NB Bancorp, Inc. 10-Q

Item 1. Financial Statements ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NB Bancorp, Inc. Consolidated Balance Sheets March 31, 2025 (Unaudited) and December 31, 2024 (in thousands except share and per share data) ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ December 31, 2024 Assets ​ ​ ​ ​ ​ ​ Cash and due from banks ​ $ 201,140 ​ $ 211,166 Federal funds sold ​ ​ 112,306 ​ ​ 152,689 Total cash and cash equivalents ​ ​ 313,446 ​ ​ 363,855 ​ ​ ​ ​ ​ ​ ​ Available-for-sale securities, at fair value ​ ​ 234,680 ​ ​ 228,205 ​ ​ ​ ​ ​ ​ ​ Loans receivable, net of deferred fees ​ ​ 4,464,500 ​ ​ 4,333,152 Allowance for credit losses ​ ​ ( 38,338 ) ​ ​ ( 38,744 ) Net loans ​ ​ 4,426,162 ​ ​ 4,294,408 ​ ​ ​ ​ ​ ​ ​ Accrued interest receivable ​ ​ 19,533 ​ ​ 19,685 Banking premises and equipment, net ​ ​ 34,069 ​ ​ 34,654 Non-public investments ​ ​ 24,710 ​ ​ 24,364 Bank-owned life insurance ("BOLI") ​ ​ 103,688 ​ ​ 102,785 Prepaid expenses and other assets ​ ​ 56,150 ​ ​ 59,482 Deferred income tax asset, net ​ ​ 29,719 ​ ​ 30,299 Total assets ​ $ 5,242,157 ​ $ 5,157,737 ​ ​ ​ ​ ​ ​ ​ Liabilities and shareholders' equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ ​ ​ ​ ​ ​ Core deposits ​ $ 4,017,378 ​ $ 3,867,846 Brokered deposits ​ ​ 309,239 ​ ​ 309,806 Total deposits ​ ​ 4,326,617 ​ ​ 4,177,652 Mortgagors' escrow accounts ​ ​ 4,464 ​ ​ 4,549 FHLB borrowings ​ ​ 90,835 ​ ​ 120,835 Accrued expenses and other liabilities ​ ​ 60,344 ​ ​ 65,708 Accrued retirement liabilities ​ ​ 20,286 ​ ​ 23,826 Total liabilities ​ ​ 4,502,546 ​ ​ 4,392,570 ​ ​ ​ ​ ​ ​ ​ 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; 40,570,443 and 42,705,729 ​ ​ ​ ​ ​ ​ shares issued and outstanding at March 31, 2025 and December 31, 2024 respectively ​ ​ 406 ​ ​ 427 Additional paid-in capital ​ ​ 376,773 ​ ​ 417,247 Unallocated common shares held by the Employee Stock Ownership Plan ("ESOP") ​ ​ ( 44,231 ) ​ ​ ( 44,813 ) Retained earnings ​ ​ 413,128 ​ ​ 400,473 Accumulated other comprehensive loss ​ ​ ( 6,465 ) ​ ​ ( 8,167 ) Total shareholders' equity ​ ​ 739,611 ​ ​ 765,167 Total liabilities and shareholders' equity ​ $ 5,242,157 ​ $ 5,157,737 ​ The accompanying notes are an integral part of these unaudited consolidated financial statements. ​ 1 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ NB Bancorp, Inc. Consolidated Statements of Income (Unaudited - Dollars in thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ ​ March 31, ​ ​ 2025 2024 INTEREST AND DIVIDEND INCOME ​ ​ ​ ​ ​ ​ ​ Interest and fees on loans ​ $ 71,440 ​ $ 64,000 ​ Interest on securities ​ ​ 2,290 ​ ​ 1,279 ​ Interest and dividends on cash equivalents and other ​ ​ 3,121 ​ ​ 2,914 ​ Total interest and dividend income ​ ​ 76,851 ​ ​ 68,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ INTEREST EXPENSE ​ ​ ​ ​ ​ ​ ​ Interest on deposits ​ ​ 32,239 ​ ​ 28,217 ​ Interest on borrowings ​ ​ 1,086 ​ ​ 1,343 ​ Total interest expense ​ ​ 33,325 ​ ​ 29,560 ​ ​ ​ ​ ​ ​ ​ ​ ​ NET INTEREST INCOME ​ ​ 43,526 ​ ​ 38,633 ​ ​ ​ ​ ​ ​ ​ ​ ​ PROVISION FOR CREDIT LOSSES ​ ​ ​ ​ ​ ​ ​ Provision for credit losses - loans ​ ​ 947 ​ ​ 3,890 ​ Provision for credit losses - unfunded commitments ​ ​ 211 ​ ​ 539 ​ Total provision for credit losses ​ ​ 1,158 ​ ​ 4,429 ​ ​ ​ ​ ​ ​ ​ ​ ​ NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES ​ ​ 42,368 ​ ​ 34,204 ​ ​ ​ ​ ​ ​ ​ ​ ​ NONINTEREST INCOME ​ ​ ​ ​ ​ ​ ​ Customer service fees ​ ​ 2,558 ​ ​ 1,880 ​ Increase in cash surrender value of BOLI ​ ​ 1,031 ​ ​ 401 ​ Mortgage banking income ​ ​ 176 ​ ​ 110 ​ Swap contract income ​ ​ 88 ​ ​ 487 ​ Other income ​ ​ 8 ​ ​ 623 ​ Total noninterest income ​ ​ 3,861 ​ ​ 3,501 ​ ​ ​ ​ ​ ​ ​ ​ ​ NONINTEREST EXPENSE ​ ​ ​ ​ ​ ​ ​ Salaries and employee benefits ​ ​ 19,149 ​ ​ 17,560 ​ Director and professional service fees ​ ​ 2,148 ​ ​ 1,908 ​ Occupancy and equipment expenses ​ ​ 1,580 ​ ​ 1,336 ​ Data processing expenses ​ ​ 2,765 ​ ​ 1,995 ​ Marketing and charitable contribution expenses ​ ​ 846 ​ ​ 742 ​ FDIC and state insurance assessments ​ ​ 813 ​ ​ 361 ​ General and administrative expenses ​ ​ 1,359 ​ ​ 1,663 ​ Total noninterest expense ​ ​ 28,660 ​ ​ 25,565 ​ ​ ​ ​ ​ ​ ​ ​ ​ INCOME BEFORE TAXES ​ ​ 17,569 ​ ​ 12,140 ​ ​ ​ ​ ​ ​ ​ ​ ​ INCOME TAX EXPENSE ​ ​ 4,914 ​ ​ 3,439 ​ ​ ​ ​ ​ ​ ​ ​ ​ NET INCOME ​ $ 12,655 ​ $ 8,701 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding, basic ​ ​ 38,755,746 ​ ​ 39,689,644 ​ Weighted average common shares outstanding, diluted ​ ​ 38,755,746 ​ ​ 39,689,644 ​ Earnings per share, basic ​ $ 0.33 ​ $ 0.22 ​ Earnings per share, diluted ​ $ 0.33 ​ $ 0.22 ​ ​ The accompanying notes are an integral part of these unaudited consolidated financial statements. ​ ​ ​ 2 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ NB Bancorp, Inc. Consolidated Statements of Comprehensive Income (Unaudited - Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 NET INCOME ​ $ 12,655 ​ $ 8,701 ​ ​ ​ ​ ​ ​ ​ OTHER COMPREHENSIVE INCOME, NET OF TAX: ​ ​ ​ ​ ​ ​ Net change in fair value of available-for-sale securities ​ ​ 1,702 ​ ​ 212 TOTAL OTHER COMPREHENSIVE INCOME, NET OF TAX: ​ ​ 1,702 ​ ​ 212 TOTAL COMPREHENSIVE INCOME, NET OF TAX ​ $ 14,357 ​ $ 8,913 ​ ​ The accompanying notes are an integral part of these unaudited consolidated financial statements. ​ ​ ​ ​ ​ 3 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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, December 31, 2023 ​ 42,705,729 $ 427 $ 417,030 $ ( 13,774 ) $ 366,173 $ ( 11,897 ) ​ $ 757,959 Net income ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 8,701 ​ ​ — ​ ​ 8,701 Other comprehensive income, net of tax ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 212 ​ ​ 212 Costs from stock offering and issuance of common shares ​ — ​ ​ — ​ ​ ( 225 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 225 ) Purchase of common shares held by ESOP ( 2,416,458 shares) ​ — ​ ​ — ​ ​ — ​ ​ ( 33,397 ) ​ ​ — ​ ​ — ​ ​ ( 33,397 ) ESOP shares committed to be released ( 42,121 shares) ​ — ​ ​ — ​ ​ 7 ​ ​ 581 ​ ​ — ​ ​ — ​ ​ 588 Balance, March 31, 2024 ​ 42,705,729 ​ $ 427 ​ $ 416,812 ​ $ ( 46,590 ) ​ $ 374,874 ​ $ ( 11,685 ) ​ $ 733,838 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, December 31, 2024 42,705,729 $ 427 $ 417,247 $ ( 44,813 ) $ 400,473 $ ( 8,167 ) $ 765,167 Net income ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 12,655 ​ ​ — ​ ​ 12,655 Other comprehensive income, net of tax ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,702 ​ ​ 1,702 Repurchase of common shares under share repurchase plan ( 2,135,286 shares) ​ ( 2,135,286 ) ​ ​ ( 21 ) ​ ​ ( 40,675 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 40,696 ) ESOP shares committed to be released ( 42,121 shares) ​ — ​ ​ — ​ ​ 201 ​ ​ 582 ​ ​ — ​ ​ — ​ ​ 783 Balance, March 31, 2025 ​ 40,570,443 ​ $ 406 ​ $ 376,773 ​ $ ( 44,231 ) ​ $ 413,128 ​ $ ( 6,465 ) ​ $ 739,611 ​ The accompanying notes are an integral part of these unaudited consolidated financial statements. ​ ​ 4 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ NB Bancorp, Inc. Consolidated Statements of Cash Flows (Unaudited - Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM OPERATING ACTIVITIES ​ ​ ​ ​ ​ ​ Net income ​ $ 12,655 ​ $ 8,701 Adjustments to reconcile net income to net cash from operating activities: ​ ​ ​ ​ ​ ​ Net amortization (accretion) of available-for-sale securities ​ ​ 41 ​ ​ ( 45 ) Amortization of core deposit intangible ​ ​ 37 ​ ​ 37 Provision for credit losses ​ ​ 1,158 ​ ​ 4,429 Loan hedge fair value adjustments, net ​ ​ 39 ​ ​ 27 Change in net deferred loan origination fees ​ ​ 233 ​ ​ 261 Mortgage loans originated for sale ​ ​ ( 340 ) ​ ​ — Proceeds from sale of mortgage loans held for sale ​ ​ 1,384 ​ ​ — Gain on sale of mortgage loans ​ ​ ( 27 ) ​ ​ — Depreciation and amortization expense ​ ​ 693 ​ ​ 695 Gain from BOLI death benefit ​ ​ ( 25 ) ​ ​ — Increase in cash surrender values of BOLI ​ ​ ( 1,006 ) ​ ​ ( 401 ) Deferred income tax benefit ​ ​ ( 9 ) ​ ​ ( 9 ) ESOP expense ​ ​ 783 ​ ​ 588 Changes in operating assets and liabilities: ​ ​ ​ ​ ​ ​ Accrued interest receivable ​ ​ 152 ​ ​ ( 559 ) Prepaid expenses and other assets ​ ​ 3,295 ​ ​ ( 3,045 ) Accrued expenses and other liabilities ​ ​ ( 5,575 ) ​ ​ ( 22,040 ) Accrued retirement liabilities ​ ​ ( 3,540 ) ​ ​ ( 46 ) ​ ​ ​ ​ ​ ​ ​ NET CASH (PROVIDED BY) USED IN OPERATING ACTIVITIES ​ ​ 9,948 ​ ​ ( 11,407 ) ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM INVESTING ACTIVITIES ​ ​ ​ ​ ​ ​ Loan originations and purchases, net of repayments ​ ​ ( 134,195 ) ​ ​ ( 67,574 ) Purchases of available-for-sale securities ​ ​ ( 12,808 ) ​ ​ ( 23,860 ) Proceeds from maturities, calls and paydowns of available-for-sale securities ​ ​ 8,583 ​ ​ 6,496 Recoveries of loans previously charged off ​ ​ 205 ​ ​ 136 Net change in non-public investments ​ ​ ( 346 ) ​ ​ 10,438 Proceeds from BOLI death benefit ​ ​ 128 ​ ​ — Purchases of banking premises and equipment ​ ​ ( 108 ) ​ ​ ( 270 ) ​ ​ ​ ​ ​ ​ ​ NET CASH USED IN INVESTING ACTIVITIES ​ ​ ( 138,541 ) ​ ​ ( 74,634 ) ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM FINANCING ACTIVITIES ​ ​ ​ ​ ​ ​ Net change in deposits ​ ​ 148,965 ​ ​ 384,533 Net costs from stock offering and issuance of common shares ​ ​ — ​ ​ ( 225 ) Purchase of common shares held by ESOP ​ ​ — ​ ​ ( 33,397 ) Repurchase of common shares under share repurchase plan ​ ​ ( 40,696 ) ​ ​ — Net change in mortgagors' escrow accounts ​ ​ ( 85 ) ​ ​ 71 Decrease in FHLB borrowings, net ​ ​ ( 30,000 ) ​ ​ ( 222,501 ) ​ ​ ​ ​ ​ ​ ​ NET CASH PROVIDED BY FINANCING ACTIVITIES ​ ​ 78,184 ​ ​ 128,481 ​ ​ ​ ​ ​ ​ ​ NET CHANGE IN CASH AND CASH EQUIVALENTS ​ ​ ( 50,409 ) ​ ​ 42,440 ​ ​ ​ ​ ​ ​ ​ CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ​ ​ 363,855 ​ ​ 272,591 ​ ​ ​ ​ ​ ​ ​ CASH AND CASH EQUIVALENTS AT END OF PERIOD ​ $ 313,446 ​ $ 315,031 ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of cash paid during the period for: ​ ​ ​ ​ ​ ​ Interest ​ $ 36,621 ​ $ 30,334 Income taxes ​ ​ 2,150 ​ ​ 2,020 ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of non-cash transactions: ​ ​ ​ ​ ​ ​ Unrealized gains on available-for-sale securities ​ $ 2,291 ​ $ 295 Mortgage loans transferred to loans held for sale ​ ​ 1,017 ​ ​ — ​ The accompanying notes are an integral part of these unaudited consolidated financial statements. ​ ​ ​ 5 Table of Contents 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”) (referred to herein as the “Company," “we,” “us,” or “our”), is a bank holding company. Through its wholly-owned subsidiary, Needham Bank (the “Bank”), the Company provides a variety of banking services, through its full-service bank branches, located primarily in eastern Massachusetts. ​ The activities of the Company are subject to the regulatory supervision of the Board of Governors of the Federal Reserve System. The activities of the Bank are subject to the regulatory supervision of the Massachusetts Commissioner of Banks and the Federal Deposit Insurance Corporation (“FDIC”). The Company and the activities of the Bank and its subsidiaries are also subject to various Massachusetts business and banking-related regulations. ​ 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, Inc., 1892 Investments LLC and Eaton Square Realty LLC. All intercompany accounts and transactions have been eliminated in consolidation. ​ Certain amounts, previously reported, have been reclassified to state all periods on a comparable basis and had no effect on shareholders’ equity or net income. ​ The accompanying Consolidated Balance Sheet as of March 31, 2025, the Consolidated Statements of Income, of Comprehensive Income, of Changes in Shareholders’ Equity and of Cash Flows for the three months ended March 31, 2025 and 2024 are unaudited. The Consolidated Balance Sheet as of December 31, 2024 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, 2024, 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 months ended March 31, 2025 are not necessarily indicative of results to be expected for the year ending December 31, 2025, 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 elected 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. ​ 6 Table of Contents 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. ​ ​ Note 2 – Summary of Significant Accounting Policies ​ Use of Estimates ​ In preparing the Consolidated Financial Statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheets and income and expenses for the periods reported. Actual results could differ from those estimates based on changing conditions, including economic conditions and future events. Material estimates that are particularly susceptible to change relate to the determination of the allowance for credit losses, valuation and fair value measurements, the liabilities for benefit obligations (particularly pensions) and the provision for income taxes. ​ Recent Accounting Pronouncements ​ Relevant standards that were recently issued but not yet adopted as of March 31, 2025: ​ 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 20240-03 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. In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to improve the transparency of income tax disclosures. The amendments are effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company does not expect the adoption of ASU 2023-09 to have a material effect on its consolidated financial statements. 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. 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. ​ 7 Table of Contents 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 March 31, 2025 ​ (in thousands) Available-for-Sale Debt Securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Treasury securities ​ $ 72,396 ​ $ 214 ​ $ ( 279 ) ​ $ — ​ $ 72,331 U.S. Government agencies ​ ​ 9,003 ​ ​ 7 ​ ​ — ​ ​ — ​ ​ 9,010 Agency mortgage-backed securities ​ ​ 44,973 ​ ​ 31 ​ ​ ( 2,216 ) ​ ​ — ​ ​ 42,788 Agency collateralized mortgage obligations ​ ​ 10,463 ​ ​ 133 ​ ​ ( 177 ) ​ ​ — ​ ​ 10,419 Corporate bonds ​ ​ 91,711 ​ ​ 176 ​ ​ ( 5,269 ) ​ ​ — ​ ​ 86,618 Municipal obligations ​ ​ 7,592 ​ ​ — ​ ​ ( 219 ) ​ ​ — ​ ​ 7,373 SBA securities ​ ​ 6,205 ​ ​ — ​ ​ ( 64 ) ​ ​ — ​ ​ 6,141 Total ​ $ 242,343 ​ $ 561 ​ $ ( 8,224 ) ​ $ — ​ $ 234,680 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Allowance for ​ ​ ​ ​ Cost Gain Loss ​ Credit Losses Fair Value December 31, 2024 ​ (in thousands) Available-for-Sale Debt Securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Treasury securities ​ $ 69,469 ​ $ 104 ​ $ ( 489 ) ​ $ — ​ $ 69,084 U.S. Government agencies ​ ​ 9,005 ​ ​ 9 ​ ​ ( 7 ) ​ ​ — ​ ​ 9,007 Agency mortgage-backed securities ​ ​ 42,083 ​ ​ — ​ ​ ( 2,899 ) ​ ​ — ​ ​ 39,184 Agency collateralized mortgage obligations ​ ​ 10,993 ​ ​ 147 ​ ​ ( 307 ) ​ ​ — ​ ​ 10,833 Corporate bonds ​ ​ 90,219 ​ ​ 163 ​ ​ ( 6,337 ) ​ ​ — ​ ​ 84,045 Municipal obligations ​ ​ 10,092 ​ ​ — ​ ​ ( 286 ) ​ ​ — ​ ​ 9,806 SBA securities ​ ​ 6,298 ​ ​ 2 ​ ​ ( 54 ) ​ ​ — ​ ​ 6,246 Total ​ $ 238,159 ​ $ 425 ​ $ ( 10,379 ) ​ $ — ​ $ 228,205 ​ The Company did not record a provision for estimated credit losses on any available-for-sale securities for the three months ended March 31, 2025 and 2024. Excluded from the table above is accrued interest on available-for-sale securities of $ 1.8 million and $ 1.6 million at March 31, 2025 and December 31, 2024, 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 months ended March 31, 2025 and 2024. No securities held by the Company were delinquent on contractual payments at March 31, 2025 or December 31, 2024, no r were any securities placed on non-accrual status for the three months ended March 31, 2025 and 2024. The following is a summary of actual maturities of certain available-for-sale securities as of March 31, 2025. 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. ​ 8 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ Available-for-Sale ​ ​ Amortized Cost ​ Fair Value ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ Within one year $ 45,589 $ 45,386 Over one year to five years ​ 92,124 ​ 90,652 Over five years to ten years ​ 49,194 ​ 45,435 ​ ​ 186,907 ​ 181,473 Agency mortgage-backed securities ​ 44,973 ​ 42,788 Agency collateralized mortgage obligations ​ 10,463 ​ 10,419 ​ ​ $ 242,343 ​ $ 234,680 ​ 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 months ended March 31, 2025 and 2024. There were no available-for-sale securities pledged to secure borrowings as of March 31, 2025 and December 31, 2024. ​ 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 March 31, 2025 Number of Securities Losses Value Losses Value Losses Value U. S. Treasuries ​ 8 ​ $ ( 15 ) ​ $ 11,027 ​ $ ( 264 ) ​ $ 6,724 ​ $ ( 279 ) ​ $ 17,751 Agency mortgage-backed securities ​ 18 ​ ​ ( 724 ) ​ ​ 30,347 ​ ​ ( 1,492 ) ​ ​ 8,998 ​ ​ ( 2,216 ) ​ ​ 39,345 Agency collateralized mortgage obligations ​ 3 ​ ​ ( 175 ) ​ ​ 8,184 ​ ​ ( 2 ) ​ ​ 90 ​ ​ ( 177 ) ​ ​ 8,274 Corporate bonds ​ 31 ​ ​ ( 1,257 ) ​ ​ 9,243 ​ ​ ( 4,012 ) ​ ​ 70,699 ​ ​ ( 5,269 ) ​ ​ 79,942 Municipal obligations ​ 6 ​ ​ — ​ ​ — ​ ​ ( 219 ) ​ ​ 7,373 ​ ​ ( 219 ) ​ ​ 7,373 SBA securities ​ 4 ​ ​ ( 64 ) ​ ​ 6,141 ​ ​ — ​ ​ — ​ ​ ( 64 ) ​ ​ 6,141 Total ​ 70 ​ $ ( 2,235 ) ​ $ 64,942 ​ $ ( 5,989 ) ​ $ 93,884 ​ $ ( 8,224 ) ​ $ 158,826 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less than 12 Months ​ 12 Months or More ​ Total ​ ​ ​ ​ (Dollars in thousands) ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ ​ ​ ​ ​ ​ Unrealized ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Fair December 31, 2024 Number of Securities Losses Value Losses Value Losses Value U.S. Treasury securities ​ 18 ​ $ ( 152 ) ​ $ 35,388 ​ $ ( 337 ) ​ $ 6,646 ​ $ ( 489 ) ​ $ 42,034 U.S. Government Agencies ​ 2 ​ ​ ( 7 ) ​ ​ 4,999 ​ ​ — ​ ​ — ​ ​ ( 7 ) ​ ​ 4,999 Agency mortgage-backed securities ​ 17 ​ ​ ( 1,196 ) ​ ​ 30,229 ​ ​ ( 1,703 ) ​ ​ 8,955 ​ ​ ( 2,899 ) ​ ​ 39,184 Agency collateralized mortgage obligations ​ 3 ​ ​ ( 304 ) ​ ​ 8,265 ​ ​ ( 3 ) ​ ​ 113 ​ ​ ( 307 ) ​ ​ 8,378 Corporate bonds ​ 29 ​ ​ ( 1,250 ) ​ ​ 8,748 ​ ​ ( 5,087 ) ​ ​ 69,134 ​ ​ ( 6,337 ) ​ ​ 77,882 Municipal obligations ​ 6 ​ ​ — ​ ​ — ​ ​ ( 286 ) ​ ​ 7,306 ​ ​ ( 286 ) ​ ​ 7,306 SBA securities ​ 3 ​ ​ ( 54 ) ​ ​ 4,722 ​ ​ — ​ ​ — ​ ​ ( 54 ) ​ ​ 4,722 Total ​ 78 ​ $ ( 2,963 ) ​ $ 92,351 ​ $ ( 7,416 ) ​ $ 92,154 ​ $ ( 10,379 ) ​ $ 184,505 ​ 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 March 31, 2025, available-for-sale debt securities had unrealized losses with aggregate depreciation of 4.9 % 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 March 31, 2025 and December 31, 2024. 9 Table of Contents ​ Note 4 – Loans Receivable, Allowance for Credit Losses and Credit Quality Loans Receivable ​ Loans that management has the intent and ability to hold for the foreseeable future or until loan 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”). For originated loans, loan fees and certain direct origination costs are deferred and amortized into interest income over the contractual life of the loan using the level-yield method. When a loan is paid off, the unamortized portion is recognized in interest income. ​ 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. 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 Allowance for Credit Losses (“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. This determination is made based on management's review of specific facts and circumstances of the individual loan, including the expected cash flows to repay the loan, the value of the collateral and the ability and willingness of any guarantors to perform. Subsequent recoveries of previously charged-off amounts are recorded as increases to the ACL. The provision for credit losses on loans 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 Financial Accounting Standards Board (“ FASB”) Accounting Standards Codification (“ASC”) 326 – Financial Instruments – Credit Losses 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 Loss (“CECL”) model as part of its estimation of the ACL on a quarterly basis. Loans with similar risk characteristics are collectively assessed within pools (or segments). Loss estimates within the collectively assessed population are based on a combination of pooled assumptions and loan-level characteristics. The Company has determined that using federal call codes is an appropriate loan segmentation methodology, as it is generally based on risk characteristics of a loan’s underlying collateral. Using federal call codes also allows the Company to utilize and assess publicly available external information when developing its estimate of the ACL. ​ The 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 weighted average life. ​ In applying future economic forecasts, the Company utilizes a forecast period of up to two years. Historical loss rates used in the quantitative model are primarily derived using both the Bank’s data, supplemented with peer bank data obtained from publicly available sources. Management also considers qualitative adjustments when estimating credit losses to take into account the model’s quantitative limitations. 10 Table of Contents Qualitative adjustments to quantitative loss factors, either negative or positive, may include considerations of economic conditions, volume and severity of past due loans, value of underlying collateral, experience, depth, and ability of management, and concentrations of credit. The Company made no significant changes to loss factors, assumptions nor qualitative factors within the CECL model during the three months ended March 31, 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 and a balance exceeding $ 500,000 , or loan terms differing significantly from other pooled loans. In accordance with the Company’s policy, non-accrual residential real estate loans that are below $ 500,000 and well secured (loan-to-value < 60 %) are excluded from individually evaluated loans. 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. 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 December 31, 2024 ​ Amount ​ Percent Amount ​ Percent ​ (Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ One-to-four-family residential $ 1,118,611 ​ 25.02 % $ 1,130,791 ​ 26.06 % Home equity ​ 126,718 ​ 2.83 % ​ 124,041 ​ 2.86 % Total residential real estate ​ 1,245,329 ​ 27.85 % ​ 1,254,832 ​ 28.92 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial real estate ​ 1,375,980 ​ 30.78 % ​ 1,363,394 ​ 31.42 % Multi-family residential ​ 341,619 ​ 7.64 % ​ 333,047 ​ 7.67 % Total commercial real estate ​ 1,717,599 ​ 38.42 % ​ 1,696,441 ​ 39.09 % Construction and land development ​ 646,343 ​ 14.46 % ​ 583,809 ​ 13.45 % Commercial and industrial ​ 609,458 ​ 13.63 % ​ 559,828 ​ 12.90 % Total commercial ​ 2,973,400 ​ 66.51 % ​ 2,840,078 ​ 65.44 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer, net of premium/discount ​ 252,320 ​ 5.64 % ​ 244,558 ​ 5.64 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total loans ​ 4,471,049 ​ 100.00 % ​ 4,339,468 ​ 100.00 % Deferred fees, net ​ ( 6,549 ) ​ ​ ​ ​ ( 6,316 ) ​ ​ ​ Allowance for credit losses ​ ( 38,338 ) ​ ​ ​ ​ ( 38,744 ) ​ ​ ​ Net loans $ 4,426,162 ​ ​ ​ $ 4,294,408 ​ ​ ​ ​ Included in the above are approximately $ 454.3 million and $ 459.6 million in loans to borrowers in the cannabis industry at March 31, 2025 and December 31, 2024, respectively. Of that total, $ 320.3 million and $ 321.9 million were direct loans to cannabis companies and were collateralized by real estate at March 31, 2025 and December 31, 2024, respectively. During the three months ended March 31, 2025 and 2024, the Company purchased approximately $ 14.4 million and $ 5.5 million of consumer loan pools, respectively. The loans purchased during the three months ended March 31, 2025 included loan pools collateralized by automobiles. The loans purchased during the three months ended March 31, 2024 included loan pools collateralized by boats, recreational vehicles and automobiles. ​ 11 Table of Contents The outstanding balances of these consumer purchased loan pools, shown net of premium (discount) are as follows as of the dates stated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ Gross Loan ​ Premium (Discount) Net Loan ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Student loans $ 6,433 ​ $ 38 ​ $ 6,471 Boat and RV loans ​ 46,134 ​ ​ 1,064 ​ ​ 47,198 Automobile loans ​ 61,796 ​ ​ — ​ ​ 61,796 Solar panel loans ​ 53,467 ​ ​ ( 4,974 ) ​ ​ 48,493 Home improvement loans ​ 42,486 ​ ​ ( 14 ) ​ ​ 42,472 Total $ 210,316 ​ $ ( 3,886 ) ​ $ 206,430 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ Gross Loan ​ Premium (Discount) Net Loan ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ Student loans $ 6,954 ​ $ 42 ​ $ 6,996 Boat and RV loans ​ 48,147 ​ ​ 1,136 ​ ​ 49,283 Automobile loans ​ 52,092 ​ ​ — ​ ​ 52,092 Solar panel loans ​ 55,400 ​ ​ ( 5,073 ) ​ ​ 50,327 Home improvement loans ​ 44,458 ​ ​ ( 15 ) ​ ​ 44,443 Total $ 207,051 ​ $ ( 3,910 ) ​ $ 203,141 ​ The carrying value of loans pledged to secure advances from the FHLB were $ 1.25 billion and $ 1.24 billion as of March 31, 2025 and December 31, 2024, respectively. ​ The following table presents the aging of the amortized cost of loans receivable by loan category as of the date stated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 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 ​ $ 1,111,164 ​ $ 4,404 ​ $ — ​ $ — ​ $ 3,043 ​ $ 1,118,611 Home equity ​ 125,266 ​ 295 ​ — ​ — ​ 1,157 ​ 126,718 Commercial real estate ​ 1,369,023 ​ 3,802 ​ 2,314 ​ — ​ 841 ​ 1,375,980 Multi-family residential ​ ​ 341,619 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 341,619 Construction and land development ​ 646,333 ​ — ​ — ​ — ​ 10 ​ 646,343 Commercial and industrial ​ 599,960 ​ 4,738 ​ 200 ​ — ​ 4,560 ​ 609,458 Consumer ​ 246,048 ​ 3,247 ​ 1,264 ​ — ​ 1,761 ​ 252,320 Total ​ $ 4,439,413 ​ $ 16,486 ​ $ 3,778 ​ $ — ​ $ 11,372 ​ $ 4,471,049 ​ 12 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ 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 ​ $ 1,124,762 ​ $ 2,363 ​ $ 736 ​ $ — ​ $ 2,930 ​ $ 1,130,791 Home equity ​ 122,812 ​ 100 ​ 171 ​ — ​ 958 ​ 124,041 Commercial real estate ​ 1,355,064 ​ 5,325 ​ — ​ — ​ 3,005 ​ 1,363,394 Multi-family residential ​ ​ 332,740 ​ ​ 307 ​ ​ — ​ ​ — ​ ​ — ​ ​ 333,047 Construction and land development ​ 583,435 ​ 364 ​ — ​ — ​ 10 ​ 583,809 Commercial and industrial ​ 550,353 ​ 4,907 ​ 10 ​ — ​ 4,558 ​ 559,828 Consumer ​ 236,801 ​ 3,725 ​ 1,637 ​ — ​ 2,395 ​ 244,558 Total ​ $ 4,305,967 ​ $ 17,091 ​ $ 2,554 ​ $ — ​ $ 13,856 ​ $ 4,339,468 ​ The following table presents the amortized cost of nonaccrual loans receivable by loan category as of the dates stated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ December 31, 2024 ​ ​ 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 ​ $ 3,043 ​ $ — ​ $ 3,043 ​ $ 2,930 ​ $ — ​ $ 2,930 Home equity ​ ​ 1,157 ​ ​ — ​ ​ 1,157 ​ ​ 958 ​ ​ — ​ ​ 958 Commercial real estate ​ ​ 841 ​ ​ — ​ ​ 841 ​ ​ 3,005 ​ ​ — ​ ​ 3,005 Construction and land development ​ ​ 10 ​ ​ — ​ ​ 10 ​ ​ 10 ​ ​ — ​ ​ 10 Commercial and industrial ​ ​ 456 ​ ​ 4,104 ​ ​ 4,560 ​ ​ 454 ​ ​ 4,104 ​ ​ 4,558 Consumer ​ ​ 1,761 ​ ​ — ​ ​ 1,761 ​ ​ 2,394 ​ ​ 1 ​ ​ 2,395 Total ​ $ 7,268 ​ $ 4,104 ​ $ 11,372 ​ $ 9,751 ​ $ 4,105 ​ $ 13,856 ​ During the three months ended March 31, 2025 and 2024, the Company reversed $ 378,000 and $ 159,000 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. Non-accrual residential real estate and commercial loans are downgraded to a substandard risk rating. ​ Loans rated 8: Loans in this category are considered “doubtful”. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable. ​ Loans rated 9: Loans in this category are considered uncollectible (“loss”) and of such little value that their continuance as loans is not warranted. 13 Table of Contents On an annual basis, or more often if needed, the Company reviews the accuracy of risk ratings for all commercial real estate, construction and land development loans, and commercial and industrial loans based on various ongoing performance characteristics and supporting information that is provided from time to time by commercial borrowers. Annually, the Company engages an independent third-party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process. ​ The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of March 31, 2025. Also presented are current period gross charge-offs by loan type and vintage year for the three months ended March 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 ​ $ 19,760 ​ $ 94,956 ​ $ 142,524 ​ $ 261,580 ​ $ 241,329 ​ $ 327,577 ​ $ 27,466 ​ $ 1,115,192 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 244 ​ ​ 2,935 ​ ​ 240 ​ ​ 3,419 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 19,760 ​ $ 94,956 ​ $ 142,524 ​ $ 261,580 ​ $ 241,573 ​ $ 330,512 ​ $ 27,706 ​ $ 1,118,611 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Home Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ — ​ $ — ​ $ 245 ​ $ — ​ $ — ​ $ — ​ $ 125,316 ​ $ 125,561 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,157 ​ ​ 1,157 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ — ​ $ — ​ $ 245 ​ $ — ​ $ — ​ $ — ​ $ 126,473 ​ $ 126,718 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial Real Estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 10,364 ​ $ 116,260 ​ $ 398,181 ​ $ 363,575 ​ $ 68,159 ​ $ 335,272 ​ $ 66,245 ​ $ 1,358,056 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,391 ​ ​ 2,646 ​ ​ 13,046 ​ ​ — ​ ​ 17,083 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ 467 ​ ​ — ​ ​ 374 ​ ​ — ​ ​ 841 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 10,364 ​ $ 116,260 ​ $ 398,181 ​ $ 365,433 ​ $ 70,805 ​ $ 348,692 ​ $ 66,245 ​ $ 1,375,980 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Multi-Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 5,500 ​ $ 6,090 ​ $ 5,668 ​ $ 212,361 ​ $ 21,651 ​ $ 84,742 ​ $ 5,607 ​ $ 341,619 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 5,500 ​ $ 6,090 ​ $ 5,668 ​ $ 212,361 ​ $ 21,651 ​ $ 84,742 ​ $ 5,607 ​ $ 341,619 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 14 Table of Contents Construction and Land Development ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 1,472 ​ $ 174,697 ​ $ 309,905 ​ $ 95,361 ​ $ 15,361 ​ $ 4,546 ​ $ 44,991 ​ $ 646,333 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 10 ​ ​ — ​ ​ 10 Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 1,472 ​ $ 174,697 ​ $ 309,905 ​ $ 95,361 ​ $ 15,361 ​ $ 4,556 ​ $ 44,991 ​ $ 646,343 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and Industrial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 2,524 ​ $ 37,326 ​ $ 68,295 ​ $ 62,274 ​ $ 38,439 ​ $ 20,328 ​ $ 366,529 ​ $ 595,715 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ 502 ​ ​ 2,790 ​ ​ 981 ​ ​ 425 ​ ​ 4,698 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 4,550 ​ ​ 4,495 ​ ​ 9,045 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 2,524 ​ $ 37,326 ​ $ 68,295 ​ $ 62,776 ​ $ 41,229 ​ $ 25,859 ​ $ 371,449 ​ $ 609,458 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ 9,316 ​ ​ 66,157 ​ ​ 18,959 ​ ​ 56,308 ​ ​ 61,176 ​ ​ 37,519 ​ ​ 2,885 ​ ​ 252,320 Total ​ ​ ​ $ 9,316 ​ $ 66,157 ​ $ 18,959 ​ $ 56,308 ​ $ 61,176 ​ $ 37,519 ​ $ 2,885 ​ $ 252,320 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ 180 ​ $ 491 ​ $ 689 ​ $ 198 ​ $ — ​ $ 1,558 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 39,620 ​ $ 429,329 ​ $ 924,818 ​ $ 995,151 ​ $ 384,939 ​ $ 772,465 ​ $ 636,154 ​ $ 4,182,476 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,893 ​ ​ 5,436 ​ ​ 14,027 ​ ​ 425 ​ ​ 21,781 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ 467 ​ ​ 244 ​ ​ 7,859 ​ ​ 5,892 ​ ​ 14,462 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 10 ​ ​ — ​ ​ 10 Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ 9,316 ​ ​ 66,157 ​ ​ 18,959 ​ ​ 56,308 ​ ​ 61,176 ​ ​ 37,519 ​ ​ 2,885 ​ ​ 252,320 Total ​ ​ ​ $ 48,936 ​ $ 495,486 ​ $ 943,777 ​ $ 1,053,819 ​ $ 451,795 ​ $ 831,880 ​ $ 645,356 ​ $ 4,471,049 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ 180 ​ $ 491 ​ $ 689 ​ $ 198 ​ $ — ​ $ 1,558 ​ (1) Consumer loans are not formally risk rated and included $ 1.8 million of loans on non-accrual as of March 31, 2025. ​ The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of December 31, 2024. Also presented are current period gross charge-offs by loan type and vintage year for the three months ended December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Term Loans Amortized Cost Basis by Origination Year (in thousands) ​ ​ Risk Rating ​ 2024 ​ 2023 ​ 2022 ​ 2021 ​ 2020 ​ Prior ​ Revolving Loans ​ Total One-to-Four-Family Residential ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 97,895 ​ $ 145,711 ​ $ 266,364 ​ $ 247,799 ​ $ 115,133 ​ $ 224,354 ​ $ 30,227 ​ $ 1,127,483 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ 246 ​ ​ — ​ ​ 2,990 ​ ​ 72 ​ ​ 3,308 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 97,895 ​ $ 145,711 ​ $ 266,364 ​ $ 248,045 ​ $ 115,133 ​ $ 227,344 ​ $ 30,299 ​ $ 1,130,791 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Home Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 123,083 ​ $ 123,083 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 958 ​ ​ 958 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 124,041 ​ $ 124,041 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 15 Table of Contents Commercial Real Estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 118,115 ​ $ 409,048 ​ $ 364,384 ​ $ 69,349 ​ $ 97,500 ​ $ 248,749 ​ $ 45,088 ​ $ 1,352,233 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ 1,399 ​ ​ 2,664 ​ ​ 873 ​ ​ 3,220 ​ ​ — ​ ​ 8,156 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ 469 ​ ​ — ​ ​ — ​ ​ 2,536 ​ ​ — ​ ​ 3,005 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 118,115 ​ $ 409,048 ​ $ 366,252 ​ $ 72,013 ​ $ 98,373 ​ $ 254,505 ​ $ 45,088 ​ $ 1,363,394 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Multi-Family ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 5,138 ​ $ 7,563 ​ $ 212,492 ​ $ 21,791 ​ $ 36,016 ​ $ 50,047 ​ $ — ​ $ 333,047 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 5,138 ​ $ 7,563 ​ $ 212,492 ​ $ 21,791 ​ $ 36,016 ​ $ 50,047 ​ $ — ​ $ 333,047 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction and Land Development ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 161,997 ​ $ 284,102 ​ $ 90,512 ​ $ 13,255 ​ $ 9,232 ​ $ 364 ​ $ 24,337 ​ $ 583,799 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 10 ​ ​ — ​ ​ 10 Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 161,997 ​ $ 284,102 ​ $ 90,512 ​ $ 13,255 ​ $ 9,232 ​ $ 374 ​ $ 24,337 ​ $ 583,809 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and Industrial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 42,154 ​ $ 64,943 ​ $ 54,435 ​ $ 38,759 ​ $ 6,594 ​ $ 14,468 ​ $ 324,481 ​ $ 545,834 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ 531 ​ ​ 2,884 ​ ​ 1,002 ​ ​ — ​ ​ 425 ​ ​ 4,842 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 343 ​ ​ 4,214 ​ ​ 4,595 ​ ​ 9,152 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total ​ ​ ​ $ 42,154 ​ $ 64,943 ​ $ 54,966 ​ $ 41,643 ​ $ 7,939 ​ $ 18,682 ​ $ 329,501 ​ $ 559,828 Current period gross charge-offs ​ ​ ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ 67,429 ​ ​ 32,233 ​ ​ 67,018 ​ ​ 49,262 ​ ​ 9,047 ​ ​ 17,145 ​ ​ 2,424 ​ ​ 244,558 Total ​ ​ ​ $ 67,429 ​ $ 32,233 ​ $ 67,018 ​ $ 49,262 ​ $ 9,047 ​ $ 17,145 ​ $ 2,424 ​ $ 244,558 Current period gross charge-offs ​ ​ ​ $ — ​ $ 136 ​ $ 388 ​ $ 165 ​ $ 100 ​ $ 45 ​ $ 10 ​ $ 844 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Grade: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ 1-5 ​ $ 425,299 ​ $ 911,367 ​ $ 988,187 ​ $ 390,953 ​ $ 264,475 ​ $ 537,982 ​ $ 547,216 ​ $ 4,065,479 Special Mention ​ 6 ​ ​ — ​ ​ — ​ ​ 1,930 ​ ​ 5,548 ​ ​ 1,875 ​ ​ 3,220 ​ ​ 425 ​ ​ 12,998 Substandard ​ 7 ​ ​ — ​ ​ — ​ ​ 469 ​ ​ 246 ​ ​ 343 ​ ​ 9,740 ​ ​ 5,625 ​ ​ 16,423 Doubtful ​ 8 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 10 ​ ​ — ​ ​ 10 Loss ​ 9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Loans not formally risk rated (1) ​ ​ ​ ​ 67,429 ​ ​ 32,233 ​ ​ 67,018 ​ ​ 49,262 ​ ​ 9,047 ​ ​ 17,145 ​ ​ 2,424 ​ ​ 244,558 Total ​ ​ ​ $ 492,728 ​ $ 943,600 ​ $ 1,057,604 ​ $ 446,009 ​ $ 275,740 ​ $ 568,097 ​ $ 555,690 ​ $ 4,339,468 Current period gross charge-offs ​ ​ ​ $ — ​ $ 136 ​ $ 388 ​ $ 165 ​ $ 100 ​ $ 45 ​ $ 10 ​ $ 844 ​ (1) Consumer loans are not formally risk rated and included $ 2.4 million of loans on non-accrual as of December 31, 2024. ​ ​ 16 Table of Contents The following table presents an analysis of the change in the ACL by major loan segment for the periods stated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended March 31, 2025 ​ ​ One-to-Four ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ Commercial ​ ​ ​ and Land ​ Commercial and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential Home Equity Real Estate Multi-Family ​ Development Industrial Consumer 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 ​ 98 ​ ​ 14 ​ ​ ( 723 ) ​ ​ 16 ​ ​ 703 ​ ​ 901 ​ ​ ( 62 ) ​ — ​ 947 Charge-offs ​ — ​ — ​ — ​ — ​ — ​ — ​ ( 1,558 ) ​ — ​ ( 1,558 ) Recoveries of loans previously charged-off ​ — ​ — ​ — ​ — ​ — ​ 12 ​ 193 ​ — ​ 205 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at March 31, 2025 ​ $ 1,293 ​ $ 88 ​ $ 8,758 ​ $ 615 ​ $ 4,840 ​ $ 12,087 ​ $ 10,657 ​ $ — ​ $ 38,338 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended March 31, 2024 ​ ​ One-to-Four ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Family ​ ​ ​ ​ Commercial ​ ​ ​ ​ Construction and ​ Commercial and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential Home Equity Real Estate Multi-Family ​ Land Development Industrial Consumer Unallocated Total ​ ​ (in thousands) Balance at December 31, 2023 ​ $ 1,835 ​ $ 117 ​ $ 5,698 ​ $ 378 ​ $ 7,630 ​ $ 10,878 ​ $ 5,686 ​ $ — ​ $ 32,222 Provision for (release of) credit losses ​ 102 ​ ​ 12 ​ ​ 347 ​ ​ 200 ​ ​ ( 1,896 ) ​ ​ 434 ​ ​ 4,691 ​ — ​ 3,890 Charge offs ​ — ​ — ​ — ​ — ​ — ​ ( 369 ) ​ ( 1,573 ) ​ — ​ ( 1,942 ) Recoveries of loans previously charged off ​ — ​ — ​ — ​ — ​ — ​ 36 ​ 100 ​ — ​ 136 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at March 31, 2024 ​ $ 1,937 ​ $ 129 ​ $ 6,045 ​ $ 578 ​ $ 5,734 ​ $ 10,979 ​ $ 8,904 ​ $ — ​ $ 34,306 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table presents the amortized cost of collateral-dependent loans as of March 31, 2025 and December 31, 2024: ​ ​ ​ ​ ​ ​ ​ As of ​ March 31, 2025 December 31, 2024 ​ (in thousands) One-to-four-family residential $ 3,223 ​ $ 3,112 Home equity ​ 1,157 ​ ​ 908 Commercial real estate ​ 841 ​ ​ 3,005 Construction and land development ​ 10 ​ ​ 10 Commercial and industrial ​ 9,046 ​ ​ 9,152 Total $ 14,276 ​ $ 16,187 ​ ​ ​ ​ ​ ​ ​ The Company closely monitors the performance of borrowers experiencing financial difficulty to understand the effectiveness of its loan modification efforts. During the three months ended March 31, 2025 and 2024, the Company did no t modify any loans to borrowers experiencing financial difficulty. ​ ​ Note 5 – Employee Benefits ​ 401(k) Plan – The Company has an employee tax deferred incentive plan (the “401(k) plan”) under which the Company makes voluntary contributions within certain limitations. All employees who meet specified age and length of service requirements are eligible to participate in the 401(k) plan. The amount contributed by the Company to the 401(k) Plan is included in salaries and employee benefits in the consolidated statements of income . The amounts contributed to the 401(k) plan for the three months ended March 31, 2025 and 2024 were $ 688,000 and $ 619,000 , respectively. ​ Employee Pension Plan – The Company provided pension benefits through a defined benefit plan maintained with the Co-operative Banks Employees Retirement Association (“CBERA”) (the “Plan”). The Plan was a multi-employer plan whereby the contributions by each bank are not restricted to provide benefits to the employees of the contributing bank; therefore, the Company is not required to recognize the funded status of the plan on its consolidated balance sheet and need only accrue for any quarterly contributions due and payable on demand, or any withdrawal liabilities assessed by CBERA if the Company intended to withdraw from the Plan. ​ The Company determined to freeze benefit accruals and withdraw from the CBERA Plan as of December 31, 2023. The Company withdrew from the Plan in the second quarter of 2024. ​ During the three months ended March 31, 2025, as part of the final CBERA Plan liquidation, the Company contributed an additional $1.1 million to the CBERA Plan. 17 Table of Contents During the three months ended March 31, 2024, an expense of $ 390,000 was recorded to reflect an increase in the liability related to the withdrawal from the CBERA Plan. The increase was primarily driven by final computations for estimated payouts to participants. ​ Officers’ Deferred Compensation Plan – During 2014, the Company put into place an unfunded, defined contribution, Non-qualified Deferred Compensation Plan (“Officers’ Deferred Comp Plan”) for select employees of the Company. The Officers’ Deferred Comp Plan was provided to key management of the Company and results in 5 % - 20 % of the employee’s then current base salary being credited to the participant’s account annually, subject to increases based upon increases in annual base compensation and the possibility of additional discretionary contributions. The employees vest at varying dates in accordance with each individual’s deferred compensation participation agreement; however, all key officers will be fully vested upon the attainment of age 65. The obligations under these plans are included in accrued retirement liabilities in the Company’s consolidated balance sheets and approximated $ 2.7 million and $ 2.6 million at March 31, 2025 and December 31, 2024, respectively. The expense under the Officers’ Deferred Comp Plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 89,000 and $ 100,000 for the the three months ended March 31, 2025 and 2024, respectively. ​ Deferred Compensation Plans – In January 2022, the Company put into place an unfunded Non-qualified Deferred Compensation Plan (“Deferred Comp Plan”) for select employees of the Company. The Deferred Comp Plan was provided to key management of the Company and allows for the employees to defer amounts from their salary, bonus, or Long-Term Incentive Plan (“LTIP”) into the Deferred Comp Plan to be paid out at a future date. Amounts deferred under the Deferred Comp Plan increase in value based upon the growth of the Bank’s tangible capital, with the Compensation Committee holding discretionary authority. The obligations under the Deferred Comp Plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 5.8 million and $ 878,000 at March 31, 2025 and December 31, 2024, respectively. LTIP – In January 2020, the Company put into place a long-term incentive plan for certain members of its management team where benefits are awarded annually on a discretionary basis and cliff vest after three years . Under this plan, individuals are granted “phantom shares” and benefits are accrued based upon the projected growth of the Bank’s capital. The obligations under this plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $ 5.9 million and $ 14.6 million as of March 31, 2025 and December 31, 2024, respectively. The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $ 832,000 and $ 1.4 million for the three months ended March 31, 2025 and 2024, 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 $ 5.9 million and $ 5.7 million as of March 31, 2025 and December 31, 2024, 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 $ 162,000 and $ 181,000 for the three months ended March 31, 2025 and 2024, 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 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 renew 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. 18 Table of Contents Employee Stock Ownership Plan – As part of the Initial Public Offering ("IPO") completed on December 27, 2023, the Bank established a tax-qualified Employee Stock Ownership Plan ("ESOP") to provide eligible employees the opportunity to own Company shares. 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 %. 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 $ 783,000 and $ 588,000 for the three months ended March 31, 2025 and 2024, respectively. ​ The following table presents share information held by the ESOP: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ March 31, 2025 ​ December 31, 2024 ​ ​ (Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ Allocated shares ​ ​ 170,823 ​ ​ — Shares committed to be released ​ ​ 42,121 ​ ​ 170,823 Unallocated shares ​ ​ 3,203,514 ​ ​ 3,245,635 Total shares ​ ​ 3,416,458 ​ ​ 3,416,458 Fair value of unallocated shares ​ $ 57,888 ​ $ 58,616 ​ 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 awards of restricted stock or RSUs above the aforementioned limit, provided that, for each additional share of RSA or RSU awarded in excess of such limit, the pool of shares available to be issued upon the exercise of stock options will be reduced by three shares. Pursuant to the terms of the 2025 Plan, each of the Company’s non-employee directors were automatically granted awards of restricted stock on April 23, 2025. Such RSAs vest pro-rata on an annual basis over a five-year period. ​ During the three months ended March 31, 2025, the Company did not grant any RSAs, RSUs, non-qualified stock options or incentive stock options. ​ ​ ​ Note 6 – 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. 19 Table of Contents 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 March 31, 2025 and December 31, 2024. ​ Available-for-sale 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 fair value by calculating a settlement termination value with the counterparty. ​ 20 Table of Contents Assets measured and reported at estimated fair value on a recurring basis are summarized below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ Level 1 ​ Level 2 ​ Level 3 ​ Fair Value Assets: ​ (in thousands) Available-for-sale debt securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Treasury securities ​ $ 72,331 ​ $ — ​ $ — ​ $ 72,331 U.S. Government agencies ​ ​ — ​ ​ 9,010 ​ ​ — ​ ​ 9,010 Agency mortgage-backed securities ​ ​ — ​ ​ 42,788 ​ ​ — ​ ​ 42,788 Agency collateralized mortgage obligations ​ ​ — ​ ​ 10,419 ​ ​ — ​ ​ 10,419 Corporate bonds ​ ​ — ​ ​ 77,787 ​ ​ 8,831 ​ ​ 86,618 Municipal obligations ​ ​ — ​ ​ 7,373 ​ ​ — ​ ​ 7,373 SBA securities ​ ​ — ​ ​ 6,141 ​ ​ — ​ ​ 6,141 Total available-for-sale debt securities ​ $ 72,331 ​ $ 153,518 ​ $ 8,831 ​ $ 234,680 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative assets ​ $ — ​ $ 24,060 ​ $ — ​ $ 24,060 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative liabilities ​ $ — ​ $ 24,064 ​ $ — ​ $ 24,064 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ Level 1 ​ Level 2 ​ Level 3 ​ Fair Value Assets: ​ (in thousands) Available-for-sale debt securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Treasury securities ​ $ 69,084 ​ $ — ​ $ — ​ $ 69,084 U.S. Government agencies ​ ​ — ​ ​ 9,007 ​ ​ — ​ ​ 9,007 Agency mortgage-backed securities ​ ​ — ​ ​ 39,184 ​ ​ — ​ ​ 39,184 Agency collateralized mortgage obligations ​ ​ — ​ ​ 10,833 ​ ​ — ​ ​ 10,833 Corporate bonds ​ ​ — ​ ​ 75,147 ​ ​ 8,898 ​ ​ 84,045 Municipal obligations ​ ​ — ​ ​ 9,806 ​ ​ — ​ ​ 9,806 SBA securities ​ ​ — ​ ​ 6,246 ​ ​ — ​ ​ 6,246 Total available-for-sale debt securities ​ $ 69,084 ​ $ 150,223 ​ $ 8,898 ​ $ 228,205 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative assets ​ $ — ​ $ 27,174 ​ $ — ​ $ 27,174 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative liabilities ​ $ — ​ $ 27,177 ​ $ — ​ $ 27,177 ​ The Company had no purchases, sales or transfers of level 3 assets during the three months ended March 31, 2025 and 2024. The Company may also be required from time to time to measure certain other assets on a non-recurring basis in accordance with U.S. 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. Collateral may be in the form of real estate or business assets including equipment, inventory, and accounts receivable. A loan may have multiple types of collateral; however, the majority of the Company’s loan collateral is real estate. The value of real estate collateral is generally determined utilizing a market valuation approach based on an appraisal conducted by an independent, licensed appraiser outside of the Company using observable market data (Level 2). 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. Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (Level 3). In limited circumstances, the collateral value for a collater-dependent loan may be based on the enterprise value of a company. 21 Table of Contents The enterprise value method involves assessing the borrower’s ability to repay the loan by estimating the total value of its business, including both debt and equity. This approach is typically used where the recoverable value is based on the fair value of the company as a going concern, adjusted for the prioriry of the Company’s claim. Fair value adjustments are recorded in the period incurred as provision for credit losses in the consolidated statements of income. 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ Level 1 Level 2 Level 3 Fair Value ​ ​ (in thousands) Collateral-dependent loans, net of reserve ​ $ — ​ $ — ​ $ 9,053 ​ $ 9,053 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ Level 1 Level 2 Level 3 Fair Value ​ ​ (in thousands) Collateral-dependent loans, net of reserve ​ $ — ​ $ — ​ $ 10,951 ​ $ 10,951 ​ For Level 3 assets and liabilities measured at fair value on a nonrecurring basis as of March 31, 2025 and December 31, 2024, 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 ​ 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 March 31, 2025 and December 31, 2024, fair values of loans are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors. ​ ​ 22 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ ​ Carrying ​ Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ Value ​ Level 1 ​ Level 2 ​ Level 3 ​ ​ (In thousands) Financial Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 313,446 ​ $ 313,446 ​ $ 313,446 ​ $ — ​ $ — Loans receivable, net ​ ​ 4,426,162 ​ ​ 4,359,296 ​ ​ — ​ ​ — ​ ​ 4,359,296 Accrued interest receivable ​ ​ 19,533 ​ ​ 19,533 ​ ​ 19,533 ​ ​ — ​ ​ — FHLB stock ​ ​ 6,003 ​ ​ 6,003 ​ ​ — ​ ​ 6,003 ​ ​ — FRB stock ​ ​ 12,547 ​ ​ 12,547 ​ ​ — ​ ​ 12,547 ​ ​ — Non-public investments ​ ​ 6,160 ​ ​ 6,160 ​ ​ — ​ ​ — ​ ​ 6,160 BOLI ​ ​ 103,688 ​ ​ 103,688 ​ ​ — ​ ​ 103,688 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Financial Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits, other than time deposits ​ $ 2,344,289 ​ $ 2,344,289 ​ $ 2,344,289 ​ $ — ​ $ — Time deposits ​ ​ 1,982,328 ​ ​ 1,981,857 ​ ​ — ​ ​ 1,981,857 ​ ​ — FHLB Borrowings ​ ​ 90,835 ​ ​ 90,775 ​ ​ — ​ ​ 90,775 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ Carrying ​ Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ Value ​ Level 1 ​ Level 2 ​ Level 3 ​ ​ (In thousands) Financial Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 363,855 ​ $ 363,855 ​ $ 363,855 ​ $ — ​ $ — Loans receivable, net ​ ​ 4,294,408 ​ ​ 4,196,079 ​ ​ — ​ ​ — ​ ​ 4,196,079 Accrued interest receivable ​ ​ 19,685 ​ ​ 19,685 ​ ​ 19,685 ​ ​ — ​ ​ — FHLB stock ​ ​ 6,728 ​ ​ 6,728 ​ ​ — ​ ​ 6,728 ​ ​ — FRB stock ​ ​ 12,142 ​ ​ 12,142 ​ ​ — ​ ​ 12,142 ​ ​ — Non-public investments ​ ​ 5,494 ​ ​ 5,494 ​ ​ — ​ ​ — ​ ​ 5,494 BOLI ​ ​ 102,785 ​ ​ 102,785 ​ ​ — ​ ​ 102,785 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Financial Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits, other than time deposits ​ $ 2,214,372 ​ $ 2,214,372 ​ $ 2,214,372 ​ $ — ​ $ — Time deposits ​ ​ 1,963,280 ​ ​ 1,964,801 ​ ​ — ​ ​ 1,964,801 ​ ​ — FHLB Borrowings ​ ​ 120,835 ​ ​ 120,778 ​ ​ — ​ ​ 120,778 ​ ​ — ​ ​ Note 7 – 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. 23 Table of Contents 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. 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 March 31, 2025 and December 31, 2024, the maximum potential amount of the Company’s obligation was $ 6.3 million and $ 6.0 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 ​ ​ March 31, 2025 ​ December 31, 2024 ​ ​ (In thousands) ​ ​ ​ ​ ​ ​ ​ Commitments to originate loans ​ $ 49,070 ​ $ 34,050 Unadvanced funds on lines of credit ​ ​ 556,591 ​ ​ 495,796 Unadvanced funds on construction loans ​ ​ 488,275 ​ ​ 416,450 Letters of credit ​ ​ 6,317 ​ ​ 6,043 ​ ​ $ 1,100,253 ​ $ 952,339 ​ The Bank accrues for credit losses related to off-balance sheet financial instruments. Potential losses on off-balance sheet loan commitments are estimated using the same risk factors used to determine the allowance for credit losses on loans, adjusted for the likelihood that funding will occur. The allowance for off-balance sheet commitments is recorded within other liabilities on the consolidated balance sheets and amounted to $ 3.4 million and $ 3.2 million as of March 31, 2025 and December 31, 2024, respectively. For the three months ended March 31, 2025 and 2024, the Company recorded a provision for unfunded commitments of $ 211,000 and $ 539,000 respectively. ​ ​ Note 8 – 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. Fair Value Hedges of Interest Rate Risk – The Company is exposed to changes in the fair value of certain pools of its pre-payable fixed-rate assets due to changes in benchmark interest rates. The Company uses interest rate swap agreements to manage its exposure to changes in the fair value of these instruments attributable to changes in the designated benchmark interest rate. 24 Table of Contents Interest rate swap agreements designated as fair value hedges involve the payment of fixed-rate amounts to a counterparty in exchange for the Company receiving variable-rate payments over the life of the agreements without the exchange of the underlying notional amount. For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting gain or loss on the hedged item attributable to the hedged risk are recognized in interest income. 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 to apply hedge accounting. Changes in the 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 their 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. As of March 31, 2025, the Company had 69 interest rate swap agreements with an aggregate notional amount of $ 415.5 million compared to 67 interest rate swap agreements with an aggregate notional amount of $ 429.9 million related to this program as of December 31, 2024. Risk Participation Agreements (“RPAs”) – RPAs are guarantees issued by the Company to other parties for a fee, whereby the Company agrees to participate in the credit risk of a derivative customer of the other party. 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. 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. As of March 31, 2025, the Company had 17 RPAs with an aggregate notional amount of $ 44.8 million related to this program compared to 17 RPAs with an aggregate notional amount of $ 44.9 million as of December 31, 2024. These RPAs all represent “participations-in” and generally have terms ranging from five to ten years . ​ 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) March 31, 2025 ​ (in thousands) Derivatives not designated as hedging instruments: ​ ​ ​ ​ ​ ​ Interest rate products ​ $ 24,060 ​ $ 24,060 RPA credit contracts ​ ​ — ​ ​ 4 Total derivatives not designated as hedging instruments ​ $ 24,060 ​ $ 24,064 ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ ​ Derivatives not designated as hedging instruments: ​ ​ ​ ​ ​ ​ Interest rate products ​ $ 27,174 ​ $ 27,174 RPA credit contracts ​ ​ — ​ ​ 3 Total derivatives not designated as hedging instruments ​ $ 27,174 ​ $ 27,177 25 Table of Contents (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 $ 88,000 and $ 487,000 for the three months ended March 31, 2025 and 2024, respectively. The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults (or is capable of being declared in default) on any of its indebtedness, then the Company could also be declared in default on its derivative obligations, and it could be required to terminate its derivative positions with the counterparty. The Company also has agreements with certain of its derivative counterparties that contain a provision whereby if the counterparty fails to maintain its status as a well-capitalized institution, then the Company could be required to terminate its derivative positions with the counterparty. In order to mitigate counterparty default risk in conjunction with these interest rate products and RPA credit contracts, the Company was required to maintain $ 9.1 million of collateral deposit accounts with the counterparties to these agreements as of March 31, 2025 and December 31, 2024. Note 9 – Other Comprehensive Income 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 ​ March 31, 2025 March 31, 2024 ​ ​ (In thousands) ​ ​ Pre-Tax ​ ​ ​ After-Tax ​ Pre-Tax ​ ​ ​ After-Tax ​ ​ Amount ​ Tax Expense ​ Amount ​ Amount ​ Tax Expense ​ Amount ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in fair value of available-for-sale securities ​ $ 2,291 ​ $ ( 589 ) ​ $ 1,702 ​ $ 295 ​ $ ( 83 ) ​ $ 212 Total other comprehensive income (loss) ​ $ 2,291 ​ $ ( 589 ) ​ $ 1,702 ​ $ 295 ​ $ ( 83 ) ​ $ 212 ​ The following table presents the components of accumulated other comprehensive loss as of March 31, 2025 and December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ March 31, 2025 ​ December 31, 2024 ​ ​ (In thousands) ​ ​ ​ ​ ​ ​ ​ Net unrealized holding losses on available-for-sale securities, net of tax ​ $ ( 5,685 ) ​ $ ( 7,387 ) Unrecognized director pension plan benefits, net of tax ​ ​ ( 780 ) ​ ​ ( 780 ) Total accumulated other comprehensive loss ​ $ ( 6,465 ) ​ $ ( 8,167 ) ​ ​ ​ Note 10 – 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. ​ 26 Table of Contents The Company operated under the risk-based framework as of March 31, 2025 and December 31, 2024. Under this framework, quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of Total Capital, Tier 1 Capital and Common Equity Tier 1 Capital to Risk-Weighted Assets, and Tier 1 Capital to Total Average Assets (as defined in the regulations). Management believes, as of March 31, 2025 and December 31, 2024, that the Company and the Bank meet all capital adequacy requirements to which each is subject. As of March 31, 2025 and December 31, 2024, the Company and the Bank were categorized as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, the Bank must maintain minimum total risk-based, Tier 1 risk-based, Common Equity Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table below. There are no conditions or events since that notification that management believes have changed the Bank’s category. 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 March 31, 2025 ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Capital ​ $ 666,928 ​ 13.8 % ​ $ 386,796 ​ 8.0 % ​ $ 483,495 ​ 10.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 625,176 ​ 12.9 % ​ ​ 290,097 ​ 6.0 % ​ ​ 386,796 ​ 8.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Equity Tier I Capital ​ ​ 625,176 ​ 12.9 % ​ ​ 217,573 ​ 4.5 % ​ ​ 314,271 ​ 6.5 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 625,176 ​ 12.5 % ​ ​ 200,538 ​ 4.0 % ​ ​ 250,672 ​ 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, 2024 ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Capital ​ $ 656,103 ​ 14.1 % ​ $ 372,083 ​ 8.0 % ​ $ 465,104 ​ 10.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 614,156 ​ 13.2 % ​ ​ 279,063 ​ 6.0 % ​ ​ 372,083 ​ 8.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Equity Tier I Capital ​ ​ 614,156 ​ 13.2 % ​ ​ 209,297 ​ 4.5 % ​ ​ 302,318 ​ 6.5 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 614,156 ​ 12.5 % ​ ​ 196,435 ​ 4.0 % ​ ​ 245,544 ​ 5.0 % (to Total Average Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Company’s actual consolidated 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 March 31, 2025 ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Capital ​ $ 787,077 ​ 16.3 % ​ $ 387,086 ​ 8.0 % ​ $ 483,858 ​ 10.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 745,325 ​ 15.4 % ​ ​ 290,315 ​ 6.0 % ​ ​ 387,086 ​ 8.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Equity Tier I Capital ​ ​ 745,325 ​ 15.4 % ​ ​ 217,736 ​ 4.5 % ​ ​ 314,508 ​ 6.5 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 745,325 ​ 14.5 % ​ ​ 205,865 ​ 4.0 % ​ ​ 257,331 ​ 5.0 % (to Total Average Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 27 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ To be well capitalized ​ ​ ​ ​ ​ ​ ​ ​ For minimum capital ​ ​ under prompt corrective ​ ​ ​ Actual ​ ​ adequacy purposes ​ ​ action provisions ​ Amount Ratio Amount Ratio Amount Ratio December 31, 2024 ​ ​ (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Capital ​ $ 814,505 ​ 17.4 % ​ $ 374,650 ​ 8.0 % ​ $ 468,313 ​ 10.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 772,558 ​ 16.5 % ​ ​ 280,988 ​ 6.0 % ​ ​ 374,650 ​ 8.0 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common Equity Tier I Capital ​ ​ 772,558 ​ 16.5 % ​ ​ 210,741 ​ 4.5 % ​ ​ 304,403 ​ 6.5 % (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 Capital ​ ​ 772,558 ​ 15.3 % ​ ​ 202,436 ​ 4.0 % ​ ​ 253,045 ​ 5.0 % (to Total Average Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Note 11 – 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 have been calculated in a manner similar to that of basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if all potentially dilutive common shares (such as those resulting from the exercise of stock options) were issued during the period, computed using the treasury stock method. There were no securities that had a dilutive effect during the three months ended March 31, 2025 and 2024. Unallocated ESOP shares are not deemed outstanding for EPS calculations. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 ​ ​ (Dollars in thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ Net income applicable to common shares ​ $ 12,655 ​ $ 8,701 ​ ​ ​ ​ ​ ​ ​ Average number of common shares outstanding ​ ​ 42,001,381 ​ ​ 42,705,729 Less: average unallocated ESOP shares ​ ​ ( 3,245,635 ) ​ ​ ( 3,016,085 ) Average number of common shares outstanding used to calculate basic EPS ​ ​ 38,755,746 ​ ​ 39,689,644 Common stock equivalents ​ ​ — ​ ​ — Average number of common shares outstanding used to calculate diluted EPS ​ ​ 38,755,746 ​ ​ 39,689,644 Earnings per common share: ​ ​ ​ ​ ​ ​ Basic and diluted ​ $ 0.33 ​ $ 0.22 ​ For the three months ended March 31, 2025 and 2024, there were no anti-dilutive shares. ​ ​