Finward Bancorp 10-K

Item 8. Financial Statements and Supplementary Data Report of Independent Registered Public Accounting Firm To the Stockholders, Board of Directors, and Audit Committee Finward Bancorp Munster, Indiana Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Finward Bancorp (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the consolidated 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 then ended in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company’s management. 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) (“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. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Allowance for Credit Losses As discussed in Note 1 to the consolidated financial statements, the Company’s loan portfolio totaled $1.5 billion as of December 31, 2025, and the associated allowance for credit losses (“ACL”) on loans was $17.5 million. As discussed in Notes 1 and 3 to the consolidated financial statements, the Company measures expected credit losses for loans on a collective pooled basis when similar risk characteristics exist using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical peer data provides the basis for the estimation of expected credit losses. Management also considers further adjustments to historical loss information for current conditions and reasonable and supportable forecasts that differ from the conditions that exist for the period over which historical information is evaluated as well as other changes in qualitative factors not inherently considered in the quantitative analyses. The resulting qualitative adjustments are applied to the relevant collectively evaluated loan pools. 60 We have identified the ACL, and more specifically the qualitative adjustment for the existence, growth, and effect of any concentrations of credit applied in the ACL, as a critical audit matter. The principal consideration for our determination is the high degree of judgment and subjectivity in auditing the assumptions utilized by management in calculating the qualitative reserve. This required a high degree of judgement due to the nature and extent of audit evidence and effort required to address this matter. The primary procedures we performed related to this critical audit matter included: • Obtained an understanding and evaluated the design of controls over the Company’s process for establishing the qualitative adjustments used in the ACL, including the key assumptions used to develop the qualitative adjustments applied to the ACL. • Evaluated the relevancy and reliability of key data and assumptions used to derive the qualitative factors, specifically the existence, growth, and effect of any concentrations of credit factor, including considering the key data’s completeness and accuracy within the model. • Evaluated the mathematical accuracy of the application of qualitative factors within the model. • Evaluated the reasonableness of the overall ACL amount, including the qualitative component, and whether the recorded ACL appropriately reflects expected credit losses on the loan portfolio. We reviewed historical loss statistics and peer-bank information and considered whether they corroborate or contradict the Company's measurement of the ACL. /s/ Forvis Mazars, LLP We have served as the Company’s auditor since 2021. Indianapolis, Indiana March 25, 2026 61 Finward Bancorp Consolidated Balance Sheets (Dollars in thousands) December 31, 2025 December 31, 2024 ASSETS Cash and non-interest bearing deposits in other financial institutions $ 18,265 $ 17,883 Interest bearing deposits in other financial institutions 101,382 52,047 Federal funds sold - 654 Total cash and cash equivalents 119,647 70,584 Securities available-for-sale 316,227 333,554 Loans held-for-sale 1,096 1,253 Loans receivable, net of deferred fees and costs 1,450,387 1,508,976 Less: Allowance for credit losses ( 17,506 ) ( 16,911 ) Net loans receivable 1,432,881 1,492,065 Federal Home Loan Bank stock 6,547 6,547 Accrued interest receivable 7,781 7,721 Premises and equipment 44,976 47,259 Cash value of bank owned life insurance 33,586 33,514 Goodwill 22,395 22,395 Other intangible assets 1,172 1,860 Other assets 34,873 43,947 Total assets $ 2,021,181 $ 2,060,699 LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Non-interest bearing $ 267,441 $ 263,324 Interest bearing 1,459,530 1,497,242 Total 1,726,971 1,760,566 Federal funds purchased and repurchase agreements 39,703 40,116 Borrowed funds 45,000 65,000 Accrued expenses and other liabilities 34,844 43,603 Total liabilities 1,846,518 1,909,285 Commitments and contingencies Stockholders' Equity: Preferred stock, no par or stated value; 10,000,000 shares authorized, none outstanding - - Common stock, no par or stated value; 10,000,000 shares authorized; shares issued and outstanding: December 31, 2025 - 4,326,747 December 31, 2024 - 4,313,698 - - Additional paid-in capital 70,331 70,034 Accumulated other comprehensive loss ( 41,662 ) ( 58,084 ) Retained earnings 145,994 139,464 Total stockholders' equity 174,663 151,414 Total liabilities and stockholders' equity $ 2,021,181 $ 2,060,699 See accompanying notes to consolidated financial statements. 62 Finward Bancorp Consolidated Statements of Income Year Ended December 31, (Dollars in thousands, except per share data) 2025 2024 Interest income: Loans receivable $ 80,337 $ 77,515 Securities 7,819 8,250 Other interest earning assets 3,607 3,413 Total interest income 91,763 89,178 Interest expense: Deposits 31,426 35,162 Federal funds purchased and repurchase agreements 1,430 1,600 Borrowed funds 2,164 3,969 Total interest expense 35,020 40,731 Net interest income 56,743 48,447 Provision for (benefit from) credit losses ( 205 ) ( 503 ) Net interest income after provision for credit losses 56,948 48,950 Non-interest income: Fees and service charges 5,387 5,312 Wealth management operations 2,733 2,855 Gain (loss) on tax credit investment 90 1,236 Gain (loss) on sale of loans held-for-sale, net 1,219 1,138 Gain (loss) on sale of securities, net ( 1,577 ) ( 531 ) Bank owned life insurance 1,379 812 Gain (loss) on sale of property and equipment ( 55 ) 11,661 Other 122 164 Total non-interest income 9,298 22,647 Non-interest expense: Compensation and benefits 29,588 27,737 Occupancy and equipment 8,161 8,250 Data processing 4,961 4,672 Marketing 787 799 Federal deposit insurance premiums 1,720 1,790 Professional and outside services 4,226 5,405 Technology 2,069 2,243 Other 6,624 7,246 Total non-interest expense 58,136 58,142 Income before income tax expense 8,110 13,455 Income tax expense (benefit) 23 1,325 Net income $ 8,087 $ 12,130 Earnings per common share: Basic $ 1.89 $ 2.85 Diluted $ 1.88 $ 2.84 Dividends declared per common share $ 0.36 $ 0.48 See accompanying notes to consolidated financial statements. 63 Finward Bancorp Consolidated Statements of Comprehensive Income (Loss) Year Ended December 31 (Dollars in thousands) 2025 2024 Net income $ 8,087 $ 12,130 Unrealized gains (losses) on securities available for sale: Unrealized gains (losses) arising during the period 20,038 ( 9,042 ) Less: reclassification adjustment for gains (losses) included in net income ( 1,577 ) ( 531 ) Changes in unrealized gains (losses) on securities available for sale 21,615 ( 8,511 ) Less: tax expense (benefit) 5,193 ( 2,040 ) Other comprehensive income (loss), net of tax 16,422 ( 6,471 ) Comprehensive income (loss), net of tax $ 24,509 $ 5,659 See accompanying notes to consolidated financial statements. 64 Finward Bancorp Consolidated Statements of Changes in Stockholder's Equity (Dollars in thousands, except per share data) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive (Loss)/Income Retained Earnings Total Stockholders' Equity Balance at January 1, 2024 $ - $ 69,555 $ ( 51,613 ) $ 129,403 $ 147,345 Net income - - - 12,130 12,130 Other comprehensive income (loss), net of tax - - ( 6,471 ) - ( 6,471 ) Net surrender value of 3,485 restricted stock awards - ( 86 ) - - ( 86 ) Stock-based compensation expense - 565 - - 565 Cash dividends, $ 0.48 per share - - - ( 2,069 ) ( 2,069 ) Balance at December 31, 2024 $ - $ 70,034 $ ( 58,084 ) $ 139,464 $ 151,414 Balance at January 1, 2025 $ - $ 70,034 $ ( 58,084 ) $ 139,464 $ 151,414 Net income - - - 8,087 8,087 Other comprehensive income (loss), net of tax - - 16,422 - 16,422 Net surrender value of 5,439 restricted stock awards - ( 150 ) - - ( 150 ) Stock-based compensation expense - 447 - - 447 Cash dividends, $ 0.36 per share - - - ( 1,557 ) ( 1,557 ) Balance at December 31, 2025 $ - $ 70,331 $ ( 41,662 ) $ 145,994 $ 174,663 See accompanying notes to consolidated financial statements. 65 Finward Bancorp Consolidated Statements of Cash Flows Year ended December 31, (Dollars in thousands) 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 8,087 $ 12,130 Adjustments to reconcile net income to net cash provided by operating activities: Origination of loans for sale ( 40,875 ) ( 36,779 ) Sale of loans originated for sale 42,275 36,955 Depreciation and amortization, net of accretion 6,191 7,291 Deferred tax expense (benefit) ( 556 ) 645 Stock based compensation expense 447 565 Cash payments for lease liabilities ( 1,603 ) ( 1,360 ) (Gain) loss on sale of securities, net 1,577 531 (Gain) loss on tax credit investment ( 90 ) ( 1,236 ) (Gain) loss on sale of loans held-for-sale, net ( 1,252 ) ( 1,091 ) (Gain) loss on sale of property and equipment 55 ( 11,661 ) (Gain) loss on sale of foreclosed real estate - ( 1 ) (Increase) decrease of cash value of bank owned life insurance ( 835 ) ( 812 ) (Gain) loss on death benefits of bank-owned life insurance ( 544 ) - (Gain) loss on derivatives 33 ( 47 ) Provision for (benefit from) credit losses ( 205 ) ( 503 ) Change in: Interest receivable ( 60 ) 324 Interest payable ( 337 ) ( 2,445 ) Other assets 3,425 3,502 Accrued expenses and other liabilities ( 5,832 ) 3,797 Total adjustments 1,814 ( 2,325 ) Net cash provided by (used in) operating activities 9,901 9,805 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from maturities and pay downs of securities available-for-sale 11,431 12,653 Proceeds from sales of securities available-for-sale 24,519 14,697 Net change in loans receivable 57,654 764 Purchase of premises and equipment ( 853 ) ( 3,074 ) Proceeds from sale of premises and equipment 819 17,677 Proceeds from sale of foreclosed real estate - 72 Proceeds from death benefits of bank owned life insurance 1,307 - Net cash provided by (used in) investing activities 94,877 42,789 CASH FLOWS FROM FINANCING ACTIVITIES: Change in deposits ( 33,595 ) ( 52,855 ) Proceeds from borrowed funds 40,000 150,000 Repayment of borrowed funds ( 60,000 ) ( 165,000 ) Net surrender value of restricted stock awards ( 150 ) ( 86 ) Change in federal funds purchased and repurchase agreements ( 413 ) 1,992 Dividends paid ( 1,557 ) ( 2,069 ) Net cash provided by (used in) financing activities ( 55,715 ) ( 68,018 ) Net change in cash and cash equivalents 49,063 ( 15,424 ) Cash and cash equivalents at beginning of period 70,584 86,008 Cash and cash equivalents at end of period $ 119,647 $ 70,584 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ 35,303 $ 43,178 Income taxes 150 415 Noncash activities: Dividends declared not paid - 518 Right-of-use asset obtained in exchange for lease liability - 16,140 Loans transferred to other real estate owned 89 - See accompanying notes to consolidated financial statements. 66 Finward Bancorp Notes to Consolidated Financial Statements Years ended December 31, 2025 and 2024 Note 1 - Summary of Significant Accounting Policies Principles of Consolidation – The consolidated financial statements include Finward Bancorp and Peoples Bank, and the Bank’s wholly owned subsidiaries, Peoples Service Corporation, NWIN, LLC, NWIN Funding, Incorporated, and Columbia Development Company, LLC. The Company’s business activities include being a holding company for the Bank. The Company’s earnings are dependent upon the earnings of the Bank. Peoples Service Corporation provides insurance and annuity investments to the Bank’s wealth management customers. NWIN, LLC is located in Las Vegas, Nevada and serves as the Bank’s investment subsidiary and parent of a real estate investment trust, NWIN Funding, Inc. NWIN Funding, Inc. was formed as an Indiana Real Estate Investment Trust. The formation of NWIN Funding, Inc. provides the Company with a vehicle that may be used to raise capital utilizing portfolio mortgages as collateral, without diluting stock ownership. In addition, NWIN Funding, Inc. receives favorable state tax treatment for income generated by its operations. Columbia Development Company is a limited liability company that serves to hold certain real estate properties that are acquired through foreclosure. All significant inter-company accounts and transactions have been eliminated in consolidation. Use of Estimates – Preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period, as well as the disclosures provided. Actual results could differ from those estimates. Estimates associated with the allowance for credit losses are particularly susceptible to material change in the near term. Concentrations of Credit Risk – The Company grants residential, commercial real estate, commercial business and installment loans to customers primarily in Lake County, in northwest Indiana, and Cook County, in northeast Illinois. The Company is also an active lender in Porter County, and to a lesser extent, LaPorte, Newton and Jasper counties in Indiana; and DuPage, Lake, and Will counties in Illinois. Substantially all loans are secured by specific items of collateral including residences, commercial real estate, land development, business assets and consumer assets. Cash Flow Reporting – For purposes of the statements of cash flows, the Company considers cash on hand, noninterest bearing deposits in other financial institutions, all interest bearing deposits in other financial institutions with original maturities of 90 days or less, and federal funds sold to be cash and cash equivalents. The Company reports net cash flows for customer loan and deposit transactions and short-term borrowings with maturities of 90 days or less. Securities – The Company classifies securities into held-to-maturity, available-for-sale, or trading categories. Held-to-maturity securities are those which management has the positive intent and the Company has the ability to hold to maturity, and are reported at amortized cost. Available-for-sale securities are those the Company may decide to sell if needed for liquidity, asset-liability management or other reasons. Available-for-sale securities are reported at fair value, with unrealized gains and losses reported in other comprehensive (loss) income, net of tax. At December 31, 2025, and 2024, all of the Company’s securities were classified as available-for-sale. The Company does not have a held-to-maturity or trading portfolio. Realized gains and losses resulting from the sale of securities recorded on the trade date are computed by the specific identification method. Interest and dividend income, adjusted by amortization of premiums or discounts on a level yield method, are included in earnings. If the fair value of an available-for sale debt security is less than its amortized cost basis, the Company evaluates whether the decline in fair value is attributable to credit-related factors or other factors. If the Company intends to sell the security or it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, the entire unrealized loss is recognized in earnings. If neither condition exists, the Company evaluates whether a credit loss exists. Credit-related losses are recognized through an allowance for credit losses, limited to the amount by which amortized cost exceeds the fair value, with a corresponding change to provision for credit losses. Any non-credit related unrealized losses are recognized in other comprehensive income. Amounts are written off against the allowance when management determines that all or a portion of the security is uncollectible. The Company evaluates AFS securities in an unrealized loss position on a quarterly basis to determine whether a credit loss exists. This approach allowed the Company to retain the amortized cost basis of the securities following adoption of the current expected credit loss model. The Company has $ 173 thousand of previously recorded credit impairment on collateralized debt obligations. The Company believes this continues to represent the expected credit losses of the amortized cost basis, therefore, has established an ACL for AFS debt securities. The ACL is monitored quarterly and is measured by evaluating the present value of cash flows as compared to the amortized cost basis of the security. To the 67 extent that there are improvements in credit related to these securities, the ACL will be reduced to account for the improvements. If any improvements in credit exceed the amount of previously reduced amortized cost bases, recoveries will be recorded through the income statement in the period received. The allowance for collateralized debt credit losses was at $ 173 thousand at December 31, 2025 and December 31, 2024. Loans Held-for-Sale – Loans held for sale generally consist of mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or fair value, as determined by outstanding commitments from investors. Gains and losses are recognized through non-interest income. Net unrealized losses, if any, are recorded as a valuation allowance that is also charged to non-interest income. Loans and Loan Interest Income – Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal balance outstanding, net of unearned interest, and net deferred loan fees and costs. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized in interest income using the level-yield method without anticipating prepayments. The accrual of interest income on mortgage and commercial loans is discontinued at the time the loan is 90 days delinquent unless the loan is well-secured and in process of collection. Consumer loans are typically charged-off no later than when they reach 120 days past due. Past due status is based on the contractual terms of the loan. In all cases, loans are placed on nonaccrual status or charged-off at an earlier date if collection of principal or interest is considered doubtful. Generally, interest accrued but not received for loans placed on nonaccrual status is reversed against interest income. Interest received on such loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Allowance for credit losses – The allowance for credit losses is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the allowance when management believes uncollectability of the loan is confirmed. Expected recoveries do not exceed the aggregate of amounts previously charged off and expected to be charged off. Management estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is measured on a collective (segment) basis when similar risk characteristics exist. Segments generally reflect underlying collateral categories as well taking into consideration the risk ratings and unguaranteed balance of small business loans. Management considers various economic scenarios in its forecast when evaluating economic indicators and weighs the various scenarios to arrive at the forecast that most reflects management’s expectation of future conditions. After a two-year forecast period, a two-year reversion period adjusts loss experience to the historical average on a straight-line basis. Model results are supplemented by qualitative adjustments for risk factors relevant in assessing the expected credit losses within the portfolio segments. These adjustments may increase or decrease the estimate of expected credit losses based upon the assessed level of risk for each qualitative factor. Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. When management determines that foreclosure is probable, expected credit losses are based on the fair value of the collateral, adjusted for undiscounted selling costs as appropriate. When the discounted cash flow method is used to determine the allowance for credit losses, management does not adjust the effective interest rate used to discount expected cash flows to incorporate expected prepayments. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals, and modifications unless the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company. The Company also maintains an allowance for credit losses on off-balance sheet credit exposures for unfunded loan commitments. This allowance is reflected as a component of other liabilities which represents management’s current estimate of expected losses in the unfunded loan commitments. The estimate 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 based on management’s consideration of past events, current conditions and reasonable and supportable economic forecasts. Management tracks the level and trends in unused commitments and takes into consideration the same factors as those considered for purposes of the allowance for credit losses on outstanding loans. A description of each segment of the loan portfolio, including the corresponding credit risk, is included below: 68 Residential real estate – We offer fixed and adjustable rate residential real estate loans with terms of up to 30 years. We also offer a variety of lot loan options to consumers to purchase the lot on which they intend to build their home. We also offer traditional home equity loans and lines of credit. Our underwriting criteria for, and the risk associated with, home equity loans and lines of credit are generally the same as those for first mortgage loans. Home Equity – Home equity loans typically have terms of 20 years or less. We generally limit the extension of credit to 90 % of the available equity of each property. These loans carry risk associated with local employment and declining real estate values. Commercial real estate – Commercial real estate loans are extensions of credit secured by owner occupied and non-owner occupied collateral. Commercial real estate loans generally have terms of 10 years or less, although payments may be structured on a longer amortization basis. We attempt to reduce credit risk in the commercial real estate portfolio by emphasizing loans on owner-occupied industrial, office, and retail buildings where the loan-to-value ratio, established by independent appraisals, does not generally exceed 80 % of cost of appraised value. We also generally require that a borrower’s cash flow achieve 120 % or greater of monthly debt service obligations. Commercial real estate loans are generally viewed as having more risk of default than residential real estate loans. They are also typically larger than residential real estate loans and consumer loans and depend on cash flows from the owner’s business or the property to service the debt. Underwriting generally involves intensive analysis of the financial strength of the borrower and guarantor, liquidation value of the subject collateral, and any available secondary sources of repayment, with the greatest emphasis given to a borrower’s capacity to meet cash flow coverage requirements as set forth by Bank policies. Such repayment of owner occupied loans is commonly derived from the successful ongoing operations of the business occupying the property. These typically include small businesses and professional practices. Commercial real estate loans may also include government guaranteed loans secured by collateral in the form of residential real estate. Repayment of such loans generally comes from the generation of cash flow as the result of the borrower’s business operations. Construction and land development – Construction and land development loans are generally limited to a term of 9 to 24 months, although payments may be structured on a longer amortization basis. Most loans will mature and require payment in full upon completion and either the sale of the property or refinance into a permanent loan. We believe that construction and land development loans generally carry a higher degree of risk than long-term financing of stabilized, rented, and owner-occupied properties because repayment depends on the ultimate completion of the project and usually on the subsequent sale of the property. We attempt to reduce risk associated with construction and land development loans by obtaining personal guaranties and by keeping the maximum loan to value ratio at or below 80 % of the lesser of cost or appraised value, depending on the project type. Generally we do not have interest reserves built into loan commitments but require periodic cash payments for interest from the borrower’s cash flow. Multifamily – Multifamily loans are a subset of commercial real estate loans and generally carry similar terms and underwriting requirements. These loans are broken out as a separate segment due to unique risk characteristics that they exhibit. While similar in nature to other non-owner occupied commercial real estate, they are significantly impacted by the individual credit capacity of many more individual tenants than other commercial real estate as well as the condition and capacity of the local residential housing markets. The underlying real estate also has a lack of suitable alternative uses. Commercial business – Commercial business loans are typically made to small and middle-market established businesses involved in professional services, accommodation and food services, health care, financial services, wholesale trade, manufacturing, distribution, retailing, and non-profits. Most clients are privately owned with markets that range from local to national in scope. Many of the loans to this segment are secured by liens on corporate assets and personal guarantees of the principals. The regional economic strength or weakness impacts the relative risk in this loan category. There is little concentration in any one business sector, and loan risks are generally diversified among many borrowers. Risks associated with commercial and industrial loans include monitoring the condition of the collateral which often consists of inventory, accounts receivable, and other non-real estate assets. Declines in general economic conditions and other events can cause cash flows to fall to levels insufficient to service this debt. Consumer – Consumer loans are underwritten based on the borrower’s income, current debt level, past credit history, and the availability and value of collateral. Consumer rates are both fixed and variable, with negotiable terms. Our installment loans typically amortize over periods up to seven years . Although we typically require monthly principal and interest payments on our loan products, we will offer consumer loans at interest only with a single maturity date when a specific source of repayment is available. Consumer loans are generally considered to have greater risk than our first and second mortgages on real estate because they may be unsecured, or, or if they are secured, the value of the collateral may be difficult to assess and more likely to decrease in value than real estate. Manufactured homes – The Bancorp purchases fixed rate closed loans from a third party that are subject to Bancorp’s underwriting requirements and secured by manufactured homes. The maturity date on these loans can range up to 25 years. In addition, these loans have a reserve account held at the Bancorp. 69 Government – The Bancorp is permitted to purchase non-rated municipal securities, tax anticipation notes, and warrants within the local market area. Troubled Loan Modifications – A troubled loan modification of a loan is undertaken to improve the likelihood that the loan will be repaid in full under the modified terms in accordance with a reasonable repayment schedule. All modified loans are evaluated to determine whether the loan should be reported as a TLM. A loan is a TLM when the Company, for economic or legal reasons related to the borrower's financial difficulties, grants a type of loan modification to the borrower by modifying or renewing a loan under terms that the Company would not otherwise consider. To make this determination, the Company must determine whether (a) the borrower is experiencing financial difficulties and (b) the Company granted the borrower a modification for principal forgiveness, interest rate reduction, other-than-insignificant payment delay or other-than-insignificant term extension. This determination requires consideration of all of the facts and circumstances surrounding the modification. An overall general decline in the economy or some level of deterioration in a borrower's financial condition does not inherently mean the borrower is experiencing financial difficulties. Some of the factors considered by management when determining whether a borrower is experiencing financial difficulties are: (1) is the borrower currently in default on any of its debts, (2) has the borrower declared or is the borrower in the process of declaring bankruptcy, and (3) is there doubt as to whether the borrower will continue to be a going concern based on factors including but not limited to projections of insufficient cash flows to service debt in accordance with contractual terms and anticipated inability to obtain funding from other sources at a market rate. Federal Home Loan Bank Stock – The Bank is a member of the FHLB system. Members are required to own a certain amount of stock based on the level of borrowings and other factors, and may invest in additional amounts. FHLB stock is carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends are reported as income. Transfers of Financial Assets – Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Company, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of the right) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity. Premises and Equipment – Owned land is carried at cost. Owned premises and equipment are carried at cost less accumulated depreciation. Premises and related components are depreciated using the straight-line method with useful lives ranging from 15 to 39 years. Furniture and equipment are depreciated using the straight-line method with useful lives ranging from 2 to 10 years. The Bank leases six branches through long term lease agreements whereby the Bank is also responsible for insurance costs, real estate taxes, and maintenance and repairs for each of the properties. Lease right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Foreclosed Real Estate – Assets acquired through or instead of loan foreclosure are initially recorded at fair value less estimated costs to sell when acquired, establishing a new cost basis. If fair value declines subsequent to foreclosure, a valuation allowance is recorded through expense. Operating costs after acquisition are expensed. Long-term Assets – Premises and equipment and other long-term assets are reviewed for impairment when events indicate their carrying amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value. Bank Owned Life Insurance – The Company has purchased life insurance policies on certain key executives. In accordance with accounting for split-dollar life insurance, Bank owned 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 adjusted for other charges or other amounts due that are probable at settlement. Goodwill and Intangibles – The Company records the assets acquired, including identified intangible assets, and the liabilities assumed in acquisitions at their fair values. These fair values often involve estimates based on third-party valuations, such as appraisals, or internal valuations based on discounted cash flow analyses or other valuation techniques that may include estimates of attrition, inflation, asset growth rates or other relevant factors. In addition, the determination of the useful lives over which an intangible asset will be amortized is subjective. Under FASB ASC 350, goodwill and indefinite-lived assets recorded are reviewed for impairment on an annual basis, as well as on an interim basis if events or changes indicate that the asset might be impaired. An impairment loss is recognized for any excess of carrying value over fair value of the goodwill or the indefinite-lived intangible asset. 70 Repurchase Agreements – Substantially all repurchase agreement liabilities represent amounts advanced by various customers that are not covered by federal deposit insurance and are secured by securities owned by the Company. Income Taxes – Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. At December 31, 2025 and 2024, the Company evaluated tax positions taken for filing with the Internal Revenue Service and all state jurisdictions in which it operates. The Company believes that income tax filing positions will be sustained under examination and does not anticipate any adjustments that would result in a material adverse effect on the Company's financial condition, results of operations, or cash flows. Accordingly, the Company has not recorded any reserves or related accruals for interest and penalties for uncertain tax positions at December 31, 2025 and 2024. Loan Commitments and Related Financial Instruments – Financial instruments include off-balance sheet credit instruments, such as commitments to make loans and standby letters of credit, issued to meet customer financing needs. The face amount for these items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded. As part of mortgage banking operations, the Company enters into commitments to originate loans whereby the interest rate on these loans is determined prior to funding (“interest rate lock commitments”). Similar to loans held-for-sale, the fair value of rate lock commitments is subject to change primarily due to changes in interest rates. The interest rate lock commitments on mortgage loans intended to be sold are recorded at fair value with changes in fair value recorded in current earnings as part of gain on sale of loans held-for-sale, net. Earnings Per Common Share – Basic earnings per common share is net income divided by the weighted-average number of common shares outstanding during the period. The restricted shares issued provide for dividend and voting rights and are therefore considered participating securities. Accordingly, all restricted stock is included in basic earnings per share. Comprehensive (Loss) Income – Comprehensive (loss) income consists of net income and other comprehensive (loss) income. Other comprehensive (loss) income includes unrealized gains and losses on securities available-for-sale. Loss Contingencies – Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe such matters currently exist that will have a material effect on the consolidated financial statements. Restrictions on Cash – As part of derivative contracts entered into by the Company, cash balances of $ 1.9 million were pledged as collateral at December 31, 2025. At December 31, 2025, the Company’s correspondent cash accounts exceeded federally insured limits by $ 40.4 million. Additionally, the Company had approximately $ 67.5 million of cash held by the FRB and the FHLB, which is not federally insured. Fair Value of Financial Instruments – Fair values of financial instruments are estimated using relevant market information and other assumptions, as more fully disclosed in a separate note. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments and other factors, especially in the absence of broad markets for particular instruments. Changes in assumptions or in market conditions could significantly affect the estimates. Operating Segments – The Company has identified one reporting unit and one operating segment, community banking, which encompasses commercial and consumer banking services to serve a similar base of clients utilizing company-wide offerings of similar products and services managed through similar processes and platforms offered to individuals, businesses, municipalities and other entities. See Note 19 - Segment Reporting for more details. . Trust Assets – Assets of the Company’s wealth management department, other than cash on deposit at the Company, are not included in these consolidated financial statements because they are not assets of the Company. Accounting Pronouncements Recently Adopted or Issued In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendment in Response to the SEC’s Disclosure Update and Simplification Initiative. The ASU incorporates several disclosure and presentation requirements currently residing in the SEC Regulations S-X and S-K. The amendments will be applied prospectively and 71 are effective when the SEC removes the related requirements from Regulations S-X or S-K. Any amendments the SEC does not remove by June 30, 2027 will not be effective. As we are currently subject to these SEC requirements, this ASU is not expected to have a material impact on our consolidated financial statements or related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid and to improve the effectiveness of income tax disclosures. This accounting standards update will be effective for us for fiscal year 2025, with early adoption permitted. We have implemented the enhanced disclosure requirements in 2025 and retrospectively applied them to the prior periods presented. Refer to Note 6 for additional information. In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which requires public business entities to disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the impact of this accounting standard, but we do not expect it to have a material impact on our consolidated financial statements. In November 2024, the FASB issued ASU 2024-04, Debt-Debt With Conversion and Other Options, which clarifies the requirements for determining whether certain settlements of convertible debt instruments, including convertible debt instruments with cash conversion features or convertible debt instruments that are not currently convertible, should be accounted for as an induced conversion. The amendments are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods beginning after December 15, 2025. Early adoption is permitted. It was determined that there was no material impact of this accounting standard to our consolidated financial statements. In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which introduces a practical expedient for all entities and an accounting policy election that is available to all entities other than public business entities related to applying ASC-320 to simplify the measurement of credit losses on current accounts receivable and current contract assets that occur from transactions accounted for under ASC 606. The amendments are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods beginning after December 15, 2025. Early adoption is permitted. It was determined that there was no material impact of this accounting standard to the consolidated financial statements. In November 2025, the FASB issued ASU 2025-08, Financial Instruments—Credit Losses (Topic 326): Purchased Loans, which expands the gross-up approach for initial recognition and measurement of acquired financial assets to purchased seasoned loans. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual periods. Early adoption is permitted. We are currently evaluating the impact of this accounting standard, but we do not expect it to have a material impact on our consolidated financial statements. Note 2 - Securities The estimated fair value of available-for-sale securities and the related gross unrealized gains and losses recognized in accumulated other comprehensive income were as follows: (Dollars in thousands) Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value December 31, 2025 U.S. government agency securities (1) $ 8,884 $ - $ ( 418 ) $ 8,466 Collateralized mortgage obligations and residential mortgage-backed securities (1) 123,833 - ( 19,168 ) 104,665 Municipal securities 236,168 2 ( 34,956 ) 201,214 Collateralized debt obligations 2,141 - ( 259 ) 1,882 Total securities available-for-sale $ 371,026 $ 2 $ ( 54,801 ) $ 316,227 72 1) Includes securities issued or backed by the U.S. government and its agencies and U.S. government sponsored entities. (Dollars in thousands) Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value December 31, 2024 U.S. government agency securities (1) $ 8,884 $ - $ ( 823 ) $ 8,061 Collateralized mortgage obligations and residential mortgage-backed securities (1) 135,974 - ( 26,649 ) 109,325 Municipal securities 262,954 - ( 48,205 ) 214,749 Collateralized debt obligations 2,156 - ( 737 ) 1,419 Total securities available-for-sale $ 409,968 $ - $ ( 76,414 ) $ 333,554 1) Includes securities issued or backed by the U.S. government and its agencies and U.S. government sponsored entities. The cost basis and estimated fair value of available-for-sale debt securities at December 31, 2025, by contractual maturity, were as follows. Securities not due at a single maturity date, primarily collateralized mortgage obligations and residential mortgage-backed securities, are shown separately. (Dollars in thousands) Available-for-sale December 31, 2025 Cost Basis Estimated Fair Value Due in one year or less $ - $ - Due from one to five years 13,044 12,367 Due from five to ten years 39,873 35,800 Due over ten years 194,276 163,395 Collateralized mortgage obligations and residential mortgage-backed securities 123,833 104,665 Total $ 371,026 $ 316,227 Sales of available-for-sale securities were as follows for the quarter ended: Year Ended December 31 (Dollars in thousands) 2025 2024 Proceeds $ 24,519 $ 14,697 Gross gains - - Gross losses ( 1,577 ) ( 531 ) Accumulated other comprehensive income/(loss) balances, net of tax, related to available-for-sale securities, were as follows: (Dollars in thousands) Unrealized loss Beginning Balance, January 1, 2025 $ ( 58,084 ) Period change 16,422 Ending Balance, December 31, 2025 $ ( 41,662 ) 73 (Dollars in thousands) Unrealized loss Beginning balance, January 1, 2024 $ ( 51,613 ) Current period change ( 6,471 ) Ending balance, December 31, 2024 $ ( 58,084 ) Securities with market values of approximately $ 315.5 million and $ 326.5 million were pledged as of December 31, 2025 and December 31, 2024, respectively, as collateral for repurchase agreements, public funds, and for other purposes as permitted or required by law. Securities with gross unrealized losses and the related estimated fair value, segregated between investments that have been in a continuous unrealized loss position for less than twelve months and for twelve months or more at December 31, 2025, and December 31, 2024: (Dollars in thousands) Less than 12 months 12 months or longer Total December 31, 2025 Estimated Fair Value Unrealized Losses Estimated Fair Value Unrealized Losses Estimated Fair Value Unrealized Losses Percentage of Total Portfolio in Loss Position U.S. government agency securities $ - $ - $ 8,466 $ ( 418 ) $ 8,466 $ ( 418 ) 100.0 % Collateralized mortgage obligations and residential mortgage-backed securities - - 104,665 ( 19,168 ) 104,665 ( 19,168 ) 100.0 % Municipal securities - - 200,469 ( 34,956 ) 200,469 ( 34,956 ) 99.6 % Collateralized debt obligations - - 1,882 ( 259 ) 1,882 ( 259 ) 100.0 % Total $ - $ - $ 315,482 $ ( 54,801 ) $ 315,482 $ ( 54,801 ) 99.8 % Number of securities - 369 369 (Dollars in thousands) Less than 12 months 12 months or longer Total December 31, 2024 Estimated Fair Value Unrealized Losses Estimated Fair Value Unrealized Losses Estimated Fair Value Unrealized Losses Percentage of Total Portfolio in Loss Position U.S. government agency securities $ - $ - $ 8,061 $ ( 823 ) $ 8,061 $ ( 823 ) 100.0 % Collateralized mortgage obligations and residential mortgage-backed securities - - 109,325 ( 26,649 ) 109,325 ( 26,649 ) 100.0 % Municipal securities 3,310 ( 156 ) 211,439 ( 48,049 ) 214,749 ( 48,205 ) 100.0 % Collateralized debt obligations - - 1,419 ( 737 ) 1,419 ( 737 ) 100.0 % Total $ 3,310 $ ( 156 ) $ 330,244 $ ( 76,258 ) $ 333,554 $ ( 76,414 ) 100.0 % Number of securities 4 409 413 Unrealized losses on securities have not been recognized into income because the securities are of high credit quality or have undisrupted cash flows. Management has the intent and ability to hold these securities for the foreseeable future, and the decline in fair value is largely due to changes in interest rates and volatility in securities markets. The fair values are expected to recover as the securities approach maturity. Collateralized debt obligations with a cost basis of $ 2.1 million and fair value of $ 1.9 million at December 31, 2025 and a cost basis of $ 2.2 million and fair value of $ 1.4 million at December 31, 2024, had previously recorded impairment of $ 173 thousand, which will not be recoverable until maturity of the security. 74 Accrued interest receivable on AFS debt securities totaled $ 2.0 million at December 31, 2025, and $ 2.3 million at December 31, 2024. These amounts are excluded from the estimate of credit losses. The Company made the policy election to exclude accrued interest from the amortized cost basis of AFS debt securities and report accrued interest separately on the consolidated balance sheet. Note 3 - Loans Receivable The Company’s current lending programs are described below: Residential Real Estate. A primary lending activity of the Company has been the granting of conventional mortgage loans to enable borrowers to purchase existing homes, refinance existing homes, or construct new homes. Conventional loans are made up to a maximum of 97 % of the purchase price or appraised value, whichever is less. For loans made in excess of 80 % of value, private mortgage insurance is generally required in an amount sufficient to reduce the Company’s exposure to 80 % or less of the appraised value of the property. Loans insured by private mortgage insurance companies can be made for up to 97 % of value. Fixed rate loans generally conform to Freddie Mac guidelines for loans purchased under the 1-4 family program. Loan interest rates are determined based on secondary market yield requirements and local market conditions. Fixed rate mortgage loans may be sold and/or classified as held-for-sale to control exposure to interest rate risk. The Company’s ARMs include offerings that have a three , five , seven or ten year fixed period. The ability of the Company to successfully market ARMs depends upon loan demand, prevailing interest rates, volatility of interest rates, and terms offered by competitors. Home Equity Line of Credit. The Company offers a fixed and variable rate revolving line of credit secured by the equity in the borrower’s home. Both products offer an interest only option where the borrower pays interest only on the outstanding balance each month. Equity lines will typically require a second mortgage appraisal and a second mortgage lender’s title insurance policy. Loans are generally made up to a maximum of 89 % of the appraised value of the property less any outstanding liens. Fixed-term home improvement and equity loans are made up to a maximum of 85 % of the appraised value of the improved property, less any outstanding liens. These loans are offered on both a fixed and variable rate basis with a maximum term of 240 months. All home equity loans are made on a direct basis to borrowers. Commercial Real Estate and Multifamily Loans. Commercial real estate loans are typically made to a maximum of 80 % of the appraised value. Such loans are generally made on an adjustable-rate basis. These loans are typically made for terms of 15 to 25 years. Loans with an amortizing term exceeding 15 years normally have a balloon feature calling for a full repayment within seven to ten years from the date of the loan. The balloon feature affords the Company the opportunity to restructure the loan if economic conditions warrant. Commercial real estate loans include loans secured by commercial rental units, apartments, condominium developments, small shopping centers, owner occupied commercial/industrial properties, hospitality units and other retail and commercial developments. While commercial real estate lending is generally considered to involve a higher degree of risk than single family residential lending due to the concentration of principal in a limited number of loans and the effects of general economic conditions on real estate developers and managers, the Company has endeavored to reduce this risk in several ways. In originating commercial real estate loans, the Company considers the feasibility of the project, the financial strength of the borrowers and lessees, the managerial ability of the borrowers, the location of the project and the economic environment. Management evaluates the debt coverage ratio and analyzes the reliability of cash flows, as well as the quality of earnings. All such loans are made in accordance with well-defined underwriting standards and are generally supported by personal guarantees, which represent a secondary source of repayment. Loans for the construction of commercial properties are generally located within an area permitting physical inspection and regular review of business records. Projects financed outside of the Company’s primary lending area generally involve borrowers and guarantors who are or were previous customers of the Company or projects that are underwritten according to the Bank’s underwriting standards. Construction and Land Development. Construction loans on residential properties are made primarily to individuals who are under contract with a general contractor. The maximum loan-to-value ratio is 89 % of either the current appraised 75 value or the cost of construction, whichever is less. Residential construction loans are typically made for a period of one year . Loans are also made for the construction of commercial properties. All such loans are made in accordance with well-defined underwriting standards. Generally if the loans are not owner occupied, these types of loans require proof of intent to lease and a confirmed end-loan takeout. In general, loans made do not exceed 80 % of the appraised value of the property. Commercial construction loans are typically made for periods not to exceed two years or date of occupancy, whichever is less. Commercial Business. Although the Company’s priority in extending various types of commercial business loans changes from time to time, the basic considerations in determining the makeup of the commercial business loan portfolio are economic factors, regulatory requirements and money market conditions. The Company seeks commercial loan relationships from the local business community and from its present customers. Prudent lending policies based upon sound credit analysis governs the extension of commercial credit. The following loans, although not inclusive, are considered preferable for the Company’s commercial loan portfolio: agriculture loans, loans collateralized by liquid assets; loans secured by general use machinery and equipment; secured short-term working capital loans to established businesses secured by business assets; short-term loans with established sources of repayment and secured by sufficient equity and real estate; and unsecured loans to customers whose character and capacity to repay are firmly established. Consumer Loans. The Company offers consumer loans to individuals for personal, household or family purposes. Consumer loans are either secured by adequate collateral, or unsecured. Unsecured loans are based on the strength of the applicant’s financial condition. All borrowers must meet current underwriting standards. The consumer loan program includes both fixed and variable rate products. Manufactured Homes. The Company has purchased fixed rate closed loans from a third-party that are subject to the Company’s underwriting requirements and secured by manufactured homes. The maturity date on these loans can range up to 25 years. In addition, these loans are partially secured by a reserve account held at the Company. Government Loans. The Company is permitted to purchase non-rated municipal securities, tax anticipation notes and warrants within the local market area. Loans consist of the following as of December 31, 2025, and December 31, 2024: (Dollars in thousands) December 31, 2025 December 31, 2024 Loans secured by real estate: Residential real estate $ 442,443 $ 467,293 Home equity 53,497 49,758 Commercial real estate 555,594 551,674 Construction and land development 77,208 82,874 Multifamily 183,902 212,455 Total loans secured by real estate 1,312,644 1,364,054 Commercial business 99,304 104,246 Consumer 870 551 Manufactured homes 23,708 26,708 Government 12,298 11,024 Loans receivable 1,448,824 1,506,583 Add: Net deferred loan origination costs 1,606 2,439 Loan clearing funds ( 43 ) ( 46 ) Loans receivable, net of deferred fees and costs $ 1,450,387 $ 1,508,976 76 The Company's age analysis of past due loans is summarized below: (Dollars in thousands) 30-59 Days Past Due 60-89 Days Past Due Greater Than 90 Days Past Due Total Past Due and Accruing Current Accruing Loans Nonaccrual Loans Total Loans Receivable December 31, 2025 Residential real estate $ 4,991 $ 1,552 $ - $ 6,543 $ 429,968 $ 436,511 $ 5,932 $ 442,443 Home equity 324 - - 324 52,363 52,687 810 53,497 Commercial real estate 4,106 3,905 - 8,011 546,022 554,033 1,561 555,594 Construction and land development 2,343 129 - 2,472 74,083 76,555 653 77,208 Multifamily 450 1,303 - 1,753 181,453 183,206 696 183,902 Commercial business 1,214 47 - 1,261 96,604 97,865 1,439 99,304 Consumer - - - - 870 870 - 870 Manufactured homes 241 28 - 269 23,368 23,637 71 23,708 Government - - - - 12,298 12,298 - 12,298 Total $ 13,669 $ 6,964 $ - $ 20,633 $ 1,417,029 $ 1,437,662 $ 11,162 $ 1,448,824 December 31, 2024 Residential real estate $ 4,423 $ 1,184 $ - $ 5,607 $ 457,021 $ 462,628 $ 4,665 $ 467,293 Home equity 1,002 123 - 1,125 48,150 49,275 483 49,758 Commercial real estate 4,556 571 - 5,127 545,267 550,394 1,280 551,674 Construction and land development 2,039 - - 2,039 80,177 82,216 658 82,874 Multifamily 1,961 359 - 2,320 206,773 209,093 3,362 212,455 Commercial business 493 508 - 1,001 99,955 100,956 3,290 104,246 Consumer 5 - - 5 546 551 - 551 Manufactured homes 428 54 - 482 26,226 26,708 - 26,708 Government - - - - 11,024 11,024 - 11,024 Total $ 14,907 $ 2,799 $ - $ 17,706 $ 1,475,139 $ 1,492,845 $ 13,738 $ 1,506,583 The following table shows the amortized cost of loans, segregated by portfolio segment, credit quality rating and year of origination as of December 31, 2025, and December 31, 2024, and gross charge-offs for the year ended December 31, 2025, and for the year ended December 31, 2024. December 31, 2025 2025 2024 2023 2022 2021 Prior Revolving Revolving Converted to Term Total Total Loans Receivable $ 132,738 $ 125,371 $ 125,504 $ 257,065 $ 260,859 $ 438,852 $ 106,883 $ 1,552 $ 1,448,824 Total current period gross charge-off $ ( 202 ) $ - $ ( 44 ) $ - $ ( 13 ) $ ( 496 ) $ - $ - $ ( 755 ) Residential real estate Pass (1-6) $ 12,570 $ 19,139 $ 26,559 $ 80,834 $ 93,636 $ 196,415 $ 2,477 $ - $ 431,630 77 Special Mention (7) - - 619 1,464 1,063 1,651 - - 4,797 Substandard (8) 296 74 887 1,475 430 2,854 - - 6,016 Total $ 12,866 $ 19,213 $ 28,065 $ 83,773 $ 95,129 $ 200,920 $ 2,477 $ - $ 442,443 Current period gross charge-off - - - - ( 13 ) - - - ( 13 ) Home equity Pass (1-6) $ 766 $ 92 $ 41 $ 232 $ 49 $ 2,086 $ 47,926 $ 1,187 $ 52,379 Special Mention (7) - - 7 - - 59 45 194 305 Substandard (8) - 24 - - 20 181 417 171 813 Total $ 766 $ 116 $ 48 $ 232 $ 69 $ 2,326 $ 48,388 $ 1,552 $ 53,497 Current period gross charge-off - - - - - - - - - Commercial real estate Pass (1-6) $ 58,029 $ 65,768 $ 62,929 $ 111,515 $ 78,531 $ 160,344 $ 3,717 $ - $ 540,833 Special Mention (7) 25 410 2,214 2,865 3,403 4,283 - - 13,200 Substandard (8) - - 208 221 - 1,132 - - 1,561 Total $ 58,054 $ 66,178 $ 65,351 $ 114,601 $ 81,934 $ 165,759 $ 3,717 $ - $ 555,594 Current period gross charge-off - - - - - - - - - Construction and land development Pass (1-6) $ 36,388 $ 19,226 $ 12,795 $ 2,288 $ 1,074 $ 753 $ 1,893 $ - $ 74,417 Special Mention (7) - - - 129 428 - - - 557 Substandard (8) - - 939 60 1,235 - - - 2,234 Total $ 36,388 $ 19,226 $ 13,734 $ 2,477 $ 2,737 $ 753 $ 1,893 $ - $ 77,208 Current period gross charge-off - - - - - - - - - Multifamily Pass (1-6) $ 12,249 $ 6,289 $ 11,215 $ 44,804 $ 64,357 $ 40,791 $ 644 $ - $ 180,349 Special Mention (7) - - - 756 374 1,727 - - 2,857 Substandard (8) - - 200 409 - 87 - - 696 Total $ 12,249 $ 6,289 $ 11,415 $ 45,969 $ 64,731 $ 42,605 $ 644 $ - $ 183,902 Current period gross charge-off - - - - - ( 201 ) - - ( 201 ) Commercial business Pass (1-6) $ 6,601 $ 11,813 $ 5,661 $ 7,121 $ 4,595 $ 10,980 $ 48,326 $ - $ 95,097 Special Mention (7) 299 61 260 62 18 737 1,331 - 2,768 Substandard (8) - 87 898 34 124 189 107 - 1,439 Total $ 6,900 $ 11,961 $ 6,819 $ 7,217 $ 4,737 $ 11,906 $ 49,764 $ - $ 99,304 Current period gross charge-off ( 158 ) - ( 44 ) - - ( 293 ) - - ( 495 ) Consumer Pass (1-6) $ 705 $ 58 $ 72 $ 19 $ 16 $ - $ - $ - $ 870 78 Total $ 705 $ 58 $ 72 $ 19 $ 16 $ - $ - $ - $ 870 Current period gross charge-off ( 44 ) - - - - ( 2 ) - - ( 46 ) Manufactured homes Pass (1-6) $ - $ - $ - $ 1,733 $ 10,383 $ 11,493 $ - $ - $ 23,609 Special Mention (7) - - - - - 28 - - $ 28 Substandard (8) - - - - 46 25 - - 71 Total $ - $ - $ - $ 1,733 $ 10,429 $ 11,546 $ - $ - $ 23,708 Current period gross charge-off - - - - - - - - - Government Pass (1-6) $ 4,810 $ 2,330 $ - $ 1,044 $ 1,077 $ 3,037 $ - $ - $ 12,298 Total $ 4,810 $ 2,330 $ - $ 1,044 $ 1,077 $ 3,037 $ - $ - $ 12,298 Current period gross charge-off - - - - - - - - - December 31, 2024 2024 2023 2022 2021 2020 Prior Revolving Revolving Converted to Term Total Total Loans Receivable $ 124,670 $ 143,098 $ 291,855 $ 308,352 $ 211,268 $ 324,738 $ 102,602 $ - $ 1,506,583 Total current period gross charge-off $ ( 64 ) $ - $ ( 1,010 ) $ ( 125 ) $ ( 2 ) $ ( 1,267 ) $ - $ - ( 2,468 ) Residential real estate Pass (1-6) $ 13,118 $ 30,947 $ 90,324 $ 99,390 $ 102,552 $ 119,449 $ 2,468 $ - $ 458,248 Special Mention (7) - 371 365 1,064 554 1,937 - - 4,291 Substandard (8) - 539 1,161 601 510 1,943 - - 4,754 Total $ 13,118 $ 31,857 $ 91,850 $ 101,055 $ 103,616 $ 123,329 $ 2,468 $ - $ 467,293 Current period gross charge-off - - - - - ( 28 ) - - ( 28 ) Home equity Pass (1-6) $ 193 $ 68 $ 153 $ 110 $ - $ 3,342 $ 44,943 $ - $ 48,809 Special Mention (7) - 132 - - 3 15 309 - 459 Substandard (8) 26 - 138 - - 218 108 - 490 Total $ 219 $ 200 $ 291 $ 110 $ 3 $ 3,575 $ 45,360 $ - $ 49,758 Current period gross charge-off - - - - - - - - - Commercial real estate Pass (1-6) $ 49,861 $ 67,290 $ 123,342 $ 96,206 $ 53,864 $ 148,529 $ 2,976 $ - $ 542,068 Special Mention (7) 974 - 1,036 2,375 668 2,930 25 - 8,008 Substandard (8) - - - - 202 1,396 - - 1,598 Total $ 50,835 $ 67,290 $ 124,378 $ 98,581 $ 54,734 $ 152,855 $ 3,001 $ - $ 551,674 79 Current period gross charge-off - - - - - - - - - Construction and land development Pass (1-6) $ 34,599 $ 24,360 $ 3,732 $ 7,867 $ 224 $ 820 $ 5,312 $ - $ 76,914 Special Mention (7) - - - 1,207 2,468 - - - 3,675 Substandard (8) - 1,018 - 1,267 - - - - 2,285 Total $ 34,599 $ 25,378 $ 3,732 $ 10,341 $ 2,692 $ 820 $ 5,312 $ - $ 82,874 Current period gross charge-off - - - - - - - - - Multifamily Pass (1-6) $ 6,398 $ 8,923 $ 56,771 $ 74,716 $ 36,075 $ 20,066 $ 627 $ - $ 203,576 Special Mention (7) - - 780 3,332 1,217 - - - 5,329 Substandard (8) - - 446 1,219 1,516 369 - - 3,550 Total $ 6,398 $ 8,923 $ 57,997 $ 79,267 $ 38,808 $ 20,435 $ 627 $ - $ 212,455 Current period gross charge-off - - - ( 125 ) - - - - ( 125 ) Commercial business Pass (1-6) $ 14,655 $ 8,123 $ 9,441 $ 6,094 $ 3,653 $ 11,416 $ 44,046 $ - $ 97,428 Special Mention (7) - 25 978 39 - 800 1,686 - 3,528 Substandard (8) - 1,139 80 171 177 1,621 102 - 3,290 Total $ 14,655 $ 9,287 $ 10,499 $ 6,304 $ 3,830 $ 13,837 $ 45,834 $ - $ 104,246 Current period gross charge-off - - ( 1,010 ) - - ( 1,239 ) - - ( 2,249 ) Consumer Pass (1-6) $ 301 $ 163 $ 34 $ 51 $ - $ 2 $ - $ - $ 551 Substandard (8) - - - - - - - - - Total $ 301 $ 163 $ 34 $ 51 $ - $ 2 $ - $ - $ 551 Current period gross charge-off ( 64 ) - - - ( 2 ) - - - ( 66 ) Manufactured homes Pass (1-6) $ - $ - $ 1,634 $ 11,360 $ 7,559 $ 6,101 $ - $ - $ 26,654 Substandard (8) - - - 28 26 - - - 54 Total $ - $ - $ 1,634 $ 11,388 $ 7,585 $ 6,101 $ - $ - $ 26,708 Current period gross charge-off - - - - - - - - - Government Pass (1-6) $ 4,545 $ - $ 1,440 $ 1,255 $ - $ 3,784 $ - $ - $ 11,024 Total $ 4,545 $ - $ 1,440 $ 1,255 $ - $ 3,784 $ - $ - $ 11,024 Current period gross charge-off - - - - - - - - - The Company has established a standard loan grading system to assist management, lenders and review personnel in their analysis and supervision of the loan portfolio. The use and application of these grades by the Company is uniform and conforms to regulatory definitions. The loan grading system is as follows: 80 1 – Superior Quality Loans in this category are substantially risk free. Loans fully collateralized by a Bank certificate of deposit or Bank deposits with a hold are substantially risk free. 2 – Excellent Quality The borrower generates excellent and consistent cash flow for debt coverage, excellent average credit scores, excellent liquidity and net worth and are reputable operators with over 15 years' experience. Current and debt to tangible net worth ratios are excellent. Loan to value is substantially below policy and collateral condition is excellent. 3 – Great Quality The borrower generates more than sufficient cash flow to fund debt service and cash flow is improving. Average credit scores are very strong. Operators are reputable with significant years of experience. Liquidity, net worth, current and debt to tangible net worth ratios are very strong. Loan to value is significantly below policy and collateral condition is significantly above average. 4 – Above Average Quality The borrower generates more than sufficient cash flow to fund debt service, but cash flow trends may be stable or slightly declining. Average credit scores are strong. The borrower is a reputable operator with many years of experience. Liquidity, net worth, current and debt to tangible net worth ratios are strong. Loan to value is below policy and collateral condition is above average. 5 – Average Quality Borrowers are considered creditworthy and can repay the debt in the normal course of business, however, cash flow trends may be inconsistent or fluctuating. Average credit scores are satisfactory, and years of experience is acceptable. Liquidity and net worth are satisfactory. Current and debt to tangible net worth ratios are average. Loan to value is slightly below policy and the collateral condition is slightly above average. 6 – Pass Borrowers are considered creditworthy, but financial condition may show signs of weakness due to internal or external factors. Cash flow trends may be declining annually. Average credit scores may be low but remain acceptable. The borrower has limited years of experience. Liquidity, net worth, current and debt to tangible net worth ratios are below average. Loan to value is nearing policy limits and collateral condition is average. 7 – Special Mention A special mention asset has identified weaknesses that deserve Management’s close attention. If left uncorrected, these weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date. Special mention assets are not adversely classified and do not expose the Company to sufficient risk to warrant adverse classification. There is still adequate protection by the current sound worth and paying capacity of the obligor or of the collateral pledged. The Special Mention rating is viewed as transitional and will be monitored closely. Loans in this category may exhibit some of the following risk factors. Cash flow trends may be consistently declining or may be questionable. Debt coverage ratios may be at or near 1:1. Average credit scores may be very weak, or the borrower may have minimal years of experience. Liquidity, net worth, current and debt to tangible net worth ratios may be very weak. Loan to value may be at policy limits or may exceed policy limits. Collateral condition may be below average. 8 – Substandard This classification consists of loans which are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged. Financial statements normally reveal some or all of the following: poor trends, lack of earnings and cash flow, excessive debt, lack of liquidity, and the absence of creditor protection. Loans are still considered collectible, but due to increased risks and defined weaknesses of the credit, some loss could be incurred in collection if the deficiencies are not corrected. 9 – Doubtful Such loans have been placed on nonaccrual status and may be heavily dependent upon collateral possessing a value that is difficult to determine or based upon some near-term event which lacks clear certainty. These loans have all of the weaknesses of those classified as Substandard; however, based on existing conditions, these weaknesses make full collection of the principal balance highly improbable. 10 – Loss Loans that are considered uncollectible and of such little value that continuing to carry them as assets is not warranted. 81 Loans with risk classifications of pass and special mention were part of the pooled loan ACL analysis. Loans classified as substandard or worse were individually evaluated for impairment and specific reserves were established, if applicable. Risk gradings for loans with balances greater than $ 1 million are updated every 12 months through analysis during origination, renewals, modifications, or regular annual review. Risk gradings for loans with balances less than $ 1 million are updated primarily through analysis during origination, renewals, modifications, or periodic review. Risk gradings are also downgraded due to delinquency at month end. In particular, 60 days past due are downgraded to Special Mention, while 90 days past due are further downgraded to Substandard. Modifications to Borrowers Experiencing Financial Difficulty The allowance of credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon origination. The starting point to estimate such credit losses is historical loss information. The Company uses a probability of default/loss given default model to determine the allowance for credit losses recorded at origination. Occasionally, the Company subsequently modifies loans to borrowers experiencing financial difficulty by providing the following terms of relief: principal forgiveness, term extension, payment delay, or interest rate reduction. In some cases, the Bank provides multiple types of modifications on one loan. Because the effect of most modifications to borrowers experiencing financial difficulty is already included in the allowance for credit losses, no change to the allowance for credit losses is generally recorded for these modifications. The following tables show the amortized cost basis of loans at December 31, 2025 and December 31, 2024, that were both experiencing financial difficulty and modified during the years ended December 31, 2025 and December 31, 2024, segregated by portfolio segment and type of modification. The percentage of the amortized cost of loans that were modified to borrowers in financial distress as compared to the amortized cost of each segment of financing receivable is also presented below. For the year ended December 31, 2025 (Dollars in thousands) Payment Delay Term Extension Interest Rate Reduction Combination Term Extension and Interest Rate Reduction % of Total Segment Financing Receivables Residential real estate $ - $ 601 $ - $ - 0.14 % Commercial real estate 131 390 - - 0.09 % Construction and land development 593 - - - 0.77 % Commercial business 945 - - - 0.95 % Total $ 1,669 $ 991 $ - $ - 0.18 % For the year ended December 31, 2024 (Dollars in thousands) Payment Delay Term Extension Interest Rate Reduction Combination Term Extension and Interest Rate Reduction % of Total Segment Financing Receivables Residential real estate $ 528 $ 1,115 $ - $ - 0.35 % Home Equity 41 - - - 0.01 % Total $ 569 $ 1,115 $ - $ - 0.11 % The financial effects of payment delay modifications and term extension modifications had a forbearance average of five months and one hundred eighty-six months weighted average extension to life of loan, respectively. There were no commitments to lend additional amounts to the borrowers included in the previous tables. 82 The borrowers with term extension have had their maturity dates extended and as a result their monthly payments were reduced or had payments added to the end of the loan which resulted in payment relief. For the year ended December 31, 2025 (Dollars in thousands) Principal Forgiveness Weighted average interest rate reduction Weighted average term extension (months) Payment delay (months) Residential real estate $ - — % 6 - Commercial real estate $ - — % 180 5 Construction and land development $ - — % - 5 Commercial business $ - — % - 5 For the year ended December 31, 2024 (Dollars in thousands) Principal Forgiveness Weighted average interest rate reduction Weighted average term extension (months) Payment delay (months) Residential real estate $ - — % 7 6 The Company closely monitors the performance of loans that have been modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following tables present the performance of such loans in the twelve months following modification. December 31, 2025 (Dollars in thousands) Current 30-59 Days Past Due 60-89 Days Past Due Greater Than 90 Days Past Due Residential real estate $ 582 $ 19 $ - $ - Commercial real estate 390 - - 131 Construction and land development - - - 593 Commercial business - - - 945 Total $ 972 $ 19 $ - $ 1,669 December 31, 2024 (Dollars in thousands) Current 30-59 Days Past Due 60-89 Days Past Due Greater Than 90 Days Past Due Residential real estate $ 545 $ 570 $ - $ 528 Home equity - - - 41 Total $ 545 $ 570 $ - $ 569 Upon the Company’s determination that a modified loan has subsequently been deemed uncollectible, the loan is written off. Therefore, the amortized cost of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount. All modified loans are deemed collectible. Foreclosures As part of the normal course of business, the Company had $ 1.1 million in loans involved in the foreclosure process at December 31, 2025 compared to $ 1.3 million at December 31, 2024. As of December 31, 2025, the Company had $ 89 thousand in real estate owned, compared to no ne at December 31, 2024. 83 Acquired Loan Purchase Discounts As part of the fair value of loans receivable, there was a net fair value discount for loans acquired of $ 3.6 million at December 31, 2025, compared to $ 4.4 million at December 31, 2024. Accretable yield, or income recorded for the year ended December 31, is as follows: (Dollars in thousands) Total 2024 $ 799 2025 837 Accretable yield, or income expected to be recorded in the future is as follows: (Dollars in thousands) Total 2026 438 2027 294 2028 277 2029 243 2030 and thereafter 2,275 Total $ 3,527 Allowance for Credit Losses The allowance for credit losses is established for current expected credit losses on the Company’s loan portfolio utilizing guidance in ASC Topic 326. The determination of the allowance requires significant judgment to estimate credit losses measured on a collective pool basis when similar risk characteristics exist, and for loans evaluated individually. In determining the allowance, the Company estimates expected future losses for the loan’s entire contractual term adjusted for expected payments when appropriate. The allowance estimate considers relevant available information, from internal and external sources relating to the historical loss experience, current conditions, and reasonable and supportable forecasts for the Company’s outstanding loan balances. The allowance is an estimation that reflects management’s evaluation of expected losses related to the Company’s financial assets measured at amortized cost. To ensure that the allowance is maintained at an adequate level, a detailed analysis is performed on a quarterly basis and an appropriate provision is made to adjust the allowance. The Company categorizes the loan portfolio into nine segments based on similar risk characteristics. Loans within each segment are collectively evaluated using the probability of default/loss given default methodology. In creating the CECL model as required under ASC 326, the Company has established a two-year reasonable and supportable forecast period with a two-year straight line reversion to the long-term historical average. Due to its minimal loss history, the Company elected to use peer data for a more reasonable calculation. The following tables show the changes in the allowance for credit losses, segregated by portfolio segment, for the year ended December 31, 2025, and 2024. 84 The Company's activity in the allowance for credit losses, by loan segment, is summarized below for the year ended December 31, 2025: (Dollars in thousands) Beginning Balance Charge-offs Recoveries Provisions Ending Balance Allowance for credit losses: Residential real estate $ 4,481 $ ( 13 ) $ 66 $ ( 1,777 ) $ 2,757 Home equity 835 - - ( 147 ) 688 Commercial real estate 6,444 - 4 2,704 9,152 Construction and land development 2,651 - - ( 1,537 ) 1,114 Multifamily 1,003 ( 201 ) 29 1,247 2,078 Commercial business 1,185 ( 495 ) 460 433 1,583 Consumer 5 ( 46 ) 9 34 2 Manufactured homes 252 - - ( 136 ) 116 Government 55 - - ( 39 ) 16 Total $ 16,911 $ ( 755 ) $ 568 $ 782 $ 17,506 The Company's activity in the allowance for credit losses, by loan segment, is summarized below for the year ended December 31, 2024: (Dollars in thousands) Beginning Balance Charge-offs Recoveries Provisions Ending Balance Allowance for credit losses: Residential real estate $ 3,984 $ ( 28 ) $ 44 $ 481 $ 4,481 Home equity 698 - - 137 835 Commercial real estate 7,045 - 5 ( 606 ) 6,444 Construction and land development 4,206 - - ( 1,555 ) 2,651 Multifamily 933 ( 125 ) 31 164 1,003 Commercial business 1,649 ( 2,249 ) 310 1,475 1,185 Consumer 7 ( 66 ) 22 42 5 Manufactured homes 181 - - 71 252 Government 65 - - ( 10 ) 55 Total $ 18,768 $ ( 2,468 ) $ 412 $ 199 $ 16,911 Collateral dependent loans are individually evaluated to determine expected credit losses when repayment is expected to be provided substantially through the operation or sale of the underlying collateral. For these loans, the allowance for credit losses is measured based on the fair value of the collateral less estimated costs to sell when applicable. Collateral securing these loans primarily consists of real estate, equipment and inventory, accounts receivable, and vehicles. The fair values are determined using most recent independent appraisals, evaluations or other relevant market information. The Company monitors collateral values on an ongoing basis and records adjustments to the allowance for credit losses as necessary. There were no significant changes in the extent to which collateral secures these loans during the period. 85 The table below presents the amortized cost basis of collateral dependent loans and the related allowance for credit losses in accordance with ASC 326.. (Dollars in thousands) December 31, 2025 Real Estate Equipment/Inventory Accounts Receivable Vehicles Total ACL Allocation Residential real estate $ 2,185 $ - $ - $ - $ 2,185 $ 39 Home equity 4 - - - 4 - Commercial real estate 1,561 - - - 1,561 86 Construction and land development 2,234 - - - 2,234 - Multifamily 696 - - - 696 - Commercial business - 1,267 130 42 1,439 138 Total $ 6,680 $ 1,267 $ 130 $ 42 $ 8,119 $ 263 (Dollars in thousands) December 31, 2024 Real Estate Equipment/Inventory Accounts Receivable Vehicles Total ACL Allocation Residential real estate $ 3,012 $ - $ - $ - $ 3,012 $ 50 Home equity 219 - - - 219 - Commercial real estate 1,598 - - - 1,598 43 Construction and land development 2,285 - - - 2,285 - Multifamily 3,550 - - - 3,550 - Commercial business 712 1,399 1,428 144 3,683 191 Total $ 11,376 $ 1,399 $ 1,428 $ 144 $ 14,347 $ 284 A deferred cost reserve is maintained for the portfolio of manufactured home loans that have been purchased. This reserve is available for use for manufactured home loan nonperformance and costs associated with nonperformance. If the segment performs in line with expectations, the deferred cost reserve is paid as a premium to the third-party originator of the loan. The unamortized balance of the deferred cost reserve totaled $ 2.4 million and $ 2.9 million as of December 31, 2025, and December 31, 2024, respectively, and is included in net deferred loan origination cost. The following table presents nonaccrual loans and loans past due over 90 days still on accrual by class of loans: As of December 31, 2025 Nonaccrual with No Allowance for Credit Loss Nonaccrual with Allowance for Credit Loss Nonaccrual Loans in Total Loans Past Due over 90 Days Still Accruing Residential real estate $ 1,873 $ 4,059 $ 5,932 $ - Home equity - 810 810 - Commercial real estate 1,158 403 1,561 - Construction and land development 653 - 653 - Multifamily 696 - 696 - Commercial business 391 1,048 1,439 - Manufactured homes - 71 71 - Total $ 4,771 $ 6,391 $ 11,162 $ - 86 As of December 31, 2024 Nonaccrual with No Allowance for Credit Loss Nonaccrual with Allowance for Credit Loss Nonaccrual Loans in Total Loans Past Due over 90 Days Still Accruing Residential real estate $ 1,514 $ 3,150 $ 4,664 $ - Home equity 179 304 483 - Commercial real estate 1,078 202 1,280 - Construction and land development 659 - 659 - Multifamily 3,362 - 3,362 - Commercial business 3,099 191 3,290 - Total $ 9,891 $ 3,847 $ 13,738 $ - Accrued interest receivable on loans totaled $ 5.7 million on December 31, 2025, and $ 5.5 million on December 31, 2024, and is excluded from the estimate of credit losses. The Company made the accounting policy election to not measure an ACL for accrued interest receivable. Accrued interest deemed uncollectible will be written off through interest income. Liability for Credit Losses on Unfunded Loan Commitments The liability for credit losses inherent in unfunded loan commitments is included in accrued expenses and other liabilities on the Consolidated Balance Sheet. The adequacy of the reserve for unfunded commitments is determined quarterly based on methodology similar to the methodology for determining the ACL. The following table shows the changes in the liability for credit losses on unfunded loan commitments. (Dollars in thousands) Year ended, December 31, 2025 Year ended, December 31, 2024 Balance, beginning of period $ 2,739 $ 3,441 Provision for (benefit from) unfunded loan commitments ( 987 ) ( 702 ) Balance, end of period $ 1,752 $ 2,739 Note 4 – Premises and Equipment, Net At year end, premises and equipment are summarized as follows: (Dollars in thousands) 2025 2024 Land $ 9,066 $ 9,066 Buildings and improvements 34,851 34,876 Lease right of use 16,682 16,682 Furniture and equipment 20,879 20,310 Total cost 81,478 80,934 Less: accumulated depreciation ( 36,502 ) ( 33,675 ) Premises and equipment, net $ 44,976 $ 47,259 Note 5 – Goodwill and Other Intangible Assets (Dollars in thousands) 2025 2024 Goodwill balance January 1, $ 22,395 $ 22,395 Goodwill balance December 31, $ 22,395 $ 22,395 Goodwill arising from business combinations represents the value attributable to unidentifiable intangible assets in the business acquired. The Company’s goodwill relates to the value inherent in the banking industry and that value is dependent upon the ability of the Company to provide quality, cost effective banking services in a competitive 87 marketplace. Goodwill is tested periodically for impairment. If the implied fair value of goodwill is lower than its carrying amount, goodwill impairment is indicated, and goodwill is written down to its implied fair value. There has not been any impairment of goodwill identified or recorded. In addition to goodwill, a core deposit intangible was established from previous acquisitions. The Company had core deposit intangible balances of $ 1.2 million and $ 1.9 million as of December 31, 2025, and December 31, 2024, respectively. The table below summarizes the intangibles amortization: The amortization recorded for the year ended December 31, is as follows: (Dollars in thousands) Total 2024 $ 1,411 2025 $ 688 Amortization to be recorded in future periods, is as follows: (Dollars in thousands) Total 2026 361 2027 294 2028 228 2029 162 Thereafter 127 Total $ 1,172 Note 6 – Income Taxes Pre-tax income is entirely related to domestic activities, the Company did not have any foreign operations. At year-end, components of income tax expense (benefit) consist of the following: (Dollars in thousands) 2025 2024 Current income tax expense: Federal $ 225 $ 309 State 345 371 Total current expense 570 680 Deferred income tax (benefit) expense: Federal ( 418 ) 622 State ( 138 ) 22 Total deferred (benefit) expense ( 556 ) 644 Change in valuation allowance 9 1 Total income tax expense (benefit) $ 23 $ 1,325 The Company did not have any income tax expense (benefit) in foreign jurisdictions. Effective tax rates differ from the federal statutory rate of 21% for 2025 and 2024 applied to income before income taxes due to the following: 88 2025 2024 (Dollars in thousands) Amount % of Pre-tax Income Amount % of Pre-tax Income U.S. federal statutory income tax $ 1,703 21.0 % $ 2,826 21.0 % State and local income tax, net of federal income tax benefit (1) 170 2.1 311 2.3 Tax credits: Low income housing tax credits (2) ( 23 ) ( 0.3 ) ( 12 ) ( 0.1 ) New markets tax credits (3) ( 479 ) ( 5.9 ) ( 474 ) ( 3.5 ) Changes in valuation allowances 9 0.1 1 — Nontaxable or nondeductible items: Tax-exempt income, net ( 1,181 ) ( 14.6 ) ( 1,249 ) ( 9.3 ) Bank owned life insurance ( 290 ) ( 3.6 ) ( 171 ) ( 1.3 ) Other nondeductible items 14 0.2 45 0.3 Share-based compensation (4) 111 1.4 48 0.4 Other, net ( 11 ) ( 0.1 ) - — Income tax expense (benefit) at effective tax rate $ 23 0.3 % $ 1,325 9.8 % (1) State taxes in Illinois make up the majority (greater than 50%) of the tax effect in this category. (2) Net of amortization and tax losses. (3) Net of basis reduction. (4) Share-based compensation includes any excess benefits or shortfalls from vestings and exercises. Income taxes paid were as follows: (Dollars in thousands) 2025 2024 Federal $ - $ - State and local: Illinois 150 405 Indiana - 10 Total income taxes paid $ 150 $ 415 89 At December 31, the components of the net deferred tax asset recorded in other assets in the consolidated balance sheets are as follows: (Dollars in thousands) 2025 2024 Deferred tax assets: Allowance for credit losses $ 5,024 $ 5,128 Deferred compensation 331 374 Unrealized depreciation on securities available-for-sale 13,139 18,319 Net operating loss 5,748 6,120 Tax credits 926 673 Nonaccrual loan interest income 214 173 Share-based compensation 131 267 Unqualified deferred compensation plan 50 60 Accrued compensation 301 241 Purchase accounting 693 548 Deferred loan costs, net of fees 472 432 Lease liability 3,791 3,916 Capital loss carryforward 378 - Other 100 213 Total deferred tax assets 31,298 36,464 Deferred tax liabilities: Depreciation ( 568 ) ( 874 ) Prepaid expenses ( 479 ) ( 480 ) Mortgage servicing rights ( 187 ) ( 217 ) Deferred stock dividends ( 122 ) ( 122 ) Goodwill ( 783 ) ( 701 ) Partnership ( 138 ) ( 254 ) Lease right of use ( 3,929 ) ( 4,124 ) REIT spillover dividends ( 134 ) ( 125 ) Other ( 64 ) ( 49 ) Total deferred tax liabilities ( 6,404 ) ( 6,946 ) Valuation allowance ( 72 ) ( 63 ) Net deferred tax asset $ 24,822 $ 29,455 At December 31, 2025, the Company has Indiana net operating loss carry forwards of approximately $ 5.6 million which will begin to expire in 2038 if not used. The Company also has a state tax credit carry forward of approximately $ 72 thousand which expire from 2026 to 2034. Management has concluded that the state net operating losses will be fully utilized and therefore no valuation allowance is necessary on the state net operating loss. A valuation allowance is in place on the state tax credit carryforward, as it is not expected to be utilized before expiration. A valuation allowance of $ 72 thousand and $ 63 thousand was provided at December 31, 2025 and 2024, respectively for the state tax credits net of federal benefit. The Company acquired $ 3.3 million of federal net operating loss carryforwards and $ 7.2 million of Illinois net operating loss carryforwards with the acquisition of First Personal Financial Corp during 2018 of which $ 2.2 million of the federal losses expire in years ranging from 2029 to 2035, $ 1.1 million of the federal losses do not expire, and the Illinois losses expire in years ranging from 2028 to 2036. Under Section 382 of the Internal Revenue Code, the annual limitation on the use of the federal losses is $ 362 thousand for First Personal while there is no limitation on the use of the Illinois losses. Management has determined that all of the losses are more likely than not to be utilized before expiration. The Company acquired $ 7.2 million of federal net operating loss carryforwards and $ 11.4 million of Illinois net operating loss carryforwards with the acquisition of AJS Bancorp Inc. during 2019 of which $ 3.6 million of the federal losses expire in years ranging from 2030 to 2037, $ 3.6 million of the federal losses do not expire, and the Illinois losses 90 expire in years ranging from 2029 to 2037. Under Section 382 of the Internal Revenue Code, the annual limitation on the use of the federal losses is $ 834 thousand for AJS, while there is no limitation on the use of the Illinois losses. Management has determined that all of the losses are more likely than not to be utilized before expiration. The Company acquired $ 3.3 million of federal net operating loss carryforwards and $ 57.4 million of Illinois net operating loss carryforwards with the acquisition of Royal Financial, Inc. during 2022 of which $ 2.7 million of the federal losses expire in years ranging from 2030 to 2036, $ 623 thousand of the federal losses do not expire, and the Illinois losses expire in years ranging from 2026 to 2032. Under Section 382 of the Internal Revenue Code, the annual limitation on the use of the federal losses is $ 755 thousand for Royal, while there is no limitation on the use of the Illinois losses. Management has determined that all of the losses are more likely than not to be utilized before expiration. At December 31, 2025 $ 2.4 million of the federal loss carryforwards, $ 67.1 million of the Illinois loss carryforward remain and $ 5.6 million of Indiana loss carryforwards remain; the benefit of which is reflected in deferred tax assets. The Company qualified under provisions of the Internal Revenue Code, to deduct from taxable income a provision for bad debts in excess of both the provision for such losses charged to income in the financial statements, if any. Accordingly, retained earnings at December 31, 2025 and 2024 includes, approximately $ 14.5 million, for which no provision for federal income taxes has been made. If, in the future this portion of retained earnings is used for any purpose other than to absorb bad debt losses, federal income taxes would be imposed at the then applicable rate. The unrecorded deferred income tax liability on the above amounts was approximately $ 3.8 million at December 31, 2025 and 2024. The Company had no unrecognized tax benefits at any time during 2025 or 2024 and does not anticipate any significant increase or decrease in unrecognized tax benefits during 2026. Should the accrual of any interest or penalties relative to unrecognized tax benefits be necessary, it is the Company's policy to record such accruals through income tax accounts; no such accruals existed at any time during 2025 or 2024. The Company and its subsidiaries are subject to US Federal income tax as well as income tax of the states of Indiana and Illinois. The Company is no longer subject to examination by taxing authorities for the years before 2022. Note 7 – Deposits The Company’s end-of-period deposit portfolio balances were as follows: (Dollars in thousands) December 31, 2025 December 31, 2024 Checking $ 592,214 $ 591,487 Savings 254,055 275,121 Money market 381,111 333,705 Certificates of deposit 499,591 560,253 Total deposits $ 1,726,971 $ 1,760,566 The aggregate amount of retail and brokered certificates of deposit with a balance of $250 thousand or more was approximately $ 104.5 million at December 31, 2025 and $ 141.4 million at December 31, 2024. At December 31, 2025, selected maturities of retail and brokered certificate of deposits were as follows: (Dollars in thousands) 2026 486,200 2027 11,087 2028 1,712 2029 489 Thereafter 103 Total $ 499,591 Note 8 - Borrowings At December 31, 2025, and December 31, 2024, borrowed funds are summarized below: 91 (Dollars in thousands) December 31, 2025 December 31, 2024 FHLB Fixed rate advance with outstanding rate of 4.85 %, maturing May 16, 2025 $ - $ 10,000 FHLB Fixed rate advance with outstanding rate of 4.77 %, maturing May 19, 2025 - 10,000 FHLB Fixed rate advance with outstanding rate of 3.63 %, maturing March 7, 2028 (1) 10,000 - FHLB Fixed rate advance with outstanding rate of 3.46 %, maturing June 26, 2028 (1) 10,000 - FHLB Fixed rate advance with outstanding rate of 3.38 %, maturing August 7, 2028 (1) - 10,000 FHLB Fixed rate advance with outstanding rate of 3.84 %, maturing February 28, 2029 (1) 15,000 15,000 FHLB Fixed rate advance with outstanding rate of 3.74 %, maturing February 28, 2029 (1) 10,000 10,000 FHLB Fixed rate advance with outstanding rate of 3.22 %, maturing August 7, 2029 (1) - 10,000 Total $ 45,000 $ 65,000 (1) FHLB retains puttable option to call these advances after a period of time. At December 31, 2025, scheduled maturities of borrowed funds were as follows: (Dollars in thousands) 2026 $ - 2027 - 2028 20,000 2029 25,000 2030 - Total $ 45,000 The Company has available liquidity of $ 876.0 million including borrowing capacity from the FHLB and Federal Reserve facilities and other sources. The Company also maintains a $ 25.0 million line of credit with the Federal Home Loan Bank of Indianapolis. The Company did not have a balance on the line of credit with the FHLB at December 31, 2025, or as of December 31, 2024. The Company did not utilize the borrowing capacity available through the Federal Reserve discount window at December 31, 2025 or December 31, 2024. The Company did not have other borrowings at December 31, 2025, or as of December 31, 2024. Fixed rate advances are payable at maturity, with a prepayment penalty. The advances were collateralized by mortgage loans with a carrying value totaling approximately $ 380.7 million at December 31, 2025. FHLB retains puttable option to call some of these advances 6 to 12 months after issuance. At December 31, 2025, the Bank had available approximately $ 673.9 million in credit lines with various money center banks, including the FHLB and Federal Reserve. The Bank uses federal funds purchased and repurchase agreements as sources of short-term wholesale funding. Federal funds generally mature within one day. Repurchase agreements consist of variable rate sweeps which mature daily as well as fixed rate term agreements that generally mature within 12 months. Repurchase agreements decreased from $ 40.1 million at December 31, 2024 to $ 39.7 million at December 31, 2025 The repurchase agreements are secured by municipal securities and collateralized mortgage obligations and residential mortgage-backed securities, under the Bank’s control. At December 31, 2025 and December 31, 2024, the Bank had investment securities with a carrying value of $ 47.2 million and 92 $ 57.8 million pledged as collateral for the repurchase agreements, and the fair value of the collateral approximated its carrying value. (Dollars in thousands) 2025 2024 Federal funds purchased and repurchase agreements: Ending balance $ 39,703 $ 40,116 Average balance during the year 43,444 41,506 Maximum month-end balance during the year 51,957 44,058 Average interest rate during the year 3.29 % 3.85 % Average interest rate at year end 3.88 % 3.51 % Note 9 – Employees ’ Benefit Plans The Company maintains an Unqualified Deferred Compensation Plan. The purpose of the UDC Plan is to provide deferred compensation to key senior management employees of the Company in order to recognize their substantial contributions to the Bank and provide them with additional financial security as inducement to remain with the Bank. The Compensation Committee selects which persons shall be participants in the UDC Plan. Participants’ accounts are credited each year with an amount based on a formula involving the participant’s employer funded contributions under all qualified plans and the limitations imposed by Internal Revenue Code subsection 401(a)(17) and Code section 415. The unqualified deferred compensation plan liability at December 31, 2025 and 2024 was approximately $ 193 thousand and $ 229 thousand, respectively. The UDC Plan expense amounted to approximately $ 8 thousand for 2025 and $ 12 thousand for 2024. Directors have deferred some of their fees in consideration of future payments. Fee deferrals, including interest, totaled approximately $ 66 thousand and $ 85 thousand for 2025 and 2024, respectively. The deferred fee liability at December 31, 2025 and 2024 was approximately $ 1.3 million and $ 1.4 million, respectively. Note 10 - Stock Based Compensation The Company replaced its expired 2015 Stock Option and Incentive Plan with a new equity incentive plan named the Finward Bancorp 2025 Omnibus Equity Incentive Plan, which was adopted by the Company’s Board of Directors on March 21, 2025, and approved by the Company’s shareholders on May 22, 2025. The maximum number of shares of common stock cumulatively available for issuance under the 2025 Omnibus Plan is 265,174 shares. Awards granted under the Plan may be in the form of incentive stock options, non-qualified stock options, restricted stock, unrestricted stock, restricted stock units, performance shares, stock appreciation rights, or any combination thereof, as provided in the Plan. Unvested awards granted under the prior plan will continue to be governed by the terms of the award agreements entered into with the participants under the prior plan. Shares of common stock underlying awards granted under the prior plan that expire, terminate, or are canceled or forfeited under the terms of the prior plan will be available for issuance under the new plan. As required by the Stock Compensation Topic, companies are required to record compensation cost for stock options and awards provided to employees in return for employment service. For the year ended December 31, 2025, stock based compensation expense of $ 447 thousand was recorded, compared to $ 565 thousand for the year ended December 31, 2024. It is anticipated that current outstanding unvested awards will result in additional compensation expense of approximately $ 566 thousand with a weighted average life of 2.4 years. Restricted stock awards are issued with an award price equal to the market price of the Company’s common stock on the award date and vest in one year after the grant date for independent directors and in full three years after the grant date for employees. Forfeiture provisions exist for personnel that separate employment before the vesting period expires. A summary of restricted stock activity under the Company’s Plan described above for the year ended December 31, 2025, follows: 93 Non-vested Shares Shares Weighted Average Grant Date Fair Value Non-vested at January 1, 2025 44,570 $ 36.74 Granted 20,321 27.08 Vested ( 17,722 ) 27.50 Forfeited ( 1,833 ) 28.53 Non-vested at December 31, 2025 45,336 $ 36.36 Note 11 – Regulatory Capital The Bank is subject to regulatory capital guidelines adopted by the FDIC. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators. Failure to meet various capital requirements can initiate regulatory action. Prompt corrective action regulations provide five classifications, including well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. At December 31, 2025, and 2024, the most recent regulatory notifications categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Bank’s category. In addition to establishing the minimum regulatory capital requirements, the regulations limit capital distributions by the institution and certain discretionary bonus payments to management if an institution does not hold a “capital conservation buffer” consisting of 2.5% of common equity Tier 1 capital to risk-weighted assets above the amount necessary to meet its minimum risk-based capital requirements. In addition, the following table shows that, at December 31, 2025 and December 31, 2024, the Bank’s capital exceeded all applicable regulatory capital requirements as set forth in 12 C.F.R. § 324. (Dollars in thousands) Actual Minimum Required For Capital Adequacy Purposes Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations December 31, 2025 Amount Ratio Amount Ratio Amount Ratio Common equity tier 1 capital to risk-weighted assets $ 186,214 11.86 % $ 70,626 4.50 % $ 102,016 6.50 % Tier 1 capital to risk-weighted assets $ 186,214 11.86 % $ 94,168 6.00 % $ 125,558 8.00 % Total capital to risk-weighted assets $ 205,472 13.09 % $ 125,558 8.00 % $ 156,947 10.00 % Tier 1 leverage ratio $ 186,214 8.93 % $ 83,379 4.00 % $ 104,223 5.00 % 94 (Dollars in thousands) Actual Minimum Required For Capital Adequacy Purposes Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations December 31, 2024 Amount Ratio Amount Ratio Amount Ratio Common equity tier 1 capital to risk-weighted assets $ 179,625 11.26 % $ 71,771 4.50 % $ 103,670 6.50 % Tier 1 capital to risk-weighted assets $ 179,625 11.26 % $ 95,695 6.00 % $ 127,594 8.00 % Total capital to risk-weighted assets $ 194,499 12.19 % $ 127,594 8.00 % $ 159,492 10.00 % Tier 1 leverage ratio $ 179,625 8.47 % $ 84,854 4.00 % $ 106,068 5.00 % The Company’s ability to pay dividends to its shareholders is largely dependent upon the Bank’s ability to pay dividends to the Company. Under Indiana law, the Bank may pay dividends from its undivided profits (generally, earnings less losses, bad debts, taxes and other operating expenses) as is considered expedient by the Bank’s Board of Directors. However, the Bank must obtain the approval of the DFI if the total of all dividends declared by the Bank during the current year, including the proposed dividend, would exceed the sum of retained net income for the year to date plus its retained net income for the previous two years. For this purpose, “retained net income,” means net income as calculated for call report purposes, less all dividends declared for the applicable period. An exemption from DFI approval would require that the Bank have been assigned a composite uniform financial institutions rating of 1 or 2 as a result of the most recent federal or state examination; the proposed dividend would not result in a Tier 1 leverage ratio below 7.5 %; and that the Bank not be subject to any corrective action, supervisory order, supervisory agreement, or board approved operating agreement. In addition, under the terms of the MOU, the Bank must seek regulatory approval prior to paying cash dividends. The MOU documents an understanding among the Bank, the FDIC, and DFI that, among other things, the Bank will: refrain from paying cash dividends without prior regulatory approval. Moreover, the FDIC and the Federal Reserve Board may prohibit the payment of dividends if it determines that the payment of dividends would constitute an unsafe or unsound practice in light of the financial condition of the Bank. The aggregate amount of dividends that the Bank was eligible to declare in 2025, without the need for qualifying for a further exemption or prior DFI approval, was its 2025 net income. On December 3, 2025, the Board of Directors of the Company declared the most recent quarterly dividend of $ 0.12 per share. The Company’s quarterly dividend was paid to shareholders on December 30, 2025 to shareholders of record on December 17, 2025. Note 12 - Earnings per Share Earnings per common share is computed by dividing net income by the weighted-average number of common shares outstanding. A reconciliation of the numerators and denominators of the basic and diluted earnings per common share computations for the years ended December 31, 2025 and 2024, are as follows: Year ended December 31, (dollars in thousands except per share data) 2025 2024 Basic earnings per common share: Net income as reported $ 8,087 $ 12,130 Weighted average common shares outstanding—basic 4,271,350 4,259,570 Basic earnings per common share $ 1.89 $ 2.85 Diluted earnings per common share: Net income as reported $ 8,087 $ 12,130 Weighted average common shares outstanding 4,271,350 4,259,570 Add: Dilutive effect of unvested restricted stock awards 20,708 15,063 Weighted average common shares outstanding—diluted 4,292,058 4,274,633 Diluted earnings per common share $ 1.88 $ 2.84 95 Note 13 – Related Party Transactions The Company had aggregate loans outstanding to directors and executive officers of approximately $ 4.1 million at December 31, 2025, and approximately $ 4.4 million at December 31, 2024. For the years ended December 31, 2025 and 2024, the following activity occurred on these loans: (Dollars in thousands) 2025 2024 Aggregate balance at the beginning of the year $ 4,445 $ 4,832 New loans 126 - Repayments ( 445 ) ( 387 ) Aggregate balance at the end of the year $ 4,126 $ 4,445 Deposits from directors and executive officers totaled approximately $ 1.1 million and $ 3.8 million at December 31, 2025, and 2024, respectively. Note 14 – Commitments and Contingencies The Company is a party to financial instruments in the normal course of business to meet the financing needs of its customers. These financial instruments, which include commitments to make loans and standby letters of credit, are not reflected in the accompanying consolidated financial statements. Such financial instruments are recorded when they are funded. The Company’s exposure to credit loss in the event of non-performance by the other party to the financial instrument for commitments to originate loans and standby letters of credit is represented by the contractual amount of those instruments. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. The Company uses the same credit policy to make such commitments as it uses for on-balance sheet items. Since commitments to make loans may expire without being used, the amount does not necessarily represent future cash commitments. The following table represents the commitments to extend credit and standby letters of credit as of December 31, 2025 and December 31, 2024, respectively: (Dollars in thousands) December 31, 2025 December 31, 2024 Commitments to extend credit $ 254,012 $ 228,461 Standby letters of credit 15,159 14,078 Total $ 269,171 $ 242,539 Note 15 – Derivative Financial Instruments The Company uses derivative financial instruments to help manage exposure to interest rate risk and the effects that changes in interest rates may have on net income and the fair value of assets and liabilities. The Company has certain interest rate derivative positions that are not designated as hedging instruments. Derivative assets and liabilities are recorded at fair value on the Consolidated Balance Sheet and do not take into account the effects of master netting agreements. Master netting agreements allow the Company to settle all derivative contracts held with a single counterparty on a net basis, and to offset net derivative positions with related collateral, where applicable. These derivative positions relate to transactions in which the Company enters into an interest rate swap with a client while at the same time entering into an offsetting interest rate swap with another financial institution. In connection with each transaction, the Company agrees to pay interest to the client on a notional amount at a variable interest rate and receive interest from the client on the same notional amount at a fixed interest rate. At the same time, the Company agrees to pay another financial institution the same fixed interest rate on the same notional amount and receive the same variable interest rate on the same notional amount. The transaction allows the client to effectively convert a variable rate loan to a fixed rate. Because the terms of the swaps with the customers and the other financial institutions offset each other, with the only difference being counterparty credit risk, changes in the fair value of the underlying derivative contracts are not materially different and do not significantly impact the Company’s results of operations. 96 The Company enters into commitments to originate loans whereby the interest rate on the loan is determined prior to funding (i.e., interest rate lock commitment). The interest rate lock commitments are considered derivatives and are recorded on the accompanying consolidated balance sheets at fair value in accordance with FASB ASC 815, Derivatives and Hedging. The following table shows the amounts of non-hedging derivative financial instruments: December 31, 2025 Asset derivatives Liability derivatives (Dollars in thousands) Notional or contractural amount Statement of Financial Condition classification Fair value Statement of Financial Condition classification Fair value Interest rate swap contracts $ 96,275 Other assets $ 3,641 Other liabilities $ 3,641 Interest rate lock commitments 2,939 Other assets 50 N/A - Total $ 99,214 $ 3,691 $ 3,641 December 31, 2024 Asset derivatives Liability derivatives (Dollars in thousands) Notional or contractural amount Statement of Financial Condition classification Fair value Statement of Financial Condition classification Fair value Interest rate swap contracts $ 89,964 Other assets $ 5,486 Other liabilities $ 5,486 Interest rate lock commitments 1,426 Other assets 24 N/A - Total $ 91,390 $ 5,510 $ 5,486 The following table shows the amounts included in the Statements of Income for non-hedging derivative financial instruments: Year Ended December 31, (Dollars in thousands) Statement of Income Classification 2025 2024 Interest rate swap contracts Fees and service charges $ 199 $ 276 Interest rate lock commitments Gain on sale of loans held-for-sale, net ( 33 ) 47 Total $ 166 $ 323 97 The following table shows the offsetting of financial assets and derivative assets: Gross Amounts not Offset in the Statement of Financial Condition (Dollars in thousands) Gross Amounts of Recognized Assets Gross Amounts Offset in the Statement of Financial Condition Net Amounts of Assets Presented in the Statement of Financial Condition Financial Instruments Cash Collateral Received Net Amount December 31, 2025 Interest rate swap contracts $ 3,641 $ - $ 3,641 $ - $ 1,900 $ 1,741 Interest rate lock commitments 50 - 50 - - 50 Total $ 3,691 $ - $ 3,691 $ - $ 1,900 $ 1,791 Gross Amounts not Offset in the Statement of Financial Condition (Dollars in thousands) Gross Amounts of Recognized Assets Gross Amounts Offset in the Statement of Financial Condition Net Amounts of Assets Presented in the Statement of Financial Condition Financial Instruments Cash Collateral Received Net Amount December 31, 2024 Interest rate swap contracts $ 5,486 $ - $ 5,486 $ - $ 5,120 $ 366 Interest rate lock commitments 82 - 82 - - 82 Total $ 5,568 $ - $ 5,568 $ - $ 5,120 $ 448 The following table shows the offsetting of financial liabilities and derivative liabilities: Gross Amounts not Offset in the Statement of Financial Condition (Dollars in thousands) Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Statement of Financial Condition Net Amounts of Assets Presented in the Statement of Financial Condition Financial Instruments Cash Collateral Pledged Net Amount December 31, 2025 Interest rate swap contracts $ 3,641 $ - $ 3,641 $ - $ - $ 3,641 98 Gross Amounts not Offset in the Statement of Financial Condition (Dollars in thousands) Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Statement of Financial Condition Net Amounts of Assets Presented in the Statement of Financial Condition Financial Instruments Cash Collateral Pledged Net Amount December 31, 2024 Interest rate swap contracts $ 5,486 $ - $ 5,486 $ - $ - $ 5,486 Note 16 - Fair Value The Fair Value Measurements Topic establishes a hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Topic describes three levels of inputs that may be used to measure fair value: Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. The fair values of securities available-for-sale are determined on a recurring basis by obtaining quoted prices on nationally recognized securities exchanges or pricing models utilizing significant observable inputs such as matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities, but rather by relying on the securities’ relationship to other benchmark quoted securities. Different judgments and assumptions used in pricing could result in different estimates of value. In certain cases where market data is not readily available because of a lack of market activity or little public disclosure, values may be based on unobservable inputs and classified in Level 3 of the fair value hierarchy. The Company’s subordination for each collateralized debt obligation is calculated by taking the total performing collateral and subtracting the sum of the total collateral within the Company’s class and the total collateral within all senior classes, and then stating this result as a percentage of the total performing collateral. This measure is an indicator of the level of collateral that can default before potential cash flow disruptions may occur. In addition, management calculates subordination assuming future collateral defaults by utilizing the default/deferral assumptions in the Company’s impairment analysis. Subordination assuming future default/deferral assumptions is calculated by deducting future defaults from the current performing collateral. At December 31, 2025 and December 31, 2024, management reviewed the subordination levels for each security in context of the level of current collateral defaults and deferrals within each security; the potential for additional defaults and deferrals within each security; the length of time that the security has been in “payment in kind” status; and the Company’s class position within each security. At December 31, 2025 and December 31, 2024, the collateralized debt obligations with a cost basis of $ 2.1 million and $ 2.2 million have been placed in “payment in kind” status. The Company’s securities that are classified as “payment in kind” are a result of not receiving the scheduled quarterly interest payments. For the securities in “payment in kind” status, management anticipates to receive the unpaid contractual interest payments from the issuer, because of the self- correcting cash flow waterfall provisions within the structure of the securities. When a tranche senior to the Company’s position fails the coverage test, the Company’s interest cash flows are paid to the senior tranche and recorded as a reduction of principal. The coverage test represents an over collateralization target by stating the balance of the performing collateral as a percentage of the balance of the Company’s tranche, plus the balance of all senior tranches. The principal reduction in the senior tranche continues until the appropriate coverage test is passed. As a result of the principal reduction in the senior tranche, more cash is available for future payments to the Company’s tranche. Management will not capitalize the 99 “payment in kind” interest payments to the book value of the securities and will keep these securities in nonaccrual status until the quarterly interest payments resume. The fair value of the Company’s interest rate swap contracts, both assets and liabilities, are valued by a third- party pricing agent using an income approach and are classified within Level 2 of the valuation hierarchy. The fair value of the Company’s interest rate lock commitments is based on the price of the underlying loans expected to be sold to an investor while taking into consideration the probability the rate lock commitments will close and are classified within Level 2 of the valuation hierarchy. The Company utilized a third-party pricing service for classifying and valuing the fair value of collateralized debt obligations held. These securities were categorized as unobservable Level 3 and priced using an Option-Adjusted Discounted Cash flow model to value these securities. The significant inputs to this model include prepayment speed, default rate, and loss severity. Assets and Liabilities Measured at Fair Value on a Recurring Basis There were no transfers to or from Levels 1 and 2 during the year ended December 31, 2025 and the year ended December 31, 2024. Changes in Level 3 assets relate to the result of change in estimated fair values, payments received, and sales of securities that have been classified as Level 3 during the year ended December 31, 2025 and all of 2024. Assets measured at fair value on a recurring basis are summarized below: Fair Value Measurements at December 31, 2025 Using (Dollars in thousands) Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Interest rate swap contracts $ 3,641 $ - $ 3,641 $ - Interest rate lock commitments 50 - 50 - Available-for-sale debt securities: U.S. government agency securities 8,466 - 8,466 - Collateralized mortgage obligations and residential mortgage-backed securities 104,665 - 104,665 - Municipal securities 201,214 - 201,214 - Collateralized debt obligations 1,882 - - 1,882 Total securities available-for-sale $ 316,227 $ - $ 314,345 $ 1,882 Liabilities: Interest rate swap contracts $ 3,641 $ - $ 3,641 $ - 100 Fair Value Measurements at December 31, 2024 Using (Dollars in thousands) Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Interest rate swap contracts $ 5,486 $ - $ 5,486 $ - Interest rate lock commitments 82 - 82 - Available-for-sale debt securities: U.S. government agency securities 8,061 - 8,061 - Collateralized mortgage obligations and residential mortgage-backed securities 109,325 - 109,325 - Municipal securities 214,749 - 214,749 - Collateralized debt obligations 1,419 - - 1,419 Total securities available-for-sale $ 333,554 $ - $ 332,135 $ 1,419 Liabilities: Interest rate swap contracts $ 5,486 $ - $ 5,486 $ - A reconciliation of available-for-sale securities, which require significant adjustment based on unobservable data, are presented in the following table: Estimated Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (Dollars in thousands) Available-for-sale securities Beginning balance, January 1, 2025 $ 1,419 Principal payments ( 15 ) Total unrealized gains, included in other comprehensive income (loss) 478 Ending balance, December 31, 2025 $ 1,882 Beginning balance, January 1, 2024 $ 1,357 Principal payments ( 14 ) Total unrealized gains, included in other comprehensive income (loss) 76 Ending balance, December 31, 2024 $ 1,419 Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis Collateral dependent loans are carried the fair value of the underlying collateral, based on the most recent independent appraisals or evaluations, adjusted for current market conditions and property-specific factors. These measurements are 101 classified as Level 3 due to the use of significant unobservable inputs. Other real estate owned are measured at fair value less costs to sell and are classified as Level 3. Assets measured at fair value on a non-recurring basis are summarized below: Fair Value Measurements at December 31, 2025 Using (Dollars in thousands) Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Collateral dependent loans $ 6,535 $ - $ - $ 6,535 Other real estate owned $ 89 $ - $ - $ 89 Fair Value Measurements at December 31, 2024 Using (Dollars in thousands) Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Collateral dependent loans $ 1,496 $ - $ - $ 1,496 Significant (Level 3) Inputs The following tables present quantitative information about unobservable inputs used in recurring and nonrecurring Level 3 fair value measurements. (Dollars in thousands) Fair Value at December 31, 2025 Valuation Technique Significant Unobservable Inputs Range Weighted-Average Collateralized debt obligations $ 1,882 Discounted cash flow model Default rates, loss severity assumptions, discount rates 7.9 % - 11.2 % 9.6 % Collateral dependent loans $ 6,535 Fair Value of Collateral Discount for type of property and current market conditions 0.0 % - 80.0 % 8.6 % Other real estate $ 89 Fair Value of Collateral Discount for type of property and current market conditions — % — % 1) At December 31, 2025, there was only one property, so no range or weighted-average range is reported. (Dollars in thousands) Fair Value at December 31, 2024 Valuation Technique Significant Unobservable Inputs Range Weighted-Average Collateral dependent loans $ 1,496 Fair Value of Collateral Discount for type of property and current market conditions — % - 80 % 8 % 102 The following table shows carrying values and related estimated fair values of financial instruments not carried at fair value in the consolidated balance sheets as of the dates indicated. Estimated fair values are further categorized by the inputs used to measure fair value. Items that are not financial instruments are not included. December 31, 2025 Estimated Fair Value Measurements at December 31, 2025 Using (Dollars in thousands) Carrying Value Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial assets: Cash and cash equivalents $ 119,647 $ 119,647 $ 119,647 $ - $ - Loans held-for-sale 1,096 1,124 - 1,124 - Loans receivable, net 1,450,387 1,403,061 - - 1,403,061 Federal Home Loan Bank stock 6,547 6,547 - 6,547 - Accrued interest receivable 7,781 7,781 - 7,781 - Financial liabilities: Non-interest bearing deposits 267,441 267,441 267,441 - - Interest bearing deposits 1,459,530 1,458,116 959,939 498,177 - Federal funds purchased and repurchase agreements 39,703 39,671 37,717 1,954 - Borrowed funds 45,000 44,921 - 44,921 - Accrued interest payable 958 958 - 958 - December 31, 2024 Estimated Fair Value Measurements at December 31, 2024 Using (Dollars in thousands) Carrying Value Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial assets: Cash and cash equivalents $ 70,584 $ 70,584 $ 70,584 $ - $ - Loans held-for-sale 1,253 1,277 - 1,277 - Loans receivable, net 1,492,065 1,435,148 - - 1,435,148 Federal Home Loan Bank stock 6,547 6,547 - 6,547 - Accrued interest receivable 7,721 7,721 - 7,721 - Financial liabilities: Non-interest bearing deposits 263,324 263,324 263,324 - - Interest bearing deposits 1,497,242 1,496,638 936,989 559,649 - Repurchase agreements 40,116 39,960 32,364 7,596 - Borrowed funds 65,000 63,432 - 63,432 - Accrued interest payable 620 620 - 620 - 103 The following methods were used to estimate the fair value of financial instruments presented in the preceding table at December 31, 2025 and December 31, 2024: Cash and cash equivalent carrying amounts approximate fair value. The fair values of securities available-for-sale are obtained from broker pricing (Level 2), with the exception of collateralized debt obligations, which are valued by a third-party specialist (Level 3). Loans held-for-sale comprise residential mortgages and are priced based on values established by the secondary mortgage markets (Level 2). The estimated fair value for net loans receivable is based on the exit price notion which is the exchange price that would be received to transfer the loans at the most advantageous market price in an orderly transaction between market participants on the measurement date (Level 3). Federal Home Loan Bank stock is estimated at book value due to restrictions that limit the sale or transfer of the security. Interest rate swap agreements, both assets and liabilities, are valued by a third-party pricing agent using an income approach (Level 2). Fair values of accrued interest receivable and payable approximate book value, as the carrying values are determined using the observable interest rate, balance, and last payment date. Non-interest and interest bearing deposits, which include checking, savings, and money market deposits, are estimated to have fair values based on the amount payable as of the reporting date (Level 1). The fair value of fixed-maturity certificates of deposit (included in interest bearing deposits) are based on estimates of the rate the Company would pay on similar deposits, applied for the time period until maturity (Level 2). Estimated fair values for short-term repurchase agreements, which represent sweeps from demand deposits to accounts secured by pledged securities, are estimated based on the amount payable as of the reporting date (Level 1). Longer-term repurchase agreements, with contractual maturity dates of quarter or more, are based on estimates of the rate the Company would pay on similar deposits, applied for the time period until maturity (Level 2). Federal funds purchased carrying is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization (Level 2). Short-term borrowings are generally only held overnight, therefore, their carrying amount is a reasonable estimate of fair value (Level 1). The fair value of FHLB Advances are estimated by discounting the future cash flows using quoted rates from the FHLB for similar advances with similar maturities (Level 2). The estimated fair value of other financial instruments, and off-balance sheet loan commitments, approximate cost and are not considered significant to this presentation. Note 17 – Parent Company Only Financial Statements Balance Sheets (Dollars in thousands) December 31, 2025 December 31, 2024 Assets Cash on deposit with Peoples Bank $ 524 $ 3,904 Investment in Peoples Bank 173,490 150,543 Other assets 649 215 Total assets $ 174,663 $ 154,662 Liabilities and stockholders' equity Dividends payable $ - $ 518 Other liabilities - 2,730 Total liabilities - 3,248 Additional paid in capital 70,331 70,034 Accumulated other comprehensive income (loss) ( 41,662 ) ( 58,084 ) Retained earnings 145,994 139,464 Total stockholders' equity 174,663 151,414 Total liabilities and stockholders' equity $ 174,663 $ 154,662 104 Statements of Income Year Ended December 31, (Dollars in thousands) 2025 2024 Dividends from Peoples Bank $ 1,038 $ - Non-interest income 4 - Operating expenses ( 67 ) ( 65 ) Income before income taxes and equity in undistributed income of Peoples Bank 975 ( 65 ) Income tax expense (benefit) ( 22 ) ( 12 ) Income before equity in undistributed income of Peoples Bank 997 ( 53 ) Equity in undistributed income of Peoples Bank 7,090 12,183 Net income $ 8,087 $ 12,130 Statements of Cash Flows Year Ended December 31, (Dollars in thousands) 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 8,087 $ 12,130 Adjustments to reconcile net income to net cash provided by operating activities: Distributions in excess of income (equity in undistributed income): Peoples Bank ( 7,090 ) ( 12,183 ) Change in intercompany payable ( 2,176 ) 2,176 Change in other assets ( 434 ) 303 Change in other liabilities ( 60 ) ( 213 ) Total adjustments ( 9,760 ) ( 9,917 ) Net cash provided by (used in) operating activities ( 1,673 ) 2,213 CASH FLOWS FROM INVESTING ACTIVITIES: Net cash provided by (used in) investing activities - - CASH FLOWS FROM FINANCING ACTIVITIES: Dividends paid ( 1,557 ) ( 2,069 ) Net surrender value of restricted stock awards ( 150 ) ( 86 ) Net cash provided by (used in) financing activities ( 1,707 ) ( 2,155 ) Net change in cash on deposit with Peoples Bank ( 3,380 ) 58 Cash on deposit at Peoples Bank at beginning of period 3,904 3,846 Cash on deposit at Peoples Bank at end of period $ 524 $ 3,904 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Income taxes $ 150 $ 415 Dividends declared not paid - 518 Note 18 - Leases Under ASC 842, operating lease expense is generally recognized on a straight-line basis over the term of the lease. On February 22, 2024, the Bank closed its previously announced sale-leaseback transaction with MountainSeed Real Estate Services, LLC, pursuant to which the Bank sold to the Buyer five properties owned and operated as branch locations for an 105 aggregate purchase price of $ 17.2 million, including customary closing adjustments. Under the Sale Agreement, the Bank also entered into triple net lease agreements with the Buyer under which the Bank leases each of the Properties, and pursuant to which the Bank is responsible for the insurance, real estate taxes, and maintenance and repairs for each of the properties. Each of the Lease Agreements became effective upon the closing of the sale-leaseback transaction and have an initial term of 15 years. The Bank’s obligations under the Lease Agreements are guaranteed by the Company. As the rate implicit in the leases generally is not readily determinable for our operating leases, the discount rates used to determine the present value of our lease liability are based on our incremental borrowing rate at the lease commencement date and commensurate with the remaining lease term. Our incremental borrowing rate for a lease is the rate of interest we would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Leases with an initial term of 12 months or less are not recorded on the balance sheet and are excluded from our weighted-average remaining lease term. The following table summarizes supplemental cash flow and other information related to our operating leases: Year Ended December 31, (Dollars in thousands) 2025 2024 Gain on sale-leaseback transaction, net $ - $ ( 11,772 ) Operating cash flows Cash paid for amounts included in the measurement of lease liabilities for leases 1,603 1,360 ROU assets obtained in exchange for lease liabilities - operating leases (1) - 16,140 Weighted-average remaining lease terms (in years) - operating leases 13 14 Weighted-average discount rate - operating leases 7.65 % 7.67 % Variable lease payments $ 279 $ 279 Operating lease costs 1,923 1,488 Total lease costs (2) $ 2,202 $ 1,767 (1) Right of Use Asset included in Premises and equipment on the consolidated balance sheet (2) Included in occupancy and equipment costs on the consolidated statements of income The following table represents the maturity of the Company's operating lease liabilities as of December 31, 2025: (Dollars in thousands) Maturity Analysis 2026 1,622 2027 1,657 2028 1,692 2029 1,679 2030 1,688 Thereafter 15,110 Total 23,448 Less: Present value discount ( 8,917 ) Lease liability $ 14,531 At December 31, 2025, operating lease right of use assets were $ 15.1 million and included in premises and equipment on the consolidated balance sheet. Operating lease liabilities of $ 14.5 million were included in other liabilities on the consolidated balance sheet. 106 Note 19 – Segments The Company operates as a single reportable segment that derives its revenue primarily from the business of banking. The Company's financial performance is monitored on a consolidated basis by the CEO, who is considered to be the CODM. This review is supported by the Chief Financial Officer, Chief Revenue Officer, and Chief Operating Officer. Financial performance is reported to the CODM monthly. The presentation of financial performance to the CODM is consistent with amounts and financial statement line items shown in the Company's consolidated balance sheets and consolidated statements of income. Additionally, the Company's significant expenses are adequately segmented by category and amount in the consolidated statements of income to include all significant items when considering both qualitative and quantitative factors. Significant expenses of the Company include compensation and benefits, net occupancy expense, equipment costs, data processing fees, and professional fees. All of the Company’s financial results are similar and considered by management to be aggregated into one reportable operating segment. The Company's revenue is primarily derived from the business of banking and the Company’s CODM evaluates financial performance on a consolidated Company-wide basis. Accordingly, all of the Company’s operations are considered by management to be aggregated in one reportable operating segment. The CODM uses net income to evaluate income generated from segment assets, compare performance to peer banks, and monitor budget-to-actual results. The CODM also is regularly provided with, and reviews, expense information at a level consistent with that disclosed in the Company's financial statements, including its significant expense categories, such as interest expense, provision for credit losses, salaries, employee benefits, and marketing. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure There are no items reportable under this item.