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Item 2. Management’s Discussion and Analysis

2026-05-08 compared with 2025-11-07 · 171 added, 284 removed, 203 unchanged (69% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s discussion and analysis of the financial condition and results of operations at and for the three and nine months ended September 30, 2025 and 2024 is intended to assist in understanding the financial condition and results of operations of the Company.

Management’s discussion and analysis of the financial condition and results of operations at and for the three months ended March 31, 2026 and 2025 is intended to assist in understanding the financial condition and results of operations of the Company.

The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto, appearing on Part I, Item 1 of this quarterly report on Form 10-Q.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “could,” “might,” “indicate,” “would,” “contemplate,” “continue,” “target,” “forecast,” “outlook,” “guidance,” “objective,” “goal,” “strategy,” “potential,” “predict,” “projection,” “trend,” “designed to,” “opportunity,” “positioned to,” and other similar expressions or the negative of these terms.

These forward-looking statements include, but are not limited to:

10 unchanged sentences

● unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other external events;

● changes in the interest rate environment that reduce our margins and yields, our mortgage banking revenues, the fair value of financial instruments, or our level of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make;

● failure to consummate or a delay in consummating the pending acquisition of Provident Bancorp, Inc.

and BankProv, including as a result of any failure to satisfy any of the conditions to the proposed transaction on a timely basis or at all;

● risks related to the Company’s pending acquisition of Provident Bancorp, Inc.

and BankProv and acquisitions generally, including disruptions to current plans and operations;

difficulties in customer and employee retention;

fees, expenses and charges related to these transactions being significantly higher than anticipated;

unforeseen integration issues or impairment of goodwill and/or other intangibles;

and the Company’s inability to achieve expected revenues, cost savings, synergies, and other benefits at levels or within the timeframes originally anticipated;

● changes in the interest rate environment that reduce our margins and yields, our mortgage banking revenues, the fair value of financial instruments, including our mortgage servicing rights asset, or our level of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make;

● changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for credit losses on loans;

19 unchanged sentences

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.

Critical Accounting Policies

Critical Accounting Policies and Estimates

There are no material changes to the critical accounting policies disclosed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 3, 2026.

1 unchanged sentence

In addition to results presented in accordance with U.S.

GAAP, this quarterly report on Form 10-Q contains certain non-GAAP financial measures, including operating net income, operating noninterest expense, operating noninterest income, operating earnings per share, basic, operating earnings per share, diluted, operating return on average assets, operating return on average shareholders’ equity, operating efficiency ratio, tangible shareholders’ equity, tangible assets, tangible book value per share, and efficiency ratio.

The Company’s management believes that the supplemental non-GAAP information is utilized by regulators and market analysts to evaluate a Company’s financial condition and therefore, such information is useful to investors.

These disclosures should not be viewed as a substitute for financial results determined in accordance with U.S.

GAAP, this quarterly report on Form 10-Q contains certain non-GAAP financial measures, including pre-provision net revenue, operating net income, operating pre-tax income, operating noninterest expense, operating noninterest income, operating effective tax rate, operating earnings per share, basic, operating earnings per share, diluted, operating return on average assets, operating return on average shareholders’ equity, operating efficiency ratio, tangible shareholders’ equity, tangible assets and tangible book value per share.

The Company presents certain non-GAAP financial measures, which management uses to evaluate the Company’s performance, and which exclude the effects of certain transactions, non-cash items and U.S.

GAAP adjustments that we believe are unrelated to our core business and are therefore not necessarily indicative of the Company’s current performance or financial position.

Management believes excluding these items facilitates greater visibility for investors into our core businesses as well as underlying trends that may, to some extent, be obscured by inclusion of such items in the corresponding U.S.

GAAP financial measures.

These unaudited disclosures should not be viewed as a substitute for financial results determined in accordance with U.S.

GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

NB BANCORP, INC.

NON-GAAP RECONCILIATION

(Dollars in thousands)

For the Three Months Ended

For the Nine Months Ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

Net income (GAAP)

1 unchanged sentence

Adjustments to net income:

Defined benefit pension termination expense (refund)

State tax expense - voluntary disclosure agreements

Income tax expense on solar tax credit investment basis reduction

Defined benefit pension termination expense

Non-recurring fees for business line expansion

BOLI surrender tax and modified endowment contract penalty

Losses on sales of securities available for sale, net

Merger and acquisition expenses

Adjustment for adoption of ASU 2023-02

Total adjustments to net income

6 unchanged sentences

Operating earnings per share, diluted (non-GAAP)

Pre-tax income (GAAP)

Add (Subtract):

Adjustments to pre-tax income:

Defined benefit pension termination refund

Non-recurring fees for business line expansion

Merger and acquisition expenses

Total adjustments to pre-tax income

Operating pre-tax income (non-GAAP)

Noninterest expense (GAAP)

Subtract (Add):

Noninterest expense components:

Adjustments to noninterest expense:

Defined benefit pension termination refund

Non-recurring fees for business line expansion

Merger and acquisition expenses

Adjustment for adoption of ASU 2023-02

Total impact of non-GAAP noninterest expense adjustments

Noninterest expense on an operating basis (non-GAAP)

For the Three Months Ended

For the Nine Months Ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Noninterest income (GAAP)

Subtract (Add):

Noninterest income components:

Losses on sales of securities available for sale, net

Total impact of non-GAAP noninterest income adjustments

Noninterest income on an operating basis (non-GAAP)

Operating net income (non-GAAP)

4 unchanged sentences

Noninterest expense on an operating basis (non-GAAP)

Total revenue (net interest income plus total noninterest income) (non-GAAP)

Total pre-provision net revenue (net interest income plus total noninterest income)

Operating efficiency ratio (non-GAAP)

1 unchanged sentence

Subtract (Add):

State tax expense - voluntary disclosure agreements

Income tax expense on solar tax credit investment basis reduction

Adjustments to income tax expense:

Net tax benefit associated with pre-tax non-GAAP adjustments to net income

BOLI surrender tax and modified endowment contract penalty

2 unchanged sentences

Operating effective tax rate (non-GAAP)

September 30, 2025

September 30, 2024

March 31, 2026

December 31, 2025

Total shareholders’ equity (GAAP)

7 unchanged sentences

Tangible book value per share (non-GAAP)

Comparison of Financial Condition as of September 30, 2025 and December 31, 2024

Comparison of Financial Condition as of March 31, 2026 and December 31, 2025

Total Assets.

Total assets increased $284.7 million, or 5.5%, to $5.44 billion as of September 30, 2025 from $5.16 billion as of December 31, 2024.

The increase was primarily driven by increases in net loans and non-public investments, offset partially by decreases in cash and cash equivalents and BOLI.

Total assets increased $220.3 million, or 3.1%, to $7.23 billion as of March 31, 2026 from $7.01 billion as of December 31, 2025.

The increase was primarily driven by increases in net loans, partially offset by decreases in cash and cash equivalents.

Cash and Cash Equivalents.

Cash and cash equivalents decreased $68.5 million, or 18.8%, to $295.4 million as of September 30, 2025 from $363.9 million as of December 31, 2024.

The decrease in cash and cash equivalents was primarily a result of increased loan originations and the repurchase of 4,163,808 shares during the nine months ended September 30, 2025.

Securities Available for Sale.

Securities available for sale increased $2.8 million, or 1.2%, to $231.0 million as of September 30, 2025 from $228.2 million as of December 31, 2024 due to purchases of government agency debt securities and mortgage-backed securities.

Net loans increased $378.7 million, or 8.8%, to $4.67 billion as of September 30, 2025 from $4.29 billion as of December 31, 2024.

Cash and cash equivalents decreased $32.2 million, or 7.9%, to $375.4 million as of March 31, 2026 from $407.6 million as of December 31, 2025.

The decrease in cash and cash equivalents was primarily due to loan originations and the repurchase of 1,288,509 shares totaling $27.8 million, partially offset by the increase in deposits of $243.5 million during the current quarter.

Available-for-Sale Securities.

Available-for-sale securities increased $8.3 million, or 3.1%, to $277.2 million as of March 31, 2026 from $269.0 million as of December 31, 2025 primarily due to purchases of U.S.

treasuries, mortgage backed-securities and corporate bonds.

Net loans increased $231.0 million, or 3.9%, to $6.13 billion as of March 31, 2026 from $5.90 billion as of December 31, 2025.

The increase resulted primarily from increases in:

multi-family residential loans, which increased $97.4 million, or 29.2%, commercial and industrial loans, which increased $91.9 million, or 16.4%, commercial real estate loans, which increased $86.3 million, or 6.3%, construction and land development loans, which increased $71.2 million, or 12.2%, consumer loans, which increased $18.7 million, or 7.6%, and total residential real estate loans, which increased $18.0 million, or 1.4%.

The increase in our loan portfolio reflects our strategy to prudently grow the balance sheet by continuing to diversify into higher-yielding loans to improve net margins and manage interest rate risk.

The Company had approximately $418.6 million and $459.6 million in loans to borrowers in the cannabis industry at September 30, 2025 and December 31, 2024, respectively.

Of that total, $258.5 million and $321.9 million were direct loans to cannabis companies and were collateralized by real estate at September 30, 2025 and December 31, 2024, respectively.

Non-Public Investments.

Non-public investments consist primarily of equity investments and FHLB and FRB stock holdings.

These assets increased $20.2 million, or 82.8%, to $44.5 million as of September 30, 2025 from $24.4 million as of December 31, 2024.

The increase resulted primarily from two new solar tax credit equity investments of $10.9 million, as well as increases in FHLB stock and FRB stock holdings of $4.8 million and $689,000, respectively.

During the nine months ended September 30, 2025, the Company received proceeds on surrendered BOLI policies of $48.8 million, resulting in a decrease of $46.4 million, or 45.2%, in BOLI from December 31, 2024.

The Company surrendered BOLI policies in September 2024, which allowed the insurance carriers a period of time to pay out the proceeds, resulting in the Company carrying higher BOLI balances prior to the receipt of the proceeds from the surrender.

During the three and nine months ended September 30, 2025, the Company recorded an increase in the cash surrender value of the BOLI policies of $631,000 and $2.4 million, respectively, compared to an increase in the cash surrender value of the BOLI policies of $414,000 and $1.2 million, respectively, during the three and nine months ended September 30, 2024.

Deposits increased $388.0 million, or 9.3%, to $4.57 billion as of September 30, 2025 from $4.18 billion as of December 31, 2024.

Core deposits (which we define as all deposits including certificates of deposit, other than brokered deposits) increased $309.1 million, or 8.0%, to $4.18 billion as of September 30, 2025 from $3.87 billion as of December 31, 2024.

The increase in deposits was the result of growth in customer deposits, primarily money market accounts, which increased $212.8 million, or 21.3%, customer time deposits, which increased $104.5 million, or 6.3%, and savings accounts, which increased $11.8 million, or 10.8%, from December 31, 2024;

partially offset by a decrease in non-interest bearing demand deposits of $15.9 million, or 2.6%.

Additionally, brokered deposits increased $78.9 million, or 25.5%, due to lower utilization of FHLB borrowings to fund loan growth.

The Company had $466.8 million and $395.2 million in deposits from the cannabis industry as of September 30, 2025 and December 31, 2024, respectively.

FHLB Borrowings.

FHLB borrowings decreased $79.4 million, or 65.7%, to $41.5 million as of September 30, 2025 from $120.8 million as of December 31, 2024.

The decrease in FHLB borrowings was the result of overall deposit growth.

commercial and industrial loans, which increased $135.4 million, or 13.4%, construction and development loans, which increased $52.1 million, or 7.1% and multi-family residential loans, which increased $20.6 million, or 4.0%.

The increase in our loan portfolio reflects our strategy to prudently grow the balance sheet by continuing to diversify into these higher-yielding loans to improve net margins and manage interest rate risk.

The Company had approximately $466.8 million and $404.8 million in loans to borrowers in the cannabis industry at March 31, 2026 and December 31, 2025, respectively.

Of that total, $321.0 million and $228.8 million were direct loans to cannabis companies and were primarily collateralized by real estate at March 31, 2026 and December 31, 2025, respectively.

Deposits increased $243.5 million, or 4.2%, to $6.10 billion as of March 31, 2026 from $5.85 billion as of December 31, 2025.

Core deposits (which we define as all deposits including certificates of deposit, other than brokered deposits) increased $209.1 million, or 3.9%, to $5.53 billion as of March 31, 2026 from $5.32 billion as of December 31, 2025.

The increase in deposits was the result of growth in customer deposits, primarily money market accounts, which increased $92.3 million, or 5.6%, noninterest bearings demand deposits of $44.6 million, or 5.4%, certificates of deposit of $39.1 million, or 2.0%, brokered deposits of $34.4 million, or 6.4% and NOW accounts of $30.4 million, or 4.6%.

The Company had $455.6 million and $453.0 million in deposits from the cannabis industry, representing 7.5% and 7.7% of total deposits, as of March 31, 2026 and December 31, 2025, respectively.

Shareholders’ Equity.

Total shareholders’ equity decreased $28.1 million, or 3.7%, to $737.0 million as of September 30, 2025 from $765.2 million as of December 31, 2024, primarily due to the $74.7 million, or 17.9%, decrease in additional paid-in capital resulting from the completion of two share repurchase programs and dividends paid of $2.8 million, partially offset by net income of $42.6 million and a decrease of $5.0 million, or 61.8%, in accumulated other comprehensive loss during the nine months ended September 30, 2025.

Comparison of Operating Results for the Three Months Ended September 30, 2025 and 2024

Net income was $15.4 million for the quarter ended September 30, 2025, compared to net income of $8.4 million for the quarter ended September 30, 2024, an increase of approximately $7.0 million, or 83.3%.

An increase of $6.9 million, or 16.6%, in net interest income, a $2.3 million, or 180.7%, increase in noninterest income, a $2.4 million, or 34.3%, decrease in income tax expense and a $1.2 million, or 46.8%, decrease in the provision for credit losses was partially offset by a $5.8 million, or 23.5%, increase in noninterest expense.

Operating net income, excluding one-time charges, amounted to $16.0 million, or $0.45 per basic and diluted share, for the quarter ended September 30, 2025, compared to operating net income, excluding one-time charges, of $13.1 million, or $0.33 per basic and diluted share, for the quarter ended September 30, 2024, an increase of $2.9 million, or 22.0%.

The material one-time pre-tax amounts for the three months ended September 30, 2025 were:

● Merger and acquisition costs of $994,000 related to the Company’s pending acquisition of Provident Bancorp Inc.

and BankProv;

● State voluntary disclosure agreement tax expenses of $561,000 for new state income tax expenses;

partially offset by

● Defined benefit pension termination refund of $739,000.

Compared to the material one-time pre-tax amounts for the three months ended September 30, 2024, which included:

● Tax expense related to a basis write-down of solar income tax credits of $2.5 million;

● Loss on sale of available-for-sale securities amounting to $1.9 million;

● Tax expense and a managed endowment contract penalty related to the surrender of BOLI policies of $1.6 million;

partially offset by

● Reversal of previously recognized amortization related to solar income tax credit investments during the first nine months of the year, amounting to $913,000.

Total shareholders’ equity decreased $16.2 million, or 1.9%, to $842.8 million as of March 31, 2026 from $858.9 million as of December 31, 2025, primarily as a result of the repurchase of 1,288,509 shares of common stock at an all-in weighted average cost of $21.55 per share totaling $27.8 million and $3.2 million in dividends paid during the quarter, partially offset by net income of $15.0 million during the three months ended March 31, 2026.

Comparison of Operating Results for the Three Months Ended March 31, 2026 and March 31, 2025

Net income was $15.0 million for the quarter ended March 31, 2026, compared to net income of $12.7 million for the quarter ended March 31, 2025, an increase of approximately $2.3 million, or 18.4%.

An increase of $21.3 million, or 49.0%, in net interest income was partially offset by a $14.0 million, or 48.9%, increase in noninterest expense and a $5.2 million, or 446.5%, increase in the provision for credit losses.

Operating net income, excluding one-time charges, amounted to $15.8 million, or $0.38 per diluted share, for the quarter ended March 31, 2026, compared to operating net income of $13.7 million, or $0.35 per diluted share, for the quarter ended March 31, 2025, representing an increase of $2.1 million, or 15.3%.

The material one-time charges for the quarter ended March 31, 2026 include:

● Pre-tax trailing merger and acquisition costs of $534 thousand ($390 thousand net of tax) related to the Company’s completed acquisition of Provident Bancorp, Inc.

and its wholly owned subsidiary BankProv (collectively, “Provident”);

● Non-recurring fees for business line expansion of $500 thousand ($367 thousand net of tax);

● Tax expense and a modified endowment contract penalty of $50 thousand related to the surrender of BOLI policies from policies acquired from Provident.

The material one-time charges for the quarter ended March 31, 2025 include:

● Pension expense related to the final liquidation of the employee pension plan totaling $1.2 million ($884 thousand net of tax);

● Tax expense and a modified endowment contract penalty related to the surrender of BOLI policies of $154 thousand.

Interest and Dividend Income.

Interest and dividend income increased $5.7 million, or 7.5%, to $81.7 million for the quarter ended September 30, 2025 from $76.0 million for the quarter ended September 30, 2024, primarily due to a $6.8 million, or 9.7%, increase in interest and fees on loans.

The increase in interest and fees on loans was primarily due to an increase of $424.3 million, or 10.1%, in the average balance of the loan portfolio to $4.61 billion for the quarter ended September 30, 2025 from $4.19 billion for the quarter ended September 30, 2024, reflecting the growth of our commercial and construction loan portfolios.

The increase in interest and fees on loans was partially offset by an $87.5 million decrease in the average balance of short-term investments to $176.9 million for the quarter ended September 30, 2025 from $264.4 million for the quarter ended September 30, 2024, driven by the reduction in cash from the share repurchase plans.

Average interest-earning assets increased $375.0 million, or 8.0%, to $5.06 billion for the quarter ended September 30, 2025 from $4.68 billion for the quarter ended September 30, 2024.

The yield on interest-earning assets decreased 5 basis points to 6.41% for the quarter ended September 30, 2025 from 6.46% for the quarter ended September 30, 2024.

Interest and dividend income increased $28.8 million, or 37.5%, to $105.7 million for the quarter ended March 31, 2026, from $76.9 million for the quarter ended March 31, 2025, primarily due to a $28.6 million, or 40.0% increase in interest and fees on loans.

The increase in interest and fees on loans was primarily due to an increase of $1.72 billion, or 39.5%, in the average balance of the loan portfolio to $6.09 billion for the quarter ended March 31, 2026, from $4.37 billion for the quarter ended March 31, 2025, reflecting the growth of our commercial loan portfolio.

Average interest-earning assets increased $1.79 billion, or 36.7% to $6.68 billion for the quarter ended March 31, 2026, from $4.89 billion for the quarter ended March 31, 2025.

The significant increase in the average balance of loans was a result of the Provident acquisition which closed during the quarter ending December 31, 2025.

The yield on interest-earning assets was 6.41% for the quarter ended March 31, 2026, compared to 6.38% for the quarter ended March 31, 2025, representing a 3 basis point expansion.

The ending balance of gross loans of $6.21 billion, is $119.7 million or 2.0%, higher than the average balance of gross loans at the end of the quarter, primarily the result of one large cannabis loan of $115.0 million closing near the end of the quarter, which includes a credit enhancement on a first out basis, and did not have a significant impact on loan yields during the quarter.

Interest Expense.

Total interest expense decreased $1.2 million, or 3.4%, to $33.5 million for the quarter ended September 30, 2025 from $34.7 million for the quarter ended September 30, 2024.

Interest expense on deposits decreased $2.3 million, or 7.0%, to $31.3 million for the quarter ended September 30, 2025 from $33.6 million for the quarter ended September 30, 2024, primarily from a reduction in the weighted-average rate on certificates of deposit and individual retirement accounts of 84 basis points to 4.18% for the quarter ended September 30, 2025 from 5.02% for the quarter ended September 30, 2024, a decrease in the weighted average rate on money market accounts of 20 basis points to 3.32% for the quarter ended September 30, 2025 from 3.52% for the quarter ended September 30, 2024, a decrease in the average balance of certificates of deposits and individual retirement accounts of $7.3 million, or 0.4%, to $1.93 billion for the quarter ended September 30, 2025 from $1.94 billion for the quarter ended September 30, 2024 and a decrease in the average balance of NOW accounts of $6.9 million, or 1.5%, to $468 million for the quarter ended September 30, 2025 from $475 million for the quarter ended September 30, 2024, offset by an increase in the average balance of money market accounts of $242.3 million, or 27.6%, to $1.12 billion for the quarter ended September 30, 2025 from $877.2 million for the quarter ended September 30, 2024.

Interest expense on borrowings increased $1.2 million, or 109.9%, to $2.2 million for the quarter ended September 30, 2025 from $1.1 million for the quarter ended September 30, 2024 primarily from the increase in the average balance of FHLB advances of $114.7 million, or 134.7%, to $199.9 million for the quarter ended September 30, 2025 from $85.2 million for the quarter ended September 30, 2024 due to the decreased utilization of FHLB borrowings due to overall deposit growth.

Total interest expense increased $7.5 million, or 22.5%, to $40.8 million for the quarter ended March 31, 2026, from $33.3 million for the quarter ended March 31, 2025.

Interest expense on deposit accounts increased $7.3 million, or 22.8%, to $39.6 million for the quarter ended March 31, 2026, from $32.2 million for the quarter ended March 31, 2025.

The increase was due to the Provident acquisition and organic growth which resulted in increases in the average balance of money market accounts of $638.6 million, 59.5%, to $1.71 billion for the quarter ended March 31, 2026, from $1.07 billion for the quarter ended March 31, 2025 and certificates of deposit and individual retirement accounts of $518.0 million, or 26.2%, to $2.50 billion for the quarter ended March 31, 2026, from $1.98 billion for the quarter ended March 31, 2025;

offset partially by decreases in the weighted average rate on certificates of deposit and individual retirement accounts of 60 basis points to 3.99% for the quarter ended March 31, 2026, from 4.59% for the quarter ended March 31, 2025 and money market accounts of 28 basis points to 3.02% for the quarter ended March 31, 2026, from 3.29% for the quarter ended March 31, 2025.

Net Interest Income.

Net interest income increased $6.9 million, or 16.6%, to $48.2 million for the quarter ended September 30, 2025 from $41.3 million for the quarter ended September 30, 2024, primarily due to a $375.0 million, or 8.0%, increase in the average balance of interest-earning assets to $5.06 billion for the quarter ended September 30, 2025 from $4.68 billion for the quarter ended September 30, 2024 and a decrease in the weighted average rate on interest-bearing liabilities of 49 basis points from 3.95% for the quarter ended September 30, 2024 to 3.46% for the quarter ended September 30, 2025.

These increases were partially offset by an increase in the average balance of interest-bearing liabilities of $352.1 million, or 10.1%, to $3.84 billion at September 30, 2025 from $3.49 billion at September 30, 2024.

Net interest income increased $21.3 million, or 49.0%, to $64.9 million for the quarter ended March 31, 2026, from $43.5 million for the quarter ended March 31, 2025, primarily due to a $1.79 billion, or 36.7%, increase in the average balance of interest-earning assets to $6.68 billion for the quarter ended March 31, 2026, from $4.89 billion for the quarter ended March 31, 2025 and a decrease in the weighted average rate on interest-bearing liabilities of 44 basis points from 3.63% for the quarter ended March 31, 2025 to 3.19% for the quarter ended March 31, 2026.

These increases were offset partially by a $1.46 billion increase in the average balance of interest-bearing liabilities to $5.19 billion for the quarter ended March 31, 2026, from $3.73 billion for the quarter ended March 31, 2025.

Provision for Credit Losses.

Based on management’s analysis of the adequacy of the ACL, a provision of $1.4 million was recorded for the quarter ended September 30, 2025, of which $1.0 million related to the provision for credit losses on loans, compared to a provision of $2.6 million for the quarter ended September 30, 2024, which included a $5.0 million provision for credit losses on loans.

The provision for credit losses on unfunded commitments increased $2.7 million, or 115.0%, for the quarter ended September 30, 2025 primarily driven by an increase in the balance of unfunded commitments during the quarter ended September 30, 2025.

The decrease of $1.2 million, or 46.8%, in the total provision for credit losses was primarily driven by construction and development loans transitioning to permanent financing in multi-family residential loans, which carry lower reserve rates, during the three months ended September 30, 2025.

Based on management’s analysis of the adequacy of the ACL, a total provision for credit losses of $6.3 million was recorded for the quarter ended March 31, 2026, of which $6.4 million related to the provision for credit losses on loans, compared to a total provision for credit losses of $1.2 million for the quarter ended March 31, 2025, which included a $947 thousand provision for credit losses on loans.

The provision for credit losses on unfunded commitments decreased $265,000, or 125.6%, during the three months ended March 31, 2026, as a result of an increase in net unfunded commitments of $58 million in the prior quarter, compared to a $14.5 million increase in the current quarter.

The increase of $5.2 million, or 446.5%, in the total provision for credit losses was primarily due to growth in the balance of commercial and industrial loans, larger peer commercial real estate credit losses realized in the prior quarter impacting quantitative reserves, and an elevated qualitative factor risk grade for the commercial and industrial loan portfolio.

The Company recorded charge-offs of $13.9 million during the quarter ended March 31, 2026, compared to $1.6 million during the quarter ended March 31, 2025.

The increase in charge-offs was primarily driven by two large charge-offs of PCD commercial and industrial loans, in amounts of $10.6 million and $1.8 million.

These loans were previously reserved for through purchase accounting adjustments as of the acquisition date and resulted in no additional loss to the Company.

Noninterest Income.

Noninterest income increased $2.3 million, or 180.7%, to $3.6 million for the quarter ended September 30, 2025 from $1.3 million for the quarter ended September 30, 2024.

The increase resulted primarily from a $1.9 million loss earn back trade on securities available for sale executed during the quarter ended September 30, 2024 and a $535,000 increase in customer service fees during the quarter ended September 30, 2025.

The table below sets forth our noninterest income for the quarters ended September 30, 2025 and 2024:

Noninterest income increased $631 thousand, or 16.3%, to $4.5 million for the quarter ended March 31, 2026, from $3.9 million for the quarter ended March 31, 2025.

The increase resulted primarily from increases in customer service fees of $573 thousand, or 22.4%, due to higher loan and cash management fees.

The table below sets forth our noninterest income for the quarters ended March 31, 2026 and 2025:

Three Months Ended

September 30,

March 31, 2026

March 31, 2025

(Dollars in thousands)

Customer service fees

Loss on sale of available-for-sale securities, net

Increase in cash surrender value of BOLI

1 unchanged sentence

Swap contract income

(Loss) gain on sale of loans, net

Total noninterest income

Noninterest Expense.

Noninterest expense increased $5.8 million, or 23.5%, to $30.4 million for the quarter ended September 30, 2025 from $24.6 million for the quarter ended September 30, 2024.

Salaries and employee benefit expenses increased $1.4 million, or 8.4%, resulting primarily from a $1.4 million increase in employee compensation, a $375,000 increase in medical and dental benefits and a $325,000 increase in payroll taxes, all due to headcount increases related to the Company’s continued growth, a $352,000 increase in stock-based compensation as a result of the grants made during the prior quarter and a $294,000 increase in bonus expense as a result of the Company’s performance;

partially offset by an $854,000 decrease in LTIP expenses resulting from reduced balances in the LTIP and a $739,000 reduction in pension expenses due to the final liquidation refund during the quarter ended September 30, 2025.

General and administrative expenses increased $1.4 million, or 1,174.8%, as a result of the election of the proportional amortization method of accounting for solar income tax credit investments during the quarter ended September 30, 2024, which resulted in a $1.0 million increase in depreciation and income on solar income tax credit investments during the quarter ended September 30, 2025.

Merger and acquisition expenses increased $994,000 from $0 resulting from the announcement of the Provident Bancorp, Inc.

and BankProv acquisition during the prior quarter.

Director and professional service fees increased $925,000, or 46.4%, primarily driven by $709,000 in stock compensation to directors related to grants made during the prior quarter, a $144,000 increase in Director’s fee expenses and a $112,000 increase in legal expenses.

Data processing expenses increased $685,000, or 30.8%, primarily from the continued investment in the Company’s technology resulting in the increase in management information system expenses of $287,000, electronic banking expenses of $262,000 and general servicing systems of $141,000 during the quarter ended September 30, 2025.

The table below sets forth our noninterest expense for the quarters ended September 30, 2025 and 2024:

Noninterest expense increased $14.0 million, or 48.9%, to $42.7 million for the quarter ended March 31, 2026, from $28.7 million for the quarter ended March 31, 2025.

Salaries and employee benefit expenses increased $6.3 million, or 33.0%, resulting primarily from a $4.5 million increase in employee compensation, an $819 thousand increase in medical and dental benefits and $803 thousand increase in employee bonus expense due to a full quarter of increased headcount from the Provident acquisition and continued growth, along with a $495 thousand increase in stock compensation expense as result from grants made subsequent to March 31, 2025;

partially offset by a $1.2 million decrease in pension expense due to completion of the plan liquidation during 2025.

General and administrative expenses increased $2.2 million, or 156.2%, primarily due to a full quarter’s worth of core deposit intangible amortization resulting in an $854 thousand increase, a $353 thousand increase in tax credit amortization expenses resulting from additional investments and a $124 thousand increase in loan workout expenses related to the acquired Provident enterprise value loan portfolio.

Director and professional service fees increased $1.9 million, or 88.5%, resulting from director stock compensation from grants made subsequent to March 31, 2025 of $948 thousand and the non-recurring $500 thousand business line expansion fee.

Data processing expenses increased $1.7 million, or 60.5%, primarily the result of our significant investment in technology and systems, as well as a full quarter of increased transactional volume from the Provident acquisition.

The table below sets forth our noninterest expense for the quarters ended March 31, 2026 and 2025:

Three Months Ended

September 30,

March 31, 2026

March 31, 2025

(Dollars in thousands)

3 unchanged sentences

Occupancy and equipment expenses

Marketing and charitable contribution expenses

FDIC and state insurance assessments

Marketing and charitable contribution expenses

Merger and acquisition expenses

2 unchanged sentences

Income Tax Expense.

Income tax expense decreased $2.4 million, or 34.3%, to $4.6 million for the quarter ended September 30, 2025 from $7.0 million for the quarter ended September 30, 2024.

The effective tax rate was 23.0% and 45.5% for the quarter ended September 30, 2025 and 2024, respectively.

The decrease in tax expense was the result of higher income tax expense incurred on solar income tax credit investments during the quarter ended September 30, 2024 compared to September 30, 2025.

Excluding one-time charges, the operating effective tax rate for the quarter ended September 30, 2025 and 2024 would have been 20.2% and 19.1%, respectively.

Income tax expense increased $454 thousand, or 9.2%, to $5.4 million for the quarter ended March 31, 2026, from $4.9 million for the quarter ended March 31, 2025.

The increase was due to the increase in pretax income of $2.8 million, or 15.8%.

The effective tax rate was 26.4% and 28.0% for the quarter ended March 31, 2026 and 2025, respectively, with the decline attributable to increased investments in tax credits.

Average Balances and Yields.

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Three Months Ended

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

Yield/Rate (4)

(Dollars in thousands)

Interest-earning assets:

9 unchanged sentences

Total interest-bearing deposits

FHLB and FRB advances

FHLB borrowings

Total interest-bearing liabilities

17 unchanged sentences

The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated.

The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate).

The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume).

The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate).

The total column represents the sum of the prior columns.

For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to volume and the changes due to rate.

For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume.

There were no out-of-period items or adjustments required to be excluded from the table below.

Three Months Ended

September 30, 2025 vs.

March 31, 2026 vs.

Increase (Decrease) Due to

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Change in net interest income

Comparison of Operating Results for the Nine Months Ended September 30, 2025 and 2024

Net income was $42.6 million for the nine months ended September 30, 2025, compared to net income of $26.5 million the nine months ended September 30, 2024, an increase of approximately $16.1 million, or 60.5%.

The increase was primarily due to a $20.0 million, or 16.9%, increase in net interest income, a $5.0 million, or 46.7%, decrease in the provision for credit losses and a $3.8 million, or 49.6%, increase in noninterest income, partially offset by a $12.0 million, or 15.7%, increase in noninterest expense and an $849,000, or 6.6%, increase in income tax expense.

Operating net income, excluding one-time charges, amounted to $44.7 million, or $1.21 per basic share and $1.20 per diluted share, for the nine months ended September 30, 2025 compared to operating net income, excluding one-time charges, of $31.9 million, or $0.81 per basic and diluted share, for the nine months ended September 30, 2024, an increase of $12.8 million, or 40.2%.

The material one-time pre-tax amounts for the nine months ended September 30, 2025 were:

● Merger and acquisition costs of $1.5 million related to the Company’s pending acquisition of Provident;

● State voluntary disclosure agreement tax expenses of $561,000 for new state income tax expenses;

● Net defined benefit pension termination expense of $478,000;

● Tax expense and a managed endowment contract penalty related to the surrender of BOLI policies of $218,000.

Compared to the material one-time pre-tax amounts for the nine months ended September 30, 2024:

● Income tax expense related to a basis write-down of solar income tax credits of $2.5 million;

● Loss on sale of available-for-sale securities amounting to $1.9 million;

● Income tax expense and managed endowment contract penalty related to the surrender of BOLI policies of $1.6 million.

Interest and Dividend Income.

Interest and dividend income increased $23.1 million, or 10.7%, to $238.4 million for the nine months ended September 30, 2025 from $215.3 million for the nine months ended September 30, 2024, primarily due to a $23.7 million, or 11.9%, increase in interest and fees on loans, reflecting the growth of our commercial and construction loan portfolios, and a $2.1 million, or 44.6% increase in interest on securities, reflecting management’s replacement of maturing securities at higher yields;

partially offset by a decrease in interest on short-term investments of $2.8 million, or 25.8%, resulting from the decrease in cash and declining rate environment.

The increase in interest and fees on loans was primarily due to an increase of $460.3 million, or 11.4%, in the average balance of the loan portfolio to $4.49 billion for the nine months ended September 30, 2025 from $4.03 billion for the nine months ended September 30, 2024 reflecting the growth of our commercial and construction loan portfolios.

The increase in interest on securities was primarily a result of a 78 basis point increase in the weighted-average rate on securities to 3.93% for the nine months ended September 30, 2024 from 3.15% for the nine months ended September 30, 2024.

The above increases were partially offset by a 112 basis point decrease in the weighted-average rate on short-term investments to 4.37% for the nine months ended September 30, 2025 from 5.49% for the nine months ended September 30, 2024 and a decrease in the average balance of short-term investments of $26.8 million, or 11.2%, for the nine months ended September 30, 2025.

Average interest-earning assets increased $470.2 million, or 10.5%, to $4.96 billion for the nine months ended September 30, 2025 from $4.49 billion for the nine months ended September 30, 2024.

The yield on interest-earning assets increased 2 basis points to 6.42% for the nine months ended September 30, 2025 from 6.40% for the nine months ended September 30, 2024.

Interest Expense.

Total interest expense increased $3.0 million, or 3.1%, to $99.7 million for the nine months ended September 30, 2025 from $96.6 million for the nine months ended September 30, 2024.

Interest expense on deposit accounts increased $1.8 million, or 1.9%, to $95.2 million for the nine months ended September 30, 2025 from $93.4 million for the nine months ended September 30, 2024.

The increase was primarily driven by an increase in the average balance of certificate of deposit and individual retirement accounts of $143.7 million, or 7.9%, to $1.96 billion for the nine months ended September 30, 2025 from $1.82 billion for the nine months ended September 30, 2024 and an increase in the average balance of money market accounts of $238.7 million, or 27.9% to $1.09 million for the nine months ended September 30, 2025 from $855.7 million for the nine months ended September 30, 2024, partially offset by a decrease in the weighted average rate on certificates of deposit and individual retirement accounts of 62 basis points to 4.37% for the nine months ended September 30, 2025 from 4.98% for the nine months ended September 30, 2024.

Management of Market Risk

The Bank’s most significant form of market risk is interest rate risk as the majority of our assets and liabilities are sensitive to changes in interest rates.

Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our financial condition and results of operations to changes in market interest rates.

Our ERM Committee is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the policy and guidelines approved by our Board of Directors.

The ERM Committee meets at least quarterly, is comprised of directors, executive officers and certain members of senior management, and reports to the full Board of Directors on at least a quarterly basis.

We currently utilize a third-party modeling program, prepared on a quarterly basis, to evaluate our sensitivity to changing interest rates, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the Board of Directors.

We have sought to manage our interest rate risk in order to minimize the exposure of our earnings and capital to changes in interest rates.

We have implemented the following strategies to manage our interest rate risk:

● maintaining capital levels that exceed the thresholds for well-capitalized status under federal regulations;

● maintaining a prudent level of liquidity;

● maintaining a prudent level of off-balance sheet funding capacity;

● growing our volume of core deposit accounts;

● utilizing our AFS securities portfolio and interest rate swaps as part of our balance sheet asset and liability and interest rate risk management strategy to reduce the impact of movements in interest rates on net interest income and the economic value of equity;

● managing our utilization of wholesale funding with borrowings from the FHLB and brokered deposits in a prudent manner;

● continuing to diversify our loan portfolio by adding more commercial-related loans and consumer loans, which typically have shorter maturities and/or balloon payments;

● continuing to price our one-to-four family residential real estate loan products in a way that encourages borrowers to select our adjustable-rate loans as opposed to longer-term, fixed-rate loans.

Shortening the average term of our interest-earning assets by increasing our investments in shorter-term assets, as well as originating loans with variable interest rates, helps to match the maturities and interest rates of our assets and liabilities better, thereby reducing the exposure of our net interest income to changes in market interest rates.

On occasion, we have employed various financial risk methodologies that limit, or “hedge,” the adverse effects of rising or decreasing interest rates on our loan portfolios and short-term liabilities.

We also engage in hedging strategies with respect to arrangements where our customers swap floating interest rate obligations for fixed interest rate obligations, or vice versa.

Our hedging activity varies based on the level and volatility of interest rates and other changing market conditions.

Net Interest Income.

Net interest income increased $20.0 million, or 16.9%, to $138.7 million for the nine months ended September 30, 2025 from $118.7 million for the nine months ended September 30, 2024, primarily due to a $470.2 million, or 10.5%, increase in the average balance of interest-earning assets to $4.96 billion for the nine months ended September 30, 2025 from $4.49 billion for the nine months ended September 30, 2024 and a decrease in the weighted-average rate on interest-bearing liabilities of 37 basis points to 3.53% for the nine months ended September 30, 2025 from 3.90% for the nine months ended September 30, 2024.

These increases were offset partially by an increase in the average balance of interest-bearing liabilities of $461.5 million, or 13.9%, to $3.77 billion for the nine months ended September 30, 2025 from $3.31 billion for the nine months ended September 30, 2024.

Provision for Credit Losses.

Based on management’s analysis of the adequacy of the ACL, a provision of $5.7 million was recorded for the nine months ended September 30, 2025, of which $6.2 million related to the provision for credit losses on loans, compared to a provision of $10.7 million for the nine months ended September 30, 2024, which included a $13.3 million provision for credit losses on loans.

The release of credit losses on unfunded commitments decreased $2.1 million, or 80.1%, during the nine months ended September 30, 2025 primarily driven by an increase in the balance of unfunded commitments.

The decrease of $5.0 million, or 46.7%, in the total provision for credit losses was primarily due to construction loans transitioning to permanent financing as multi-family loans which carry lower required reserves during the nine months ended September 30, 2025 and the settlement of a commercial real estate participation loan which carried a specific reserve of $4.0 million as of September 30, 2024.

The commercial real estate participation loan was ultimately resolved with a $923,000 recovery during the nine months ended September 30, 2025.

Noninterest Income.

Noninterest income increased $3.8 million, or 49.6%, to $11.6 million for the nine months ended September 30, 2025 from $7.8 million for the nine months ended September 30, 2024.

The increase resulted primarily from increases in customer service fees of $1.9 million, or 33.1%, due to higher loan and cash management fees;

decreases in losses on securities available for sale of $1.9 million, or 100.0%, due to the loss earn back trade executed during the nine months ended September 30, 2024;

and increases in the change in the cash surrender value of BOLI of $1.2 million, or 100.9%, resulting from new BOLI policies which carry higher-earning rates, along with a higher carrying balance of BOLI policies as the Company was waiting for proceeds from surrendered policies during the nine months ended September 30, 2025;

offset partially by decreases in other income of $447,000, or 68.9%, due to the $610,000 one-time MasterCard brand incentive eared during the nine months ended September 30, 2024;

decreased mortgage banking income of $395,000, or 43.6%, from a reduction in the volume of loan sales and decreased swap contract income of $308,000, or 27.3%, resulting from a reduced volume of swap originations during the nine months ended September 30, 2025.

The table below sets forth our noninterest income for the nine months ended September 30, 2025 and 2024:

Nine Months Ended

September 30,

We analyze our sensitivity to changes in interest rates through a net interest income model.

Net interest income is the difference between the interest income we earn on our interest-earning assets, such as loans and securities, and the interest we pay on our interest-bearing liabilities, such as deposits and borrowings.

We estimate what our net interest income would be for a 12-month period.

We then calculate what the net interest income would be for the same period under the assumptions that the United States Treasury yield curve increases or decreases instantaneously by various basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve.

A basis point equals one-hundredth of one percent, and 100 basis points equals one percent.

An increase in interest rates from 3% to 4% would mean, for example, a 100-basis point increase in the “Change in Interest Rates” column below.

The following table sets forth, as of March 31, 2026, the calculation of the estimated changes in our net interest income that would result from the designated immediate changes in the United States Treasury yield curve.

At March 31, 2026

Change in Interest Rates

Net Interest Income

Year 1 Change from

(basis points) (1)

Year 1 Forecast

(Dollars in thousands)

Customer service fees

Loss on sale of available-for-sale securities, net

Increase in cash surrender value of BOLI

Mortgage banking income

Swap contract income

Total noninterest income

Noninterest Expense.

Noninterest expense increased $12.0 million, or 15.7%, to $88.3 million for the nine months ended September 30, 2025 from $76.4 million for the nine months ended September 30, 2024.

Salaries and employee benefit expenses increased $4.8 million, or 9.4%, primarily from a $3.4 million increase in employee compensation expense, a $1.1 million increase in medical and dental benefits expense and a $712,000 increase in payroll taxes from the increase in the Company’s headcount consistent with our growth, a $614,000 increase in stock compensation due to restricted stock award grants during the nine months ended September 30, 2025, a $437,000 increase in ESOP compensation expense as a result of the Company’s stock price appreciation, a $411,000 increase in bonus expense due to increases in headcount and the Company’s performance and a $266,000 increase in officer pension plan expenses during the nine months ended September 30, 2025;

offset partially by a $2.4 million decrease in LTIP expenses resulting from reduced balances in the LTIP during the nine months ended September 30, 2025, a $417,000 increase in directors’ fee expenses and a $247,000 increase in legal expenses.

Data processing expenses increased $1.6 million, or 24.8%, during the nine months ended September 30, 2025, primarily a result of continued investment in the technology infrastructure at the Company including increases of $772,000 in management information systems expenses, $479,000 in general servicing system expenses and $201,000 in electronic banking expenses.

Merger and acquisition expenses increased $1.5 million from $0 due to the Company’s pending acquisition of Provident Bancorp, Inc.

and BankProv.

General and administrative expenses increased $834,000, or 24.1%, during the nine months ended September 30, 2025, mainly as a result of an increase in shareholder relations expenses of $194,000 and an increase of $226,000 in credit card rewards expenses, along with various other smaller expense increases.

FDIC and state assessment expenses increased $818,000, or 45.3%, during the nine months ended September 30, 2025 primarily due to the Company’s continued growth.

The table below sets forth our noninterest expense for the nine months ended September 30, 2025 and 2024:

Nine Months Ended

September 30,

(1) Assumes an immediate uniform change in interest rates at all maturities.

The table above indicates that as of March 31, 2026, we would have experienced a 4.0% increase in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 2.6% decrease in net interest income in the event of an instantaneous 200 basis point decrease in market interest rates.

Economic Value of Equity (“EVE”) .

We also compute amounts by which the net present value of our assets and liabilities, or EVE, would change in the event of a range of assumed changes in market interest rates.

This model uses a discounted cash flow analysis and an option-based pricing approach to measure the interest rate sensitivity of net portfolio value.

The model estimates the economic value of each type of asset, liability and off-balance sheet contract under the assumptions that the United States Treasury yield curve increases instantaneously by 100, 200 and 300 basis point increments or decreases instantaneously by 100, 200 and 300 basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve.

The following table sets forth, as of March 31, 2026, the calculation of the estimated changes in our EVE that would result from the designated immediate changes in the United States Treasury yield curve.

Estimated Increase

At March 31, 2026

(Decrease) in EVE

Change in Interest Rates (basis points) (1)

(Dollars in thousands)

Salaries and employee benefits

Data processing expenses

Director and professional service fees

Occupancy and equipment expenses

Marketing and charitable contribution expenses

FDIC and state insurance assessments

Merger and acquisition expenses

General and administrative expenses

Total noninterest expense

Income Tax Expense.

Income tax expense increased $849,000, or 6.6%, to $13.7 million for the nine months ended September 30, 2025 from $12.8 million for the nine months ended September 30, 2024, primarily a result of the increase in net income during the quarter ended September 30, 2025, partially offset by the income tax expense on solar tax credit investment basis reduction and BOLI surrender tax and managed endowment contract penalty expense during the nine months ended September 30, 2024.

The effective tax rate was 24.3% and 32.5% for the nine months ended September 30, 2025 and 2024, respectively.

The decrease in the effective tax rate was primarily a result of the income tax expense on solar tax credit investment basis reduction and BOLI surrender tax and managed endowment contract penalty expense during the nine months ended September 30, 2024.

Excluding one-time charges, the operating effective tax rate for the nine months ended September 30, 2025 and 2024 would have been 22.9% and 22.2%, respectively.

Average Balances and Yields.

The following table sets forth average balance sheets, average yields and costs, and certain other information for the periods indicated.

No tax-equivalent yield adjustments have been made, as the effects would be immaterial.

Non-accrual loans were included in the computation of average balances.

All average balances are daily average balances.

The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense;

such fees, discounts and premiums were not material for the periods presented.

Nine Months Ended

September 30, 2025

September 30, 2024

Yield/Rate (4)

Interest-earning assets:

Other investments (5)

Short-term investments (5)

Total interest-earning assets

Non-interest-earning assets

Allowance for credit losses

Interest-bearing liabilities:

Savings accounts

Money market accounts

Certificates of deposit and individual retirement accounts

Total interest-bearing deposits

FHLB and FRB advances

Total interest-bearing liabilities

Non-interest-bearing deposits

Other non-interest-bearing liabilities

Total liabilities

Shareholders' equity

Total liabilities and shareholders' equity

Net interest income

Net interest rate spread (1)

Net interest-earning assets (2)

Net interest margin (3)

Average interest-earning assets to interest-bearing liabilities

(1) Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2) Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3) Net interest margin represents net interest income divided by average total interest-earning assets.

(4) Annualized.

(5) Other investments are comprised of FRB stock, FHLB stock and swap collateral accounts.

Short-term investments are comprised of cash and cash equivalents

Rate/Volume Analysis.

The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated.

The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume).

The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate).

The total column represents the sum of the prior columns.

There were no out-of-period items or adjustments required to be excluded from the table below.

Nine Months Ended

September 30, 2025 vs.

Increase (Decrease) Due to

(In thousands)

Interest-earning assets:

Short-term investments

Total interest-earning assets

Interest-bearing liabilities:

Savings accounts

Money market accounts

Certificates of deposit and individual retirement accounts

Total interest-bearing deposits

Federal Home Loan Bank advances

Total interest-bearing liabilities

Change in net interest income

(1) Assumes an immediate uniform change in interest rates at all maturities.

The table above indicates that as of March 31, 2026, we would have experienced a 5.5% decrease in EVE in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 0.6% decrease in EVE in the event of an instantaneous 200 basis point decrease in market interest rates.

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements.

Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates.

The net interest income and EVE tables presented assume that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities.

Accordingly, although the tables provide an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates, and actual results may differ.

Interest rate risk calculations also may not reflect the fair values of financial instruments.

For example, decreases in market interest rates can increase the fair values of our loans, deposits, derivatives and borrowings.

Liquidity and Capital Resources

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We are also able to borrow from the FHLB and the Discount Window at the Federal Reserve Bank of Boston (“FRB”).

As of September 30, 2025, we had outstanding advances of $41.5 million from the FHLB.

As of September 30, 2025, we had unused borrowing capacity of $816.3 million with the FHLB.

At September 30, 2025, the Bank had $606.3 million available from the discount window under the Borrower in Custody (“BIC”) program at the FRB.

Additionally, as of September 30, 2025, we had $388.7 million of brokered deposits and pursuant to our internal liquidity policy, which allows us to utilize brokered deposits up to 25.0% of our total assets, we had an additional capacity of up to approximately $971.9 million of brokered deposits.

As of March 31, 2026, we had outstanding advances of $189.7 million from the FHLB and an unused borrowing capacity of $892.7 million with the FHLB.

At March 31, 2026, the Bank had $1.01 billion available from a line under the Borrower in Custody (“BIC”) program at the FRB.

Additionally, as of March 31, 2026, we had $570.1 million of brokered deposits and pursuant to our internal liquidity policy, which allows us to utilize brokered deposits up to 25.0% of our total assets, we had an additional capacity of up to approximately $1.2 billion of brokered deposits.

While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition.

3 unchanged sentences

cash flows from operating activities, investing activities, and financing activities.

At September 30, 2025, we had $22.1 million in commitments to originate loans outstanding.

In addition, we had $636.6 million in unused lines of credit to borrowers, $425.9 million in unadvanced construction loans and $5.6 million in letters of credit outstanding.

Non-brokered certificates of deposit due within one year of September 30, 2025 totaled $1.72 billion, or 31.5%, of total deposits.

At March 31, 2026, we had $11.3 million in outstanding commitments to originate loans.

In addition, we had $822.8 million in unused lines of credit to borrowers, $386.7 million in unconditionally cancelable unadvanced mortgage warehouse loans, $380.4 million in unadvanced construction loans and $9.0 million in letters of credit outstanding.

Non-brokered certificates of deposit due within one year of March 31, 2026 totaled $1.93 billion, or 31.6%, of total deposits.

If these deposits do not remain with us, we may be required to seek other sources of funds, including brokered deposits, FHLB advances and FRB borrowings.

Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the non-brokered certificates of deposit due on or before September 30, 2026, or on our other interest-bearing deposit accounts.

We believe, however, based on historical experience and current market interest rates that we will retain upon maturity a large portion of our certificates of deposit with maturities of one year or less as of September 30, 2025.

Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the non-brokered certificates of deposit due on or before March 31, 2027, or on our other interest-bearing deposit accounts.

We believe, however, based on historical experience and current market interest rates that we will retain, upon maturity, a large portion of our certificates of deposit with maturities of one year or less as of March 31, 2026.

Our primary investing activity is originating loans.

During the nine months ended September 30, 2025, we originated $369.5 million of loans, net of repayments.

During the three months ended March 31, 2026, we originated $226.7 million of loans, net of repayments.

Financing activities consist primarily of activity in deposit accounts and FHLB advances.

We experienced net increases in deposits of $388.0 million for the nine months ended September 30, 2025.

At September 30, 2025 and December 31, 2024, the level of brokered time deposits was $388.7 million and $309.8 million, respectively.

We experienced net increases in deposits of $243.5 million for the three months ended March 31, 2026.

At March 31, 2026 and December 31, 2025, the level of brokered deposits was $570.1 million and $535.7 million, respectively.

Deposit flows are affected primarily by the overall level of interest rates and the interest rates and products offered by us and our competitors.

FHLB advances decreased $79.4 million during the nine months ended September 30, 2025.

For additional information, see the consolidated statements of cash flows for the nine months ended September 30, 2025 and 2024 included as part of the consolidated financial statements appearing elsewhere in this Form 10-Q.

FHLB advances decreased $6.5 million during the three months ended March 31, 2026.

For additional information, see the consolidated statements of cash flows for the three months ended March 31, 2026 and 2025 included as part of the consolidated financial statements appearing elsewhere in this Form 10-Q.

We are committed to maintaining a strong liquidity position.

5 unchanged sentences

In addition, based on our deposit retention experience and current pricing strategy, we anticipate that a significant portion of maturing time deposits will be retained.

As of September 30, 2025, the Bank and the Company exceeded all of their regulatory capital requirements and were categorized as well-capitalized at that date.

As of March 31, 2026, Needham Bank and NB Bancorp, Inc.

exceeded all of their regulatory capital requirements, and were categorized as well-capitalized at that date.

Management is not aware of any conditions or events since the most recent notification of well-capitalized status that would change our category.

8 unchanged sentences

Quantitative and Qualitative Disclosures About Market Risk

Not applicable, as the Registrant is an emerging growth company.

The information called for by this Item is incorporated by reference to the discussion of market risk in Item 2 - “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Management of Market Rate Risk.”

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 2. Management’s Discussion and Analysis