, 2025 and 2024, respectively.

At March 31, 2026 and December 31, 2025, life insurance contracts totaled approximately $ 7,757,000 and $ 7,689,000 , respectively.

Appreciation in the cash surrender value amounted to approximately $ 68,000 and $ 88,000 for the three months ended March 31, 2026 and 2025, respectively.

Appreciation in value of the insurance policies is included in bank owned life insurance within non-interest income in the consolidated statements of operations.

3 unchanged sentences

Estimated useful lives for building and improvements range from 15 to 40 years, and for furniture and fixtures from 5 to 10 years.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Major expenditures for property acquisitions and those expenditures which substantially increase useful lives are capitalized.

7 unchanged sentences

The ability to effect such recovery is subject to market conditions and other factors, many of which are beyond the Company’s control.

Operating income of such properties, net of related expenses, and gains and losses on their disposition, are included in the consolidated statements of operations.

The Company had $ 42,000 of real estate owned as of September 30, 2025 and December 31, 2024.

Operating income of such properties, net of related expenses, and gains and losses

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

on their disposition, are included in the consolidated statements of operations.

The Company had $ 42,000 of real estate owned as of March 31, 2026 and December 31, 2025.

Deferred income tax assets and liabilities are determined using the liability (or balance sheet) method.

8 unchanged sentences

Interest and penalties associated with unrecognized tax benefits are classified as additional income taxes in the consolidated statements of operations.

Accounting principles generally accepted in the United States of America provide accounting and disclosure guidance about positions taken by an entity in its tax returns that might be uncertain.

GAAP provides accounting and disclosure guidance about positions taken by an entity in its tax returns that might be uncertain.

The Company believes that it has appropriate support for any tax positions taken, and management has determined that there are no uncertain tax positions that are material to the consolidated financial statements.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

The Company had no amount of interest and/or penalties recognized in the consolidated statements of operations for the three months and nine months ended September 30, 2025 and 2024, nor any amount of interest and/or penalties payable that were recognized in the consolidated balance sheets as of September 30, 2025 or December 31, 2024, in relation to its income tax returns.

The Company had no amount of interest and/or penalties recognized in the consolidated statements of operations for the three months ended March 31, 2026 and 2025, nor any amount of interest and/or penalties payable that were recognized in the consolidated balance sheets as of March 31, 2026 or December 31, 2025, in relation to its income tax returns.

Any penalties or interest would be recognized in income tax expense.

2 unchanged sentences

Comprehensive Income

Comprehensive income consists of net income (loss) and other comprehensive income, net of applicable income taxes.

Other comprehensive income includes unrealized gains and losses on available-for-sale securities and pension-related changes other than net periodic pension cost.

Comprehensive income consists of net income and other comprehensive income (loss), net of applicable income taxes.

Other comprehensive income (loss) includes unrealized gains and losses on available-for-sale securities and pension-related changes other than net periodic pension cost.

Accumulated other comprehensive loss consists of the cumulative unrealized gains and losses on available-for-sale securities and the cumulative unrealized gain or loss for the funded status of the pension plan liability, net of tax.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Stock-Based Compensation

Compensation cost is recognized for stock options and restricted stock awards issued to employees, based on the fair value of these awards at the date of grant.

A Black-Scholes model is utilized to estimate the fair value of stock options, while the market price of the Company’s common stock at the date of grant is used for restricted stock awards.

Compensation cost is recognized over the requisite service period, generally defined as the vesting period.

For awards with graded vesting, compensation cost is recognized on a straight-line basis over the requisite service period for the entire award.

The Company’s accounting policy is to recognize compensation cost net of estimated forfeitures.

Earnings per Share

Basic earnings (loss) per share (“EPS”) represents income available or loss attributable to common shareholders divided by the weighted average number of common shares outstanding during the period.

Basic earnings per share (“EPS”) represents income available to common shareholders divided by the weighted average number of common shares outstanding during the period.

Unallocated common shares held by the ESOP are shown as a reduction in stockholders’ equity and are excluded from the weighted-average common shares outstanding for both basic and diluted earnings per share calculations until they are committed to be released.

The Company had no dilutive or potentially dilutive securities during the period ended September 30, 2025 or December 31, 2024.

The Company had no dilutive or potentially dilutive securities during the period ended March 31, 2026 or December 31, 2025.

Revenue Recognition

12 unchanged sentences

The costs of related loyalty rewards programs are netted against interchange revenue as a direct cost of the revenue generating activity.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Non-Direct-Response Advertising

The Company expenses all advertising costs, except for direct-response advertising, as incurred.

Advertising and promotional expenses totaled approximately $ 26,000 and $ 30,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 70,000 and $ 107,000 for the nine months ended September 30, 2025 and 2024, respectively.

If the Company incurs expenses for material direct-response advertising, it will be amortized over the estimated benefit period.

Advertising and promotional expenses totaled approximately $ 38,000 and $ 19,000 for the three months ended March 31, 2026 and 2025, respectively.

If the Company incurs expenses for material direct-response advertising, it will be

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

amortized over the estimated benefit period.

Direct-response advertising consists of advertising whose primary purpose is to elicit sales to customers who could be shown to have responded specifically to the advertising and results in probable future benefits.

For the three and nine months ended September 30, 2025 and 2024, the Company did not incur any direct-response advertising costs.

For the three months ended March 31, 2026 and 2025, the Company did not incur any direct-response advertising costs.

Segment Reporting

The Company adopted Accounting Standards Update (ASU) 2023-07 “ Segment Reporting (Topic 280) - Improvement to Reportable Segment Disclosures ” on January 1, 2024.

The Company has determined that all of its banking divisions and subsidiaries meet the aggregation criteria of ASC 280, Segment Reporting , as its current operating model is structured whereby banking divisions and subsidiaries serve a similar base of clients utilizing a company-wide offering of similar products and services managed through similar processes and platforms that are collectively reviewed by the Company’s Interim Chief Executive Officer, who has been identified as the chief operating decision maker (CODM).

The Company has determined that all of its banking divisions and subsidiaries meet the aggregation criteria of ASC 280, Segment Reporting , as its current operating model is structured whereby banking divisions and subsidiaries serve a similar base of clients utilizing a company-wide offering of similar products and services managed through similar processes and platforms that are collectively reviewed by the Company’s Chief Executive Officer, who has been identified as the chief operating decision maker (CODM).

The Company has a single operating segment and thus a single reporting segment.

The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on net income calculated on the same basis as is net income (loss) reported in the Company’s consolidated statements of operations.

The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on net income calculated on the same basis as is net income reported in the Company’s consolidated statements of operations.

The CODM is also regularly provided with expense information at a level consistent with that disclosed in the Company’s consolidated statements of operations.

Recent Accounting Pronouncements- Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures , which amended the Income Taxes topic in the ASC 742 to improve the transparency of income tax disclosures.

The amendments are effective for annual periods beginning after December 15, 2024 and interim periods thereafter.

Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance.

The Company does not expect these amendments to have a material effect on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures , which requires the disaggregation of certain expenses in the notes to the consolidated financial statements, to provide enhanced transparency into the expense captions presented on the face of the consolidated statement of operations.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures , which requires the disaggregation of certain expenses in the notes to the consolidated financial statements, to provide enhanced transparency into the expense captions presented on the face of the consolidated statements of operations.

The amendments in ASU 2024-03 are effective for annual reporting periods beginning after December 31, 2026, and interim reporting periods beginning after December 15, 2027.

2 unchanged sentences

The Company does not expect these amendments to have a material effect on its consolidated financial statements.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments-Credit Losses (Topic 326) Purchased Loans , which amends the accounting for acquired financial assets under the Current Expected Credit Loss (CECL) methodology.

The update introduces the concept of Purchased Seasoned Loans (PSLs) and effectively eliminates the double counting of credit losses for most acquired loans.

Under the guidance, the gross-up approach is expanded to include all PSLs and an initial allowance for credit losses will be recorded by increasing the amortized cost basis of the loan at the date of acquisition, rather than recognizing an immediate credit loss expense in the consolidated statement of operations.

Recent Accounting Pronouncements- Not Yet Adopted

The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those years.

Early adoption is permitted.

The Company does not expect the amendment to have a material effect on its consolidated financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows.

2 unchanged sentences

Investment Securities

The amortized cost and estimated fair values of investment securities available-for-sale at September 30, 2025 and December 31, 2024 are as follows:

September 30, 2025

The amortized cost and estimated fair values of investment securities available-for-sale at March 31, 2026 and December 31, 2025 are as follows:

March 31, 2026

(in thousands)

9 unchanged sentences

Corporate Bonds

The following tables show the gross unrealized losses and estimated fair value of investment securities available-for-sale for which an allowance for credit losses has not been recorded by category and length of time that securities have been in a continuous unrealized loss position at September 30, 2025, and December 31, 2024:

September 30, 2025

March 31, 2026

With Losses Under

4 unchanged sentences

Collateralized Mortgage Obligations

Corporate Bonds

FIFTH DISTRICT BANCORP, INC.

7 unchanged sentences

Collateralized Mortgage Obligations

At September 30, 2025, 70 of the Company’s available-for-sale securities had unrealized losses totaling 9.7 % of the individual securities’ amortized cost basis and 5.6 % of the Company’s total amortized cost basis of the investment securities portfolio.

At September 30, 2025, 66 of these 70 securities had been in a continuous loss position for over 12 months.

At March 31, 2026, 115 of the Company’s available-for-sale securities had unrealized losses totaling 8.7 % of the individual securities’ amortized cost basis and 5.5 % of the Company’s total amortized cost basis of the investment securities portfolio.

At March 31, 2026, 58 of these 115 securities had been in a continuous loss position for over 12 months.

At December 31, 2025, 67 of the Company’s available-for-sale securities had unrealized losses totaling 9.5 % of the individual securities’ amortized cost basis and 5.3 % of the Company’s total amortized cost basis of the investment securities portfolio.

7 unchanged sentences

government and have a long history of zero credit loss.

No allowance for credit losses was recorded for available-for-sale securities at September 30, 2025 or December 31, 2024.

The amortized cost and estimated fair value of securities classified as available-for-sale at September 30, 2025, by contractual maturity, are shown in the table below (in thousands).

No allowance for credit losses was recorded for available-for-sale securities at March 31, 2026 or December 31, 2025.

The amortized cost and estimated fair value of securities classified as available-for-sale at March 31, 2026, by contractual maturity, are shown in the table below.

Securities are classified according to their contractual maturities without consideration of principal amortization, potential prepayments or call options.

7 unchanged sentences

Due after 10 Years

There were no sales of available-for-sale securities during the three and nine months ended September 30, 2025.

There were no sales of available-for-sale securities during the three months ended September 30, 2024 and the Company sold $ 18,685,000 securities available-for-sale and recorded a loss of $ 1,144,000 during the nine months ended September 30, 2024.

There were no sales of available-for-sale securities during the three months ended March 31, 2026 and 2025.

FIFTH DISTRICT BANCORP, INC.

1 unchanged sentence

Restricted Stock

The following table shows the amount of restricted stock as of September 30, 2025, and December 31, 2024:

The following table shows the amount of restricted stock as of March 31, 2026, and December 31, 2025:

(in thousands)

2 unchanged sentences

Loans Receivable and Allowance for Credit Losses

Loans receivable at September 30, 2025, and December 31, 2024 are summarized as follows:

Loans receivable at March 31, 2026, and December 31, 2025 are summarized as follows:

(in thousands)

9 unchanged sentences

Total Loans Receivable, Net

The following tables present an analysis of past-due loans as of September 30, 2025, and December 31, 2024:

September 30, 2025

The following tables present an analysis of past-due loans as of March 31, 2026, and December 31, 2025:

March 31, 2026

Loans 90 Days or

32 unchanged sentences

Notes to Consolidated Financial Statements

The following table presents the Company’s recorded investment in loans by credit quality indicator by year of origination as of September 30, 2025:

The following table presents the Company’s recorded investment in loans by credit quality indicator by year of origination as of March 31, 2026:

Term Loans by Year of Origination

14 unchanged sentences

Special Mention

Total Commercial Real Estated

Total Commercial Real Estate

Current Period Gross Write-Offs

37 unchanged sentences

Nonaccrual Loans

The following table is a summary of the Company’s nonaccrual loans by major categories as of September 30, 2025 and December 31, 2024:

September 30, 2025

The following table is a summary of the Company’s nonaccrual loans by major categories as of March 31, 2026 and December 31, 2025:

March 31, 2026

December 31, 2025

8 unchanged sentences

The Company does not recognize interest income while loans are on nonaccrual status.

The following table represents the accrued interest receivables written off by reversing interest income during the three and nine months ended September 30, 2025 and 2024:

For the Three Months Ended September 30,

For the Nine Months Ended September 30,

The following table represents the accrued interest receivables written off by reversing interest income during the three months ended March 31, 2026 and 2025:

For the Three Months Ended March 31,

(in thousands)

13 unchanged sentences

Notes to Consolidated Financial Statements

The following table presents an analysis of collateral-dependent loans of the Company as of September 30, 2025 and December 31, 2024:

September 30, 2025

The following table presents an analysis of collateral-dependent loans of the Company as of March 31, 2026 and December 31, 2025:

March 31, 2026

(in thousands)

8 unchanged sentences

Home Equity Lines of Credit

Construction Loans

Consumer Loans

Commercial Loans

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Construction and Land

Commercial Real Estate

Commercial and Industrial

Allowance for Credit Losses

The following table summarizes the activity related to the allowance for credit losses for the three and nine months ended September 30, 2025 and 2024 (in thousands):

Three Months Ended September 30, 2025

The following table summarizes the activity related to the allowance for credit losses for the three months ended March 31, 2026 and 2025 (in thousands):

March 31, 2026

(in thousands)

Lines of Credit

and Industrial

5 unchanged sentences

Ending Balance

Three Months Ended September 30, 2024

Allowance for Credit Losses

Beginning Balance

Recovery of Credit Loss

Loans Charged-Off

Recoveries Collected

Ending Balance

Nine Months Ended September 30, 2025

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

March 31, 2025

(in thousands)

Lines of Credit

and Industrial

5 unchanged sentences

Ending Balance

Nine Months Ended September 30, 2024

Allowance for Credit Losses

Beginning Balance

Recovery of Credit Loss

Loans Charged-Off

Recoveries Collected

Ending Balance

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Modifications Made to Borrowers Experiencing Financial Difficulty

13 unchanged sentences

Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

The Company had no loans with modifications to borrowers experiencing financial difficulty as of September 30, 2025, and December 31, 2024.

There were no modifications to borrower’s experiencing financial difficulty entered into during the three and nine months ended September 30, 2025 and 2024 and no loans which had defaults during the three and nine months ended September 30, 2025 and 2024 which have been modified due to the borrower experiencing financial difficulty.

The Company had no loans with modifications to borrowers experiencing financial difficulty as of March 31, 2026, and December 31, 2025.

There were no modifications to borrower’s experiencing financial difficulty entered into during the three months ended March 31, 2026 and 2025 and no loans which had defaults during the three months ended March 31, 2026 and 2025 which have been modified due to the borrower experiencing financial difficulty.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

Unfunded Commitments

For the three and nine month periods ended September 30, 2025 and 2024, provision for credit losses on unfunded commitments totaled $- 0 -.

At September 30, 2025 and December 31, 2024, the liability for credit losses on off-balance-sheet credit exposures included in other liabilities was $ 15,000 .

For the three month periods ended March 31, 2026 and 2025, provision for credit losses on unfunded commitments totaled $- 0 -.

At March 31, 2026 and December 31, 2025, the liability for credit losses on off-balance-sheet credit exposures included in other liabilities was $ 25,000 .

Related Party Loans

In the normal course of business, loans are made to officers and directors of the Company, as well as to their affiliates.

Such loans are made in the ordinary course of business with substantially the same terms (including

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

interest rates and collateral) as those prevailing at the time for comparable transactions with other persons.

Such loans are made in the ordinary course of business with substantially the same terms (including interest rates and collateral) as those prevailing at the time for comparable transactions with other persons.

They do not involve more than normal risk of collectability or present other unfavorable features.

An analysis of the related party activity during the nine months ended September 30, 2025 and 2024 is as follows:

September 30,

An analysis of the related party activity during the three months ended March 31, 2026 and 2025 is as follows:

(in thousands)

14 unchanged sentences

banks (Basel Ill rules) became fully effective for the Company on January 1, 2019.

Management believes, as of September 30, 2025 and December 31, 2024, that the Company meets all capital adequacy requirements to which it is subject.

As of September 30, 2025 and December 31, 2024, the most recent notification from the OCC categorized the Bank as well capitalized under the regulatory framework for prompt corrective action.

To be categorized as well capitalized, the Bank must maintain minimum total ratios as disclosed in the table below.

There are no conditions or events since the notification that management believes have changed the Bank’s prompt corrective action category.

Management believes, as of March 31, 2026 and December 31, 2025, that the Company meets all capital adequacy requirements to which it is subject.

As of March 31, 2026 and December 31, 2025, the most recent notification from the OCC categorized the Bank as well capitalized under the regulatory framework for prompt corrective action.

To be categorized as well

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

The Bank’s actual capital amounts and ratios as of September 30, 2025 and December 31, 2024 are also presented in the table below (dollar amounts in thousands):

capitalized, the Bank must maintain minimum total ratios as disclosed in the table below.

There are no conditions or events since the notification that management believes have changed the Bank’s prompt corrective action category.

The Bank’s actual capital amounts and ratios as of March 31, 2026 and December 31, 2025 are also presented in the table below (dollar amounts in thousands):

Required to Be Well-

3 unchanged sentences

Action Provisions

September 30, 2025

March 31, 2026

Tier 1 Capital to Average Assets

12 unchanged sentences

The contract amounts of those instruments reflect the extent of the involvement the Company has in particular classes of financial instruments.

As of September 30, 2025 and December 31, 2024, the Company had made various commitments to extend credit totaling approximately $ 26,785,000 and $ 34,607,000 , respectively.

Of these commitments, approximately $ 16,249,000 and $ 13,372,000 are at variable rates as of September 30, 2025 and December 31, 2024, respectively.

As of March 31, 2026 and December 31, 2025, the Company had made various commitments to extend credit totaling approximately $ 35,922,000 and $ 35,948,000 , respectively.

Of these commitments, approximately $ 18,364,000 and $ 17,425,000 are at variable rates as of March 31, 2026 and December 31, 2025, respectively.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.

22 unchanged sentences

The carrying amount of accrued interest on securities approximates its fair value.

Assets and liabilities measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024 are summarized below:

September 30, 2025

Assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025 are summarized below:

March 31, 2026

Fair Value Measurements

15 unchanged sentences

Corporate Bonds

The Company did no t record any liabilities at fair market value for which measurement of the fair value was made on a recurring basis at September 30, 2025 and December 31, 2024.

There were no transfers into, out of, purchases, or sales of Level 3 securities during the three and nine months ended September 30, 2025 and 2024.

The Company did no t record any liabilities at fair market value for which measurement of the fair value was made on a recurring basis at March 31, 2026 and December 31, 2025.

There were no transfers into, out of, purchases, or sales of Level 3 securities during the three months ended March 31, 2026 and 2025.

Assets and Liabilities Measured on a Non-Recurring Basis

7 unchanged sentences

Foreclosed Assets and Real Estate Owned

Assets acquired through or instead of loan foreclosure are initially recorded at fair value less costs to sell when acquired and classified at a Level 3 in the fair value hierarchy.

Assets acquired through or instead of loan foreclosure are initially recorded at fair value, less estimated costs to sell, when acquired and classified at a Level 3 in the fair value hierarchy.

These assets are subsequently accounted for at the lower of cost or fair value, less estimated cost to sell.

4 unchanged sentences

Notes to Consolidated Financial Statements

The following tables present the Company’s assets and liabilities measured at fair value on a non-recurring basis at September 30, 2025 and December 31, 2024:

September 30, 2025

The following tables present the Company’s assets and liabilities measured at fair value on a non-recurring basis at March 31, 2026 and December 31, 2025:

March 31, 2026

Fair Value Measurements

9 unchanged sentences

Weighted Average

September 30, 2025

March 31, 2026

Collateral Dependent Loans

23 unchanged sentences

For time deposits, fair value is estimated using a discounted cash flow method.

The carrying amount and estimated fair value of the Company’s financial instruments are as follows:

September 30, 2025

The carrying amount and estimated fair value of the Company’s consolidated financial instruments are as follows:

March 31, 2026

Fair Value Measurements

19 unchanged sentences

In some instances, there are no quoted market prices for the Company’s various financial instruments, in which case fair values may be based on estimates using the present value or other valuation techniques, or based on judgements regarding future expected loss experience, current economic conditions, risk characteristics of financial instruments, or other factors.

Those techniques are significantly affected by assumptions used, including the discount rate and estimate of future cash flows.

Subsequent changes in assumptions could significantly affect the estimates.

FIFTH DISTRICT BANCORP, INC.

Notes to Consolidated Financial Statements

In connection with the Conversion, the Company established an ESOP for the exclusive benefit of eligible employees.

techniques are significantly affected by assumptions used, including the discount rate and estimate of future cash flows.

Subsequent changes in assumptions could significantly affect the estimates.

The Company established an ESOP for the exclusive benefit of eligible employees.

The Company makes quarterly contributions to the ESOP in amounts as defined by the plan document.

2 unchanged sentences

As the debt is repaid, shares are released from collateral and allocated to active employees, based on the proportion of debt service paid during the period.

In connection with the Company’s initial public offering, the ESOP borrowed $ 4,447,580 payable to the Company for the purpose of purchasing shares of the Company’s common stock.

The ESOP borrowed $ 4,447,580 payable to the Company for the purpose of purchasing shares of the Company’s common stock.

A total of 444,758 shares were purchased with loan proceeds.

1 unchanged sentence

The loan is expected to be repaid over a period of up to 20 years .

Contributions to the ESOP totaled $ 112,000 and $ 336,000 during the three and nine months ended September 30, 2025, respectively.

Compensation expense is recognized over the service period based on the average fair value of the shares and totaled $ 75,000 and $ 213,000 for the three and nine months ended September 30, 2025, respectively.

Contributions to the ESOP totaled $ 224,000 during the three and nine months ended September 30, 2024.

Compensation expense is recognized over the service period based on the average fair value of the shares and totaled $ 115,000 for the three and nine months ended September 30, 2024

The fair value of the unallocated ESOP shares totaled $ 5,621,000 at September 30, 2025 and $ 5,349,000 at December 31, 2024.

Contributions to the ESOP totaled $ 112,000 during the three months ended March 31, 2026 and 2025, respectively.

Compensation expense is recognized over the service period based on the average fair value of the shares and totaled $ 84,000 and $ 70,000 for the three months ended March 31, 2026 and 2025, respectively.

The fair value of the unallocated ESOP shares totaled $ 5,842,000 at March 31, 2026 and $ 6,008,000 at December 31, 2025.

Earnings per Share

Earnings (loss) per common share was computed based on the following:

Income per common share was computed based on the following for the periods ended March 31, 2026 and 2025:

Three Months Ended

Nine Months Ended

September 30,

(In thousands, except per share data)

6 unchanged sentences

In accordance with the subsequent events topic of the FASB ASC 855, the Company evaluates events and transactions that occur after the consolidated balance sheets date for potential recognition in the consolidated financial statements.

The effects of all subsequent events that provide additional evidence of conditions that existed at the consolidated balance sheets date are recognized in the consolidated financial statements as of September 30, 2025 and December 31, 2024.

In preparing these consolidated financial statements, the Company evaluated the events and transactions that occurred through the date the consolidated financial statements were issued.

1 unchanged sentence

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