First United Corporation_September 30, 2025
Table of Contents
th
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended September 30, 2025
◻ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _______________ to ________________
Commission file number 0-14237
First United Corporation
(Exact name of registrant as specified in its charter)
Maryland
52-1380770
(State or other jurisdiction of
incorporation or organization)
(I. R. S. Employer Identification No.)
19 South Second Street , Oakland , Maryland
21550-0009
(Address of principal executive offices)
(Zip Code)
( 800 ) 470-4356
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbols
Name of each exchange on which registered
Common Stock
FUNC
Nasdaq Stock Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ◻
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ◻
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large Accelerated filer ◻
Accelerated Filer ◻
Non-Accelerated filer ☑
Smaller Reporting Company ☑
Emerging Growth Company ◻
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act. ◻
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ◻ No ☑
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 6,496,908 shares of common stock, par value $0.01 per share, as of October 31, 2025 .
Table of Contents
INDEX TO QUARTERLY REPORT
FIRST UNITED CORPORATION
Page
PART I. FINANCIAL INFORMATION
3
Item 1.
Financial Statements (unaudited)
3
Consolidated Statements of Financial Condition – September 30, 2025 and December 31, 2024
3
Consolidated Statements of Operations – for the nine and three months ended September 30, 2025 and 2024
4
Consolidated Statements of Comprehensive Income – for the nine and three months ended September 30, 2025 and 2024
6
Consolidated Statements of Changes in Shareholders’ Equity – for the nine and three months ended September 30, 2025 and 2024
8
Consolidated Statements of Cash Flows – for the nine months ended September 30, 2025 and 2024
10
Notes to Consolidated Financial Statements
11
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
49
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
68
Item 4.
Controls and Procedures
68
PART II. OTHER INFORMATION
69
Item 1.
Legal Proceedings
69
Item 1A.
Risk Factors
69
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
69
Item 3.
Defaults upon Senior Securities
69
Item 4.
Mine Safety Disclosures
69
Item 5.
Other Information
69
Item 6.
Exhibits
70
SIGNATURES
71
2
Table of Contents
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
First United Corporation and Subsidiaries
Consolidated Statements of Financial Condition
(In thousands, except share data - Unaudited)
September 30,
2025
December 31,
2024
Assets
Cash and due from banks
$
92,268
$
77,020
Interest bearing deposits in banks
2,907
1,307
Cash and cash equivalents
95,175
78,327
Investment securities – available for sale (at fair value)
105,060
94,494
Investment securities – held to maturity, net of allowance for credit losses of $ 102 at September 30, 2025 and $ 59 at December 31, 2024 (fair value $ 149,130 at September 30, 2025 and $ 144,760 at December 31, 2024)
172,818
175,497
Equity investments not held for trading with readily determinable fair values
1,020
—
Restricted investment in bank stock, at cost
4,628
5,768
Loans held for sale
861
806
Loans
1,496,762
1,480,793
Unearned fees
( 473 )
( 442 )
Allowance for credit losses
( 19,089 )
( 18,170 )
Net loans
1,477,200
1,462,181
Premises and equipment, net
30,369
30,081
Goodwill and other intangibles
11,526
11,773
Bank owned life insurance
49,997
48,952
Deferred tax assets
8,228
9,989
Other real estate owned, net
2,718
3,062
Repossessed assets
3,043
2,802
Right of use assets
984
1,204
Pension asset
21,382
17,824
Accrued interest receivable
7,479
7,473
Other assets
31,486
22,789
Total Assets
$
2,023,974
$
1,973,022
Liabilities and Shareholders’ Equity
Liabilities:
Non-interest bearing deposits
$
429,986
$
426,737
Interest bearing deposits
1,248,916
1,148,092
Total deposits
1,678,902
1,574,829
Short-term borrowings
20,207
65,409
Long-term borrowings
95,929
120,929
Operating lease liability
1,152
1,384
SERP deferred compensation
8,530
8,335
Allowance for credit losses on off-balance sheet credit exposures
981
863
Accrued interest payable
661
489
Other liabilities
16,824
20,065
Dividends payable
1,689
1,424
Total Liabilities
1,824,875
1,793,727
Shareholders’ Equity:
Common Stock – par value $ 0.01 per share; Authorized 25,000,000 shares; issued and outstanding 6,496,908 shares at September 30, 2025 and 6,471,096 at December 31, 2024
65
65
Surplus
21,290
20,476
Retained earnings
203,197
189,002
Accumulated other comprehensive loss, net of tax
( 25,453 )
( 30,248 )
Total Shareholders’ Equity
199,099
179,295
Total Liabilities and Shareholders’ Equity
$
2,023,974
$
1,973,022
See accompanying notes to the consolidated financial statements
3
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share data)
Nine Months Ended
September 30,
2025
2024
(Unaudited)
Interest income
Interest and fees on loans
$
67,109
$
60,457
Interest on investment securities
Taxable
5,365
5,088
Exempt from federal income tax
159
162
Total investment income
5,524
5,250
Other
2,062
2,561
Total interest income
74,695
68,268
Interest expense
Interest on deposits:
Savings
131
138
Interest-bearing transaction accounts
15,647
15,109
Time deposits
4,702
3,996
Total interest on deposits
20,480
19,243
Interest on short-term borrowings
58
1,437
Interest on long-term borrowings
4,031
3,310
Total Interest Expense
24,569
23,990
Net Interest income
50,126
44,278
Credit loss expense
Credit loss expense - loans
1,865
2,407
Credit loss expense - debt securities held to maturity
43
14
Credit loss expense/(credit) - off-balance sheet credit exposures
118
( 17 )
Total credit loss expense
2,026
2,404
Net interest income after provision for credit losses
48,100
41,874
Other operating income
Net gains on investments, available for sale
97
—
Net gains on sales of residential mortgage loans
401
282
Net gains on disposal of fixed assets
1
—
Net gains
499
282
Other Income
Service charges on deposit accounts
1,687
1,667
Other service charges
638
676
Trust department
7,157
6,771
Debit card income
2,884
2,931
Bank owned life insurance
1,045
1,000
Brokerage commissions
1,137
1,154
Other
288
288
Total other income
14,836
14,487
Total other operating income
15,335
14,769
Other operating expenses
Salaries and employee benefits
22,239
21,573
FDIC premiums
778
810
Equipment expense
1,658
2,185
Occupancy expense of premises
2,043
2,315
Data processing expense
4,620
4,073
Marketing expense
616
469
Professional services
1,704
1,412
Contract labor
456
416
Telephone
283
309
Other real estate owned expense, net
369
224
Investor relations
251
228
Contributions
224
181
Other
3,295
3,364
Total other operating expenses
38,536
37,559
Income before income tax expense
$
24,899
$
19,084
Provision for income tax expense
6,161
4,701
Net Income
$
18,738
$
14,383
Basic net income per share
$
2.89
$
2.20
Diluted net income per share
$
2.88
$
2.19
Weighted average number of basic shares outstanding
6,487
6,546
Weighted average number of diluted shares outstanding
6,501
6,558
Dividends declared per share
$
0.70
$
0.62
See accompanying notes to the consolidated financial statements
4
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share data)
Three Months Ended
September 30,
2025
2024
(Unaudited)
Interest income
Interest and fees on loans
$
23,060
$
21,018
Interest on investment securities
Taxable
1,826
1,647
Exempt from federal income tax
57
56
Total investment income
1,883
1,703
Other
819
536
Total interest income
25,762
23,257
Interest expense
Interest on deposits:
Savings
43
45
Interest-bearing transaction accounts
5,343
5,397
Time deposits
1,623
1,137
Total interest on deposits
7,009
6,579
Interest on short-term borrowings
17
467
Interest on long-term borrowings
1,333
983
Total Interest Expense
8,359
8,029
Net Interest income
17,403
15,228
Credit loss expense
Credit loss expense - loans
480
195
Credit loss expense - debt securities held to maturity
43
14
Credit loss (credit)/expense - off-balance sheet credit exposures
( 13 )
55
Total credit loss expense
510
264
Net interest income after provision for credit losses
16,893
14,964
Other operating income
Net gains on investments, available for sale
97
—
Net gains on sales of residential mortgage loans
163
141
Net gains on sales of fixed assets
1
—
Net gains
261
141
Other Income
Service charges on deposit accounts
563
555
Other service charges
218
236
Trust department
2,448
2,328
Debit card income
980
1,000
Bank owned life insurance
355
340
Brokerage commissions
346
297
Other
164
156
Total other income
5,074
4,912
Total other operating income
5,335
5,053
Other operating expenses
Salaries and employee benefits
7,589
7,160
FDIC premiums
266
256
Equipment expense
515
627
Occupancy expense of premises
679
709
Data processing expense
1,517
1,333
Marketing expense
182
151
Professional services
639
477
Contract labor
127
149
Telephone
89
97
Other real estate owned expense, net
69
124
Investor relations
57
84
Contributions
90
65
Other
1,167
1,082
Total other operating expenses
12,986
12,314
Income before income tax expense
$
9,242
$
7,703
Provision for income tax expense
2,294
1,932
Net Income
$
6,948
$
5,771
Basic net income per share
$
1.07
$
0.89
Diluted net income per share
$
1.07
$
0.89
Weighted average number of basic shares outstanding
6,496
6,468
Weighted average number of diluted shares outstanding
6,508
6,482
Dividends declared per share
$
0.26
$
0.22
See accompanying notes to the consolidated financial statements
5
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In thousands)
Nine Months Ended
September 30,
2025
2024
Comprehensive Income
(Unaudited)
Net Income
$
18,738
$
14,383
Other comprehensive income, net of tax and reclassification adjustments:
Available for sale securities:
Unrealized holding gain on investments with credit related impairment
513
103
Reclassification adjustment for accretable yield realized in income
152
152
Other comprehensive income/(loss) on investments with credit related impairment
361
( 49 )
Unrealized holding gains on all other AFS investments
3,225
2,044
Reclassification adjustment for gains realized in income
97
—
Other comprehensive income on all other AFS investments
3,128
2,044
Held to Maturity Securities
Unrealized holding gains on securities transferred to held to maturity
—
—
Reclassification adjustment for amortization realized in income
( 502 )
( 503 )
Other comprehensive income on HTM investments
502
503
Cash flow hedges:
Unrealized holding losses on cash flow hedges
( 287 )
( 319 )
Other comprehensive loss on cash flow hedges
( 287 )
( 319 )
Pension plan liability:
Unrealized holding gains on pension plan liability
2,455
4,181
Reclassification adjustment for amortization of unrecognized losses realized in income
( 397 )
( 608 )
Other comprehensive income on pension plan liability
2,852
4,789
SERP liability:
Unrealized holding gains on SERP liability
—
—
Reclassification adjustment for amortization of unrealized losses realized in income
—
( 118 )
Other comprehensive income on SERP liability
—
118
Other comprehensive income before income tax
6,556
7,086
Income tax effect related to other comprehensive income
( 1,761 )
( 1,872 )
Other comprehensive income, net of tax
4,795
5,214
Comprehensive income
$
23,533
$
19,597
See accompanying notes to the consolidated financial statements
6
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In thousands)
Three Months Ended
September 30,
2025
2024
Comprehensive Income
(Unaudited)
Net Income
$
6,948
$
5,771
Other comprehensive income, net of tax and reclassification adjustments:
Available for sale securities:
Unrealized holding gains on investments with credit related impairment
7
740
Reclassification adjustment for accretable yield realized in income
51
51
Other comprehensive (loss)/income on investments with credit related impairment
( 44 )
689
Unrealized holding gains on all other AFS investments
891
3,384
Reclassification adjustment for gains realized in income
97
—
Other comprehensive income on all other AFS investments
794
3,384
Held to Maturity Securities
Unrealized holding gains on securities transferred to held to maturity
—
—
Reclassification adjustment for amortization realized in income
( 185 )
( 182 )
Other comprehensive income on HTM investments
185
182
Cash flow hedges:
Unrealized holding losses on cash flow hedges
( 98 )
( 323 )
Other comprehensive loss on cash flow hedges
( 98 )
( 323 )
Pension plan liability:
Unrealized holding gains on pension plan liability
2,478
3,229
Reclassification adjustment for amortization of unrecognized losses realized in income
( 132 )
( 202 )
Other comprehensive income on pension plan liability
2,610
3,431
SERP liability:
Unrealized holding gains on SERP liability
—
—
Reclassification adjustment for amortization of unrealized losses realized in income
—
( 39 )
Other comprehensive income on SERP liability
—
39
Other comprehensive income before income tax
3,447
7,402
Income tax effect related to other comprehensive income
( 923 )
( 1,955 )
Other comprehensive income, net of tax
2,524
5,447
Comprehensive income
$
9,472
$
11,218
See accompanying notes to the consolidated financial statements
7
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
(In thousands, except per share data)
Common
Stock
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive
Loss, Net of Tax
Total
Shareholders'
Equity
Balance at January 1, 2025
$
65
$
20,476
$
189,002
$
( 30,248 )
$
179,295
Net income
5,806
5,806
Other comprehensive loss
( 111 )
( 111 )
Stock based compensation
55
55
Common stock issued - 7,538 shares
75
75
Common stock dividend declared - $ 0.22 per share
( 1,426 )
( 1,426 )
Balance at March 31, 2025
$
65
$
20,606
$
193,382
$
( 30,359 )
$
183,694
Net income
5,984
5,984
Other comprehensive income
2,382
2,382
Stock based compensation
440
440
Common stock issued - 15,977 shares
75
75
Common stock dividend declared - $ 0.22 per share
( 1,428 )
( 1,428 )
Balance at June 30, 2025
$
65
$
21,121
$
197,938
$
( 27,977 )
$
191,147
Net income
6,948
6,948
Other comprehensive income
2,524
2,524
Stock based compensation
93
93
Common stock issued - 2,297 shares
76
76
Common stock dividend declared- $ 0.26 per share
( 1,689 )
( 1,689 )
Balance at September 30, 2025
$
65
$
21,290
$
203,197
$
( 25,453 )
$
199,099
See accompanying notes to the consolidated financial statements
8
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
(In thousands, except per share data)
Common
Stock
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive
Loss, Net of Tax
Total
Shareholders'
Equity
Balance at January 1, 2024
$
66
$
23,734
$
173,900
$
( 35,827 )
$
161,873
Net income
3,698
3,698
Other comprehensive income
1,105
1,105
Stock based compensation
57
57
Common stock issued - 8,757 shares
74
74
Common stock dividend declared - $ 0.20 per share
( 1,326 )
( 1,326 )
Balance at March 31, 2024
$
66
$
23,865
$
176,272
$
( 34,722 )
$
165,481
Net income
4,914
4,914
Other comprehensive loss
( 1,338 )
( 1,338 )
Stock based compensation
376
376
Common stock issued - 18,756 shares
70
70
Common stock repurchased - 201,800 shares
( 1 )
( 4,031 )
( 4,032 )
Common stock dividend declared - $ 0.20 per share
( 1,294 )
( 1,294 )
Balance at June 30, 2024
$
65
$
20,280
$
179,892
$
( 36,060 )
$
164,177
Net income
5,771
5,771
Other comprehensive income
5,447
5,447
Stock based compensation
( 63 )
( 63 )
Common stock issued - 2,964 shares
71
71
Common stock dividend declared- $ 0.22 per share
( 1,424 )
( 1,424 )
Balance at September 30, 2024
$
65
$
20,288
$
184,239
$
( 30,613 )
$
173,979
See accompanying notes to the consolidated financial statements
9
Table of Contents
First United Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
Nine Months Ended
September 30,
2025
2024
(Unaudited)
Operating activities
Net income
$
18,738
$
14,383
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses
2,026
2,404
Depreciation
1,935
2,633
Stock based compensation
588
370
Gains on sales of other real estate owned, net
( 79 )
( 132 )
Write-downs of other real estate owned, net
41
—
Originations of loans held for sale
( 5,816 )
( 7,456 )
Proceeds from sales of loans held for sale
6,162
7,949
Gains from sales of loans held for sale
( 401 )
( 282 )
Gains on disposal of fixed assets
( 1 )
—
Net accretion of investment securities discounts and premiums- AFS
( 142 )
( 66 )
Net accretion of investment securities discounts and premiums- HTM
( 436 )
( 457 )
Amortization of intangible assets
247
247
Gains on sales of investment securities – AFS
( 97 )
—
Earnings on bank owned life insurance
( 1,045 )
( 1,000 )
Amortization of deferred loan fees, net
( 160 )
( 137 )
Amortization of operating lease right of use asset
220
204
Increase in accrued interest receivable and other assets
( 7,268 )
( 957 )
Deferred tax (benefit)/expense
( 1,761 )
1,776
Amortization of operating lease liability
( 232 )
( 213 )
Decrease in accrued interest payable and other liabilities
( 3,042 )
( 6,230 )
Net cash provided by operating activities
9,477
13,036
Investing activities
Proceeds from maturities/calls of investment securities - AFS
4,031
6,069
Proceeds from maturities/calls of investment securities - HTM
5,424
42,557
Proceeds from sales of investment securities - AFS
8,965
—
Purchases of investment securities - AFS
( 19,831 )
—
Purchases of investment securities - HTM
( 2,352 )
( 1,871 )
Purchases of equity securities with readily determinable fair market values
( 1,020 )
—
Proceeds from sales of other real estate owned
612
1,834
Proceeds from disposal of fixed assets
1
—
Net decrease/(increase) in restricted stock
1,140
( 515 )
Net increase in loans
( 17,195 )
( 43,032 )
Purchases of premises and equipment
( 2,223 )
( 1,878 )
Net cash (used in)/provided by investing activities
( 22,448 )
3,164
Financing activities
Net increase/(decrease) in deposits
104,073
( 10,582 )
Issuance of common stock
226
215
Cash dividends paid on common stock
( 4,278 )
( 3,951 )
Net (decrease)/increase in short-term borrowings
( 45,202 )
4,788
Stock repurchase
—
( 4,031 )
Proceeds from long-term borrowings
—
90,000
Payments of long-term borrowings
( 25,000 )
( 80,000 )
Net cash provided by/(used in) financing activities
29,819
( 3,561 )
Increase in cash and cash equivalents
16,848
12,639
Cash and cash equivalents at beginning of the year
78,327
49,753
Cash and cash equivalents at end of period
$
95,175
$
62,392
Supplemental information
Interest paid
$
25,030
$
22,748
Taxes paid
$
6,309
$
3,243
Non-cash investing activities:
Transfers from loans to other real estate owned
$
—
$
69
Transfers from loans to other repossessed assets
$
241
$
—
See accompanying notes to the consolidated financial statements
10
Table of Contents
FIRST UNITED CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1 – Basis of Presentation
The financial information is presented in accordance with generally accepted accounting principles and general practice for financial institutions in the United States of America (“GAAP”). First United Corporation has prepared these unaudited condensed consolidated financial statements in accordance with GAAP for interim financial information, rules of the Securities and Exchange Commission that permit reduced disclosure for interim periods, and Article 8 of Regulation S-X. Operating results for the nine- and three-month periods ended September 30, 2025 are not necessarily indicative of the results that may be expected for the full year or for any future interim period. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in First United Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024.
In preparing financial statements, management is required to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities as of the date of financial statements. In addition, these estimates and assumptions affect revenues and expenses in the financial statements and, as such, actual results could differ from those estimates.
In the opinion of management, all adjustments (all of which are of a normal recurring nature) that are necessary for a fair statement are reflected in the unaudited condensed consolidated financial statements.
Principles of Consolidation
The consolidated financial statements include the accounts of First United Corporation, First United Bank & Trust (the “Bank”), First United Statutory Trust I, First United Statutory Trust II, OakFirst Loan Center, LLC, OakFirst Loan Center, Inc. and First OREO Trust. All significant inter-company accounts and transactions have been eliminated.
As used in these notes, the terms “the Corporation” “we”, “us”, and “our” refer to First United Corporation and, unless the context clearly requires otherwise, its consolidated subsidiaries.
The Corporation has evaluated events and transactions occurring subsequent to the statement of financial condition date of September 30, 2025 and through the date these consolidated financial statements were issued, for items of potential recognition or disclosure.
Note 2 – Accounting Statements Issued but Not Yet Adopted
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” ASU 2023-09 requires public business entities to disclose in their rate reconciliation table additional categories of information about Federal, state, and foreign income taxes and to provide more details about the reconciling items in some categories if items meet a quantitative threshold. ASU No. 2023-09 also requires all entities to disclose income taxes paid, net of refunds, disaggregated by Federal, state, and foreign taxes for annual periods and to disaggregate the information by jurisdiction based on a quantitative threshold, among other things. ASU No. 2023-09 became effective for annual periods beginning after December 15, 2024 and early adoption is permitted. First United Corporation will adopt this ASU in its annual report for the period ending December 31, 2025 and does not believe that such adoption will have a material impact on the Corporation’s financial statements.
In November 2024, FASB issued ASU No. 2024-03, “Income Statement- Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” ASU No. 2024-03 requires disaggregated disclosure of income statement expenses for public business entities. ASU No. 2024-03 requires new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. ASU No. 2024-03 is effective on a prospective basis for annual periods beginning
11
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after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, though early adoption and retrospective application is permitted. ASU No. 2024-03 is not expected to have a material impact on our financial statements.
In July 2025, FASB issued ASU No. 2025-05, “Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.” ASU No. 2025-05 provides all entities with a practical expedient in developing reasonable and supportable forecasts as part of estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606. ASU No. 2025-05 is effective on a prospective basis or annual periods beginning after December 15, 2025, though early adoption and retroactive application is permitted. ASU No. 2025-05 is not expected to have a material impact on our financial statements.
In September 2025, FASB issued ASU No. 2025-06, “Intangibles- Goodwill and Other Internal Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” ASU No. 2025-06 applies to all entities subject to internal-use software guidance in Subtopic 350-40 and website development costs in accordance with Subtopic 350-50. The amendments in ASU No.2025-06 remove all reference to prescriptive and sequential software development stages. Therefore, an entity is required to start capitalizing software costs when both the following occur: 1) management has authorized and committed to funding the software project and 2) it is probable that the project will be completed and the software will be used to perform the function intended. ASU No. 2025-06 is effective on a prospective basis on annual periods beginning after December 15, 2027, though early adoption and retroactive application is permitted. ASU No. 2025.06 is not expected to have a material impact on our financial statements.
Note 3 – Earnings Per Share
Basic earnings per share is derived by dividing net income available to shareholders by the weighted-average number of common shares outstanding during the period and does not include the effect of any potentially dilutive common stock equivalents. Diluted earnings per share is derived by dividing net income available to shareholders by the weighted-average number of shares outstanding, adjusted for the dilutive effect of outstanding common stock equivalents, such as restricted stock units (“RSUs”). There were no anti-dilutive shares outstanding at September 30, 2025 or September 30, 2024.
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The following table sets forth the calculation of basic and diluted earnings per common share for the nine- and three-month periods ended September 30, 2025 and 2024:
Nine months ended September 30,
2025
2024
Weighted
Weighted
Average
Per Share
Average
Per Share
(in thousands, except for per share amount)
Income
Shares
Amount
Income
Shares
Amount
Basic Earnings Per Share:
Net income
$
18,738
6,487
$
2.89
$
14,383
6,546
$
2.20
Diluted Earnings Per Share:
Restricted stock units
14
12
Net income
$
18,738
6,501
$
2.88
$
14,383
6,558
$
2.19
Three months ended September 30,
2025
2024
Weighted
Weighted
Average
Per Share
Average
Per Share
(in thousands, except for per share amount)
Income
Shares
Amount
Income
Shares
Amount
Basic Earnings Per Share:
Net income
$
6,948
6,496
$
1.07
$
5,771
6,468
$
0.89
Diluted Earnings Per Share:
Restricted stock units
12
14
Net income
$
6,948
6,508
$
1.07
$
5,771
6,482
$
0.89
Note 4 – Investments
The following tables show a comparison of amortized cost and fair values of investment securities at September 30, 2025 and December 31, 2024:
(in thousands)
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Allowance for Credit Losses
Estimated Fair Value
September 30, 2025
Available for Sale:
U.S. government agencies
$
2,000
$
—
$
624
$
—
$
1,376
Residential mortgage-backed agencies
24,273
30
3,384
—
20,919
Commercial mortgage-backed agencies
37,988
—
7,943
—
30,045
Collateralized mortgage obligations
30,615
28
2,528
—
28,115
Obligations of states and political subdivisions
8,556
25
110
—
8,471
Corporate bonds
1,000
—
85
—
915
Collateralized debt obligations
18,759
—
3,540
—
15,219
Total available for sale
$
123,191
$
83
$
18,214
$
—
$
105,060
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(in thousands)
Amortized
Cost
Gross
Unrecognized
Gains
Gross
Unrecognized
Losses
Estimated Fair Value
Allowance for Credit Losses
September 30, 2025
Held to Maturity:
U.S. government agencies
$
68,521
$
—
$
8,337
$
60,184
$
—
Residential mortgage-backed agencies
32,834
83
2,626
30,291
—
Commercial mortgage-backed agencies
20,995
—
5,238
15,757
—
Collateralized mortgage obligations
46,171
—
7,300
38,871
—
Obligations of states and political subdivisions
4,399
219
591
4,027
102
Total held to maturity
$
172,920
$
302
$
24,092
$
149,130
$
102
(in thousands)
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Allowance for Credit Losses
Estimated Fair Value
December 31, 2024
Available for Sale:
U.S. government agencies
$
7,000
$
—
$
885
$
—
$
6,115
Residential mortgage-backed agencies
24,621
—
4,425
—
20,196
Commercial mortgage-backed agencies
37,205
—
8,571
—
28,634
Collateralized mortgage obligations
21,069
—
3,343
—
17,726
Obligations of states and political subdivisions
6,533
—
324
—
6,209
Corporate bonds
1,000
—
104
—
896
Collateralized debt obligations
18,686
—
3,968
—
14,718
Total available for sale
$
116,114
$
—
$
21,620
$
—
$
94,494
(in thousands)
Amortized
Cost
Gross
Unrecognized
Gains
Gross
Unrecognized
Losses
Estimated Fair Value
Allowance for Credit Losses
December 31, 2024
Held to Maturity:
U.S. government agencies
$
68,301
$
—
$
11,192
$
57,109
$
—
Residential mortgage-backed agencies
32,171
1
3,561
28,611
—
Commercial mortgage-backed agencies
21,134
—
5,794
15,340
—
Collateralized mortgage obligations
49,439
—
9,724
39,715
—
Obligations of states and political subdivisions
4,511
177
703
3,985
59
Total held to maturity
$
175,556
$
178
$
30,974
$
144,760
$
59
Proceeds from sales and calls of available-for-sale (“AFS”) securities and the realized gains and losses for the nine- and three-month periods ended September 30, 2025 and 2024 are as follows:
Nine Months Ended
Three Months Ended
September 30,
September 30,
(in thousands)
2025
2024
2025
2024
Proceeds
$
8,965
$
—
$
8,965
$
—
Realized gains
203
—
203
—
Realized losses
106
—
106
—
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The Corporation utilizes FASB Accounting Standards Codification (“ASC”) Topic 326 to evaluate its AFS and held-to-maturity (“HTM”) debt security portfolio for expected credit losses.
For any AFS debt security in an unrealized loss position, the Corporation first assesses whether it intends to sell, or it is more likely than not that the Corporation will be required to sell, the security before recovery to its amortized cost basis. If either criterion regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For AFS debt securities that do not meet the aforementioned criteria, the Corporation evaluates whether any decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses (“ACL”) is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through the ACL is recorded in other comprehensive income (“OCI”).
The Corporation adopted ASC Topic 326 using the prospective transition approach for debt securities for which other than temporary impairment (“OTTI”) had been recognized prior to January 1, 2023, such as AFS collateralized debt obligations. As a result, the amortized cost basis for such debt securities remained the same before and after the effective date of ASC Topic 326. The effective interest rate on these debt securities was not changed. Amounts of OTTI that were recorded prior to January 1, 2023 are being accreted into income over the remaining life of the assets.
The ACL on HTM securities is a contra-asset valuation account, calculated in accordance with ASC Topic 326. Management measures expected credit losses on HTM debt securities on a collective basis by major security type. Management has elected to not measure an ACL for accrued interest on securities. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.
Management classifies the HTM portfolio into the following major security types: (i) securities issued or guaranteed by U.S. government agencies (including U.S. treasuries, agency bonds, and U.S. guaranteed residential mortgage-backed securities, commercial mortgage-backed securities, and collateralized mortgage obligations); (ii) rated municipal securities; and (iii) unrated municipal securities. With regard to securities issued by U.S. government agencies and corporations, it is expected that the securities will not settle at prices that are less than the amortized cost bases of the securities, as such securities are backed by the full faith and credit of and/or guaranteed by the U.S. government. Accordingly, no ACL has been recorded on these securities. With regard to securities issued by states and political subdivisions, management considers (x) issuer bond ratings, (y) historical loss rates for given bond ratings, and (z) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities. Non-rated securities are evaluated internally based on financial performance and expected future cash flows.
As of September 30, 2025 and December 31, 2024, the Corporation recorded ACL of approximately $ 102,000 and $ 59,000 , respectively, related to one municipal bond in its HTM security portfolio.
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The following tables show the Corporation’s investment securities with gross unrealized and unrecognized losses and fair values at September 30, 2025 and December 31, 2024, aggregated by investment category and the length of time that individual securities have been in a continuous unrealized and unrecognized loss position:
Less than 12 months
12 months or more
(in thousands)
Fair
Value
Unrealized
Losses
Number of
Investments
Fair
Value
Unrealized
Losses
Number of
Investments
September 30, 2025
Available for Sale:
U.S. government agencies
$
—
$
—
—
$
1,376
$
624
1
Residential mortgage-backed agencies
—
—
—
17,610
3,384
3
Commercial mortgage-backed agencies
3,092
126
2
26,953
7,817
8
Collateralized mortgage obligations
8,955
45
1
14,479
2,483
9
Obligations of states and political subdivisions
—
—
—
4,183
110
4
Corporate bonds
—
—
—
915
85
1
Collateralized debt obligations
—
—
—
15,219
3,540
9
Total available for sale
$
12,047
$
171
3
$
80,735
$
18,043
35
Less than 12 months
12 months or more
(in thousands)
Fair
Value
Unrecognized
Losses
Number of
Investments
Fair
Value
Unrecognized
Losses
Number of
Investments
September 30, 2025
Held to Maturity:
U.S. government agencies
$
—
$
—
—
$
60,184
8,337
9
Residential mortgage-backed agencies
2,247
8
2
19,718
2,618
35
Commercial mortgage-backed agencies
—
—
—
15,757
5,238
2
Collateralized mortgage obligations
—
—
—
38,871
7,300
8
Obligations of states and political subdivisions
—
—
—
2,269
591
1
Total held to maturity
$
2,247
$
8
2
$
136,799
$
24,084
55
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Less than 12 months
12 months or more
(in thousands)
Fair
Value
Unrealized
Losses
Number of
Investments
Fair
Value
Unrealized
Losses
Number of
Investments
December 31, 2024
Available for Sale:
U.S. government agencies
$
—
$
—
—
$
6,115
$
885
2
Residential mortgage-backed agencies
1,974
18
1
18,222
4,407
3
Commercial mortgage-backed agencies
1,688
59
1
26,946
8,512
8
Collateralized mortgage obligations
2,892
50
1
14,834
3,293
9
Obligations of states and political subdivisions
1,224
18
2
3,742
306
3
Corporate Bonds
—
—
—
896
104
1
Collateralized debt obligations
—
—
—
14,718
3,968
9
Total available for sale
$
7,778
$
145
5
$
85,473
$
21,475
35
Less than 12 months
12 months or more
(in thousands)
Fair
Value
Unrecognized
Losses
Number of
Investments
Fair
Value
Unrecognized
Losses
Number of
Investments
December 31, 2024
Held to Maturity:
U.S. government agencies
$
—
$
—
—
$
57,109
$
11,192
9
Residential mortgage-backed agencies
8,291
132
5
20,243
3,429
35
Commercial mortgage-backed agencies
—
—
—
15,340
5,794
2
Collateralized mortgage obligations
—
—
—
39,715
9,724
8
Obligations of states and political subdivisions
—
—
—
2,179
703
1
Total held to maturity
$
8,291
$
132
5
$
134,586
$
30,842
55
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The amortized cost and estimated fair value of securities by contractual maturities at September 30, 2025 are shown in the following table. Expected maturities for mortgage-backed securities and collateralized mortgage obligations will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
September 30, 2025
(in thousands)
Amortized
Cost
Fair
Value
Contractual Maturity
Available for Sale:
Due in one year or less
$
2,241
$
2,251
Due after five years through ten years
4,418
4,329
Due after ten years
23,656
19,401
30,315
25,981
Residential mortgage-backed agencies
24,273
20,919
Commercial mortgage-backed agencies
37,988
30,045
Collateralized mortgage obligations
30,615
28,115
Total available for sale
$
123,191
$
105,060
Held to Maturity:
Due after one year through five years
$
17,050
$
16,542
Due after five years through ten years
36,052
32,102
Due after ten years
19,818
15,567
72,920
64,211
Residential mortgage-backed agencies
32,834
30,291
Commercial mortgage-backed agencies
20,995
15,757
Collateralized mortgage obligations
46,171
38,871
Total held to maturity
$
172,920
$
149,130
At September 30, 2025 and December 31, 2024, AFS investment securities with an aggregate fair value of $ 88.0 million and $ 71.6 million, respectively, and HTM investment securities with an aggregate book value of $ 171.0 million and $ 161.2 million, respectively, were pledged as permitted or required to secure public deposits, for securities sold under agreements to repurchase as required or permitted by law and as collateral for borrowing capacity.
Note 5 – Loans and Related Allowance for Credit Losses
The following table summarizes the primary segments of the loan portfolio at September 30, 2025 and December 31, 2024:
(in thousands)
Commercial
Real Estate
Acquisition
and
Development
Commercial
and
Industrial
Residential
Mortgage
Consumer
Total
September 30, 2025
Individually evaluated for impairment
$
516
$
—
$
1,131
$
1,686
$
—
$
3,333
Collectively evaluated for impairment
553,902
93,968
277,948
519,631
47,980
1,493,429
Total loans
$
554,418
$
93,968
$
279,079
$
521,317
$
47,980
$
1,496,762
December 31, 2024
Individually evaluated for impairment
$
574
$
—
$
2,048
$
1,810
$
—
$
4,432
Collectively evaluated for impairment
525,790
95,314
285,486
517,005
52,766
1,476,361
Total loans
$
526,364
$
95,314
$
287,534
$
518,815
$
52,766
$
1,480,793
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The following table presents the classes of the loan portfolio summarized by the aging categories of performing loans and non-accrual loans at September 30, 2025 and December 31, 2024:
(in thousands)
Current
30-59 Days
Past Due
60-89 Days
Past Due
90 Days+
Past Due
Total Past
Due and
Accruing
Non-
Accrual
Total Loans
September 30, 2025
Commercial real estate:
Non-owner-occupied
$
315,894
$
—
$
103
$
—
$
103
$
—
$
315,997
All other CRE
237,521
—
307
—
307
593
238,421
Acquisition and development:
1-4 family residential construction
21,444
—
—
—
—
—
21,444
All other A&D
72,502
—
—
—
—
22
72,524
Commercial and industrial
277,479
75
388
6
469
1,131
279,079
Residential mortgage:
Residential mortgage - term
450,611
65
768
469
1,302
1,929
453,842
Residential mortgage - home equity
66,148
754
126
308
1,188
139
67,475
Consumer
47,453
433
65
18
516
11
47,980
Total
$
1,489,052
$
1,327
$
1,757
$
801
$
3,885
$
3,825
$
1,496,762
December 31, 2024
Commercial real estate:
Non-owner-occupied
$
296,259
$
—
$
—
$
—
$
—
$
—
$
296,259
All other CRE
228,875
257
—
317
574
656
230,105
Acquisition and development:
1-4 family residential construction
16,630
—
—
—
—
—
16,630
All other A&D
78,588
—
14
—
14
82
78,684
Commercial and industrial
285,675
—
21
—
21
1,838
287,534
Residential mortgage:
Residential mortgage - term
447,161
66
2,411
504
2,981
2,100
452,242
Residential mortgage - home equity
65,824
371
228
69
668
81
66,573
Consumer
52,117
364
83
28
475
174
52,766
Total
$
1,471,129
$
1,058
$
2,757
$
918
$
4,733
$
4,931
$
1,480,793
Non-accrual loans that have been subject to partial charge-offs totaled $ 0.3 million and $ 0.7 million at September 30, 2025 and December 31, 2024, respectively. Loans secured by 1-4 family residential real estate properties in the process of foreclosure totaled $ 0.2 million and $ 1.6 million at September 30, 2025 and December 31, 2024, respectively. As a percentage of the loan portfolio, accruing loans past due 30 days or more were 0.26 % at September 30, 2025 compared to 0.32 % at December 31, 2024.
A loan that is considered a non-accrual or modified loan may be subject to the individually evaluated loan analysis if the commitment is $ 0.1 million or greater; otherwise, the modified loan remains in the appropriate segment in the ACL model and associated reserves are adjusted based on changes in the discounted cash flows resulting from the modification of the modified loan. For a discussion with respect to reserve calculations regarding individually evaluated loans, refer to the “Nonrecurring Loans” section in Note 6, Fair Value of Financial Instruments.
The Corporation maintains an ACL at a level determined to be adequate to absorb expected credit losses associated with the Corporation’s financial instruments over the life of those instruments as of the balance sheet date. The Corporation develops and documents a systematic ACL methodology based on the following portfolio segments: (i) commercial real estate; (ii) acquisition and development; (iii) commercial and industrial; (iv) residential mortgage; and (v) consumer. The Corporation’s loan portfolio is
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segmented by homogeneous loan types that behave similarly to economic cycles. The following is a discussion of the key risks by portfolio segment that management assesses in preparing the ACL.
Commercial Real Estate- loans are secured by commercial purpose real estate, including both owner-occupied properties and properties obtained for investment purposes, such as hotels, strip malls and apartments. Operations of the individual projects as well as global cash flows of the debtors are the primary source of repayment of these loans. The condition of the local economy is an important indicator of risk, but there are more specific risks depending on the collateral type as well as the business.
Acquisition and Development- loans include both commercial and consumer. Commercial loans are made to finance construction of buildings or other structures, as well as to finance the acquisition and development of raw land for various purposes. While the risk of these loans is generally confined to the construction period, if there are problems, the project may not be completed, and as such, may not provide sufficient cash flow on its own to service the debt or have sufficient value in a liquidation to cover the outstanding principal. The condition of the local economy is an important indicator of risk, but there are also more specific risks depending on the type of project and the experience and resources of the developer. Consumer loans are made for the construction of residential homes for which a binding sales contract exists and generally are for a period of time sufficient to complete construction. Residential construction loans to individuals generally provide for the payment of interest only during the construction phase. Credit risk for residential real estate construction loans can arise from construction delays, cost overruns, failure of the contractor to complete the project to specifications and economic conditions that could impact demand for supply of the property being constructed.
Commercial and Industrial- loans are made to operating companies or manufacturers for the purpose of production, operating capacity, accounts receivable, inventory or equipment financing. Cash flow from the operations of the borrower is the primary source of repayment for these loans. The condition of the local economy is an important indicator of risk, but there are also more specific risks depending on the industry of the borrower. The collateral for these types of loans often does not have sufficient value in a distressed or liquidation scenario to satisfy the outstanding debt. These loans are also made to local municipalities for various purposes including refinancing existing obligations, infrastructure up-fit and expansion, or to purchase new equipment. The primary repayment source for local municipalities includes the tax base of the municipality, specific revenue streams related to the infrastructure financed, and other business operations of the municipal authority. The health and stability of state and local economies directly impacts each municipality’s tax basis and are important indicators of risk for this segment. The ability of each municipality to increase taxes and fees to offset service requirements give this type of loan a very low risk profile in the continuum of the Corporation’s loan portfolio.
Residential Mortgage- loans are secured by first and second liens such as home equity lines of credit and 1-4 family residential mortgages. The primary source of repayment for these loans is the income of the borrower. The condition of the local economy, in particular the unemployment rate, is an important indicator of risk for this segment. The state of the local housing market can also have a significant impact on this segment because low demand and/or declining home values can limit the ability of borrowers to sell a property and satisfy debt.
Consumer- loans are made to individuals and may be either secured by assets other than real estate or unsecured. This segment includes automobile loans and unsecured loans and lines of credit. The primary source of repayment for these loans is the income and assets of the borrower. The condition of the local economy, in particular the unemployment rate, is an important indicator of risk for this segment. The value of the collateral, if there is any, is less likely to be a source of repayment due to less certain collateral values.
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Table of Contents
The following table summarizes the primary segments of the ACL at September 30, 2025 and December 31, 2024, segregated by the amount required for loans individually evaluated for impairment and the amount required for loans collectively evaluated for impairment:
(in thousands)
Commercial
Real Estate
Acquisition
and
Development
Commercial
and
Industrial
Residential
Mortgage
Consumer
Total
September 30, 2025
Individually evaluated
for impairment
$
—
$
—
$
—
$
—
$
—
$
—
Collectively evaluated
for impairment
5,811
1,003
4,478
7,101
696
19,089
Total ACL
$
5,811
$
1,003
$
4,478
$
7,101
$
696
$
19,089
December 31, 2024
Individually evaluated
for impairment
$
—
$
—
$
—
$
—
$
—
$
—
Collectively evaluated
for impairment
5,272
909
4,205
7,010
774
18,170
Total ACL
$
5,272
$
909
$
4,205
$
7,010
$
774
$
18,170
Changes in the fair value of the types of collateral for individually evaluated loans are reported as provision for credit loss in the period of change. The evaluation of the need and amount of a specific allocation of the ACL and whether a loan can be removed from impairment status is made on a quarterly basis.
The following tables present the amortized cost basis of collateral-dependent individually evaluated loans as of September 30, 2025 and December 31, 2024.
September 30, 2025
(in thousands)
Real Estate
Other Collateral
Non-Accrual Loans with No Allowance
Commercial real estate
$
516
$
—
$
516
Commercial and industrial
—
1,131
1,131
Residential mortgage
1,686
—
1,686
Total Loans
$
2,202
$
1,131
$
3,333
December 31, 2024
(in thousands)
Real Estate
Other Collateral
Non-Accrual Loans with No Allowance
Commercial real estate
$
574
$
—
$
574
Commercial and industrial
—
2,048
2,048
Residential mortgage
1,810
—
1,810
Total Loans
$
2,384
$
2,048
$
4,432
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The following tables present the activity in the ACL for the nine- and three-month periods ended September 30, 2025 and 2024:
Nine months ended (in thousands)
Commercial
Real Estate
Acquisition
and
Development
Commercial
and
Industrial
Residential
Mortgage
Consumer
Total
Beginning balance at January 1, 2025
$
5,272
$
909
$
4,205
$
7,010
$
774
$
18,170
Loan charge-offs
—
( 9 )
( 897 )
( 15 )
( 612 )
( 1,533 )
Recoveries collected
—
304
35
36
212
587
Credit loss expense/(credit)
539
( 201 )
1,135
70
322
1,865
ACL balance at September 30, 2025
$
5,811
$
1,003
$
4,478
$
7,101
$
696
$
19,089
Beginning balance at January 1, 2024
$
5,120
$
940
$
3,717
$
6,774
$
929
$
17,480
Loan charge-offs
—
—
( 1,297 )
( 45 )
( 1,193 )
( 2,535 )
Recoveries collected
37
48
203
68
302
658
Credit loss (credit)/expense
( 250 )
( 44 )
1,848
44
809
2,407
ACL balance at September 30, 2024
$
4,907
$
944
$
4,471
$
6,841
$
847
$
18,010
Three months ended (in thousands)
Commercial
Real Estate
Acquisition
and
Development
Commercial
and
Industrial
Residential
Mortgage
Consumer
Total
ACL balance at July 1, 2025
$
6,166
$
1,043
$
4,226
$
6,902
$
707
$
19,044
Loan charge-offs
—
—
( 527 )
( 15 )
( 213 )
( 755 )
Recoveries collected
—
233
22
7
58
320
Credit loss (credit)/expense
( 355 )
( 273 )
757
207
144
480
ACL balance at September 30, 2025
$
5,811
$
1,003
$
4,478
$
7,101
$
696
$
19,089
ACL balance at July 1, 2024
$
4,852
$
992
$
3,964
$
7,162
$
953
$
17,923
Loan charge-offs
—
—
( 67 )
—
( 369 )
( 436 )
Recoveries collected
—
42
170
41
75
328
Credit loss expense/(credit)
55
( 90 )
404
( 362 )
188
195
ACL balance at September 30, 2024
$
4,907
$
944
$
4,471
$
6,841
$
847
$
18,010
The Corporation’s methodology for estimating the ACL includes:
Segmentation. The Corporation’s loan portfolio is segmented by homogeneous loan types that behave similarly to economic cycles.
Specific Analysis. A specific reserve analysis is applied to certain individually evaluated loans. These loans are evaluated quarterly generally based on collateral value, observable market value or the present value of expected future cash flows. A specific reserve is established if the fair value is less than the loan balance. A charge-off is recognized when the loss is quantifiable. Individually evaluated loans not specifically analyzed reside in the quantitative analysis.
Quantitative Analysis. The Corporation has elected to use discounted cash flows. Economic forecasts include but are not limited to unemployment, the Consumer Price Index, the Housing Affordability Index, and Gross State Product. These forecasts are assumed to revert to the long-term average and are utilized in the model to estimate the probability of default and the loss given default is the estimated loss rate, which varies over time. The estimated loss rate is applied within the appropriate periods in the cash flow model to determine the net present value. Net present value is also impacted by assumption related to the duration between default and recovery. The reserve is based on the difference between the summation of the principal balances taking amortized costs into consideration and the summation of the net present values.
The Corporation has elected to forecast out the first four quarters of the credit loss estimate and revert this forecast to long-term historical averages on a straight-line basis over eight quarters. By reverting these modeling inputs to their historical average
22
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and considering loan/borrower specific attributes, our models are intended to yield a measurement of expected credit losses that reflects our average historical loss rates for periods subsequent to the reversion period.
Qualitative Analysis. Based on management’s review and analysis of internal, external and model risks, management may adjust the model output. Management reviews the peaks and troughs of the model’s calibrations, taking into account economic forecasts to develop guardrails that serve as the basis for determining the reasonableness of the model’s output and makes adjustments as necessary. This process challenges unexpected variability resulting from outputs beyond the model’s calibrations that appear to be unreasonable. Management also enhances the calculation through the use of Moody’s economic forecast data in its calculation. Additionally, management may adjust the economic forecast if it is incompatible with known market conditions based on management’s experience and perspective.
The ACL is based on estimates, and actual losses may vary from current estimates. Management believes that the granularity of the homogeneous pools and the related historical loss ratios and other qualitative factors, as well as the consistency in the application of assumptions, result in an ACL that is representative of the risk found in the components of the portfolio at any given date.
Credit Quality Indicators:
The Corporation’s portfolio grading analysis estimates the capability of the borrower to repay the contractual obligations of the loan agreements as scheduled or at all. The Corporation’s internal credit risk grading system is based on debt service coverage, collateral values and other subjective factors. Mortgage and consumer loans are defaulted to pass grade until a loan migrates to past due status.
The Corporation has a loan review policy and annual scope report that details the level of loan review for loans in a given year. The annual loan review provides the Credit Risk Committee with an independent analysis of the following: (i) credit quality of the loan portfolio; (ii) compliance with loan policy; (iii) adequacy of documentation in credit files; and (iv) validity of risk ratings.
The Corporation’s internally assigned grades are as follows:
Pass - The Corporation uses six grades of pass, including its watch rating. Generally, a pass rating indicates that the loan is currently performing and is of high quality.
Special Mention - Assets with potential weaknesses that warrant management’s close attention and if left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date.
Substandard - Assets that are inadequately protected by the current sound worth and paying capacity of the obligor or by the collateral pledged, if any. Assets so classified have a well-defined weakness, or weaknesses that jeopardize the liquidation of the debt. Such assets are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
Doubtful - Assets with all weaknesses inherent in one classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable.
Loss - Assets considered of such little value that its continuance on the books is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather it is not practical to defer writing off this basically worthless asset even though partial recovery may be affected in the future.
The ability of borrowers to repay commercial loans is dependent upon the success of their business and general economic conditions. Due to the greater potential for loss within our commercial portfolio, we monitor the commercial loan portfolio through an internal risk rating system. Loan risk ratings are assigned based upon the creditworthiness of the borrower and are reviewed on an ongoing basis according to our internal policies. Loans rated special mention or substandard have potential or well-defined weaknesses not generally found in high quality, performing loans, and require attention from management to limit loss.
23
Table of Contents
The following tables present loan balances by year of origination and internally assigned risk rating for our portfolio segments for the periods presented:
(in thousands)
2025
2024
2023
2022
2021
2020 and Prior
Revolving
Total Portfolio Loans
September 30, 2025
Commercial real estate:
Non-owner-occupied
Pass
$
22,454
$
22,556
$
35,640
$
70,490
$
28,017
$
125,502
$
9,341
$
314,000
Special Mention
—
—
103
—
—
—
—
103
Substandard
—
—
—
—
—
1,894
—
1,894
Total non-owner occupied
22,454
22,556
35,743
70,490
28,017
127,396
9,341
315,997
Current period gross charge-offs
—
—
—
—
—
—
—
—
All other CRE
Pass
14,806
52,970
31,877
27,309
21,233
77,826
4,392
230,413
Special Mention
—
—
—
—
870
712
—
1,582
Substandard
—
920
—
—
1,719
3,239
548
6,426
Total all other CRE
14,806
53,890
31,877
27,309
23,822
81,777
4,940
238,421
Current period gross charge-offs
—
—
—
—
—
—
—
—
Acquisition and development:
1-4 family residential construction
Pass
7,775
9,205
529
—
—
—
3,935
21,444
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Total acquisition and development
7,775
9,205
529
—
—
—
3,935
21,444
Current period gross charge-offs
—
—
—
—
—
—
—
—
All other A&D
Pass
11,559
19,269
12,284
2,592
1,643
9,351
15,505
72,203
Special Mention
—
—
—
—
—
—
—
—
Substandard
299
—
—
—
—
22
—
321
Total all other A&D
11,858
19,269
12,284
2,592
1,643
9,373
15,505
72,524
Current period gross charge-offs
—
—
—
—
—
9
—
9
Commercial and industrial:
Pass
13,701
19,970
19,416
56,818
12,420
15,652
92,826
230,803
Special Mention
—
4,250
19,277
3,660
38
—
6,051
33,276
Substandard
24
106
18
951
202
8,122
5,577
15,000
Total commercial and industrial
13,725
24,326
38,711
61,429
12,660
23,774
104,454
279,079
Current period gross charge-offs
—
—
—
—
480
417
—
897
Residential mortgage:
Residential mortgage - term
Pass
20,285
39,943
68,576
88,842
71,810
154,741
1,087
445,284
Special Mention
—
—
—
—
—
490
—
490
Substandard
—
—
133
867
2,098
4,947
23
8,068
Total residential mortgage - term
20,285
39,943
68,709
89,709
73,908
160,178
1,110
453,842
Current period gross charge-offs
—
—
—
—
—
—
—
—
Residential mortgage - home equity
Pass
367
73
681
3,332
573
904
60,382
66,312
Special Mention
—
—
—
—
—
—
50
50
Substandard
—
—
—
—
—
10
1,103
1,113
Total residential mortgage - home equity
367
73
681
3,332
573
914
61,535
67,475
Current period gross charge-offs
—
—
—
—
—
15
—
15
Consumer:
Pass
8,130
7,787
7,375
3,962
1,966
15,794
2,740
47,754
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
24
87
55
15
17
28
226
Total consumer
8,130
7,811
7,462
4,017
1,981
15,811
2,768
47,980
Current period gross charge-offs
225
85
152
18
99
33
—
612
Total Portfolio Loans
Pass
99,077
171,773
176,378
253,345
137,662
399,770
190,208
1,428,213
Special Mention
—
4,250
19,380
3,660
908
1,202
6,101
35,501
Substandard
323
1,050
238
1,873
4,034
18,251
7,279
33,048
Total Portfolio Loans
$
99,400
$
177,073
$
195,996
$
258,878
$
142,604
$
419,223
$
203,588
$
1,496,762
Current YTD Period:
Current period gross charge-offs
$
225
$
85
$
152
$
18
$
579
$
474
$
—
$
1,533
24
Table of Contents
(in thousands)
2024
2023
2022
2021
2020
2019 and Prior
Revolving
Total Portfolio Loans
December 31, 2024
Commercial real estate:
Non-owner-occupied
Pass
$
22,807
$
23,454
$
73,649
$
28,941
$
52,080
$
89,977
$
1,960
$
292,868
Special Mention
—
—
—
—
706
—
—
706
Substandard
—
—
—
—
—
2,685
—
2,685
Total non-owner occupied
22,807
23,454
73,649
28,941
52,786
92,662
1,960
296,259
Current period gross charge-offs
—
—
—
—
—
—
—
—
All other CRE
Pass
42,855
32,599
29,951
24,073
16,842
72,630
4,535
223,485
Special Mention
—
—
—
—
199
—
—
199
Substandard
994
—
—
1,744
—
3,453
230
6,421
Total all other CRE
43,849
32,599
29,951
25,817
17,041
76,083
4,765
230,105
Current period gross charge-offs
—
—
—
—
—
—
—
—
Acquisition and development:
1-4 family residential construction
Pass
11,686
3,317
—
—
—
—
1,627
16,630
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Total acquisition and development
11,686
3,317
—
—
—
—
1,627
16,630
Current period gross charge-offs
—
—
—
—
—
—
—
—
All other A&D
Pass
23,304
24,114
10,672
1,848
1,773
9,230
7,661
78,602
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
82
—
82
Total all other A&D
23,304
24,114
10,672
1,848
1,773
9,312
7,661
78,684
Current period gross charge-offs
—
—
—
—
—
—
—
—
Commercial and industrial:
Pass
35,898
29,786
65,663
17,558
6,777
13,758
75,440
244,880
Special Mention
4,250
13,000
3,500
—
1,842
—
9,084
31,676
Substandard
122
—
1,209
680
6,562
692
1,713
10,978
Total commercial and industrial
40,270
42,786
70,372
18,238
15,181
14,450
86,237
287,534
Current period gross charge-offs
465
—
125
892
41
87
—
1,610
Residential mortgage:
Residential mortgage - term
Pass
32,582
70,643
91,775
78,892
35,790
133,725
1,235
444,642
Special Mention
—
—
684
840
—
—
—
1,524
Substandard
—
—
60
1,054
—
4,923
39
6,076
Total residential mortgage - term
32,582
70,643
92,519
80,786
35,790
138,648
1,274
452,242
Current period gross charge-offs
—
—
—
—
—
30
—
30
Residential mortgage - home equity
Pass
171
803
3,948
696
361
622
59,307
65,908
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
33
12
620
665
Total residential mortgage - home equity
171
803
3,948
696
394
634
59,927
66,573
Current period gross charge-offs
—
—
15
—
—
—
—
15
Consumer:
Pass
11,132
10,945
6,312
3,525
1,091
16,593
2,833
52,431
Special Mention
—
—
—
—
—
—
—
—
Substandard
3
177
100
24
25
4
2
335
Total consumer
11,135
11,122
6,412
3,549
1,116
16,597
2,835
52,766
Current period gross charge-offs
204
314
109
64
23
655
—
1,369
Total Portfolio Loans
Pass
180,435
195,661
281,970
155,533
114,714
336,535
154,598
1,419,446
Special Mention
4,250
13,000
4,184
840
2,747
—
9,084
34,105
Substandard
1,119
177
1,369
3,502
6,620
11,851
2,604
27,242
Total Portfolio Loans
$
185,804
$
208,838
$
287,523
$
159,875
$
124,081
$
348,386
$
166,286
$
1,480,793
Current YTD Period:
Current period gross charge-offs
$
669
$
314
$
249
$
956
$
64
$
772
$
—
$
3,024
Management further monitors the performance and credit quality of the loan portfolio by analyzing the age of the portfolio as determined by the length of time a recorded payment is past.
25
Table of Contents
The following tables present loan balances by year of origination segregated by performing and non-performing loans for the periods presented:
(in thousands)
2025
2024
2023
2022
2021
2020 and Prior
Revolving
Total Portfolio Loans
September 30, 2025
Commercial real estate:
Non-owner-occupied
Performing
$
22,454
$
22,556
$
35,743
$
70,490
$
28,017
$
127,396
$
9,341
$
315,997
Nonperforming
—
—
—
—
—
—
—
—
Total non-owner occupied
22,454
22,556
35,743
70,490
28,017
127,396
9,341
315,997
All other CRE
Performing
14,806
53,890
31,877
27,309
23,822
81,184
4,940
237,828
Nonperforming
—
—
—
—
—
593
—
593
Total all other CRE
14,806
53,890
31,877
27,309
23,822
81,777
4,940
238,421
Acquisition and development:
1-4 family residential construction
Performing
7,775
9,205
529
—
—
—
3,935
21,444
Nonperforming
—
—
—
—
—
—
—
—
Total acquisition and development
7,775
9,205
529
—
—
—
3,935
21,444
All other A&D
Performing
11,858
19,269
12,284
2,592
1,643
9,351
15,505
72,502
Nonperforming
—
—
—
—
—
22
—
22
Total all other A&D
11,858
19,269
12,284
2,592
1,643
9,373
15,505
72,524
Commercial and industrial:
Performing
13,725
24,326
38,705
60,478
12,480
23,774
104,454
277,942
Nonperforming
—
—
6
951
180
—
—
1,137
Total commercial and industrial
13,725
24,326
38,711
61,429
12,660
23,774
104,454
279,079
Residential mortgage:
Residential mortgage - term
Performing
20,285
39,943
68,576
89,709
73,527
158,294
1,110
451,444
Nonperforming
—
—
133
—
381
1,884
—
2,398
Total residential mortgage - term
20,285
39,943
68,709
89,709
73,908
160,178
1,110
453,842
Residential mortgage - home equity
Performing
367
73
681
3,332
573
914
61,088
67,028
Nonperforming
—
—
—
—
—
—
447
447
Total residential mortgage - home equity
367
73
681
3,332
573
914
61,535
67,475
Consumer:
Performing
8,130
7,806
7,451
4,004
1,981
15,811
2,768
47,951
Nonperforming
—
5
11
13
—
—
—
29
Total consumer
8,130
7,811
7,462
4,017
1,981
15,811
2,768
47,980
Total Portfolio Loans
Performing
99,400
177,068
195,846
257,914
142,043
416,724
203,141
1,492,136
Nonperforming
—
5
150
964
561
2,499
447
4,626
Total Portfolio Loans
$
99,400
$
177,073
$
195,996
$
258,878
$
142,604
$
419,223
$
203,588
$
1,496,762
26
Table of Contents
(in thousands)
2024
2023
2022
2021
2020
2019 and Prior
Revolving
Total Portfolio Loans
December 31, 2024
Commercial real estate:
Non-owner-occupied
Performing
$
22,807
$
23,454
$
73,649
$
28,941
$
52,786
$
92,662
$
1,960
$
296,259
Nonperforming
—
—
—
—
—
—
—
—
Total non-owner occupied
22,807
23,454
73,649
28,941
52,786
92,662
1,960
296,259
All other CRE
Performing
43,849
32,599
29,951
25,500
17,041
75,427
4,765
229,132
Nonperforming
—
—
—
317
—
656
—
973
Total all other CRE
43,849
32,599
29,951
25,817
17,041
76,083
4,765
230,105
Acquisition and development:
1-4 family residential construction
Performing
11,686
3,317
—
—
—
—
1,627
16,630
Nonperforming
—
—
—
—
—
—
—
—
Total acquisition and development
11,686
3,317
—
—
—
—
1,627
16,630
All other A&D
Performing
23,304
24,114
10,672
1,848
1,773
9,230
7,661
78,602
Nonperforming
—
—
—
—
—
82
—
82
Total all other A&D
23,304
24,114
10,672
1,848
1,773
9,312
7,661
78,684
Commercial and industrial:
Performing
40,270
42,786
69,180
17,592
15,181
14,450
86,237
285,696
Nonperforming
—
—
1,192
646
—
—
—
1,838
Total commercial and industrial
40,270
42,786
70,372
18,238
15,181
14,450
86,237
287,534
Residential mortgage:
Residential mortgage - term
Performing
32,582
70,643
92,519
80,661
35,790
136,184
1,259
449,638
Nonperforming
—
—
—
125
—
2,464
15
2,604
Total residential mortgage - term
32,582
70,643
92,519
80,786
35,790
138,648
1,274
452,242
Residential mortgage - home equity
Performing
171
803
3,948
696
361
634
59,810
66,423
Nonperforming
—
—
—
—
33
—
117
150
Total residential mortgage - home equity
171
803
3,948
696
394
634
59,927
66,573
Consumer:
Performing
11,135
11,008
6,378
3,549
1,116
16,543
2,835
52,564
Nonperforming
—
114
34
—
—
54
—
202
Total consumer
11,135
11,122
6,412
3,549
1,116
16,597
2,835
52,766
Total Portfolio Loans
Performing
185,804
208,724
286,297
158,787
124,048
345,130
166,154
1,474,944
Nonperforming
—
114
1,226
1,088
33
3,256
132
5,849
Total Portfolio Loans
$
185,804
$
208,838
$
287,523
$
159,875
$
124,081
$
348,386
$
166,286
$
1,480,793
Loan Modifications for Borrowers Experiencing Financial Difficulty
The Corporation evaluates all loan modifications according to the accounting guidance in ASU No. 2022-02 to determine if the modification results in a new loan or a continuation of the existing loan. Loan modifications to borrowers experiencing financial difficulties that result in a direct change in the timing or amount of contractual cash flows include situations where there is principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions, or combinations of the listed
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modifications. Therefore, the disclosures related to loan restructurings are for modifications which have a direct impact on cash flows.
The Corporation may offer various types of modifications when restructuring a loan. Commercial and industrial loans modified in a loan restructuring often involve temporary interest-only payments, term extensions, and converting credit lines to term loans. Additional collateral, a co-borrower, or a guarantor is often requested.
Commercial mortgage and construction loans modified in a loan restructuring often involve reducing the interest rate for the remaining term of the loan, extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk, or substituting or adding a new borrower or guarantor. Construction loans modified in a loan restructuring may also involve extending the interest-only payment period.
Loans modified in a loan restructuring for the Corporation may have the financial effect of increasing the specific allowance associated with the loan. An allowance for loans that have been modified in a loan restructuring is measured based on the present value of expected cash flows discounted at the loan’s effective interest rate or the estimated fair value of the collateral, less any selling costs, if the loan is collateral dependent. Management exercises significant judgment in developing these estimates.
Commercial and consumer loans modified in a loan restructuring are closely monitored for delinquency as an early indicator of possible future default. If loans modified in a loan restructuring subsequently default, the Corporation evaluates the loan for possible further loss. The allowance may be increased, adjustments may be made in the allocation of the allowance, or partial charge-offs may be taken to further write-down the carrying value of the loan.
The following tables present the amortized cost basis as of September 30, 2025 and the financial effect of loans modified to borrowers experiencing financial difficulty during the nine-month periods ended September 30, 2025 and 2024 and three-month period ended September 30, 2024. There were no loans modified to borrowers facing financial difficulty during the three-month period ended September 30, 2025:
(in thousands)
Term Extension
Percentage of Total Loan Type
Weighted Average Term and Principal Payment Extension
Nine months ended September 30, 2025
Owner-occupied commercial real estate
$
868
0.36 %
12 months
Commercial and industrial
23
0.01 %
60 months
Total
$
891
Nine months ended September 30, 2024
Owner-occupied commercial real estate
$
888
0.43 %
12 months
Commercial and industrial
127
0.05 %
60 months
Total
$
1,015
(in thousands)
Term Extension
Percentage of Total Loan Type
Weighted Average Term and Principal Payment Extension
Three months ended September 30, 2024
Commercial and industrial
$
127
0.05 %
60 months
Total
$
127
The Corporation monitors loan payments on performing and non-performing loans on an ongoing basis to determine if a loan is considered to have a payment default. The borrowers for whom loan modifications were made in the nine-month period ended September 30, 2025 have made all contractual payments.
If a modified loan with an outstanding balance of $ 0.1 million or greater subsequently defaults and goes on non-accrual status, then the Corporation individually evaluates the loan when performing its estimate of current expected credit losses to calculate
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the ACL. Upon determination that a modified loan (or a portion of a modified loan) has subsequently been deemed uncollectible, the loan (or portion of the loan) is charged off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL is adjusted by the same amount.
Note 6 – Fair Value of Financial Instruments
The Corporation complies with the guidance of ASC Topic 820, Fair Value Measurements and Disclosures , which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements required under other accounting pronouncements. The Corporation also follows the guidance on matters relating to all financial instruments found in ASC Subtopic 825-10, Financial Instruments – Overall .
The fair value of an asset or liability is the price to sell an asset or to transfer a liability in an orderly transaction between willing market participants as of the measurement date. In estimating fair value, the Corporation utilizes valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. Such valuation techniques are consistently applied. Inputs to valuation techniques include the assumptions that market participants would use in pricing an asset or liability. ASU Topic 820, “Fair Value Measurements and Disclosures,” establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities. This level is the most reliable source of valuation.
Level 2: Quoted prices that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability. Level 2 inputs include inputs other than quoted prices that are observable for the asset or liability (for example, interest rates and yield curves at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks, and default rates). It also includes inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs). Several sources are utilized for valuing these assets, including a contracted valuation service, Standard & Poor’s (“S&P”) evaluations and pricing services, and other valuation matrices.
Level 3: Prices or valuation techniques that require inputs that are both significant to the valuation assumptions and not readily observable in the market (i.e. supported with little or no market activity). Level 3 instruments are valued based on the best available data, some of which is internally developed, and consider risk premiums that a market participant would require.
The level established within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Transfers in and out of Level 1, 2 or 3 are recorded at fair value at the beginning of the reporting period.
Investments – The investment portfolio is classified and accounted for based on the guidance of ASC Topic 320, Investments – Debt and Equity Securities .
The fair value of investments available-for-sale is determined using a market approach. At September 30, 2025 and December 31, 2024, the U.S. Government agencies and treasuries, residential and commercial mortgage-backed securities, and municipal bonds segments were classified as Level 2 within the valuation hierarchy. Their fair values were determined based upon market-corroborated inputs and valuation matrices, which were obtained through third party data service providers or securities brokers through which we have historically transacted both purchases and sales of investment securities.
Equity investments not held for trading with readily determinable fair values consisted of money market mutual funds as of September 30, 2025 and are classified as Level 1 within the valuation hierarchy. Their fair values were determined based upon daily published net asset values with which investors can freely redeem from the fund.
Derivative financial instruments (cash flow hedge) – The Corporation’s open derivative positions are interest rate swap agreements. Those classified as Level 2 open derivative positions are valued using externally developed pricing models based on
29
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observable market inputs provided by a third party and validated by management. The Corporation has considered counterparty credit risk in the valuation of its interest rate swap assets.
Individually evaluated loans – Loans included in the table below are those that are considered individually evaluated with a specific allocation or with partial charge-offs, based upon the guidance of the loan impairment subsection of the Receivables Topic, ASC Section 310-10-35, under which the Corporation has measured impairment generally based on the fair value of the loan’s collateral. Fair value consists of the loan balance less its valuation allowance and is generally determined based on independent third-party appraisals of the collateral or discounted cash flows based upon the expected proceeds. These assets are included as Level 3 fair values based upon the lowest level of input that is significant to the fair value measurements.
Equity investments- Equity investments included in the table below are considered are recorded with a write-down to fair value recorded in other operating expenses. Fair value of the equity investment was based on an independent third-party valuation report where the value was determined based on the revenue multiples of like kind information technology businesses. These assets are included as Level 3 fair values based upon the lowest level of input that is significant to the fair value measurements.
Other real estate owned (“OREO”) – OREO included in the table below are recorded with specific write-downs. Fair value of other real estate owned was based on independent third-party appraisals of the properties. These values were determined based on the sales prices of similar properties in the approximate geographic area. These assets are included as Level 3 fair values based upon the lowest level of input that is significant to the fair value measurements.
For assets measured at fair value on a recurring and non-recurring basis, the fair value measurements by level within the fair value hierarchy used at September 30, 2025 and December 31, 2024 were as follows:
Fair Value Measurements
at September 30, 2025 Using
Quoted
Prices in
Significant
Assets
Active Markets
Other
Significant
Measured at
for Identical
Observable
Unobservable
Fair Value
Assets
Inputs
Inputs
(in thousands)
09/30/25
(Level 1)
(Level 2)
(Level 3)
Recurring:
Investment securities available-for-sale:
U.S. government agencies
$
1,376
$
1,376
Residential mortgage-backed agencies
$
20,919
$
20,919
Commercial mortgage-backed agencies
$
30,045
$
30,045
Collateralized mortgage obligations
$
28,115
$
28,115
Obligations of states and political subdivisions
$
8,471
$
8,471
Corporate bonds
$
915
$
915
Collateralized debt obligations
$
15,219
$
15,219
Equity investments not held for trading with readily determinable fair values
$
1,020
$
1,020
Financial derivatives
$
167
$
167
Non-recurring:
Individually evaluated loans, net
$
284
$
284
Equity investment
$
4,365
$
4,365
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Fair Value Measurements
at December 31, 2024 Using
Quoted
Prices in
Significant
Assets/(liabilities)
Active Markets
Other
Significant
Measured at
for Identical
Observable
Unobservable
Fair Value
Assets
Inputs
Inputs
(in thousands)
12/31/24
(Level 1)
(Level 2)
(Level 3)
Recurring:
Investment securities available-for-sale:
U.S. government agencies
$
6,115
$
6,115
Residential mortgage-backed agencies
$
20,196
$
20,196
Commercial mortgage-backed agencies
$
28,634
$
28,634
Collateralized mortgage obligations
$
17,726
$
17,726
Obligations of states and political subdivisions
$
6,209
$
6,209
Corporate bonds
$
896
$
896
Collateralized debt obligations
$
14,718
$
14,718
Financial derivatives
$
455
$
455
Non-recurring:
Individually evaluated loans, net
$
647
$
647
Equity investment
$
3,928
$
3,928
Other real estate owned
$
2,698
$
2,698
Individually evaluated loans, with no valuation allowance, had a net carrying amount of $ 3.3 million and $ 4.4 million at September 30, 2025 and December 31, 2024, respectively. Individually evaluated loans recorded at fair value at September 30, 2025 and December 31, 2024 totaled $ 0.3 million and $ 0.6 million, respectively, which amounts were inclusive of $ 0.7 million and $ 0.2 million in partial charge-offs recorded in the nine-month period ended September 30, 2025 and the year ended December 31, 2024, respectively.
There were no transfers of assets between any of the fair value hierarchy for the nine- or three-month periods ended September 30, 2025 or 2024.
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For Level 3 assets and liabilities measured at fair value on a recurring and non-recurring basis as of September 30, 2025 and December 31, 2024, the significant unobservable inputs used in the fair value measurements were as follows:
(in thousands)
Fair Value at
September 30,
2025
Valuation
Technique
Significant
Unobservable
Inputs
Significant
Unobservable
Input Value
Recurring:
Investment securities – available for sale -CDO
$
15,219
Discounted Cash Flow
Discount Margin
Range of high 200 to high 400
Non-recurring:
Individually evaluated loans, net
$
284
Market Comparable Properties
Marketability Discount
N/A
Equity investment
$
4,365
Market Method
Revenue Multiples
2.8 x
(in thousands)
Fair Value at
December 31,
2024
Valuation
Technique
Significant
Unobservable
Inputs
Significant
Unobservable
Input Value
Recurring:
Investment securities – available for sale -CDO
$
14,718
Discounted Cash Flow
Discount Margin
Range of low to mid 300 and low 500
Non-recurring:
Individually Evaluated Loans
$
647
Market Comparable Properties
Marketability Discount
N/A
Equity investment
$
3,928
Market Method
Revenue Multiples
2.8 x
Other real estate owned (1)
$
2,698
Market Comparable Properties
Marketability Discount
5.0 % to 15.0 %
(weighted avg 5.9 %)
(1) Range would include discounts taken since appraisal and estimated values
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The following tables show a reconciliation of the beginning and ending balances for fair valued assets measured on a recurring basis using Level 3 significant unobservable inputs for the nine- and three-month periods ended September 30, 2025 and 2024:
Fair Value Measurements
Using Significant Unobservable Inputs
(Level 3)
Investment Securities
(in thousands)
Available for Sale
Beginning balance January 1, 2025
$
14,718
Total gains realized/unrealized:
Included in other comprehensive income
501
Ending balance September 30, 2025
$
15,219
Fair Value Measurements
Using Significant Unobservable Inputs
(Level 3)
Investment Securities
(in thousands)
Available for Sale
Beginning balance January 1, 2024
$
14,709
Total gains realized/unrealized:
Included in other comprehensive income
70
Ending balance September 30, 2024
$
14,779
Fair Value Measurements
Using Significant Unobservable Inputs
(Level 3)
(in thousands)
Investment Securities
Available for Sale
Beginning balance July 1, 2025
$
15,241
Total losses realized/unrealized:
Included in other comprehensive income
( 22 )
Ending balance September 30, 2025
$
15,219
Fair Value Measurements
Using Significant Unobservable Inputs
(Level 3)
(in thousands)
Investment Securities
Available for Sale
Beginning balance July 1, 2024
$
13,975
Total gains realized/unrealized:
Included in other comprehensive income
804
Ending balance September 30, 2024
$
14,779
There were no gains or losses included in earnings attributable to the change in realized/unrealized gains or losses related to the assets for the nine- or three-month periods ended September 30, 2025 or 2024.
The disclosed fair values may vary significantly between institutions based on the estimates and assumptions used in the various valuation methodologies. The derived fair values are subjective in nature and involve uncertainties and significant judgment. Therefore, they cannot be determined with precision. Changes in the assumptions could significantly impact the derived estimates of fair value. Disclosure of non-financial assets such as buildings, as well as certain financial instruments such as leases is not required. Accordingly, the aggregate fair values presented do not represent the underlying value of the Corporation.
33
Table of Contents
The following tables present fair value information about financial instruments, whether or not recognized in the Consolidated Statement of Financial Condition, for which it is practicable to estimate that value. The actual carrying amounts and estimated fair values of the Corporation’s financial instruments that are included in the Consolidated Statement of Financial Condition are as follows:
September 30, 2025
Fair Value Measurements
Quoted
Prices in
Significant
Active Markets
Other
Significant
for Identical
Observable
Unobservable
Carrying
Fair
Assets
Inputs
Inputs
(in thousands)
Amount
Value
(Level 1)
(Level 2)
(Level 3)
Financial Assets:
Cash and due from banks
$
92,268
$
92,268
$
92,268
Interest bearing deposits in banks
2,907
2,907
2,907
Investment securities - AFS
105,060
105,060
$
89,841
$
15,219
Investment securities - HTM
172,818
149,130
147,372
1,758
Equity securities not held for trading with readily determinable fair values
1,020
1,020
1,020
Restricted bank stock
4,628
N/A
Loans, net
1,477,200
1,455,425
1,455,425
Financial derivatives
167
167
167
Accrued interest receivable
7,479
7,479
758
6,721
Financial Liabilities:
Deposits - non-maturity
1,476,074
1,476,074
1,476,074
Deposits - time deposits
202,828
201,916
201,916
Short-term borrowed funds
20,207
20,207
20,207
Long-term borrowed funds
95,929
96,086
96,086
Accrued interest payable
661
661
661
December 31, 2024
Fair Value Measurements
Quoted
Prices in
Significant
Active Markets
Other
Significant
for Identical
Observable
Unobservable
Carrying
Fair
Assets
Inputs
Inputs
(in thousands)
Amount
Value
(Level 1)
(Level 2)
(Level 3)
Financial Assets:
Cash and due from banks
$
77,020
$
77,020
$
77,020
Interest bearing deposits in banks
1,307
1,307
1,307
Investment securities - AFS
94,494
94,494
$
79,776
$
14,718
Investment securities - HTM
175,497
144,760
142,954
1,806
Restricted bank stock
5,768
N/A
Loans, net
1,462,181
1,421,600
1,421,600
Financial derivative
455
455
455
Accrued interest receivable
7,473
7,473
827
6,646
Financial Liabilities:
Deposits - non-maturity
1,431,662
1,431,662
1,431,662
Deposits - time deposits
143,167
141,698
141,698
Short-term borrowed funds
65,409
65,409
65,409
Long-term borrowed funds
120,929
119,586
119,586
Accrued interest payable
489
489
489
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Note 7 – Accumulated Other Comprehensive Loss
The following table presents the changes in each component of accumulated other comprehensive loss for the nine- and three-month periods ended September 30, 2025 and 2024:
Investment
securities-
with credit
Investment
related
securities-
Investment
impairment
all other
securities-
Cash Flow
Pension
(in thousands)
AFS
AFS
HTM
Hedge
Plan
SERP
Total
Accumulated OCL, net:
Balance - January 1, 2025
$
( 2,592 )
$
( 13,792 )
$
( 4,696 )
$
372
$
( 9,723 )
$
183
$
( 30,248 )
Other comprehensive income/(loss) before reclassifications
6
1,357
—
( 85 )
( 1,562 )
—
( 284 )
Amounts reclassified from accumulated other comprehensive income
( 37 )
—
113
—
97
—
173
Balance - March 31, 2025
$
( 2,623 )
$
( 12,435 )
$
( 4,583 )
$
287
$
( 11,188 )
$
183
$
( 30,359 )
Other comprehensive income/(loss) before reclassifications
365
356
—
( 64 )
1,545
—
2,202
Amounts reclassified from accumulated other comprehensive income
( 37 )
—
120
—
97
—
180
Balance - June 30, 2025
$
( 2,295 )
$
( 12,079 )
$
( 4,463 )
$
223
$
( 9,546 )
$
183
$
( 27,977 )
Other comprehensive income/(loss)before reclassifications
5
654
—
( 77 )
1,819
—
2,401
Amounts reclassified from accumulated other comprehensive income
( 37 )
( 71 )
135
—
96
—
123
Balance - September 30, 2025
$
( 2,327 )
$
( 11,496 )
$
( 4,328 )
$
146
$
( 7,631 )
$
183
$
( 25,453 )
Investment
securities-
with credit
Investment
related
securities-
Investment
impairment
all other
securities-
Cash Flow
Pension
(in thousands)
AFS
AFS
HTM
Hedge
Plan
SERP
Total
Balance - January 1, 2024
$
( 2,482 )
$
( 13,217 )
$
( 5,201 )
$
569
$
( 14,263 )
$
( 1,233 )
$
( 35,827 )
Other comprehensive income/(loss) before reclassifications
155
( 459 )
—
54
1,096
—
846
Amounts reclassified from accumulated other comprehensive income
( 37 )
—
118
—
149
29
259
Balance - March 31, 2024
$
( 2,364 )
$
( 13,676 )
$
( 5,083 )
$
623
$
( 13,018 )
$
( 1,204 )
$
( 34,722 )
Other comprehensive (loss)/income before reclassifications
( 620 )
( 528 )
—
( 51 )
( 396 )
-
( 1,595 )
Amounts reclassified from accumulated other comprehensive loss
( 40 )
—
118
—
150
29
257
Balance - June 30, 2024
$
( 3,024 )
$
( 14,204 )
$
( 4,965 )
$
572
$
( 13,264 )
$
( 1,175 )
$
( 36,060 )
Other comprehensive
income/(loss) before
reclassifications
544
2,491
—
( 238 )
2,377
-
5,174
Amounts reclassified from
accumulated other
comprehensive loss
( 38 )
—
134
—
148
29
273
Balance - September 30, 2024
$
( 2,518 )
$
( 11,713 )
$
( 4,831 )
$
334
$
( 10,739 )
$
( 1,146 )
$
( 30,613 )
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Table of Contents
The following tables present the components of other comprehensive income for the nine- and three-month periods ended September 30, 2025 and 2024:
Before
Tax
Components of Other Comprehensive Income
Tax
(Expense)
(in thousands)
Amount
Benefit
Net
For the nine months ended September 30, 2025
Available for sale (AFS) securities with credit related impairment:
Unrealized holding gains
$
513
$
( 137 )
$
376
Less: accretable yield recognized in income
152
( 41 )
111
Net unrealized gains on investments with credit related impairment
361
( 96 )
265
Available for sale securities – all other:
Unrealized holding gains
3,225
( 858 )
2,367
Less: gains recognized in income
97
( 26 )
71
Net unrealized gains on all other AFS securities
3,128
( 832 )
2,296
Held to maturity securities:
Unrealized holding gains on securities transferred to held to maturity
—
—
—
Less: amortization recognized in income
( 502 )
134
( 368 )
Net unrealized gains on HTM securities
502
( 134 )
368
Cash flow hedges:
Unrealized holding losses
( 287 )
61
( 226 )
Pension Plan:
Unrealized net actuarial gains
2,455
( 653 )
1,802
Less: amortization of unrecognized gains
( 397 )
107
( 290 )
Net pension plan asset adjustment
2,852
( 760 )
2,092
Other comprehensive income
$
6,556
$
( 1,761 )
$
4,795
Before
Tax
Components of Other Comprehensive Income
Tax
(Expense)
(in thousands)
Amount
Benefit
Net
For the nine months ended September 30, 2024
Available for sale (AFS) securities with credit related impairment:
Unrealized holding gains
$
103
$
( 24 )
$
79
Less: accretable yield recognized in income
152
( 37 )
115
Net unrealized losses on investments with credit related impairment
( 49 )
13
( 36 )
Available for sale securities – all other:
Unrealized holding gains
2,044
( 540 )
1,504
Held to maturity securities:
Unrealized holding gains on securities transferred to held to maturity
—
—
—
Less: amortization recognized in income
( 503 )
133
( 370 )
Net unrealized gains on HTM securities
503
( 133 )
370
Cash flow hedges:
Unrealized holding losses
( 319 )
84
( 235 )
Pension Plan:
Unrealized net actuarial gains
4,181
( 1,104 )
3,077
Less: amortization of unrecognized losses
( 608 )
161
( 447 )
Net pension plan asset adjustment
4,789
( 1,265 )
3,524
SERP:
Unrealized net actuarial gains
—
—
—
Less: amortization of unrecognized losses
( 118 )
31
( 87 )
Net SERP liability adjustment
118
( 31 )
87
Other comprehensive income
$
7,086
$
( 1,872 )
$
5,214
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Components of Other Comprehensive Income
(in thousands)
Before
Tax
Amount
Tax
(Expense)
Benefit
Net
For the three months ended September 30, 2025
Available for sale (AFS) securities with credit related impairment:
Unrealized holding gains
$
7
$
( 2 )
$
5
Less: accretable yield recognized in income
51
( 14 )
37
Net unrealized gains on investments with credit related impairment
( 44 )
12
( 32 )
Available for sale securities – all other:
Unrealized holding gains
891
( 237 )
654
Less: gains recognized in income
97
( 26 )
71
Net unrealized gains on all other AFS securities
794
( 211 )
583
Held to maturity securities:
Unrealized holding gains
—
—
—
Less: amortization recognized in income
( 185 )
50
( 135 )
Net unrealized gains on HTM securities
185
( 50 )
135
Cash flow hedges:
Unrealized holding losses
( 98 )
21
( 77 )
Pension Plan:
Unrealized net actuarial gains
2,478
( 659 )
1,819
Less: amortization of unrecognized loss
( 132 )
36
( 96 )
Net pension plan asset adjustment
2,610
( 695 )
1,915
Other comprehensive income
$
3,447
$
( 923 )
$
2,524
Components of Other Comprehensive Income
(in thousands)
Before
Tax
Amount
Tax
(Expense)
Benefit
Net
For the three months ended September 30, 2024
Available for sale (AFS) securities with credit related impairment:
Unrealized holding gains
$
740
$
( 196 )
$
544
Less: accretable yield recognized in income
51
( 13 )
38
Net unrealized gains on investments with credit related impairment
689
( 183 )
506
Available for sale securities – all other:
Unrealized holding gains
3,384
( 893 )
2,491
Net unrealized gains on all other AFS securities
3,384
( 893 )
2,491
Held to maturity securities:
Unrealized holding gains
—
—
—
Less: amortization recognized in income
( 182 )
48
( 134 )
Net unrealized gains on HTM securities
182
( 48 )
134
Cash flow hedges:
Unrealized holding losses
( 323 )
85
( 238 )
Pension Plan:
Unrealized net actuarial gains
3,229
( 852 )
2,377
Less: amortization of unrecognized losses
( 202 )
54
( 148 )
Net pension plan asset adjustment
3,431
( 906 )
2,525
SERP:
Unrealized net actuarial gains
—
—
—
Less: amortization of unrecognized losses
( 39 )
10
( 29 )
Net SERP liability adjustment
39
( 10 )
29
Other comprehensive income
$
7,402
$
( 1,955 )
$
5,447
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The following table presents the details of amounts reclassified from accumulated other comprehensive loss for the nine- and three-month periods ended September 30, 2025 and 2024:
Amounts Reclassified from
Nine months ended
Accumulated Other Comprehensive Loss
September 30,
Affected Line Item in the Statement
(in thousands)
2025
2024
Where Net Income is Presented
Net unrealized gains on available for sale investment securities with credit related impairment:
Accretable yield
$
152
$
152
Interest income on taxable investment securities
Taxes
( 41 )
( 37 )
Credit for income tax expense
$
111
$
115
Net of tax
Net unrealized gains on available for sale investment securities - all others:
Gains recognized
$
97
$
—
Net gains
Taxes
( 26 )
—
Provision for income tax expense
$
71
$
—
Net of tax
Net unrealized gains on held to maturity securities:
Amortization
$
( 502 )
$
( 503 )
Interest income on taxable investment securities
Taxes
134
133
Provision for income tax expense
$
( 368 )
$
( 370 )
Net of tax
Net pension plan asset adjustment:
Amortization of unrecognized losses
$
( 397 )
$
( 608 )
Other Expense
Taxes
107
161
Provision for income tax expense
$
( 290 )
$
( 447 )
Net of tax
Net SERP liability adjustment:
Amortization of unrecognized losses
$
—
$
( 118 )
Other Expense
Taxes
—
31
Provision for income tax expense
$
—
$
( 87 )
Net of tax
Total reclassifications for the period
$
( 476 )
$
( 789 )
Net of tax
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Amounts Reclassified from
Three Months Ended
Accumulated Other Comprehensive Loss
September 30,
Affected Line Item in the Statement
(in thousands)
2025
2024
Where Net Income is Presented
Net unrealized gains on available for sale investment securities with credit related impairment:
Accretable yield
$
51
$
51
Interest income on taxable investment securities
Taxes
( 14 )
( 13 )
Credit for income tax expense
$
37
$
38
Net of tax
Net unrealized gains on available for sale investment securities - all others:
Gains recognized
$
97
$
—
Net gains
Taxes
( 26 )
—
Provision for income tax expense
$
71
$
—
Net of tax
Net unrealized gains on held to maturity securities:
Amortization
$
( 185 )
$
( 182 )
Interest income on taxable investment securities
Taxes
50
48
Provision for income tax expense
$
( 135 )
$
( 134 )
Net of tax
Net pension plan asset adjustment:
Amortization of unrecognized losses
$
( 132 )
$
( 202 )
Other expense
Taxes
36
54
Provision for income tax expense
$
( 96 )
$
( 148 )
Net of tax
Net SERP liability adjustment:
Amortization of unrecognized losses
$
—
$
( 39 )
Other expense
Taxes
—
10
Provision for income tax expense
$
—
$
( 29 )
Net of tax
Total reclassifications for the period
$
( 123 )
$
( 273 )
Net of tax
Note 8 - Equity Compensation Plan Information
At the 2018 Annual Meeting of Shareholders, First United Corporation’s shareholders approved the First United Corporation 2018 Equity Compensation Plan (the “Equity Plan”), which authorizes the issuance of up to 325,000 shares of common stock to employees, directors and qualifying consultants pursuant to stock options, stock appreciation rights, stock awards, dividend equivalents, and other stock-based awards.
The Corporation complies with the provisions of ASC Topic 718, Compensation - Stock Compensation , in measuring and disclosing stock compensation cost. The measurement objective in ASC Paragraph 718-10-30-6 requires public companies to measure the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. The cost is recognized in expense over the period in which an employee is required to provide service in exchange for the award (the vesting period).
Pursuant to First United Corporation’s director compensation policy, each director receives an annual retainer of 1,000 shares of First United Corporation common stock, plus $ 15,000 to be paid, at the director’s election, in cash or additional shares of common stock. In May 2025, a total of 11,692 fully vested shares of common stock were issued to directors, which had a grant date fair value of $ 31.52 per share. In May 2024, a total of 14,325 fully vested shares of common stock were issued to directors, which had a grant date fair value of $ 21.94 per share. Director stock compensation was $ 258,318 and $ 213,536 for the nine-month periods ended September 30, 2025 and 2024, respectively. Director stock compensation expense was $ 92,133 and $ 78,573 for the three-month periods ended September 30, 2025 and 2024, respectively.
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Employee stock compensation was $ 21,400 and $ 8,240 for the nine-month periods ended September 30, 2025 and 2024, respectively. Employee stock compensation expense was $ 2,804 and $ 2,483 for the three-month periods ended September 30, 2025 and 2024, respectively.
Restricted Stock Units
On March 26, 2020, pursuant to the Corporation’s Long Term Incentive Plan (the "LTIP"), which is a sub-plan of the Equity Plan, the Compensation Committee of First United Corporation’s Board of Directors (the "Compensation Committee") granted RSUs to the Corporation’s principal executive officer, its principal financial officer, and certain of its other executive officers. An RSU contemplates the issuance of shares of common stock of First United Corporation if and when the RSU vests.
The RSUs granted to each of the foregoing officers consist of (i) a performance-vesting award for a three-year performance period and (ii) a time-vesting award that will vest ratably over a three-year period. Target performance levels were set based on the annual budget which supports the Corporation’s long-term objective of achieving high performance as compared to peers. Threshold performance is the minimum level of acceptable performance as defined by the Compensation Committee and maximum performance represented a level potentially achievable under ideal circumstances. Achievement of all threshold performance levels would result in each executive participant earning a payout at 50 % of his or her respective target award opportunity. Achievement of all target performance levels would result in the executive participant earning the target award. Achievement at or above all maximum performance levels would result in the executive participant earning 150 % of the target opportunity. Actual results for any goal that falls between performance levels would be interpolated to calculate a proportionate award.
To receive any shares under an RSU, a grantee must be employed by the Corporation or one of its subsidiaries on the applicable vesting date, except that a grantee whose employment terminates prior to such vesting date due to death, disability or retirement will be entitled to a pro-rated portion of the shares subject to the RSUs, assuming that, in the case of performance-vesting RSUs, the performance goals had been met at their "target" levels.
In May 2021, the Corporation granted performance-vesting RSUs relating to 7,389 shares (target) and time-vesting RSUs relating to 3,693 shares, which had a grant date fair market value of $ 17.93 per share of common stock underlying each RSU. The performance period for the performance-vesting RSUs was the three-year period ended December 31, 2023. On March 9, 2024, it was determined that 7,389 performance-vesting RSUs failed to vest. The time-vesting RSUs vested ratably over a three-year period that began on May 5, 2021. On May 5, 2022, 1,230 shares underlying the time-vesting RSUs were issued to participants. On May 5, 2023, 1,230 additional shares underlying the time-vesting RSUs were issued to participants. On May 5, 2024, the remaining 1,233 shares underlying the time-vesting RSUs were issued to participants. Stock compensation expense was $ 7,365 for the nine-month period ended September 30, 2024. Stock compensation expense was $ 0 for the three-month period ended September 30, 2024. All compensation expense related to these RSUs was recognized as of September 30, 2024.
In March 2022, the Corporation granted performance-vesting RSUs relating to 8,096 shares (target) and time-vesting RSUs relating to 6,238 shares, which had a grant date fair market value of $ 21.88 per share of common stock underlying each RSU. The performance period for the performance-vesting RSUs was the three-year period ended December 31, 2024. The time-vesting RSUs vested ratably over a three-year period that began on March 9, 2022. On March 9, 2023, 2,079 shares underlying the time-vesting RSUs were issued to participants. On March 9, 2024, 2,079 additional shares underlying the time-vesting RSUs were issued to participants. On March 9, 2025, the remaining 2,080 shares underlying the RSUs were issued to participants. In the third quarter of 2024, it was projected that the performance-vesting RSUs would not be satisfied, and the stock compensation expense was adjusted accordingly. Net stock compensation expense/(credit) was $ 11,378 and ($ 69,228 ) for the nine-month periods ended September 30, 2025 and 2024, respectively. Stock compensation expense/(credit) was $ 0 and ($ 121,518 ) for the three-month periods ended September 30, 2025 and 2024, respectively. All compensation expense/(credit) related to these RSUs was recognized as of September 30, 2025.
In March 2023, the Corporation granted performance-vesting RSUs relating to 10,214 shares (target) and time-vesting RSUs relating to 7,920 shares, which had a grant date fair market value of $ 18.25 per share of common stock underlying each RSU. The performance period for the performance-vesting RSUs is the three-year period ending December 31, 2025. The time-vesting RSUs will vest ratably over a three-year period that began on March 15, 2023. On March 15, 2024, 2,639 shares underlying the time-vesting RSUs were issued to participants. On March 15, 2025, 2,639 shares underlying the time-vesting RSUs were issued to participants. Stock compensation expense was $ 82,755 for each of the nine-month periods ended September 30, 2025 and 2024.
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Stock compensation expense was $ 27,585 for each of the three-month periods ended September 30, 2025 and 2024. Unrecognized compensation expense related to these RSUs that have not vested was $ 55,170 as of September 30, 2025.
In May 2024, the Corporation granted performance-vesting RSUs relating to 8,593 shares (target) and time-vesting RSUs relating to 6,662 shares, which had a grant date fair market value of $ 22.26 per share of common stock underlying each RSU. The performance period for the performance-vesting RSUs is the three-year period ending December 31, 2026. The time-vesting RSUs will vest ratably over a three-year period that began on May 20, 2024. On May 20, 2025, 2,219 shares of the 6,602 time-vesting RSUs were issued to participants. Stock compensation expense was $ 84,942 and $ 37,752 for the nine-month periods ended September 30, 2025 and 2024, respectively. Stock compensation expense was $ 28,314 each of the three-month periods ended September 30, 2025 and 2024. Unrecognized compensation expense related to these RSUs that have not vested was $ 188,760 as of September 30, 2025.
In February 2025, the Corporation granted performance-vesting RSUs relating to 6,006 shares (target) and time-vesting RSUs relating to 4,797 shares, which had a grant date fair market value of $ 37.59 per share of common stock underlying each RSU. The performance period for the performance-vesting RSUs is the three-year period ending December 31, 2027. The time-vesting RSUs will vest ratably over a three-year period beginning on February 25, 2025. Stock compensation expense was $ 79,007 for the nine-month period ended September 30, 2025. Stock compensation expense was $ 33,860 for the three-month period ended September 30, 2025. Unrecognized compensation expense related to these RSUs that have not vested was $ 327,316 as of September 30, 2025.
Note 9– Derivative Financial Instruments
As a part of managing interest rate risk, the Corporation entered into interest rate swap agreements to modify the re-pricing characteristics of certain interest-bearing liabilities. The Corporation has designated its interest rate swap agreements as cash flow hedges under the guidance of ASC Subtopic 815-30, Derivatives and Hedging – Cash Flow Hedges . Cash flow hedges have the effective portion of changes in the fair value of the derivative, net of taxes, recorded in net accumulated other comprehensive income.
In March 2016, the Corporation entered into four interest rate swap contracts totaling $ 30.0 million notional amount, hedging future cash flows associated with floating rate trust preferred debt. As of September 30, 2025, $ 15.0 million notional amount remains. The interest rate swap creates an effective fixed interest rate of 4.66 % on the $ 15.0 million notional amount of the Corporation’s junior subordination debt until the interest rate swap’s maturity in March 2026. The fair value of the interest rate swap contracts was $ 0.2 million and $ 0.5 million at September 30, 2025 and December 31, 2024, respectively.
For the nine-month period ended September 30, 2025, a $ 287,000 decrease in the aggregate value of the derivatives and $ 61,000 in related deferred tax benefits were recorded in net accumulated other comprehensive income to reflect the effective portion of cash flow hedges. This compares to a $ 319,000 decrease in value and related deferred tax benefits of $ 84,000 for the nine-month period ended September 30, 2024. For the three-month period ended September 30, 2025, a $ 98,000 decrease in the aggregate value of the derivatives and $ 21,000 in related deferred tax benefits were recorded in net accumulated other comprehensive income to reflect the effective portion of cash flow hedges. This compares to a $ 323,000 decrease in the aggregate value of the derivatives and $ 85,000 in related deferred tax benefits for the three-month period ended September 30, 2024. ASC Subtopic 815-30 requires the net accumulated other comprehensive income/(loss) to be reclassified to earnings if the hedge becomes ineffective or is terminated. There was no hedge ineffectiveness recorded for any of the nine- or three-month periods ended September 30, 2025 or 2024. The Corporation does not expect any material losses relating to these hedges to be reclassified into earnings within the next 12 months.
Interest rate swap agreements are entered into with counterparties that meet established credit standards, and the Corporation believes that the credit risk inherent in these contracts is not significant as of September 30, 2025.
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The table below discloses the impact of derivative financial instruments on the Corporation’s Consolidated Financial Statements for the nine- and three-month periods ended September 30, 2025 and 2024.
Derivative in Cash Flow Hedging Relationships
Amount of gain or
(loss) recognized in
Amount of loss
Amount of gain or
income or derivative
recognized in
(loss) reclassified from
(ineffective portion
OCI on derivative
accumulated OCI into
and amount excluded
(effective portion),
income (effective
from effectiveness
(in thousands)
net of tax
portion) (a)
testing) (b)
Interest rate contracts:
Nine months ended:
September 30, 2025
$
( 226 )
$
—
$
—
September 30, 2024
( 235 )
—
—
Three months ended:
September 30, 2025
$
( 77 )
$
—
$
—
September 30, 2024
( 238 )
—
—
Notes:
(a) Reported as interest expense
(b) Reported as other income
Note 10 – Regulatory Capital Requirements
The following table presents the Bank’s capital ratios as of September 30, 2025 and December 31, 2024.
September 30,
2025
December 31,
2024
Required for
Capital
Adequacy
Purposes
Required
to be Well
Capitalized
Total Capital (to risk-weighted assets)
15.42
%
14.59
%
8.00
%
10.00
%
Tier 1 Capital (to risk-weighted assets)
14.17
%
13.35
%
6.00
%
8.00
%
Common Equity Tier 1 Capital (to risk-weighted assets)
14.17
%
13.35
%
4.50
%
6.50
%
Tier 1 Capital (to average assets)
10.91
%
10.70
%
4.00
%
5.00
%
As of September 30, 2025 and December 31, 2024, the Bank was considered “well capitalized” under the regulatory framework for prompt corrective action.
Note 11 – Deposits
The following table summarizes deposits at September 30, 2025 and December 31, 2024.
(in thousands)
September 30, 2025
December 31, 2024
Balance
Percent
Balance
Percent
Non-Interest-bearing deposits:
$
429,986
26 %
$
426,737
27 %
Interest-bearing deposits:
Demand
386,015
23 %
386,803
25 %
Money market-retail
498,786
30 %
447,149
28 %
Money market- brokered
2,501
0 %
1
0 %
Savings deposits
158,786
9 %
170,972
11 %
Time deposits- retail
152,828
9 %
143,167
9 %
Time deposits- brokered
50,000
3 %
—
—
Total Deposits
$
1,678,902
100 %
$
1,574,829
100 %
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Table of Contents
Note 12 – Borrowed Funds
The following is a summary of borrowings at September 30, 2025 and December 31, 2024:
(in thousands)
September 30,
2025
December 31,
2024
Short-term borrowings:
Securities sold under agreements to repurchase:
Outstanding at end of period
$
20,207
$
15,409
Weighted average interest rate at end of period
0.25 %
0.24 %
Maximum amount outstanding as of any month end
$
26,756
$
44,415
Average amount outstanding
$
19,414
$
29,805
Approximate weighted average rate during the period
0.22 %
0.26 %
Overnight borrowings, weighted average interest rate of 4.50 % at December 31, 2024
$
—
$
50,000
Long-term borrowings:
FHLB advances, bearing fixed interest rate of 3.84 % at September 30, 2025 and ranging from 3.84 % to 4.04 % at December 31, 2024.
$
65,000
$
90,000
Junior subordinated debt, bearing variable interest rate of 7.03 % at September 30, 2025 and 7.36 % at December 31, 2024
30,929
30,929
Total borrowings outstanding
$
116,136
$
186,338
At September 30, 2025, the repurchase agreements were secured by $ 28.6 million in investment securities issued by government related agencies. A minimum of 102 % of fair value is pledged against account balances.
The following table presents contractual maturities of long-term borrowings outstanding at September 30, 2025 and December 31, 2024:
September 30, 2025
December 31, 2024
(in thousands)
Fixed Rate
Floating Rate
Total
Fixed Rate
Floating Rate
Total
Due in 2025
$
—
$
—
$
—
$
25,000
$
—
$
25,000
Due in 2026
65,000
—
65,000
65,000
—
65,000
Thereafter
—
30,929
30,929
—
30,929
30,929
Total long-term debt
$
65,000
$
30,929
$
95,929
$
90,000
$
30,929
$
120,929
Note 13 – Segment Reporting
The Corporation is managed under an organizational structure that conducts business in two primary operating segments; (i) Community Banking and (ii) Wealth Management. The Corporation is primarily managed based on the line of business structure. In that regard, the Corporation provides the same lines of business, which have the same product and service offerings, have similar types and classes of customers and utilize similar service delivery methods across our entire geographic footprint. Pricing guidelines for products and services are across all regions. Community Banking and Trust and Investment Services are delineated by the products and services that each segment offers.
Business activity for the operating segments is as follows:
Community Banking : The Community Banking segment is conducted through the Bank and involves delivering a broad range of financial products and services, including various loan and deposit products, to consumer, business, and not-for-profit customers. Parent company income and assets are included in the Community Banking segment, as the majority of parent company functions are related to this segment. Major revenue sources include net interest income, gains on sales of mortgage loans, and service charges on deposit accounts. Expenses include salaries and employee benefits, occupancy, data processing, FDIC premiums, marketing, equipment, and other expenses.
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Wealth Management : The Wealth Management segment is conducted through the Bank and offers corporate trustee services, trust and estate administration, IRA administration and custody services. Revenues for this segment is generated from administration, service and custody fees, brokerage commissions, and management fees that are derived from Assets Under Management. Expenses include personnel, occupancy, data processing, marketing, equipment, and other expenses.
The accounting policies of each reportable segment are the same as those of our consolidated entity except that expenses for consolidated back-office operations and general overhead-type expenses such as executive administration, accounting, information technology and human resources are recorded in the Community Banking segment and reimbursed by the Wealth Management segment through a monthly management fee based on estimated uses of those services.
An internal team of the Corporation’s executive directors including the Chief Executive Officer, Chief Financial Officer, and Chief Wealth Officer serve as the Corporation’s Chief Operating Decision Maker (“CODM”). The CODM reviews actual net income verses budgeted net income to assess segment performance on a monthly basis and to make decisions about allocating capital and personnel to the segments.
Financial results by operating segment, including significant expense categories provided to the CODM are detailed below. Certain prior period amounts have been reclassified to conform to the current presentation. The Trust and Investment Services segment excludes off-balance-sheet assets under management with a total fair value of $ 1.8 billion and $ 1.7 billion at September 30, 2025 and December 31 2024, respectively.
Total assets of each operating segment at September 30, 2025 and December 31, 2024 were as follows:
Community
Wealth
Banking
Management
Total
Total assets as of September 30, 2025
$
2,023,680
$
294
$
2,023,974
Total assets as of December 31, 2024
$
1,972,513
$
509
$
1,973,022
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Table of Contents
Information for the operating segments for the nine- and three-month periods ended September 30, 2025 and 2024 is presented in the following tables:
Nine months ended
September 30, 2025
Community
Wealth
(in thousands)
Banking
Management
Total
Interest income
$
74,695
$
—
$
74,695
Interest expense
24,569
—
24,569
Net interest income
50,126
—
50,126
Credit loss expense
2,026
—
2,026
Net interest income after credit loss expense
48,100
—
48,100
Other operating income:
Net gains on sales of residential mortgages
401
—
401
Service charges on deposit accounts
1,687
—
1,687
Other service charges
638
—
638
Trust department income
—
7,157
7,157
Debit card income
2,884
—
2,884
Brokerage commissions
—
1,137
1,137
Other segment income (1)
1,431
—
1,431
Total other operating income
7,041
8,294
15,335
Other operating expenses:
Salaries and employee benefits
18,841
3,398
22,239
Equipment and occupancy
3,628
73
3,701
Data processing
4,331
289
4,620
FDIC premiums
778
—
778
Other segment expenses (2)
6,848
350
7,198
Total operating expenses
34,426
4,110
38,536
Income before income taxes and intercompany fees
20,715
4,184
24,899
Intercompany management fee income/(expense)
9
( 9 )
—
Income before income taxes
20,724
4,175
24,899
Income tax expense
5,283
878
6,161
Net income
$
15,441
$
3,297
$
18,738
Significant noncash items:
Credit loss expense
$
2,026
$
—
$
2,026
Depreciation
1,923
12
1,935
Amortization of intangible assets
90
157
247
(1) Other segment income includes bank owned life insurance income, gains on sales of investment securities available for sale, gains on disposals of fixed assets, and and miscellaneous income.
(2) Other segment expenses include professional services, contract labor, telephone, investor relations, contributions, net OREO expense/(income), and miscellaneous expenses.
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Table of Contents
Nine months ended
September 30, 2024
Community
Wealth
(in thousands)
Banking
Management
Total
Interest income
$
68,268
$
—
$
68,268
Interest expense
23,990
—
23,990
Net interest income
44,278
—
44,278
Credit loss expense
2,404
—
2,404
Net interest income after credit loss expense
41,874
—
41,874
Other operating income:
Net gains on sales of residential mortgages
282
—
282
Service charges on deposit accounts
1,667
—
1,667
Other service charges
676
—
676
Trust department income
—
6,771
6,771
Debit card income
2,931
—
2,931
Brokerage commissions
—
1,154
1,154
Other segment income (1)
1,288
—
1,288
Total other operating income
6,844
7,925
14,769
Other operating expenses:
Salaries and employee benefits
18,359
3,214
21,573
Equipment and occupancy
4,409
91
4,500
Data processing
3,821
252
4,073
FDIC premiums
810
—
810
Other segment expenses (2)
6,264
339
6,603
Total operating expenses
33,663
3,896
37,559
Income before income taxes and intercompany fees
15,055
4,029
19,084
Intercompany management fee income/(expense)
9
( 9 )
—
Income before income taxes
15,064
4,020
19,084
Income tax expense
3,857
844
4,701
Net income
$
11,207
$
3,176
$
14,383
Significant noncash items:
Credit loss expense
$
2,404
$
—
$
2,404
Depreciation
2,612
21
2,633
Amortization of intangible assets
90
157
247
(1) Other segment income includes bank owned life insurance income, and miscellaneous income.
(2) Other segment expenses include professional services, contract labor, telephone, investor relations, contributions, net OREO expense/(income), and miscellaneous expenses.
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For the three months ended
September 30, 2025
Community
Wealth
(in thousands)
Banking
Management
Total
Interest income
$
25,762
$
—
$
25,762
Interest expense
8,359
—
8,359
Net interest income
17,403
—
17,403
Credit loss expense
510
—
510
Net interest income after credit loss expense
16,893
—
16,893
Other operating income:
Net gains on sales of residential mortgages
163
—
163
Service charges on deposit accounts
563
—
563
Other service charges
218
—
218
Trust department income
—
2,448
2,448
Debit card income
980
—
980
Brokerage commissions
—
346
346
Other segment income (1)
617
—
617
Total other operating income
2,541
2,794
5,335
Other operating expenses:
Salaries and employee benefits
6,443
1,146
7,589
Equipment and occupancy
1,171
23
1,194
Data processing
1,423
94
1,517
FDIC premiums
266
—
266
Other segment expenses (2)
2,311
109
2,420
Total operating expenses
11,614
1,372
12,986
Income before income taxes and intercompany fees
7,820
1,422
9,242
Intercompany management fee income/(expense)
3
( 3 )
—
Income before income taxes
7,823
1,419
9,242
Income tax expense
1,996
298
2,294
Net income
$
5,827
$
1,121
$
6,948
Significant noncash items:
Credit loss expense
$
510
$
—
$
510
Depreciation
652
3
655
Amortization of intangible assets
30
52
82
(1) Other segment income includes bank owned life insurance income, gains on sales of investment securities available for sale, gains on disposals of fixed assets, and and miscellaneous income.
(2) Other segment expenses include professional services, contract labor, telephone, investor relations, contributions, net OREO expense/(income), and miscellaneous expenses.
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For the three months ended
September 30, 2024
Community
Wealth
(in thousands)
Banking
Management
Total
Interest income
$
23,257
$
—
$
23,257
Interest expense
8,029
—
8,029
Net interest income
15,228
—
15,228
Credit loss expense
264
—
264
Net interest income after credit loss expense
14,964
—
14,964
Other operating income:
Net gains on sales of residential mortgages
141
—
141
Service charges on deposit accounts
555
—
555
Other service charges
236
—
236
Trust department income
—
2,328
2,328
Debit card income
1,000
—
1,000
Brokerage commissions
—
297
297
Other segment income (1)
496
—
496
Total other operating income
2,428
2,625
5,053
Other operating expenses:
Salaries and employee benefits
6,108
1,052
7,160
Equipment and occupancy
1,306
30
1,336
Data processing
1,260
73
1,333
FDIC premiums
256
—
256
Other segment expenses (2)
2,118
111
2,229
Total operating expenses
11,048
1,266
12,314
Income before income taxes and intercompany fees
6,344
1,359
7,703
Intercompany management fee income/(expense)
3
( 3 )
—
Income before income taxes
6,347
1,356
7,703
Income tax expense
1,666
266
1,932
Net income
$
4,681
$
1,090
$
5,771
Significant noncash items:
Credit loss expense
$
264
$
—
$
264
Depreciation
834
10
844
Amortization of intangible assets
30
52
82
(1) Other segment income includes bank owned life insurance income, and miscellaneous income.
(2) Other segment expenses include professional services, contract labor, telephone, investor relations, contributions, net OREO expense/(income), and miscellaneous expenses.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
INTRODUCTION
The following discussion and analysis is intended as a review of material changes in and significant factors affecting the financial condition and results of operations of First United Corporation and its consolidated subsidiaries for the periods indicated. This discussion and analysis should be read in conjunction with the unaudited consolidated financial statements and the notes thereto contained in Item 1 of Part I of this report, as well as the audited consolidated financial statements and related notes included in First United Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024.
Unless the context clearly suggests otherwise, references in this report to “us”, “we”, “our”, and “the Corporation” are to First United Corporation and its consolidated subsidiaries.
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not represent historical facts, but are statements about management’s beliefs, plans and objectives about the future, as well as its assumptions and judgments concerning such beliefs, plans and objectives. These statements are evidenced by terms such as "anticipate," "estimate," "should," “will”, "expect," "believe," "intend," and similar expressions. Although these statements reflect management’s good faith beliefs and projections, they are not guarantees of future performance and they may not prove true. The beliefs, plans and objectives on which forward-looking statements are based involve risks and uncertainties that could cause actual results to differ materially from those addressed in the forward-looking statements. For a discussion of these risks and uncertainties, see the section of the periodic reports that First United Corporation files with the Securities and Exchange Commission (the “SEC”) entitled "Risk Factors".
FIRST UNITED CORPORATION
First United Corporation is a Maryland corporation chartered in 1985 and a financial holding company registered with the Board of Governors of the Federal Reserve System under the Bank Holding Company Act of 1956, as amended, that elected financial holding company status in 2021. The Corporation’s primary business is serving as the parent company of First United Bank & Trust, a Maryland trust company (the “Bank”), First United Statutory Trust I (“Trust I”) and First United Statutory Trust II (“Trust II” and together with Trust I, “the Trusts”), both Connecticut statutory business trusts. The Trusts were formed for the purpose of selling trust preferred securities that qualified as Tier 1 capital. The Bank has two consumer finance company subsidiaries- OakFirst Loan Center, Inc., a West Virginia corporation, and OakFirst Loan Center, LLC, a Maryland limited liability company – and one subsidiary that it uses to hold real estate acquired through foreclosure or by deed in lieu of foreclosure – First OREO Trust, a Maryland statutory trust. In addition, the Bank owns 99.9% of the limited partnership interests in Liberty Mews Limited Partnership, a Maryland limited partnership formed for the purpose of acquiring, developing and operating low-income housing units in Garrett County, Maryland, and a 99.9% non-voting membership interest in MCC FUBT Fund, LLC, an Ohio limited liability company formed for the purpose of acquiring, developing and operating low-income housing units in Allegany County, Maryland and Mineral County, West Virginia.
At September 30, 2025, the Corporation’s total assets were $2.0 billion, net loans were $1.5 billion, and deposits were $1.7 billion. Shareholders’ equity at September 30, 2025 was $199.1 million.
We maintain an Internet site at www.mybank.com on which we make available, free of charge, First United Corporation’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to the foregoing as soon as reasonably practicable after these reports are electronically filed with, or furnished to, the SEC.
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RESULTS OF OPERATIONS
Overview
Consolidated net income was $6.9 million for the third quarter of 2025, or $1.07 per basic and diluted share, compared to $5.8 million, or $0.89 per basic and diluted share, for the third quarter of 2024. Net income for the first nine months of 2025 was $18.7 million, or $2.89 per basic share and $2.88 per diluted common share, compared to $14.4 million, or $2.20 per basic and diluted share, for the same period of 2024.
The $1.2 million increase in quarterly net income when compared to the third quarter of 2024 was primarily driven by a $2.2 million increase in net interest income and a $0.3 million increase in non-interest income, partially offset by increases in provision expense of $0.2 million, non-interest expense of $0.7 million and income tax expense of $0.4 million. Comparing the third quarter of 2025 to the same period of 2024, interest and fees on loans increased by $2.0 million primarily due to the repricing of adjustable-rate loans and new production booked at higher rates. Quarterly interest expense increased by $0.3 million on a year-over-year basis. This increase was attributable to growth in our municipal deposit balances, offset slightly by reduced interest expense on short-term borrowings related to the repayment of $40.0 million in Bank Term Funding Program (“BTFP”) balances in September 2024. Other operating income increased by $0.3 million due to increases in wealth management income and net gains as a result of an investment sale transaction. Other operating expenses increased by $0.7 million due to a $0.4 million increase in salaries and benefit expenses, a $0.2 million increase in professional services, and a $0.2 million increase in data processing costs. These increases were offset by slight reductions in equipment, other real estate owned (“OREO”) and investor relations expenses.
Net income for the first nine months of 2025 was $18.7 million compared to $14.4 million for the same period in 2024. Net interest income increased by $5.8 million due to a $6.4 million increase in interest income due to loans repricing at higher rates and new loan production booked at higher rates. Interest expense increased by $0.6 million driven by a $1.2 million increase in interest on deposits related to growth in our municipal balances, partially offset by a net reduction in borrowing costs of $0.7 million resulting from the repayment of $40.0 million in BTFP balances late in the third quarter of 2024. Provision for credit losses decreased by $0.4 million due primarily to strong credit quality, lower charge-offs and lower loan growth during the first nine months of 2025 when compared to the same time period in 2024. Other operating income increased by $0.6 million primarily due to a $0.4 million increase in trust department income and a $0.2 million increase on gains from the sales of residential mortgages and investment securities. These increases were partially offset by a $1.0 million increase in other operating expenses that were primarily related to a $0.7 million increase in salaries and employee benefits as a result of increased salary expense as we continue to build our sales teams, a $0.5 million increase in data processing expenses related to software agreements, and a $0.3 million increase in professional services expenses from increased audit fees. These increases were partially offset by a $0.8 million decrease in equipment and occupancy expenses due primarily to reduced depreciation expense related to the closure of four branches early in 2024.
Other operating income, including net gains, for the third quarter of 2025 increased by $0.3 million when compared to the same period of 2024. This increase was driven by a $0.2 million increase in wealth management income, reflecting higher market valuations and expanded relationships with both new and existing clients. Additionally, $0.1 million in net gains from the sale of available-for-sale investments was recognized in the third quarter of 2025.
Other operating income for the nine months ended September 30, 2025 increased by $0.6 million when compared to the same period of 2024. This increase was attributable to a $0.4 million increase in wealth management income, driven by improving market conditions, increased annuity sales and growth in new and existing customer relationships. Gains on sales of residential mortgages increased by $0.1 million and gains on sales of investment securities increased by $0.1 million. Service charge and debit card income were both stable when comparing the first nine months of 2025 to the same period of 2024.
Operating expenses increased by $0.7 million in the third quarter of 2025 when compared to the third quarter of 2024. Salaries and employee benefits increased by $0.4 million due to a $0.4 million increase in salary expense related to normal merit increases effective April 1, 2025 and increased staffing levels as an effort to build out our West region and a $0.1 million increase in incentive expense, partially offset by decreases in employee life and health insurance expense due to decreased claims. Additionally, data processing and professional services expenses each increased by $0.2 million year-over-year.
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Table of Contents
For the nine months ended September 30, 2025, non-interest expense increased by $1.0 million when compared to the nine months ended September 30, 2024. Salaries and employee benefits increased by $0.7 million related to normal merit increases effective April 1, 2025, increased salary expense as a result of increased staffing levels as we continue to expand our West region, increases in incentives, and 401K expenses offset by reduced life and health insurance costs related to reduced claims in 2025. Net OREO expenses increased by $0.1 million. Data processing expenses increased by $0.5 million primarily due to increased software agreements and professional services expenses increased by $0.3 million as a result of increased audit fees. These increases were partially offset by a $0.8 million decrease in occupancy and equipment expenses related to accelerated depreciation expense recognized in the first quarter of 2024 related to branch closures.
Net Interest Income
Net interest income is our largest source of operating revenue. Net interest income is the difference between the interest that we earn on our interest-earning assets and the interest expense we incur on our interest-bearing liabilities. For analytical and discussion purposes, net interest income is adjusted to a fully taxable equivalent (“FTE”) basis to facilitate performance comparisons between taxable and tax-exempt assets by increasing tax-exempt income by an amount equal to the federal income taxes that would have been paid if this income were taxable at the statutorily applicable rate. This is a non-GAAP disclosure and management believes it is not materially different than the corresponding GAAP disclosure.
The tables below summarize net interest income for the nine- and three-month periods ended September 30, 2025 and 2024.
s
Non-GAAP
GAAP
Nine Months Ended
Nine Months Ended
September 30,
September 30,
(in thousands)
2025
2024
2025
2024
Interest income
$
74,855
$
68,444
$
74,695
$
68,268
Interest expense
24,569
23,990
24,569
23,990
Net interest income
$
50,286
$
44,454
$
50,126
$
44,278
Net interest margin %
3.64
%
3.34
%
3.63
%
3.32
%
Three Months Ended
Three Months Ended
September 30,
September 30,
(in thousands)
2025
2024
2025
2024
Interest income
$
25,819
$
23,318
$
25,762
$
23,257
Interest expense
8,359
8,029
8,359
8,029
Net interest income
$
17,460
$
15,289
$
17,403
$
15,228
Net interest margin %
3.69
%
3.46
%
3.68
%
3.45
%
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The following tables set forth the average balances, net interest income and expense, and average yields and rates of our interest-earning assets and interest-bearing liabilities for the nine- and three-month periods ended September 30, 2025 and 2024:
Nine Months Ended
September 30,
2025
2024
Average
Average
Average
Average
(in thousands)
Balance
Interest
Yield/Rate
Balance
Interest
Yield/Rate
Assets
Loans
$
1,491,573
$
67,144
6.02
%
$
1,418,964
$
60,506
5.70
%
Investment Securities:
Taxable
285,293
5,365
2.51
%
288,977
5,088
2.35
%
Non-taxable
7,158
284
5.30
%
7,800
289
4.95
%
Total
292,451
5,649
2.58
%
296,777
5,377
2.42
%
Federal funds sold
54,385
1,709
4.20
%
54,624
2,246
5.49
%
Interest-bearing deposits with other banks
3,899
65
2.23
%
1,628
75
6.15
%
Other interest-earning assets
5,749
288
6.70
%
4,161
240
7.70
%
Total earning assets
1,848,057
74,855
5.42
%
1,776,154
68,444
5.15
%
Allowance for loan losses
(18,812)
(18,020)
Non-earning assets
184,309
185,660
Total Assets
$
2,013,554
$
1,943,794
Liabilities and Shareholders’ Equity
Deposits
Interest-bearing demand deposits
$
368,384
$
4,682
1.70
%
$
362,102
$
4,541
1.68
%
Interest-bearing money markets - retail
475,592
10,958
3.08
%
402,314
10,567
3.51
%
Interest-bearing money markets - brokered
357
7
2.62
%
37
1
3.61
%
Savings deposits
167,905
131
0.10
%
183,096
138
0.10
%
Time deposits - retail
146,985
3,241
2.95
%
148,458
3,155
2.84
%
Time deposits - brokered
45,398
1,461
4.30
%
20,967
841
5.36
%
Total deposits
1,204,621
20,480
2.27
%
1,116,974
19,243
2.30
%
Short-term borrowings
21,408
58
0.36
%
70,755
1,437
2.71
%
Long-term borrowings
119,830
4,031
4.50
%
82,571
3,310
5.35
%
Total interest-bearing liabilities
1,345,859
24,569
2.44
%
1,270,300
23,990
2.52
%
Non-interest-bearing deposits
447,478
473,610
Other liabilities
30,795
33,134
Shareholders’ Equity
189,422
166,750
Total Liabilities and Shareholders’ Equity
$
2,013,554
$
1,943,794
Net interest income and spread
$
50,286
2.98
%
$
44,454
2.63
%
Net interest margin
3.64
%
3.34
%
(1) The above table reflects the average rates earned or paid stated on an FTE basis assuming a 21% tax rate for 2025 and 2024. Non-GAAP interest income on an FTE for the nine-month periods ended September 30, 2025 and 2024 was $160 and $176, respectively.
(2) Net interest margin is calculated as net interest income divided by average earning assets.
(3) The average yields on investments are based on amortized cost.
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Table of Contents
Three Months Ended
September 30,
2025
2024
(dollars in thousands)
Average
Balance
Interest
Average
Yield/Rate
Average
Balance
Interest
Average
Yield/Rate
Assets
Loans
$
1,501,876
23,072
6.09
%
$
1,433,508
$
21,035
5.84
%
Investment Securities:
Taxable
285,623
1,826
2.54
%
276,343
1,647
2.37
%
Non-taxable
7,516
102
5.38
%
7,795
100
5.10
%
Total
293,139
1,928
2.61
%
284,138
1,747
2.44
%
Federal funds sold
70,731
697
3.91
%
33,372
451
5.38
%
Interest-bearing deposits with other banks
5,324
30
2.24
%
2,179
26
4.75
%
Other interest-earning assets
5,660
92
6.45
%
3,987
59
5.89
%
Total earning assets
1,876,730
25,819
5.46
%
1,757,184
23,318
5.28
%
Allowance for loan losses
(19,343)
(18,197)
Non-earning assets
185,364
173,875
Total Assets
$
2,042,751
$
1,912,862
Liabilities and Shareholders’ Equity
Deposits
Interest-bearing demand deposits
$
367,771
$
1,509
1.63
%
$
370,040
$
1,604
1.72
%
Interest-bearing money markets - retail
489,088
3,833
3.11
%
422,393
3,793
3.57
%
Interest-bearing money markets - brokered
436
1
0.91
%
1
—
0.10
%
Savings deposits
163,433
43
0.10
%
176,799
44
0.10
%
Time deposits - retail
148,955
1,065
2.83
%
141,354
1,021
2.87
%
Time deposits - brokered
50,000
558
4.43
%
8,641
117
5.39
%
Total deposits
1,219,683
7,009
2.28
%
1,119,228
6,579
2.34
%
Short-term borrowings
21,378
17
0.32
%
57,553
467
3.23
%
Long-term borrowings
117,668
1,333
4.49
%
73,864
983
5.29
%
Total interest-bearing liabilities
1,358,729
8,359
2.44
%
1,250,645
8,029
2.55
%
Non-interest-bearing deposits
456,773
459,309
Other liabilities
31,020
32,155
Shareholders’ Equity
196,229
170,753
Total Liabilities and Shareholders’ Equity
$
2,042,751
$
1,912,862
Net interest income and spread
$
17,460
3.02
%
$
15,289
2.73
%
Net interest margin
3.69
%
3.46
%
(1) The above table reflects the average rates earned or paid stated on an FTE basis assuming a 21% tax rate for 2025 and 2024. Non-GAAP interest income on an FTE basis for the three-month periods ended September 30, 2025 and 2024 was $57 and $61, respectively.
(2) Net interest margin is calculated as net interest income divided by average earning assets.
(3) The average yields on investments are based on amortized cost.
Net interest income, on a non-GAAP, FTE basis, increased by $2.2 million for the third quarter of 2025 when compared to the third quarter of 2024 . This increase was driven by an increase of $2.5 million in interest income due to a $2.0 million increase in interest income on loans resulting from an increase of 25 basis points in the overall yield on the loan portfolio. This increase i n yield was attributable to upward repricing of adjustable-rate loans and an increase in average balances of $68.4 million. Interest income on investment securities increased by $0.2 million due to an increase in average balances of $9.0 million and an increase in yield of 17 basis points. The increase in the investment portfolio resulted from management’s strategic decision to reinvest cashflows in the higher rate environment to increase yield on the portfolio. Interest income on Federal funds sold increased by $0.2 million due to an increase of $37.4 million in average balances, partially offset by a decrease of 147 basis points in average rates. Interest expense increased by $0.3 million when compared to the third quarter of 2024. Interest expense paid on deposits increased by $0.4 million related to a $100.5 million increase in average balances, partially offset by a decrease of 6 basis points on the rate paid. Interest paid on short-term borrowings decreased by $0.5 million when compared to the same period of 2024 due to the repayment of the $40.0 million borrowing from the BTFP late in the third quarter of 2024. Interest paid on long-term borrowings increased by
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Table of Contents
$0.4 million when compared to the third quarter of 2024 due to a $43.8 million increase in average balances, partially offset by a decrease of 80 basis points on rates paid.
Comparing the nine months ended September 30, 2025 to the nine months ended September 30, 2024, net interest income, on a non-GAAP, FTE basis, increased by $5.8 million. Interest income increased by $6.4 million and was driven by an increase of $6.6 million on interest and fees on loans as average loan balances increased by $72.6 million and the overall yield increased by 32 basis points in correlation with upward repricing of adjustable-rate loans. Interest expense on deposits increased by $1.2 million as the average deposit balances increased by $87.6 million, driven by increases of $6.3 million in demand deposit accounts, $73.6 million in money market balances and $24.4 million in brokered time deposits, partially offset by decreases in savings balances of $15.2 million and $1.5 million in retail time deposits. Interest expense on short-term borrowings decreased by $1.4 million due to the Bank’s utilization of the BTFP program in 2024 and subsequent repayment late in the third quarter of 2024. Long-term borrowing costs increased $0.7 million as a result of an increase of $37.3 million in Federal Home Loan Bank of Atlanta (the “FHLB”) average balances, partially offset by a decrease in rate paid of 85 basis points. The net interest margin for the nine months ended September 30, 2025 was 3.64% compared to 3.34% for the nine months ended September 30, 2024.
The following table sets forth an analysis of volume and rate changes in interest income and interest expense for our average interest-earning assets and average interest-bearing liabilities for the nine- and three-month periods ended September 30, 2025 and 2024:
For the nine months ended September 30, 2025
compared to the nine months ended September 30, 2024
(in thousands and tax equivalent basis)
Volume
Rate
Net
Interest Income:
Loans
$
3,104
$
3,534
$
6,638
Taxable Investments
(65)
342
277
Non-taxable Investments
(24)
19
(5)
Federal funds sold
(10)
(527)
(537)
Interest-bearing deposits
105
(115)
(10)
Other interest earning assets
92
(44)
48
Total interest income
3,202
3,209
6,411
Interest Expense:
Interest-bearing demand deposits
79
62
141
Interest-bearing money markets- retail
1,929
(1,538)
391
Interest-bearing money markets- brokered
9
(3)
6
Savings deposits
(11)
4
(7)
Time deposits - retail
(31)
117
86
Time deposits - brokered
982
(362)
620
Short-term borrowings
(1,003)
(376)
(1,379)
Long-term borrowings
1,495
(774)
721
Total interest expense
3,449
(2,870)
579
Net interest income
$
(247)
$
6,079
$
5,832
(1) The change in interest income/expense due to both volume and rate has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.
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For the three months ended September 30, 2025
compared to the three months ended September 30, 2024
(in thousands and tax equivalent basis)
Volume
Rate
Net
Interest Income:
Loans
$
998
$
1,039
$
2,037
Taxable Investments
55
124
179
Non-taxable Investments
(4)
6
2
Federal funds sold
502
(256)
246
Interest-bearing deposits
37
(33)
4
Other interest earning assets
25
8
33
Total interest income
1,613
888
2,501
Interest Expense:
Interest-bearing demand deposits
(10)
(85)
(95)
Interest-bearing money markets- retail
595
(555)
40
Interest-bearing money markets- brokered
1
0
1
Savings deposits
(3)
2
(1)
Time deposits - retail
55
(11)
44
Time deposits - brokered
557
(116)
441
Short-term borrowings
(292)
(158)
(450)
Long-term borrowings
579
(229)
350
Total interest expense
1,482
(1,152)
330
Net interest income
$
131
$
2,040
$
2,171
(1) The change in interest income/expense due to both volume and rate has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.
Provision for Credit Losses
Specific allocations have been made for loans where management has determined that the collateral supporting the loans is not adequate to cover the loan balance, and the qualitative factors affecting the estimated allowance for credit losses (“ACL”) have been adjusted based on the current economic environment and the characteristics of the loan portfolio. For the first nine months of 2025 and 2024, net credit loss expense was $2.0 million and $2.4 million, respectively. For the third quarters of 2025 and 2024, net provision expense was $0.5 million and $0.3 million, respectively. Provision for credit losses decreased by $0.4 million due primarily to strong credit quality, lower charge-offs and lower loan growth during the first nine months of 2025 when compared to the same time period in 2024.
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Other Income
The composition of other operating income for the nine- and three-month periods ended September 30, 2025 and 2024 is illustrated in the following table:
Income as % of
Income as % of
Total Other Income
Total Other Income
Nine Months Ended
Three Months Ended
September 30,
September 30,
(in thousands)
2025
2024
2025
2024
Service charges on deposit accounts
$
1,687
12%
$
1,667
11%
$
563
11%
$
555
11%
Other service charges
638
4%
676
5%
218
4%
236
5%
Trust department
7,157
48%
6,771
47%
2,448
48%
2,328
48%
Debit card income
2,884
19%
2,931
20%
980
19%
1,000
20%
Bank owned life insurance
1,045
7%
1,000
7%
355
7%
340
7%
Brokerage commissions
1,137
8%
1,154
8%
346
8%
297
6%
Other income
288
2%
288
2%
164
3%
156
3%
$
14,836
100%
$
14,487
100%
$
5,074
100%
$
4,912
100%
Other Operating Expenses
The composition of other operating expenses for the nine- and three-month periods ended September 30, 2025 and 2024 is illustrated in the following table:
Expense as % of
Expense as % of
Total Other Operating Expenses
Total Other Operating Expenses
Nine Months Ended
Three Months Ended
September 30,
September 30,
(in thousands)
2025
2024
2025
2024
Salaries and employee benefits
$
22,239
58%
$
21,573
57%
$
7,589
58%
$
7,160
58%
FDIC premiums
778
2%
810
2%
266
2%
256
2%
Equipment
1,658
4%
2,185
6%
515
4%
627
5%
Occupancy expense of premises
2,043
5%
2,315
6%
679
5%
709
6%
Data processing expense
4,620
12%
4,073
11%
1,517
12%
1,333
10%
Marketing expense
616
2%
469
1%
182
1%
151
1%
Professional services
1,704
4%
1,412
3%
639
5%
477
4%
Contract labor
456
1%
416
1%
127
1%
149
1%
Telephone
283
1%
309
1%
89
1%
97
1%
Other real estate owned
369
1%
224
1%
69
1%
124
1%
Investor relations
251
1%
228
1%
57
0%
84
1%
Contributions
224
1%
181
1%
90
1%
65
1%
Other
3,295
8%
3,364
9%
1,167
9%
1,082
9%
$
38,536
100%
$
37,559
100%
$
12,986
100%
$
12,314
100%
Provision for Income Taxes
In reporting interim financial information, income tax provisions should be determined under the procedures set forth in Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) Topic 740, Income Taxes (Section 740-270-30). This guidance provides that at the end of each interim period, an entity should make its best estimate of the effective tax rate expected to be applicable for the full fiscal year. The rate so determined should be used in providing for income taxes on a current year-to-date basis. The effective tax rate should reflect anticipated investment tax credits, capital gains rates, and other available tax planning alternatives. In arriving at this effective tax rate, however, no effect should be included for the tax related to significant, unusual or extraordinary items that will be separately reported or reported net of their related tax effect in reports for the interim period or for the fiscal year.
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The effective income tax rates as a percentage of income for the nine-month periods ended September 30, 2025 and September 30, 2024 were 24.7% and 24.6%, respectively.
GAAP and Non-GAAP Financial Measures
The following table sets forth certain selected financial data for the periods ended September 30, 2025 and 2024 under GAAP (as reported) and non-GAAP. A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed in the most directly comparable measure calculated and presented in accordance with GAAP in the United States. The Corporation’s management believes that the presentation of non-GAAP financial measures provides investors with a greater understanding of the Corporation’s operating results in addition to the results measured in accordance with GAAP. While management uses these non-GAAP measures in its analysis of the Corporation’s performance, this information should not be viewed as a substitute for financial results determined in accordance with GAAP or considered to be more important than financial results determined in accordance with GAAP.
Nine months ended September 30,
Three months ended September 30,
(in thousands, except for per share amount)
2025
2024
2025
2024
Per Share Data
Basic net income per share
$
2.89
$
2.20
$
1.07
$
0.89
Basic net income per share - non-GAAP
$
2.89
$
2.26
$
1.07
$
0.89
Diluted net income per share
$
2.88
$
2.19
$
1.07
$
0.89
Diluted net income per share - non-GAAP
$
2.88
$
2.25
$
1.07
$
0.89
Basic book value per share
$
30.65
$
26.90
Diluted book value per share
$
30.59
$
26.84
Net income - as reported
$
18,738
$
14,383
$
6,948
$
5,771
Adjustments:
Accelerated depreciation expenses
—
562
—
—
Income tax effect of adjustments
—
(137)
—
—
Adjusted net income (non-GAAP)
$
18,738
$
14,808
$
6,948
$
5,771
Diluted earnings per share - as reported
$
2.88
$
2.19
$
1.07
$
0.89
Adjustments:
Accelerated depreciation expenses
—
0.08
—
—
Income tax effect of adjustments
—
(0.02)
—
—
Adjusted diluted earnings per share (non-GAAP)
$
2.88
$
2.25
$
1.07
$
0.89
Significant Ratios:
Nine months ended September 30,
2025
2024
Return on Average Assets - as reported
1.24%
0.99%
Accelerated depreciation expenses
—
0.03%
Income tax effect of adjustments
—
(0.01%)
Adjusted Return on Average Assets (non-GAAP)
1.24%
1.01%
Return on Average Equity - as reported
13.23%
11.52%
Accelerated depreciation expenses
—
0.34%
Income tax effect of adjustments
—
(0.08%)
Adjusted Return on Average Equity (non-GAAP)
13.23%
11.78%
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FINANCIAL CONDITION
Balance Sheet Overview
Total assets at September 30, 2025 were $2.0 billion, representing a $51.0 million increase since December 31, 2024. During the first nine months of 2025, the investment portfolio increased by $8.9 million as bonds were purchased to lock in yield in anticipation of potential declines in long-term rates. Gross loans increased by $16.0 million as new production during the nine months of 2025 was mitigated by amortization and increased payoffs. Other assets, including deferred taxes, premises and equipment, bank owned life insurance, pension assets, accrued trust income receivable, and accrued interest receivable, increased by $11.3 million.
Total liabilities at September 30, 2025 were $1.8 billion, representing a $31.1 million increase since December 31, 2024. Total deposits increased by $104.1 million when compared to December 31, 2024. The increase in deposits was primarily driven by $50.0 million in new brokered time deposits obtained in January 2025 to fund the repayment of the $50.0 million in overnight borrowings outstanding at December 31, 2024. In addition, savings and money market accounts increased by $42.0 million, retail time deposits increased by $9.7 million, and non-interest-bearing deposits increased by $3.2 million. Interest-bearing demand deposits, primarily our ICS product, decreased slightly by $0.8 million due primarily to seasonal fluctuations in municipal deposit accounts. Short-term borrowings decreased by $45.2 million due to the purchase of the brokered time deposit discussed above, which was partially offset by increases in the overnight investment sweep product. Long-term borrowings decreased by $25.0 million due to the full repayment of a matured $25.0 million Federal Home Loan Bank borrowing in September 2025.
Loan Portfolio
The following table presents the composition of our loan portfolio at the dates indicated:
(in thousands)
September 30, 2025
December 31, 2024
Commercial real estate
$
554,418
37%
$
526,364
36%
Acquisition and development
93,968
6%
95,314
6%
Commercial and industrial
279,079
19%
287,534
19%
Residential mortgage
521,317
35%
518,815
35%
Consumer
47,980
3%
52,766
4%
Total Loans
$
1,496,762
100%
$
1,480,793
100%
Outstanding loans of $1.5 billion at September 30, 2025 reflected a $16.0 million increase since December 31, 2024. Since December 31, 2024, commercial real estate loans increased by $28.1 million, acquisition and development loans decreased by $1.3 million, commercial and industrial loans decreased by $8.5 million, residential mortgage loans increased by $2.5 million, and consumer loans decreased by $4.8 million.
New commercial loan production for the third quarter of 2025 was approximately $29.8 million. Year-to-date commercial production was approximately $139.0 million, which compares to $117.0 million for the nine months ended September 30, 2024. The commercial pipeline was strong as of September 30, 2025 at $50.4 million, and unfunded, commercial construction loans totaled approximately $42.8 million. Commercial amortization and payoffs were unusually high at approximately $29.4 million for the three months ended September 30, 2025. Included in that amount were payoffs of approximately $20.9 million during the third quarter primarily attributable to four relationships either utilizing cash to repay or consolidating debt.
New consumer mortgage loan production for the third quarter of 2025 was approximately $20.8 million, most of which was comprised of in-house mortgages booked to our portfolio. The pipeline of in-house, portfolio loans as of September 30, 2025 was $23.0 million. Unfunded commitments related to residential construction loans totaled $12.1 million at September 30, 2025.
Non-accrual loans totaled $3.8 million at September 30, 2025 compared to $4.9 million at December 31, 2024. The decrease in non-accrual balances at September 30, 2025 was related to principal paydowns and the charge-off of $0.5 million related to a non-accrual commercial and industrial relationship that was recorded during the third quarter of 2025.
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The following table presents loans in our commercial real estate portfolio by industry type at September 30, 2025.
(in thousands)
Non-owner-occupied
Owner-occupied
Multi-family
Total
Accommodations and food services
$
68,781
$
5,742
$
—
$
74,523
Administration and support, waste management, and remediation services
—
1,433
—
1,433
Agriculture, forestry, fishing and hunting
—
2,892
—
2,892
Arts, entertainment and recreation
—
4,234
—
4,234
Construction
1,987
5,802
—
7,789
Educational services
—
807
—
807
Finance and insurance
—
105
—
105
Health care and social assistance
13,342
21,308
—
34,650
Manufacturing
—
14,064
—
14,064
Mining, quarrying, oil and gas extraction
—
380
—
380
Other services (except public services)
—
19,072
299
19,371
Professional, scientific and technical services
—
1,640
—
1,640
Public administration
1,367
597
—
1,964
Commercial rental properties
10,646
4,252
—
14,898
Residential rental properties
177,408
81,983
—
259,391
Student rental properties
1,881
770
19,398
22,049
Mixed use rental properties
184
114
22,531
22,829
Storage units
40,330
—
—
40,330
Real estate rental and leasing- other
—
—
2,297
2,297
Retail trade
71
2,955
—
3,026
Transportation and warehousing
—
438
—
438
Wholesale trade
—
25,308
—
25,308
Total
$
315,997
$
193,896
$
44,525
$
554,418
Our loan portfolio does not consist of any loans secured by office buildings located in major metropolitan areas or that are over four stories or any retail properties rented to major big box retail tenants. There have been no significant changes in our commercial real estate concentrations since December 31, 2024.
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Risk Elements of Loan Portfolio
The following table presents the risk elements of our loan portfolio at the dates indicated. Management is not aware of any potential problem loans other than those listed in this table or discussed below.
(in thousands)
September 30,
2025
% of
Applicable
Portfolio
December 31,
2024
% of
Applicable
Portfolio
Non-accrual loans:
Commercial real estate
$
593
0.11%
$
656
0.12%
Acquisition and development
22
0.02%
82
0.09%
Commercial and industrial
1,131
0.41%
1,838
0.64%
Residential mortgage
2,068
0.40%
2,181
0.42%
Consumer
11
0.02%
174
0.33%
Total non-accrual loans
$
3,825
0.26%
$
4,931
0.33%
Accruing Loans Past Due 90 days or more:
Commercial real estate
$
—
$
317
Commercial and industrial
6
—
Residential mortgage
777
573
Consumer
18
28
Total loans past due 90 days or more
$
801
$
918
Total non-accrual and accruing loans past due 90 days or more
$
4,626
$
5,849
Repossessed assets
$
3,043
$
2,802
Other real estate owned
$
2,718
$
3,062
Total non-performing assets
$
10,387
$
11,713
Modified Loans:
Performing
$
891
$
1,006
Total modified loans
$
891
$
1,006
Individually evaluated loans without a valuation allowance
$
3,333
$
4,432
Total individually evaluated loans
$
3,333
$
4,432
Non-accrual loans to total loans (as %)
0.26%
0.33%
Non-performing loans to total loans (as %)
0.31%
0.39%
Non-performing assets to total assets (as %)
0.51%
0.59%
Allowance for credit losses to non-accrual loans (as %)
499.06%
368.49%
Allowance for credit losses to non-performing assets (as %)
183.78%
155.13%
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Allowance for Credit Losses
The ACL represents an amount which, in management’s judgment, is adequate to absorb expected credit losses over the life of outstanding loans as of the balance sheet date based on the evaluation of current risk characteristics of the loan portfolio, past events, current conditions, reasonable and supportable forecasts of future economic conditions and prepayment experience. The ACL is measured and recorded upon the initial recognition of a financial asset. The ACL is reduced by charge-offs, net of recoveries of previous losses, and is increased by a provision or decreased by a recovery for credit losses, which is recorded as a current period operating expense.
Determination of an appropriate ACL is inherently complex and requires the use of significant and highly subjective estimates. The reasonableness of the ACL is reviewed quarterly by management.
Management believes that it uses relevant information available to make determinations about the ACL and that it has established the existing allowance in accordance with GAAP. However, the determination of the ACL requires significant judgment, and estimates of expected credit losses in the loan portfolio can vary from the amounts actually observed. While management uses available information to recognize expected credit losses, future additions to the ACL may be necessary based on changes in the loans comprising the portfolio, changes in the current and forecasted economic conditions, changes to the interest rate environment which may directly impact prepayment and curtailment rate assumptions, and changes in the financial conditions of borrowers.
The ACL “base case” model is derived from various economic forecasts provided by widely recognized sources. Management evaluates the variability of market conditions by examining the peak and trough of economic cycles. These peaks and troughs are used to stress the base case model to develop a range of potential outcomes. Management then determines the appropriate reserve through an evaluation of these various outcomes relative to current economic conditions and known risks in the portfolio. For the nine-month period ended September 30, 2025, the range of outcomes would produce a 7% reduction or a 68% increase in reserves based on the best-case and worst-case scenarios, respectively.
The following table presents a summary of the activity in the ACL for the nine-month periods ended September 30, 2025 and 2024:
(in thousands)
2025
2024
Balance, January 1
$
18,170
$
17,480
Charge-offs:
Acquisition and development
(9)
—
Commercial and industrial
(897)
(1,297)
Residential mortgage
(15)
(45)
Consumer
(612)
(1,193)
Total charge-offs
(1,533)
(2,535)
Recoveries:
Commercial real estate
—
37
Acquisition and development
304
48
Commercial and industrial
35
203
Residential mortgage
36
68
Consumer
212
302
Total recoveries
587
658
Net credit losses
(946)
(1,877)
Credit loss expense
1,865
2,407
Balance at end of period
$
19,089
$
18,010
Allowance for credit losses to gross loans outstanding (as %)
1.28
%
1.24
%
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Net (Charge-offs)/Recoveries as a % of Average Applicable Portfolio
2025
2024
Commercial real estate
0.00%
0.01%
Acquisition and development
0.42%
0.08%
Commercial and industrial
(0.41)%
(0.53)%
Residential mortgage
0.01%
0.01%
Consumer
(1.06)%
(2.04)%
Total
(0.08)%
(0.18)%
Investment Securities
At September 30, 2025, the total amortized cost basis of the available-for-sale investment portfolio was $123.2 million compared to a fair value of $105.1 million. Unrealized gains and losses on available-for-sale securities are reflected in accumulated other comprehensive loss, a component of shareholders’ equity. The amortized cost basis of the held to maturity portfolio was $172.9 million compared to a fair value of $149.1 million.
The following table presents the composition of our securities portfolio at amortized cost and fair values at the dates indicated:
September 30, 2025
December 31, 2024
Amortized
Fair Value
FV as %
Amortized
Fair Value
FV as %
(in thousands)
Cost
(FV)
of Total
Cost
(FV)
of Total
Available for Sale Securities:
U.S. government agencies
$
2,000
$
1,376
1%
$
7,000
$
6,115
6%
Residential mortgage-backed agencies
24,273
20,919
20%
24,621
20,196
21%
Commercial mortgage-backed agencies
37,988
30,045
29%
37,205
28,634
30%
Collateralized mortgage obligations
30,615
28,115
27%
21,069
17,726
19%
Obligations of state and political subdivisions
8,556
8,471
8%
6,533
6,209
7%
Corporate bonds
1,000
915
1%
1,000
896
1%
Collateralized debt obligations
18,759
15,219
14%
18,686
14,718
16%
Total available for sale
$
123,191
$
105,060
100%
$
116,114
$
94,494
100%
Held to Maturity Securities:
U.S. government agencies
$
68,521
$
60,184
40%
$
68,301
$
57,109
39%
Residential mortgage-backed agencies
32,834
30,291
20%
32,171
28,611
20%
Commercial mortgage-backed agencies
20,995
15,757
11%
21,134
15,340
11%
Collateralized mortgage obligations
46,171
38,871
26%
49,439
39,715
27%
Obligations of state and political subdivisions
4,399
4,027
3%
4,511
3,985
3%
Total held to maturity
$
172,920
$
149,130
100%
$
175,556
$
144,760
100%
Total fair value of investment securities available for sale increased by $10.6 million since December 31, 2024 as cash flow from the portfolio was reinvested into securities at higher yields and to maintain balances for liquidity. At September 30, 2025, the securities classified as available-for-sale included a net unrealized loss of $18.1 million, which represents the difference between the fair value and amortized cost of securities in the portfolio.
Total amortized cost of securities held to maturity decreased by $2.6 million since December 31, 2024 as principal paydowns were partially offset by reinvestment in new security purchases.
As discussed in Note 6 to the consolidated financial statements presented elsewhere in this report, the Corporation measures fair market values based on the fair value hierarchy established in ASC Topic 820, Fair Value Measurements and Disclosures . The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Level 3 prices or valuation techniques require inputs that are both significant to the valuation assumptions and are not readily observable in the market (i.e., supported with little
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or no market activity). These Level 3 instruments are valued based on both observable and unobservable inputs derived from the best available data, some of which is internally developed, and consider risk premiums that a market participant would require.
Approximately $89.8 million of the available-for-sale portfolio was valued using Level 2 pricing and had net unrealized losses of $14.6 million at September 30, 2025. The remaining $15.2 million of the available-for-sale securities represents the entire collateralized debt obligation portfolio, which was valued using significant unobservable inputs (Level 3 assets). The $3.5 million in net unrealized losses associated with this portfolio relates to nine pooled trust preferred securities that comprise the collateralized debt obligation portfolio.
Deposits
The following table presents the composition of our deposits at the dates indicated:
(in thousands)
September 30, 2025
December 31, 2024
Balance
Percent
Balance
Percent
Non-interest-bearing deposits:
$
429,986
26%
$
426,737
27%
Interest-bearing deposits:
Demand
386,015
23%
386,803
25%
Money market- retail
498,786
30%
447,149
28%
Money market- brokered
2,501
0%
1
0%
Savings deposits
158,786
9%
170,972
11%
Time deposits- retail
152,828
9%
143,167
9%
Time deposits- brokered
50,000
3%
—
—
Total Deposits
$
1,678,902
100%
$
1,574,829
100%
Total deposits at September 30, 2025 increased by $104.1 million when compared to December 31, 2024. In January 2025, $50.0 million in brokered time deposits with an average interest rate of 4.24% were obtained to fund the repayment of $50.0 million in overnight borrowings that were outstanding on December 31, 2024. Savings and money market accounts increased by $42.0 million due primarily to the expansion of current and new relationships throughout the first nine months of 2025. Non-interest-bearing checking deposits increased by $3.2 million and interest-bearing checking deposits decreased by $0.8 million as we experienced seasonal fluctuations in municipal and commercial account balances and increased spending by businesses and consumers related to inflation. Retail time deposits increased by $9.7 million since December 31, 2024.
The following table summarizes the percentage of deposits that are insured by deposit insurance or otherwise fully collateralized by securities compared to uninsured deposits as of September 30, 2025 and December 31, 2024.
September 30, 2025
December 31, 2024
(in thousands)
Balance
Percent
Balance
Percent
Insured deposits
$
1,252,206
74%
$
1,192,182
76%
Uninsured and fully collateralized deposits
97,153
6%
77,369
5%
Uninsured and uncollateralized deposits
329,543
20%
305,278
19%
$
1,678,902
100%
$
1,574,829
100%
Management is not aware of any demands, commitments, events or uncertainties that are likely to materially affect our ability to meet our future capital requirements.
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The following table summarizes the percentage of deposit balances from retail customers compared to business customers as of September 30, 2025 and December 31, 2024.
September 30, 2025
December 31, 2024
(in thousands)
Balance
Percent
Balance
Percent
Retail deposits
$
798,522
48%
$
798,664
51%
Business deposits
880,380
52%
776,165
49%
$
1,678,902
100%
$
1,574,829
100%
Borrowed Funds
The following table presents the composition of our borrowings at the dates indicated:
(in thousands)
September 30,
2025
December 31,
2024
Overnight borrowings from Federal Reserve Discount Window
$
—
$
50,000
Securities sold under agreements to repurchase
20,207
15,409
Total short-term borrowings
$
20,207
$
65,409
FHLB advances
$
65,000
$
90,000
Junior subordinated debt
30,929
30,929
Total long-term borrowings
$
95,929
$
120,929
Short-term borrowings decreased by $45.2 million due to the purchase of the brokered time deposit discussed above, which was partially offset by increases in the overnight investment sweep product. Long-term borrowings decreased by $25.0 million due to the full repayment of a matured $25.0 million FHLB borrowing in September 2025.
Liquidity Management
Liquidity is a financial institution’s capability to meet customer demands for deposit withdrawals while funding all credit-worthy loans. The factors that determine the institution’s liquidity are:
● Reliability and stability of core deposits;
● Cash flow structure and pledging status of investments; and
● Potential for unexpected loan demand.
We actively manage our liquidity position through meetings of a sub-committee of executive management, which looks forward 12 months at 30-day intervals. The measurement is based upon the projection of funds sold or purchased position, along with ratios and trends developed to measure dependence on purchased funds and core growth. Monthly reviews by management and quarterly reviews by the Asset and Liability Committee under prescribed policies and procedures are designed to ensure that we will maintain adequate levels of available funds.
It is our policy to manage our affairs so that liquidity needs are fully satisfied through normal Bank operations. That is, the Bank will manage its liquidity to minimize the need to make unplanned sales of assets or to borrow funds under emergency conditions. The Bank will use funding sources where the interest cost is relatively insensitive to market changes in the short run (periods of one year or less) to satisfy operating cash needs. The remaining normal funding will come from interest-sensitive liabilities, either deposits or borrowed funds. When the marginal cost of needed wholesale funding is lower than the cost of raising this funding in the retail markets, the Corporation may supplement retail funding with external funding sources such as:
● Unsecured Fed Funds lines of credit with upstream correspondent banks (M&T Bank, Atlantic Community Bankers Bank, Community Bankers Bank, PNC Financial Services, Pacific Coast Banker’s Bank and Zions Bancorp).
● Secured advances with the FHLB, which are collateralized by eligible one-to-four family residential mortgage loans, home equity lines of credit, commercial real estate loans. Cash and various securities may also be pledged as collateral.
● Secured line of credit with the Federal Reserve Discount Window for use in borrowing funds up to 90 days, using eligible investment securities as collateral.
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● Brokered deposits, including CDs and money market funds, provide a method to generate deposits quickly. These deposits are strictly rate driven but often provide the most cost-effective means of funding growth.
● One Way Buy CDARS/ICS funding – a form of brokered deposits that has become a viable supplement to brokered deposits obtained directly.
The following table presents sources of liquidity available to the Corporation as of September 30, 2025.
(in thousands)
Total Availability
Amount Used
Net Availability
Internal Sources
Excess cash
$
72,042
$
-
$
72,042
Unpledged securities
21,119
-
21,119
External Sources
Federal Reserve (discount window)
84,544
-
84,544
Correspondent unsecured lines of credit
140,000
-
140,000
FHLB
332,758
71,921
260,837
$
650,463
$
71,921
$
578,542
Management is not aware of any demands, commitments, events or uncertainties that are likely to materially affect our ability to meet our future capital requirements.
Market Risk and Interest Sensitivity
Our primary market risk is interest rate fluctuation. Interest rate risk results primarily from the traditional banking activities that we engage in, such as gathering deposits and extending loans. Many factors, including economic and financial conditions, movements in interest rates and consumer preferences affect the difference between the interest earned on our assets and the interest paid on our liabilities. Interest rate sensitivity refers to the degree that earnings will be impacted by changes in the prevailing level of interest rates. Interest rate risk arises from mismatches in the repricing or maturity characteristics between interest-bearing assets and liabilities. Management seeks to minimize fluctuating net interest margins, and to enhance consistent growth of net interest income through periods of changing interest rates. Management uses interest sensitivity gap analysis and simulation models to measure and manage these risks. The interest rate sensitivity gap analysis assigns each interest-earning asset and interest-bearing liability to a time frame reflecting its next repricing or maturity date. The differences between total interest-sensitive assets and liabilities at each time interval represent the interest sensitivity gap for that interval. A positive gap generally indicates that rising interest rates during a given interval will increase net interest income, as more assets than liabilities will reprice. A negative gap position would benefit us during a period of declining interest rates.
At September 30, 2025, we were asset sensitive.
Our interest rate risk management goals are:
● Ensure that the Board of Directors and senior management will provide effective oversight and ensure that risks are adequately identified, measured, monitored and controlled;
● Enable dynamic measurement and management of interest rate risk;
● Select strategies that optimize our ability to meet our long-range financial goals while maintaining interest rate risk within policy limits established by the Board of Directors;
● Use both income and market value-oriented techniques to select strategies that optimize the relationship between risk and return; and
● Establish interest rate risk exposure limits for fluctuation in net interest income (“NII”), net income and economic value of equity.
To manage interest sensitivity risk, management formulates guidelines regarding asset generation and pricing, funding sources and pricing, and off-balance sheet commitments. These guidelines are based on management’s outlook regarding future interest rate movements, the state of the regional and national economy, and other financial and business risk factors. Management uses computer simulations to measure the effect on net interest income of various interest rate scenarios. Key assumptions used in
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the computer simulations include cash flows and maturities of interest rate sensitive assets and liabilities, changes in asset volumes and pricing, and management’s capital plans. This modeling reflects interest rate changes and the related impact on net interest income over specified periods.
We evaluate the effect of a change in interest rates of +/-100 basis points to +/-400 basis points on both NII and Net Portfolio Value (“NPV”) / Economic Value of Equity (“EVE”). We concentrate on NII rather than net income as long as NII remains the significant contributor to net income.
NII modeling allows management to view how changes in interest rates will affect the spread between the yield paid on assets and the cost of deposits and borrowed funds. Unlike traditional Gap modeling, NII modeling takes into account the different degree to which installments in the same repricing period will adjust to a change in interest rates. It also allows the use of different assumptions in a falling versus a rising rate environment. The period considered by the NII modeling is the next eight quarters.
NPV / EVE modeling focuses on the change in the market value of equity. NPV / EVE is defined as the market value of assets less the market value of liabilities plus/minus the market value of any off-balance sheet positions. By effectively looking at the present value of all future cash flows on or off the balance sheet, NPV / EVE modeling takes a longer-term view of interest rate risk. This complements the shorter-term view of the NII modeling.
Measures of NII at risk produced by simulation analysis are indicators of an institution’s short-term performance in alternative rate environments. These measures are typically based upon a relatively brief period, usually one year. They do not necessarily indicate the long-term prospects or economic value of the institution.
Based on the simulation analysis performed at September 30, 2025 and December 31, 2024, management estimated the following changes in net interest income, assuming the indicated rate changes:
(in thousands)
September 30,
2025
December 31,
2024
+400 basis points
$
5,695
$
5,722
+300 basis points
$
5,399
$
5,300
+200 basis points
$
4,360
$
4,253
+100 basis points
$
2,458
$
2,391
-100 basis points
$
(2,954)
$
(2,851)
-200 basis points
$
(5,773)
$
(5,424)
-300 basis points
$
(8,768)
$
(8,080)
-400 basis points
$
(12,290)
$
(11,151)
Due to the current rate environment and changes to prepayment speeds, the Corporation became slightly less asset sensitive as of September 30, 2025 when compared to December 31, 2024. All changes in net interest income from our simulation analysis remain within our policy limits.
This estimate is based on assumptions that may be affected by unforeseeable changes in the general interest rate environment and any number of unforeseeable factors. Rates on different assets and liabilities within a single maturity category adjust to changes in interest rates to varying degrees and over varying periods of time. The relationships between lending rates and rates paid on purchased funds are not constant over time. Management can respond to current or anticipated market conditions by lengthening or shortening the Bank’s sensitivity through loan repricings or changing its funding mix. The rate of growth in interest-free sources of funds will influence the level of interest-sensitive funding sources. In addition, the absolute level of interest rates will affect the volume of earning assets and funding sources. As a result of these limitations, the interest-sensitive gap is only one factor to be considered in estimating the net interest margin.
Management believes that no material changes in our market risks, our procedures used to evaluate and mitigate those risks, or our actual or simulated sensitivity positions have occurred since December 31, 2024. Our NII simulation analysis as of December 31, 2024 is included in Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2024 under the heading “Market Risk and Interest Sensitivity.
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Impact of Inflation – Our assets and liabilities are primarily monetary in nature, and as such, future changes in prices do not affect the obligations to pay or receive fixed and determinable amounts of money. During inflationary periods, monetary assets lose value in terms of purchasing power and monetary liabilities have corresponding purchasing power gains. The concept of purchasing power is not an adequate indicator of the impact of inflation on financial institutions because it does not incorporate changes in our earnings.
Capital Resources
We require capital to fund loans, satisfy our obligations under the Bank’s letters of credit, meet the deposit withdrawal demands of the Bank’s customers, and satisfy our other monetary obligations. To the extent that deposits are not adequate to fund our capital requirements, we can rely on the funding sources identified above under the heading “Liquidity Management”.
In addition to operational requirements, the Bank is subject to risk-based capital regulations, which were adopted and are monitored by federal banking regulators. These regulations are used to evaluate capital adequacy and require an analysis of an institution’s asset risk profile and off-balance sheet exposures, such as unused loan commitments and stand-by letters of credit.
The following table presents the Bank’s capital ratios as of the dates indicated:
September 30,
2025
December 31,
2024
Required for
Capital
Adequacy
Purposes
Required
to be Well
Capitalized
Total Capital (to risk-weighted assets)
15.42
%
14.59
%
8.00
%
10.00
%
Tier 1 Capital (to risk-weighted assets)
14.17
%
13.35
%
6.00
%
8.00
%
Common Equity Tier 1 Capital (to risk-weighted assets)
14.17
%
13.35
%
4.50
%
6.50
%
Tier 1 Capital (to average assets)
10.91
%
10.70
%
4.00
%
5.00
%
As of both September 30, 2025 and December 31, 2024, the Bank was considered “well capitalized” under the regulatory framework for prompt corrective action.
Contractual Obligations, Commitments and Off-Balance Sheet Arrangements
Contractual Obligations
The Corporation enters into contractual obligations in the normal course of business. Among these obligations are FHLB advances and junior subordinated debentures, operating lease agreements for banking and subsidiaries’ offices and for data processing and telecommunications equipment. Comparing September 30, 2025 to December 31, 2024, short-term borrowings decreased by $45.2 million primarily due to the repayment of $50.0 million of overnight borrowings outstanding at December 31, 2024 from the purchase of a $50.0 million brokered CD, partially offset by increases in balances of the overnight investment sweep product.
Commitments
Loan commitments are made to accommodate the financial needs of our customers. Letters of credit commit us to make payments on behalf of customers when certain specified future events occur. The credit risks inherent in loan commitments and letters of credit are essentially the same as those involved in extending loans to customers, and these arrangements are subject to our normal credit policies. We are not a party to any other off-balance sheet arrangements.
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Commitments to extend credit in the form of consumer, commercial and business at the dates indicated were as follows:
(in thousands)
September 30,
2025
December 31,
2024
Residential mortgage - home equity
$
73,575
$
70,894
Residential mortgage - construction
12,820
13,138
Commercial
162,486
163,079
Consumer - personal credit lines
4,284
4,224
Standby letters of credit
16,370
16,522
Total
$
269,535
$
267,857
The increase of $1.7 million in commitments at September 30, 2025 when compared to December 31, 2024 was primarily due to new residential home equity loan commitments originated during 2025.
For the nine-month periods ended September 30, 2025 and 2024, net credit loss expense/(credit) for off-balance sheet exposures was approximately $118,000 and ($17,000), respectively. For the three-month periods ended September 30, 2025 and 2024, net credit loss (credit)/expense for off-balance sheet exposures was approximately ($13,000) and $55,000, respectively.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
First United Corporation is a “smaller reporting company” as defined in Rule 12b-2 promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, and, accordingly, is not required to include the information required by this item.
Item 4. Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act with the SEC, such as this Quarterly Report, is recorded, processed, summarized and reported within the periods specified in those rules and forms, and that such information is accumulated and communicated to our management, including First United Corporation’s principal executive officer (“PEO”) and its principal financial officer (“PFO”), as appropriate, to allow for timely decisions regarding required disclosure. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.
An evaluation of the effectiveness of these disclosure controls as of September 30, 2025 was carried out under the supervision and with the participation of management, including the PEO and the PFO. Based on that evaluation, management, including the PEO and the PFO, has concluded that our disclosure controls and procedures are, in fact, effective at the reasonable assurance level.
During the nine months ended September 30, 2025, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 1A. Risk Factors
The risks and uncertainties to which our financial condition and operations are subject are discussed in detail in Item 1A of Part I of First United Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024. Management does not believe that any material changes in our risk factors have occurred since they were last disclosed.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not Applicable.
Item 5. Other Information
During the three months ended September 30, 2025, based on information provided to the Corporation, no director or officer of the Corporation adopted or terminated (i) any contract, instruction or written plan for the purchase or sale of securities of the registrant intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) promulgated under the Exchange Act or (ii) any “non-Rule 10b51 trading arrangement” (as defined in Item 408(c) of the SEC’s Registration S-K).
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Item 6. Exhibits
The exhibits filed or furnished with this quarterly report are listed in the following Exhibit Index.
Exhibit
Description
31.1
Certifications of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act (filed herewith)
31.2
Certifications of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act (filed herewith)
32
Certification of the Principal Executive Officer and the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act (furnished herewith)
101.INS
Inline XBRL Instance Document (filed herewith)
101.SCH
Inline XBRL Taxonomy Extension Schema (filed herewith)
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase (filed herewith)
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase (filed herewith)
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase (filed herewith)
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase (filed herewith)
104
The cover page of First United Corporation’s Quarterly Report on Form 10Q for the quarter ended September 30, 2025 formatted in Inline XBRL, included within the Exhibit 101 attachments (filed herewith).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
FIRST UNITED CORPORATION
Date: November 5, 2025
/s/ Carissa L. Rodeheaver
Carissa L. Rodeheaver, CPA
Chairman of the Board, President and Chief Executive Officer
(Principal Executive Officer)
Date: Novmber 5, 2025
/s/ Tonya K. Sturm
Tonya K. Sturm, Senior Vice President,
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.