What changed in this filing

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Item 1. Financial Statements

2025-05-15 compared with 2024-11-14 · 472 added, 590 removed, 516 unchanged (67% of the section changed)

1 unchanged sentence

OHIO VALLEY BANC CORP.

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(dollars in thousands, except share

and per share data)

September 30,

CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except share and per share data)

Cash and noninterest-bearing deposits with banks

8 unchanged sentences

Accrued interest receivable

Other intangible assets, net

Bank owned life insurance and annuity assets

14 unchanged sentences

5,490,995 shares issued)

2023 - 5,470,453 shares issued)

Additional paid-in capital

2 unchanged sentences

Treasury stock, at cost ( 779,994 shares)

2023 - 697,321 shares)

Total shareholders’ equity

5 unchanged sentences

Three months ended

September 30,

Nine months ended

September 30,

Interest and dividend income:

1 unchanged sentence

Interest-bearing deposits with banks

Other interest

Interest expense:

2 unchanged sentences

Net interest income

Provision for credit losses

Net interest income after provision for credit losses

Provision for (recovery of) credit losses

Net interest income after provision for (recovery of) credit losses

Noninterest income:

12 unchanged sentences

Data processing

Foreclosed assets

Amortization of intangibles

Income before income taxes

6 unchanged sentences

Three months ended

September 30,

Nine months ended

September 30,

Other comprehensive income (loss):

12 unchanged sentences

Shareholders'

Balance at July 1, 2024

Other comprehensive income, net

Cash dividends, $ 0.22 per share

Balance at September 30 , 2024

Balance at July 1, 2023

Other comprehensive loss, net

Cash dividends, $ 0.22 per share

Shares acquired for treasury, 3,388 shares

Balance at September 30 , 2023

Comprehensive

Income (Loss)

Shareholders’

Balance at January 1, 2025

Other comprehensive income, net

Cash dividends, $ 0.66 per share

Common Stock issued to ESOP, 20,542 shares

Shares acquired for treasury, 82,673 shares

Balance at September 30 , 2024

Other comprehensive income (loss), net

Cash dividends, $ 0.22

Balance at March 31, 2025

Balance at January 1, 2024

Other comprehensive loss, net

Cash dividends, $ 0.80 per share

Other comprehensive income (loss), net

Cash dividends, $ 0.22

Common stock issued to ESOP, 20,542 shares

Shares acquired for treasury, 3,388 shares

Balance at September 30 , 2023

Balance at March 31 , 2024

See accompanying notes to consolidated financial statements

3 unchanged sentences

(dollars in thousands)

Nine months ended

September 30,

Three months ended

Net cash provided by operating activities

3 unchanged sentences

Proceeds from calls and maturities of securities held to maturity

Purchases of securities held to maturity

Proceeds from maturities of certificates of deposit in financial institutions

Purchases of certificates of deposit in financial institutions

Purchases of restricted investments in bank stocks

Redemptions of restricted investments in bank stocks

1 unchanged sentence

Purchases of premises and equipment

Reimbursement of building grant

Purchase of bank owned life insurance and annuity assets

Withdrawals from bank owned life insurance and annuity asset

Net cash (used in) investing activities

Net cash provided by (used in) investing activities

Financing activities:

1 unchanged sentence

Cash dividends

Purchases of treasury stock

Proceeds from Federal Home Loan Bank borrowings

Repayment of Federal Home Loan Bank borrowings

6 unchanged sentences

Cash paid for interest

Cash paid for income taxes

Operating lease liability arising from obtaining right-of-use asset

See accompanying notes to consolidated financial statements

3 unchanged sentences

BASIS OF PRESENTATION:

The accompanying consolidated financial

statements include the accounts of Ohio Valley Banc Corp.

(“Ohio Valley”) and its wholly-owned subsidiaries, The Ohio Valley Bank Company (the “Bank”), Loan Central, Inc., a consumer finance company, and Ohio Valley Financial Services Agency, LLC, an

insurance agency.

The Bank has one

wholly-owned subsidiary, Ohio Valley REO, LLC (“Ohio Valley REO”), an Ohio limited liability company, to which the Bank transfers certain real estate acquired by the Bank through foreclosure for sale by Ohio Valley REO.

In December 2023, Ohio

Valley ceased operating Race Day Mortgage, Inc.

(“Race Day”), which had been a wholly-owned subsidiary of the Bank since April 2021.

The decision to cease operating Race Day was made due to low loan demand, poor employee retention, and lack of

profitability.

In December 2023, Ohio Valley also ceased operating OVBC Captive, Inc.

(the “Captive”), which had been a subsidiary of Ohio Valley since July 2014.

The decision to cease operating the Captive was the result of proposed IRS regulations

that adversely impacted the taxation of small captives and severely limited the Captive’s ability to operate.

Ohio Valley and its subsidiaries are

collectively referred to as the “Company.” All material intercompany accounts and transactions have been eliminated in consolidation.

These interim financial statements are prepared by the Company without audit and reflect all adjustments of a normal recurring nature which, in the opinion

of management, are necessary to present fairly the consolidated financial position of the Company at September 30, 2024, and its results of operations and cash flows for the periods presented.

The results of operations for the three and nine months

ended September 30, 2024, are not necessarily indicative of the operating results to be anticipated for the full fiscal year ending December 31, 2024.

The accompanying consolidated financial statements do not purport to contain all the necessary

financial disclosures required by U.S.

generally accepted accounting principles (“US GAAP”) that might otherwise be necessary in the circumstances.

The Annual Report of the Company for the year ended December 31, 2023, contains consolidated financial

statements and related notes which should be read in conjunction with the accompanying consolidated financial statements.

The accompanying consolidated financial statements include the

accounts of Ohio Valley Banc Corp.

Bank has one active, wholly-owned subsidiary, Ohio Valley REO, LLC (“Ohio Valley REO”), an Ohio limited liability company, to which the Bank

transfers certain real estate acquired by the Bank through foreclosure for sale by Ohio Valley REO.

Ohio Valley and its subsidiaries are collectively referred to as the “Company.” All material intercompany accounts and transactions have been

eliminated in consolidation.

These interim financial statements are prepared by the Company without audit and reflect all adjustments of a normal recurring nature which, in the opinion of management,

are necessary to present fairly the consolidated financial position of the Company at March 31, 2025, and its results of operations and cash

flows for the periods presented.

The results of operations for the three months ended March 31, 2025, are not necessarily indicative of the

operating results to be anticipated for the full fiscal year ending December 31, 2025.

The accompanying consolidated financial statements do not purport to contain all the necessary financial disclosures required by U.S.

generally accepted accounting

principles (“US GAAP”) that might otherwise be necessary in the circumstances.

The Annual Report of the Company for the year ended December 31, 2024,

contains consolidated financial statements and related notes which should be read in conjunction with the accompanying consolidated financial statements.

The consolidated financial statements for 2024 have been reclassified to conform to the presentation for 2025.

These reclassifications had no effect on net

income or shareholders’ equity.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL

These reclassifications had no effect on net income or

shareholders’ equity.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS:

The accounting and reporting policies followed by the Company conform to US GAAP established by the Financial Accounting Standards Board (“FASB”).

The preparation of financial statements in conformity with US GAAP requires

management to make estimates and assumptions that affect the amounts reported in the financial statements and the disclosures provided, and actual results could differ.

The preparation of financial statements in conformity with US GAAP requires management to make estimates

and assumptions that affect the amounts reported in the financial statements and the disclosures provided, and actual results could differ.

INDUSTRY SEGMENT INFORMATION:

Internal financial

information is primarily reported and aggregated in two lines of business:

banking and consumer finance.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:

In November 2023 , the FASB issued Accounting Standards Update ("ASU") No .

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

The updated accounting

guidance requires expanded reportable segment disclosures, primarily related to significant segment expenses which are regularly provided to the company's chief operating decision maker.

The guidance is effective for fiscal years beginning

after December 15, 2023 , and interim periods within annual periods beginning after December 15, 2024 .

Retrospective application is required.

The Company is currently evaluating the effect the updated guidance will have on its consolidated financial statements and related disclosures.

In December 2023 , the FASB issued

2023 -09, Income Taxes (Topic 740):

We conduct our operations through a single business segment, banking, which derives interest and noninterest income through our banking products and services and investment securities.

our income relates to our operations in the United States.

Pursuant to Financial Accounting Standards Codification 280, Segment Reporting, operating segments represent components of an enterprise for which separate

financial information is available that is regularly evaluated by the chief operating decision makers in determining how to allocate resources and assessing performance.

Our chief operating decision maker, which is our Chief Executive Officer, evaluates interest and noninterest income streams and credit losses from our

various products and services, while expense activities, including interest expense and noninterest expense, are managed, and financial performance is evaluated, on a Company-wide basis.

As a result, detailed profitability information for each interest

and noninterest income stream is not used by our chief operating decision maker to allocate resources or in assessing performance.

Rather, our chief operating decision maker uses consolidated net income to assess performance by comparing it to and

monitoring against budgeted and prior year results.

This information is used to manage resources to drive business and net income growth, including investment in key strategic priorities, as well as determining our ability to return capital to

shareholders.

Segment assets represent total assets on our Consolidated Balance Sheets and segment net income represents net income on our Consolidated Statements of Income.

NEW ACCOUNTING PRONOUNCEMENTS PENDING ADOPTION:

In December 2023, the FASB issued ASU No.

2023 - 09, Income

Taxes (Topic 740):

Improvements to Income Tax Disclosures .

The updated accounting guidance requires enhanced income tax disclosures, including the disaggregation

of existing disclosures related to the tax rate reconciliation and income taxes paid.

The updated accounting guidance requires enhanced income tax disclosures, including the disaggregation of existing disclosures related to the tax rate reconciliation and income taxes

This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted.

The Company is currently evaluating the effect the updated

guidance will have on its consolidated financial statements and related disclosures.

The Company is evaluating the effect the updated guidance will have on its consolidated financial statements and related disclosures.

In November 2024 , the FASB issued ASU No.

2024 - 03, Disaggregation of Income Statement Expenses .

ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement to be presented in

a tabular format in the footnotes to the financial statements.

ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.

The amendments in ASU 2024-03

should be applied on a prospective basis, although retrospective application is permitted.

The Company is evaluating the effect the updated guidance will have on its consolidated financial statements and related disclosures.

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

DEBT SECURITIES:

The Company classifies securities into

held to maturity (“HTM”) and available for sale (“AFS”) categories.

The Company classifies securities into held to maturity (“HTM”) and

available for sale (“AFS”) categories.

HTM securities are those which the Company has the positive intent and ability to hold to maturity and are reported at amortized cost.

Securities classified as AFS include securities

that could be sold for liquidity, investment management or similar reasons even if there is not a present intention of such a sale.

AFS securities are reported at fair value, with unrealized gains or losses included in other comprehensive income, net

Premium amortization is deducted from, and discount accretion is added to, interest income on securities using the level yield method without

anticipating prepayments, except for mortgage-backed securities where prepayments are anticipated.

Securities classified as AFS include securities that could be sold for

liquidity, investment management or similar reasons even if there is not a present intention of such a sale.

AFS securities are reported at fair value, with unrealized gains or losses included in other comprehensive income, net of tax.

Premium amortization is deducted from, and discount accretion is added to, interest income on securities using the level yield method without anticipating

prepayments, except for mortgage-backed securities where prepayments are anticipated.

Gains and losses are recognized upon the sale of specific identified securities on the completed trade date.

FOR CREDIT LOSSES (“ACL”) - AFS SECURITIES:

For AFS debt securities in an unrealized position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before

recovery of its amortized cost basis.

ALLOWANCE FOR CREDIT LOSSES (“ACL”) - AFS

For AFS debt securities in an unrealized position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost

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 debt securities AFS that do not meet the

aforementioned criteria, the Company evaluates whether the decline in fair values has resulted from credit losses or other factors.

In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes

to the rating of the security by a rating agency, and adverse conditions specifically 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 cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an ACL is recorded for the credit loss, limited by the

amount that the fair value is less than the amortized cost basis.

For debt securities AFS that do not meet the aforementioned criteria, the Company

evaluates whether the decline in fair values has resulted from credit losses or other factors.

In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a

rating agency, and adverse conditions specifically 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 cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an ACL is recorded for the credit loss, limited by the amount that the fair value is less

than the amortized cost basis.

Any impairment that has not been recorded through an ACL is recognized in other comprehensive income.

2 unchanged sentences

uncollectibility of an AFS security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Accrued interest receivable on AFS debt securities totaled $ 1,135 at September 30, 2024 and $ 394 at December 31, 2023, and are excluded from the estimate of credit losses.

Accrued interest receivable on AFS debt

securities totaled $ 1,178 at March 31, 2025 and $ 1,294

at December 31, 2024, and is excluded from the estimate of credit losses.

Management classifies the AFS portfolio into the following major security types:

Government securities, U.S.

Government sponsored entity

securities, and Agency mortgage-backed residential securities.

At September 30, 2024 and at December 31, 2023, there was no ACL related to

AFS debt securities.

Government sponsored entity securities,

and Agency mortgage-backed residential securities.

At March 31, 2025 and at December 31, 2024, there was no ACL related to AFS debt

ACL - HTM SECURITIES:

Management measures expected credit losses

on HTM debt securities on a collective basis by major security type with each type sharing similar risk characteristics and considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

The ACL on securities HTM is a contra asset valuation account that is deducted from the carrying amount of HTM securities to present the net amount expected to be collected.

Management measures expected credit losses on HTM debt securities on

a collective basis by major security type with each type sharing similar risk characteristics and considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

The ACL on securities HTM

is a contra asset valuation account that is deducted from the carrying amount of HTM securities to present the net amount

expected to be collected.

HTM securities are charged off against the ACL when deemed uncollectible.

Adjustments to the ACL are reported in the Company’s consolidated statements of income in the provision for credit losses.

Accrued interest receivable on HTM securities is excluded from the estimate of credit losses.

Management classifies the HTM

portfolio into two major security types:

Obligations of states and political subdivisions and Agency mortgage-backed residential securities.

Agency mortgage-backed residential securities consist of only two securities with balances that are not

With regard to obligations of states and political subdivisions, management considers (1) issuer bond ratings, (2) historical loss rates for given bond ratings, (3) the financial condition of the issuer, and (4) whether issuers continue

to make timely principal and interest payments under the contractual terms of the securities.

At September 30, 2024, the ACL related to HTM debt securities was $ 2 , unchanged from December 31, 2023.

Furthermore, there was no corresponding provision expense during the three and nine months ended September

30, 2024, compared to a $ 1 recovery of

provision expense during the three and nine months ended September 30, 2023.

Loans that management has the intent and ability to hold for the foreseeable

future or until maturity or payoff are reported at the principal balance outstanding, net of unearned interest, deferred loan fees and costs, and an ACL.

Interest income is reported on an accrual basis using the interest method and includes

amortization of net deferred loan fees and costs over the loan term using the level yield method without anticipating prepayments.

The amount of the Company’s recorded investment is not materially different than the amount of unpaid principal balance

Interest income is discontinued and the loan moved to nonaccrual status when full loan repayment is in doubt, typically when the loan

payments are past due 90 days or over unless the loan is well-secured or in process of collection.

Accrued interest receivable

on HTM securities is excluded from the estimate of credit losses.

Management classifies the HTM portfolio into one major security type:

Obligations of states and political subdivisions.

With regard to obligations of states and political subdivisions,

management considers (1) issuer bond ratings, (2) historical loss rates for given bond ratings, (3) the financial condition of the issuer, and (4) whether issuers continue to make timely principal and interest payments under the contractual terms of

the securities.

At March 31, 2025, the ACL related to HTM debt securities was $ 1 , unchanged from December 31, 2024.

Furthermore, there was no corresponding provision expense during the three months ended March 31, 2025 and 2024.

Accrued interest receivable on HTM debt

securities totaled $ 45 at March 31, 2025 and $ 24

at December 31, 2024, and is excluded from the estimate of credit losses.

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff

are reported at the principal balance outstanding, net of unearned interest, deferred loan fees and costs, and an ACL.

Interest income is reported on an accrual basis using the interest method and includes amortization of net deferred loan fees and

costs over the loan term using the level yield method without anticipating prepayments.

The amount of the Company’s recorded investment is not materially different than the amount of unpaid principal balance for loans.

Interest income is discontinued and the loan moved to nonaccrual status when full loan repayment is in doubt, typically when the loan payments are past due

90 days or over unless the loan is well-secured or in process of collection.

Past due status is based on the contractual terms of the loan.

In all cases, loans are placed on nonaccrual or charged-off at an earlier date if

collection of principal or interest is considered doubtful.

In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or

interest is considered doubtful.

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

All interest accrued but not received for loans placed on nonaccrual is reversed against interest income.

Interest received on such loans is accounted for on the

cash-basis method until qualifying for return to accrual.

Interest received on such loans is accounted for on the cash-basis

method until qualifying for return to accrual.

Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

The Bank also originates long-term, fixed-rate mortgage loans, with the full intention of being sold to the secondary market.

are considered held for sale during the period of time after the principal has been advanced to the borrower by the Bank, but before the Bank has been reimbursed by the Federal Home Loan Mortgage Corporation, typically within a few business days.

Loans sold to the secondary market are carried at the lower of aggregate cost or fair value.

As of September 30, 2024 and December 31, 2023, there were no

loans held for sale by the Bank.

The ACL for loans is a contra asset valuation account that 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.

These loans are considered

held for sale during the period of time after the principal has been advanced to the borrower by the Bank, but before the Bank has been reimbursed by the Federal Home Loan Mortgage Corporation, typically within a few business days.

Loans sold to the

secondary market are carried at the lower of aggregate cost or fair value.

As of March 31, 2025 and December 31, 2024, there were no loans

held for sale by the Bank.

ACL for loans is a contra asset valuation account that 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 adjusted through the provision for credit losses and reduced by net charge offs of loans.

The ACL is an estimate of expected credit losses, measured over the contractual life of a loan, that considers historical loss experience,

current conditions and forecasts of future economic conditions.

The ACL is an estimate of expected credit losses, measured over the contractual life of a loan, that considers 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.

The methodology for determining the ACL has two main components:

evaluation of expected credit losses for certain groups of loans that share

similar risk characteristics and evaluation of loans that do not share risk characteristics with other loans.

evaluation of expected credit losses for certain groups of loans that share similar risk

characteristics and evaluation of loans that do not share risk characteristics with other loans.

The ACL is measured on a collective (pool) basis when similar risk characteristics exist.

The Company has identified the following portfolio

segments and measures the ACL using the following methods:

The Company has identified the following portfolio segments and

measures the ACL using the following methods:

Portfolio Segment

22 unchanged sentences

Historical credit loss experience is the basis for the estimation of expected credit losses.

We apply historical loss rates to pools of loans

with similar risk characteristics.

We apply historical loss rates to pools of loans with similar

risk characteristics.

In defining historical loss rates and the prepayment rates and curtailment rates used to determine the expected life of loans, the use of regional and national peer data was used.

After consideration of the historic

loss calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date.

After consideration of the historic loss

calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date.

Our reasonable and supportable

8 unchanged sentences

The contractual term excludes expected extensions, renewals, and modifications unless either of the following applies:

management has a reasonable expectation at the reporting date that a troubled debt restructuring will be executed with an individual borrower, or the extension of renewal options are included in the original or modified contract at the reporting date

and are not unconditionally cancellable by the Company.

management has a reasonable expectation at the reporting date that a modification will be executed with an individual borrower, or the extension of renewal options are included in the original or modified contract at the reporting date and are not

unconditionally cancellable by the Company.

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Company has elected to exclude accrued interest receivable from the measurement of its ACL.

When a loan is placed on nonaccrual status, any outstanding accrued

interest is reversed against interest income.

When a loan is placed on nonaccrual status, any outstanding accrued interest is

reversed against interest income.

Loans that do not share risk characteristics are evaluated on an individual basis.

Loans evaluated individually are not also included in the

collective evaluation.

Loans evaluated individually are not also included in the collective

We evaluate all loans that meet the following criteria:

1) when it is determined that foreclosure is probable;

2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the

operation or sale of the collateral;

2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the operation or

sale of the collateral;

3) when it is determined by management that a loan does not share similar risk characteristics with other loans.

Specific reserves are established based on the following three acceptable methods for measuring the

1) the present value of expected future cash flows discounted at the loan’s original effective interest rate;

Specific reserves are established based on the following three acceptable methods for measuring the ACL:

present value of expected future cash flows discounted at the loan’s original effective interest rate;

2) the loan’s observable market price;

or 3) the fair value of the collateral when the loan is collateral dependent.

Our individual loan

evaluations consist primarily of the fair value of collateral method because most of our loans are collateral dependent.

Our individual loan evaluations

consist primarily of the fair value of collateral method because most of our loans are collateral dependent.

Collateral values are discounted to consider disposition costs when appropriate.

A specific reserve is established or a charge-off

is taken if the fair value of the loan is less than the loan balance.

At September 30, 2024, there was $ 9,919

in the ACL related to loans, compared to $ 8,767 at December 31, 2023.

This resulted in corresponding provision expense of $ 983 and $ 1,978 during the three and nine months

ended September 30, 2024, compared to $ 812 and $ 1,391

in provision expense during the three and nine months ended September 30, 2023, respectively.

A specific reserve is established or a charge-off is taken if

the fair value of the loan is less than the loan balance.

Accrued interest receivable on loans totaled

$ 1,178 at March 31, 2025 and $ 3,429 at

December 31, 2024, and is excluded from the estimate of credit losses.

At March 31 , 2025, there was $ 10,139 in the ACL related to

loans, compared to $ 10,088 at December 31, 2024.

resulted in corresponding provision expense of $ 476

during the three months ended March 31, 2025, compared to $ 857 in provision expense during the three months ended March 31, 2024.

The Company’s loan portfolio segments have been identified as follows:

Commercial and Industrial, Commercial Real Estate, Residential Real

Estate, and Consumer.

Commercial and Industrial, Commercial Real Estate, Residential Real Estate, and

Commercial and industrial:

Portfolio segment

consists of borrowings for commercial purposes to individuals, corporations, partnerships, sole proprietorships, and other business enterprises.

Commercial and industrial loans are generally secured by business assets such as equipment, accounts

receivable, inventory, or any other asset excluding real estate and generally made to finance capital expenditures or operations.

The Company’s risk exposure is related to deterioration in the value of collateral securing the loan should foreclosure

become necessary.

Generally, business assets used or produced in operations do not maintain their value upon foreclosure, which may require the Company to write down the value significantly to sell.

Portfolio segment consists of borrowings for

commercial purposes to individuals, corporations, partnerships, sole proprietorships, and other business enterprises.

Commercial and industrial loans are generally secured by business assets such as equipment, accounts receivable, inventory, or any

other asset excluding real estate and generally made to finance capital expenditures or operations.

The Company’s risk exposure is related to deterioration in the value of collateral securing the loan should foreclosure become necessary.

business assets used or produced in operations do not maintain their value upon foreclosure, which may require the Company to write down the value significantly to sell.

Commercial real estate:

Portfolio segment consists

of nonfarm, nonresidential loans secured by owner-occupied and nonowner-occupied commercial real estate as well as commercial construction loans.

An owner-occupied loan relates to a borrower purchased building or space for which the repayment of

principal is dependent upon cash flows from the ongoing business operations conducted by the party, or an affiliate of the party, who owns the property.

Owner-occupied loans that are dependent on cash flows from operations can be adversely affected by

current market conditions for their product or service.

A nonowner-occupied loan is a property loan for which the repayment of principal is dependent upon rental income associated with the property or the subsequent sale of the

Nonowner-occupied loans that are dependent upon rental income are primarily impacted by the level of interest rates associated with the debt and to local economic conditions, which dictate occupancy rates and the amount of rent charged.

increase in debt service due to higher interest rates may not be able to be passed on to tenants.

As part of the origination process, loan interest rates and occupancy rates are stressed to determine the impact on the borrower’s ability to maintain

adequate debt service under different economic conditions.

Portfolio segment consists of nonfarm, nonresidential

loans secured by owner-occupied and nonowner-occupied commercial real estate as well as commercial construction loans.

An owner-occupied loan relates to a borrower purchased building or space for which the repayment of principal is dependent upon cash

flows from the ongoing business operations conducted by the party, or an affiliate of the party, who owns the property.

Owner-occupied loans that are dependent on cash flows from operations can be adversely affected by current market conditions for

their product or service.

A nonowner-occupied loan is a property loan for which the repayment of principal is dependent upon rental income associated with the property or the subsequent sale of the property.

Nonowner-occupied loans that are dependent

upon rental income are primarily impacted by the level of interest rates associated with the debt and to local economic conditions, which dictate occupancy rates and the amount of rent charged.

The increase in debt service due to higher interest rates

may not be able to be passed on to tenants.

As part of the origination process, loan interest rates and occupancy rates are stressed to determine the impact on the borrower’s ability to maintain adequate debt service under different economic

Furthermore, the Company monitors the concentration in any one industry and has established limits relative to capital.

In addition, credit quality trends are monitored by industry to determine

if a change in the risk exposure to a certain industry may warrant a change in our underwriting standards.

In addition, credit quality trends are monitored by industry to determine if a change in the risk exposure to a certain

industry may warrant a change in our underwriting standards.

Commercial construction loans consist of borrowings to purchase and develop raw land into 1-4 family residential properties.

Construction loans

are extended to individuals as well as corporations for the construction of an individual or multiple properties and are secured by raw land and the subsequent improvements.

Repayment of the loans to real estate developers is dependent upon the sale

of properties to third parties in a timely fashion upon completion.

Construction loans are extended to individuals as well as

corporations for the construction of an individual or multiple properties and are secured by raw land and the subsequent improvements.

Repayment of the loans to real estate developers is dependent upon the sale of properties to third parties in a

timely fashion upon completion.

Should there be delays in construction or a downturn in the market for those properties, there may be significant erosion in value that may be absorbed by the Company.

Residential real estate:

Portfolio segment

consists of loans to individuals for the purchase of 1-4 family primary residences with repayment primarily through wage or other income sources of the individual borrower.

The Company’s loss exposure to these loans is dependent on local market

conditions for residential properties as loan amounts are determined, in part, by the fair value of the property at origination.

Portfolio segment consists of loans to

individuals secured by automobiles, open-end home equity loans and other loans to individuals for household, family, and other personal expenditures, both secured and unsecured.

Portfolio segment consists of loans to individuals

for the purchase of 1-4 family primary residences with repayment primarily through wage or other income sources of the individual borrower.

The Company’s loss exposure to these loans is dependent on local market conditions for residential properties

as loan amounts are determined, in part, by the fair value of the property at origination.

Portfolio segment consists of loans to individuals secured by

automobiles, open-end home equity loans and other loans to individuals for household, family, and other personal expenditures, both secured and unsecured.

These loans typically have maturities of six years or less with repayment dependent on individual wages and income.

The risk of loss on consumer loans is elevated as the collateral securing these

loans, if any, rapidly depreciate in value or may be worthless and/or difficult to locate if repossession is necessary.

The Company has allocated the highest percentage of its ACL as a percentage of loans to the other identified loan portfolio

segments due to the larger dollar balances associated with such portfolios.

The risk of loss on consumer loans is elevated as the collateral securing these loans, if any, rapidly

depreciate in value or may be worthless and/or difficult to locate if repossession is necessary.

The Company has allocated the highest percentage of its ACL as a percentage of loans to the other identified loan portfolio segments due to the larger

dollar balances associated with such portfolios.

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

ACL – 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.

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

At September 30, 2024, there was $ 566 in the ACL related to off-balance sheet credit exposures, compared to $ 692 at December 31, 2023.

This resulted in corresponding provision expense recoveries of $ 63 and $ 126 during the three and nine months ended September 30, 2024,

respectively.

This is compared to provision expense of $ 77 and $ 11 during the three and nine months ended September 30, 2023, respectively.

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 ACL on 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.

At March 31, 2025,

there was $ 522 in the ACL related to off-balance sheet credit exposures, compared to $ 582 at December 31, 2024.

This resulted in corresponding provision expense recoveries of $ 60 and $ 106 during the three months ended March 31, 2025 and 2024, respectively.

EARNINGS PER SHARE:

Earnings per share is based on net income

divided by the weighted average number of common shares outstanding during the quarter.

The weighted average common shares outstanding were 4,711,001

and 4,775,308 for the three months ended September 30, 2024 and 2023, respectively.

The weighted average common shares outstanding were 4,745,489 and 4,775,103 for the nine months

ended September 30, 2024 and 2023,

Earnings per share is based on net income divided by the weighted

average number of common shares outstanding during the quarter.

The weighted average common shares outstanding were 4,711,001 and $ 4,785,773 for the three months ended March 31, 2025 and 2024,

respectively.

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NOTE 2 – FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most

advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous

market for the asset or liability in an orderly transaction between market participants on the measurement date.

There are three levels of inputs that may be used to measure fair values:

Quoted prices (unadjusted)

for identical assets or liabilities in active markets that the reporting entity has the ability to access as of the measurement date.

Significant other observable

inputs other than Level 1 quoted prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.

Significant unobservable

inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The following is a description of the Company’s valuation methodologies used to measure and disclose the fair values of its financial assets

and liabilities on a recurring or nonrecurring basis:

The fair values for

securities are determined by quoted market prices, if available (Level 1).

Quoted prices (unadjusted) for identical assets or

liabilities in active markets that the entity has the ability to access as of the measurement date.

Significant other observable inputs other than Level 1

prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.

Significant unobservable inputs that reflect a company’s

own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The following is a description of the Company’s valuation methodologies used to measure and disclose the fair values of its financial assets and

liabilities on a recurring or nonrecurring basis:

The fair values for securities are determined by

quoted market prices, if available (Level 1).

For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2).

For securities where quoted prices or

market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3).

For securities where quoted prices or market prices of similar

securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3).

During times when trading is more liquid, broker quotes are used (if available) to validate the model.

Rating agency and industry research reports as well as defaults and deferrals on individual securities are reviewed and incorporated into the calculations.

Individually Evaluated Collateral Dependent

The fair value of individually evaluated collateral dependent loans is generally based on the fair value of collateral, less costs to sell.

When carried at fair value, individually evaluated collateral dependent loans generally receive

specific allocations of the ACL.

Rating agency and industry

research reports as well as defaults and deferrals on individual securities are reviewed and incorporated into the calculations.

Individually Evaluated Collateral Dependent Loans:

The fair value

of individually evaluated collateral dependent loans is generally based on the fair value of collateral, less costs to sell.

When carried at fair value, individually evaluated collateral dependent loans generally receive specific allocations of the

For collateral dependent loans, fair value is commonly based on recent real estate appraisals.

These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the

income approach.

Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available.

Such adjustments are usually significant and typically result in a

Level 3 classification of the inputs for determining fair value.

Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s

historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification.

In some instances, fair value adjustments can be made based on a quoted price from an observable input, such as a purchase agreement.

Such adjustments would be classified as a Level 2 classification.

These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach.

are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available.

Such adjustments are usually significant and typically result in a Level 3 classification of the

inputs for determining fair value.

Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s historical knowledge, changes in

market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification.

instances, fair value adjustments can be made based on a quoted price from an observable input, such as a purchase agreement.

Such adjustments would be classified as a Level 2

classification.

I ndividually evaluated collateral dependent loans are evaluated on a quarterly basis for additional impairment and adjusted accordingly.

NOTE 2 – FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

Other Real Estate Owned ("OREO"):

Assets acquired through or instead of loan foreclosure are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis.

These assets are subsequently accounted for at lower of cost or fair value less estimated costs

Fair value is commonly based on recent real estate appraisals.

Other Real Estate Owned:

Assets acquired through or instead of

loan foreclosure are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis.

These assets are subsequently accounted for at lower of cost or fair value less estimated costs to sell.

Fair value is commonly based

on recent real estate appraisals.

These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach.

Adjustments are routinely made in the

appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available.

Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining

In some instances, fair value adjustments can be made based on a quoted price from an observable input, such as a purchase agreement.

Adjustments are routinely made in the appraisal process by the independent

appraisers to adjust for differences between the comparable sales and income data available.

Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value.

In some instances, fair

value adjustments can be made based on a quoted price from an observable input, such as a purchase agreement.

Such adjustments would be classified as a Level 2 classification.

Appraisals for both individually evaluated collateral dependent loans and OREO owned are performed by certified general appraisers (for

commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Company.

Once received, a member of management reviews the assumptions and approaches

utilized in the appraisal as well as the overall resulting fair value in comparison with management’s own assumptions of fair value based on factors that include recent market data or industry-wide statistics.

On an as-needed basis, the Company reviews the fair value of collateral, taking into consideration current market data, as well as all

selling costs, which typically amount to approximately 10 %.

NOTE 2 – FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

Appraisals for both collateral-dependent impaired loans and other real estate owned are performed by certified general appraisers (for commercial properties) or certified

residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Company.

Once received, a member of management reviews the assumptions and approaches utilized in the appraisal as well as the

overall resulting fair value in comparison with management’s own assumptions of fair value based on factors that include recent market data or industry-wide statistics.

On an as-needed basis, the Company reviews the fair value of collateral, taking into consideration current market data, as well as all selling costs that

typically approximate 10 %.

Interest Rate Swap Agreements:

fair value of interest rate swap agreements is determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments).

The variable cash

receipts (or payments) are based on the expectation of future interest rates (forward curves) derived from observed market interest rate curves (Level 2).

Assets and Liabilities Measured on a Recurring Basis

The fair value of interest rate

swap agreements is determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments).

The variable cash receipts (or payments) are based

on the expectation of future interest rates (forward curves) derived from observed market interest rate curves (Level 2).

Liabilities Measured on a Recurring Basis

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

Fair Value Measurements at September 30, 2024 Using

Fair Value Measurements at March 31, 2025 Using

Quoted Prices in Active

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Interest rate swap derivatives

Fair Value Measurements at December 31, 2023 Using

Fair Value Measurements at December 31,

Quoted Prices in Active

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Interest rate swap derivatives

Liabilities :

Interest rate swap derivatives

NOTE 2 – FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

There were no transfers between Level 1 and Level 2 during the periods ended March 31, 2025 or 2024.

Assets and Liabilities Measured on a Nonrecurring Basis

There were no

assets or liabilities measured at fair value on a nonrecurring basis at December 31, 2023.

Assets or liabilities measured at fair value on a nonrecurring basis at September 30, 2024 are summarized below:

Fair Value Measurements at September 30, 2024 Using

Quoted Prices in Active

Markets for Identical Assets

Significant Other

Observable Inputs

Unobservable Inputs

Individually evaluated collateral dependent loans:

Commercial and industrial

At September 30, 2024, the recorded investment of individually evaluated collateral dependent loans measured for impairment using the fair

value of collateral totaled $ 977 , with a corresponding valuation allowance of $ 427 , resulting in an increase of $ 427 in provision expense during the

three and nine months ended September 30, 2024, with no corresponding charge-offs recognized.

This is compared to no impact to provision

expense during the three and nine months ended September 30, 2023.

There was no OREO measured at

fair value less costs to sell at September 30, 2024 and December 31, 2023.

Furthermore, there were no corresponding write downs during the

three and nine months ended September 30, 2024 and 2023, respectively.

There was no quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a

non-recurring basis at December 31, 2023.

The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a non-recurring basis at September 30, 2024:

September 30, 2024

Weighted Average

Individually evaluated collateral dependent loans:

Commercial and industrial

Sales approach

Adjustment to comparables

and equipment comparables

4.8 % to 13.1 %

There were no assets or liabilities

measured at fair value on a nonrecurring basis at March 31, 2025 and December 31, 2024.

NOTE 2 – FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

The carrying amounts and estimated fair values of financial instruments at September 30, 2024 and December 31, 2023 are as follows:

Fair Value Measurements at September 30, 2024 Using

The carrying amounts and estimated fair values of financial instruments at March 31, 2025 and December 31, 2024 are as follows:

Fair Value Measurements at March 31, 2025 Using

Financial Assets:

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Accrued interest payable

Fair Value Measurements at December 31, 2023 Using

Fair Value Measurements at December 31,

Financial Assets:

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Accrued interest payable

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial

These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument.

Because no market exists for a significant portion of the

Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors.

These estimates are subjective

in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision.

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument.

estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument.

Because no market exists for a significant portion of the Company’s financial

instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors.

These estimates are subjective in nature and

involve uncertainties and matters of significant judgment and therefore cannot be determined with precision.

Changes in assumptions could significantly affect the estimates.

NOTE 3 – SECURITIES

The following table summarizes the amortized cost and fair value of securities AFS and securities HTM at September 30, 2024 and December 31, 2023, and the corresponding amounts of gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) and gross

unrecognized gains and losses:

The following table summarizes the amortized cost and fair value of securities AFS and securities HTM at March 31, 2025 and December 31, 2024 and the corresponding amounts of gross unrealized

gains and losses recognized in accumulated other comprehensive income (loss) and gross unrecognized gains and losses:

Securities Available for Sale

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Gross Unrealized

September 30 , 2024

March 31 , 2025

Government securities

11 unchanged sentences

Allowance for Credit Losses

September 30 , 2024

March 31 , 2025

Obligations of states and political subdivisions

Agency mortgage-backed securities, residential

Total securities

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Obligations of states and political subdivisions

Agency mortgage-backed securities, residential

Total securities

The amortized cost and estimated fair value of debt securities at September 30, 2024, by contractual maturity, are shown below.

maturities may differ from contractual maturities because certain issuers may have the right to call or prepay the debt obligations prior to their contractual maturities.

The amortized cost and estimated fair value of debt securities at March 31, 2025, by contractual maturity, are shown below.

Actual maturities may differ from contractual

maturities because certain issuers may have the right to call or prepay the debt obligations prior to their contractual maturities.

Securities not due at a single maturity are shown separately.

8 unchanged sentences

Total debt securities

There were no sales of securities during the

three and nine months ended September 30, 2024

and 2023, respectively.

Debt securities with a carrying value of approximately $ 232,459 at September 30, 2024 and $ 126,994 at December 31, 2023 , were pledged to secure public deposits, repurchase agreements, and for other purposes required or permitted by law.

There were no sales of securities during the three months

ended March 31, 2025 and 2024.

Debt securities with a carrying value of approximately $ 225,979 at March 31, 2025 and $ 223,484 at December 31, 2024, respectively, were pledged to secure public deposits, repurchase agreements, and for other purposes required or permitted by law.

NOTE 3 – SECURITIES (Continued)

The following table summarizes debt securities AFS in an unrealized loss position for which an ACL has not been recorded at September 30, 2024 and December 31, 2023, aggregated by major

security type and length of time in a continuous unrealized loss position:

September 30 , 2024

The following table summarizes debt securities AFS in an unrealized loss position for which an ACL losses has not been recorded at March 31, 2025 and December 31, 2024,

aggregated by major security type and length of time in a continuous unrealized loss position:

March 31 , 2025

Less Than 12 Months

12 Months or More

Unrealized Loss

Securities Available for Sale

Government securities

Government sponsored entity securities

Agency mortgage-backed securities,

Government sponsored entity

Agency mortgage-backed

securities, residential

Total available for sale

2 unchanged sentences

12 Months or More

Unrealized Loss

Securities Available for Sale

Government securities

U.S Government sponsored entity securities

Agency mortgage-backed securities,

Government sponsored entity

Agency mortgage-backed securities, residential

Total available for sale

Management evaluates AFS debt securities in unrealized positions to determine whether impairment is due to credit-related factors.

Consideration is given to

(1) the extent to which the fair value is less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the security for a period of time sufficient to allow

for any anticipated recovery in fair value.

At September 30, 2024 , the Company had 87 AFS debt securities in an unrealized position without an ACL, of which 7 were from U.S.

Government securities, 3 were from U.S.

Government sponsored entity securities, and 77 were from Agency mortgage-backed residential securities.

Comparatively

at December 31, 2023, the Company had 99 AFS debt securities in an unrealized position without an ACL, of which 15 were from U.S.

Consideration is given to (1) the extent

to which the fair value is less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the security for a period of time sufficient to allow for any

anticipated recovery in fair value.

At March 31, 2025, the Company had 93 AFS debt securities in an unrealized position without an ACL, of which 13 were from U.S.

Government securities, 3 were from U.S.

Government sponsored entity securities, and 77 were from Agency mortgage-backed residential securities.

Management does not have the intent to sell any of these securities and believes that it is more likely than not that the Company will not

have to sell any such securities before a recovery of cost.

Comparatively at December 31, 2024, the Company had 96 AFS debt securities in an unrealized position without an ACL, of which 16 were from U.S.

Government securities, 3 were

Government sponsored entity securities, and 77

were from Agency mortgage-backed residential securities.

Management does not have the intent to sell any of these securities and believes that it is more likely than not that the Company will not have to sell any such securities before a

recovery of cost.

The fair value is expected to recover as the securities approach their maturity date or repricing date or if market yields for such investments decline.

Accordingly, as of September 30, 2024 , management believes that the unrealized

losses detailed in the previous table are due to noncredit-related factors, including changes in interest rates and other market conditions and, therefore, the Company carried no ACL on AFS debt securities at September 30, 2024 .

NOTE 3 – SECURITIES (Continued)

The following

table presents the activity in the ACL for HTM debt securities:

Accordingly, as of March 31, 2025 and December 31, 2024, management believes that the unrealized losses detailed in the previous table are due to noncredit-related factors, including changes in

interest rates and other market conditions, and, therefore, the Company carried no ACL on AFS debt securities at March 31, 2025 and December 31, 2024.

The following table presents the activity in the ACL for HTM debt securities:

Held to Maturity Debt Securities

Nine months ended

September 30, 2024

Nine months ended

September 30, 2023

Three months ended

March 31, 2025

Three months ended

March 31, 2024

Allowance for credit losses:

2 unchanged sentences

Allowance for credit losses ending balance

The Company’s HTM securities primarily consist of obligations of states and political subdivisions.

The ACL on HTM securities is estimated at each

measurement date on a collective basis by major security type.

Risk factors such as issuer bond ratings, historical loss rates, financial condition of issuer, and timely principal and interest payments of issuer were evaluated to determine if a credit

reserve was required within the portfolio.

At September 30, 2024, there were no past due principal and interest payments related to HTM securities.

During the third quarter of 2024, the cumulative loss rate remained at 0.02 %, resulting in no change to provision expense during the three and nine months ended September 30, 2024.

During the third quarter of 2023, the

cumulative loss rate decreased from 0.03 % to 0.02 %,

resulting in a $ 1 recovery of provision expense during the three and nine months ended September 30, 2023.

The Company’s HTM securities consist of obligations of states and political subdivisions.

The ACL on HTM securities is estimated at each measurement date on a collective

basis by major security type.

Risk factors such as issuer bond ratings, historical loss rates, financial condition of issuer, and timely principal and interest payments of issuer were evaluated to determine if a credit reserve was required within the

At March 31, 2025, there were no past due principal and interest payments related to HTM securities.

During the first quarter of

2025 and 2024, the cumulative loss rate remained at 0.02 %, resulting in no change to provision expense during the three months ended March 31, 2025

NOTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES

Loans are comprised of the following:

September 30,

Residential real estate

4 unchanged sentences

Allowance for credit losses

At September 30, 2024 and at December 31, 2023 , net deferred loan origination costs and net unamortized loan purchase premiums

were $ 1,066 and $ 1,481 , respectively.

NOTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)

The following table presents the recorded investment of nonaccrual loans and

loans past due 90 days or more and still accruing by class of loans as of September 30, 2024 and December 31, 2023:

September 30 , 2024

At March 31, 2025 and December 31, 2024 , net deferred loan origination costs were $ 234 and $ 363 , respectively.

At March 31, 2025 and December 31, 2024 , net unamortized loan purchase premiums were $ 355 and $ 398 , respectively.

The following table presents the recorded investment of nonaccrual loans and loans past due 90

days or more and still accruing by class of loans as of March 31, 2025 and December 31, 2024:

March 31 , 2025

Loans Past Due

17 unchanged sentences

Commercial and industrial

The Company recognized $ 50 and $ 69 of interest income in nonaccrual loans during the three and nine months ended September 30, 2024, respectively.

The Company recognized $ 18 and $ 4 of interest income in nonaccrual loans during the three months ended March 31, 2025 and 2024, respectively.

NOTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)

The following table presents the aging of the recorded investment of past due loans by class of loans as of September 30, 2024 and December 31, 2023:

September 30 , 2024

The following table presents the aging of the recorded investment of past due loans by class of loans as of March 31, 2025 and December 31, 2024:

March 31 , 2025

Residential real estate

10 unchanged sentences

Credit Quality Indicators:

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, such

current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors.

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, such as:

financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors.

These risk categories are represented by a loan grading scale from 1 through 11.

analyzes loans individually with a higher credit risk rating and groups these loans into categories called “criticized” and “classified” assets.

The Company considers its criticized assets to be loans that are graded 8 and its classified assets to be

loans that are graded 9 through 11.

The Company analyzes

loans individually with a higher credit risk rating and groups these loans into categories called “criticized” and ”classified” assets.

The Company considers its criticized assets to be loans that are graded 8 and its classified assets to be loans that

are graded 9 through 11.

The Company’s risk categories are reviewed at least annually on loans that have aggregate borrowing amounts that meet or exceed.

1 unchanged sentence

Special Mention.

Loans classified as

“special mention” are graded 8 and indicate considerable risk due to deterioration of repayment (in the earliest stages) due to potential weak primary repayment source, or payment delinquency.

These loans will be under constant supervision, are not

classified and do not expose the institution to sufficient risks to warrant classification.

These deficiencies should be correctable within the normal course of business, although significant changes in company structure or policy may be necessary to

correct the deficiencies.

Loans classified as “special mention” are

graded 8 and indicate considerable risk due to deterioration of repayment (in the earliest stages) due to potential weak primary repayment source, or payment delinquency.

These loans will be under constant supervision, are not classified and do not

expose the institution to sufficient risks to warrant classification.

These deficiencies should be correctable within the normal course of business, although significant changes in company structure or policy may be necessary to correct the

deficiencies.

These loans are considered bankable assets with no apparent loss of principal or interest envisioned.

The perceived risk in continued lending is considered to have increased beyond the level where such loans would normally

The perceived risk in continued lending is considered to have increased beyond the level where such loans would normally be granted.

NOTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)

The Company uses the following definitions for its classified loan risk ratings:

Loans classified as

“substandard” are graded 9 and represent very high risk, serious delinquency, nonaccrual, or unacceptable credit.

Repayment through the primary source of repayment is in jeopardy due to the existence of one or more well-defined weaknesses, and the

collateral pledged may inadequately protect collection of the loans.

Loans classified as “substandard” are graded 9 and

represent very high risk, serious delinquency, nonaccrual, or unacceptable credit.

Repayment through the primary source of repayment is in jeopardy due to the existence of one or more well-defined weaknesses, and the collateral pledged may inadequately

protect collection of the loans.

Loss of principal is not likely if weaknesses are corrected, although financial statements normally reveal significant weakness.

Loans are still considered collectible, although loss

of principal is more likely than with special mention loans.

Loans are still considered collectible, although loss of principal is more likely than

with special mention loans.

Collateral liquidation is considered likely to satisfy debt.

Loans classified as

“doubtful” are graded 10 and display a high probability of loss, although the amount of actual loss at the time of classification is undetermined.

This classification should be temporary until such time that actual loss can be identified, or

improvements are made to reduce the seriousness of the classification.

Loans classified as “doubtful” are graded 10 and

display a high probability of loss, although the amount of actual loss at the time of classification is undetermined.

This classification should be temporary until such time that actual loss can be identified, or improvements are made to reduce the

seriousness of the classification.

These loans exhibit all substandard characteristics with the addition that weaknesses make collection or liquidation in full highly questionable and improbable.

This classification

consists of loans where the possibility of loss is high after collateral liquidation based upon existing facts, market conditions, and value.

Loss is deferred until certain important and reasonable specific pending factors that may strengthen the

credit can be more accurately determined.

This classification consists of loans where the

possibility of loss is high after collateral liquidation based upon existing facts, market conditions, and value.

Loss is deferred until certain important and reasonable specific pending factors that may strengthen the credit can be more accurately

These factors may include proposed acquisitions, liquidation procedures, capital injection, receipt of additional collateral, mergers, or refinancing plans.

A doubtful classification for an entire credit should

be avoided when collection of a specific portion appears highly probable with the adequately secured portion graded substandard.

Loans classified as “loss” are

graded 11 and are considered uncollectible and are of such little value that their continuance as bankable assets is not warranted.

This classification does not mean that the credit has absolutely no recovery or salvage value, but rather it is not

practical or desirable to defer writing off this asset yielding such a minimum value even though partial recovery may be affected in the future.

A doubtful classification for an entire credit should be avoided when collection of

a specific portion appears highly probable with the adequately secured portion graded substandard.

Loans classified as “loss” are graded 11 and are considered

uncollectible and are of such little value that their continuance as bankable assets is not warranted.

This classification does not mean that the credit has absolutely no recovery or salvage value, but rather it is not practical or desirable to defer

writing off this asset yielding such a minimum value even though partial recovery may be affected in the future.

Amounts classified as loss should be promptly charged off.

As of September 30, 2024 and December 31, 2023, and based on the most recent analysis performed, the risk category of commercial loans by class of loans was as follows:

As of March 31, 2025 and December 31, 2024, and based on the most recent analysis performed, the risk category of commercial loans by class of loans was as follows:

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Commercial real estate:

4 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Commercial real estate:

3 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Commercial real estate:

2 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Commercial and Industrial

25 unchanged sentences

Current Period gross charge-offs

The Company considers the performance of the loan portfolio and its impact on the ACL.

For residential and consumer loan

classes, the Company evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity.

The following table presents the recorded investment of residential and consumer loans by class of loans based

on repayment activity as of September 30, 2024

and December 31, 2023:

The Company considers the performance of the loan portfolio and its impact on the allowance for credit losses.

For residential and consumer loan classes,

the Company evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity.

The following table presents the recorded investment of residential and consumer loans by class of

loans based on repayment activity as of March 31, 2025 and December 31, 2024:

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Residential Real Estate

3 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Payment Performance

3 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Payment Performance

2 unchanged sentences

Term Loans Amortized Cost Basis by Origination Year

September 30 , 2024

March 31, 2025

Payment Performance

23 unchanged sentences

Current Period gross charge-offs

The Company originates residential, consumer, and commercial loans to customers located primarily in the southeastern areas of Ohio as well

as the western counties of West Virginia.

Approximately 4.05 % of total loans were unsecured at September 30, 2024, down from 4.37 % at December 31, 2023.

N OTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES

The Company originates residential, consumer, and commercial loans to customers located primarily in the southeastern areas of Ohio as well as the western

counties of West Virginia.

Approximately 4.24 % of total loans were unsecured at March 31, 2025, up from 4.16 % at December 31, 2024.

Modifications to Borrowers Experiencing Financial Difficulty:

Occasionally, the Company modifies loans to borrowers experiencing financial difficulty.

These modifications may include one or a

combination of the following:

These modifications may include one or a combination of the

a reduction of the stated interest rate of the loan;

an extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk;

a reduction in the contractual

principal and interest payments of the loan;

a reduction in the contractual principal and interest

payments of the loan;

or short-term interest-only payment terms.

All modifications to borrowers experiencing financial difficulty are considered to be impaired.

During the three and nine months ended September 30, 2024, the

Company experienced no new modifications to borrowers experiencing financial difficulty.

The following table presents the activity in the ACL by portfolio segment for the three months ended September 30, 2024 and 2023:

September 30 , 2024

and Industrial

Allowance for credit losses:

Beginning balance

Provision for credit losses

Loans charged-off

Total ending allowance balance

September 30 , 2023

and Industrial

Allowance for credit losses:

Beginning balance

Provision for credit losses

Loans charged-off

Total ending allowance balance

The following table presents the activity in the ACL by portfolio segment for the nine months ended September 30, 2024 and 2023:

September 30 , 2024

N OTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)

During the three months ended March 31, 2025

and 2024, the Company experienced no new modifications to borrowers experiencing financial difficulty.

The following table presents the activity in the allowance for credit losses by portfolio segment for the three months ended March 31, 2025 and 2024:

March 31 , 2025

and Industrial

4 unchanged sentences

Total ending allowance balance

September 30 , 2023

March 31 , 2024

and Industrial

4 unchanged sentences

Total ending allowance balance

N OTE 4 – LOANS AND ALLOWANCE FOR CREDIT

LOSSES (Continued)

The following table presents the amortized cost basis of collateral dependent loans by class of loans as of September 30, 2024 and December 31, 2023:

The following table presents the amortized cost basis of collateral dependent loans by class of loans as of March 31, 2025 and December 31, 2024:

Collateral Type

September 30, 2024

March 31, 2025

Business Assets

11 unchanged sentences

Owner-occupied

Non-Owner-occupied

Commercial & Industrial

Total collateral dependent loans

N OTE 4 – LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)

The recorded investment of a loan excludes accrued interest and net deferred origination fees and costs due to immateriality.

Nonaccrual loans and loans past due 90 days or more and still accruing include both smaller balance homogenous loans that are collectively

evaluated for impairment and individually evaluated collateral dependent loans.

The Company transfers loans to OREO, at fair value less cost to sell, in the period the Company obtains physical possession of the property

(through legal title or through a deed in lieu).

As of September 30, 2024, the Company had $ 60 in OREO for residential real estate properties compared to $ 68 at December 31, 2023.

In addition, nonaccrual residential mortgage loans that are in the process of foreclosure had a recorded investment of $ 346 and $ 348 as of September 30, 2024 and December 31, 2023,

respectively.

Nonaccrual loans and loans past due 90 days or more and still accruing include both smaller balance homogenous loans that are collectively evaluated for

impairment and individually classified as impaired loans.

The Company transfers loans to OREO, at fair value less cost to sell, in the period the Company obtains physical possession of the property (through legal

title or through a deed in lieu).

The Company had no OREO for residential real estate properties at March 31, 2025 and December 31, 2024.

In addition, nonaccrual

residential mortgage loans that are in the process of foreclosure had a recorded investment of $ 352 and $ 342 as of March 31, 2025 and December 31, 2024, respectively.

NOTE 5 – FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

The Bank is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its

The Bank 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 include commitments to extend credit, standby letters of credit and financial guarantees.

The Bank’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for

commitments to extend credit and standby letters of credit, and financial guarantees written, is represented by the contractual amount of those instruments.

The contract amounts of these instruments are not included in the consolidated financial

At September 30, 2024,

the contract amounts of these instruments totaled approximately $ 198,814 , compared to $ 206,128 at December 31, 2023.

The Bank’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to

extend credit and standby letters of credit, and financial guarantees written, is represented by the contractual amount of those instruments.

The contract amounts of these instruments are not included in the consolidated financial statements.

At March 31, 2025, the contract amounts of

these instruments totaled approximately $ 225,927 , compared to $ 203,019 at December 31, 2024.

The Bank estimates expected credit losses over the contractual period in which the Bank is exposed to credit risk via a contractual obligation to extend credit.

At September 30, 2024, the estimated ACL related to off-balance sheet commitments was $ 566 , which included $ 63 and $ 126 in recoveries to provision during the three and nine months ended September 30, 2024, respectively.

This is compared to $ 77 and $ 11 in provision during the three and nine months ended September 30, 2023.

At March 31, 2025, the estimated ACL related to off-balance sheet commitments was $ 522 ,

which included a $ 60 and $ 106 recovery

of provision during the three months ended March 31, 2025 and 2024, respectively.

The Bank uses the same credit policies in making commitments and conditional obligations as it does for instruments recorded on the balance sheet.

many of these instruments are expected to expire without being drawn upon, the total contract amounts do not necessarily represent future cash requirements.

Since many of these instruments are expected to

expire without being drawn upon, the total contract amounts do not necessarily represent future cash requirements.

NOTE 6 - OTHER BORROWED FUNDS

Other borrowed funds at September 30, 2024 and December 31, 2023

are comprised of advances from the Federal Home Loan Bank (“FHLB”) of Cincinnati and promissory notes.

September 30 , 2024

Other borrowed funds at March 31,

2025 and December 31, 2024 are comprised of advances from the Federal Home Loan Bank (“FHLB”) of Cincinnati and promissory notes.

December 31 ,

Pursuant to collateral agreements with the FHLB, advances are secured by $ 351,419 in qualifying mortgage loans, $ 35,441 in commercial loans and $ 2,866 in FHLB stock at September 30, 2024.

Fixed-rate FHLB advances of $ 38,428

mature through 2042 and have interest rates ranging from 1.53 % to 4.91 % and a year-to-date weighted average cost of 4.03 % at September 30, 2024 and 3.50 % at December 31, 2023.

There were no

variable-rate FHLB borrowings at September 30, 2024.

At September 30, 2024, the

Company had a cash management line of credit enabling it to borrow up to $ 100,000 from the FHLB, subject to the stock ownership and collateral

limitations described in the next paragraph.

Pursuant to collateral agreements with the FHLB, advances are secured by $ 341,287 in qualifying mortgage loans, $ 40,465 in commercial loans and $ 2,866 in FHLB stock at March 31, 2025.

Fixed-rate FHLB advances of $ 35,856 mature through 2042 and have

interest rates ranging from 1.53 % to 4.91 %

and a year-to-date weighted average cost of 4.05 % at March 31, 2025 and 4.02 % at December 31, 2024.

There were no variable-rate FHLB borrowings at March 31, 2025.

At March 31, 2025, the Company had a cash management line of credit enabling it to borrow up to $ 100,000 from the FHLB, subject to the stock ownership and collateral limitations described below.

All cash management advances have an original maturity of 90 days.

The line of credit must be

renewed on an annual basis.

There was $ 100,000 available on this line of credit at September 30, 2024.

Based on the Company’s current FHLB stock ownership, total assets and pledgeable loans, the Company had the ability to obtain borrowings from

the FHLB up to a maximum of $ 178,770 at September 30, 2024.

Of this maximum borrowing capacity, the Company had $ 72,342 available to use as additional borrowings, of which $ 72,342 could

be used for short term, cash management advances, as mentioned above.

Promissory notes, issued primarily by Ohio Valley, are due at various dates through a final maturity date of September 15, 2025 , and have fixed rates ranging from 3.25 %

to 5.25 % and a year-to-date weighted average cost of 2.75 % at September 30, 2024, as compared to 3.79 % at December 31, 2023.

At September 30, 2024, there were six promissory notes payable by Ohio

Valley to related parties totaling $ 2,460 .

There were no promissory notes payable to other banks at September 30, 2024 or December 31, 2023.

Letters of credit issued on the Bank’s behalf by the FHLB to collateralize certain public unit deposits as required by law totaled $ 68,000 at September 30, 2024 and $ 52,350 at December 31, 2023.

Scheduled principal payments as of September 30,

NOTE 7 – SEGMENT INFORMATION

The reportable segments are determined by the products and services offered, primarily distinguished between banking and consumer finance.

They are also distinguished by the level of information provided to the chief operating decision maker, who uses such information to review performance of various components of the business, which are then aggregated if operating performance,

products/services, and customers are similar.

Loans, investments, and deposits provide the majority of the net revenues from the banking operation, while loans provide the majority of the net revenues for the consumer finance segment.

segments are domestic.

Total revenues from the banking segment, which accounted for the majority of the Company’s total revenues, totaled 96.0 % and 95.1 % of total consolidated revenues

for the quarters end September 30, 2024 and 2023,

respectively.

The accounting policies used for the Company’s reportable segments are the same as those described in Note 1 - Summary of Significant

Accounting Policies.

Income taxes are allocated based on income before tax expense.

Information for the Company’s reportable segments is as follows:

Three Months Ended September 30,

Net interest income

Provision for credit losses

Noninterest income

Noninterest expense

Provision for income taxes

Three Months Ended September 30,

Net interest income

Provision for credit losses

Noninterest income

Noninterest expense

Provision for income taxes

Nine Months Ended September 30, 2024

Net interest income

Provision for credit losses

Noninterest income

Noninterest expense

Provision for income taxes

Nine Months Ended September 30, 2023

Net interest income

Provision for credit losses

Noninterest income

Noninterest expense

Provision for income taxes

The line of credit must be renewed on an annual basis.

There was $ 100,000 available on this line of credit at March 31, 2025.

Based on the Company’s current FHLB stock ownership, total assets and pledgeable loans, the Company had the ability to obtain borrowings from the FHLB up

to a maximum of $ 189,134 at March 31,

Of this maximum borrowing capacity, the Company had $ 89,603 available to use as additional borrowings, of which $ 89,603 could be used for short term, cash management

advances, as mentioned above.

At March 31, 2025, the Company had a federal

funds line of credit with two correspondent banks totaling $ 25,000 .

The lines of credit are not committed and are provided at the discretion of the correspondent bank.

collateral has been pledged to the lines of credit.

Any advance is due to be repaid the next business day.

At March 31, 2025, there was $ 25,000 available on these lines of credit.

NOTE 6 - OTHER BORROWED FUNDS (Continued)

Promissory notes, issued primarily by Ohio Valley, are due at various dates through a final maturity date of March 11, 2026 , and have fixed rates ranging from 4.35 % to 5.00 % and a year-to-date weighted average cost of 4.91 %

at March 31, 2025, as compared to 4.71 %

at December 31, 2024.

At March 31, 2025

and December 31, 2024, there were six promissory notes payable by Ohio Valley to related parties totaling $ 2,584 .

There were no promissory notes payable to other banks at March 31, 2025 and December 31, 2024, respectively.

Letters of credit issued on the Bank’s behalf by the FHLB to collateralize certain public unit deposits as required by law totaled $ 63,675 at March 31, 2025 and $ 58,500 at December 31, 2024.

Scheduled principal payments as of March 31, 2025:

NOTE 7 – LEASES

Substantially all of the Company’s operating lease right-of-use (“ROU”) assets and operating lease liabilities represent leases for branch

buildings and office space to conduct business.

Substantially all of the Company’s operating lease right-of-use (“ROU”) assets and operating lease liabilities represent leases for branch buildings and

office space to conduct business.

Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet.

The lease expense for these leases are recorded on a straight-line basis over the lease term.

with initial terms in excess of 12 months are recorded as either operating or financing leases on the consolidated balance sheet.

Leases with initial

terms in excess of 12 months are recorded as either operating or financing leases on the consolidated balance sheet.

The Company has no finance lease arrangements.

5 unchanged sentences

Balance sheet information related to leases is as follows:

September 30, 2024

December 31, 2023

Operating leases:

1 unchanged sentence

Operating lease liabilities

The components of lease cost are as follows:

The components of lease cost were as follows:

Three months ended

September 30,

Nine Months Ended

September 30,

Operating lease cost

Short-term lease expense

Future undiscounted lease payments for operating leases with initial terms of one year or more as of September 30, 2024 are as follows:

Operating Leases

NOTE 7 – LEASES (Continued)

Future undiscounted lease payments for operating leases with initial terms of one year or more as of March 31, 2025 are as follows:

Total lease payments

1 unchanged sentence

Total operating leases

Other information is as follows:

September 30, 2024

December 31, 2023

Other information was as follows:

Weighted-average remaining lease term for operating leases

1 unchanged sentence

NOTE 8 – RISKS AND UNCERTAINTIES

The risks pertinent to the Bank regarding liquidity and rising deposit costs have increased due to an elevated interest rate environment and

increased deposit competition within our markets.

The risks pertinent to the Bank regarding liquidity and rising deposit costs have increased due to an elevated interest rate environment and increased

deposit competition within our markets.

Our liquidity position is supported by the management of liquid assets such as cash and interest-bearing deposits with banks, and liabilities such as core deposits.

The Bank can also access other

sources of funds such as brokered deposits and FHLB advances.

With the present economic conditions putting a strain on liquidity and higher borrowing costs, the Company believes it has sufficient liquid assets and funding sources should there be a

liquidity need.

The Bank can also access other sources of funds

such as brokered deposits and FHLB advances.

With the present economic conditions putting a strain on liquidity and higher borrowing costs, the Company believes it has sufficient liquid assets and funding sources should there be a liquidity need.

NOTE 9 – DEPOSITS

Deposits are comprised of the following:

September 30,

Noninterest-bearing deposits

6 unchanged sentences

Brokered deposits, included in time deposits, were $ 48,519

and $ 64,893 at September 30, 2024

and December 31, 2023, respectively.

During the third quarter of 2024, the Company began participating in a program offered by the state of Ohio Treasurer called Ohio Homebuyer Plus to encourage

Ohio residents to save for the purchase of a home.

As a participant in the program, the Company developed a new “ Sweet Home Ohio ” savings account to offer participants an above-market interest rate.

For each account that was opened, the Company received a deposit from the Treasurer at a subsidized

interest rate that was placed in a new municipal NOW account.

At September 30, 2024, the balance of Sweet Home Ohio savings accounts totaled $ 5,283 ,

and is included within savings and money market balances.

At September 30, 2024, the balance of the Treasurer municipal NOW account totaled $ 99,971 ,

and is included within NOW account balances.

Accounts connected with Ohio Homebuyer Plus must be used within five years and the corresponding

balance of Treasurer deposits will fluctuate based upon active customer accounts.

NOTE 11 – SUBSEQUENT EVENTS

During the third quarter of 2024, the Company established a voluntary early retirement program for select employees meeting certain criteria.

Based on the number of employees that had accepted the severance package as of September 30, 2024, the Company incurred an expense of $ 295 .

Subsequent to quarter end, additional employees have accepted the offer, and the Company anticipates recording additional severance expense of $ 3,043

during the fourth quarter of 2024.

While this expense represents a significant cost to the Company in 2024, the early retirement program is expected to reduce salary and employee benefit expense on a go forward basis.

and $ 48,395 at March 31, 2025 and December 31, 2024, respectively.

NOTE 10 – REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue is segregated based on the nature of products and services offered as part of contractual arrangements.

Revenue from contracts with customers within the scope of

ASC 606 is broadly segregated within the following noninterest income categories:

• Service charges on deposit accounts – These include general service fees charged

for deposit account maintenance and activity and transaction-based fees charged for certain services, such as debit card, wire transfer, or overdraft activities.

Revenue is recognized when the performance obligation is completed, which is generally

after a transaction is completed or monthly for account maintenance services.

• Trust fees - This includes periodic fees due from trust customers for managing

the customers' financial assets.

Fees are generally charged on a quarterly or annual basis and are recognized ratably throughout the period, as the services are provided on an ongoing basis.

• Electronic refund check/deposit fees – A tax refund clearing agreement between

the Bank and a tax refund processor requires the Bank to process electronic refund checks and electronic refund deposits presented for payment on behalf of taxpayers through accounts containing taxpayer refunds.

The Bank, in turn, receives a fee

paid by the third -party tax refund processor for each transaction that is processed.

The amount of fees received are tiered based on the tax refund product selected.

Bank acts as a sub servicer in the tax process relationship, a portion of the fee collected is passed on to the tax refund processor.

• Debit/credit card interchange income – This includes interchange income from

cardholder transactions conducted with merchants, throughout various interchange networks with which the Company participates.

Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are

recognized daily, as transaction processing services are provided to the deposit customer.

Gross fees from interchange are recorded in operating income separately from gross network costs, which are recorded in operating expense.

• Tax preparation fees – This includes fees received by tax preparation customers of

Loan Central as part of the Bank’s TAL business.

After Loan Central prepares a customer’s tax return, the customer is offered the opportunity to have immediate access to a portion of the anticipated tax refund by entering into a TAL with the Bank.

part of the process, the tax customer completes a loan application and authorizes the expected tax refund to be deposited with the Bank once it is issued by the IRS.

Once the Bank receives the tax refund, the refund is used to repay the TAL and Loan

Central’s tax preparation fees, then the remainder of the refund is remitted to Loan Central’s tax customer.

• Float income from tax product processor – This is associated with the tax refund

clearing agreement between the Bank and a third -party tax refund processor.

The revenue earned is based on the estimated compensating balances associated with processing the

contractual minimum number of check items multiplied by the interest rate paid by the Federal Reserve on reserves for the respective period.

The float income is paid by the tax refund product processor at the end of each year of the tax agreement,

which is to expire in 2025 .

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