What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-07 compared with 2025-11-06 · 206 added, 404 removed, 881 unchanged (41% of the section changed)

1 unchanged sentence

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(In Thousands, Except Number of Shares)

SEPTEMBER 30,

(In Thousands, Except Number of Share Data)

Interest-bearing deposits in other financial institutions

3 unchanged sentences

Mortgage loans held for sale

Loans receivable, net of allowance for credit losses of $ 64,749 – September 2025;

Loans receivable, net of allowance for credit losses of $ 64,784 – March 2026;

$ 64,771 – December 2025

10 unchanged sentences

Subordinated debentures issued to capital trust

Subordinated notes

Accrued interest payable

7 unchanged sentences

authorized 1,000,000 shares;

issued and outstanding September 2025 and December 2024 - - 0 - shares

issued and outstanding March 2026 and December 2025 - - 0 - shares

Common stock, $ .01 par value;

authorized 20,000,000 shares;

issued and outstanding September 2025 – 11,265,937 shares;

issued and outstanding March 2026 – 10,873,847 shares;

December 2025 – 11,062,252 shares

6 unchanged sentences

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

1 unchanged sentence

THREE MONTHS ENDED

SEPTEMBER 30,

INTEREST INCOME

23 unchanged sentences

Legal, audit and other professional fees

Income on other real estate and repossessions

Intangible asset amortization

Other operating expenses

TOTAL NON-INTEREST EXPENSE

INCOME BEFORE INCOME TAXES

PROVISION FOR INCOME TAXES

Basic Earnings Per Common Share

Diluted Earnings Per Common Share

Dividends Declared Per Common Share

See Notes to Consolidated Financial Statements

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Data)

NINE MONTHS ENDED

SEPTEMBER 30,

INTEREST INCOME

Investment securities and other

TOTAL INTEREST INCOME

INTEREST EXPENSE

Securities sold under reverse repurchase agreements

Short-term borrowings, overnight FHLBank borrowings and other interest-bearing liabilities

Subordinated debentures issued to capital trust

Subordinated notes

TOTAL INTEREST EXPENSE

NET INTEREST INCOME

PROVISION FOR CREDIT LOSSES ON LOANS

CREDIT FOR LOSSES ON UNFUNDED COMMITMENTS

NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES ON LOANS AND CREDIT FOR LOSSES ON UNFUNDED COMMITMENTS

NON-INTEREST INCOME

Overdraft and insufficient funds fees

Point-Of-Sale and ATM fee income and service charges

Net gains on loan sales

Late charges and fees on loans

Loss on derivative interest rate products

TOTAL NON-INTEREST INCOME

NON-INTEREST EXPENSE

Salaries and employee benefits

Net occupancy and equipment expense

Office supplies and printing

Legal, audit and other professional fees

Income on other real estate and repossessions

Expense (income) on other real estate and repossessions

Intangible asset amortization

8 unchanged sentences

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

1 unchanged sentence

THREE MONTHS ENDED

SEPTEMBER 30,

Unrealized appreciation on available-for-sale securities, net of taxes of $ 1,987 and $ 5,913 , for 2025 and 2024, respectively

Unrealized loss on securities transferred to held-to-maturity, net of credit of $( 15 ) and $( 10 ) for 2025 and 2024, respectively

Amortization of realized loss on termination of cash flow hedge, net of credit of $( 467 ) and $( 467 ), for 2025 and 2024, respectively

Change in value of active cash flow hedges, net of taxes of $ 316 and $ 3,123 for 2025 and 2024, respectively

Comprehensive Income

NINE MONTHS ENDED

SEPTEMBER 30,

Unrealized appreciation on available-for-sale securities, net of taxes of $ 5,055 and $ 3,699 , for 2025 and 2024, respectively

Unrealized appreciation (depreciation) on available-for-sale securities, net of taxes (credit) of $( 497 ) and $ 2,490 , for 2026 and 2025, respectively

Unrealized loss on securities transferred to held-to-maturity, net of credit of $( 13 ) and $( 15 ) for 2026 and 2025, respectively

Amortization of realized loss on termination of cash flow hedge, net of credit of $- 0 - and $( 457 ), for 2026 and 2025, respectively

Change in value of active cash flow hedges, net of taxes of $ 2,551 and $ 2,151 for 2025 and 2024, respectively

Change in value of active cash flow hedges, net of taxes (credit) of $( 453 ) and $ 1,364 for 2026 and 2025, respectively

Comprehensive Income

1 unchanged sentence

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In Thousands, Except Per Share Data)

THREE MONTHS ENDED SEPTEMBER 30, 2025

Comprehensive

Paid-in Capital

Income (Loss)

Balance, June 30, 2025

Stock issued under Stock Option Plan

Common cash dividends declared, $ 0.43 per share

Change in fair value of cash flow hedges

Change in fair value of held-to-maturity securities

Change in fair value of available-for-sale securities

Repurchase of the Company’s common stock

Reclassification of treasury stock per Maryland law

Balance, September 30, 2025

THREE MONTHS ENDED SEPTEMBER 30, 2024

Comprehensive

Paid-in Capital

Income (Loss)

Balance, June 30, 2024

Stock issued under Stock Option Plan

Common cash dividends declared, $ 0.40 per share

Change in fair value of cash flow hedges

Change in fair value of held-to-maturity securities

Change in fair value of available-for-sale securities

Repurchase of the Company’s common stock

Reclassification of treasury stock per Maryland law

Balance, September 30, 2024

See Notes to Consolidated Financial Statements

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In Thousands, Except Per Share Data)

NINE MONTHS ENDED SEPTEMBER 30, 2025

THREE MONTHS ENDED MARCH 31, 2026

Comprehensive

7 unchanged sentences

Change in fair value of available-for-sale securities

Purchase of the Company’s common stock

Repurchase of the Company’s common stock

Reclassification of treasury stock per Maryland law

Balance, September 30, 2025

NINE MONTHS ENDED SEPTEMBER 30, 2024

Balance, March 31, 2026

THREE MONTHS ENDED MARCH 31, 2025

Comprehensive

4 unchanged sentences

Common cash dividends declared, $ 0.40 per share

Retained Earnings effect of ASU 2023-02 adoption

Change in fair value of cash flow hedges

1 unchanged sentence

Change in fair value of available-for-sale securities

Purchase of the Company’s common stock

Repurchase of the Company’s common stock

Reclassification of treasury stock per Maryland law

Balance, September 30, 2024

Balance, March 31, 2025

See Notes to Consolidated Financial Statements

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

NINE MONTHS ENDED

SEPTEMBER 30,

THREE MONTHS ENDED

CASH FLOWS FROM OPERATING ACTIVITIES

7 unchanged sentences

Net (gain) loss on sale of premises and equipment

Net gain on sale/write-down of other real estate owned and repossessions

Net loss on sale/write-down of other real estate owned and repossessions

Accretion of deferred income, premiums, discounts and other

Loss on derivative interest rate products

Net non-cash gain recorded on contract termination

Deferred income taxes

14 unchanged sentences

Investment in tax credit partnerships

Redemption of Federal Home Loan Bank stock and change in other interest-earning assets

Redemption (purchase) of Federal Home Loan Bank stock and change in other interest-earning assets

Net cash provided by (used in) investing activities

2 unchanged sentences

Net increase (decrease) in checking and savings deposits

Net increase (decrease) in brokered deposits

Net increase in short-term borrowings

Proceeds from borrowing under Federal Reserve Bank Term Funding Program

Repayment of borrowing under Federal Reserve Bank Term Funding Program

Redemption of subordinated notes

Advances from borrowers for taxes and insurance

Repurchase of the Company’s common stock

Repurchases of the Company’s common stock

Dividends paid

6 unchanged sentences

GREAT SOUTHERN BANCORP, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1 unchanged sentence

The accompanying unaudited interim consolidated financial statements of Great Southern Bancorp, Inc.

(the “Company” or “Great Southern”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.

(the “Company,” “GSBC” or “Great Southern”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.

The financial statements presented herein reflect all adjustments which are, in the opinion of management, necessary to fairly present the financial condition, results of operations, changes in stockholders’ equity and cash flows of the Company as of the dates and for the periods presented.

Those adjustments consist only of normal recurring adjustments.

Operating results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the full year.

Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the full year.

The consolidated statement of financial condition of the Company as of December 31, 2025, has been derived from the audited consolidated statement of financial condition of the Company as of that date.

1 unchanged sentence

These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (the “SEC”).

Principles of Consolidation

The consolidated financial statements include the accounts of GSBC, its wholly owned subsidiary, Great Southern Bank (the “Bank”), and the Bank’s wholly owned subsidiaries, Great Southern Real Estate Development Corporation, GSB One LLC (including its wholly owned subsidiary, GSB Two LLC), Great Southern Community Development Company, LLC (including its wholly owned subsidiary, Great Southern CDE, LLC), GS, LLC, GSSC, LLC, GSTC Investments, LLC, GS-RE Holding, LLC (including its wholly owned subsidiary, GS RE Management, LLC), GS-RE Holding II, LLC, and GS-RE Holding III, LLC.

All significant intercompany accounts and transactions have been eliminated in consolidation.

Reclassifications

Prior period consolidated financial statements are reclassified whenever necessary to conform to the current period presentation.

Prior period consolidated financial statements are reclassified where necessary to conform to the current period presentation.

NATURE OF OPERATIONS AND OPERATING SEGMENTS

The Company operates as a one-bank holding company.

The Company’s business primarily consists of the operations of Great Southern Bank (the “Bank”), which provides a full range of financial services to customers primarily located in Missouri, Iowa, Kansas, Minnesota, Nebraska and Arkansas.

GSBC operates as a one-bank holding company.

GSBC’s business primarily consists of the operations of the Bank, which provides a full range of financial services to customers primarily located in Missouri, Iowa, Kansas, Minnesota, Nebraska and Arkansas.

The Bank also originates commercial loans from lending offices in Atlanta;

1 unchanged sentence

Omaha, Nebraska;

The Company and the Bank are subject to regulation by certain federal and state agencies and undergo periodic examinations by those regulatory agencies.

GSBC and the Bank are subject to regulation by certain federal and state agencies and undergo periodic examinations by those regulatory agencies.

The Company’s banking operation is its only reportable segment.

7 unchanged sentences

ASU 2023-09 is focused on additional income tax disclosures and requires public business entities, on an annual basis, to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income by the applicable statutory income tax rate).

ASU 2023-09 became effective for the Company beginning with the fiscal year ending December 31, 2025 and did not have a material impact on the Company’s consolidated financial statements.

ASU 2023-09 became effective for the Company beginning with the fiscal year ended December 31, 2025 and did not have a material impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU No.

7 unchanged sentences

ASU 2024-03 is currently not expected to have a material impact on the Company’s consolidated financial statements but will impact disclosures.

In November 2025, the FASB issued ASU No.

2025-08, Financial Instruments – Credit Losses (Topic 326):

Purchased Loans .

ASU 2025-08 expands the scope of the “gross up” method, formerly applicable only to purchased credit-deteriorated (PCD) assets, to include acquired non-PCD loans that meet certain criteria, now referred to as “purchased seasoned loans” (PSLs).

Under this ASU, an allowance for expected credit losses is recognized at acquisition, offsetting the loan’s amortized cost basis, thereby eliminating the day-one credit-loss expense previously required for non-PCD assets.

PSLs are defined as non-PCD loans acquired either (1) through a business combination, or (2) purchased more than 90 days after origination when the acquirer was not involved in origination.

ASU 2025-08 is effective for us, on a prospective basis for loans acquired on or after the adoption date, for interim and annual reporting periods beginning in 2027, though early adoption is permitted.

ASU 2025-08 is not expected to have a significant impact on the Company’s consolidated financial statements.

In November 2025, the FASB issued ASU No.

2025-09, Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements .

ASU 2025-09 amends ASC 815 to align hedge accounting more closely with an entity’s economic risk management practices.

Key amendments (1) allow designating a variable price component of a nonfinancial forecasted purchase or sale as the hedged risk, (2) allow grouping individual forecasted transactions with similar (not identical) risk exposures, (3) include a new model for hedging forecasted interest on variable-rate debt, enabling changes in index or tenor without designation, subject to simplifying assumptions, and (4) provide additional clarifications related to hedge accounting of nonfinancial components, net written options, and dual-hedge strategies.

ASU 2025-09 is effective for us beginning in 2027, though early adoption is permitted.

ASU 2025-09 is not expected to have a significant impact on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU No.

2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements .

ASU 2025-11 clarifies and enhances guidance under ASC 270 on interim financial reporting by (1) clarifying the scope of ASC 270 such that it now explicitly applies only to entities that issue complete interim financial statements and related notes under U.S.

GAAP, (2) establishing clear guidance on the form of interim statements and notes, incorporating a comprehensive list of required interim disclosures, and (3) introducing a requirement to disclose material events and changes occurring after the end of the last annual period that could impact interim results.

ASU 2025-11 is effective for us for interim periods beginning in 2028, though early adoption is permitted.

ASU 2025-11 is not expected to have a significant impact on the Company’s consolidated financial statements.

EARNINGS PER SHARE

Three Months Ended September 30,

(In Thousands, Except Per Share Data)

Average common shares outstanding

Per common share amount

Average common shares outstanding

Net effect of dilutive stock options – based on the treasury stock method using average market price

Diluted common shares

Per common share amount

Nine Months Ended September 30,

Three Months Ended March 31,

(In Thousands, Except Per Share Data)

5 unchanged sentences

Per common share amount

Options outstanding at September 30, 2025 and 2024, to purchase 715,362 and 712,403 shares of common stock, respectively, were not included in the computation of diluted earnings per common share for each of the three- and nine-month periods then ended because the exercise prices of such options were greater than the average market price of the common stock for the three- and nine-months ended September 30, 2025 and 2024, respectively.

Options outstanding at March 31, 2026 and 2025, to purchase 581,322 and 854,813 shares of common stock, respectively, were not included in the computation of diluted earnings per common share for each of the three-month periods then ended because the exercise prices of such options were greater than the average market price of the common stock for the three months ended March 31, 2026 and 2025, respectively.

INVESTMENT SECURITIES

9 unchanged sentences

Premiums on callable securities are amortized to their earliest call date.

The amortized cost and fair values of securities were as follows:

September 30, 2025

The amortized cost and fair values of securities were as follows at the dates indicated:

March 31, 2026

(In Thousands)

4 unchanged sentences

Small Business Administration securities

September 30, 2025

March 31, 2026

(In Thousands)

16 unchanged sentences

States and political subdivisions

The amortized cost and fair value of available-for-sale and held-to-maturity securities at September 30, 2025, by contractual maturity, are shown below.

The amortized cost and fair value of available-for-sale and held-to-maturity securities at March 31, 2026, by contractual maturity, are shown below.

Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

11 unchanged sentences

Securities not due on a single maturity date

Certain available-for-sale investments in debt securities are reported in the financial statements at an amount less than their amortized cost.

The total fair value of these investments at September 30, 2025 and December 31, 2024, was approximately $ 418.0 million and $ 523.9 million, respectively, which was approximately 78.7 % and 98.2 % of the Company’s total available-for-sale investment portfolio at those dates.

Available-for-sale investments in debt securities are reported in the financial statements at their fair value.

The total fair value of these investments at March 31, 2026 and December 31, 2025, was approximately $ 513.8 million and $ 523.8 million, respectively.

Total fair value of these investments for which the amortized cost exceeded the fair value at March 31, 2026 and December 31, 2025, was $ 428.1 million and $ 409.0 million, respectively, which was approximately 83.3 % and 78.1 % of the Company’s total available-for-sale investment portfolio at those dates.

A high percentage of the unrealized losses were related to the Company’s mortgage-backed securities, collateralized mortgage obligations and Small Business Administration (SBA) securities, which are issued and guaranteed by U.S.

government-sponsored entities and agencies.

The Company’s state and political subdivisions securities are investments in insured fixed rate municipal bonds for which the issuers continue to make timely principal and interest payments under the contractual terms of the securities.

Held-to-maturity investments in debt securities are reported in the financial statements at their amortized carrying value at September 30, 2025 and December 31, 2024, which was $ 181.3 million and $ 187.4 million, respectively.

Total fair value of these investments at September 30, 2025 and December 31, 2024 was approximately $ 163.6 million and $ 162.8 million, respectively, which is 100.0 % of the Company’s held-to-maturity investment portfolio.

The Company’s state and political subdivision securities are investments in insured fixed rate municipal bonds for which the issuers continue to make timely principal and interest payments under the contractual terms of the securities.

Held-to-maturity investments in debt securities are reported in the financial statements at their amortized carrying value at March 31, 2026 and December 31, 2025, which was $ 177.6 million and $ 179.2 million, respectively.

Total fair value of these investments at March 31, 2026 and December 31, 2025 was approximately $ 160.5 million and $ 162.6 million, respectively.

The amortized carrying value exceeded the fair value of all held-to-maturity securities at both March 31, 2026 and December 31, 2025.

Held-to-maturity investment securities are evaluated for potential losses under ASU 2016-13.

The Company continually assesses its liquidity sources, both on-balance sheet and off-balance sheet, and believes that at September 30, 2025, it had ample liquidity sources to fund its ongoing operations without selling investment securities in this portfolio.

The Company continually assesses its liquidity sources, both on-balance sheet and off-balance sheet, and believes that at March 31, 2026, it had ample liquidity sources to fund its ongoing operations without selling investment securities in this portfolio.

Based on evaluation of available evidence, including recent changes in market interest rates, credit rating information and information obtained from regulatory filings of issuers, management believes the declines in fair value for the Company’s available-for-sale debt securities are not credit related.

The following table shows the Company’s gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at September 30, 2025 and December 31, 2024:

September 30, 2025

March 31, 2026

Less than 12 Months

25 unchanged sentences

States and political subdivisions securities

There were no sales of available-for-sale securities during the three or nine months ended September 30, 2025 or September 30, 2024, respectively.

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

Allowance for Credit Losses.

The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses in accordance with ASC 326, Measurement of Credit Losses on Financial Instruments .

All of the mortgage-backed, collateralized mortgage, and SBA securities held by the Company as of September 30, 2025 were issued by U.S.

All of the mortgage-backed, collateralized mortgage, and SBA securities held by the Company as of March 31, 2026 were issued by U.S.

government-sponsored entities and agencies.

12 unchanged sentences

The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loans receivable.

It also applies to off-balance sheet credit exposures not accounted for as insurance, including loan commitments, standby letters of credits, financial guarantees, and other similar instruments.

Classes of loans at September 30, 2025 and December 31, 2024 were as follows:

September 30,

It also applies to off-balance sheet credit exposures not accounted for as insurance, including loan commitments, standby letters of credit, financial guarantees, and other similar instruments.

Classes of loans at March 31, 2026 and December 31, 2025 were as follows:

(In Thousands)

15 unchanged sentences

Classes of loans by aging were as follows as of the dates indicated.

September 30, 2025

March 31, 2026

> 90 Days Past

34 unchanged sentences

Consumer loans are charged-off at specified delinquency dates consistent with regulatory guidelines.

Nonaccruing loans are summarized as follows:

September 30,

Nonaccruing loans are summarized as follows as of the dates indicated:

(In Thousands)

12 unchanged sentences

Total nonaccruing loans

During the three and nine months ended September 30, 2025, the Company recorded $ 74,000 and $ 189,000 , respectively, in interest income related to recoveries on nonaccrual loans.

No interest income was recorded on nonaccrual loans for the three or nine months ended September 30, 2024.

Nonaccrual loans for which there is no related allowance for credit losses as of September 30, 2025 and December 31, 2024, had an amortized cost of $ 1.7 million and $ 2.2 million, respectively.

During the three months ended March 31, 2026, the Company recorded $ 120,000 in interest income related to recoveries on nonaccrual loans.

No interest income was recorded on nonaccrual loans for the three months ended March 31, 2025.

Nonaccrual loans for which there is no related allowance for credit losses as of March 31, 2026 and December 31, 2025, had an amortized cost of $ 3.3 million and $ 2.0 million, respectively.

These loans were individually assessed and did not require an allowance due to being adequately collateralized under the collateral-dependent valuation method at those dates.

1 unchanged sentence

Collateral-dependent loans are identified primarily by a classified risk rating with a loan balance equal to or greater than $ 100,000 , including, but not limited to, any loan in the process of foreclosure or repossession.

The following table presents the activity in the allowance for credit losses by portfolio segment for the three and nine months ended September 30, 2025 and 2024.

During the three and nine months ended September 30, 2025, the Company did no t record a provision expense on its portfolio of outstanding loans.

During the three months ended September 30, 2024, the Company recorded provision expense of $ 1.2 million on its portfolio of outstanding loans and during the nine months ended September 30, 2024, the Company recorded provision expense of $ 1.7 million on its portfolio of outstanding loans.

One- to Four-

Residential and

(In Thousands)

Allowance for credit losses

Balance, June 30, 2024

Provision (credit) charged to expense

Losses charged off

Balance, September 30, 2024

Allowance for credit losses

Balance, June 30, 2025

Provision (credit) charged to expense

Losses charged off

Balance, September 30, 2025

The following table presents the activity in the allowance for credit losses by portfolio segment for the three months ended March 31, 2026 and 2025.

During the three months ended March 31, 2026 and 2025, the Company did no t record a provision expense on its portfolio of outstanding loans.

One- to Four-

5 unchanged sentences

Losses charged off

Balance, September 30, 2024

Balance, March 31, 2025

Allowance for credit losses

2 unchanged sentences

Losses charged off

Balance, September 30, 2025

The following table presents the activity in the allowance for unfunded commitments by portfolio segment for the three and nine months ended September 30, 2025 and 2024.

The provision for losses on unfunded commitments for the three months ended September 30, 2025 was a credit (negative expense) of $ 379,000 , compared to a credit (negative expense) of $ 63,000 for the three months ended September 30, 2024.

The provision for losses on unfunded commitments for the nine months ended September 30, 2025 was a credit (negative expense) of $ 837,000 , compared to a credit (negative expense) of $ 540,000 for the nine months ended September 30, 2024.

One- to Four-

Residential and

(In Thousands)

Allowance for unfunded commitments

Balance, June 30, 2024

Provision (credit) charged to expense

Balance, September 30, 2024

Allowance for unfunded commitments

Balance, June 30, 2025

Provision (credit) charged to expense

Balance, September 30, 2025

Balance, March 31, 2026

The following table presents the activity in the allowance for unfunded commitments by portfolio segment for the three months ended March 31, 2026 and 2025.

The provision for losses on unfunded commitments for the three months ended March 31, 2026 was a credit (negative expense) of $ 931,000 , compared to a credit (negative expense) of $ 348,000 for the three months ended March 31, 2025.

One- to Four-

4 unchanged sentences

Provision (credit) charged to expense

Balance, September 30, 2024

Balance, March 31, 2025

Allowance for unfunded commitments

1 unchanged sentence

Provision (credit) charged to expense

Balance, September 30, 2025

Balance, March 31, 2026

The portfolio segments used in the preceding tables correspond to the loan classes used in all other tables in Note 6 as follows:

5 unchanged sentences

● The consumer segment includes the consumer auto, consumer other and home equity lines of credit classes.

The following table presents the amortized cost basis of collateral-dependent loans by class of loans:

September 30, 2025

The following table presents the amortized cost basis of collateral-dependent loans by class of loans as of the dates indicated:

March 31, 2026

December 31, 2025

20 unchanged sentences

The following table shows, as of the date indicated, the composition of modifications made to loans to borrowers experiencing financial difficulty, by the loan class and type of concession granted.

There were no such modifications during the nine months ended September 30, 2025.

During the three and nine months ended September 30, 2025, principal forgiveness of $ 27,000 and $ 34,000 , respectively, was completed on consumer loans.

During the three and nine months ended September 30, 2024, principal forgiveness of $ 20,000 and $ 275,000 , respectively, was completed on consumer loans and a land development loan.

There were no such modifications at March 31, 2026.

During the three months ended March 31, 2026, principal forgiveness of $ 8,000 was completed on consumer loans.

During the three months ended March 31, 2025, principal forgiveness of $ 7,000 was completed on consumer loans.

Amortized Cost Basis at December 31, 2025

9 unchanged sentences

The following table depicts the performance of loans (under modified terms) at December 31, 2025.

There were no such loans at September 30, 2025.

There were no such loans at March 31, 2026.

December 31, 2025

16 unchanged sentences

Margins of debt service coverage may be narrow, historical patterns of financial performance may be erratic, collateral margins may be diminished, or the borrower may be a new and/or thinly capitalized company.

Some management weakness on the part of the borrower may also exist, the borrower may have somewhat limited access to other financial institutions, and that access may diminish in difficult economic times.

Some management weakness on the part of the borrower may also exist, the borrower may have somewhat limited access to credit at other financial institutions, and that access may diminish in difficult economic times.

Special Mention loans have weaknesses that deserve management’s close attention.

10 unchanged sentences

In addition to the regular monitoring performed by the lending personnel and credit committees, loans are subject to review by the credit review department, which verifies the appropriateness of the risk ratings for the loans chosen as part of its risk-based review plan.

The following tables present a summary of loans by category and risk rating separated by origination and loan class as of September 30, 2025 and December 31, 2024.

The following tables present a summary of loans by category and risk rating separated by origination year and loan class as of March 31, 2026 and December 31, 2025.

Term Loans by Origination Year

September 30, 2025

March 31, 2026

(In Thousands)

100 unchanged sentences

Investments in Affordable Housing Partnerships

Periodically, the Company has invested in certain limited partnerships that were formed to develop and operate apartments and single-family houses designed as high-quality affordable housing for lower income tenants throughout Missouri and contiguous states (“Affordable Housing Partnerships”).

At September 30, 2025, the Company had 21 such investments, with a net carrying value of $ 99.7 million.

Periodically, the Company has invested in limited partnerships that were formed to develop and operate apartments and single-family houses designed as high-quality affordable housing for lower income tenants throughout Missouri and contiguous states (“Affordable Housing Partnerships”).

At March 31, 2026, the Company had 21 such investments, with a net carrying value of $ 92.8 million.

At December 31, 2025, the Company had 21 such investments, with a net carrying value of $ 96.9 million.

Due to the Company’s inability to exercise any significant influence over any of the investments in Affordable Housing Partnerships, they all are accounted for using the proportional amortization method.

Due to the Company’s inability to exercise significant influence over any of the investments in Affordable Housing Partnerships, they all are accounted for using the proportional amortization method.

Each of the partnerships must meet the regulatory requirements for affordable housing for a minimum 15-year compliance period to fully utilize the tax credits.

If the partnerships cease to qualify during the compliance period, the credits may be denied for any period in which the projects are not in compliance and a portion of the credits previously taken may be subject to recapture with interest.

The remaining federal affordable housing tax credits to be utilized through 2034 were $ 96.5 million as of September 30, 2025, assuming no tax credit recapture events occur and all projects currently under construction are completed as planned.

The remaining federal affordable housing tax credits to be utilized through 2036 were $ 98.7 million as of March 31, 2026, assuming no tax credit recapture events occur and all projects currently under construction are completed as planned.

Amortization of the investments in partnerships is expected to be approximately $ 88.4 million, assuming all projects currently under construction are completed and funded as planned.

The Company’s usage of federal affordable housing tax credits approximated $ 3.2 million and $ 2.8 million during the three months ended September 30, 2025 and 2024, respectively.

Investment amortization was $ 3.1 million for the three months ended September 30, 2025, compared to $ 2.5 million for the three months ended September 30, 2024.

The Company’s usage of federal affordable housing tax credits approximated $ 9.6 million and $ 8.4 million during the nine months ended September 30, 2025 and 2024, respectively.

Investment amortization was $ 8.7 million for the nine months ended September 30, 2025, compared to $ 7.6 million for the nine months ended September 30, 2024.

The Company’s usage of federal affordable housing tax credits approximated $ 3.6 million and $ 3.2 million during the three months ended March 31, 2026 and 2025, respectively.

Investment amortization was $ 3.3 million for the three months ended March 31, 2026, compared to $ 2.9 million for the three months ended March 31, 2025.

Investments in Community Development Entities

From time to time, the Company has invested in certain limited partnerships that were formed to develop and operate business and real estate projects located in low-income communities.

At September 30, 2025, the Company had one such investment, with a net carrying value of $ 125,000 .

From time to time, the Company has invested in limited partnerships that were formed to develop and operate business and real estate projects located in low-income communities.

At March 31, 2026, the Company had one such investment, with a net carrying value of $ 74,000 .

At December 31, 2025, the Company had one such investment, with a net carrying value of $ 99,000 .

Due to the Company’s inability to exercise any significant influence over any of the investments in qualified community development entities, they are accounted for using the proportional amortization method.

Due to the Company’s inability to exercise significant influence over any of the investments in qualified community development entities, they are accounted for using the proportional amortization method.

Each of the partnerships provides federal new market tax credits over a seven-year credit allowance period.

3 unchanged sentences

The investments in the community development entities cannot be redeemed before the end of the seven-year period.

The Company’s usage of federal new market tax credits approximated $ 30,000 during both the three months ended September 30, 2025 and the three months ended September 30, 2024.

Investment amortization amounted to $ 25,000 for both the three months ended September 30, 2025 and the three months ended September 30, 2024.

The Company’s usage of federal new market tax credits approximated $ 90,000 during both the nine months ended September 30, 2025 and the nine months ended September 30, 2024.

Investment amortization amounted to $ 75,000 and $ 50,000 for the nine months ended September 30, 2025 and the nine months ended September 30, 2024, respectively.

Upon adoption of ASU 2023-02 on January 1, 2024, the Company recorded a reduction in the investment in these new market tax credits, with a corresponding reduction in retained earnings, of $ 62,000 .

The Company’s usage of federal new market tax credits approximated $ 30,000 during both the three months ended March 31, 2026 and the three months ended March 31, 2025.

Investment amortization amounted to $ 25,000 for both the three months ended March 31, 2026 and the three months ended March 31, 2025.

Investments in Limited Partnerships for Federal Rehabilitation/Historic Tax Credits

From time to time, the Company has invested in certain limited partnerships that were formed to provide certain federal rehabilitation/historic tax credits.

At September 30, 2025 and December 31, 2024, the Company had no such investments, with the previous investment fully amortizing during 2024.

From time to time, the Company has invested in limited partnerships that were formed to provide certain federal rehabilitation/historic tax credits.

At March 31, 2026 and December 31, 2025, the Company had no such investments, with the most recent investment fully amortizing during 2024.

Under current tax law, such partnerships provide federal rehabilitation/historic tax credits over a five-year credit allowance period.

The Company’s usage of certain federal rehabilitation/historic tax credits approximated $ 75,000 and $ 76,000 during the three months ended September 30, 2025 and the three months ended September 30, 2024, respectively.

Investment amortization amounted to $- 0 - and $ 64,000 for the three months ended September 30, 2025 and the three months ended September 30, 2024, respectively.

The Company’s usage of certain federal rehabilitation/historic tax credits approximated $ 225,000 and $ 228,000 during the nine months ended September 30, 2025 and nine months ended September 30, 2024, respectively.

Investment amortization amounted to $- 0 - and $ 191,000 for the nine months ended September 30, 2025 and the nine months ended September 30, 2024, respectively.

Upon adoption of ASU 2023-02 on January 1, 2024, the Company recorded a reduction in the investment in these rehabilitation/historic tax credits, with a corresponding reduction in retained earnings, of $ 161,000 .

The Company’s usage of certain federal rehabilitation/historic tax credits approximated $ 75,000 during both the three months ended March 31, 2026 and 2025.

Investment amortization amounted to $- 0 - for the three months ended March 31, 2026 and 2025.

Investments in Limited Partnerships for State Tax Credits

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OTHER REAL ESTATE OWNED AND REPOSSESSIONS

Major classifications of other real estate owned were as follows:

September 30,

Major classifications of other real estate owned were as follows at the dates indicated:

(In Thousands)

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Commercial business

Total foreclosed assets held for sale and repossessions

Foreclosed assets held for sale and repossessions

Other real estate owned not acquired through foreclosure

Other real estate owned and repossessions

At September 30, 2025 and December 31, 2024, there was no other real estate owned not acquired through foreclosure.

At September 30, 2025, no residential mortgage loans were in the process of foreclosure compared to mortgage loans in the process of foreclosure totaling $ 12,000 at December 31, 2024.

Expenses (income) applicable to other real estate owned and repossessions included the following:

At March 31, 2026 and December 31, 2025, there was no other real estate owned not acquired through foreclosure.

At March 31, 2026, residential mortgage loans totaling $ 77,000 were in the process of foreclosure.

At December 31, 2025, no residential mortgage loans were in the process of foreclosure.

Expenses (income) applicable to other real estate owned and repossessions included the following during the periods shown:

Three Months Ended

September 30,

(In Thousands)

Net loss (gain) on sales of other real estate owned and repossessions

Valuation write-downs

Operating expenses (income), net of rental income

Nine Months Ended

September 30,

(In Thousands)

Net loss (gain) on sales of other real estate owned and repossessions

Net loss on sales of other real estate owned and repossessions

Valuation write-downs

1 unchanged sentence

PREMISES AND EQUIPMENT

Major classifications of premises and equipment, stated at cost, were as follows:

September 30,

Major classifications of premises and equipment, stated at cost, were as follows at the dates indicated:

(In Thousands)

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The amount of the right of use asset and corresponding lease liability will fluctuate based on the Company’s lease terminations, new leases and lease modifications and renewals.

As of September 30, 2025, the lease right of use asset value was $ 5.6 million and the corresponding lease liability was $ 5.8 million.

As of March 31, 2026, the lease right of use asset value was $ 3.9 million and the corresponding lease liability was $ 4.0 million.

As of December 31, 2025, the lease right of use asset value was $ 4.2 million and the corresponding lease liability was $ 4.2 million.

At September 30, 2025, expected lease terms ranged from 1.8 years to 13.2 years with a weighted-average lease term of 6.3 years.

The weighted-average discount rate at September 30, 2025 was 3.99 %.

For the three months ended September 30, 2025 and 2024, total lease expense was $ 433,000 and $ 408,000 , respectively.

For both the nine months ended September 30, 2025 and 2024, total lease expense was $ 1.3 million.

At March 31, 2026, expected lease terms ranged from 0.7 years to 9.1 years with a weighted-average lease term of 4.8 years.

The weighted-average discount rate at March 31, 2026 was 4.18 %.

For the three months ended March 31, 2026 and 2025, total lease expense was $ 429,000 and $ 419,000 , respectively.

The Company’s short-term leases related to offsite ATMs have both fixed and variable lease payment components, based on the number of transactions at the various ATMs.

The variable portion of these lease payments is not material and the lease expense related to ATMs for the three months ended September 30, 2025 and 2024 was $ 82,000 and $ 87,000 , respectively.

The lease expense related to ATMs for the nine months ended September 30, 2025 and 2024 was $ 237,000 and $ 258,000 , respectively.

The variable portion of these lease payments is not material and the lease expense related to ATMs for the three months ended March 31, 2026 and 2025 was $ 91,000 and $ 76,000 , respectively.

The Company does not sublease any of its leased facilities;

however, it does lease to other parties portions of facilities that it owns.

however, it does lease portions of facilities that it owns to other parties.

In terms of being the lessor in these circumstances, all of these lease agreements are classified as operating leases.

In the three months ended September 30, 2025 and 2024, income recognized from these lease agreements was $ 369,000 and $ 303,000 , respectively, and was included in occupancy and equipment expense.

In the nine months ended September 30, 2025 and 2024, income recognized from these lease agreements was $ 1.0 million and $ 984,000 , respectively, and was included in occupancy and equipment expense.

September 30, 2025

In the three months ended March 31, 2026 and 2025, income recognized from these lease agreements was $ 381,000 and $ 321,000 , respectively, and was included in occupancy and equipment expense.

March 31, 2026

December 31, 2025

4 unchanged sentences

For the Three Months Ended

September 30, 2025

September 30, 2024

(In Thousands)

Statement of Income

Operating lease costs classified as occupancy and equipment expense (includes short-term lease costs and amortization of right of use asset)

Supplemental Cash Flow Information

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from operating leases

Right of use assets obtained in exchange for lease obligations:

Operating leases

For the Nine Months Ended

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

(In Thousands)

6 unchanged sentences

Operating leases

At September 30, 2025, future expected lease payments for leases with terms exceeding one year were as follows (in thousands):

At March 31, 2026, future expected lease payments for leases with terms exceeding one year were as follows (in thousands):

Future lease payments expected

2 unchanged sentences

Weighted Average

September 30,

Interest Rate

10 unchanged sentences

5.00 % and above

2.97 % and 3.13 %

Brokered deposits

1 unchanged sentence

The Bank utilizes brokered deposits as an additional funding source.

The aggregate amount of brokered deposits was approximately $ 680.0 million and $ 772.1 million at September 30, 2025 and December 31, 2024, respectively.

At both September 30, 2025 and December 31, 2024, brokered deposits included $ 300.0 million of purchased funds through the IntraFi Financial network.

The aggregate amount of brokered deposits was approximately $ 652.0 million and $ 663.4 million at March 31, 2026 and December 31, 2025, respectively.

At March 31, 2026 and December 31, 2025, brokered deposits included $ 300.0 million and $ 450.0 million, respectively, of purchased funds through the IntraFi Financial network.

These IntraFi Financial deposits have a rate of interest that floats daily with an index of effective federal funds rate plus a spread.

At September 30, 2025, approximately 37 % of the Company’s total deposits were uninsured, when including deposit accounts of consolidated subsidiaries of the Company and collateralized deposits of unaffiliated entities.

Excluding deposit accounts of the Company’s consolidated subsidiaries, approximately 16 % of the Company’s total deposits were uninsured at September 30, 2025.

At March 31, 2026, approximately 39 % of the Company’s total deposits were uninsured, including deposit accounts of consolidated subsidiaries of the Company and collateralized deposits of unaffiliated entities.

Excluding deposit accounts of the Company’s consolidated subsidiaries, approximately 17 % of the Company’s total deposits were uninsured at March 31, 2026.

ADVANCES FROM FEDERAL HOME LOAN BANK

At September 30, 2025 and December 31, 2024, there were no outstanding term advances from the Federal Home Loan Bank of Des Moines.

At September 30, 2025 and December 31, 2024, the Company did have outstanding overnight borrowings from the Federal Home Loan Bank of Des Moines, which are included in Note 12 below.

At March 31, 2026 and December 31, 2025, there were no outstanding term advances from the Federal Home Loan Bank of Des Moines.

At March 31, 2026 and December 31, 2025, the Company did have outstanding overnight borrowings from the Federal Home Loan Bank of Des Moines, which are included in Note 12 below.

The Bank has pledged FHLB stock, investment securities and first mortgage loans free of other pledges, liens and encumbrances as collateral for outstanding advances or borrowings.

At September 30, 2025, investment securities with carrying values of approximately $ 290.2 million and loans with carrying values of approximately $ 2.08 billion were pledged as collateral for FHLB borrowings, which equates to an advance equivalent of $ 1.54 billion.

At March 31, 2026, investment securities with carrying values of approximately $ 284.8 million and loans with carrying values of approximately $ 2.17 billion were pledged as collateral for FHLB borrowings, which equates to an advance equivalent of $ 1.71 billion.

At December 31, 2025 investment securities with carrying values of approximately $ 287.7 million and loans with carrying values of approximately $ 2.06 billion were pledged as collateral for outstanding advances or borrowings, which equates to an advance equivalent of $ 1.71 billion.

The Bank had $ 1.11 billion remaining available on its line of credit under a borrowing arrangement with the FHLB of Des Moines at September 30, 2025.

SECURITIES SOLD UNDER REVERSE REPURCHASE AGREEMENTS AND SHORT-TERM BORROWINGS

September 30,

The Bank had $ 1.24 billion remaining available on its line of credit under a borrowing arrangement with the FHLB of Des Moines at March 31, 2026.

SHORT-TERM BORROWINGS

(In Thousands)

1 unchanged sentence

Securities sold under reverse repurchase agreements

Short-term borrowings from Federal Reserve Bank

Overnight borrowings from the Federal Home Loan Bank

Short-term borrowings from the Federal Reserve Bank at December 31, 2024, were part of the Federal Reserve Bank’s Bank Term Funding Program (BTFP).

The BTFP borrowing matured and was repaid in January 2025 and had a fixed interest rate of 4.83 %.

The line was secured primarily by the Bank’s held-to-maturity investment securities, with assets pledged totaling approximately $ 187.7 million as of December 31, 2024.

As of September 30, 2025, the Company had no outstanding borrowings from the Federal Reserve Bank.

The Bank enters into sales of securities under agreements to repurchase (reverse repurchase agreements).

5 unchanged sentences

These securities contractually mature daily.

September 30,

(In Thousands)

6 unchanged sentences

On June 15, 2025, in accordance with the terms of the notes, the Company redeemed all $ 75.0 million aggregate principal amount of the subordinated notes at a redemption price equal to 100 % of their principal amount, plus accrued and unpaid interest.

Amortization of the debt issuance costs during the three months ended September 30, 2025 and 2024, totaled $ 0 and $ 74,000 , respectively.

Amortization of the debt issuance costs during the nine months ended September 30, 2025 and 2024, totaled $ 124,000 and $ 223,000 , respectively.

At September 30, 2025 and December 31, 2024, subordinated notes were as follows:

September 30,

(In Thousands)

Subordinated notes

unamortized debt issuance costs

Amortization of the debt issuance costs during the three months ended March 31, 2025, totaled $ 74,000 .

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

We are currently assessing its expected impact on our consolidated financial statements.

Reconciliations of the Company’s effective tax rates to the statutory corporate tax rates were as follows:

The legislation has multiple effective dates, with certain provisions that became effective in 2025 and others that will be implemented through 2027.

Provisions effective in 2025 did not have a significant impact on the Company’s operations or financial statements.

We continue to assess the expected impact of the OBBBA on our consolidated financial statements in future periods.

All income for the Company is from continuing operations and is from a single country, the United States of America.

During the three months ended March 31, 2026 and 2025, the components of income tax expense were as follows:

Three Months Ended

September 30, 2025

September 30, 2024

(In Thousands)

Tax at statutory rate

Nontaxable interest and dividends

federal tax credits (primarily low-income housing)

State income or franchise taxes

Nine Months Ended

September 30, 2025

September 30, 2024

(In Thousands)

March 31, 2026

March 31, 2025

(In Thousands)

Current federal income tax expense

Current state income tax expense

Deferred income tax expense

Income tax expense

Reconciliations of the Company’s effective tax rates to the statutory corporate tax rates were as follows for the periods indicated:

Three Months Ended

March 31, 2026

March 31, 2025

(Dollars In Thousands)

Tax at statutory rate

Nontaxable interest and dividends

federal tax credits (primarily low-income housing)

State income or franchise taxes

During the nine months ended September 30, 2025, the Company paid U.S.

federal income taxes totaling $ 3.0 million and paid taxes to various state jurisdictions totaling $ 1.1 million.

There were no payments to any individual state jurisdiction exceeding five percent of taxable income.

In addition, the Company received a refund of $ 19,000 from one state jurisdiction and federal income tax refunds totaling $ 65,000 .

federal tax credits, net (primarily low-income housing)

State income/franchise taxes, net of federal benefit

The Company and its consolidated subsidiaries have not been audited recently by the Internal Revenue Service (IRS).

As a result, federal tax years through December 31, 2021 are now closed.

In addition, there were no pending audits by any state jurisdiction at September 30, 2025.

In addition, there were no pending audits by any state jurisdiction at March 31, 2026.

During the three months ended March 31, 2026, the Company paid no U.S.

federal income taxes and paid taxes to various state jurisdictions totaling $ 41,000 .

There were no payments to any individual state jurisdiction exceeding five percent of taxable income.

In addition, the Company received a refund of $ 642,000 from one state jurisdiction and federal income tax refunds totaling $ 977,000 .

During the three months ended March 31, 2025, the Company paid no U.S.

federal income taxes and paid taxes to various state jurisdictions totaling $ 35,000 .

There were no payments to any individual state jurisdiction exceeding five percent of taxable income.

In addition, the Company received a refund of $ 19,000 from one state jurisdiction and federal income tax refunds totaling $ 49,000 .

Tax payments made to individual state jurisdictions representing five percent or more of total income taxes paid (net of refunds) in the three months ended March 31, 2026 and 2025, respectively, included:

for 2026, Georgia $ 34,000 and Nebraska $ 7,000 ;

for 2025, Georgia $ 27,000 and Nebraska $ 8,000 .

During the three months ended March 31, 2026 and 2025, the state and local jurisdictions that contributed a majority (totaling greater than 50%) of the effect of the state and local income tax expense included Minnesota, Colorado, and Illinois.

DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

14 unchanged sentences

Recurring Measurements

The following table presents the fair value measurements of assets recognized in the accompanying statements of financial condition measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fell at September 30, 2025 and December 31, 2024:

Fair value measurements using

2 unchanged sentences

(In Thousands)

September 30, 2025

March 31, 2026

Available-for-sale securities

13 unchanged sentences

Interest rate derivative liability

The following is a description of inputs and valuation methodologies used for assets recorded at fair value on a recurring basis and recognized in the accompanying statements of financial condition at September 30, 2025 and December 31, 2024 as well as the general classification of such assets pursuant to the valuation hierarchy.

There were no significant changes in the valuation techniques during the nine-month period ended September 30, 2025.

The following is a description of inputs and valuation methodologies used for assets recorded at fair value on a recurring basis and recognized in the accompanying statements of financial condition at March 31, 2026 and December 31, 2025 as well as the general classification of such assets pursuant to the valuation hierarchy.

There were no significant changes in the valuation techniques during the three-month period ended March 31, 2026.

Available-for-Sale Securities.

5 unchanged sentences

Additional inputs include indicative values derived from the independent pricing service’s proprietary computerized models.

There were no recurring Level 3 securities at September 30, 2025 or December 31, 2024.

There were no recurring Level 3 securities at March 31, 2026 or December 31, 2025.

Interest Rate Derivatives.

1 unchanged sentence

Nonrecurring Measurements

The following tables present the fair value measurements of assets measured at fair value on a nonrecurring basis and the level within the fair value hierarchy in which the measurements fell at September 30, 2025 and December 31, 2024:

Fair Value Measurements Using

2 unchanged sentences

(In Thousands)

September 30, 2025

March 31, 2026

Collateral-dependent loans

Foreclosed assets held for sale

December 31, 2025

Collateral-dependent loans

Foreclosed assets held for sale

The following is a description of valuation methodologies used for assets measured at fair value on a nonrecurring basis and recognized in the accompanying statements of financial condition, as well as the general classification of such assets pursuant to the valuation hierarchy.

6 unchanged sentences

The Company typically does not have commercial loans held for sale.

At September 30, 2025 and December 31, 2024, the aggregate fair value of mortgage loans held for sale was not materially different than their cost.

At March 31, 2026 and December 31, 2025, the aggregate fair value of mortgage loans held for sale was not materially different than their cost.

Accordingly, no mortgage loans held for sale were marked down and reported at fair value.

2 unchanged sentences

If a loan’s fair value as estimated by the Company is less than its carrying value, the Company either records a charge-off of the portion of the loan that exceeds the fair value or establishes a reserve within the allowance for credit losses specific to the loan.

Loans for which such charge-offs or reserves were recorded during the nine months ended September 30, 2025 and the year ended December 31, 2024, are shown in the table above (net of reserves).

Loans for which such charge-offs or reserves were recorded during the three months ended March 31, 2026 and the year ended December 31, 2025, are shown in the table above (net of reserves).

Foreclosed Assets Held for Sale.

2 unchanged sentences

Foreclosed assets held for sale are classified within Level 3 of the fair value hierarchy.

There were no foreclosed assets held for sale at September 30, 2025 or December 31, 2024 which had valuation write-downs subsequent to the initial recording of the assets.

There were no foreclosed assets held for sale at March 31, 2026 which had valuation write-downs subsequent to the initial recording of the assets.

Fair Value of Financial Instruments

4 unchanged sentences

Fair values for held-to-maturity securities are estimated based on quoted market prices of similar securities.

For these securities, the Company obtains fair value measurements from an independent pricing service, which represent either quoted market prices for the identical asset or fair values determined by pricing models, or other model-based valuation techniques, that consider observable market data, such as interest rate volatilities, SOFR yield curve, credit spreads and prices from market makers and live trading systems.

market makers and live trading systems.

These securities include U.S.

13 unchanged sentences

The carrying amount of these debentures approximates their fair value.

Subordinated Notes.

The fair values used by the Company are obtained from independent sources and are derived from quoted market prices of the Company’s subordinated notes and quoted market prices of other subordinated debt instruments with similar characteristics.

Commitments to Originate Loans, Letters of Credit and Lines of Credit.

6 unchanged sentences

Because no market exists for certain of these financial instruments and because management does not intend to sell these financial instruments, the Company does not know whether the fair values shown below represent values at which the respective financial instruments could be sold individually or in the aggregate.

September 30, 2025

March 31, 2026

December 31, 2025

10 unchanged sentences

Subordinated debentures

Subordinated notes

Interest payable

18 unchanged sentences

As the interest rate swaps associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings.

At September 30, 2025, the Company had five interest rate swaps totaling $ 85.0 million in notional amount with commercial customers, and five interest rate swaps with the same aggregate notional amount with third parties related to its program.

At December 31, 2024, the Company had five interest rate swaps totaling $ 86.7 million in notional amount with commercial customers, and five interest rate swaps with the same notional amount with third parties related to its program.

In addition, at December 31, 2024, the Company had one participation loan purchased totaling $ 8.4 million, in which the lead institution has an interest rate swap with its customer and the economics of the counterparty swap are passed along to the Company through the loan participation.

During the three months ended September 30, 2025 and 2024, the Company recognized net losses of $ 2,000 and $ 37,000 , respectively, in non-interest income related to changes in the fair value of these swaps.

During the nine months ended September 30, 2025 and 2024, the Company recognized net losses of $ 54,000 and $ 57,000 , respectively, in non-interest income related to changes in the fair value of these swaps.

Fair Value Hedges

Interest Rate Swaps .

As a strategy to maintain acceptable levels of exposure to the risk of changes in future cash flows due to interest rate fluctuations, in February 2023, the Company entered into interest rate swap transactions.

These transactions hedged the risk of certain of its fixed rate brokered deposits.

The total notional amount of the swaps was $ 95 million with a termination date of February 28, 2025.

Under the terms of the swaps, the Company received a fixed rate of interest of 4.65 % and paid a floating rate of interest equal to USD-SOFR-COMPOUND plus a spread.

The floating rate reset monthly and net settlements of interest due to/from the counterparty occurred monthly.

To the extent that the fixed rate of interest exceeded USD-SOFR-COMPOUND plus the spread, the Company received net interest settlements, which were recorded as a reduction of deposit interest expense.

If USD-SOFR-COMPOUND plus the spread exceeded the fixed rate of interest, the Company was required to pay net settlements to the counterparty and record those net payments as interest expense on deposits.

In January 2024, the Company elected to terminate these swaps prior to their contractual termination date in 2025.

The Company received a net settlement payment from the swap counterparty totaling $ 26,500 upon termination.

At the time of the early termination, the Company recorded a market value adjustment to the brokered deposits of $ 163,000 , which was amortized as a reduction of interest expense from January 2024 through February 2025.

At March 31, 2026, the Company had seven interest rate swaps totaling $ 125.5 million in notional amount with commercial customers, and seven interest rate swaps with the same aggregate notional amount with third parties related to its program.

In addition, at March 31, 2026, the Company had one participation loan purchased totaling $ 1.8 million, in which the lead institution has an interest rate swap with its customer and the economics of the counterparty swap are passed along to the Company through the loan participation.

At December 31, 2025, the Company had six interest rate swaps totaling $ 114.4 million in notional amount with commercial customers, and six interest rate swaps with the same notional amount with third parties related to its program.

In addition, at December 31, 2025, the Company had one participation loan purchased totaling $ 199,000 , in which the lead institution has an interest rate swap with its customer and the economics of the counterparty swap are passed along to the Company through the loan participation.

During the three months ended March 31, 2026 and 2025, the Company recognized net losses of $ 2,000 and $ 24,000 , respectively, in non-interest income related to changes in the fair value of these swaps.

Cash Flow Hedges

10 unchanged sentences

This balance was accreted to interest income on loans monthly through the original contractual termination date of October 6, 2025.

This had the effect of reducing Accumulated Other Comprehensive Income and increasing Net Interest Income and Retained Earnings over the period.

The Company recorded $ 2.0 million of interest income related to this terminated swap in each of the three-month periods ended September 30, 2025 and 2024.

The Company recorded $ 6.1 million of interest income related to the swap in each of the nine months ended September 30, 2025 and September 30, 2024.

This had the effect of adjusting AOCI and increasing Net Interest Income and Retained Earnings over the period.

The Company recorded $ 2.0 million of interest income related to this terminated swap in the three-month period ended March 31, 2025.

After October 6, 2025, the accretion of interest income related to the terminated swap concluded.

In March 2022, the Company entered into an interest rate swap transaction as part of its ongoing interest rate management strategies to hedge the risk of its floating rate loans.

The notional amount of the swap was $ 300 million, with a termination date of March 1, 2024.

Under the terms of the swap, the Company received a fixed rate of interest of 1.6725 % and paid a floating rate of interest equal to one-month USD-LIBOR (or the equivalent replacement USD-SOFR rate once the USD-LIBOR rate ceased to be available).

The floating rate reset monthly and net settlements of interest due to/from the counterparty also occurred monthly.

To the extent the floating rate of interest exceeded the fixed rate of interest, the Company was required to pay net settlements to the counterparty and record those net payments as a reduction of interest income on loans.

If the fixed rate of interest exceeded the floating rate of interest, the Company received net interest settlements, which were recorded as loan interest income.

This interest rate swap reached its contractual termination date on March 1, 2024 and there has been no further interest income impact related to this swap after the three months ended March 31, 2024.

The Company recorded a reduction of loan interest income related to this swap transaction of $ 1.9 million in the nine months ended September 30, 2024.

In July 2022, the Company entered into two additional interest rate swap transactions as part of its ongoing interest rate management strategies to hedge the risk of its floating rate loans.

In July 2022, the Company entered into two interest rate swap transactions as part of its ongoing interest rate management strategies to hedge the risk of its floating rate loans.

The notional amount of each swap is $ 200 million with an effective date of May 1, 2023 and a termination date of May 1, 2028.

2 unchanged sentences

In each case, the floating rate resets monthly and net settlements of interest due to/from the counterparty also occur monthly.

To the extent the fixed rate of interest exceeds the floating rate of interest, the Company receives net interest settlements, which is recorded as loan interest income.

To the extent the fixed rate of interest exceeds the floating rate of interest, the Company receives net interest settlements, which are recorded as loan interest income.

If the floating rate of interest exceeds the fixed rate of interest, the Company pays net settlements to the counterparty and records those net payments as a reduction of interest income on loans.

At September 30, 2025, the USD-Prime rate was 7.25 % and the one-month USD-SOFR OIS rate was 4.30757 %.

The Company recorded a reduction of loan interest income related to these swap transactions of $ 1.8 million and $ 2.7 million in the three months ended September 30, 2025 and 2024, respectively.

The Company recorded a reduction of loan interest income related to these swap transactions of $ 5.3 million and $ 8.3 million in the nine months ended September 30, 2025 and 2024, respectively.

At March 31, 2026, the USD-Prime rate was 6.75 % and the one-month USDSOFR OIS rate was 3.65221 %.

The Company recorded a reduction of loan interest income related to these swap transactions of $ 1.0 million and $ 1.7 million in the three months ended March 31, 2026 and 2025, respectively.

The effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affected earnings.

Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings.

During each of the three and nine months ended September 30, 2025 and 2024, the Company recognized no non-interest income related to changes in the fair value of these derivatives.

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Statements of Financial Condition:

During the three months ended March 31, 2026 and 2025, the Company recognized no non-interest income related to changes in the fair value of these derivatives.

The table below presents the fair value of the Company’s derivative financial instruments, as well as their classification in the Consolidated Statements of Financial Condition, at the dates indicated:

Consolidated Statements

September 30,

of Financial Condition

13 unchanged sentences

Total derivatives not designated as hedging instruments

The following table presents the effect of cash flow hedge accounting through AOCI on the statements of comprehensive income:

Amount of Gain (Loss)

Recognized in AOCI

Three Months Ended September 30,

Cash Flow Hedges

(In Thousands)

Terminated interest rate swap, net of income taxes

Active interest rate swaps, net of income taxes

The following table presents, for the periods indicated, the effect of cash flow hedge accounting through AOCI on the statements of comprehensive income:

Amount of Gain (Loss)

Recognized in AOCI

Nine Months Ended September 30,

Three Months Ended March 31,

Cash Flow Hedges

3 unchanged sentences

The following table presents, for the periods indicated, the effect of cash flow hedge accounting on the statements of income:

Three Months Ended September 30,

Cash Flow Hedges

(In Thousands)

Total Interest Income

Total Interest Expense

Terminated interest rate swap

Active interest rate swaps

Nine Months Ended September 30,

Three Months Ended March 31,

Cash Flow Hedges

9 unchanged sentences

Similarly, the Company could be required to settle its obligations under certain of its agreements if certain regulatory events occur, such as the issuance of a formal directive, or if the Company’s credit rating is downgraded below a specified level.

At September 30, 2025, the termination value of derivatives with our derivative dealer counterparties (related to loan level swaps with commercial lending customers and interest rate swaps to hedge risk related to the Company’s variable rate loans) in an overall net asset position, which included accrued interest but excluded any adjustment for nonperformance risk, related to these agreements was $ 25,000 .

At March 31, 2026, the termination value of derivatives with our derivative dealer counterparties (related to loan level swaps with commercial lending customers and interest rate swaps to hedge risk related to the Company’s variable rate loans) in an overall net asset position, which included accrued interest but excluded any adjustment for nonperformance risk, related to these agreements was $ 15,000 .

The Company has minimum collateral posting thresholds with its derivative dealer counterparties.

At September 30, 2025, the Company had given cash collateral to one derivative counterparty of $ 2.6 million to cover its net fair value position.

At March 31, 2026, the Company had given cash collateral to one derivative counterparty of $ 3.2 million to cover its net fair value position.

This counterparty position included collateral from the counterparty of $ 4.9 million for commercial lending swaps and collateral from the Company of $ 7.8 million for interest rate swaps related to variable rate loans.

2 unchanged sentences

This counterparty position included collateral from the counterparty of $ 4.5 million for commercial lending swaps and collateral from the Company of $ 6.0 million for interest rate swaps related to variable rate loans.

If the Company had breached any of these provisions at September 30, 2025 or December 31, 2024, it could have been required to settle its obligations under the agreements at the termination value.

If the Company had breached any of these provisions at March 31, 2026 or December 31, 2025, it could have been required to settle its obligations under the agreements at the termination value.

Under the collateral agreements between the parties, either party may choose to provide cash or securities to satisfy its collateral requirements.

6 unchanged sentences

Our chief executive officer reviews actual net income versus budgeted net income, as well as comparison to other comparable financial reporting periods, to assess performance on a monthly basis and to make decisions about allocating capital and personnel.

Financial results by operating segment (all attributed to the banking segment), including significant expense categories provided to the chief operating decision maker, are detailed below for the three and nine months ended September 30, 2025 and 2024.

Three Months Ended September 30,

(In Thousands)

Interest income

Interest expense

Net interest income

Credit loss expense

Net interest income after credit loss expense

Non-interest Income

Overdraft and insufficient funds fees

Point-of-sale and ATM fee income and service charges

Net gain on loan sales

Late charges and fees on loans

Fees from debit card contracts

Non-interest Expense

Salaries and incentives

Employee benefits

Net occupancy expense

Technology, furniture and equipment expense

Office supplies and printing

Legal, audit and other professional fees

Expense (income) on other real estate and repossessions

Intangible asset amortization

Travel meals and entertainment

Other operating expenses

Income Before Income Taxes

Provision for Income Taxes

Nine Months Ended September 30,

Three Months Ended March 31,

(In Thousands)

24 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements