NorthEast Community Bancorp, Inc./MD/ 10-K

ITEM 9A. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective to ensure (1) that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms; and (2) that they are alerted in a timely manner about material information relating to the Company required to be filed in its periodic Securities and Exchange Commission filings. Management Report on Internal Control over Financial Reporting. Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company, as such term is defined in Exchange Act Rule 13a-15(f). The Company’s system of internal control over financial reporting has been designed to provide reasonable assurance to the Company’s management and board of directors regarding the reliability of financial reporting and the preparation and fair presentation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Any system of internal control over financial reporting, no matter how well designed, has inherent limitations, including the possibility that a control can be circumvented or overridden and misstatements due to error or fraud may occur and not be detected. Also, because of changes in conditions, internal control effectiveness may vary over time. Accordingly, even an effective system of internal control will provide only reasonable assurance with respect to financial statement preparation and presentation. The Company’s management has, including the Company’s principal executive officer and principal financial officer, assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023. To make this assessment, we used the criteria for effective internal control over financial reporting described in Internal Control – Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our assessment and based on such criteria, we believe that, as of December 31, 2023, the Company’s internal control over financial reporting was effective. Internal Control Over Financial Reporting. During the quarter and year ended December 31, 2023, there were no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting. ​ ITEM 9B. OTHER INFORMATION During the fiscal quarter ended December 31, 2023, none of our directors or officers informed us of the adoption or termination of a “ Rule 10b5 -1 trading arrangement” or “ non-Rule 10b5 -1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K. . ​ ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTION THAT PREVENT INSPECTIONS None. ​ 55 Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Directors and Executive Officers The information required by this item is incorporated herein by reference to “Item 1: Business—Executive Officers” in this Annual Report on Form 10-K and to the sections captioned “ Proposal 1—Election of Directors ,” and “ Corporate Governance ” in our definitive proxy statement for our 2023 annual meeting of stockholders to be filed with the Securities and Exchange Commission no later than 120 days after the close of the fiscal year covered by this Annual Report on Form 10-K (the “Proxy Statement”). Compliance with Section 16(a) of the Securities Exchange Act of 1934 The information required by this item with respect to any delinquent reports filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 is incorporated herein by referenced to the Proxy Statement. Code of Ethics and Business Conduct The Company has adopted a Code of Ethics and Business Conduct that is designed to ensure that the Company’s directors and employees meet the highest standards of ethical conduct. The Code of Ethics and Business Conduct, which applies to all employees and directors, addresses conflicts of interest, the treatment of confidential information, general employee conduct and compliance with applicable laws, rules and regulations. In addition, the Code of Ethics and Business Conduct is designed to deter wrongdoing and promote honest and ethical conduct, the avoidance of conflicts of interest, full and accurate disclosure and compliance with all applicable laws, rules and regulations. A copy of the Code of Ethics and Business Conduct is available in the Investor Relations section of our website (www.necb.com). ​ ITEM 11. EXECUTIVE COMPENSATION The information required by this item is incorporated herein by reference to the section captioned “Executive Compensation ” in the Proxy Statement. ​ ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information required by this item is incorporated herein by reference to the section captioned “Security Ownership ” in the Proxy Statement. ​ ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE The information required by this item is incorporated herein by reference to the sections captioned “ Proposal 1—Election of Directors ,” “ Policies and Procedures for Approval of Related Persons Transactions,” “ Transactions with Related Persons ” and “ Corporate Governance ” in the Proxy Statement. ​ ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The information required by this item is incorporated herein by reference to the section captioned “Proposal 2—Ratification of Appointment of Independent Registered Public Accounting Firm ” in the Proxy Statement. ​ 56 Table of Contents PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES ​ ​ ​ ​ (1) The financial statements required in response to this item are incorporated herein by reference from Item 8 of this Annual Report on Form 10-K. ​ (2) All financial statement schedules are omitted because they are not required or applicable, or the required information is shown in the consolidated financial statements or the notes thereto. ​ (3) Exhibits ​ ​ ​ ​ ​ No. Description Location ​ ​ ​ ​ ​ 3.1 Articles of Incorporation of NorthEast Community Bancorp, Inc. Incorporated herein by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 3.2 Bylaws of NorthEast Community Bancorp, Inc. Incorporated herein by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 4.0 Specimen Stock Certificate of NorthEast Community Bancorp, Inc. Incorporated herein by reference to Exhibit 4.0 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 4.1 Description of NorthEast Community Bancorp, Inc.’s Common Stock Registered Under Section 12 of the Securities Exchange Act of 1934 Incorporated herein by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K for the Year Ended December 31, 2022 (File No. 001-40589), filed on March 30, 2023 ​ ​ ​ ​ ​ 10.1 Employment Agreement by and between NorthEast Community Bancorp, Inc., NorthEast Community Bank and Kenneth A. Martinek+ Filed herewith ​ ​ ​ ​ ​ 10.2 Employment Agreement by and between NorthEast Community Bancorp, Inc., NorthEast Community Bank and Jose M. Collazo+ Filed herewith ​ ​ ​ ​ ​ 10.3 Employment Agreement by and between NorthEast Community Bancorp, Inc., NorthEast Community Bank and Donald S. Hom+ Incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2023 (File No. 001-40589), filed on august 10, 2023 ​ ​ ​ ​ ​ 10.4 NorthEast Community Bank Supplemental Executive Retirement Plan+ Incorporated herein by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 10.5 NorthEast Community Bank Directors’ Deferred Compensation Plan, as amended and restated+ Incorporated herein by reference to Exhibit 10.6 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ 57 Table of Contents ​ 10.6 NorthEast Community Bank Outside Director Retirement Plan+ Incorporated herein by reference to Exhibit 10.7 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 10.7 NorthEast Community Bancorp, Inc. Stock-Based Deferred Compensation Plan+ Incorporated herein by reference to Exhibit 10.8 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 10.8 ​ NorthEast Community Bancorp, Inc. 2022 Equity Incentive Plan+ Incorporated by reference to Appendix A to the Company’s Definitive Proxy Materials on Schedule 14A (File No. 001-40589), filed on August 19, 2022 ​ ​ ​ ​ ​ 10.9 Agreement by and between NorthEast Community Bancorp, MHC, NorthEast Community Bancorp, Inc. and NorthEast Community Bank and Stilwell Activist Fund, L.P., Stilwell Activist Investments, L.P., Stilwell Partners, L.P. and Joseph Stilwell Incorporated herein by reference to Exhibit 10.9 to the Company’s Registration Statement on Form S-1 (File No. 333-253982), initially filed on March 8, 2021 ​ ​ ​ ​ ​ 21.0 Subsidiaries Filed herewith ​ ​ ​ ​ ​ 23.1 Consent of S.R. Snodgrass, P.C. Filed herewith ​ ​ ​ ​ ​ 31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer Filed herewith ​ ​ ​ ​ ​ 31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer Filed herewith ​ ​ ​ ​ ​ 32 Section 1350 Certification of Chief Executive Officer and Chief Financial Officer Filed herewith ​ ​ ​ ​ ​ 97 NorthEast Community Bancorp, Inc. Incentive-Compensation Recoupment Policy Filed herewith ​ ​ ​ ​ ​ 101 The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in inline XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statement of Changes in Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to the Consolidated Financial Statements. Filed herewith ​ ​ ​ ​ ​ 104 Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101) Filed herewith ​ ​ ​ ​ ​ + Management contract or compensatory plan, contract or arrangement. ​ ​ ITEM 16. FORM 10-K SUMMARY Not applicable. ​ ​ 58 ​ ​ REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of NorthEast Community Bancorp, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated statement of financial condition of NorthEast Community Bancorp, Inc., and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Change in Accounting Principle As discussed in Note 1 to the financial statements, the Company changed its method of accounting for credit losses effective January 1, 2023, due to the adoption of Accounting Standards Codification (ASC) Topic 326, Financial Instruments – Credit Losses. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provides a reasonable basis for our opinion. /s/ S.R. Snodgrass, P.C. (PCAOB ID 000 74 ) We have served as the Company’s auditor since 2021. Cranberry Township, Pennsylvania March 28, 2024 ​ ​ F- 1 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Financial Condition ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ 2023 2022 ​ ​ (In thousands, except share ​ ​ and per share amounts) ASSETS ​ ​ ​ ​ ​ ​ Cash and amounts due from depository institutions ​ $ 13,394 ​ $ 13,210 Interest-bearing deposits ​ 55,277 ​ 82,098 Total cash and cash equivalents ​ 68,671 ​ 95,308 Certificates of deposit ​ 100 ​ 100 Equity securities ​ 18,102 ​ 18,041 Securities available-for-sale, at fair value ​ - ​ 1 Securities held-to-maturity (net of allowance for credit losses of $ 136 , fair value of $ 13,126  and $ 22,865 , respectively) ​ 15,860 ​ 26,395 Loans receivable ​ 1,586,721 ​ 1,217,321 Deferred loan costs, net ​ ​ 176 ​ ​ 372 Allowance for credit losses ​ ​ ( 5,093 ) ​ ​ ( 5,474 ) Net loans ​ ​ 1,581,804 ​ 1,212,219 Premises and equipment, net ​ 25,452 ​ 26,063 Investments in restricted stock, at cost ​ 929 ​ 1,238 Bank owned life insurance ​ 25,082 ​ 25,896 Accrued interest receivable ​ 12,311 ​ 8,597 Goodwill ​ - ​ 200 Real estate owned ​ 1,456 ​ 1,456 Property held for investment ​ 1,407 ​ 1,444 Right of Use Assets – Operating ​ 4,566 ​ 2,312 Right of Use Assets – Financing ​ 351 ​ 355 Other assets ​ 8,044 ​ 5,338 Total assets ​ $ 1,764,135 ​ $ 1,424,963 LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ Liabilities: ​ ​ Deposits: ​ ​ Non-interest bearing ​ $ 300,184 ​ $ 376,302 Interest bearing ​ 1,099,852 ​ 745,653 Total deposits ​ 1,400,036 ​ 1,121,955 Advance payments by borrowers for taxes and insurance ​ 2,020 ​ 2,369 Borrowings ​ 64,000 ​ 21,000 Lease Liability – Operating ​ 4,625 ​ 2,363 Lease Liability – Financing ​ 571 ​ 533 Accounts payable and accrued expenses ​ 13,558 ​ 14,754 Total liabilities ​ 1,484,810 ​ 1,162,974 ​ ​ ​ ​ ​ F- 2 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Financial Condition (Continued) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ 2023 2022 ​ ​ (In thousands, except share ​ ​ and per share amounts) Stockholders’ equity: ​ ​ Preferred stock, $ 0.01 par value; 25,000,000 shares authorized; none issued or outstanding $ — $ — Common stock, $ 0.01 par value; 75,000,000 shares authorized; 14,144,856 shares and 16,049,454 shares issued and outstanding , respectively ​ ​ 142 ​ ​ 161 Additional paid-in capital ​ 109,924 ​ ​ 136,434 Unearned Employee Stock Ownership Plan (“ESOP”) shares ​ ( 6,563 ) ​ ​ ( 7,432 ) Retained earnings ​ 175,505 ​ ​ 132,670 Accumulated other comprehensive income ​ 317 ​ ​ 156 Total stockholders’ equity ​ 279,325 ​ 261,989 Total liabilities and stockholders’ equity ​ $ 1,764,135 ​ $ 1,424,963 ​ See notes to consolidated financial statements. ​ F- 3 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In thousands, except per share amounts) INTEREST INCOME: ​ ​ ​ Loans ​ $ 127,486 ​ $ 69,992 Interest-earning deposits ​ 4,143 ​ ​ 1,260 Securities ​ 859 ​ ​ 750 Total Interest Income ​ 132,488 ​ 72,002 INTEREST EXPENSE: ​ ​ Deposits ​ 34,181 ​ ​ 7,544 Borrowings ​ 1,078 ​ ​ 546 Financing lease ​ 38 ​ ​ 37 Total Interest Expense ​ 35,297 ​ 8,127 Net Interest Income ​ 97,191 ​ 63,875 Provision for credit loss ​ 972 ​ 439 Net Interest Income after Provision for Credit Losses ​ 96,219 ​ 63,436 NON-INTEREST INCOME: ​ ​ Other loan fees and service charges ​ 1,891 ​ ​ 1,994 (Loss) gain on disposition of equipment ​ ( 18 ) ​ ​ 98 Earnings on bank owned life insurance ​ 1,013 ​ ​ 604 Investment advisory fees ​ 458 ​ ​ 474 Realized and unrealized gain (loss) on equity securities ​ 294 ​ ​ ( 1,573 ) Other ​ 105 ​ ​ 86 Total Non-Interest Income ​ 3,743 ​ 1,683 NON-INTEREST EXPENSES: ​ ​ Salaries and employee benefits ​ 18,839 ​ ​ 15,549 Occupancy expense ​ 2,595 ​ ​ 2,428 Equipment ​ 1,055 ​ ​ 1,107 Outside data processing ​ 2,210 ​ ​ 1,886 Advertising ​ 521 ​ ​ 299 Impairment loss on goodwill ​ - ​ ​ 451 Loss on disposition of business ​ ​ 138 ​ ​ - Real estate owned expense ​ 93 ​ ​ 623 Other ​ 9,770 ​ ​ 8,347 Total Non-Interest Expenses ​ 35,221 ​ 30,690 INCOME BEFORE PROVISION FOR INCOME TAXES ​ 64,741 ​ 34,429 PROVISION FOR INCOME TAXES ​ 18,465 ​ 9,586 NET INCOME ​ $ 46,276 ​ $ 24,843 ​ ​ ​ ​ ​ ​ ​ EARNINGS PER COMMON SHARE – BASIC ​ $ 3.32 ​ $ 1.61 EARNINGS PER COMMON SHARE – DILUTED ​ ​ 3.32 ​ ​ 1.58 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC ​ ​ 13,930 ​ ​ 15,433 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – DILUTED ​ ​ 13,936 ​ ​ 15,726 ​ See notes to consolidated financial statements. ​ ​ ​ F- 4 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Comprehensive Income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ 2023 2022 ​ ​ (In thousands) Net Income ​ $ 46,276 ​ $ 24,843 Other comprehensive income: ​ ​ Defined benefit pension: ​ ​ ​ Reclassification adjustments out of accumulated other comprehensive income: ​ ​ Amortization of actuarial (gain) loss ¹ ​ ( 32 ) ​ 27 Actuarial gain arising during period ​ 116 ​ 353 Total ​ 84 ​ 380 Income tax effect ² ​ ( 24 ) ​ ​ — Tax adjustment - pension liability ​ 101 ​ ( 85 ) Total other comprehensive income ​ 161 ​ 295 Total Comprehensive Income ​ $ 46,437 ​ $ 25,138 (1) Amounts are included in other expenses in the audited consolidated statements of income as part of net periodic pension cost. See Note 17 for further information. (2) Amounts are included in provision for income taxes in the audited consolidated statements of income. ​ See notes to consolidated financial statements. ​ ​ F- 5 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Changes in Stockholders’ Equity Years Ended December 31, 2023 and 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ Number of ​ Common ​ Paid- in ​ Unearned ​ Retained ​ Comprehensive ​ ​ ​ ​ Shares Stock Capital ESOP Shares Earnings Income Total ​ ​ (In thousands, except share and per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance – December 31, 2022 ​ ​ 16,049,454 ​ $ 161 ​ $ 136,434 ​ $ ( 7,432 ) ​ $ 132,670 ​ $ 156 ​ $ 261,989 Net income ​ — ​ — ​ — ​ — ​ 46,276 ​ — ​ 46,276 Other comprehensive income ​ — ​ — ​ — ​ — ​ — ​ 161 ​ 161 Cash dividend declared ($ 0.24 per share) ​ — ​ — ​ — ​ — ​ ( 3,342 ) ​ — ​ ( 3,342 ) Stock Repurchases ​ ​ ( 1,909,476 ) ​ ​ ( 19 ) ​ ​ ( 28,691 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 28,710 ) Restricted stock award ​ ​ 4,878 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Compensation expense related to restricted stock awards ​ ​ — ​ ​ — ​ ​ 968 ​ ​ — ​ ​ — ​ ​ — ​ ​ 968 Compensation expense related to stock options ​ ​ — ​ ​ — ​ ​ 768 ​ ​ — ​ ​ — ​ ​ — ​ ​ 768 Cumulative effect of adoption of ASU 2016-13 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 99 ) ​ ​ — ​ ​ ( 99 ) ESOP shares earned ​ — ​ — ​ 445 ​ 869 ​ — ​ — ​ 1,314 Balance – December 31, 2023 ​ ​ 14,144,856 ​ $ 142 ​ $ 109,924 ​ $ ( 6,563 ) ​ $ 175,505 ​ $ 317 ​ $ 279,325 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ Number of ​ Common ​ Paid- in ​ Unearned ​ Retained ​ Comprehensive ​ ​ ​ ​ Shares Stock Capital ESOP Shares Earnings Income (Loss) Total ​ ​ (In thousands, except share and per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance – December 31, 2021 ​ ​ 16,377,936 ​ $ 164 ​ $ 145,335 ​ $ ( 8,301 ) ​ $ 114,323 ​ $ ( 139 ) ​ $ 251,382 Net income ​ — ​ — ​ — ​ — ​ 24,843 ​ — ​ 24,843 Other comprehensive income ​ — ​ — ​ — ​ — ​ — ​ 295 ​ 295 Cash dividend declared ($ 0.42 per share) ​ — ​ — ​ — ​ — ​ ( 6,496 ) ​ — ​ ( 6,496 ) Stock Repurchases ​ ​ ( 680,519 ) ​ ​ ( 7 ) ​ ​ ( 9,311 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 9,318 ) Restricted stock award ​ ​ 352,037 ​ ​ 4 ​ ​ ( 4 ) ​ ​ — ​ ​ — ​ ​ — ​ ​ — Compensation expense related to restricted stock awards ​ ​ — ​ ​ — ​ ​ 116 ​ ​ — ​ ​ — ​ ​ — ​ ​ 116 Compensation expense related to stock options ​ ​ — ​ ​ — ​ ​ 92 ​ ​ — ​ ​ — ​ ​ — ​ ​ 92 ESOP shares earned ​ — ​ — ​ 206 ​ 869 ​ — ​ — ​ 1,075 Balance – December 31, 2022 ​ ​ 16,049,454 ​ $ 161 ​ $ 136,434 ​ $ ( 7,432 ) ​ $ 132,670 ​ $ 156 ​ $ 261,989 ​ ​ See notes to consolidated financial statements. F- 6 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Cash Flows ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In thousands) Cash Flows from Operating Activities: ​ ​ ​ Net income ​ $ 46,276 ​ $ 24,843 Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ Net amortization of securities premiums and discounts, net ​ 20 ​ ​ 27 Provision for credit losses ​ 972 ​ ​ 439 Depreciation ​ 1,219 ​ ​ 1,246 Net amortization of deferred loan fees and costs ​ 215 ​ ​ 509 Deferred income tax benefit ​ ( 367 ) ​ ​ ( 1,308 ) Realized and unrealized (gain) loss recognized on equity securities ​ ( 294 ) ​ ​ 1,573 Impairment of goodwill ​ - ​ ​ 451 Impairment of real estate owned ​ - ​ ​ 540 Earnings on bank owned life insurance ​ ( 1,013 ) ​ ​ ( 604 ) Loss on disposition of business ​ ​ 138 ​ ​ - Loss (gain) on dispositions of premises and equipment ​ 18 ​ ​ ( 98 ) ESOP compensation expense ​ 1,314 ​ ​ 1,075 Compensation expense related to stock options ​ ​ 768 ​ ​ 92 Compensation expense related to restricted stock ​ ​ 968 ​ ​ 116 Increase in accrued interest receivable ​ ( 3,714 ) ​ ​ ( 4,314 ) Decrease in other assets ​ 149 ​ ​ 1,269 Decrease in accounts payable - loan closing ​ ( 2,614 ) ​ ​ ( 91 ) (Decrease) increase in accounts payable and accrued expenses ​ ( 1,220 ) ​ ​ 1,774 Net Cash Provided by Operating Activities ​ 42,835 ​ 27,539 Cash Flows from Investing Activities: ​ ​ Net increase in loans ​ ( 399,396 ) ​ ( 257,844 ) Proceeds from sale of loans ​ 29,666 ​ 12,770 Principal repayments on securities available-for-sale ​ 1 ​ ​ — Principal repayments on securities held-to-maturity ​ 11,183 ​ 1,495 Purchase of securities held-to-maturity ​ ( 806 ) ​ ( 10,038 ) Proceeds from bank owned life insurance ​ ​ 1,827 ​ ​ — Purchase of FHLB stock ​ ​ ( 6 ) ​ ​ — Redemption of FHLB stock ​ 315 ​ 331 Purchases of premises and equipment ​ ( 626 ) ​ ( 3,304 ) Net Cash Used in Investing Activities ​ ( 357,842 ) ​ ( 256,590 ) Cash Flows from Financing Activities: ​ ​ Net increase in deposits ​ 278,081 ​ 194,791 Proceeds from FRB borrowing ​ ​ 50,000 ​ ​ — Repayment of FHLB of NY advances ​ ( 7,000 ) ​ ( 7,000 ) Stock repurchases ​ ​ ( 28,710 ) ​ ​ ( 9,318 ) Increase (decrease) in advance payments by borrowers for taxes and insurance ​ ​ ( 349 ) ​ 485 Cash dividends paid ​ ​ ( 3,652 ) ​ ( 6,868 ) Net Cash Provided by Financing Activities ​ 288,370 ​ 172,090 Net Decrease in Cash and Cash Equivalents ​ ( 26,637 ) ​ ( 56,961 ) Cash and Cash Equivalents – Beginning ​ 95,308 ​ 152,269 Cash and Cash Equivalents – Ending ​ $ 68,671 ​ $ 95,308 ​ ​ F- 7 Table of Contents Northeast Community Bancorp, Inc. Consolidated Statements of Cash Flows (Continued) ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In thousands) Supplementary Cash Flows Information: ​ ​ ​ Income taxes paid ​ $ 20,721 ​ $ 9,195 Interest paid ​ $ 34,853 ​ $ 8,012 Supplementary Disclosure of Non-Cash Investing and Financing Activities: ​ ​ Recognition of right of use asset – operating ​ $ 4,372 ​ $ 289 Recognition of lease liability – operating ​ $ 4,372 ​ $ 289 Dividends declared and not paid ​ $ 849 ​ $ 971 Adoption of ASC 326 ​ $ 99 ​ $ — ​ See notes to consolidated financial statements. ​ ​ ​ F- 8 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies The following is a description of the Company’s business and significant accounting and reporting policies: Nature of Business: Northeast Community Bancorp, Inc. (the “Company”) is a Maryland corporation that was incorporated in May 2021 to be the successor to NorthEast Community Bancorp, Inc., a federally chartered corporation (the “Mid-Tier Holding Company”), upon completion of the second-step conversion of NorthEast Community Bank (the “Bank”) from the two-tier mutual holding company structure to the stock holding company structure. NorthEast Community Bancorp, MHC was the former mutual holding company for the Mid-Tier Holding Company prior to the completion of the second-step conversion. In conjunction with the second-step conversion, each of NorthEast Community Bancorp, MHC and the Mid-Tier Holding Company merged out of existence and now cease to exist. The Bank is a New York State-chartered savings bank and the Company’s primary activity is the ownership and operation of the Bank. The Bank is headquartered in White Plains, New York. The Bank was founded in 1934 and is a community oriented financial institution dedicated to serving the financial services needs of individuals and businesses within its market area. The Bank currently conducts business through its eleven branch offices located in Bronx, New York, Orange, Rockland, and Sullivan Counties in New York and Essex, Middlesex and Norfolk Counties in Massachusetts and three loan production offices located in White Plains, New York, New City, New York and Danvers, Massachusetts. The Bank’s principal business consists of originating primarily construction loans and, to a lesser extent, commercial and industrial loans, and multifamily and mixed-use residential real estate loans and non-residential real estate loans. The Bank offers a variety of retail deposit products to the general public in the areas surrounding its main office and its branch offices, with interest rates that are competitive with those of similar products offered by other financial institutions operating in its market area. The Bank also utilizes borrowings as a source of funds. The Bank’s revenues are derived primarily from interest on loans and, to a lesser extent, interest on investment securities and mortgage-backed securities. The Bank also generates revenues from other income including deposit fees, service charges and investment advisory fees. The Bank also offers investment advisory and financial planning services under the name Harbor West Wealth Management Group, a division of the Bank, through a networking arrangement with a registered broker-dealer and investment advisor. The agreement to sell all the Bank’s assets relating to Harbor West Wealth Management Group to a third party was executed in December 2023, with the transaction closing in January 2024. New England Commercial Properties LLC (“NECP”), a New York limited liability company and wholly owned subsidiary of the Bank, was formed in October 2007 to facilitate the purchase or lease of real property by the Bank. New England Commercial Properties, LLC currently owns one foreclosed property located in Pennsylvania. NECB Financial Services Group, LLC (“NECB Financial”), a New York limited liability company and wholly owned subsidiary of the Bank, was formed in the third quarter of 2012 as a complement to Harbor West Wealth Management Group to sell life insurance and fixed rate annuities. NECB Financial is licensed in New York State. We terminated our license in Connecticut on February 22, 2024 due to the sale of all the Bank’s assets relating to Harbor West Wealth Management Group to a third party in January 2024. ​ ​ ​ F- 9 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) 72 West Eckerson LLC (“72 West Eckerson”), a New York limited liability company and wholly owned subsidiary of the Bank, was formed in April 2015 to facilitate the purchase or lease of real property by the Bank and currently owns the Bank branch locations in Spring Valley, New York and Monroe, New York. 166 Route 59 Realty LLC (“166 Route 59 Realty”), a New York limited liability company and wholly owned subsidiary of the Bank, was formed in April 2021 to facilitate the purchase or lease of real property by the Bank and currently owns the Bank branch located in Airmont, New York. 3 Winterton Realty LLC, a New York limited liability company and wholly owned subsidiary of the Bank, was formed in October 2021 to facilitate the purchase or lease of real property by the Bank and currently owns the property for a Bank branch located in Bloomingburg, New York. Principles of Consolidation: The consolidated financial statements include the accounts of the Company, the Bank, NECP, NECB Financial, 72 West Eckerson, 166 Route 59 Realty, and 3 Winterton Realty LLC (collectively the “Company”) and have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All significant inter-company accounts and transactions have been eliminated in consolidation. The accounting and reporting policies of the Company and its subsidiaries conform to accounting principles generally accepted in the United States of America (“U.S. GAAP”) and to the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-K and Article 10 of Regulation S-X. When necessary, certain reclassifications were made to prior year amounts to conform with current year presentation. Use of Estimates: The preparation of consolidated financial statements, in conformity with U.S. GAAP, requires management to make estimates and assumptions that affect certain recorded amounts and disclosures. Accordingly, actual results could differ from those estimates. The most significant estimate pertains to the allowance for credit losses. The borrowers’ abilities to meet contractual obligations and collateral value are the most significant assumptions used to arrive at the estimate. The risks associated with such estimates arise when unforeseen conditions affect the borrowers’ abilities to meet the contractual obligations of the loan and result in a decline in the value of the supporting collateral. Such unforeseen changes may have an adverse effect on the consolidated results of operations and financial position of the Company. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Company’s allowance for credit losses. Such agencies may require the Company to recognize additions to the allowance based on their judgments about information available to them at the time of their examination. Cash and Cash Equivalents: Cash and cash equivalents include cash and amounts due from depository institutions and interest-bearing deposits in other banks, all with original maturities of 90 days or less. Certificates of Deposit: Certificates of deposit are carried at cost which approximates fair value and have maturities of less than one year. ​ F- 10 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Securities: The Company classifies its debt securities as held to maturity or available for sale at the time of purchase. Held to maturity securities are those debt securities which management has the intent and the Company has the ability to hold to maturity and are reported at amortized cost. Available-for-sale securities are those debt securities which are neither held to maturity securities nor trading securities and are reported at fair value, with unrealized gains and losses, net of the related income tax effect, excluded from earnings and reported in a separate component of stockholders’ equity. Premiums and discounts on all securities are generally amortized or accreted to the maturity date utilizing the level-yield method taking into consideration the impact of principal amortization and prepayments, as applicable. Gain or loss on sales of securities is based on the specific identification method. Effective January 1, 2023, the Company adopted the provisions of ASC 326 and modified its accounting policy for the assessment of available for sale securities for impairment. Under ASC 326, for available-for-sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more than likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities available-for-sale that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost, any changes to the rating by a rating agency, and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of tax. The Company elected the practical expedient of zero loss estimates for securities issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major agencies and have a long history of no credit losses. Under ASC 326, changes in the allowance for credit losses are recorded as provision for, or reversal of, credit loss expense. Losses are charged against the allowance when management believes the uncollectibility of an available for sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met. Equity securities are carried at fair value with changes in fair value reported in income. Loans Receivable: Loans are stated at unpaid principal balances plus net deferred loan origination fees and costs less an allowance for credit losses. Interest on loans receivable is recorded on the accrual basis. An allowance for uncollected interest is established on loans where management has determined that the borrowers may be unable to meet contractual principal and/or interest obligations or where interest or principal is 90 days or more past due, unless the loans are well secured with a reasonable expectation of collection. When a loan is placed on nonaccrual, an allowance for uncollected interest is established and charged against current income. Thereafter, interest income is not recognized unless the financial condition and payment record of the borrower warrant the recognition of interest income. Generally, loans are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time (generally six months) and the ultimate collectability of the total contractual principal and interest is no longer in doubt. Interest on loans that have been restructured is accrued according to the renegotiated terms. Net loan origination fees and costs are deferred and amortized into interest income over the contractual lives of the related loans by use of the level yield method. Past due status of loans is based upon the contractual due date. F- 11 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Prepayment penalties received on loans which pay in full prior to the scheduled maturity are included in interest income in the period the prepayment penalties are collected. Accounting Pronouncements Adopted in 2023: Effective January 1, 2023, the Company adopted Accounting Standards Topic 326, “Financial Instruments – Credit Losses” which replaced the previously existing U.S. GAAP “incurred loss” approach to “expected credit losses” approach, which is referred as Current Expected Credit Losses (“CECL”). CECL measures the credit loss associated with financial assets carried at amortized cost, including loan receivables, held-to-maturity debt securities, off balance sheet credit exposures. The Company adopted Topic 326 using the modified retrospective method for all financial assets measured at amortized cost and off-balances sheet exposures. Results for reporting periods beginning after January 1, 2023 are presented under Topic 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP. Upon adoption, we recorded a cumulative-effect adjustment totaling $ 134,000 , or $ 99,000 , net of tax, to reduce retained earnings. The transition adjustment includes the adoption and changes to the three applicable components of the allowance for credit losses (“ACL”): a decrease of $ 1.6 million in the allowance for credit losses related to loans, an increase of $ 132,000 in the allowance for credit losses related to held-to-maturity debt securities, and an increase of $ 1.6 million in the allowance for credit losses related to off-balance sheet items. The following table illustrates the impact of adopting ASC 326: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 1, 2023 ​ ​ Pre-Adoption ​ Adoption Impact ​ As Reported ​ ​ (In Thousands) Assets ​ ​ ​ ​ ​ ​ ACL on debt securities held-to-maturity ​ ​ ​ ​ ​ ​ Municipal Bonds $ - $ 132 $ 132 ACL on loan receivables ​ ​ ​ ​ ​ ​ Residential real estate ​ 528 ​ 895 ​ 1,423 Non-residential real estate ​ 131 ​ 7 ​ 138 Construction ​ 3,835 ​ ( 2,086 ) ​ 1,749 Commercial and industrial ​ 955 ​ ( 437 ) ​ 518 Consumer ​ 18 ​ 44 ​ 62 Unallocated ​ 7 ​ ( 7 ) ​ - ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ ​ ACL for off-balance sheet exposure ​ - ​ 1,586 ​ 1,586 ​ $ 5,474 $ 134 $ 5,608 ​ Allowance for Credit Losses - Loans The allowance for credit losses related to loans is a valuation reserve established and maintained by charges against income and is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. The ACL is an estimate of expected credit losses, measured over the contractual life of a loan, that considers our historical loss experience, current conditions and forecasts of future economic conditions. Determination of an appropriate ACL is inherently subjective and may have significant changes from period to period. F- 12 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) The methodology for determining the ACL has two main components: evaluation of expected credit losses for certain groups of homogeneous loans that share similar risk characteristics and evaluation of loans that do not share risk characteristics with other loans. The allowance for credit losses related to loans is measured on a collective (pool) basis when similar risk characteristics exist. If the risk characteristics of a loan change, such that they are no longer similar to other loans in the pool, the Company will evaluate the loan with a different pool of loans that share similar risk characteristics. If the loan does not share risk characteristics with other loans, the Company will evaluate the loan on an individual basis. The Company evaluates the pooling methodology at least annually. Loans are charged off against the allowance for credit losses related to loans when the Company believes the balances to be uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged off or expected to be charged off. The Company has chosen to segment its portfolio consistent with the manner in which it manages credit risk. Such segments include residential real estate, non-residential real estate, construction, commercial and industrial business, and consumer. For most segments the Company calculates estimated credit losses using a probability of default and loss given default methodology, the results of which are applied to each individual loan within the segment. The point in time probability of default and loss given default are then conditioned by macroeconomic scenarios to incorporate reasonable and supportable forecasts that affect the collectability of the reported amount. The Company estimates the allowance for credit losses related to loans via a quantitative analysis which considers relevant available information from internal and external sources related to past events and current conditions, as well as the incorporation of reasonable and supportable forecasts. The Company evaluates a variety of factors including third party economic forecasts, industry trends and other available published economic information in arriving at its forecasts. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals, and modifications. Also included in the allowance for credit losses related to loans are qualitative reserves to cover losses that are expected but, in the Company’s assessment, might not be adequately represented in the quantitative analysis or the forecasts described above. Factors that the Company considers include changes in lending policies and procedures, business conditions, the nature and size of the portfolio, portfolio concentrations, the volume and severity of past due loans and non-accrual loans, the effect of external factors such as competition, legal and regulatory requirements, among others. Qualitative loss factors are applied to each portfolio segment with the amounts judgmentally determined by the relative risk to the most severe loss periods identified in the historical loan charge-offs of the Company. The Company has elected to exclude accrued interest receivable from the measurement of its ACL. When a loan is placed on non-accrual status, any outstanding accrued interest is reversed against interest income. On a case-by-case basis, the Company may conclude that a loan should be evaluated on an individual basis based on the loan’s disparate risk characteristics. When the Company determines that a loan no longer shares similar risk characteristics with other loans in the portfolio, the allowance will be determined on an individual basis using the present value of expected cash flows or, the loan’s observable market price or, for collateral-dependent loans, the fair value of the collateral as of the reporting date, less estimated selling costs, as applicable. If the fair value of the collateral is less than the amortized cost basis of the loan, the Company will charge off the difference between the fair value of the collateral, less costs to sell at the reporting date and the amortized cost basis of the loan. ​ ​ F- 13 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Allowance for Credit Losses – Held-to-Maturity Debt Securities The allowance for credit losses related to held-to-maturity debt securities is a valuation reserve established and maintained by charges against income and is deducted from the amortized cost basis of held-to-maturity debt securities to present the net amount expected to be collected on the held-to-maturity debt securities. Losses, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. The Company has elected to exclude accrued interest receivable from the measurement of its ACL. When an investment is placed on non-accrual status, any outstanding accrued interest is reversed against interest income. Allowance for Credit Losses Related to Off-Balance Sheet Credit Exposures The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses related to off-balance sheet credit exposures is adjusted through credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. Based on management’s comprehensive analysis of the credit portfolio, management believes the allowance for credit losses is appropriate as of December 31, 2023 and 2022, respectively. Concentration of Risk: The Company’s lending activity is concentrated in construction and permanent loans secured by multi-family and non-residential real estate located primarily in the Northeast and Mid-Atlantic regions of the United States. As of December 31, 2023 and 2022, the Company had majority of construction loans located in New York state, including $ 626.0 million and $ 440.6 million in the Bronx, $ 198.5 million and $ 122.4 million in the Town of Monroe, $ 133.7 million and $ 103.8 million in the Hamlet of Monsey, $ 105.9 million and $ 104.3 million in the Village of Spring Valley, and $ 18.8 million and $ 31.8 million in Brooklyn. The Company also had deposits in excess of the FDIC insurance limit at other financial institutions. At December 31, 2023 and 2022, such deposits totaled $ 43.2 million and $ 59.0 million held by the Federal Reserve Bank of New York, $ 13.7 million and $ 26.4 million held by the Federal Home Loan Bank of New York, and $ 430,000 and $ 1.0 million held by Atlantic Community Bankers Bank (“ACBB”). Generally, deposits in excess of $250,000 are not insured by the FDIC. Premises and Equipment: Land is stated at cost. Buildings and improvements, leasehold improvements and furnishings and equipment are stated at cost less accumulated depreciation and amortization computed on the straight-line method over the following useful lives: ​ ​ ​ ​ ​ Years Buildings 30  –  50 Building improvements 10  –  50 Leasehold improvements 1  –  15 Furnishings and equipment 3  –  5 ​ Maintenance and repairs are charged to operations in the years incurred. ​ F- 14 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Property and equipment are evaluated for impairment periodically whenever events or changes in circumstances indicate that their related carrying amounts may not be recoverable. In evaluating property and equipment for recoverability, we use our best estimate of future cash flows expected to result from the use of the asset and its eventual disposition. To the extent that estimated future undiscounted net cash flows attributable to the asset are less than the carrying amount, an impairment loss is recognized equal to the difference between the carrying value of such asset and its fair value. The Company did not have impairment recorded for property and equipment in 2023 and 2022. Bank Owned Life Insurance (“BOLI”): The Company owns life insurance on the lives of certain of its officers. The cash surrender value is recorded as an asset and the change in cash surrender value is included in non-interest income and is tax-exempt. The BOLI can be liquidated, if necessary, with tax consequences. However, the Company intends to hold these policies and, accordingly, the Company has not provided for deferred income taxes on the earnings from the increase in cash surrender value. Investments in Restricted Stock: Federal law requires a member institution of the Federal Home Loan Bank (“FHLB”) system to hold stock of its district FHLB according to a predetermined formula. The Company also owns restricted stock in Atlantic Community Bancshares, Inc. (ACBI), holding company of ACBB, a correspondent banker’s bank. These stocks are carried at cost. At December 31, 2023 and 2022, the Company had $ 859,000 and $ 1.2 million in FHLB stock, and $ 70,000 and $ 70,000 in ACBB stocks. Goodwill: Goodwill at December 31, 2023 and 2022 totaled zero and $ 200,000 , respectively, and consists of goodwill acquired in the business combination completed by the Company in November 2007. The Company tests goodwill during the fourth quarter of each year for impairment, or more frequently if certain indicators are present or changes in circumstances suggest that impairment may exist. The Company utilizes a two-step approach. The first step requires a comparison of the carrying value of the reporting unit to the fair value of the unit. The Company estimates the fair value of the reporting unit through internal analyses and external valuation, which utilizes an income approach based on the present value of future cash flows. If the carrying value of the reporting unit exceeds its fair value, impairment exists and the Company will perform the second step of the goodwill impairment test to measure the amount of impairment loss, if any. The second step of the goodwill impairment test, if necessary, compares the implied fair value of a reporting unit’s goodwill with its carrying value. The implied fair value of goodwill is determined in the same manner that the amount of goodwill recognized in a business combination is determined. The Company allocates the fair value of the reporting unit to all of the assets and liabilities of that unit, including identifiable intangible assets, as if the reporting unit had been acquired in a business combination. Any excess of the value of a reporting unit over the amounts assigned to its assets and liabilities is the implied fair value of goodwill. Impairment charges of $ 451,000 were recorded in 2022 due to increased capitalization rate when evaluating the investment value of the goodwill. As of December 31, 2023, the goodwill was eliminated along with the sale of Harbor West Wealth Management Group to a third party in December 2023. The sale resulted in a total of $ 138,000 loss recognized on the consolidated statement of income. Real Estate Owned: Real estate owned is carried at the lower of cost or fair value of the related property, as determined by current appraisals less estimated costs to sell. Foreclosed real estate is initially recorded at the fair value of property acquired minus estimated costs to sell at the date of foreclosure, establishing a new cost basis. Write-downs on these properties, which occur after the initial transfer from the loan portfolio, are recorded as operating expenses. Costs of holding such properties are charged to non-interest expense in the current period. Gains, to the extent allowable, and losses F- 15 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) on the disposition of these properties are reflected in the real estate owned expense in the consolidated statement of income. The Company wrote down $ 540,000 in 2022 due to increased capitalization rate in evaluating the fair value of the properties. No write-downs were recorded in 2023. Property Held for Investment: Land is stated at cost. Buildings and improvements are stated at cost less accumulated depreciation computed on the straight-line method over the useful lives between 30 to 50 years for buildings and 10 to 50 years for building improvements. Property held for investment is evaluated for impairment periodically whenever events or changes in circumstances indicate that their related carrying amounts may not be recoverable. In evaluating property held for investment for recoverability, we use our best estimate of future cash flows expected to result from the use of the asset and its eventual disposition. To the extent that estimated future undiscounted net cash flows attributable to the asset are less than the carrying amount, an impairment loss is recognized equal to the difference between the carrying value of such asset and its fair value. The Company did not have impairment recorded for property held for investment in 2023 and 2022. Income Taxes: The Company files a consolidated federal income tax return. Income taxes are allocated to the Company, Bank, NECP, and NECB Financial based upon their respective income or loss included in the consolidated income tax return. The Company, the Bank, NECP, and NECB Financial file combined or separate state and city income tax returns depending on the particular requirements of each jurisdiction. Federal, state and city income tax expense has been provided on the basis of reported income. The amounts reflected on the tax returns differ from these provisions due principally to temporary differences in the reporting of certain items for financial reporting and income tax reporting purposes. The tax effect of these temporary differences is accounted for as deferred taxes applicable to future periods. Deferred income tax expense or benefit is determined by recognizing deferred tax assets and liabilities for the estimated future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax base. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. The realization of deferred tax assets is assessed and a valuation allowance provided, when necessary, for that portion of the asset, which is not more likely than not to be realized. The Company accounts for uncertainty in income taxes recognized in its consolidated financial statements in accordance with ASC Topic 740, “Income Taxes”, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, and also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has not identified any significant income tax uncertainties through the evaluation of its income tax positions for the years ended December 31, 2023 and 2022, and has not recognized any liabilities for tax uncertainties as of December 31, 2023 and 2022. The Company’s policy is to recognize income tax related interest and penalties in income tax expense; there were no such amounts during the years ended December 31, 2023 and 2022. The tax years subject to examination by federal, state, and city taxing authorities are 2020 through 2023. Other Comprehensive Income (Loss): The Company records in accumulated other comprehensive income (loss), net of related deferred income taxes, unrealized gains and losses on available for sale securities and the prior service cost and actuarial gains and losses related to the Outside Directors Retirement Plan (“DRP”) that have not yet been recognized in expense. F- 16 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Gains and losses on the sale of securities, if any, are reclassified to non-interest income upon the sale of the related securities or upon the recognition of a security impairment loss and a portion of the prior service cost and actuarial gains and losses of the DRP are reclassified to non-interest expense. At December 31, 2023, accumulated other comprehensive income totaled $ 317,000 and included $ 352,000 in prior service cost and actuarial gains of the DRP net of $ 35,000 of related deferred income benefits. At December 31, 2022, accumulated other comprehensive income totaled $ 156,000 and included $ 197,000 in prior service cost and actuarial losses of the DRP net of $ 41,000 of related deferred income taxes. Earnings per Share: Basic earnings per share is calculated by dividing the net income available to common stockholders by the weighted-average number of common shares outstanding during the period less any unvested restricted shares. Unallocated common shares held by the Employee Stock Ownership Plan (“ESOP”) are not included in the weighted-average number of common shares outstanding for purposes of calculating basic net income per common share until they are committed to be released. Diluted earnings per share reflects additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustment to income that would result from the assumed issuance. Potential common shares that may be issued by the Company relate to outstanding stock options and are determined using the treasury stock method. The following table sets forth the computations of basic and diluted earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ (In Thousands, except per share data) Net income (basic and diluted) ​ $ 46,276 $ 24,843 ​ ​ ​ ​ ​ ​ ​ Weighted average shares issued ​ ​ 14,983 ​ ​ 16,309 Less: Weighted average unearned ESOP shares ​ ​ ( 736 ) ​ ​ ( 822 ) Less: Weighted average unvested restricted shares ​ ( 317 ) ​ ( 54 ) Basic weighted average shares outstanding ​ 13,930 ​ 15,433 Add: Dilutive effect of restricted stock ​ 6 ​ 293 Add: Dilutive effect of stock option ​ — ​ — Diluted weighted average shares outstanding ​ ​ 13,936 ​ ​ 15,726 ​ ​ ​ ​ ​ ​ ​ Net income per share ​ ​ ​ ​ ​ ​ Basic ​ $ 3.32 ​ $ 1.61 Diluted ​ $ 3.32 ​ $ 1.58 ​ There were 880,097 stock options outstanding at December 31, 2023 and 2022 respectively that were not included in the computation of diluted earnings per share as their effect would have been anti-dilutive. Stockholders’ Equity: The authorized capital stock of the Company under its federal charter consists of 75,000,000 shares of common stock, par value of $ 0.01 per share, and 25,000,000 shares of preferred stock, par value of $ 0.01 per share. Each share of common stock has the same relative rights as, and is identical in all respects with, each other share of common stock. At December 31, 2023 and 2022, the Company has issued and outstanding 14,144,856 and 16,049,454 shares of common stock. The Company has not issued any preferred stock. ​ F- 17 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 1 - Summary of Significant Accounting Policies (continued) Employee Stock Ownership Plan (ESOP): The cost of shares issued to the ESOP, but not yet allocated to participants, is shown as a reduction of shareholders’ equity. Compensation expense is based on the market price of shares as they are committed to be released to participant accounts. Dividends on allocated ESOP shares are recorded as a reduction of retained earnings. Dividends on unallocated ESOP shares are recorded as a reduction of the ESOP loan. Restricted Stock: The Company recognizes compensation expense for the fair value of the restricted stock on a straight-line basis over the requisite service period for the entire award. The product of the number of shares granted and the grant date market price of the Company’s common stock determines the fair value of restricted stock under the Company’s 2022 Equity Incentive Plan. Stock Option Plan: The Company recognizes the value of share-based payment transactions as compensation costs in the financial statements over the period that an employee provides service in exchange for the award. The fair value of the share-based payments for stock options is estimated using the Black-Scholes option-pricing model on the grant date. The Company accounts for forfeitures as they occur. Stock Repurchases: The Company records common stock repurchases at cost and retires the common shares with a charge to common stock and additional paid-in capital. Segment Information: The Company reports certain financial information about significant revenue-producing segments of the business for which such information is available and utilized by the chief operating decision makers. Substantially most of the Company’s operations occur through the bank and involve the delivery of loan and deposit products to customers. Small portion of the Company’s operations occurs through wealth management advisory service to customers. Management makes operating decisions and assesses performance based on an ongoing review of its banking and advisory service. The wealth management operation does not meet the quantitative threshold requirement to be disclosed separately. Off-Balance-Sheet Financial Instruments: In the ordinary course of business, the Company enters into off-balance-sheet financial instruments consisting of commitments to extend credit. Such financial instruments are recorded in the consolidated statement of financial condition when funded. ​ ​ Note 2 – Mutual Holding Company Reorganization and Regulatory Matters On July 5, 2006, the Bank reorganized from a mutual savings bank to a mutual holding company structure. In the reorganization, the Company sold 5,951,250 shares of its common stock to the public and issued 7,273,750 shares of its common stock to Northeast Community Bancorp, MHC (“MHC”). As disclosed in note 1, in conjunction with the completion of the second-step conversion on July 12, 2021, each of NorthEast Community Bancorp, MHC and the Mid-Tier Holding Company merged out of existence and now cease to exist. ​ F- 18 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 2 – Mutual Holding Company Reorganization and Regulatory Matters (continued) The Federal Deposit Insurance Corporation (“FDIC”) and the New York State Department of Financial Services (“NYS”) are the Bank’s primary regulator. Under New York State Banking Law, New York state-chartered stock-form savings banks may declare and pay dividends out of their net profits, unless there is an impairment of capital, but approval of the NYS Superintendent is required if the total of all dividends declared by the bank in a calendar year would exceed the total of its net profits for that year combined with its retained net profits for the preceding two years less prior dividends paid. The FDIC also has authority to use its enforcement powers to prohibit a savings bank from paying dividends if, in its opinion, the payment of dividends would constitute an unsafe and unsound practice. The Bank is subject to risk-based capital standards by which banks are evaluated in terms of capital adequacy. These regulatory capital requirements are administered by the federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. The Bank’s capital and classification are also subject to qualitative judgments by the regulators. Management believes that, as of December 31, 2023, the Bank meets all capital adequacy requirements to which it is subject. Prompt corrective action regulations provide five classifications: well-capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. At year-end 2023 and 2022, the most recent regulatory notifications categorized the Bank as well-capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the institution’s category. In addition, a capital conservation buffer of 2.50 % is applicable to all capital ratios except for the Tier 1 Leverage ratio. The capital conservation buffer is equal to the lowest value of the three applicable capital ratios less the regulatory minimum (“adequately capitalized”) for each respective capital measurement. Compliance with the capital conservation buffer is required to avoid limitations on certain capital distributions, especially dividends. The Bank is required to maintain a capital conservation buffer of 2.50 % at December 31, 2023 and 2022. The Bank met all capital adequacy requirements to which it was subject as of December 31, 2023 and 2022. F- 19 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Actual and required capital amounts and ratios as of December 31, 2023 and 2022, are presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Regulatory Capital Requirements ​ ​ ​ ​ ​ ​ ​ Minimum Capital ​ For Classification as ​ ​ Actual ​ Adequacy (1) ​ Well-Capitalized ​ Amount Ratio Amount ​ Ratio Amount ​ Ratio ​ ​ (Dollars in Thousands) As of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ Total capital (to risk-weighted assets) ​ $ 255,252 13.43 % $ ≥ 152,097 ≥ 8.00 % $ ≥ 190,121 ≥ 10.00 % Tier 1 capital (to risk-weighted assets) ​ 249,013 13.10 ​ ≥ 114,072 ≥ 6.00 ​ ≥ 152,097 ≥ 8.00 ​ Common equity tier 1 capital (to risk-weighted assets) ​ 249,013 13.10 ​ ≥ 85,554 ≥ 4.50 ​ ≥ 123,579 ≥ 6.50 ​ Core (Tier 1) capital (to adjusted total assets) ​ 249,013 14.43 ​ ≥ 69,007 ≥ 4.00 ​ ≥ 86,259 ≥ 5.00 ​ As of December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ Total capital (to risk-weighted assets) ​ $ 222,728 13.66 % $ ≥ 130,429 ≥ 8.00 % $ ≥ 163,036 ≥ 10.00 % Tier 1 capital (to risk-weighted assets) ​ 217,283 13.33 ​ ≥ 97,822 ≥ 6.00 ​ ≥ 130,429 ≥ 8.00 ​ Common equity tier 1 capital (to risk-weighted assets) ​ 217,283 13.33 ​ ≥ 73,366 ≥ 4.50 ​ ≥ 105,973 ≥ 6.50 ​ Core (Tier 1) capital (to adjusted total assets) ​ 217,283 16.50 ​ ≥ 52,687 ≥ 4.00 ​ ≥ 65,858 ≥ 5.00 ​ (1) Ratios do not include the capital conservation buffer. ​ ​ Note 3 - Financial Instruments with Off-Balance Sheet Risk The Company is a 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 are commitments to extend credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. ​ The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit is represented by the contractual notional 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. ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ (In Thousands) Financial instruments whose contract amounts represent credit risk: ​ ​ ​ Commitments to extend credit ​ $ 125,885 ​ $ 164,903 Construction loans in process ​ 481,277 ​ 637,427 Stand-by letters of credit ​ 9,508 ​ 12,451 Commitments to fund unused lines of credit: ​ ​ ​ ​ Commercial and industrial lines ​ 102,903 ​ 133,794 Consumer lines ​ 67 ​ 86 ​ ​ $ 719,640 ​ $ 948,661 ​ Commitments to extend credit are legally binding agreements to lend to a customer as long as 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 amount of collateral obtained, if deemed necessary by the Company, is based on management’s credit evaluation of the borrower. . ​ F- 20 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 4 – Equity Securities The following table is the schedule of Equity Securities at December 31, 2023 and 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ ​ (In Thousands) Equity Securities, at Fair Value ​ $ 18,102 ​ $ 18,041 ​ The following is a summary of realized and unrealized losses recognized in net income on equity securities during the year ended December 31, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ ​ (In Thousands) ​ ​ ​ ​ ​ ​ ​ Net unrealized gain (loss) recognized on equity securities during the period ​ $ 61 ​ $ ( 1,902 ) Capital gain realized on equity securities during the period ​ ​ 233 ​ ​ 329 Net losses realized on the sale of equity securities during the period ​ ​ — ​ ​ — Realized and unrealized net gain (loss) recognized on equity securities held at the reporting date ​ $ 294 ​ $ ( 1,573 ) ​ ​ ​ ​ Note 5 – Securities Available-for-Sale The Company’s portfolio of securities available-for-sale was zero at December 31, 2023. The following table summarized the portfolio at December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ ​ ​ ​ Gross ​ Gross ​ ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Fair ​ Cost Gains Losses Value ​ (In Thousands) Mortgage-backed securities – residential: ​ ​ ​ ​ ​ Federal Home Loan Mortgage Corporation ​ $ 1 ​ $ — ​ $ — ​ $ 1 ​ ​ $ 1 ​ $ — ​ $ — ​ $ 1 ​ There were no sales of securities available-for-sale during the years ended December 31, 2023 and 2022. The Company had no unrealized loss on securities available-for-sale at December 31, 2023 and 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ F- 21 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 6 – Securities Held-to-Maturity The following table summarized the Company’s portfolio of securities held-to-maturity at December 31, 2023 and 2022. No securities held-to-maturity were pledged to secure borrowings. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ Gross ​ Gross ​ ​ ​ ​ Allowance ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Fair ​ for ​ Cost Gains Losses ​ Value Credit Loss ​ ​ (In Thousands) Mortgage-backed securities – residential: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Government National Mortgage Association ​ $ 452 ​ $ — ​ $ 7 ​ $ 445 ​ $ — Federal Home Loan Mortgage Corporation ​ 868 ​ — ​ 114 ​ 754 ​ — Federal National Mortgage Association ​ ​ 1,985 ​ — ​ 198 ​ 1,787 ​ — Collateralized mortgage obligations – GSE ​ 2,889 ​ — ​ 580 ​ 2,309 ​ — Total mortgage-backed securities ​ 6,194 ​ — ​ 899 ​ 5,295 ​ — Municipal Bonds ​ 9,802 ​ ​ — ​ ​ 1,971 ​ ​ 7,831 ​ ​ 136 ​ ​ $ 15,996 ​ $ — ​ $ 2,870 ​ $ 13,126 ​ $ 136 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ ​ ​ ​ Gross ​ Gross ​ ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ Fair ​ Cost Gains Losses Value ​ ​ (In Thousands) Mortgage-backed securities – residential: ​ ​ ​ ​ Government National Mortgage Association ​ $ 523 ​ $ — ​ $ 18 ​ $ 505 Federal Home Loan Mortgage Corporation ​ 961 ​ — ​ 129 ​ 832 Federal National Mortgage Association ​ 2,308 ​ — ​ 250 ​ 2,058 Collateralized mortgage obligations – GSE ​ 3,043 ​ — ​ 506 ​ 2,537 Total mortgage-backed securities ​ ​ 6,835 ​ ​ — ​ ​ 903 ​ ​ 5,932 Municipal Bonds ​ ​ 9,546 ​ ​ — ​ ​ 2,524 ​ ​ 7,022 U.S. Treasury securities ​ ​ 10,014 ​ ​ — ​ ​ 103 ​ ​ 9,911 ​ ​ $ 26,395 ​ $ — ​ $ 3,530 ​ $ 22,865 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contractual final maturities of mortgage-backed securities and municipal bonds were as follows at December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ Amortized ​ Fair ​ Cost Value ​ (In Thousands) Due within one year ​ $ 712 ​ $ 639 Due after one but within five years ​ 2,024 ​ 1,733 Due after five but within ten years ​ 2,872 ​ 2,666 Due after ten years ​ 10,388 ​ 8,088 ​ ​ $ 15,996 ​ $ 13,126 ​ The maturities shown above are based upon contractual final maturity. Actual maturities will differ from contractual maturities due to scheduled monthly repayments and due to the underlying borrowers having the right to prepay their obligations. F- 22 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 6 – Securities Held-to-Maturity (continued) The following table presents the activity in the allowance for credit losses for debt securities held-to-maturity: ​ ​ ​ ​ ​ ​ ​ Municipal ​ ​ Bonds Balance – December 31, 2022 ​ $ - Impact of adopting ASC 326 ​ ​ 132 Provision for credit loss ​ ​ 4 Balance - December 31, 2023 ​ $ 136 ​ The age of unrealized losses and the fair value of related securities held-to-maturity were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less than 12 Months ​ 12 Months or More ​ Total ​ ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Value Losses Value Losses Value Losses ​ ​ (In Thousands) December 31, 2023: ​ ​ ​ ​ ​ ​ Mortgage-backed securities - residential: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Government National Mortgage Association ​ $ — ​ $ — ​ $ 445 ​ $ 7 ​ $ 445 ​ $ 7 Federal Home Loan Mortgage Corporation ​ ​ — ​ ​ — ​ ​ 754 ​ ​ 114 ​ ​ 754 ​ ​ 114 Federal National Mortgage Association ​ ​ — ​ ​ — ​ ​ 1,787 ​ ​ 198 ​ ​ 1,787 ​ ​ 198 Collateralized mortgage obligations – GSE ​ ​ — ​ ​ — ​ ​ 2,309 ​ ​ 580 ​ ​ 2,309 ​ ​ 580 Total mortgage-backed securities ​ $ — ​ $ — ​ $ 5,295 ​ $ 899 ​ $ 5,295 ​ $ 899 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less than 12 Months ​ 12 Months or More ​ Total ​ ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ ​ ​ Gross ​ ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Fair ​ Unrealized ​ Value Losses Value Losses Value Losses ​ ​ (In Thousands) December 31, 2022: ​ ​ ​ ​ ​ ​ Mortgage-backed securities - residential: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Government National Mortgage Association ​ $ 505 ​ $ 18 ​ $ — ​ $ — ​ $ 505 ​ $ 18 Federal Home Loan Mortgage Corporation ​ ​ — ​ ​ — ​ ​ 824 ​ ​ 129 ​ ​ 824 ​ ​ 129 Federal National Mortgage Association ​ ​ 478 ​ ​ 33 ​ ​ 1,580 ​ ​ 217 ​ ​ 2,058 ​ ​ 250 Collateralized mortgage obligations – GSE ​ ​ 1,777 ​ ​ 344 ​ ​ 759 ​ ​ 162 ​ ​ 2,536 ​ ​ 506 Total mortgage-backed securities ​ ​ 2,760 ​ ​ 395 ​ ​ 3,163 ​ ​ 508 ​ ​ 5,923 ​ ​ 903 Municipal Bonds ​ ​ 444 ​ ​ 39 ​ ​ 6,579 ​ ​ 2,485 ​ ​ 7,023 ​ ​ 2,524 U.S. Treasury securities ​ ​ 9,911 ​ ​ 103 ​ ​ — ​ ​ — ​ ​ 9,911 ​ ​ 103 ​ ​ $ 13,115 ​ $ 537 ​ $ 9,742 ​ $ 2,993 ​ $ 22,857 ​ $ 3,530 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ F- 23 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 6 – Securities Held-to-Maturity (continued) At December 31, 2023, twenty-seven mortgage-backed securities and eight municipal bonds had unrealized loss due to interest rate volatility. Management concluded that the unrealized loss reflected above was related primarily to market interest rates volatility, and not related to the underlying credit quality of the issuers of the securities. Additionally, the Company has the ability and intent to hold the securities for the time necessary to recover the amortized cost. At December 31, 2022, there were thirty-five mortgage-backed securities, six municipal bonds and two U.S. Treasury notes with unrealized loss. Note 7 - Loans Receivable and the Allowance for Credit Losses The composition of loans were as follows at December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ ​ (In Thousands) Residential real estate: ​ ​ ​ One-to-four family ​ $ 5,252 ​ $ 5,467 Multi-family ​ 198,927 ​ 123,385 Mixed-use ​ 29,643 ​ 21,902 Total residential real estate ​ 233,822 ​ 150,754 Non-residential real estate ​ 21,130 ​ 25,324 Construction ​ 1,219,413 ​ 930,628 Commercial and industrial ​ 111,116 ​ 110,069 Consumer ​ 1,240 ​ 546 Total Loans ​ 1,586,721 ​ 1,217,321 Deferred loan costs, net ​ 176 ​ 372 Allowance for credit losses ​ ( 5,093 ) ​ ( 5,474 ) ​ ​ $ 1,581,804 ​ $ 1,212,219 ​ Loans serviced for the benefit of others totaled approximately $ 40,729,000 and $ 22,350,000 at December 31, 2023 and 2022, respectively. The value of mortgage servicing rights was not material at December 31, 2023 and 2022. The Company sold loan participations totaling $ 19.2 million and $ 11.5 million in 2023 and 2022. During the year ended December 31, 2023, the Company sold three loans with the same borrower totaling $ 10.4 million with a charge-off of $ 159,000 recognized on the sale. During the year ended December 31, 2022, the Company sold one loan totaling $ 1,578,000 , net of interest reserve of $ 63,000 , with a charge-off of $ 391,000 recognized on the sale. ​ F- 24 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) The following tables summarize the allocation of the allowance for credit losses based upon the calculation methodology described in Note 1, and loans receivable by loan class and credit loss method at December 31, 2023 and 2022: At December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non- ​ ​ ​ ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ residential ​ ​ ​ ​ and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate Real Estate Construction Industrial Consumer Unallocated Total ​ ​ (In Thousands) Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ending balance ​ $ 2,433 ​ $ 126 ​ $ 1,914 ​ $ 472 ​ $ 148 ​ $ — ​ $ 5,093 Ending balance: individually evaluated for credit loss ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Ending balance: collectively evaluated for credit loss ​ $ 2,433 ​ $ 126 ​ $ 1,914 ​ $ 472 ​ $ 148 ​ $ — ​ $ 5,093 Loans receivable: ​ ​ ​ ​ ​ ​ ​ Ending balance ​ $ 233,822 ​ $ 21,130 ​ $ 1,219,413 ​ $ 111,116 ​ $ 1,240 ​ $ — ​ $ 1,586,721 Ending balance: individually evaluated for credit loss ​ $ — ​ $ — ​ $ 4,385 ​ $ — ​ $ — ​ $ — ​ $ 4,385 Ending balance: collectively evaluated for credit loss ​ $ 233,822 ​ $ 21,130 ​ $ 1,215,028 ​ $ 111,116 ​ $ 1,240 ​ $ — ​ $ 1,582,336 ​ ​ At December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non- ​ ​ ​ ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ residential ​ ​ ​ ​ and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate Real Estate Construction Industrial Consumer Unallocated Total ​ ​ (In Thousands) Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ending balance ​ $ 528 ​ $ 131 ​ $ 3,835 ​ $ 955 ​ $ 18 ​ $ 7 ​ $ 5,474 Ending balance: individually evaluated for impairment ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Ending balance: collectively evaluated for impairment ​ $ 528 ​ $ 131 ​ $ 3,835 ​ $ 955 ​ $ 18 ​ $ 7 ​ $ 5,474 Loans receivable: ​ ​ ​ ​ ​ ​ ​ Ending balance ​ $ 150,754 ​ $ 25,324 ​ $ 930,628 ​ $ 110,069 ​ $ 546 ​ $ — ​ $ 1,217,321 Ending balance: individually evaluated for impairment ​ $ 855 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 855 Ending balance: collectively evaluated for impairment ​ $ 149,899 ​ $ 25,324 ​ $ 930,628 ​ $ 118,378 ​ $ 546 ​ $ — ​ $ 1,216,466 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ F- 25 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) ​ The activity in the allowance for credit loss by loan class for the years ended December 31, 2023 and 2022 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non- ​ ​ ​ ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ residential ​ ​ ​ ​ and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate ​ Real Estate ​ Construction ​ Industrial ​ Consumer ​ Unallocated ​ Total ​ ​ (In Thousands) Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ Balance - December 31, 2022 ​ $ 528 ​ $ 131 ​ $ 3,835 ​ $ 955 ​ $ 18 ​ $ 7 ​ $ 5,474 Impact of adopting ASC 326 ​ ​ 895 ​ ​ 7 ​ ​ ( 2,086 ) ​ ​ ( 437 ) ​ ​ 44 ​ ​ ( 7 ) ​ ​ ( 1,584 ) Charge-offs ​ — ​ — ​ ( 159 ) ​ — ​ ( 154 ) ​ — ​ ( 313 ) Recoveries ​ — ​ — ​ — ​ — ​ — ​ — ​ — Provision (Benefit) ​ 1,010 ​ ( 12 ) ​ 324 ​ ( 46 ) ​ 240 ​ — ​ 1,516 Balance - December 31, 2023 ​ $ 2,433 ​ $ 126 ​ $ 1,914 ​ $ 472 ​ $ 148 ​ $ — ​ $ 5,093 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non- ​ ​ ​ ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ residential ​ ​ ​ ​ and ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate ​ Real Estate ​ Construction ​ Industrial ​ Consumer ​ Unallocated ​ Total ​ ​ (In Thousands) Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ Balance - December 31, 2021 ​ $ 571 ​ $ 381 ​ $ 3,143 ​ $ 973 ​ $ 10 ​ $ 164 ​ $ 5,242 Charge-offs ​ ( 86 ) ​ — ​ ( 328 ) ​ — ​ ( 35 ) ​ — ​ ( 449 ) Recoveries ​ 189 ​ 53 ​ — ​ — ​ — ​ — ​ 242 Provision (Benefit) ​ ( 146 ) ​ ( 303 ) ​ 1,020 ​ ( 18 ) ​ 43 ​ ( 157 ) ​ 439 Balance - December 31, 2022 ​ $ 528 ​ $ 131 ​ $ 3,835 ​ $ 955 ​ $ 18 ​ $ 7 ​ $ 5,474 ​ During the year ended December 31, 2023, the provision expenses recorded for construction loans were primarily attributed to the increased loan balances. The provision expenses recorded for residential loans was primarily due to increased loan balances and increased average contractual terms of the loans. The provision expenses recorded for consumer loans was primarily due to increased deposit account overdraft balance and increased credit risk. During the year ended December 31, 2022, the provision expenses recorded for construction loans were attributed to the increased loan balances. The credit provision recorded for residential loans was primarily due to loan recoveries and reduced credit risk. The credit provision recorded for non-residential loans was attributed to loan recoveries and decreased loan balances. F- 26 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) The following table shows our recorded investment, unpaid principal balance and allocated allowance for credit losses for loans that were considered nonperforming and impaired as of and for the periods presented: As of and for the Year Ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded Unpaid Principal Related Average Recorded Interest Income 2023 - Individually evaluated ​ Investment ​ Balance ​ Allowance ​ Investment ​ Recognized ​ ​ (In Thousands) With no related allowance recorded: ​ ​ ​ ​ ​ Residential real estate ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Non-residential real estate ​ — ​ — ​ — ​ — ​ ​ — Construction ​ 4,385 ​ 4,353 ​ — ​ 5,930 ​ ​ — Commercial and industrial ​ — ​ — ​ — ​ — ​ — ​ ​ 4,385 ​ 4,353 ​ — ​ 5,930 ​ — With an allowance recorded ​ — ​ — ​ — ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total: ​ ​ ​ ​ ​ Residential real estate ​ — ​ — ​ — ​ — ​ — Non-residential real estate ​ — ​ — ​ — ​ — ​ — Construction ​ 4,385 ​ 4,353 ​ — ​ 5,930 ​ — Commercial and industrial ​ — ​ — ​ — ​ — ​ — ​ ​ $ 4,385 ​ $ 4,353 ​ $ — ​ $ 5,930 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of and for the Year Ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded Unpaid Principal Related Average Recorded Interest Income 2022 - Impaired ​ Investment ​ Balance ​ Allowance ​ Investment ​ Recognized ​ ​ (In Thousands) With no related allowance recorded: ​ ​ ​ ​ ​ Residential real estate ​ $ 855 ​ $ 769 ​ $ — ​ $ 863 ​ $ 43 Non-residential real estate ​ — ​ — ​ — ​ 385 ​ ​ 14 Construction ​ — ​ — ​ — ​ — ​ ​ — Commercial and industrial ​ — ​ — ​ — ​ — ​ — ​ ​ 855 ​ 769 ​ — ​ 1,248 ​ 57 With an allowance recorded ​ — ​ — ​ — ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total: ​ ​ ​ ​ ​ Residential real estate ​ 855 ​ 769 ​ — ​ 863 ​ 43 Non-residential real estate ​ — ​ — ​ — ​ 385 ​ 14 Construction ​ — ​ — ​ — ​ — ​ — Commercial and industrial ​ — ​ — ​ — ​ — ​ — ​ ​ $ 855 ​ $ 769 ​ $ — ​ $ 1,248 ​ $ 57 ​ ​ ​ ​ ​ F- 27 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) The Company has two individually evaluated loans, totaling $ 4.4 million, which were collateral-dependent construction loans, secured by multi-family real estate, at December 31, 2023. The two loans are secured by the same project located in the Bronx, New York, and are currently placed on non-accrual status. There was no interest income recognized from non-accrual loans as of December 31, 2023 and 2022. There were no non-accrual loans at December 31, 2022. The following tables provide information about delinquencies in our loan portfolio at the dates indicated. Age Analysis of Past Due Loans as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment > ​ ​ 30 – 59 Days ​ 60 – 89 Days ​ Greater Than ​ Total Past ​ ​ ​ ​ Total Loans ​ 90 Days and ​ Past Due Past Due 90 Days Due Current Receivable Accruing ​ ​ (In Thousands) Residential real estate: ​ ​ ​ ​ ​ ​ ​ One- to four-family ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 5,252 ​ $ 5,252 ​ $ — Multi-family ​ — ​ — ​ — ​ — ​ 198,927 ​ 198,927 ​ — Mixed-use ​ — ​ — ​ — ​ — ​ 29,643 ​ 29,643 ​ — Non-residential real estate ​ — ​ — ​ — ​ — ​ 21,130 ​ 21,130 ​ — Construction loans ​ 2,319 ​ — ​ 4,385 ​ 6,704 ​ 1,212,709 ​ 1,219,413 ​ — Commercial and industrial loans ​ — ​ — ​ — ​ — ​ 111,116 ​ 111,116 ​ — Consumer ​ 1 ​ — ​ — ​ 1 ​ 1,239 ​ 1,240 ​ — ​ ​ $ 2,320 ​ $ — ​ $ 4,385 ​ $ 6,705 ​ $ 1,580,016 ​ $ 1,586,721 ​ $ — ​ Age Analysis of Past Due Loans as of December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recorded ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment ​ ​ 30 – 59 Days ​ 60 – 89 Days ​ Greater Than ​ Total Past ​ ​ ​ ​ Total Loans ​ > 90 Days and ​ Past Due Past Due 90 Days Due Current Receivable Accruing ​ ​ (In Thousands) Residential real estate: ​ ​ ​ ​ ​ ​ ​ One- to four-family ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 5,467 ​ $ 5,467 ​ $ — Multi-family ​ — ​ 946 ​ — ​ 946 ​ 122,439 ​ 123,385 ​ — Mixed-use ​ — ​ — ​ — ​ — ​ 21,902 ​ 21,902 ​ — Non-residential real estate ​ — ​ — ​ — ​ — ​ 25,324 ​ 25,324 ​ — Construction loans ​ — ​ — ​ — ​ — ​ 930,628 ​ 930,628 ​ — Commercial and industrial loans ​ — ​ — ​ — ​ — ​ 110,069 ​ 110,069 ​ — Consumer ​ — ​ — ​ — ​ — ​ 546 ​ 546 ​ — ​ ​ $ — ​ $ 946 ​ $ — ​ $ 946 ​ $ 1,216,375 ​ $ 1,217,321 ​ $ — ​ ​ F- 28 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) ​ Credit Quality Indicators ​ The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually to classify the loans as to credit risk. The Company uses the following definitions for risk ratings: ​ Pass – Loans that are well protected by the current net worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less cost to acquire and sell, of any underlying collateral in a timely manner. Special Mention – Loans which do not currently expose the Company to a sufficient degree of risk to warrant an adverse classification but have some credit deficiencies or other potential weaknesses. Substandard – Loans which are inadequately protected by the paying capacity and net worth of the obligor or the collateral pledged, if any. Substandard assets include those characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Doubtful – Loans which have all of the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses present make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions and values. ​ F- 29 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) ​ The following table presents the risk category of loans at December 31, 2023 by loan segment and vintage year: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ Revolving ​ ​ ​ ​ Term Loans Amortized Costs Basis by Origination Year ​ Loans ​ Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ Converted ​ ​ December 31, 2023 ​ ​ 2023 ​ 2022 ​ 2021 ​ 2020 ​ 2019 ​ Prior ​ Cost Basis ​ to Term ​ Total Residential real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 81,379 $ 71,932 $ 24,504 $ 10,696 $ 1,326 $ 43,070 $ - $ - $ 232,907 Special Mention ​ ​ - ​ - ​ - ​ 915 ​ - ​ - ​ - ​ - ​ 915 Substandard ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 81,379 $ 71,932 $ 24,504 $ 11,611 $ 1,326 $ 43,070 $ - $ - $ 233,822 Residential real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ - $ - $ - $ - $ - $ - $ - $ - $ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-residential real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 1,602 $ 251 $ 1,841 $ 995 $ 379 $ 16,062 $ - $ - $ 21,130 Special Mention ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Substandard ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 1,602 $ 251 $ 1,841 $ 995 $ 379 $ 16,062 $ - $ - $ 21,130 Non-residential real estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ - $ - $ - $ - $ - $ - $ - $ - $ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 376,763 $ 501,012 $ 216,901 $ 55,865 $ 25,150 $ 39,337 $ - $ - $ 1,215,028 Special Mention ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Substandard ​ ​ - ​ - ​ - ​ 4,385 ​ - ​ - ​ - ​ - ​ 4,385 Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 376,763 $ 501,012 $ 216,901 $ 60,250 $ 25,150 $ 39,337 $ - $ - $ 1,219,413 Construction ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ - $ - $ - $ - $ - $ 159 $ - $ - $ 159 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and industrial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 5,057 $ 8,329 $ 436 $ 435 $ 308 $ 2,195 $ 91,301 $ 3,055 $ 111,116 Special Mention ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Substandard ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 5,057 $ 8,329 $ 436 $ 435 $ 308 $ 2,195 $ 91,301 $ 3,055 $ 111,116 Commercial and industrial ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ - $ - $ - $ - $ - $ - $ - $ - $ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 1,229 $ - $ - $ - $ - $ ​ $ 11 $ - $ 1,240 Special Mention ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Substandard ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 1,229 $ - $ - $ - $ - $ - $ 11 $ - $ 1,240 Consumer ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ 154 $ - $ - $ - $ - $ - $ - $ - $ 154 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Risk Rating ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 466,030 $ 581,524 $ 243,682 $ 67,991 $ 27,163 $ 100,664 $ 91,312 $ 3,055 $ 1,581,421 Special Mention ​ ​ - ​ - ​ - ​ 915 ​ - ​ - ​ - ​ - ​ 915 Substandard ​ ​ - ​ - ​ - ​ 4,385 ​ - ​ - ​ - ​ - ​ 4,385 Doubtful ​ ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - ​ - Total ​ $ 466,030 $ 581,524 $ 243,682 $ 73,291 $ 27,163 $ 100,664 $ 91,312 $ 3,055 $ 1,586,721 Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current period gross charge-offs ​ $ 154 $ - $ - $ - $ - $ 159 $ - $ - $ 313 ​ F- 30 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 7 - Loans Receivable and the Allowance for Credit Losses (continued) ​ The following table provides certain information related to the credit quality of our loan portfolio at December 31, 2022. ​ Credit Risk Profile by Internally Assigned Grade as of December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ Non-residential ​ ​ ​ ​ Commercial ​ ​ ​ ​ ​ ​ ​ Real Estate Real Estate Construction and Industrial Consumer Total ​ ​ (In Thousands) Grade: ​ ​ ​ ​ ​ ​ Pass ​ $ 148,953 ​ $ 25,324 ​ $ 930,628 ​ $ 110,069 ​ $ 546 ​ $ 1,215,520 Special Mention ​ 946 ​ — ​ — ​ — ​ — ​ 946 Substandard ​ 855 ​ — ​ — ​ — ​ — ​ 855 Doubtful ​ — ​ — ​ — ​ — ​ — ​ — ​ ​ $ 150,754 ​ $ 25,324 ​ $ 930,628 ​ $ 110,069 ​ $ 546 ​ $ 1,217,321 ​ Modifications to Borrowers Experiencing Financial Difficulty: Occasionally, the Company modifies loans to borrowers in financial distress by providing principal forgiveness, term extension, an other-than-insignificant payment delay, or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the allowance for credit losses. In some cases, the Company provides multiple types of concessions on one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. There were no loans modified to borrowers experiencing financial difficulty during the years ended December 31, 2023 and 2022. Allowance for Credit Losses on Off-Balance Sheet Commitments: The following table presents the activity in the allowance for credit losses related to off-balance sheet commitments, that is included in Accounts Payable and Accrued Expenses on the consolidated statement of financial condition, for the year ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ Allowance for ​ ​ Credit Loss Balance – December 31, 2022 ​ $ - Impact of adopting ASC 326 ​ ​ 1,586 Provision for credit loss ​ ​ ( 548 ) Balance – December 31, 2023 ​ $ 1,038 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ F- 31 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 8 - Premises and Equipment, Net ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2023 2022 ​ ​ (In Thousands) Land ​ $ 6,652 ​ $ 6,652 Buildings and improvements ​ 22,912 ​ 22,647 Leasehold improvements ​ 1,805 ​ 1,741 Furnishings and equipment ​ 8,051 ​ 7,880 ​ ​ 39,420 ​ 38,920 Accumulated depreciation and amortization ​ ( 13,968 ) ​ ( 12,857 ) ​ ​ $ 25,452 ​ $ 26,063 ​ ​ ​ ​ ​ ​ ​ ​ Depreciation expense on premises and equipment for the fiscal years ended December 31, 2023 and 2022 totaled $ 1.2 million and $ 1.2 million, respectively. ​ Note 9 - Accrued Interest Receivable, Net ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2023 2022 ​ ​ (In Thousands) Loans receivable ​ $ 12,273 ​ $ 8,532 Securities ​ 38 ​ 65 ​ ​ $ 12,311 ​ $ 8,597 ​ ​ Note 10 - Goodwill and Intangible Assets Goodwill and intangible assets at December 31 are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2023 2022 ​ ​ (In Thousands) Goodwill ​ $ — ​ $ 1,310 Accumulative goodwill impairment ​ — ​ ( 1,110 ) Goodwill, net of charge-off ​ $ — ​ $ 200 ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023, the goodwill was eliminated along with the sale of Harbor West Wealth Management Group to a third party in December 2023. The sale resulted in a total of $ 138,000 loss recognized on the consolidated statement of income. The Company identified $ 451,000 in goodwill impairment during the year ended December 31, 2022. ​ Note 11 - Real Estate Owned (“REO”) The Company owned one foreclosed property valued at approximately $ 1,456,000 at December 31, 2023 and 2022, respectively, consisting of an office building located in Pennsylvania. The property was acquired through foreclosure in December 2014. Further declines in real estate values may result in impairment charges in the future. Routine holding costs are charged to expense as incurred and improvements to real estate owned that enhance the value of the real estate are capitalized. REO expense recorded in the consolidated statements of income, including loss on sales and write-downs, amounted to $ 93,000 and $ 623,000 during the years ended December 31, 2023 and 2022. F- 32 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements ​ Note 12– Property Held For Investment Property held for investment at December 31 are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2023 2022 ​ ​ (In Thousands) Land ​ $ 500 ​ $ 500 Buildings and improvements ​ 1,442 ​ 1,442 ​ ​ 1,942 ​ 1,942 Accumulated depreciation and amortization ​ ( 535 ) ​ ( 498 ) ​ ​ $ 1,407 ​ $ 1,444 ​ The Company owned one property at December 31, 2023 and 2022 consisting of a former branch office located in Plymouth, Massachusetts. The property is currently leased to a car rental company to generate current income for the Company. ​ Note 13 – Deposits Total deposits at December 31, 2023 and 2022 and the weighted average rate of deposits are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2023 ​ 2022 ​ ​ ​ ​ Weighted Average ​ ​ ​ Weighted Average ​ Amount Interest Rate Amount Interest Rate ​ ​ (Dollars in Thousands) Demand deposits: ​ ​ ​ ​ Non-interest bearing ​ $ 300,184 — % $ 376,302 — % NOW and money market ​ 144,807 3.07 % 88,122 0.95 % Total ​ 444,991 1.00 % 464,424 0.18 % Savings accounts ​ 192,594 2.71 % 273,839 2.68 % Certificates of deposit maturing in: ​ ​ ​ One year or less ​ 596,091 4.83 % 258,873 3.11 % After one to two years ​ 81,118 3.24 % 76,180 2.78 % After two to three years ​ 1,462 0.72 % 34,204 0.61 % After three to four years ​ 12,371 1.31 % 1,318 0.75 % After four years ​ 71,409 5.03 % 13,117 1.28 % Total ​ 762,451 4.62 % 383,692 2.75 % ​ ​ $ 1,400,036 3.20 % $ 1,121,955 1.67 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 and 2022, certificates of deposits equal to or in excess of $250,000 totaled approximately $ 178,112,000 and $ 205,845,000 , respectively. At December 31, 2023 and 2022, the demand deposit overdrafts totaled $ 1,229,000 and $ 517,000 . Overdraft deposits are reclassified as consumer loans and are included in the total loans on the Consolidated Statements of Financial Condition. The aggregate amount of brokered deposits was $ 311.2 million and $ 114.2 million as of December 31, 2023 and 2022, respectively. At December 31, 2023 and 2022, the Company also had $ 13.0 million and $ 10.9 million, respectively, in Insured Cash Sweep (“ICS”) reciprocal money market deposits, which are no longer considered fully-insured brokered deposits as defined in the FDIC call report instructions. ​ F- 33 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 13 – Deposits (continued) The ICS money market deposits were obtained from seven retail depositors and then transferred into the ICS Network in order to obtain full FDIC insurance coverage for our customers. These types of deposits are known in the ICS Network as reciprocal deposits, which the Company considers as core deposits and not brokered deposits. Interest expense on deposits consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In Thousands) Demand deposits ​ $ 2,459 ​ $ 918 Savings accounts ​ 6,777 ​ 2,688 Certificates of deposit ​ 24,945 ​ 3,938 ​ ​ $ 34,181 ​ $ 7,544 ​ ​ ​ ​ ​ ​ ​ ​ ​ Note 14 – Borrowings Our borrowings include Federal Home Loan Bank of New York (“FHLB”) advances and short-term borrowings from the Discount Window at the Federal Reserve Bank of New York (“FRBNY”). FHLB advances are summarized as follows at December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2023 ​ 2022 ​ ​ ​ Weighted Average ​ Weighted Average ​ Amount Interest Rate Amount Interest Rate ​ ​ (Dollars in Thousands) Advances maturing in: ​ ​ ​ ​ One year or less ​ $ 7,000 ​ 2.86 % $ 7,000 ​ 2.83 % After one to three years ​ ​ — — % ​ 7,000 2.86 % After three to four years ​ — — % — — % After five years (due 2030) ​ 7,000 1.61 % 7,000 1.61 % ​ ​ $ 14,000 2.24 % $ 21,000 2.43 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2023, none of the above advances were subject to early call or redemption features. All advances had fixed interest rates and the term of the advance ranges between 2 and 10 years . At December 31, 2023, the advances were secured by a pledge of the Company’s investment in the capital stock of the FHLB and a blanket assignment of the Company’s otherwise unpledged qualifying mortgage loans. At December 31, 2023, these unpledged qualifying mortgage loans were not pledged to any company other than the FHLB. At December 31, 2023, the Company had the ability to borrow $ 29.7 million, net of $ 14.0 million in outstanding advances, from the FHLB and $ 8.0 million from ACBB. ​ On August 30, 2023, the FRBNY approved the Company’s eligibility to pledge loans under the Borrower-in-Custody program of the FRBNY thereby allowing the Company to borrow from the Discount Window at the FRBNY. As of December 31, 2023, the borrowing from FRBNY was $ 50.0 million, bearing an interest rate of 5.5 % and matures on March 20, 2024. The Company had an available borrowing limit of $ 865.1 million from the FRBNY as of December 31, 2023. ​ ​ F- 34 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 15 - Income Taxes The Bank qualifies as a savings institution under the provisions of the Internal Revenue Code and was, therefore, prior to January 1, 1996, permitted to deduct from taxable income an allowance for bad debts based upon eight percent of taxable income before such deduction, less certain adjustments. Retained earnings at December 31, 2023 and 2022, include approximately $ 4.1 million of such bad debt deductions which, in accordance with U.S. GAAP is considered a permanent difference between the book and income tax basis of loans receivable, and for which deferred income taxes have not been provided. If such amount is used for purposes other than for bad debt losses, including distributions in liquidation, it will be subject to income tax at the then current rate. The components of provision for income taxes are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In Thousands) Current tax expense ​ $ 18,832 ​ $ 10,894 Deferred tax expense ​ ( 367 ) ​ ( 1,308 ) ​ ​ $ 18,465 ​ $ 9,586 ​ ​ The following table presents a reconciliation between the reported income taxes and the income taxes, which would be computed by applying the existing federal income tax rate of 21 % for 2023 and 2022 to income before taxes: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (Dollars In Thousands) Federal income tax at statutory rates ​ $ 13,596 ​ $ 7,230 ​ State and city tax, net of federal income tax effect ​ 4,851 ​ 2,321 ​ Non-taxable income on bank owned life insurance ​ ( 213 ) ​ ( 127 ) ​ Other ​ 231 ​ 162 ​ ​ ​ $ 18,465 ​ $ 9,586 ​ Effective Income Tax Rate ​ 28.5 % 27.8 % ​ The tax effects of significant items comprising the net deferred tax asset are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 ​ ​ (In Thousands) Deferred tax assets: ​ ​ Allowance for credit losses ​ $ 1,313 ​ $ 1,411 State net operating loss carryforwards ​ 24 ​ 150 Benefit plans ​ 2,335 ​ 2,063 Accumulated other comprehensive loss – DRP ​ 35 ​ — Other ​ 653 ​ 273 Total Deferred Tax Assets ​ 4,360 ​ 3,897 Deferred tax liability: ​ ​ Depreciation ​ 497 ​ 418 Goodwill ​ — ​ 52 Accumulated other comprehensive gain – DRP ​ — ​ ​ 42 Total Deferred Tax Liabilities ​ 497 ​ 512 Net Deferred Tax Assets Included in Other Assets ​ $ 3,863 ​ $ 3,385 ​ ​ F- 35 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 15 - Income Taxes (continued) The Company has state net operating loss (NOL) carryforwards totaling approximately $ 500,000 at December 31, 2023 that are available to be carried forward to future years. These NOL carryforwards will start to expire beginning in 2035 if not fully utilized. At December 31, 2023, the Company had no valuation allowance because the Company determined there will be enough future New York State taxable income to utilize the New York State deferred tax assets. ​ Note 16 - Other Non-Interest Expenses The following is an analysis of other non-interest expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (In Thousands) Other ​ $ 4,043 ​ $ 2,827 Service contracts ​ 1,424 ​ 1,092 Consulting expense ​ 780 ​ 950 Telephone ​ 673 ​ 611 Directors compensation ​ 892 ​ 676 Audit and accounting ​ 497 ​ 566 Insurance ​ 395 ​ 372 Director, officer, and employee expense ​ 252 ​ 258 Legal fees ​ 617 ​ 765 Office supplies and stationary ​ 167 ​ 137 Recruiting expense ​ 30 ​ 93 ​ ​ $ 9,770 ​ $ 8,347 ​ ​ F- 36 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 17 - Benefits Plans Outside Director Retirement Plan (“DRP”) The DRP is an unfunded non-contributory defined benefit pension plan covering all non-employee directors meeting eligibility requirements as specified in the plan document. The following table sets forth the funded status of the DRP and components of net pension periodic expense measured as of December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (Dollars In Thousands) Projected benefit obligation – beginning ​ $ 1,808 ​ $ 2,087 ​ Service cost ​ 94 ​ 97 ​ Interest cost ​ 85 ​ 81 ​ Actuarial gain ​ ( 116 ) ​ ( 353 ) ​ Benefits Paid ​ ( 104 ) ​ ( 104 ) ​ Projected benefit obligation – ending ​ $ 1,767 ​ $ 1,808 ​ Funded status – accrued liability included in accounts payable and accrued expenses ​ $ 1,767 ​ $ 1,808 ​ Accumulated benefit obligation ​ $ 1,675 ​ $ 1,712 ​ Discount rate ​ 5.21 % 4.83 % Rate of increase in future compensation levels ​ 2.00 % 2.00 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2023 2022 ​ ​ (Dollars In Thousands) Net periodic pension expense: ​ ​ ​ ​ Service cost ​ $ 94 ​ $ 97 ​ Interest cost ​ 85 ​ 81 ​ Actuarial (gain) loss amortized ​ ( 32 ) ​ 27 ​ Total net periodic pension expense included in other non-interest expenses ​ $ 147 ​ $ 205 ​ Discount rate ​ 5.21 % 4.83 % Rate of increase in future compensation levels ​ 2.00 % 2.00 % ​ Benefit payments, which reflect expected future service as appropriate, are expected to be paid for the years ending December 31 as follows (in thousands): ​ ​ ​ ​ 2024 $ 104 2025 ​ 190 2026 ​ 204 2027 ​ 230 2028 ​ 230 2029 to 2033 ​ 957 ​ At December 31, 2023 and 2022, unrecognized net gain of $ 116,000 and $ 353,000 , respectively, were included in accumulated other comprehensive income. Supplemental Executive Retirement Plan (“SERP”) The SERP is a non-contributory defined benefit plan that covers certain officers of the Company. Under the SERP, each of these individuals will be entitled to receive upon retirement an annual benefit paid in monthly installments equal to 50 % of his average base salary in the three-year period preceding retirement. Each individual may also retire ​ F- 37 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 17 - Benefits Plans (continued) Supplemental Executive Retirement Plan (“SERP”)(continued) early and receive a reduced benefit upon the attainment of certain age and years of service combination. Additional terms related to death while employed, death after retirement, disability before retirement and termination of employment are fully described within the plan document. The benefit payment term is the greater of 15 years or the executives remaining life. No benefits are expected to be paid during the next five years . During the years ended December 31, 2023 and 2022, expenses of $ 143,000 and $ 239,000 , respectively, were recorded for this plan and are reflected in the Consolidated Statements of Income under Salaries and Employee Benefits. At December 31, 2023 and 2022, a liability for this plan of $ 4,160,000 and $ 4,017,000 , respectively, is included in the Consolidated Statements of Financial Condition under Accounts Payable and Accrued Expenses. 401(k) Plan The Company maintains a 401(k) plan for all eligible employees. Participants are permitted to contribute from 1 % to 15 % or 60 % of their annual compensation up to the maximum permitted under the Internal Revenue Code. The Company provided no matching contribution in 2023 and 2022. Stock-Based Deferral Plan In June 2021, the Company established a stock-based deferral plan for eligible key executives and members of the Board of Directors of the Company to elect to defer compensation received from the Company for their services and make deemed investments of that deferred compensation in shares of the Company’s common stock. At December 31, 2023 and 2022, the Company did not have any obligations under the plan. Employee Stock Ownership Plan (“ESOP”) In conjunction with the Mid-Tier Holding Company’s public stock offering in 2006, the Bank established an ESOP for all eligible employees (substantially all full-time employees). The ESOP borrowed $ 5,184,200 from the Mid-Tier Holding Company and used those funds to acquire 518,420 shares of the Mid-Tier Holding Company common stock at $ 10.00 per share. The loan from the Mid-Tier Holding Company, which has been assumed by the Company, carries an interest rate of 8.25 % and is repayable in twenty annual installments through 2025. In conjunction with the Company’s second-step conversion offering, on July 12, 2021, the ESOP borrowed $ 7,827,260 from the Company and used those funds to acquire 782,726 shares of Company common stock at $ 10.00 per share. The loan from the Company carries an interest rate equal to 3.25 % and is repayable in fifteen annual installments through 2035. Each year, the Bank makes discretionary contributions to the ESOP equal to the principal and interest payment required on the loan from the Company. The ESOP may further pay down the principal balance of the loans by using dividends paid, if any, on the shares of Company common stock it owns. The balance remaining on the first ESOP loan was $ 919,000 and $ 1,327,000 at December 31, 2023 and 2022. The balance remaining on the second ESOP loan was $ 6,417,000 and $ 6,850,000 at December 31, 2023 and 2022. Shares purchased with the loan proceeds serve as collateral for the loan and are held in a suspense account for future allocation among ESOP participants. As the loan principal is repaid, shares will be released from the suspense account and become eligible for allocation. The allocation among plan participants will be as described in the ESOP governing document. ESOP shares initially pledged as collateral were recorded as unearned ESOP shares in the stockholders’ equity section of the consolidated statement of financial condition. Thereafter, on a monthly basis over the terms of the ESOP loans, approximately 2,894 shares for the ESOP established in 2006 and approximately 4,348 shares for the ESOP F- 38 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 17 - Benefits Plans (continued) ​ Employee Stock Ownership Plan (“ESOP”)(continued) established in 2022 are committed to be released respectively. Compensation expense is recorded equal to the shares committed to be released multiplied by the average closing price of the Company’s stock during that month. ESOP expense during the years ended December 31, 2023 and 2022, totaled approximately $ 1,314,000 and $ 1,075,000 , respectively. Dividends on unallocated shares, which totaled approximately $ 188,000 and $ 365,000 during 2023 and 2022, respectively, are recorded as a reduction of the ESOP loan. Dividends on allocated shares, which totaled approximately $ 167,000 and $ 255,000 during 2023 and 2022, respectively, are charged to retained earnings. ​ ESOP shares are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ 2023 ​ 2022 Allocated shares ​ ​ 694,842 ​ 607,922 Shares committed to be released ​ ​ 86,920 ​ 86,920 Unearned shares ​ ​ 695,647 ​ 782,567 Total ESOP Shares ​ ​ 1,477,409 ​ 1,477,409 Less allocated shares distributed to former or retired employees ​ ​ ( 143,612 ) ​ ( 122,280 ) Total ESOP Shares Held by Trustee ​ ​ 1,333,797 ​ 1,355,129 Fair value of unearned shares ​ $ 12,340,778 ​ $ 11,675,897 ​ ​ Note 18 – Stock Based Compensation At a special shareholders meeting held on September 29, 2022, the Company’s shareholders approved the Company’s 2022 Equity Incentive Plan whereby 1,369,771 shares of the Company’s common stock were reserved from authorized but unissued shares for purposes of grants of incentive stock options, nonqualified stock options, restricted stock, restricted stock units, performance shares and performance units to selected employees and non-employee directors of the Company. The product of the number of shares granted and the grant date market price of the Company’s common stock determine the fair value of restricted stock under the Company’s 2022 Equity Incentive plan. Management recognizes compensation expense for the fair value of restricted stock on a straight-line basis over the requisite service period for the entire award. As of December 31, 2023, there were 132,759 shares available for future awards under this plan, which includes 98,311 shares available for stock options and 34,448 shares available for restricted stock awards. ​ F- 39 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 18 – Stock Based Compensation (continued) A summary of the Company’s restricted stock activity and related information for the year ended December 31 follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Average ​ ​ Shares ​ Market Price Outstanding, Beginning of year ​ ​ 352,037 $ 13.67 Granted ​ ​ 4,878 ​ 16.88 Forfeited ​ ​ — ​ — Vested ​ ​ 70,407 ​ — Outstanding, end of year ​ ​ 286,508 ​ $ 13.72 ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Average ​ ​ Shares ​ Market Price Outstanding, Beginning of year ​ ​ — $ — Granted ​ ​ 352,037 ​ 13.67 Forfeited ​ ​ — ​ — Vested ​ ​ — ​ — Outstanding, end of year ​ ​ 352,037 ​ $ 13.67 ​ Compensation expense related to restricted stock was $ 968,000 and $ 116,000 for the years ended December 31, 2023 and 2022. At December 31, 2023 and 2022, the total compensation cost related to non-vested awards that has not yet been recognized was $ 3.8 million and $ 4.7 million, which is expected to be recognized over the next 5 years . ​ F- 40 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 18 – Stock Based Compensation (continued) A summary of the Company’s stock option activity and related information for the years ended December 31 follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Average ​ ​ Options ​ Exercise Price Outstanding, Beginning of year ​ ​ 880,097 $ 13.67 Granted ​ ​ — ​ — Forfeited ​ ​ — ​ — Exercised ​ ​ — ​ — Outstanding, end of year ​ ​ 880,097 ​ $ 13.67 Exercisable at end of year ​ ​ 176,019 ​ ​ 13.67 ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Average ​ ​ Options ​ Exercise Price Outstanding, Beginning of year ​ ​ — $ — Granted ​ ​ 880,097 ​ 13.67 Forfeited ​ ​ — ​ — Exercised ​ ​ — ​ — Outstanding, end of year ​ ​ 880,097 ​ $ 13.67 Exercisable at end of year ​ ​ — ​ ​ — Weighted average fair value ​ ​ ​ ​ ​ ​ of options granted in current year ​ ​ ​ ​ $ 4.36 ​ The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: ​ ​ ​ ​ ​ ​ Pricing Model Assumption Ranges ​ 2022 Risk-free interest rate ​ 3.87 - 3.97 % Expected volatility ​ 28.79 - 28.94 % Expected dividend yield ​ 1.70 - 1.94 % Expected life ​ 7.50 ​ ​ The Compensation cost related to stock options is recognized based on the fair value of the stock options at the grant date on a straight line basis over the vesting period. Compensation expense related to stock options was $ 768,000 and $ 92,000 for the years ended December 31, 2023 and 2022. At December 31, 2023, unrecognized compensation cost related to stock option awards was $ 3.0 million, which is expected to be recognized over the next 5 years . ​ ​ F- 41 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 19 - Leases The Company has operating leases and finance leases all comprised of real estate property. The operating leases comprise substantially all of the Company’s obligations in which the Company is the lessee, with remaining lease terms ranging between 1 and 10 years . Most operating lease agreements consist of initial lease terms ranging between 5 and 10 years , with options to renew the leases or extend the term. The finance lease has a remaining lease term of 93 years . The payment structure of all leases is fixed rental payments with lease payments increasing on pre-determined dates at either a predetermined amount or change in the consumer price index. In accordance with ASC 842, the Company recognized operating and financing lease assets and corresponding lease liabilities related to office facilities and retail branches. The operating and financing lease assets represent the Company’s right to use an underlying asset for the lease term, and the lease liability represents the Company’s obligation to make lease payments over the lease term. The Company has elected that any short term leases would be expensed as incurred. The operating and financing lease asset and lease liability are determined at the commencement date of the lease based on the present value of the lease payments. Our leases do not provide an implicit interest rate. The company used its incremental borrowing rate, the rate of interest to borrow in a collateralized basis for a similar term, at the lease commencement date. All of the leases are net leases and, therefore, do not contain non-lease components. The Company either pays directly or reimburses the lessor for property and casualty insurance cost and the property taxes assessed on the property, as well as a portion of the common area maintenance associated with the property which are categorized as non-components as outlined in the applicable guidance. ​ F- 42 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 19 – Leases (continued) The quantitative data relates to the Company’s leases are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ ​ 2023 ​ 2022 Finance Lease Amounts: ​ ​ ​ ROU asset ​ $ 351 ​ $ 355 ​ Lease liability ​ $ 571 ​ $ 533 ​ Operating Lease Amounts: ​ ​ ​ ​ ​ ROU assets ​ $ 4,566 ​ $ 2,312 ​ Lease liabilities ​ $ 4,625 ​ $ 2,363 ​ Finance Lease Cost ​ ​ ​ Amortization of ROU asset ​ $ 4 ​ $ 4 ​ Interest on lease liability ​ $ 38 ​ $ 37 ​ Operating Lease Costs ​ $ 566 ​ $ 567 ​ Cash paid for amounts included in the measurement of lease liabilities ​ ​ ​ Finance lease ​ $ — ​ $ — ​ Operating leases ​ $ 511 ​ $ 558 ​ Weighted-average remaining lease term ​ ​ ​ Finance lease ​ 93 years ​ 94 years ​ Operating leases ​ 8.58 years ​ 6.19 years ​ Weighted-average discount rate ​ ​ ​ Finance lease ​ 9.50 % 9.50 % Operating leases ​ 5.18 % 1.50 % ​ Maturities of lease liabilities at December 31, 2023 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Finance ​ ​ Leases ​ Lease Years ended December 31: ​ ​ ​ ​ ​ ​ 2024 ​ $ 740 ​ $ 30 2025 ​ 738 ​ 30 2026 ​ 622 ​ 31 2027 ​ 637 ​ 36 2028 ​ 595 ​ 36 Thereafter ​ 2,475 ​ 4,016 Total lease payments ​ $ 5,807 ​ $ 4,179 Interest ​ ( 1,182 ) ​ ( 3,608 ) Lease liability ​ $ 4,625 ​ $ 571 ​ ​ Note 20 – Contingencies The Company and Bank are also subject to claims and litigation that arise primarily in the ordinary course of business. Based on information presently available and advice received from legal counsel representing the Company and Bank in connection with such claims and litigation, it is the opinion of management that the disposition or ultimate determination of such claims and litigation will not have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company. ​ ​ F- 43 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 21 - Fair Value Disclosures The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The Company’s securities available for sale are recorded at fair value on a recurring basis. Additionally, from time to time, the Company has to record at fair value other assets and liabilities on a non-recurring basis, such as securities held to maturity, impaired loans and other real estate owned. U.S. GAAP has established a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 : Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ​ Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability. ​ Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity). ​ An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The following table sets forth the Company’s assets that are carried at fair value on a recurring basis and the level that was used to determine their fair value at December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quoted Prices in ​ Significant Other ​ Significant ​ Total Carried ​ ​ Active Markets for ​ Observable ​ Unobservable ​ at Fair ​ ​ Identical Assets ​ Inputs ​ Inputs ​ Value on a ​ ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ Recurring Basis ​ ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, Description 2023 2022 2023 2022 2023 2022 2023 2022 Assets: ​ ​ ​ ​ ​ ​ ​ ​ Marketable equity securities: ​ ​ ​ ​ ​ ​ ​ ​ Mutual funds ​ $ 18,102 ​ $ 18,041 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 18,102 ​ $ 18,041 Mortgage-backed securities ​ ​ ​ ​ ​ ​ ​ ​ FHLMC ​ — ​ — ​ — ​ 1 ​ — ​ — ​ — ​ 1 Total assets ​ $ 18,102 ​ $ 18,041 ​ $ — ​ $ 1 ​ $ — ​ $ — ​ $ 18,102 ​ $ 18,042 ​ There were no transfers between Level 1 and 2 during the years ended December 31, 2023 and 2022. The Company did no t have any liabilities that were carried at fair value on a recurring basis at December 31, 2023 and 2022. ​ F- 44 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 21 – Fair Value Disclosures (continued) The following table sets forth the Company’s assets that are carried at fair value on a non-recurring basis and the level that was used to determine their fair value, at December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quoted Prices in ​ Significant Other ​ Significant ​ Total Carried ​ ​ Active Markets for ​ Observable ​ Unobservable ​ at Fair ​ ​ Identical Assets ​ Inputs ​ Inputs ​ Value on a ​ ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ Non-Recurring Basis ​ ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, ​ December 31, Description 2023 2022 2023 2022 2023 2022 2023 2022 ​ (In Thousands) Assets: ​ ​ ​ ​ ​ ​ ​ ​ Collateral dependent loans ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 4,385 ​ $ 855 ​ $ 4,385 ​ $ 855 Real estate owned ​ — ​ — ​ — ​ — ​ 1,456 ​ 1,456 ​ 1,456 ​ 1,456 Total assets ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 5,841 ​ $ 2,311 ​ $ 5,841 ​ $ 2,311 ​ The following tables present the qualitative information about non-recurring Level 3 fair value measurements of financial instruments at the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2023 ​ Fair Valuation Unobservable ​ Weighted ​ ​ Value ​ Technique ​ Input ​ Range ​ Average ​ ​ (In Thousands) Assets: ​ ​ ​ Collateral dependent loans ​ $ 4,385 Income approach Capitalization rate 6.00 % 6.00 % Real estate owned ​ 1,456 Income approach Capitalization rate 12.00 % 12.00 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2022 ​ Fair Valuation Unobservable ​ Weighted ​ ​ Value ​ Technique ​ Input ​ Range ​ Average ​ ​ (In Thousands) Assets: ​ ​ ​ Impaired loans ​ $ 855 Income approach Capitalization rate 5.60 % 5.60 % Real estate owned ​ 1,456 Income approach Capitalization rate 12.00 % 12.00 % ​ The Company did no t have any liabilities that were carried at fair value on a non-recurring basis at December 31, 2023 and 2022. The methods and assumptions used to estimate fair value at December 31, 2023 and 2022 are as follows: For real estate owned, fair value is generally determined through independent appraisals or fair value estimations of the underlying properties which generally include various Level 3 inputs which are not identifiable. The appraisals or fair value estimation may be adjusted by management for qualitative reasons and estimated liquidation expenses. Management’s assumptions may include consideration of location and occupancy of the property and current economic conditions. Subsequently, as these properties are actively marketed, the estimated fair values may be periodically adjusted through incremental subsequent write-downs to reflect decreases in estimated values resulting from sales price observations and the impact of changing economic and market conditions. A loan is considered individually evaluated for credit loss when, based upon current information and events, it is probable that the Company will be unable to collect all scheduled payments in accordance with the contractual terms of the loan. Individually evaluated loans that are collateral dependent are written down to fair value through the establishment of specific reserves, a component of the allowance for credit losses or through partial charge-offs, and F- 45 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 21 – Fair Value Disclosures (continued) as such are carried at the lower of cost or the fair value. Estimates of fair value of the collateral are determined based on a variety of information, including available valuations from certified appraisers for similar assets, present value of discounted cash flows and inputs that are estimated based on commonly used and generally accepted industry liquidation advance rates and estimates and assumptions developed by management. The appraisals may be adjusted by management for estimated liquidation expenses and qualitative factors such as economic conditions. If real estate is not the primary source of repayment, present value of discounted cash flows and estimates using generally accepted industry liquidation advance rates are utilized. Due to the multitude of assumptions, many of which are subjective in nature, and the varying inputs and techniques used by appraisers, the Company recognizes that valuations could differ across a wide spectrum of valuation techniques employed and accordingly, fair value estimates for impaired loans are classified as Level 3. ​ Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts the Company could have realized in a sales transaction on the dates indicated. The estimated fair value amounts have been measured as of their respective year-ends and have not been re-evaluated or updated for purposes of these financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to the respective reporting dates may be different than the amounts reported at each year-end. The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful. The following methods and assumptions were used to estimate the fair values of the Company’s financial instruments at December 31, 2023 and 2022: Securities Fair values for marketable equity securities are determined by quoted market prices on nationally recognized and foreign securities exchanges (Level 1). Fair values for securities available for sale and held to maturity are determined utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the security’s terms and conditions, among other things. ​ F- 46 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 21 - Fair Value Disclosures (continued) Securities (continued) The carrying amounts and estimated fair value of our financial instruments are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value at December 31, 2023 ​ ​ ​ ​ ​ Quoted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active ​ Significant ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for ​ Other ​ Significant ​ ​ ​ ​ ​ ​ ​ Identical ​ Observable ​ Unobservable ​ ​ Carrying ​ ​ ​ ​ Assets ​ Inputs ​ Inputs (In thousands) Amount Fair Value (Level 1) (Level 2) (Level 3) Financial Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 68,671 ​ $ 68,671 ​ $ 68,671 ​ $ — ​ $ — Certificates of deposit ​ ​ 100 ​ ​ 100 ​ ​ — ​ ​ 100 ​ ​ — Marketable equity securities ​ ​ 18,102 ​ ​ 18,102 ​ ​ 18,102 ​ ​ — ​ ​ — Securities held to maturity ​ ​ 15,860 ​ ​ 13,126 ​ ​ — ​ ​ 13,126 ​ ​ — Loans receivable ​ ​ 1,581,804 ​ ​ 1,552,219 ​ ​ — ​ ​ — ​ ​ 1,552,219 Investments in restricted stock ​ ​ 929 ​ ​ 929 ​ ​ — ​ ​ 929 ​ ​ — Accrued interest receivable ​ ​ 12,311 ​ ​ 12,311 ​ ​ — ​ ​ 12,311 ​ ​ — Financial Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ ​ 1,400,036 ​ ​ 1,401,083 ​ ​ — ​ ​ 1,401,083 ​ ​ — Borrowings ​ ​ 64,000 ​ ​ 63,053 ​ ​ — ​ ​ 63,053 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value at December 31, 2022 ​ ​ ​ ​ ​ ​ Quoted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active ​ Significant ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for ​ Other ​ Significant ​ ​ ​ ​ ​ ​ ​ Identical ​ Observable ​ Unobservable ​ ​ Carrying ​ ​ ​ ​ Assets ​ Inputs ​ Inputs (In thousands) Amount Fair Value (Level 1) (Level 2) (Level 3) Financial Assets ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 95,308 ​ $ 95,308 ​ $ 95,308 ​ $ — ​ $ — Certificates of deposit ​ ​ 100 ​ ​ 100 ​ ​ — ​ ​ 100 ​ ​ — Marketable equity securities ​ ​ 18,041 ​ ​ 18,041 ​ ​ 18,041 ​ ​ — ​ ​ — Securities available for sale ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ 1 ​ ​ — Securities held to maturity ​ ​ 26,395 ​ ​ 22,865 ​ ​ — ​ ​ 22,865 ​ ​ — Loans receivable ​ ​ 1,212,219 ​ ​ 1,191,483 ​ ​ — ​ ​ — ​ ​ 1,191,483 Investments in restricted stock ​ ​ 1,238 ​ ​ 1,238 ​ ​ — ​ ​ 1,238 ​ ​ — Accrued interest receivable ​ ​ 8,597 ​ ​ 8,597 ​ ​ — ​ ​ 8,597 ​ ​ — Financial Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ ​ 1,121,955 ​ ​ 1,121,107 ​ ​ — ​ ​ 1,121,107 ​ ​ — FHLB of New York advances ​ ​ 21,000 ​ ​ 19,437 ​ ​ — ​ ​ 19,437 ​ ​ — ​ ​ ​ F- 47 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 22 – Related Party Transactions The Company had no loans to related parties at December 31, 2023 and 2022. In addition, the Company did not originate any loans to related parties in 2023 and 2022. Deposits of related parties at the Company totaled $ 2.1 million and $ 2.4 million at December 31, 2023 and 2022, respectively. Kevin P. O’Malley is an attorney with Kevin P. O’Malley, P.C., a law firm that provides construction loan closing services to borrowers of the Company. During the fiscal year ended December 31, 2023 and 2022, construction loan borrowers of the Company paid $ 497,000 and $ 835,000 respectively in legal fees to Mr. O’Malley’s law firm in connection with closing of construction loans. In addition, in fiscal year 2023 and 2022, the Company paid Mr. O’Malley’s law firm zero and $ 3,000 for legal services provided on a corporate related matter. ​ ​ Note 23 – Revenue Recognition The majority of the Company’s revenues come from interest income and other sources, including loans and securities that are outside the scope of ASC 606. The Company’s services that fall within the scope of ASC 606 are presented within noninterest income and are recognized as revenue as the Company satisfies its obligation to the customer. Services within the scope of ASC 606 include deposit service charges on deposits, electronic banking fees and charges income, and investment advisory fees. A contract asset balance occurs when an entity performs a service for a customer before the customer pays consideration (resulting in a contract receivable) or before payment is due (resulting in a contract asset). A contract liability balance is an entity’s obligation to transfer a service to a customer for which the entity has already received payment (or payment is due) from the customer. The Company’s noninterest revenue streams are largely based on transactional activity, or standard month-end revenue accruals such as referral fees based month end reports. Consideration is often received immediately or shortly after the Company satisfies its performance obligation and revenue is recognized. The Company does not typically enter into long-term revenue contracts with customers, and therefore, does not experience significant contract balances. As of December 31, 2023, the Company did not have any significant contract balances. All of the Company’s revenue from contracts with customers within the scope of ASC 606 is recognized within noninterest income. The following table presents the Company’s sources of noninterest income for the years ended December 31, 2023 and 2022. Sources of revenue outside the scope of ASC 606 are noted as such: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2023 2022 ​ ​ (In Thousands) Non-interest income: ​ ​ ​ Deposit-related fees and charges ​ $ 55 ​ $ 67 Loan-related fees and charges (1) ​ 892 ​ 1,064 Electronic banking fees and charges ​ 944 ​ 863 (Loss) gain on disposition of equipment (1) ​ ( 18 ) ​ 98 Income from bank owned life insurance (1) ​ 1,013 ​ 604 Investment advisory fees ​ 458 ​ 474 Realized and unrealized gain (loss) on equity securities (1) ​ 294 ​ ( 1,573 ) Miscellaneous (1) ​ 105 ​ 86 Total non-interest income ​ $ 3,743 ​ $ 1,683 (1) Not within the scope of ASC 606. ​ F- 48 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 23 – Revenue Recognition (continued) A description of the Company’s revenue streams accounted for under ASC 606 is as follows: Service Charges on Deposit Accounts The Company earns fees from deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees, which include services such as ATM use fees, stop payment charges, statement rendering, and ACH fees, are recognized at the time the transaction is executed at the point in the time the Company fulfills the customer’s request. The Company discontinued the imposition of overdraft fees on all consumer and business accounts in August 2022. Account maintenance fees, which relate primarily to monthly maintenance, are earned over the course of a month, representing the period over which the Company satisfies the performance obligation. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer’s account balance. Electronic Banking Fee Income The Company earns interchange fees from debit and credit card holder transactions conducted through various payment networks. Interchange fees from cardholder transactions are recognized daily, concurrently with the transaction processing services provided by an outsourced technology solution. Investment Advisory Fees The Company earns fees from investment advisory and financial planning services under the name of Harbor West Financial Planning Wealth Management, a division of the Company through a networking arrangement with a registered broker-dealer and investment advisor. The registered broker-dealer deducts investment advisory fees and financial planning services fees from the client’s assets under management and remits the fees, net of administrative fees, to the Company on a monthly basis. The Company recognizes the fees into non-interest income upon receipt of the monthly remittances. Note 24 – Recent Accounting Pronouncements Accounting Standards Pending Adoption: In July 2023, the FASB issued ASU 2023-03, Presentation of Financial Statements (Topic 205), Income Statement-Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation-Stock Compensation (Topic 718), which amends or supersedes various SEC paragraphs within the Codification to conform to past SEC announcements and guidance issued by the SEC. The ASU does not provide any new guidance so there is no transition or effective date associated with it. This ASU did not have a significant impact on the Company’s financial statements. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvement: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which incorporates several SEC disclosure requirements into US GAAP and adds interim and annual disclosure requirements to a variety of topics in the Accounting Standards Codification, including those focusing on accounting changes, earnings per share, debt and repurchase agreements. For entities subject to the SEC disclosure requirements and those “required to file or furnish financial statements with or to the SEC in preparation for the sale of or for purposes of issuing securities that are not subject to contractual restrictions on transfer,” the US GAAP requirements will be effective when the removal of the related SEC rule is effective. Early adoption is not permitted for these entities. For all other entities, the effective date will be two years later, and early adoption is permitted. That is, financial statements issued after the effective date of each amendment are required to include on a prospective basis the related disclosure incorporated into US GAAP by this ASU. However, if the SEC does not act to remove its related requirements by June 30, 2027, any related FASB amendments will be removed from the Codification and will not be effective for any entities. F- 49 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements ​ Note 24 – Recent Accounting Pronouncements (continued) In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, requires the amount of net income taxes paid for federal, state, and foreign taxes, as well as the amount paid to any jurisdiction that net taxes exceed a 5% quantitative threshold. The amendments will require the disclosure of pre-tax income disaggregated between domestic and foreign, as well as income tax expense disaggregated by federal, state, and foreign. The amendment also eliminates certain disclosures related to unrecognized tax benefits and certain temporary differences. This ASU is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted in any annual period where financial statements have not yet been issued. The amendments should be applied on a prospective basis but retrospective application is permitted. The Company does not expect adoption of the standard to have a material impact on its Consolidated Financial Statements. Note 25 - Subsequent Events The Company has evaluated subsequent events for potential recognition and/or disclosure through the date these consolidated financial statements were issued. Note 26 – Parent Company Only Financial Information The following are the condensed financial statements for Northeast Community Bancorp, Inc. (Parent company only) as of December 31, 2023 and 2022 and for the years then ended. Condensed Statements of Financial Condition ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ 2023 2022 ​ ​ (In Thousand) Assets ​ ​ ​ Cash and due from banks ​ $ 4,268 ​ $ 20,334 Investment in subsidiary ​ 254,654 ​ 220,706 Loans receivable, net of allowance for credit losses of  $ 45 and $ 92 , respectively (1) ​ 14,121 ​ 13,688 ESOP loan receivable ​ 7,336 ​ 8,177 Total Assets ​ $ 280,379 ​ $ 262,905 Liabilities and Stockholders’ Equity ​ ​ Accounts payable and accrued expenses ​ $ 1,054 ​ $ 916 Total Liabilities ​ 1,054 ​ 916 Total Stockholders’ Equity ​ 279,325 ​ 261,989 Total Liabilities and Stockholders’ Equity ​ $ 280,379 ​ $ 262,905 (1) Represents participation loans purchased from the Bank ​ F- 50 Table of Contents Northeast Community Bancorp, Inc. Notes to Consolidated Financial Statements Note 26 – Parent Company Only Financial Information (continued) Condensed Statements of Income and Comprehensive Income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ 2023 2022 ​ ​ (In Thousand) Interest income – loans ​ $ 1,371 ​ $ 240 Interest income – ESOP loan ​ 333 ​ 377 Interest income – interest-earning deposits ​ 179 ​ 343 Dividend income from subsidiary ​ ​ 14,000 ​ ​ — Operating expenses ​ ( 2,298 ) ​ ( 956 ) Income before Income Tax Expense and Equity in Undistributed Earnings of Subsidiary ​ 13,585 ​ 4 Income tax (benefit) expense ​ ( 120 ) ​ 1 Income before Equity in Undistributed Earnings of Subsidiary ​ 13,705 ​ 3 Equity in undistributed earnings of subsidiary ​ 32,571 ​ 24,840 Net Income ​ $ 46,276 ​ $ 24,843 Comprehensive Income ​ $ 46,336 ​ $ 25,138 ​ Statements of Cash Flow ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ 2023 2022 ​ ​ (In Thousand) Cash Flows from Operating Activities ​ ​ ​ Net income ​ $ 46,276 ​ $ 24,843 Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ Equity in undistributed earnings of subsidiary ​ ( 32,571 ) ​ ( 24,840 ) Other, net ​ 2,183 ​ 544 Net Cash Provided by Operating Activities ​ 15,888 ​ 547 Cash Flows from Investing Activities ​ ​ Repayment of ESOP loan ​ 841 ​ 796 Net increase in loans ​ ​ ( 433 ) ​ ​ ( 9,211 ) Net Cash Provided (Used in) by Investing Activities ​ 408 ​ ( 8,415 ) Cash Flows from Financing Activities ​ ​ Cash dividends paid ​ ( 3,652 ) ​ ( 6,868 ) Stock repurchase ​ ​ ( 28,710 ) ​ ​ ( 9,318 ) Net Cash Used in Financing Activities ​ ( 32,362 ) ​ ( 16,186 ) Net Decrease in Cash and Cash Equivalents ​ ( 16,066 ) ​ ( 24,054 ) Cash and Cash Equivalents – Beginning ​ 20,334 ​ 44,388 Cash and Cash Equivalents – Ending ​ $ 4,268 ​ $ 20,334 ​ ​ ​ ​ F- 51 Table of Contents ​ SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ​ ​ NORTHEAST COMMUNITY BANCORP, INC. ​ ​ ​ Dated: March 28, 2024 ​ By: /s/ Kenneth A. Martinek Kenneth A. Martinek Chairman and Chief Executive Officer (Principal Executive Officer) ​ Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Name Title Date /s/ Kenneth A. Martinek ​ Chairman and Chief Executive Officer ​ March 28, 2024 Kenneth A. Martinek ​ (Principal Executive Officer) ​ ​ ​ /s/ Jose M. Collazo ​ President, Chief Operating Officer and Director ​ March 28, 2024 Jose M. Collazo ​ ​ ​ ​ ​ ​ ​ ​ ​ /s/ Donald S. Hom ​ Executive Vice President and Chief Financial Officer ​ March 28, 2024 Donald S. Hom ​ (Principal Financial and Accounting Officer) ​ ​ ​ /s/ Diane B. Cavanaugh ​ Director ​ March 28, 2024 Diane B. Cavanaugh ​ ​ ​ ​ /s/ Charles M. Cirillo ​ Director ​ March 28, 2024 Charles M. Cirillo ​ ​ ​ ​ ​ /s/ Eugene M. Magier ​ Director ​ March 28, 2024 Eugene M. Magier ​ ​ ​ ​ /s/ Charles A. Martinek ​ Director ​ March 28, 2024 Charles A. Martinek ​ ​ ​ ​ /s/ John F. McKenzie ​ Director ​ March 28, 2024 John F. McKenzie ​ ​ ​ ​ ​ ​ ​ ​ /s/ Kevin P. O’Malley ​ Director ​ March 28, 2024 Kevin P. O’Malley ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents ​ /s/ Kenneth H. Thomas ​ Director ​ March 28, 2024 Kenneth H. Thomas ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ /s/ Linda M. Swan ​ Director ​ March 28, 2024 Linda M. Swan ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​