What changed in this filing

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Item 1. Financial Statements

2026-08-13 compared with 2026-05-12 · 218 added, 143 removed, 733 unchanged (33% of the section changed)

32 unchanged sentences

Authorized - 90,000,000 shares

Issued and outstanding - 10,501,260 shares and 10,501,260 shares at March 31, 2026 and December 31, 2025, respectively

Issued and outstanding - 10,504,760 shares and 10,501,260 shares at June 30, 2026 and December 31, 2025, respectively

105,048 105,013

8 unchanged sentences

Condensed Consolidated Statements of Income

Three Months Ended March 31,

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

2026 2025 2026 2025

Interest Income

14 unchanged sentences

Loan and lease servicing fees 95,265 135,880 188,845 248,238

Net loss on securities (includes $ 0 , $( 156,859 ), $ 0 , and $( 156,859 ), respectively, related to accumulated other comprehensive income reclassifications)

— ( 156,859 ) — ( 156,859 )

Net gains on loan and lease sales 181,319 101,338 354,391 196,443

13 unchanged sentences

Real estate owned expense 1,408 1,225 13,623 3,287

Merger and acquisition expense 1,863,428 — 1,863,428 —

Other expenses 1,067,007 887,980 2,373,714 1,981,202

11 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net Income $ 2,226,804 $ 2,601,998 $ 5,012,095 $ 4,570,308

Other Comprehensive (Loss) Income

Unrealized (loss) gain on available for sale securities, net of tax benefit (expense) of $ 655,591 and $( 339,238 ), respectively

Other Comprehensive Gain (Loss) Income

Unrealized gain (loss) on available for sale securities, net of tax (expense) benefit of $( 605,320 ), $( 254,992 ), $ 50,271 , and $( 594,230 ), respectively

2,277,156 959,255 ( 189,116 ) 2,235,437

reclassification adjustment for realized losses included in net income, net of tax (expense) benefit of $ 0 , $ 32,940 , $ 0 , and $ 32,940 , respectively

— ( 123,919 ) — ( 123,919 )

2,277,156 1,083,174 ( 189,116 ) 2,359,356

Comprehensive Income $ 4,503,960 $ 3,685,172 $ 4,822,979 $ 6,929,664

2 unchanged sentences

Condensed Consolidated Statements of Changes in Stockholders’ Equity

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Common Stock Additional

4 unchanged sentences

Outstanding Amount

Balances, March 31, 2026 10,501,260 $ 105,013 $ 92,988,675 $ 98,644,946 $ ( 9,803,264 ) $ ( 37,024,957 ) $ 144,910,413

Net income — — — 2,226,804 — — 2,226,804

Other comprehensive income — — — — — 2,277,156 2,277,156

ESOP shares earned — — 14,779 — 183,829 — 198,608

Stock based compensation — — 88,216 — — — 88,216

Exercise of stock options 3,500 35 36,820 — — — 36,855

Common stock dividends ($ 0.15 per share)

— — — ( 1,465,475 ) — — ( 1,465,475 )

Balances, June 30, 2026 10,504,760 $ 105,048 $ 93,128,490 $ 99,406,275 $ ( 9,619,435 ) $ ( 34,747,801 ) $ 148,272,577

Six Months Ended June 30, 2026

Common Stock Additional

Capital Retained

Earnings Unearned

Shares Accumulated

Comprehensive

Outstanding Amount

Balances, December 31, 2025 10,501,260 $ 105,013 $ 92,897,260 $ 97,324,605 $ ( 9,987,093 ) $ ( 34,558,685 ) $ 145,781,100

Net income — — — 5,012,095 — — 5,012,095

Other comprehensive income (loss) — — — — — ( 2,466,272 ) ( 2,466,272 )

Other comprehensive loss — — — — — ( 189,116 ) ( 189,116 )

ESOP shares earned — — 18,701 — 367,658 — 386,359

Stock based compensation — — 175,709 — — — 175,709

Exercise of stock options 3,500 35 36,820 — — — 36,855

Common stock dividends ($ 0.30 per share)

— — — ( 2,930,425 ) — — ( 2,930,425 )

Balances, June 30, 2026 10,504,760 $ 105,048 $ 93,128,490 $ 99,406,275 $ ( 9,619,435 ) $ ( 34,747,801 ) $ 148,272,577

See Notes to Condensed Consolidated Statements.

Three Months Ended June 30, 2025

Common Stock Additional

Capital Retained

Earnings Unearned

Shares Accumulated

Comprehensive

Outstanding Amount

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, 2025

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

Other comprehensive income — — — — — 1,083,174 1,083,174

ESOP shares earned — — ( 2,700 ) — 183,829 — 181,129

Stock based compensation — — 363,459 — — — 363,459

Common stock dividends ($ 0.15 per share)

— — — ( 1,440,015 ) — — ( 1,440,015 )

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

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

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.

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 358,561 364,455

Net loss on sale of investment securities - available for sale

Net gains on loan and lease sales ( 354,391 ) ( 196,443 )

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

Accretion of loan origination fees ( 426,253 ) ( 446,258 )

14 unchanged sentences

Proceeds from maturities and paydowns of securities available for sale 7,000,209 8,875,127

Proceeds from sales of securities available for sale — 6,765,143

Proceeds from maturities and paydowns of securities held to maturity 395,000 565,159

12 unchanged sentences

Repurchase of common stock — ( 5,633,659 )

Proceeds from stock option exercises 36,855 —

Dividends paid ( 2,930,425 ) ( 2,932,730 )

Net cash (used in) provided by financing activities ( 5,875,361 ) 15,136,070

Net cash provided by (used in) financing activities 20,924,619 ( 4,040,912 )

Net Change in Cash and Cash Equivalents 1,590,077 5,454,293

3 unchanged sentences

Interest paid $ 20,056,625 $ 22,185,109

Transfers from loans to other real estate owned — —

See Notes to Condensed Consolidated Statements.

39 unchanged sentences

In some cases, combinations of modifications may be made to the same loan or lease.

If determined that the value of the modified loan or lease is less than the recorded investment in the loan, a charge-off is recognized to the allowance for credit losses on loans and leases.

If it is determined that the value of the modified loan or lease is less than the recorded investment in the loan, a charge-off is recognized through the allowance for credit losses on loans and leases.

Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board ("FASB") issued Auditing Standards Update ("ASU") No.

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.

2024-03, Income Statement - Reporting Comprehensive Income Expense - Disaggregation Disclosures (Subtopic 220-40);

16 unchanged sentences

On November 11, 2025, the Company entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with The Farmers Bancorp, Frankfort, Indiana ("Farmers Bancorp"), headquartered in Frankfort, Indiana.

Pursuant to the Merger Agreement, Farmers Bancorp is expected to merge with and into the Company, with the Company surviving the holding company merger.

Immediately following the holding company merger, The Farmers Bank, an Indiana state-chartered bank and wholly owned subsidiary of Farmers Bancorp, will merge with and into First Bank Richmond, with First Bank Richmond surviving the bank merger.

Under the terms of the Merger Agreement, each outstanding share of Farmers Bancorp common stock will be converted into the right to receive 3.40 shares of the Company’s common stock (the "Exchange Ratio"), with cash paid in lieu of fractional shares (collectively, the "Merger Consideration").

In addition, (i) each unvested restricted stock unit award of Farmers Bancorp will automatically vest, and the underlying shares will be treated as outstanding and entitled to receive the Merger Consideration, less applicable tax withholding;

and (ii) each unvested performance share award of Farmers Bancorp will be terminated and cashed out at target performance levels immediately prior to the effective time of the merger.

Based on the Company’s closing stock price of $ 13.15 per share on November 10, 2025, the aggregate equity value of the Merger Consideration was approximately $ 82 million.

The final value of the merger consideration will fluctuate until closing based on changes in the Company’s stock price.

Upon completion of the merger, Farmers Bancorp shareholders are expected to own approximately 38 % of the outstanding shares of the combined company.

The merger has been approved by the boards of directors of both companies, and all required regulatory approvals have been received.

A special meeting of Farmers Bancorp shareholders to approve the merger agreement and related transactions is scheduled for May 26, 2026.

The Company will seek shareholder approval of the issuance of its shares in the transaction at its annual meeting of shareholders to be held on May 27, 2026.

The transaction is expected to be completed at or around the end of the second quarter of 2026, subject to shareholder approvals and the satisfaction of customary closing conditions.

The merger will be accounted for as a business combination under ASC 805, Business Combinations , with the Company expected to be the accounting acquirer.

The combined company will continue to trade on the Nasdaq Capital Market under the ticker symbol "RMBI." The holding company will operate under the name "Richmond Mutual Bancorporation, Inc.," while the combined bank, subject to regulatory approval, will operate under the new name "First Bank Midwest".

The administrative headquarters of the combined company will be located in Richmond, Indiana, and the administrative headquarters of the combined bank will be located in Frankfort, Indiana.

The merger has not been completed as of March 31, 2026.

Accordingly, the accompanying consolidated financial statements do not include the assets, liabilities, results of operations, or cash flows of Farmers Bancorp, and no purchase accounting adjustments have been recorded as of that date.

Effective July 1, 2026, subsequent to the June 30, 2026 quarter end, Farmers Bancorp merged with and into the Company, with the Company continuing as the surviving holding company.

Immediately following the holding company merger, The Farmers Bank merged with and into First Bank Richmond, with First Bank Richmond continuing as the surviving bank and changing its name to First Bank Midwest.

As a result of the merger, the Company acquired 100 % of the outstanding equity interests of Farmers Bancorp.

In connection with the merger, the Company issued 6,254,358 shares of its common stock to Farmers Bancorp shareholders based on the exchange ratio of 3.40 shares of Company common stock for each outstanding share of Farmers Bancorp common stock.

Cash of approximately $ 1,000 was paid in lieu of fractional shares.

The preliminary acquisition-date fair value of the consideration transferred was approximately $ 99.3 million and consisted primarily of Company common stock.

The merger expands the Company’s presence in complementary Indiana markets, increases the scale of the combined organization and is expected to provide opportunities for operating efficiencies and enhanced products and services.

Because the merger was completed after June 30, 2026, the accompanying consolidated financial statements do not include the assets, liabilities, results of operations or cash flows of Farmers Bancorp, and no acquisition accounting adjustments have been reflected as of June 30, 2026.

Farmers Bancorp’s results of operations will be included in the Company’s consolidated results beginning July 1, 2026.

The Company’s accounting for the merger was incomplete as of the date these financial statements were issued.

The Company continues to evaluate the acquisition-date fair values of acquired loans, investment securities, deposits, premises and equipment, identifiable intangible assets, borrowings, deferred taxes and other assets and liabilities.

Accordingly, the allocation of the purchase price, the amount of goodwill and certain other disclosures required by ASC 805 have not yet been finalized and may be adjusted during the measurement period.

During each of the three and six months ended June 30, 2026, the Company recognized merger-related expenses of $ 1.9 million, which were included in non-interest expense in the consolidated statements of income.

Investment Securities

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

March 31, 2026

June 30, 2026

Available for sale

21 unchanged sentences

Total investment securities $ 298,409 $ 260 $ ( 44,037 ) $ 254,632

The amortized cost and fair value of investment securities at March 31, 2026, by contractual maturity, are shown below.

The amortized cost and fair value of investment securities at June 30, 2026, 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 $ 289,255 $ 245,271 $ 2,354 $ 2,321

Investment securities with a carrying value of $ 134,486,000 and $ 138,306,000 were pledged at March 31, 2026 and December 31, 2025, 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, 2026 or March 31, 2025.

Investment securities with a carrying value of $ 133,302,000 and $ 114,823,000 were pledged at June 30, 2026 and December 31, 2025, respectively, to secure certain deposits and for other purposes as permitted or required by law.

There were no proceeds from the sales of securities available for sale for the three and six months ended June 30, 2026, compared to $ 6,765,000 in proceeds from sales of securities available for sale for both the three and six months ended June 30, 2025.

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, 2026 and December 31, 2025 was $ 238,904,000 and $ 244,503,000 , respectively, which is approximately 96 % and 96 % 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, 2026 and December 31, 2025 was $ 239,079,000 and $ 244,503,000 , respectively, which is approximately 96 % and 96 % 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, 2026.

The Company does not consider available for sale securities with unrealized losses to be experiencing credit losses at June 30, 2026.

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.

Held to maturity securities are financial assets measured at amortized cost.

Held to maturity securities are required to have an established allowance for credit losses that represents the portion of the amortized cost basis of a financial asset that is not expected to be collectable.

The Company estimates expected credit losses on a collective basis by security type, with consideration given to historical information, credit ratings, and the statistical probability of future losses.

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

As of March 31, 2026, 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, 2026 and December 31, 2025:

As of June 30, 2026, 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, 2026 and December 31, 2025:

State and municipal obligations

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

AA+ $ 175 $ 350

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, 2026 and December 31, 2025:

Description of

Securities March 31, 2026

Securities June 30, 2026

Less Than 12 Months 12 Months or More Total

39 unchanged sentences

State, Municipal, and Corporate Obligations.

The unrealized losses on the Company’s investments in securities of state, municipal, and corporate obligations were caused by interest rate changes.

The unrealized losses on the Company’s investments in securities of state, municipal, and corporate obligations were primarily caused by interest rate changes.

The contractual terms of those securities do not permit the issuer to settle the securities at a price less than the amortized cost basis of the investments.

The Company does not

intend to sell the securities and it is not more likely than not the Company will be required to sell the securities before recovery of their amortized cost basis, which may be maturity.

does not intend to sell the securities and it is not more likely than not the Company will be required to sell the securities before recovery of their amortized cost basis, which may be maturity.

The Company expects the fair value of the securities described above to recover as the securities approach their maturity or reset date.

Loans, Leases and Allowance

The following table shows the composition of the loan and lease portfolio at March 31, 2026 and December 31, 2025:

The following table shows the composition of the loan and lease portfolio at June 30, 2026 and December 31, 2025:

2026 December 31,

20 unchanged sentences

This category is for “average” quality loans and leases.

These loans and leases have adequate sources of repayment with little identifiable risk of collection and they conform to Company policy and IDFI/FDIC regulations.

These loans and leases have adequate sources of repayment with little identifiable risk of collection and they conform to Company policy and IDFI and FDIC regulations.

Grade 4 – Acceptable but Monitored

27 unchanged sentences

This classification does not mean that the loan or lease has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off the loan or lease even though partial recovery may be effected in the future.

No material changes have been made to the risk characteristics discussed above contained in the Company's 2025 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, 2026 and December 31, 2025:

No material changes have been made to the risk characteristics discussed above from those contained in the Company's 2025 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 June 30, 2026 and December 31, 2025:

2026 2025 2024 2023 2022 Prior Revolving loans amortized cost basis Total

As of March 31, 2026:

As of June 30, 2026:

Commercial mortgage

Pass $ 13,192 $ 66,913 $ 42,906 $ 41,435 $ 109,517 $ 133,866 $ 2,776 $ 410,605

Special Mention 873 — — — — — — 873

Substandard 873 — — — — 7,645 — 8,518

21 unchanged sentences

Pass 294 46 143 111 — 57 21,694 22,345

Special Mention — — — — — — 30 30

Substandard — — — — — — 53 53

56 unchanged sentences

Total current period gross charge-offs $ 60 $ 279 $ 1,016 $ 485 $ 302 $ 46 $ — $ 2,188

For the three months ended March 31, 2026 and December 31, 2025, 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, 2026 and December 31, 2025:

March 31, 2026

For the three months ended June 30, 2026 and December 31, 2025, 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, 2026 and December 31, 2025:

June 30, 2026

Delinquent Loans and Leases Current Total

27 unchanged sentences

Totals $ 1,558 $ 897 $ 16,652 $ 19,107 $ 1,174,612 $ 1,193,719 $ 4,240

The following table presents information on the Company’s nonaccrual loans and leases at March 31, 2026 and December 31, 2025:

The following table presents information on the Company’s nonaccrual loans and leases at June 30, 2026 and December 31, 2025:

2026 December 31,

7 unchanged sentences

Total nonaccrual loans and leases $ 20,022 $ 10,497 $ 13,156 $ 7,523

During the three months ended March 31, 2026, the Company recognized $ 1,000 of interest income on nonaccrual loans and leases, compared to $ 3,000 for the three months ended December 31, 2025.

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, 2026 and December 31, 2025:

March 31, 2026

During the three months ended June 30, 2026, the Company recognized $ 9,000 of interest income on nonaccrual loans and leases, compared to $ 3,000 for the three months ended December 31, 2025.

June 30, 2026

Commercial Real Estate Multi-family Housing Residential Real Estate Home Equity Line of Credit Other Total Allowance on Collateral Dependent Loans

14 unchanged sentences

Total $ 13,358 $ 7,174 $ 124 $ 1,607 $ 22,263 $ 2,150

Loan/Lease Modification Disclosures under ASU 2022-02

Loan/Lease Modification Disclosures under ASU No.

In certain situations, the Company may modify the terms of a loan or lease to a borrower experiencing financial difficulty.

1 unchanged sentence

In some cases, combinations of modifications may be made to the same loan or lease.

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, 2026 and 2025, 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, 2026 or 2025, and that were modified in the twelve months prior to that default by borrowers experiencing financial difficulty.

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 reducing the allowance for credit losses.

During the three and six months ended June 30, 2026, the Company modified one multifamily loan to borrowers experiencing financial difficulty.

The modification involved an interest-rate reduction and payment term change.

The total amortized cost basis of the modified loan was $ 3.5 million at the time of modification.

Under the modified terms, the contractual interest rate was reduced from 7.125 % to 6.125 %.

Additionally, 50 % of the interest due will be paid currently, with the remaining 50 % capitalized into the outstanding principal balance.

During the three and six months ended June 30, 2025, 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, 2026 or 2025, and that were modified in the preceding twelve months by borrowers experiencing financial difficulty.

Other Real Estate Owned

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

There was $ 56,000 of other real estate owned, consisting of foreclosed residential real estate properties, at both March 31, 2026 and December 31, 2025.

At March 31, 2026 and December 31, 2025, the recorded investment in consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process w as $ 1,055,000 a nd $ 923,000 , respectively.

There was $ 56,000 of other real estate owned, consisting of foreclosed residential real estate properties, at both June 30, 2026 and December 31, 2025.

At June 30, 2026 and December 31, 2025, the recorded investment in consumer and commercial mortgage loans secured by real estate properties for which formal foreclosure proceedings were in process w a s $ 8,312,000 a nd $ 923,000 , respectively.

Direct Financing Leases

5 unchanged sentences

Unearned income ( 30,232 ) ( 30,181 )

Net investment in direct finance leases $ 142,979 $ 145,806

The following table summarizes the future minimum lease payments receivable subsequent to March 31, 2026:

Net investment in direct financing leases $ 143,602 $ 145,806

The following table summarizes the future minimum lease payments receivable subsequent to June 30, 2026:

Remainder of 2026 $ 34,263

1 unchanged sentence

Allowance for Credit Losses on Loans and Leases

The allowance for credit losses on loans and leases is established for current expected credit losses on the Company's loan and lease portfolios in accordance with ASC Topic 326.

The allowance for credit losses on loans and leases is established for expected credit losses on the Company's loan and lease portfolios in accordance with ASC Topic 326.

This requires significant judgment to estimate credit losses measured on a collective pool basis when similar risk characteristics exist, and for loans evaluated individually.

The Company estimates expected future losses for the loan's entire contractual term, taking into account expected payments when appropriate.

The Company estimates expected future losses for the loan or lease's entire contractual term, taking into account expected payments when appropriate.

The allowance is an estimation based on management's evaluation of expected losses related to the Company's financial assets measured at amortized cost.

3 unchanged sentences

To ensure the allowance is maintained at an adequate level, a detailed analysis is performed on a quarterly basis, with an appropriate provision made to adjust the allowance.

The Company has elected to exclude accrued interest receivable from the calculation of the allowance for credit losses, as it is the Company's policy to write off accrued interest in a timely manner as it is deemed uncollectible by reversing interest income.

The Company has elected to exclude accrued interest receivable from the calculation of the allowance for credit losses, since it is the Company's policy to write off accrued interest in a timely manner as it is deemed uncollectible by reversing interest income.

The Company categorizes its loan portfolios into eight segments, as discussed above, based on similar risk characteristics.

Loans within each segment are collectively evaluated using either a CF methodology or remaining life methodology.

When estimating for credit loss, the Company forecasts the first four quarters of the credit loss estimate and reverts to a long-run average of each considered factor.

When estimating for credit loss, the Company forecasts the first four quarters of the credit loss and reverts to a long-run average of each considered factor.

The Company developed its reasonable and supportable forecasts using economic data, such as national gross domestic product ("GDP") and unemployment rate.

Qualitative adjustments are applied to each collectively segmented pool to appropriately capture differences in current or expected qualitative risk characteristics.

When evaluating the estimation for expected credit losses, the Company evaluates these qualitative adjustments for any changes in:

When evaluating the estimation for expected credit losses, the Company evaluates these qualitative adjustments for any changes in the following factors:

• lending policies, procedures, and strategies,

7 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, 2026 and 2025, respectively:

Balances, December 31, 2025 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, March 31, 2026

The following tables summarize changes in the allowance for credit losses by segment for the three and six months ended June 30, 2026 and 2025, respectively:

Balances, March 31, 2026 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2026

Commercial mortgage $ 4,813 $ ( 65 ) $ — $ — $ 4,748

7 unchanged sentences

Total $ 16,740 $ 791 $ ( 680 ) $ 123 $ 16,974

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

Balances, December 31, 2025 Provision for (reversal of) credit losses Charge-offs Recoveries Balances, June 30, 2026

Commercial mortgage $ 4,575 $ 173 $ — $ — $ 4,748

7 unchanged sentences

Total $ 16,466 $ 1,412 $ ( 1,229 ) $ 325 $ 16,974

During the first quarter of 2026, the allowance for credit losses on loans and leases increased from $ 16.5 million at December 31, 2025, to $ 16.7 million at March 31, 2026.

The increase was attributable to provisions for credit losses totaling $ 621,000 during the three months ended March 31, 2026, partially offset by net charge-offs of $ 347,000 .

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.

• Commercial Mortgage – Allowance increased as additional reserves were placed on individually evaluated loans.

• Commercial & Industrial – Allowance decreased despite a $ 2.7 million increase in balances, reflecting changes in portfolio composition as longer term loans paid off.

• Construction & Development – Allowance increased in line with loan balances increasing by $ 2.6 million.

• Multi-Family – Allowance decreased as longer term loans paid off and portfolio balances decreased $ 860,000 .

• Home Equity - Allowance increased as loan balances increased $ 1.3 million.

• Residential Mortgage, Direct Financing Leases, and Consumer – Allowances decreased in line with lower portfolio balances and stable credit trends.

Our commercial loan portfolio, consisting of commercial and multi-family real estate loans, commercial and industrial loans, and construction loans, represented 70.7 % and 70.2 % of our portfolio as of March 31, 2026 and December 31, 2025, respectively.

The allowance for credit losses on loans and leases allocated to the commercial loan portfolio represented 68.2 % and 66.9 % of our total allowance at March 31, 2026 and December 31, 2025, 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

Commercial and industrial 1,623 34 — 3 1,660

Construction and development 2,001 142 — — 2,143

Multi-family 2,807 ( 155 ) — — 2,652

Residential mortgage 1,901 ( 27 ) — 2 1,876

Home equity 196 15 — — 211

Direct financing leases 2,467 633 ( 647 ) 59 2,512

Consumer 349 71 ( 60 ) 17 377

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

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

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

Commercial and industrial 1,483 172 — 5 1,660

Construction and development 2,243 ( 100 ) — — 2,143

Multi-family 2,660 ( 8 ) — — 2,652

Residential mortgage 1,910 ( 56 ) — 22 1,876

Home equity 184 27 — — 211

Direct financing leases 2,469 1,042 ( 1,165 ) 166 2,512

Consumer 356 71 ( 100 ) 50 377

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

During the second quarter of 2026, the allowance for credit losses on loans and leases increased from $ 16.7 million at March 31, 2026, to $ 17.0 million at June 30, 2026.

The increase was attributable to provisions for credit losses totaling $ 791,000 during the three months ended June 30, 2026, partially offset by net charge-offs of $ 557,000 .

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

• Commercial Mortgage – Allowance decreased due to improved modeled loss rates.

• Commercial & Industrial – Allowance increased due in part to a $ 12.9 million increase in portfolio balances.

• Construction & Development – Allowance increased due in part to an $ 11.9 million increase in portfolio balances.

• Multi-Family – Allowance decreased as portfolio balances decreased $ 274,000 .

• Consumer - Allowance increased while portfolio loan balances decreased $ 228,000 .

• Residential Mortgage, Direct Financing Leases, and Home Equity – Allowances increased due to higher portfolio balances.

Our commercial loan portfolio, consisting of commercial and multi-family real estate loans, commercial and industrial loans, and construction loans, represented 71.1 % and 70.2 % of our total loan and lease portfolio as of June 30, 2026 and December 31, 2025, respectively.

The allowance for credit losses on loans and leases allocated to the commercial loan portfolio represented 68.3 % and 66.9 % of our total allowance at June 30, 2026 and December 31, 2025, respectively.

Economic Outlook

Due to the future-focused nature of the calculation for the allowance for credit losses, management must make significant assumptions.

Estimating an appropriate allowance requires management to use relevant forward-looking information drawn

from reasonable and supportable forecasts.

Estimating an appropriate allowance requires management to use relevant forward-looking information drawn from reasonable and supportable forecasts.

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, 2026, several key economic factors continue to influence the Company's loan and lease portfolio.

As of June 30, 2026, several key economic factors continue to influence the Company's loan and lease portfolio.

Persistent inflation, slowing economic growth, and labor market uncertainty are contributing to a more challenging operating environment for many borrowers.

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These conditions may continue to affect borrower performance and credit demand in the near term.

Despite these challenges, the Company's overall credit quality remains stable, supported by conservative underwriting standards and ongoing portfolio monitoring.

Management continues to evaluate macroeconomic assumptions used in the allowance for credit losses model to ensure they reflect current and expected economic conditions.

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Columbus, Ohio, Cincinnati/Dayton/Springfield, Ohio, and Indianapolis, Indiana.

These markets continue to exhibit above-average population and employment growth, strong commercial activity, and resilient real estate fundamentals relative to broader economic trends.

These markets continue to exhibit strong commercial activity and resilient real estate fundamentals relative to broader economic trends.

The Company's loan growth in these markets continues to be concentrated in commercial real estate lending, consistent with its strategic focus and relationship-based lending model.

Forecasts for these markets are summarized below:

• Columbus, Ohio – The Columbus MSA continues to experience steady economic conditions, driven by growth in healthcare and state government employment.

Job creation in professional and design services indicates high activity in engineering and related consulting, and the housing market's high demand is supported by long-term population growth and regional investments.

Despite the positive momentum, the market faces challenges such as persistent inflationary pressures, affordability constraints, and labor shortages across multiple industries.

• Columbus, Ohio – The Columbus MSA continues to experience steady economic conditions, driven by ongoing investments in technology and infrastructure.

The housing market's high demand continues to be supported by long-term population growth and regional investments.

Despite the positive momentum, the market faces challenges such as utility and power constraints, housing deficits, and labor shortages across multiple industries.

• Cincinnati/Dayton/Springfield, Ohio – The Cincinnati/Dayton/Springfield MSA is projected to experience moderate economic growth during 2026.

Cincinnati leads the region in employment and GDP gains, supported by manufacturing, construction, and technology investments.

Dayton is experiencing economic growth in manufacturing, aerospace, and defense alongside a tightening industrial real estate market.

The region is experiencing continued growth supported by increased investment and declining industrial vacancy rates;

labor demand remains stable.

Ongoing labor market constraints, particularly in skilled trades and technology fields, persist.

The region’s connection with Columbus as part of Ohio’s emerging Silicon Corridor enhances opportunities for investment, workforce development, and regional competitiveness.

• Indianapolis, Indiana – The Indianapolis MSA continues to demonstrate moderate growth driven by investment in pharmaceutical manufacturing and ongoing urban revitalization initiatives.

Cincinnati continues to experience moderate economic expansion supported by manufacturing and technology investments.

Dayton remains economically resilient despite manufacturing layoffs, supported by a stable real estate market and collaboration with JobsOhio.

The region faces challenges such as stagnant population growth as well as infrastructure and budgetary issues.

However, the region’s connection with Columbus as part of Ohio’s emerging Silicon Corridor enhances opportunities for investment, workforce development, and regional competitiveness.

• Indianapolis, Indiana – The Indianapolis MSA continues to demonstrate moderate growth driven by expanding industrial and logistics sectors as well as ongoing urban revitalization initiatives.

Downtown capital projects totaling approximately $ 4 billion are underway;

the READI 2.0 program commits funding toward improving quality of life and infrastructure in the region.

Inflation and tariff-related impacts on manufacturing present ongoing challenges;

Tariff-related impacts on manufacturing and rising unemployment projections present ongoing challenges;

however, the region remains well positioned relative to peer metros due to its diversified and innovation-driven economy.

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Potential economic volatility could materially affect the Company’s loan and lease portfolio, including the allowance for credit losses.

As a result, the Company expects that future estimates may fluctuate throughout the remainder of 2026.

As a result, the Company expects that future estimates of the allowance for credit losses may fluctuate throughout the remainder of 2026.

Allowance for Credit Losses on Unfunded Commitments

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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 table details activity in the allowance for credit losses on unfunded commitments during the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

The following table details activity in the allowance for credit losses on unfunded commitments during the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

Beginning balance $ 400 $ 607

Provision for (recovery of) credit losses 32 ( 23 )

Ending balance $ 432 $ 584

Six Months Ended June 30,

Beginning balance $ 328 $ 558

Provision for credit losses 104 26

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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, 2026 and December 31, 2025:

Fair Value Measurements Using

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(Level 2) Significant

March 31, 2026

June 30, 2026

Available for sale securities

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$ 251,915 $ — $ 250,436 $ 1,479

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, 2026.

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 Condensed 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 six months ended June 30, 2026.

Available for Sale Securities

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Nonrecurring Measurements

As of March 31, 2026 and December 31, 2025, there were no assets or liabilities measured at fair value on a nonrecurring basis.

As of June 30, 2026 and December 31, 2025, 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, 2026 and December 31, 2025:

The following tables present estimated fair values of the Company’s financial instruments at June 30, 2026 and December 31, 2025:

Fair Value Measurements Using

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(Level 2) Significant

March 31, 2026

June 30, 2026

Financial assets

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Held to maturity securities 2,354 — 2,717 —

Loans held for sale 835 — — 835

Loans and leases receivable, net 1,207,852 — — 1,175,116

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Diluted EPS includes the dilutive effect of additional potential common shares from stock compensation awards, but excludes awards considered participating securities.

ESOP shares are not considered outstanding for EPS until they are earned.

ESOP shares are not considered outstanding for EPS until the shares are committed to be released to participants.

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 $ 2,227 $ 2,602

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Diluted Earnings Per Share $ 0.22 $ 0.26

Six Months Ended June 30,

Net income $ 5,012 $ 4,570

Shares outstanding for Basic EPS:

Average shares outstanding 10,501,821 10,563,679

average restricted stock award shares not vested 88,281 82,918

average unearned ESOP Shares 727,979 782,085

Shares outstanding for Basic EPS 9,685,561 9,698,676

Additional Dilutive Shares 201,916 265,482

Shares outstanding for Diluted EPS 9,887,477 9,964,158

Basic Earnings Per Share $ 0.52 $ 0.47

Diluted Earnings Per Share $ 0.51 $ 0.46

Benefit Plans

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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 $ 36,000 for the three months ended March 31, 2026 and $ 65,000 for the three months ended March 31, 2025.

The Company’s expense for the plan was $ 58,000 and $ 94,000 for the three and six months ended June 30, 2026 and $ 66,000 and $ 130,000 for the three and six months ended June 30, 2025.

Employee Stock Ownership Plan

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The ESOP acquired 1,082,130 shares of Company common stock at an average price of $ 13.59 per share on the open market with funds provided by a loan from the Company.

Dividends on unallocated shares used to repay the loan for the Company are recorded as a reduction of the loan or accrued interest, as applicable.

Dividends on unallocated shares used to repay the loan from the Company are recorded as a reduction of the loan or accrued interest, as applicable.

Dividends on allocated shares paid to participants are reported as compensation expense.

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, $ 9,803,000 and $ 9,987,000 of common stock acquired by the ESOP was shown as a reduction of stockholders’ equity at March 31, 2026 and December 31, 2025, respectively.

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

Accordingly, $ 9,619,000 and $ 9,987,000 of common stock acquired by the ESOP were shown as a reduction of stockholders’ equity at June 30, 2026 and December 31, 2025, respectively.

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

ESOP expense for the three months ended March 31, 2026 and 2025 was $ 188,000 and $ 178,000 , respectively.

ESOP expense for the three and six months ended June 30, 2026 was $ 199,000 and $ 386,000 , respectively, and was $ 181,000 and $ 360,000 for the three and six months ended June 30, 2025 , respectively.

2026 December 31,

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Under the Company's 2020 Equity Incentive Plan (the "2020 EIP"), 453,086 shares of common stock were granted in fiscal years 2020 and 2021 with grant date fair values ranging from $ 10.53 to $ 13.86 per share.

As of March 31, 2026, these awards were fully vested.

As of June 30, 2026, these awards were fully vested.

On July 15, 2025, the Company awarded 37,126 shares of common stock under the 2020 EIP to eligible participants.

The grant date fair value was $ 13.37 per share, for a total fair value of $ 496,000 at issuance.

On November 20, 2025, the Company awarded an additional 51,253 shares of common stock under the 2020 EIP with a grant date fair value of $ 12.92 per share (total fair value of $ 662,000 at issuance) to eligible participants.

The grant date fair value was $ 13.37 per share, for a total grant date fair value of $ 496,000 at issuance.

On November 20, 2025, the Company awarded an additional 51,253 shares of common stock under the 2020 EIP with a grant date fair value of $ 12.92 per share (total grant date fair value of $ 662,000 at issuance) to eligible participants.

These awards vest in five equal installments, with the first installment vesting on June 30, 2026, subject to the participant's continued service.

Any shares forfeited prior to vesting may be reissued to eligible recipients in future grants until the 2020 EIP expires in September 2030.

The following table summarizes the restricted stock award activity in the 2020 EIP during the three months ended March 31, 2026.

Three Months Ended March 31, 2026

The following table summarizes the restricted stock award activity in the 2020 EIP during the six months ended June 30, 2026.

Six Months Ended June 30, 2026

Number of Restricted Shares Weighted Average Grant Date Fair Value

Non-vested, beginning of period 88,379 $ 13.11

Vested ( 17,677 ) 13.11

Forfeited — —

Non-vested, March 31, 2026 88,379 13.11

Total compensation cost recognized in the Condensed Consolidated Statements of Income for restricted stock awards during the three months ended March 31, 2026 and 2025 was $ 79,000 and $ 217,000 , and the related tax benefit recognized was $ 17,000 and $ 46,000 , respectively.

As of March 31, 2026, there was $ 1.0 million of unrecognized compensation expense related to restricted stock awards.

Non-vested, June 30, 2026 70,702 13.11

Total compensation cost recognized in the Condensed Consolidated Statements of Income for restricted stock awards during the three and six months ended June 30, 2026 was $ 80,000 and $ 159,000 , and the related tax benefit recognized was $ 17,000 and $ 33,000 , respectively.

As of June 30, 2026, there was $ 926,000 of unrecognized compensation expense related to restricted stock awards.

Stock Option Plan.

Under the Company's 2020 EIP, options to purchase an aggregate of 1,103,657 shares of common stock were granted in fiscal years 2021 and 2022 at exercise prices ranging from $ 10.53 to $ 13.86 per share.

As of March 31, 2026, these awards were fully vested.

On July 15, 2025, the Company awarded options to purchase 55,467 shares of common stock under the 2020 EIP with an exercise price of $ 13.37 per share, the fair value of a share of the Company's common stock on the date of grant, to eligible participants.

As of June 30, 2026, these awards were fully vested.

On July 15, 2025, the Company awarded options to purchase 55,467 shares of common stock under the 2020 EIP with an exercise price of $ 13.37 per share, which represented the fair value of a share of the Company's common stock on the date of grant, to eligible participants.

These awards vest in five equal annual installments, with the first vesting occurring on June 30, 2026.

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, 2026.

Three Months Ended March 31, 2026

The following table summarizes the stock option activity in the 2020 EIP during the six months ended June 30, 2026.

Six Months Ended June 30, 2026

Number of Shares Weighted-Average Exercise Price

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Forfeited/expired — —

Balance, March 31, 2026 760,852 10.76

Balance, June 30, 2026 757,352 10.76

Exercisable at end of period 712,979 $ 10.60

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Expected life of options 6.5 years

A summary of the status of the Company stock option shares as of March 31, 2026 is presented below.

A summary of the status of the Company stock option shares as of June 30, 2026 is presented below.

Shares Weighted Average Grant Date Fair Value

Non-vested, beginning of year 55,467 $ 3.00

Forfeited — —

Non-vested, March 31, 2026 55,467 $ 3.00

Total compensation cost recognized in the Condensed Consolidated Statements of Income for option-based payment arrangements for the three months ended March 31, 2026 and 2025 was $ 8,000 and $ 146,000 , and the related tax benefit recognized was $ 0 and $ 16,000 , respectively.

As of March 31, 2026, there was $ 137,000 in unrecognized compensation expense related to the stock option awards.

Vested ( 11,094 ) —

Non-vested, June 30, 2026 44,373 $ 3.00

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, 2026 was $ 8,000 and $ 17,000 , respectively, and the related tax benefit recognized was $ 0 for both periods.

As of June 30, 2026, there was $ 129,000 in 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, 2026 and December 31, 2025, the balance of these investments

in LIHTC totaled $ 731,000 and $ 775,000 , respectively.

At June 30, 2026 and December 31, 2025, the balance of these investments in LIHTC totaled $ 682,000 and $ 775,000 , 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, 2026 and 2025.

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 and six months ended June 30, 2026 and 2025.

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

2026 2025 2026 2025

Amortization expense $ 49 $ 44 $ 93 $ 87

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Community Banking.

The Company's reportable segment is determined by the Chief Executive Officer, who serves as the chief operating decision maker ("CODM"), based on information regarding the Company's products and services.

The CODM evaluates the financial performance of the Company's business components by assessing revenue streams, significant expenses, and budget-to-actual results.

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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