What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-08 compared with 2025-05-09 · 189 added, 98 removed, 773 unchanged (27% of the section changed)

31 unchanged sentences

Authorized - 90,000,000 shares

Issued and outstanding - 10,490,264 shares and 10,814,960 shares at March 31, 2025 and December 31, 2024, respectively

Issued and outstanding - 10,389,137 shares and 10,814,960 shares at June 30, 2025 and December 31, 2024, respectively

103,891 108,150

8 unchanged sentences

Condensed Consolidated Statements of Income

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Interest Income

14 unchanged sentences

Loan and lease servicing fees 135,880 131,712 248,238 258,954

Net loss on securities (includes $( 156,859 ), $( 62,029 ), $( 156,859 ), and $( 62,029 ), respectively, related to accumulated other comprehensive income reclassifications)

( 156,859 ) ( 62,029 ) ( 156,859 ) ( 62,029 )

Net gains on loan and lease sales 101,338 90,321 196,443 209,638

17 unchanged sentences

Income Before Income Tax Expense 2,984,425 2,365,640 5,301,033 5,086,716

Provision for income taxes 348,298 352,160

Provision for income taxes (includes $ 32,940 , $ 13,026 , $ 32,940 , and $ 13,026 , respectively, related to income tax benefit from reclassification of items)

382,427 305,061 730,725 657,221

Net Income $ 2,601,998 $ 2,060,579 $ 4,570,308 $ 4,429,495

4 unchanged sentences

Richmond Mutual Bancorporation, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

Condensed Consolidated Statements of Comprehensive Income

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Net Income $ 2,601,998 $ 2,060,579 $ 4,570,308 $ 4,429,495

2 unchanged sentences

959,255 ( 1,335,202 ) 2,235,437 ( 4,184,842 )

Comprehensive Income (Loss) $ 3,244,492 $ ( 480,724 )

reclassification adjustment for realized losses included in net income, net of tax benefit of $ 32,940 , $ 13,026 , $ 32,940 , and $ 13,026 , respectively

( 123,919 ) ( 49,003 ) ( 123,919 ) ( 49,003 )

1,083,174 ( 1,286,199 ) 2,359,356 ( 4,135,839 )

Comprehensive Income $ 3,685,172 $ 774,380 $ 6,929,664 $ 293,656

See Notes to Condensed Consolidated Statements.

1 unchanged sentence

Condensed Consolidated Statements of Changes in Stockholders’ Equity

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Common Stock Additional

4 unchanged sentences

Outstanding Amount

Balances, December 31, 2024 10,814,960 $ 108,150 $ 97,709,231 $ 91,582,986 $ ( 10,722,410 ) $ ( 45,806,197 ) $ 132,871,760

Balances, March 31, 2025 10,490,264 $ 104,903 $ 93,836,968 $ 92,058,581 $ ( 10,538,580 ) $ ( 44,530,015 ) $ 130,931,857

Net income — — — 2,601,998 — — 2,601,998

5 unchanged sentences

Repurchase of common stock ( 101,127 ) ( 1,012 ) ( 1,399,025 ) — — — ( 1,400,037 )

Balances, March 31, 2025 10,490,264 $ 104,903 $ 93,836,968 $ 92,058,581 $ ( 10,538,580 ) $ ( 44,530,015 ) $ 130,931,857

Three Months Ended March 31, 2024

Balances, June 30, 2025 10,389,137 $ 103,891 $ 92,798,702 $ 93,220,564 $ ( 10,354,751 ) $ ( 43,446,841 ) $ 132,321,565

Six Months Ended June 30, 2025

Common Stock Additional

12 unchanged sentences

Repurchase of common stock ( 425,823 ) ( 4,259 ) ( 5,629,400 ) — — — ( 5,633,659 )

Balances, June 30, 2025 10,389,137 $ 103,891 $ 92,798,702 $ 93,220,564 $ ( 10,354,751 ) $ ( 43,446,841 ) $ 132,321,565

See Notes to Condensed Consolidated Statements.

Three Months Ended June 30, 2024

Common Stock Additional

Capital Retained

Earnings Unearned

Shares Accumulated

Comprehensive

Outstanding Amount

Balances, March 31, 2024 11,115,887 $ 111,159 $ 100,613,827 $ 88,834,364 $ ( 11,273,897 ) $ ( 45,894,736 ) $ 132,390,717

Net income — — — 2,060,579 — — 2,060,579

Other comprehensive income — — — — — ( 1,286,199 ) ( 1,286,199 )

ESOP shares earned — — ( 28,270 ) — 183,829 — 155,559

Forfeiture of restricted stock awards ( 400 ) ( 4 ) 4 — — — —

Stock based compensation — — 363,504 — — — 363,504

Exercise of stock options 652 6 ( 8 ) — — — ( 2 )

Common stock dividends ($ 0.14 per share)

— — — ( 1,437,106 ) — — ( 1,437,106 )

Repurchase of common stock ( 97,315 ) ( 973 ) ( 1,135,825 ) — — — ( 1,136,798 )

Balances, June 30, 2024 11,018,824 $ 110,188 $ 99,813,232 $ 89,457,837 $ ( 11,090,068 ) $ ( 47,180,935 ) $ 131,110,254

Six Months Ended June 30, 2024

Common Stock Additional

Capital Retained

Earnings Unearned

Shares Accumulated

Comprehensive

Outstanding Amount

Balances, December 31, 2023 11,208,500 $ 112,085 $ 101,347,566 $ 87,902,747 $ ( 11,457,726 ) $ ( 43,045,096 ) $ 134,859,576

Net income — — — 4,429,495 — — 4,429,495

Other comprehensive loss — — — — — ( 4,135,839 ) ( 4,135,839 )

ESOP shares earned — — ( 57,931 ) — 367,658 — 309,727

Granting of restricted stock awards ( 400 ) ( 4 ) 4 — — — —

Stock based compensation — — 730,989 — — — 730,989

Exercise of stock options 652 6 ( 8 ) — — — ( 2 )

Common stock dividends ($ 0.28 per share)

— — — ( 2,874,405 ) — — ( 2,874,405 )

Repurchase of common stock ( 189,928 ) ( 1,899 ) ( 2,207,388 ) — — — ( 2,209,287 )

Balances, June 30, 2024 11,018,824 $ 110,188 $ 99,813,232 $ 89,457,837 $ ( 11,090,068 ) $ ( 47,180,935 ) $ 131,110,254

See Notes to Condensed Consolidated Statements.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

Three Months Ended March 31,

Six Months Ended June 30,

Operating Activities

6 unchanged sentences

Investment securities amortization, net 364,455 504,769

Net loss on sale of investment securities - available for sale

156,859 62,029

Net gains on loan and lease sales ( 196,443 ) ( 209,638 )

Gain on sale of real estate owned

Gain on sale of premises and equipment ( 4,500 ) ( 6,000 )

Accretion of loan origination fees ( 446,258 ) ( 357,780 )

13 unchanged sentences

Proceeds from maturities and paydowns of securities available for sale 8,875,127 8,418,748

Proceeds from sales of securities available for sale 6,765,143 3,789,203

Proceeds from maturities and paydowns of securities held to maturity 565,159 290,305

2 unchanged sentences

Purchases of premises and equipment ( 703,448 ) ( 229,675 )

Proceeds from sale of premises and equipment — 6,000

Purchase of FHLB stock — ( 1,260,000 )

Net cash used in investing activities ( 12,041,848 ) ( 30,218,339 )

Net cash provided by (used in) investing activities 2,470,051 ( 41,187,509 )

Financing Activities

6 unchanged sentences

Repurchase of common stock ( 5,633,659 ) ( 2,209,287 )

Proceeds from stock option exercises — ( 2 )

Dividends paid ( 2,932,730 ) ( 2,874,405 )

Net cash provided by financing activities 15,136,070 28,106,194

Net cash (used in) provided by financing activities

( 4,040,912 ) 34,886,953

Net Change in Cash and Cash Equivalents 5,454,293 ( 1,221,076 )

89 unchanged sentences

The amortized cost and approximate fair values, together with gross unrealized gains and losses, of investment securities are as follows:

March 31, 2025

June 30, 2025

Available for sale

23 unchanged sentences

Total investment securities $ 319,672 $ 16 $ 58,075 $ 261,613

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

The amortized cost and fair value of investment securities at June 30, 2025, by contractual maturity, are shown below.

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

8 unchanged sentences

Totals $ 304,345 $ 249,348 $ 2,932 $ 2,855

Investment securities with a carrying value of $ 109,295,000 and $ 109,909,000 were pledged at March 31, 2025 and December 31, 2024, respectively, to secure certain deposits and for other purposes as permitted or required by law.

There were no sales of securities available for sale for the three months ended March 31, 2025 and March 31, 2024.

Investment securities with a carrying value of $ 140,436,000 and $ 136,799,000 were pledged at June 30, 2025 and December 31, 2024, respectively, to secure certain deposits and for other purposes as permitted or required by law.

Proceeds from the sale of securities available for sale for both the three and six months ended June 30,2025 were $ 6,765,000 .

Gross losses recognized on the sale of securities available for sale for the three and six months ended June 30, 2025 were $ 157,000 , while there were no gross gains recognized during those same periods.

Proceeds from the sale of securities available for sale for both the three and six months ended June 30, 2024 were $ 3,789,000 .

Gross losses recognized on the sale of securities available for sale for the three and six months ended June 30, 2024 were $ 62,000 , while there were no gross gains recognized during those same periods.

Certain investments in debt securities, as reflected in the table below, are reported in the condensed consolidated financial statements and notes at an amount less than their historical cost.

Total fair value of these investments at March 31, 2025 and December 31, 2024 was $ 253,703,000 and $ 255,749,000 , respectively, which is approximately 98 % and 98 % of the Company’s aggregated available for sale and held to maturity investment portfolio at those dates, respectively.

Total fair value of these investments at June 30, 2025 and December 31, 2024 was $ 244,053,000 and $ 255,749,000 , respectively, which is approximately 96 % and 98 % of the Company’s aggregated available for sale and held to maturity investment portfolio at those dates, respectively.

These declines primarily resulted from changes in market interest rates since their purchase.

The Company does not consider available for sale securities with unrealized losses to be experiencing credit losses at March 31, 2025.

The Company does not consider available for sale securities with unrealized losses to be experiencing credit losses at June 30, 2025.

Management considers it more likely than not that the Company will not be required to sell these investments before recovery of the amortized cost basis, which may be the maturity dates of the securities.

3 unchanged sentences

The Company monitors the credit quality of investment securities held to maturity through the use of credit ratings quarterly.

As of March 31, 2025, there was no allowance for credit losses recognized on the Company's securities held to maturity portfolio.

The following table summarizes the amortized cost of held to maturity securities by credit quality indicator as of March 31, 2025 and December 31, 2024:

As of June 30, 2025, there was no allowance for credit losses recognized on the Company's securities held to maturity portfolio.

The following table summarizes the amortized cost of held to maturity securities by credit quality indicator as of June 30, 2025 and December 31, 2024:

State and municipal obligations

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

AA+ $ 415 $ 483

2 unchanged sentences

The Company has elected to exclude accrued interest receivable from the calculation of the allowance for credit losses.

The following tables show the Company’s investment securities by gross unrealized losses and fair value, 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:

Description of

Securities March 31, 2025

Securities June 30, 2025

Less Than 12 Months 12 Months or More Total

45 unchanged sentences

Loans, Leases and Allowance

The following table shows the composition of the loan and lease portfolio at March 31, 2025 and December 31, 2024:

The following table shows the composition of the loan and lease portfolio at June 30, 2025 and December 31, 2024:

2025 December 31,

51 unchanged sentences

No material changes have been made to the risk characteristics discussed above contained in the Company's 2024 Form 10-K.

The following tables present the credit risk profile of the Company’s loan and lease portfolio based on rating category, payment activity, and origination year as of March 31, 2025 and rating category as of December 31, 2024:

The following tables present the credit risk profile of the Company’s loan and lease portfolio based on rating category, payment activity, and origination year as of June 30, 2025 and rating category as of December 31, 2024:

2025 2024 2023 2022 2021 Prior Revolving loans amortized cost basis Total

As of March 31, 2025:

As of June 30, 2025:

Commercial mortgage

5 unchanged sentences

Pass 13,942 16,905 26,290 7,561 10,097 11,523 52,432 138,750

Special Mention — — — — — 137 502 639

Substandard — — — 232 111 33 1,574 1,950

73 unchanged sentences

Total current period gross charge-offs $ 47 $ 830 $ 706 $ 357 $ 72 $ 30 $ — $ 2,042

For the three months ended March 31, 2025 and December 31, 2024, the Company did not have any revolving loans convert to term loans.

The following tables present the Company’s loan and lease portfolio aging analysis of the recorded investment in loans and leases as of March 31, 2025 and December 31, 2024:

March 31, 2025

For the three months ended June 30, 2025 and December 31, 2024, the Company did not have any revolving loans convert to term loans.

The following tables present the Company’s loan and lease portfolio aging analysis of the recorded investment in loans and leases as of June 30, 2025 and December 31, 2024:

June 30, 2025

Delinquent Loans and Leases Current Total

27 unchanged sentences

Totals $ 2,522 $ 1,599 $ 6,709 $ 10,830 $ 1,164,466 $ 1,175,296 $ 1,714

The following table presents information on the Company’s nonaccrual loans and leases at March 31, 2025 and December 31, 2024:

The following table presents information on the Company’s nonaccrual loans and leases at June 30, 2025 and December 31, 2024:

2025 December 31,

5 unchanged sentences

Total nonaccrual loans and leases $ 5,573 $ 673 $ 5,063 $ 128

During the three months ended March 31, 2025 and December 31, 2024, the Company recognized $ 1,000 and $ 1,000 of interest income on nonaccrual loans and leases, respectively.

The following tables present the Company's amortized cost basis of collateral dependent loans, and their respective collateral type, which are individually analyzed to determine expected credit losses as of March 31, 2025 and December 31, 2024:

March 31, 2025

During both the three months ended June 30, 2025 and December 31, 2024, the Company recognized $ 1,000 of interest income on nonaccrual loans and leases.

June 30, 2025

Commercial Real Estate Multi-family Housing Residential Real Estate Other Total Allowance on Collateral Dependent Loans

18 unchanged sentences

If a determination is made that a modified loan or lease has been deemed uncollectible, the loan or lease (or portion of the loan or lease) is charged-off, reducing the amortized cost basis of the loan or lease and adjusting the allowance for credit losses.

During the three months ended March 31, 2025 and 2024 the Company had no new modifications to borrowers experiencing financial difficulty.

There were no modified loans or leases that had a payment default during the three months ended March 31, 2025 or 2024, and that were modified in the twelve months prior to that default by borrowers experiencing financial difficulty.

During the three and six months ended June 30, 2025 and 2024, the Company had no new modifications to borrowers experiencing financial difficulty.

There were no modified loans or leases that had a payment default during the three or six months ended June 30, 2025 or 2024, and that were modified in the twelve months prior to that default by borrowers experiencing financial difficulty.

Other Real Estate Owned

Other real estate owned is included in other assets on the Condensed Consolidated Balance Sheets.

At both March 31, 2025 and December 31, 2024 there was $ 37,000 of other real estate owned, consisting of foreclosed residential real estate properties.

At both March 31, 2025 and December 31, 2024, the recorded investment in consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process was $ 275,000 .

At both June 30, 2025 and December 31, 2024 there was $ 37,000 of other real estate owned, consisting of foreclosed residential real estate properties.

At June 30, 2025 and December 31, 2024, the recorded investment in consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process was $ 289,000 and $ 275,000 , respectively.

Direct Financing Leases

6 unchanged sentences

Net investment in direct finance leases $ 147,193 $ 148,102

The following table summarizes the future minimum lease payments receivable subsequent to March 31, 2025:

The following table summarizes the future minimum lease payments receivable subsequent to June 30, 2025:

Remainder of 2025 $ 34,301

26 unchanged sentences

• the effect of other external factors.

The following tables summarize changes in the allowance for credit losses by segment for the three months ended March 31, 2025 and 2024, respectively:

Balances, December 31, 2024 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, March 31, 2025

The following tables summarize changes in the allowance for credit losses by segment for the three and six months ended June 30, 2025 and 2024, respectively:

Balances, March 31, 2025 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2025

Commercial mortgage $ 4,734 $ 54 $ — $ — $ 4,788

7 unchanged sentences

Total $ 16,078 $ 767 $ ( 707 ) $ 81 $ 16,219

Balances, December 31, 2023 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, March 31, 2024

Balances, December 31, 2024 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2025

Commercial mortgage $ 4,486 $ 302 $ — $ — $ 4,788

7 unchanged sentences

Total $ 15,791 $ 1,450 $ ( 1,265 ) $ 243 $ 16,219

The allowance for credit losses on loans and leases increased from $ 15.8 million at December 31, 2024, to $ 16.1 million at March 31, 2025.

The increase was attributable to provisions for credit losses totaling $ 683,000 during the first quarter of 2025, partially offset by net charge-offs of $ 395,000 .

Balances, March 31, 2024 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2024

Commercial mortgage $ 4,626 $ 155 $ — $ — $ 4,781

Commercial and industrial 1,390 17 — 14 1,421

Construction and development 3,900 ( 436 ) — — 3,464

Multi-family 1,906 191 — — 2,097

Residential mortgage 1,720 36 — 5 1,761

Home equity 113 20 — — 133

Direct financing leases 1,868 477 ( 514 ) 89 1,920

Consumer 302 47 ( 66 ) 22 305

Total $ 15,825 $ 507 $ ( 580 ) $ 130 $ 15,882

Balances, December 31, 2023 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2024

Commercial mortgage $ 4,655 $ 126 $ — $ — $ 4,781

Commercial and industrial 1,281 65 — 75 1,421

Construction and development 3,883 ( 419 ) — — 3,464

Multi-family 1,789 308 — — 2,097

Residential mortgage 1,681 81 ( 10 ) 9 1,761

Home equity 102 31 — — 133

Direct financing leases 1,955 723 ( 871 ) 113 1,920

Consumer 317 78 ( 138 ) 48 305

Total $ 15,663 $ 993 $ ( 1,019 ) $ 245 $ 15,882

During the second quarter of 2025, the allowance for credit losses on loans and leases increased from $ 16.1 million at March 31, 2025, to $ 16.2 million at June 30, 2025.

The increase was attributable to provisions for credit losses totaling $ 767,000 during the three months ended June 30, 2025, partially offset by net charge-offs of $ 626,000 .

Set forth below is a segment analysis of the loan and lease portfolio reflecting the change in the allowance for each segment, due to the change in the amount of each segment.

1 unchanged sentence

• Commercial & Industrial – allowance increased due to loan balances increasing $ 4.2 million.

• Construction & Development – allowance decreased due to loan balances decreasing $ 32.6 million.

• Multi-Family – allowance increased due to loan balances increasing $ 25.6 million.

• Residential Mortgage – allowance decreased due to loan balances decreasing $ 30,000 .

• Construction & Development – allowance increased due to loan balances increasing $ 2.4 million.

• Multi-Family – allowance decreased due to loan balances decreasing $ 19.7 million.

• Residential Mortgage – allowance decreased due to loan balances decreasing $ 3.7 million.

• Home Equity – allowance increased due to loan balances increasing $ 1.3 million.

• Direct Financing Leases – allowance decreased due to loan balances decreasing $ 2.0 million.

• Consumer – allowance decreased due to loan balances decreasing $ 975,000 .

Our commercial loan portfolio, consisting of commercial and multi-family real estate loans, commercial and industrial loans, and construction loans, represented 70.1 % and 69.5 % of our portfolio as of March 31, 2025 and December 31, 2024, respectively.

The allowance for credit losses on loans and leases allocated to the commercial loan portfolio represented 69.4 % and 68.9 % of our total allowance at March 31, 2025 and December 31, 2024, respectively.

• Direct Financing Leases – allowance increased due to loan balances increasing $ 1.1 million.

• Consumer – allowance increased due to loan balances increasing $ 353,000 .

Our commercial loan portfolio, consisting of commercial and multi-family real estate loans, commercial and industrial loans, and construction loans, represented 69.9 % and 69.5 % of our portfolio as of June 30, 2025 and December 31, 2024, respectively.

The allowance for credit losses on loans and leases allocated to the commercial loan portfolio represented 69.3 % and 68.9 % of our total allowance at June 30, 2025 and December 31, 2024, respectively.

Economic Outlook

2 unchanged sentences

Economic factors are a consequential part of these forecasts, and as such are evaluated periodically for developments that may impact the Company's allowance for credit losses and loan and lease portfolio.

As of March 31, 2025 there are several key economic factors affecting the Company's loan and lease portfolio.

As of June 30, 2025, there are several key economic factors that continue to affect the Company's loan and lease portfolio.

These economic factors include persistent inflation, weakening economic growth, and unemployment.

5 unchanged sentences

Their respective forecasts are described below:

• Columbus, Ohio – The market region forecasts an overall estimated job growth of 1 % in 2025.

This is slightly below national projections.

Unemployment rates were slightly above the national unemployment average in the first quarter of 2025.

However, city officials have announced multiple large multi-million dollar construction projects for the market region.

• Dayton/Springfield, Ohio – The market region forecasts slight estimated job growth in 2025, however the unemployment rate is slightly above the national unemployment average.

As of the first quarter of 2025, there were an additional 2.3 million square feet of new construction in process.

Additionally, the two new interstate improvement projects of approximately $ 70 million were announced for the market region.

• Indianapolis, Indiana – The market region is forecasting positive job growth in 2025.

In 2024, the market region experienced continuous and balanced economic growth.

Subsequently, based upon similar growth patterns driven primarily by the expanding labor market, retail sales growth, and increasing median household incomes, the outlook for the region is favorable.

The unemployment rate was slightly below the national unemployment average in the first quarter of 2025.

• Columbus, Ohio – The economic outlook for the Columbus MSA region is mixed.

Economic expansion is expected to be modest.

The market region continues to forecast ordinary job growth, with real GDP remaining flat for the remainder of 2025.

The unemployment rates edged slightly higher than the national unemployment average.

However, the market region is actively investing in workforce development, targeting high-demand fields such as information technology, engineering technology, and healthcare.

• Cincinnati/Dayton/Springfield, Ohio – The economic outlook for the Cincinnati/Dayton/Springfield market region is steady job growth.

However, the unemployment rate continues to be slightly above the national average due to labor force constraints, housing supply shortages, and uncertainty tied to geopolitics and tariffs.

Ongoing advanced manufacturing investments are expected to boost job creation and regional diversification.

The synergy between this market area as an integral part of Ohio's broader "Silicon Corridor" is increasingly vital for attracting new investment and workforce talent.

• Indianapolis, Indiana – The economic outlook for the Indianapolis market region is robust growth.

This can be attributed to diversified contributions from key sectors, improving wages, and low unemployment.

For 2025, Indianapolis is projected to have a top housing market within the Midwest, driven by affordability, job gains, and inventory.

The economic outlook for the region is favorable, while the unemployment rate is in line with the national unemployment rate average.

The economic outlook is significantly more complex and uncertain at best, thus creating a challenging economic environment requiring heightened vigilance and adaptability by the Company.

6 unchanged sentences

Adjustments to the allowance, either additional provisions or reversals, are recorded in the provision for (reversal of) credit losses in the Condensed Consolidated Statements of Income.

The following tables detail activity in the allowance for credit losses on unfunded commitments during the three months ended March 31, 2025 and 2024:

Three Months Ended March 31,

The following tables detail activity in the allowance for credit losses on unfunded commitments during the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30,

Beginning balance $ 607 $ 1,339

Reversal of credit losses ( 23 ) ( 236 )

Ending balance $ 584 $ 1,103

Six Months Ended June 30,

Beginning balance $ 558 $ 1,642

Provision for (reversal of) credit losses 26 ( 539 )

10 unchanged sentences

Recurring Measurements

The following tables present the fair value measurements of assets recognized in the Condensed Consolidated Balance Sheets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at March 31, 2025 and December 31, 2024:

Fair Value Measurements Using

2 unchanged sentences

(Level 2) Significant

March 31, 2025

June 30, 2025

Available for sale securities

20 unchanged sentences

Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy.

There have been no significant changes in the valuation techniques during the three months ended March 31, 2025.

There have been no significant changes in the valuation techniques during the six months ended June 30, 2025.

Available for Sale Securities

2 unchanged sentences

Level 2 securities include agency securities, obligations of state and political subdivisions, and mortgage-backed securities.

Matrix pricing is a mathematical

technique widely used in the banking industry to value investment securities without relying exclusively on quoted prices for specific investment securities but rather relying on the investment securities’ relationship to other benchmark quoted investment securities.

Matrix pricing is a mathematical technique widely used in the banking industry to value investment securities without relying exclusively on quoted prices for specific investment securities but rather relying on the investment securities’ relationship to other benchmark quoted investment

In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy.

Nonrecurring Measurements

As of March 31, 2025 and December 31, 2024, there were no assets or liabilities measured at fair value on a nonrecurring basis.

As of June 30, 2025 and December 31, 2024, there were no assets or liabilities measured at fair value on a nonrecurring basis.

Fair Value of Financial Instruments

The following tables present estimated fair values of the Company’s financial instruments at March 31, 2025 and December 31, 2024:

The following tables present estimated fair values of the Company’s financial instruments at June 30, 2025 and December 31, 2024:

Fair Value Measurements Using

2 unchanged sentences

(Level 2) Significant

March 31, 2025

June 30, 2025

Financial assets

34 unchanged sentences

The following table presents the computation of basic and diluted EPS for the periods indicated:

Three Months Ended March 31,

Three Months Ended June 30,

Net income $ 2,602 $ 2,061

8 unchanged sentences

Diluted Earnings Per Share $ 0.26 $ 0.20

Six Months Ended June 30,

Net income $ 4,570 $ 4,429

Shares outstanding for Basic EPS:

Average shares outstanding 10,563,679 11,116,338

average restricted stock award shares not vested 82,918 166,570

average unearned ESOP Shares 782,085 836,230

Shares outstanding for Basic EPS 9,698,676 10,113,538

Additional Dilutive Shares 265,482 90,591

Shares outstanding for Diluted EPS 9,964,158 10,204,129

Basic Earnings Per Share $ 0.47 $ 0.44

Diluted Earnings Per Share $ 0.46 $ 0.43

Benefit Plans

1 unchanged sentence

The Company matches employees' contributions at the rate of 50 percent for the first six percent of base salary contributed by participants.

The Company’s expense for the plan was $ 65,000 and $ 68,000 for the three months ended March 31, 2025 and 2024, respectively.

The Company’s expense for the plan was $ 66,000 and $ 130,000 for the three and six months ended June 30, 2025, and $ 70,000 and $ 138,000 for the three and six months ended June 30, 2024, respectively.

Employee Stock Ownership Plan

4 unchanged sentences

Unearned ESOP shares which have not yet been allocated to ESOP participants are excluded from the computation of average shares outstanding for earnings per share calculation.

Accordingly, 775,509 and 789,035 shares of common stock acquired by the ESOP were shown as a reduction of stockholders’ equity at March 31, 2025 and December 31, 2024, respectively.

Accordingly, 761,982 and 789,035 shares of common stock acquired by the ESOP were shown as a reduction of stockholders’ equity at June 30, 2025 and December 31, 2024, respectively.

Shares are released to participants proportionately as the loan is repaid.

ESOP expense for the three months ended March 31, 2025 and 2024 was $ 178,000 and $ 154,000 , respectively.

ESOP expense for the three and six months ended June 30, 2025 was $ 181,000 and $ 360,000 , respectively, and was $ 156,000 and $ 310,000 for the three and six months ended June 30, 2024, respectively.

2025 December 31,

12 unchanged sentences

On April 1, 2021, the Company awarded an additional 4,000 shares of common stock under the 2020 EIP with a grant date fair value of $ 13.86 (total fair value of $ 55,000 at issuance) to eligible participants.

These awards vest in five equal annual installments with the first vesting occurring on June 30, 2021.

These awards vest in five equal annual installments with the first vesting having occurred on June 30, 2021.

Forfeited shares may be awarded to other eligible recipients in future grants until the 2020 EIP terminates in September 2030.

The following table summarizes the restricted stock award activity in the 2020 EIP during the three months ended March 31, 2025.

Three Months Ended March 31, 2025

The following table summarizes the restricted stock award activity in the 2020 EIP during the six months ended June 30, 2025.

Six Months Ended June 30, 2025

Number of Restricted Shares Weighted Average Grant Date Fair Value

Non-vested, beginning of period 83,379 $ 10.55

Vested ( 83,379 ) 10.55

Forfeited — —

Non-vested, March 31, 2025 83,379 10.55

Total compensation cost recognized in the Condensed Consolidated Statements of Income for restricted stock awards during the three months ended March 31, 2025 and 2024 was $ 217,000 and $ 219,000 , and the related tax benefit recognized was $ 46,000 and $ 46,000 , respectively.

As of March 31, 2025, unrecognized compensation expense related to restricted stock awards was $ 217,000 .

Non-vested, June 30, 2025 — —

Total compensation cost recognized in the Condensed Consolidated Statements of Income for restricted stock awards during the three and six months ended June 30, 2025 was $ 217,000 and $ 434,000 , and the related tax benefit recognized was $ 46,000 and $ 91,000 , respectively.

As of June 30, 2025, there was no unrecognized compensation expense related to restricted stock awards.

Stock Option Plan.

On October 1, 2020, the Company awarded options to purchase 1,095,657 of common stock under the 2020 EIP with an exercise price of $ 10.53 per share, the fair value of a share of the Company's common stock on the date of grant, to eligible participants.

On October 1, 2020, the Company awarded options to purchase 1,095,657 shares of common stock under the 2020 EIP with an exercise price of $ 10.53 per share, the fair value of a share of the Company's common stock on the date of grant, to eligible participants.

On April 1, 2021, the Company awarded options to purchase 8,000 shares of common stock under the 2020 EIP with an exercise price of $ 13.86 per share, the fair value of a share of the Company's common stock on the date of the grant, to eligible participants.

These options awarded vest in five equal annual installments with the first vesting having occurred on June 30, 2021.

These awards vest in five equal annual installments with the first vesting having occurred on June 30, 2021.

Forfeited options are available to be awarded in future grants until the 2020 EIP terminates in September 2030.

The following table summarizes the stock option activity in the 2020 EIP during the three months ended March 31, 2025.

Three Months Ended March 31, 2025

The following table summarizes the stock option activity in the 2020 EIP during the six months ended June 30, 2025.

Six Months Ended June 30, 2025

Number of Shares Weighted-Average Exercise Price

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Forfeited/expired — —

Balance, March 31, 2025 1,016,497 10.55

Balance, June 30, 2025 1,016,497 10.55

Exercisable at end of period 1,016,497 $ 10.55

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Expected life of options 6.1 years

A summary of the status of the Company stock option shares as of March 31, 2025 is presented below.

A summary of the status of the Company stock option shares as of June 30, 2025 is presented below.

Shares Weighted Average Grant Date Fair Value

Non-vested, beginning of year 204,096 $ 2.91

Forfeited — —

Non-vested, March 31, 2025 204,096 $ 2.91

Total compensation cost recognized in the Condensed Consolidated Statements of Income for option-based payment arrangements for the three months ended March 31, 2025 and 2024 was $ 146,000 and $ 148,000 , and the related tax benefit recognized was $ 16,000 and $ 16,000 , respectively.

As of March 31, 2025, unrecognized compensation expense related to the stock option awards was $ 146,000 .

Vested ( 204,096 ) 2.91

Non-vested, June 30, 2025 — $ —

Total compensation cost recognized in the Condensed Consolidated Statements of Income for option-based payment arrangements for the three and six months ended June 30, 2025 was $ 146,000 and $ 293,000 , and the related tax benefit recognized was $ 16,000 and $ 31,000 , respectively.

As of June 30, 2025, there was no unrecognized compensation expense related to the stock option awards.

Qualified Affordable Housing Investments

The Company has investments in certain limited partnerships that fund affordable housing projects and provide the Company with low income housing tax credits ("LIHTC").

At March 31, 2025 and December 31, 2024, the balance of these investments in LIHTC totaled $ 907,000 and $ 951,000 , respectively.

At June 30, 2025 and December 31, 2024, the balance of these investments in LIHTC totaled $ 864,000 and $ 951,000 , respectively.

These balances are reflected in the other assets line of the Condensed Consolidated Balance Sheets.

The assets are amortized as a component of the provision for income taxes.

The following table summarizes the amortization expense and tax credits recognized for the Company's LIHTC investments for the three months ended March 31, 2025 and 2024.

Three Months Ended March 31,

The following table summarizes the amortization expense and tax credits recognized for the Company's LIHTC investments for the three months ended June 30, 2025 and 2024.

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Amortization expense $ 44 $ 46 $ 87 $ 90

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Segment assets are measured based on total consolidated assets as reported in the Condensed Consolidated Balance Sheets.

Subsequent Event

Subsequent to March 31, 2025 through May 9, 2025 , the Company purchased 82,776 shares of the Company's common stock pursuant to the existing stock repurchase program, leaving 65,472 shares available for future repurchase.

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