What changed in this filing

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Item 1. Financial Statements

2025-08-06 compared with 2025-05-07 · 449 added, 199 removed, 508 unchanged (56% of the section changed)

4 unchanged sentences

(Dollars in thousands except per share data)

2025 December 31,

Cash and due from banks

$ 7,274 $ 4,624

Interest bearing deposits with banks

176,980 216,903

Cash and cash equivalents

1 unchanged sentence

Investment securities available for sale, at fair value

Investment securities held to maturity, net of allowance for credit losses of $ 0 at March 31, 2025 and December 31, 2024 (fair value of $ 7,447 at March 31, 2025 and $ 7,492 at December 31, 2024)

Investment securities held to maturity, net of allowance for credit losses of $ 0 at June 30, 2025 and December 31, 2024 (fair value of $ 7,451 at June 30, 2025 and $ 7,492 at December 31, 2024)

Total investment securities

14,001 14,760

Loans, net of unearned income

1,934,786 1,868,153

Allowance for credit losses

( 33,770 ) ( 32,573 )

1,901,016 1,835,580

Accrued interest receivable

2 unchanged sentences

Bank owned life insurance (BOLI)

29,404 29,070

Deferred tax asset

Other real estate owned (OREO)

Other 5,988 7,030

Total assets $ 2,141,855 $ 2,142,236

$ 2,170,332 $ 2,142,236

Liabilities and Shareholders' Equity

15 unchanged sentences

Preferred stock, 1,000,000 shares authorized, $ 1,000 liquidation value Series B non-cumulative convertible;

325 shares outstanding at March 31, 2025 and December 31, 2024

325 shares outstanding at June 30, 2025 and December 31, 2024

Common stock, $ 0.10 par value;

authorized 15,000,000 shares;

12,327,850 shares and 12,313,489 shares at March 31, 2025 and December 31, 2024, respectively

12,327,850 shares and 12,313,489 shares at June 30, 2025 and December 31, 2024, respectively

Additional paid-in capital

138,014 137,784

Retained earnings

180,141 168,347

Accumulated other comprehensive loss

Treasury stock, 484,522 shares at March 31, 2025 and December 31, 2024, at cost

( 251 ) ( 337 )

Treasury stock, 484,522 shares at June 30, 2025 and December 31, 2024, at cost

( 7,306 ) ( 7,277 )

Total shareholders’ equity

312,156 300,073

Total liabilities and shareholders' equity

$ 2,170,332 $ 2,142,236

See accompanying notes to the unaudited consolidated financial statements

4 unchanged sentences

For the Three Months Ended

For the Six Months Ended

Interest income:

Interest and fees on loans

$ 32,756 $ 28,732 $ 64,232 $ 56,815

Interest and dividends on investments

232 248 520 497

Interest on deposits with banks

2,036 1,209 4,118 2,354

Total interest income

35,024 30,189 68,870 59,666

Interest expense:

Interest on deposits

15,144 13,684 30,312 27,141

Interest on borrowings

2,009 2,193 4,080 4,159

Total interest expense

17,153 15,877 34,392 31,300

Net interest income

17,871 14,312 34,478 28,366

Provision for credit losses

984 483 1,574 687

Net interest income after provision for credit losses

16,887 13,829 32,904 27,679

Non-interest income

Service fees on deposit accounts

312 359 620 738

Gain on sale of SBA loans

Other loan fees

145 163 322 402

Bank owned life insurance income

Other 170 285

169 162 334 322

190 492 361 776

Total non-interest income

816 1,201 1,637 2,263

Non-interest expense

Compensation and benefits

3,264 3,070 6,555 6,289

Professional services

652 551 1,366 996

Occupancy and equipment

676 672 1,364 1,313

Data processing

425 264 845 629

FDIC insurance and other assessments

OREO expense 127 353

384 322 734 653

100 236 227 589

Other operating expense

1,179 1,120 2,127 2,301

Total non-interest expense

6,680 6,235 13,218 12,770

Income before income tax expense

11,023 8,795 21,323 17,172

Income tax expense

2,740 2,340 5,262 4,566

Net income attributable to Company

8,283 6,455 16,061 12,606

Preferred stock dividend

( 5 ) ( 5 ) ( 10 ) ( 11 )

Net income available to common shareholders

$ 8,278 $ 6,450 $ 16,051 $ 12,595

Earnings per common share

Basic $ 0.66 $ 0.51

Diluted $ 0.65 $ 0.51

$ 0.70 $ 0.54 $ 1.36 $ 1.05

$ 0.69 $ 0.53 $ 1.34 $ 1.04

Weighted average common shares outstanding

Basic 11,836,384 11,958,776

Diluted 12,006,965 12,138,613

11,843,328 11,962,197 11,839,856 11,960,487

12,008,224 12,119,359 12,007,594 12,125,546

See accompanying notes to the unaudited consolidated financial statements

4 unchanged sentences

For the Three Months Ended

For the Six Months Ended

Net income attributable to the Company

Unrealized gain (loss) on investment securities 70 ( 35 )

Tax impact on unrealized (gain) loss ( 18 ) 9

$ 8,283 $ 6,455 $ 16,061 $ 12,606

Unrealized gain on investment securities

46 32 116 ( 3 )

Tax impact on unrealized (gain)

( 12 ) ( 8 ) ( 30 ) 1

Total unrealized gain (loss) on investment securities

34 24 86 ( 2 )

Comprehensive income attributable to the Company

$ 8,317 $ 6,479 $ 16,147 $ 12,604

See accompanying notes to the unaudited consolidated financial statements

3 unchanged sentences

(Dollars in thousands except share data)

Three-months ended March 31, 2025 and 2024

Shares of Preferred Stock Outstanding Preferred

Stock Shares of Common

Stock issued Common

Stock Additional

Other Comprehensive Income (Loss) Treasury

Stock Total Shareholders' Equity

Three and Six months ended June 30, 2025

Preferred Stock

Comprehensive

Shareholders'

Income (Loss)

Three Months Ended

Balance, March 31, 2025

325 $ 325 12,327,850 $ 1,233 $ 137,951 $ 173,995 $ ( 285 ) $ ( 7,277 ) $ 305,942

Net income attributable to the company

— — — — — 8,283 — — 8,283

Other comprehensive income

— — — — — — 34 — 34

Stock compensation expense

— — — — 63 — — — 63

Excise tax payment on stock repurchase

— — — — — — — ( 29 ) ( 29 )

Dividend on preferred stock ($ 15.00 per share)

— — — — — ( 5 ) — — ( 5 )

Dividend on common stock ($ 0.18 per share)

— — — — — ( 2,132 ) — — ( 2,132 )

Balance, June 30, 2025

325 $ 325 12,327,850 $ 1,233 $ 138,014 $ 180,141 $ ( 251 ) $ ( 7,306 ) $ 312,156

Six Months Ended

Balance, December 31, 2024

325 $ 325 12,313,489 $ 1,231 $ 137,784 $ 168,347 $ ( 337 ) $ ( 7,277 ) $ 300,073

Net income attributable to the company

— — — — — 16,061 — — 16,061

Common stock options exercised

Other comprehensive loss — — — — — — ( 26 ) — ( 26 )

— — 14,361 2 97 — — — 99

Other comprehensive income

— — — — — — 86 — 86

Stock compensation expense

— — — — 133 — — — 133

Excise tax payment on stock repurchase

— — — — — — — ( 29 ) ( 29 )

Dividend on preferred stock ($ 30.00 per share)

2 unchanged sentences

— — — — — ( 4,257 ) — — ( 4,257 )

Balance, March 31, 2024

Balance, June 30, 2025

325 $ 325 12,327,850 $ 1,233 $ 138,014 $ 180,141 $ ( 251 ) $ ( 7,306 ) $ 312,156

See accompanying notes to the unaudited consolidated financial statements

Parke Bancorp, Inc.

and Subsidiaries

CONSOLIDATED STATEMENTS OF EQUITY

(Dollars in thousands except share data)

Three and Six months ended June 30, 2024

Preferred Stock

Comprehensive

Shareholders'

Income (Loss)

Three Months Ended

Balance, December 31, 2024 325 $ 325 12,313,489 $ 1,231 $ 137,784 $ 168,347 $ ( 337 ) $ ( 7,277 ) $ 300,073

Balance, March 31, 2024

375 $ 375 12,247,343 $ 1,225 $ 136,801 $ 153,430 $ ( 430 ) $ ( 3,015 ) $ 288,386

Net income attributable to the company

— — — — — 6,455 — — 6,455

Preferred stock shares conversion

( 50 ) ( 50 ) 6,877 — 49 — — — ( 1 )

Common stock options exercised

— — — — — — — — —

Other comprehensive income

— — — — — — 24 — 24

Stock compensation expense

— — — — 96 — — — 96

Dividend on preferred stock ($ 15.00 per share)

2 unchanged sentences

— — — — — ( 2,155 ) — — ( 2,155 )

Balance, March 31, 2025

Balance, June 30, 2024

325 $ 325 12,254,220 $ 1,225 $ 136,946 $ 157,725 $ ( 406 ) $ ( 3,015 ) $ 292,800

Six Months Ended

Balance, December 31, 2023

375 $ 375 12,240,821 $ 1,224 $ 136,700 $ 149,437 $ ( 404 ) $ ( 3,015 ) $ 284,317

Net income attributable to the company

— — — — — 12,606 — — 12,606

Preferred stock shares conversion

( 50 ) ( 50 ) 6,877 — 49 — — — ( 1 )

Common stock options exercised

— — 6,522 1 55 — — — 56

Other comprehensive loss

— — — — — — ( 2 ) — ( 2 )

Stock compensation expense

— — — — 142 — — — 142

Dividend on preferred stock ($ 30.00 per share)

— — — — — ( 11 ) — — ( 11 )

Dividend on common stock ($ 0.36 per share)

— — — — — ( 4,307 ) — — ( 4,307 )

Balance, June 30, 2024

325 $ 325 12,254,220 $ 1,225 $ 136,946 $ 157,725 $ ( 406 ) $ ( 3,015 ) $ 292,800

See accompanying notes to the unaudited consolidated financial statements

3 unchanged sentences

(Dollars in thousands)

For the Three Months Ended

For the Six Months Ended

Cash Flows from Operating Activities:

Net income $ 7,778 $ 6,151

$ 16,061 $ 12,606

Adjustments to reconcile net income to net cash provided by operating activities:

2 unchanged sentences

Increase in value of bank owned life insurance

( 334 ) ( 322 )

Gain on sale of SBA loans

SBA loans originated for sale

Proceeds from sale of SBA loans originated for sale

Net accretion of purchase premiums and discounts on securities

( 23 ) ( 22 )

Stock based compensation

Net changes in:

Decrease in accrued interest receivable and other assets 590 1,836

(Increase) decrease in accrued interest receivable and other assets

( 2,051 ) 2,824

(Decrease) increase in accrued interest payable and other accrued liabilities

( 1,874 ) 1,048

Net cash provided by operating activities

13,758 17,249

Cash Flows from Investing Activities:

1 unchanged sentence

Repayments and maturities of investment securities held to maturity

Net (increase) decrease in loans ( 15,021 ) 1,820

Net increase in loans

( 66,630 ) ( 17,796 )

Purchases of bank premises and equipment

( 442 ) ( 53 )

Redemptions of restricted stock

Purchases of restricted stock

Net cash (used in) provided by investing activities ( 13,090 ) 3,592

( 3,035 ) ( 5,946 )

Net cash used in investing activities

( 64,246 ) ( 19,298 )

Cash Flows from Financing Activities:

Cash dividends

( 4,267 ) ( 4,318 )

Proceeds from exercise of stock options

Conversion of Series B preferred stock

Excise tax payment on purchase of treasury stock

Decrease in FHLBNY long-term borrowings

Net (decrease) increase in FHLBNY short-term borrowings

( 45,000 ) 125,000

Net increase (decrease) in noninterest-bearing deposits

Net increase in interest-bearing deposits 34,320 46,678

Net cash used in financing activities ( 6,400 ) ( 21,225 )

4,701 ( 33,428 )

Net increase (decrease) in interest-bearing deposits

57,711 ( 22,958 )

Net cash provided by (used in) financing activities

13,215 ( 10,649 )

Net decrease in cash and cash equivalents

( 37,273 ) ( 12,698 )

Cash and Cash Equivalents, January 1,

Cash and Cash Equivalents, March 31, $ 209,036 $ 171,093

221,527 180,376

Cash and Cash Equivalents, June 30,

$ 184,254 $ 167,678

Supplemental Disclosure of Cash Flow Information:

Interest paid

$ 35,575 $ 30,394

Income taxes paid

$ 6,082 $ 1,702

Non-cash Investing and Financing Items

Accrued dividends payable

$ 2,137 $ 2,160

See accompanying notes to the unaudited consolidated financial statements

17 unchanged sentences

The accompanying interim financial statements should be read in conjunction with the annual financial statements and notes thereto included in the Company’s Annual Report on Form 10 -K for the year ended December 31, 2024 .

The accompanying interim financial statements for the three months ended March 31, 2025 and 2024 are unaudited.

The accompanying interim financial statements for the three and six months ended June 30, 2025 and 2024 are unaudited.

The balance sheet as of December 31, 2024 , was derived from the audited financial statements.

In the opinion of management, these financial statements include all normal and recurring adjustments necessary for a fair statement of the results for such interim periods.

Results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results for the full year or any other period.

Results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results for the full year or any other period.

Use of Estimates:

11 unchanged sentences

(Dollars in thousands)

For the Three Months Ended March 31,

For the Three Months Ended June 30,

For the Six Months Ended June 30,

Total interest income

$ 35,024 $ 30,189 $ 68,870 $ 59,666

Total interest expense

17,153 15,877 34,392 31,300

Provision for credit losses

984 483 1,574 687

Net interest income after provision for credit losses

16,887 13,829 32,904 27,679

Total non-interest income

816 1,201 1,637 2,263

Total non-interest expense

6,680 6,235 13,218 12,770

Income before income tax expense

11,023 8,795 21,323 17,172

Income tax expense

2,740 2,340 5,262 4,566

Net income attributable to the Company

$ 8,283 $ 6,455 $ 16,061 $ 12,606

Reconciliation of profit or loss

1 unchanged sentence

Consolidated net income

$ 8,283 $ 6,455 $ 16,061 $ 12,606

INVESTMENT SECURITIES

The following is a summary of the Company's investments in available for sale and held to maturity securities as of March 31, 2025 and December 31, 2024.

The following is a summary of the Company's investments in available for sale and held to maturity securities as of June 30, 2025 and December 31, 2024 .

None of the securities shown below required an allowance for credit losses.

As of March 31, 2025 Amortized

losses Fair value

As of June 30, 2025

(Dollars in thousands)

1 unchanged sentence

Residential mortgage-backed securities

$ 5,255 $ 6 $ 344 $ 4,917

Total available for sale

$ 5,255 $ 6 $ 344 $ 4,917

Held to maturity:

Residential mortgage-backed securities

$ 5,096 $ — $ 1,126 $ 3,970

States and political subdivisions

3,988 — 507 3,481

Total held to maturity

As of December 31, 2024 Amortized

losses Fair value

$ 9,084 $ — $ 1,633 $ 7,451

As of December 31, 2024

(Dollars in thousands)

1 unchanged sentence

Residential mortgage-backed securities

$ 6,005 $ 2 $ 456 $ 5,551

Total available for sale

$ 6,005 $ 2 $ 456 $ 5,551

Held to maturity:

Residential mortgage-backed securities

$ 5,256 $ — $ 1,205 $ 4,051

States and political subdivisions

3,953 3 515 3,441

Total held to maturity

The amortized cost and fair value of debt securities classified as available for sale and held to maturity, by contractual maturity as of March 31, 2025 are as follows:

$ 9,209 $ 3 $ 1,720 $ 7,492

The amortized cost and fair value of debt securities classified as available for sale and held to maturity, by contractual maturity as of June 30, 2025 are as follows:

(Dollars in thousands)

5 unchanged sentences

Total available for sale

$ 5,255 $ 4,917

Held to maturity:

4 unchanged sentences

Total held to maturity

$ 9,084 $ 7,451

Expected maturities may differ from contractual maturities because the issuers of certain debt securities do have the right to call or prepay their obligations without any penalty.

The Company did not sell any securities during the three months ended March 31, 2025 or 2024.

The following tables show the gross unrealized losses and fair value of the Company's available for sale investments for which an allowance for credit losses has not been recorded, which are aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at March 31, 2025 and December 31, 2024:

As of March 31, 2025 Less Than 12 Months 12 Months or Greater Total

Description of Securities Fair

Value Unrealized

The Company did not sell any securities during the three and six months ended June 30, 2025 and 2024 .

As of June 30, 2025

Less Than 12 Months

12 Months or Greater

Description of Securities

(Dollars in thousand)

1 unchanged sentence

Residential mortgage-backed securities

$ 1 $ — $ 4,439 $ 344 $ 4,440 $ 344

Total available for sale

As of December 31, 2024 Less Than 12 Months 12 Months or Greater Total

Description of Securities Fair

Value Unrealized

$ 1 $ — $ 4,439 $ 344 $ 4,440 $ 344

As of December 31, 2024

Less Than 12 Months

12 Months or Greater

Description of Securities

(Dollars in thousands)

1 unchanged sentence

Residential mortgage-backed securities

$ 80 $ 1 $ 4,973 $ 455 $ 5,053 $ 456

Total available for sale

$ 80 $ 1 $ 4,973 $ 455 $ 5,053 $ 456

On at least a quarterly basis, we review all debt securities that are in an unrealized loss position for a credit loss.

4 unchanged sentences

Impairment that has not been recorded through an allowance for credit losses is recorded through other comprehensive income, net of applicable taxes.

The Company’s unrealized loss for the debt securities classified as available for sale is comprised of 5 securities in the less than 12 months loss position and 14 securities in the 12 months or greater loss position at March 31, 2025.

The Company’s unrealized loss for the debt securities classified as available for sale is comprised of 1 security in the less than 12 months loss position and 14 securities in the 12 months or greater loss position at June 30, 2025 .

These securities are mortgage-backed securities that had unrealized losses issued or guaranteed by the US government or US government sponsored entities.

The unrealized losses associated with those mortgage-backed securities are generally driven by changes in interest rates and are not due to credit losses given the explicit or implicit guarantees provided by the U.S.

Because the Company does not intend to sell the securities and it is not more likely than not that the Company will be required to sell these investments before recovery of their amortized cost basis, the Company does not consider the unrealized loss in these securities to be credit losses at March 31, 2025.

The Company classifies the held-to-maturity debt securities into the following major security types:

3 unchanged sentences

Based on the credit ratings of our held-to-maturity securities and our historical experience including no losses, we have determined that an allowance for credit loss on the held-to-maturity portfolio is not required.

LOANS AND ALLOWANCE FOR CREDIT LOSSES ON LOANS

At March 31, 2025 and December 31, 2024, the Company had $ 1.88 billion and $ 1.87 billion, respectively, in loans receivable outstanding.

Outstanding balances include $ 1.3 million and $ 1.8 million at March 31, 2025 and December 31, 2024, respectively, for net deferred loan costs, and unamortized discounts.

The portfolio segments of loans receivable at March 31, 2025 and December 31, 2024, consist of the following:

March 31, 2025 December 31, 2024

At June 30, 2025 and December 31, 2024 , the Company had $ 1.93 billion and $ 1.87 billion, respectively, in loans receivable outstanding.

Outstanding balances include $ 0.3 million and $ 1.8 million at June 30, 2025 and December 31, 2024 , respectively, for net deferred loan costs, and unamortized discounts.

The portfolio segments of loans receivable at June 30, 2025 and December 31, 2024 , consist of the following:

June 30, 2025

December 31, 2024

(Dollars in thousands)

Commercial and Industrial

Construction 126,462 149,346

$ 33,012 $ 35,381

164,338 149,346

Real Estate Mortgage:

Commercial – Owner Occupied

162,710 160,441

Commercial – Non-owner Occupied

446,393 371,298

Residential – 1 to 4 Family

441,102 447,880

Residential – 1 to 4 Family Investment

504,996 524,167

Residential – Multifamily

Consumer 4,704 4,884

177,839 174,756

Total Loan receivable

1,934,786 1,868,153

Allowance for credit losses on loans

( 33,770 ) ( 32,573 )

Total loan receivable, net of allowance for credit losses on loans

An age analysis of past due loans by class at March 31, 2025 and December 31, 2024 is as follows:

March 31, 2025 30-59

Days Total Past

Due Current Total

$ 1,901,016 $ 1,835,580

An age analysis of past due loans by class at June 30, 2025 and December 31, 2024 is as follows:

June 30, 2025

(Dollars in Thousands)

Commercial and Industrial

Construction — — 1,091 1,091 125,371 126,462

$ — $ — $ 667 $ 667 $ 32,345 $ 33,012

— — 1,091 1,091 163,247 164,338

Real Estate Mortgage:

Commercial – Owner Occupied

— — 400 400 162,310 162,710

Commercial – Non-owner Occupied

150 14,211 4,998 19,359 427,034 446,393

Residential – 1 to 4 Family

— 1,245 2,174 3,419 437,683 441,102

Residential – 1 to 4 Family Investment

— 872 1,867 2,739 502,257 504,996

Residential – Multifamily

Consumer 93 — — 93 4,611 4,704

Total Loans $ 2,651 $ 428 $ 11,385 $ 14,464 $ 1,868,711 $ 1,883,175

— — — — 177,839 177,839

33 46 — 79 4,317 4,396

$ 183 $ 16,374 $ 11,197 $ 27,754 $ 1,907,032 $ 1,934,786

December 31, 2024

Days Total Past

Due Current Total

(Dollars in thousands)

Commercial and Industrial

Construction — — 1,091 1,091 148,255 149,346

$ — $ — $ 684 $ 684 $ 34,697 $ 35,381

— — 1,091 1,091 148,255 149,346

Real Estate Mortgage:

6 unchanged sentences

Residential – 1 to 4 Family Investment

— 454 1,609 2,063 522,104 524,167

Residential – Multifamily

— — — — 174,756 174,756

Consumer 34 — — 34 4,850 4,884

Total Loans $ 257 $ 816 $ 12,152 $ 13,225 $ 1,854,928 $ 1,868,153

34 — — 34 4,850 4,884

$ 257 $ 816 $ 12,152 $ 13,225 $ 1,854,928 $ 1,868,153

The following table provides the amortized cost of loans on nonaccrual status:

March 31, 2025

(amounts in thousands) Nonaccrual with no ACL Nonaccrual with ACL Total Nonaccrual Loans Past Due Over 90 Days Still Accruing Total Nonperforming

June 30, 2025

Loans Past Due

(amounts in thousands)

Still Accruing

Nonperforming

Commercial and Industrial

Construction 1,091 — 1,091 — 1,091

$ — $ 667 $ 667 $ — $ 667

1,091 — 1,091 — 1,091

Commercial - Owner Occupied

400 — 400 — 400

Commercial - Non-owner Occupied

1,192 3,806 4,998 — 4,998

Residential - 1 to 4 Family

1,808 366 2,174 — 2,174

Residential - 1 to 4 Family Investment

1,867 — 1,867 — 1,867

Residential - Multifamily

Consumer — — — — —

Total $ 6,251 $ 4,862 $ 11,113 $ 272 $ 11,385

$ 6,358 $ 4,839 $ 11,197 $ — $ 11,197

December 31, 2024

(amounts in thousands) Nonaccrual with no ACL Nonaccrual with ACL Total Nonaccrual Loans Past Due Over 90 Days Still Accruing Total Nonperforming

Loans Past Due

(amounts in thousands)

Still Accruing

Nonperforming

Commercial and Industrial

Construction 1,091 — 1,091 — 1,091

$ — $ 684 $ 684 $ — $ 684

1,091 — 1,091 — 1,091

Commercial - Owner Occupied

400 — 400 — 400

Commercial - Non-owner Occupied

1,389 3,806 5,195 290 5,485

Residential - 1 to 4 Family

2,048 746 2,794 89 2,883

Residential - 1 to 4 Family Investment

1,609 — 1,609 — 1,609

Residential - Multifamily

Consumer — — — — —

Total $ 6,537 $ 5,236 $ 11,773 $ 379 $ 12,152

$ 6,537 $ 5,236 $ 11,773 $ 379 $ 12,152

Allowance for Credit Losses on Off-Balance Sheet Credit Exposures

2 unchanged sentences

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 and December 31, 2024, the allowance for credit losses on off-balance sheet credit exposures was $ 940.0 thousand and $ 867.0 thousand, respectively, on exposures totaling $ 186.7 million and $ 172.2 million, respectively.

The provision for credit losses on off balance sheet exposures during the three month period ending March 31, 2025 and 2024 were $ 73.0 thousand and $ 439.0 thousand, respectively.

At June 30, 2025 and December 31, 2024 , the allowance for credit losses on off-balance sheet credit exposures was $ 1.2 million and $ 867.0 thousand, respectively, on exposures totaling $ 238.7 million and $ 172.2 million, respectively.

The provision for credit losses on off balance sheet exposures during the three and six months ended June 30, 2025 and 2024 were $ 306.0 thousand and $ 439.0 thousand, and $ 379.7 thousand and $ 397.0 thousand, respectively.

Allowance for Credit Losses (ACL)

The following tables present the information regarding the allowance for credit losses for the three months ended March 31, 2025 and 2024:

The following tables present the information regarding the allowance for credit losses for the three and six months ended June 30, 2025 and 2024 :

Real Estate Mortgage

Commercial and Industrial Construction Commercial Owner Occupied Commercial Non-owner Occupied Residential 1 to 4 Family Residential 1 to 4 Family Investment Residential Multifamily Consumer Total

1 to 4 Family

and Industrial

1 to 4 Family

(Dollars in thousands)

Three months ended March 31, 2025

Three months ended June 30, 2025

March 31, 2025

$ 1,048 $ 2,275 $ 2,470 $ 7,361 $ 8,814 $ 8,855 $ 2,202 $ 66 $ 33,091

— — — — — — — — —

1 — — — — — — — 1

Provisions (benefits)

( 58 ) 847 ( 432 ) 1,199 ( 443 ) ( 362 ) ( 61 ) ( 12 ) 678

Ending Balance at June 30, 2025

$ 991 $ 3,122 $ 2,038 $ 8,560 $ 8,371 $ 8,493 $ 2,141 $ 54 $ 33,770

Six months ended June 30, 2025

December 31, 2024

Charge-offs — — — — — — — — —

Recoveries 1 — — — — — — — 1

$ 1,097 $ 3,037 $ 1,871 $ 6,300 $ 9,166 $ 8,832 $ 2,203 $ 67 $ 32,573

— — — — — — — — —

2 — — — — — — — 2

Provisions (benefits)

Ending Balance at March 31, 2025

( 108 ) 85 167 2,260 ( 795 ) ( 339 ) ( 62 ) ( 13 ) 1,195

During the quarter, the increase to the Commercial Owner Occupied, and the Commercial Non-owner Occupied portfolio's was due to an increase in the portfolio balances that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

The provision benefit during the quarter to the Construction segment is due to a decrease in the portfolio balance that decreased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

Ending Balance at June 30, 2025

$ 991 $ 3,122 $ 2,038 $ 8,560 $ 8,371 $ 8,493 $ 2,141 $ 54 $ 33,770

During the quarter, the increase to the Commercial Non-Owner Occupied, and the Construction portfolio's was due to an increase in the portfolio balances that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

The provision benefit during the quarter to the Commercial Owner Occupied, Residential 1 to 4 Family, and Residential 1 to 4 Family Investment portfolio segments is due to a decrease in the portfolio balance that decreased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

For the six months ended June 30, 2025 , the increase to the Commercial Non-Owner Occupied portfolio was due to an increase in the portfolio balance that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segment.

The provision benefit during the six months ended June 30, 2025 to the Residential 1 to 4 Family segment is due to a decrease in the portfolio balance that decreased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

Real Estate Mortgage

Commercial and Industrial Construction Commercial Owner Occupied Commercial Non-owner Occupied Residential 1 to 4 Family Residential 1 to 4 Family Investment Residential Multifamily Consumer Total

1 to 4 Family

and Industrial

1 to 4 Family

(Dollars in thousands)

Three months ended March 31, 2024

Three months ended June 30, 2024

March 31, 2024

$ 1,060 $ 3,033 $ 1,691 $ 5,386 $ 9,335 $ 9,596 $ 1,747 $ 70 $ 31,918

— — — — — — — ( 21 ) ( 21 )

2 — 1 — — — — — 3

Provisions (benefits)

6 959 ( 156 ) 28 ( 265 ) 87 ( 144 ) 10 525

Ending Balance at June 30, 2024

$ 1,068 $ 3,992 $ 1,536 $ 5,414 $ 9,070 $ 9,683 $ 1,603 $ 59 $ 32,425

Six months ended June 30, 2024

December 31, 2023

Charge-offs — — — — — — — — —

Recoveries 22 — — — — — — — 22

$ 926 $ 3,347 $ 1,795 $ 7,108 $ 9,061 $ 8,783 $ 1,049 $ 62 $ 32,131

— — — — — — — ( 21 ) ( 21 )

24 — 1 — — — — — 25

Provisions (benefits)

Ending Balance at March 31, 2024 $ 1,060 $ 3,033 $ 1,691 $ 5,386 $ 9,335 $ 9,596 $ 1,747 $ 70 $ 31,918

During the quarter, the increase to the Residential Multifamily portfolio was due to an increase in the portfolio balance that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

The increase to the Residential 1 to 4 Family Investment portfolio is driven by changes to the qualitative factors related to concentration levels within the portfolio segments.

The provision benefit during the quarter to the Commercial Non-owner Occupied segment was mainly due to a decrease in the problem loan balance as well as a decrease in the portfolio balance.

118 645 ( 260 ) ( 1,694 ) 9 900 554 18 290

Ending Balance at June 30, 2024

$ 1,068 $ 3,992 $ 1,536 $ 5,414 $ 9,070 $ 9,683 $ 1,603 $ 59 $ 32,425

During the quarter, the increase to the Construction portfolio was due to an increase in the portfolio balance that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

The decrease to the Commercial Owner Occupied, Residential 1 to 4 Family, and the Residential Multifamily portfolios is driven by changes to the qualitative factors related to concentration levels within the portfolio segments.

For the six months ended June 30, 2024 , the increase in the Construction and Residential Multifamily portfolios was due to increases in the portfolio balances that increased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

The increase in the Residential 1 to 4 Family Investment portfolio was due to increase to the qualitative factors related to concentration and problem loan levels within the portfolio segments.

The decrease to the Commercial Owner Occupied and Commercial Non-owner Occupied portfolios was due to decreases in the portfolio balances that decreased the loan exposure and also caused changes to the qualitative factors related to concentration levels within the portfolio segments.

Collateral-Dependent Loans

The following table presents the collateral-dependent loans by portfolio segment and collateral type at March 31, 2025:

(amounts in thousands) Real Estate Business Assets Other

The following table presents the collateral-dependent loans by portfolio segment and collateral type at June 30, 2025 :

(amounts in thousands)

Commercial and Industrial

Construction 1,091 — —

$ 667 $ — $ —

Commercial - Owner Occupied

3 unchanged sentences

Residential - Multifamily

Consumer — — —

Total $ 11,385 $ — $ —

$ 11,197 $ — $ —

The following table presents the collateral-dependent loans by portfolio segment and collateral type at December 31, 2024 :

(amounts in thousands) Real Estate Business Assets Other

(amounts in thousands)

Commercial and Industrial

Construction 1,091 — —

$ 684 $ — $ —

Commercial - Owner Occupied

3 unchanged sentences

Residential - Multifamily

Consumer — — —

Total $ 11,773 $ — $ —

$ 11,773 $ — $ —

Credit Quality Indicators :

25 unchanged sentences

Borrowers in this category require constant monitoring, are considered work-out loans and present the potential for future loss to the Bank.

The following tables provide an analysis of loans by portfolio segment based on the credit quality indicators used to determine the allowance for credit losses, as of March 31, 2025.

(Dollars in thousands) Term Loans Amortized Cost Basis by Origination Year Revolving Loans at Amortized Cost Basis

As of March 31, 2025

2025 2024 2023 2022 2021 Prior Total

The following tables provide an analysis of loans by portfolio segment based on the credit quality indicators used to determine the allowance for credit losses, as of June 30, 2025 .

(Dollars in thousands)

Term Loans Amortized Cost Basis by Origination Year

As of June 30, 2025

Commercial and Industrial

Pass $ 275 $ 1,250 $ 4,033 $ 908 $ 5 $ 5,862 $ 20,778 $ 33,111

OAEM — — — — — — — —

Substandard — — — — — — 675 675

Doubtful — — — — — — — —

$ 472 $ 1,128 $ 3,817 $ 800 $ 4 $ 6,259 $ 19,865 $ 32,345

— — — — — — — —

— — — — — — 667 667

— — — — — — — —

$ 472 $ 1,128 $ 3,817 $ 800 $ 4 $ 6,259 $ 20,532 $ 33,012

Current period gross charge-offs

Pass $ — $ 196 $ 313 $ 1,400 $ — $ 665 $ 122,797 $ 125,371

OAEM — — — — — — — —

Substandard — — — — — 1,091 — 1,091

Doubtful — — — — — — — —

$ — $ — $ — $ — $ — $ — $ — $ —

$ — $ — $ — $ 1,389 $ — $ 1,205 $ 160,653 $ 163,247

— — — — — — — —

— — — — — 1,091 — 1,091

— — — — — — — —

$ — $ — $ — $ 1,389 $ — $ 2,296 $ 160,653 $ 164,338

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Commercial – Owner Occupied

Pass $ 15,515 $ 23,534 $ 33,072 $ 34,566 $ 11,849 $ 55,894 $ 326 $ 174,756

OAEM — — — — — — — —

Substandard — — — — — 400 — 400

Doubtful — — — — — — — —

$ 5,023 $ 23,445 $ 32,880 $ 34,383 $ 11,745 $ 52,120 $ 2,714 $ 162,310

— — — — — — — —

— — — — — 400 — 400

— — — — — — — —

$ 5,023 $ 23,445 $ 32,880 $ 34,383 $ 11,745 $ 52,520 $ 2,714 $ 162,710

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Commercial – Non-owner Occupied

Pass $ 24,253 $ 37,231 $ 15,102 $ 93,343 $ 30,966 $ 174,132 $ 14,191 $ 389,218

OAEM — — — — — — — —

Substandard — — — — — 16,609 — 16,609

Doubtful — — — — — — — —

$ 74,506 $ 38,642 $ 15,008 $ 92,545 $ 30,603 $ 161,120 $ 12,938 $ 425,362

— — — — — 4,668 — 4,668

— — — — — 16,363 — 16,363

— — — — — — — —

$ 74,506 $ 38,642 $ 15,008 $ 92,545 $ 30,603 $ 182,151 $ 12,938 $ 446,393

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – 1 to 4 Family

Performing $ 11,076 $ 47,321 $ 52,100 $ 104,790 $ 54,002 $ 175,746 $ 5,709 $ 450,744

$ 24,292 $ 46,139 $ 50,150 $ 101,258 $ 51,537 $ 163,540 $ 2,012 $ 438,928

Nonperforming

— — 554 356 — 1,264 — 2,174

$ 24,292 $ 46,139 $ 50,704 $ 101,614 $ 51,537 $ 164,804 $ 2,012 $ 441,102

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – 1 to 4 Family Investment

Performing $ 8,691 $ 56,814 $ 77,090 $ 124,486 $ 98,961 $ 137,596 $ — $ 503,638

$ 19,443 $ 55,022 $ 75,147 $ 119,080 $ 94,976 $ 139,461 $ — $ 503,129

Nonperforming

— — 986 881 — — — 1,867

$ 19,443 $ 55,022 $ 76,133 $ 119,961 $ 94,976 $ 139,461 $ — $ 504,996

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – Multifamily

Pass $ 7,907 $ 4,668 $ 4,921 $ 92,603 $ 25,234 $ 43,144 $ — $ 178,477

OAEM — — — — — — — $ —

Substandard — — — — — — — $ —

Doubtful — — — — — — — —

$ 17,744 $ 4,648 $ 4,860 $ 82,143 $ 31,398 $ 37,046 $ — $ 177,839

— — — — — — — —

$ 17,744 $ 4,648 $ 4,860 $ 82,143 $ 31,398 $ 37,046 $ — $ 177,839

Current period gross charge-offs

Performing $ — $ 241 $ — $ — $ — $ 4,452 $ 11 $ 4,704

$ — $ — $ — $ — $ — $ — $ — $ —

$ — $ 236 $ — $ — $ — $ 4,149 $ 11 $ 4,396

Nonperforming

— — — — — — — —

$ — $ 236 $ — $ — $ — $ 4,149 $ 11 $ 4,396

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Total Loan Receivable

As of March 31, 2025, the Company was in the process of foreclosing on 22 residential 1 to 4 family loans with a principal balance of $ 4.7 million.

$ 141,480 $ 169,260 $ 183,402 $ 432,835 $ 220,263 $ 588,686 $ 198,860 $ 1,934,786

As of June 30, 2025 , the Company was in the process of foreclosing on 27 residential 1 to 4 family loans with a principal balance of $ 6.0 million.

The following tables provide an analysis of loans by portfolio segment based on the credit quality indicators used to determine the allowance for credit losses, as of December 31, 2024 .

(Dollars in thousands) Term Loans Amortized Cost Basis by Origination Year Revolving Loans at Amortized Cost Basis

(Dollars in thousands)

Term Loans Amortized Cost Basis by Origination Year

As of December 31, 2024

2024 2023 2022 2021 2020 Prior Total

Commercial and Industrial

Pass $ 1,351 $ 4,231 $ 654 $ 6 $ 658 $ 6,213 $ 21,584 $ 34,697

OAEM — — — — — — — —

Substandard — — 407 — — — 277 684

Doubtful — — — — — — — —

$ 1,351 $ 4,231 $ 654 $ 6 $ 658 $ 6,213 $ 21,584 $ 34,697

— — — — — — — —

— — 407 — — — 277 684

— — — — — — — —

$ 1,351 $ 4,231 $ 1,061 $ 6 $ 658 $ 6,213 $ 21,861 $ 35,381

Current period gross charge-offs

Pass $ — $ 315 $ 1,800 $ — $ 193 $ — $ 145,947 $ 148,255

OAEM — — — — — — — —

Substandard — — — — — 1,091 — 1,091

Doubtful — — — — — — — —

$ — $ — $ — $ — $ — $ 22 $ — $ 22

$ — $ 315 $ 1,800 $ — $ 193 $ — $ 145,947 $ 148,255

— — — — — — — —

— — — — — 1,091 — 1,091

— — — — — — — —

$ — $ 315 $ 1,800 $ — $ 193 $ 1,091 $ 145,947 $ 149,346

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Commercial – Owner Occupied

Pass $ 21,893 $ 33,293 $ 34,831 $ 11,942 $ 6,705 $ 48,946 $ 2,431 $ 160,041

OAEM — — — — — — — —

Substandard — — — — — 400 — 400

Doubtful — — — — — — — —

$ 21,893 $ 33,293 $ 34,831 $ 11,942 $ 6,705 $ 48,946 $ 2,431 $ 160,041

— — — — — — — —

— — — — — 400 — 400

— — — — — — — —

$ 21,893 $ 33,293 $ 34,831 $ 11,942 $ 6,705 $ 49,346 $ 2,431 $ 160,441

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Commercial – Non-owner Occupied

Pass $ 38,697 $ 15,635 $ 75,261 $ 31,460 $ 23,780 $ 153,027 $ 16,494 $ 354,354

OAEM — — — — — 11,459 — 11,459

Substandard — — — — 249 4,946 290 5,485

Doubtful — — — — — — — —

$ 38,697 $ 15,635 $ 75,261 $ 31,460 $ 23,780 $ 153,027 $ 16,494 $ 354,354

— — — — — 11,459 — 11,459

— — — — 249 4,946 290 5,485

— — — — — — — —

$ 38,697 $ 15,635 $ 75,261 $ 31,460 $ 24,029 $ 169,432 $ 16,784 $ 371,298

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – 1 to 4 Family

Performing $ 48,704 $ 53,018 $ 108,691 $ 56,027 $ 29,580 $ 145,467 $ 3,510 $ 444,997

$ 48,704 $ 53,018 $ 108,691 $ 56,027 $ 29,580 $ 145,467 $ 3,510 $ 444,997

Nonperforming

— 644 375 — 602 1,262 — 2,883

$ 48,704 $ 53,662 $ 109,066 $ 56,027 $ 30,182 $ 146,729 $ 3,510 $ 447,880

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – 1 to 4 Family Investment

Performing $ 58,772 $ 79,266 $ 127,600 $ 103,343 $ 44,301 $ 109,276 $ — $ 522,558

$ 58,772 $ 79,266 $ 127,600 $ 103,343 $ 44,301 $ 109,276 $ — $ 522,558

Nonperforming

— 995 614 — — — — 1,609

$ 58,772 $ 80,261 $ 128,214 $ 103,343 $ 44,301 $ 109,276 $ — $ 524,167

Current period gross charge-offs

$ — $ — $ — $ — $ — $ — $ — $ —

Residential – Multifamily

Pass $ 6,770 $ 4,942 $ 92,918 $ 25,410 $ 9,150 $ 35,566 $ — $ 174,756

OAEM — — — — — — — $ —

Substandard — — — — — — — $ —

Doubtful — — — — — — — —

$ 6,770 $ 4,942 $ 92,918 $ 25,410 $ 9,150 $ 35,566 $ — $ 174,756

— — — — — — — —

$ 6,770 $ 4,942 $ 92,918 $ 25,410 $ 9,150 $ 35,566 $ — $ 174,756

Current period gross charge-offs

Performing $ 246 $ — $ — $ — $ — $ 4,627 $ 11 $ 4,884

$ — $ — $ — $ — $ — $ — $ — $ —

$ 246 $ — $ — $ — $ — $ 4,627 $ 11 $ 4,884

Nonperforming

— — — — — — — —

$ 246 $ — $ — $ — $ — $ 4,627 $ 11 $ 4,884

Current period gross charge-offs

$ — $ — $ — $ — $ — $ 22

Total Loan Receivable

$ 176,433 $ 192,339 $ 443,151 $ 228,188 $ 115,218 $ 522,280 $ 190,544 $ 1,868,153

Modifications to Borrowers Experiencing Financial Difficulty

During the periods ended March 31, 2025 and 2024, the Company did not make any modifications to borrowers experiencing financial difficulty.

During the periods ended June 30, 2025 and 2024 , the Company did not make any modifications to borrowers experiencing financial difficulty.

EARNINGS PER SHARE ( “ EPS ” )

The following tables set forth the calculation of basic and diluted EPS for the three-month periods ended March 31, 2025 and 2024.

Three months ended March 31,

The following tables set forth the calculation of basic and diluted EPS for the three and six months ended June 30, 2025 and 2024 .

Three months ended June 30,

Six months ended June 30,

(Dollars in thousands except share and per share data)

Basic earnings per common share

Net income available to the Company

$ 8,283 $ 6,455 $ 16,061 $ 12,606

Dividend on series B preferred stock

( 5 ) ( 5 ) ( 10 ) ( 11 )

Net income available to common shareholders

8,278 6,450 16,051 12,595

Basic weighted-average common shares outstanding

11,843,328 11,962,197 11,839,856 11,960,487

Basic earnings per common share

$ 0.70 $ 0.54 $ 1.36 $ 1.05

Diluted earnings per common share

Net income available to common shares

$ 8,278 $ 6,450 $ 16,051 $ 12,595

Dividend on series B preferred stock

Net income available to diluted common shares

8,283 6,455 16,061 12,606

Basic weighted-average common shares outstanding

11,843,328 11,962,197 11,839,856 11,960,487

Dilutive potential common shares

164,896 157,162 167,738 165,059

Diluted weighted-average common shares outstanding

12,008,224 12,119,359 12,007,594 12,125,546

Diluted earnings per common share

As of March 31, 2025 and December 31, 2024, there were 323,005 and 191,375 weighted average option shares outstanding, respectively, that were not included in the computation of diluted EPS because these shares were anti-dilutive.

$ 0.69 $ 0.53 $ 1.34 $ 1.04

As of June 30, 2025 and December 31, 2024 , there were 322,755 and 283,441 weighted average option shares outstanding, respectively, that were not included in the computation of diluted EPS because these shares were anti-dilutive.

Fair Value Measurements

23 unchanged sentences

The table below presents the balances of assets and liabilities measured at fair value on a recurring basis.

Financial Assets Level 1 Level 2 Level 3 Total

Financial Assets

(Dollars in thousands)

Available for Sale Securities

As of March 31, 2025

As of June 30, 2025

Residential mortgage-backed securities

Total $ — $ 5,236 $ — $ 5,236

$ — $ 4,917 $ — $ 4,917

As of December 31, 2024

Residential mortgage-backed securities

Total $ — $ 5,551 $ — $ 5,551

For the three months ended March 31, 2025, there were no transfers between the levels within the fair value hierarchy.

There were no level 3 assets or liabilities held during the three months ended March 31, 2025 and 2024.

$ — $ 5,551 $ — $ 5,551

For the six months ended June 30, 2025 , there were no transfers between the levels within the fair value hierarchy.

There were no level 3 assets or liabilities held during the three and six months ended June 30, 2025 and 2024 .

Fair Value on a Non-recurring Basis:

Certain assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).

Financial Assets Level 1 Level 2 Level 3 Total

Financial Assets

(Dollars in thousands)

As of March 31, 2025

As of June 30, 2025

Collateral-dependent loans

OREO — — 1,562 1,562

$ — $ — $ 5,120 $ 5,120

— — 1,562 1,562

As of December 31, 2024

Collateral-dependent loans

OREO — — 1,562 1,562

$ — $ — $ 5,189 $ 5,189

— — 1,562 1,562

Collateral-dependent loans are those loans that are accounted for under ASC 326, Financial Instruments - Credit Losses ("ASC 326" ), in which the Bank has measured impairment generally based on the fair value of the loan’s collateral.

8 unchanged sentences

These instruments include cash and cash equivalents, accrued interest receivable, bank owned life insurance, Federal Home Loan Bank of New York ("FHLBNY") restricted stock, demand and other non-maturity deposits and accrued interest payable, and they are considered to be level 1 measurements.

The following table summarizes the carrying amounts and fair values for financial instruments that are not carried at fair value at March 31, 2025 and December 31, 2024:

March 31, 2025 Carrying Amount Fair Value

Total Level 1 Level 2 Level 3

The following table summarizes the carrying amounts and fair values for financial instruments that are not carried at fair value at June 30, 2025 and December 31, 2024 :

June 30, 2025

(Dollars in thousands)

1 unchanged sentence

Investment securities HTM

Loans, net 1,850,084 1,854,772 — 1,829,272 25,500

$ 9,084 $ 7,451 $ — $ 7,451 $ —

1,901,016 1,908,531 — 1,897,303 11,228

Financial Liabilities:

Time deposits

Borrowings 148,348 148,885 — 148,885 —

December 31, 2024 Carrying Amount Fair Value

Total Level 1 Level 2 Level 3

$ 588,952 $ 589,445 $ — $ 589,445 $ —

143,395 143,917 — 143,917 —

December 31, 2024

(Dollars in thousands)

1 unchanged sentence

Investment securities HTM

Loans, net 1,835,580 1,834,007 — 1,822,203 11,804

$ 9,209 $ 7,492 $ — $ 7,492 $ —

1,835,580 1,834,007 — 1,822,203 11,804

Financial Liabilities:

Time deposits

Borrowings 188,300 189,621 — 189,621 —

$ 715,158 $ 716,904 $ — $ 716,904 $ —

188,300 189,621 — 189,621 —

COMMITMENTS AND CONTINGENCIES

12 unchanged sentences

Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

Commitments to fund fixed-rate loans were immaterial at March 31, 2025.

Commitments to fund fixed-rate loans were immaterial at June 30, 2025 .

Variable-rate commitments are generally issued for less than one year and carry market rates of interest.

Such instruments are not likely to be affected by annual rate caps triggered by rising interest rates.

As of March 31, 2025 and December 31, 2024, unused commitments to extend credit amounted to approximately $ 137.5 million and $ 122.5 million, respectively.

At March 31, 2025 and December 31, 2024, the allowance for credit losses on off-balance sheet credit exposures was $ 940.0 thousand and $ 867.0 thousand, respectively, an increase of $ 73.0 thousand, mainly due to the increase in the unused commitment balance.

As of June 30, 2025 and December 31, 2024 , unused commitments to extend credit amounted to approximately $ 161.9 million and $ 122.5 million, respectively.

At June 30, 2025 and December 31, 2024 , the allowance for credit losses on off-balance sheet credit exposures was $ 1.2 million and $ 867.0 thousand, respectively, an increase of $ 379.7 thousand, mainly due to the increase in the unused commitment balance.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party.

The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.

As of March 31, 2025 and December 31, 2024, standby letters of credit with customers were $ 0.6 million and $ 0.6 million, respectively.

On March 31, 2025, the Bank entered into an agreement with the FHLBNY for a Municipal Letter of Credit ("MLOC") of $ 40.0 million.

The MLOC is used to pledge against public deposits and the MLOC expires on June 30, 2025.

There were no outstanding borrowings on the letters of credit as of March 31, 2025.

As of June 30, 2025 and December 31, 2024 , standby letters of credit with customers were $ 0.6 million and $ 0.6 million, respectively.

On June 30, 2025, the Bank entered into an agreement with the FHLBNY for a Municipal Letter of Credit ("MLOC") of $ 60.0 million.

The MLOC is used to pledge against public deposits and the MLOC expires on September 30, 2025.

There were no outstanding borrowings on the letters of credit as of June 30, 2025 .

The Company also has entered into an employment contract with the President of the Company, which provides for continued payment of certain employment salary and benefits prior to the expiration date of the agreement and in the event of a change in control, as defined.

4 unchanged sentences

A financial institution that provides services to cannabis-related businesses can comply with Bank Secrecy Act (“BSA”) disclosure standards by following the FinCEN guidelines.

We maintain stringent written policies and procedures related to the acceptance of such businesses and to the monitoring and maintenance of such

business accounts.

We maintain stringent written policies and procedures related to the acceptance of such businesses and to the monitoring and maintenance of such business accounts.

We conduct a significant due diligence review of the cannabis business before the business is accepted, including confirmation that the business is properly licensed by the applicable state.

3 unchanged sentences

Any change in the Federal government’s enforcement position, could cause us to immediately cease providing banking services to the cannabis industry.

At March 31, 2025 and December 31, 2024, deposit balances from cannabis customers were approximately $ 196.0 million and $ 151.9 million, or 11.8 % and 9.3 % of total deposits, respectively, with two customers accounting for 66.4 % and 59.3 % of the total at March 31, 2025 and December 31, 2024.

At March 31, 2025 and December 31, 2024, there were cannabis-related loans in the amounts of $ 44.9 million and $ 43.4 million, respectively.

At June 30, 2025 and December 31, 2024 , deposit balances from cannabis customers were approximately $ 221.0 million and $ 151.9 million, or 13.1 % and 9.3 % of total deposits, respectively, with two customers accounting for 70.5 % and 59.3 % of the total at June 30, 2025 and December 31, 2024 .

At June 30, 2025 and December 31, 2024 , there were cannabis-related loans in the amounts of $ 46.3 million and $ 43.4 million, respectively.

SUBSEQUENT EVENTS

On July 15, 2025, the Company fully redeemed the 6.5 % Fixed to Floating Rate Notes (the “Subordinated Debt”) at a redemption price of 100 % of the principal amount thereof, or $ 30 million, including the interest accrued on such principal amount up to the redemption date.

After the redemption, the outstanding principal balance on the Subordinated Debt has been reduced to zero .

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