GREAT SOUTHERN BANCORP, INC. 10-Q

ITEM 1. FINANCIAL STATEMENTS. GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ JUNE 30, DECEMBER 31, ​ ​ 2024 ​ 2023 ​ ​ (Unaudited) ASSETS ​ ​ ​ ​ ​ ​ Cash $ 109,639 $ 102,529 Interest-bearing deposits in other financial institutions ​ ​ 76,830 ​ ​ 108,804 Cash and cash equivalents ​ ​ 186,469 ​ ​ 211,333 ​ ​ ​ ​ ​ ​ ​ Available-for-sale securities ​ ​ 549,084 ​ ​ 478,207 Held-to-maturity securities ​ ​ 191,224 ​ ​ 195,023 Mortgage loans held for sale ​ ​ 13,116 ​ ​ 5,849 Loans receivable, net of allowance for credit losses of $ 65,255 – June 2024; $ 64,670 – December 2023 ​ ​ 4,633,628 ​ ​ 4,589,620 Interest receivable ​ ​ 22,420 ​ ​ 21,206 Prepaid expenses and other assets ​ ​ 144,552 ​ ​ 106,225 Other real estate owned and repossessions, net ​ ​ 9,429 ​ ​ 23 Premises and equipment, net ​ ​ 134,527 ​ ​ 138,591 Goodwill and other intangible assets ​ ​ 10,310 ​ ​ 10,527 Federal Home Loan Bank stock and other interest-earning assets ​ ​ 30,052 ​ ​ 26,313 Current and deferred income taxes ​ ​ 33,955 ​ ​ 29,485 Total Assets $ 5,958,766 $ 5,812,402 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ ​ Deposits $ 4,615,295 $ 4,721,708 Securities sold under reverse repurchase agreements with customers ​ ​ 74,155 ​ ​ 70,843 Short-term borrowings and other interest-bearing liabilities ​ ​ 476,347 ​ ​ 252,610 Subordinated debentures issued to capital trust ​ ​ 25,774 ​ ​ 25,774 Subordinated notes ​ ​ 74,727 ​ ​ 74,579 Accrued interest payable ​ ​ 9,006 ​ ​ 6,225 Advances from borrowers for taxes and insurance ​ ​ 8,240 ​ ​ 4,946 Accrued expenses and other liabilities ​ ​ 99,420 ​ ​ 76,401 Liability for unfunded commitments ​ ​ 7,010 ​ ​ 7,487 Total Liabilities ​ ​ 5,389,974 ​ ​ 5,240,573 ​ ​ ​ ​ ​ ​ ​ Stockholders’ Equity: ​ ​ ​ ​ ​ ​ Capital stock ​ ​ ​ ​ ​ ​ Serial preferred stock, $ .01 par value; authorized 1,000,000 shares; issued and outstanding June 2024 and December 2023 - - 0 - shares ​ ​ — ​ ​ — Common stock, $ .01 par value; authorized 20,000,000 shares; issued and outstanding June 2024 – 11,582,606 shares; December 2023 – 11,804,430 shares ​ ​ 116 ​ ​ 118 Additional paid-in capital ​ ​ 45,321 ​ ​ 44,320 Retained earnings ​ ​ 578,800 ​ ​ 569,872 Accumulated other comprehensive loss ​ ​ ( 55,445 ) ​ ​ ( 42,481 ) Total Stockholders’ Equity ​ ​ 568,792 ​ ​ 571,829 ​ ​ ​ ​ ​ ​ ​ Total Liabilities and Stockholders’ Equity $ 5,958,766 $ 5,812,402 ​ See Notes to Consolidated Financial Statements ​ 1 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ THREE MONTHS ENDED ​ ​ JUNE 30, ​ ​ 2024 2023 ​ ​ (Unaudited) INTEREST INCOME ​ ​ ​ ​ ​ ​ Loans $ 74,295 $ 67,442 Investment securities and other ​ ​ 6,632 ​ ​ 6,176 TOTAL INTEREST INCOME ​ ​ 80,927 ​ ​ 73,618 ​ ​ ​ ​ ​ ​ ​ INTEREST EXPENSE ​ ​ ​ ​ ​ ​ Deposits ​ ​ 27,783 ​ ​ 21,785 Securities sold under reverse repurchase agreements ​ ​ 394 ​ ​ 221 Short-term borrowings, overnight FHLBank borrowings and other interest-bearing liabilities ​ ​ 4,373 ​ ​ 1,943 Subordinated debentures issued to capital trust ​ ​ 454 ​ ​ 426 Subordinated notes ​ ​ 1,105 ​ ​ 1,105 TOTAL INTEREST EXPENSE ​ ​ 34,109 ​ ​ 25,480 ​ ​ ​ ​ ​ ​ ​ NET INTEREST INCOME ​ ​ 46,818 ​ ​ 48,138 PROVISION FOR CREDIT LOSSES ON LOANS ​ ​ — ​ ​ — PROVISION (CREDIT) FOR UNFUNDED COMMITMENTS ​ ​ ( 607 ) ​ ​ ( 1,619 ) NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES ON LOANS AND PROVISION (CREDIT) FOR UNFUNDED COMMITMENTS ​ ​ 47,425 ​ ​ 49,757 ​ ​ ​ ​ ​ ​ ​ NON-INTEREST INCOME ​ ​ ​ ​ ​ ​ Commissions ​ ​ 269 ​ ​ 228 Overdraft and insufficient funds fees ​ ​ 1,230 ​ ​ 1,989 Point-Of-Sale and ATM fee income and service charges ​ ​ 3,588 ​ ​ 3,779 Net gains on loan sales ​ ​ 1,127 ​ ​ 709 Late charges and fees on loans ​ ​ 136 ​ ​ 125 Gain (loss) on derivative interest rate products ​ ​ ( 7 ) ​ ​ 2 Other income ​ ​ 3,490 ​ ​ 937 TOTAL NON-INTEREST INCOME ​ ​ 9,833 ​ ​ 7,769 ​ ​ ​ ​ ​ ​ ​ NON-INTEREST EXPENSE ​ ​ ​ ​ ​ ​ Salaries and employee benefits ​ ​ 19,886 ​ ​ 19,678 Net occupancy and equipment expense ​ ​ 7,841 ​ ​ 7,409 Postage ​ ​ 777 ​ ​ 914 Insurance ​ ​ 1,263 ​ ​ 1,010 Advertising ​ ​ 891 ​ ​ 903 Office supplies and printing ​ ​ 236 ​ ​ 258 Telephone ​ ​ 685 ​ ​ 688 Legal, audit and other professional fees ​ ​ 1,864 ​ ​ 1,647 Expense on other real estate and repossessions ​ ​ 285 ​ ​ 47 Acquired intangible asset amortization ​ ​ 109 ​ ​ 58 Other operating expenses ​ ​ 2,572 ​ ​ 2,106 TOTAL NON-INTEREST EXPENSE ​ ​ 36,409 ​ ​ 34,718 ​ ​ ​ ​ ​ ​ ​ INCOME BEFORE INCOME TAXES ​ ​ 20,849 ​ ​ 22,808 PROVISION FOR INCOME TAXES ​ ​ 3,861 ​ ​ 4,488 NET INCOME $ 16,988 ​ $ 18,320 ​ ​ ​ ​ ​ ​ ​ Basic Earnings Per Common Share $ 1.46 ​ $ 1.52 Diluted Earnings Per Common Share $ 1.45 ​ $ 1.52 ​ ​ ​ ​ ​ ​ ​ Dividends Declared Per Common Share $ 0.40 ​ $ 0.40 ​ See Notes to Consolidated Financial Statements ​ 2 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ SIX MONTHS ENDED ​ ​ JUNE 30, ​ ​ 2024 2023 ​ (Unaudited) INTEREST INCOME ​ ​ ​ ​ ​ ​ Loans ​ $ 145,371 ​ $ 132,880 Investment securities and other ​ 12,946 ​ ​ 12,201 TOTAL INTEREST INCOME ​ 158,317 ​ ​ 145,081 ​ ​ ​ ​ ​ ​ ​ INTEREST EXPENSE ​ ​ ​ ​ ​ Deposits ​ 55,420 ​ ​ 36,435 Securities sold under reverse repurchase agreements ​ 727 ​ ​ 563 Short-term borrowings, overnight FHLBank borrowings and other interest-bearing liabilities ​ 7,417 ​ ​ 3,723 Subordinated debentures issued to capital trust ​ 908 ​ ​ 819 Subordinated notes ​ ​ 2,211 ​ ​ 2,211 TOTAL INTEREST EXPENSE ​ 66,683 ​ ​ 43,751 ​ ​ ​ ​ ​ ​ ​ NET INTEREST INCOME ​ 91,634 ​ ​ 101,330 PROVISION FOR CREDIT LOSSES ON LOANS ​ 500 ​ ​ 1,500 PROVISION (CREDIT) FOR UNFUNDED COMMITMENTS ​ ( 477 ) ​ ​ ( 2,445 ) NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES ON LOANS AND PROVISION (CREDIT) FOR UNFUNDED COMMITMENTS ​ 91,611 ​ ​ 102,275 ​ ​ ​ ​ ​ ​ ​ NON-INTEREST INCOME ​ ​ ​ ​ ​ ​ Commissions ​ 650 ​ ​ 655 Overdraft and insufficient funds fees ​ 2,519 ​ ​ 3,885 Point-Of-Sale and ATM fee income and service charges ​ 6,771 ​ ​ 7,480 Net gains on loan sales ​ 1,804 ​ ​ 1,098 Late charges and fees on loans ​ 303 ​ ​ 305 Gain (loss) on derivative interest rate products ​ ( 20 ) ​ ​ ( 289 ) Other income ​ 4,612 ​ ​ 2,524 TOTAL NON-INTEREST INCOME ​ 16,639 ​ ​ 15,658 ​ ​ ​ ​ ​ ​ ​ NON-INTEREST EXPENSE ​ ​ ​ ​ ​ ​ Salaries and employee benefits ​ 39,542 ​ ​ 38,881 Net occupancy and equipment expense ​ 15,680 ​ ​ 15,129 Postage ​ 1,584 ​ ​ 1,742 Insurance ​ 2,407 ​ ​ 1,877 Advertising ​ 1,241 ​ ​ 1,550 Office supplies and printing ​ 503 ​ ​ 526 Telephone ​ 1,406 ​ ​ 1,391 Legal, audit and other professional fees ​ 3,589 ​ ​ 3,628 Expense on other real estate and repossessions ​ 346 ​ ​ 201 Acquired intangible asset amortization ​ 217 ​ ​ 169 Other operating expenses ​ 4,316 ​ ​ 4,087 TOTAL NON-INTEREST EXPENSE ​ 70,831 ​ ​ 69,181 ​ ​ ​ ​ ​ ​ ​ INCOME BEFORE INCOME TAXES ​ 37,419 ​ ​ 48,752 PROVISION FOR INCOME TAXES ​ 7,024 ​ ​ 9,976 NET INCOME ​ $ 30,395 ​ $ 38,776 ​ ​ ​ ​ ​ ​ ​ Basic Earnings Per Common Share ​ $ 2.60 ​ $ 3.20 Diluted Earnings Per Common Share ​ $ 2.58 ​ $ 3.19 ​ ​ ​ ​ ​ ​ ​ Dividends Declared Per Common Share ​ $ 0.80 ​ $ 0.80 ​ See Notes to Consolidated Financial Statements ​ 3 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ THREE MONTHS ENDED ​ ​ JUNE 30, ​ 2024 2023 ​ ​ (Unaudited) Net Income ​ $ 16,988 ​ $ 18,320 ​ ​ ​ ​ ​ ​ ​ Unrealized appreciation (depreciation) on available-for-sale securities, net of taxes (credit) of $( 434 ) and $( 2,165 ), for 2024 and 2023, respectively ​ ​ ( 1,329 ) ​ ​ ( 6,632 ) ​ ​ ​ ​ ​ ​ ​ Unrealized loss on securities transferred to held-to-maturity, net of taxes of $( 12 ) and $( 12 ) for 2024 and 2023, respectively ​ ​ ( 37 ) ​ ​ ( 37 ) ​ ​ ​ ​ ​ ​ ​ Amortization of realized loss on termination of cash flow hedge, net of taxes of $( 463 ) and $( 463 ), for 2024 and 2023, respectively ​ ​ ( 1,562 ) ​ ​ ( 1,562 ) ​ ​ ​ ​ ​ ​ ​ Change in value of active cash flow hedges, net of taxes (credit) of $( 2 ) and $( 2,072 ) for 2024 and 2023, respectively ​ ​ ( 8 ) ​ ​ ( 6,351 ) ​ ​ ​ ​ ​ ​ ​ Comprehensive Income ​ $ 14,052 ​ $ 3,738 ​ ​ ​ ​ ​ ​ ​ ​ ​ SIX MONTHS ENDED ​ ​ JUNE 30, ​ 2024 2023 ​ (Unaudited) Net Income ​ $ 30,395 ​ $ 38,776 ​ ​ ​ ​ ​ ​ ​ Unrealized appreciation (depreciation) on available-for-sale securities, net of taxes (credit) of $( 2,216 ) and $ 93 , for 2024 and 2023, respectively ​ ( 6,789 ) ​ 283 ​ ​ ​ ​ ​ ​ ​ Unrealized loss on securities transferred to held-to-maturity, net of taxes of $( 24 ) and $( 17 ) for 2024 and 2023, respectively ​ ( 73 ) ​ ( 54 ) ​ ​ ​ ​ ​ ​ ​ Amortization of realized loss on termination of cash flow hedge, net of taxes of $( 924 ) and $( 920 ), for 2024 and 2023, respectively ​ ​ ( 3,126 ) ​ ​ ( 3,108 ) ​ ​ ​ ​ ​ ​ ​ Change in value of active cash flow hedges, net of taxes (credit) of $( 971 ) and $ 74 for 2024 and 2023, respectively ​ ( 2,976 ) ​ 224 ​ ​ ​ ​ ​ ​ ​ Comprehensive Income ​ $ 17,431 ​ $ 36,121 ​ See Notes to Consolidated Financial Statements ​ 4 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ THREE MONTHS ENDED JUNE 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ Common Additional Retained Comprehensive Treasury ​ ​ ​ ​ Stock Paid-in Capital Earnings Income (Loss) Stock Total ​ (Unaudited) Balance, March 31, 2024 $ 117 $ 44,807 ​ $ 572,747 ​ $ ( 52,509 ) $ — $ 565,162 Net income ​ ​ — ​ ​ — ​ ​ 16,988 ​ ​ — ​ ​ — ​ ​ 16,988 Stock issued under Stock Option Plan ​ ​ — ​ ​ 514 ​ ​ — ​ ​ — ​ ​ 224 ​ ​ 738 Common cash dividends declared, $ 0.40 per share ​ ​ — ​ ​ — ​ ​ ( 4,634 ) ​ ​ — ​ ​ — ​ ​ ( 4,634 ) Change in fair value of cash flow hedges ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 1,570 ) ​ ​ — ​ ​ ( 1,570 ) Change in unrealized loss on held-to-maturity securities ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 37 ) ​ ​ — ​ ​ ( 37 ) Change in unrealized loss on available-for-sale securities ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 1,329 ) ​ ​ — ​ ​ ( 1,329 ) Purchase of the Company’s common stock ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 6,526 ) ​ ​ ( 6,526 ) Reclassification of treasury stock per Maryland law ​ ​ ( 1 ) ​ ​ — ​ ​ ( 6,301 ) ​ ​ — ​ ​ 6,302 ​ ​ — Balance, June 30, 2024 $ 116 $ 45,321 ​ $ 578,800 ​ $ ( 55,445 ) $ — $ 568,792 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ THREE MONTHS ENDED JUNE 30, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ Common Additional Retained Comprehensive Treasury ​ ​ ​ ​ Stock Paid-in Capital Earnings Income (Loss) Stock Total ​ (Unaudited) Balance, March 31, 2023 ​ $ 121 ​ $ 42,870 ​ $ 553,948 ​ $ ( 41,428 ) ​ $ — ​ $ 555,511 Net income ​ ​ — ​ ​ — ​ ​ 18,320 ​ ​ — ​ ​ — ​ ​ 18,320 Stock issued under Stock Option Plan ​ — ​ ​ 422 ​ ​ — ​ ​ — ​ ​ 159 ​ ​ 581 Common cash dividends declared, $ 0.40 per share ​ — ​ ​ — ​ ​ ( 4,788 ) ​ ​ — ​ ​ — ​ ​ ( 4,788 ) Change in fair value of cash flow hedges ​ — ​ ​ — ​ ​ — ​ ​ ( 7,913 ) ​ ​ — ​ ​ ( 7,913 ) Change in unrealized loss on held-to-maturity securities ​ — ​ ​ — ​ ​ — ​ ​ ( 37 ) ​ ​ — ​ ​ ( 37 ) Change in unrealized loss on available-for-sale securities ​ — ​ ​ — ​ ​ — ​ ​ ( 6,632 ) ​ ​ — ​ ​ ( 6,632 ) Purchase of the Company’s common stock ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 8,713 ) ​ ​ ( 8,713 ) Reclassification of treasury stock per Maryland law ​ ( 1 ) ​ ​ — ​ ​ ( 8,553 ) ​ ​ — ​ ​ 8,554 ​ ​ — Balance, June 30, 2023 ​ $ 120 ​ $ 43,292 ​ $ 558,927 ​ $ ( 56,010 ) ​ $ — ​ $ 546,329 ​ See Notes to Consolidated Financial Statements ​ 5 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SIX MONTHS ENDED JUNE 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Common ​ Additional ​ Retained ​ Comprehensive ​ Treasury ​ ​ ​ ​ Stock Paid-in Capital Earnings Income (Loss) Stock Total ​ ​ (Unaudited) Balance, January 1, 2024 ​ $ 118 ​ $ 44,320 ​ $ 569,872 ​ $ ( 42,481 ) ​ $ — ​ $ 571,829 Net income ​ ​ — ​ ​ — ​ ​ 30,395 ​ ​ — ​ ​ — ​ ​ 30,395 Stock issued under Stock Option Plan ​ ​ — ​ ​ 1,001 ​ ​ — ​ ​ — ​ ​ 428 ​ ​ 1,429 Common cash dividends declared, $ 0.80 per share ​ ​ — ​ ​ — ​ ​ ( 9,313 ) ​ ​ — ​ ​ — ​ ​ ( 9,313 ) Retained Earnings effect of ASU 2023-02 adoption ​ ​ — ​ ​ — ​ ​ ( 223 ) ​ ​ — ​ ​ — ​ ​ ( 223 ) Change in fair value of cash flow hedges ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 6,102 ) ​ ​ — ​ ​ ( 6,102 ) Change in unrealized loss on held-to-maturity securities ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 73 ) ​ ​ — ​ ​ ( 73 ) Change in unrealized loss on available-for-sale securities ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 6,789 ) ​ ​ — ​ ​ ( 6,789 ) Purchase of the Company’s common stock ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 12,361 ) ​ ​ ( 12,361 ) Reclassification of treasury stock per Maryland law ​ ​ ( 2 ) ​ ​ — ​ ​ ( 11,931 ) ​ ​ — ​ ​ 11,933 ​ ​ — Balance, June 30, 2024 ​ $ 116 ​ $ 45,321 ​ $ 578,800 ​ $ ( 55,445 ) ​ $ — ​ $ 568,792 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SIX MONTHS ENDED JUNE 30, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Common ​ Additional ​ Retained ​ Comprehensive ​ Treasury ​ ​ ​ ​ Stock Paid-in Capital Earnings Income (Loss) Stock Total ​ ​ (Unaudited) Balance, January 1, 2023 ​ $ 122 ​ $ 42,445 ​ $ 543,875 ​ $ ( 53,355 ) ​ $ — ​ $ 533,087 Net income ​ — ​ ​ — ​ ​ 38,776 ​ ​ — ​ ​ — ​ ​ 38,776 Stock issued under Stock Option Plan ​ — ​ ​ 847 ​ ​ — ​ ​ — ​ ​ 204 ​ ​ 1,051 Common cash dividends declared, $ 0.80 per share ​ — ​ ​ — ​ ​ ( 9,641 ) ​ ​ — ​ ​ — ​ ​ ( 9,641 ) Change in fair value of cash flow hedges ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 2,884 ) ​ ​ — ​ ​ ( 2,884 ) Change in unrealized loss on held-to-maturity securities ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 54 ) ​ ​ — ​ ​ ( 54 ) Change in unrealized gain on available-for-sale securities ​ ​ — ​ ​ — ​ ​ — ​ ​ 283 ​ ​ — ​ ​ 283 Purchase of the Company’s common stock ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 14,289 ) ​ ​ ( 14,289 ) Reclassification of treasury stock per Maryland law ​ ( 2 ) ​ ​ — ​ ​ ( 14,083 ) ​ ​ — ​ ​ 14,085 ​ ​ — Balance, June 30, 2023 ​ $ 120 ​ $ 43,292 ​ $ 558,927 ​ $ ( 56,010 ) ​ $ — ​ $ 546,329 ​ See Notes to Consolidated Financial Statements ​ ​ 6 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands, Except Per Share Data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SIX MONTHS ENDED ​ JUNE 30, ​ ​ 2024 2023 ​ ​ (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES ​ ​ ​ ​ ​ ​ Net income $ 30,395 ​ $ 38,776 Proceeds from sales of loans held for sale ​ ​ 85,303 ​ ​ 72,658 Originations of loans held for sale ​ ​ ( 90,455 ) ​ ​ ( 77,429 ) Items not requiring (providing) cash: ​ ​ ​ ​ ​ ​ Depreciation ​ ​ 4,177 ​ ​ 4,438 Amortization ​ ​ 1,154 ​ ​ 335 Compensation expense for stock option grants ​ ​ 866 ​ ​ 796 Provision for credit losses on loans ​ ​ 500 ​ ​ 1,500 Provision (credit) for unfunded commitments ​ ​ ( 477 ) ​ ​ ( 2,445 ) Net gain on loan sales ​ ​ ( 1,804 ) ​ ​ ( 1,098 ) Net loss on sale of premises and equipment ​ ​ 8 ​ ​ 18 Net (gain) loss on sale/write-down of other real estate owned and repossessions ​ ​ ( 33 ) ​ ​ 63 Accretion of deferred income, premiums, discounts and other ​ ​ ( 6,601 ) ​ ​ ( 6,819 ) Loss on derivative interest rate products ​ ​ 20 ​ ​ 289 Net non-cash gain recorded on contract termination ​ ​ ( 2,762 ) ​ ​ — Deferred income taxes ​ ​ ( 810 ) ​ ​ 244 Changes in: ​ ​ ​ ​ ​ ​ Interest receivable ​ ​ ( 1,214 ) ​ ​ 1,929 Prepaid expenses and other assets ​ ​ 4,049 ​ ​ 3,369 Accrued expenses and other liabilities ​ ​ ( 6,247 ) ​ ​ 21,916 Income taxes refundable/payable ​ ​ 497 ​ ​ 504 Net cash provided by operating activities ​ ​ 16,566 ​ ​ 59,044 ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM INVESTING ACTIVITIES ​ ​ ​ ​ ​ ​ Net change in loans ​ ​ ( 45,807 ) ​ ​ ( 7,932 ) Purchase of loans ​ ​ ( 6,251 ) ​ ​ ( 400 ) Purchase of premises and equipment ​ ​ ( 2,320 ) ​ ​ ( 4,217 ) Proceeds from sale of premises and equipment ​ ​ 26 ​ ​ 55 Proceeds from sale of other real estate owned and repossessions ​ ​ 1,122 ​ ​ 225 Proceeds from maturities and calls of available-for-sale securities ​ ​ — ​ ​ 1,015 Principal reductions on mortgage-backed securities ​ ​ 16,718 ​ ​ 17,072 Purchase of available-for-sale securities ​ ​ ( 92,631 ) ​ ​ — Investment in tax credit partnerships ​ ​ ( 11,306 ) ​ ​ ( 11,416 ) Redemption of Federal Home Loan Bank stock and change in other interest-earning assets ​ ​ ( 3,739 ) ​ ​ ( 1,944 ) Net cash used in investing activities ​ ​ ( 144,188 ) ​ ​ ( 7,542 ) ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM FINANCING ACTIVITIES ​ ​ ​ ​ ​ ​ Net increase (decrease) in certificates of deposit ​ ​ ( 55,665 ) ​ ​ 67,374 Net increase (decrease) in checking and savings deposits ​ ​ ( 50,720 ) ​ ​ 72,630 Net increase (decrease) in short-term borrowings ​ ​ 47,049 ​ ​ ( 135,059 ) Proceeds from borrowing under Federal Reserve Bank Term Funding Program ​ ​ 180,000 ​ ​ — Advances from borrowers for taxes and insurance ​ ​ 3,294 ​ ​ 2,752 Repurchase of the Company’s common stock ​ ​ ( 12,361 ) ​ ​ ( 14,289 ) Dividends paid ​ ​ ( 9,402 ) ​ ​ ( 9,746 ) Stock options exercised ​ ​ 563 ​ ​ 255 Net cash provided by (used in) financing activities ​ ​ 102,758 ​ ​ ( 16,083 ) ​ ​ ​ ​ ​ ​ ​ INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ​ ​ ( 24,864 ) ​ ​ 35,419 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ​ 211,333 ​ ​ 168,520 CASH AND CASH EQUIVALENTS, END OF PERIOD ​ $ 186,469 ​ $ 203,939 ​ See Notes to Consolidated Financial Statements ​ ​ 7 ​ GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1: BASIS OF PRESENTATION 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 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 six months ended June 30, 2024 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, 2023, has been derived from the audited consolidated statement of financial condition of the Company as of that date. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. 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, 2023 filed with the Securities and Exchange Commission (the “SEC”). Reclassifications Prior period consolidated financial statements are reclassified whenever necessary to conform to the current period presentation. Correction of an Immaterial Error in Prior Period Financial Statements Certain prior period amounts in the Consolidated Statements of Cash Flows have been corrected as discussed below. No other financial statements or notes thereto were impacted by these corrections. The Company has corrected its Consolidated Statements of Cash Flows for the six months ended June 30, 2023 within this Quarterly Report on Form 10-Q for an error in classification within the operating activities section of the statements of cash flows regarding amortization of terminated hedging transactions and for an error in classification regarding investments in tax credit partnerships between the operating activities and investing activities sections of the statements of cash flows. For the item related to the terminated hedging transactions, the Company is now including the amortization from accumulated other comprehensive income and related deferred taxes recognized in interest income as an item not providing cash in accretion of deferred income, premiums, discounts and other. This was previously included in net changes in prepaid expenses and other assets. For the item related to investments in tax credit partnerships, the Company is now including the amounts invested as an item using cash in the investing activities section. This was previously included in net changes in prepaid expenses and other assets in the operating activities section. The Company assessed the materiality of this change in presentation on prior period consolidated financial statements in accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” (ASC Topic 250, Accounting Changes and Error Corrections ). Based on this assessment, the Company concluded that these error corrections in its statements of cash flows are not material to any previously presented financial statements. The corrections had no impact on the Consolidated Statements of Financial Condition, Consolidated Statements of Income, Consolidated Statements of Comprehensive Income or Consolidated Statements of Stockholders’ Equity, or notes to these financial statements, for any previously presented interim or annual financial statements. Accordingly, the Company corrected the previously reported immaterial errors for the six months ended June 30, 2023 in this Quarterly Report on Form 10-Q. 8 ​ A summary of corrections reflecting the prior period impacts to the Company’s Consolidated Statements of Cash Flows are shown below (in thousands of dollars): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Six Months Ended June 30, 2023 ​ As Previously ​ Presented Net Change As Corrected ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Activities ​ ​ ​ Accretion of deferred income, premiums, discounts and other ​ $ ( 2,791 ) ​ $ ( 4,028 ) ​ $ ( 6,819 ) Prepaid expenses and other assets ​ ( 12,075 ) ​ 15,444 ​ 3,369 Net cash provided by operating activities ​ 47,628 ​ 11,416 ​ 59,044 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investing Activities ​ ​ ​ Investment in tax credit partnerships ​ — ​ ( 11,416 ) ​ ( 11,416 ) Net cash provided by (used in) investing activities ​ 3,874 ​ ( 11,416 ) ​ ( 7,542 ) ​ ​ NOTE 2: 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. The Bank also originates commercial loans from lending offices in Atlanta; Charlotte, North Carolina; Chicago; Dallas; Denver; Omaha, Nebraska; and Phoenix. The Company 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. The banking operation is principally engaged in the business of originating residential and commercial real estate loans, construction loans, commercial business loans and consumer loans and funding these loans by attracting deposits from the general public, accepting brokered deposits and borrowing from the Federal Home Loan Bank and others. The operating results of this segment are regularly reviewed by management to make decisions about resource allocations and to assess performance. Selected information is not presented separately for the Company’s reportable segment, as there is no material difference between that information and the corresponding information in the consolidated financial statements. ​ NOTE 3: RECENT ACCOUNTING PRONOUNCEMENTS In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASU 2020-04 provides relief for companies preparing for discontinuation of interest rates such as the London Interbank Offered Rate (“LIBOR”). LIBOR is a benchmark interest rate referenced in a variety of agreements that are used by numerous entities. After 2021, certain LIBOR rates may no longer be published. As a result, LIBOR is expected to be discontinued as a reference rate. Other interest rates used globally could also be discontinued for similar reasons. ASU 2020-04 provides optional expedients and exceptions to contracts, hedging relationships and other transactions affected by reference rate reform. The main provisions for contract modifications include optional relief by allowing the modification as a continuation of the existing contract without additional analysis and other optional expedients regarding embedded features. Optional expedients for hedge accounting permit changes to critical terms of hedging relationships and to the designated benchmark interest rate in a fair value hedge and provide relief for assessing hedge effectiveness for cash flow hedges. ASU 2020-04 was effective upon issuance; however, the guidance was originally only available generally through December 31, 2022. Based upon amendments provided in ASU 2022-06 discussed below, provisions of ASU 2020-04 can now generally be applied through December 31, 2024. The application of ASU 2020-04 has not had, and is not expected to have, a material impact on the Company’s consolidated financial statements. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope . ASU 2021-01 clarifies that certain optional expedients and exceptions in ASC 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. ASU 2021-01 also amends the expedients and exceptions in ASC 848 to capture the incremental consequences of the scope clarification and to tailor the existing guidance to derivative instruments affected by the discounting transition. ASU 2021-01 was effective upon issuance; however, the guidance was originally only available generally through December 31, 2022. Based upon amendments provided in ASU 2022-06 discussed below, provisions of ASU 2021-01 can now generally be applied through December 31, 2024. ASU 2021-01 has not had, and is not expected to have, a material impact on the Company’s consolidated financial statements. 9 ​ In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 . ASU 2022-06 extends the period of time entities can utilize the reference rate reform relief guidance provided by ASU 2020-04 and ASU 2021-01, which are discussed above. ASU 2022-06 was effective upon issuance and defers the sunset date of this prior guidance to December 31, 2024, after which entities will no longer be permitted to apply the relief guidance in Topic 848. ASU 2022-06 has not had, and is not expected to have, a material impact on the Company’s consolidated financial statements. In March 2023, the FASB issued ASU 2023-02, Investments – Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method . ASU 2023-02 is intended to improve the accounting and disclosures for investments in tax credit structures. ASU 2023-02 allows entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. Previously, this method was only available for qualifying tax equity investments in low-income housing tax credit structures. Currently, the Company does not have a material amount of tax credit structures, other than low-income housing tax credit structures. ASU 2023-02 became effective for the Company on January 1, 2024. The adoption of ASU 2023-02 did not have a material impact on the Company’s consolidated financial statements and resulted in a reduction of retained earnings of $ 223,000 upon adoption on January 1, 2024. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 expands reportable segment disclosure requirements through enhanced disclosures about significant segment expenses. ASU 2023-07 implements a new requirement to disclose significant segment expenses regularly provided to the chief operating decision maker, expands certain annual disclosures to interim periods, clarifies that single reportable segment entities must apply Topic 280 in its entirety and permits more than one measure of segment profit or loss to be reported under certain conditions. ASU 2023-07 is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the requirements of the expanded segment disclosures but does not currently expect the additional disclosures to have a material impact on the Company’s consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. 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 is effective for the Company for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2024, with early adoption permitted. While the Company is currently assessing the impact applying this standard will have on its income tax disclosures, the adoption of ASU 2023-09 is not expected to have a material impact on the Company’s consolidated financial statements. ​ NOTE 4: EARNINGS PER SHARE ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ 2024 2023 ​ ​ (In Thousands, Except Per Share Data) Basic: ​ ​ ​ ​ ​ ​ Average common shares outstanding ​ 11,642 ​ 12,032 Net income $ 16,988 $ 18,320 Per common share amount $ 1.46 $ 1.52 ​ ​ ​ ​ ​ ​ ​ Diluted: ​ ​ ​ ​ ​ ​ Average common shares outstanding ​ ​ 11,642 ​ ​ 12,032 Net effect of dilutive stock options – based on the treasury stock method using average market price ​ ​ 59 ​ ​ 37 Diluted common shares ​ ​ 11,701 ​ ​ 12,069 Net income $ 16,988 $ 18,320 Per common share amount $ 1.45 $ 1.52 ​ 10 ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ 2024 2023 ​ ​ (In Thousands, Except Per Share Data) Basic: ​ ​ ​ Average common shares outstanding ​ ​ 11,704 ​ 12,116 Net income ​ $ 30,395 ​ $ 38,776 Per common share amount ​ $ 2.60 ​ $ 3.20 ​ ​ ​ ​ ​ ​ ​ Diluted: ​ ​ ​ ​ Average common shares outstanding ​ 11,704 ​ 12,116 Net effect of dilutive stock options – based on the treasury stock method using average market price ​ 59 ​ 53 Diluted common shares ​ 11,763 ​ 12,169 Net income ​ $ 30,395 ​ $ 38,776 Per common share amount ​ $ 2.58 ​ $ 3.19 ​ Options outstanding at June 30, 2024 and 2023, to purchase 741,708 and 767,479 shares of common stock, respectively, were not included in the computation of diluted earnings per common share for each of the three month periods because the exercise prices of such options were greater than the average market price of the common stock for the three months ended June 30, 2024 and 2023, respectively. Options outstanding at June 30, 2024 and 2023, to purchase 741,708 and 675,118 shares of common stock, respectively, were not included in the computation of diluted earnings per common share for each of the six month periods because the exercise prices of such options were greater than the average market price of the common stock for the six months ended June 30, 2024 and 2023, respectively. ​ NOTE 5: INVESTMENT SECURITIES Held-to-maturity securities (“HTM”), which include any security for which the Company has both the positive intent and ability to hold until maturity, are carried at historical cost adjusted for amortization of premiums and accretion of discounts. Premiums and discounts are amortized and accreted, respectively, to interest income over the security’s estimated life. Prepayments are anticipated for certain mortgage-backed securities. Premiums on callable securities are amortized to their earliest call date. Available-for-sale securities (“AFS”), which include any security for which the Company has no immediate plan to sell but which may be sold in the future, are carried at fair value. Realized gains and losses, based on specifically identified amortized cost of the individual security, are included in non-interest income. Unrealized gains and losses are recorded, net of related income tax effects, in stockholders’ equity. Premiums and discounts are amortized and accreted, respectively, to interest income over the estimated life of the security. Prepayments are anticipated for certain mortgage-backed and Small Business Administration (SBA) securities. Premiums on callable securities are amortized to their earliest call date. The amortized cost and fair values of securities were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ Gross ​ Gross ​ ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Fair ​ Cost Gains Losses Value ​ (In Thousands) AVAILABLE-FOR-SALE SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities $ 357,905 $ 54 $ 41,895 $ 316,064 Agency collateralized mortgage obligations ​ ​ 126,457 ​ ​ — ​ ​ 10,493 ​ ​ 115,964 States and political subdivisions ​ ​ 58,876 ​ ​ 126 ​ ​ 2,349 ​ ​ 56,653 Small Business Administration securities ​ ​ 68,535 ​ ​ — ​ ​ 8,132 ​ ​ 60,403 ​ $ 611,773 $ 180 $ 62,869 $ 549,084 ​ 11 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ ​ ​ Amortized ​ Gross ​ Gross ​ ​ ​ ​ Amortized ​ Fair Value ​ Carrying ​ Unrealized ​ Unrealized ​ Fair ​ Cost Adjustment Value Gains Losses Value ​ ​ (In Thousands) HELD-TO-MATURITY SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ 71,676 ​ $ 2,147 ​ $ 73,823 ​ $ — ​ $ 9,310 ​ $ 64,513 Agency collateralized mortgage obligations ​ 113,547 ​ ( 2,316 ) ​ 111,231 ​ — ​ 16,081 ​ 95,150 States and political subdivisions ​ 6,162 ​ 8 ​ 6,170 ​ — ​ 668 ​ 5,502 ​ ​ $ 191,385 ​ $ ( 161 ) ​ $ 191,224 ​ $ — ​ $ 26,059 ​ $ 165,165 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ Gross ​ Gross ​ ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Fair ​ Cost Gains Losses Value ​ (In Thousands) AVAILABLE-FOR-SALE SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities $ 316,114 $ 7 $ 35,890 $ 280,231 Agency collateralized mortgage obligations ​ ​ 85,989 ​ ​ — ​ ​ 10,043 ​ ​ 75,946 States and political subdivisions securities ​ ​ 59,141 ​ ​ 527 ​ ​ 1,531 ​ ​ 58,137 Small Business Administration securities ​ ​ 70,648 ​ ​ — ​ ​ 6,755 ​ ​ 63,893 ​ $ 531,892 $ 534 $ 54,219 $ 478,207 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ Gross ​ Gross ​ ​ ​ ​ ​ Amortized ​ Fair Value ​ Carrying ​ Unrealized ​ Unrealized ​ Fair ​ Cost Adjustment Value Gains Losses Value ​ ​ (In Thousands) HELD-TO-MATURITY SECURITIES: ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ 72,495 ​ $ 2,436 ​ $ 74,931 ​ $ — ​ $ 8,686 ​ $ 66,245 Agency collateralized mortgage obligations ​ 116,405 ​ ( 2,502 ) ​ 113,903 ​ — ​ 14,662 ​ 99,241 States and political subdivisions ​ 6,188 ​ 1 ​ 6,189 ​ — ​ 482 ​ 5,707 ​ ​ $ 195,088 ​ $ ( 65 ) ​ $ 195,023 ​ $ — ​ $ 23,830 ​ $ 171,193 ​ The amortized cost and fair value of available-for-sale and held-to-maturity securities at June 30, 2024, 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. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available-for-Sale ​ Held-to-Maturity ​ ​ Amortized ​ Fair ​ Amortized ​ Fair ​ Cost Value Carrying Value Value ​ ​ (In Thousands) One year or less ​ $ — ​ $ — ​ $ — $ — After one through two years ​ ​ — ​ ​ — ​ ​ — ​ ​ — After two through three years ​ ​ 245 ​ ​ 245 ​ ​ — ​ ​ — After three through four years ​ ​ 969 ​ ​ 969 ​ ​ — ​ ​ — After four through five years ​ ​ — ​ ​ — ​ ​ — ​ ​ — After five through fifteen years ​ ​ 10,689 ​ ​ 10,448 ​ ​ 3,246 ​ ​ 2,889 After fifteen years ​ ​ 46,973 ​ ​ 44,991 ​ ​ 2,924 ​ ​ 2,613 Securities not due on a single maturity date ​ ​ 552,897 ​ ​ 492,431 ​ ​ 185,054 ​ ​ 159,663 ​ ​ $ 611,773 ​ $ 549,084 ​ $ 191,224 $ 165,165 ​ Certain available-for-sale investments in debt securities are reported in the financial statements at an amount less than their amortized cost. Total fair value of these investments at June 30, 2024 and December 31, 2023, was approximately $ 533.5 million and $ 456.9 million, respectively, which was approximately 97.2 % and 95.5 % 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 12 ​ June 30, 2024 and December 31, 2023, which was $191.2 million and $ 195.0 million, respectively. Total fair value of these investments at June 30, 2024 and December 31, 2023 was approximately $ 165.2 million and $ 171.2 million, respectively. Held-to-maturity investment securities are evaluated for potential credit losses under ASU 2016-13. The Company continually assesses its liquidity sources, both on-balance sheet and off-balance sheet, and believes that at June 30, 2024, it had ample liquidity sources to fund its ongoing operations. 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 these available-for-sale debt securities are not credit-related. The following table shows the Company’s available-for-sale and held-to-maturity securities’ gross unrealized losses and fair values, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2024 and December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ Less than 12 Months ​ 12 Months or More ​ Total ​ ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Fair ​ Unrealized Description of Securities Value Losses Value Losses Value Losses ​ (In Thousands) AVAILABLE-FOR-SALE SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities $ 49,031 ​ $ ( 813 ) ​ $ 260,805 ​ $ ( 41,082 ) ​ $ 309,836 ​ $ ( 41,895 ) Agency collateralized mortgage obligations ​ ​ 41,393 ​ ​ ( 297 ) ​ ​ 74,572 ​ ​ ( 10,196 ) ​ ​ 115,965 ​ ​ ( 10,493 ) States and political subdivisions securities ​ ​ 10,228 ​ ​ ( 183 ) ​ ​ 37,070 ​ ​ ( 2,166 ) ​ ​ 47,298 ​ ​ ( 2,349 ) Small Business Administration securities ​ ​ — ​ ​ — ​ ​ 60,402 ​ ​ ( 8,132 ) ​ ​ 60,402 ​ ​ ( 8,132 ) ​ $ 100,652 ​ $ ( 1,293 ) ​ $ 432,849 ​ $ ( 61,576 ) ​ $ 533,501 ​ $ ( 62,869 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HELD-TO-MATURITY SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ — ​ $ — ​ $ 64,513 ​ $ ( 9,310 ) ​ $ 64,513 ​ $ ( 9,310 ) Agency collateralized mortgage obligations ​ ​ — ​ ​ — ​ ​ 95,150 ​ ​ ( 16,081 ) ​ ​ 95,150 ​ ​ ( 16,081 ) States and political subdivisions securities ​ ​ — ​ ​ — ​ ​ 5,502 ​ ​ ( 668 ) ​ ​ 5,502 ​ ​ ( 668 ) ​ ​ $ — ​ $ — ​ $ 165,165 ​ $ ( 26,059 ) ​ $ 165,165 ​ $ ( 26,059 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ Less than 12 Months ​ 12 Months or More ​ Total ​ ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Fair ​ Unrealized Description of Securities Value Losses Value Losses Value Losses ​ (In Thousands) AVAILABLE-FOR-SALE SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities $ 4,318 $ ( 9 ) $ 274,801 $ ( 35,881 ) $ 279,119 $ ( 35,890 ) Agency collateralized mortgage obligations ​ ​ 9,080 ​ ​ ( 216 ) ​ ​ 66,866 ​ ​ ( 9,827 ) ​ ​ 75,946 ​ ​ ( 10,043 ) States and political subdivisions securities ​ ​ 7,782 ​ ​ ( 133 ) ​ ​ 56,111 ​ ​ ( 6,622 ) ​ ​ 63,893 ​ ​ ( 6,755 ) Small Business Administration securities ​ ​ — ​ ​ — ​ ​ 37,969 ​ ​ ( 1,531 ) ​ ​ 37,969 ​ ​ ( 1,531 ) ​ $ 21,180 ​ $ ( 358 ) $ 435,747 ​ $ ( 53,861 ) $ 456,927 ​ $ ( 54,219 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HELD-TO-MATURITY SECURITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ — ​ $ — ​ $ 66,245 ​ $ ( 8,686 ) ​ $ 66,245 ​ $ ( 8,686 ) Agency collateralized mortgage obligations ​ ​ — ​ ​ — ​ ​ 99,241 ​ ​ ( 14,662 ) ​ ​ 99,241 ​ ​ ( 14,662 ) States and political subdivisions securities ​ ​ — ​ ​ — ​ ​ 5,707 ​ ​ ( 482 ) ​ ​ 5,707 ​ ​ ( 482 ) ​ ​ $ — ​ $ — ​ $ 171,193 ​ $ ( 23,830 ) ​ $ 171,193 ​ $ ( 23,830 ) ​ There were no sales of available-for-sale securities during the three or six months ended June 30, 2024 and 2023, respectively. 13 ​ Allowance for Credit Losses. On January 1, 2021, the Company began evaluating 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 June 30, 2024 were issued by U.S. government-sponsored entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. Likewise, the Company has not historically experienced losses on these types of securities. Accordingly, no allowance for credit losses has been recorded for these securities. Regarding securities issued by state and political subdivisions, management considers the following when evaluating these securities: (i) current issuer bond ratings, (ii) historical loss rates for given bond ratings, (iii) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities, (iv) updated financial information of the issuer, (v) internal forecasts and (vi) whether such securities provide insurance or other credit enhancement or are pre-refunded by the issuers. These securities are generally highly rated by major rating agencies and have a long history of no credit losses. Likewise, the Company has not historically experienced losses on these types of securities. Accordingly, no allowance for credit losses has been recorded for these securities. ​ NOTE 6: LOANS AND ALLOWANCE FOR CREDIT LOSSES The allowance for credit losses is measured using an average historical loss model that incorporates relevant information about past events (including historical credit loss experience on loans with similar risk characteristics), current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the loans. The allowance for credit losses is measured on a collective (pool) basis. Loans are aggregated into pools based on similar risk characteristics, including borrower type, collateral and repayment types and expected credit loss patterns. Loans that do not share similar risk characteristics, primarily classified loans with balances greater than or equal to $ 100,000 , are evaluated on an individual basis. For loans evaluated for credit losses on a collective basis, average historical loss rates are calculated for each pool using the Company’s historical net charge-offs (combined charge-offs and recoveries by observable historical reporting period) and outstanding loan balances during a lookback period. Lookback periods can be different based on the individual pool and reflect management’s credit expectations for the pool of loans over the remaining contractual life. In certain loan pools, if the Company’s own historical loss rate is not reflective of the loss expectations, the historical loss rate is augmented by industry and peer data. The calculated average net charge-off rate is then adjusted for current conditions and reasonable and supportable forecasts. These adjustments increase or decrease the average historical loss rate to reflect expectations of future losses given economic forecasts of key macroeconomic variables including, but not limited to, unemployment rate, gross domestic product (“GDP”), commercial real estate price index, consumer sentiment and construction spending. The adjustments are based on results from various regression models projecting the impact of the macroeconomic variables to loss rates. The forecast is used for a reasonable and supportable period before reverting to historical averages. The forecast-adjusted loss rate is applied to the principal balance over the remaining contractual lives, adjusted for expected prepayments. The contractual term excludes expected extensions, renewals and modifications. Additionally, the allowance for credit losses considers other qualitative factors not included in historical loss rates or macroeconomic forecasts such as changes in portfolio composition, underwriting practices, or significant unique events or conditions. In addition, the Company is required to record an allowance for off balance sheet credit exposures, including unfunded lines of credit, undisbursed portions of loans, written residential and commercial loan commitments, and letters of credit. To determine the amount needed for allowance purposes, a utilization rate is determined either by the model or internally for each pool. Our loss model calculates the reserve on unfunded commitments based upon the utilization rate multiplied by the average loss rate factors in each pool with unfunded and committed balances. The liability for unfunded lending commitments utilizes the same model as the allowance for credit losses on loans; however, the liability for unfunded lending commitments incorporates assumptions for the portion of unfunded commitments that are expected to be funded. 14 ​ Classes of loans at June 30, 2024 and December 31, 2023 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2024 ​ 2023 ​ ​ (In Thousands) One- to four-family residential construction $ 29,718 ​ $ 29,628 ​ Subdivision construction ​ ​ 19,427 ​ ​ 23,359 ​ Land development ​ ​ 43,191 ​ ​ 48,015 ​ Commercial construction ​ ​ 550,231 ​ ​ 703,407 ​ Owner occupied one- to four-family residential ​ ​ 740,955 ​ ​ 769,260 ​ Non-owner occupied one- to four-family residential ​ ​ 123,168 ​ ​ 121,275 ​ Commercial real estate ​ ​ 1,511,672 ​ ​ 1,521,032 ​ Other residential (multi-family) ​ ​ 1,250,976 ​ ​ 942,071 ​ Commercial business ​ ​ 255,917 ​ ​ 318,050 ​ Industrial revenue bonds ​ ​ 11,699 ​ ​ 12,047 ​ Consumer auto ​ ​ 26,200 ​ ​ 28,343 ​ Consumer other ​ ​ 28,471 ​ ​ 28,978 ​ Home equity lines of credit ​ ​ 113,483 ​ ​ 115,883 ​ ​ ​ ​ 4,705,108 ​ ​ 4,661,348 ​ Allowance for credit losses ​ ​ ( 65,255 ) ​ ​ ( 64,670 ) ​ Deferred loan fees and gains, net ​ ​ ( 6,225 ) ​ ​ ( 7,058 ) ​ ​ $ 4,633,628 ​ $ 4,589,620 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average interest rate ​ ​ 6.35 % ​ 6.25 % ​ 15 ​ The following tables present the classes of loans by aging as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans ​ ​ ​ ​ ​ ​ ​ ​ Over 90 ​ ​ ​ ​ ​ ​ ​ Total ​ > 90 Days Past ​ ​ 30-59 Days ​ 60-89 Days ​ Days ​ Total Past ​ ​ ​ ​ Loans ​ Due and ​ ​ Past Due Past Due Past Due Due Current Receivable Still Accruing ​ ​ (In Thousands) One- to four-family residential construction $ — ​ $ — ​ $ — ​ $ — ​ $ 29,718 ​ $ 29,718 ​ $ — Subdivision construction ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 19,427 ​ ​ 19,427 ​ ​ — Land development ​ ​ 553 ​ ​ — ​ ​ — ​ ​ 553 ​ ​ 42,638 ​ ​ 43,191 ​ ​ — Commercial construction ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 550,231 ​ ​ 550,231 ​ ​ — Owner occupied one- to four-family residential ​ ​ 140 ​ ​ 34 ​ ​ 554 ​ ​ 728 ​ ​ 740,227 ​ ​ 740,955 ​ ​ — Non-owner occupied one- to four-family residential ​ ​ — ​ ​ — ​ ​ 593 ​ ​ 593 ​ ​ 122,575 ​ ​ 123,168 ​ ​ — Commercial real estate ​ ​ 88 ​ ​ — ​ ​ 9,764 ​ ​ 9,852 ​ ​ 1,501,820 ​ ​ 1,511,672 ​ ​ — Other residential (multi-family) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,250,976 ​ ​ 1,250,976 ​ ​ — Commercial business ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 255,917 ​ ​ 255,917 ​ ​ — Industrial revenue bonds ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 11,699 ​ ​ 11,699 ​ ​ — Consumer auto ​ ​ 28 ​ ​ 19 ​ ​ 2 ​ ​ 49 ​ ​ 26,151 ​ ​ 26,200 ​ ​ — Consumer other ​ ​ 107 ​ ​ 16 ​ ​ 39 ​ ​ 162 ​ ​ 28,309 ​ ​ 28,471 ​ ​ — Home equity lines of credit ​ ​ 93 ​ ​ — ​ ​ 32 ​ ​ 125 ​ ​ 113,358 ​ ​ 113,483 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ $ 1,009 ​ $ 69 ​ $ 10,984 ​ $ 12,062 ​ $ 4,693,046 ​ $ 4,705,108 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans ​ ​ ​ ​ ​ ​ Over 90 ​ ​ ​ ​ ​ Total ​ > 90 Days Past ​ ​ 30-59 Days ​ 60-89 Days ​ Days ​ Total Past ​ ​ ​ ​ Loans ​ Due and ​ ​ Past Due Past Due Past Due Due Current Receivable Still Accruing ​ ​ (In Thousands) One- to four-family residential construction $ — ​ $ — ​ $ — ​ $ — ​ $ 29,628 ​ $ 29,628 ​ $ — Subdivision construction ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 23,359 ​ ​ 23,359 ​ ​ — Land development ​ ​ — ​ ​ — ​ ​ 384 ​ ​ 384 ​ ​ 47,631 ​ ​ 48,015 ​ ​ — Commercial construction ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 703,407 ​ ​ 703,407 ​ ​ — Owner occupied one- to four-family residential ​ ​ 2,778 ​ ​ 125 ​ ​ 722 ​ ​ 3,625 ​ ​ 765,635 ​ ​ 769,260 ​ ​ — Non-owner occupied one- to four-family residential ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 121,275 ​ ​ 121,275 ​ ​ — Commercial real estate ​ ​ 187 ​ ​ 92 ​ ​ 10,552 ​ ​ 10,831 ​ ​ 1,510,201 ​ ​ 1,521,032 ​ ​ — Other residential (multi-family) ​ ​ 9,572 ​ ​ — ​ ​ — ​ ​ 9,572 ​ ​ 932,499 ​ ​ 942,071 ​ ​ — Commercial business ​ ​ — ​ ​ — ​ ​ 31 ​ ​ 31 ​ ​ 318,019 ​ ​ 318,050 ​ ​ — Industrial revenue bonds ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 12,047 ​ ​ 12,047 ​ ​ — Consumer auto ​ ​ 116 ​ ​ 65 ​ ​ 8 ​ ​ 189 ​ ​ 28,154 ​ ​ 28,343 ​ ​ — Consumer other ​ ​ 137 ​ ​ — ​ ​ 42 ​ ​ 179 ​ ​ 28,799 ​ ​ 28,978 ​ ​ — Home equity lines of credit ​ ​ 335 ​ ​ 26 ​ ​ 9 ​ ​ 370 ​ ​ 115,513 ​ ​ 115,883 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ $ 13,125 ​ $ 308 ​ $ 11,748 ​ $ 25,181 ​ $ 4,636,167 ​ $ 4,661,348 ​ $ — ​ Loans are placed on nonaccrual status at 90 days past due and interest is considered a loss unless the loan is well secured and in the process of collection. Payments received on nonaccrual loans are applied to principal until the loans are returned to accrual status. Loans are returned to accrual status when all payments contractually due are brought current, payment performance is sustained for a period of time, generally six months, and future payments are reasonably assured. With the exception of consumer loans, charge-offs on loans are recorded when available information indicates a loan is not fully collectible and the loss is reasonably quantifiable. Consumer loans are charged-off at specified delinquency dates consistent with regulatory guidelines. 16 ​ Non-accruing loans are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2024 ​ 2023 ​ ​ (In Thousands) One- to four-family residential construction ​ $ — ​ $ — Subdivision construction ​ ​ — ​ ​ — Land development ​ ​ — ​ ​ 384 Commercial construction ​ ​ — ​ ​ — Owner occupied one- to four-family residential ​ ​ 554 ​ ​ 722 Non-owner occupied one- to four-family residential ​ ​ 593 ​ ​ — Commercial real estate ​ ​ 9,764 ​ ​ 10,552 Other residential (multi-family) ​ ​ — ​ ​ — Commercial business ​ ​ — ​ ​ 31 Industrial revenue bonds ​ ​ — ​ ​ — Consumer auto ​ ​ 2 ​ ​ 8 Consumer other ​ ​ 39 ​ ​ 42 Home equity lines of credit ​ ​ 32 ​ ​ 9 Total non-accruing loans ​ $ 10,984 ​ $ 11,748 ​ No interest income was recorded on nonaccrual loans for the three or six months ended June 30, 2024 and 2023, respectively. Nonaccrual loans for which there is no related allowance for credit losses as of June 30, 2024 and December 31, 2023, had an amortized cost of $ 2.4 million and $ 792,000 , respectively. These loans are individually assessed and do not require an allowance due to being adequately collateralized under the collateral-dependent valuation method. A collateral-dependent loan is a financial asset for which the repayment is expected to be provided substantially through the operation or sale of the collateral when the borrower is experiencing financial difficulty based on the Company’s assessment as of the reporting date. 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 process of foreclosure or repossession. The following tables present the activity in the allowance for credit losses by portfolio segment for the three and six months ended June 30, 2024 and 2023. During the three months ended June 30, 2024, the Company did not record a provision expense on its portfolio of outstanding loans and during the six months ended June 30, 2024, recorded provision expense of $ 500,000 on its portfolio of outstanding loans. During the three months ended June 30, 2023, the Company did not record a provision expense on its portfolio of outstanding loans and during the six months ended June 30, 2023, recorded provision expense of $ 1.5 million on its portfolio of outstanding loans. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to Four- ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential and ​ Other ​ Commercial ​ Commercial ​ Commercial ​ ​ ​ ​ Construction Residential Real Estate Construction Business Consumer Total ​ ​ (In Thousands) Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, March 31, 2023 ​ $ 11,797 ​ $ 13,189 ​ $ 25,506 ​ $ 2,502 ​ $ 7,821 ​ $ 4,172 ​ $ 64,987 Provision (credit) charged to expense ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Losses charged off ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 477 ) ​ ​ ( 477 ) Recoveries ​ ​ 21 ​ ​ — ​ ​ 2 ​ ​ — ​ ​ 6 ​ ​ 313 ​ ​ 342 Balance, June 30, 2023 ​ $ 11,818 ​ $ 13,189 ​ $ 25,508 ​ $ 2,502 ​ $ 7,827 ​ $ 4,008 ​ $ 64,852 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, March 31, 2024 ​ $ 9,660 ​ $ 13,886 ​ $ 29,469 ​ $ 2,748 ​ $ 5,396 ​ $ 3,928 ​ $ 65,087 Provision (credit) charged to expense ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Losses charged off ​ ( 9 ) ​ ​ — ​ ​ — ​ ​ ( 101 ) ​ ​ — ​ ​ ( 439 ) ​ ​ ( 549 ) Recoveries ​ 27 ​ ​ — ​ ​ — ​ ​ 194 ​ ​ 281 ​ ​ 215 ​ ​ 717 Balance, June 30, 2024 ​ $ 9,678 ​ $ 13,886 ​ $ 29,469 ​ $ 2,841 ​ $ 5,677 ​ $ 3,704 ​ $ 65,255 ​ 17 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to Four- ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential and ​ Other ​ Commercial ​ Commercial ​ Commercial ​ ​ ​ ​ ​ ​ Construction Residential Real Estate Construction Business Consumer Total ​ ​ (In Thousands) Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2023 ​ $ 11,171 ​ $ 12,110 ​ $ 27,096 ​ $ 2,865 ​ $ 5,822 ​ $ 4,416 ​ $ 63,480 Provision (credit) charged to expense ​ ​ 647 ​ ​ 1,079 ​ ​ ( 1,590 ) ​ ​ ( 363 ) ​ ​ 1,851 ​ ​ ( 124 ) ​ ​ 1,500 Losses charged off ​ ​ ( 31 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 911 ) ​ ​ ( 942 ) Recoveries ​ ​ 31 ​ ​ — ​ ​ 2 ​ ​ — ​ ​ 154 ​ ​ 627 ​ ​ 814 Balance, June 30, 2023 ​ $ 11,818 ​ $ 13,189 ​ $ 25,508 ​ $ 2,502 ​ $ 7,827 ​ $ 4,008 ​ $ 64,852 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2024 ​ $ 9,820 ​ $ 13,370 ​ $ 28,171 ​ $ 2,844 ​ $ 6,935 ​ $ 3,530 ​ $ 64,670 Provision (credit) charged to expense ​ ​ ( 107 ) ​ ​ 516 ​ ​ 1,298 ​ ​ ( 96 ) ​ ​ ( 1,596 ) ​ 485 ​ ​ 500 Losses charged off ​ ​ ( 65 ) ​ ​ — ​ ​ — ​ ​ ( 101 ) ​ ​ ( 31 ) ​ ​ ( 779 ) ​ ​ ( 976 ) Recoveries ​ ​ 30 ​ ​ — ​ ​ — ​ ​ 194 ​ ​ 369 ​ ​ 468 ​ ​ 1,061 Balance, June 30, 2024 ​ $ 9,678 ​ $ 13,886 ​ $ 29,469 ​ $ 2,841 ​ $ 5,677 ​ $ 3,704 ​ $ 65,255 ​ The following tables present the activity in the allowance for unfunded commitments by portfolio segment for the three and six months ended June 30, 2024 and 2023. The provision for losses on unfunded commitments for the three months ended June 30, 2024 was a credit (negative expense) of $ 607,000 , compared to a credit (negative expense) of $ 1.6 million for the three months ended June 30, 2023. The provision for losses on unfunded commitments for the six months ended June 30, 2024 was a credit (negative expense) of $ 477,000 , compared to a credit (negative expense) of $ 2.4 million for the six months ended June 30, 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to Four- ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential and ​ Other ​ Commercial ​ Commercial ​ Commercial ​ ​ ​ ​ ​ Construction Residential Real Estate Construction Business Consumer Total ​ (In Thousands) Allowance for unfunded commitments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, March 31, 2023 ​ $ 832 ​ $ 8,058 ​ $ 445 ​ $ 891 ​ $ 1,263 ​ $ 501 ​ $ 11,990 Provision (credit) charged to expense ​ ​ ( 74 ) ​ ​ ( 1,267 ) ​ ​ 19 ​ ​ ( 20 ) ​ ​ ( 276 ) ​ ​ ( 1 ) ​ ​ ( 1,619 ) Balance, June 30, 2023 ​ $ 758 ​ $ 6,791 ​ $ 464 ​ $ 871 ​ $ 987 ​ $ 500 ​ $ 10,371 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for unfunded commitments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, March 31, 2024 ​ $ 679 ​ $ 3,978 ​ $ 614 ​ $ 509 ​ $ 1,353 ​ $ 484 ​ $ 7,617 Provision (credit) charged to expense ​ ( 6 ) ​ ​ ( 632 ) ​ ​ 32 ​ ​ 41 ​ ​ ( 10 ) ​ ​ ( 32 ) ​ ​ ( 607 ) Balance, June 30, 2024 ​ $ 673 ​ $ 3,346 ​ $ 646 ​ $ 550 ​ $ 1,343 ​ $ 452 ​ $ 7,010 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to Four- ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential and ​ Other ​ Commercial ​ Commercial ​ Commercial ​ ​ ​ ​ Construction Residential Real Estate Construction Business Consumer Total ​ ​ (In Thousands) Allowance for unfunded commitments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2023 ​ $ 736 ​ $ 8,624 ​ $ 416 ​ $ 802 ​ $ 1,734 ​ $ 504 ​ $ 12,816 Provision (credit) charged to expense ​ 22 ​ ​ ( 1,833 ) ​ ​ 48 ​ ​ 69 ​ ​ ( 747 ) ​ ​ ( 4 ) ​ ​ ( 2,445 ) Balance, June 30, 2023 $ 758 ​ $ 6,791 ​ $ 464 ​ $ 871 ​ $ 987 ​ $ 500 ​ $ 10,371 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for unfunded commitments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2024 $ 706 ​ $ 4,006 ​ $ 619 ​ $ 741 ​ $ 959 ​ $ 456 ​ $ 7,487 Provision (credit) charged to expense ​ ( 33 ) ​ ​ ( 660 ) ​ ​ 27 ​ ​ ( 191 ) ​ ​ 384 ​ ​ ( 4 ) ​ ​ ( 477 ) Balance, June 30, 2024 $ 673 ​ $ 3,346 ​ $ 646 ​ $ 550 ​ $ 1,343 ​ $ 452 ​ $ 7,010 ​ The portfolio segments used in the preceding tables correspond to the loan classes used in all other tables in Note 6 as follows: ● The one- to four-family residential and construction segment includes the one- to four-family residential construction, subdivision construction, owner occupied one- to four-family residential and non-owner occupied one- to four-family residential classes. ● The other residential (multi-family) segment corresponds to the other residential (multi-family) class. ● The commercial real estate segment includes the commercial real estate and industrial revenue bonds classes. ● The commercial construction segment includes the land development and commercial construction classes. ● The commercial business segment corresponds to the commercial business class. ● The consumer segment includes the consumer auto, consumer other and home equity lines of credit classes. 18 ​ The following table presents the amortized cost basis of collateral-dependent loans by class of loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 December 31, 2023 ​ ​ Principal Specific ​ Principal ​ Specific ​ Balance Allowance Balance Allowance ​ ​ (In Thousands) One- to four-family residential construction ​ $ — ​ $ — ​ $ — ​ $ — Subdivision construction ​ — ​ ​ — ​ ​ — ​ ​ — Land development ​ — ​ ​ — ​ ​ 384 ​ ​ — Commercial construction ​ — ​ ​ — ​ ​ — ​ ​ — Owner occupied one- to four- family residential ​ 525 ​ ​ 10 ​ ​ 691 ​ ​ 29 Non-owner occupied one- to four-family residential ​ 593 ​ ​ 333 ​ ​ — ​ ​ — Commercial real estate ​ 13,948 ​ ​ 293 ​ ​ 10,548 ​ ​ 1,200 Other residential (multi-family) ​ — ​ ​ — ​ ​ 7,162 ​ ​ — Commercial business ​ 200 ​ ​ 200 ​ ​ — ​ ​ — Industrial revenue bonds ​ — ​ ​ — ​ ​ — ​ ​ — Consumer auto ​ — ​ ​ — ​ ​ — ​ ​ — Consumer other ​ — ​ ​ — ​ ​ — ​ ​ — Home equity lines of credit ​ 498 ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ $ 15,764 ​ $ 836 ​ $ 18,785 ​ $ 1,229 ​ Modified Loans. In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures . ASU 2022-02 eliminates the troubled debt restructuring (TDR) recognition and measurement guidance and, instead, requires that an entity evaluate whether the loan modification represents a new loan or a continuation of an existing loan. It also enhances disclosure requirements and introduces new disclosure requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty. Adoption of this ASU on January 1, 2023 did not have a material impact on the Company’s results of operations, financial position or liquidity, but resulted in additional disclosure requirements related to gross charge offs by vintage year and the removal of TDR disclosures, replaced by additional disclosures on the types of modifications of loans to borrowers experiencing financial difficulties. The Company has adopted this update prospectively. Loan modifications are reported if concessions have been granted to borrowers that are experiencing financial difficulty. The estimate of lifetime expected losses utilized in the allowance for credit losses model is developed using average historical loss on loans with similar risk characteristics, which includes losses from modifications of loans to borrowers experiencing financial difficulty. As a result, a charge to the allowance for credit losses is generally not recorded upon modification. For modifications to loans made to borrowers experiencing financial difficulty that are adversely classified, the Company determines the allowance for credit losses on an individual basis, using the same process that it utilizes for other adversely classified loans. If collection efforts have begun and the modified loan is subsequently deemed collateral-dependent, the loan is placed on non-accrual status and the allowance for credit losses is determined based on an individual evaluation. If necessary, the loan is charged down to fair market value less estimated sales costs. 19 ​ The following tables show, as of the dates indicated, the composition of modifications made to loans to borrowers experiencing financial difficulty, by loan class and type of concession granted. Each of the types of concessions granted comprised 1.0 % or less of their respective loan classes at June 30, 2024. During the three and six months ended June 30, 2024, principal forgiveness of $ 241,000 and $ 255,000 , respectively, was completed on consumer loans and a land development loan. During the three and six months ended June 30, 2023, principal forgiveness of $ 6,000 and $ 39,000 , respectively, was completed on consumer loans. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized Cost Basis at June 30, 2024 ​ ​ Interest Rate ​ Term ​ ​ ​ Total ​ Reduction Extension Combination Modifications ​ ​ ​ (In Thousands) Construction and land development $ — ​ $ — ​ $ — ​ $ — One- to four-family residential ​ — ​ ​ — ​ ​ — ​ ​ — Other residential (multi-family) ​ — ​ ​ 2,732 ​ ​ — ​ ​ 2,732 Commercial real estate ​ — ​ ​ 75 ​ ​ 7,174 ​ ​ 7,249 Commercial business ​ — ​ ​ — ​ ​ — ​ ​ — Consumer ​ — ​ ​ 6 ​ ​ — ​ ​ 6 ​ $ — ​ $ 2,813 ​ $ 7,174 ​ $ 9,987 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized Cost Basis at December 31, 2023 ​ ​ Interest Rate ​ Term ​ ​ ​ Total ​ Reduction Extension Combination Modifications ​ ​ ​ (In Thousands) Construction and land development $ — ​ $ — ​ $ 1,553 ​ $ 1,553 One- to four-family residential ​ — ​ ​ — ​ ​ — ​ ​ — Other residential (multi-family) ​ — ​ ​ 2,750 ​ ​ — ​ ​ 2,750 Commercial real estate ​ — ​ ​ 77 ​ ​ 20,365 ​ ​ 20,442 Commercial business ​ — ​ ​ — ​ ​ — ​ ​ — Consumer ​ 5 ​ ​ 7 ​ ​ — ​ ​ 12 ​ $ 5 ​ $ 2,834 ​ $ 21,918 ​ $ 24,757 ​ The Company closely monitors the performance of loans to borrowers experiencing financial difficulty that are modified to understand the effectiveness of its modification efforts. The following tables depict the performance of loans (under modified terms) at June 30, 2024 and at December 31, 2023, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ 30-89 Days ​ Over 90 Days ​ ​ ​ Current Past Due Past Due Total ​ ​ ​ (In Thousands) Construction and land development $ — ​ $ — ​ $ — ​ $ — One- to four-family residential ​ — ​ ​ — ​ ​ — ​ ​ — Other residential (multi-family) ​ 2,732 ​ ​ — ​ ​ — ​ ​ 2,732 Commercial real estate ​ 75 ​ ​ 7,174 ​ ​ — ​ ​ 7,249 Commercial business ​ — ​ ​ — ​ ​ — ​ ​ — Consumer ​ 6 ​ ​ — ​ ​ — ​ ​ 6 ​ $ 2,813 ​ $ 7,174 ​ $ — ​ $ 9,987 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ 30-89 Days ​ Over 90 Days ​ ​ ​ ​ ​ Current ​ Past Due ​ Past Due ​ Total ​ ​ (In Thousands) Construction and land development $ 1,553 $ — $ — $ 1,553 One- to four-family residential ​ — ​ — ​ — ​ — Other residential (multi-family) ​ 2,750 ​ — ​ — ​ 2,750 Commercial real estate ​ 12,384 ​ — ​ 8,058 ​ 20,442 Commercial business ​ — ​ — ​ — ​ — Consumer ​ 12 ​ — ​ — ​ 12 ​ ​ $ 16,699 ​ $ — ​ $ 8,058 ​ $ 24,757 ​ Loan Risk Ratings . The Company utilizes an internal risk rating system comprised of a series of grades to categorize loans according to perceived risk associated with the expectation of debt repayment. The analysis of the borrower’s ability to repay considers specific 20 ​ information, including but not limited to current financial information, historical payment experience, industry information and collateral levels and types. A risk rating is assigned at loan origination and then monitored throughout the contractual term for possible risk rating changes. Satisfactory loans range from Excellent to Moderate Risk, but generally are loans supported by strong recent financial statements. The character and capacity of the borrower are solid, including reasonable project performance, good industry experience, liquidity and/or net worth. The probability of financial deterioration seems unlikely. Repayment is expected from approved sources over a reasonable period of time. Watch loans are identified when the borrower has capacity to perform according to terms; however, elements of uncertainty exist. 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 may also exist, the borrower may have somewhat limited access to other financial institutions, and that access may diminish in difficult economic times. Special Mention loans have weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of repayment prospects or the Bank’s credit position at some future date. This is a transitional grade closely monitored for improvement or deterioration. The Substandard rating is applied to loans where the borrower exhibits well-defined weaknesses that jeopardize its continued performance and are of a severity that the distinct possibility of default exists. Loans are placed on “non-accrual” when management does not expect to collect payments consistent with acceptable and agreed upon terms of repayment. Doubtful loans have all the weaknesses inherent to those classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable. The Loss category is used when loans are considered uncollectable and no longer included as an asset. All loans are analyzed for risk rating updates regularly. For larger loans, rating assessments may be more frequent if relevant information is obtained earlier through debt covenant monitoring or overall relationship management. Smaller loans are monitored as identified by the loan officer based on the risk profile of the individual borrower or if the loan becomes past due related to credit issues. Loans rated Watch, Special Mention, Substandard or Doubtful are subject to formal quarterly review and continuous monitoring processes. 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. 21 ​ The following tables present a summary of loans by category and risk rating separated by origination and loan class as of June 30, 2024 and December 31, 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Term Loans by Origination Year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ ​ June 30, 2024 2024 YTD 2023 2022 2021 2020 Prior Loans Total ​ ​ (In Thousands) One- to four-family residential construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ $ 3,519 ​ $ 16,346 ​ $ 3,704 ​ $ 40 ​ $ — ​ $ — ​ $ 6,109 ​ $ 29,718 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ 3,519 ​ ​ 16,346 ​ ​ 3,704 ​ ​ 40 ​ ​ — ​ ​ — ​ ​ 6,109 ​ ​ 29,718 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subdivision construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ — ​ ​ 284 ​ ​ 703 ​ ​ 17,681 ​ ​ 31 ​ ​ 269 ​ ​ 459 ​ ​ 19,427 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ — ​ ​ 284 ​ ​ 703 ​ ​ 17,681 ​ ​ 31 ​ ​ 269 ​ ​ 459 ​ ​ 19,427 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction and land development ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 6,524 ​ ​ 12,766 ​ ​ 7,068 ​ ​ 5,191 ​ ​ 3,651 ​ ​ 7,286 ​ ​ 705 ​ ​ 43,191 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ 6,524 ​ ​ 12,766 ​ ​ 7,068 ​ ​ 5,191 ​ ​ 3,651 ​ ​ 7,286 ​ ​ 705 ​ ​ 43,191 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 101 ​ ​ — ​ ​ 101 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 22,655 ​ ​ 68,085 ​ ​ 353,154 ​ ​ 87,020 ​ ​ 19,317 ​ ​ — ​ ​ — ​ ​ 550,231 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ 22,655 ​ ​ 68,085 ​ ​ 353,154 ​ ​ 87,020 ​ ​ 19,317 ​ ​ — ​ ​ — ​ ​ 550,231 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to four-family residential ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 22,252 ​ ​ 64,870 ​ ​ 320,685 ​ ​ 185,819 ​ ​ 101,946 ​ ​ 165,704 ​ ​ 533 ​ ​ 861,809 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 146 ​ ​ 694 ​ ​ — ​ ​ 840 Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ 524 ​ ​ — ​ ​ 950 ​ ​ — ​ ​ 1,474 Total ​ 22,252 ​ ​ 64,870 ​ ​ 320,685 ​ ​ 186,343 ​ ​ 102,092 ​ ​ 167,348 ​ ​ 533 ​ ​ 864,123 Current Period Gross Charge Offs ​ ​ — ​ ​ 49 ​ ​ — ​ ​ — ​ ​ — ​ ​ 15 ​ ​ — ​ ​ 64 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other residential (multi-family) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 6,542 ​ ​ 66,124 ​ ​ 310,672 ​ ​ 511,679 ​ ​ 181,521 ​ ​ 168,425 ​ ​ 3,282 ​ ​ 1,248,245 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 2,731 ​ ​ — ​ ​ 2,731 Classified (7-9) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ 6,542 ​ ​ 66,124 ​ ​ 310,672 ​ ​ 511,679 ​ ​ 181,521 ​ ​ 171,156 ​ ​ 3,282 ​ ​ 1,250,976 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 21,138 ​ ​ 70,090 ​ ​ 319,641 ​ ​ 225,881 ​ ​ 97,191 ​ ​ 730,152 ​ ​ 28,379 ​ ​ 1,492,472 Watch (5) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 5,078 ​ ​ — ​ ​ 5,078 Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ — ​ ​ — ​ ​ 111 ​ ​ 87 ​ ​ — ​ ​ 13,924 ​ ​ — ​ ​ 14,122 Total ​ 21,138 ​ ​ 70,090 ​ ​ 319,752 ​ ​ 225,968 ​ ​ 97,191 ​ ​ 749,154 ​ ​ 28,379 ​ ​ 1,511,672 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 9,439 ​ ​ 35,741 ​ ​ 69,722 ​ ​ 23,728 ​ ​ 9,820 ​ ​ 50,642 ​ ​ 51,301 ​ ​ 250,393 Watch (5) ​ — ​ ​ — ​ ​ 994 ​ ​ — ​ ​ — ​ ​ 11 ​ ​ — ​ ​ 1,005 Special Mention (6) ​ — ​ ​ — ​ ​ 1,098 ​ ​ 3,670 ​ ​ 43 ​ ​ — ​ ​ 11,200 ​ ​ 16,011 Classified (7-9) ​ 200 ​ ​ — ​ ​ — ​ ​ — ​ ​ 7 ​ ​ — ​ ​ — ​ ​ 207 Total ​ 9,639 ​ ​ 35,741 ​ ​ 71,814 ​ ​ 27,398 ​ ​ 9,870 ​ ​ 50,653 ​ ​ 62,501 ​ ​ 267,616 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ 4 ​ ​ 27 ​ ​ — ​ ​ — ​ ​ 31 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 10,524 ​ ​ 12,545 ​ ​ 8,584 ​ ​ 3,921 ​ ​ 1,745 ​ ​ 10,821 ​ ​ 118,894 ​ ​ 167,034 Watch (5) ​ — ​ ​ — ​ ​ 2 ​ ​ 18 ​ ​ 4 ​ ​ 199 ​ ​ 111 ​ ​ 334 Special Mention (6) ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ 2 ​ ​ 3 ​ ​ 25 ​ ​ 37 ​ ​ — ​ ​ 76 ​ ​ 643 ​ ​ 786 Total ​ 10,526 ​ ​ 12,548 ​ ​ 8,611 ​ ​ 3,976 ​ ​ 1,749 ​ ​ 11,096 ​ ​ 119,648 ​ ​ 168,154 Current Period Gross Charge Offs ​ ​ 5 ​ ​ 67 ​ ​ 93 ​ ​ 23 ​ ​ 3 ​ ​ 548 ​ ​ 41 ​ ​ 780 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Combined ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ 102,593 ​ ​ 346,851 ​ ​ 1,393,933 ​ ​ 1,060,960 ​ ​ 415,222 ​ ​ 1,133,299 ​ ​ 209,662 ​ ​ 4,662,520 Watch (5) ​ — ​ ​ — ​ ​ 996 ​ ​ 18 ​ ​ 150 ​ ​ 5,982 ​ ​ 111 ​ ​ 7,257 Special Mention (6) ​ — ​ ​ — ​ ​ 1,098 ​ ​ 3,670 ​ ​ 43 ​ ​ 2,731 ​ ​ 11,200 ​ ​ 18,742 Classified (7-9) ​ 202 ​ ​ 3 ​ ​ 136 ​ ​ 648 ​ ​ 7 ​ ​ 14,950 ​ ​ 643 ​ ​ 16,589 Total ​ $ 102,795 ​ $ 346,854 ​ $ 1,396,163 ​ $ 1,065,296 ​ $ 415,422 ​ $ 1,156,962 ​ $ 221,616 ​ $ 4,705,108 Current Period Gross Charge Offs ​ $ 5 ​ $ 116 ​ $ 93 ​ $ 27 ​ $ 30 ​ $ 664 ​ $ 41 ​ $ 976 ​ 22 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Term Loans by Origination Year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ ​ December 31, 2023 2023 2022 2021 2020 2019 Prior Loans Total ​ ​ (In Thousands) One- to four-family residential construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ $ 12,528 ​ $ 9,878 ​ $ 41 ​ $ — ​ $ — ​ $ — ​ $ 7,181 ​ $ 29,628 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ 12,528 ​ ​ 9,878 ​ ​ 41 ​ ​ — ​ ​ — ​ ​ — ​ ​ 7,181 ​ ​ 29,628 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subdivision construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 532 ​ ​ 1,022 ​ ​ 21,333 ​ ​ 43 ​ ​ 64 ​ ​ 365 ​ ​ — ​ ​ 23,359 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ 532 ​ ​ 1,022 ​ ​ 21,333 ​ ​ 43 ​ ​ 64 ​ ​ 365 ​ ​ — ​ ​ 23,359 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction and land development ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 14,860 ​ ​ 12,564 ​ ​ 5,658 ​ ​ 3,682 ​ ​ 5,458 ​ ​ 4,531 ​ ​ 878 ​ ​ 47,631 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 384 ​ ​ 384 Total ​ ​ 14,860 ​ ​ 12,564 ​ ​ 5,658 ​ ​ 3,682 ​ ​ 5,458 ​ ​ 4,531 ​ ​ 1,262 ​ ​ 48,015 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 60,895 ​ ​ 422,727 ​ ​ 203,918 ​ ​ 15,867 ​ ​ — ​ ​ — ​ ​ — ​ ​ 703,407 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ 60,895 ​ ​ 422,727 ​ ​ 203,918 ​ ​ 15,867 ​ ​ — ​ ​ — ​ ​ — ​ ​ 703,407 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One- to four-family residential ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 66,733 ​ ​ 330,489 ​ ​ 203,781 ​ ​ 108,232 ​ ​ 60,288 ​ ​ 118,570 ​ ​ 483 ​ ​ 888,576 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 171 ​ ​ 862 ​ ​ 46 ​ ​ 1,079 Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Classified (7-9) ​ ​ — ​ ​ — ​ ​ 543 ​ ​ 148 ​ ​ — ​ ​ 189 ​ ​ — ​ ​ 880 Total ​ ​ 66,733 ​ ​ 330,489 ​ ​ 204,324 ​ ​ 108,380 ​ ​ 60,459 ​ ​ 119,621 ​ ​ 529 ​ ​ 890,535 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 11 ​ ​ 20 ​ ​ 31 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other residential (multi-family) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 18,795 ​ ​ 108,389 ​ ​ 391,516 ​ ​ 180,916 ​ ​ 108,173 ​ ​ 111,462 ​ ​ 3,335 ​ ​ 922,586 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 12,322 ​ ​ — ​ ​ 12,322 Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 7,163 ​ ​ — ​ ​ 7,163 Total ​ 18,795 ​ ​ 108,389 ​ ​ 391,516 ​ ​ 180,916 ​ ​ 108,173 ​ ​ 130,947 ​ ​ 3,335 ​ ​ 942,071 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 53,158 ​ ​ 284,738 ​ ​ 237,822 ​ ​ 103,393 ​ ​ 161,680 ​ ​ 624,515 ​ ​ 35,276 ​ ​ 1,500,582 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 154 ​ ​ 5,348 ​ ​ — ​ ​ 5,502 Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 4,396 ​ ​ — ​ ​ 4,396 Classified (7-9) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 10,552 ​ ​ — ​ ​ 10,552 Total ​ ​ 53,158 ​ ​ 284,738 ​ ​ 237,822 ​ ​ 103,393 ​ ​ 161,834 ​ ​ 644,811 ​ ​ 35,276 ​ ​ 1,521,032 Current Period Gross Charge Offs ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 58,551 ​ ​ 92,224 ​ ​ 30,361 ​ ​ 15,371 ​ ​ 10,043 ​ ​ 55,044 ​ ​ 57,177 ​ ​ 318,771 Watch (5) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,369 ​ ​ — ​ ​ 1,369 Special Mention (6) ​ ​ — ​ ​ 1,186 ​ ​ 3,840 ​ ​ — ​ ​ — ​ ​ — ​ ​ 4,900 ​ ​ 9,926 Classified (7-9) ​ ​ — ​ ​ — ​ ​ 4 ​ ​ 27 ​ ​ — ​ ​ — ​ ​ — ​ ​ 31 Total ​ ​ 58,551 ​ ​ 93,410 ​ ​ 34,205 ​ ​ 15,398 ​ ​ 10,043 ​ ​ 56,413 ​ ​ 62,077 ​ ​ 330,097 Current Period Gross Charge Offs ​ ​ — ​ ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,030 ​ ​ — ​ ​ 1,037 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 16,629 ​ ​ 12,010 ​ ​ 6,163 ​ ​ 2,811 ​ ​ 828 ​ ​ 12,089 ​ ​ 122,166 ​ ​ 172,696 Watch (5) ​ ​ — ​ ​ 3 ​ ​ 21 ​ ​ 6 ​ ​ 3 ​ ​ 201 ​ ​ 154 ​ ​ 388 Special Mention (6) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 8 ​ ​ 8 Classified (7-9) ​ ​ — ​ ​ 42 ​ ​ 12 ​ ​ — ​ ​ — ​ ​ 49 ​ ​ 9 ​ ​ 112 Total ​ ​ 16,629 ​ ​ 12,055 ​ ​ 6,196 ​ ​ 2,817 ​ ​ 831 ​ ​ 12,339 ​ ​ 122,337 ​ ​ 173,204 Current Period Gross Charge Offs ​ ​ 4 ​ ​ 135 ​ ​ 24 ​ ​ 3 ​ ​ 18 ​ ​ 1,493 ​ ​ 77 ​ ​ 1,754 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Combined ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Satisfactory (1-4) ​ ​ 302,681 ​ ​ 1,274,041 ​ ​ 1,100,593 ​ ​ 430,315 ​ ​ 346,534 ​ ​ 926,576 ​ ​ 226,496 ​ ​ 4,607,236 Watch (5) ​ — ​ ​ 3 ​ ​ 21 ​ ​ 6 ​ ​ 328 ​ ​ 7,780 ​ ​ 200 ​ ​ 8,338 Special Mention (6) ​ — ​ ​ 1,186 ​ ​ 3,840 ​ ​ — ​ ​ — ​ ​ 16,718 ​ ​ 4,908 ​ ​ 26,652 Classified (7-9) ​ — ​ ​ 42 ​ ​ 559 ​ ​ 175 ​ ​ — ​ ​ 17,953 ​ ​ 393 ​ ​ 19,122 Total ​ $ 302,681 ​ $ 1,275,272 ​ $ 1,105,013 ​ $ 430,496 ​ $ 346,862 ​ $ 969,027 ​ $ 231,997 ​ $ 4,661,348 Current Period Gross Charge Offs ​ $ 4 ​ $ 142 ​ $ 24 ​ $ 3 ​ $ 18 ​ $ 2,534 ​ $ 97 ​ $ 2,822 ​ ​ ​ 23 ​ NOTE 7: INVESTMENTS IN LIMITED PARTNERSHIPS Investments in Affordable Housing Partnerships From time to time, 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. At June 30, 2024, the Company had 22 such investments, with a net carrying value of $ 103.1 million. At December 31, 2023, the Company had 22 such investments, with a net carrying value of $ 66.3 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. 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 $ 111.7 million as of June 30, 2024, 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 $ 100.8 million, assuming all projects currently under construction are completed and funded as planned. The Company’s usage of federal affordable housing tax credits approximated $ 2.8 million and $ 1.9 million during the three months ended June 30, 2024 and June 30, 2023, respectively. Investment amortization was $ 2.5 million for the three months ended June 30, 2024, compared to $ 1.7 million for the three months ended June 30, 2023. The Company’s usage of federal affordable housing tax credits approximated $ 5.6 million and $ 3.8 million during the six months ended June 30, 2024 and June 30, 2023, respectively. Investment amortization was $ 5.1 million for the six months ended June 30, 2024, compared to $ 3.5 million for the six months ended June 30, 2023. 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 June 30, 2024, the Company had one such investment, with a net carrying value of $ 249,000 . At December 31, 2023, the Company had one such investment, with a net carrying value of $ 361,000 . Due to the Company’s inability to exercise any significant influence over any of the investments in qualified Community Development Entities, they are all accounted for using the proportional amortization method. Each of the partnerships provides federal New Market Tax Credits over a seven-year credit allowance period. In each of the first three years, credits totaling five percent of the original investment are allowed on the credit allowance dates, and for the final four years, credits totaling six percent of the original investment are allowed on the credit allowance dates. Each of the partnerships must be invested in a qualified Community Development Entity on each of the credit allowance dates during the seven-year period to utilize the tax credits. If the Community Development Entities cease to qualify during the seven-year period, the credits may be denied for any credit allowance date and a portion of the credits previously taken may be subject to recapture with interest. 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 and $ 25,000 during the three months ended June 30, 2024 and 2023, respectively. Investment amortization amounted to $ 25,000 and $ 21,000 for the three months ended June 30, 2024 and 2023, respectively. The Company’s usage of federal New Market Tax Credits approximated $ 60,000 and $ 50,000 during the six months ended June 30, 2024 and 2023, respectively. Investment amortization amounted to $ 25,000 and $ 42,000 for the six months ended June 30, 2024 and 2023, 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 . 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 June 30, 2024, the Company had one such investment, with a net carrying value of $ 127,000 . At December 31, 2023, the Company had one such investment, with a net carrying value of $ 415,000 . Under prior tax law, the Company utilized these credits in their entirety in the year the project was placed in service and the impact to the Consolidated Statements of Income has not been material. Currently, such partnerships provide federal rehabilitation/historic tax credits over a five-year credit allowance period. 24 ​ The Company’s usage of certain federal rehabilitation/historic tax credits approximated $ 76,000 and $ 64,000 during the three months ended June 30, 2024 and 2023, respectively. Investment amortization amounted to $ 64,000 and $ 53,000 for the three months ended June 30, 2024 and 2023, respectively. The Company’s usage of certain federal rehabilitation/historic tax credits approximated $ 152,000 and $ 129,000 during the six months ended June 30, 2024 and 2023, respectively. Investment amortization amounted to $ 127,000 and $ 107,000 for the six months ended June 30, 2024 and 2023, 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 . Investments in Limited Partnerships for State Tax Credits From time to time, the Company has invested in certain limited partnerships that were formed to provide certain state tax credits. The Company has primarily syndicated these tax credits and the impact to the Consolidated Statements of Income has not been material. ​ ​ NOTE 8: OTHER REAL ESTATE OWNED AND REPOSSESSIONS Major classifications of other real estate owned were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2024 ​ 2023 ​ ​ (In Thousands) Foreclosed assets held for sale and repossessions ​ ​ One- to four-family construction ​ $ — ​ $ — Subdivision construction ​ — ​ — Land development ​ 133 ​ — Commercial construction ​ — ​ — One- to four-family residential ​ — ​ — Other residential ​ 9,279 ​ — Commercial real estate ​ — ​ — Commercial business ​ — ​ — Consumer ​ 17 ​ 23 Total foreclosed assets held for sale and repossessions ​ 9,429 ​ 23 ​ ​ ​ ​ ​ ​ ​ Other real estate owned not acquired through foreclosure ​ — ​ — ​ ​ ​ ​ ​ ​ ​ Other real estate owned and repossessions ​ $ 9,429 ​ $ 23 ​ At June 30, 2024 and December 31, 2023, residential mortgage loans totaling $ 32,000 and $- 0 -, respectively, were in the process of foreclosure. Expenses applicable to other real estate owned and repossessions included the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ June 30, ​ ​ 2024 2023 ​ ​ (In Thousands) Net (gains) on sales of other real estate owned and repossessions ​ $ ( 36 ) ​ $ ( 21 ) Valuation write-downs ​ — ​ ​ 8 Operating expenses, net of rental income ​ 321 ​ ​ 60 ​ ​ $ 285 ​ $ 47 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended ​ ​ June 30, ​ 2024 2023 ​ ​ (In Thousands) Net (gains) on sales of other real estate owned and repossessions ​ $ ( 33 ) ​ $ ( 19 ) Valuation write-downs ​ — ​ ​ 82 Operating expenses, net of rental income ​ 379 ​ ​ 138 ​ ​ $ 346 ​ $ 201 ​ ​ 25 ​ NOTE 9: PREMISES AND EQUIPMENT Major classifications of premises and equipment, stated at cost, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ 2024 2023 ​ ​ (In Thousands) Land ​ $ 39,305 ​ $ 39,617 Buildings and improvements ​ 107,213 ​ 107,602 Furniture, fixtures and equipment ​ 69,093 ​ 70,162 Operating leases right of use asset ​ 6,907 ​ 6,621 ​ ​ 222,518 ​ 224,002 Less: accumulated depreciation ​ 87,991 ​ 85,411 ​ $ 134,527 ​ $ 138,591 ​ Leases. In 2019, the Company adopted ASU 2016-02, Leases (Topic 842). Adoption of this ASU resulted in the Company initially recognizing a right of use asset and corresponding lease liability of $ 9.5 million. 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 June 30, 2024, the lease right of use asset value was $ 6.9 million and the corresponding lease liability was $ 7.1 million. As of December 31, 2023, the lease right of use asset value was $ 6.6 million and the corresponding lease liability was $ 6.9 million. At June 30, 2024, expected lease terms ranged from 3.1 years to 14.4 years with a weighted-average lease term of 7.2 years. The weighted-average discount rate at June 30, 2024 was 4.02 %. For the three months ended June 30, 2024 and 2023, lease expense was $ 413,000 and $ 433,000 , respectively. For the six months ended June 30, 2024 and 2023, lease expense was $ 895,000 and $ 843,000 , 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. The total lease expense related to ATMs for the three months ended June 30, 2024 and 2023 was $ 90,000 and $ 78,000 , respectively. The total lease expense related to ATMs for the six months ended June 30, 2024 and 2023 was $ 171,000 and $ 150,000 , respectively. The Company does not sublease any of its leased facilities; however, it does lease to other parties portions of facilities that it owns. In terms of being the lessor in these circumstances, all of these lease agreements are classified as operating leases. In the three months ended June 30, 2024 and 2023, income recognized from these lease agreements was $ 339,000 and $ 325,000 , respectively, and was included in occupancy and equipment expense. In the six months ended June 30, 2024 and 2023, income recognized from these lease agreements was $ 680,000 and $ 649,000 , respectively, and was included in occupancy and equipment expense. ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 December 31, 2023 ​ ​ (In Thousands) Statement of Financial Condition ​ ​ ​ ​ ​ ​ Operating leases right of use asset ​ $ 6,907 ​ $ 6,621 Operating leases liability ​ $ 7,131 ​ $ 6,870 ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ June 30, 2024 June 30, 2023 ​ ​ (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) ​ $ 413 ​ $ 433 ​ ​ ​ ​ ​ ​ ​ Supplemental Cash Flow Information ​ ​ ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 407 ​ $ 403 Right of use assets obtained in exchange for lease obligations: ​ ​ ​ ​ ​ ​ Operating leases ​ ​ 339 ​ ​ — ​ 26 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Six Months Ended ​ June 30, 2024 June 30, 2023 ​ ​ (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) ​ $ 895 ​ $ 843 ​ ​ ​ ​ ​ ​ ​ Supplemental Cash Flow Information ​ ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 869 ​ $ 795 Right of use assets obtained in exchange for lease obligations: ​ ​ ​ ​ ​ Operating leases ​ ​ 680 ​ ​ 296 ​ At June 30, 2024, future expected lease payments for leases with terms exceeding one year were as follows (In Thousands): ​ ​ ​ ​ ​ 2024 $ 688 2025 ​ 1,313 2026 ​ 1,338 2027 ​ 1,289 2028 ​ 1,019 2029 ​ ​ 663 Thereafter ​ 1,989 ​ ​ ​ ​ Future lease payments expected ​ 8,299 ​ ​ ​ ​ Less: interest portion of lease payments ​ ( 1,168 ) ​ ​ ​ ​ Lease liability ​ $ 7,131 ​ ​ NOTE 10: DEPOSITS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ June 30, ​ December 31, ​ Interest Rate 2024 2023 ​ ​ ​ ​ (In Thousands, Except Interest Rates) ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-interest-bearing accounts ​ — ​ $ 870,242 ​ $ 895,496 Interest-bearing checking and savings accounts ​ 1.73 % and 1.67 % ​ ​ 2,191,015 ​ ​ 2,216,482 ​ ​ ​ ​ 3,061,257 ​ ​ 3,111,978 ​ ​ ​ ​ ​ ​ ​ ​ Certificate accounts ​ 0.00 % - 0.99 % ​ 64,746 ​ ​ 86,831 ​ ​ 1.00 % - 1.99 % ​ ​ 24,947 ​ ​ 22,485 ​ ​ 2.00 % - 2.99 % ​ ​ 4,683 ​ ​ 44,354 ​ ​ 3.00 % - 3.99 % ​ 41,630 ​ ​ 46,304 ​ ​ 4.00 % - 4.99 % ​ 745,352 ​ ​ 739,645 ​ ​ 5.00 % and above ​ ​ 2,656 ​ ​ 8,583 ​ ​ ​ ​ ​ 884,014 ​ ​ 948,202 ​ ​ ​ ​ ​ ​ ​ ​ ​ Brokered deposits ​ 5.12 % and 5.20 % ​ ​ 670,024 ​ ​ 661,528 ​ ​ ​ ​ ​ 670,024 ​ ​ 661,528 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 4,615,295 ​ $ 4,721,708 ​ The Bank utilizes brokered deposits as an additional funding source. The aggregate amount of brokered deposits was approximately $ 670.0 million and $ 661.5 million at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, brokered deposits included $ 300.0 million 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 June 30, 2024, there were brokered deposits totaling $ 185.1 million that had fixed rates of interest but were callable at the Bank’s discretion. At June 30, 2024, approximately 32 % of the Company’s total deposits were uninsured, when including deposit accounts of consolidated subsidiaries of 27 ​ the Company and collateralized deposits of unaffiliated entities. Excluding deposit accounts of the Company’s consolidated subsidiaries, approximately 14 % of the Company’s total deposits were uninsured at June 30, 2024. ​ NOTE 11: ADVANCES FROM FEDERAL HOME LOAN BANK At June 30, 2024 and December 31, 2023, there were no outstanding term advances from the Federal Home Loan Bank of Des Moines. At June 30, 2024 and December 31, 2023, there were outstanding overnight borrowings from the Federal Home Loan Bank of Des Moines, which are included in Note 12 below. NOTE 12: SECURITIES SOLD UNDER REVERSE REPURCHASE AGREEMENTS AND SHORT-TERM BORROWINGS ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, December 31, ​ ​ 2024 ​ 2023 ​ ​ (In Thousands) ​ ​ ​ ​ ​ ​ ​ Notes payable – Community Development Equity Funds $ 1,347 $ 1,610 Securities sold under reverse repurchase agreements ​ 74,155 ​ 70,843 Short-term borrowings from Federal Reserve Bank ​ 180,000 ​ — Overnight borrowings from the Federal Home Loan Bank ​ ​ 295,000 ​ ​ 251,000 ​ ​ $ 550,502 ​ $ 323,453 ​ Borrowings from the Federal Reserve Bank at June 30, 2024, were part of the Federal Reserve Bank’s Bank Term Funding Program (BTFP). The BTFP borrowing, which matures in January 2025 and has a fixed interest rate of 4.83 %, may be repaid in full or in part without penalty prior to its stated maturity date. The line is secured primarily by the Bank’s held-to-maturity investment securities, with assets pledged totaling approximately $ 191.3 million as of June 30, 2024. The Bank enters into sales of securities under agreements to repurchase (reverse repurchase agreements). Reverse repurchase agreements are treated as financings, and the obligations to repurchase securities sold are reflected as a liability in the statements of financial condition. The dollar amount of securities underlying the agreements remains in the asset accounts. Securities underlying the agreements are held by the Bank during the agreement period. All agreements are written on a term of one month or less. The following table reflects the Company’s securities sold under reverse repurchase agreements, by collateral type. These securities contractually mature daily. ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 December 31, 2023 ​ ​ (In Thousands) ​ ​ ​ ​ ​ ​ ​ Mortgage-backed securities – GNMA, FNMA, FHLMC ​ $ 74,155 ​ $ 70,843 ​ ​ NOTE 13: SUBORDINATED NOTES On June 10, 2020, the Company completed the public offering and sale of $ 75.0 million of its subordinated notes. The notes are due June 15, 2030, and have a fixed interest rate of 5.50 % until June 15, 2025, at which time the rate becomes floating at a rate expected to be equal to three-month term Secured Overnight Financing Rate (SOFR) plus 5.325 %. The Company may call the notes at par beginning on June 15, 2025, and on any scheduled interest payment date thereafter. The notes were sold at par, resulting in net proceeds, after underwriting discounts and commissions, legal, accounting and other professional fees, of approximately $ 73.5 million. Total debt issuance costs of approximately $ 1.5 million were deferred and are being amortized over the expected life of the notes, which is five years . Amortization of the debt issuance costs during the three months ended June 30, 2024 and 2023, totaled $ 74,000 and $ 75,000 , respectively. Amortization of the debt issuance costs during the six months ended June 30, 2024 and 2023, totaled $ 148,000 and $ 149,000 , respectively. Amortization of the debt issuance costs is included in interest expense on subordinated notes in the consolidated statements of income, resulting in an imputed interest rate of 5.91 %. 28 ​ At June 30, 2024 and December 31, 2023, subordinated notes were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 December 31, 2023 ​ ​ (In Thousands) Subordinated notes ​ $ 75,000 ​ $ 75,000 Less: unamortized debt issuance costs ​ 273 ​ ​ 421 ​ ​ $ 74,727 ​ $ 74,579 ​ ​ NOTE 14: INCOME TAXES Reconciliations of the Company’s effective tax rates to the statutory corporate tax rates were as follows: ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ 2024 ​ 2023 Tax at statutory rate 21.0 % 21.0 % Nontaxable interest and dividends ( 0.5 ) ​ ( 0.5 ) ​ Tax credits ( 4.0 ) ​ ( 2.5 ) ​ State taxes 1.3 ​ 1.5 ​ Other 0.7 ​ 0.2 ​ ​ 18.5 % 19.7 % ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ 2024 ​ 2023 Tax at statutory rate ​ 21.0 % 21.0 % Nontaxable interest and dividends ( 0.5 ) ​ ( 0.5 ) ​ Tax credits ( 4.4 ) ​ ( 2.3 ) ​ State taxes 2.0 ​ 1.6 ​ Other 0.7 ​ 0.7 ​ ​ 18.8 % 20.5 % ​ 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, 2019 are now closed. In addition, there are no pending audits by any state jurisdiction at June 30, 2024. ​ The Company was previously under State of Missouri income and franchise tax examinations for its 2014 and 2015 tax years. The examinations concluded with one unresolved issue related to the exclusion of certain income in the calculation of Missouri income tax. The Missouri Department of Revenue denied the Company’s administrative protest regarding the 2014 and 2015 tax years’ examinations. In June 2021, the Company filed a formal protest with the Missouri Administrative Hearing Commission (MAHC), which has special jurisdiction to hear tax matters and is similar to a trial court, to continue defending the Company’s rights and associated tax position. The Company previously filed a motion for summary decision with the MAHC and, on January 26, 2024, the MAHC granted the motion in favor of the Company, upholding the Company’s position related to the exclusion of certain income from the calculation of Missouri income tax. In February 2024, the Missouri Department of Revenue confirmed to the Company in writing that it would not exercise its right to appeal the decision to the Missouri State Supreme Court. ​ NOTE 15: DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS ASC Topic 820, Fair Value Measurements , defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Topic 820 also specifies a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: ● Quoted prices in active markets for identical assets or liabilities (Level 1): Inputs that are quoted unadjusted prices in active markets for identical assets that the Company has the ability to access at the measurement date. An active market for the asset is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. ● Other observable inputs (Level 2): Inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity including quoted prices 29 ​ for similar assets, quoted prices for securities in inactive markets and inputs derived principally from or corroborated by observable market data by correlation or other means. ● Significant unobservable inputs (Level 3): Inputs that reflect assumptions of a source independent of the reporting entity or the reporting entity’s own assumptions that are supported by little or no market activity or observable inputs. Financial instruments are broken down by recurring or nonrecurring measurement status. Recurring assets are initially measured at fair value and are required to be remeasured at fair value in the financial statements at each reporting date. Assets measured on a nonrecurring basis are assets that, due to an event or circumstance, were required to be remeasured at fair value after initial recognition in the financial statements at some time during the reporting period. The Company considers transfers between the levels of the hierarchy to be recognized at the end of related reporting periods. 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 June 30, 2024 and December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair value measurements using ​ ​ ​ ​ ​ Quoted prices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in active ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ markets ​ Other ​ Significant ​ ​ ​ ​ ​ for identical ​ observable ​ unobservable ​ ​ ​ ​ ​ assets ​ inputs ​ inputs ​ Fair value (Level 1) (Level 2) (Level 3) ​ ​ (In Thousands) June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Available-for-sale securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ 316,064 ​ $ — ​ $ 316,064 ​ $ — Agency collateralized mortgage obligations ​ 115,964 ​ ​ — ​ ​ 115,964 ​ ​ — States and political subdivisions securities ​ 56,653 ​ ​ — ​ ​ 56,653 ​ ​ — Small Business Administration securities ​ 60,403 ​ ​ — ​ ​ 60,403 ​ ​ — Interest rate derivative asset ​ 8,943 ​ ​ — ​ ​ 8,943 ​ ​ — Interest rate derivative liability ​ ( 30,071 ) ​ ​ — ​ ​ ( 30,071 ) ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available-for-sale securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Agency mortgage-backed securities ​ $ 280,231 ​ $ — ​ $ 280,231 ​ $ — Agency collateralized mortgage obligations ​ 75,946 ​ ​ — ​ ​ 75,946 ​ ​ — States and political subdivisions securities ​ 58,137 ​ ​ — ​ ​ 58,137 ​ ​ — Small Business Administration securities ​ 63,893 ​ ​ — ​ ​ 63,893 ​ ​ — Interest rate derivative asset ​ 8,205 ​ ​ — ​ ​ 8,205 ​ ​ — Interest rate derivative liability ​ ( 25,336 ) ​ ​ — ​ ​ ( 25,336 ) ​ ​ — ​ 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 June 30, 2024 and December 31, 2023 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 six-month period ended June 30, 2024. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below. Available-for-Sale Securities. Investment securities available-for-sale are recorded at fair value on a recurring basis. The fair values used by the Company are obtained 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. Recurring Level 2 securities include U.S. government agency securities, mortgage-backed securities, state and municipal bonds and certain other investments. Inputs used for valuing Level 2 securities include observable data that may include dealer quotes, benchmark yields, market spreads, live trading levels and market consensus prepayment speeds, among other things. Additional inputs include indicative 30 ​ values derived from the independent pricing service’s proprietary computerized models. There were no recurring Level 3 securities at June 30, 2024 or December 31, 2023. Interest Rate Derivatives. The fair value is estimated using forward-looking interest rate curves and is determined using observable market rates and, therefore, are classified within Level 2 of the valuation hierarchy. Nonrecurring Measurements The following table presents the 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 June 30, 2024 and December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements Using ​ ​ ​ ​ ​ Quoted prices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in active ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ markets ​ Other ​ Significant ​ ​ ​ ​ ​ for identical ​ observable ​ unobservable ​ ​ ​ ​ ​ assets ​ inputs ​ inputs ​ Fair value (Level 1) (Level 2) (Level 3) ​ ​ (In Thousands) June 30, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Collateral-dependent loans ​ $ 7,767 ​ $ — ​ $ — ​ $ 7,767 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ Collateral-dependent loans ​ $ 7,372 ​ $ — ​ $ — ​ $ 7,372 ​ 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. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below. Loans Held for Sale. Mortgage loans held for sale are recorded at the lower of carrying value or fair value. The fair value of mortgage loans held for sale is based on what secondary markets are currently offering for portfolios with similar characteristics. As such, the Company classifies mortgage loans held for sale as Nonrecurring Level 2. Write-downs to fair value typically do not occur as the Company generally enters into commitments to sell individual mortgage loans at the time the loan is originated to reduce market risk. The Company typically does not have commercial loans held for sale. At June 30, 2024 and December 31, 2023, 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. Collateral-Dependent Loans . The Company records collateral-dependent loans as Nonrecurring Level 3. 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 are shown in the table above (net of reserves) at June 30, 2024 and December 31, 2023. Foreclosed Assets Held for Sale. Foreclosed assets held for sale are initially recorded at fair value less estimated cost to sell at the date of foreclosure. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less estimated cost to sell. Foreclosed assets held for sale are classified within Level 3 of the fair value hierarchy. There were no foreclosed assets held for sale at June 30, 2024 or December 31, 2023 which had valuation write-downs subsequent to the initial recording of the assets. Fair Value of Financial Instruments The following methods were used to estimate the fair value of all other financial instruments recognized in the accompanying statements of financial condition at amounts other than fair value. Cash and Cash Equivalents and Federal Home Loan Bank Stock. The carrying amount approximates fair value. Held-to-Maturity Securities. 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 31 ​ 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. These securities include U.S. government agency securities, mortgage-backed securities, state and municipal bonds and certain other investments. Loans and Interest Receivable. The fair value of loans is estimated on an exit price basis incorporating contractual cash flows, prepayment discount spreads, credit loss and liquidity premiums. Loans with similar characteristics are aggregated for purposes of the calculations. The carrying amount of accrued interest receivable approximates its fair value. Deposits and Accrued Interest Payable. The fair value of demand deposits and savings accounts is the amount payable on demand at the reporting date, i.e., their carrying amounts. The fair value of fixed maturity certificates of deposit is estimated based on a discounted cash flow calculation using the average advances yield curve from 11 districts of the FHLB for the as of date. The carrying amount of accrued interest payable approximates its fair value. Short-Term Borrowings. The carrying amount approximates fair value. Subordinated Debentures Issued to Capital Trusts. The subordinated debentures have floating rates that reset quarterly. 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. The fair value of commitments is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair value of letters of credit is based on fees currently charged for similar agreements or on the estimated cost to terminate them or otherwise settle the obligations with the counterparties at the reporting date. 32 ​ The following table presents estimated fair values of the Company’s financial instruments not recorded at fair value in the financial statements. The fair values of certain of these instruments were calculated by discounting expected cash flows, which method involves significant judgments by management and uncertainties. Fair value is the estimated amount at which financial assets or liabilities could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. 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. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ December 31, 2023 ​ ​ Carrying ​ Fair ​ Hierarchy ​ Carrying ​ Fair ​ Hierarchy ​ Amount Value Level Amount Value Level ​ ​ (In Thousands) Financial assets ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 186,469 ​ $ 186,469 1 ​ $ 211,333 ​ $ 211,333 1 Held-to-maturity securities ​ ​ 191,224 ​ ​ 165,165 ​ 2 ​ ​ 195,023 ​ ​ 171,193 ​ 2 Mortgage loans held for sale ​ 13,116 ​ ​ 13,116 2 ​ 5,849 ​ 5,849 2 Loans, net of allowance for credit losses ​ 4,633,628 ​ ​ 4,477,042 3 ​ 4,589,620 ​ 4,402,314 3 Interest receivable ​ 22,420 ​ ​ 22,420 3 ​ 21,206 ​ 21,206 3 Investment in FHLBank stock and other assets ​ 30,052 ​ ​ 30,052 3 ​ 26,313 ​ 26,313 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Financial liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ 4,615,295 ​ ​ 4,610,492 3 ​ 4,721,708 ​ 4,714,624 3 Short-term borrowings ​ 550,502 ​ ​ 550,502 3 ​ 323,453 ​ 323,453 3 Subordinated debentures ​ 25,774 ​ ​ 25,774 3 ​ 25,774 ​ 25,774 3 Subordinated notes ​ 74,727 ​ ​ 72,938 2 ​ 74,579 ​ 71,625 2 Interest payable ​ 9,006 ​ ​ 9,006 3 ​ 6,225 ​ 6,225 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrecognized financial instruments (net of contractual value) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commitments to originate loans ​ — ​ ​ — 3 ​ — ​ — 3 Letters of credit ​ 45 ​ ​ 45 3 ​ 78 ​ 78 3 Lines of credit ​ — ​ ​ — 3 ​ — ​ — 3 ​ ​ ​ NOTE 16: DERIVATIVES AND HEDGING ACTIVITIES Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its assets and liabilities. In the normal course of business, the Company may use derivative financial instruments (primarily interest rate swaps) from time to time to assist in its interest rate risk management. The Company has interest rate derivatives that result from a service provided to certain qualifying loan customers that are not used to manage interest rate risk in the Company’s assets or liabilities and are not designated in a qualifying hedging relationship. The Company manages a matched book with respect to its derivative instruments in order to minimize its net risk exposure resulting from such transactions. In addition, the Company has interest rate derivatives that have been designated in a qualified hedging relationship. Nondesignated Hedges The Company has interest rate swaps that are not designated in a qualifying hedging relationship. Derivatives not designated as hedges are not speculative and result from a service the Company provides to certain loan customers. The Company executes interest rate swaps with commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting interest rate swaps that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. 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. 33 ​ At June 30, 2024, the Company had five interest rate swaps totaling $ 75.4 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. In addition, the Company has one participation loan purchased totaling $ 8.5 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, 2023, the Company had six interest rate swaps totaling $ 82.2 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, 2023, the Company had one participation loan purchased totaling $ 8.6 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 June 30, 2024 and 2023, the Company recognized a net loss of $ 7,000 and a net gain of $ 2,000 , respectively, in non-interest income related to changes in the fair value of these swaps. During the six months ended June 30, 2024 and 2023, the Company recognized net losses of $ 20,000 and $ 289,000 , 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 as part of its ongoing interest rate management strategies to hedge 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 is being amortized as a reduction of interest expense beginning in January 2024 through February 2025. Cash Flow 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 October 2018, 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 $ 400 million with a termination date of October 6, 2025. Under the terms of the swap, the Company received a fixed rate of interest of 3.018 % and paid a floating rate of interest equal to one-month USD-LIBOR. The floating rate was reset monthly and net settlements of interest due to/from the counterparty also occurred monthly. To the extent that the fixed rate of interest exceeded one-month USD-LIBOR, the Company received net interest settlements which were recorded as loan interest income. If USD-LIBOR 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. In March 2020, the Company and its swap counterparty mutually agreed to terminate the $ 400 million interest rate swap prior to its contractual maturity. The Company was paid $ 45.9 million from its swap counterparty as a result of this termination. This $ 45.9 million, less the accrued interest portion and net of deferred income taxes, was reflected in the Company’s stockholders’ equity as part of Accumulated Other Comprehensive Income (AOCI) and a portion of it is being accreted to interest income on loans monthly through the original contractual termination date of October 6, 2025. This has the effect of reducing Accumulated Other Comprehensive Income and increasing Net Interest Income and Retained Earnings over the period. At June 30, 2024, the Company expected to have a sufficient amount of eligible variable rate loans to continue to accrete this interest income on the terminated swap in future periods. If this expectation changes and the amount of eligible variable rate loans decreases significantly, the Company may be required to recognize this interest income more rapidly. The Company recorded $ 2.0 million of interest income related to this terminated swap in each of the three-month periods ended June 30, 2024 and 2023. The Company recorded $ 4.1 million of interest income related to the swap in the six months ended June 30, 2024 and $ 4.0 million of interest income related to the swap in the six months ended June 30, 2023. 34 ​ 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 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. As this interest rate swap reached its contractual termination date of March 1, 2024, 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 six months ended June 30, 2024. The Company recorded a reduction of loan interest income related to this swap transaction of $ 2.6 million and $ 4.7 million, respectively, in the three and six months ended June 30, 2023. 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. 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. Under the terms of one swap, the Company receives a fixed rate of interest of 2.628 % and pays a floating rate of interest equal to one-month USD-SOFR OIS. Under the terms of the other swap, the Company receives a fixed rate of interest of 5.725 % and pays a floating rate of interest equal to one-month USD-Prime. 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. 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 June 30, 2024, the USD-Prime rate was 8.50 % and the one-month USD-SOFR OIS rate was 5.33643 %. The Company recorded a reduction of loan interest income related to these swap transactions of $ 2.8 million and $ 1.7 million, respectively, in the three months ended June 30, 2024 and 2023. The Company recorded a reduction of loan interest income related to these swap transactions totaling $ 5.5 million and $ 1.7 million, respectively, in the six months ended June 30, 2024 and 2023. 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 six months ended June 30, 2024 and 2023, 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Location in Fair Value ​ ​ Consolidated Statements ​ June 30, December 31, ​ ​ of Financial Condition ​ 2024 ​ 2023 ​ ​ ​ ​ (In Thousands) Derivatives designated as hedging instruments ​ ​ ​ ​ ​ ​ ​ ​ Active interest rate swaps ​ Accrued expenses and other liabilities ​ $ 21,245 ​ $ 17,296 ​ ​ ​ ​ ​ ​ ​ ​ ​ Total derivatives designated as hedging instruments ​ ​ ​ $ 21,245 ​ $ 17,296 ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivatives not designated as hedging instruments ​ ​ ​ ​ ​ ​ ​ ​ Asset Derivatives ​ ​ ​ ​ ​ ​ ​ Interest rate products Prepaid expenses and other assets ​ $ 8,943 ​ $ 8,205 ​ ​ ​ ​ ​ ​ ​ ​ ​ Total derivatives not designated as hedging instruments ​ ​ ​ $ 8,943 ​ $ 8,205 ​ ​ ​ ​ ​ ​ ​ ​ ​ Liability Derivatives ​ ​ ​ ​ ​ ​ ​ Interest rate products ​ Accrued expenses and other liabilities ​ $ 8,826 ​ $ 8,040 ​ ​ ​ ​ ​ ​ ​ ​ ​ Total derivatives not designated as hedging instruments ​ ​ ​ $ 8,826 ​ $ 8,040 ​ 35 ​ 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 June 30, Cash Flow Hedges 2024 2023 ​ (In Thousands) Terminated interest rate swap, net of income taxes ​ $ ( 1,562 ) ​ $ ( 1,562 ) Active interest rate swaps, net of income taxes ​ ​ ( 8 ) ​ ​ ( 6,351 ) ​ ​ $ ( 1,570 ) ​ $ ( 7,913 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount of Gain (Loss) ​ ​ Recognized in AOCI ​ ​ Six Months Ended June 30, Cash Flow Hedges 2024 2023 ​ (In Thousands) Terminated interest rate swap, net of income taxes ​ $ ( 3,126 ) ​ $ ( 3,108 ) Active interest rate swaps, net of income taxes ​ ​ ( 2,976 ) ​ ​ 224 ​ ​ $ ( 6,102 ) ​ $ ( 2,884 ) ​ The following table presents the effect of cash flow hedge accounting on the statements of income: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, Cash Flow Hedges 2024 2023 ​ Interest Interest Interest Interest ​ Income Expense Income Expense ​ (In Thousands) Total Interest Income ​ $ 80,927 ​ $ — ​ $ 73,618 ​ $ — Total Interest Expense ​ ​ — ​ ​ 34,109 ​ ​ — ​ ​ 25,480 ​ ​ $ 80,927 ​ $ 34,109 ​ $ 73,618 ​ $ 25,480 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Terminated interest rate swap ​ $ 2,025 ​ $ — ​ $ 2,025 ​ $ — Active interest rate swaps ​ ​ ( 2,769 ) ​ ​ — ​ ​ ( 4,226 ) ​ ​ — ​ ​ $ ( 744 ) ​ $ — ​ $ ( 2,201 ) ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, Cash Flow Hedges ​ 2024 ​ 2023 ​ ​ Interest ​ Interest ​ Interest ​ Interest ​ Income Expense Income Expense ​ ​ (In Thousands) Total Interest Income ​ $ 158,317 ​ $ — ​ $ 145,081 ​ $ — Total Interest Expense ​ ​ — ​ ​ 66,683 ​ ​ — ​ ​ 43,751 ​ ​ $ 158,317 ​ $ 66,683 ​ $ 145,081 ​ $ 43,751 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Terminated interest rate swap ​ $ 4,073 ​ $ — ​ $ 4,028 ​ $ — Active interest rate swaps ​ ​ ( 7,422 ) ​ ​ — ​ ​ ( 6,379 ) ​ ​ — ​ ​ $ ( 3,349 ) ​ $ — ​ $ ( 2,351 ) ​ $ — ​ Agreements with Derivative Counterparties The Company has agreements with its derivative counterparties. If the Company defaults on any of its indebtedness, including a default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations. If the Bank fails to maintain its status as a well-capitalized institution, then the counterparty could terminate the derivative positions and the Company would be required to settle its obligations under the agreements. 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. 36 ​ At June 30, 2024, 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 $ 118,000 . The Company has minimum collateral posting thresholds with its derivative dealer counterparties. At June 30, 2024, the Company had given cash collateral to one derivative counterparty of $ 13.3 million to cover its net fair value position. This counterparty position included collateral from the counterparty of $ 8.9 million for commercial lending swaps and collateral from the Company of $ 22.2 million for interest rate swaps related to variable rate loans. At December 31, 2023, 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 $ 137,000 . The Company has minimum collateral posting thresholds with its derivative dealer counterparties. At December 31, 2023, the Company had given cash collateral to one derivative counterparty of $ 11.6 million to cover its net fair value position. This counterparty position included collateral from the counterparty of $ 8.2 million for commercial lending swaps, collateral from the Company of $ 19.2 million for interest rate swaps related to variable rate loans and collateral from the Company of $ 44,000 for swaps related to brokered deposits. If the Company had breached any of these provisions at June 30, 2024 or December 31, 2023, 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. ​ 37 ​