Item 1. Financial Statements
Item 1. Financial Statements
NB Bancorp, Inc.
Consolidated Balance Sheets
June 30, 2026 (Unaudited) and December 31, 2025
(in thousands except share and per share data)
June 30, 2026
December 31, 2025
Assets
Cash and due from banks
$
372,522
$
325,969
Federal funds sold
27,632
81,885
Total cash and cash equivalents
400,154
407,854
Available-for-sale securities, at fair value
272,640
268,959
Loans held for sale, at fair value
59,927
66,447
Loans receivable, net of deferred fees
6,422,894
5,986,140
Allowance for credit losses
( 82,088 )
( 87,411 )
Net loans
6,340,806
5,898,729
Accrued interest receivable
28,898
25,390
Banking premises and equipment, net
49,298
46,209
Non-public investments
42,029
33,740
Bank-owned life insurance ("BOLI")
97,370
104,335
Prepaid expenses and other assets
69,228
68,079
Goodwill
18,512
18,512
Core deposit intangible, net
17,519
19,303
Deferred income tax asset, net
50,499
48,831
Total assets
$
7,446,880
$
7,006,388
Liabilities and shareholders' equity
Deposits
Core deposits
$
5,600,238
$
5,318,111
Brokered deposits
719,852
535,681
Total deposits
6,320,090
5,853,792
Mortgagors' escrow accounts
4,420
5,193
Federal Home Loan Bank ("FHLB") borrowings
181,247
196,235
Accrued expenses and other liabilities
77,549
70,716
Accrued retirement liabilities
21,572
21,520
Total liabilities
6,604,878
6,147,456
Shareholders' equity:
Preferred stock, $ 0.01 par value, 5,000,000 shares authorized; no shares issued and outstanding
—
—
Common stock, $ 0.01 par value, 120,000,000 shares authorized; 43,818,490 and 45,770,128
shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively
438
458
Additional paid-in capital
415,841
458,864
Unallocated common shares held by the Employee Stock Ownership Plan ("ESOP")
( 41,285 )
( 42,454 )
Retained earnings
474,970
445,200
Accumulated other comprehensive loss
( 7,962 )
( 3,136 )
Total shareholders' equity
842,002
858,932
Total liabilities and shareholders' equity
$
7,446,880
$
7,006,388
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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NB Bancorp, Inc.
Consolidated Statements of Income
(Unaudited - Dollars in thousands, except per share data)
For the Three Months Ended
For the Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
INTEREST AND DIVIDEND INCOME
Interest and fees on loans
$
106,574
$
74,719
$
206,614
$
146,159
Interest on securities
2,758
2,307
5,466
4,596
Interest and dividends on cash equivalents and other
2,460
2,822
5,397
5,942
Total interest and dividend income
111,792
79,848
217,477
156,697
INTEREST EXPENSE
Interest on deposits
40,686
31,690
80,265
63,929
Interest on borrowings
1,961
1,151
3,200
2,236
Total interest expense
42,647
32,841
83,465
66,165
NET INTEREST INCOME
69,145
47,007
134,012
90,532
PROVISION FOR CREDIT LOSSES
Provision for credit losses - loans
2,994
4,244
9,376
5,191
Provision for (release of) credit losses - unfunded commitments
199
( 1,083 )
145
( 872 )
Total provision for credit losses
3,193
3,161
9,521
4,319
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES
65,952
43,846
124,491
86,213
NONINTEREST INCOME
Customer service fees
3,681
2,554
6,812
5,112
Increase in cash surrender value of BOLI
962
787
1,815
1,818
Mortgage banking income
92
120
211
269
Swap contract income
72
524
273
612
Gain on sale of loans, net
227
21
226
48
Other income
525
272
735
301
Total noninterest income
5,559
4,278
10,072
8,160
NONINTEREST EXPENSE
Salaries and employee benefits
25,549
18,567
51,017
37,717
Director and professional service fees
3,816
2,943
7,865
5,090
Occupancy and equipment expenses
2,468
1,465
4,958
3,045
Data processing expenses
4,899
2,493
9,338
5,258
Marketing and charitable contribution expenses
1,530
954
2,563
1,800
FDIC and state insurance assessments
1,584
883
2,736
1,696
General and administrative expenses
4,171
2,100
8,240
3,479
Total noninterest expense
44,017
29,405
86,717
58,085
INCOME BEFORE TAXES
27,494
18,719
47,846
36,288
INCOME TAX EXPENSE
6,371
4,140
11,739
9,054
NET INCOME
$
21,123
$
14,579
$
36,107
$
27,234
Weighted average common shares outstanding, basic
39,693,140
37,191,460
39,881,259
37,668,741
Weighted average common shares outstanding, diluted
40,000,305
37,550,409
40,260,469
37,848,215
Earnings per share, basic
$
0.53
$
0.39
$
0.91
$
0.72
Earnings per share, diluted
$
0.53
$
0.39
$
0.90
$
0.72
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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NB Bancorp, Inc.
Consolidated Statements of Comprehensive Income
(Unaudited - Dollars in thousands)
For the Three Months Ended
For the Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
NET INCOME
$
21,123
$
14,579
$
36,107
$
27,234
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:
Net change in fair value of available-for-sale securities
( 366 )
323
( 1,367 )
2,025
Net change in fair value of cash flow hedge
( 1,963 )
—
( 3,459 )
—
TOTAL OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:
( 2,329 )
323
( 4,826 )
2,025
TOTAL COMPREHENSIVE INCOME, NET OF TAX
$
18,794
$
14,902
$
31,281
$
29,259
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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NB Bancorp, Inc.
Consolidated Statements of Changes in Shareholders' Equity
(Unaudited - Dollars in thousands)
For the Three Months Ended
Shares of
Unallocated
Accumulated
Common
Additional
Common
Other
Stock
Paid-In
Stock Held by
Retained
Comprehensive
Outstanding
Common Stock
Capital
ESOP
Earnings
Income (Loss)
Total
Balance, March 31, 2025
40,570,443
$
406
$
376,773
$
( 44,231 )
$
413,128
$
( 6,465 )
$
739,611
Net income
—
—
—
—
14,579
—
14,579
Other comprehensive income, net of tax
—
—
—
—
—
323
323
Repurchase of common shares under share repurchase plan
( 1,106,588 )
( 11 )
( 18,886 )
—
—
—
( 18,897 )
Restricted stock awards issued
1,284,525
12
( 12 )
—
—
—
—
Stock-based compensation
—
—
787
—
—
—
787
ESOP shares committed to be released ( 42,589 shares)
—
—
131
588
—
—
719
Balance, June 30, 2025
40,748,380
$
407
$
358,793
$
( 43,643 )
$
427,707
$
( 6,142 )
$
737,122
Balance, March 31, 2026
44,765,178
$
448
$
432,858
$
( 41,873 )
$
456,978
$
( 5,633 )
$
842,778
Net income
—
—
—
—
21,123
—
21,123
Other comprehensive loss, net of tax
—
—
—
—
—
( 2,329 )
( 2,329 )
Repurchase of common shares under share repurchase plan
( 918,727 )
( 9 )
( 18,488 )
—
—
—
( 18,497 )
Restricted stock awards cancelled (1)
( 27,961 )
( 1 )
( 554 )
—
—
—
( 555 )
Stock-based compensation
—
—
1,737
—
—
—
1,737
ESOP shares committed to be released ( 42,589 shares)
—
—
288
588
—
—
876
Dividends paid
—
—
—
—
( 3,131 )
—
( 3,131 )
Balance, June 30, 2026
43,818,490
$
438
$
415,841
$
( 41,285 )
$
474,970
$
( 7,962 )
$
842,002
For the Six Months Ended
Shares of
Unallocated
Accumulated
Common
Additional
Common
Other
Stock
Paid-In
Stock Held by
Retained
Comprehensive
Outstanding
Common Stock
Capital
ESOP
Earnings
Income (Loss)
Total
Balance, December 31, 2024
42,705,729
$
427
$
417,247
$
( 44,813 )
$
400,473
$
( 8,167 )
$
765,167
Net income
—
—
—
—
27,234
—
27,234
Other comprehensive income, net of tax
—
—
—
—
—
2,025
2,025
Repurchase of common shares under share repurchase plan
( 3,241,874 )
( 32 )
( 59,561 )
—
—
—
( 59,593 )
Restricted stock awards issued
1,284,525
12
( 12 )
—
—
—
—
Stock-based compensation
—
—
787
—
—
—
787
ESOP shares committed to be released ( 84,709 shares)
—
—
332
1,170
—
—
1,502
Balance, June 30, 2025
40,748,380
$
407
$
358,793
$
( 43,643 )
$
427,707
$
( 6,142 )
$
737,122
Balance, December 31, 2025
45,770,128
$
458
$
458,864
$
( 42,454 )
$
445,200
$
( 3,136 )
$
858,932
Net income
—
—
—
—
36,107
—
36,107
Other comprehensive loss, net of tax
—
—
—
—
—
( 4,826 )
( 4,826 )
Repurchase of common shares under share repurchase plan
( 2,207,236 )
( 22 )
( 46,237 )
—
—
—
( 46,259 )
Restricted stock awards issued
283,559
3
( 3 )
—
—
—
—
Restricted stock awards cancelled (1)
( 27,961 )
( 1 )
( 554 )
—
—
—
( 555 )
Stock-based compensation
—
—
3,180
—
—
—
3,180
ESOP shares committed to be released ( 84,709 shares)
—
—
591
1,169
—
—
1,760
Dividends paid
—
—
—
—
( 6,337 )
—
( 6,337 )
Balance, June 30, 2026
43,818,490
$
438
$
415,841
$
( 41,285 )
$
474,970
$
( 7,962 )
$
842,002
(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.
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NB Bancorp, Inc.
Consolidated Statements of Cash Flows
(Unaudited - Dollars in thousands)
For the Six Months Ended June 30,
2026
2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
$
36,107
$
27,234
Adjustments to reconcile net income to net cash from operating activities:
Net accretion of available-for-sale securities
( 132 )
( 197 )
Amortization of core deposit intangible
1,784
74
Provision for credit losses
9,521
4,319
Loan hedge fair value adjustments, net
( 85 )
( 74 )
Change in net deferred loan origination fees
2,595
( 61 )
Loans originated for sale
( 6,870 )
( 1,660 )
Proceeds from sale of loans held for sale
9,483
3,892
Gain on sale of loans
( 265 )
( 48 )
Depreciation and amortization expense
1,833
1,422
Gain from BOLI death benefit
—
( 25 )
Increase in cash surrender values of BOLI
( 1,815 )
( 1,793 )
Deferred income tax expense (benefit)
( 23 )
( 19 )
ESOP expense
1,760
1,502
Stock-based compensation
3,180
787
Restricted stock awards cancelled
( 554 )
—
Changes in operating assets and liabilities:
Net change in loans held for sale
7,480
Accrued interest receivable
( 3,508 )
( 701 )
Prepaid expenses and other assets
567
1,333
Accrued expenses and other liabilities
399
3,398
Accrued retirement liabilities
52
( 2,397 )
NET CASH PROVIDED BY OPERATING ACTIVITIES
61,509
36,986
CASH FLOWS FROM INVESTING ACTIVITIES
Loan originations and purchases, net of repayments
( 458,595 )
( 212,820 )
Purchases of available-for-sale securities
( 56,759 )
( 20,177 )
Proceeds from maturities, calls and paydowns of available-for-sale securities
51,351
15,869
Recoveries of loans previously charged off
1,284
1,414
Net change in non-public investments
( 8,289 )
( 11,403 )
Proceeds from BOLI death benefit
—
128
Purchases of BOLI policies
( 20,000 )
—
Proceeds from surrender of BOLI policies
28,780
48,764
Purchases of banking premises and equipment
( 4,922 )
( 1,057 )
NET CASH USED IN INVESTING ACTIVITIES
( 467,150 )
( 179,282 )
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits
466,298
90,396
Net change in mortgagors' escrow accounts
( 773 )
( 432 )
Repurchase of common shares under share repurchase plans
( 46,259 )
( 59,593 )
Dividends paid
( 6,337 )
—
(Decrease) increase in FHLB borrowings, net
( 14,988 )
6,765
NET CASH PROVIDED BY FINANCING ACTIVITIES
397,941
37,136
NET CHANGE IN CASH AND CASH EQUIVALENTS
( 7,700 )
( 105,160 )
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
407,854
363,922
CASH AND CASH EQUIVALENTS AT END OF PERIOD
$
400,154
$
258,762
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Supplemental disclosure of cash paid during the period for:
Interest
$
82,720
$
68,806
Income taxes:
U.S. Federal
837
—
Massachusetts
2,571
3,150
New York
490
—
California
339
—
Jurisdictions below 5 percent of total income taxes paid, net of refunds
774
—
Supplemental disclosure of non-cash transactions:
Initial recognition of operating lease right of use assets and lease liabilities
$
5,076
$
—
Increase in operating lease right of use assets and lease liabilities resulting from lease modifications
1,213
—
Unrealized (losses) gains on available-for-sale securities
( 1,859 )
2,698
Unrealized holding losses on cash flow hedge
( 4,612 )
—
Mortgage loans transferred to loans held for sale
3,348
2,184
Restricted stock awards granted
3
12
Restricted stock awards cancelled
( 1 )
—
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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NB Bancorp, Inc.
Notes to Unaudited Consolidated Financial Statements
Note 1 – Corporate Structure and Nature of Operations; Basis of Presentation
Corporate Structure and Nature of Operations
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 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.
Conversion
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 (the “Conversion”). 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. Additionally, the Company donated $ 2.0 million of cash and 1,708,229 shares of common stock to the Needham Bank Charitable Foundation (the “Foundation”).
In connection with the conversion, liquidation accounts are established by the Company and the Bank in an aggregate amount equal to (i) the MHC’s ownership interest in the shareholders’ equity of NB Financial, Inc. as of the date of the latest statement of financial condition included in the Company’s definitive prospectus dated October 12, 2023, plus (ii) the value of the net assets of the MHC as of the date of the MHC’s latest statement of financial condition before the consummation of the Conversion (excluding the MHC’s ownership interest in NB Financial, Inc.). Each eligible account holder and supplemental eligible account holder is entitled to a proportionate share of the liquidation accounts in the event of a liquidation of (i) the Company and the Bank or (ii) the Bank, and only in such events. This share will be reduced if the eligible account holder’s or supplemental account holder’s deposit balance falls below the amounts on the date of record and will cease to exist if the account is closed. The liquidation account will never be increased despite any increase after Conversion in the related deposit balance. The Bank may not pay a dividend on its capital stock if the effect thereof would cause retained earnings to be reduced below the liquidation account amount or regulatory capital requirements.
Basis of Presentation
The Company’s Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) as set forth by the Financial Accounting Standards Board (“FASB”) and its Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) as well as the rules and interpretive releases of the U.S. 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, 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.
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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. The interim Consolidated Financial Statements and the accompanying notes should be read in conjunction with the annual Consolidated Financial Statements and the accompanying notes contained within the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC. 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 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. As such, the Company will adopt standards on the nonpublic company effective dates until such time that we no longer qualify as an EGC.
Subsequent events are events or transactions that occur after the balance sheet date but before consolidated financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the consolidated balance sheet, including the estimates inherent in the process of preparing consolidated financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the consolidated balance sheet but arose after that date.
Provident Bancorp, Inc. and BankProv Acquisition
On November 15, 2025, the Company completed its acquisition of Provident Bancorp, Inc. and BankProv (“Provident”). The total consideration paid in the acquisition of Provident was $ 111.8 million in cash and the issuance of 5,943,682 shares of common stock valued at $ 114.7 million. The acquisition added $ 1.40 billion of total assets, $ 1.23 billion of total loans and $ 1.14 billion in total deposits, each at fair value, as of the date of closing.
The acquisition was accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations . Under this method of accounting, the respective assets acquired and liabilities assumed were recorded at their estimated fair values. The excess of consideration paid over the estimated fair value of the net assets acquired totaled $ 18.5 million and was recorded as goodwill. 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 estimates and uncertainties become available. The Company made no adjustments to Goodwill during the three and six months ended June 30, 2026.
Operating Segments
Reportable segments are those revenue producing components for which separate financial information is produced internally and which are subject to evaluation by the chief operating decision maker (“CODM”). The Company has determined that its CODM is its Chief Executive Officer. The Company has one reportable segment: its banking business, which consists of a full range of banking, lending, savings, and small business offerings. The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on net income calculated on the same basis as net income reported in the Company’s consolidated statements of income and other comprehensive income. The CODM is also regularly provided with expense information at a level consistent with that disclosed in the Company’s consolidated statements of income and other comprehensive income.
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Note 2 – Summary of Significant Accounting Policies
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results could differ from those estimates.
Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the Allowance for Credit Losses (“ACL”) on loans, fair value determination of acquired assets and liabilities and resulting accretion and amortization of purchase accounting premiums/discounts, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, the valuation of deferred tax assets, actuarial estimates related to the Company’s retirement programs, the valuation of financial instruments and impairment of goodwill and other intangibles. In connection with the determination of the ACL and foreclosed real estate, management obtains independent appraisals for significant properties.
A majority of the Company's loan portfolio consists of one-to-four-family residential, commercial real estate and construction and land development loans in the metro-west area of Boston and its surrounding communities. Accordingly, the ultimate collectability of a substantial portion of the Company's loan portfolio and the recovery of the carrying amount of foreclosed real estate are susceptible to changes in local market conditions.
While management uses currently available information to recognize losses on loans and foreclosed real estate, future additions to the ACL and valuation reserves on foreclosed real estate may be necessary based on changes in local economic conditions. In addition, regulatory agencies, as an integral part of their examination process, periodically review the Company’s ACL on loans and valuation reserves on foreclosed real estate. Such agencies may require the Company to recognize additions to the ACL on loans and valuation reserves on foreclosed real estate based on their judgments about information available to them at the time of their examination. Because of these factors, it is reasonably possible that the ACL on loans and valuation reserves on foreclosed real estate may change in the near future.
Business Combinations – Acquisitions of businesses are accounted for using the acquisition method of accounting. In accordance with applicable accounting guidance, we recognize assets acquired and liabilities assumed at their respective fair values as of the date of acquisition, with the related transaction costs expensed in the period incurred. We use third party valuation specialists to assist in the determination of fair value of certain assets and liabilities at the merger date, including loans and core deposit intangibles. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed on the acquisition date, the estimates are inherently uncertain.
For further discussion of our methodology for estimating the fair value of acquired assets and assumed liabilities in connection with our Provident Acquisition, see Note 1 – Corporate Structure and Nature of Operations; Basis of Presentation – Provident Bancorp, Inc. and BankProv Acquisition .
Recent Accounting Pronouncements
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): Disaggregation of Income Statement Expenses”. ASU 2024-03 improves disclosures about a public business entity’s expenses and addresses requests from investors for more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales, SG&A, and research and development). ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The adoption of ASU 2024-03 is not expected to have a material impact on the Company’s consolidated financial statements.
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Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.
Note 3 – Securities
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 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, 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.
Changes in the allowance for credit losses are recorded as a provision for (or reversal of) credit loss expense. Losses are charged against the allowance when the uncollectibility of a security is confirmed, or when either of the aforementioned criteria surrounding intent or requirement to sell have been met.
Securities have been classified on the consolidated balance sheets according to management’s intent. The following tables summarize the amortized cost, allowance for credit losses, and fair value of securities and their corresponding amounts of unrealized gains and losses at the dates indicated:
Amortized
Unrealized
Unrealized
Allowance for
Cost
Gain
Loss
Credit Losses
Fair Value
June 30, 2026
(in thousands)
Available-for-Sale Debt Securities:
U.S. Treasury securities
$
90,867
$
16
$
( 522 )
$
—
$
90,361
U.S. Government agencies
4,682
1
( 22 )
—
4,661
Agency mortgage-backed securities
96,772
65
( 2,553 )
—
94,284
Agency collateralized mortgage obligations
11,868
190
( 171 )
—
11,887
Corporate bonds
62,697
326
( 2,590 )
—
60,433
Municipal obligations
5,155
—
( 39 )
—
5,116
SBA securities
6,057
—
( 159 )
—
5,898
Total
$
278,098
$
598
$
( 6,056 )
$
—
$
272,640
Amortized
Unrealized
Unrealized
Allowance for
Cost
Gain
Loss
Credit Losses
Fair Value
December 31, 2025
(in thousands)
Available-for-Sale Debt Securities:
U.S. Treasury securities
$
95,479
$
407
$
( 103 )
$
—
$
95,783
U.S. Government agencies
9,159
53
—
—
9,212
Agency mortgage-backed securities
69,682
162
( 1,253 )
—
68,591
Agency collateralized mortgage obligations
12,109
202
( 74 )
—
12,237
Corporate bonds
72,703
263
( 3,081 )
—
69,885
Municipal obligations
6,596
—
( 72 )
—
6,524
SBA securities
6,830
—
( 103 )
—
6,727
Total
$
272,558
$
1,087
$
( 4,686 )
$
—
$
268,959
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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. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalty. Agency mortgage-backed securities and collateralized mortgage obligations are presented as separate lines as paydowns are expected to occur before contractual maturity dates.
Available-for-Sale
Amortized Cost
Fair Value
(in thousands)
Within one year
$
43,623
$
43,549
Over one year to five years
86,273
85,517
Over five years to ten years
32,244
30,179
Over ten years
7,318
7,224
169,458
166,469
Agency mortgage-backed securities
96,772
94,284
Agency collateralized mortgage obligations
11,868
11,887
$
278,098
$
272,640
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 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.
Less than 12 Months
12 Months or More
Total
(Dollars in thousands)
Gross
Gross
Gross
Unrealized
Fair
Unrealized
Fair
Unrealized
Fair
June 30, 2026
Number of Securities
Losses
Value
Losses
Value
Losses
Value
U. S. Treasuries
36
$
( 465 )
$
67,925
$
( 57 )
$
2,944
$
( 522 )
$
70,869
U.S. Government Agencies
2
( 22 )
3,103
—
—
( 22 )
3,103
Agency mortgage-backed securities
41
( 1,239 )
55,047
( 1,314 )
31,088
( 2,553 )
86,135
Agency collateralized mortgage obligations
4
( 21 )
1,866
( 150 )
6,513
( 171 )
8,379
Corporate bonds
19
( 422 )
12,572
( 2,168 )
34,082
( 2,590 )
46,654
Municipal obligations
5
—
—
( 39 )
5,116
( 39 )
5,116
SBA securities
5
( 12 )
898
( 147 )
5,000
( 159 )
5,898
Total
112
$
( 2,181 )
$
141,411
$
( 3,875 )
$
84,743
$
( 6,056 )
$
226,154
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Less than 12 Months
12 Months or More
Total
(Dollars in thousands)
Gross
Gross
Gross
Unrealized
Fair
Unrealized
Fair
Unrealized
Fair
December 31, 2025
Number of Securities
Losses
Value
Losses
Value
Losses
Value
U.S. Treasury securities
8
$
( 11 )
$
8,929
$
( 92 )
$
10,945
$
( 103 )
$
19,874
Agency mortgage-backed securities
25
( 301 )
26,876
( 952 )
31,890
( 1,253 )
58,766
Agency collateralized mortgage obligations
4
( 7 )
1,995
( 67 )
7,324
( 74 )
9,319
Corporate bonds
24
( 356 )
6,634
( 2,725 )
53,538
( 3,081 )
60,172
Municipal obligations
6
( 1 )
1,440
( 71 )
5,084
( 72 )
6,524
SBA securities
5
( 28 )
2,299
( 75 )
4,428
( 103 )
6,727
Total
72
$
( 704 )
$
48,173
$
( 3,982 )
$
113,209
$
( 4,686 )
$
161,382
Management evaluates securities for expected credit losses at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation.
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 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 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
Loans Held for Sale
Loans held for sale to the secondary market are carried at the lower of cost or estimated market value on an individual loan basis. 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 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
Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off are reported as held for investment at their outstanding principal balance adjusted for any charge-offs and net of any deferred fees (including purchase accounting adjustments) and origination costs (collectively referred to as “amortized cost”). Loan origination fees and certain direct origination costs are deferred and amortized as an adjustment of yield using the payment terms required by the loan contract. When loans are sold or repaid, any unamortized fees and costs are recorded to interest income on loans. Interest income on loans is accrued based upon the daily principal amount outstanding except for loans on non-accrual status. For acquired loans with no signs of credit deterioration at acquisition, interest income is also accrued based upon the daily principal amount outstanding, adjusted further by the accretion of any discount or amortization of any premium associated with the loan. .
Loans are generally placed into nonaccrual status when they are past due 90 days or more as to either principal or interest or when, in the opinion of management, the collection of principal and/or interest is in doubt. A loan remains in nonaccrual status until the loan is current as to payment of both principal and interest or past due less than 90 days and the borrower demonstrates the ability to pay and remain current. When cash payments are received, they are applied to principal first, then to accrued interest. It is the Company’s policy not to record interest income on nonaccrual loans until principal has become current.
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In certain instances, accruing loans that are past due 90 days or more as to principal or interest may not go on nonaccrual status if the Company determines that the loans are well-secured and are in the process of collection.
Allowance for Credit Losses
The ACL represents management’s best estimate of credit losses over the remaining life of the loan portfolio. Loans are charged-off against the ACL when management believes the loan balance is no longer collectible. Subsequent recoveries of previously charged-off amounts are recorded as increases to the ACL. The provision for credit losses is an amount sufficient to bring the ACL to an estimated balance that management considers adequate to absorb lifetime expected losses in the Company’s held-for-investment loan portfolio. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans.
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 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 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.
In applying future economic forecasts, the Company utilizes a forecast period of up to two years . The Company considers economic forecasts of inflation, national gross domestic product, and unemployment rates sourced from the Federal Open Market Committee’s “Summary of Economic Projections” to inform the model for future loss estimation.
Additionally, interest rate forecasts sourced from CME Group’s “FedWatch,” Wells Fargo’s “U.S. Economic Outlook,” and FHN Financial’s “Economic Forecast” publications are used for consideration of rate sensitivity in the model’s loan prepayment speed estimation. Historical loss rates used in the quantitative model are primarily derived using both the Bank’s data and peer bank data obtained from publicly available sources (i.e., federal call reports). 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 (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 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.
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Table of Contents
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.
Measurement of credit loss is based on the expected future cash flows of an individually evaluated loan, discounted at the loan’s effective interest rate, or measured on an observable market value, if one exists, or the estimated market value of the collateral underlying the loan, discounted to consider estimated costs to sell the collateral for collateral-dependent loans. If the net value is less than the loan’s amortized cost, a specific reserve in the ACL is recorded, which is charged-off in the period when management believes the loan balance is no longer collectible.
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 trends. 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. The underlying collateral can vary based upon the type of loan. The following provides more detail about the types of collateral that secure collateral-dependent loans:
● Commercial real estate and multifamily loans may be secured by either owner-occupied commercial real estate or non-owner-occupied investment commercial real estate. Typically, owner-occupied commercial real estate loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties occupied by operating companies. 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 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. Enterprise value is defined as imputed value for the entire underlying business. To determine an appropriate range of enterprise value, management relies on a standardized set of valuation methodologies that take into account future projected cash flows, market-based multiples, as well as asset values. Valuations involve both quantitative and qualitative considerations and professional judgments concerning differences in financial and operating characteristics in addition to other factors that may impact values over time.
● Residential real estate loans are typically secured by first mortgages, and in some cases could be secured by a second mortgage.
● Home equity lines of credit are generally secured by second mortgages on residential real estate property.
● Consumer loans are generally secured by boat and recreational vehicles, automobiles, solar panels and other personal property. Some consumer loans are unsecured, have no underlying collateral, and would not be considered collateral-dependent.
● Warehouse loans are primarily facility lines to non-bank mortgage origination companies. 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.
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Table of Contents
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. Changes in the current estimate of the ACL subsequent to acquisition from the estimated allowance previously recorded are recognized in the income statement as provision for credit losses or recoveries of credit losses in subsequent periods as they arise.
Evidence that purchased loans, measured at amortized cost, have more-than-insignificant deterioration in credit quality and therefore meet the PCD definition may include past-due status, non-accrual status, risk rating and other standard indicators (i.e., modification due to financial difficulty, charge-offs, bankruptcy).
In the ordinary course of business, the Company enters into commitments to extend credit. Such financial instruments are recorded in the consolidated financial statements when they are funded. The credit risk associated with these commitments is evaluated in a manner similar to the ACL on loans. The reserve for unfunded commitments is included in other liabilities on the consolidated balance sheets.
Loans consist of the following as of the dates stated:
June 30, 2026
December 31, 2025
Amount
Percent
Amount
Percent
(Dollars in thousands)
One-to-four-family residential
$
1,220,384
18.97
%
$
1,177,156
19.64
%
Home equity
165,906
2.58
%
152,602
2.55
%
Total residential real estate
1,386,290
21.55
%
1,329,758
22.19
%
Commercial real estate
2,121,527
32.98
%
1,924,043
32.09
%
Multi-family residential
567,722
8.82
%
517,527
8.63
%
Total commercial real estate
2,689,249
41.80
%
2,441,570
40.72
%
Construction and land development
765,659
11.90
%
730,573
12.19
%
Commercial and industrial
1,147,727
17.84
%
1,007,669
16.81
%
Total commercial
4,602,635
71.54
%
4,179,812
69.72
%
Consumer, net of premium/discount
226,783
3.53
%
203,497
3.40
%
Mortgage warehouse
217,657
3.38
%
280,949
4.69
%
Total loans
6,433,365
100.00
%
5,994,016
100.00
%
Deferred fees, net
( 10,471 )
( 7,876 )
Allowance for credit losses
( 82,088 )
( 87,411 )
Net loans
$
6,340,806
$
5,898,729
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.
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Table of Contents
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
Gross Loan
Premium (Discount)
Net Loan
(in thousands)
Student loans
$
4,668
$
34
$
4,702
Automobile loans
88,596
—
88,596
Solar panel loans
45,049
( 3,899 )
41,150
Home improvement loans
32,425
1
32,426
Total
$
170,738
$
( 3,864 )
$
166,874
December 31, 2025
Gross Loan
Premium (Discount)
Net Loan
(in thousands)
Student loans
$
5,421
$
34
$
5,455
Boat and RV loans
238
—
238
Automobile loans
75,560
—
75,560
Solar panel loans
49,077
( 4,667 )
44,410
Home improvement loans
35,845
( 13 )
35,832
Total
$
166,141
$
( 4,646 )
$
161,495
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:
June 30, 2026
30-59
60-89
90 Days or
Current
Days
Days
More Past Due
Total
Loans
Past Due
Past Due
Still Accruing
Nonaccrual
Loans
(in thousands)
Real estate loans:
One-to-four-family residential
$
1,214,305
$
319
$
2,797
$
—
$
2,963
$
1,220,384
Home equity
163,505
808
46
—
1,547
165,906
Commercial real estate
2,081,987
38,583
—
—
957
2,121,527
Multi-family residential
567,722
—
—
—
—
567,722
Construction and land development
765,659
—
—
—
—
765,659
Commercial and industrial
1,126,784
480
17
—
20,446
1,147,727
Consumer
220,516
3,305
1,214
—
1,748
226,783
Mortgage warehouse
217,657
—
—
—
—
217,657
Total
$
6,358,135
$
43,495
$
4,074
$
—
$
27,661
$
6,433,365
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Table of Contents
December 31, 2025
30-59
60-89
90 Days or
Current
Days
Days
More Past Due
Total
Loans
Past Due
Past Due
Still Accruing
Nonaccrual
Loans
(in thousands)
Real estate loans:
One-to-four-family residential
$
1,166,731
$
7,232
$
481
$
—
$
2,712
$
1,177,156
Home equity
150,413
445
385
—
1,359
152,602
Commercial real estate
1,923,108
80
—
—
855
1,924,043
Multi-family residential
517,527
—
—
—
—
517,527
Construction and land development
730,563
—
—
—
10
730,573
Commercial and industrial
895,662
73,225
2,531
—
36,251
1,007,669
Consumer
197,196
3,416
1,337
—
1,548
203,497
Mortgage Warehouse
280,949
—
—
—
—
280,949
Total
$
5,862,149
$
84,398
$
4,734
$
—
$
42,735
$
5,994,016
The following table presents the amortized cost of nonaccrual loans receivable by loan category as of the dates stated:
June 30, 2026
December 31, 2025
Nonaccrual
Nonaccrual
Total
Nonaccrual
Nonaccrual
Total
Loans with
Loans with
Nonaccrual
Loans with
Loans with
Nonaccrual
No ACL
an ACL
Loans
No ACL
an ACL
Loans
(In thousands)
Real estate loans:
One-to-four-family residential
$
2,963
$
—
$
2,963
$
2,712
$
—
$
2,712
Home equity
1,547
—
1,547
1,359
—
1,359
Commercial real estate
957
—
957
855
—
855
Construction and land development
—
—
—
10
—
10
Commercial and industrial
11,807
8,639
20,446
19,799
16,452
36,251
Consumer
1,748
—
1,748
1,548
—
1,548
Total
$
19,022
$
8,639
$
27,661
$
26,283
$
16,452
$
42,735
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
The Company utilizes a nine-grade internal rating system for all loans, except consumer loans, which are not risk rated, as follows:
Loans rated 1-5: Loans in these categories are considered “pass” rated loans with low to average risk.
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 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. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.
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Table of Contents
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 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 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 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)
Risk Rating
2026
2025
2024
2023
2022
Prior
Revolving Loans
Total
One-to-Four-Family Residential
Grade:
Pass
1-5
$
113,968
$
112,711
$
82,409
$
120,380
$
245,466
$
504,628
$
36,256
$
1,215,818
Special Mention
6
—
—
—
—
—
2,112
—
2,112
Substandard
7
—
—
—
—
—
2,326
128
2,454
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
113,968
$
112,711
$
82,409
$
120,380
$
245,466
$
509,066
$
36,384
$
1,220,384
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Home Equity
Grade:
Pass
1-5
$
—
$
—
$
515
$
245
$
—
$
655
$
162,944
$
164,359
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
109
124
—
450
864
1,547
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
—
$
—
$
624
$
369
$
—
$
1,105
$
163,808
$
165,906
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial Real Estate
Grade:
Pass
1-5
$
186,468
$
319,918
$
159,558
$
275,167
$
366,381
$
529,020
$
130,568
$
1,967,080
Special Mention
6
—
—
12,654
33,363
33,784
11,128
—
90,929
Substandard
7
—
—
739
—
1,212
61,567
—
63,518
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
186,468
$
319,918
$
172,951
$
308,530
$
401,377
$
601,715
$
130,568
$
2,121,527
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
10
$
—
$
10
Multi-Family
Grade:
Pass
1-5
$
23,818
$
52,857
$
16,978
$
133,466
$
204,987
$
134,322
$
1,294
$
567,722
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
23,818
$
52,857
$
16,978
$
133,466
$
204,987
$
134,322
$
1,294
$
567,722
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
18
Table of Contents
Term Loans Amortized Cost Basis by Origination Year (in thousands)
Risk Rating
2026
2025
2024
2023
2022
Prior
Revolving Loans
Total
Construction and Land Development
Grade:
Pass
1-5
$
55,072
$
109,613
$
217,867
$
190,108
$
11,223
$
18,385
$
158,603
$
760,871
Special Mention
6
—
—
—
—
4,788
—
—
4,788
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
55,072
$
109,613
$
217,867
$
190,108
$
16,011
$
18,385
$
158,603
$
765,659
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial and Industrial
Grade:
Pass
1-5
$
248,501
$
71,010
$
58,569
$
85,207
$
76,575
$
126,997
$
326,487
$
993,346
Special Mention
6
—
22,558
17
70,360
5,925
8,685
19,237
126,782
Substandard
7
—
—
429
4,256
9,220
8,049
5,636
27,590
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
9
—
—
9
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
248,501
$
93,568
$
59,015
$
159,823
$
91,729
$
143,731
$
351,360
$
1,147,727
Current period gross charge-offs
$
—
$
—
$
—
$
7
$
—
$
287
$
—
$
294
Consumer
Grade:
Pass
1-5
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
43,679
52,462
33,022
3,131
37,919
50,961
5,609
226,783
Total
$
43,679
$
52,462
$
33,022
$
3,131
$
37,919
$
50,961
$
5,609
$
226,783
Current period gross charge-offs
$
—
$
53
$
66
$
454
$
504
$
985
$
19
$
2,081
Mortgage Warehouse
Grade:
Pass
1-5
$
—
$
—
$
—
$
—
$
—
$
—
$
217,657
$
217,657
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
—
$
—
$
—
$
—
$
—
$
—
$
217,657
$
217,657
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Total Loans
Grade:
Pass
1-5
$
627,827
$
666,109
$
535,896
$
804,573
$
904,632
$
1,314,007
$
1,033,809
$
5,886,853
Special Mention
6
—
22,558
12,671
103,723
44,497
21,925
19,237
224,611
Substandard
7
—
—
1,277
4,380
10,432
72,392
6,628
95,109
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
9
—
—
9
Loans not formally risk rated (1)
43,679
52,462
33,022
3,131
37,919
50,961
5,609
226,783
Total
$
671,506
$
741,129
$
582,866
$
915,807
$
997,489
$
1,459,285
$
1,065,283
$
6,433,365
Current period gross charge-offs
$
—
$
53
$
66
$
461
$
504
$
1,282
$
19
$
2,385
(1) Consumer loans are not formally risk rated and included $ 1.7 million of loans on non-accrual as of June 30, 2026.
19
Table of Contents
The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of December 31, 2025. Also presented are current period gross charge-offs by loan type and vintage year for the three months ended December 31, 2025:
Term Loans Amortized Cost Basis by Origination Year (in thousands)
Risk Rating
2025
2024
2023
2022
2021
Prior
Revolving Loans
Total
One-to-Four-Family Residential
Grade:
Pass
1-5
$
109,894
$
99,901
$
133,211
$
252,202
$
230,200
$
310,541
$
38,849
$
1,174,798
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
239
1,983
136
2,358
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
109,894
$
99,901
$
133,211
$
252,202
$
230,439
$
312,524
$
38,985
$
1,177,156
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Home Equity
Grade:
Pass
1-5
$
—
$
481
$
245
$
—
$
—
$
919
$
149,598
$
151,243
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
62
125
—
—
—
1,172
1,359
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
—
$
543
$
370
$
—
$
—
$
919
$
150,770
$
152,602
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial Real Estate
Grade:
Pass
1-5
$
277,427
$
176,824
$
268,778
$
350,792
$
166,603
$
443,438
$
109,330
$
1,793,192
Special Mention
6
—
12,654
33,785
49,323
4,277
6,918
—
106,957
Substandard
7
—
—
—
457
—
23,437
—
23,894
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
277,427
$
189,478
$
302,563
$
400,572
$
170,880
$
473,793
$
109,330
$
1,924,043
Current period gross charge-offs
$
—
$
—
$
—
$
18
$
—
$
—
$
—
$
18
Multi-Family
Grade:
Pass
1-5
$
51,330
$
17,220
$
79,309
$
232,302
$
29,510
$
106,112
$
1,744
$
517,527
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
51,330
$
17,220
$
79,309
$
232,302
$
29,510
$
106,112
$
1,744
$
517,527
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Construction and Land Development
Grade:
Pass
1-5
$
95,751
$
212,670
$
256,764
$
13,536
$
16,138
$
3,466
$
99,857
$
698,182
Special Mention
6
—
—
—
32,381
—
—
—
32,381
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
10
—
10
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
95,751
$
212,670
$
256,764
$
45,917
$
16,138
$
3,476
$
99,857
$
730,573
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial and Industrial
Grade:
Pass
1-5
$
72,148
$
65,844
$
99,436
$
91,265
$
106,858
$
61,608
$
387,604
$
884,763
Special Mention
6
—
1,696
2,262
12,851
10,417
4,306
45,454
76,986
Substandard
7
9,500
—
2,437
13,835
4,878
8,776
6,389
45,815
Doubtful
8
—
—
—
105
—
—
—
105
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
81,648
$
67,540
$
104,135
$
118,056
$
122,153
$
74,690
$
439,447
$
1,007,669
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
3,762
$
—
$
3,762
20
Table of Contents
Term Loans Amortized Cost Basis by Origination Year (in thousands)
Risk Rating
2025
2024
2023
2022
2021
Prior
Revolving Loans
Total
Consumer
Grade:
Pass
1-5
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
56,733
40,589
3,775
41,676
36,574
20,694
3,456
203,497
Total
$
56,733
$
40,589
$
3,775
$
41,676
$
36,574
$
20,694
$
3,456
$
203,497
Current period gross charge-offs
$
144
$
—
$
43
$
732
$
374
$
24
$
7
$
1,324
Mortgage Warehouse
Grade:
Pass
1-5
$
—
$
—
$
—
$
—
$
—
$
—
$
280,949
$
280,949
Special Mention
6
—
—
—
—
—
—
—
—
Substandard
7
—
—
—
—
—
—
—
—
Doubtful
8
—
—
—
—
—
—
—
—
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
—
—
—
—
—
—
—
—
Total
$
—
$
—
$
—
$
—
$
—
$
—
$
280,949
$
280,949
Current period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Total Loans
Grade:
Pass
1-5
$
606,550
$
572,940
$
837,743
$
940,097
$
549,309
$
926,084
$
1,067,931
$
5,500,654
Special Mention
6
—
14,350
36,047
94,555
14,694
11,224
45,454
216,324
Substandard
7
9,500
62
2,562
14,292
5,117
34,196
7,697
73,426
Doubtful
8
—
—
—
105
—
10
—
115
Loss
9
—
—
—
—
—
—
—
—
Loans not formally risk rated (1)
56,733
40,589
3,775
41,676
36,574
20,694
3,456
203,497
Total
$
672,783
$
627,941
$
880,127
$
1,090,725
$
605,694
$
992,208
$
1,124,538
$
5,994,016
Current period gross charge-offs
$
144
$
—
$
43
$
750
$
374
$
3,786
$
7
$
5,104
(1) Consumer loans are not formally risk rated and included $ 1.5 million of loans on non-accrual as of December 31, 2025.
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 June 30, 2026
One-to-Four
Construction
Family
Commercial
and Land
Commercial and
Residential
Home Equity
Real Estate
Multi-Family
Development
Industrial
Consumer
Mortgage Warehouse
Unallocated
Total
(in thousands)
Balance at March 31, 2026
$
1,709
$
155
$
21,985
$
1,397
$
5,204
$
41,334
$
8,189
222
$
—
$
80,195
Provision for (release of) credit losses
—
( 6 )
659
( 150 )
906
( 1,788 )
3,443
( 70 )
—
2,994
Charge-offs
—
—
( 10 )
—
—
( 294 )
( 2,081 )
—
—
( 2,385 )
Recoveries of loans previously charged-off
—
—
—
—
—
1,188
96
—
—
1,284
Balance at June 30, 2026
$
1,709
$
149
$
22,634
$
1,247
$
6,110
$
40,440
$
9,647
$
152
$
—
$
82,088
For the Three Months Ended June 30, 2025
One-to-Four
Construction
Family
Commercial
and Land
Commercial and
Residential
Home Equity
Real Estate
Multi-Family
Development
Industrial
Consumer
Mortgage Warehouse
Unallocated
Total
(in thousands)
Balance at March 31, 2025
$
1,293
$
88
$
8,758
$
615
$
4,840
$
12,087
$
10,657
$
—
$
—
$
38,338
Provision for (release of) credit losses
( 5 )
3
400
( 77 )
2,313
2,216
( 606 )
—
—
4,244
Charge offs
—
—
—
—
—
—
( 1,190 )
—
—
( 1,190 )
Recoveries of loans previously charged off
—
—
923
—
—
12
274
—
—
1,209
Balance at June 30, 2025
$
1,288
$
91
$
10,081
$
538
$
7,153
$
14,315
$
9,135
$
—
$
—
$
42,601
For the Six Months Ended June 30, 2026
One-to-Four
Family
Commercial
Construction and
Commercial and
Residential
Home Equity
Real Estate
Multi-Family
Land Development
Industrial
Consumer
Mortgage Warehouse
Unallocated
Total
(in thousands)
Balance at December 31, 2025
$
1,703
$
152
$
21,599
$
1,188
$
5,050
$
49,599
$
7,895
225
$
—
$
87,411
Provision for (release of) credit losses
62
( 3 )
1,045
59
1,060
2,305
4,921
( 73 )
—
9,376
Charge offs
( 56 )
—
( 10 )
—
—
( 12,664 )
( 3,490 )
—
—
( 16,220 )
Recoveries of loans previously charged off
—
—
—
—
—
1,200
321
—
—
1,521
Balance at June 30, 2026
$
1,709
$
149
$
22,634
$
1,247
$
6,110
$
40,440
$
9,647
$
152
$
—
$
82,088
For the Six Months Ended June 30, 2025
One-to-Four
Family
Commercial
Construction and
Commercial and
Residential
Home Equity
Real Estate
Multi-Family
Land Development
Industrial
Consumer
Mortgage Warehouse
Unallocated
Total
(in thousands)
Balance at December 31, 2024
$
1,195
$
74
$
9,481
$
599
$
4,137
$
11,174
$
12,084
$
—
$
—
$
38,744
Provision for (release of) credit losses
93
17
( 323 )
( 61 )
3,016
3,117
( 668 )
—
—
5,191
Charge offs
—
—
—
—
—
—
( 2,748 )
—
—
( 2,748 )
Recoveries of loans previously charged off
—
—
923
—
—
24
467
—
—
1,414
Balance at June 30, 2025
$
1,288
$
91
$
10,081
$
538
$
7,153
$
14,315
$
9,135
$
—
$
—
$
42,601
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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 June 30, 2026 and December 31, 2025:
As of
June 30, 2026
December 31, 2025
(in thousands)
Real estate loans:
One-to-four-family residential
$
2,875
$
2,433
Home equity
1,498
1,338
Commercial real estate
58,886
19,057
Construction and land development
—
10
Commercial and industrial loans
52,472
62,986
Total
$
115,731
$
85,824
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 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
Amortized
% of Total Class of
Cost Basis
Financing Receivable
Financial Effect
(In thousands)
Interest rate reduction
Commercial real estate
$
4,421
0.2
%
P&I payment structure extended
Total
$
4,421
Six Months Ended June 30, 2026
Amortized
% of Total Class of
Cost Basis
Financing Receivable
Financial Effect
(In thousands)
Term extension and interest rate increase
Commercial real estate
$
7,367
0.3
%
Aggregated term loans, cash injection to pay down principal, P&I payment structure extended
Total
$
7,367
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:
June 30, 2026
December 31, 2025
(in thousands)
Balances not subject to amortization:
Goodwill
$
18,512
$
18,512
Balances subject to amortization:
Core deposit intangibles
17,519
19,303
Total goodwill and other intangibles (1)
$
36,031
$
37,815
(1) The goodwill recorded during December 31, 2025 relates to the acquisition of Provident.
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The changes in the carrying value of goodwill for the periods indicated were as follows:
For the Three Months Ended
For the Six Months Ended
June 30, 2026
June 30, 2026
(in thousands)
(in thousands)
Balance at beginning of year
$
18,512
$
18,512
Goodwill recorded during the year
—
—
Goodwill disposed of during the year
—
—
Balance at end of year
$
18,512
$
18,512
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:
June 30, 2026
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
(in thousands)
Core deposit intangible - Provident
$
18,800
$
2,136
$
16,664
Core deposit intangible - Century Cannabis
1,488
633
855
Total core deposit intangibles
$
20,288
$
2,769
$
17,519
December 31, 2025
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
(in thousands)
Core deposit intangible - Provident
18,800
$
428
$
18,372
Core deposit intangible - Century Cannabis
1,488
557
931
Total core deposit intangibles
$
20,288
$
985
$
19,303
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.
The Company performed its annual assessment for the banking business as of December 31, 2025. The assessment included a qualitative assessment which indicated that it was more likely than not that the fair value of the reporting unit exceeded the carrying value. 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 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. Management performs an assessment of the remaining useful lives of the Company’s intangible assets on a quarterly basis to determine if such lives remain appropriate.
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The estimated amortization expense for the remaining useful life of the Company’s other intangible assets is as follows (in thousands):
Year
2026
$
1,741
2027
3,183
2028
2,841
2029
2,499
2030
2,157
2031 and thereafter
5,098
$
17,519
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 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 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 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 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 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.
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Table of Contents
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.
LTIP . 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 June 30, 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 June 30, 2026 and 2025, respectively, and $ 320,000 and $ 324,000 for the six months ended June 30, 2026 and 2025, respectively.
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 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 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 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. The unallocated ESOP shares are pledged as collateral on the loan.
The Company accounts for its ESOP in accordance with FASB ASC 718-40, Compensation – Stock Compensation . Under this guidance, unreleased shares are deducted from shareholders’ equity as unearned ESOP shares on the accompanying consolidated balance sheets.
The Company recognizes compensation expense equal to the fair value of the ESOP shares during the periods in which they are committed to be released. To the extent that the fair value of the Company’s ESOP shares differs from the cost of such shares, the difference will be credited or debited to shareholders' equity.
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 $ 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.
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Table of Contents
The following table presents share information held by the ESOP:
As of
June 30, 2026
December 31, 2025
(Dollars in thousands)
Allocated shares
341,646
170,823
Shares committed to be released
84,709
170,823
Unallocated shares
2,990,103
3,074,812
Total shares
3,416,458
3,416,458
Fair value of unallocated shares
$
63,181
$
60,943
Stock-Based Compensation . On April 23, 2025, the shareholders of the Company approved the NB Bancorp, Inc. 2025 Equity Incentive Plan (“2025 Plan”). The 2025 Plan provides for the issuance of up to 5,987,802 shares of common stock pursuant to grants of restricted stock awards (“RSAs”), restricted stock units (“RSUs”), non-qualified stock options and incentive stock options, any or all of which can be granted with performance-based vesting conditions. Under the 2025 Plan, 1,708,229 shares may be issued as RSAs or RSUs, including those issued as performance shares and PSUs, and 4,270,573 shares may be issued upon the exercise of stock options. These shares may be awarded from the Company’s authorized but unissued shares. 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
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
1,568,084
$
17.36
—
$
—
Granted
—
—
1,284,525
16.41
Vested
( 256,899 )
16.41
—
—
Forfeited
( 27,961 )
16.41
—
—
Non-vested balance at end of period
1,283,224
$
17.57
1,284,525
$
16.41
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
1,284,525
$
16.41
—
$
—
Granted
283,559
21.64
1,284,525
16.41
Vested
( 256,899 )
16.41
—
—
Forfeited
( 27,961 )
16.41
—
—
Non-vested balance at end of period
1,283,224
$
17.57
1,284,525
$
16.41
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Table of Contents
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
Six Months Ended
June 30, 2026
June 30, 2025
(in thousands)
Stock-based compensation expense:
Restricted stock awards
$
1,737
$
3,180
$
787
$
787
Total stock-based compensation expense
$
1,737
$
3,180
$
787
$
787
Related tax benefits recognized in earnings
$
—
$
—
$
—
$
—
Note 7 – Fair Value Measurements
ASC 820-10, Fair Value Measurement – Overall (“ASC 820-10”) , provides a framework for measuring fair value under U.S. GAAP. This guidance also allows the Company the irrevocable option to elect fair value for the initial and subsequent measurement for certain financial assets and liabilities on a contract-by-contract basis.
In accordance with ASC 820-10 , the Company groups its financial assets and financial liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.
Level 1 – Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.
Level 2 – Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained from third party pricing services for identical or comparable assets or liabilities.
Level 3 – Valuations for assets and liabilities that are derived from other methodologies, including option pricing models, discounted cash flow models and similar techniques, and are not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets and liabilities.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
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 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. Treasuries), mortgage products and exchange traded equities. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. Level 2 securities would include U.S. agency securities, mortgage-backed agency securities, obligations of states and political subdivisions, and certain corporate, asset-backed and other securities. 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 a fair value by calculating a settlement termination value with the counterparty.
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Table of Contents
Assets measured and reported at estimated fair value on a recurring basis are summarized below:
June 30, 2026
Level 1
Level 2
Level 3
Fair Value
Assets:
(in thousands)
Available-for-sale debt securities:
U.S. Treasury securities
$
90,361
$
—
$
—
$
90,361
U.S. Government agencies
—
4,661
—
4,661
Agency mortgage-backed securities
—
94,284
—
94,284
Agency collateralized mortgage obligations
—
11,887
—
11,887
Corporate bonds
—
46,118
14,315
60,433
Municipal obligations
—
5,116
—
5,116
SBA securities
—
5,898
—
5,898
Total available-for-sale debt securities
$
90,361
$
167,964
$
14,315
$
272,640
Derivative assets
$
—
$
19,593
$
—
$
19,593
Liabilities:
Derivative liabilities
$
—
$
16,255
$
—
$
16,255
December 31, 2025
Level 1
Level 2
Level 3
Fair Value
Assets:
(in thousands)
Available-for-sale debt securities:
U.S. Treasury securities
$
95,783
$
—
$
—
$
95,783
U.S. Government agencies
—
9,212
—
9,212
Agency mortgage-backed securities
—
68,591
—
68,591
Agency collateralized mortgage obligations
—
12,237
—
12,237
Corporate bonds
—
55,664
14,221
69,885
Municipal obligations
—
6,524
—
6,524
SBA securities
—
6,727
—
6,727
Total available-for-sale debt securities
$
95,783
$
158,955
$
14,221
$
268,959
Derivative assets
$
—
$
23,578
$
—
$
23,578
Liabilities:
Derivative liabilities
$
—
$
22,279
$
—
$
22,279
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. GAAP. 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. 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 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.
The value of business equipment is based upon an outside appraisal if deemed significant or the net book value on the applicable borrower’s financial statements if not considered significant.
28
Table of Contents
Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (Level 3). Fair value adjustments are recorded in the period incurred as provision for credit losses on the consolidated statements of income.
Enterprise value is defined as imputed value for the entire underlying business. To determine an appropriate range of enterprise value, management relies on a standardized set of valuation methodologies that take into account future projected cash flows, market-based multiples, as well as asset values. Valuations involve both quantitative and qualitative considerations and professional judgments concerning differences in financial and operating characteristics in addition to other factors that may impact values over time (Level 3).
The Company had no liabilities measured at fair value on a non-recurring basis.
The following table summarizes assets measured at fair value on a non-recurring basis:
June 30, 2026
Level 1
Level 2
Level 3
Fair Value
(in thousands)
Collateral-dependent loans, net of reserve
$
—
$
—
$
84,056
$
84,056
December 31, 2025
Level 1
Level 2
Level 3
Fair Value
(in thousands)
Collateral-dependent loans, net of reserve
$
—
$
—
$
42,041
$
42,041
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:
Significant
Significant
Valuation
Observable
Unobservable
Technique
Inputs
Inputs
Collateral-dependent loans
Appraisal Value / Comparison Sales / Enterprise Value
Appraisals and/or sales of comparable properties or financial statements of the business
Appraisals discounted 5 % to 20 % for sales commission and other holding costs; Enterprise value discounts of assets, liabilities and equity; industry Earnings Before Interest, Taxes, Depreciation and Amortization multiples
ASC Topic 825, Financial Instruments (ASC 825) , requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring or non-recurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or non-recurring basis are discussed above.
ASC 825 requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. 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 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.
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Table of Contents
The following tables present the estimated fair values, related carrying amounts, and valuation level of the financial instruments as of the dates stated:
June 30, 2026
Carrying
Fair
Amount
Value
Level 1
Level 2
Level 3
(In thousands)
Financial Assets:
Cash and cash equivalents
$
400,154
$
400,154
$
400,154
$
—
$
—
Loans held for sale, at fair value
59,927
59,927
59,927
—
—
Loans receivable, net
6,340,806
6,410,858
—
—
6,410,858
Accrued interest receivable
28,898
28,898
28,898
—
—
Non-public investments
42,029
42,029
—
23,730
18,299
BOLI
97,370
97,370
—
97,370
—
Financial Liabilities:
Deposits, other than time deposits
$
3,586,545
$
3,586,545
$
3,586,545
$
—
$
—
Time deposits
2,733,545
2,730,790
—
2,730,790
—
FHLB borrowings
181,247
177,513
—
177,513
—
December 31, 2025
Carrying
Fair
Amount
Value
Level 1
Level 2
Level 3
(In thousands)
Financial Assets:
Cash and cash equivalents
$
407,854
$
407,854
$
407,854
$
—
$
—
Loans held for sale, at fair value
66,447
66,447
66,447
—
—
Loans receivable, net
5,898,729
5,893,652
—
—
5,893,652
Accrued interest receivable
25,390
25,390
25,390
—
—
Non-public investments
33,740
33,740
—
16,594
17,146
BOLI
104,335
104,335
—
104,335
—
Financial Liabilities:
Deposits, other than time deposits
$
3,348,901
$
3,348,901
$
3,348,901
$
—
$
—
Time deposits
2,504,891
2,506,499
—
2,506,499
—
FHLB borrowings
196,235
191,970
—
191,970
—
Note 8 – Commitments and Contingencies
The Company is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to originate loans, to disburse funds to borrowers on unused construction and land development loans, and to disburse funds on committed but unused lines of credit.
These financial agreements involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The contract amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments.
Commitments to originate loans and disburse additional funds to borrowers on lines of credit are agreements to lend to a customer provided there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the borrower.
The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for loan commitments, is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. The commitments to originate loans and lines of credit may expire without being funded or drawn upon; therefore, the total commitment amounts do not necessarily represent future cash requirements.
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Standby letters of credit are conditional commitments issued by the Company to guarantee the performance by a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. 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. If a letter of credit is drawn upon, the Company may seek recourse through the customer’s underlying line of credit. If the customer’s line of credit is also in default, the Company may take possession of the collateral, if any, securing the line of credit.
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:
As of
June 30, 2026
December 31, 2025
(In thousands)
Commitments to originate loans
$
16,668
$
45,391
Unadvanced funds on lines of credit
816,140
742,375
Unadvanced funds on construction loans
389,567
409,180
Unadvanced funds on mortgage warehouse loans
509,538
287,655
Letters of credit
7,595
9,013
$
1,739,508
$
1,493,614
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 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. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments.
Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates.
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. 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. The amounts relating to the notional principal amount are not actually exchanged.
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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.
June 30, 2026
Weighted Average Rate
Notional
Weighted Average
Current Rate
Current Rate
Fair Value
Amount
Maturity
Paid
Received
Asset (Liability) (1)
(in thousands)
(in years)
(in thousands)
Interest rate swaps
$
300,000
2.5
3.63
%
3.44
%
$
( 3,328 )
Total
$
300,000
$
( 3,328 )
December 31, 2025
Weighted Average Rate
Notional
Weighted Average
Current Rate
Current Rate
Fair Value
Amount
Maturity
Paid
Received
Asset (Liability) (1)
(in thousands)
(in years)
(in thousands)
Interest rate swaps
$
300,000
3.5
3.87
%
3.44
%
$
1,284
Total
$
300,000
$
1,284
(1) Asset balances are recorded in prepaid expenses and other assets on the consolidated balance sheets. Liability balances are recorded in accrued expenses and other liabilities on the consolidated balance sheets.
The maximum length of time over which the Company is currently hedging its exposure to the variability in future cash flows for forecasted transactions related to the payment of variable interest on existing financial instruments is 3 years . Included in the table above is a forward-starting interest rate swap with a notional amount of $ 150 million, which does not begin exchanging cash flows until the third quarter of 2026 and carries a 3-year term during the swap period.
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 $ 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 . 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.
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The interest rate swap is transacted such that any and all exchanges of interest payments (favorable and unfavorable) are made between the lead bank and the customer. In the event that an early termination of the swap occurs, and the customer is unable to make a required close out payment, the participating bank assumes that obligation and is required to make this payment. RPAs where the Company acts as the lead bank are referred to as “participations-out,” in reference to the credit risk associated with the customer derivatives being transferred out of the Company. Participations-out generally occur concurrently with the sale of new customer derivatives. RPAs where the Company acts as the participating bank are referred to as “participations-in,” in reference to the credit risk associated with the counterparty’s derivatives being assumed by the Company. The Company’s maximum credit exposure is based on its proportionate share of the settlement amount of the referenced interest rate swap. Settlement amounts are generally calculated based on the fair value of the swap plus outstanding accrued interest receivable from the customer.
The table below presents the number of positions and total notional amount of non-designated hedges and RPAs as of the dates stated:
Total
June 30, 2026
Number of Positions
Notional
Derivatives not designated as hedging instruments:
(in thousands)
Interest rate products
75
$
523,758
RPA credit contracts
17
44,496
Total derivatives not designated as hedging instruments
$
568,254
Total
December 31, 2025
Number of Positions
Notional
Derivatives not designated as hedging instruments:
(in thousands)
Interest rate products
75
$
532,972
RPA credit contracts
17
44,634
Total derivatives not designated as hedging instruments
$
577,606
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:
Derivative
Derivative
Assets (1)
Liabilities (2)
June 30, 2026
(in thousands)
Derivatives not designated as hedging instruments:
Interest rate products
$
19,593
$
19,593
RPA credit contracts
—
—
Total derivatives not designated as hedging instruments
$
19,593
$
19,593
December 31, 2025
Derivatives not designated as hedging instruments:
Interest rate products
$
22,294
$
22,294
RPA credit contracts
—
1
Total derivatives not designated as hedging instruments
$
22,294
$
22,295
(1) Recorded in prepaid expenses and other assets on the consolidated balance sheets.
(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 $ 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.
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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 June 30, 2026 and December 31, 2025.
Note 10 – Other Comprehensive Income (Loss)
U.S. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income. Although certain changes in assets and liabilities are reported as a separate component of the shareholders' equity section of the consolidated balance sheets, such items, along with net income, are components of comprehensive income (loss).
The components of other comprehensive income (loss) and related tax effects are as follows for the periods indicated:
For the Three Months Ended
June 30, 2026
June 30, 2025
(In thousands)
Tax
Tax
Pre-Tax
(Expense)
After-Tax
Pre-Tax
(Expense)
After-Tax
Amount
Benefit
Amount
Amount
Benefit
Amount
Change in fair value of available-for-sale securities
$
( 528 )
$
162
$
( 366 )
$
407
$
( 84 )
$
323
Net change in fair value of available-for-sale securities
( 528 )
162
( 366 )
407
( 84 )
323
Change in fair value of cash flow hedges
( 2,617 )
654
( 1,963 )
—
—
—
Change in fair value of cash flow hedge, net of tax
( 2,617 )
654
( 1,963 )
—
—
—
Total other comprehensive income (loss)
$
( 3,145 )
$
816
$
( 2,329 )
$
407
$
( 84 )
$
323
For the Six Months Ended
June 30, 2026
June 30, 2025
(In thousands)
Tax
Tax
Pre-Tax
(Expense)
After-Tax
Pre-Tax
(Expense)
After-Tax
Amount
Benefit
Amount
Amount
Benefit
Amount
Change in fair value of available-for-sale securities
$
( 1,859 )
$
492
$
( 1,367 )
$
2,698
$
( 673 )
$
2,025
Net change in fair value of available-for-sale securities
( 1,859 )
492
( 1,367 )
2,698
( 673 )
2,025
Change in fair value of cash flow hedge
( 4,612 )
1,153
( 3,459 )
—
—
—
Net change in fair value of cash flow hedge, net of tax
( 4,612 )
1,153
( 3,459 )
—
—
—
Total other comprehensive income (loss)
$
( 6,471 )
$
1,645
$
( 4,826 )
$
2,698
$
( 673 )
$
2,025
The following table presents the components of accumulated other comprehensive loss as of June 30, 2026 and December 31, 2025:
As of
June 30, 2026
December 31, 2025
(In thousands)
Net unrealized holding losses on available-for-sale securities, net of tax
$
( 4,004 )
$
( 2,637 )
Net unrealized (loss) gain on cash flow hedge, net of tax
( 2,496 )
964
Unrecognized director pension plan benefits, net of tax
( 1,462 )
( 1,463 )
Total accumulated other comprehensive loss
$
( 7,962 )
$
( 3,136 )
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Note 11 – Regulatory Capital Requirements
The Company is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements.
Under regulatory capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. 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 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 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 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:
To be well capitalized
For minimum capital
under prompt corrective
Actual
adequacy purposes
action provisions
Amount
Ratio
Amount
Ratio
Amount
Ratio
June 30, 2026
(in thousands)
Total Capital
$
835,700
12.3 %
$
542,889
8.0 %
$
678,611
10.0 %
(to Risk-Weighted Assets)
Tier 1 Capital
780,567
11.5 %
407,167
6.0 %
542,889
8.0 %
(to Risk-Weighted Assets)
Common Equity Tier I Capital
780,567
11.5 %
305,375
4.5 %
441,097
6.5 %
(to Risk-Weighted Assets)
Tier 1 Capital
780,567
10.9 %
286,834
4.0 %
358,543
5.0 %
(to Total Average Assets)
To be well capitalized
For minimum capital
under prompt corrective
Actual
adequacy purposes
action provisions
Amount
Ratio
Amount
Ratio
Amount
Ratio
December 31, 2025
(in thousands)
Total Capital
$
791,298
12.4 %
$
511,589
8.0 %
$
639,486
10.0 %
(to Risk-Weighted Assets)
Tier 1 Capital
742,881
11.6 %
383,692
6.0 %
511,589
8.0 %
(to Risk-Weighted Assets)
Common Equity Tier I Capital
742,881
11.6 %
287,769
4.5 %
415,666
6.5 %
(to Risk-Weighted Assets)
Tier 1 Capital
742,881
12.2 %
244,395
4.0 %
305,494
5.0 %
(to Total Average Assets)
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The Company’s actual consolidated capital amounts and ratios are presented in the tables below as of the date indicated:
To be well capitalized
For minimum capital
under prompt corrective
Actual
adequacy purposes
action provisions
Amount
Ratio
Amount
Ratio
Amount
Ratio
June 30, 2026
(in thousands)
Total Capital
$
867,074
12.8 %
$
543,588
8.0 %
$
679,485
10.0 %
(to Risk-Weighted Assets)
Tier 1 Capital
811,941
11.9 %
407,691
6.0 %
543,588
8.0 %
(to Risk-Weighted Assets)
Common Equity Tier I Capital
811,941
11.9 %
305,768
4.5 %
441,665
6.5 %
(to Risk-Weighted Assets)
Tier 1 Capital
811,941
11.3 %
288,343
4.0 %
360,429
5.0 %
(to Total Average Assets)
To be well capitalized
For minimum capital
under prompt corrective
Actual
adequacy purposes
action provisions
Amount
Ratio
Amount
Ratio
Amount
Ratio
December 31, 2025
(in thousands)
Total Capital
$
871,043
13.6 %
$
512,904
8.0 %
$
641,130
10.0 %
(to Risk-Weighted Assets)
Tier 1 Capital
822,626
12.8 %
384,678
6.0 %
512,904
8.0 %
(to Risk-Weighted Assets)
Common Equity Tier I Capital
822,626
12.8 %
288,508
4.5 %
416,734
6.5 %
(to Risk-Weighted Assets)
Tier 1 Capital
822,626
13.3 %
247,709
4.0 %
309,636
5.0 %
(to Total Average Assets)
Note 12 – Earnings Per Share (“EPS”)
Basic EPS represents net income available to common shareholders divided by the weighted-average number of common shares outstanding during the period.
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.
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The table below sets forth our earnings per share for the periods indicated:
For the Three Months Ended
For the Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
(Dollars in thousands, except per share data)
Net income applicable to common shares
$
21,123
$
14,579
$
36,107
$
27,234
Average number of common shares outstanding
44,144,063
41,396,960
44,309,997
41,396,960
Less: average unallocated ESOP shares
( 3,074,812 )
( 3,245,635 )
( 3,074,347 )
( 3,245,635 )
Less: average unvested restricted stock awards
( 1,376,111 )
( 959,865 )
( 1,354,391 )
( 482,584 )
Average number of common shares outstanding used to calculate basic EPS
39,693,140
37,191,460
39,881,259
37,668,741
Common stock equivalents
307,165
358,949
379,210
179,474
Average number of common shares outstanding used to calculate diluted EPS
40,000,305
37,550,409
40,260,469
37,848,215
Earnings per common share - basic
$
0.53
$
0.39
$
0.91
$
0.72
Earnings per common share - diluted
$
0.53
$
0.39
$
0.90
$
0.72
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.