What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-11-14 compared with 2025-08-14 · 238 added, 192 removed, 699 unchanged (38% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE

JUNE 30, 2025 AND

DECEMBER 31, 2024

SEPTEMBER 30, 2025

AND DECEMBER 31, 2024

THOUSANDS EXCEPT PER SHARE AND SHARE DATA)

September 30,

Cash and due from banks

19 unchanged sentences

Total liabilities

SHAREHOLDERS’ EQUITY

SHAREHBOLDERS’ EQUITY

Common stock - $ 2.00 par value;

2 unchanged sentences

23,636,724 shares issued and outstanding at

June 30, 2025 and December 31, 2024, respectively

September 30, 2025 and December 31, 2024, respectively

Additional paid-in-capital

8 unchanged sentences

FOR THE THREE AND

SIX MONTHS ENDED JUNE 30, 2025 AND 2024

NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

THOUSANDS EXCEPT SHARE AND PER SHARE DATA)

For the Three Months Ended June 30,

For the Six Months Ended

For the Three Months Ended September 30,

For the Nine Months Ended

September 30,

INTEREST AND DIVIDEND INCOME

15 unchanged sentences

Financial services fees

Net gain on sales of available for sale securities

Net gain on sale and disposal of premises and equipment

19 unchanged sentences

FOR THE THREE AND

SIX MONTHS ENDED JUNE 30, 2025 AND 2024

NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

For the Three Months Ended

For the Six Months Ended

Other comprehensive income (loss):

September 30,

For the Nine Months Ended

September 30,

Other comprehensive income:

Investment securities activity

Unrealized gains (losses) arising during the period

Related tax (expense) benefit

TOTAL OTHER COMPREHENSIVE INCOME (LOSS)

Unrealized gains arising during the period

Reclassification adjustment for net gains included in net income

Other comprehensive gains on investment securities

Related tax expense

TOTAL OTHER COMPREHENSIVE INCOME

TOTAL COMPREHENSIVE INCOME

5 unchanged sentences

FOR THE THREE AND

SIX MONTHS ENDED JUNE 30, 2025 AND 2024

NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(IN THOUSANDS INCLUDING

4 unchanged sentences

Total Shareholders’ Equity

Balance, June 30, 2024

Other comprehensive income, net of tax

Repurchase of common stock

Balance, September 30, 2024

Balance, December 31, 2023

Other comprehensive loss, net of tax

Other comprehensive income, net of tax

Cash dividend declared ($0.07 per share)

Repurchase of common stock

Balance, March 31, 2024

Balance, September 30, 2024

Balance, June 30, 2025

Other comprehensive income, net of tax

Repurchase of common stock

Balance June 30, 2024

Balance, September 30, 2025

Balance, December 31, 2024

2 unchanged sentences

Repurchase of common stock

Balance, March 31, 2025

Other comprehensive loss, net of tax

Repurchase of common stock

Balance June 30, 2025

Balance, September 30, 2025

The accompanying notes

3 unchanged sentences

OF CASH FLOWS

FOR THE SIX MONTHS

ENDED JUNE 30, 2025 AND 2024

FOR THE NINE MONTHS

ENDED SEPTEMBER 30, 2025 AND 2024

CASH FLOWS FROM OPERATING ACTIVITIES

2 unchanged sentences

Depreciation and amortization

Provision for (recovery of) credit losses

Provision for credit losses

Income on bank owned life insurance

Gain on sale of mortgage loans

Net gain on sale of securities available-for-sale

Gain on sale or disposal of premises and equipment

13 unchanged sentences

Proceeds from repayments and maturities of securities available-for-sale

Proceeds from sales of securities available-for-sale

Net purchase of equity securities (restricted)

5 unchanged sentences

CASH FLOWS FROM FINANCING ACTIVITIES

Increase in short-term borrowings

Repayment of long-term debt

36 unchanged sentences

of management, the accompanying consolidated financial statements contain all adjustments (consisting of only normal recurring accruals)

necessary to present fairly the Company’s financial position as of June 30, 2025 and December 31, 2024, and the results of operations

for the three- and six-month periods ended June 30, 2025 and 2024.

The Notes included herein should be read in conjunction with the notes

to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

The results of operations for interim periods are not necessarily indicative of the results of operations that may be expected for a

full year or any future period.

necessary to present fairly the Company’s financial position as of September 30, 2025 and December 31, 2024, and the results of

operations for the three- and nine-month periods ended September 30, 2025 and 2024.

The Notes included herein should be read in conjunction

with the notes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended

December 31, 2024.

The results of operations for interim periods are not necessarily indicative of the results of operations that may

be expected for a full year or any future period.

The consolidated

46 unchanged sentences

For the three- and

six-month periods ended June 30, 2025 and 2024, there were no potential common shares.

Basic and diluted net income per common share

calculations follow:

nine-month periods ended September 30, 2025 and 2024, there were no potential common shares.

Basic and diluted net income per common

share calculations follow:

Schedule of basic and diluted net loss per common share calculations

2 unchanged sentences

For the three months

ended June 30,

For the six months

ended June 30,

ended September 30,

For the nine months

ended September 30,

Weighted average shares outstanding

22 unchanged sentences

The capital conservation buffer required is 2.50%.

At June 30, 2025, the Bank had a capital conservation buffer of 7.86%.

At September 30, 2025, the Bank had a capital conservation buffer

Amounts recorded to accumulated other comprehensive income (loss) are not included in computing regulatory capital.

Management believes

as of June 30, 2025, the Bank met all capital adequacy requirements to which it was subject.

believes as of September 30, 2025, the Bank met all capital adequacy requirements to which it was subject.

Prompt corrective

6 unchanged sentences

and expansion, and capital restoration plans are required.

At June 30, 2025, 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.

2019, the U.S.

federal bank regulatory agencies approved a final rule modifying their regulatory capital rules and providing an option

to phase in over a three-year period the Day 1 adverse regulatory capital effects of the Current Expected Credit Loss (“CECL”)

accounting standard.

Additionally, in March 2020, the U.S.

federal bank regulatory agencies issued an interim final rule that provides

banking organizations an option to delay the estimated CECL impact on regulatory capital for an additional two years for a total transition

period of up to five years.

The final rule was adopted and became effective in September 2020.

The Company implemented the CECL model

commencing January 1, 2023, and elected not to phase in the effect of CECL on regulatory capital.

actual capital amounts and ratios are presented in the following table as of June 30, 2025 and December 31, 2024, respectively.

At September 30, 2025, 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.

actual capital amounts and ratios are presented in the following table as of September 30, 2025 and December 31, 2024, respectively.

Schedule of bank’s

actual capital amounts and ratios presented

Capital Requirement

to Be Well Capitalized Under Prompt Corrective Action Provisions

in thousands)

capital to risk weighted assets

1 capital to risk weighted assets

1 capital to average assets

equity Tier 1 capital

risk weighted assets

Minimum Capital Requirement

Minimum to Be Well Capitalized Under Prompt Corrective Action Provisions

(Dollars in thousands)

September 30, 2025:

Total capital to risk weighted assets

Tier 1 capital to risk weighted assets

Tier 1 capital to average assets

Common equity Tier 1 capital

to risk weighted assets

December 31, 2024:

capital to risk weighted assets

1 capital to risk weighted assets

1 capital to average assets

equity Tier 1 capital

risk weighted assets

Total capital to risk weighted assets

Tier 1 capital to risk weighted assets

Tier 1 capital to average assets

Common equity Tier 1 capital

to risk weighted assets

NOTE 5 INVESTMENT

The amortized cost and estimated fair

value of available-for-sale (“AFS”) securities as of June 30, 2025 and December 31, 2024 are as follows:

value of available-for-sale (“AFS”) securities as of September 30, 2025 and December 31, 2024 are as follows:

Schedule of securities amortized cost and estimated fair value

1 unchanged sentence

Government Agencies

backed securities

Mortgage-backed

securities available-for-sale

Government Agencies

backed securities

Mortgage-backed

securities available-for-sale

2 unchanged sentences

This information is aggregated by the length of time that individual

securities have been in a continuous unrealized loss position as of June 30, 2025 and December 31, 2024.

securities have been in a continuous unrealized loss position as of September 30, 2025 and December 31, 2024.

Schedule of fair value and gross unrealized losses on investment securities

than 12 Months

Less than 12 Months

12 Months or More

(Dollars in thousands)

September 30, 2025

Government Agencies

backed securities

Taxable municipals

Corporate bonds

Mortgage-backed securities

December 31, 2024

Government Agencies

backed securities

As of June 30, 2025,

Taxable municipals

Corporate bonds

Mortgage-backed securities

As of September 30,

2025, the available-for-sale portfolio included 165 investments for which the fair market value was less than amortized cost.

5 unchanged sentences

of the securities referenced in the table above before recovery of their amortized cost.

None of the individual securities are past due

as to principal or interest payments and a number of these securities have explicit or implicit payment guarantees.

None of the individual securities have past

due principal or interest payments, and a number of these securities have explicit or implicit payment guarantees.

The remaining securities

1 unchanged sentence

Investment securities

with a carrying value of $ 35.5 million and $ 35.2 million as of June 30, 2025 and December 31, 2024, respectively, were pledged as collateral

to secure public deposits and for other purposes required or permitted by law.

with a carrying value of $ 35.8 million and $ 35.2 million as of September 30, 2025 and December 31, 2024, respectively, were pledged as

collateral to secure public deposits and for other purposes required or permitted by law.

There were no sales

of available-for-sale investment securities during the three or six months ended June 30, 2025 and 2024.

of investment securities available-for-sale during the three or nine months ended September 30, 2025.

During the three and nine months

ended September 30, 2024, investment securities available-for-sale with a carrying value of $ 2.2 million were sold, realizing a net gain

The amortized cost

and fair value of investment securities as of June 30, 2025, by contractual maturity, are shown in the following schedule.

Expected maturities

will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment

and fair value of investment securities as of September 30, 2025, by contractual maturity, are shown in the following schedule.

maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call

or prepayment penalties.

Schedule of amortized cost and fair value of investment securities contractual maturity

11 unchanged sentences

which are included in other assets on the consolidated balance sheet, are restricted from trading and are recorded at a cost of $ 2.7

million and $ 2.7 million as of June 30, 2025 and December 31, 2024, respectively.

The stock has no quoted market value and no ready market

When evaluating these securities for impairment, their value is determined based on the ultimate recoverability of the par value

rather than by recognizing temporary declines in value.

Equity securities are viewed as long-term investments and management believes

the Company has the ability and the intent to hold these securities until their value is recovered.

million and $ 2.7 million as of September 30, 2025 and December 31, 2024, respectively.

The stock has no quoted market value and no ready

market exists.

When evaluating these securities for impairment, their value is determined based on the ultimate recoverability of the

par value rather than by recognizing temporary declines in value.

Equity securities are viewed as long-term investments and management

believes the Company has the ability and the intent to hold these securities until their value is recovered.

Loans receivable

outstanding as of June 30, 2025, and December 31, 2024, are summarized as follows:

outstanding as of September 30, 2025 and December 31, 2024, are summarized as follows:

Schedule of loans receivable outstanding

September 30,

(Dollars in thousands)

December 31, 2024

Real estate secured:

4 unchanged sentences

Also included in

total loans above are deferred loan fees of $ 2.2 million and $ 2.0 million as of June 30, 2025 and December 31, 2024, respectively.

loan costs were $ 2.0 million and $ 1.9 million, as of June 30, 2025 and

December 31, 2024,

respectively.

Income from net deferred fees and costs is recognized over the lives of the respective loans as a yield adjustment.

loans repay prior to scheduled maturities any unamortized fees or costs are recognized at that time.

total loans above are deferred loan fees of $ 2.2 million and $ 2.0 million as of September 30, 2025 and December 31, 2024, respectively.

Deferred loan costs were $ 2.1 million and $ 1.9 million, as of September 30, 2025 and December 31, 2024, respectively.

Income from net

deferred fees and costs is recognized over the lives of the respective loans as a yield adjustment.

If loans repay prior to scheduled

maturities any unamortized fees or costs are recognized at that time.

Loans receivable

on nonaccrual status as of June 30, 2025, and December 31, 2024, are summarized as follows:

on nonaccrual status as of September 30, 2025 and December 31, 2024, are summarized as follows:

of loans receivable nonaccrual status

5 unchanged sentences

loans receivable on nonaccrual status

Total interest income not recognized on nonaccrual loans for the three and six months ended June 30, 2025, and June 30, 2024, was $ 24,000 and $ 62,000 and $ 43,000

and $ 69,000 , respectively.

Total interest income

not recognized (recognized) on nonaccrual loans for the three months ended September 30, 2025 and September 30, 2024 was $ 26,000 and

($ 18,000 ), respectively.

Interest recognized during the three months ended September 30, 2024, resulted, primarily, from the resolution

of a single loan secured by commercial real estate.

Total interest income not recognized on nonaccrual loans for the nine months ended

September 30, 2025 and September 30, 2024, was $ 88,000 and $ 51,000 , respectively.

The Company evaluates

2 unchanged sentences

table presents the unpaid principal balance of collateral dependent loans, which are individually evaluated to determine expected credit

losses, and the related ACL allocated to those loans as of June 30, 2025 and December 31, 2024:

losses, and the related ACL allocated to those loans as of September 30, 2025 and December 31, 2024:

of summary of impaired loans

3 unchanged sentences

estate secured:

and land development

real estate loans

1 unchanged sentence

The following table

is an age analysis of past due loans receivable as of June 30, 2025, segregated by class:

is an age analysis of past due loans receivable as of September 30, 2025, segregated by class:

Schedule of analysis of past due loans receivable

June 30, 2025

September 30, 2025

(Dollars in thousands)

6 unchanged sentences

table is an age analysis of past due loans receivable as of December 31, 2024, segregated by class:

December 31, 2024 (Dollars

in thousands)

estate secured:

real estate loans

and all other loans

December 31, 2024

(Dollars in thousands)

Real estate secured:

Construction and land

Residential 1-4 family

Total real estate loans

Consumer installment and all other loans

The Company categorizes

24 unchanged sentences

The following table presents the credit

risk grade of loans by origination year as of June 30, 2025:

risk grade of loans by origination year as of September 30, 2025:

Schedule of credit risk grade of loans

As of June 30, 2025

As of December 31, 2024

(Dollars are in thousands)

55 unchanged sentences

The following

table presents a disaggregated analysis of activity in the allowance for credit losses for loans as of June 30, 2025 and December 31,

table presents a disaggregated analysis of activity in the allowance for credit losses for loans as of September 30, 2025 and December

Schedule of allowance for credit losses for loans

Real estate secured

(Dollars are in thousands)

Construction and Land Development

Residential 1-4 family

Consumer and All Other

Three months ended June 30, 2025

estate secured

are in thousands)

and Land Development

and All Other

Three months ended September

Beginning balance

Provision for credit losses

for credit losses

Ending balance

Real estate secured

(Dollars are in thousands)

Construction and Land Development

Residential 1-4 family

Consumer and All Other

Six months ended June 30, 2025

estate secured

are in thousands)

and Land Development

and All Other

Nine months ended September

Beginning balance

Provision for credit losses

for credit losses

Ending balance

Real estate secured

(Dollars are in thousands)

Construction and Land Development

Residential 1-4 family

Consumer and All Other

estate secured

are in thousands)

and Land Development

and All Other

Year ended December 30, 2024

Beginning balance

Provision for credit losses

for credit losses

Ending balance

23 unchanged sentences

On September 27, 2024, Hurricane Helene passed through

western North Carolina, southwest Virginia and northeast Tennessee, causing flood and wind damage in its path.

To assist borrowers impacted

by these natural disasters, we offered short-term payment deferrals of 3 months.

As of June 30, 2025, the deferral periods have ended

and 51 loans totaling $ 7.9 million participating

in the deferral program have commenced regular payments.

One loan totaling $ 178,000 , which was extended beyond the terms of the short-term

deferral program, was in default.

western North Carolina, southwest Virginia and northeast Tennessee, causing flood and

wind damage in its path.

To assist borrowers impacted by these natural disasters, we offered short-term payment deferrals of 3 months.

As of December 31, 2024, 36 loans totaling $ 9.2 million were participating in the deferral program.

One of these loans, a residential mortgage loan totaling $ 178,000 , received an additional 3-month deferral, due to the extent of damage

to the property.

There were no loans modified to borrowers experiencing financial difficulties in the three and six months ended June

One of these loans, a residential

mortgage loan totaling $ 178,000 , received an additional 3-month deferral due to the extent of damage to the property.

As of September

30, 2025, the deferral periods have ended and 48 loans totaling $ 7.4 million participating in the deferral program have commenced regular

The loan totaling $ 178,000 was in default, and $138,000 was charged off during the quarter ended September 30, 2025.

were no loans modified to borrowers experiencing financial difficulties in the three and nine months ended September 30, 2025, other

than those impacted by natural disasters.

NOTE 9 CREDIT

14 unchanged sentences

prior to the cancellation of the arrangement.

As of June 30, 2025

As of September 30,

2025 and December 31, 2024, the liability for credit losses on off-balance-sheet credit exposures included in other liabilities was $ 496,000

and $ 404,000 , respectively.

During the three and six months ended June 30, 2025 and June 30, 2024, $ 0 and $ 92,000 and $ 50,000 and $ 3

was included in the Provision for Credit Losses.

During the three and nine months ended September 30, 2025 and September 30, 2024, $ 0 and $ 92,000 and $ 22,000

and $ 25,000 , respectively, were included in the Provision for Credit Losses.

NOTE 10 OTHER

1 unchanged sentence

The following table

summarizes the activity in other real estate owned for the six months ended June 30, 2025, and the year ended December 31, 2024:

summarizes the activity in other real estate owned for the nine months ended September 30, 2025 and the year ended December 31, 2024:

Schedule of activity in other real estate owned

September 30,

(Dollars in thousands)

December 31, 2024

Balance, beginning of period

3 unchanged sentences

Balance, end of period

As of June 30, 2025 four loans secured

by residential real estate, totaling $ 278,000 were in the process of foreclosure.

As of September 30, 2025, there were no

loans secured by residential real estate in the process of foreclosure.

NOTE 11 FAIR VALUES

15 unchanged sentences

provides a consistent definition of fair value, which focuses on exit price in the principal or most advantageous market and in an orderly

transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current

market conditions.

If there has been a significant decrease in the volume and level of activity for the asset or liability, a change

in valuation technique or the use of multiple valuation techniques may be appropriate.

In such instances, determining the price at which

willing market participants would transact at

the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment.

The fair value is a reasonable point within the range that is most representative of fair value under current market conditions.

transaction (that is, not a forced liquidation or distressed sale) between market participants

at the measurement date under current market conditions.

If there has been a significant decrease in the volume and level of activity

for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate.

In such instances,

determining the price at which willing market participants would transact at the measurement date under current market conditions depends

on the facts and circumstances and requires the use of significant judgment.

The fair value is a reasonable point within the range that

is most representative of fair value under current market conditions.

In accordance with

16 unchanged sentences

quoted prices.

The Company’s AFS securities, totaling $96.7 million and $96.0 million as of June 30, 2025 and December 31, 2024,

respectively, are the only assets whose fair values are measured on a recurring basis using Level 2 inputs from an independent pricing

The Company’s AFS securities, totaling $96.2 million and $96.0 million as of September 30, 2025 and December 31,

2024, respectively, are the only assets whose fair values are measured on a recurring basis using Level 2 inputs from an independent

pricing service.

Collateral Dependent

24 unchanged sentences

Assets and liabilities

measured at fair value are as follows as of June 30, 2025 and December 31, 2024:

measured at fair value are as follows as of September 30, 2025 and December 31, 2024:

Schedule of summary of assets and liabilities measured at fair value

June 30, 2025

September 30, 2025

(Dollars in thousands)

11 unchanged sentences

Collateral dependent loans with ACL:

December 31, 2024

(Dollars in thousands)

13 unchanged sentences

Not included in the

tables above as of June 30, 2025 and December 31, 2024 is a residential 1-4 family mortgage loan totaling $ 178,000 that has a specific

allowance for credit loss allocation of 100%.

tables above as of September 30, 2025 and December 31, 2024 is a residential 1-4 family mortgage loan totaling $ 178,000 .

$ 138,000 was

charged off during the quarter ended September 30, 2025, and the loan has a specific allowance for credit loss allocation on the recorded

investment of $ 40,000 and $ 178,000 as of September 30, 2025 and December 31, 2024, respectively.

For Level 3 assets

measured at fair value on a recurring or non-recurring basis as of June 30, 2025 and December 31, 2024, the significant unobservable

measured at fair value on a recurring or non-recurring basis as of September 30, 2025 and December 31, 2024, the significant unobservable

inputs used in the fair value measurements were as follows:

2 unchanged sentences

Fair Value at

June 30, 2025

September 30, 2025

Fair Value at

27 unchanged sentences

and fair value of the Company’s financial instruments that are not required to be measured or reported at fair value on a recurring

basis as of June 30, 2025, and December 31, 2024, are as follows:

basis as of September 30, 2025 and December 31, 2024, are as follows:

Schedule of estimated fair value of financial instruments

Value Measurements

in thousands)

market price in active markets

Significant other

observable inputs

Significant unobservable

instruments – assets

instruments – liabilities

instruments – assets

instruments – liabilities

Fair Value Measurements

(Dollars in thousands)

Quoted market price in active markets

Significant other observable inputs

Significant unobservable inputs

September 30, 2025

Financial instruments – assets

Financial instruments – liabilities

Time deposits

Borrowed funds

December 31, 2024

Financial instruments – assets

Financial instruments – liabilities

Time deposits

Borrowed funds

Fair value estimates

18 unchanged sentences

NOTE 12 LEASING

of June 30, 2025, the Bank leases four branch offices, one administrative office, one loan production office and sublets a lot adjacent

of September 30, 2025, the Bank leases four branch offices, one administrative office, one loan production office and sublets a lot adjacent

to another branch office.

3 unchanged sentences

The weighted average remaining life of the lease terms

as of June 30, 2025 was 6.75 years.

as of September 30, 2025 was 6.52 years.

discount rate used in determining the lease liability for each individual lease was the FHLB fixed advance rate which corresponded to

1 unchanged sentence

This methodology is expected to be used for any other subsequent lease agreements.

average discount rate for the leases as of June 30, 2025 was 3.37 %.

average discount rate for the leases as of September 30, 2025 was 3.36 %.

For the three and

six months ended June 30, 2025 and 2024, operating lease expenses were $ 145,000 and $ 288,000 ;

nine months ended September 30, 2025 and 2024, operating lease expenses were $ 145,000 and $ 435,000 ;

and $ 139,000 and $ 428,000 , respectively.

Company’s other operating leases were evaluated and determined to be immaterial to the financial statements.

As of June 30, 2025,

As of September 30,

2025, future minimum rental commitments under the non-cancellable operating leases discussed above are as follows (dollars are in thousands):

3 unchanged sentences

13 BORROWED FUNDS

funds totaled $ 26,986 and $ 24,986 as of June 30, 2025 and December 31, 2024, respectively.

For additional information on borrowed funds,

refer to Note 18 in Item 8 of Form 10-K for the year ended December 31, 2024.

On January 7, 2025, a voluntary principal payment of $ 3 .0

million was made on an outstanding trust preferred security.

On June 30, 2025 a short-term advance of $ 5 .0 million was drawn from FHLB.

funds totaled $ 21,986 and $ 24,986 as of September 30, 2025 and December 31, 2024, respectively.

For additional information on borrowed

funds, refer to Note 18 in Item 8 of Form 10-K for the year ended December 31, 2024.

On January 7, 2025, a voluntary principal payment

of $ 3 .0 million was made on an outstanding trust preferred security.

On June 30, 2025, a short-term advance of $ 5 .0 million was drawn

from FHLB and repaid in July 2025.

14 REVENUE FROM CONTRACTS WITH CUSTOMERS

2 unchanged sentences

Report on Form 10-K for the year ended December 31, 2024, for a description of how each revenue stream is accounted for under ASC 606.

The following table presents noninterest income by revenue stream for the three and six months ended June 30, 2025 and 2024:

The following table presents noninterest income by revenue stream for the three and nine months ended September 30, 2025 and 2024:

Schedule of revenue from contracts with customers

the three months ended

the six months ended

the nine months ended

in thousands)

9 unchanged sentences

For the three months ended

For the six months ended

September 30,

For the nine months ended

September 30,

(Dollars in thousands)

3 unchanged sentences

Loan related expenses

Core system conversion related costs

FDIC insurance premiums

26 unchanged sentences

the adoption of ASU 2024-03 to have a material impact on its consolidated financial statements.

In September 2025, the Financial Accounting

Standards Board (FASB) issued ASU 2025-06, “Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software.” The amendments in this ASU are intended to improve the operability

of the guidance by removing all references to software development project stages so that the guidance is neutral to different software

development methods, including methods that entities may use to develop software in the future.

Therefore, the amendments require that

an entity capitalize software costs when both:

Management has authorized and committed to funding the software project;

and it is probable

that the project will be completed and the software will be used to perform the function intended (referred to as the “probable-to-complete

recognition threshold”).

In evaluating the probable-to-complete recognition threshold, an entity is required to consider whether

there is significant uncertainty associated with the development activities of the software.

This ASU is effective for annual reporting

periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods.

Early adoption of ASU

2025-06 is permitted as of the beginning of an annual reporting period.

The Company does not expect the adoption of ASU 2025-06 to have

a material impact on its consolidated financial statements.

Other accounting

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements