Item 1. Financial Statements
Item 1. Financial Statements
Parke Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheets
(unaudited)
(Dollars in thousands except per share data)
June 30,
December 31,
2025
2024
Assets
Cash and due from banks
$ 7,274 $ 4,624
Interest bearing deposits with banks
176,980 216,903
Cash and cash equivalents
184,254 221,527
Investment securities available for sale, at fair value
4,917 5,551
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)
9,084 9,209
Total investment securities
14,001 14,760
Loans, net of unearned income
1,934,786 1,868,153
Less: Allowance for credit losses
( 33,770 ) ( 32,573 )
Net loans
1,901,016 1,835,580
Accrued interest receivable
10,166 9,659
Premises and equipment, net
5,581 5,316
Restricted stock
6,691 8,619
Bank owned life insurance (BOLI)
29,404 29,070
Deferred tax asset
9,083 9,113
Other real estate owned (OREO)
1,562 1,562
Other
8,574 7,030
Total assets
$ 2,170,332 $ 2,142,236
Liabilities and Shareholders' Equity
Liabilities
Deposits
Noninterest-bearing deposits
$ 188,738 $ 184,037
Interest-bearing deposits
1,504,724 1,447,013
Total deposits
1,693,462 1,631,050
FHLBNY borrowings
100,000 145,000
Subordinated debentures
43,395 43,300
Accrued interest payable
6,786 7,968
Other
14,533 14,845
Total liabilities
1,858,176 1,842,163
Shareholders' Equity
Preferred stock, 1,000,000 shares authorized, $ 1,000 liquidation value Series B non-cumulative convertible; 325 shares outstanding at June 30, 2025 and December 31, 2024
325 325
Common stock, $ 0.10 par value; authorized 15,000,000 shares; Issued: 12,327,850 shares and 12,313,489 shares at June 30, 2025 and December 31, 2024, respectively
1,233 1,231
Additional paid-in capital
138,014 137,784
Retained earnings
180,141 168,347
Accumulated other comprehensive loss
( 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
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Parke Bancorp Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(Dollars in thousands except per share data)
For the Three Months Ended
For the Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
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
— 25 — 25
Other loan fees
145 163 322 402
Bank owned life insurance income
169 162 334 322
Other
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
384 322 734 653
OREO expense
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
Less: 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
$ 0.70 $ 0.54 $ 1.36 $ 1.05
Diluted
$ 0.69 $ 0.53 $ 1.34 $ 1.04
Weighted average common shares outstanding
Basic
11,843,328 11,962,197 11,839,856 11,960,487
Diluted
12,008,224 12,119,359 12,007,594 12,125,546
See accompanying notes to the unaudited consolidated financial statements
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Parke Bancorp Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
(Dollars in thousands)
For the Three Months Ended
For the Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Net income attributable to the Company
$ 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
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Parke Bancorp, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF EQUITY
(unaudited)
(Dollars in thousands except share data)
Three and Six months ended June 30, 2025
Accumulated
Shares of
Shares of
Additional
Other
Total
Preferred Stock
Preferred
Common Stock
Common
Paid-In
Retained
Comprehensive
Treasury
Shareholders'
Outstanding
Stock
issued
Stock
Capital
Earnings
Income (Loss)
Stock
Equity
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
— — 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)
— — — — — ( 10 ) — — ( 10 )
Dividend on common stock ($ 0.36 per share)
— — — — — ( 4,257 ) — — ( 4,257 )
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
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Parke Bancorp, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF EQUITY
(unaudited)
(Dollars in thousands except share data)
Three and Six months ended June 30, 2024
Accumulated
Shares of
Shares of
Additional
Other
Total
Preferred Stock
Preferred
Common Stock
Common
Paid-In
Retained
Comprehensive
Treasury
Shareholders'
Outstanding
Stock
issued
Stock
Capital
Earnings
Income (Loss)
Stock
Equity
Three Months Ended
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)
— — — — — ( 5 ) — — ( 5 )
Dividend on common stock ($ 0.18 per share)
— — — — — ( 2,155 ) — — ( 2,155 )
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
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Parke Bancorp Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(Dollars in thousands)
For the Six Months Ended
June 30,
2025
2024
Cash Flows from Operating Activities:
Net income
$ 16,061 $ 12,606
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
272 286
Provision for credit losses
1,574 687
Increase in value of bank owned life insurance
( 334 ) ( 322 )
Gain on sale of SBA loans
— ( 25 )
SBA loans originated for sale
— ( 300 )
Proceeds from sale of SBA loans originated for sale
— 325
Net accretion of purchase premiums and discounts on securities
( 23 ) ( 22 )
Stock based compensation
133 142
Net changes in:
(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:
Repayments and maturities of investment securities available for sale
741 824
Repayments and maturities of investment securities held to maturity
157 73
Net increase in loans
( 66,630 ) ( 17,796 )
Purchases of bank premises and equipment
( 442 ) ( 53 )
Redemptions of restricted stock
4,963 3,600
Purchases of restricted stock
( 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
99 56
Conversion of Series B preferred stock
— ( 1 )
Excise tax payment on purchase of treasury stock
( 29 ) —
Decrease in FHLBNY long-term borrowings
— ( 75,000 )
Net (decrease) increase in FHLBNY short-term borrowings
( 45,000 ) 125,000
Net increase (decrease) in noninterest-bearing deposits
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,
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
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Notes to Consolidated Financial Statements (Unaudited)
NOTE 1. ORGANIZATION
Parke Bancorp, Inc. (the “Company, we, us, our”) is a bank holding company headquartered in Sewell, New Jersey. Through subsidiaries, the Company provides individuals, corporations and other businesses and institutions with commercial and retail banking services, principally loans and deposits. The Company was incorporated in January 2005 under the laws of the State of New Jersey for the sole purpose of becoming the holding company of Parke Bank (the "Bank").
The Bank is a commercial bank, which was incorporated on August 25, 1998, and commenced operations on January 28, 1999. The Bank is chartered by the New Jersey Department of Banking and Insurance and its deposits are insured by the Federal Deposit Insurance Corporation. The Bank maintains its principal office at 601 Delsea Drive, Sewell, New Jersey, and has six additional branch office locations; 501 Tilton Road, Northfield, New Jersey, 567 Egg Harbor Road, Washington Township, New Jersey, 67 East Jimmie Leeds Road, Galloway Township, New Jersey, 1150 Haddon Avenue, Collingswood, New Jersey, 1610 Spruce Street, Philadelphia, Pennsylvania, and 1032 Arch Street, Philadelphia, Pennsylvania. The Bank also has a loan office located at 1817 East Venango Street, Philadelphia, Pennsylvania.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Financial Statement Presentation: We prepared our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Parke Bank (including certain partnership interests). Parke Capital Trust I, Parke Capital Trust II and Parke Capital Trust III are wholly-owned subsidiaries but are not consolidated as they do not meet the requirements for consolidation under applicable accounting guidance. We have eliminated inter-company balances and transactions. We have also reclassified certain prior year amounts to conform to the current year presentation, which did not have a material impact on our consolidated financial condition or results of operations.
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 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 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: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term include the allowance for credit losses, the valuation of deferred income taxes, and the carrying value of other real estate owned ("OREO").
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Segment Reporting: The Company operates one reportable segment of business, "community banking". Through its community banking segment, the Company provides a broad range of retail and community banking services. The accounting policies of the community banking segment are the same as those described in the summary of significant accounting policies.
The Company's chief operating decision maker ("CODM") is the President, Chief Executive Officer and Director, who decides how to allocate resources based on net income that also is reported on the income statement as consolidated net income.
The measure of segment assets is reported on the balance sheet as total consolidated assets.
The following table presents segment profit and significant expenses.
Community Banking Segment
(Dollars in thousands)
For the Three Months Ended June 30,
For the Six Months Ended June 30,
2025
2024
2025
2024
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
Adjustments and reconciling items
— — — —
Consolidated net income
$ 8,283 $ 6,455 $ 16,061 $ 12,606
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NOTE 3. INVESTMENT SECURITIES
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.
Gross
Gross
Amortized
unrealized
unrealized
As of June 30, 2025
cost
gains
losses
Fair value
(Dollars in thousands)
Available for sale:
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
$ 9,084 $ — $ 1,633 $ 7,451
Gross
Gross
Amortized
unrealized
unrealized
As of December 31, 2024
cost
gains
losses
Fair value
(Dollars in thousands)
Available for sale:
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
$ 9,209 $ 3 $ 1,720 $ 7,492
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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:
Amortized
Fair
Cost
Value
(Dollars in thousands)
Available for sale:
Due within one year
$ — $ —
Due after one year through five years
2,237 2,111
Due after five years through ten years
871 800
Due after ten years
2,147 2,006
Total available for sale
$ 5,255 $ 4,917
Held to maturity:
Due within one year
$ — $ —
Due after one year through five years
1,516 1,517
Due after five years through ten years
2,472 1,964
Due after ten years
5,096 3,970
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 and six months ended June 30, 2025 and 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 June 30, 2025 and December 31, 2024 :
As of June 30, 2025
Less Than 12 Months
12 Months or Greater
Total
Fair
Unrealized
Fair
Unrealized
Fair
Unrealized
Description of Securities
Value
Losses
Value
Losses
Value
Losses
(Dollars in thousand)
Available for sale:
Residential mortgage-backed securities
$ 1 $ — $ 4,439 $ 344 $ 4,440 $ 344
Total available for sale
$ 1 $ — $ 4,439 $ 344 $ 4,440 $ 344
As of December 31, 2024
Less Than 12 Months
12 Months or Greater
Total
Fair
Unrealized
Fair
Unrealized
Fair
Unrealized
Description of Securities
Value
Losses
Value
Losses
Value
Losses
(Dollars in thousands)
Available for sale:
Residential mortgage-backed securities
$ 80 $ 1 $ 4,973 $ 455 $ 5,053 $ 456
Total available for sale
$ 80 $ 1 $ 4,973 $ 455 $ 5,053 $ 456
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On at least a quarterly basis, we review all debt securities that are in an unrealized loss position for a credit loss. An investment security is deemed impaired if the fair value of the investment is less than its amortized cost. Amortized cost includes adjustments (if any) made to the cost basis of an investment for accretion, amortization, and previous other-than-temporary impairments. For individual debt securities classified as available for sale, we determine whether a decline in fair value below the amortized cost has resulted from a credit loss or other factors. If the decline in fair value is due to credit, we will record the portion of the impairment loss relating to credit through an allowance for credit losses. 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 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. government. 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 June 30, 2025 .
The Company classifies the held-to-maturity debt securities into the following major security types: residential mortgage backed, and state and political subdivisions. These securities are highly rated with a history of no credit losses, and are assigned ratings based on the most recent data from ratings agencies depending on the availability of data for the security. Credit ratings of held-to-maturity debt securities, which are a significant input in calculating the expected credit loss, are reviewed on a quarterly basis. 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. 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 June 30, 2025 .
NOTE 4. LOANS AND ALLOWANCE FOR CREDIT LOSSES ON LOANS
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
$ 33,012 $ 35,381
Construction
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
177,839 174,756
Consumer
4,396 4,884
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
$ 1,901,016 $ 1,835,580
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An age analysis of past due loans by class at June 30, 2025 and December 31, 2024 is as follows:
30-59
60-89
Greater
Days Past
Days Past
than 90
Total
Total
June 30, 2025
Due
Due
Days
Past Due
Current
Loans
(Dollars in Thousands)
Commercial and Industrial
$ — $ — $ 667 $ 667 $ 32,345 $ 33,012
Construction
— — 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
— — — — 177,839 177,839
Consumer
33 46 — 79 4,317 4,396
Total Loans
$ 183 $ 16,374 $ 11,197 $ 27,754 $ 1,907,032 $ 1,934,786
30-59
60-89
Greater
Days Past
Days Past
than 90
Total
Total
December 31, 2024
Due
Due
Days
Past Due
Current
Loans
(Dollars in thousands)
Commercial and Industrial
$ — $ — $ 684 $ 684 $ 34,697 $ 35,381
Construction
— — 1,091 1,091 148,255 149,346
Real Estate Mortgage:
Commercial – Owner Occupied
— — 400 400 160,041 160,441
Commercial – Non-owner Occupied
— — 5,485 5,485 365,813 371,298
Residential – 1 to 4 Family
223 362 2,883 3,468 444,412 447,880
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
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The following table provides the amortized cost of loans on nonaccrual status:
June 30, 2025
Loans Past Due
Nonaccrual
Nonaccrual
Total
Over 90 Days
Total
(amounts in thousands)
with no ACL
with ACL
Nonaccrual
Still Accruing
Nonperforming
Commercial and Industrial
$ — $ 667 $ 667 $ — $ 667
Construction
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
$ 6,358 $ 4,839 $ 11,197 $ — $ 11,197
December 31, 2024
Loans Past Due
Nonaccrual
Nonaccrual
Total
Over 90 Days
Total
(amounts in thousands)
with no ACL
with ACL
Nonaccrual
Still Accruing
Nonperforming
Commercial and Industrial
$ — $ 684 $ 684 $ — $ 684
Construction
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
Allowance for Credit Losses on Off-Balance Sheet Credit Exposures
The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on off-balance sheet credit exposures is adjusted through the provision for 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 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.
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Allowance for Credit Losses (ACL)
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
Commercial
Residential
Commercial
Owner
Non-owner
Residential
1 to 4 Family
Residential
and Industrial
Construction
Occupied
Occupied
1 to 4 Family
Investment
Multifamily
Consumer
Total
(Dollars in thousands)
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
Charge-offs
— — — — — — — — —
Recoveries
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
$ 1,097 $ 3,037 $ 1,871 $ 6,300 $ 9,166 $ 8,832 $ 2,203 $ 67 $ 32,573
Charge-offs
— — — — — — — — —
Recoveries
2 — — — — — — — 2
Provisions (benefits)
( 108 ) 85 167 2,260 ( 795 ) ( 339 ) ( 62 ) ( 13 ) 1,195
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
Commercial
Residential
Commercial
Owner
Non-owner
Residential
1 to 4 Family
Residential
and Industrial
Construction
Occupied
Occupied
1 to 4 Family
Investment
Multifamily
Consumer
Total
(Dollars in thousands)
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
Charge-offs
— — — — — — — ( 21 ) ( 21 )
Recoveries
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
$ 926 $ 3,347 $ 1,795 $ 7,108 $ 9,061 $ 8,783 $ 1,049 $ 62 $ 32,131
Charge-offs
— — — — — — — ( 21 ) ( 21 )
Recoveries
24 — 1 — — — — — 25
Provisions (benefits)
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.
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Collateral-Dependent Loans
The following table presents the collateral-dependent loans by portfolio segment and collateral type at June 30, 2025 :
Business
(amounts in thousands)
Real Estate
Assets
Other
Commercial and Industrial
$ 667 $ — $ —
Construction
1,091 — —
Commercial - Owner Occupied
400 — —
Commercial - Non-owner Occupied
4,998 — —
Residential - 1 to 4 Family
2,174 — —
Residential - 1 to 4 Family Investment
1,867 — —
Residential - Multifamily
— — —
Consumer
— — —
Total
$ 11,197 $ — $ —
The following table presents the collateral-dependent loans by portfolio segment and collateral type at December 31, 2024 :
Business
(amounts in thousands)
Real Estate
Assets
Other
Commercial and Industrial
$ 684 $ — $ —
Construction
1,091 — —
Commercial - Owner Occupied
400 — —
Commercial - Non-owner Occupied
5,195 — —
Residential - 1 to 4 Family
2,794 — —
Residential - 1 to 4 Family Investment
1,609 — —
Residential - Multifamily
— — —
Consumer
— — —
Total
$ 11,773 $ — $ —
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Credit Quality Indicators : As part of the on-going monitoring of the credit quality of the Company's loan portfolio, management tracks certain credit quality indicators including trends related to the risk grades of loans, the level of classified loans, net charge-offs, nonperforming loans (see details above) and the general economic conditions in the region.
The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. Loans are graded on a scale of 1 to 7. Grades 1 through 4 are considered “Pass”. A description of the general characteristics of the seven risk grades is as follows:
1.
Good : Borrower exhibits the strongest overall financial condition and represents the most creditworthy profile.
2.
Satisfactory (A) : Borrower reflects a well-balanced financial condition, demonstrates a high level of creditworthiness and typically will have a strong banking relationship with the Bank.
3.
Satisfactory (B) : Borrower exhibits a balanced financial condition and does not expose the Bank to more than a normal or average overall amount of risk. Loans are considered fully collectable.
4.
Watch List : Borrower reflects a fair financial condition, but there exists an overall greater than average risk. Risk is deemed acceptable by virtue of increased monitoring and control over borrowings. Probability of timely repayment is present.
5.
Other Assets Especially Mentioned (OAEM) : Financial condition is such that assets in this category have a potential weakness or pose unwarranted financial risk to the Bank even though the asset value is not currently individually evaluated. The asset does not currently warrant adverse classification but if not corrected could weaken and could create future increased risk exposure. Includes loans that require an increased degree of monitoring or servicing as a result of internal or external changes.
6.
Substandard : This classification represents more severe cases of #5 (OAEM) characteristics that require increased monitoring. Assets are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Assets are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral. Asset has a well-defined weakness or weaknesses that impairs the ability to repay debt and jeopardizes the timely liquidation or realization of the collateral at the asset’s net book value.
7.
Doubtful : Assets which have all the weaknesses inherent in those assets classified #6 (Substandard) but the risks are more severe relative to financial deterioration in capital and/or asset value; accounting/evaluation techniques may be questionable and the overall possibility for collection in full is highly improbable. Borrowers in this category require constant monitoring, are considered work-out loans and present the potential for future loss to the Bank.
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Table of Contents
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 .
Revolving
Loans at
(Dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year
Amortized
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Cost Basis
Total
Commercial and Industrial
Pass
$ 472 $ 1,128 $ 3,817 $ 800 $ 4 $ 6,259 $ 19,865 $ 32,345
OAEM
— — — — — — — —
Substandard
— — — — — — 667 667
Doubtful
— — — — — — — —
$ 472 $ 1,128 $ 3,817 $ 800 $ 4 $ 6,259 $ 20,532 $ 33,012
Current period gross charge-offs
$ — $ — $ — $ — $ — $ — $ — $ —
Construction
Pass
$ — $ — $ — $ 1,389 $ — $ 1,205 $ 160,653 $ 163,247
OAEM
— — — — — — — —
Substandard
— — — — — 1,091 — 1,091
Doubtful
— — — — — — — —
$ — $ — $ — $ 1,389 $ — $ 2,296 $ 160,653 $ 164,338
Current period gross charge-offs
$ — $ — $ — $ — $ — $ — $ — $ —
Commercial – Owner Occupied
Pass
$ 5,023 $ 23,445 $ 32,880 $ 34,383 $ 11,745 $ 52,120 $ 2,714 $ 162,310
OAEM
— — — — — — — —
Substandard
— — — — — 400 — 400
Doubtful
— — — — — — — —
$ 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
$ 74,506 $ 38,642 $ 15,008 $ 92,545 $ 30,603 $ 161,120 $ 12,938 $ 425,362
OAEM
— — — — — 4,668 — 4,668
Substandard
— — — — — 16,363 — 16,363
Doubtful
— — — — — — — —
$ 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
$ 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
$ 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
$ 17,744 $ 4,648 $ 4,860 $ 82,143 $ 31,398 $ 37,046 $ — $ 177,839
OAEM
— — — — — — — —
Substandard
— — — — — — — —
Doubtful
— — — — — — — —
$ 17,744 $ 4,648 $ 4,860 $ 82,143 $ 31,398 $ 37,046 $ — $ 177,839
Current period gross charge-offs
$ — $ — $ — $ — $ — $ — $ — $ —
Consumer
Performing
$ — $ 236 $ — $ — $ — $ 4,149 $ 11 $ 4,396
Nonperforming
— — — — — — — —
$ — $ 236 $ — $ — $ — $ 4,149 $ 11 $ 4,396
Current period gross charge-offs
$ — $ — $ — $ — $ — $ — $ — $ —
Total Loan Receivable
$ 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.
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Table of Contents
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 .
Revolving
Loans at
(Dollars in thousands)
Term Loans Amortized Cost Basis by Origination Year
Amortized
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Cost Basis
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 $ 1,061 $ 6 $ 658 $ 6,213 $ 21,861 $ 35,381
Current period gross charge-offs
$ — $ — $ — $ — $ — $ 22 $ — $ 22
Construction
Pass
$ — $ 315 $ 1,800 $ — $ 193 $ — $ 145,947 $ 148,255
OAEM
— — — — — — — —
Substandard
— — — — — 1,091 — 1,091
Doubtful
— — — — — — — —
$ — $ 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 $ 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 $ 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
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
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
Current period gross charge-offs
$ — $ — $ — $ — $ — $ — $ — $ —
Consumer
Performing
$ 246 $ — $ — $ — $ — $ 4,627 $ 11 $ 4,884
Nonperforming
— — — — — — — —
$ 246 $ — $ — $ — $ — $ 4,627 $ 11 $ 4,884
Current period gross charge-offs
$ — $ — $ — $ — $ — $ 22
$ — $ 21
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 June 30, 2025 and 2024 , the Company did not make any modifications to borrowers experiencing financial difficulty.
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NOTE 5. EARNINGS PER SHARE ( “ EPS ” )
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,
2025
2024
2025
2024
(Dollars in thousands except share and per share data)
(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
Less: 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
Add: Dividend on series B preferred stock
5 5 10 11
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
$ 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.
NOTE 6. FAIR VALUE
Fair Value Measurements
The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The fair value is a reasonable point within the range that is most representative of fair value under current market conditions. In accordance with this guidance, the Company groups its assets and liabilities carried at fair value in three levels as follows:
Level 1 Input:
1 )
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2 Inputs:
1 )
Quoted prices for similar assets or liabilities in active markets.
2 )
Quoted prices for identical or similar assets or liabilities in markets that are not active.
3 )
Inputs other than quoted prices that are observable, either directly or indirectly, for the term of the asset or liability (e.g., interest rates, yield curves, credit risks, prepayment speeds or volatilities) or “market corroborated inputs.”
Level 3 Inputs:
1 )
Prices or valuation techniques that require inputs that are both unobservable (i.e. supported by little or no market activity) and that are significant to the fair value of the assets or liabilities.
2 )
These assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.
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Table of Contents
Fair Value on a Recurring Basis:
The following is a description of the Company’s valuation methodologies for assets carried at fair value on a recurring basis. These methods may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes that its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting measurement date.
Investments in Available for Sale Securities:
Where quoted prices are available in an active market, securities or other assets are classified in Level 1 of the valuation hierarchy. If quoted market prices are not available for the specific security or available for sale loans, then fair values are provided by independent third -party valuation services. These valuation services estimate fair values using pricing models and other accepted valuation methodologies, such as quotes for similar securities and observable yield curves and spreads. As part of the Company’s overall valuation process, management evaluates these third -party methodologies to ensure that they are representative of exit prices in the Company’s principal markets. Securities in Level 2 are mortgage-backed securities.
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
(Dollars in thousands)
Available for Sale Securities
As of June 30, 2025
Residential mortgage-backed securities
$ — $ 4,917 $ — $ 4,917
Total
$ — $ 4,917 $ — $ 4,917
As of December 31, 2024
Residential mortgage-backed securities
$ — $ 5,551 $ — $ 5,551
Total
$ — $ 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
(Dollars in thousands)
As of June 30, 2025
Collateral-dependent loans
$ — $ — $ 5,120 $ 5,120
OREO
— — 1,562 1,562
As of December 31, 2024
Collateral-dependent loans
$ — $ — $ 5,189 $ 5,189
OREO
— — 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. Fair value is generally determined based upon independent third -party appraisals of the properties that collateralize the loans. If the loan balance exceeds the fair value of the collateral, a specific reserve is applied and these assets are generally classified as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.
OREO consists of real estate properties that are recorded at fair value based upon current appraised value, or agreements of sale, less estimated disposition costs using level 3 inputs. Properties are reappraised annually.
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Table of Contents
Fair Value of Financial Instruments
The Company discloses estimated fair values for its significant financial instruments in accordance with FASB ASC (Topic 825 ), “ Disclosures about Fair Value of Financial Instruments ”. The methodologies for estimating the fair value of financial assets and liabilities that are measured at fair value on a recurring or non-recurring basis are discussed above.
For certain financial assets and liabilities, carrying value approximates fair value due to the nature of the financial instrument. 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 June 30, 2025 and December 31, 2024 :
Carrying
Fair Value
June 30, 2025
Amount
Total
Level 1
Level 2
Level 3
(Dollars in thousands)
Financial Assets:
Investment securities HTM
$ 9,084 $ 7,451 $ — $ 7,451 $ —
Loans, net
1,901,016 1,908,531 — 1,897,303 11,228
Financial Liabilities:
Time deposits
$ 588,952 $ 589,445 $ — $ 589,445 $ —
Borrowings
143,395 143,917 — 143,917 —
Carrying
Fair Value
December 31, 2024
Amount
Total
Level 1
Level 2
Level 3
(Dollars in thousands)
Financial Assets:
Investment securities HTM
$ 9,209 $ 7,492 $ — $ 7,492 $ —
Loans, net
1,835,580 1,834,007 — 1,822,203 11,804
Financial Liabilities:
Time deposits
$ 715,158 $ 716,904 $ — $ 716,904 $ —
Borrowings
188,300 189,621 — 189,621 —
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NOTE 7. COMMITMENTS AND CONTINGENCIES
The Company is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated balance sheet. The contract or notional amounts of these instruments reflect the extent of the Company’s involvement in these particular classes of financial instruments. The Company’s exposure to the maximum possible credit risk in the event of nonperformance by the other party to the financial instruments for commitments to extend credit and standby letters of credit is represented by the contractual or notional amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. The Company evaluates each customer’s credit-worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of credit, is based on management’s credit evaluation. Collateral held varies but may include accounts receivable; inventory; property, plant and equipment and income-producing commercial properties. 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 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 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 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. The Company has also entered in Change-in-Control Severance Agreements with certain officers which provide for the payment of severance in certain circumstances following a change in control.
We provide banking services to customers that are licensed by various States to do business in the cannabis industry as growers, processors and dispensaries. Cannabis businesses are legal in these States, although they are not legal at the federal level. The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) published guidelines in 2014 for financial institutions servicing state legal cannabis businesses. 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 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. Throughout the relationship, we continue monitoring the business, including site visits, to ensure that the business continues to meet our stringent requirements, including maintenance of required licenses and periodic financial reviews of the business.
While we believe we are operating in compliance with the FinCEN guidelines, there can be no assurance that federal enforcement guidelines will not change. Federal prosecutors have significant discretion and there can be no assurance that the federal prosecutors will not choose to strictly enforce the federal laws governing cannabis. Any change in the Federal government’s enforcement position, could cause us to immediately cease providing banking services to the cannabis industry.
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.
NOTE 8. 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 .
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