What changed in this filing

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Item 1. Financial Statements

2025-08-06 compared with 2025-04-30 · 190 added, 83 removed, 1049 unchanged (21% of the section changed)

21 unchanged sentences

Total deposits 6,176,833 5,900,966

Borrowings - Federal Home Loan Bank advances 108,200 0

Federal Home Loan Bank advance 1,200 0

Other borrowings 5,000 0

Total borrowings 6,200 0

Accrued interest payable 9,996 15,117

4 unchanged sentences

90,000,000 shares authorized, no par value

26,016,494 shares issued and 25,556,904 outstanding as of March 31, 2025

26,016,494 shares issued and 25,525,105 outstanding as of June 30, 2025

25,978,831 shares issued and 25,509,592 outstanding as of December 31, 2024

2 unchanged sentences

Accumulated other comprehensive income (loss) ( 161,121 ) ( 166,500 )

Treasury stock at cost ( 459,590 shares as of March 31, 2025, 469,239 shares as of December 31, 2024)

Treasury stock at cost ( 491,389 shares as of June 30, 2025, 469,239 shares as of December 31, 2024)

( 17,384 ) ( 15,754 )

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

NET INTEREST INCOME

20 unchanged sentences

Bank owned life insurance income 1,040 890 1,362 1,926

Mortgage banking income (loss) ( 51 ) 52

Interest rate swap fee income 20 0 20 0

Mortgage banking income 124 23 73 75

Net securities gains (losses) 0 0 0 ( 46 )

Net gain on Visa shares 0 9,011 0 9,011

Other income 398 694 1,256 2,881

18 unchanged sentences

The accompanying notes are an integral part of these consolidated financial statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (unaudited - dollars in thousands)

Three Months Ended March 31,

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited - dollars in thousands)

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income $ 26,966 $ 22,549 $ 47,051 $ 45,950

23 unchanged sentences

Interest Total

Balance at April 1, 2024

25,503,425 $ 125,873 $ 703,330 $ ( 166,913 ) $ ( 15,370 ) $ 646,920 $ 89 $ 647,009

Comprehensive income:

Net income 22,549 22,549 22,549

Other comprehensive income (loss), net of tax ( 3,545 ) ( 3,545 ) ( 3,545 )

Cash dividends declared and paid, $ 0.48 per share

( 12,338 ) ( 12,338 ) ( 12,338 )

Treasury shares purchased under deferred directors' plan ( 1,348 ) 83 ( 83 ) 0 0

Stock activity under equity compensation plans 1,667 ( 80 ) ( 80 ) ( 80 )

Stock based compensation expense 995 995 995

Balance at June 30, 2024

25,503,744 $ 126,871 $ 713,541 $ ( 170,458 ) $ ( 15,453 ) $ 654,501 $ 89 $ 654,590

Balance at April 1, 2025

25,556,904 $ 130,243 $ 743,650 $ ( 163,879 ) $ ( 15,594 ) $ 694,420 $ 89 $ 694,509

Comprehensive income:

Net income 26,966 26,966 26,966

Other comprehensive income (loss), net of tax 2,758 2,758 2,758

Cash dividends declared and paid, $ 0.50 per share

( 12,877 ) ( 12,877 ) ( 12,877 )

Treasury shares purchased under share repurchase plan ( 30,300 ) ( 1,705 ) ( 1,705 ) ( 1,705 )

Treasury shares purchased under deferred directors' plan ( 1,499 ) 85 ( 85 ) 0 0

Stock based compensation expense 336 336 336

Balance at June 30, 2025

25,525,105 $ 130,664 $ 757,739 $ ( 161,121 ) $ ( 17,384 ) $ 709,898 $ 89 $ 709,987

The accompanying notes are an integral part of these consolidated financial statements.

Six Months Ended

Common Stock Retained

Earnings Accumulated Other Comprehensive

Income (Loss) Treasury

Stock Total Stockholders’

Equity Noncontrolling

Interest Total

Balance at January 1, 2024

11 unchanged sentences

Stock based compensation expense 1,875 1,875 1,875

Balance at March 31, 2024

Balance at June 30, 2024

25,503,744 $ 126,871 $ 713,541 $ ( 170,458 ) $ ( 15,453 ) $ 654,501 $ 89 $ 654,590

6 unchanged sentences

( 25,724 ) ( 25,724 ) ( 25,724 )

Treasury shares purchased under share repurchase plan ( 30,300 ) ( 1,705 ) ( 1,705 ) ( 1,705 )

Treasury shares purchased under deferred directors' plan ( 4,594 ) 300 ( 300 ) 0 0

2 unchanged sentences

Stock based compensation expense 2,568 2,568 2,568

Balance at March 31, 2025

Balance at June 30, 2025

25,525,105 $ 130,664 $ 757,739 $ ( 161,121 ) $ ( 17,384 ) $ 709,898 $ 89 $ 709,987

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited - in thousands)

Three Months Ended March 31, 2025 2024

Six Months Ended June 30, 2025 2024

Cash flows from operating activities:

7 unchanged sentences

Proceeds from sale of loans, including participations 8,688 9,116

Net gain on Visa shares 0 ( 9,011 )

Net (gain) loss on sales of premises and equipment 1 55

11 unchanged sentences

Proceeds from sale of securities available-for-sale 0 7,136

Proceeds from sale of Visa shares 0 7,358

Proceeds from maturities, calls and principal paydowns of securities available-for-sale 31,253 28,917

8 unchanged sentences

Net increase (decrease) in total deposits 275,867 43,012

Net increase (decrease) in short-term borrowings 5,000 55,000

Proceeds from long-term FHLB borrowings 1,200 0

Proceeds from short-term FHLB borrowings 107,000 150,000

Net payments on short-term FHLB borrowings 0 ( 50,000 )

Common dividends paid ( 25,711 ) ( 24,624 )

Preferred dividends paid ( 13 ) ( 13 )

Payments related to equity incentive plans ( 1,493 ) ( 2,596 )

7 unchanged sentences

Interest $ 82,210 94,597

Income taxes 11,986 11,680

Supplemental non-cash disclosures:

12 unchanged sentences

In the opinion of management, all adjustments (all of which are normal and recurring in nature) considered necessary for a fair presentation have been included.

Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for any subsequent reporting periods, including the year ending December 31, 2025.

Operating results for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for any subsequent reporting periods, including the year ending December 31, 2025.

The Company’s 2024 Annual Report on Form 10-K should be read in conjunction with these statements.

28 unchanged sentences

This standard did not have an impact on the consolidated financial statements based upon the nature of the Company's current operations.

On March 18, 2025, the FASB issued ASU 2025-02, which provided amendments to SEC paragraphs pursuant to Staff Accounting Bulletin 122.

On March 18, 2025, the FASB issued ASU 2025-02, "Liabilities (Topic 405):

Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

122" , which provided amendments to SEC paragraphs pursuant to Staff Accounting Bulletin 122.

This amendment removed text related to "Accounting for Obligations to Safeguard Crypto-Assets an Entity Holds for Its Platform Users," from ASU 405-10-S99-1 as Staff Accounting Bulletin 122 rescinded the topic.

22 unchanged sentences

The amendments in this update should be applied on a prospective basis, however retrospective application is permitted.

The Company is currently evaluating the impact of this update on its disclosures, however does not expect the adoption of this update to have a material impact on the year-end consolidated financial statements.

On November 8, 2024, the FASB issued ASU 2024-03, "Income Statement—Reporting Comprehensive Income— Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses" , to improve the disclosures about a public business entity's expenses and address requests from investors for more detailed information about

the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales, SG&A, and research and development).

Disaggregation of Income Statement Expenses" , to improve the disclosures surrounding a public business entity's expenses and address requests from investors for more detailed information

about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales, SG&A, and research and development).

The amendments in this update require disclosure, in the notes to the financial statements, of specified information about certain costs and expenses.

15 unchanged sentences

Cost Gross Unrealized Gain Gross Unrealized Losses Allowance for Credit Losses Fair Value

March 31, 2025

June 30, 2025

government sponsored agencies $ 136,779 $ 56 $ ( 23,744 ) $ 0 $ 113,091

13 unchanged sentences

Cost Gross Unrealized Gain Gross Unrealized Losses Allowance for Credit Losses Fair Value

March 31, 2025

June 30, 2025

State and municipal securities $ 132,389 $ 0 $ ( 24,410 ) $ 0 $ 107,979

4 unchanged sentences

The net unrealized gain or loss on the transferred securities was recorded as a component of accumulated other comprehensive income (loss) at the time of the transfer and is amortized over the remaining life of the underlying securities as an adjustment to the yield on those securities.

The net amount of the unamortized unrealized loss on the transferred securities included in accumulated other comprehensive income (loss) was $ 18.5 million ($ 14.6 million, net of tax) at March 31, 2025.

Information regarding the amortized cost and fair value of available-for-sale and held-to-maturity debt securities by maturity as of March 31, 2025 is presented below.

The net amount of the unamortized unrealized loss on the transferred securities included in accumulated other comprehensive income (loss) was $ 18.0 million ($ 14.2 million, net of tax) at June 30, 2025.

Information regarding the amortized cost and fair value of available-for-sale and held-to-maturity debt securities by maturity as of June 30, 2025 is presented below.

Maturity information is based on contractual maturity for all securities other than mortgage-backed securities.

11 unchanged sentences

Available-for-sale securities proceeds, gross gains and gross losses are presented below.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(dollars in thousands) 2025 2024 2025 2024

7 unchanged sentences

Gains and losses on sales are based on the amortized cost of the security sold and recorded on the trade date.

Securities with fair values of $ 554.0 million and $ 560.2 million were pledged as of March 31, 2025 and December 31, 2024, respectively, as collateral for borrowings from the Federal Home Loan Bank ("FHLB") and Federal Reserve Bank and for other purposes as permitted or required by law.

Securities with fair values of $ 542.8 million and $ 560.2 million were pledged as of June 30, 2025 and December 31, 2024, respectively, as collateral for borrowings from the Federal Home Loan Bank ("FHLB") and Federal Reserve Bank and for other purposes as permitted or required by law.

Unrealized Loss Analysis on Available-for-Sale and Held-to-Maturity Securities

Information regarding available-for-sale securities with unrealized losses as of March 31, 2025 and December 31, 2024 is presented on the following page.

Information regarding available-for-sale securities with unrealized losses as of June 30, 2025 and December 31, 2024 is presented on the following page.

The table divides the securities between those with unrealized losses for less than twelve months and those with unrealized losses for twelve months or more.

4 unchanged sentences

Value Unrealized

March 31, 2025

June 30, 2025

government sponsored agencies $ 0 $ 0 $ 108,036 $ 23,744 $ 108,036 $ 23,744

9 unchanged sentences

Total available-for-sale $ 36,132 $ 688 $ 943,487 $ 190,487 $ 979,619 $ 191,175

Information regarding held-to-maturity securities with unrealized losses as of March 31, 2025 and December 31, 2024 is presented below.

Information regarding held-to-maturity securities with unrealized losses as of June 30, 2025 and December 31, 2024 is presented below.

The table divides the securities between those with unrealized losses for less than twelve months and those with unrealized losses for twelve months or more.

4 unchanged sentences

Value Unrealized

March 31, 2025

June 30, 2025

State and municipal securities $ 0 $ 0 $ 107,979 $ 24,410 $ 107,979 $ 24,410

1 unchanged sentence

State and municipal securities $ 0 $ 0 $ 113,107 $ 18,461 $ 113,107 $ 18,461

The total number of securities with unrealized losses as of March 31, 2025 and December 31, 2024 is presented below.

The total number of securities with unrealized losses as of June 30, 2025 and December 31, 2024 is presented below.

Available-for-Sale Held-to-Maturity

3 unchanged sentences

or more Total

March 31, 2025

June 30, 2025

government sponsored agencies 0 17 17 0 0 0

13 unchanged sentences

For available-for-sale debt securities that do not meet the above criteria and for held-to-maturity securities, management evaluates whether the decline in fair value has resulted from credit losses or other factors.

In making this assessment, management considers the extent to which fair value is

less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security and the issuer, among other factors.

In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically

related to the security and the issuer, among other factors.

If this assessment indicates that a credit loss exists, management compares the present value of cash flows expected to be collected from the security with the amortized cost basis of the security.

1 unchanged sentence

For available-for-sale debt securities, any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income (loss), net of applicable taxes.

No allowance for credit losses for available-for-sale or held-to-maturity debt securities was recorded at March 31, 2025 or December 31, 2024.

Accrued interest receivable on securities totaled $ 7.0 million and $ 7.5 million at March 31, 2025 and December 31, 2024, respectively, and is excluded from the estimate of credit losses.

No allowance for credit losses for available-for-sale or held-to-maturity debt securities was recorded at June 30, 2025 or December 31, 2024.

Accrued interest receivable on securities totaled $ 7.6 million and $ 7.5 million at June 30, 2025 and December 31, 2024, respectively, and is excluded from the estimate of credit losses.

government sponsored agencies and mortgage-backed securities are either explicitly or implicitly guaranteed by the U.S.

2 unchanged sentences

State and municipal securities credit losses are benchmarked against highly rated municipal securities of similar duration, as published by Moody's, resulting in an immaterial allowance for credit losses.

(dollars in thousands) March 31,

(dollars in thousands) June 30,

2025 December 31,

27 unchanged sentences

Loans, net $ 5,160,275 $ 5,031,988

The recorded investment in loans does not include accrued interest, which totaled $ 21.1 million and $ 20.3 million as of March 31, 2025 and December 31, 2024, respectively.

The Company h ad $ 821,000 and $ 424,000 in residential real estate loans in the process of foreclosure as of March 31, 2025 and December 31, 2024, respectively.

The recorded investment in loans does not include accrued interest, which totaled $ 20.9 million and $ 20.3 million as of June 30, 2025 and December 31, 2024, respectively.

The Company h ad $ 907,000 and $ 424,000 in residential real estate loans in the process of foreclosure as of June 30, 2025 and December 31, 2024, respectively.

ALLOWANCE FOR CREDIT LOSSES AND CREDIT QUALITY

33 unchanged sentences

Commercial loans are subject to a dual standardized grading process administered by the credit administration function.

These grade assignments are performed independent of each other and a consensus is reached by credit administration and the loan review officer.

These grade assignments are performed independent of each other and a consensus is reached by credit administration and the loan officer.

Specific allowances are established in cases where management has identified significant conditions or circumstances related to an individual credit that indicate it should be evaluated on an individual basis.

23 unchanged sentences

(dollars in thousands) Commercial and Industrial Commercial Real Estate and Multifamily Residential Agri-business and Agricultural Other Commercial Consumer 1-4 Family Mortgage Other Consumer Unallocated Total

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Beginning balance, April 1 $ 52,302 $ 30,468 $ 3,500 $ 723 $ 3,464 $ 1,517 $ 459 $ 92,433

Provision for credit losses 2,148 588 ( 201 ) ( 3 ) 294 233 ( 59 ) 3,000

Loans charged-off ( 28,616 ) 0 0 0 ( 198 ) ( 297 ) 0 ( 29,111 )

Recoveries 48 26 0 0 30 126 0 230

Net loans (charged-off) recovered ( 28,568 ) 26 0 0 ( 168 ) ( 171 ) 0 ( 28,881 )

Ending balance $ 25,882 $ 31,082 $ 3,299 $ 720 $ 3,590 $ 1,579 $ 400 $ 66,552

Three Months Ended June 30, 2024

Beginning balance, April 1 $ 30,720 $ 32,078 $ 4,112 $ 1,022 $ 3,518 $ 1,229 $ 501 $ 73,180

Provision for credit losses 8,412 422 ( 444 ) ( 202 ) 68 326 ( 102 ) 8,480

Loans charged-off ( 12 ) ( 840 ) 0 0 ( 22 ) ( 202 ) 0 ( 1,076 )

Recoveries 41 27 0 0 22 37 0 127

Net loans (charged-off) recovered 29 ( 813 ) 0 0 0 ( 165 ) 0 ( 949 )

Ending balance $ 39,161 $ 31,687 $ 3,668 $ 820 $ 3,586 $ 1,390 $ 399 $ 80,711

Six Months Ended June 30, 2025

Beginning balance, January 1 $ 45,539 $ 30,865 $ 3,541 $ 743 $ 3,358 $ 1,531 $ 383 $ 85,960

5 unchanged sentences

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

Beginning balance, January 1 $ 30,338 $ 31,335 $ 4,150 $ 1,129 $ 3,474 $ 1,174 $ 372 $ 71,972

19 unchanged sentences

Loans listed as Not Rated are consumer loans or commercial loans with consumer characteristics included in groups of homogenous loans which are analyzed for credit quality indicators utilizing delinquency status.

The following table summarizes the risk category of loans by loan segment and year of origination as of March 31, 2025:

The following table summarizes the risk category of loans by loan segment and year of origination as of June 30, 2025:

(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total

20 unchanged sentences

Pass 15,895 40,907 18,467 24,912 742 0 100,923 449,374 550,297

Special Mention 1,241 0 0 0 0 0 1,241 0 1,241

Total 17,136 40,907 18,467 24,912 742 0 102,164 449,374 551,538

8 unchanged sentences

Current period gross write offs 0 0 0 0 0 0 0 0 0

Nonowner occupied loans:

Pass 26,755 156,586 116,164 150,467 104,684 170,940 725,596 107,705 833,301

(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total

Nonowner occupied loans (continued):

Pass 55,336 156,084 110,047 139,854 102,631 164,575 728,527 126,495 855,022

Special Mention 0 0 11,504 105 0 0 11,609 1,954 13,563

19 unchanged sentences

Special Mention 0 0 676 272 0 7 955 6,222 7,177

Substandard 0 0 0 13 0 0 13 0 13

Total 1,390 15,238 24,168 20,207 22,842 14,120 97,965 90,627 188,592

7 unchanged sentences

Current period gross write offs 0 0 0 0 0 0 0 0 0

Consumer 1-4 family mortgage loans:

(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total

Consumer 1-4 family mortgage loans (continued):

Closed end first mortgage loans:

Pass 7,637 11,272 7,872 8,549 10,768 8,815 54,913 6,706 61,619

(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total

Closed end first mortgage loans (continued):

Special Mention 191 120 221 161 63 0 756 0 756

134 unchanged sentences

Loans may be returned to accrual status when all the principal and interest amounts contractually due are brought current, remain current for a prescribed period, and future payments are reasonably assured.

The following table presents the aging of the amortized cost basis in past due loans as of March 31, 2025 by class of loans and loans past due 90 days or more and still accruing by class of loan:

The following table presents the aging of the amortized cost basis in past due loans as of June 30, 2025 by class of loans and loans past due 90 days or more and still accruing by class of loan:

(dollars in thousands) Loans Not Past Due 30-89 Days Past Due Greater than 89 Days Past Due and Accruing Total Accruing Total Nonaccrual Nonaccrual With No Allowance For Credit Loss Total

17 unchanged sentences

Total $ 5,194,522 $ 1,651 $ 7 $ 5,196,180 $ 30,647 $ 1,421 $ 5,226,827

An insignificant amount of interest income was recognized on nonaccrual loans during the three month period ended March 31, 2025.

An insignificant amount of interest income was recognized on nonaccrual loans during the three and six month periods ended June 30, 2025.

The following table presents the aging of the amortized cost basis in past due loans as of December 31, 2024 by class of loans and loans past due 90 days or more and still accruing by class of loan:

24 unchanged sentences

The following tables present the amortized cost basis of collateral dependent loans by class of loan as of:

March 31, 2025

June 30, 2025

(dollars in thousands) Real Estate General

35 unchanged sentences

In the event forgiveness of principal is provided, the amount of the forgiveness is charged off against the allowance for credit losses.

During the three months ended March 31, 2025 and 2024, there were no material modifications made to borrowers experiencing financial difficulty.

During the three and six months ended June 30, 2025 and 2024, there were no material modifications made to borrowers experiencing financial difficulty.

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty by reviewing the delinquency and payment default status of such loans to understand the effectiveness of its relief efforts.

At March 31, 2025, no loans within the previous twelve months received a modification due to a borrower experiencing financial difficulty.

At June 30, 2025, no loans within the previous twelve months received a modification due to a borrower experiencing financial difficulty.

Upon the Company's determination that a modified loan (or portion thereof) has subsequently been deemed uncollectible, the loan (or a portion thereof) is written off.

Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

For the periods ended below, advances from the Federal Home Loan Bank of Indianapolis ("FHLBI") were as follows:

(dollars in thousands) March 31, 2025 December 31, 2024

Short-term fixed rate bullet advance, 4.49 %, due April 3, 2025

$ 107,000 $ 0

Long-term fixed rate bullet advance, 0.00 %, due March 12, 2035

Total $ 108,200 $ 0

For the period ended March 31, 2025, the Company had advances outstanding from the FHLBI of $ 108.2 million.

The fixed rate bullet advance due April 3, 2025 had an interest rate of 4.49 % in the amount $ 107.0 million and was paid at maturity.

For the period ended June 30, 2025, the Company had an advance outstanding from the Federal Home Loan Bank of Indianapolis ("FHLBI") of $ 1.2 million.

The fixed rate bullet advance due March 12, 2035 has an interest rate of 0.00 % in the amount of $ 1.2 million.

2 unchanged sentences

For the period ended December 31, 2024, the Company had no advances outstanding with the FHLBI.

There were no Federal Funds purchased outstanding at March 31, 2025 and December 31, 2024.

There were no Federal Funds purchased outstanding at June 30, 2025 and December 31, 2024.

On October 2, 2024, the Company renewed an unsecured revolving credit agreement with a financial institution allowing the Company to borrow up to $ 30.0 million.

2 unchanged sentences

The credit agreement includes a negative pledge agreement whereby the Company agrees not to pledge or otherwise encumber the stock of the Bank.

There were no outstanding borrowings on the credit agreement at March 31, 2025 and December 31, 2024.

During the second quarter of 2025, the Company borrowed $ 5.0 million on the credit agreement, upon utilization of the share repurchase plan.

The credit agreement had an outstanding balance of $ 5.0 million at June 30, 2025.

The outstanding balance was repaid on July 9, 2025.

There was no outstanding balance on the credit agreement at December 31, 2024.

FAIR VALUE DISCLOSURES

11 unchanged sentences

These models utilize the market approach with standard inputs that include, but are not limited to benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data.

municipal securities that are not rated and observable inputs about the specific issuer are not available, fair values are estimated using observable data from other municipal securities presumed to be similar or other market data on other non-rated municipal securities (Level 3 inputs).

For certain municipal securities that are not rated and observable inputs about the specific issuer are not available, fair values are estimated using observable data from other municipal securities presumed to be similar or other market data on other non-rated municipal securities (Level 3 inputs).

The Company’s Finance Department, which is responsible for all accounting and SEC disclosure compliance, and the Company’s Treasury Department, which is responsible for investment portfolio management and asset/liability modeling, are the two areas that determine the Company’s valuation policies and procedures.

Both of these areas report directly to the Executive Vice President and Chief Financial Officer of the Company.

For assets or liabilities that may be considered for Level 3 fair value measurement on a recurring basis, these two departments and the Executive Vice President and Chief Financial Officer determine the appropriate level of the assets or liabilities under consideration.

For assets or liabilities that may be considered for Level

3 fair value measurement on a recurring basis, these two departments and the Executive Vice President and Chief Financial Officer determine the appropriate level of the assets or liabilities under consideration.

If there are new assets or liabilities that are determined to be Level 3 by this group, the Risk Management Committee of the Company and the Audit Committee of the Board are made aware of such assets at their next scheduled meeting.

26 unchanged sentences

In addition to real estate, the Company’s management evaluates other types of collateral as follows:

(a) raw and finished inventory is discounted from its cost or book value by 40 - 60 %, depending on the marketability of the goods;

(a) raw materials inventory is discounted from its cost or book value by 40 - 60 %, depending on the marketability of the goods;

(b) finished goods are generally discounted by 40 - 60 %, depending on the ease of marketability, cost of transportation or scope of use of the finished good;

4 unchanged sentences

Mortgage servicing rights:

As of March 31, 2025, the value of the Company’s Level 3 servicing assets for residential mortgage loans (“MSRs”) was $ 1.8 million, carried at amortized cost and no valuation reserve.

These residential mortgage loans have a

weighted average interest rate of 3.8 %, a weighted average maturity of 20 years and are secured by homes generally within the Company’s market area of Northern Indiana and Indianapolis.

As of June 30, 2025, the value of the Company’s Level 3 servicing assets for residential mortgage loans (“MSRs”) was $ 1.7 million, carried at amortized cost and no valuation reserve.

These residential mortgage loans have a weighted average interest rate of 3.8 %, a weighted average maturity of 20 years and are secured by homes generally within the Company’s market area of Northern Indiana and Indianapolis.

A third-party valuation is used to estimate fair value by stratifying the portfolios on the basis of certain risk characteristics, including loan type and interest rate.

4 unchanged sentences

The most significant unobservable assumption is the discount rate.

At March 31, 2025, the constant prepayment speed (“PSA”) used was 162 and used a discount rate of 10.0 %.

At June 30, 2025, the constant

prepayment speed (“PSA”) used was 156 and used a discount rate of 10.0 %.

At December 31, 2024, the PSA used was 157 and the discount rate used was 10.0 %.

9 unchanged sentences

The tables below present the balances of assets measured at fair value on a recurring basis:

March 31, 2025

June 30, 2025

Fair Value Measurements Using Assets

28 unchanged sentences

The tables below present the balances of assets measured at fair value on a nonrecurring basis:

March 31, 2025

June 30, 2025

Fair Value Measurements Using Assets

25 unchanged sentences

Total assets $ 0 $ 0 $ 27,151 $ 27,151

The following table presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a non-recurring basis at March 31, 2025:

The following table presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a non-recurring basis at June 30, 2025:

(dollars in thousands) Fair Value Valuation Methodology Unobservable Inputs Average Range of Inputs

15 unchanged sentences

Items that are not financial instruments are not included.

March 31, 2025

June 30, 2025

Value Estimated Fair Value

13 unchanged sentences

All other deposits 5,387,419 5,387,419 0 0 5,387,419

Federal Home Loan Bank advances:

Short-term advance 107,000 107,000 0 0 107,000

Long-term advance 1,200 754 0 0 754

Federal Home Loan Bank advance 1,200 0 758 0 758

Miscellaneous borrowings 5,000 0 4,999 0 4,999

Mortgage banking derivative 18 0 18 0 18

22 unchanged sentences

OFFSETTING ASSETS AND LIABILITIES

The following tables summarize gross and net information about financial instruments and derivative instruments that are offset in the statement of financial position or that are subject to an enforceable master netting arrangement at March 31, 2025 and December 31, 2024.

March 31, 2025

June 30, 2025

Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Statement of Financial Position Net Amounts presented in the Statement of Financial Position Gross Amounts Not Offset in the Statement of Financial Position Net Amount

16 unchanged sentences

Diluted earnings per common share includes the dilutive effect of additional potential common shares issuable under stock based awards and warrants, none of which were antidilutive.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Weighted average shares outstanding for basic earnings per common share 25,707,233 25,678,231 25,711,004 25,667,647

4 unchanged sentences

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables summarize the changes within each classification of accumulated other comprehensive income (loss) for the three months ended March 31, 2025 and 2024, all shown net of tax:

The following tables summarize the changes within each classification of accumulated other comprehensive income (loss) for the three months ended June 30, 2025 and 2024, all shown net of tax:

(dollars in thousands) Unrealized Gains and Losses on Available-

for-Sales Securities Defined Benefit Pension Items Total

Balance at April 1, 2025

$ ( 163,321 ) $ ( 558 ) $ ( 163,879 )

Other comprehensive income (loss) before reclassification 2,361 0 2,361

Amounts reclassified from accumulated other comprehensive income (loss) 387 10 397

Net current period other comprehensive income (loss) 2,748 10 2,758

Balance at June 30, 2025 $ ( 160,573 ) $ ( 548 ) $ ( 161,121 )

(dollars in thousands) Unrealized Gains and Losses on Available-

for-Sales Securities Defined Benefit Pension Items Total

Balance at April 1, 2024

$ ( 166,189 ) $ ( 724 ) $ ( 166,913 )

Other comprehensive income (loss) before reclassification ( 3,943 ) 0 ( 3,943 )

Amounts reclassified from accumulated other comprehensive income (loss) 386 12 398

Net current period other comprehensive income (loss) ( 3,557 ) 12 ( 3,545 )

Balance at June 30, 2024 $ ( 169,746 ) $ ( 712 ) $ ( 170,458 )

The following tables summarize the changes within each classification of accumulated other comprehensive income (loss) for the six months ended June 30, 2025 and 2024, all shown net of tax:

(dollars in thousands) Unrealized Gains and Losses on Available-

for-Sales Securities Defined Benefit Pension Items Total

Balance at January 1, 2025 $ ( 165,932 ) $ ( 568 ) $ ( 166,500 )

2 unchanged sentences

Net current period other comprehensive income (loss) 5,359 20 5,379

Balance at March 31, 2025

Balance at June 30, 2025

$ ( 160,573 ) $ ( 548 ) $ ( 161,121 )

5 unchanged sentences

Net current period other comprehensive income (loss) ( 15,286 ) 23 ( 15,263 )

Balance at March 31, 2024

Balance at June 30, 2024

$ ( 169,746 ) $ ( 712 ) $ ( 170,458 )

Reclassifications out of accumulated comprehensive income (loss) for the three months ended March 31, 2025 are as follows:

Reclassifications out of other accumulated other comprehensive income (loss) for the three months ended June 30, 2025 are as follows:

Details about

12 unchanged sentences

Total reclassifications for the period $ ( 397 ) Net income

Reclassifications out of accumulated other comprehensive income (loss) for the three months ended March 31, 2024 are as follows:

Reclassifications out of other accumulated comprehensive income (loss) for the three months ended June 30, 2024 are as follows:

Details about

6 unchanged sentences

Amortization of unrealized losses on held-to-maturity securities $ ( 489 ) Interest income

Tax effect 103 Income tax expense

( 386 ) Net of tax

Amortization of defined benefit pension items ( 16 ) Other expense

Tax effect 4 Income tax expense

( 12 ) Net of tax

Total reclassifications for the period $ ( 398 ) Net income

Reclassifications out of accumulated comprehensive income (loss) for the six months ended June 30, 2025 are as follows:

Details about

Accumulated Other

Comprehensive

Income (Loss) Components Amount

Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item

in the Statement Where Net Income is Presented

(dollars in thousands)

Amortization of unrealized losses on held-to-maturity securities $ ( 979 ) Interest income

Tax effect 205 Income tax expense

( 774 ) Net of tax

Amortization of defined benefit pension items ( 26 ) Other expense

Tax effect 6 Income tax expense

( 20 ) Net of tax

Total reclassifications for the period $ ( 794 ) Net income

Reclassifications out of accumulated other comprehensive income (loss) for the six months ended June 30, 2024 are as follows:

Details about

Accumulated Other

Comprehensive

Income (Loss) Components Amount

Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item

in the Statement Where Net Income is Presented

(dollars in thousands)

Amortization of unrealized losses on held-to-maturity securities $ ( 985 ) Interest income

Realized gains and (losses) on available-for-sale securities ( 46 ) Net securities gains (losses)

21 unchanged sentences

The Company recognizes short-term leases on a straight-line basis and does not record a related lease asset or liability for such leases, as allowed as a practical expedient of the standard.

The following is a maturity analysis of the operating lease liabilities as of March 31, 2025:

The following is a maturity analysis of the operating lease liabilities as of June 30, 2025:

Years ending December 31, (in thousands) Operating Lease Obligation

4 unchanged sentences

Right-of-use asset $ 6,508

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(dollars in thousands) 2025 2024 2025 2024

4 unchanged sentences

Operating cash outflows from operating leases $ 198 $ 161 $ 396 $ 346

Weighted-average remaining lease term - operating leases 7.6 years 6.0 years

Weighted-average remaining lease term - operating leases 7.4 years 5.8 years 7.4 years 5.8 years

Weighted average discount rate - operating leases 3.7 % 2.5 % 3.7 % 2.5 %

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

What changed 10-Q

Item 1. Financial Statements