IBCP filing — read by section

ibcp-20260630 
 
 

 
 
 
 

 SECURITIES AND EXCHANGE COMMISSION 
 WASHINGTON, D.C. 20549 
 FORM 10-Q 
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2026 
 Commission file number 0-7818 
 
 INDEPENDENT BANK CORPORATION 
 (Exact name of registrant as specified in its charter) 

 
 Michigan 38-2032782 
 (State or jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Number) 

 
 4200 East Beltline , Grand Rapids , Michigan 49525 
 
 (Address of principal executive offices) 

 ( 616 ) 527-5820 
 (Registrant's telephone number, including area code) 
 
 NONE 
 Former name, address and fiscal year, if changed since last report. 

 Securities registered pursuant to Section 12(b) of the Act: 
 
 Title of each Class Trading Symbol Name of each exchange which registered 
 Common stock, no par value IBCP The Nasdaq Stock Market, LLC 
 

 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES x NO ¨ 
 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). 
 YES x NO ¨ 
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. 
 Large accelerated filer ¨ Accelerated filer x Non-accelerated filer ¨ Smaller reporting company ¨ Emerging growth company ¨ 
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. Yes ¨ No ¨ 
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). 
 YES ¨ NO x 
 Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: common stock, no par value , 22,199,295 a s of August 4, 2026. 
 
 
 
 

 
 

 
 
 

 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 INDEX 
 
 Number(s) 
 PART I - 
 Financial Information 
 
 Item 1. 
 Condensed Consolidated Statements of Financial Condition June 3 0 , 2026 and December 31, 2025 
 3 
 
 Condensed Consolidated Statements of Operations Three- and Six- month periods ended June 3 0 , 2026 and 2025 
 4 
 
 Condensed Consolidated Statements of Comprehensive Income Three- and Six- month periods ended June 3 0 , 2026 and 2025 
 5 
 
 Condensed Consolidated Statements of Cash Flows Six -month periods ended June 3 0 , 2026 and 2025 
 6 
 
 Condensed Consolidated Statements of Shareholders' Equity Three- and S ix- month periods ended June 3 0 , 2026 and 2025 
 7 
 
 Notes to Interim Condensed Consolidated Financial Statements 
 8 -71 
 
 Item 2. 
 Management's Discussion and Analysis of Financial Condition and Results of Operations 
 72 -89 
 
 Item 3. 
 Quantitative and Qualitative Disclosures about Market Risk 
 90 
 
 Item 4. 
 Controls and Procedures 
 90 
 
 
 PART II - 
 Other Information 
 
 Item 1A 
 Risk Factors 
 91 
 
 Item 2. 
 Unregistered Sales of Equity Securities and Use of Proceeds 
 92 
 
 Item 5. Other Information 
 92 
 
 Item 6. 
 Exhibits 
 93 
 

 1 

 
 Index 

 FORWARD-LOOKING STATEMENTS 
 Statements in this report that are not statements of historical fact, including statements that include terms such as ‘‘will,’’ ‘‘may,’’ ‘‘should,’’ ‘‘believe,’’ ‘‘expect,’’ ‘‘forecast,’’ ‘‘anticipate,’’ ‘‘estimate,’’ ‘‘project,’’ ‘‘intend,’’ ‘‘likely,’’ ‘‘optimistic’’ and ‘‘plan’’ and statements about future or projected financial and operating results, plans, projections, objectives, expectations, and intentions, are forward-looking statements. Forward-looking statements include, but are not limited to, descriptions of plans and objectives for future operations, products or services; projections of our future revenue, earnings or other measures of economic performance; forecasts of credit losses and other asset quality trends; statements about our business and growth strategies; and expectations about economic and market conditions and trends. These forward-looking statements express our current expectations, forecasts of future events, or long-term goals. They are based on assumptions, estimates, and forecasts that, although believed to be reasonable, may turn out to be incorrect. Actual results could differ materially from those discussed in the forward-looking statements for a variety of reasons, including: 
 • economic, market, operational, liquidity, credit, and interest rate risks associated with our business; 
 • economic conditions generally and in the financial services industry, particularly economic conditions within Michigan and the regional and local real estate markets in which our bank operates; 
 • the failure of assumptions underlying the establishment of, and provisions made to, our allowance for credit losses; 
 • the effects of our completed acquisition of HCB Financial Corp., which closed on July 1, 2026 after the end of the quarterly period covered by this report; 
 • risks related to the integration of HCB Financial Corp., including potential disruption to our business, diversion of management attention, retention of customers and employees, systems conversion, operational challenges, and the realization of anticipated benefits, cost savings, revenue opportunities, and other financial and strategic effects; 
 • credit, asset quality, liquidity, capital, compliance, and operational risks associated with the acquired business, including risks relating to acquired loans, deposits, customer relationships, and banking operations; 
 • the outcome of pending litigation; 
 • increased competition in the financial services industry, either nationally or regionally; 
 • our ability to achieve loan and deposit growth; 
 • volatility and direction of market interest rates; 
 • the continued services of our management team; and 
 • changes in, or the implementation of, legislation, regulation, supervisory guidance, capital standards, accounting standards, governmental monetary or fiscal policies, and cybersecurity or technology-related risks, any of which may have significant effects on us and the financial services industry. 
 This list provides examples of factors that could affect the results described by forward-looking statements contained in this report, but the list is not intended to be all-inclusive. The risk factors disclosed in Part I – Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, as updated by any new or modified risk factors disclosed in Part II – Item 1A of any subsequently filed Quarterly Report on Form 10-Q, include the known risks our management believes could materially affect the results described by forward-looking statements in this report. However, those risks may not be the only risks we face. Our results of operations, cash flows, financial position, and prospects could also be materially and adversely affected by additional factors that are not presently known to us that we currently consider to be immaterial, or that develop after the date of this report. We cannot assure you that our future results will meet expectations. While we believe the forward-looking statements in this report are reasonable, you should not place undue reliance on any forward-looking statement. In addition, these statements speak only as of the date made. We do not undertake, and expressly disclaim, any obligation to update or alter any statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. 
 2 

 
 Index 

 
 
 
 
 Part I - Item 1. 
 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 

 
 Condensed Consolidated Statements of Financial Condition 
 June 30,
2026 December 31,
2025 
 (Unaudited) 
 (In thousands, except share
amounts) 
 Assets 
 Cash and due from banks $ 64,089 $ 52,235 
 Interest bearing deposits 101,361 86,152 
 Cash and Cash Equivalents 165,450 138,387 
 Equity securities at fair value 
 1,088 — 
 Securities available for sale 493,952 495,909 
 Securities held to maturity (fair value of $ 261,020 at June 30, 2026 and $ 282,830 at December 31, 2025) 
 287,574 309,523 
 Federal Home Loan Bank and Federal Reserve Bank stock, at cost 18,940 18,102 
 Loans held for sale, carried at fair value 16,824 9,031 
 
 Loans 
 Commercial 2,359,988 2,213,557 
 Mortgage 1,533,268 1,524,821 
 Installment 520,608 537,907 
 Total Loans 4,413,864 4,276,285 
 Allowance for credit losses ( 65,673 ) ( 63,445 ) 
 Net Loans 4,348,191 4,212,840 
 Other real estate and repossessed assets, net 710 896 
 Property and equipment, net 44,549 38,972 
 Bank-owned life insurance 53,567 53,750 
 Capitalized mortgage loan servicing rights, carried at fair value 33,949 31,493 
 Other intangibles, net 
 771 1,001 
 Goodwill 28,300 28,300 
 Accrued income and other assets 169,976 167,516 
 Total Assets $ 5,663,841 $ 5,505,720 
 
 Liabilities and Shareholders' Equity 
 Deposits 
 Non-interest bearing $ 1,030,460 $ 991,984 
 Savings and interest-bearing checking 2,143,895 2,113,260 
 Reciprocal 1,025,016 974,921 
 Time 662,248 662,858 
 Brokered time 514 18,659 
 Total Deposits 4,862,133 4,761,682 
 Other borrowings 127,005 77,003 
 
 Subordinated debentures, net 39,898 39,864 
 Accrued expenses and other liabilities 106,392 124,220 
 Total Liabilities 5,135,428 5,002,769 
 Commitments and contingent liabilities 
 Shareholders’ Equity 
 Preferred stock, no par value, 200,000 shares authorized; none issued or outstanding 
 — — 
 Common stock, no par value, 500,000,000 shares authorized; issued and outstanding: 20,602,535 shares at June 30, 2026 and 20,548,893 shares at December 31, 2025 
 307,820 307,845 
 Retained earnings 276,934 252,794 
 Accumulated other comprehensive loss ( 56,341 ) ( 57,688 ) 
 Total Shareholders’ Equity 528,413 502,951 
 Total Liabilities and Shareholders’ Equity $ 5,663,841 $ 5,505,720 

 See notes to interim condensed consolidated financial statements (Unaudited) 
 3 

 
 Index 

 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 Condensed Consolidated Statements of Operations 
 
 Three months ended June 30, Six months ended June 30, 
 2026 2025 2026 2025 
 (Unaudited) (Unaudited) 
 (In thousands, except per share amounts) 
 Interest Income 
 Interest and fees on loans $ 60,643 $ 59,535 $ 119,892 $ 117,303 
 Interest on securities 
 Taxable 3,300 3,796 6,654 7,832 
 Tax-exempt 2,525 2,773 5,047 5,543 
 Other investments 826 774 1,870 2,344 
 Total Interest Income 67,294 66,878 133,463 133,022 
 Interest Expense 
 Deposits 18,322 20,462 36,719 41,417 
 Other borrowings and subordinated debt and debentures 1,070 1,801 1,987 3,305 
 Total Interest Expense 19,392 22,263 38,706 44,722 
 Net Interest Income 47,902 44,615 94,757 88,300 
 Provision for credit losses 2,717 1,500 3,079 2,221 
 Net Interest Income After Provision for Credit Losses 45,185 43,115 91,678 86,079 
 Non-interest Income 
 Interchange income 3,576 3,390 6,810 6,517 
 Service charges on deposit accounts 3,100 2,981 6,035 5,795 
 Net gains (losses) on assets 
 Mortgage loans 1,651 1,631 2,959 3,934 
 Equity securities at fair value 
 1,600 — 1,600 — 
 Securities available for sale ( 90 ) 11 ( 116 ) ( 319 ) 
 Mortgage loan servicing, net 2,460 490 4,106 ( 146 ) 
 Other 3,037 2,822 5,988 5,968 
 Total Non-interest Income 15,334 11,325 27,382 21,749 
 Non-interest Expense 
 Compensation and employee benefits 22,560 21,123 44,389 41,506 
 Data processing 4,152 3,847 8,104 7,576 
 Occupancy, net 2,073 2,046 4,486 4,269 
 Interchange expense 1,224 1,177 2,415 2,296 
 Advertising 1,180 833 2,390 1,694 
 Litigation expense 
 350 — 1,850 — 
 Furniture, fixtures and equipment 927 793 1,821 1,678 
 Loan and collection 1,038 744 1,790 1,530 
 FDIC deposit insurance 738 637 1,537 1,348 
 Legal and professional 613 500 1,204 979 
 Communications 464 470 1,057 1,061 
 
 Merger related expense 
 369 — 669 — 
 Other 2,121 1,592 4,408 4,087 
 Total Non-interest Expense 37,809 33,762 76,120 68,024 
 Income Before Income Tax 22,710 20,678 42,940 39,804 
 Income tax expense 3,905 3,801 7,260 7,337 
 Net Income $ 18,805 $ 16,877 $ 35,680 $ 32,467 
 Net Income Per Common Share 
 Basic $ 0.91 $ 0.81 $ 1.73 $ 1.56 
 Diluted $ 0.90 $ 0.81 $ 1.72 $ 1.54 

 See notes to interim condensed consolidated financial statements (Unaudited) 
 4 

 
 Index 

 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 Condensed Consolidated Statements of Comprehensive Income 
 
 Three months ended
June 30, Six months ended
June 30, 
 2026 2025 2026 2025 
 (Unaudited - In thousands) 
 
 Net income $ 18,805 $ 16,877 $ 35,680 $ 32,467 
 Other comprehensive income (loss) 
 
 Securities available for sale 
 Unrealized gains (losses) arising during period 
 6,650 ( 5,099 ) 2,201 ( 3,503 ) 
 Accretion of net unrealized losses on securities transferred to held to maturity 737 822 1,454 1,628 
 Reclassification adjustments for (gains) losses included in earnings 90 ( 11 ) 116 319 
 Unrealized gains (losses) recognized in other comprehensive income (loss) on securities available for sale 
 7,477 ( 4,288 ) 3,771 ( 1,556 ) 
 Income tax expense (benefit) 
 1,569 ( 901 ) 791 ( 327 ) 
 Unrealized gains (losses) recognized in other comprehensive income (loss) on securities available for sale, net of tax 
 5,908 ( 3,387 ) 2,980 ( 1,229 ) 
 Derivative instruments 
 Unrealized gains (losses) arising during period 
 ( 2,014 ) 231 ( 2,783 ) 697 
 Reclassification adjustment for expense recognized in earnings 464 509 717 933 
 Unrealized gains (losses) recognized in other comprehensive income (loss) on derivative instruments 
 ( 1,550 ) 740 ( 2,066 ) 1,630 
 Income tax expense (benefit) 
 ( 325 ) 157 ( 433 ) 344 
 Unrealized gains (losses) recognized in other comprehensive income (loss) on derivative instruments, net of tax 
 ( 1,225 ) 583 ( 1,633 ) 1,286 
 Other comprehensive income (loss) 
 4,683 ( 2,804 ) 1,347 57 
 Comprehensive income 
 $ 23,488 $ 14,073 $ 37,027 $ 32,524 

 See notes to interim condensed consolidated financial statements (Unaudited) 
 5 

 
 Index 

 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 Condensed Consolidated Statements of Cash Flows 
 
 Six months ended June 30, 
 2026 2025 
 (Unaudited - In thousands) 
 Net Income $ 35,680 $ 32,467 
 Adjustments to Reconcile Net Income to Net Cash From Operating Activities 
 Proceeds from sales of loans held for sale 181,448 166,445 
 Disbursements for loans held for sale ( 186,394 ) ( 167,561 ) 
 Provision for credit losses 3,079 2,221 
 Deferred income tax benefit (expense) 
 975 ( 1,811 ) 
 Net deferred loan fees 
 337 332 
 Net depreciation, amortization of intangible assets and premiums and accretion of discounts on securities and loans 4,761 4,757 
 Net gains on mortgage loans ( 2,959 ) ( 3,934 ) 
 Net gains on equity securities at fair value ( 1,600 ) — 
 Net losses on sales of securities available for sale 
 116 319 
 Net loss on sale of capitalized mortgage loan servicing rights — 172 
 Share based compensation 1,363 1,397 
 (Increase) Decrease in accrued income and other assets ( 13,730 ) 2,124 
 Increase (Decrease) in accrued expenses and other liabilities ( 11,949 ) 1,511 
 Total Adjustments ( 24,553 ) 5,972 
 Net Cash From Operating Activities 11,127 38,439 
 Cash Flow Used in Investing Activities 
 Proceeds from sales of equity securities at fair value 512 — 
 Proceeds from the sale of securities available for sale 5,550 26,356 
 
 Proceeds from maturities, prepayments and calls of securities available for sale 30,481 31,774 
 Proceeds from maturities, prepayments and calls of securities held to maturity 23,063 11,372 
 
 Purchases of securities available for sale ( 32,962 ) ( 9,509 ) 
 Purchases of Federal Home Loan Bank stock 
 ( 4,160 ) ( 3,212 ) 
 Proceeds from the redemption of Federal Home Loan Bank stock 3,322 1,209 
 Net increase in portfolio loans (loans originated, net of principal payments) ( 143,882 ) ( 139,380 ) 
 Proceeds from the sale of portfolio loans 3,133 15,688 
 Proceeds from bank-owned life insurance 861 862 
 Proceeds from the sale of other real estate and repossessed assets 624 937 
 Proceeds from the sale of property and equipment 
 39 — 
 Capital expenditures ( 8,170 ) ( 3,401 ) 
 Proceeds from the sale of capitalized mortgage loan servicing rights 
 — 12,229 
 Net Cash Used in Investing Activities ( 121,589 ) ( 55,075 ) 
 Cash Flow From Financing Activities 
 Net increase in total deposits 100,451 5,271 
 Net increase (decrease) in other borrowings 2 ( 1 ) 
 Proceeds from Federal Home Loan Bank Advances 200,000 197,000 
 Payments of Federal Home Loan Bank Advances ( 150,000 ) ( 140,000 ) 
 
 Dividends paid ( 11,540 ) ( 10,836 ) 
 
 Repurchase of common stock — ( 7,357 ) 
 Share based compensation withholding obligation ( 1,388 ) ( 1,164 ) 
 Net Cash From Financing Activities 137,525 42,913 
 Net Increase in Cash and Cash Equivalents 
 27,063 26,277 
 Cash and Cash Equivalents at Beginning of Period 138,387 119,882 
 Cash and Cash Equivalents at End of Period $ 165,450 $ 146,159 
 Cash paid during the period for 
 Interest $ 38,074 $ 44,130 
 Income taxes 4,375 8,500 
 Transfers to other real estate and repossessed assets 448 309 
 Right of use assets obtained in exchange for lease obligations 96 1,587 
 

 See notes to interim condensed consolidated financial statements (Unaudited) 
 6 

 
 Index 

 INDEPENDENT BANK CORPORATION AND SUBSIDIARIES 
 Condensed Consolidated Statements of Shareholders’ Equity 
 
 Common
Stock Retained
Earnings Accumulated 
 Other 
 Comprehensive Loss 
 Total
Shareholders’
Equity 
 (Dollars in thousands, except per share amounts) 
 Balances at April 1, 2026 $ 307,679 $ 263,898 $ ( 61,024 ) $ 510,553 
 Net income, three months ended June 30, 2026 — 18,805 — 18,805 
 Cash dividends declared, $ 0.28 per share 
 — ( 5,769 ) — ( 5,769 ) 
 
 
 Share based compensation (issuance of 32,651 shares of common stock) 
 675 — — 675 
 Share based compensation withholding obligation (withholding of 15,921 shares of common stock) 
 ( 534 ) — — ( 534 ) 
 Other comprehensive income 
 — — 4,683 4,683 
 Balances at June 30, 2026 $ 307,820 $ 276,934 $ ( 56,341 ) $ 528,413 
 
 Balances at April 1, 2025 $ 318,365 $ 215,995 $ ( 67,083 ) $ 467,277 
 Net income, three months ended June 30, 2025 — 16,877 — 16,877 
 Cash dividends declared, $ 0.26 per share 
 — ( 5,388 ) — ( 5,388 ) 
 Repurchase of 251,183 shares of common stock 
 ( 7,324 ) — — ( 7,324 ) 
 
 Share based compensation (issuance of zero shares of common stock) 
 639 — — 639 
 Share based compensation withholding obligation (withholding of 860 shares of common stock) 
 ( 27 ) — — ( 27 ) 
 Other comprehensive loss — — ( 2,804 ) ( 2,804 ) 
 Balances at June 30, 2025 $ 311,653 $ 227,484 $ ( 69,887 ) $ 469,250 
 
 Balances at January 1, 2026 $ 307,845 $ 252,794 $ ( 57,688 ) $ 502,951 
 Net income, six months ended June 30, 2026 — 35,680 — 35,680 
 Cash dividends declared, $ 0.56 per share 
 — ( 11,540 ) — ( 11,540 ) 
 
 
 Share based compensation (issuance of 91,498 shares of common stock) 
 1,363 — — 1,363 
 Share based compensation withholding obligation (withholding of 40,646 shares of common stock) 
 ( 1,388 ) — — ( 1,388 ) 
 Other comprehensive income — — 1,347 1,347 
 Balances at June 30, 2026 $ 307,820 $ 276,934 $ ( 56,341 ) $ 528,413 
 
 Balances at January 1, 2025 $ 318,777 $ 205,853 $ ( 69,944 ) $ 454,686 
 Net income, six months ended June 30, 2025 — 32,467 — 32,467 
 Cash dividends declared, $ 0.52 per share 
 — ( 10,836 ) — ( 10,836 ) 
 Repurchase of 252,276 shares of common stock 
 ( 7,357 ) — — ( 7,357 ) 
 
 Share based compensation (issuance of 103,677 shares of common stock) 
 1,397 — — 1,397 
 Share based compensation withholding obligation (withholding of 34,258 shares of common stock) 
 ( 1,164 ) — — ( 1,164 ) 
 Other comprehensive income — — 57 57 
 Balances at June 30, 2025 $ 311,653 $ 227,484 $ ( 69,887 ) $ 469,250 

 See notes to interim condensed consolidated financial statements (Unaudited) 
 7 

 
 Index 

 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 
 (Unaudited) 
 
 1. Preparation of Financial Statements 
 The interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. The unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes for the year ended December 31, 2025 included in our Annual Report on Form 10-K. 
 In our opinion, the accompanying unaudited interim condensed consolidated financial statements contain all the adjustments necessary to present fairly our consolidated financial condition as of June 30, 2026 and December 31, 2025, and the results of operations for the three and six-month periods ended June 30, 2026 and 2025. The results of operations for the three and six-month periods ended June 30, 2026, are not necessarily indicative of the results to be expected for the full year. Certain reclassifications have been made in the prior period interim condensed consolidated financial statements to conform to the current period presentation. Our critical accounting policies include the determination of the allowance for credit losses (“ACL”) and the valuation of capitalized mortgage loan servicing rights. Refer to our 2025 Annual Report on Form 10-K for a disclosure of our accounting policies. 
 
 2. New Accounting Standards 
 In December, 2024, the FASB issued ASU 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses". This ASU requires public business entities to disaggregate certain expense captions into specific categories in disclosures within the footnotes to the consolidated financial statements. This ASU takes effect in annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. We do not expect the adoption of this ASU to have a material impact on our interim Condensed Consolidated Financial Statements. 
 
 
 8 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 3. Securities 
 Securities available for sale (“AFS”) consist of the following: 
 
 Amortized
Cost Unrealized 
 Gains Losses Fair Value 
 (In thousands) 
 June 30, 2026 
 U.S. agency $ 7,223 $ 1 $ 412 $ 6,812 
 U.S. agency residential mortgage-backed 93,412 159 6,921 86,650 
 U.S. agency commercial mortgage-backed 7,619 — 873 6,746 
 Private label mortgage-backed 34,212 242 2,320 32,134 
 Other asset backed 45,741 34 413 45,362 
 Obligations of states and political subdivisions 315,401 1 36,570 278,832 
 Corporate 37,989 10 1,571 36,428 
 Trust preferred 992 — 4 988 
 Total $ 542,589 $ 447 $ 49,084 $ 493,952 
 
 December 31, 2025 
 U.S. agency $ 8,320 $ 1 $ 404 $ 7,917 
 U.S. agency residential mortgage-backed 87,435 136 6,506 81,065 
 U.S. agency commercial mortgage-backed 8,039 — 853 7,186 
 Private label mortgage-backed 42,689 260 2,443 40,506 
 Other asset backed 30,633 31 479 30,185 
 Obligations of states and political subdivisions 319,402 — 39,000 280,402 
 Corporate 49,355 2 1,696 47,661 
 Trust preferred 990 — 3 987 
 Total $ 546,863 $ 430 $ 51,384 $ 495,909 

 9 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Securities held to maturity (“HTM”) consist of the following: 
 
 Carrying
Value Transferred
Unrealized
Loss (1) ACL Amortized
Cost Unrecognized 
 Fair Value 
 Gains Losses 
 (In thousands) 
 June 30, 2026 
 U.S. agency $ 21,435 $ 1,126 $ — $ 22,561 $ — $ 3,803 $ 18,758 
 U.S. agency residential mortgage-backed 89,420 7,245 — 96,665 — 19,681 76,984 
 U.S. agency commercial mortgage-backed 3,539 43 — 3,582 — 242 3,340 
 Private label mortgage-backed 5,534 31 2 5,567 — 173 5,394 
 Obligations of states and political subdivisions 143,288 3,016 19 146,323 41 13,534 132,830 
 Corporate 23,397 32 67 23,496 — 782 22,714 
 Trust preferred 961 35 4 1,000 — — 1,000 
 Total $ 287,574 $ 11,528 $ 92 $ 299,194 $ 41 $ 38,215 $ 261,020 
 
 December 31, 2025 
 U.S. agency $ 22,446 $ 1,220 $ — $ 23,666 $ — $ 3,833 $ 19,833 
 U.S. agency residential mortgage-backed 92,900 7,688 — 100,588 — 19,337 81,251 
 U.S. agency commercial mortgage-backed 3,734 62 — 3,796 — 249 3,547 
 Private label mortgage-backed 7,294 80 2 7,376 — 272 7,104 
 Obligations of states and political subdivisions 149,915 3,717 19 153,651 36 14,278 139,409 
 Corporate 32,276 177 67 32,520 — 1,834 30,686 
 Trust preferred 958 38 4 1,000 — — 1,000 
 Total $ 309,523 $ 12,982 $ 92 $ 322,597 $ 36 $ 39,803 $ 282,830 

 (1) Represents the remaining unrealized loss to be accreted on securities that were transferred from AFS to HTM on April 1, 2022. 
 
 
 10 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Our investments' gross unrealized losses and fair values for securities AFS aggregated by investment type and length of time that individual securities have been at a continuous unrealized loss position follows: 
 
 Less Than Twelve Months Twelve Months or More Total 
 Fair Value Unrealized
Losses Fair Value Unrealized
Losses Fair Value Unrealized
Losses 
 (In thousands) 
 June 30, 2026 
 U.S. agency $ — $ — $ 6,752 $ 412 $ 6,752 $ 412 
 U.S. agency residential mortgage-backed 13,407 127 46,677 6,794 60,084 6,921 
 U.S. agency commercial mortgage-backed — — 6,746 873 6,746 873 
 Private label mortgage-backed — — 31,527 2,320 31,527 2,320 
 Other asset backed 151 — 23,434 413 23,585 413 
 Obligations of states and political subdivisions — — 278,331 36,570 278,331 36,570 
 Corporate 1,156 1 32,788 1,570 33,944 1,571 
 Trust preferred — — 988 4 988 4 
 Total $ 14,714 $ 128 $ 427,243 $ 48,956 $ 441,957 $ 49,084 
 
 December 31, 2025 
 U.S. agency $ 972 $ 1 $ 6,884 $ 403 $ 7,856 $ 404 
 U.S. agency residential mortgage-backed 6,931 5 49,103 6,501 56,034 6,506 
 U.S. agency commercial mortgage-backed — — 7,186 853 7,186 853 
 Private label mortgage-backed — — 39,234 2,443 39,234 2,443 
 Other asset backed 1,392 3 24,417 476 25,809 479 
 Obligations of states and political subdivisions 156 9 280,246 38,991 280,402 39,000 
 Corporate — — 45,986 1,696 45,986 1,696 
 Trust preferred — — 987 3 987 3 
 Total $ 9,451 $ 18 $ 454,043 $ 51,366 $ 463,494 $ 51,384 

 Securities AFS in unrealized loss positions are evaluated quarterly for impairment related to credit losses. For securities AFS in an unrealized loss position, we first assess whether we intend to sell, or it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through earnings. No securities AFS met these two criteria during the periods presented. For securities AFS that do not meet this criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, adverse conditions specifically related to the security and the issuer and the impact of changes in market interest rates on the market value of the security, among other factors. If this assessment indicates that a credit loss exists, we compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an ACL is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis. Any impairment that has not been recorded through an ACL is recognized in other comprehensive income (loss), net of applicable taxes. No ACL for securities AFS was needed at June 30, 2026 and December 31, 2025. Accrued interest receivable on securities AFS totaled $ 3.5 million at both June 30, 
 11 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 2026 and December 31, 2025, and is excluded from the estimate of credit losses and is included in accrued income and other assets in the interim Condensed Consolidated Statements of Financial Condition. 
 The following is a summary of securities AFS with an unrealized loss by grouping as of June 30, 2026. 
 U.S. agency, U.S. agency residential mortgage-backed and U.S. agency commercial mortgage-backed securities — at June 30, 2026, we had 28 U.S. agency, 92 U.S. agency residential mortgage-backed and 8 U.S. agency commercial mortgage-backed securities whose fair value is less than amortized cost. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major credit rating agencies, and have a long history of no credit losses. The unrealized losses are largely attributed to widening spreads to Treasury bonds and/or an increase in interest rates since acquisition. 
 Private label mortgage-backed, other asset backed and corporate securities — at June 30, 2026, we had 43 private label mortgage-backed, 37 other asset backed, and 42 corporate securities whose fair value is less than amortized cost. The unrealized losses are primarily due to credit spread widening and/or an increase in interest rates since acquisition. 
 Obligations of states and political subdivisions — at June 30, 2026, we had 281 municipal securities whose fair value is less than amortized cost. The unrealized losses are primarily due to an increase in interest rates since acquisition. 
 Trust preferred securities — at June 30, 2026, we had one trust preferred security whose fair value is less than amortized cost. This trust preferred security is a single issue security issued by a trust subsidiary of a bank holding company. The pricing of trust preferred securities has suffered from credit spread widening. This security is rated by a major rating agency as investment grade. 
 At June 30, 2026 management does not intend to liquidate any of the securities discussed above and it is more likely than not that we will not be required to sell these securities prior to recovery of these unrealized losses. 
 We recorded no credit related charges in our interim Condensed Consolidated Statements of Operations related to securities AFS during the three and six month periods ended June 30, 2026 and 2025, respectively. 
 The ACL on securities HTM is a contra asset valuation account that is deducted from the carrying amount of securities HTM to present the net amount expected to be collected. Securities HTM are charged off against the ACL when deemed uncollectible. Adjustments to the ACL are reported in our interim Condensed Consolidated Statements of Operations in provision for credit losses. We measure expected credit losses on securities HTM on a collective basis by major security type with each type sharing similar risk characteristics, and consider historical credit loss information. Accrued interest receivable on securities HTM totaled $ 1.4 million and $ 1.5 million June 30, 2026 and December 31, 2025, respectively, and is excluded from the estimate of credit losses and is included in accrued income and other assets in the interim Condensed Consolidated Statements of Financial Condition. With regard to U.S. Government-sponsored agency and mortgage-backed securities (residential and commercial), all these securities are issued by a U.S. government-sponsored entity and have an implicit or explicit government guarantee; therefore, no allowance for credit losses has been recorded for these securities. With regard to obligations of states and political subdivisions, private label-mortgage-backed, corporate and trust preferred securities HTM, we consider (1) issuer bond ratings, (2) historical loss rates for given bond ratings, (3) the financial condition of the issuer, and (4) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities. The long-term historical loss rates associated with securities having similar grades as those in our portfolio have been insignificant. Furthermore, as of June 30, 2026 and December 31, 2025, there were no past due principal and interest payments associated with these securities. At both those same dates an allowance for credit losses of $ 92,000 was recorded on non U.S. agency securities HTM based on applying the long-term historical credit loss rate, as published by credit rating agencies, for similar ly rated securities. 
 12 

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 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 On a quarterly basis, we monitor the credit quality of securities HTM through the use of credit ratings. The carrying value of securities HTM aggregated by credit quality follow: 
 
 Private
Label
Mortgage-
Backed Obligations
of States
and Political
Subdivisions Corporate Trust
Preferred Carrying
Value
Total 
 (In thousands) 
 June 30, 2026 
 Credit rating: 
 AAA $ 5,534 $ 16,904 $ — $ — $ 22,438 
 AA — 112,895 — — 112,895 
 A — 2,048 3,487 — 5,535 
 BBB — 225 16,921 — 17,146 
 
 Non-rated — 11,216 2,989 961 15,166 
 Total $ 5,534 $ 143,288 $ 23,397 $ 961 $ 173,180 
 
 December 31, 2025 
 Credit rating: 
 AAA $ 7,294 $ 17,357 $ — $ — $ 24,651 
 AA — 116,264 — — 116,264 
 A — 2,740 3,500 — 6,240 
 BBB — 441 23,814 — 24,255 
 BB — — 1,983 — 1,983 
 Non-rated — 13,113 2,979 958 17,050 
 Total $ 7,294 $ 149,915 $ 32,276 $ 958 $ 190,443 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 13 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 An analysis of the allowance for credit losses by security HTM type for the three months ended June 30 follows: 
 
 Private
Label
Mortgage-
Backed Obligations
of States
and Political
Subdivisions Corporate Trust
Preferred Total 
 (In thousands) 
 2026 
 Balance at beginning of period $ 2 $ 19 $ 67 $ 4 $ 92 
 Additions (deductions) 
 Provision for credit losses — — — — — 
 Recoveries credited to the allowance — — — — — 
 Securities HTM charged against the allowance — — — — — 
 Balance at end of period $ 2 $ 19 $ 67 $ 4 $ 92 
 
 2025 
 Balance at beginning of period $ 1 $ 17 $ 108 $ 3 $ 129 
 Additions (deductions) 
 Provision for credit losses — — 3 1 4 
 Recoveries credited to the allowance — — — — — 
 Securities HTM charged against the allowance — — — — — 
 Balance at end of period $ 1 $ 17 $ 111 $ 4 $ 133 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 14 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 An analysis of the allowance for credit losses by security HTM type for the six months ended June 30 follows: 
 
 Private
Label
Mortgage-
Backed Obligations
of States
and Political
Subdivisions Corporate Trust
Preferred Total 
 (In thousands) 
 2026 
 Balance at beginning of period $ 2 $ 19 $ 67 $ 4 $ 92 
 Additions (deductions) 
 Provision for credit losses — — — — — 
 Recoveries credited to the allowance — — — — — 
 Securities HTM charged against the allowance — — — — — 
 Balance at end of period $ 2 $ 19 $ 67 $ 4 $ 92 
 
 2025 
 Balance at beginning of period $ 1 $ 17 $ 111 $ 3 $ 132 
 Additions (deductions) 
 Provision for credit losses — — 1 1 
 Recoveries credited to the allowance — — — — — 
 Securities HTM charged against the allowance — — — — — 
 Balance at end of period $ 1 $ 17 $ 111 $ 4 $ 133 

 
 
 There were no securities HTM on nonaccrual or past due at June 30, 2026 and 2025. 
 
 
 The amortized cost and fair value of securities AFS and securities HTM at June 30, 2026, by contractual maturity, follow: 
 
 Securities AFS Securities HTM 
 Amortized
Cost Fair
Value Amortized
Cost Fair
Value 
 (In thousands) 
 Maturing within one year $ 27,190 $ 26,882 $ 18,222 $ 18,034 
 Maturing after one year but within five years 110,109 104,233 44,431 42,406 
 Maturing after five years but within ten years 39,578 35,432 69,801 62,596 
 Maturing after ten years 184,728 156,513 60,926 52,266 
 361,605 323,060 193,380 175,302 
 U.S. agency residential mortgage-backed 93,412 86,650 96,665 76,984 
 U.S. agency commercial mortgage-backed 7,619 6,746 3,582 3,340 
 Private label mortgage-backed 34,212 32,134 5,567 5,394 
 Other asset backed 45,741 45,362 — — 
 Total $ 542,589 $ 493,952 $ 299,194 $ 261,020 

 The actual maturity may differ from the contractual maturity because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. 
 15 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Gains and losses realized on the sale of securities AFS are determined using the specific identification method and are recognized on a trade-date basis. A summary of proceeds from the sale of securities AFS and gains and losses for the six month periods ending June 30, follows: 
 
 Realized 
 Proceeds Gains Losses 
 (In thousands) 
 2026 $ 5,550 $ — $ 116 
 2025 26,356 37 356 

 The tax benefit related to these net realized losses was $ 0.02 million and $ 0.07 million for the six month periods ending June 30, 2026 and 2025, respectively. 
 Securities classified as equity securities at fair value in our Condensed Consolidated Statement of Financial Condition consists of Visa Inc. Class C common stock. During both the three and six months ended June 30, 2026, we recognized gains on these equity securities of $ 1.60 million, that are included in net gains on equity securities at fair value in the Condensed Consolidated Statements of Operations. $ 1.09 million of these amounts relate to gains on equity securities at fair value still held at June 30, 2026. We had no equity securities at fair value during the same periods in 2025. See note #13. 
 
 
 16 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 4. Loans 
 We estimate the ACL based on relevant available information from both internal and external sources, including historical loss trends, current conditions and forecasts, specific analysis of individual loans, and other relevant and appropriate factors. The ACL process is designed to provide for expected future losses based on our reasonable and supportable (“R&S”) forecast as of the reporting date. Our ACL process is administered by our Risk Management group utilizing a third party software solution, with significant input and ultimate approval from our Executive Enterprise Risk Committee. Further, we have established a current expected credit loss ("CECL") Forecast Committee, which includes a cross discipline structure with membership from Executive Management, Risk Management, Credit Administration and Accounting, which approves ACL model assumptions each quarter. Our ACL is comprised of three principal elements: (i) specific analysis of individual loans identified during the review of the loan portfolio, (ii) pooled analysis of loans with similar risk characteristics based on historical experience, adjusted for current conditions, R&S forecasts, and expected prepayments, and (iii) additional allowances based on subjective factors, including local and general economic business factors and trends, portfolio concentrations and changes in the size and/or the general terms of the loan portfolio. 
 The first ACL element (specific allocations) includes loans that do not share similar risk characteristics and are evaluated on an individual basis. We will typically evaluate on an individual basis loans that are on nonaccrual; commercial loans that have been modified resulting in a concession, for which the borrower is experiencing financial difficulties, and which are considered loan modifications or with well defined weaknesses; and severely delinquent mortgage and installment loans. When we determine that foreclosure is probable or when repayment is expected to be provided substantially through the operation or sale of underlying collateral, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for estimated selling costs. For loans evaluated on an individual basis that are not determined to be collateral dependent, a discounted cash flow analysis is performed to determine expected credit losses. 
 The second ACL element (pooled analysis) includes loans with similar risk characteristics, which are broken down by segment, class, and risk metric. The Bank’s primary segments of commercial, mortgage, and installment loans are further classified by other relevant attributes, such as collateral type, lien position, occupancy status, amortization method, and balance size. Commercial classes are additionally segmented by risk rating, and mortgage and installment loan classes by credit score tier, which are updated at least semi-annually. 
 We utilize a discounted cash flow (“DCF”) model to estimate expected future losses for pooled loans. Expected future cash flows are developed from payment schedules over the contractual term, adjusted for forecasted default (probability of default), loss, and prepayment assumptions. We are not required to develop forecasts over the full contractual term of the financial asset or group of financial assets. Rather, for periods beyond which we are able to make or obtain R&S forecasts of expected credit losses, we revert to the long term average on a straight line or immediate basis, as determined by our CECL Forecast Committee, and which may vary depending on the economic outlook and uncertainty. 
 The DCF model for the mortgage and installment pooled loan segments includes using probability of default (“PD”) assumptions that are derived through regression analysis with forecasted US unemployment levels by credit score tier. We review a composite forecast of approximately 50 analysts as well as the Federal Open Market Committee (“FOMC”) projections in setting the unemployment forecast for the R&S period. The current ACL utilizes a one year R&S forecast followed by immediate reversion to the 75 year average unemployment rate. PD assumptions for the remaining segments are based primarily on historical rates by risk metric as defaults were not strongly correlated with any economic indicator. Loss given default (“LGD”) assumptions for the mortgage loan segment are based on a two year forecast followed by a two year straight line reversion period to the longer term average, while LGD rates for the remaining segments are the historical average for the entire period. Prepayment assumptions represent average rates per segment for a period determined by the CECL Forecast Committee and as calculated through the Bank’s Asset and Liability Management program. 
 Pooled reserves for the commercial loan segment are calculated using the DCF model with assumptions generally based on historical averages by class and risk rating. Effective risk rating practices allow for strong predictability of defaults and losses over the portfolio’s expected shorter duration, relative to mortgage and installment loans. Our risk rating system is similar to those employed by state and federal banking regulators. 
 The third ACL element (additional allocations based on subjective factors) is based on factors that cannot be associated with a specific credit or loan category and reflects our attempt to ensure that the overall ACL appropriately reflects a margin for the imprecision necessarily inherent in the estimates of expected credit losses. We adjust our quantitative model for certain qualitative factors to reflect the extent to which management expects current conditions and R&S forecasts to differ from the conditions that existed for the period over which historical information was evaluated. The qualitative framework reflects changes related to relevant data, such as changes in asset quality trends, portfolio growth and 
 17 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 composition, national and local economic factors, credit policy and administration and other factors not considered in the base quantitative model. We utilize a survey completed by business unit management throughout the Bank, as well as discussion with the CECL Forecast Committee to establish reserves under the qualitative framework. 
 An analysis of the allowance for credit losses by portfolio segment for the three months ended June 30, follows: 
 
 Commercial Mortgage Installment Subjective
Allocation Total 
 (In thousands) 
 2026 
 Balance at beginning of period $ 29,177 $ 21,034 $ 2,533 $ 10,975 $ 63,719 
 Additions (deductions) 
 Provision for credit losses 5,922 ( 3,107 ) 1,401 ( 1,895 ) 2,321 
 Recoveries credited to the allowance 2 78 557 — 637 
 Loans charged against the allowance ( 16 ) — ( 988 ) — ( 1,004 ) 
 Balance at end of period $ 35,085 $ 18,005 $ 3,503 $ 9,080 $ 65,673 
 
 2025 
 Balance at beginning of period $ 24,297 $ 20,036 $ 2,887 $ 12,815 $ 60,035 
 Additions (deductions) 
 Provision for credit losses 1,651 760 400 ( 1,315 ) 1,496 
 Recoveries credited to the allowance 20 48 513 — 581 
 Loans charged against the allowance ( 78 ) ( 92 ) ( 785 ) — ( 955 ) 
 Balance at end of period $ 25,890 $ 20,752 $ 3,015 $ 11,500 $ 61,157 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 18 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 An analysis of the ACL by portfolio segment for the six months ended June 30, follows: 
 
 Commercial Mortgage Installment Subjective
Allocation Total 
 (In thousands) 
 2026 
 Balance at beginning of period $ 29,012 $ 20,914 $ 2,639 $ 10,880 $ 63,445 
 Additions (deductions) 
 Provision for credit losses 6,111 ( 3,014 ) 1,564 ( 1,800 ) 2,861 
 Recoveries credited to the allowance 15 110 1,011 — 1,136 
 Loans charged against the allowance ( 53 ) ( 5 ) ( 1,711 ) — ( 1,769 ) 
 Balance at end of period $ 35,085 $ 18,005 $ 3,503 $ 9,080 $ 65,673 
 
 2025 
 Balance at beginning of period $ 22,872 $ 22,317 $ 3,040 $ 11,150 $ 59,379 
 Additions (deductions) 
 Provision for credit losses 3,030 ( 1,619 ) 459 350 2,220 
 Recoveries credited to the allowance 66 170 895 — 1,131 
 Loans charged against the allowance ( 78 ) ( 116 ) ( 1,379 ) — ( 1,573 ) 
 Balance at end of period $ 25,890 $ 20,752 $ 3,015 $ 11,500 $ 61,157 

 19 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Loans on non-accrual status and past due more than 90 days (“Non-performing Loans”) follow: 
 
 Non-
Accrual
with no
Allowance 
for Credit 
Loss Non-
Accrual
with an
Allowance 
for Credit 
Loss Total
Non-
Accrual 90+ and
Still
Accruing Total Non-
Performing
Loans 
 (In thousands) 
 June 30, 2026 
 Commercial 
 Commercial and industrial 
 $ — $ 4,098 $ 4,098 $ — $ 4,098 
 Commercial real estate (1) 
 13,832 6,353 20,185 — 20,185 
 Mortgage 
 1-4 family owner occupied - jumbo 2,778 — 2,778 — 2,778 
 1-4 family owner occupied - non-jumbo (2) 2,257 657 2,914 — 2,914 
 1-4 family non-owner occupied — 251 251 — 251 
 1-4 family - 2nd lien 332 1,258 1,590 — 1,590 
 Resort lending — — — — — 
 Installment 
 Boat lending 138 197 335 — 335 
 Recreational vehicle lending 184 300 484 — 484 
 Other — 162 162 — 162 
 Total 
 $ 19,521 $ 13,276 $ 32,797 $ — $ 32,797 
 
 Accrued interest excluded from total $ — $ — $ — $ — $ — 
 
 December 31, 2025 
 Commercial 
 Commercial and industrial 
 $ — $ — $ — $ — $ — 
 Commercial real estate (1) 
 9,261 7,252 16,513 — 16,513 
 Mortgage 
 1-4 family owner occupied - jumbo 2,145 — 2,145 — 2,145 
 1-4 family owner occupied - non-jumbo (2) 1,700 670 2,370 — 2,370 
 1-4 family non-owner occupied — 94 94 — 94 
 1-4 family - 2nd lien 200 888 1,088 — 1,088 
 Resort lending — 57 57 — 57 
 Installment 
 Boat lending — 308 308 — 308 
 Recreational vehicle lending — 354 354 — 354 
 Other — 198 198 — 198 
 Total $ 13,306 $ 9,821 $ 23,127 $ — $ 23,127 
 
 Accrued interest excluded from total $ — $ — $ — $ — $ — 

 (1) Non-performing commercial real estate loans exclude $ 7.991 million and $ 7.018 million of government guaranteed loans at June 30, 2026 and December 31, 2025, respectively. 
 (2) Non-performing 1-4 family owner occupied – non jumbo loans exclude $ 2.899 million and $ 2.929 million of government guaranteed loans at June 30, 2026 and December 31, 2025, respectively. 
 20 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The following table provides collateral information by class of loan for collateral-dependent loans. A loan is considered to be collateral dependent when the borrower is experiencing financial difficulty and the repayment is expected to be provided substantially through the operation or sale of collateral. 
 The amortized cost of collateral-dependent loans by class follows: 
 
 Collateral Type Allowance 
for
Credit Losses 
 Real
Estate Other (1) 
 
 (In thousands) 
 June 30, 2026 
 Commercial 
 Commercial and industrial $ 231 $ 9,715 $ 3,714 
 Commercial real estate 28,560 — 5,088 
 Mortgage 
 1-4 family owner occupied - jumbo 2,779 — — 
 1-4 family owner occupied - non-jumbo 2,831 — 204 
 1-4 family non-owner occupied 29 — 10 
 1-4 family - 2nd lien 902 — 203 
 Resort lending — — — 
 Installment 
 Boat lending — 152 5 
 Recreational vehicle lending — 345 57 
 Other — 81 29 
 Total $ 35,332 $ 10,293 $ 9,310 
 
 Accrued interest excluded from total $ 2 $ 95 
 
 December 31, 2025 
 Commercial 
 Commercial and industrial $ 680 $ 8,841 $ 1,631 
 Commercial real estate 28,047 — 4,541 
 Mortgage 
 1-4 family owner occupied - jumbo 2,147 — — 
 1-4 family owner occupied - non-jumbo 2,371 — 239 
 1-4 family non-owner occupied 22 — 8 
 1-4 family - 2nd lien 569 — 131 
 Resort lending 57 — 20 
 Installment 
 Boat lending — 233 83 
 Recreational vehicle lending — 237 84 
 Other — 109 39 
 Total $ 33,893 $ 9,420 $ 6,776 
 
 Accrued interest excluded from total $ 73 $ 54 

 (1) Commercial and industrial loan collateral generally includes machinery and equipment, accounts receivable, and inventory. 
 21 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 An aging analysis of loans by class follows: 
 
 Loans Past Due Loans not
Past Due Total
Loans 
 30-59 days 60-89 days 90+ days Total 
 (In thousands) 
 June 30, 2026 
 Commercial 
 Commercial and industrial $ — $ 3,968 $ — $ 3,968 $ 1,241,169 $ 1,245,137 
 Commercial real estate — — 27,559 27,559 1,087,292 1,114,851 
 Mortgage 
 1-4 family owner occupied - jumbo 1,329 1,500 2,799 5,628 877,689 883,317 
 1-4 family owner occupied - non-jumbo 1,141 369 1,963 3,473 281,200 284,673 
 1-4 family non-owner occupied 220 — 29 249 178,208 178,457 
 1-4 family - 2nd lien 420 124 784 1,328 161,207 162,535 
 Resort lending — — — — 24,286 24,286 
 Installment 
 Boat lending 614 96 157 867 277,416 278,283 
 Recreational vehicle lending 705 40 334 1,079 173,025 174,104 
 Other 324 35 81 440 67,781 68,221 
 Total $ 4,753 $ 6,132 $ 33,706 $ 44,591 $ 4,369,273 $ 4,413,864 
 
 Accrued interest excluded from total $ 46 $ 39 $ — $ 85 $ 14,105 $ 14,190 
 
 December 31, 2025 
 Commercial 
 Commercial and industrial $ — $ — $ — $ — $ 1,158,841 $ 1,158,841 
 Commercial real estate — 22,988 3,900 26,888 1,027,828 1,054,716 
 Mortgage 
 1-4 family owner occupied - jumbo 716 660 2,164 3,540 875,221 878,761 
 1-4 family owner occupied - non-jumbo 1,381 757 1,301 3,439 286,123 289,562 
 1-4 family non-owner occupied 119 29 22 170 172,123 172,293 
 1-4 family - 2nd lien 270 235 460 965 156,632 157,597 
 Resort lending — — 57 57 26,551 26,608 
 Installment 
 Boat lending 287 200 242 729 271,783 272,512 
 Recreational vehicle lending 550 205 230 985 190,872 191,857 
 Other 475 74 58 607 72,931 73,538 
 Total $ 3,798 $ 25,148 $ 8,434 $ 37,380 $ 4,238,905 $ 4,276,285 
 Accrued interest excluded from total $ 37 $ 78 $ — $ 115 $ 13,837 $ 13,952 

 
 
 22 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 During the three and six months ended June 30, 2026 there were no loans modified to a borrower experiencing financial difficulty. 
 During the three months ended June 30, 2025 there were no loans modified to a borrower experiencing financial difficulty. 
 During the six months ended June 30, 2025 there were two mortgage - 1-4 family owner occupied - non-jumbo loans modified to borrowers experiencing financial difficulty totaling $ 0.11 million ( 0.1 % of the total loan class). Both of the loan modifications to borrowers experiencing financial difficulty during the six months ended June 30, 2025 related to term extensions and added a weighted average of 11.5 years to the life of the loans. One of the loans modified during the six months ended June 30, 2025 also received a 4.75 % interest rate reduction. Both of the loans modified during the six months ended June 30, 2025 were on non-accrual status. 
 As of June 30, 2026, none of the loans that were modified to borrowers experiencing financial difficulty within the past 12 months have subsequently defaulted. 
 A loan is generally considered to be in payment default once it is 90 days contractually past due under the modified terms for commercial loans and installment loans and when four consecutive payments are missed for mortgage loans. 
 In order to determine whether a borrower is experiencing financial difficulty, we perform an evaluation of the probability that the borrower will be in payment default on any of its debt in the foreseeable future without the modification. This evaluation is performed under our internal underwriting policy. 
 Credit Quality Indicators – As part of our on-going monitoring of the credit quality of our loan portfolios, we track certain credit quality indicators including (a) risk grade of commercial loans, (b) the level of classified commercial loans, (c) credit scores of mortgage and installment loan borrowers, and (d) delinquency history and non-performing loans. 
 For commercial loans, we use a loan rating system that is similar to those employed by state and federal banking regulators. Loans are graded on a scale of 1 to 12. A description of the general characteristics of the ratings follows: 
 Rating 1 through 6 : These loans are generally referred to as our “non-watch” commercial credits that include very high or exceptional credit fundamentals through acceptable credit fundamentals. 
 Rating 7 and 8 : These loans are generally referred to as our “watch” commercial credits. These ratings include loans to borrowers that exhibit potential credit weakness or downward trends. If not checked or cured these trends could weaken our asset or credit position. While potentially weak, no loss of principal or interest is envisioned with these ratings. 
 Rating 9 : These loans are generally referred to as our “substandard accruing” commercial credits. This rating includes loans to borrowers that exhibit a well-defined weakness where payment default is probable and loss is possible if deficiencies are not corrected. Generally, loans with this rating are considered collectible as to both principal and interest primarily due to collateral coverage. 
 Rating 10 and 11 : These loans are generally referred to as our ‘‘substandard - non-accrual’’ and ‘‘doubtful’’ commercial credits. These ratings include loans to borrowers with weaknesses that make collection of the loan in full, on the basis of current facts, conditions and values at best questionable and at worst improbable. All of these loans are placed in non-accrual. 
 Rating 12 : These loans are generally referred to as our “loss” commercial credits. This rating includes loans to borrowers that are deemed incapable of repayment and are charged-off. 
 23 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The following tables summarize loan ratings by loan class for our commercial portfolio loan segment at June 30, 2026 and December 31, 2025, and gross loan charge-offs during the six month periods ended June 30, 2026 and 2025: 
 
 Commercial 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2026 2025 2024 2023 2022 Prior 
 (In thousands) 
 June 30, 2026 
 Commercial and industrial 
 Non-watch (1-6) $ 112,378 $ 211,311 $ 177,954 $ 111,057 $ 107,137 $ 128,512 $ 343,841 $ 1,192,190 
 Watch (7-8) 2,732 2,948 6,294 6,865 809 7,183 16,170 43,001 
 Substandard Accrual (9) — — — 5,400 — 448 — 5,848 
 Non-Accrual (10-11) — 806 2,020 — 1,272 — — 4,098 
 Total $ 115,110 $ 215,065 $ 186,268 $ 123,322 $ 109,218 $ 136,143 $ 360,011 $ 1,245,137 
 Accrued interest excluded from total $ 322 $ 652 $ 562 $ 488 $ 253 $ 398 $ 1,213 $ 3,888 
 Current period gross charge-offs $ — $ — $ — $ 37 $ — $ 16 $ — $ 53 
 
 Commercial real estate 
 Non-watch (1-6) $ 87,661 $ 239,258 $ 133,077 $ 170,320 $ 147,162 $ 195,067 $ 93,882 $ 1,066,427 
 Watch (7-8) — 1,571 1,293 1,461 13,791 1,746 — 19,862 
 Substandard Accrual (9) — — — 386 — — — 386 
 Non-Accrual (10-11) — 9,333 490 18,353 — — — 28,176 
 Total $ 87,661 $ 250,162 $ 134,860 $ 190,520 $ 160,953 $ 196,813 $ 93,882 $ 1,114,851 
 Accrued interest excluded from total $ 223 $ 628 $ 442 $ 472 $ 468 $ 553 $ 313 $ 3,099 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 Total Commercial 
 Non-watch (1-6) $ 200,039 $ 450,569 $ 311,031 $ 281,377 $ 254,299 $ 323,579 $ 437,723 $ 2,258,617 
 Watch (7-8) 2,732 4,519 7,587 8,326 14,600 8,929 16,170 62,863 
 Substandard Accrual (9) — — — 5,786 — 448 — 6,234 
 Non-Accrual (10-11) — 10,139 2,510 18,353 1,272 — — 32,274 
 Total $ 202,771 $ 465,227 $ 321,128 $ 313,842 $ 270,171 $ 332,956 $ 453,893 $ 2,359,988 
 Accrued interest excluded from total $ 545 $ 1,280 $ 1,004 $ 960 $ 721 $ 951 $ 1,526 $ 6,987 
 Current period gross charge-offs $ — $ — $ — $ 37 $ — $ 16 $ — $ 53 

 24 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2025 2024 2023 2022 2021 Prior 
 (In thousands) 
 December 31, 2025 
 Commercial and industrial 
 Non-watch (1-6) $ 199,338 $ 188,309 $ 131,090 $ 115,518 $ 45,116 $ 140,699 $ 300,540 $ 1,120,610 
 Watch (7-8) 501 1,911 4,330 2,705 2,052 8,360 8,848 28,707 
 Substandard Accrual (9) 940 1,710 — — 820 275 5,779 9,524 
 Non-Accrual (10-11) — — — — — — — — 
 Total $ 200,779 $ 191,930 $ 135,420 $ 118,223 $ 47,988 $ 149,334 $ 315,167 $ 1,158,841 
 Accrued interest excluded from total $ 564 $ 570 $ 477 $ 288 $ 95 $ 418 $ 1,139 $ 3,551 
 Current period gross charge-offs $ — $ — $ 78 $ — $ — $ — $ — $ 78 
 
 Commercial real estate 
 Non-watch (1-6) $ 204,584 $ 162,957 $ 167,203 $ 159,948 $ 66,116 $ 184,907 $ 56,611 $ 1,002,326 
 Watch (7-8) — 823 4,162 13,887 — 4,840 625 24,337 
 Substandard Accrual (9) 3,348 — 396 — 126 652 — 4,522 
 Non-Accrual (10-11) 4,878 490 18,163 — — — — 23,531 
 Total $ 212,810 $ 164,270 $ 189,924 $ 173,835 $ 66,242 $ 190,399 $ 57,236 $ 1,054,716 
 Accrued interest excluded from total $ 695 $ 555 $ 494 $ 624 $ 141 $ 703 $ 138 $ 3,350 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 Total Commercial 
 Non-watch (1-6) $ 403,922 $ 351,266 $ 298,293 $ 275,466 $ 111,232 $ 325,606 $ 357,151 $ 2,122,936 
 Watch (7-8) 501 2,734 8,492 16,592 2,052 13,200 9,473 53,044 
 Substandard Accrual (9) 4,288 1,710 396 — 946 927 5,779 14,046 
 Non-Accrual (10-11) 4,878 490 18,163 — — — — 23,531 
 Total $ 413,589 $ 356,200 $ 325,344 $ 292,058 $ 114,230 $ 339,733 $ 372,403 $ 2,213,557 
 Accrued interest excluded from total $ 1,259 $ 1,125 $ 971 $ 912 $ 236 $ 1,121 $ 1,277 $ 6,901 
 Current period gross charge-offs $ — $ — $ 78 $ — $ — $ — $ — $ 78 

 For each of our mortgage and installment portfolio segment classes, we generally monitor credit quality based on the credit scores of the borrowers. These credit scores are generally updated semi-annually. 
 25 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The following tables summarize credit scores by loan class for our mortgage and installment loan portfolio segments at June 30, 2026 and December 31, 2025, and gross loan charge-offs during the six month periods ended June 30, 2026 and 2025: 
 
 Mortgage (1) 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2026 2025 2024 2023 2022 Prior 
 (In thousands) 
 June 30, 2026 
 1-4 family owner occupied - jumbo 
 800 and above $ 10,597 $ 11,840 $ 3,078 $ 11,314 $ 36,108 $ 89,136 $ 1,592 $ 163,665 
 750-799 20,042 50,267 25,701 19,126 94,400 243,801 1,807 455,144 
 700-749 6,979 25,214 6,676 7,926 32,143 79,453 — 158,391 
 650-699 2,976 9,576 8,791 6,012 13,711 33,498 — 74,564 
 600-649 — 745 878 4,867 549 6,852 — 13,891 
 550-599 — 1,834 — 1,995 4,586 3,867 — 12,282 
 500-549 — — — — 708 1,835 — 2,543 
 Under 500 — — — — 679 658 1,500 2,837 
 Unknown — — — — — — — — 
 Total $ 40,594 $ 99,476 $ 45,124 $ 51,240 $ 182,884 $ 459,100 $ 4,899 $ 883,317 
 Accrued interest excluded from total $ 162 $ 495 $ 212 $ 252 $ 560 $ 1,103 $ 49 $ 2,833 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 1-4 family owner occupied - non-jumbo 
 800 and above $ 2,426 $ 2,049 $ 2,855 $ 3,725 $ 11,155 $ 25,597 $ 6,290 $ 54,097 
 750-799 1,233 4,311 4,768 9,192 25,614 53,236 14,594 112,948 
 700-749 2,476 5,043 3,478 3,575 7,723 25,529 4,560 52,384 
 650-699 2,570 2,606 388 1,895 5,512 18,420 1,904 33,295 
 600-649 419 240 320 839 2,369 8,627 322 13,136 
 550-599 — 395 — 441 1,496 7,038 43 9,413 
 500-549 — — 334 — 852 5,473 25 6,684 
 Under 500 — — — — 642 2,074 — 2,716 
 Unknown — — — — — — — — 
 Total $ 9,124 $ 14,644 $ 12,143 $ 19,667 $ 55,363 $ 145,994 $ 27,738 $ 284,673 
 Accrued interest excluded from total $ 34 $ 104 $ 64 $ 91 $ 179 $ 453 $ 192 $ 1,117 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ 5 $ — $ 5 
 
 1-4 family non-owner occupied 
 800 and above $ 1,193 $ 4,170 $ 4,812 $ 3,130 $ 3,271 $ 18,414 $ 779 $ 35,769 
 750-799 6,800 8,948 7,995 7,928 11,469 44,271 1,237 88,648 
 700-749 3,497 7,349 3,817 2,465 5,379 12,302 1,525 36,334 
 650-699 980 1,921 920 146 486 9,662 254 14,369 
 600-649 182 — 389 — — 1,568 — 2,139 
 550-599 — — — — — 478 2 480 
 500-549 — — — — — 311 — 311 
 Under 500 — — — — 366 41 — 407 
 Unknown — — — — — — — — 
 Total $ 12,652 $ 22,388 $ 17,933 $ 13,669 $ 20,971 $ 87,047 $ 3,797 $ 178,457 
 Accrued interest excluded from total $ 43 $ 105 $ 104 $ 62 $ 81 $ 270 $ 25 $ 690 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 

 26 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Mortgage - continued (1) 
 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2026 2025 2024 2023 2022 Prior 
 (In thousands) 
 June 30, 2026 - continued 
 1-4 family - 2nd lien 
 800 and above $ 661 $ 1,236 $ 168 $ 424 $ 623 $ 1,995 $ 17,541 $ 22,648 
 750-799 1,255 3,148 2,991 1,724 1,520 5,626 62,801 79,065 
 700-749 849 2,245 798 1,061 1,086 3,229 29,198 38,466 
 650-699 48 734 414 312 385 1,621 9,480 12,994 
 600-649 — 25 201 260 20 954 3,370 4,830 
 550-599 — 20 91 202 291 493 702 1,799 
 500-549 — — — 307 90 592 908 1,897 
 Under 500 — — 24 153 86 493 80 836 
 Unknown — — — — — — — — 
 Total $ 2,813 $ 7,408 $ 4,687 $ 4,443 $ 4,101 $ 15,003 $ 124,080 $ 162,535 
 Accrued interest excluded from total $ 7 $ 26 $ 18 $ 18 $ 15 $ 48 $ 784 $ 916 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 Resort lending 
 800 and above $ — $ — $ — $ — $ — $ 4,149 $ — $ 4,149 
 750-799 75 120 — 21 99 9,905 — 10,220 
 700-749 — — — — 261 4,209 — 4,470 
 650-699 — — — — — 4,600 — 4,600 
 600-649 — — — — — 473 — 473 
 550-599 — — — — — — — — 
 500-549 — — — — — 374 — 374 
 Under 500 — — — — — — — — 
 Unknown — — — — — — — — 
 Total $ 75 $ 120 $ — $ 21 $ 360 $ 23,710 $ — $ 24,286 
 Accrued interest excluded from total $ — $ 1 $ — $ — $ 1 $ 110 $ — $ 112 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 Total Mortgage 
 800 and above $ 14,877 $ 19,295 $ 10,913 $ 18,593 $ 51,157 $ 139,291 $ 26,202 $ 280,328 
 750-799 29,405 66,794 41,455 37,991 133,102 356,839 80,439 746,025 
 700-749 13,801 39,851 14,769 15,027 46,592 124,722 35,283 290,045 
 650-699 6,574 14,837 10,513 8,365 20,094 67,801 11,638 139,822 
 600-649 601 1,010 1,788 5,966 2,938 18,474 3,692 34,469 
 550-599 — 2,249 91 2,638 6,373 11,876 747 23,974 
 500-549 — — 334 307 1,650 8,585 933 11,809 
 Under 500 — — 24 153 1,773 3,266 1,580 6,796 
 Unknown — — — — — — — — 
 Total $ 65,258 $ 144,036 $ 79,887 $ 89,040 $ 263,679 $ 730,854 $ 160,514 $ 1,533,268 
 Accrued interest excluded from total $ 246 $ 731 $ 398 $ 423 $ 836 $ 1,984 $ 1,050 $ 5,668 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ 5 $ — $ 5 

 
 
 27 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Mortgage (1) 
 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2025 2024 2023 2022 2021 Prior 
 (In thousands) 
 December 31, 2025 
 1-4 family owner occupied - jumbo 
 800 and above $ 10,135 $ 3,881 $ 13,290 $ 40,752 $ 55,563 $ 35,693 $ 1,668 $ 160,982 
 750-799 51,765 33,022 25,431 89,810 168,312 75,497 1,906 445,743 
 700-749 16,958 11,934 11,935 32,634 68,111 30,819 518 172,909 
 650-699 7,923 5,188 7,533 17,251 13,827 15,953 1,500 69,175 
 600-649 1,267 867 1,568 1,170 4,031 3,370 — 12,273 
 550-599 — — — 5,161 1,644 3,040 — 9,845 
 500-549 — — 1,273 3,936 720 1,905 — 7,834 
 Under 500 — — — — — — — — 
 Unknown — — — — — — — — 
 Total $ 88,048 $ 54,892 $ 61,030 $ 190,714 $ 312,208 $ 166,277 $ 5,592 $ 878,761 
 Accrued interest excluded from total $ 388 $ 263 $ 302 $ 552 $ 695 $ 432 $ 43 $ 2,675 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 1-4 family owner occupied - non-jumbo 
 800 and above $ 5,270 $ 2,088 $ 4,148 $ 13,160 $ 9,606 $ 14,616 $ 4,613 $ 53,501 
 750-799 8,911 6,532 9,828 26,722 21,376 30,100 13,508 116,977 
 700-749 2,593 4,978 3,803 8,981 8,552 23,235 5,702 57,844 
 650-699 2,343 788 1,960 5,046 4,154 12,947 1,586 28,824 
 600-649 366 301 214 2,610 1,153 9,218 168 14,030 
 550-599 — — 382 1,570 721 6,547 41 9,261 
 500-549 — — — 291 779 5,303 60 6,433 
 Under 500 — 85 — 602 242 1,763 — 2,692 
 Unknown — — — — — — — — 
 Total $ 19,483 $ 14,772 $ 20,335 $ 58,982 $ 46,583 $ 103,729 $ 25,678 $ 289,562 
 Accrued interest excluded from total $ 123 $ 94 $ 89 $ 180 $ 109 $ 377 $ 181 $ 1,153 
 Current period gross charge-offs $ — $ — $ — $ 19 $ 6 $ 5 $ — $ 30 
 
 1-4 family non-owner occupied 
 800 and above $ 3,958 $ 2,399 $ 3,229 $ 3,693 $ 10,379 $ 10,302 $ 943 $ 34,903 
 750-799 13,466 10,671 9,247 13,152 26,912 19,293 1,452 94,193 
 700-749 4,343 2,349 1,174 2,551 3,439 8,540 1,618 24,014 
 650-699 1,046 1,263 487 2,747 3,427 6,127 402 15,499 
 600-649 — 708 — 77 — 1,470 — 2,255 
 550-599 — — — 367 — 717 — 1,084 
 500-549 — — — — 50 253 — 303 
 Under 500 — — — — — 42 — 42 
 Unknown — — — — — — — — 
 Total $ 22,813 $ 17,390 $ 14,137 $ 22,587 $ 44,207 $ 46,744 $ 4,415 $ 172,293 
 Accrued interest excluded from total $ 96 $ 89 $ 70 $ 86 $ 115 $ 168 $ 30 $ 654 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 

 
 
 
 
 
 
 
 
 28 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 
 Mortgage - continued (1) 
 Term Loans Amortized Cost Basis by Origination Year Revolving
Loans
Amortized
Cost Basis Total 
 2025 2024 2023 2022 2021 Prior 
 (In thousands) 
 December 31, 2025 - (continued) 
 1-4 family - 2nd lien 
 800 and above $ 1,256 $ 367 $ 351 $ 461 $ 789 $ 1,454 $ 16,797 $ 21,475 
 750-799 3,122 2,528 2,142 1,830 2,006 3,651 56,532 71,811 
 700-749 2,759 1,225 1,310 1,505 1,502 2,454 29,585 40,340 
 650-699 805 367 339 454 285 1,517 11,914 15,681 
 600-649 — 141 124 107 250 525 2,157 3,304 
 550-599 — 41 225 72 53 650 1,770 2,811 
 500-549 — 16 423 108 200 537 417 1,701 
 Under 500 — — 154 111 — 209 — 474 
 Unknown — — — — — — — — 
 Total $ 7,942 $ 4,685 $ 5,068 $ 4,648 $ 5,085 $ 10,997 $ 119,172 $ 157,597 
 Accrued interest excluded from total $ 23 $ 18 $ 22 $ 19 $ 13 $ 37 $ 767 $ 899 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — 
 
 Resort lending 
 800 and above $ — $ — $ — $ — $ 524 $ 4,127 $ — $ 4,651 
 750-799 121 — 22 366 156 10,704 — 11,369 
 700-749 — — — — 484 3,644 — 4,128 
 650-699 — — — — — 5,148 — 5,148 
 600-649 — — — — — 955 — 955 
 550-599 — — — — — — — — 
 500-549 — — — — — 357 — 357 
 Under 500 — — — — — — — — 
 Unknown — — — — — — — — 
 Total $ 121 $ — $ 22 $ 366 $ 1,164 $ 24,935 $ — $ 26,608 
 Accrued interest excluded from total $ 1 $ — $ — $ 1 $ 3 $ 117 $ — $ 122 
 Current period gross charge-offs $ — $ — $ — $ — $ — $ 86 $ — $ 86 
 
 Total Mortgage 
 800 and above $ 20,619 $ 8,735 $ 21,018 $ 58,066 $ 76,861 $ 66,192 $ 24,021 $ 275,512 
 750-799 77,385 52,753 46,670 131,880 218,762 139,245 73,398 740,093 
 700-749 26,653 20,486 18,222 45,671 82,088 68,692 37,423 299,235 
 650-699 12,117 7,606 10,319 25,498 21,693 41,692 15,402 134,327 
 600-649 1,633 2,017 1,906 3,964 5,434 15,538 2,325 32,817 
 550-599 — 41 607 7,170 2,418 10,954 1,811 23,001 
 500-549 — 16 1,696 4,335 1,749 8,355 477 16,628 
 Under 500 — 85 154 713 242 2,014 — 3,208 
 Unknown — — — — — — — — 
 Total $ 138,407 $ 91,739 $ 100,592 $ 277,297 $ 409,247 $ 352,682 $ 154,857 $ 1,524,821 
 Accrued interest excluded from total $ 631 $ 464 $ 483 $ 838 $ 935 $ 1,131 $ 1,021 $ 5,503 
 Current period gross charge-offs $ — $ — $ — $ 19 $ 6 $ 91 $ — $ 116 

 (1) Credit scores have been updated within the last twelve months. 
 
 
 
 
 
 
 
 
 29 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Installment (1) 
 Term Loans Amortized Cost Basis by Origination Year 
 2026 2025 2024 2023 2022 Prior Total 
 (In thousands) 
 June 30, 2026 
 Boat lending 
 800 and above $ 7,122 $ 4,651 $ 4,217 $ 5,451 $ 6,256 $ 15,445 $ 43,142 
 750-799 21,965 26,657 18,187 20,142 20,998 41,708 149,657 
 700-749 7,654 15,276 8,476 7,531 8,025 16,911 63,873 
 650-699 1,097 2,240 2,036 2,107 2,723 5,006 15,209 
 600-649 14 712 599 263 908 1,476 3,972 
 550-599 — — 106 285 255 759 1,405 
 500-549 — 15 242 51 160 393 861 
 Under 500 — — — 89 — 75 164 
 Unknown — — — — — — — 
 Total $ 37,852 $ 49,551 $ 33,863 $ 35,919 $ 39,325 $ 81,773 $ 278,283 
 Accrued interest excluded from total $ 125 $ 165 $ 130 $ 139 $ 84 $ 179 $ 822 
 Current period gross charge-offs $ — $ — $ 29 $ 65 $ 33 $ 41 $ 168 
 
 Recreational vehicle lending 
 800 and above $ 755 $ 582 $ 1,768 $ 2,846 $ 7,851 $ 13,884 $ 27,686 
 750-799 1,654 3,394 6,517 8,229 27,129 39,951 86,874 
 700-749 667 1,109 3,206 3,283 10,951 17,863 37,079 
 650-699 273 279 871 1,890 3,229 5,913 12,455 
 600-649 4 38 365 608 916 2,496 4,427 
 550-599 — 47 343 185 1,014 1,483 3,072 
 500-549 — — 43 31 478 1,129 1,681 
 Under 500 — 11 63 170 214 372 830 
 Unknown — — — — — — — 
 Total $ 3,353 $ 5,460 $ 13,176 $ 17,242 $ 51,782 $ 83,091 $ 174,104 
 Accrued interest excluded from total $ 12 $ 22 $ 53 $ 62 $ 133 $ 184 $ 466 
 Current period gross charge-offs $ — $ — $ 9 $ 11 $ 34 $ 533 $ 587 
 
 Other 
 800 and above $ 1,121 $ 707 $ 999 $ 958 $ 993 $ 1,379 $ 6,157 
 750-799 4,909 7,750 4,139 3,878 3,443 5,855 29,974 
 700-749 4,322 3,977 3,375 2,099 1,836 4,064 19,673 
 650-699 1,802 1,608 1,191 720 691 1,759 7,771 
 600-649 41 303 362 345 305 525 1,881 
 550-599 20 45 185 170 313 324 1,057 
 500-549 — 32 271 146 98 283 830 
 Under 500 — 10 45 26 22 33 136 
 Unknown 742 — — — — — 742 
 Total $ 12,957 $ 14,432 $ 10,567 $ 8,342 $ 7,701 $ 14,222 $ 68,221 
 Accrued interest excluded from total $ 35 $ 53 $ 45 $ 30 $ 19 $ 65 $ 247 
 Current period gross charge-offs $ 799 $ 38 $ 32 $ 29 $ 13 $ 45 $ 956 
 
 Total installment 
 800 and above $ 8,998 $ 5,940 $ 6,984 $ 9,255 $ 15,100 $ 30,708 $ 76,985 
 750-799 28,528 37,801 28,843 32,249 51,570 87,514 266,505 
 700-749 12,643 20,362 15,057 12,913 20,812 38,838 120,625 
 650-699 3,172 4,127 4,098 4,717 6,643 12,678 35,435 
 600-649 59 1,053 1,326 1,216 2,129 4,497 10,280 
 550-599 20 92 634 640 1,582 2,566 5,534 
 500-549 — 47 556 228 736 1,805 3,372 
 Under 500 — 21 108 285 236 480 1,130 
 Unknown 742 — — — — — 742 
 Total $ 54,162 $ 69,443 $ 57,606 $ 61,503 $ 98,808 $ 179,086 $ 520,608 
 Accrued interest excluded from total $ 172 $ 240 $ 228 $ 231 $ 236 $ 428 $ 1,535 
 Current period gross charge-offs $ 799 $ 38 $ 70 $ 105 $ 80 $ 619 $ 1,711 

 30 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Installment - continued (1) 
 Term Loans Amortized Cost Basis by Origination Year 
 2025 2024 2023 2022 2021 Prior Total 
 (In thousands) 
 December 31, 2025 
 Boat lending 
 800 and above $ 7,160 $ 4,306 $ 5,878 $ 7,190 $ 8,111 $ 11,036 $ 43,681 
 750-799 32,694 21,095 23,561 23,385 19,814 27,759 148,308 
 700-749 11,208 10,315 8,793 9,887 7,279 10,511 57,993 
 650-699 2,418 2,569 2,482 2,312 2,609 3,743 16,133 
 600-649 907 366 598 808 622 798 4,099 
 550-599 33 188 118 275 383 552 1,549 
 500-549 — 137 87 97 183 169 673 
 Under 500 — 35 35 — — 6 76 
 Unknown — — — — — — — 
 Total $ 54,420 $ 39,011 $ 41,552 $ 43,954 $ 39,001 $ 54,574 $ 272,512 
 Accrued interest excluded from total $ 185 $ 151 $ 149 $ 96 $ 85 $ 112 $ 778 
 Current period gross charge-offs $ — $ 13 $ — $ 39 $ 22 $ 26 $ 100 
 
 Recreational vehicle lending 
 800 and above $ 771 $ 1,690 $ 2,923 $ 8,205 $ 8,940 $ 7,788 $ 30,317 
 750-799 3,706 7,485 10,133 30,410 27,020 17,972 96,726 
 700-749 1,498 3,830 3,849 11,937 12,930 7,192 41,236 
 650-699 287 987 1,862 3,865 4,747 2,234 13,982 
 600-649 26 276 576 1,143 1,858 833 4,712 
 550-599 — 129 222 622 968 614 2,555 
 500-549 — 55 54 469 663 292 1,533 
 Under 500 — 75 121 292 251 57 796 
 Unknown — — — — — — — 
 Total $ 6,288 $ 14,527 $ 19,740 $ 56,943 $ 57,377 $ 36,982 $ 191,857 
 Accrued interest excluded from total $ 26 $ 54 $ 71 $ 138 $ 125 $ 82 $ 496 
 Current period gross charge-offs $ — $ 2 $ 46 $ 155 $ 178 $ 72 $ 453 
 
 Other 
 800 and above $ 1,460 $ 900 $ 1,168 $ 1,408 $ 641 $ 933 $ 6,510 
 750-799 9,471 6,202 5,214 4,275 2,546 4,423 32,131 
 700-749 6,281 4,067 2,872 2,569 1,990 3,251 21,030 
 650-699 3,470 1,473 989 851 545 1,305 8,633 
 600-649 184 483 405 470 276 460 2,278 
 550-599 23 200 267 250 93 192 1,025 
 500-549 7 195 128 179 124 224 857 
 Under 500 — 48 14 91 35 32 220 
 Unknown 854 — — — — — 854 
 Total $ 21,750 $ 13,568 $ 11,057 $ 10,093 $ 6,250 $ 10,820 $ 73,538 
 Accrued interest excluded from total $ 72 $ 57 $ 43 $ 26 $ 16 $ 60 $ 274 
 Current period gross charge-offs $ 714 $ 13 $ 20 $ 35 $ 12 $ 32 $ 826 
 
 Total installment 
 800 and above $ 9,391 $ 6,896 $ 9,969 $ 16,803 $ 17,692 $ 19,757 $ 80,508 
 750-799 45,871 34,782 38,908 58,070 49,380 50,154 277,165 
 700-749 18,987 18,212 15,514 24,393 22,199 20,954 120,259 
 650-699 6,175 5,029 5,333 7,028 7,901 7,282 38,748 
 600-649 1,117 1,125 1,579 2,421 2,756 2,091 11,089 
 550-599 56 517 607 1,147 1,444 1,358 5,129 
 500-549 7 387 269 745 970 685 3,063 
 Under 500 — 158 170 383 286 95 1,092 
 Unknown 854 — — — — — 854 
 Total $ 82,458 $ 67,106 $ 72,349 $ 110,990 $ 102,628 $ 102,376 $ 537,907 
 Accrued interest excluded from total $ 283 $ 262 $ 263 $ 260 $ 226 $ 254 $ 1,548 
 Current period gross charge-offs $ 714 $ 28 $ 66 $ 229 $ 212 $ 130 $ 1,379 

 (1) Credit scores have been updated within the last twelve months. 
 31 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Foreclosed residential real estate properties included in other real estate and repossessed assets, net on our interim Condensed Consolidated Statements of Financial Conditi on totaled $ 0.5 million and $ 0.8 million at June 30, 2026 and December 31, 2025, respectively. Retail mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process according to local requirements totaled $ 2.5 million and $ 1.9 million at June 30, 2026 and December 31, 2025, respectively. 
 During the three and six month periods ended June 30, 2026, we sold $ 1.6 million and $ 3.1 million, respectively, of portfolio residential mortgage loans servicing retained and recognized a gain on sale of $ 0.05 million and $ 0.08 million, respectively. During the three and six month periods ended June 30, 2025, we sold $ 6.7 million and $ 15.4 million, respectively, of portfolio residential mortgage loans servicing retained and recognized a gain on sale of $ 0.08 million and $ 0.30 million, respectively. These gains are included in net gains (losses) on assets - mortgage loans on our in terim Condensed Consolidated Statements of Operations. These transactions were done primarily for asset/liability management purposes. 
 
 
 32 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 5. Shareholders’ Equity and Earnings Per Common Share 
 On December 16, 2025, our Board of Directors authorized a share repurchase plan (the “Repurchase Plan”) to buy back up to 1,100,000 shares of our outstanding common stock through December 31, 2026. Shares may be repurchased through open market transactions, or through other means, such as privately negotiated transactions. The timing and amount of any share repurchases will depend on a variety of factors, including, among others, securities law restrictions, the trading price of our common stock, regulatory requirements, potential alternative uses for capital, and our financial performance. No shares were repurchased during the three and six month periods ended June 30, 2026. During the three and six month periods ended June 30, 2025 there were 251,183 an d 252,276 shares of common stock repurchased for an aggregate purchase price of $ 7.32 million and $ 7.36 million. 
 A reconciliation of basic and diluted net income per common share follows: 
 
 Three Months Ended
June 30, Six Months Ended
June 30, 
 2026 2025 2026 2025 
 (In thousands, except
per share data) 
 Net income $ 18,805 $ 16,877 $ 35,680 $ 32,467 
 
 Weighted average shares outstanding (1) 20,604 20,750 20,589 20,846 
 Stock units for deferred compensation plan for non-employee directors 182 170 181 175 
 Performance share units 21 24 23 26 
 Effect of stock options — 2 1 2 
 Weighted average shares outstanding for calculation of diluted earnings per share 20,807 20,946 20,794 21,049 
 
 Net income per common share 
 Basic (1) $ 0.91 $ 0.81 $ 1.73 $ 1.56 
 Diluted $ 0.90 $ 0.81 $ 1.72 $ 1.54 

 (1) Basic net income per common share includes weighted average common shares outstanding during the period. 
 Weighted average stock options outstanding that were not considered in computing diluted net income per common share because they were anti-dilutive were zero for the three and six month periods ended June 30, 2026 and 2025, respectively. 
 33 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 6. Derivative Financial Instruments 
 We are required to record derivatives on our interim Condensed Consolidated Statements of Financial Condition as assets and liabilities measured at their fair value. The accounting for increases and decreases in the value of derivatives depends upon the use of derivatives and whether the derivatives qualify for hedge accounting. 
 Our derivative financial instruments according to the type of hedge in which they are designated follows: 
 
 June 30, 2026 
 Notional
Amount Average
Maturity
(years) Fair
Value 
 (Dollars in thousands) 
 Fair value hedge designation 
 Pay-fixed interest rate swap agreement - commercial $ 5,031 2.9 $ 214 
 Pay-fixed interest rate swap agreements - securities available for sale 148,895 1.4 6,395 
 Pay-fixed interest rate swap agreements - installment 25,000 0.2 ( 26 ) 
 Pay-fixed interest rate swap agreements - mortgage 
 45,000 1.4 ( 118 ) 
 Interest rate cap agreements - securities available for sale 40,970 1.8 86 
 Total $ 264,896 1.3 $ 6,551 
 
 Cash flow hedge designation 
 
 Interest rate floor agreements - commercial 
 $ 500,000 2.2 $ 3,207 
 Interest rate cap agreements - short-term funding liabilities 
 50,000 1.6 157 
 Total 550,000 2.1 3,364 
 
 No hedge designation 
 Rate-lock mortgage loan commitments $ 29,143 0.1 $ 302 
 Mandatory commitments to sell mortgage loans 40,208 0.1 ( 6 ) 
 Pay-fixed interest rate swap agreements - commercial 724,584 4.6 5,994 
 Pay-variable interest rate swap agreements - commercial 724,584 4.6 ( 5,994 ) 
 Total $ 1,518,519 4.3 $ 296 

 34 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 December 31, 2025 
 Notional
Amount Average
Maturity
(years) Fair
Value 
 (Dollars in thousands) 
 Fair value hedge designation 
 Pay-fixed interest rate swap agreement - commercial $ 5,242 3.4 $ 175 
 Pay-fixed interest rate swap agreements - securities available for sale 148,895 1.8 6,923 
 Pay-fixed interest rate swap agreements - installment 100,000 1.4 ( 824 ) 
 Pay-fixed interest rate swap agreements - mortgage 
 117,000 1.7 ( 1,186 ) 
 Interest rate cap agreements - securities available for sale 40,970 2.3 32 
 Total $ 412,107 1.8 $ 5,120 
 
 Cash flow hedge designation 
 
 Interest rate floor agreements - commercial 
 $ 450,000 1.8 $ 4,669 
 Interest rate cap agreements - short-term funding liabilities 
 50,000 2.1 46 
 Total 500,000 1.8 4,715 
 
 No hedge designation 
 Rate-lock mortgage loan commitments 17,180 0.1 230 
 Mandatory commitments to sell mortgage loans 24,909 0.1 ( 32 ) 
 Pay-fixed interest rate swap agreements - commercial 683,715 4.5 ( 3,345 ) 
 Pay-variable interest rate swap agreements - commercial 683,715 4.5 3,345 
 Total $ 1,409,519 4.4 $ 198 

 
 
 We have established management objectives and strategies that include interest-rate risk parameters for maximum fluctuations in net interest income and market value of portfolio equity. We monitor our interest rate risk position via simulation modeling reports. The goal of our asset/liability management efforts is to maintain profitable financial leverage within established risk parameters. 
 
 
 We have entered into pay-fixed interest rate swaps and caps to protect a portion of the fair value of a certain fixed rate commercial loan and certain mortgage and installment loans (‘‘Fair Value Hedge – Portfolio Loans’’). As a result, changes in the fair values of the pay-fixed interest rate swaps and caps are expected to offset changes in the fair values of the fixed rate portfolio loans due to fluctuations in interest rates. We record the fair values of Fair Value Hedge – Portfolio Loans in accrued income and other assets and accrued expenses and other liabilities on our interim Condensed Consolidated Statements of Financial Condition. The hedged items (a fixed rate commercial loan and certain fixed rate mortgage and installment loans) are also recorded at fair value which offsets the adjustment to the Fair Value Hedge – Portfolio Loans. On an ongoing basis, we adjust our interim Condensed Consolidated Statements of Financial Condition to reflect the then current fair values of both the Fair Value Hedge – Portfolio Loans and the hedged items. The related gains or losses are reported in interest income – interest and fees on loans in our interim Condensed Consolidated Statements of Operations. During the second quarter of 2026 we terminated $ 50.0 million of Fair Value Hedges - Portfolio Loans. During the first quarter of 2026 we terminated $ 87.0 million of Fair Value Hedges - Portfolio Loans. The remaining unrealized losses on these terminated fair value hedges of $ 0.33 million as of June 30, 2026 are being amortized into earnings over their original life ranging from November, 2026 to June, 2027. During the second quarter of 2023 we terminated an interest rate cap accounted for as a fair value hedge that was previously hedging certain installment loans. The remaining unrealized gain on this terminated interest cap of $ 0.10 million as of June 30, 2026 is being amortized into earnings over the original life of the interest rate cap which was February, 2030. 
 
 
 We have entered into pay-fixed interest rate swap and interest rate cap agreements to protect a portion of the fair value of certain securities available for sale (‘‘Fair Value Hedge – AFS Securities’’). As a result, the change in the fair value of the pay-fixed interest rate swap and interest rate cap agreements is expected to offset a portion of the change in the fair value of 
 35 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 the fixed rate securities available for sale due to fluctuations in interest rates. We record the fair value of Fair Value Hedge – AFS Securities in accrued income and other assets and accrued expenses and other liabilities on our interim Condensed Consolidated Statements of Financial Condition. The hedged items (fixed rate securities available for sale) are also recorded at fair value which offsets the adjustment to the Fair Value Hedge – AFS Securities. On an ongoing basis, we adjust our interim Condensed Consolidated Statements of Financial Condition to reflect the then current fair value of both the Fair Value Hedge – AFS Securities and the hedged item. The related gains or losses are reported in interest income – interest on securities – tax-exempt in our interim Condensed Consolidated Statements of Operations. 
 
 
 We have entered into interest rate floor agreements to manage the variability in future expected cash flows of certain commercial loans (‘‘Cash Flow Hedge – Portfolio Loans’’). We record the fair value of Cash Flow Hedge – Portfolio Loans in accrued income and other assets and accrued expenses and other liabilities on our interim Condensed Consolidated Statements of Financial Condition. The changes in the fair value of Cash Flow Hedge - Portfolio Loans are recorded in accumulated other comprehensive loss and are reclassified into the line item in our interim Condensed Consolidated Statements of Operations in which the hedged items are recorded in the same period the hedged items affect earnings. 
 We have entered into an interest rate cap agreement to manage the variability in future expected cash flows of certain short-term funding liabilities (‘‘Cash Flow Hedge – Short-term Funding Liabilities’’). We record the fair value of Cash Flow Hedge – Short-term Funding Liabilities in accrued income and other assets and accrued expenses and other liabilities on our interim Condensed Consolidated Statements of Financial Condition. The changes in the fair value of Cash Flow Hedge - Short-term Funding Liabilities are recorded in accumulated other comprehensive loss and are reclassified into the line item in our interim Condensed Consolidated Statements of Operations in which the hedged items are recorded in the same period the hedged items affect earnings. 
 
 
 For Cash Flow Hedges, it is anticipated that as of June 30, 2026, $ 2.6 million will be reclassified from accumulated other comprehensive loss as a reduction to earnings over the next twelve months. The maximum term of any Cash Flow Hedge at June 30, 2026 is 4.4 years. 
 Certain derivative financial instruments have not been designated as hedges. The fair value of these derivative financial instruments has been recorded on our interim Condensed Consolidated Statements of Financial Condition and is adjusted on an ongoing basis to reflect their then current fair value. The changes in fair value of derivative financial instruments not designated as hedges are recognized in earnings. 
 In the ordinary course of business, we enter into rate-lock mortgage loan commitments with customers (“Rate-Lock Commitments”). These commitments expose us to interest rate risk. We also enter into mandatory commitments to sell mortgage loans (“Mandatory Commitments”) to reduce the impact of price fluctuations of mortgage loans held for sale and Rate-Lock Commitments. Mandatory Commitments help protect our loan sale profit margin from fluctuations in interest rates. The changes in the fair value of Rate-Lock Commitments and Mandatory Commitments are recognized currently as part of net gains on mortgage loans in our interim Condensed Consolidated Statements of Operations. We obtain market prices on Mandatory Commitments and Rate-Lock Commitments. Net gains on mortgage loans, as well as net income may be more volatile as a result of these derivative instruments, which are not designated as hedges. 
 We have a program that allows commercial loan customers to lock in a fixed rate for a longer period of time than we would normally offer for interest rate risk reasons. We will enter into a variable rate commercial loan and an interest rate swap agreement with a customer and then enter into an offsetting interest rate swap agreement with an unrelated party. The interest rate swap agreement fair values will generally move in opposite directions resulting in little or no net impact on our interim Condensed Consolidated Statements of Operations. All of the interest rate swap agreements - commercial with no hedge designation in the tables above relate to this program. 
 
 
 36 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The following tables illustrate the impact that the derivative financial instruments discussed above have on individual line items in the interim Condensed Consolidated Statements of Financial Condition for the periods presented: 
 Fair Values of Derivative Instruments 
 
 Asset Derivatives Liability Derivatives 
 June 30,
2026 December 31,
2025 June 30,
2026 December 31,
2025 
 Balance
Sheet
Location Fair
Value Balance
Sheet
Location Fair
Value Balance
Sheet
Location Fair
Value Balance
Sheet
Location Fair
Value 
 (In thousands) 
 Derivatives designated as hedging instruments 
 Pay-fixed interest rate swap agreements Other assets $ 6,613 Other assets $ 7,114 Other liabilities $ 148 Other liabilities $ 2,026 
 Interest rate cap agreements Other assets 243 Other assets 78 Other liabilities — Other liabilities — 
 Interest rate floor agreements 
 Other assets 3,207 Other assets 4,669 Other liabilities — Other liabilities — 
 10,063 11,861 148 2,026 
 Derivatives not designated as hedging instruments 
 Rate-lock mortgage loan commitments Other assets 302 Other assets 230 Other liabilities — Other liabilities — 
 Mandatory commitments to sell mortgage loans Other assets — Other assets — Other liabilities 6 Other liabilities 32 
 Pay-fixed interest rate swap agreements - commercial Other assets 9,634 Other assets 7,074 Other liabilities 3,640 Other liabilities 10,419 
 Pay-variable interest rate swap agreements - commercial Other assets 3,640 Other assets 10,419 Other liabilities 9,634 Other liabilities 7,074 
 13,576 17,723 13,280 17,525 
 Total derivatives $ 23,639 $ 29,584 $ 13,428 $ 19,551 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 37 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The effect of derivative financial instruments on the interim Condensed Consolidated Statements of Operations follows: 
 
 Gain (Loss) Recognized in Other
Comprehensive Income (Loss) (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) 
 Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Gain (Loss)
Recognized
in Income 
 Three Month
Periods Ended
June 30, Three Month
Periods Ended
June 30, Location of
Gain (Loss)
Recognized
in Income Three Month
Periods Ended
June 30, 
 2026 2025 2026 2025 2026 2025 
 (In thousands) 
 Fair Value Hedges 
 Pay-fixed interest rate swap agreement - commercial 
 Interest and fees on loans $ 24 $ ( 62 ) 
 Pay-fixed interest rate swap agreements - securities available for sale 
 Interest on securities 
 ( 357 ) ( 1,797 ) 
 Pay-fixed interest rate swap agreements - Installment 
 Interest and fees on loans 111 ( 297 ) 
 Pay-fixed interest rate swap agreements - Mortgage 
 Interest and fees on loans 418 ( 499 ) 
 
 Interest rate cap agreements - securities available for sale $ ( 4 ) $ ( 85 ) Interest on securities 
 $ ( 54 ) $ ( 63 ) Interest on securities 
 — — 
 
 Total $ ( 4 ) $ ( 85 ) $ ( 54 ) $ ( 63 ) $ 196 $ ( 2,655 ) 
 
 Cash Flow Hedges 
 
 Interest rate floor agreements - commercial 
 $ ( 2,026 ) $ 385 Interest and fees on loans $ ( 387 ) $ ( 444 ) Interest and fees on loans $ ( 387 ) $ ( 444 ) 
 Interest rate cap agreements - short-term funding liabilities 
 16 ( 69 ) Interest expense 
 ( 23 ) ( 2 ) Interest expense 
 ( 23 ) ( 2 ) 
 Total 
 $ ( 2,010 ) $ 316 $ ( 410 ) $ ( 446 ) $ ( 410 ) $ ( 446 ) 
 
 No hedge designation 
 Rate-lock mortgage loan commitments Net gains on mortgage loans $ 136 $ 3 
 Mandatory commitments to sell mortgage loans Net gains on mortgage loans ( 149 ) ( 101 ) 
 Pay-fixed interest rate swap agreements - commercial Interest and fees on loans 5,811 ( 5,593 ) 
 Pay-variable interest rate swap agreements - commercial Interest and fees on loans ( 5,811 ) 5,593 
 Total $ ( 13 ) $ ( 98 ) 

 38 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Gain (Loss) Recognized in Other 
 Comprehensive Income (Loss) (Effective Portion) 
 Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) 
 Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective Portion) Gain (Loss)
Recognized
in Income 
 Six Month
Periods Ended
June 30, Six Month
Periods Ended
June 30, Location of
Gain (Loss)
Recognized
in Income Six Month
Periods Ended
June 30, 
 2026 2025 2026 2025 2026 2025 
 (In thousands) 
 Fair Value Hedges 
 Pay-fixed interest rate swap agreement - commercial 
 Interest and fees on loans $ 39 $ ( 147 ) 
 Pay-fixed interest rate swap agreements - securities available for sale 
 Interest on securities 
 ( 528 ) ( 4,172 ) 
 Pay-fixed interest rate swap agreements - installment 
 Interest and fees on loans 798 ( 979 ) 
 Pay-fixed interest rate swap agreements - mortgage 
 Interest and fees on loans 1,068 ( 1,464 ) 
 Interest rate cap agreements - securities available for sale $ 54 $ ( 240 ) Interest on securities 
 $ ( 108 ) $ ( 117 ) Interest on securities 
 — — 
 Total $ 54 $ ( 240 ) $ ( 108 ) $ ( 117 ) $ 1,377 $ ( 6,762 ) 
 
 Cash Flow Hedges 
 
 Interest rate floor agreements - commercial 
 $ ( 2,948 ) $ 1,137 Interest and fees on loans $ ( 563 ) $ ( 812 ) Interest and fees on loans $ ( 563 ) $ ( 812 ) 
 Interest rate cap agreements - short-term funding liabilities 
 111 ( 200 ) Interest expense 
 ( 46 ) ( 4 ) Interest expense 
 ( 46 ) ( 4 ) 
 Total 
 $ ( 2,837 ) $ 937 $ ( 609 ) $ ( 816 ) $ ( 609 ) $ ( 816 ) 
 
 No hedge designation 
 Rate-lock mortgage loan commitments Net gains on mortgage loans $ 72 $ 271 
 Mandatory commitments to sell mortgage loans Net gains on mortgage loans 26 ( 194 ) 
 Pay-fixed interest rate swap agreements - commercial Interest and fees on loans 9,339 ( 14,868 ) 
 Pay-variable interest rate swap agreements - commercial Interest and fees on loans ( 9,339 ) 14,868 
 Total $ 98 $ 77 

 
 
 
 
 39 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 7. Goodwill and Other Intangibles 
 The following table summarizes intangible assets, net of amortization: 
 
 June 30, 2026 December 31, 2025 
 Gross
Carrying
Amount Accumulated
Amortization Gross
Carrying
Amount Accumulated
Amortization 
 (In thousands) 
 
 Amortized intangible assets - core deposits $ 11,916 $ 11,145 $ 11,916 $ 10,915 
 Unamortized intangible assets - goodwill $ 28,300 $ 28,300 

 Goodwill is assessed for impairment on an annual basis as of December 31, or more frequently if events occur or circumstances change that indicate an impairment may exist. When assessing goodwill for impairment, first, a qualitative assessment is made to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its estimated carrying value. If the results of the qualitative assessment are not conclusive, a quantitative goodwill test is performed. For the six months ended June 30, 2026 and 2025 no event occurred that indicated an impairment of goodwill may exist. 
 A summary of estimated core deposits intangible amortization at June 30, 2026 follows: 
 
 (In thousands) 
 
 Six months ending December 31, 2026 230 
 2027 434 
 2028 107 
 Total $ 771 

 
 8. Share Based Compensation 
 We maintain share based payment plans that include a non-employee director stock purchase plan and a long-term incentive plan that permits the issuance of share based compensation, including stock options and non-vested share awards. Th e long-term incentive plan, which is shareholder approved, permits the grant of additional share based awards for up to 0.2 million shares of common stock as of June 30, 2026. The non-employee director stock purchase plan permits the issuance of additional share based payments for up to 0.04 million shares of common stock as of June 30, 2026. Share based awards and payments are measured at fair value at the date of gra nt and are expensed over the requisite service period. Common shares issued upon exercise of stock options come from currently authorized but unissued shares. 
 A summary of restricted stock and performance stock units (“PSU”) granted pursuant to our long-term incentive plan follows: 
 
 Three Months Ended
June 30, Six Months Ended
June 30, 
 2026 2025 2026 2025 
 
 Restricted stock 3,348 1,000 66,805 53,019 
 PSU — — 16,859 16,364 

 The shares of restricted stock and PSUs shown in the above table cliff vest after a period of three years . The performance criteria of the PSUs is split evenly between a comparison of (i) our total shareholder return and (ii) our return on average assets each over the three year period starting on the grant date to these same criteria over that period to an index of our banking peers. 
 40 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Our directors may elect to receive all or a portion of their cash retainer fees in the form of common stock (either on a current basis or on a deferred basis) pursuant to the non-employee director stock purchase plan referenced above. Shares equal in value to that portion of each director’s fees that he or she has elected to receive in stock on a current basis are issued each quarter and vest imm ediately. Shares issued on a deferred basis are credited at the rate of 90 % of the current fair value of our common stock and vest immediately. During the six month periods ended June 30, 2026 and 2025 we issued 0.003 million and 0.004 million shares, respectively and expensed their value during those same periods. 
 Total compensation expense recognized for grants pursuant to our long-term incentive plan was $ 0.6 million and $ 1.3 million during the three and six month periods ended June 30, 2026, respectively, and was $ 0.6 million and $ 1.3 million during the same periods in 2025, respectively. The corresponding tax benefit relating to this expense was $ 0.1 million and $ 0.3 million for the three and six month periods ended June 30, 2026, respectively and $ 0.1 million and $ 0.3 million for the same periods in 2025. Total expense recognized for non-employee director share based payments was $ 0.06 million and $ 0.11 million during the three and six month periods ended June 30, 2026, respectively, and was $ 0.07 million and $ 0.13 million during the same periods in 2025, respectively. The corresponding tax benefit relating to this expense was $ 0.01 million and $ 0.02 million for the three and six month periods ended June 30, 2026, respectively and $ 0.01 million and $ 0.03 million during the same periods in 2025. 
 A summary of outstanding non-vested stock and related transactions follows: 
 
 Number
of Shares Weighted-
Average
Grant Date
Fair Value 
 Outstanding at January 1, 2026 250,213 $ 27.70 
 Granted 83,664 37.15 
 Vested ( 90,211 ) 23.80 
 Forfeited ( 6,274 ) 33.15 
 Outstanding at June 30, 2026 237,392 $ 32.58 

 At June 30, 2026, the total expected compensation cost related to non-vested restricted stock and PSUs not yet recognized was $ 4.5 million. The weighted-average period over which this amount will be recognized is 2.2 years years. 
 A summary of outstanding stock option grants and related transactions follows: 
 
 Number of
Shares Average
Exercise
Price Weighted-
Average
Remaining
Contractual
Term (Years) Aggregated
Intrinsic
Value 
 (In thousands) 
 Outstanding at January 1, 2026 2,790 $ 13.43 
 Granted — 
 Exercised ( 2,790 ) 13.43 
 Forfeited — 
 Expired — 
 Outstanding at June 30, 2026 0 $ — 0 $ — 
 
 Vested and expected to vest at June 30, 2026 0 $ — 0 $ — 
 Exercisable at June 30, 2026 0 $ — 0 $ — 

 41 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 Certain information regarding options exercised during the periods follows: 
 
 Three Months Ended
June 30, Six Months Ended
June 30, 
 2026 2025 2026 2025 
 (In thousands) (In thousands) 
 Intrinsic value $ — $ — $ 55 $ 64 
 Cash proceeds received $ — $ — $ — $ — 
 Tax benefit realized $ — $ — $ 12 $ 13 

 
 9. Income Tax 
 Income tax expense was $ 3.9 million and $ 3.8 million during the three month periods ended June 30, 2026 and 2025, respectively and $ 7.3 million and $ 7.3 million during the six months ended June 30, 2026 and 2025, respectively. Our actual federal income tax expense is different than the amount computed by applying our statutory income tax rate to our income before income tax primarily due to tax-exempt interest income and tax-exempt income from the increase in the cash surrender value on life insurance. In addition, the three and six month periods ending June 30, 2026 and 2025 include reductions of $ 0.13 million and $ 0.01 million, respectively, of income tax expense related to the impact of the excess value of stock awards that vested and stock options that were exercised as compared to the initial fair values that were expensed. 
 We assess whether a valuation allowance should be established against our deferred tax assets based on the consideration of all available evidence using a “more likely than not” standard. The ultimate realization of this asset is primarily based on generating future income. We concluded at June 30, 2026, June 30, 2025 and December 31, 2025 that the realization of substantially all of our deferred tax assets continues to be more likely than not. 
 At both June 30, 2026 and December 31, 2025, we had approximately $ 0.2 million, respectively, of gross unrecognized tax benefits. We do not expect the total amount of unrecognized tax benefits to significantly increase or decrease during the remainder of 2026. 
 
 10. Regulatory Matters 
 Capital guidelines adopted by federal and state regulatory agencies and restrictions imposed by law limit the amount of cash dividends our Bank can pay to us. Under these guidelines, the amount of dividends that may be paid in any calendar year is limited to the Bank’s current year net profits, combined with the retained net profits of the preceding two years. Further, the Bank cannot pay a dividend at any time that it has negative undivided profits. As of June 30, 2026, the Bank had positive undivided profits of $ 246.3 million. It is not our intent to have dividends paid in amounts that would reduce the capital of our Bank to levels below those which we consider prudent or that would not be in accordance with guidelines of regulatory authorities. 
 We are also subject to various regulatory capital requirements. The prompt corrective action regulations establish quantitative measures to ensure capital adequacy and require minimum amounts and ratios of total, Tier 1, and common equity Tier 1 capital to risk-weighted assets and Tier 1 capital to average assets. Failure to meet minimum capital requirements can result in certain mandatory, and possibly discretionary, actions by regulators that could have a material effect on our interim condensed consolidated financial statements. In addition, capital adequacy rules include a common equity Tier 1 capital conservation buffer of 2.5 % of risk-weighted assets that applies to all supervised financial institutions. To avoid limits on capital distributions and certain discretionary bonus payments we must meet the minimum ratio for adequately capitalized institutions plus the buffer. Under capital adequacy guidelines, we must meet specific capital requirements that involve quantitative measures as well as qualitative judgments by the regulators. The most recent regulatory filings as of June 30, 2026 and December 31, 2025, categorized our Bank as well capitalized and exceeding the minimum ratio for adequately capitalized institutions plus the capital conservation buffer. Management is not aware of any conditions or events that would have changed the most recent Federal Deposit Insurance Corporation (“FDIC”) categorization. 
 42 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Our actual capital amounts and ratios follow (1): 
 
 Actual Minimum for
Adequately Capitalized
Institutions Minimum for
Well-Capitalized
Institutions 
 Amount Ratio Amount Ratio Amount Ratio 
 (Dollars in thousands) 
 June 30, 2026 
 Total capital to risk-weighted assets 
 Consolidated $ 647,481 13.77 % $ 376,106 8.00 % NA NA 
 Independent Bank 596,228 12.70 375,481 8.00 $ 469,351 10.00 % 
 
 Tier 1 capital to risk-weighted assets 
 Consolidated $ 588,559 12.52 % $ 282,080 6.00 % NA NA 
 Independent Bank 537,402 11.45 281,611 6.00 $ 375,481 8.00 % 
 
 Common equity tier 1 capital to risk-weighted assets 
 Consolidated $ 549,885 11.70 % $ 211,560 4.50 % NA NA 
 Independent Bank 537,402 11.45 211,208 4.50 $ 305,078 6.50 % 
 
 Tier 1 capital to average assets 
 Consolidated $ 588,559 10.58 % $ 222,506 4.00 % NA NA 
 Independent Bank 537,402 9.67 222,254 4.00 $ 277,817 5.00 % 
 
 December 31, 2025 
 Total capital to risk-weighted assets 
 Consolidated $ 621,506 13.59 % $ 365,958 8.00 % NA NA 
 Independent Bank 570,750 12.49 365,463 8.00 $ 456,829 10.00 % 
 
 Tier 1 capital to risk-weighted assets 
 Consolidated $ 564,180 12.33 % $ 274,468 6.00 % NA NA 
 Independent Bank 513,500 11.24 274,098 6.00 $ 365,463 8.00 % 
 
 Common equity tier 1 capital to risk-weighted assets 
 Consolidated $ 525,540 11.49 % $ 205,851 4.50 % NA NA 
 Independent Bank 513,500 11.24 205,573 4.50 $ 296,939 6.50 % 
 
 Tier 1 capital to average assets 
 Consolidated $ 564,180 10.27 % $ 219,663 4.00 % NA NA 
 Independent Bank 513,500 9.36 219,422 4.00 $ 274,278 5.00 % 

 _______________________________________ 
 
 (1) These ratios do not reflect a capital conservation buffer of 2.50 % at June 30, 2026 and December 31, 2025. 
 

 NA - Not applicable 
 43 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The components of our regulatory capital are as follows: 
 
 Consolidated Independent Bank 
 June 30,
2026 December 31,
2025 June 30,
2026 December 31,
2025 
 (In thousands) 
 Total shareholders' equity $ 528,413 $ 502,951 $ 515,930 $ 490,911 
 Add (deduct) 
 Accumulated other comprehensive loss for regulatory purposes 
 50,543 51,890 50,543 51,890 
 Goodwill and other intangibles ( 29,071 ) ( 29,301 ) ( 29,071 ) ( 29,301 ) 
 Common equity tier 1 capital 549,885 525,540 537,402 513,500 
 Qualifying trust preferred securities 38,674 38,640 — — 
 Tier 1 capital 588,559 564,180 537,402 513,500 
 Allowance for credit losses and allowance for unfunded lending commitments limited to 1.25% of total risk-weighted assets 
 58,922 57,326 58,826 57,250 
 Total risk-based capital $ 647,481 $ 621,506 $ 596,228 $ 570,750 

 
 
 
 11. Fair Value Disclosures 
 FASB ASC topic 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC topic 820 also establishes 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: 
 Level 1: Valuation is based upon quoted prices for identical instruments traded in active markets. Level 1 instruments include securities traded on active exchange markets, such as the New York Stock Exchange, as well as U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets. 
 Level 2: Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Level 2 instruments include securities traded in less active dealer or broker markets. 
 Level 3: Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques. 
 We used the following methods and significant assumptions to estimate fair value: 
 Securities : W here quoted market prices are available in an active market, securities are classified as Level 1 of the valuation hierarchy. Level 1 securities include equity securities at fair value at June 30, 2026. If quoted market prices are not available for the specific security, then fair values are estimated by (1) using quoted market prices of securities with similar characteristics, (2) matrix pricing, which is a mathematical technique used widely in the industry to value securities without relying exclusively on quoted prices for specific securities but rather by relying on the securities’ relationship to other benchmark quoted prices, or (3) a discounted cash flow analysis whose significant fair value inputs can generally be verified and do not typically involve judgment by management. These securities are classified as Level 2 of the valuation hierarchy and primarily include agency securities, private label mortgage-backed securities, other asset backed securities, obligations of states and political subdivisions, trust preferred securities and corporate securities. 
 44 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Loans held for sale : The fair value of loans held for sale, carried at fair value is based on agency cash window loan pricing for comparable assets (recurring Level 2). 
 Collateral dependent loans with specific loss allocations based on collateral value : From time to time, certain collateral dependent loans will have an ACL established based on the fair value of collateral securing the loan. When the fair value of the collateral is based on an appraised value we record the collateral dependent loan as nonrecurring Level 3. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments can be significant and thus will typically result in a Level 3 classification of the inputs for determining fair value. 
 Other real estate : At the time of acquisition, other real estate is recorded at fair value, less estimated costs to sell, which becomes the property’s new basis. Subsequent write-downs to reflect declines in value since the time of acquisition may occur from time to time and are recorded in non-interest expense - other in the interim Condensed Consolidated Statements of Operations. The fair value of the property used at and subsequent to the time of acquisition is typically determined by a third party appraisal of the property. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments can be significant and typically result in a Level 3 classification of the inputs for determining fair value. 
 Appraisals for both collateral-dependent loans and other real estate are performed by certified general appraisers (for commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by us. Once received, an independent third party, or a member of our Collateral Evaluation Department (for commercial properties), or a member of our Special Assets Group (for residential properties) reviews the assumptions and approaches utilized in the appraisal as well as the overall resulting fair value in comparison with independent data sources such as recent market data or industry-wide statistics. We compare the actual selling price of collateral that has been sold to the most recent appraised value of our properties to determine what additional adjustment, if any, should be made to the appraisal value to arrive at fair value. For commercial and residential properties we typically discount an appraisal to account for various factors that the appraisal excludes in its assumptions. 
 Capitalized mortgage loan servicing rights : The fair value of capitalized mortgage loan servicing rights is based on a valuation model used by an independent third party that calculates the present value of estimated net servicing income. The valuation model incorporates assumptions that market participants would use in estimating future net servicing income. Certain model assumptions are generally unobservable and are based upon the best information available including data relating to our own servicing portfolio, reviews of mortgage servicing assumption and valuation surveys and input from various mortgage servicers and, therefore, are recorded as Level 3. Management evaluates the third party valuation for reasonableness each quarter as part of our financial reporting control processes. 
 Derivatives : The fair value of rate-lock mortgage loan commitments is based on agency cash window loan pricing for comparable assets and the fair value of mandatory commitments to sell mortgage loans is based on mortgage-backed security pricing for comparable assets (recurring Level 2). The fair value of interest rate swap, interest rate cap and interest rate floor agreements are derived from proprietary models which utilize current market data. The significant fair value inputs can generally be observed in the market place and do not typically involve judgment by management (recurring Level 2). 
 45 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Assets and liabilities measured at fair value, including financial assets for which we have elected the fair value option, were as follows: 
 
 Fair Value Measurements Using 
 Fair Value
Measure-
ments Quoted
Prices
in Active
Markets
for
Identical
Assets
(Level 1) Significant
Other
Observable
Inputs
(Level 2) Significant
Un-
observable
Inputs
(Level 3) 
 (In thousands) 
 June 30, 2026: 
 Measured at Fair Value on a Recurring Basis 
 Assets 
 Equity securities at fair value $ 1,088 $ 1,088 $ — $ — 
 Securities available for sale 
 U.S. agency 6,812 — 6,812 — 
 U.S. agency residential mortgage-backed 86,650 — 86,650 — 
 U.S. agency commercial mortgage-backed 6,746 — 6,746 — 
 Private label mortgage-backed 32,134 — 32,134 — 
 Other asset backed 45,362 — 45,362 — 
 Obligations of states and political subdivisions 278,832 — 278,832 — 
 Corporate 36,428 — 36,428 — 
 Trust preferred 988 — 988 — 
 Loans held for sale 
 16,824 — 16,824 — 
 Capitalized mortgage loan servicing rights 33,949 — — 33,949 
 Derivatives (1) 23,639 — 23,639 — 
 Liabilities 
 Derivatives (2) 13,428 — 13,428 — 
 
 Measured at Fair Value on a Non-recurring Basis: 
 Assets 
 Collateral dependent loans (3) 
 Commercial 
 Commercial and industrial 6,123 — — 6,123 
 Commercial real estate 9,641 — — 9,641 
 Mortgage 
 1-4 family owner occupied - non-jumbo 369 — — 369 
 1-4 family non-owner occupied 19 — — 19 
 1-4 family - 2nd lien 368 — — 368 
 
 Installment 
 Boat lending 9 — — 9 
 Recreational vehicle lending 104 — — 104 
 Other 52 — — 52 
 
 

 ________________________________ 
 (1) Included in accrued income and other assets 
 (2) Included in accrued expenses and other liabilities 
 (3) Only includes individually evaluated loans with specific allocations of the ACL based on collateral value. 
 46 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Fair Value Measurements Using 
 Fair Value
Measure-
ments Quoted
Prices
in Active
Markets
for
Identical
Assets
(Level 1) Significant
Other
Observable
Inputs
(Level 2) Significant
Un-
observable
Inputs
(Level 3) 
 (In thousands) 
 December 31, 2025: 
 Measured at Fair Value on a Recurring Basis 
 Assets 
 Securities available for sale 
 U.S. agency $ 7,917 $ — $ 7,917 $ — 
 U.S. agency residential mortgage-backed 81,065 — 81,065 — 
 U.S. agency commercial mortgage-backed 7,186 — 7,186 — 
 Private label mortgage-backed 40,506 — 40,506 — 
 Other asset backed 30,185 — 30,185 — 
 Obligations of states and political subdivisions 280,402 — 280,402 — 
 Corporate 47,661 — 47,661 — 
 Trust preferred 987 — 987 — 
 Loans held for sale 
 9,031 — 9,031 — 
 Capitalized mortgage loan servicing rights 31,493 — — 31,493 
 Derivatives (1) 29,584 — 29,584 — 
 Liabilities 
 Derivatives (2) 19,551 — 19,551 — 
 
 Measured at Fair Value on a Non-recurring Basis: 
 Assets 
 
 Collateral dependent loans (3) 
 Commercial 
 Commercial and industrial 7,361 — — 7,361 
 Commercial real estate 10,123 — — 10,123 
 Mortgage 
 1-4 family owner occupied - non-jumbo 432 — — 432 
 1-4 family non-owner occupied 14 — — 14 
 1-4 family - 2nd lien 238 — — 238 
 Resort lending 37 — — 37 
 Installment 
 Boat lending 150 — — 150 
 Recreational vehicle lending 153 — — 153 
 Other 70 — — 70 

 _________________________________ 
 (1) Included in accrued income and other assets 
 (2) Included in accrued expenses and other liabilities 
 (3) Only includes individually evaluated loans with specific allocations of the ACL based on collateral value. 
 47 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Changes in fair values for financial assets which we have elected the fair value option for the periods presented were as follows: 
 
 Changes in Fair Values for the Six
Month Periods Ended June 30 for
items Measured at Fair Value Pursuant
to Election of the Fair Value Option 
 Net Gains (losses) 
 on Assets 
 Mortgage
Loan
Servicing, net Total
Change
in Fair
Values
Included
in Current
Period
Earnings 
 Mortgage
Loans 
 (In thousands) 
 2026 
 Loans held for sale $ 74 $ — $ 74 
 Capitalized mortgage loan servicing rights — 845 845 
 
 2025 
 Loans held for sale 120 — 120 
 Capitalized mortgage loan servicing rights — ( 3,505 ) ( 3,505 ) 

 For those items measured at fair value pursuant to our election of the fair value option, interest income is recorded within the interim Condensed Consolidated Statements of Operations based on the contractual amount of interest income earned on these financial assets . 
 The following represent impairment charges recognized during the three and six month periods ended June 30, 2026 and 2025 relating to assets measured at fair value on a non-recurring basis: 
 • Loans that are individually evaluated using the fair value of collateral for collateral dependent loans had a carrying amount of $ 16.7 million, which is net of a valuation allowance of $ 9.3 million at June 30, 2026, and had a carrying amount of $ 18.6 million, which is net of a valuation allowance of $ 6.8 million at December 31, 2025. The provision for credit losses included in our results of operations relating to collateral dependent loans was a net expense of $ 3.4 million and $ 1.1 million for the three month periods ending June 30, 2026 and 2025, respectively, and a net expense of $ 3.9 million and $ 2.3 million for the six month periods ending June 30, 2026 and 2025, respectively. 
 48 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 A reconciliation for all assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) follows: 
 
 Capitalized Mortgage Loan Servicing Rights 
 Three Months Ended
June 30, Six Months Ended
June 30, 
 2026 2025 2026 2025 
 (In thousands) (In thousands) 
 Beginning balance $ 32,233 $ 32,171 $ 31,493 $ 46,796 
 Total gains (losses) realized and unrealized: 
 Included in results of operations 835 ( 1,081 ) 845 ( 3,505 ) 
 Included in results of operations - gain on sale(1) 
 — ( 78 ) — ( 172 ) 
 Included in other comprehensive loss — — — — 
 Purchases, issuances, settlements, maturities and calls 881 963 1,611 1,818 
 Sales(1) 
 — 78 — ( 12,884 ) 
 Transfers in and/or out of Level 3 — — — — 
 Ending balance $ 33,949 $ 32,053 $ 33,949 $ 32,053 
 
 Amount of total gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at June 30 $ 835 $ ( 1,081 ) $ 845 $ ( 3,505 ) 

 (1) On January 31, 2025 we sold $ 931.6 million of mortgage loan servicing rights ( 26.3 % of total servicing portfolio) and transferred the servicing on March 3, 2025. This sale represented approximately $ 13.1 million ( 27.9 %) of the total capitalized mortgage loan servicing right asset. Transaction expenses relating to this sale were approximately $ 0.2 million and were expensed in 2025. 
 The fair value of our capitalized mortgage loan servicing rights has been determined based on a valuation model used by an independent third party as discussed above. The significant unobservable inputs used in the fair value measurement of the capitalized mortgage loan servicing rights are discount rate, cost to service, ancillary income, float rate and prepayment rate. Significant changes in all five of these assumptions in isolation would result in significant changes to the value of our capitalized mortgage loan servicing rights. Quantitative information about our Level 3 fair value measurements measured on a recurring basis follows: 
 
 Asset
Fair
Value Valuation
Technique Unobservable
Inputs Range Weighted
Average 
 (In thousands) 
 June 30, 2026 
 Capitalized mortgage loan servicing rights $ 33,949 Present value of net servicing revenue Discount rate 9.00 % to 14.30 % 
 9.52 % 
 Cost to service $ 70 to $ 216 
 $ 79 
 Ancillary income 19 to 30 
 20 
 Float rate 4.22 % 4.22 % 
 Prepayment rate 5.42 % to 47.21 % 
 8.64 % 
 December 31, 2025 
 Capitalized mortgage loan servicing rights $ 31,493 Present value of net servicing revenue Discount rate 9.50 % to 18.65 % 
 9.94 % 
 Cost to service $ 69 to $ 817 
 $ 80 
 Ancillary income 20 to 30 
 20 
 Float rate 3.75 % 3.75 % 
 Prepayment rate 5.39 % to 39.62 % 
 9.60 % 
 

 Quantitative information about Level 3 fair value measurements measured on a non-recurring basis follows: 
 49 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Asset
Fair
Value Valuation
Technique Unobservable
Inputs Range Weighted
Average 
 (In thousands) 
 June 30, 2026 
 Collateral dependent loans 
 Commercial 
 $ 9,344 (1) 
 Income approach 
 Discount rates used 
 9.3 % to 30.0 % 
 21.6 % 
 Income approach 
 Capitalization rate used 
 8.0 to 8.3 
 8.0 
 Sales comparison approach Adjustment for differences between comparable sales ( 10.0 ) to 25.0 
 3.7 
 5,931 Discounting financial statement and machinery and equipment appraised values 
 Discount rates used 
 — to 100.0 
 55.1 
 489 Sales comparison approach Adjustment for differences between comparable sales 8.0 to 42.0 
 29.8 
 Mortgage and Installment(2) 921 Sales comparison approach Adjustment for differences between comparable sales ( 22.0 ) to 13.5 
 ( 0.3 ) 
 
 December 31, 2025 
 Collateral dependent loans 
 Commercial $ 9,826 (1) 
 Income approach 
 Discount rates used 
 9.0 % to 16.0 % 
 13.5 % 
 Sales comparison approach Adjustment for differences between comparable sales ( 50.0 ) to 15.0 
 ( 0.6 ) 
 7,010 Discounting financial statement and machinery and equipment appraised values 
 Discount rates used 
 40.0 to 65.0 
 47.2 
 648 Sales comparison approach Adjustment for differences between comparable sales ( 18.0 ) to 65.0 
 8.7 
 Mortgage and Installment(2) 1,094 Sales comparison approach Adjustment for differences between comparable sales ( 17.7 ) to 16.9 
 0.2 

 
 (1) We have one commercial loan relationship that is cross collateralized by several properties whose appraisals used different valuation techniques. 
 
 (2) In addition to the valuation techniques and unobservable inputs discussed above, at June 30, 2026 and December 31, 2025 certain collateral dependent installment loans totaling approximately $ 0.17 million and $ 0.37 million, respectively, are secured by collateral other than real estate. For the majority of these loans, we apply internal discount rates to industry valuation guides. 
 

 50 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The following table reflects the difference between the aggregate fair value and the aggregate remaining contractual principal balance outstanding for loans held for sale for which the fair value option has been elected for the periods presented. 
 
 Aggregate
Fair Value Difference Contractual
Principal 
 (In thousands) 
 Loans held for sale 
 June 30, 2026 $ 16,824 $ 201 $ 16,623 
 December 31, 2025 9,031 127 8,904 

 51 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 12. Fair Values of Financial Instruments 
 Most of our assets and liabilities are considered financial instruments. Many of these financial instruments lack an available trading market and it is our general practice and intent to hold the majority of our financial instruments to maturity. Significant estimates and assumptions were used to determine the fair value of financial instruments. These estimates are subjective in nature, involving uncertainties and matters of judgment, and therefore, fair values may not be a precise estimate. Changes in assumptions could significantly affect the estimates. 
 Estimated fair values have been determined using available data and methodologies that are considered suitable for each category of financial instrument. For instruments with adjustable interest rates which reprice frequently and without significant credit risk, it is presumed that estimated fair values approximate the recorded book balances. 
 52 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The estimated recorded book balances and fair values follow: 
 Fair Value Using 
 Recorded
Book
Balance Fair Value Quoted
Prices
in Active
Markets
for
Identical
Assets
(Level 1) Significant
Other
Observable
Inputs
(Level 2) Significant
Un-
observable
Inputs
(Level 3) 
 (In thousands) 
 June 30, 2026 
 Assets 
 Cash and due from banks $ 64,089 $ 64,089 $ 64,089 $ — $ — 
 Interest bearing deposits 101,361 101,361 101,361 — — 
 Equity securities at fair value 1,088 1,088 1,088 — — 
 Securities available for sale 493,952 493,952 — 493,952 — 
 Securities held to maturity 287,574 261,020 — 261,020 — 
 Federal Home Loan Bank and Federal 
 Reserve Bank Stock 18,940 NA NA NA NA 
 Net loans and loans held for sale 4,365,015 4,169,700 — 16,824 4,152,876 
 Accrued interest receivable 19,158 19,158 47 4,921 14,190 
 Derivative financial instruments 23,639 23,639 — 23,639 — 
 
 Liabilities 
 Deposits with no stated maturity (1) $ 4,075,453 $ 4,075,453 $ 4,075,453 $ — $ — 
 Deposits with stated maturity (1) 786,680 784,084 — 784,084 — 
 Other borrowings 127,005 126,646 — 126,646 — 
 
 Subordinated debentures 39,898 40,450 — 40,450 — 
 Accrued interest payable 2,524 2,524 319 2,205 — 
 Derivative financial instruments 13,428 13,428 — 13,428 — 
 
 December 31, 2025 
 Assets 
 Cash and due from banks $ 52,235 $ 52,235 $ 52,235 $ — $ — 
 Interest bearing deposits 86,152 86,152 86,152 — — 
 Securities available for sale 495,909 495,909 — 495,909 — 
 Securities held to maturity 309,523 282,830 — 282,830 — 
 Federal Home Loan Bank and Federal 
 Reserve Bank Stock 18,102 NA NA NA NA 
 Net loans and loans held for sale 4,221,871 4,062,200 — 9,031 4,053,169 
 Accrued interest receivable 19,030 19,030 35 5,043 13,952 
 Derivative financial instruments 29,584 29,584 — 29,584 — 
 
 Liabilities 
 Deposits with no stated maturity (1) $ 3,967,941 $ 3,967,941 $ 3,967,941 $ — $ — 
 Deposits with stated maturity (1) 793,741 791,598 — 791,598 — 
 Other borrowings 77,003 76,680 — 76,680 — 
 
 Subordinated debentures 39,864 39,761 — 39,761 — 
 Accrued interest payable 1,892 1,892 316 1,576 — 
 Derivative financial instruments 19,551 19,551 — 19,551 — 

 
 (1) Deposits with no stated maturity include reciprocal deposits with a recorded book balance of $ 901.098 million and $ 862.697 million at June 30, 2026 and December 31, 2025, respectively. Deposits with a stated maturity include reciprocal deposits with a recorded book balance of $ 123.918 million and $ 112.224 million at June 30, 2026 and December 31, 2025, respectively. 
 

 53 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 The fair values for commitments to extend credit and standby letters of credit are estimated to approximate their aggregate book balance, which is nominal and therefore are not disclosed. 
 Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale the entire holdings of a particular financial instrument. 
 Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business, the value of future earnings attributable to off-balance sheet activities and the value of assets and liabilities that are not considered financial instruments. 
 Fair value estimates for deposit accounts do not include the value of the core deposit intangible asset resulting from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market. 
 54 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 13. Contingencies 
 Macroeconomic and market conditions, including interest-rate volatility, inflationary pressures, recessionary concerns, uncertainty regarding fiscal, trade, regulatory and monetary policy, geopolitical conflicts in the Middle East and elsewhere, volatility in energy and commodity prices, competition for deposits and funding, and conditions affecting customer confidence, continue to create economic uncertainty for our customers, the markets in which we operate and the financial services industry. 
 The extent to which these pressures and other factors may impact our business, results of operations, asset valuations, financial condition, and customers will depend on future developments, which continue to be highly uncertain and difficult to predict. Potential adverse effects may include reduced loan demand, changes in deposit levels or costs, pressure on liquidity and net interest margin, increased borrower delinquencies or defaults, lower collateral values, increased provision for credit losses or allowance for credit losses, and changes in the valuation or recoverability of goodwill, other intangible assets, securities available for sale, securities held to maturity, capitalized mortgage loan servicing rights or deferred tax assets. 
 Management continues to monitor higher-risk segments of the loan portfolio, including commercial real estate and other portfolio concentrations, the value of the securities portfolio, capital, liquidity, deposit trends and other market indicators. 
 Litigation 
 We are involved in various litigation matters in the ordinary course of business, which currently include three putative class action complaints brought against the Bank alleging that its practice of charging overdraft and other fees was not consistent with the disclosures the Bank made to consumers. These lawsuits are similar to lawsuits that have recently been filed against other financial institutions pertaining to overdraft fee disclosures. No class has been certified in any of the putative class action complaints brought against the Bank, and we believe we have valid defenses to each of the claims that have been made. These three actions are being coordinated for pre-trial and other purposes. 
 During the quarter ended June 30, 2026, the Bank reached an agreement in principle to resolve these coordinated actions for $ 1.85 million, subject to the negotiation, execution, and delivery of definitive settlement documentation and preliminary and final approval by the court. There can be no assurance that definitive settlement documentation will be executed, that the court will approve the proposed settlement on its current or any other terms, or that the proposed settlement will become final and non-appealable. The proposed settlement does not constitute an admission of liability or wrongdoing by the Company or the Bank, and the Company and the Bank continue to deny the allegations. If the proposed settlement is not finalized or approved, we intend to continue to defend the actions vigorously. 
 As of June 30, 2026, we had accrued $ 1.85 million for losses we consider probable and reasonably estimable with respect to these matters, including an additional $ 0.35 million recorded during the quarter ended June 30, 2026. The accrual is reflected as Litigation Expense in the interim condensed consolidated statement of operations and in accrued expenses and other liabilities in the interim condensed consolidated statements of financial condition. Because of the inherent uncertainty of litigation and the fact that the proposed settlement remains subject to definitive documentation and court approval, it is reasonably possible that our ultimate loss could differ from the amount accrued. 
 Visa Stock 
 On May 8, 2026, we exchanged 6,283 shares of Visa Inc. Class B-2 common stock (all of the Class B-2 shares we owned) for 1,183 shares of Visa Inc. Class C common stock and 3,141 shares of Visa Inc. Class B-3 common stock pursuant to an exchange offer conducted by Visa. Each Class C share automatically converts to 4 shares of Visa Inc. Class A common stock upon a transfer to anyone other than a Visa member or an affiliate of a Visa member. Pursuant to the exchange offer, we agreed not to sell more than one-third ( 394 shares) of our Class C shares before June 26, 2026 and agreed not to sell more than two-thirds ( 789 shares), in total, of our Class C shares before August 10, 2026. The Class B-3 shares have the same transfer restrictions as the transfer restrictions on the Class B-2 shares and can only be sold to other Class B shareholders. 
 
 
 With the completion of the exchange, we recorded a gain related to the Class C shares of $ 1.509 million based on the conversion privilege of those shares and the closing price of the Class A shares on May 8, 2026 (the exchange expiration date) of $ 318.79 per share. Subsequent to the exchange, we sold 390 of our Class C shares for net proceeds of $ 0.512 million. The fair value of our remaining 793 Class C shares was $ 1.088 million at June 30, 2026, using a closing price of the Class A shares of $ 343.09 per share on Tuesday, June 30, 2026, and is recorded as equity securities at fair value on our Condensed Consolidated Statements of Financial Condition. 
 55 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 Because of the very limited liquidity for the Class B-2 shares (prior to completion of the exchange offer) and uncertainty regarding the likelihood, ultimate timing, and eventual exchange rate for Class B-2 shares into Class A shares, we were carrying these shares at zero (prior to the completion of the exchange offer), representing cost basis less impairment. In light of the continued uncertainty regarding the likelihood, ultimate timing, and eventual exchange rate for Class B-3 shares into Class A shares, we are carrying the Class B-3 shares at zero at June 30, 2026 (we were carrying the Class B-2 shares at zero at December 31, 2025 as well), representing cost basis less impairment. However, given the current conversion ratio of 1.4953 Class A shares for every 1 Class B-3 share and the closing price of Visa Class A shares on July 30, 2026 of $ 366.27 per share, our 3,141 Class B-3 shares would have a current “value” of approximately $ 1.7 million. 
 As a condition to our participation in each of the two exchange offers made by Visa with respect to its Class B stock, we were required to enter into a Makewhole Agreement that will require us to reimburse Visa in certain circumstances if certain litigation in which Visa has been involved since 2008 results in damages significantly higher than Visa currently expects. Potential payments under the Makewhole Agreements are designed to equal the decline in value we would have experienced had we not participated in Visa’s exchange offers. Based on the disclosures that have been made by Visa regarding the status of this litigation and other circumstances relating to the exchange offers and potential future, similar exchange offers, we believe the likelihood we will have to make any payments under the Makewhole Agreement is remote and as such, no obligation has been accrued for related to this Makewhole Agreement at both June 30, 2026 and December 31, 2025. 
 56 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 14. Accumulated Other Comprehensive Loss (“AOCL”) 
 A summary of changes in AOCL follows: 
 
 Unrealized 
 Losses on 
 Securities 
 AFS 
 Unrealized
Losses on 
Securities 
Transferred 
to Securities 
HTM (1) Dispropor-
tionate
Tax Effects
from
Securities
AFS Unrealized Losses on Derivative Instruments 
 Total 
 (In thousands) 
 For the three months ended June 30, 
 2026 
 Balances at beginning of period $ ( 43,749 ) $ ( 9,689 ) $ ( 5,798 ) $ ( 1,788 ) $ ( 61,024 ) 
 Other comprehensive income (loss) before reclassifications 5,255 582 — ( 1,591 ) 4,246 
 Amounts reclassified from AOCL 
 71 — — 366 437 
 Net current period other comprehensive income (loss) 5,326 582 — ( 1,225 ) 4,683 
 Balances at end of period $ ( 38,423 ) $ ( 9,107 ) $ ( 5,798 ) $ ( 3,013 ) $ ( 56,341 ) 
 
 2025 
 Balances at beginning of period $ ( 47,780 ) $ ( 12,138 ) $ ( 5,798 ) $ ( 1,367 ) $ ( 67,083 ) 
 Other comprehensive income (loss) before reclassifications ( 4,028 ) 649 — 181 ( 3,198 ) 
 Amounts reclassified from AOCL 
 ( 8 ) — — 402 394 
 Net current period other comprehensive income (loss) ( 4,036 ) 649 — 583 ( 2,804 ) 
 Balances at end of period $ ( 51,816 ) $ ( 11,489 ) $ ( 5,798 ) $ ( 784 ) $ ( 69,887 ) 
 
 For the six months ended June 30, 
 2026 
 Balances at beginning of period $ ( 40,254 ) $ ( 10,256 ) $ ( 5,798 ) $ ( 1,380 ) $ ( 57,688 ) 
 Other comprehensive income (loss) before reclassifications 
 1,739 1,149 — ( 2,199 ) 689 
 Amounts reclassified from AOCL 
 92 — — 566 658 
 Net current period other comprehensive income (loss) 
 1,831 1,149 — ( 1,633 ) 1,347 
 Balances at end of period $ ( 38,423 ) $ ( 9,107 ) $ ( 5,798 ) $ ( 3,013 ) $ ( 56,341 ) 
 
 2025 
 Balances at beginning of period $ ( 49,301 ) $ ( 12,775 ) $ ( 5,798 ) $ ( 2,070 ) $ ( 69,944 ) 
 Other comprehensive income (loss) before reclassifications ( 2,768 ) 1,286 — 549 ( 933 ) 
 Amounts reclassified from AOCL 
 253 — — 737 990 
 Net current period other comprehensive income (loss) ( 2,515 ) 1,286 — 1,286 57 
 Balances at end of period $ ( 51,816 ) $ ( 11,489 ) $ ( 5,798 ) $ ( 784 ) $ ( 69,887 ) 

 (1) Represents the remaining unrealized loss to be accreted on securities that were transferred from AFS to HTM on April 1, 2022. 
 The disproportionate tax effects from securities AFS arose due to tax effects of other comprehensive income (“OCI”) in the presence of a valuation allowance against our deferred tax assets and a pretax loss from operations. Generally, the amount of income tax expense or benefit allocated to operations is determined without regard to the tax effects of other categories of income or loss, such as OCI. However, an exception to the general rule is provided when, in the presence of a valuation 
 57 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 allowance against deferred tax assets, there is a pretax loss from operations and pretax income from other categories in the current period. In such instances, income from other categories must offset the current loss from operations, the tax benefit of such offset being reflected in operations. Release of material disproportionate tax effects from other comprehensive income to earnings is done by the portfolio method whereby the effects will remain in AOCL as long as we carry a more than inconsequential portfolio of securities AFS. 
 A summary of reclassifications out of each component of AOCL for the three months ended June 30 follows: 
 
 AOCL Component 
 Amount 
 Reclassified 
 From 
 AOCL 
 Affected Line Item in Interim Condensed 
 Consolidated Statements of Operations 
 
 (In thousands) 
 2026 
 Unrealized losses on securities available for sale 
 
 $ ( 90 ) Net losses on securities available for sale 
 
 ( 19 ) Income tax expense 
 $ ( 71 ) Reclassifications, net of tax 
 
 Unrealized losses on derivative instruments 
 $ ( 441 ) Interest income 
 23 Interest expense 
 
 ( 464 ) 
 $ ( 98 ) Income tax expense 
 $ ( 366 ) Reclassifications, net of tax 
 
 $ ( 437 ) Total reclassifications for the period, net of tax 
 
 2025 
 Unrealized losses on securities available for sale 
 
 $ 11 Net gains on securities available for sale 
 
 3 Income tax expense 
 $ 8 Reclassifications, net of tax 
 
 Unrealized losses on derivative instruments 
 $ 507 Interest income 
 2 Interest expense 
 
 509 
 $ 107 Income tax expense 
 $ 402 Reclassifications, net of tax 
 
 $ ( 394 ) Total reclassifications for the period, net of tax 

 
 
 58 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 
 
 
 
 A summary of reclassifications out of each component of AOCL for the six months ended June 30 follows: 
 
 AOCL Component 
 Amount 
 Reclassified 
 From 
 AOCL 
 Affected Line Item in Interim Condensed 
 Consolidated Statements of Operations 
 
 (In thousands) 
 2026 
 Unrealized losses on securities available for sale 
 
 $ ( 116 ) Net losses on securities available for sale 
 
 ( 24 ) Income tax expense 
 $ ( 92 ) Reclassifications, net of tax 
 
 Unrealized losses on derivative instruments 
 
 $ ( 671 ) Interest income 
 46 Interest expense 
 
 ( 717 ) 
 ( 151 ) Income tax expense 
 $ ( 566 ) Reclassifications, net of tax 
 
 $ ( 658 ) Total reclassifications for the period, net of tax 
 
 2025 
 Unrealized losses on securities available for sale 
 
 $ ( 319 ) Net losses on securities available for sale 
 ( 66 ) Income tax expense 
 $ ( 253 ) Reclassifications, net of tax 
 
 Unrealized losses on derivative instruments 
 
 $ 929 Interest income 
 4 Interest expense 
 933 
 196 Income tax expense 
 $ 737 Reclassifications, net of tax 
 
 $ ( 990 ) Total reclassifications for the period, net of tax 

 
 
 59 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 15. Revenue from Contracts with Customers 
 We account for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. We derive the majority of our revenue from financial instruments and their related contractual rights and obligations which for the most part are excluded from the scope of this topic. These sources of revenue that are excluded from the scope of this topic include interest income, net gains on mortgage loans, net gains (losses) o n securities AFS, mortgage loan servicing, net and bank owned life insurance and were approximat ely 88.7 % and 88.6 % of total revenues for the six month periods ending June 30, 2026 and 2025, respectively. 
 Material sources of revenue that are included in the scope of this topic include service charges on deposit accounts, other deposit related income, interchange income and investment and insurance commissions and are discussed in the following paragraphs. Generally these sources of revenue are earned at the time the service is delivered or over the course of a monthly period and do not result in any contract asset or liability balance at any given period end. As a result, there were no contract assets or liabilities recorded as of June 30, 2026 and December 31, 2025. 
 Service charges on deposit accounts and other deposit related income : Revenues are earned on depository accounts for commercial and retail customers and include fees for transaction-based, account maintenance and overdraft services. Transaction-based fees, which includes services such as ATM use fees, stop payment charges and ACH fees are recognized at the time the transaction is executed as that is the time we fulfill our customer’s request. Account maintenance fees, which includes monthly maintenance services are earned over the course of a month representing the period over which the performance obligation is satisfied. Our obligation for overdraft services is satisfied at the time of the overdraft. 
 Interchange income : Interchange income primarily includes debit card interchange and network revenues. Debit card interchange and network revenues are earned on debit card transactions conducted through payment networks such as MasterCard and Accel. Interchange income is recognized concurrently with the delivery of services on a daily basis. Interchange and network revenues are presented gross of interchange expenses, which are presented separately as a component of non-interest expense. 
 Investment and insurance commissions : Investment and insurance commissions include fees and commissions from asset management, custody, recordkeeping, investment advisory and other services provided to our customers. Revenue is recognized on an accrual basis at the time the services are performed and generally based on either the market value of the assets managed or the services provided. We have an agent relationship with a third party provider of these services and net certain direct costs charged by the third party provider associated with providing these services to our customers. 
 Net (gains) losses on other real estate and repossessed assets : We record a gain or loss from the sale of other real estate when control of the property transfers to the buyer, which generally occurs at the time of an executed deed. If we were to finance the sale of other real estate to the buyer, we would assess whether the buyer is committed to perform their obligations under the contract and whether collectability of the transaction is probable. Once these criteria are met, the other real estate asset would be derecognized and the gain or loss on sale would be recorded upon the transfer of control of the property to the buyer. There we re no other r eal estate properties sold during the six month periods ending June 30, 2026 and 2025 that were financed by us. 
 60 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 Service
Charges
on Deposit
Accounts Other
Deposit
Related
Income Interchange
Income Investment
and
Insurance
Commissions Total 
 Three months ending June 30, 2026 (In thousands) 
 Retail 
 Overdraft fees $ 2,208 $ — $ — $ — $ 2,208 
 Account service charges 768 — — — 768 
 ATM fees — 382 — — 382 
 Other — 156 — — 156 
 Business 
 Overdraft fees 124 — — — 124 
 ATM fees — 10 — — 10 
 Other — 116 — — 116 
 Interchange income — — 3,576 — 3,576 
 Asset management revenue — — — 435 435 
 Transaction based revenue — — — 429 429 
 
 Total $ 3,100 $ 664 $ 3,576 $ 864 $ 8,204 
 
 Reconciliation to interim Condensed Consolidated Statement of Operations: 
 
 Non-interest income - other: 
 Other deposit related income $ 664 
 Investment and insurance commissions 864 
 Bank owned life insurance (1) 356 
 Other (1) 
 1,153 
 Total $ 3,037 

 (1) Excluded from the scope of ASC Topic 606. 
 
 
 61 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 Service
Charges
on Deposit
Accounts Other
Deposit
Related
Income Interchange
Income Investment
and
Insurance
Commissions Total 
 Three months ending June 30, 2025 (In thousands) 
 Retail 
 Overdraft fees $ 2,193 $ — $ — $ — $ 2,193 
 Account service charges 673 — — — 673 
 ATM fees — 401 — — 401 
 Other — 169 — — 169 
 Business 
 Overdraft fees 115 — — — 115 
 ATM fees — 12 — — 12 
 Other — 115 — — 115 
 Interchange income — — 3,390 — 3,390 
 Asset management revenue — — — 390 390 
 Transaction based revenue — — — 420 420 
 
 Total $ 2,981 $ 697 $ 3,390 $ 810 $ 7,878 
 
 Reconciliation to interim Condensed Consolidated Statement of Operations: 
 
 Non-interest income - other: 
 Other deposit related income $ 697 
 Investment and insurance commissions 810 
 Bank owned life insurance (1) 296 
 Other (1) 1,019 
 Total $ 2,822 

 (1) Excluded from the scope of ASC Topic 606. 
 62 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 Service
Charges
on Deposit
Accounts Other
Deposit
Related
Income Interchange
Income Investment
and
Insurance
Commissions Total 
 Six months ending June 30, 2026 (In thousands) 
 Retail 
 Overdraft fees $ 4,306 $ — $ — $ — $ 4,306 
 Account service charges 1,491 — — — 1,491 
 ATM fees — 725 — — 725 
 Other — 299 — — 299 
 Business 
 Overdraft fees 238 — — — 238 
 ATM fees — 20 — — 20 
 Other — 230 — — 230 
 Interchange income — — 6,810 — 6,810 
 Asset management revenue — — — 859 859 
 Transaction based revenue — — — 814 814 
 
 Total $ 6,035 $ 1,274 $ 6,810 $ 1,673 $ 15,792 
 
 Reconciliation to interim Condensed Consolidated Statement of Operations: 
 
 Non-interest income - other: 
 Other deposit related income $ 1,274 
 Investment and insurance commissions 1,673 
 Bank owned life insurance (1) 678 
 Other (1) 
 2,363 
 Total $ 5,988 

 (1) Excluded from the scope of ASC Topic 606. 
 63 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 Service
Charges
on Deposit
Accounts Other
Deposit
Related
Income Interchange
Income Investment
and
Insurance
Commissions Total 
 Six months ending June 30, 2025 (In thousands) 
 Retail 
 Overdraft fees $ 4,301 $ — $ — $ — $ 4,301 
 Account service charges 1,266 — — — 1,266 
 ATM fees — 756 — — 756 
 Other — 353 — — 353 
 Business 
 Overdraft fees 228 — — — 228 
 ATM fees — 22 — — 22 
 Other — 214 — — 214 
 Interchange income — — 6,517 — 6,517 
 Asset management revenue — — — 801 801 
 Transaction based revenue — — — 763 763 
 
 Total $ 5,795 $ 1,345 $ 6,517 $ 1,564 $ 15,221 
 
 Reconciliation to interim Condensed Consolidated Statement of Operations: 
 
 Non-interest income - other: 
 Other deposit related income $ 1,345 
 Investment and insurance commissions 1,564 
 Bank owned life insurance (1) 593 
 Other (1) 
 2,466 
 Total $ 5,968 

 (1) Excluded from the scope of ASC Topic 606. 
 
 16. Leases 
 We have entered into leases in the normal course of business primarily for office facilities, some of which include renewal options and escalation clauses. Certain leases also include both lease components (fixed payments including rent, taxes and insurance costs) and non-lease components (common area or other maintenance costs) which are accounted for as a single lease component as we have elected the practical expedient to group lease and non-lease components together for all leases. We have also elected not to recognize leases with original lease terms of 12 months or less (short-term leases) on our interim Condensed Consolidated Statements of Financial Condition. Most of our leases include one or more options to renew. The exercise of lease renewal options is typically at our sole discretion and are included in our right of use (“ROU”) assets and lease liabilities if they are reasonably certain of exercise. 
 Leases are classified as operating or finance leases at the lease commencement date (we did not have any finance leases as of June 30, 2026 and December 31, 2025). Lease expense for operating leases and short-term leases is recognized on a straight-line basis over the lease term. The ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of the lease payment over the lease term. 
 64 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. 
 The cost components of our operating leases follows: 
 
 Three Months Ended
June 30, Six Months Ended
June 30, 
 2026 2025 2026 2025 
 (In thousands) (In thousands) 
 Operating lease cost $ 370 $ 359 $ 740 $ 685 
 Variable lease cost 2 2 3 10 
 Short-term lease cost 16 19 33 39 
 Total $ 388 $ 380 $ 776 $ 734 

 Variable lease costs consist primarily of taxes, insurance, and common area or other maintenance costs for our leased facilities. 
 Supplemental balance sheet information related to our operating leases follows: 
 
 June 30,
2026 December 31,
2025 
 (Dollars in thousands) 
 Lease right of use asset (1) $ 6,805 $ 7,296 
 Lease liabilities (2) $ 7,036 $ 7,528 
 
 Weighted average remaining lease term (years) 6.46 6.79 
 Weighted average discount rate 4.4 % 4.4 % 

 (1) Included in Accrued income and other assets in our interim Condensed Consolidated Statements of Financial Condition. 
 (2) Included in Accrued expenses and other liabilities in our interim Condensed Consolidated Statements of Financial Condition. 
 Maturity analysis of our lease liabilities at June 30, 2026 based on required contractual payments follows: 
 
 (In thousands) 
 
 
 Six months ending December 31, 2026 $ 709 
 2027 1,360 
 2028 1,310 
 2029 1,318 
 2030 1,148 
 2031 and thereafter 2,305 
 Total lease payments 8,150 
 Less imputed interest 1,114 
 Total $ 7,036 

 65 

 
 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 17. Segment Reporting 
 Independent Bank Corporation is a bank holding company, whose principal activity is the ownership and management of its wholly-owned subsidiaries, including Independent Bank. As a community-oriented financial institution, substantially all of our operations involve the delivery of loan and deposit products to customers. 
 We have one reportable segment which is determined by the Chief Executive Officer, who is the designated chief operating decision maker, based upon information provided about the products and services we offer, primarily banking operations. The segment is also distinguished by the level of information provided to the chief operating decision maker, who uses such information to review performance of various components of the business, which are then aggregated if the operating performance, products/services, and customers are similar. The chief operating decision maker will evaluate the performance of our business components such as evaluating revenue streams, significant expenses, and budget to actual results assessing our segment and in the determination of allocating resources. The chief operating decision maker uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision maker uses consolidated net income, earnings per share, and return on average assets to benchmark us against our competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessing performance and in establishing compensation. Loans, investments, and deposits provide the majority of revenues in the banking operation. Interest expense, provisions for credit losses, and compensation and employee benefits provide the significant expenses in the banking operation. All operations are domestic. 
 Segment performance is evaluated using consolidated net income, earnings per share, and return on average assets. Information reported internally for performance assessment by the chief operating decision maker is as follows, inclusive of reconciliations of significant segment totals to the interim condensed consolidated financial statements for the three and six month periods ended June 30, 2026 and 2025 . 
 66 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Three Months Ended June 30, 2026 
 Independent Bank 
 Other (1) 
 Eliminations 
 Total 
 
 (In thousands) 
 
 INTEREST INCOME 
 Interest and fees on loans $ 60,559 $ — $ 84 $ 60,643 
 Interest on securities 5,825 — — 5,825 
 Other investments 826 — — 826 
 Total Interest Income 67,210 — 84 67,294 
 INTEREST EXPENSE 
 Deposits 18,322 — — 18,322 
 Other borrowings and subordinated debt and debentures 391 679 — 1,070 
 Total Interest Expense 18,713 679 — 19,392 
 Net Interest Income 48,497 ( 679 ) 84 47,902 
 Provision for credit losses 2,717 — — 2,717 
 Net Interest Income After Provision for Credit Losses 45,780 ( 679 ) 84 45,185 
 NON-INTEREST INCOME 
 Interchange income 
 3,576 — — 3,576 
 Service charges on deposit accounts 
 3,100 — — 3,100 
 Net gains on mortgage loans 
 1,574 — 77 1,651 
 Net gains on equity securities at fair value 1,600 — — 1,600 
 Mortgage loan servicing, net 2,460 — — 2,460 
 Other 2,879 317 ( 249 ) 2,947 
 Total Non-interest Income 15,189 317 ( 172 ) 15,334 
 NON-INTEREST EXPENSE 
 Compensation and employee benefits 22,456 146 ( 42 ) 22,560 
 Data processing 4,130 22 — 4,152 
 Occupancy, net 2,067 6 — 2,073 
 Litigation expense 350 — — 350 
 Interchange expense 1,224 — — 1,224 
 Furniture, fixtures and equipment 926 1 — 927 
 Advertising 1,177 3 — 1,180 
 FDIC deposit insurance 738 — — 738 
 Legal and professional 507 106 — 613 
 Loan and collection 1,038 — — 1,038 
 Communications 455 9 — 464 
 Merger related expenses 43 326 — 369 
 Other 1,870 251 — 2,121 
 Total Non-interest Expense 36,981 870 ( 42 ) 37,809 
 Income Before Income Tax 23,988 ( 1,232 ) ( 46 ) 22,710 
 Income tax expense 4,126 ( 211 ) ( 10 ) 3,905 
 Net Income $ 19,862 $ ( 1,021 ) $ ( 36 ) $ 18,805 
 
 OTHER SEGMENT DISCLOSURES 
 
 Depreciation 
 1,318 — — 1,318 
 Amortization 
 115 — — 115 
 Total assets 
 5,656,124 603,759 ( 596,042 ) 5,663,841 

 (1) Includes amounts relating to our parent company and certain insignificant operations. 
 67 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Three Months Ended June 30, 2025 
 Independent Bank 
 Other (1) 
 Eliminations 
 Total 
 
 (In thousands) 
 
 INTEREST INCOME 
 Interest and fees on loans $ 59,457 $ — $ 78 $ 59,535 
 Interest on securities 6,569 — — 6,569 
 Other investments 774 370 ( 370 ) 774 
 Total Interest Income 66,800 370 ( 292 ) 66,878 
 INTEREST EXPENSE 
 Deposits 20,832 — ( 370 ) 20,462 
 Other borrowings and subordinated debt and debentures 303 1,498 — 1,801 
 Total Interest Expense 21,135 1,498 ( 370 ) 22,263 
 Net Interest Income 45,665 ( 1,128 ) 78 44,615 
 Provision for credit losses 1,500 — — 1,500 
 Net Interest Income After Provision for Credit Losses 44,165 ( 1,128 ) 78 43,115 
 NON-INTEREST INCOME 
 Interchange income 
 3,390 — — 3,390 
 Service charges on deposit accounts 
 2,981 — — 2,981 
 Net gains on mortgage loans 
 1,583 — 48 1,631 
 Mortgage loan servicing, net 490 — — 490 
 Other 2,725 309 ( 201 ) 2,833 
 Total Non-interest Income 11,169 309 ( 153 ) 11,325 
 NON-INTEREST EXPENSE 
 Compensation and employee benefits 21,021 133 ( 31 ) 21,123 
 Data processing 3,828 19 — 3,847 
 Occupancy, net 2,040 6 — 2,046 
 Interchange expense 1,177 — — 1,177 
 Furniture, fixtures and equipment 793 — — 793 
 Advertising 831 2 — 833 
 FDIC deposit insurance 637 — — 637 
 Legal and professional 423 77 — 500 
 Loan and collection 744 — — 744 
 Communications 465 5 — 470 
 Other 1,393 199 — 1,592 
 Total Non-interest Expense 33,352 441 ( 31 ) 33,762 
 Income Before Income Tax 21,982 ( 1,260 ) ( 44 ) 20,678 
 Income tax expense 4,156 ( 346 ) ( 9 ) 3,801 
 Net Income $ 17,826 $ ( 914 ) $ ( 35 ) $ 16,877 
 
 OTHER SEGMENT DISCLOSURES 
 
 Depreciation 
 1,356 — — 1,356 
 Amortization 
 122 — — 122 
 Total assets 
 5,411,119 562,462 ( 555,062 ) 5,418,519 

 (1) Includes amounts relating to our parent company and certain insignificant operations. 
 68 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 
 Six Months Ended June 30, 2026 
 Independent Bank 
 Other (1) 
 Eliminations 
 Total 
 
 (In thousands) 
 
 INTEREST INCOME 
 Interest and fees on loans $ 119,730 $ — $ 162 $ 119,892 
 Interest on securities 11,701 — — 11,701 
 Other investments 1,870 1,870 
 Total Interest Income 133,301 — 162 133,463 
 INTEREST EXPENSE 
 Deposits 36,719 — 36,719 
 Other borrowings and subordinated debt and debentures 631 1,356 — 1,987 
 Total Interest Expense 37,350 1,356 — 38,706 
 Net Interest Income 95,951 ( 1,356 ) 162 94,757 
 Provision for credit losses 3,079 — — 3,079 
 Net Interest Income After Provision for Credit Losses 92,872 ( 1,356 ) 162 91,678 
 NON-INTEREST INCOME 
 Interchange income 
 6,810 — — 6,810 
 Service charges on deposit accounts 
 6,035 — — 6,035 
 Net gains on mortgage loans 
 2,782 — 177 2,959 
 Net gains on equity securities at fair value 1,600 — — 1,600 
 Mortgage loan servicing, net 4,106 — — 4,106 
 Other 5,707 662 ( 497 ) 5,872 
 Total Non-interest Income 27,040 662 ( 320 ) 27,382 
 NON-INTEREST EXPENSE 
 Compensation and employee benefits 44,196 280 ( 87 ) 44,389 
 Data processing 8,059 45 — 8,104 
 Occupancy, net 4,474 12 — 4,486 
 Litigation expense 
 1,850 — — 1,850 
 Advertising 2,385 5 — 2,390 
 Interchange expense 2,415 — — 2,415 
 Furniture, fixtures and equipment 1,820 1 — 1,821 
 FDIC deposit insurance 1,537 — — 1,537 
 Loan and collection 1,790 — — 1,790 
 Communications 1,042 15 — 1,057 
 Legal and professional 951 253 — 1,204 
 Merger related expense 343 326 — 669 
 Other 3,939 469 — 4,408 
 Total Non-interest Expense 74,801 1,406 ( 87 ) 76,120 
 Income (Loss) Before Income Tax 
 45,111 ( 2,100 ) ( 71 ) 42,940 
 Income tax expense (benefit) 
 7,689 ( 414 ) ( 15 ) 7,260 
 Net Income (Loss) 
 $ 37,422 $ ( 1,686 ) $ ( 56 ) $ 35,680 
 
 OTHER SEGMENT DISCLOSURES 
 
 Depreciation 
 2,580 1 — 2,581 
 Amortization 
 230 — — 230 
 Total assets 
 5,656,124 603,759 ( 596,042 ) 5,663,841 

 (1) Includes amounts relating to our parent company and certain insignificant operations. 
 69 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 Six Months Ended June 30, 2025 
 Independent Bank 
 Other (1) 
 Eliminations 
 Total 
 
 (In thousands) 
 
 INTEREST INCOME 
 Interest and fees on loans $ 117,165 $ — $ 138 $ 117,303 
 Interest on securities 13,375 — — 13,375 
 Other investments 2,344 739 ( 739 ) 2,344 
 Total Interest Income 132,884 739 ( 601 ) 133,022 
 INTEREST EXPENSE 
 Deposits 42,156 — ( 739 ) 41,417 
 Other borrowings and subordinated debt and debentures 446 2,859 — 3,305 
 Total Interest Expense 42,602 2,859 ( 739 ) 44,722 
 Net Interest Income 90,282 ( 2,120 ) 138 88,300 
 Provision for credit losses 2,221 — — 2,221 
 Net Interest Income After Provision for Credit Losses 88,061 ( 2,120 ) 138 86,079 
 NON-INTEREST INCOME 
 Interchange income 
 6,517 — — 6,517 
 Service charges on deposit accounts 
 5,795 — — 5,795 
 Net gains on mortgage loans 
 3,806 — 128 3,934 
 Mortgage loan servicing, net ( 146 ) — — ( 146 ) 
 Other 5,419 628 ( 398 ) 5,649 
 Total Non-interest Income 21,391 628 ( 270 ) 21,749 
 NON-INTEREST EXPENSE 
 Compensation and employee benefits 41,313 265 ( 72 ) 41,506 
 Data processing 7,538 38 — 7,576 
 Occupancy, net 4,257 12 — 4,269 
 Interchange expense 2,296 — — 2,296 
 Furniture, fixtures and equipment 1,677 1 — 1,678 
 Advertising 1,690 4 — 1,694 
 FDIC deposit insurance 1,348 — — 1,348 
 Legal and professional 779 200 — 979 
 Loan and collection 1,530 — — 1,530 
 Communications 1,047 14 — 1,061 
 Other 3,694 393 — 4,087 
 Total Non-interest Expense 67,169 927 ( 72 ) 68,024 
 Income (Loss) Before Income Tax 
 42,283 ( 2,419 ) ( 60 ) 39,804 
 Income tax expense (benefit) 
 8,110 ( 760 ) ( 13 ) 7,337 
 Net Income (Loss) 
 $ 34,173 $ ( 1,659 ) $ ( 47 ) $ 32,467 
 
 OTHER SEGMENT DISCLOSURES 
 
 Depreciation 
 2,596 1 — 2,597 
 Amortization 
 244 — — 244 
 Total assets 
 5,411,119 562,462 ( 555,062 ) 5,418,519 

 (1) Includes amounts relating to our parent company and certain insignificant operations. 
 70 

 Index 
 NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) 
 (Unaudited) 

 
 
 
 
 
 18. Recent Acquisition 
 On July 1, 2026, we completed the previously disclosed acquisition of HCB Financial Corp. ("HCB") and its wholly owned banking subsidiary, Highpoint Community Bank, in accordance with the merger agreement (the "Merger Agreement") between Independent Bank Corporation ("IBCP") and HCB, entered into on March 18, 2026. Subject to the terms and conditions of the Merger Agreement, we paid aggregate Merger consideration of approximately $ 74.9 million consisting of 1.59 million shares of IBCP common stock and $ 17.5 million in cash, for all of the shares of HCB common stock issued and outstanding. 
 
 
 HCB Financial Corp., headquartered in Hastings, Michigan was the holding company for Highpoint Community Bank, which operated 6 retail branches across Barry, Calhoun, Allegan, Kent and Ottawa counties. As of June 30, 2026, HCB had total assets of $ 591.0 million, total loans and loans held for sale of $ 371.9 million, total deposits of $ 539.9 million, and total shareholders' equity of $ 47.6 million. 
 
 
 
 
 71 

 
 Index 

 I TEM 2. 
 M ANAGEMENT’S D ISCUSSION AND A NALYSIS 
 OF F INANCIAL C ONDITION AND R ESULTS OF O PERATIONS 
 Introduction . The following section presents additional information to assess the financial condition and results of operations of Independent Bank Corporation (“IBCP”), its wholly-owned bank, Independent Bank (the “Bank”), and their subsidiaries. This section should be read in conjunction with the interim Condensed Consolidated Financial Statements. We also encourage you to read our 2025 Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”). That report includes a list of risk factors that you should consider in connection with any decision to buy or sell our securities. 
 Overview . We provide banking services to customers located primarily in Michigan’s Lower Peninsula. We also have a loan production office in Fairlawn, Ohio. As a result, our success depends to a great extent upon the economic conditions in Michigan’s Lower Peninsula. 
 
 
 Recent Developments. Macroeconomic and market conditions, including interest-rate volatility, inflationary pressures, recessionary concerns, uncertainty regarding fiscal, trade, regulatory and monetary policy, geopolitical conflicts in the Middle East and elsewhere, volatility in energy and commodity prices, competition for deposits and funding, and conditions affecting customer confidence, continue to create economic uncertainty for our customers, the markets in which we operate and the financial services industry. The extent to which these pressures and other factors may impact our business, results of operations, asset valuations, financial condition, and customers will depend on future developments, which continue to be highly uncertain and difficult to predict. Potential adverse effects may include reduced loan demand, changes in deposit levels or costs, pressure on liquidity and net interest margin, increased borrower delinquencies or defaults, lower collateral values, increased provision for credit losses or allowance for credit losses, and changes in the valuation or recoverability of goodwill, other intangible assets, securities available for sale ("AFS"), securities held to maturity ("HTM"), capitalized mortgage loan servicing rights or deferred tax assets. 
 
 
 On March 18, 2026, we entered into a definitive merger agreement with HCB Financial Corp. ("HCB") (the "Merger Agreement") providing for a business combination of Independent Bank Corporation ("IBCP") and HCB. On July 1, 2026, HCB was merged with and into IBCP, with IBCP as the surviving corporation (the "Merger"). As a result of the Merger, Highpoint Community Bank became a wholly-owned subsidiary of IBCP as of July 1, 2026. IBCP intends to consolidate Highpoint Community Bank with and into Independent Bank (with Independent Bank as the surviving institution) during the fourth quarter of 2026. 
 
 
 We paid aggregate Merger consideration of approximately $74.9 million, consisting of 1.59 million shares of IBCP common stock and $17.5 million in cash, for all of the shares of HCB common stock issued and outstanding immediately before the effective time of the Merger. 
 
 
 At June 30, 2026, HCB had $591.0 million of total assets, $371.9 million of loans and loans held for sale, $539.9 million of deposits and $47.6 million of shareholders’ equity. HCB reported unaudited net income of $0.99 million in the first six months of 2026. The HCB first six months 2026 results were adversely impacted due to $1.79 million of merger expenses. We expect the Merger to have a significant impact on our third quarter 2026 results because of the inclusion of their operations for the first time that quarter and merger related expenses. 
 It is against this backdrop that we discuss our results of operations and financial condition for the second quarter of 2026 as compared to earlier periods. 
 
 R ESULTS OF O PERATIONS 
 
 Summary. We recorded net income of $18.8 million and $16.9 million during the three months ended June 30, 2026 and 2025, respectively. The increase in 2026 second quarter results as compared to 2025 is due primarily to a $3.3 million increase in net interest income, a $1.8 million favorable change in the fair value due to price of capitalized mortgage loan servicing rights and a $1.6 million gain on equity securities at fair value that were partially offset by a $4.0 million increase in non-interest expense and a $1.2 million increase in the provision for credit losses. 
 We recorded net income of $35.7 million and $32.5 million during the six months ended June 30, 2026 and 2025, respectively. The increase in 2026 year-to-date results as compared to 2025 is primarily due to a $6.5 million increase in net interest income, a $2.8 million favorable change in the fair value due to price of capitalized mortgage loan servicing rights and a $1.6 million gain on equity securities at fair value that was partially offset by an $8.1 million increase in non-interest expense. 
 72 

 Index 

 Key performance ratios 
 Three months ended June 30, Six months ended June 30, 
 2026 2025 2026 2025 
 Net income (annualized) to 
 Average assets 1.37 % 1.27 % 1.30 % 1.22 % 
 Average shareholders’ equity 14.52 % 14.66 % 13.98 % 14.19 % 
 
 Net income per common share 
 Basic $ 0.91 $ 0.81 $ 1.73 $ 1.56 
 Diluted 0.90 0.81 1.72 1.54 

 
 
 
 
 
 Net interest income. Net interest income is the most important source of our earnings and thus is critical in evaluating our results of operations. Changes in our net interest income are primarily influenced by our level of interest-earning assets and the income or yield that we earn on those assets and the manner and cost of funding our interest-earning assets. Certain m acro-economic factors can also influence our net interest income such as the level and direction of interest rates, the difference between short-term and long-term interest rates (the steepness of the yield curve) and the general strength of the economies in which we are doing business. Finally, risk management plays an important role in our level of net interest income. The ineffective management of credit risk and interest-rate risk in particular can adversely impact our net interest income. 
 Our net interest income totaled $47.9 million during the second quarter of 2026, an increase of $3.3 million, or 7.4% from the year-ago period. This increase primarily reflects a $183.6 million increase in average interest-earning assets and a 13 basis point increase in our tax equivalent net interest income as a percent of average interest-earning assets (the “net interest margin”). 
 Fo r the first six months of 2026, net interest income totaled $94.8 million, an increase of $6.5 million, or 7.3% from 2025. This increase primarily reflects a $157.3 million increase in average interest-earning assets and a 14 basis point increase in our net interest margin. 
 The increase in average interest-earning assets in both the three and six month periods of 2026 as compared to the same period in 2025 primarily reflects growth in commercial loans funded from decreases in interest bearing cash deposits, installment loans and securities available for sale and held to maturity as well as an increase in deposits. 
 The increase in our net interest margin during the three and six month period in 2026 is attributed to 28 basis point decreases in interest expense as a percent of average interest-earning assets ("Cost of Funds") that were only partially offset by 15 and 14 basis point decreases, respectively in interest income as a percent of average interest-earning assets ("Asset Yield"). These decreases are primarily attributed to the decreases in the federal funds rate since January of 2025 as the average federal funds rate was 75 basis points lower during the first quarter of 2026 as compared to the first quarter of 2025. Our Cost of Funds has been positively impacted by deposit pricing sensitivity to the decreases in interest rates discussed above as well as a favorable shift in mix with growth in lower cost non-maturity deposits and runoff in wholesale funding and subordinated debt. Our Asset Yield has been negatively impacted by lower rates on variable rate earning assets. However, this impact has been partially offset by the origination of new fixed rate loans at rates higher than those in our current portfolio, as well as a shift in earning asset mix from generally lower rate investment securities, consumer loans and overnight liquidity to higher rate loans. See Asset/liability management. 
 Our net interest income is also impacted by our level of non-accrual loans. In the second quarter and first six months of 2026, non-accrual loans averag ed $39.4 million and $37.7 million, respectively. In the second quarter and first six months of 2025, non-accrual loans averaged $7.7 million and $7.2 million, respectively. In addition, in the second quarter and first six months of 2026 we had net recoveries of $0.16 million and $0.02 million, respectively of unpaid interest on loans placed on or taken off non-accrual or on loans previously charged-off compared to ne t recoveries of $0.11 million and $0.22 million, respectively, during the same periods in 2025. 
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 Index 

 Average Balances and Tax Equivalent Rates 
 
 Three Months Ended June 30, 
 2026 2025 
 Average
Balance Interest Rate (2) Average
Balance Interest Rate (2) 
 (Dollars in thousands) 
 Assets 
 Taxable loans $ 4,361,790 $ 60,566 5.56 % $ 4,122,331 $ 59,472 5.78 % 
 Tax-exempt loans (1) 6,787 98 5.78 6,440 80 4.98 
 Taxable securities 519,245 3,300 2.54 591,720 3,796 2.57 
 Tax-exempt securities (1) 258,177 2,944 4.56 254,332 3,200 5.03 
 Interest bearing cash 57,067 531 3.73 45,468 505 4.45 
 Other investments 16,575 295 7.13 15,799 269 6.81 
 Interest Earning Assets 5,219,641 67,734 5.20 5,036,090 67,322 5.35 
 Cash and due from banks 52,543 52,648 
 Other assets, net 249,564 236,221 
 Total Assets $ 5,521,748 $ 5,324,959 
 
 Liabilities 
 Savings and interest-bearing checking $ 3,016,119 12,007 1.60 $ 2,796,701 12,609 1.81 
 Time deposits 797,607 6,315 3.18 859,773 7,853 3.66 
 Other borrowings 82,722 1,070 5.19 107,003 1,801 6.74 
 Interest Bearing Liabilities 3,896,448 19,392 2.00 3,763,477 22,263 2.37 
 Non-interest bearing deposits 998,860 990,165 
 Other liabilities 107,001 109,597 
 Shareholders’ equity 519,439 461,720 
 
 Total liabilities and shareholders’ equity $ 5,521,748 $ 5,324,959 
 
 Net Interest Income $ 48,342 $ 45,059 
 
 Net Interest Income as a Percent of Average Interest Earning Assets 3.71 % 3.58 % 
 

 _________________________________ 
 (1) Interest on tax-exempt loans and securities available for sale is presented on a fully tax equivalent basis assuming a marginal tax rate of 21%. 
 (2) Annualized 
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 Index 

 
 Six Months Ended June 30, 
 2026 2025 
 Average
Balance Interest Rate (2) Average
Balance Interest Rate (2) 
 (Dollars in thousands) 
 Assets 
 Taxable loans $ 4,334,524 $ 119,727 5.55 % $ 4,088,152 $ 117,157 5.76 % 
 Tax-exempt loans (1) 7,597 209 5.56 6,891 185 5.41 
 Taxable securities 527,062 6,654 2.52 605,664 7,832 2.59 
 Tax-exempt securities (1) 259,723 5,889 4.53 259,096 6,400 4.94 
 Interest bearing cash 68,289 1,279 3.78 81,388 1,796 4.45 
 Other investments 17,334 590 6.81 16,035 548 6.84 
 Interest Earning Assets 5,214,529 134,348 5.18 5,057,226 133,918 5.32 
 Cash and due from banks 54,495 55,043 
 Other assets, net 252,970 239,075 
 Total Assets $ 5,521,994 $ 5,351,344 
 
 Liabilities 
 Savings and interest-bearing checking $ 3,012,225 23,922 1.60 $ 2,816,386 25,449 1.82 
 Time deposits 807,350 12,797 3.20 865,543 15,968 3.72 
 Other borrowings 75,010 1,987 5.34 99,635 3,305 6.69 
 Interest Bearing Liabilities 3,894,585 38,706 2.00 3,781,564 44,722 2.38 
 Non-interest bearing deposits 1,002,708 998,866 
 Other liabilities 110,193 109,408 
 Shareholders’ equity 514,508 461,506 
 
 Total liabilities and shareholders’ equity $ 5,521,994 $ 5,351,344 
 
 Net Interest Income $ 95,642 $ 89,196 
 
 Net Interest Income as a Percent of Average Interest Earning Assets 3.68 % 3.54 % 
 

 _________________________________ 
 (1) Interest on tax-exempt loans and securities available for sale is presented on a fully tax equivalent basis assuming a marginal tax rate of 21%. 
 (2) Annualized 
 
 
 
 
 
 
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 Index 

 Reconciliation of Non-GAAP Financial Measures 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 (Dollars in thousands) 
 Net Interest Margin, Fully Taxable Equivalent ("FTE") 
 
 Net interest income $ 47,902 $ 44,615 $ 94,757 $ 88,300 
 Add: taxable equivalent adjustment 440 444 885 896 
 Net interest income - taxable equivalent $ 48,342 $ 45,059 $ 95,642 $ 89,196 
 Net interest margin (GAAP) (1) 3.67 % 3.55 % 3.64 % 3.50 % 
 Net interest margin (Non-GAAP FTE) (1) 3.71 % 3.58 % 3.68 % 3.54 % 

 (1) Annualized. 
 
 Provision for credit loss es. The provision for credit losses was an expense of $2.7 million and an expense of $1.5 million for the three months ended June 30, 2026 and 2025, respectively. During the six-month periods ended June 30, 2026 and 2025, the provision for credit losses was an expense of $3.1 million and an expense of $2.2 million , respectively. 
 The provision reflects our assessment of the allowance for credit losses (the “ACL”) taking into consideration factors such as loan growth, loan mix, levels of non-performing and classified loans, economic conditions and loan net charge-offs. While we use relevant information to recognize losses on loans, additional provisions for related losses may be necessary based on changes in economic conditions, customer circumstances and other credit risk factors. See “Portfolio Loans and asset quality” for a discussion of the various components of the ACL and their impact on the provision for credit losses in 2026 . 
 The increase in the provision for credit losses expense from the prior year period is primarily due to the commercial portfolios reflecting an increase in specific reserves on certain individually evaluated commercial loan relationships and net loan growth as well as an increase in the reserve on unfunded lending commitments (attributed to an increase in expected loss rates) . Partially offsetting these increases was a decrease in net newly allocated losses in the retail loan portfolios reflecting fewer retail loans requiring incremental expected credit loss allocations during the quarter, as well as a five basis point decrease in the adjustment to allocations based on subjective fa ctors. The five basis point reduction in allocations based on subjective factors reflects our annual CECL model recalibration, which resulted in minimal changes to the quantitative estimate and demonstrated continued model maturity. The reduction also reflected our assessment of current economic conditions, portfolio performance, business survey results, stable collateral values and reduced regulatory risk. 
 The year to date provision for credit losses on securities HTM in 2026 and 2025 was zero and $0.001 million, respectively. See Note #3. 
 
 Non-interest income. Non-interest income is a significant element in assessing our results of operations. Non-interest income totaled $15.3 million during the second quarter of 2026 compared to $11.3 million in the second quarter of 2025. For the first six months of 2026, non-interest income totaled $27.4 million compared to $21.7 million for the first six months of 2025. 
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 The components of non-interest income are as follows: 
 Non-Interest Income 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 (In thousands) 
 Interchange income $ 3,576 $ 3,390 $ 6,810 $ 6,517 
 Service charges on deposit accounts 3,100 2,981 6,035 5,795 
 Net gains (losses) on assets 
 
 Mortgage loans 1,651 1,631 2,959 3,934 
 Equity securities at fair value 1,600 — 1,600 — 
 Securities available for sale (90) 11 (116) (319) 
 Mortgage loan servicing, net 2,460 490 4,106 (146) 
 Investment and insurance commissions 864 810 1,673 1,564 
 Bank owned life insurance 356 296 678 593 
 Other 1,817 1,716 3,637 3,811 
 Total non-interest income $ 15,334 $ 11,325 $ 27,382 $ 21,749 

 
 
 
 Mortgage loan activity is summarized as follows: 
 Mortgage Loan Activity 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 (Dollars in thousands) 
 Mortgage loans originated $ 145,421 $ 147,844 $ 275,995 $ 255,623 
 Mortgage loans sold (1) 
 97,073 95,360 181,742 177,978 
 Net gains on mortgage loans (2) 
 1,651 1,631 2,959 3,934 
 Net gains as a percent of mortgage loans sold ("Loan Sales Margin") 1.70 % 1.71 % 1.63 % 2.21 % 
 Fair value adjustments included in the Loan Sales Margin 0.40 0.12 0.26 0.48 

 (1) Mortgage loan sales in the second quarters of 2026 and 2025 include $1.6 million and $6.7 million , respectively, of portfolio loan transactions. Mortgage loan sales during the first six months of 2026 and 2025 include $3.1 million and $15.4 million, respectively, of portfolio loan transactions. These transactions were performed for interest rate risk purposes. 
 (2) Net gains on mortgage loans in the second quarters of 2026 and 2025 include net gains of $0.05 million and $0.08 million, respectively, from portfolio loan transactions. Net gains during the first six months of 2026 and 2025 were $0.1 million and $0.3 million, respectively. 
 Mortgage loans originated during the second quarter of 2026 were relatively unchanged from the same period last year. The increase in mortgage loans originated for the year to date period ended June 30 2026 as compared to 2025 was primarily driven by higher refinance activity during the first quarter of 2026 as mortgage rates declined through early 2026. 
 The volume of loans sold is dependent upon our ability to originate mortgage loans as well as the demand for fixed-rate obligations and other loans that we choose to not put into portfolio because of our established interest-rate risk parameters. (See “Portfolio Loans and asset quality.”) Net gains on mortgage loans are also dependent upon economic and competitive factors as well as our ability to effectively manage exposure to changes in interest rates and thus can often be a volatile part of our overall revenues. 
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 Net gains on mortgage loans totaled $1.7 million and $1.6 million during the second quarters of 2026 and 2025 , respectively. For the first six months of 2026 and 2025, net gains on mortgage loans totaled $3.0 million and $3.9 million, respectively. 
 Our Loan Sales Margin is im pacted by several factors including competition and the manner in which the loan is sold. Net gains on mortgage loans are also impacted by recording fair value accounting adjustments. Excluding these fair value accounting adjustments, the Loan Sales Margi n would have been 1.30% and 1.59% in the second quarters of 2026 and 2025, respectively and 1.37% and 1.73% in the first six months of 2026 and 2025, respectively. The contraction of the Loan Sales Margin during both periods of 2026 was primarily due to competitive pressure which had a negative impact on our pricing margins. 
 
 We recorded a net loss of $0.12 million and $0.32 million on the sale of securities AFS for the first six months of 2026 and 2025, respectively. We recorded no credit related charges in either 2026 or 2025 on securities AFS. See “Securities” below and note #3 to the interim Condensed Consolidated Financial Statements . 
 
 Mortgage loan servicing, net, generated income of $2.5 million and $0.5 million in the second quarters of 2026 and 2025, respectively. For the first six months of 2026 and 2025, mortgage loan servicing, net, generated income (expense) of $4.1 million and $(0.1) million, respectively. The significant variances in mortgage loan servicing, net are primarily due to changes in the fair value of capitalized mortgage loan servicing rights associated with changes in interest rates and the associated expected future prepayment levels and expected float rates. 
 Mortgage loan servicing, net activity is summarized in the following table: 
 Mortgage Servicing Revenue 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 Mortgage loan servicing, net: (In thousands) 
 Revenue, net $ 1,625 $ 1,649 $ 3,261 $ 3,531 
 Fair value change due to price 1,838 (219) 2,771 (1,752) 
 Fair value change due to pay-downs (1,003) (862) (1,926) (1,753) 
 Loss on sale of originated servicing rights 
 — (78) — (172) 
 Total $ 2,460 $ 490 $ 4,106 $ (146) 

 
 Activity related to capitalized mortgage loan servicing rights is as follows: 
 Capitalized Mortgage Loan Servicing Rights 
 
 Three months ended June 30, Six months ended June 30, 
 2026 2025 2026 2025 
 (In thousands) 
 Balance at beginning of period $ 32,233 $ 32,171 $ 31,493 $ 46,796 
 Originated servicing rights capitalized 881 963 1,611 1,818 
 Change in fair value 835 (1,081) 845 (3,505) 
 Sale of originated servicing rights (1) 
 — 78 — (12,884) 
 Loss on sale of originated servicing rights (1) 
 — (78) — (172) 
 Balance at end of period $ 33,949 $ 32,053 $ 33,949 $ 32,053 

 (1) On January 31, 2025 we sold $931.6 million of mortgage loan servicing rights (26.3% of total servicing portfolio) and transferred the servicing on March 3, 2025. This sale represented approximately $13.1 million (27.9%) of the total capitalized mortgage loan servicing right asset. Transaction expenses relating to this sale were approximately $0.2 million and were expensed in 2025. 
 At June 30, 2026, w e were servicing approximately $2.59 billion in mortgage loans for others on which servicing rights have been capitalized. This servicing portfolio had a weighted average coupon rate of 4.58% and a weighted average service fee of approximately 25.6 basis points. Capitalized mortgage loan servicing rights at June 30, 2026 totaled $33.9 million, representing approximately 131.1 basis p oints on the related amount of mortgage loans serviced for others. 
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 Index 

 Other income in the table above increased (decreased) by $0.1 million and $(0.2) million in the second quarter and first six months of 2026, respectively, compared to the same prior year periods. The increase in the second quarter of 2026 was primarily due to higher commercial loan swap fees. T he decrea se from the prior year to date period was primarily due to lower commercial swap fees and declines in check and ATM income. 
 
 Non-interest expense. Non-interest expense is an important component of our results of operations. We strive to efficiently manage our cost structure. 
 Non-interest expense increased by $4.0 million to $37.8 million and increased by $8.1 million to $76.1 million during the three- and six-month periods ended June 30, 2026, respectively, compared to the same periods in 2025. 
 The components of non-interest expense are as follows: 
 Non-Interest Expense 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 (In thousands) 
 Compensation $ 14,248 $ 13,610 $ 28,371 $ 26,807 
 Performance-based compensation 4,008 3,638 7,656 7,079 
 Payroll taxes and employee benefits 4,304 3,875 8,362 7,620 
 Compensation and employee benefits 22,560 21,123 44,389 41,506 
 Data processing 4,152 3,847 8,104 7,576 
 Occupancy, net 2,073 2,046 4,486 4,269 
 Interchange expense 1,224 1,177 2,415 2,296 
 Advertising 1,180 833 2,390 1,694 
 Litigation expense 
 350 — 1,850 — 
 Furniture, fixtures and equipment 927 793 1,821 1,678 
 Loan and collection 1,038 744 1,790 1,530 
 FDIC deposit insurance 738 637 1,537 1,348 
 Legal and professional 613 500 1,204 979 
 Communications 464 470 1,057 1,061 
 Taxes, licenses and fees 
 376 290 736 616 
 Merger related expense 
 369 — 669 — 
 Director fees 
 278 276 544 508 
 Amortization of intangible assets 115 122 230 244 
 Net gains (losses) on other real estate and repossessed assets 
 (5) (50) 10 (116) 
 Recovery for loss reimbursement on sold loans 
 (13) (6) (26) (17) 
 
 Other 1,370 960 2,914 2,852 
 Total non-interest expense $ 37,809 $ 33,762 $ 76,120 $ 68,024 

 Compensation and employee benefits expenses, in total, increased $1.4 million on a quarterly comparative basis and increased $2.9 million for the first six months of 2026 compared to the same periods in 2025. 
 Com pensation expense increased by $0.6 million and $1.6 million in the second quarter and first six months of 2026, respectively, compared to the same periods in 2025. These comparative increases in 2026 were primarily due to salary increases that were predominantly effective on January 1, 2026, higher severance costs (year to date period only) and additional commercial lending and support staff that were partially offset by a decrease in mortgage lending and other retail personnel. 
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 Index 

 Performance-based compensation increased by $0.4 million and $0.6 million in the second quarter and first six months of 2026, respectively, compared to the same periods in 2025. The increase is due in part to both higher expected incentive compensation payout for salaried and hourly employees and long term share based incentives. 
 Payroll taxes and employee benefits increased by $0.4 million and $0.7 million in the second quarter and first six months of 2026, respectively, compared to the same periods in 2025, due primarily to increases in employee medical insurance costs and retirement costs. 
 Data processing expense increased by $0.3 million and $0.5 million in the second quarter and first six months of 2026, respectively, compared to the same prior year periods due in part to core data processor annual asset growth and CPI related cost increases as well as new solutions implemented during this time frame. 
 Advertising expense increased by $0.3 mill ion and $0.7 million in the second quarter and first six months of 2026, respectively, compared to the same prior year periods due to higher customer acquisition marketing costs as well as higher out-of-home advertising campaigns. 
 Loan and collection expense increased by $0.3 million in both the second quarter and first six months of 2026, compared to the same prior year periods due primarily to higher legal fees associated with collection and workout activities. 
 Merger related expenses of $0.4 million and $0.7 million in the second quarter and first six months of 2026 reflect legal, professional, regulatory, valuation, and other direct transaction costs associated with the acquisition of HCB Financial Corp. 
 Other expense increased by $0.4 million and $0.1 million in the second quarter and first six months of 2026. The increase during the second quarter was due primarily to the prior year period including recoveries related to unfunded lending commitments and higher Michigan Corporate Income Tax (due to an increase in taxable base) while these increases were partially offset by costs related to the capitalized mortgage loan servicing right sale (six month period - see “Non-interest income” above). 
 
 Income tax expense. We recorded an income tax expense of $3.9 million and $7.3 million in the second quarter and the first six months of 2026, respectively. This compares to an income tax expense of $3.8 million and $7.3 million in the second quarter and the first six months of 2025, respectively. The changes in expense for the first six months of 2026 compared to the same period in 2025 is primarily due to changes in pretax income as well as an increase in certain tax credits recognized during 2026. 
 Our actual income tax expense is different than the amount computed by applying our statutory income tax rate to our income before income tax primarily due to tax-exempt interest income, tax-exempt income from the increase in the cash surrender value on life insurance, and differences in the value of stock awards that vest and stock options that are exercised as compared to the initial fair values that were expensed. 
 We assess whether a valuation allowance should be established against our deferred tax assets based on the consideration of all available evidence using a “more likely than not” standard. The ultimate realization of this asset is primarily based on generating future income. We concluded at June 30, 2026 and 2025 and at December 31, 2025, that the realization of substantially all of our deferred tax assets continues to be more likely than not. 
 
 F INANCIAL C ONDITION 
 
 Summary. Our total assets increased by $158.1 million during the first six months of 2026. Loans, excluding loans held for sale, were $4.41 billion at June 30, 2026, compared to $4.28 billion at December 31, 2025. Commercial loans and mortgage loans increased while installment loans decreased during the first six months of 2026. (See “Portfolio Loans and asset quality.”) Securities available for sale and securities held to maturity together totaled $781.5 million at June 30, 2026, a decline of $23.9 million since December 31, 2025. 
 Deposits tota led $4.86 billion at June 30, 2026, an increase of $100.5 million from December 31, 2025. The increase in deposits from December 31, 2025, is due to increases in non-interest bearing, savings and interest-bearing checking and reciprocal deposits that were partially offset by a decrease in brokered time deposits. 
 
 Securities. We maintain diversified securities portfolios, which include obligations of U.S. government-sponsored agencies, securities issued by states and political subdivisions, residential and commercial mortgage-backed securities, asset-backed securities, corporate securities, trust preferred securities and foreign government securities (that are 
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 Index 

 denominated in U.S. dollars). We regularly evaluate asset/liability management needs and attempt to maintain a portfolio structure that provides sufficient liquidity and cash flow. 
 We believe that the unrealized losses on securities AFS are temporary in nature and are expected to be recovered within a reasonable time period. Based upon our liquidity and capital resources (as explained in more detail below under "Liquidity and capital resources"), we believe that we have the ability to hold securities with unrealized losses to maturity or until such time as the unrealized losses reverse. (See “Asset/liability management.”) 
 On April 1, 2022, we transferred certain securities AFS with an amortized cost and unrealized loss at the date of transfer of $418.1 million and $26.5 million, respectively to securities HTM. The transfer was made at fair value, with the unrealized loss becoming part of the purchase discount which will be accreted over the remaining life of the securities. The other comprehensive loss component is separated from the remaining available for sale securities and is accreted over the remaining life of the securities transferred. Based upon our liquidity and capital resources (as explained in more detail below under "Liquidity and capital resources"), we believe that we have the ability and intent to hold these securities until they mature, at which time we expect to receive all of the remaining amortized cost basis for these securities. 
 Securities Available for Sale 
 
 Amortized
Cost Unrealized Fair
Value 
 Gains Losses 
 Securities available for sale (In thousands) 
 June 30, 2026 $ 542,589 $ 447 $ 49,084 $ 493,952 
 December 31, 2025 546,863 430 51,384 495,909 

 Securities Held to Maturity 
 
 Carrying
Value Transferred 
 Unrealized 
 Loss (1) 
 ACL Amortized
Cost Unrecognized 
 Fair Value 
 Gains Losses 
 (In thousands) 
 Securities held to maturity 
 June 30, 2026 $ 287,574 $ 11,528 $ 92 $ 299,194 $ 41 $ 38,215 $ 261,020 
 December 31, 2025 309,523 12,982 92 322,597 36 39,803 282,830 

 (1) Represents the remaining unrealized loss to be accreted on securities that were transferred from AFS to HTM on April 1, 2022. 
 Securities AFS in unrealized loss positions are evaluated quarterly for impairment related to credit losses. For securities AFS in an unrealized loss position, we first assess whether we intend to sell, or it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities AFS that do not meet this criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, adverse conditions specifically related to the security and the issuer and the impact of changes in market interest rates on the market value of the security, among other factors. If this assessment indicates that a credit loss exists, we compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an ACL is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis. Any impairment that has not been recorded through an ACL is recognized in other comprehen sive income (loss), n et of applicable taxes. No ACL for securities AFS was needed at June 30, 2026 and December 31, 2025. The decrease in unrealized losses during the first six months of 2026 primarily reflects the outperformance of obligations of states and political subdivisions relative to U.S. Treasury securities, resulting in favorable changes in fair value, partially offset by modest declines in the fair value of certain agency residential mortgage-backed and corporate securities. See note #3 to the interim Condensed Consolidated Financial Statements included within this report for further discussion. 
 For securities HTM an ACL is maintained at a level which represents our best estimate of expected credit losses. This ACL is a contra asset valuation account that is deducted from the carrying amount of securities HTM to present the net amount expected to be collected. Securities HTM are charged off against the ACL when deemed uncollectible. Adjustments to the 
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 ACL are reported in our interim Condensed Consolidated Statements of Operations in provision for credit losses. We measure expected credit losses on securities HTM on a collective basis by major security type with each type sharing similar risk characteristics. With regard to U.S. Government-sponsored agency and mortgage-backed securities (residential and commercial), all these securities are issued by a U.S. government-sponsored entity and have an implicit or explicit government guarantee; therefore, no allowance for credit losses has been recorded for these securities. With regard to obligations of states and political subdivisions, private label-mortgage-backed, corporate and trust preferred securities HTM, we consider (1) issuer bond ratings, (2) historical loss rates for given bond ratings, (3) the financial condition of the issuer, and (4) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities. See note #3 to the interim Condensed Consolidated Financial Statements included within this report for further discussion. 
 Sales of securities available for sale were as follows (See “Non-interest income.”): 
 Sales of Securities Available for Sale 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 2026 2025 2026 2025 
 (in thousands) (In thousands) 
 Proceeds $ 2,294 $ 3,853 $ 5,550 $ 26,356 
 Gross gains — 36 — 37 
 Gross losses 90 25 116 356 
 Net gains (losses) $ (90) $ 11 $ (116) $ (319) 

 
 Portfolio Loans and asset quality. In addition to the communities served by our Bank branch and loan production office network, our principal lending markets also include nearby communities and metropolitan areas. Subject to established underwriting criteria, we also may participate in commercial lending transactions with certain non-affiliated banks and make whole loan purchases from other financial institutions. 
 The senior management and board of directors of our Bank retain authority and responsibility for credit decisions and we have adopted uniform underwriting standards. Our loan committee structure and the loan review process attempt to provide requisite controls and promote compliance with such established underwriting standards. However, there can be no assurance that our lending procedures and the use of uniform underwriting standards will prevent us from incurring significant credit losses in our lending activities. 
 We generally retain loans that may be profitably funded within established risk parameters. (See “Asset/liability management.”) As a result, we may hold adjustable-rate conventional and fixed rate jumbo mortgage loans as Portfolio Loans, while 15- and 30-year fixed-ra te non-jumbo mortgage loans are generally sold to mitigate exposure to changes in interest rates. (See “Non-interest income and “Asset/liability management.”). 
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 A summary of our Portfolio Loans follows: 
 
 June 30,
2026 December 31,
2025 
 (In thousands) 
 Real estate(1) 
 Residential first mortgages $ 1,309,313 $ 1,285,781 
 Non farm non residential 
 1,340,899 1,248,883 
 Construction and land development 249,383 273,582 
 Residential home equity and other junior mortgages 218,538 211,646 
 Multifamily residential 
 121,070 123,210 
 Consumer 515,980 533,807 
 Commercial 655,304 595,856 
 Agricultural 3,377 3,520 
 Total loans $ 4,413,864 $ 4,276,285 

 _________________________________ 
 (1) Includes both residential and non-residential commercial loans secured by real estate. 
 
 
 Non-performing assets 
 
 June 30,
2026 December 31,
2025 
 (Dollars in thousands) 
 Non-accrual loans $ 43,687 $ 33,074 
 Loans 90 days or more past due and still accruing interest — — 
 Subtotal 43,687 33,074 
 Less: Government guaranteed loans 10,890 9,947 
 Total non-performing loans 32,797 23,127 
 Other real estate and repossessed assets 710 896 
 Total non-performing assets $ 33,507 $ 24,023 
 
 As a percent of Portfolio Loans 
 Non-performing loans 0.74 % 0.54 % 
 Allowance for credit losses 1.49 1.48 
 Non-performing assets to total assets 0.59 0.44 
 Allowance for credit losses as a percent of non-performing loans 200.24 % 274.33 % 

 Non-performing loans have increased as a percent of Portfolio Loans since year-end 2025, primarily due to the addition of three commercial relationships during the first six months of 2026. See note #4. 
 Other real estate and repossessed assets total ed $0.71 m illion and $0.90 million at June 30, 2026, and December 31, 2025, respectively. 
 We will place a loan that is 90 days or more past due on non-accrual, unless we believe the loan is both well secured and in the process of collection. Accordingly, we have determined that the collection of the accrued and unpaid interest on any loans that are 90 days or more past due and still accruing interest is probable. 
 The following tables reflect activity in our ACL on loans, securities HTM and unfunded lending commitments as well as the allocation of our ACL on loans. 
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 Allowance for credit losses on loans, securities HTM and unfunded lending commitments 
 
 Six months ended June 30, 
 2026 2025 
 Loans Securities HTM 
 Unfunded
Commitments(1) Loans Securities HTM Unfunded
Commitments (1) 
 (Dollars in thousands) 
 Balance at beginning of period $ 63,445 $ 92 $ 5,440 $ 59,379 $ 132 $ 5,131 
 Additions (deductions) 
 Provision for credit losses 2,861 — 218 2,220 1 — 
 Recoveries credited to allowance 1,136 — — 1,131 — — 
 Assets charged against the allowance (1,769) — — (1,573) — — 
 Additions included in non-interest expense 
 — — — — — (193) 
 Balance at end of period $ 65,673 $ 92 $ 5,658 $ 61,157 $ 133 $ 4,938 
 
 Net loans charged against the allowance to average Portfolio Loans 
 0.03 % 0.02 % 

 (1) Beginning in the fourth quarter of 2025, we began classifying the provision for unfunded lending commitments in the provision for credit losses in the Consolidated Statements of Operations. 
 Allocation of the Allowance for Credit Losses on Loans 
 
 June 30,
2026 December 31,
2025 
 (Dollars in thousands) 
 Specific allocations $ 9,310 $ 6,775 
 Pooled analysis allocations 47,283 45,790 
 Additional allocations based on subjective factors 9,080 10,880 
 Total $ 65,673 $ 63,445 

 Some loans will not be repaid in full. Therefore, an ACL on loans is maintained at a level which represents our best estimate of expected credit losses. Our ACL on loans is comprised of three principal elements: (i) specific analysis of individual loans identified during the review of the loan portfolio, (ii) pooled analysis of loans with similar risk characteristics based on historical experience, adjusted for current conditions, reasonable and supportable forecasts, and expected prepayments, and (iii) additional allowances based on subjective factors, including local and general economic business factors and trends, portfolio concentrations and changes in the size and/or the general terms of the loan portfolios. See note #4 to the interim Condensed Consolidated Financial Statements included within this report for further discussion on the ACL on loans. 
 While we use relevant information to recognize losses on loans, additional provisions for related losses may be necessary based on changes in economic conditions, customer circumstances and other credit risk factors. 
 The ACL increased $2.2 million to $65.7 million at June 30, 2026 from $63.4 million at December 31, 2025, and was equal to 1.49% and 1.48% of total Portfolio Loans at June 30, 2026 and December 31, 2025, respectively. 
 Since December 31, 2025, the ACL related to specific loans increased $2.54 million due primarily to additional individually evaluated commercial loan relationships and higher reserves on certain existing individually evaluated commercial loan relationships. Pooled analysis allocations increased primarily due to commercial loan growth and modest changes in portfolio risk characteristics, partially offset by model recalibration and updated economic assumptions that reduced expected losses within certain retail loan portfolios. Additional allocations based on subjective factors decreased as updated model assumptions, portfolio segmentation and current economic inputs were reflected more fully in the quantitative estimate. 
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 Deposits and borrowings. Historically, the loyalty of our customer base has allowed us to price deposits competitively, contributing to a net interest margin that generally compares favorably to our peers. However, we still face a significant amount of competition for deposits within many of the markets served by our branch network, which limits our ability to materially increase deposits without adversely impacting the weighted-average cost of core deposits. 
 To attract new core deposits, we have implemented various account acquisition strategies as well as branch staff sales training. Account acquisition initiatives have historically generated increases in customer relationships. Over the past several years, we have also expanded our treasury management products and services for commercial businesses and municipalities or other governmental units and have also increased our sales calling efforts in order to attract additional deposit relationships from these sectors. We view long-term core deposit growth as an important objective. Core deposits generally provide a more stable and lower cost source of funds than alternative sources such as short-term borrowings. (See “Liquidity and capital r esources.”) 
 Deposits totaled $4.86 billion and $4.76 billion at June 30, 2026, and December 31, 2025, respectively. The increase in balances during the first six months of 2026 is due to increases in non-interest bearing, savings and interest-bearing checking and reciprocal deposits that were partially offset by a decrease in brokered time deposits. Reciprocal deposits totaled $1.025 billion and $974.9 million at June 30, 2026 and December 31, 2025, respectively. These de posits represent demand, money market and time deposits from our customers that have been placed through IntraFi Network. This service allows our customers to access multi-million dollar FDIC deposit insurance on deposit balances greater than the standard FDIC insurance maximum. 
 We cannot be sure that we will be able to maintain our current level of core deposits. In particular, those deposits that are uninsured may be susceptible to outflow . Data relating t o our deposit portfolios (excluding brokered time) f ollows: 
 
 June 30,
2026 December 31,
2025 
 (Dollars in thousands) 
 Uninsured deposits (1) $ 1,156,259 $ 1,175,893 
 Uninsured deposits as a percentage of deposits 23.8 % 24.8 % 
 Average deposit account size $ 22.42 $ 22.51 
 Balance of top 100 largest depositors $ 1,135,570 $ 1,156,014 
 Balance of top 100 depositors as a percentage of deposits, excluding brokered time deposits 
 23.4 % 24.4 % 

 (1) These amounts exclude intercompany related deposits of $45.7 million and $47.0 million at June 30, 2026 and December 31, 2025, respectively. Uninsured deposits reported in our Call Report at June 30, 2026 and December 31, 2025 totaled $1.202 billion and $1.223 billion, respectively. 
 We have also implemented strategies that incorporate using federal funds purchased, other borrowings and Brokered CDs to fund a portion of our interest-earning assets. The use of such alternate sources of funds supplements our core deposits and is also an integral part of our asset/liability management efforts. 
 Other borrowings, comprised primarily of FHLB borrowings, totaled $127.0 million and $77.0 million at June 30, 2026, and December 31, 2025, respectively. 
 As described above, we have utilized wholesale funding, including federal funds purchased, FHLB and FRB borrowings and Brokered CDs to augment our core deposits and fund a portion of our assets. At June 30, 2026, our use of such wholesale funding sources (including reciprocal deposits) amounted to approxim ately $1.15 billion, or 23.1% of total funding (deposits and all borrowings, excluding subordinated debentures). Because wholesale funding sources are affected by general market conditions, the availability of such funding may be dependent on the confidence these sources have in our financial condition and operations. The continued availability to us of these funding sources is not certain, and Brokered CDs may be difficult for us to retain or replace at attractive rates as they mature. Our liquidity may be constrained if we are unable to renew our wholesale funding sources or if adequate financing is not available in the future at acceptable rates of interest or at all. Our financial performance could also be affected if we are unable to maintain our access to funding sources or if we are required to rely more heavily on more expensive funding sources. In such case, our net interest income and results of operations could be adversely affected. 
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 We historically employed derivative financial instruments to manage our exposure to changes in interest rates. During the first six months of 2026 and 2025, we enter ed into $100.1 million and $86.0 million (aggregate notional amounts), respectively, of interest rate swaps with commercial loan customers, which were offset with interest rate swaps that the Bank entered into with a broker-dealer. We recorded $0.84 million and $0.96 million of fee income related to these transactions during the first six months of 2026 and 2025, respective ly. See note #6 to the interim Condensed Consolidated Financial Statements included within this report for more information on our derivative financial instruments. 
 
 Liquidity and capital resources. Liquidity risk is the risk of being unable to timely meet obligations as they come due at a reasonable funding cost or without incurring unacceptable losses. Our liquidity management involves the measurement and monitoring of a variety of sources and uses of funds. Our interim Condensed Consolidated Statements of Cash Flows categorize these sources and uses into operating, investing and financing activities. We primarily focus our liquidity management on maintaining adequate levels of liquid assets (primarily funds on deposit with the FRB and certain securities AFS) as well as developing access to a variety of borrowing sources to supplement our deposit gathering activities and provide funds for purchasing securities or originating Portfolio Loans as well as to be able to respond to unforeseen liquidity needs. 
 Our primary sources of funds include our deposit base, secured advances from the FHLB and FRB, federal funds purchased, borrowing facilities with o ther banks, and access to the capital markets (for Brokered CDs). At June 30, 2026, in addition to liquidity available from our normal operating, funding and investing activities we had unused credit lines with the FHLB and FRB of approximately $688.9 million and $1.177 billion, respectively. We also had approximately $450.5 million in fair value of unpledged securities AFS and HTM at June 30, 2026, which could be pledged for an estimated additional borrowing capacity at the FHLB and FRB of approximately $424.1 million. 
 At June 30, 2026, we had $738.3 million of time deposits that mature in the next 12 months. Historically, a majority of these maturing time deposits are renewed by our cus tomers. Additionally, $4.08 billion of our deposits at June 30, 2026, were in account types from which the customer could withdraw the funds on demand. Changes in the balances of deposits that can be withdrawn upon demand are usually predictable and the total ba lances of these accounts have generally grown or have been stable over time as a result of our marketing and promotional activities. However, there can be no assurance that historical patterns of renewing time deposits or overall growth or stability in deposits will continue in the future. 
 We have developed contingency funding plans that stress test our liquidity needs that may arise from certain events such as an adverse change in our financial metrics (for example, credit quality or regulatory capital ratios). Our liquidity management also includes periodic monitoring that measures quick assets (defined generally as highly liquid or short-term assets) to total deposits and borrowings, short-term liability dependence and basic surplus (defined as liquid assets less volatile liabilities to total assets). Policy limits have been established for our various liquidity measurements and are monitored on a quarterly basis. In addition, we also prepare cash flow forecasts that include a variety of different scenarios. 
 We believe that we currently have adequate liquidity at our Bank because of our cash and cash equivalents, our portfolio of securities AFS, our access to secured advances from the FHLB and FRB and our ability to issue Brokered CDs. 
 We also believe that the available cash on hand at the parent company of approximately $45.2 million as of June 30, 2026, provides sufficient liquidity resources at the parent company to meet operating expenses, to make interest payments on the subordinated debentures and, along with dividends from the Bank, to pay projected cash dividends on our common stock. 
 Effective management of capital resources is critical to our mission to create value for our shareholders. In addition to common stock, our capital structure also currently includes cumulative trust preferred securities. 
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 Capitalization 
 
 June 30,
2026 December 31,
2025 
 (In thousands) 
 
 Subordinated debentures 
 $ 39,898 $ 39,864 
 Amount not qualifying as regulatory capital 
 (1,224) (1,224) 
 Amount qualifying as regulatory capital 
 38,674 38,640 
 Shareholders’ equity 
 
 Common stock 
 307,820 307,845 
 Retained earnings 
 276,934 252,794 
 Accumulated other comprehensive loss 
 (56,341) (57,688) 
 Total shareholders’ equity 
 528,413 502,951 
 Total capitalization 
 $ 567,087 $ 541,591 

 We currently have four special purpose entities with $39.9 million of outstanding cumulative trust preferred securities as of June 30, 2026. These special purpose entities issued common securities and provided cash to our parent company that in turn issued subordinated debentures to these special purpose entities equal to the trust preferred securities and common securities. The subordinated debentures represent the sol e asset of the special purpose entities. The common securities and subordinated debentures are included in our interim Condensed Consolidated Statements of Financial Condition. 
 The FRB has issued rules regarding trust preferred securities as a component of the Tier 1 capital of bank holding companies. The aggregate amount of trust preferred securities (and certain other capital elements) are limited to 25 percent of Tier 1 capital elements, net of goodwill (net of any associated deferred tax liability). The amount of trust preferred securities and certain other elements in excess of the limit can be included in Tier 2 capital, subject to restrictions. At the parent company, all of these securities qualified as Tier 1 capital at June 30, 2026, and December 31, 2025. 
 Common shareholders’ equity increased to $528.4 million at June 30, 2026, from $503.0 million at December 31, 2025. The increase is primarily due to earnings retention. Our tangible common equity (“TCE”) totaled $499.3 million and $473.7 million, respectively, at those same dates. Our ratio of TCE to tangible assets was 8.86% and 8.65% at June 30, 2026, and December 31, 2025, respectively. TCE and the ratio of TCE to tangible assets are non-GAAP measures. TCE represents total common equity less goodwill and other intangible assets. 
 In December 2025, our Board of Directors authorized a 2026 share repurchase plan. Under the terms of the 2026 share repurchase plan, we are authorized to buy back up to 1,100,000, or approximately 5% of our outstanding common stock. During the first six months of 2026 , we did not repurchase shares of common stock. During the first six months of 2025, we repurc hased 252,276 shares of common stock, for an aggregate purchase price of $7.36 million . 
 We currently pay a quarterly cash dividend on our common stock. These dividends totaled $0.56 per share and $0.52 per share in the first six months of 2026 and 2025, respectively. We generally favor a dividend payout ratio between 30% and 50% of net income. 
 As of June 30, 2026 and December 31, 2025, our Bank continued to meet the requirements to be considered “well-capitalized” under federal regulatory standards (also see note #10 to the interim Condensed Consolidated Financial Statements included within this report). 
 
 Asset/liability management. Interest-rate risk is created by differences in the cash flow characteristics of our assets and liabilities. Options embedded in certain financial instruments, including caps on adjustable-rate loans as well as borrowers’ rights to prepay fixed-rate loans, also create interest-rate risk. 
 Our asset/liability management efforts identify and evaluate opportunities to structure our assets and liabilities in a manner that is consistent with our mission to maintain profitable financial leverage within established risk parameters. We evaluate various opportunities and alternate asset/liability management strategies carefully and consider the likely impact on our risk profile as well as the anticipated contribution to earnings. The marginal cost of funds is a principal consideration in the implementation of our asset/liability management strategies, but such evaluations further consider interest-rate and liquidity risk as well as other pertinent factors. We have established parameters for interest-rate risk. We regularly monitor our interest-rate risk and report at least quarterly to our board of directors. 
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 We employ simulation analyses to monitor our interest-rate risk profile and evaluate potential changes in our net interest income and economic value that result from changes in interest rates. The purpose of these simulations is to identify sources of interest-rate risk. The simulations do not anticipate any actions that we might initiate in response to changes in interest rates and, accordingly, the simulations do not provide a reliable forecast of anticipated results. The simulations are predicated on immediate, permanent and parallel shifts in interest rates and generally assume that current loan and deposit pricing relationships remain constant. The simulations further incorporate assumptions relating to changes in customer behavior, including changes in prepayment rates on certain assets and liabilities. At June 30, 2026, our longer term interest rate risk measure based on changes in economic value indicates exposure to rising rates. Interest rate sensitivity under this measure has decreased modestly from December 31, 2025 due to a decline in asset duration and a higher base value. Asset duration declined due to a shift in the asset mix to shorter duration loans (primarily variable rate commercial loans). In addition, at June 30, 2026 our simulation base-rate scenario for economic value increased from December 31, 2025. The increase was due to an increase in the Bank’s tangible equity due to positive earnings; a favorable shift in the asset mix out of investments and retail loans into variable rate commercial loans; and a favorable shift in the funding mix to an increase in low cost / low priced non-maturity deposits. We are carefully monitoring the change in our funding mix as well as the composition of our earning assets and the impact of potential future changes in interest rates on our changes in economic value and changes in net interest income. As a result, we may add some longer-term borrowings, may utilize derivatives (interest rate swaps, interest rate caps and interest rate floors) and may continue to sell some fixed rate jumbo and other portfolio mortgage loans in the future. 
 CHANGES IN ECONOMIC VALUE, NET INTEREST INCOME AND NET INTEREST MARGIN 
 
 Change in Interest Rates Economic 
 Value(1) 
 Percent
Change Net
Interest
Income(2) Percent
Change Net Interest Margin(3) 
 Percent
Change 
 (Dollars in thousands) 
 June 30, 2026 
 200 basis point rise $ 745,800 (3.87) % $ 209,600 2.64 % 3.93 % 2.61 % 
 100 basis point rise 763,900 (1.53) 206,800 1.27 3.88 1.31 
 Base-rate scenario 775,800 — 204,200 — 3.83 — 
 100 basis point decline 776,200 0.05 202,600 (0.78) 3.80 (0.78) 
 200 basis point decline 759,000 (2.17) 200,300 (1.91) 3.76 (1.83) 
 
 December 31, 2025 
 200 basis point rise $ 693,900 (4.75) % $ 202,200 3.01 % 3.89 % 3.18 % 
 100 basis point rise 712,800 (2.16) 198,900 1.32 3.82 1.33 
 Base-rate scenario 728,500 — 196,300 — 3.77 — 
 100 basis point decline 731,700 0.44 194,100 (1.12) 3.73 (1.06) 
 200 basis point decline 714,300 (1.95) 191,300 (2.55) 3.68 (2.39) 

 _________________________________ 
 (1) Simulation analyses calculate the change in the net present value of our assets and liabilities, including debt and related financial derivative instruments, under parallel shifts in interest rates by discounting the estimated future cash flows using a market-based discount rate. Cash flow estimates incorporate anticipated changes in prepayment speeds and other embedded options. 
 (2) Simulation analyses calculate the change in net interest income under immediate parallel shifts in interest rates over the next twelve months, based upon a static interim Condensed Consolidated Statement of Financial Condition, which includes debt and related financial derivative instruments, and do not consider loan fees or loan origination costs. 
 (3) Simulation analyses calculate the change in tax equivalent net interest income as a percent of average interest-earning assets (the “net interest margin”) under immediate parallel shifts in interest rates over the next twelve months, based upon a static interim Condensed Consolidated Statement of Financial Condition, which includes debt and related financial derivative instruments, and do not consider loan fees or loan origination costs. 
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 L ITIGATION M ATTERS 
 We are involved in various litigation matters in the ordinary course of business, which currently include three putative class action complaints brought against the Bank alleging that its practice of charging overdraft and other fees was not consistent with the disclosures the Bank made to consumers. These lawsuits are similar to lawsuits that have recently been filed against other financial institutions pertaining to overdraft fee disclosures. No class has been certified in any of the putative class action complaints brought against the Bank, and we believe we have valid defenses to each of the claims that have been made. These three actions are being coordinated for pre-trial and other purposes. 
 During the quarter ended June 30, 2026, the Bank reached an agreement in principle to resolve these coordinated actions for $1.85 million, subject to the negotiation, execution, and delivery of definitive settlement documentation and preliminary and final approval by the court. There can be no assurance that definitive settlement documentation will be executed, that the court will approve the proposed settlement on its current or any other terms, or that the proposed settlement will become final and non-appealable. The proposed settlement does not constitute an admission of liability or wrongdoing by the Company or the Bank, and the Company and the Bank continue to deny the allegations. If the proposed settlement is not finalized or approved, we intend to continue to defend the actions vigorously. 
 As of June 30, 2026, we had accrued $1.85 million for losses we consider probable and reasonably estimable with respect to these matters, including an additional $0.35 million recorded during the quarter ended June 30, 2026. The accrual is reflected as Litigation Expense in the interim condensed consolidated statement of operations and in accrued expenses and other liabilities in the interim condensed consolidated statements of financial condition. Because of the inherent uncertainty of litigation and the fact that the proposed settlement remains subject to definitive documentation and court approval, it is reasonably possible that our ultimate loss could differ from the amount accrued. 
 
 
 
 Accounting standards update. See note #2 to the interim Condensed Consolidated Financial Statements included elsewhere in this report for details on recently issued accounting pronouncements and their impact on our interim condensed consolidated financial statements. 
 Fair valuation of financial instruments. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820 - “Fair Value Measurements and Disclosures” (“FASB ASC Topic 820”) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. 
 We utilize fair value measurements to record fair value adjustments to certain financial instruments and to determine fair value disclosures. FASB ASC Topic 820 differentiates between those assets and liabilities required to be carried at fair value at every reporting period (“recurring”) and those assets and liabilities that are only required to be adjusted to fair value under certain circumstances (“nonrecurring”). Equity securities at fair value, securities AFS, loans held for sale, carried at fair value, derivatives and capitalized mortgage loan servicing rights are financial instruments recorded at fair value on a recurring basis. Additionally, from time to time, we may be required to record at fair value other financial assets on a nonrecurring basis, such as loans held for investment and certain other assets. These nonrecurring fair value adjustments typically involve application of lower of cost or fair value accounting or write-downs of individual assets. See note #11 to the interim Condensed Consolidated Financial Statements included within this report for a complete discussion on our use of fair value measurements on financial instruments and the related measurement techniques. 
 
 C RITICAL A CCOUNTING P OLICIES 
 Our accounting and reporting policies are in accordance with accounting principles generally accepted in the United States of America and conform to general practices within the banking industry. Accounting and reporting policies for the ACL and capitalized mortgage loan servicing rights are deemed critical since they involve the use of estimates and require significant management judgments. Application of assumptions different than those that we have used could result in material changes in our consolidated financial position or results of operations. There have been no material changes to our critical accounting policies as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025. 
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 Index 

 Item 3. 
 Q UANTITATIVE AND Q UALITATIVE D ISCLOSURES ABOUT M ARKET R ISK 
 See applicable disclosures set forth in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2 under the caption “Asset/liability management.” 
 
 Item 4. 
 C ONTROLS AND P ROCEDURES 
 (a) Evaluation of Disclosure Controls and Procedures. 
 With the participation of management, our chief executive officer and chief financial officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a – 15(e) and 15d – 15(e)) for the period ended June 30, 2026, have concluded that, as of such date, our disclosure controls and procedures were effective. 
 (b) Changes in Internal Controls. 
 During the quarter ended June 30, 2026, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 
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 Index 

 Part II 
 
 Item 1A. Risk Factors 
 When evaluating the risk of an investment in our common stock, potential investors should carefully consider the risk factors appearing in Part I, Item 1A, Risk Factors, of our Annual Report on Form 10-K for the year ended December 31, 2025. 
 On July 1, 2026, Independent Bank Corporation ("IBCP") completed its acquisition of HCB Financial Corp. (“HCB”). The following represents material changes in our risk factors from the risk factors set forth in our Annual Report on Form 10-K, as updated in our Quarterly Report on Form 10-Q for the first quarter of 2026. 
 The integration of HCB and its subsidiary, Highpoint Community Bank, into our operations involves significant risks and uncertainties that could adversely affect our business, financial condition, and results of operations. 
 On July 1, 2026, we completed the acquisition of HCB, the holding company for Highpoint Community Bank. We expect to complete the full systems integration of Highpoint Community Bank's operations on November 9, 2026. The successful integration of HCB's operations is subject to a number of risks, including: challenges in consolidating banking operations, technology platforms, and data systems; difficulties in retaining key employees and customers of Highpoint Community Bank; disruption to our ongoing business during the integration process; diversion of management attention and resources from other strategic initiatives; the failure to achieve anticipated cost savings, revenue synergies, or other financial benefits of the acquisition, or the realization of such benefits taking longer than expected; and unanticipated integration costs or liabilities. We estimated cost savings equal to approximately 40% of HCB's operating expenses; however, there can be no assurance that these savings will be realized in the amounts or on the timetable we anticipate. Any failure to manage the integration process effectively or to realize the anticipated benefits of the acquisition could have a material adverse effect on our business, financial condition, and results of operations. 
 The loan portfolio acquired from HCB may present credit quality risks that differ from or exceed those reflected in our historical experience. 
 As of June 30, 2026, HCB had total loans and loans held for sale of approximately $371.9 million. We are in the process of completing our preliminary purchase accounting for the acquired loan portfolio, including the determination of acquisition-date fair values and the establishment of an allowance for credit losses under ASC 326 for acquired non-purchased credit deteriorated loans. The acquired portfolio includes commercial and retail loans originated under HCB's underwriting standards, which may differ from our own. To the extent that the acquired loans have credit characteristics, concentrations, or loss rates that differ from our expectations, we could experience higher-than-anticipated credit losses or be required to increase our provision for credit losses, either of which could have a material adverse effect on our results of operations and financial condition. In addition, HCB's loan-to-deposit ratio was approximately 67% as of year-end 2025, and the redeployment of excess liquidity into higher-yielding commercial loans, while consistent with our strategy, carries inherent credit risk. 
 The acquisition of HCB will result in a material increase in goodwill and other intangible assets, which could be subject to impairment. 
 We paid aggregate merger consideration of approximately $74.9 million in a combination of IBCP common stock and cash for all outstanding shares of HCB stock. The excess of the purchase price over the fair value of net assets acquired will be recorded as goodwill and other intangible assets. Goodwill is not amortized but is tested for impairment at least annually and more frequently if events or circumstances indicate that impairment may exist. Intangible assets with definite useful lives, such as core deposit intangibles, are amortized over their estimated useful lives. A significant decline in our stock price, deterioration in market conditions, adverse changes in applicable laws or regulations, or any number of other factors could result in an impairment charge, which could have a material adverse effect on our financial condition and results of operations. 
 The acquisition of HCB has resulted in an increase in our total consolidated assets to approximately $6.3 billion and may subject us to increased regulatory scrutiny and compliance obligations. 
 The completion of the HCB acquisition has increased our total consolidated assets to approximately $6.3 billion. As our asset size increases, we may be subject to heightened regulatory expectations with respect to enterprise risk management, capital planning, compliance, and consumer protection. Any failure to satisfy evolving regulatory expectations or conditions imposed in connection with regulatory approvals of the merger could result in enforcement actions, additional 
 91 

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 regulatory requirements, or restrictions on our business activities, any of which could have a material adverse effect on our business, financial condition, and results of operations. 
 We may be exposed to litigation, regulatory, or reputational risks associated with HCB or Highpoint Community Bank that were not fully identified during our due diligence review. 
 Although we conducted due diligence in connection with the acquisition, there may be liabilities, legal or regulatory exposures, compliance deficiencies, or reputational risks associated with HCB's business that were not identified or that prove to be more significant than anticipated. Any such liabilities or exposures could result in losses, regulatory sanctions, or harm to our reputation, which could have a material adverse effect on our business, financial condition, and results of operations. 
 
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 
 The Company maintains a Deferred Compensation and Stock Purchase Plan for Non-Employee Directors (the "Plan") pursuant to which non-employee directors can elect to receive shares of the Company's common stock in lieu of fees otherwise payable to the director for his or her service as a director. A director can elect to receive shares on a current basis or to defer receipt of the shares, in which case the shares are issued to a trust to be held for the account of the director and then generally distributed to the director after his or her retirement from the Board. Pursuant to this Plan, during the second quarter of 2026, the Company issued 309 shares of common stock to non-employee directors on a current basis and 1,369 shares of common stock to the trust for distribution to directors on a deferred basis. These shares were issued on April 1, 2026 representing aggregate fees of $0.05 million. The shares on a current basis were issued at a price of $33.30 per share and the shares on a deferred basis were issued at a price of $29.97 per share, representing 90% of the fair value of the shares on the credit date. The price per share was the consolidated closing bid price per share of the Company's common stock as of the date of issuance, as determined in accordance with NASDAQ Marketplace Rules. The Company issued the shares pursuant to an exemption from registration under Section 4(2) of the Securities Act of 1933 due to the fact that the issuance of the shares was made on a private basis pursuant to the Plan. 
 The following table shows certain information relating to repurchases of common stock for the three-months ended June 30, 2026: 
 
 Period Total Number of
Shares Purchased (1) Average Price
Paid Per Share Total Number of
Shares Purchased
as Part of a
Publicly
Announced Plan Remaining
Number of
Shares Authorized
for Purchase
Under the Plan 
 April 2026 632 $ 34.79 — 1,100,000 
 May 2026 — — — 1,100,000 
 June 2026 2,883 34.68 — 1,100,000 
 Total 3,515 $ 34.70 — 1,100,000 

 (1) April and June amounts are shares withheld from the shares that would otherwise have been issued to certain officers in order to satisfy the tax withholding obligations resulting from the vesting of restricted stock. 
 
 
 As announced on December 16, 2025, the Board of Directors of the Company authorized the 2026 share repurchase plan. This plan authorizes the Company to purchase up to 1,100,000 shares through December 31, 2026. 
 
 Item 5. Other Information 
 During the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company adopted, modified, or terminated a "Rule 10b5-1 Trading Arrangement" or "Non-Rule 10b5‑1 Trading Arrangement," as each term is defined in Item 408(a) of Regulation S-K. 
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 Index 

 Item 6. Exhibits 
 
 (a) The following exhibits (listed by number corresponding to the Exhibit Table as Item 601 in Regulation S-K) are filed with this report: 
 31.1 
 Certificate of the Chief Executive Officer of Independent Bank Corporation pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 
 31.2 
 Certificate of the Chief Financial Officer of Independent Bank Corporation pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 
 32.1 
 Certificate of the Chief Executive Officer of Independent Bank Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 
 32.2 
 Certificate of the Chief Financial Officer of Independent Bank Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 
 101. INS Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) 
 101. SCH Inline XBRL Taxonomy Extension Schema Document 
 101. CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 
 101. DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 
 101. LAB Inline XBRL Taxonomy Extension Label Linkbase Document 
 101. PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 
 104 Cover page interactive data file (formatted as inline XBRL and contained in Exhibit 101) 

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 SIGNATURES 
 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. 
 
 Date August 5, 2026 By /s/ Gavin A. Mohr 
 Gavin A. Mohr, Principal Financial Officer 
 
 Date August 5, 2026 By /s/ James J. Twarozynski 
 James J. Twarozynski, Principal Accounting Officer 

 94
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.
INDEPENDENT BANK CORP /MI/ 10-Q
