UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30,
2022
OR
☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from ____________ to
_______________
Commission File Number: 0-51176
KENTUCKY FIRST FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
United States of America 61-1484858
(State or other jurisdiction of
incorporation or organization) (I.R.S. Employer
Identification No.)
655 Main Street , Hazard , Kentucky 41702
(Address of principal executive offices)(Zip Code)
(502) 223-1638
(Registrant’s telephone number, including
area code)
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class Trading symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value per share KFFB 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 ☒ 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 (Section 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒
No ☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company.
See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ☐
Non-Accelerated filer ☒ Smaller Reporting Company ☒
Emerging Growth Company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each
of the issuer’s classes of common stock, as of the latest practicable date: At November 8, 2022, the latest practicable date, the
Corporation had 8,154,695 shares of $.01 par value common stock outstanding.
INDEX
Page
PART I FINANCIAL INFORMATION
1
ITEM 1 FINANCIAL STATEMENTS
1
Condensed Consolidated Balance Sheets
1
Condensed Consolidated Statements of Operations
2
Condensed Consolidated Statements of Comprehensive Income (Loss)
3
Consolidated Statements of Changes in Shareholders’ Equity
4
Condensed Consolidated Statements of Cash Flows
5
Notes to Condensed Consolidated Financial Statements
7
ITEM 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations
24
ITEM 3 Quantitative and Qualitative Disclosures About Market Risk
31
ITEM 4 Controls and Procedures
31
PART II OTHER INFORMATION
32
SIGNATURES
34
i
PART I – FINANCIAL INFORMATION
ITEM 1: Financial Statements
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September 30,
2022
June 30,
2022
Unaudited
ASSETS
Cash and due from financial institutions
$ 1,759
$ 2,002
Fed funds sold
645
14,824
Interest-bearing demand deposits
6,231
8,997
Cash and cash equivalents
8,635
25,823
Securities available for sale
14,151
10,477
Securities held-to-maturity, at amortized cost- approximate fair value of $ 302 and $ 323 at September 30, 2022 and June 30, 2022, respectively
321
339
Loans held for sale
–
152
Loans, net of allowance of $ 1,642 and $ 1,529 at September 30, 2022 and June 30, 2022, respectively
292,659
274,583
Other real estate owned, net
10
10
Premises and equipment, net
4,564
4,563
Federal Home Loan Bank stock, at cost
4,949
6,498
Accrued interest receivable
799
649
Bank-owned life insurance
2,770
2,750
Goodwill
947
947
Prepaid income taxes
342
382
Prepaid expenses and other assets
770
907
Total assets
$ 330,917
$ 328,080
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits
$ 226,292
$ 239,857
Federal Home Loan Bank advances
50,752
34,066
Advances by borrowers for taxes and insurance
1,095
766
Accrued interest payable
11
12
Deferred income taxes
623
889
Other liabilities
515
465
Total liabilities
279,288
276,055
Commitments and contingencies
–
–
Shareholders’ equity
Preferred stock, 500,000 shares authorized, $ .01 par value; no shares issued and outstanding
–
–
Common stock, 20,000,000 shares authorized, $ .01 par value; 8,596,064 shares issued
86
86
Additional paid-in capital
34,892
34,892
Retained earnings
20,591
20,560
Unearned employee stock ownership plan (ESOP)
( 2 )
( 5 )
Treasury shares at cost, 441,369 and 441,369 common shares at September 30, 2022 and June 30, 2022, respectively
( 3,508 )
( 3,508 )
Accumulated other comprehensive income (loss)
( 430 )
–
Total shareholders’ equity
51,629
52,025
Total liabilities and shareholders’ equity
$ 330,917
$ 328,080
See accompanying notes to condensed consolidated
financial statements.
1
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share data)
Three months ended
September 30,
2022
2021
Interest income
Loans, including fees
$ 2,644
$ 2,934
Mortgage-backed securities
114
3
Interest-bearing deposits and other
127
37
Total interest income
2,885
2,974
Interest expense
Interest-bearing demand deposits
11
9
Savings
102
68
Certificates of deposit
237
291
Deposits
350
368
Borrowings
103
101
Total interest expense
453
469
Net interest income
2,432
2,505
Provision for loan losses
113
–
Net interest income after provision for loan losses
2,319
2,505
Non-interest income
Earnings on bank-owned life insurance
20
19
Net gain on sales of loans
7
162
Net gain on sale of other real estate owned
10
–
Net loss on sales of real estate owned
–
( 11 )
Other
61
58
Total non-interest income
98
228
Non-interest expense
Employee compensation and benefits
1,194
1,342
Data processing
106
121
Occupancy and equipment
154
151
FDIC insurance premiums
21
4
Voice and data communications
34
32
Advertising
32
43
Outside service fees
58
27
Auditing and accounting
81
54
Regulatory assessments
25
26
Foreclosure and real estate owned expenses (net)
24
6
Franchise and other taxes
37
1
Other
162
174
Total non-interest expense
1,928
1,981
Income before income taxes
489
752
Income tax expense
116
184
NET INCOME
$ 373
$ 568
EARNINGS PER SHARE
Basic and diluted
$ 0.05
$ 0.07
DIVIDENDS PER SHARE
$ 0.10
$ 0.10
See accompanying notes to condensed consolidated
financial statements.
2
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME (LOSS)
(Unaudited)
(In thousands)
Three months ended
September 30,
2022
2021
Net income
$ 373
$ 568
Other comprehensive gains (losses), net of tax:
Unrealized losses on securities designated as available-for-sale, net of tax benefits of $ 143 and $ 0 during the respective periods
( 430 )
–
Comprehensive income (loss)
$ ( 57 )
$ 568
See accompanying notes to condensed consolidated
financial statements.
3
Kentucky First Federal Bancorp
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’
EQUITY
For the three months ended
(Unaudited)
(Dollar amounts in thousands, except per share
data)
September 30, 2022
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income (loss)
Total
Balance at June 30, 2022
$ 86
$ 34,892
$ 20,560
$ ( 5 )
$ ( 3,508 )
$ –
$ 52,025
Net income
–
–
373
–
–
–
373
Allocation of ESOP shares
–
–
–
3
–
–
3
Other comprehensive loss
( 430 )
( 430 )
Cash dividends of $ 0.10 per common share
–
–
( 342 )
–
–
–
( 342 )
Balance at September 30, 2022
$ 86
$ 34,892
$ 20,591
$ ( 2 )
$ ( 3,508 )
$ ( 430 )
$ 51,629
September 30, 2021
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income
Total
Balance at June 30, 2021
$ 86
$ 34,916
$ 20,364
$ ( 102 )
$ ( 2,968 )
$ –
$ 52,296
Net income
–
–
568
–
–
–
568
Allocation of ESOP shares
–
( 10 )
–
46
–
–
36
Cash dividends of $ 0.10 per common share
–
–
( 351 )
–
–
–
( 351 )
Balance at September 30, 2021
$ 86
$ 34,906
$ 20,581
$ ( 56 )
$ ( 2,968 )
$ –
$ 52,549
See accompanying notes to condensed consolidated
financial statements.
4
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
Three months ended
September 30,
2022
2021
Cash flows from operating activities:
Net income
$ 373
$ 568
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation
68
78
Accretion of purchased loan credit discount
( 12 )
( 13 )
Amortization of deferred loan origination costs (fees)
( 7 )
( 91 )
Amortization of premiums on investment securities
( 6 )
2
Net gain on sale of loans
( 7 )
( 162 )
Net (gain) loss on sale of other real estate
( 10 )
–
Net (gain) loss on sale of real estate owned
–
11
ESOP compensation expense
3
36
Earnings on bank-owned life insurance
( 20 )
( 19 )
Provision for loan losses
113
–
Origination of loans held for sale
( 157 )
( 2,544 )
Proceeds from loans held for sale
316
3,923
Increase (decrease) in cash, due to changes in:
Accrued interest receivable
( 150 )
81
Prepaid expenses and other assets
7
( 125 )
Accrued interest payable
( 1 )
1
Other liabilities
50
296
Income taxes
( 124 )
84
Net cash provided by operating activities
436
2,126
Cash flows from investing activities:
Purchase of investments available for sale
( 4,974 )
–
Maturities of time deposits in other financial institutions
–
247
Securities maturities, prepayments and calls:
Held to maturity
17
24
Available for sale
735
2
Proceeds from redemption of FHLB stock
1,549
–
Proceeds from sale of other real estate
180
–
Loans originated for investment, net of principal collected
( 18,170 )
4,016
Proceeds from sale of real estate owned
–
20
Additions to premises and equipment, net
( 69 )
( 52 )
Net cash provided by (used in) investing activities
( 20,732 )
4,257
Cash flows from financing activities:
Net increase (decrease) in deposits
( 13,565 )
4,646
Payments by borrowers for taxes and insurance, net
329
124
Proceeds from Federal Home Loan Bank advances
70,500
500
Repayments on Federal Home Loan Bank advances
( 53,814 )
( 7,018 )
Dividends paid on common stock
( 342 )
( 351 )
Net cash provided by (used in) financing activities
3,108
( 2,099 )
Net increase (decrease) in cash and cash equivalents
( 17,188 )
4,284
Beginning cash and cash equivalents
25,823
21,648
Ending cash and cash equivalents
$ 8,635
$ 25,932
See accompanying notes to condensed consolidated
financial statements.
5
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(CONTINUED)
(Unaudited)
(In thousands)
Three months ended
September 30,
2022
2021
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Federal income taxes
$
200
$
100
Interest on deposits and borrowings
$
454
$
468
See accompanying notes to condensed consolidated
financial statements.
6
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2022
(unaudited)
The Kentucky First Federal Bancorp (“Kentucky
First” or the “Company”) was incorporated under federal law in March 2005 and is the mid-tier holding company for First
Federal Savings and Loan Association of Hazard, Hazard, Kentucky (“First Federal of Hazard”) and Frankfort First Bancorp,
Inc. (“Frankfort First”). Frankfort First is the holding company for First Federal Savings Bank of Kentucky, Frankfort, Kentucky
(“First Federal of Kentucky”). First Federal of Hazard and First Federal of Kentucky (hereinafter collectively the “Banks”)
are Kentucky First’s primary operations, which consist of operating the Banks as two independent, community-oriented savings institutions.
In December 2012, the Company acquired CKF Bancorp,
Inc., a savings and loan holding company which operated three banking locations in Boyle and Garrard Counties in Kentucky. In accounting
for the transaction, the assets and liabilities of CKF Bancorp were recorded on the books of First Federal of Kentucky in accordance with
accounting standard ASC 805, Business Combinations.
1. Basis of Presentation
The accompanying unaudited condensed consolidated
financial statements, which represent the condensed consolidated balance sheets and results of operations of the Company, were prepared
in accordance with the instructions for Form 10-Q and, therefore, do not include information or footnotes necessary for a complete presentation
of financial position, results of operations and cash flows in conformity with U.S. generally accepted accounting principles. However,
in the opinion of management, all adjustments (consisting of only normal recurring adjustments) which are necessary for a fair presentation
of the condensed consolidated financial statements have been included. The results of operations for the three-month period ended September
30, 2022, are not necessarily indicative of the results which may be expected for an entire fiscal year. The condensed consolidated balance
sheet as of June 30, 2022, has been derived from the audited consolidated balance sheet as of that date. Certain information and note
disclosures normally included in the Company’s annual financial statements prepared in accordance with U.S. generally accepted accounting
principles have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company’s Form 10-K annual report for 2022 filed with the Securities and
Exchange Commission.
Principles of Consolidation - The
consolidated financial statements include the accounts of the Company, Frankfort First, and its wholly-owned banking subsidiaries, First
Federal of Hazard and First Federal of Kentucky (collectively hereinafter “the Banks”). All intercompany transactions and
balances have been eliminated in consolidation.
New Accounting Standards
FASB ASC 326 - In June 2016, the
FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The
final standard will change estimates for credit losses related to financial assets measured at amortized cost such as loans, held-to-maturity
debt securities, and certain other contracts. For estimating credit losses, the FASB is replacing the incurred loss model with an expected
loss model, which is referred to as the current expected credit loss (CECL) model. The Company will now use forward-looking information
to enhance its credit loss estimates. The amendment requires enhanced disclosures to aid investors and other users of financial statements
to better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting
standards of our portfolio. The largest impact to the Company will be on its allowance for loan and lease losses, although the ASU also
amends the accounting for credit losses on available-for-sale debt securities, held-to-maturity securities, and purchased financial assets
with credit deterioration. The standard is effective for public companies for annual periods and interim periods within those annual periods
beginning after December 15, 2019. However, the FASB has delayed the implementation of the ASU for smaller reporting companies until years
beginning after December 15, 2022, or in the Company’s case the fiscal year beginning July 1, 2023. ASU 2016-13 will be applied
through a cumulative effect adjustment to retained earnings (modified-retrospective approach), except for debt securities for which an
other-than-temporary impairment had been recognized before the effective date. A prospective transition approach is required for these
debt securities.
7
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
1. Basis of Presentation (continued)
New Accounting Standards (continued)
We have selected and engaged a third-party software
provider for modeling our data and plan to test our new system before implementing it. We expect to recognize a one-time cumulative effect
adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the new standard is effective,
but cannot yet determine the magnitude of any such one-time adjustment or the overall impact of the new guidance on the consolidated financial
statements. However, the Company does expect ASU 2016-13 to add complexity and costs to its current credit loss evaluation process.
In March 2022 the Financial Accounting Standards
Board (“FASB”) issued ASU No. 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings
and Vintage Disclosures, as an update to its post-implementation review activities associated with ASU No. 2016-13. The amendments in
this Update eliminate the accounting guidance for TDRs by creditors in Subtopic 310-40, Receivables-Troubled Debt Restructurings by Creditors,
while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing
financial difficulty. Specifically, rather than applying the recognition and measurement guidance for TDRs, an entity must apply the loan
refinancing and restructuring guidance provided to determine whether a modification results in a new loan or a continuation of an existing
loan. This Update also requires disclosure by public business entities of current-period gross writeoffs by year of origination for financing
receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments-Credit Losses-Measured at Amortized
Cost. Because the Company has not yet adopted amendments in Update 2016-13, the amendments in this Update are effective for the fiscal
year beginning July 1, 2023.
Other accounting standards that have been issued
or proposed by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial
position, results of operations or cash flows.
2. Earnings Per Share
Diluted earnings per share is computed taking
into consideration common shares outstanding and dilutive potential common shares to be issued or released under the Company’s share-based
compensation plans. The factors used in the basic and diluted earnings per share computations follow:
Three months ended
September 30,
2022
2021
Net income allocated to common shareholders, basic and diluted
$ 373,000
$ 568,000
Earnings per share, basic and diluted
$ 0.05
$ 0.07
Weighted average common shares outstanding, basic and diluted
8,154,238
8,216,511
There were no stock option shares outstanding
for the three-month periods ended September 30, 2022 and 2021.
8
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
3. Investment Securities
The following table summarizes the amortized cost
and fair value of securities available-for-sale and securities held-to-maturity at September 30, 2022 and June 30, 2022, the corresponding
amounts of gross unrealized gains recognized in accumulated other comprehensive income and gross unrecognized gains and losses:
September 30, 2022
(in thousands)
Amortized cost
Gross unrealized
gains
Gross unrealized
losses
Estimated fair value
Available-for-sale Securities
Agency mortgage-backed: residential
$ 14,724
$ 1
$ 574
$ 14,151
Held-to-maturity Securities
Agency mortgage-backed: residential
$ 321
$ –
$ 19
$ 302
June 30, 2022
(in thousands)
Amortized cost
Gross unrealized/ unrecognized
gains
Gross unrealized/ unrecognized
losses
Estimated fair value
Available-for-sale Securities
Agency mortgage-backed: residential
$ 10,477
$ –
$ –
$ 10,477
Held-to-maturity Securities
Agency mortgage-backed: residential
$ 339
$ 2
$ 18
$ 323
At September 30, 2022 and June 30, 2022 the Company’s
debt securities consisted of mortgage-backed securities, which do not have a single maturity date. Actual maturities may differ from contractual
maturities, because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
Our pledged securities (including overnight and
time deposits in other financial institutions) totaled $ 6.8 million and $ 1.7 million at September 30, 2021 and June 30, 2022, respectively.
We evaluated securities in unrealized loss positions
for evidence of other-than-temporary impairment, considering duration, severity, financial condition of the issuer, our intention to sell
or requirement to sell. Those securities were agency mortgage-backed securities, which carry a very limited amount of risk. Also, we have
no intention to sell nor feel that we will be compelled to sell such securities before maturity. Based on our evaluation, no impairment
has been recognized through earnings. The following table provides the amortized cost, gross unrealized losses, fair value, and length
of time the individual securities have been in a continuous unrealized loss position as of September 30, 2022.
Available-for-Sale
(in thousands)
Amortized Cost
Gross Unrealized Losses
Fair Value
Less Than 12 Months
Mortgage-backed securities
$ 14,721
$ 574
$ 14,147
12 Months or More
Mortgage-backed securities
5
1
4
Total temporarily impaired AFS securities
$ 14,726
$ 575
$ 14,151
9
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
3. Investment Securities (continued)
Held to Maturity
(in thousands)
Amortized Cost
Gross Unrealized Losses
Fair Value
Less Than 12 Months
Mortgage-backed securities
$ 261
$ 16
$ 245
12 Months or More
Mortgage-backed securities
44
3
41
Total temporarily impaired HTM securities
$ 305
$ 19
$ 286
4. Loans receivable
Loans that management has the intent
and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal amount outstanding, adjusted
for deferred loan origination costs, net, discounts on purchased loans, and the allowance for loan losses. Interest income is accrued
on the unpaid principal balance unless the collectability of the loan is in doubt. Loan origination fees, net of certain direct origination
costs, are deferred and recognized in interest income using the level-yield method without anticipating prepayments. Interest income on
one- to four-family residential loans is generally discontinued at the time a loan is 180 days delinquent and on other loans at the time
a loan is 90 days delinquent. All other loans are moved to non-accrual status in accordance with the Company’s policy, typically
90 days after the loan becomes delinquent. Past due status is based on the contractual terms of the loan. In all cases, loans are placed
on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful. Nonaccrual loans and loans
past due 90 days still on accrual include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually
classified impaired loans.
All interest accrued but not received
for loans placed on nonaccrual is reversed against interest income. Interest received on such loans is accounted for on the cash-basis
or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest
amounts contractually due are brought current and future payments are reasonably assured.
The composition of the loan portfolio was as follows:
September 30,
June 30,
(in thousands)
2022
2022
Residential real estate
One- to four-family
$ 225,314
$ 216,432
Multi-family
23,259
14,252
Construction
3,875
1,363
Land
266
1,062
Farm
1,319
1,338
Nonresidential real estate
30,342
31,441
Commercial and industrial
978
1,006
Consumer and other:
Loans on deposits
833
891
Home equity
7,500
7,670
Automobile
112
117
Unsecured
503
540
294,301
276,112
Allowance for loan losses
( 1,642 )
( 1,529 )
$ 292,659
$ 274,583
The amounts above include net deferred loan costs
of $ 309,000 and $ 290,000 as of September 30, 2022 and June 30, 2022, respectively.
10
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The allowance for loan losses is a valuation allowance
for probable incurred credit losses. Loan losses are charged against the allowance when management believes the uncollectability of a
loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. Management estimates the allowance balance required
using past loss experience, the nature and volume of the portfolio, trends in the level of delinquent and problem loans, adverse situations
that may affect the borrower’s ability to repay, the estimated value of any underlying collateral and current and anticipated economic
conditions in the primary lending area. Allocations of the allowance may be made for specific loans, but the entire allowance is available
for any loan that, in management’s judgment, should be charged off.
The allowance consists of specific and general
components. The specific component relates to loans that are individually classified as impaired or loans otherwise classified as substandard
or doubtful. The general component covers all loans and is based on historical loss experience adjusted for current factors. In consultation
with regulators, the Company considers a time frame of two years when estimating the appropriate level of allowance for loan losses. This
period may be shortened or extended based on anticipated trends in the banks or in the banks’ markets.
The historical loss experience is determined by
portfolio segment and is based on the actual loss history experienced by the Company over the most recent eight quarters. This actual
loss experience is supplemented with other economic factors based on the risks present for each portfolio segment.
These economic factors include consideration
of the following: levels of and trends in delinquencies and impaired loans; levels of and trends in charge-offs and recoveries;
trends in volume and terms of loans; changes in lending policies, procedures and practices; experience, ability and depth of lending
management and other relevant staff; economic trends and conditions; industry conditions; and effects of changes in credit
concentrations. Our portfolio segments include residential real estate, nonresidential real estate and land, loans on deposits and
consumer and other loans. Risk factors associated with our portfolio segments are as follows:
Residential Real Estate
Our primary lending activity is the origination
of mortgage loans, which enable a borrower to purchase or refinance existing homes in the Banks’ respective market areas. We further
classify our residential real estate loans as one- to four-family (owner-occupied vs nonowner-occupied), multi-family or construction.
We believe that our first mortgage position on loans secured by residential real estate presents lower risk than our other loans, with
the exception of loans secured by deposits.
We offer a mix of adjustable-rate and fixed-rate
mortgage loans with terms up to 30 years for owner-occupied properties. For these properties a borrower may be able to borrow up to 97 %
of the value with private mortgage insurance. Alternatively, the borrower may be able to borrow up to 90 % of the value through other programs
offered by the bank.
We offer loans on one- to four-family rental properties
at a maximum of 80 % loan-to-value (“LTV”) ratio and we generally charge a slightly higher interest rate on such loans.
We also originate loans to individuals to finance
the construction of residential dwellings for personal use or for use as rental property. We occasionally lend to builders for construction
of speculative or custom residential properties for resale, but on a limited basis. Construction loans are generally less than one year
in length, do not exceed 80 % of the appraised value, and provide for the payment of interest only during the construction phase. Funds
are disbursed as progress is made toward completion of the construction.
11
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
Multi-family and Nonresidential Loans
We offer mortgage loans secured by residential
multi-family (five or more units), and nonresidential real estate. Nonresidential real estate loans are comprised generally of commercial
office buildings, churches and properties used for other purposes. Generally, these loans are originated for 25 years or less and do not
exceed 80 % of the appraised value. Loans secured by multi-family and commercial real estate generally have larger balances and involve
a greater degree of risk than one- to four-family residential mortgage loans. These loans depend on the borrower’s creditworthiness
and the feasibility and cash flow potential of the project. Payments on loans secured by income properties often depend on successful
operation and management of the properties. As a result, repayment on such loans may be subject to a greater extent to adverse conditions
in the real estate market or economy than owner-occupied residential loans.
Consumer lending
Our consumer loans include home equity lines of
credit, loans secured by savings deposits, automobile loans, and unsecured loans. Home equity loans are generally second mortgage loans
subordinate only to first mortgages also held by the bank and do not exceed 80 % of the estimated value of the property. We do offer home
equity loans up to 90 % of the estimated value to qualified borrowers and these loans carry a premium interest rate. Loans secured by savings
are originated up to 90 % of the depositor’s savings account balance and bear interest at a rate higher than the rate paid on the
deposit account. Because the deposit account must be pledged as collateral to secure the loan, the inherent risk of this type of loan
is minimal. Loans secured by automobiles are made directly to consumers (there are no relationships with dealers) and are based on the
value of the vehicle and the borrower’s creditworthiness. Vehicle loans present a higher level of risk because of the natural decline
in the value of the property as well as its mobility. Unsecured loans are based entirely on the borrower’s creditworthiness and
present the highest level of risk to the bank.
The Banks choose the most appropriate method for
accounting for impaired loans. For secured loans, which make up the vast majority of the loans in the Banks’ portfolio, this method
involves determining the fair value of the collateral, reduced by estimated selling costs. Where appropriate, the Banks would account
for impaired loans by determining the present value of expected future cash flows discounted at the loan’s effective interest rate.
A loan is considered impaired when, based on current
information and events, it is probable that a creditor will be unable to collect all amounts due according to the contractual terms of
the loan agreement. Although most of our loans are secured by collateral, we rely heavily on the capacity of our borrowers to generate
sufficient cash flow to service their debt. As a result, our loans do not become collateral-dependent until there is deterioration in
the borrower’s cash flow and financial condition, which makes it necessary for us to look to the collateral for our sole source
of repayment. Collateral-dependent loans which are more than ninety days delinquent are considered to constitute more than a minimum delay
in repayment and are evaluated for impairment under the policy at that time.
We utilize updated independent appraisals to determine
fair value for collateral-dependent loans, adjusted for estimated selling costs, in determining our specific reserve. In some situations,
management does not secure an updated independent appraisal. These situations may involve small loan amounts or loans that, in management’s
opinion, have an abnormally low loan-to-value ratio.
With respect to the Banks’ investment in
troubled debt restructurings, multi-family and nonresidential loans, and the evaluation of impairment thereof, such loans are nonhomogenous
and, as such, may be deemed to be collateral-dependent when they become more than 90 days delinquent. We obtain updated independent appraisals
in these situations or when we suspect that the previous appraisal may no longer be reflective of the property’s current fair value.
This process varies from loan to loan, borrower to borrower, and also varies based on the nature of the collateral.
12
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The following table presents the activity in the
allowance for loan losses by portfolio segment for the three months ended September 30, 2022:
(in thousands)
Beginning balance
Provision for loan losses
Loans charged off
Recoveries
Ending balance
Residential real estate:
One-to four-family
$ 800
$ 8
$ –
$ –
$ 808
Multi-family
231
150
–
–
381
Construction
4
10
–
–
14
Land
3
( 3 )
–
–
–
Farm
5
1
–
–
6
Nonresidential real estate
461
( 51 )
–
–
410
Commercial nonmortgage
2
–
–
–
2
Consumer and other:
Loans on deposits
1
–
–
–
1
Home equity
21
( 2 )
–
–
19
Automobile
–
–
–
–
–
Unsecured
1
–
–
–
1
Totals
$ 1,529
$ 113
$ –
$ –
$ 1,642
The following table presents the activity in the
allowance for loan losses by portfolio segment for the three months ended September 30, 2021:
(in thousands)
Beginning balance
Provision for loan losses
Loans
charged off
Recoveries
Ending balance
Residential real estate:
One-to four-family
$ 794
$ ( 31 )
$ ( 9 )
$ –
$ 754
Multi-family
291
( 1 )
–
–
290
Construction
12
1
–
–
13
Land
3
( 3 )
–
–
–
Farm
5
1
–
–
6
Nonresidential real estate
494
32
–
–
526
Commercial nonmortgage
5
( 2 )
–
–
3
Consumer and other:
Loans on deposits
2
–
–
–
2
Home equity
15
1
–
–
16
Automobile
–
–
–
–
–
Unsecured
1
2
( 3 )
–
–
Totals
$ 1,622
$ –
$ ( 12 )
$ –
$ 1,610
13
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The following table presents the balance in the
allowance for loan losses and the recorded investment in loans by portfolio class and based on impairment method as of September 30, 2022.
The recorded investment in loans excludes accrued interest receivable due to immateriality.
September 30, 2022:
(in thousands)
Loans individually evaluated
Loans
acquired with deteriorated credit quality*
Unpaid principal balance
and recorded investment
Ending allowance attributed to loans
Loans individually evaluated for impairment:
Residential real estate:
One- to four-family
$ 3,116
$ 391
$ 3,507
$ –
Multi-family
564
–
564
–
Farm
261
–
261
–
Nonresidential real estate
1,349
–
1,349
–
5,290
391
5,681
–
Loans collectively evaluated for impairment:
Residential real estate:
One- to four-family
$ 221,807
$ 808
Multi-family
22,695
381
Construction
3,875
14
Land
266
–
Farm
1,058
6
Nonresidential real estate
28,993
410
Commercial nonmortgage
978
2
Consumer:
Loans on deposits
833
1
Home equity
7,500
19
Automobile
112
–
Unsecured
503
1
288,620
1,642
$ 294,301
$ 1,642
* These
loans were evaluated at acquisition date at their estimated fair value and there has been no subsequent deterioration since acquisition.
14
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The following tables present the balance in the
allowance for loan losses and the recorded investment in loans by portfolio class and based on impairment method as of June 30, 2022.
June 30, 2022:
(in thousands)
Loans
individually
evaluated
Loans
acquired
with
deteriorated
credit
quality*
Ending
loans
balance
Ending
allowance
attributed to
loans
Loans individually evaluated for impairment:
Residential real estate
One- to four-family
$ 3,221
$ 400
$ 3,621
$ –
Multi-family
570
–
570
–
Farm
270
–
270
–
Nonresidential real estate
1,073
–
1,073
–
Consumer and other
Home equity
87
–
87
–
Unsecured
5
–
5
–
5,226
400
5,626
–
Loans collectively evaluated for impairment:
Residential real estate
One- to four-family
$ 212,811
$ 800
Multi-family
13,682
231
Construction
1,363
4
Land
1,062
3
Farm
1,068
5
Nonresidential real estate
30,368
461
Commercial and industrial
1,006
2
Consumer and other
Loans on deposits
891
1
Home equity
7,583
21
Automobile
117
–
Unsecured
535
1
270,486
1,529
$ 276,112
$ 1,529
* These loans were evaluated at acquisition date at their estimated
fair value and there has been no subsequent deterioration since acquisition.
15
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The following table presents interest income on
loans individually evaluated for impairment by class of loans for the three months ended September 30:
(in thousands)
Average Recorded Investment
Interest
Income Recognized
Cash Basis Income Recognized
Average Recorded Investment
Interest
Income
Recognized
Cash Basis Income Recognized
2022
2021
With no related allowance recorded:
Residential real estate:
One- to four-family
$ 3,167
$ 24
$ 24
$ 3,642
$ 36
$ 36
Multi-family
567
5
5
617
5
5
Farm
266
–
–
273
–
–
Nonresidential real estate
1,211
2
2
1,358
16
16
Consumer and other
47
1
1
21
–
–
Purchased credit-impaired loans
396
6
6
527
7
7
$ 5,654
$ 38
$ 38
$ 6,438
$ 64
$ 64
There were no impaired loans with an allowance
recorded at September 30, 2022.
The following table presents the recorded investment
in nonaccrual and loans past due over 90 days still on accrual by class of loans as of September 30, 2022, and June 30, 2022:
September 30,
2022
June 30,
2022
(in thousands)
Nonaccrual
Loans
Past Due Over
90 Days Still
Accruing
Nonaccrual
Loans
Past Due Over
90 Days Still
Accruing
Residential real estate:
One- to four-family residential real estate
$ 3,003
$ 308
$ 3,528
$ 287
Multifamily
564
–
570
–
Farm
261
–
270
–
Nonresidential real estate and land
1,111
–
1,073
–
Commercial and industrial
–
–
--
1
Consumer
–
28
90
–
$ 4,939
$ 336
$ 5,531
$ 288
One- to four-family loans in process of foreclosure
totaled $ 319,000 and $ 489,000 at September 30, 2022 and June 30, 2022, respectively.
16
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
Troubled Debt Restructurings:
A Troubled Debt Restructuring (“TDR”)
is the situation where the Bank grants a concession to the borrower that the Banks would not otherwise have considered due to the borrower’s
financial difficulties. All TDRs are considered “impaired.”
In December 2020, Congress amended the CARES Act
through the Consolidated Appropriation Act of 2021, which provided additional COVID-19 relief to American families and businesses, including
extending the TDR relief under the CARES Act until the earlier of December 31, 2021 or 60 days following the termination of the national
emergency. The relief can only be applied to modifications for borrowers that were not more than 30 days past due as of December 31, 2019.
The Company elected to adopt these provisions of the CARES Act. In response to the COVID-19 pandemic and the widespread economic downturn
that immediately resulted, the Company adopted a loan forbearance plan in which then-current affected borrowers could request deferral
of their loan payments for a period of three months. A total of $ 815,000 in loans were accepted into the plan for the twelve months ended
June 30, 2021. At June 30, 2021 all of those loans had reached the end of their three-month deferral data period and returned to regular
payment status.
At September 30, 2022 and June 30, 2022, the Company
had $ 1.3 million and $ 1.4 million of loans classified as TDRs, respectively. Of the TDRs at September 30, 2022, approximately 16.4 % were
related to the borrower’s completion of Chapter 7 bankruptcy proceedings with no reaffirmation of the debt to the Banks.
During the three months ended September 30, 2022,
and 2021 the Company added no loans restructured as TDRs. No TDRs defaulted during the three-month periods ended September 30, 2022, or
2021.
The following table presents the aging of the
principal balance outstanding in past due loans as of September 30, 2022, by class of loans:
(in thousands)
30-89 Days
Past Due
90 Days or
Greater
Past Due
Total Past
Due
Loans Not
Past Due
Total
Residential real estate:
One-to four-family
$ 4,148
$ 1,282
$ 5,430
$ 219,884
$ 225,314
Multi-family
–
–
–
23,259
23,259
Construction
638
–
638
3,237
3,875
Land
–
–
–
266
266
Farm
–
–
–
1,319
1,319
Nonresidential real estate
–
–
–
30,342
30,342
Commercial and industrial
699
–
699
279
978
Consumer and other:
Loans on deposits
–
–
–
833
833
Home equity
144
–
144
7,356
7,500
Automobile
–
–
–
112
112
Unsecured
2
28
30
473
503
Total
$ 5,631
$ 1,310
$ 6,941
$ 287,360
$ 294,301
17
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
The following tables present the aging of the
principal balance outstanding in past due loans as of June 30, 2022, by class of loans:
June 30, 2022:
(in thousands)
30-89 Days
Past Due
Greater
than 90 Days
Past Due
Total
Past Due
Loans Not
Past Due
Total
Residential real estate
One- to four-family
$ 2,662
$ 1,326
$ 3,988
$ 212,444
$ 216,432
Multi-family
–
–
–
14,252
14,252
Construction
5
–
5
1,358
1,363
Land
–
–
–
1,062
1,062
Farm
–
–
–
1,338
1,338
Nonresidential real estate
–
–
–
31,441
31,441
Commercial and industrial
72
1
73
933
1,006
Consumer and other
Loans on deposits
–
–
–
891
891
Home equity
188
71
259
7,411
7,670
Automobile
–
–
–
117
117
Unsecured
–
–
–
540
540
$ 2,927
$ 1,398
$ 4,325
$ 271,787
$ 276,112
Credit Quality Indicators:
The Company categorizes loans into risk categories
based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical
payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans
individually by classifying the loans as to credit risk. This analysis is performed on an annual basis. The Company uses the following
definitions for risk ratings:
Special Mention. Loans classified
as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses
may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.
Substandard. Loans classified
as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if
any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized
by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
Doubtful. Loans classified as
doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection
or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.
18
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
Loans not meeting the criteria above that are
analyzed individually as part of the above-described process are considered to be pass rated loans. Loans listed that are not rated are
included in groups of homogeneous loans and are evaluated for credit quality based on performing status. See the aging of past due loan
table above. As of September 30, 2022, and based on the most recent analysis performed, the risk category of loans by class of loans is
as follows:
(in thousands)
Pass
Special
Mention
Substandard
Doubtful
Residential real estate:
One- to four-family
$ 219,621
$ 188
$ 5,505
$ –
Multi-family
22,695
–
564
–
Construction
3,875
–
–
–
Land
266
–
–
–
Farm
1,058
–
261
–
Nonresidential real estate
28,532
699
1,111
–
Commercial nonmortgage
978
–
–
–
Consumer:
Loans on deposits
833
–
–
–
Home equity
7,466
–
34
–
Automobile
112
–
–
–
Unsecured
498
–
5
–
$ 285,935
$ 887
$ 7,479
$ –
At June 30, 2022, the risk category of loans
by class of loans was as follows:
(in thousands)
Pass
Special
Mention
Substandard
Doubtful
Residential real estate:
One- to four-family
$ 210,830
$ 194
$ 5,408
$ –
Multi-family
13,682
–
570
–
Construction
1,363
–
–
–
Land
1,062
–
–
–
Farm
1,068
–
270
–
Nonresidential real estate
29,666
702
1,073
–
Commercial nonmortgage
1,006
–
–
–
Consumer:
Loans on deposits
891
–
–
–
Home equity
7,548
–
122
–
Automobile
117
–
–
–
Unsecured
535
–
5
–
$ 267,768
$ 896
$ 7,448
$ –
19
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
4. Loans receivable (continued)
Purchased Credit Impaired Loans:
The Company purchased loans during fiscal year
2013 for which there was, at acquisition, evidence of deterioration of credit quality since origination and it was probable, at acquisition,
that all contractually required payments would not be collected. The carrying amount of those loans, net of a purchase credit discount
of $ 88,000 and $ 88,000 at September 30, 2022 and June 30, 2022, respectively, is as follows:
(in thousands)
September 30,
2022
June 30,
2022
One- to four-family residential real estate
$ 391
$ 400
Accretable yield, or income expected to be collected,
is as follows:
(in thousands)
Three months
ended
September 30,
2022
Twelve months
ended
June 30,
2022
Balance at beginning of period
$ 339
$ 390
Accretion of income
( 12 )
( 51 )
Balance at end of period
$ 327
$ 339
For those purchased loans disclosed above, the
Company made no increase in allowance for loan losses for the year ended June 30, 2022, nor for the three-month period ended September
30, 2022. Neither were any allowance for loan losses reversed during those periods.
5. Disclosures About Fair Value of Assets and
Liabilities
ASC topic 820 defines fair value as the price
that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants (exit price)
at the measurement date. 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 six levels of inputs that may be
used to measure fair value:
Level 1 – Quoted prices
in active markets for identical assets or liabilities.
Level 2 – Observable inputs
other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in active markets that are not active;
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or
liabilities.
Level 3 – Unobservable
inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Following is a description of the valuation methodologies
used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.
20
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
5. Disclosures About Fair Value of Assets and
Liabilities (continued)
Securities
Where quoted market prices are available in an
active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair
values are estimated by using pricing models, quoted prices of securities with similar characteristics. Level 2 securities include agency
mortgage-backed securities and agency bonds.
Financial assets measured at fair value on a recurring
basis are summarized below:
Fair Value Measurements Using
(in thousands)
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
September 30, 2022
Agency mortgage-backed: residential
$ 14,151
$ –
$ 14,151
$ –
June 30, 2022
Agency mortgage-backed: residential
$ 10,477
$ –
$ 10,477
$ –
There were no assets or liabilities which were
measured at fair value on a nonrecurring basis at September 30, 2022, and June 30, 2022.
The following is a disclosure of the fair
value of financial instruments, both assets and liabilities, whether or not recognized in the consolidated balance sheet, for which it
is practicable to estimate that value. For financial instruments where quoted market prices are not available, fair values are based on
estimates using present value and other valuation methods.
The methods used are greatly affected by the assumptions
applied, including the discount rate and estimates of future cash flows. Therefore, the fair values presented may not represent amounts
that could be realized in an exchange for certain financial instruments.
21
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
5. Disclosures About Fair Value of Assets and
Liabilities (continued)
Based on the foregoing methods and assumptions,
the carrying value and fair value of the Company’s financial instruments at September 30, 2022 and June 30, 2022 are as follows:
Fair Value Measurements at
Carrying
September 30, 2022 Using
(in thousands)
Value
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$ 8,635
$ 8,635
$ 8,635
Available-for-sale securities
14,151
$ 14,151
14,151
Held-to-maturity securities
321
302
302
Loans receivable - net
292,659
$ 287,011
287,011
Federal Home Loan Bank stock
4,949
n/a
Accrued interest receivable
799
799
799
Financial liabilities
Deposits
$ 226,292
$ 109,157
$ 116,245
225,402
Federal Home Loan Bank advances
50,752
49,657
49,657
Advances by borrowers for taxes and insurance
1,095
1,095
1,095
Accrued interest payable
11
11
11
22
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
September 30, 2022
(unaudited)
5. Disclosures About Fair Value of Assets and
Liabilities (continued)
Fair Value Measurements at
Carrying
June 30, 2022 Using
(in thousands)
Value
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$ 25,823
$ 25,823
$ 25,823
Available-for-sale securities
10,477
$ 10,477
10,477
Held-to-maturity securities
339
323
323
Loans held for sale
152
153
153
Loans receivable - net
274,583
$ 271,994
271,994
Federal Home Loan Bank stock
6,498
n/a
Accrued interest receivable
649
649
649
Financial liabilities
Deposits
$ 239,857
$ 115,152
$ 124,682
$ 239,834
Federal Home Loan Bank advances
34,066
33,688
33,688
Advances by borrowers for taxes and insurance
766
766
766
Accrued interest payable
12
12
12
6. Other Comprehensive Income (Loss)
The Company’s other comprehensive income
(loss) is comprised solely of unrealized gains and losses on available-for-sale securities. The following is a summary of the accumulated
other comprehensive income balances, net of tax:
(in thousands)
Three months ended
September 30,
2022
Beginning balance
$ –
Current year change
( 430 )
Ending balance
$ ( 430 )
Other comprehensive income (loss) components and
related tax effects for the periods indicated were as follows:
Three months ended
September 30,
(in thousands)
2022
2021
Unrealized holding gains (losses) on available-for-sale securities
$ ( 573 )
$ –
Tax effect
143
–
Net-of-tax amount
$ ( 430 )
$ –
23
Kentucky First Federal
Bancorp
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Statements
Certain statements contained in this report that
are not historical facts are forward-looking statements that are subject to certain risks and uncertainties. When used herein, the terms
“anticipates,” “plans,” “expects,” “believes,” and similar expressions as they relate
to Kentucky First Federal Bancorp or its management are intended to identify such forward-looking statements. Kentucky First Federal Bancorp’s
actual results, performance or achievements may materially differ from those expressed or implied in the forward-looking statements. Risks
and uncertainties that could cause or contribute to such material differences include, but are not limited to, general economic conditions,
prices for real estate in the Company’s market areas, interest rate environment, competitive conditions in the financial services
industry, changes in law, governmental policies and regulations, rapidly changing technology affecting financial services, the potential
effects of the COVID-19 pandemic on the local and national economic environment, on our customers and on our operations (as well as any
changes to federal, state and local government laws, regulations and orders in connection with the pandemic), and the other matters mentioned
in Item 1A of the Company’s Annual Report on Form 10-K for the year ended June 30, 2022. Except as required by applicable law or
regulation, the Company does not undertake the responsibility, and specifically disclaims any obligation, to release publicly the result
of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements
or to reflect the occurrence of anticipated or unanticipated events.
24
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Average Balance Sheets
The following table represents the average balance
sheets for the three-month periods ended September 30, 2022 and 2021, along with the related calculations of tax-equivalent net interest
income, net interest margin and net interest spread for the related periods.
Three Months Ended September 30,
2022
2021
Average
Balance
Interest
And
Dividends
Yield/
Cost
Average
Balance
Interest
And
Dividends
Yield/
Cost
(Dollars in thousands)
Interest-earning assets:
Loans 1
$ 283,554
$ 2,644
3.73 %
$ 298,174
$ 2,934
3.94 %
Mortgage-backed securities
14,002
114
3.26
481
3
2.50
Other securities
–
–
–
–
–
–
Other interest-earning assets
17,542
127
2.90
28,694
37
0.52
Total interest-earning assets
315,097
2,885
3.66
327,349
2,974
3.63
Less: Allowance for loan losses
(1,545 )
(1,616 )
Non-interest-earning assets
12,029
11,566
Total assets
$ 325,581
$ 337,299
Interest-bearing liabilities:
Demand deposits
$ 21,638
$ 11
0.20 %
$ 19,970
$ 9
0.18 %
Savings
75,593
102
0.54
70,123
68
0.39
Certificates of deposit
121,286
237
0.78
125,887
291
0.93
Total deposits
218,516
350
0.64
215,980
368
0.68
Borrowings
38,011
103
1.08
53,614
101
0.75
Total interest-bearing liabilities
256,527
453
0.71
269,594
469
0.69
Noninterest-bearing demand deposits
15,055
13,186
Noninterest-bearing liabilities
2,120
2,162
Total liabilities
273,702
284,942
Shareholders’ equity
51,879
52,357
Total liabilities and shareholders’ equity
$ 325,581
$ 337,299
Net interest spread
$ 2,432
2.96 %
$ 2,505
2.94 %
Net interest margin
3.09 %
3.06 %
Average interest-earning assets to average interest-bearing liabilities
122.83 %
121.42 %
1 Includes
loan fees, immaterial in amount, in both interest income and the calculation of yield on loans. Also includes loans on nonaccrual status.
25
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes from
June 30, 2022 to September 30, 2022
Risks and Uncertainties Related to COVID-19 -
In March 2020 the World Health Organization determined that the spread of a new coronavirus, COVID-19, had risen to such a level as to
constitute a worldwide pandemic. The spread of this virus has created a global public health crisis. Uncertainty related to the effects
of the virus have disrupted financial markets, activity in all aspects of life including governmental, business and consumer routines
and the markets in which the Company operates. In response to the crisis governmental authorities closed or limited the operations of
many non-essential businesses and required various responses from individuals including stay-at-home restrictions and social distancing.
These governmental restrictions, along with a fear of contracting the virus, have resulted in severe reduction of commercial and consumer
activity, which is resulting in loss of revenues by businesses, a dramatic spike in unemployment, material decreases in oil and gas prices
and in business valuations, disrupted global supply chains and market volatility.
Management continues to monitor the general impact
of COVID-19, as well as certain provisions of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act, enacted on
March 27, 2020, and other more recent legislative and regulatory relief efforts including the Consolidated Appropriations Act, 2021. Because
the impact is contingent upon the duration and severity of the economic downturn, management cannot determine or estimate the magnitude
of the impact at this time. While the pandemic has affected the physical operations of the Banks, the business has been mostly unchanged
with consistent levels of consumer transactions and loan originations. The potential for a deterioration in asset quality remains, but
actual asset quality has improved. Classified assets at September 30, 2021, totaled $8.5 million compared to $10.5 million at March 31,
2020. Management attributes some of this improved performance to the overall strengthening in the residential real estate market. Approximately
95% of the Company’s loans are secured by residential real estate.
Business Continuity, Processes and Controls
In response to the COVID-19 pandemic the Banks
are considered essential businesses and have remained open for business. We implemented our pandemic preparedness plan and generally
maintained regular business hours through drive-through facilities, automated teller machines, remote deposit capture and online and mobile
banking applications. We offer by-appointment options for transactions requiring in-person contact while maintaining social distancing
mandates and surface cleaning protocols. Our staff is practicing recommended personal hygiene protocols and social distancing while
working on premises. We do not face current material resource constraints through the implementation of our pandemic preparedness plan
and do not anticipate incurring any material cost related to its implementation. We have not identified any material operational or internal
control challenges or risks, nor do we anticipate any significant challenges to our ability to maintain our systems and controls, related
to operational changes resulting from implementation of the pandemic preparedness plan.
Financial Position and Results of Operations
Bank regulators have issued guidance and are encouraging
banks to work with customers affected by COVID-19. Accordingly, we have been actively working with borrowers affected by COVID-19 by offering
a payment deferral program providing for either a three-month interest-only period or a full payment deferral for three months. While
interest and fees will continue to accrue to income, under normal GAAP accounting if eventual credit losses on these deferred payments
emerge, interest and/or fee income accrued may need to be reversed. As a result, interest income in future periods could be negatively
impacted. At this time management anticipates that the deferral program will have an immaterial impact to the Company’s financial
condition and results of operation, while recognizing that a sustained negative economic impact from COVID-19 could change this assessment,
as borrowers’ ability to repay is impacted in future periods.
At September 30, 2022 the Company and the Banks
were considered well-capitalized with capital ratios in excess of regulatory requirements. However, an extended economic recession resulting
from the COVID-19 pandemic could adversely impact the Company’s and the Banks’ capital position and regulatory capital ratios
due to a potential increase in credit losses.
Lending Operations and Credit Risk
As noted herein the Company continues working
with its borrowers who are negatively impacted by COVID-19 by offering a payment deferral program. As of September 30, 2022, we had borrowers
with 101 loans avail themselves of our payment deferral program with a total principal of $18.4 million in loans modified. A total of
$815,000 in loans were accepted into the Company’s loan payment deferral plan. At June 30, 2022 all of those loans had reached the
end of their three-month deferral periods and returned to regular payment status.
26
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes from
June 30, 2022 to September 30, 2022 (continued)
The CARES Act and subsequent Consolidated Appropriations
Act, 2021, includes a Paycheck Protection Program (“PPP”), which is administered by the Small Business Administration (“SBA”)
and is designed to aid small- and medium-sized businesses through federally-guaranteed loans disbursed through banks. These loans are
intended to provide eight weeks of payroll and other costs to assist those businesses to either remain open or to re-open quickly and
allow their workers to pay their bills. First Federal of Kentucky qualified as an SBA lender to assist the small business community in
securing this important funding. As of September 30, 2021, First Federal of Kentucky had approved and closed with the SBA 75 PPP loans
representing $2.6 million in funding. Of those loans a total of 48 loans aggregating $2.0 million had been repaid at the end of the period.
It is our understanding that loans funded through the PPP are fully guaranteed by the United States government. Should those circumstances
change, the bank could be required to increase its allowance for loan and lease losses related to these loans resulting in an increase
in the provision for loan and lease losses.
The Banks are prepared to continue to offer short-term
assistance in accordance with regulatory guidelines. Management continues to identify and monitor weaknesses in the loan portfolio resulting
from fallout from the pandemic. On a portfolio level, management continues to monitor aggregate exposures to highly sensitive segments
such as residential rental properties for changes in asset quality and payment performance. Management also monitors unfunded commitments
such as lines of credit and overdraft protection to determine liquidity and funding issues that may arise with our customers. If economic
conditions worsen, the Company could need to increase its required allowance for loan losses through additional provisions for loan losses.
It is possible that the Company’s asset quality metrics could be materially and adversely impacted in future periods if the effects
of COVID-19 are prolonged.
Assets: At September 30, 2022, the
Company’s assets totaled $330.9 million, an increase of $2.8 million, or 0.9%, from total assets at June 30, 2022. This increase
was attributed primarily to an increase in loans, net, and investment securities, which were somewhat offset by a decrease in cash and
cash equivalents.
Cash and cash equivalents: Cash
and cash equivalents decreased $17.2 million or 66.6% to $8.6 million at September 30, 2022. Most of the Company’s cash and cash
equivalents are held in interest-bearing demand deposits.
Investment securities: At September
30, 2022, our securities portfolio, which consisted of mortgage-backed securities, increased $3.7 million or 33.8% and totaled $14.5 million,
compared to June 30, 2022.
Loans : Loans, net and loans
available-for sale in the aggregate increased $18.1 million or 6.6% and totaled $292.7 million and $0, respectively at September 30, 2022.
Loans receivable, net, increased by $18.1 million or 6.6% to $292.7 million at September 30, 2022. Loans available-for-sale decreased
$152,000 to $0 at September 30, 2022, as higher general interest rates have reduced demand for long-term, fixed rate loans in our market.
Management continues to look for high-quality loans to add to its portfolio and will continue to emphasize loan originations to the extent
that it is profitable, prudent and consistent with our interest rate risk strategies.
Non-Performing and Classified Loans: At
September 30, 2022, the Company had non-performing loans (loans 90 or more days past due or on nonaccrual status) of approximately $5.3
million, or 1.8% of total loans (including acquired loans), compared to $5.8 million or 2.1%, of total loans at June 30, 2022. The Company’s
allowance for loan losses totaled $1.6 million and $1.5 million at September 30, 2022 and June 30, 2022, respectively. The allowance for
loan losses at September 30, 2022, represented 31.1% of nonperforming loans and 0.6% of total loans (including acquired loans), while
at June 30, 2022, the allowance represented 26.3% of nonperforming loans and 0.6% of total loans.
The Company had $7.5 million in assets classified
as substandard for regulatory purposes at September 30, 2022, including $7.5 million of loans acquired in the CKF Bancorp transaction,
and real estate owned (“REO”) of $10,000. Classified loans as a percentage of total loans (including loans acquired) was 2.5%
and 2.7% at September 30, 2022 and June 30, 2022, respectively. Of substandard loans, 100.0% were secured by real estate on which the
Banks have priority lien position.
The table below shows the aggregate amounts of
our assets classified for regulatory purposes at the dates indicated:
(dollars in thousands)
September 30,
2022
June 30,
2022
Substandard assets
$ 7,489
$ 7,458
Doubtful assets
–
–
Loss assets
–
–
Total classified assets
$ 7,489
$ 7,458
At September 30, 2022, the Company’s real
estate acquired through foreclosure represented 0.1% of substandard assets compared to 0.1% at June 30, 2022. During the period presented
the Company made no loans to facilitate the purchase of its other real estate owned by qualified buyers. Loans to facilitate the sale
of other real estate owned, which were included in substandard loans, totaled $0 and $0 at September 30, 2022 and June 30, 2022, respectively.
27
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes from
June 30, 2022 to September 30, 2022 (continued)
The following table presents the aggregate
carrying value of REO at the dates indicated:
September 30, 2022
June 30, 2022
Number
of
Properties
Net
Carrying
Value
Number
of
Properties
Net
Carrying
Value
One- to four-family
1
$ 10
1
$ 10
Building lot
–
–
–
–
Total REO
1
$ 10
1
$ 10
At September 30, 2022 and June 30, 2022, the Company
had $887,000 and $896,000 of loans classified as special mention, respectively (including loans acquired in the CKF Bancorp transaction
on December 31, 2012). This category includes assets which do not currently expose us to a sufficient degree of risk to warrant classification,
but does possess credit deficiencies or potential weaknesses deserving our close attention.
Liabilities: Total liabilities increased
$3.2 million, or 1.2% to $279.3 million at September 30, 2022, primarily as a result of increases in advances and was somewhat offset
by a decrease in deposits. Advances increased $16.7 million or 50.0% to $50.8 million at September 30, 2022, while deposits decreased
$13.6 million or 5.7% to $226.3 million at September 30, 2022. Of the deposit decrease certificates of deposit decreased $7.6 million
or 6.1% and totaled $117.1 million at September 30, 2022, while demand deposit accounts decreased $5.1 million or 12.8% and totaled $34.6
million at quarter end. Savings accounts decreased $931,000 or 1.2% and totaled $74.6 million at the end of the current period. We attribute
the decrease in overall deposits to customers seeking to earn additional yield on their funds and plan to respond with deposit pricing
intended to retain the Banks’ overall core funding.
Shareholders’ Equity: At September
30, 2022, the Company’s shareholders’ equity totaled $51.6 million, a decrease of $396,000 or 0.8% from the June 30, 2022
total. The decrease in shareholders’ equity was primarily associated with unrealized losses on available-for-sale securities, which
totaled $430,000 at September 30, 2022. Other changes in shareholders’ equity included net profits for the period less dividends
paid on common stock.
The Company paid dividends of $342,000 or 91.7%
of net income for the three-month period just ended. On July 7, 2022, the members of First Federal MHC again approved a dividend waiver
on annual dividends of up to $0.40 per share of Kentucky First Federal Bancorp common stock. The Board of Directors of First Federal MHC
applied for approval of another waiver. The Federal Reserve Bank of Cleveland has notified the Company that it did not object to the waiver
of dividends paid by the Company to First Federal MHC, and, as a result, First Federal MHC will be permitted to waive the receipt of dividends
for quarterly dividends up to $0.10 per common share through the third calendar quarter of 2023. Management believes that the Company
has sufficient capital to continue the current dividend policy without affecting the well-capitalized status of either subsidiary bank.
Management cannot speculate on future dividend levels, because various factors, including capital levels, income levels, liquidity levels,
regulatory requirements and overall financial condition of the Company are considered before dividends are declared. However, management
continues to believe that a strong dividend is consistent with the Company’s long-term capital management strategy. See “Risk
Factors” in Part II, Item 1A, of the Company’s Annual Report on Form 10-K for the year ended June 30, 2022 for additional
discussion regarding dividends.
28
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Three-month
Periods Ended September 30, 2022 and 2021
General
Net income totaled $373,000 or $0.05 diluted earnings
per share for the three months ended September 30, 2022, a decrease of $195,000 or 34.3% from net income of $568,000 or $0.07 diluted
earnings per share for the same period in 2021. The decrease in net income was primarily attributable to lower non-interest income, higher
provision for loan loss, and lower net interest income, which were partially offset by lower non-interest expense, and lower income tax.
Net Interest Income
Net interest income decreased $73,000 or 2.9%
to $2.4 million for the recently-ended quarter primarily due to decreased interest income, which decreased $89,000 or 3.0% to $2.9 million
for the three months ended September 30, 2022 compared to the 2021 quarterly period, while interest expense decreased by $16,000, or 3.4%,
to $453,000 for the current period.
The decrease in interest income was due primarily
to a decrease in interest income from loans, which decreased $290,000 or 9.9% to $2.6 million compared to the prior year period. Interest
income from mortgage-backed securities and interest-bearing deposits and other increased $111,000 and $90,000, respectively from the 2021
quarterly period to the one just ended. Interest income from mortgage-backed securities totaled $114,000 for the quarter ended September
30, 2022, due to an increase in investments made recently in that asset class, while interest income from interest-bearing deposits and
other totaled $127,000 for the period and is due primarily to higher interest rates earned on those assets.
The decrease in interest income from loans period-to-period
was due to decreases in both the average balance of loans and the average rate earned on those loans. The average balance of loans decreased
$14.6 million or 4.9% to $283.6 million for the three months ended September 30, 2022, while the average rate decreased 21 basis points
to 3.73% for the recently-ended three-month period compared to the prior year period. The decrease in the average balance of loans in
the portfolio was due to several reasons. Prior to the interest rate tightening which began in March 2022 interest rates in general remained
quite low. The low interest rate environment, along with strong consumer demand that occurred after COVID-19 pandemic restrictions eased,
fueled strong demand in the real estate market. Some of the Banks’ borrowers decided to take advantage of high property prices and
sold all or part of their real estate holdings, while other borrowers sold their properties due to advanced age or death. Other loans
were lost to competing financial institutions who offered terms that we did not believe were prudent to match. However, in the past six
months the Banks have been able to partially build back the loan portfolio. The average return on loans indicates a downward trend reflective
of overall lower loan balances and stagnant rates in the recent past. Prior to June 30, 2022, most loans that were paid off were
either replaced with loans with lower rates or were refinances to lower rates. Loans with adjustable rate features were either adjusting
downward or not adjusting at all. In the quarter ended September 30, 2022, loan originations increased significantly, newer loans
had higher rates, and some loans with adjustable rate features had increases in rates. The effect of this was not clearly shown
in the interest earned during the quarter and may be better reflected by stating that the weighted-average coupon rate on loans at September
30, 2022 had increased 27 bps to 3.74% from 3.47% at September 30, 2021.
The decrease in interest expense was due primarily
to a decrease in interest expense on deposits, which decreased $18,000 or 4.9% and totaled $350,000 for the quarter ended September 30,
2022. The composition of interest expense on deposits changed period to period as interest expense on savings accounts increased $34,000
or 50.0% and totaled $102,000, while interest expense on certificates of deposit decreased $54,000 or 18.6% and totaled $237,000 for the
three months ended September 30, 2022. We believe that the change was related to the interest rate increases that began in March 2022
and consumers’ response to higher interest rates compared to a relatively long period of low interest rates. The average rate paid
on savings accounts increased 15 basis points to 0.54%, while the average rate paid on certificates of deposit decreased 14 basis points
to 0.78% for the three months ended September 30, 2022. The average balance of borrowings decreased $15.6 million from period to period,
while the average rate paid on borrowings increased 33 basis points to 1.08% for the recently-ended quarter. We expect interest expense
to increase in the future as we use FHLB advances to replace deposits that are leaving the Banks in search of higher yield. FHLB advance
rates have increased along with the rise in general interest rates. In addition, the Banks will be implementing deposit pricing strategies
intended to retain core deposit funding, which is expected to result in higher interest expense.
Net interest spread increased from 2.94% for the
prior year quarterly period to 2.96% for the three-month period ended September 30, 2022.
Provision for Losses on Loans
Management determined that a $113,000 provision
for loan loss was prudent in light of the relatively large increase in the loan portfolio during the recently-ended quarter. Loans, net,
increased $18.1 million or 6.6% and totaled $292.7 million at September 30, 2022, compared to $274.6 million at June 30, 2022. The additional
provision was appropriate not only for the increase in the loan portfolio but also, in part, to reflect an increase in multi-family loans,
which increased $9.0 million or 63.2% and totaled $23.3 million at September 30, 2022. Multi-family loans carry a slightly higher risk
profile than 1-4 family residential loans, which makes up the greatest portion of the Company’s loan portfolio.
29
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Three-month
Periods Ended September 30, 2022 and 2021 (continued)
Non-interest Income
Non-interest income decreased $130,000 or 57.0%
to $98,000 for the three months ended September 30, 2022, compared to the prior year period, primarily because of a decrease in net gains
on sales of loans. Net gain on sales of loans decreased $155,000 or 95.7% to $7,000 for the recently-ended three-month period. Interest
rates have risen significantly since March 2022, which has resulted in a reduced number of customers interested in long-term fixed rate
loans which the Company routinely sells to the FHLB of Cincinnati after they are originated.
Non-interest Expense
Non-interest expense decreased $53,000 or 2.7%
and totaled $1.9 million for the three months ended September 30, 2022, primarily due to decreased employee compensation and benefits
and was somewhat offset by increased outside service fees as well as increased accounting and auditing expense.
Employee compensation and benefits expense decreased
$148,000 or 11.0% and totaled $1.2 million for the quarterly period just ended, as pension-related costs decreased year over year. Required
contributions to the Company’s defined benefit pension plan (DB plan) decreased by $135,000 due to favorable funding levels, while
ESOP expense decreased by $35,000 as the employee stock ownership plan is scheduled to release fewer shares this calendar year.
Auditing and accounting expense increased $27,000
or 50.0% and totaled $81,000 as the Banks incurred additional outside costs associated with internal controls testing. Although some of
the work had been performed in-house previously, time constraints made outsourcing necessary at the time.
Income Tax Expense
Income tax expense decreased $68,000 or 37.0%
to $116,000 for the three months ended September 30, 2022, compared to the prior year period. The effective tax rates for the three-month
periods ended September 30, 2022 and 2021, were 23.7% and 24.5%, respectively.
30
Kentucky First Federal Bancorp
ITEM 3: Quantitative and Qualitative Disclosures
About Market Risk
This item is not applicable as the Company is
a smaller reporting company.
ITEM 4: Controls and Procedures
The Company’s Chief Executive Officer and
Chief Financial Officer have evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined under Rules
13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report, and have
concluded that the Company’s disclosure controls and procedures were effective for the purpose of ensuring that the information
required to be disclosed in the reports that the Company files or submits under the Exchange Act with the Securities and Exchange Commission
(the “SEC”) (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules
and forms, and (2) is accumulated and communicated to the Company’s management, including its principal executive and principal
financial officers, as appropriate to allow timely decisions regarding required disclosure.
Based upon their evaluation, the Company’s
Chief Executive Officer and Chief Financial Officer have also concluded that there were no significant changes during the quarter ended
September 30, 2022 in the Company’s internal control over financial reporting or in other factors that have materially affected,
or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
31
Kentucky First Federal Bancorp
PART II – OTHER INFORMATION
ITEM 1. Legal Proceedings
None.
ITEM 1A. Risk Factors
There have been no material changes in the risk
factors disclosed in Part I, “Item 1A- Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended
June 30, 2022, which risk factors could materially affect our business, financial condition or future results. The risks described
therein are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to
be immaterial also may materially adversely affect our business, financial condition and/or operating results.
ITEM 2. Unregistered Sales of Equity Securities
and Use of Proceeds
(c) The following table sets forth information
regarding Company’s repurchases of its common stock during the quarter ended September 30, 2022.
Period
Total # of
shares
purchased
Average
price paid
per share
(including
commissions)
Total # of
shares
purchased
as part of
publicly
announced
plans or
programs
Maximum #
of shares
that may
yet be
purchased
under the
plans or
programs
July 1-31, 2022
–
$ –
–
67,980
August 1-31, 2022
–
$ –
–
67,980
September 1-30, 2022
–
$ –
–
67,980
(1) On
February 3, 2021, the Company announced that it had substantially completed its program initiated on December 19, 2018 to repurchase
of up to 150,000 shares of its common stock and that it was initiating a new stock repurchase plan in which the Board of Directors authorized
the purchase of up to 150,000 shares of its common stock.
ITEM 3. Defaults Upon Senior Securities
Not applicable.
ITEM 4. Mine Safety Disclosures.
Not applicable.
ITEM 5. Other Information
None.
32
ITEM 6. Exhibits
3.1 1
Charter of Kentucky First Federal Bancorp
3.2 2
Bylaws of Kentucky First Federal Bancorp, as amended and restated
3.3 3
Amendment No. 1 to the Bylaws of Kentucky First Federal Bancorp
3.4 4
Amendment No. 2 to the Bylaws of Kentucky First Federal Bancorp
3.5 5
Amendment No. 3 to the Bylaws of Kentucky First Federal Bancorp
4.1 1
Specimen Stock Certificate of Kentucky First Federal Bancorp
31.1
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101
The following materials from Kentucky First Federal Bancorp’s Quarterly Report On Form 10-Q for the quarter ended September 30, 2022 formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Operations; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Changes in Shareholders’ Equity; (v) the Consolidated Statements of Cash Flows: and (vi) the related Notes.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
(1) Incorporated
herein by reference to the Company’s Registration Statement on Form S-1 (File No. 333-119041).
(2) Incorporated
herein by reference to the Company’s Annual Report on Form 10-K for the Year Ended June 30, 2012 (File No. 0-51176).
(3) Incorporated
herein by reference to the Company’s Current Report on Form 8-K filed August 25, 2017 (File No. 0-51176).
(4) Incorporated
herein by reference to the Company’s Current Report on Form 8-K filed September 28, 2020 (File No. 0-51176).
(5) Incorporated herein by reference to the Company’s Current
Report on Form 8-K filed February 2, 2022 (File No. 0-51176).
33
Kentucky First Federal Bancorp
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.
KENTUCKY FIRST FEDERAL BANCORP
Date:
November 14, 2022
By:
/s/ Don D. Jennings
Don D. Jennings
Chief Executive Officer
Date:
November 14, 2022
By:
/s/ R. Clay Hulette
R. Clay Hulette
Vice President and Chief Financial Officer
34
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