What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-08-07 compared with 2026-05-08 · 291 added, 198 removed, 906 unchanged (35% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

March 31, 2026 (Unaudited) and December 31, 2025

June 30, 2026 (Unaudited) and December 31, 2025

(in thousands except share and per share data)

March 31, 2026

June 30, 2026

December 31, 2025

27 unchanged sentences

43,818,490 and 45,770,128

shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively

shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

Additional paid-in capital

9 unchanged sentences

For the Three Months Ended

For the Six Months Ended

INTEREST AND DIVIDEND INCOME

10 unchanged sentences

Provision for credit losses - loans

(Release of) provision for credit losses - unfunded commitments

Provision for (release of) credit losses - unfunded commitments

Total provision for credit losses

5 unchanged sentences

Swap contract income

(Loss) gain on sale of loans, net

Gain on sale of loans, net

Total noninterest income

6 unchanged sentences

FDIC and state insurance assessments

Merger and acquisition expenses

General and administrative expenses

11 unchanged sentences

For the Three Months Ended

OTHER COMPREHENSIVE INCOME, NET OF TAX:

For the Six Months Ended

OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:

Net change in fair value of available-for-sale securities

Net change in fair value of cash flow hedge

TOTAL OTHER COMPREHENSIVE INCOME, NET OF TAX:

TOTAL OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:

TOTAL COMPREHENSIVE INCOME, NET OF TAX

7 unchanged sentences

Income (Loss)

Balance, December 31, 2024

Balance, March 31, 2025

Other comprehensive income, net of tax

1 unchanged sentence

( 1,106,588 )

Restricted stock awards issued

Stock-based compensation

ESOP shares committed to be released ( 42,589 shares)

Balance, June 30, 2025

Balance, March 31, 2026

Other comprehensive loss, net of tax

Repurchase of common shares under share repurchase plan

Restricted stock awards cancelled (1)

Stock-based compensation

ESOP shares committed to be released ( 42,589 shares)

Dividends paid

Balance, June 30, 2026

For the Six Months Ended

Stock Held by

Comprehensive

Income (Loss)

Balance, December 31, 2024

Other comprehensive income, net of tax

Repurchase of common shares under share repurchase plan

( 3,241,874 )

Restricted stock awards issued

Stock-based compensation

ESOP shares committed to be released ( 84,709 shares)

Balance, June 30, 2025

Balance, December 31, 2025

Other comprehensive loss, net of tax

1 unchanged sentence

( 2,207,236 )

Restricted stock award issued

Restricted stock awards issued

Restricted stock awards cancelled (1)

Stock-based compensation

1 unchanged sentence

Dividends paid

Balance, March 31, 2026

Balance, June 30, 2026

(1) Represents restricted stock awards (“RSAs”) cancelled upon vesting for employee payroll tax withholding and upon forfeiture.

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

1 unchanged sentence

Consolidated Statements of Cash Flows

(Dollars in thousands)

For the Three Months Ended March 31,

(Unaudited - Dollars in thousands)

For the Six Months Ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES

Adjustments to reconcile net income to net cash from operating activities:

Net (accretion) amortization of available-for-sale securities

Net accretion of available-for-sale securities

Amortization of core deposit intangible

8 unchanged sentences

Increase in cash surrender values of BOLI

Deferred income tax benefit

Deferred income tax expense (benefit)

Stock-based compensation

Restricted stock awards cancelled

Changes in operating assets and liabilities:

21 unchanged sentences

Dividends paid

Advances of FHLB borrowings

Paydowns of FHLB borrowings

(Decrease) increase in FHLB borrowings, net

NET CASH PROVIDED BY FINANCING ACTIVITIES

3 unchanged sentences

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

For the Three Months Ended March 31,

Supplemental disclosure of cash paid during the period for:

9 unchanged sentences

Restricted stock awards granted

Restricted stock awards cancelled

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

5 unchanged sentences

NB Bancorp, Inc., a Maryland corporation (the “Company”), is a bank holding company.

Through its wholly-owned subsidiary, Needham Bank (the “Bank”), the Company provides a variety of banking services, through its full-service bank branches, located primarily in eastern Massachusetts and southern New Hampshire.

Through its wholly-owned subsidiary, Needham Bank (the “Bank”), the Company provides a variety of banking services, through its full-service bank branches, located in eastern Massachusetts and southern New Hampshire.

The activities of the Company and the Bank are subject to the regulatory supervision of the Board of Governors of the Federal Reserve System and the Massachusetts Commissioner of Banks.

The Company and the activities of the Bank and its subsidiaries are also subject to various Massachusetts business and banking regulations.

Effective December 27, 2023, NB Financial, MHC (the “MHC”), the Bank’s former mutual holding company and the predecessor of the Company, converted from a mutual holding company into a publicly traded stock form of organization.

In connection with the conversion, the Company sold 40,997,500 shares of common stock in a public offering at $ 10.00 per share for net offering proceeds of approximately $ 400.4 million.

10 unchanged sentences

Securities and Exchange Commission (“SEC”) under the authority of federal securities laws.

The Consolidated Financial Statements of the Company include the balances and results of operations of the Company and the Bank, its wholly-owned subsidiary, as well as the Bank’s wholly-owned subsidiaries, Needco-op Investment Corporation, Inc., 1892 Investments LLC and Eaton Square Realty LLC.

All intercompany accounts and transactions have been eliminated in consolidation.

Certain amounts, previously reported, have been reclassified to state all periods on a comparable basis and had no effect on shareholders’ equity or net income.

The accompanying Consolidated Balance Sheet as of March 31, 2026, the Consolidated Statements of Income, of Comprehensive Income, of Changes in Shareholders’ Equity and of Cash Flows for the three months ended March 31, 2026 and 2025 are unaudited.

The accompanying Consolidated Balance Sheet as of June 30, 2026, and the Consolidated Statements of Income, of Comprehensive Income, of Changes in Shareholders’ Equity and of Cash Flows for the six months ended June 30, 2026 and 2025 are unaudited.

The Consolidated Balance Sheet as of December 31, 2025 was derived from the Audited Consolidated Financial Statements as of that date.

1 unchanged sentence

In the opinion of management, the Company’s Consolidated Financial Statements reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented.

The results for the three months ended March 31, 2026 are not necessarily indicative of results to be expected for the year ending December 31, 2026, any other interim period, or any future year or period.

The results for the three and six months ended June 30, 2026 are not necessarily indicative of results to be expected for the year ending December 31, 2026, any other interim period, or any future year or period.

The Company qualifies as an emerging growth company (“EGC”) under the Jumpstart Our Business Startups Act of 2012 and has the ability to defer the adoption of new or revised accounting standards until the nonpublic company effective dates.

13 unchanged sentences

The results of Provident’s operations were included in the Company’s consolidated financial statements beginning on November 15, 2025.

The calculation of goodwill is subject to change for up to one year after the closing date of the transaction as additional information relative to closing date estimated and uncertainties becomes available.

The Company made no adjustments to Goodwill during the three months ended March 31, 2026.

The calculation of goodwill is subject to change for up to one year after the closing date of the transaction as additional information relative to closing date estimates and uncertainties become available.

The Company made no adjustments to Goodwill during the three and six months ended June 30, 2026.

Operating Segments

26 unchanged sentences

Recent Accounting Pronouncements

Relevant standards that were recently issued but not yet adopted as of March 31, 2026:

Relevant standards that were recently issued but not yet adopted as of June 30, 2026:

In November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Sub Topic 220-40):

6 unchanged sentences

Note 3 – Securities

The Company's available-for-sale (“AFS”) securities are carried at fair value.

For AFS securities in an unrealized loss position, management will first evaluate whether there is intent to sell, or if it is more likely than not that the Company will be required to sell a security prior to anticipated recovery of its amortized cost basis.

The Company's available-for-sale securities are carried at fair value.

For available-for-sale securities in an unrealized loss position, management will first evaluate whether there is intent to sell, or if it is more likely than not that the Company will be required to sell a security prior to anticipated recovery of its amortized cost basis.

If either of these criteria are met, the Company will record a write-down of the security's amortized cost basis to fair value through income.

For those AFS securities which do not meet the intent or requirement to sell criteria, management will evaluate whether the decline in fair value is a result of credit related matters or other factors.

For those available-for-sale securities which do not meet the intent or requirement to sell criteria, management will evaluate whether the decline in fair value is a result of credit related matters or other factors.

In performing this assessment, management considers the creditworthiness of the issuer including whether the security is guaranteed by the U.S.

Federal Government or other government agency, the extent to which fair value is less than amortized cost, and changes in credit rating during the period, among other factors.

If this assessment indicates the existence of credit losses, the security will be written down to fair value, as determined by a discounted cash flow analysis.

If this assessment indicates the existence of credit losses, the security will be written down to fair value, as determined by a discounted cash flow analysis, through an allowance for credit losses.

To the extent the estimated cash flows do not support the amortized cost, the deficiency is considered to be due to credit loss and is recognized in earnings.

5 unchanged sentences

Credit Losses

March 31, 2026

June 30, 2026

(in thousands)

19 unchanged sentences

SBA securities

The Company did not record a provision for estimated credit losses on any AFS securities for the three months ended March 31, 2026 and 2025.

Excluded from the table above is accrued interest on AFS securities of $ 2.1 million and $ 1.8 million at March 31, 2026 and December 31, 2025, respectively, which is included within accrued interest receivable on the consolidated balance sheets.

Additionally, the Company did no t record any write-offs of accrued interest income on AFS securities for the three months ended March 31, 2026 and 2025.

No securities held by the Company were delinquent on contractual payments at March 31, 2026 or December 31, 2025, no r were any securities placed on non-accrual status during the three months ended March 31, 2026 and 2025.

The following is a summary of actual maturities of certain AFS securities as of March 31, 2026.

The Company did not record a provision for estimated credit losses on any available-for-sale securities for the three and six months ended June 30, 2026 and 2025.

Excluded from the table above is accrued interest on available-for-sale securities of $ 1.8 million at June 30, 2026 and December 31, 2025, respectively, which is included within accrued interest receivable on the consolidated balance sheets.

Additionally, the Company did no t record any write-offs of accrued interest income on available-for-sale securities for the three and six months ended June 30, 2026 and 2025.

No securities held by the Company were delinquent on contractual payments at June 30, 2026 or December 31, 2025, no r were any securities placed on non-accrual status for the three and six months ended June 30, 2026 and 2025.

The following is a summary of actual maturities of certain available-for-sale securities as of June 30, 2026.

The amortized cost and fair values are based on the contractual maturity dates.

11 unchanged sentences

When securities are sold, the adjusted cost of the specific security sold is used to compute the gain or loss on the sale.

There were no sales of AFS securities during the three months ended March 31, 2026 and 2025.

The carrying value of AFS securities pledged to secure advances from the FHLB were $ 216.4 million and $ 111.5 million as of March 31, 2026 and December 31, 2025, respectively.

There were no sales of available-for-sale securities during the three and six months ended June 30, 2026 and 2025.

The carrying value of available-for-sale (“AFS”) securities pledged to secure advances from the FHLB were $ 210.4 million and $ 111.5 million as of June 30, 2026 and December 31, 2025.

The following tables present fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of the dates stated.

2 unchanged sentences

(Dollars in thousands)

March 31, 2026

June 30, 2026

Number of Securities

18 unchanged sentences

Included in corporate bonds are investments in senior and subordinated debt of banks and bank holding companies, some of which do not have investment ratings.

At March 31, 2026, AFS debt securities had unrealized losses with aggregate depreciation of 2.7 % from the Company’s amortized cost basis.

At June 30, 2026, AFS debt securities had unrealized losses with aggregate depreciation of 2.6 % from the Company’s amortized cost basis.

These unrealized losses relate to changes in market interest rates since acquiring the securities.

As management has the intent and ability to hold these securities until maturity or cost recovery, no allowance for credit losses on securities is deemed necessary as of March 31, 2026 and December 31, 2025.

As management has the intent and ability to hold available-for-sale debt securities until maturity or cost recovery, no allowance for credit losses on securities is deemed necessary as of June 30, 2026 and December 31, 2025.

Note 4 – Loans Receivable, Allowance for Credit Losses and Credit Quality

1 unchanged sentence

Loans held for sale to the secondary market are carried at the lower of cost or estimated market value on an individual loan basis.

Gains on sales of loans are recognized in the consolidated statements of income at the time of sale.

Losses on sales of loans are recognized in the consolidated statements of income when incurred.

Changes in the fair value of loans held for sale are recognized in the consolidated statements of income when there is a change in the balance of loans being sold at a discount.

Interest income is recognized on loans held for sale between the time the loan is funded and the loan is sold.

Direct loan origination costs and fees are deferred upon origination and are recognized in the consolidated statements of income on the date of sale.

As of March 31, 2026 and December 31, 2025, the Company had $ 64.0 million and $ 66.4 million of consumer loans held for sale, respectively.

As of June 30, 2026 and December 31, 2025, the Company had $ 59.9 million and $ 66.4 million of consumer loans held for sale, respectively.

The sale of the loans held for sale at June 30, 2026 has been delayed due to liquidity needs of the purchaser but is expected to close in the third quarter of 2026.

Loans Receivable

16 unchanged sentences

Management’s determination of the adequacy of the ACL under FASB ASC 326 is based on an evaluation of the composition of the loan portfolio, current economic conditions, historical loan loss experience, reasonable and supportable forecasts, and other risk factors.

The Company uses a third-party CECL model as part of its estimation of the ACL on a quarterly basis.

The Company uses a third-party Current Expected Credit Loass (“CECL”) model as part of its estimation of the ACL on a quarterly basis.

Loans with similar risk characteristics are collectively assessed within pools (or segments).

Loss estimates within the collectively assessed population are based on a combination of pooled assumptions and loan-level characteristics.

The Company has determined that using federal call codes is an appropriate loan segmentation methodology, as it is generally based on risk characteristics of a loan’s underlying collateral.

Using federal call codes also allows the Company to utilize and assess publicly available external information when developing its estimate of the ACL.

The Company has determined that using federal call report codes is an appropriate loan segmentation methodology, as it is generally based on risk characteristics of a loan’s underlying collateral.

Using federal call report codes also allows the Company to utilize and assess publicly available external information when developing its estimate of the ACL.

The weighted average remaining maturity (“WARM”) method is the primary credit loss estimation methodology used by the Company and involves estimating future cash flows and expected credit losses for pools of loans using their expected remaining WARM.

5 unchanged sentences

The Bank’s peer group is comprised of financial institutions of relatively similar size and in similar markets (i.e., $ 10 billion or less of total assets and headquartered in New England).

The peer group used for certain loan segments is a national peer group of financial institutions of relatively similar size, where appropriate.

The changes did not have a material impact on the ACL during the year ended December 31, 2025.

Management also considers qualitative adjustments when estimating credit losses to take into account the model’s quantitative limitations.

The peer group used for certain loan segments is a national peer group of financial institutions of relatively similar size (i.e., $ 10 billion or less of total assets), where appropriate.

Management continually assesses the peer group and related data used to inform the ACL calculation.

Management also considers qualitative adjustments when estimating credit losses to take into account the model’s quantitative limitations.

Qualitative adjustments to quantitative loss factors, either negative or positive, may include considerations of economic conditions including economic forecasts as detailed above, volume and severity of past due loans, value of underlying collateral, experience, depth, and ability of management, and concentrations of credit.

The Company made no significant changes to loss factors, assumptions nor qualitative factors within the CECL model during the three months ended March 31, 2026 and 2025.

The Company made no significant change to loss factors, assumptions or qualitative factors within the CECL model during the three and six months ended June 30, 2026 and 2025.

For those loans that do not share similar risk characteristics, the Company evaluates the ACL needs on an individual (or loan by loan) basis.

This population of individually evaluated loans (or loan relationships with the same primary source of repayment) is determined on a quarterly basis and consists of:

loans with a risk rating of substandard or worse or loan terms differing significantly from other pooled loans.

This population of individually evaluated loans (or loan relationships with the same primary source of repayment) is determined on a quarterly basis and consists of loans with a risk rating of substandard or worse or loan terms differing significantly from other pooled loans.

In accordance with the Company’s policy, non-accrual residential real estate loans that are below $ 500,000 and well secured (loan-to-value < 60 %) are excluded from being individually evaluated.

2 unchanged sentences

The Company’s Troubled Asset Resolution Committee approves the key methodologies and assumptions, as well as the ACL on at least a quarterly basis.

While management uses available information at the time of estimation to determine expected credit losses on loans, future changes in the ACL may be necessary based on changes in portfolio composition, portfolio credit quality, and/or economic conditions.

In addition, bank regulatory agencies periodically review the Bank’s ACL and may require an increase in the provision for credit losses or the recognition of further loan charge-offs, based on judgments different than those of management.

Collateral-dependent Loans – The Company has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty.

Collateral-Dependent Loans.

The Company has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty.

The underlying collateral can vary based upon the type of loan.

3 unchanged sentences

Repayment is generally from the cash flows of the business occupying the property.

Non-owner-occupied commercial real estate loans are generally secured by office buildings and complexes, retail facilities, multifamily complexes, land under development, industrial properties, as well as other commercial or industrial real estate.

Non-owner-occupied commercial real estate loans are generally secured by office buildings and complexes, retail facilities, multifamily complexes, land under development and industrial properties, as well as other commercial or industrial real estate.

● Commercial and industrial loans may be secured by non-real estate collateral such as accounts receivable, inventory, equipment, or other similar assets.

8 unchanged sentences

The underlying collateral of these loans are residential real estate loans.

Purchased Credit-Deteriorated (“PCD”) Loans - PCD loans are acquired individual loans (or acquired groups of loans with similar risk characteristics) that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality, as determined by the Company’s analyses.

Purchased Credit-Deteriorated (“PCD”) Loans.

PCD loans are acquired individual loans (or acquired groups of loans with similar risk characteristics) that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality, as determined by the Company’s analyses.

A PCD loan is recorded at its purchase price plus the ACL expected at the time of acquisition, or “gross up” of the amortized cost basis, if any.

6 unchanged sentences

Loans consist of the following as of the dates stated:

March 31, 2026

June 30, 2026

December 31, 2025

12 unchanged sentences

Allowance for credit losses

Included in the above are 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 collateralized by real estate at March 31, 2026 and December 31, 2025, respectively.

During the three months ended March 31, 2026 and 2025, the Company purchased approximately $ 14.7 million and $ 14.4 million of consumer loan pools, respectively.

The loans purchased during the three months ended March 31, 2026 and 2025 included loan pools collateralized by automobiles.

The outstanding balances of consumer purchased loans, shown net of premium (discount) are as follows as of the dates stated:

March 31, 2026

Included in the above are approximately $ 542.4 million and $ 404.8 million in loans to borrowers in the cannabis industry at June 30, 2026 and December 31, 2025, respectively.

Of those totals, $ 374.2 million and $ 228.8 million were direct loans to cannabis companies and were collateralized by real estate at June 30, 2026 and December 31, 2025, respectively.

During the three and six months ended June 30, 2026, the Company purchased approximately $ 15.5 million and $ 30.2 million of consumer loan pools, respectively.

During the three months ended June 30, 2025, the Company did no t purchase any consumer loan pools.

During the six months ended June 30, 2025, the Company purchased approximately $ 14.4 million of consumer loan pools.

The loans purchased during the three and six months ended June 30, 2026 and the six months ended June 30, 2025 included loan pools collateralized by automobiles.

The outstanding balances of these purchased consumer loan pools, shown net of premium (discount) are as follows as of the dates stated:

June 30, 2026

Premium (Discount)

12 unchanged sentences

Home improvement loans

The carrying value of loans pledged to secure advances from the FHLB were $ 1.25 billion and $ 1.56 billion as of March 31, 2026 and December 31, 2025, respectively.

The carrying value of loans pledged to secure advances from the FHLB were $ 1.16 billion and $ 1.56 billion as of June 30, 2026 and December 31, 2025, respectively.

The following table presents the aging of the amortized cost of loans receivable by loan category as of the date stated:

March 31, 2026

June 30, 2026

More Past Due

19 unchanged sentences

Mortgage Warehouse

As of March 31, 2026, the Company had one commercial and industrial loan with an outstanding balance of $ 12.7 million that was ninety days past due and still accruing.

The loan is well secured and in the process of collection, as the borrower has brought the loan current.

The Company had no loans ninety days past due and still accruing as of March 31, 2025.

The following table presents the amortized cost of nonaccrual loans receivable by loan category as of the dates stated:

March 31, 2026

June 30, 2026

December 31, 2025

5 unchanged sentences

Commercial and industrial

During the three months ended March 31, 2026 and 2025, the Company reversed $ 483,000 and $ 378,000 of interest income for loans that were placed on non-accrual respectively.

During the three and six months ended June 30, 2026, the Company reversed $ 120,000 and $ 604,000 of interest income for loans that were placed on non-accrual, respectively.

During the three and six months ended June 30, 2025, the Company reversed $ 457,000 and $ 494,000 of interest income for loans that were placed on non-accrual, respectively.

Credit Quality Information

3 unchanged sentences

Loans rated 6:

Loans in this category are considered “special mention”.

These loans are starting to show signs of potential weakness and are being closely monitored by management.

Loans in this category are considered “special mention.” These loans are starting to show signs of potential weakness and are being closely monitored by management.

Loans rated 7:

Loans in this category are considered “substandard”.

Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged.

Loans in this category are considered “substandard.” Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged.

There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.

Non-accrual residential real estate and commercial loans are downgraded to a substandard risk rating.

Loans rated 8:

Loans in this category are considered “doubtful”.

Loans classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable.

Loans in this category are considered “doubtful.” Loans classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable.

Loans rated 9:

Loans in this category are considered uncollectible (“loss”) and of such little value that their continuance as loans is not warranted.

On an annual basis, or more often if needed, the Company reviews the accuracy of risk ratings for all commercial real estate, construction and land development loans, and commercial and industrial loans based on various ongoing performance characteristics and supporting information that is provided from time to time by commercial borrowers.

On an annual basis, or more often if needed, the Company reviews the accuracy of risk ratings for commercial real estate, construction and land development loans, and commercial and industrial loans based on various ongoing performance characteristics and supporting information that is provided from time to time by commercial borrowers.

Annually, the Company engages an independent third-party to review a significant portion of loans within these segments.

Management uses the results of these reviews as part of its annual review process.

The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of March 31, 2026.

Also presented are current period gross charge-offs by loan type and vintage year for the three months ended March 31, 2026:

The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of June 30, 2026.

Also presented are current period gross charge-offs by loan type and vintage year for the three months ended June 30, 2026:

Term Loans Amortized Cost Basis by Origination Year (in thousands)

14 unchanged sentences

Current period gross charge-offs

Term Loans Amortized Cost Basis by Origination Year (in thousands)

Revolving Loans

Construction and Land Development

6 unchanged sentences

Current period gross charge-offs

Term Loans Amortized Cost Basis by Origination Year (in thousands)

Revolving Loans

Special Mention

8 unchanged sentences

Current period gross charge-offs

(1) Consumer loans are not formally risk rated and included $ 2.8 million of loans on non-accrual as of March 31, 2026.

(1) Consumer loans are not formally risk rated and included $ 1.7 million of loans on non-accrual as of June 30, 2026.

The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of December 31, 2025.

38 unchanged sentences

The following table presents an analysis of the change in the ACL by major loan segment for the periods stated:

For the Three Months Ended March 31, 2026

For the Three Months Ended June 30, 2026

Commercial and

1 unchanged sentence

(in thousands)

Balance at December 31, 2025

Balance at March 31, 2026

Provision for (release of) credit losses

Recoveries of loans previously charged-off

Balance at June 30, 2026

For the Three Months Ended June 30, 2025

Commercial and

Mortgage Warehouse

(in thousands)

Balance at March 31, 2025

For the Three Months Ended March 31, 2025

Provision for (release of) credit losses

Recoveries of loans previously charged off

Balance at June 30, 2025

For the Six Months Ended June 30, 2026

Construction and

Commercial and

Land Development

Mortgage Warehouse

3 unchanged sentences

Recoveries of loans previously charged off

Balance at March 31, 2025

The charge-offs in the commercial and industrial portfolio during the quarter ended March 31, 2026 were primarily driven by two large charge-offs of PCD loans, in amounts of $ 10.6 million and $ 1.8 million.

Balance at June 30, 2026

For the Six Months Ended June 30, 2025

Construction and

Commercial and

Land Development

Mortgage Warehouse

(in thousands)

Balance at December 31, 2024

Provision for (release of) credit losses

Recoveries of loans previously charged off

Balance at June 30, 2025

The charge-offs in the commercial and industrial portfolio during the six months ended June 30, 2026 were primarily driven by two large charge-offs of PCD 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.

The following table presents the amortized cost of collateral-dependent loans as of March 31, 2026 and December 31, 2025:

March 31, 2026

The following table presents the amortized cost of collateral-dependent loans as of June 30, 2026 and December 31, 2025:

June 30, 2026

December 31, 2025

6 unchanged sentences

The Company closely monitors the performance of borrowers experiencing financial difficulty to understand the effectiveness of its loan modification efforts.

The following table presents the period end amortized cost basis of loans modified to borrowers experiencing financial difficulty during the three months ended March 31, 2026, disaggregated by class of financing receivable, type of modification granted and the financial effect of the modifications.

Three Months Ended March 31, 2026

The following table presents the period end amortized cost basis of loans modified during the three and six months ended June 30, 2026 to borrowers experiencing financial difficulty, disaggregated by class of financing receivable, type of modification granted and the financial effect of the modifications.

Three Months Ended June 30, 2026

% of Total Class of

4 unchanged sentences

Commercial real estate

Terminated swap, changed interest rate index, reduced spread and added rate floors

Modifications to borrowers experiencing financial difficulty were performing in accordance with the modified terms, current and not in default as of March 31, 2026 and December 31, 2025.

During the three months ended March 31, 2025, the Company did no t modify any loans to borrowers experiencing financial difficulty.

P&I payment structure extended

Six Months Ended June 30, 2026

% of Total Class of

Financing Receivable

Financial Effect

(In thousands)

Term extension and interest rate increase

Commercial real estate

Aggregated term loans, cash injection to pay down principal, P&I payment structure extended

Modifications to borrowers experiencing financial difficulty were performing in accordance with the modified terms, current and not in default as of June 30, 2026 and December 31, 2025.

During the three and six months ended June 30, 2025, the Company did no t modify any loans to borrowers experiencing financial difficulty.

Note 5 – Goodwill and Other Intangible Assets

The table below sets forth the carrying amount of goodwill and other intangible assets, net of accumulated amortization as of the dates indicated:

March 31, 2026

June 30, 2026

December 31, 2025

7 unchanged sentences

For the Three Months Ended

March 31, 2026

March 31, 2025

For the Six Months Ended

June 30, 2026

(in thousands)

Balance at beginning of period

Goodwill recorded during the period

Goodwill disposed of during the period

Balance at end of period

(in thousands)

Balance at beginning of year

Goodwill recorded during the year

Goodwill disposed of during the year

Balance at end of year

There was no goodwill for the three and six months ended June 30, 2025 as the Bank did not record any goodwill until the acquisition of Provident on November 14, 2025.

The following table sets forth the carrying amount of the Company’s other intangible assets, net of accumulated amortization, as of the dates indicated below:

March 31, 2026

June 30, 2026

Gross Carrying Amount

13 unchanged sentences

Total core deposit intangibles

In accordance with the accounting guidance codified in ASC 350-20, the Company performs a test of goodwill for impairment at the reporting segment level on an annual basis, or sooner, if an event occurs or circumstances change which might indicate that the fair value of a reporting unit is below its carrying amount.

In accordance with the accounting guidance codified in ASC 350-20, the Company performs a test of goodwill for impairment at the reporting segment level on an annual basis, or sooner, if an event occurs or circumstances change which might indicate that it is more-likely-than-not that the fair value of a reporting segment is less than its carrying amount.

The Company has one identified reporting segment and assigned goodwill to the banking business reporting segment.

An assessment is also required to be performed to the extent relevant events and/or circumstances occur which may indicate it is more-likely-than-not that the fair value of a reporting segment is less than its carrying amount.

The Company performed its annual assessment for the banking business as of December 31, 2025.

1 unchanged sentence

Based upon the assessment, it was determined there was no impairment of the Company’s goodwill as of December 31, 2025.

The amortization expense of the Company’s other intangible assets was $ 892,000 and $ 37,000 during the three months ended March 31, 2026 and 2025, respectively.

The amortization expense of the Company’s other intangible assets was $ 892,000 and $ 37,000 during the three months ended June 30, 2026 and 2025, respectively, and $ 1.8 million and $ 74,000 during the six months ended June 30, 2026 and 2025, respectively.

The weighted average original amortization period and weighted average remaining useful life of the Company’s other intangible assets is 10.0 years and 9.1 years, respectively.

3 unchanged sentences

Note 6 – Employee Benefits

401(k) Plan – The Company has an employee tax deferred incentive plan (the “401(k) plan”) under which the Company makes voluntary contributions within certain limitations.

All employees who meet specified age and length of service requirements are eligible to participate in the 401(k) plan.

401(k) Plan .

The Company has an employee tax deferred incentive plan (the “401(k) plan”) under which the Company makes voluntary contributions within certain limitations.

All employees who meet specified age and length of service requirements are el igible to participate in the 401(k) plan.

The amount contributed by the Company to the 401(k) plan is included in salaries and employee benefits in the consolidated statements of income .

The amounts contributed to the 401(k) plan for the three months ended March 31, 2026 and 2025 were $ 1.1 million and $ 688,000 , respectively.

Employee Pension Plan – The Company provided pension benefits through a defined benefit plan maintained with the Co-operative Banks Employees Retirement Association (“CBERA”) (the “Plan”).

The amounts contributed to the 401(k) plan for the three months ended June 30, 2026 and 2025 were $ 849,000 and $ 728,000 , respectively, and $ 2.0 million and $ 1.4 million for the six months ended June 30, 2026 and 2025, re spectively.

Employee Pension Plan .

The Company provided pension benefits through a defined benefit plan maintained with the Co-operative Banks Employees Retirement Association (“CBERA”) (the “Plan”).

The Plan was a multi-employer plan whereby the contributions by each bank are not restricted to provide benefits to the employees of the contributing bank;

therefore, the Company is not required to recognize the funded status of the Plan on its consolidated balance sheet and need only accrue for any quarterly contributions due and payable on demand, or any withdrawal liabilities assessed by CBERA if the Company intended to withdraw from the Plan.

The Company determined to freeze benefit accruals and withdraw from the CBERA Plan as of December 31, 2023.

The Company decided to freeze benefit accruals and withdraw from the Plan as of December 31, 2023.

The Company withdrew from the Plan in the second quarter of 2024.

During the three months ended March 31, 2025, as part of the final CBERA Plan liquidation, the Company contributed an additional $ 1.2 million to the CBERA Plan.

Officers’ Deferred Compensation Plan – The Company maintains an unfunded, defined contribution, Non-qualified Deferred Compensation Plan (“Officers’ Deferred Comp Plan”) for select employees of the Company.

The Officers’ Deferred Comp Plan was provided to key management of the Company and results in 5 % - 20 % of the employee’s then current base salary being credited to the participant’s account annually, subject to increases based upon increases in annual base compensation and the possibility of additional discretionary contributions.

During the three and six months ended June 30, 2025, as part of the final Plan liquidation, the Company contributed an additional $ 2,000 and $ 1.2 million to the Plan, respectively.

2014 Deferred Compensation Plan .

During 2014, the Company put into place an unfunded, defined contribution, Non-qualified Deferred Compensation Pl an (“2014 Deferred Comp Plan”) for select employees of the Company.

The 2014 Deferred Comp Plan was provided to key management of the Company and results in 5 % to 20 % of the employee’s then current base salary being credited to the participant’s account annually, subject to increases in annual base compensation and the possibility of additional discretionary contributions.

The employees vest at varying dates in accordance with each individual’s deferred compensation participation agreement;

however, all key officers will be fully vested upon the attainment of age 65.

The obligations under these plans are included in accrued retirement liabilities in the Company’s consolidated balance sheets and approximated $ 2.5 million and $ 2.4 million at March 31, 2026 and December 31, 2025, respectively.

The expense under the Officers’ Deferred Comp Plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 88,000 and $ 89,000 for the three months ended March 31, 2026 and 2025, respectively.

Deferred Compensation Plans – The Company maintains an unfunded Non-qualified Deferred Compensation Plan (“Deferred Comp Plan”) for select employees of the Company.

The Deferred Comp Plan was provided to key management of the Company and allows for the employees to defer amounts from their salary, bonus, or Long-Term Incentive Plan (“LTIP”) into the Deferred Comp Plan to be paid out at a future date.

The obligations under these plans are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 2.5 million and $ 2.4 million as of June 30, 2026 and December 31, 2025, respectively.

The expense under the 2014 Deferred Comp Plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 88,000 and $ 88,000 for the three months ended June 30, 2026 and 2025, respectively, and $ 176,000 and $ 177,000 for the six months ended June 30, 2026 and 2025, r espectively.

2022 Deferred Compensation Plan .

In January 2022, the Company put into place an unfunded Non-qualified Deferred Compensation Plan (“2022 Deferred Comp Plan”) for select employees of the Company.

The 2022 Deferred Comp Plan was provided to key management of the Company and allows for the employees to defer amounts from their salary, bonus, or LTIP (as defined below) into the 2022 Deferred Comp Plan to be paid out at a future date.

Amounts deferred under the 2022 Deferred Comp Plan increase in value based upon the growth of the Bank’s tangible capital, with the Compensation Committee holding discretionary authority.

The obligations under the Deferred Comp Plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 8.0 million and $ 5.1 million at March 31, 2026 and December 31, 2025, respectively.

LTIP – In January 2020, the Company put into place a long-term incentive plan for certain members of its management team where benefits are awarded annually on a discretionary basis and cliff vest after three years .

Under this plan, individuals are granted “phantom shares” and benefits are accrued based upon the projected growth of the Bank’s capital.

The obligations under this plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 3.8 million and $ 7.2 million as of March 31, 2026 and December 31, 2025, respectively.

The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 612,000 and $ 832,000 for the three months ended March 31, 2026 and 2025, respectively.

Director Pension Plan – The Company has a director defined benefit pension plan (“Director Pension Plan”), c overing directors who were in service prior to 2023 and have met the plan’s vesting requirements .

The obligations under the 2022 Deferred Comp Plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 7.8 million and $ 5.1 million at June 30, 2026 and December 31, 2025, respectively.

In January 2020, the Company put into place a long-term incentive plan (the “LTIP”) for certain members of its management team where benefits are awarded annually on a discretionary basis and cliff vest after three years .

Under the LTIP, individuals are granted “phantom shares”, and benefits are accrued based upon the projected growth of the Bank’s capital.

The obligations under the LTIP are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 4.3 million and $ 7.2 million as of June 30, 2026 and December 31, 2025, respectively.

The expense under the LTIP (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 611,000 and $ 832,000 for the three months ended June 30, 2026 and 2025, respectively, and $ 1.2 million and $ 1.7 million for the six months ended June 30, 2026 and 2025, respectively.

Director Pension Plan .

The Company has a director defined benefit pension plan (“Director Pension Plan”), c overing directors who were in service prior to 2023 and have met the plan’s vesting requirements .

The Company’s liabilities for the Director Pension Plan are calculated by an independent actuary who uses the “projected unit credit” actuarial method to determine the normal cost and actuarial liability.

The liability for the Director Pension Plan amounted to $ 6.9 million and $ 6.8 million as of March 31, 2026 and December 31, 2025, respectively, and is recorded on the consolidated balance sheets.

The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 160,000 and $ 162,000 for the three months ended March 31, 2026 and 2025, respectively.

The liability for the Director Pension Plan amounted to $ 6.9 million and $ 6.8 million as of June 30, 2026 and December 31, 2025, respectively, and is recorded on the consolidated balance sheets.

The Company records an estimate of net periodic pension cost for the Director Pension Plan to accrued retirement liabilities on the consolidated balance sheet on a quarterly basis.

Equity adjustments, to accumulated other comprehensive loss, in conjunction with the pension plan are recorded by the Company annually upon receipt of the independent actuarial report.

Employment and Change in Control Agreements – The Company entered into an employment agreement with the Chief Executive Officer that renews for one additional year each January 1 st .

Equity adjustments, to accumulated other comprehensive loss, in conjunction with the Director Pension Plan are recorded by the Company annually upon receipt of the independent actuarial report.

Employment and Change in Control Agreements .

The Company entered into an employment agreement with the Chief Executive Officer that renews for one additional year each January 1 st .

During 2025, the Company entered into change in control agreements with certain executive officers, which provide severance payments in the event of the executive’s involuntary or constructive termination of employment, including upon a termination following a change in control as defined in the agreements.

Employee Stock Ownership Plan – As part of the Initial Public Offering ("IPO") completed on December 27, 2023, the Bank established a tax-qualified Employee Stock Ownership Plan ("ESOP") to provide eligible employees the opportunity to own Company shares.

Employee Stock Ownership Plan .

As part of the Company’s initial public offering (“IPO”) completed on December 27, 2023, the Bank established a tax-qualified Employee Stock Ownership Plan (“ESOP”) to provide eligible employees the opportunity to own Company shares.

The ESOP borrowed $ 47.2 million from the Company to purchase 3,416,458 common shares on the open market.

The original loan was payable in annual installments over 20 years at an interest rate of 8.50 %.

During the year ended December 31, 2025, the loan was refinanced into annual installments over the remaining 19 years at an interest rate of 7.50 %.

The loan is payable in annual installments over 20 years at an interest rate of 8.50 %, which was refinanced to 7.50 % during 2025.

As the loan is repaid to the Company, shares are released and allocated proportionally to eligible participants on the basis of each participant’s proportional share of compensation relative to the compensation of all participants.

5 unchanged sentences

As the loan is internally leveraged, the loan receivable from the ESOP to the Company is not reported as an asset nor is the debt of the ESOP shown as a liability on the Company’s consolidated balance sheets.

Total compensation expense recognized in connection with the ESOP was $ 885,000 and $ 783,000 for the three months ended March 31, 2026 and 2025, respectively.

Total compensation expense recognized in connection with the ESOP was $ 876,000 and $ 842,000 for the three months ended June 30, 2026 and 2025, respectively.

Total compensation expense recognized in connection with the ESOP was $ 1.8 million and $ 1.6 million for the six months ended June 30, 2026 and 2025, respectively.

The following table presents share information held by the ESOP:

March 31, 2026

June 30, 2026

December 31, 2025

4 unchanged sentences

Fair value of unallocated shares

Stock-Based Compensation – On April 23, 2025, the shareholders of the Company approved the NB Bancorp, Inc.

Stock-Based Compensation .

On April 23, 2025, the shareholders of the Company approved the NB Bancorp, Inc.

2025 Equity Incentive Plan (“2025 Plan”).

2 unchanged sentences

These shares may be awarded from the Company’s authorized but unissued shares.

However, the 2025 Plan permits the grant of additional awards of restricted stock or RSUs above the aforementioned limit, provided that, for each additional share of RSA or RSU awarded in excess of such limit, the pool of shares available to be issued upon the exercise of stock options will be reduced by three shares.

The following table presents RSA activity for the periods indicated (dollars in thousands).

Three Months Ended March 31, 2026

Three Months Ended March 31, 2025

However, the 2025 Plan permits the grant of additional RSAs or RSUs above the aforementioned limit, provided that, for each additional share of RSA or RSU awarded in excess of such limit, the pool of shares available to be issued upon the exercise of stock options will be reduced by three shares.

The RSAs are measured based on grant-date fair value, which reflects the 10-day volume-weighted average price of our stock, on the date of the grant.

Of the RSAs granted to date, 1,477,571 shares vest over five years in equal portions beginning on the first anniversary date of the RSA grant date and 90,513 shares vest over five years in equal portions when certain performance metrics are met.

The following table summarizes the Company’s RSA activities for the periods indicated:

Three Months Ended June 30, 2026

Three Months Ended June 30, 2025

Number of Shares

4 unchanged sentences

Non-vested balance at end of period

The following table presents stock-based compensation expense for the periods indicated.

Six Months Ended June 30, 2026

Six Months Ended June 30, 2025

Number of Shares

Weighted-Average Grant Date Fair Value Per Share

Number of Shares

Weighted-Average Grant Date Fair Value Per Share

Non-vested balance at beginning of period

Non-vested balance at end of period

The following table represents the compensation expense and income tax benefits recognized for RSAs for the periods indicated:

Three Months Ended

Six Months Ended

Three Months Ended

March 31, 2026

March 31, 2025

Six Months Ended

June 30, 2026

June 30, 2025

(in thousands)

3 unchanged sentences

Related tax benefits recognized in earnings

During the three months ended March 31, 2026, the Company granted 283,559 shares of restricted stock with a weighted-average grant date fair value per share of $ 21.64 and recognized $ 1.4 million of stock compensation expense.

The Company did no t have any restricted stock activity or recognize any stock compensation expense during the three months ended March 31, 2025.

Unrecognized stock compensation expense, which is included in Additional Paid-in Capital on the Consolidated Balance Sheets was $ 22.9 million and $ 18.2 million at March 31, 2026 and December 31, 2025, respectively.

Note 7 – Fair Value Measurements

10 unchanged sentences

A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

These valuation methodologies were applied to all of the Company’s financial assets and financial liabilities carried at fair value for March 31, 2026 and December 31, 2025.

AFS securities – Where quoted prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy.

These valuation methodologies were applied to all of the Company’s financial assets and financial liabilities carried at fair value for June 30, 2026 and December 31, 2025.

AFS Securities .

Where quoted prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy.

Level 1 securities would include highly liquid government bonds (such as U.S.

4 unchanged sentences

In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within Level 3 of the valuation hierarchy.

Derivative arrangements – The fair values of derivative arrangements are estimated by the Company using a third-party derivative valuation expert who relies on Level 2 inputs, namely discounted cash flow models to determine fair value by calculating a settlement termination value with the counterparty.

Derivative Arrangements .

The fair values of derivative arrangements are estimated by the Company using a third-party derivative valuation expert who relies on Level 2 inputs, namely discounted cash flow models to determine a fair value by calculating a settlement termination value with the counterparty.

Assets measured and reported at estimated fair value on a recurring basis are summarized below:

March 31, 2026

June 30, 2026

(in thousands)

23 unchanged sentences

Derivative liabilities

The Company had no purchases, sales or transfers of Level 3 assets during the three months ended March 31, 2026 and 2025.

The changes in Level 3 assets during the three months ended March 31, 2026 and 2025 are attributable to total net gains (losses) included in Other Comprehensive Income on subordinated debentures.

The Company may also be required from time to time to measure certain other assets on a non-recurring basis in accordance with U.S.

The Company had no purchases, sales or transfers of Level 3 assets during the three and six months ended June 30, 2026 and 2025.

The change in the value of Level 3 assets during the three and six months ended June 30, 2026 and 2025 was a direct result of the change in market value of the underlying securities.

The Company may also be required from time to time to measure certain other assets at fair value on a non-recurring basis in accordance with U.S.

Any adjustments to fair value usually result in write-downs of individual assets.

Collateral-Dependent Loans – Collateral-dependent loans with specific reserves are carried at fair value, which equals the estimated market value of the collateral less estimated costs to sell.

Collateral-Dependent Loans .

Collateral-dependent loans with specific reserves are carried at fair value, which equals the estimated market value of the collateral less estimated costs to sell.

A loan may have multiple types of collateral;

however, the majority of the Company’s loan collateral is real estate.

The value of real estate collateral is generally determined utilizing a market valuation approach based on an appraisal conducted by an independent, licensed appraiser outside of the Company using observable market data (Level 2).

The value of real estate collateral is generally determined utilizing a market valuation approach based on an appraisal conducted by an independent, licensed appraiser using observable market data (Level 2).

However, if the collateral value is significantly adjusted due to differences in the comparable properties or is discounted by the Company because of lack of marketability, then the fair value is considered Level 3.

7 unchanged sentences

The following table summarizes assets measured at fair value on a non-recurring basis:

March 31, 2026

June 30, 2026

(in thousands)

3 unchanged sentences

Collateral-dependent loans, net of reserve

For Level 3 assets and liabilities measured at fair value on a nonrecurring basis as of March 31, 2026 and December 31, 2025, the significant unobservable inputs used in the fair value measurements were as follows:

For Level 3 assets and liabilities measured at fair value on a nonrecurring basis as of June 30, 2026 and December 31, 2025, the significant unobservable inputs used in the fair value measurements were as follows:

Collateral-dependent loans

8 unchanged sentences

The exit price notion is a market-based measurement of fair value that is represented by the price to sell an asset or transfer a liability in the principal market (or most advantageous market in the absence of a principal market) on the measurement date.

As of March 31, 2026 and December 31, 2025, fair values of loans are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors.

As of June 30, 2026 and December 31, 2025, fair values of loans are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors.

The following tables present the estimated fair values, related carrying amounts, and valuation level of the financial instruments as of the dates stated:

March 31, 2026

June 30, 2026

(In thousands)

36 unchanged sentences

The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.

As of March 31, 2026 and December 31, 2025, the maximum potential amount of the Company’s obligation was $ 9.0 million for standby letters of credit.

As of June 30, 2026 and December 31, 2025, the maximum potential amount of the Company’s obligation was $ 7.6 million and $ 9.0 million, respectively, for standby letters of credit.

The Company’s outstanding letters of credit generally have a term of less than one year.

2 unchanged sentences

Financial instruments whose contract amounts represents off-balance sheet credit risk and are not reflected on the Company’s consolidated balance sheets consist of the following at the dates stated:

March 31, 2026

June 30, 2026

December 31, 2025

5 unchanged sentences

Letters of credit

The amount of unadvanced funds on mortgage warehouse loans was $ 509.5 million at June 30, 2026.

For comparative purposes, the corresponding balance at December 31, 2025 was $ 287.7 million;

however, that amount was not separately disclosed in the previously filed financial statements.

The Bank accrues for credit losses related to off-balance sheet financial instruments.

Potential losses on off-balance sheet loan commitments are estimated using the same risk factors used to determine the allowance for credit losses on loans, adjusted for the likelihood that funding will occur.

The allowance for off-balance sheet commitments is recorded within other liabilities on the consolidated balance sheets and amounted to $ 3.3 million as of March 31, 2026 and December 31, 2025.

For the three months ended March 31, 2026 and 2025, the Company recorded a release of credit losses on unfunded commitments of $ 54,000 and a provision for credit losses on unfunded commitments of $ 211,000 , respectively.

Potential losses on off-balance sheet loan commitments are estimated using the same risk factors used to determine the ACL on loans, adjusted for the likelihood that funding will occur.

The allowance for off-balance sheet commitments is recorded within other liabilities on the consolidated balance sheets and amounted to $ 3.5 million and $ 3.3 million as of June 30, 2026 and December 31, 2025, respectively.

For the three and six months ended June 30, 2026, the Company recorded a provision for the allowance for unfunded commitments of $ 199,000 and $ 145,000 , respectively.

For the three and six months ended June 30, 2025, the Company recorded a release of the allowance for unfunded commitments of $ 1.1 million and $ 872,000 , respectively.

Note 9 – Derivatives and Hedging Activities

Risk Management Objective of Using Derivatives – The Company is exposed to certain risks arising from both its business operations and economic conditions.

Risk Management Objective of Using Derivatives .

The Company is exposed to certain risks arising from both its business operations and economic conditions.

The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities.

2 unchanged sentences

The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s assets and liabilities.

Interest Rate Positions – The Company may utilize various interest rate derivatives as hedging instruments against interest rate risk associated with the Company’s borrowings and loan portfolios.

Interest Rate Positions .

The Company may utilize various interest rate derivatives as hedging instruments against interest rate risk associated with the Company’s borrowings and loan portfolios.

An interest rate derivative is an agreement whereby one party agrees to pay a floating rate of interest on a notional principal amount in exchange for receiving a fixed rate of interest on the same notional amount, for a predetermined period of time, from a second party.

1 unchanged sentence

The following tables reflect information about the Company’s derivative positions at the dates indicated below for interest rate swaps which qualify as cash flow hedges for accounting purposes, included in prepaid expenses and other assets on the consolidated balance sheet.

March 31, 2026

June 30, 2026

Weighted Average Rate

16 unchanged sentences

For derivative instruments that are designated and qualify as cash flow hedging instruments, the effective portion of the gains or losses is reported as a component of OCI and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

The Company expects approximately $ 492,000 (pre-tax) to be reclassified as an increase to net interest income from OCI related to the Company’s cash flow hedges in the twelve months following March 31, 2026.

This reclassification is due to anticipated payments that will be made and/or received on the swaps based on the forward curve at March 31, 2026.

The company had no hedges in place for the quarter ended March 31, 2025.

Non-designated Hedges – Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements and/or the Company has not elected apply hedge accounting.

Changes air value of derivatives not designated in hedging relationships, exclusive of credit valuation adjustments, are recorded directly in earnings.

The Company expects approximately $ 1.5 million (pre-tax) to be reclassified as an increase to net interest income from OCI related to the Company’s cash flow hedges in the twelve months following June 30, 2026.

This reclassification is due to anticipated payments that will be made and/or received on the swaps based on the forward curve at June 30, 2026.

The Company had no hedges in place for the quarter ended June 30, 2025.

Non-Designated Hedges .

Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements and/or the Company has not elected apply hedge accounting.

Changes in fair value of derivatives not designated in hedging relationships, exclusive of credit valuation adjustments, are recorded directly in earnings.

The Company executes interest rate swaps and cap agreements with commercial banking customers to facilitate its respective risk management strategies.

Those interest rate swap and cap agreements are simultaneously hedged by offsetting interest rate swaps and caps that are executed with a third party, such that the Company minimizes its net risk exposure resulting from such transactions.

Risk Participation Agreements (“RPAs”) – RPAs are guarantees issued by the Company to other parties for a fee, whereby the Company agrees to participate in the credit risk of a derivative customer of the other party.

Risk Participation Agreements .

Risk Participation Agreements (“RPAs”) are guarantees issued by the Company to other parties for a fee, whereby the Company agrees to participate in the credit risk of a derivative customer of the other party.

Under the terms of these agreements, the “participating bank” receives a fee from the “lead bank” in exchange for the guarantee of reimbursement if the customer defaults on an interest rate swap.

7 unchanged sentences

The table below presents the number of positions and total notional amount of non-designated hedges and RPAs as of the dates stated:

March 31, 2026

June 30, 2026

Number of Positions

11 unchanged sentences

Total derivatives not designated as hedging instruments

Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheet – The table below presents the fair value of the Company’s derivative financial instruments not designated as hedging instruments, as well as their classification on the consolidated balance sheets as of the dates stated:

Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheet .

The table below presents the fair value of the Company’s derivative financial instruments not designated as hedging instruments, as well as their classification on the consolidated balance sheets as of the dates stated:

Liabilities (2)

March 31, 2026

June 30, 2026

(in thousands)

10 unchanged sentences

(2) Recorded in accrued expenses and other liabilities on the consolidated balance sheets.

Swap contract fees, net of brokerage costs, recognized in earnings on the above noted interest rate products and RPA contracts approximated $ 200,000 and $ 89,000 for the three months ended March 31, 2026 and 2025, respectively.

Swap contract fees, net of brokerage costs, recognized in earnings on the above noted interest rate products and RPA contracts approximated $ 72,000 and $ 524,000 for the three months ended June 30, 2026 and 2025, respectively, and $ 272,000 and $ 612,000 for the six months ended June 30, 2026 and 2025, respectively.

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults (or is capable of being declared in default) on any of its indebtedness, then the Company could also be declared in default on its derivative obligations, and it could be required to terminate its derivative positions with the counterparty.

The Company also has agreements with certain of its derivative counterparties that contain a provision whereby if the counterparty fails to maintain its status as a well-capitalized institution, then the Company could be required to terminate its derivative positions with the counterparty.

In order to mitigate counterparty default risk in conjunction with these interest rate products and RPA credit contracts, the Company was required to maintain $ 9.1 million of collateral deposit accounts with the counterparties to these agreements as of March 31, 2026 and December 31, 2025.

Note 10 – Other Comprehensive Income

Note 10 – Other Comprehensive Income (Loss)

GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income.

2 unchanged sentences

For the Three Months Ended

March 31, 2026

March 31, 2025

June 30, 2026

June 30, 2025

(In thousands)

Change in fair value of available-for-sale securities

Reclassification adjustment for realized gains (losses) in net income

Net change in fair value of available-for-sale securities

2 unchanged sentences

Total other comprehensive income (loss)

The following table presents the components of accumulated other comprehensive loss as of March 31, 2026 and December 31, 2025:

March 31, 2026

For the Six Months Ended

June 30, 2026

June 30, 2025

(In thousands)

Change in fair value of available-for-sale securities

Net change in fair value of available-for-sale securities

Change in fair value of cash flow hedge

Net change in fair value of cash flow hedge, net of tax

Total other comprehensive income (loss)

The following table presents the components of accumulated other comprehensive loss as of June 30, 2026 and December 31, 2025:

June 30, 2026

December 31, 2025

9 unchanged sentences

The Company’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

The Company operated under the risk-based framework as of March 31, 2026 and December 31, 2025.

The Company operated under the risk-based framework as of June 30, 2026 and December 31, 2025.

Under this framework, quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of Total Capital, Tier 1 Capital and Common Equity Tier 1 Capital to Risk-Weighted Assets, and Tier 1 Capital to Total Average Assets (as defined in the regulations).

Management believes, as of March 31, 2026 and December 31, 2025, that the Company and the Bank meet all capital adequacy requirements to which each is subject.

As of March 31, 2026 and December 31, 2025, the Company and the Bank were categorized as well capitalized under the regulatory framework for prompt corrective action.

Management believes, as of June 30, 2026 and December 31, 2025, that the Company and the Bank meet all capital adequacy requirements to which each is subject.

As of June 30, 2026 and December 31, 2025, the Company and the Bank were categorized as well capitalized under the regulatory framework for prompt corrective action.

To be categorized as well capitalized, the Bank must maintain minimum total risk-based, Tier 1 risk-based, Common Equity Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table below.

There are no conditions or events since that notification that management believes have changed the Bank’s category.

There are no conditions or events since the relevant date that management believes have changed the Bank’s category.

The Bank’s actual capital amounts and ratios are presented in the table as of the date indicated:

4 unchanged sentences

action provisions

March 31, 2026

June 30, 2026

(in thousands)

22 unchanged sentences

(to Total Average Assets)

The Company’s actual consolidated capital amounts and ratios are presented in the table as of the date indicated:

The Company’s actual consolidated capital amounts and ratios are presented in the tables below as of the date indicated:

To be well capitalized

3 unchanged sentences

action provisions

March 31, 2026

June 30, 2026

(in thousands)

24 unchanged sentences

Basic EPS represents net income available to common shareholders divided by the weighted-average number of common shares outstanding during the period.

Diluted EPS have been calculated in a manner similar to that of basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if all potentially dilutive common shares (such as those resulting from the exercise of stock options) were issued during the period, computed using the treasury stock method.

The Company has restricted stock awards that had a dilutive effect during the three months ended March 31, 2026.

There were no securities that had a dilutive effect during the three months ended March 31, 2025, and therefore the weighted-average common shares outstanding used to calculate both basic and diluted EPS are the same during the three months ended March 31, 2025.

Unallocated ESOP shares are not deemed outstanding for earnings per share calculations.

For the three months ended March 31, 2026 and 2025, there were no anti-dilutive shares.

Diluted EPS has been calculated in a manner similar to that of basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if all potentially dilutive shares of common stock (such as those resulting from the vesting of RSAs) were issued during the period, computed using the treasury stock method.

The Company has RSAs that had a dilutive effect during the three and six months ended June 30, 2026 and 2025.

Unallocated ESOP shares and unvested RSAs are not deemed outstanding for earnings per share calculations.

For the three and six months ended June 30, 2026 and 2025, there were no anti-dilutive shares.

The table below sets forth our earnings per share for the periods indicated:

For the Three Months Ended

March 31, 2026

March 31, 2025

For the Six Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

(Dollars in thousands, except per share data)

4 unchanged sentences

( 3,245,635 )

( 3,074,347 )

( 3,245,635 )

average unvested restricted stock awards

( 1,376,111 )

( 1,354,391 )

Average number of common shares outstanding used to calculate basic EPS

assumed conversion - unvested restricted stock awards

Common stock equivalents

Average number of common shares outstanding used to calculate diluted EPS

2 unchanged sentences

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