What changed in this filing

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Item 1. Financial Statements

2026-05-04 compared with 2025-11-04 · 280 added, 335 removed, 794 unchanged (44% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

($ in thousands, except per share data) September 30, 2025 December 31, 2024

($ in thousands, except per share data) March 31, 2026 December 31, 2025

ASSETS (Unaudited)

3 unchanged sentences

Investment securities:

Available for sale, at fair value (amortized cost of $ 188,267 and $ 159,593 at September 30, 2025 and December 31, 2024, respectively)

Available for sale, at fair value (amortized cost of $ 271,276 and $ 226,677 at March 31, 2026 and December 31, 2025, respectively)

264,026 220,358

Held to maturity, net of allowance for credit losses of $ 95 and $ 203 (fair value of $ 393,540 and $ 424,734 at September 30, 2025 and December 31, 2024, respectively)

Held to maturity, net of allowance for credit losses of $ 81 and $ 99 (fair value of $ 356,390 and $ 378,116 at March 31, 2026 and December 31, 2025, respectively)

393,615 414,827

8 unchanged sentences

Other intangible assets, net 27,742 29,722

Mortgage servicing rights 5,293 5,874

Right-of-use assets 10,102 10,523

10 unchanged sentences

Total deposits 5,461,620 5,533,864

FHLB advances 50,000 50,000

Guaranteed preferred beneficial interest in junior subordinated debentures (“TRUPS”), net 30,247 30,168

8 unchanged sentences

shares authorized 50,000,000 ;

shares issued and outstanding 33,421,672 and 33,332,177 at September 30, 2025 and December 31, 2024, respectively

shares issued and outstanding 33,451,063 and 33,413,503 at March 31, 2026 and December 31, 2025, respectively

Additional paid-in capital 361,013 360,554

6 unchanged sentences

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

($ in thousands, except per share data) 2026 2025

INTEREST INCOME

Interest and fees on loans $ 70,930 $ 69,157 $ 208,273 $ 202,203

Interest on loans $ 70,814 $ 67,516

Interest and dividends on taxable investment securities 5,114 5,001

22 unchanged sentences

Software and data processing 5,140 4,691

Directors’ fees 318 443 885 1,097

Amortization of other intangible assets 1,980 2,278

FDIC insurance premium expense 794 1,160 2,908 3,400

Legal and professional fees 1,605 1,613

FDIC insurance premium expense 995 1,091

Marketing and advertising 311 254

Fraud losses 111 105

10 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

($ in thousands) 2026 2025

Net income $ 17,088 $ 13,764

Other comprehensive income:

Other comprehensive income (loss):

Investment securities:

Unrealized holding gains on available for sale securities 1,163 3,762 3,834 2,708

Unrealized holding (losses) gains on available for sale securities ( 931 ) 1,667

Tax effect 254 ( 455 )

Total other comprehensive income 844 2,734 2,786 1,968

Total other comprehensive (loss) income ( 677 ) 1,212

Comprehensive income $ 16,411 $ 14,976

5 unchanged sentences

Net income — — 17,088 — 17,088

Other comprehensive income — — — 1,212 1,212

Stock-based compensation — 460 — — 460

Cash dividends declared — — ( 4,032 ) — ( 4,032 )

Balances, March 31, 2025 333 358,572 199,898 ( 6,333 ) 552,470

Net income — — 15,507 — 15,507

Other comprehensive loss — — — ( 677 ) ( 677 )

Stock-based compensation 1 491 — — 492

Cash dividends declared — — ( 4,005 ) — ( 4,005 )

Balances, June 30, 2025 $ 334 $ 359,063 $ 211,400 $ ( 5,603 ) $ 565,194

Net income — — 14,348 — 14,348

Other comprehensive income — — — 844 844

Common shares issued for employee stock purchase plan — 90 — — 90

Stock-based compensation 1 369 — — 370

Cash dividends declared — — ( 4,055 ) — ( 4,055 )

Balances, September 30, 2025 $ 334 $ 359,939 $ 221,693 $ ( 4,759 ) $ 577,207

Cash dividends at $ 0.12 per common share

— — ( 4,030 ) — ( 4,030 )

Balances, March 31, 2026 $ 335 $ 361,013 $ 246,636 $ ( 5,270 ) $ 602,714

See accompanying notes to unaudited consolidated financial statements.

5 unchanged sentences

Net income — — 13,764 — 13,764

Other comprehensive loss — — — ( 564 ) ( 564 )

Common shares issued for employee stock purchase plan — 103 — — 103

Stock-based compensation — 354 — — 354

Cash dividends declared — — ( 3,984 ) — ( 3,984 )

Balances, March 31, 2024 332 356,464 166,490 ( 8,058 ) 515,228

Net income — — 11,234 — 11,234

Other comprehensive loss — — — ( 202 ) ( 202 )

Common shares issued for employee stock purchase plan 1 120 — — 121

Stock-based compensation — 410 — — 410

Cash dividends declared — — ( 4,008 ) — ( 4,008 )

Balances, June 30, 2024 $ 333 $ 356,994 $ 173,716 $ ( 8,260 ) $ 522,783

Net income — — 11,189 — 11,189

Other comprehensive income — — — 1,212 1,212

Common shares issued for employee stock purchase plan — 98 — — 98

Stock-based compensation — 460 — — 460

Cash dividends declared — — ( 4,021 ) — ( 4,021 )

Balances, September 30, 2024 $ 333 $ 357,580 $ 180,884 $ ( 5,526 ) $ 533,271

Cash dividends at $ 0.12 per common share

— — ( 4,032 ) — ( 4,032 )

Balances, March 31, 2025 $ 333 $ 358,572 $ 199,898 $ ( 6,333 ) $ 552,470

See accompanying notes to unaudited consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended September 30,

Three Months Ended March 31,

($ in thousands) 2026 2025

8 unchanged sentences

Gain on mortgage loans held for sale ( 1,549 ) ( 966 )

Gain on other mortgage loan activity ( 36 ) ( 566 )

Loss (gain) on other mortgage loan activity 238 ( 284 )

Proceeds from sale of mortgage loans held for sale 50,845 33,739

1 unchanged sentence

Stock-based compensation expense 913 511

Deferred income tax expense 482 7,776

Loss on sales of repossessed assets 164 375

Loss (gain) on valuation adjustments on mortgage servicing rights 691 ( 253 )

Deferred income tax expense (benefit) 327 ( 26 )

Loss (gain) on sales and valuation adjustments of repossessed assets 127 94

Loss on valuation adjustments on mortgage servicing rights 159 330

Loss on disposal of fixed assets — 27

Loss on disposal of premises held for sale 61 —

Valuation adjustments on premises transferred to held for sale — 2

Loss on sales and valuation adjustments on other real estate owned 59 —

Loss (gain) on disposal of premises held for sale — 61

Loss (gain) on sales and valuation adjustments on other real estate owned 44 —

Fair value adjustment on equity securities 39 ( 87 )

9 unchanged sentences

Proceeds from maturities and principal payments of held to maturity securities 21,108 11,388

Proceeds from life insurance death benefits 1,714 150

Purchases of available for sale securities ( 49,926 ) ( 31,865 )

Purchases of held to maturity securities ( 2,325 ) ( 11,449 )

Purchases of equity securities ( 48 ) ( 44 )

3 unchanged sentences

Proceeds from sales of repossessed assets 82 1,234

Redemption of restricted securities — 33,329

Purchases of bank owned life insurance ( 316 ) ( 90 )

Proceeds from disposal of premises held for sale — 843

Net cash used in investing activities $ ( 83,940 ) $ ( 80,096 )

Net cash provided (used in) by investing activities $ 30,410 $ ( 18,271 )

See accompanying notes to unaudited consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) – Continued

Nine Months Ended September 30,

Three Months Ended March 31,

($ in thousands) 2026 2025

3 unchanged sentences

Interest-bearing deposits ( 51,716 ) ( 70,527 )

Long-term borrowings — 50,000

Shares withheld as tax payments associated with settlement of restricted stock units ( 543 ) —

Common stock dividends paid ( 4,030 ) ( 4,032 )

4 unchanged sentences

Cash and cash equivalents at end of period $ 340,822 $ 389,006

Supplemental cash flows information:

Supplemental cash flow information:

Interest paid $ 24,754 $ 29,477

Income taxes paid 12,205 —

Recognition of lease liabilities arising from right-of-use assets — 915

Transfers from loans to repossessed assets 674 569

Transfer from loans held for sale to loans held for investment 649 —

Unrealized gains on available for sale securities 3,834 2,708

Transfer of premises to held for sale, included in other assets — 1,387

Unrealized (losses) gains on available for sale securities ( 931 ) 1,667

See accompanying notes to unaudited consolidated financial statements.

11 unchanged sentences

The Company engages in the banking business through Shore United Bank, N.A.

(the “Bank”), a national banking association with trust powers.

The Company’s primary source of revenue is derived from interest earned on commercial, residential mortgage and other loans, and fees charged in connection with lending and other banking services located in Maryland, Delaware and Virginia.

The Company engages in financial service offerings through Wye Financial Partners and offers corporate trustee services through Wye Trust, a division of the Bank.

The Bank also conducts secondary market lending activities through a division of the Bank.

Mid-Maryland Title Company, Inc.

(the “Title Company”), engaged in title work related to real estate transactions.

The Title Company ceased conducting real estate closings effective March 31, 2025.

(the “Bank”), a national banking association with locations in Maryland, Delaware and Virginia.

The Company’s primary source of revenue is derived from interest earned on commercial, residential mortgage and other loans, and fees charged in connection with lending and other banking services.

The Company engages in financial service offerings through Wye Financial Partners, a division of the Bank, and offers corporate trustee services through Wye Trust, a division of the Bank.

Use of Estimates

1 unchanged sentence

These estimates are based on information available as of the date of the consolidated financial statements.

Actual amounts or results could differ from these estimates.

In the opinion of management, all normal, recurring adjustments have been included for a fair presentation of this interim financial information.

While management makes its best judgments, actual amounts or results could differ from these estimates.

Recent Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

The amendments in this ASU require an entity to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold, which is greater than five percent of the amount computed by multiplying pretax income by the entity’s applicable statutory rate, on an annual basis.

Additionally, the amendments in this ASU require an entity to disclose the amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign taxes and the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions that are equal to or greater than five percent of total income taxes paid (net of refunds received).

Lastly, the amendments in this ASU require an entity to disclose income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign and income tax expense (or benefit) from continuing operations disaggregated by federal, state, and foreign.

This ASU is effective for annual periods beginning after December 15, 2024.

Early adoption is permitted.

The amendments should be applied on a prospective basis;

however, retrospective application is permitted.

The Company does not expect the adoption of ASU No.

2023-09 to have a material impact on its consolidated financial statements.

On January 2026, the Company adopted ASU 2025‑08, Financial Instruments—Credit Losses (Topic 326):

Purchased Loans, which expanded the use of the gross‑up method beyond purchased credit‑deteriorated (“PCD”) assets to include purchased seasoned loans (“PSLs”).

Under the amended guidance, a non‑PCD loan (excluding credit cards) is considered seasoned if it is acquired in a business combination, or if it is purchased at least 90 days after origination and the acquirer was not involved in the origination of the loan.

Qualifying PSLs are recorded at acquisition at their purchase price plus an allowance for expected credit losses, with no corresponding provision for credit losses recognized at acquisition, thereby eliminating the Day 1 provision for credit losses previously required for non‑PCD acquired loans.

The early adoption of this guidance did not result in a material impact on the Bank’s/Company’s (consolidated) financial statements at the time of adoption;

however, it is expected to reduce income statement volatility in future periods by eliminating Day 1 provisions for credit losses on qualifying acquired loans and improving comparability in acquisition accounting.

Note 2 – Investment Securities

The following tables provide information on the amortized cost and estimated fair values of investment securities at September 30, 2025 and December 31, 2024.

The following tables provide information on the amortized cost and estimated fair values of investment securities as of March 31, 2026 and December 31, 2025.

($ in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value

Available for sale securities (1) :

September 30, 2025

March 31, 2026

Treasury and government agency securities $ 22,092 $ — $ 1,728 $ 20,364

10 unchanged sentences

____________________________________

(1) No available for sale (“AFS”) securities were sold during the three and nine months ended September 30, 2025 and 2024.

(1) No available for sale (“AFS”) securities were sold during the three months ended March 31, 2026 and 2025.

(2) Other debt securities includes corporate and municipal bond obligations of state and political entities.

1 unchanged sentence

Held to maturity securities:

September 30, 2025

March 31, 2026

Treasury and government agency securities $ 92,514 $ — $ 4,503 $ 88,011 $ —

11 unchanged sentences

(1) Other debt securities includes corporate and municipal bond obligations of state and political entities.

Equity securities with aggregate fair values of $ 6.1 million and $ 5.8 million at September 30, 2025 and December 31, 2024, respectively, are presented separately on the consolidated balance sheets.

The fair value adjustments recorded through earnings totaled a gain of $ 104 thousand and $ 79 thousand for the three months ended September 30, 2025 and 2024, respectively.

The fair value adjustments recorded through earnings totaled a gain of $ 299 thousand and $ 38 thousand for the nine months ended September 30, 2025 and 2024, respectively.

Equity securities with aggregate fair values of $ 6.2 million as of both March 31, 2026 and December 31, 2025, respectively, are presented separately on the consolidated balance sheets.

The fair value adjustments recorded through earnings totaled gains of $ 8 thousand and $ 131 thousand for the three months ended March 31, 2026 and 2025, respectively.

The following table summarizes the activity in the allowance for credit losses (“ACL”) on held to maturity (“HTM”) securities for the periods presented.

Three Months Ended Nine Months Ended

($ in thousands) September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three Months Ended

($ in thousands) March 31, 2026 March 31, 2025

Balance, beginning of period $ 99 $ 203

Provision for (reversal of) credit losses, other debt securities ( 104 ) ( 7 ) ( 108 ) 7

Reversal of credit losses, other debt securities ( 18 ) ( 25 )

Balance, end of period $ 81 $ 178

A reversal of the provision for credit losses of $ 104 thousand and $ 7 thousand was recorded on HTM corporate and municipal bonds for the three months ended September 30, 2025 and 2024, respectively.

A reversal of the provision for credit losses of $ 108 thousand and a provision for credit losses of $ 7 thousand was recorded on HTM corporate and municipal bonds for the nine months ended September 30, 2025 and 2024, respectively.

The following tables provide information about gross unrealized losses and fair value by length of time that the individual securities have been in a continuous unrealized loss position at September 30, 2025 and December 31, 2024.

A reversal of the provision for credit losses of $ 18 thousand and $ 25 thousand was recorded on HTM corporate and municipal bonds for the three months ended March 31, 2026 and 2025, respectively.

Less than 12 Months More than 12 Months Total

($ in thousands) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses

September 30, 2025

March 31, 2026

Available for sale securities:

8 unchanged sentences

Mortgage-backed securities 102,954 531 47,656 4,878 150,610 5,409

Other debt securities — — 1,988 13 1,988 13

Total $ 102,954 $ 531 $ 65,683 $ 6,567 $ 168,637 $ 7,098

There were 114 AFS debt securities with a fair value below the amortized cost basis, with unrealized losses totaling $ 7.3 million as of September 30, 2025.

The Company concluded that a credit loss does not exist in its AFS securities portfolio as of September 30, 2025, and no impairment loss has been recognized based on the fact that (1) changes in fair value were primarily caused by fluctuations in interest rates, (2) securities with unrealized losses had generally high credit quality, (3) the Company intends to hold these investments in debt securities to maturity and it is more likely than not the Company will not be required to sell these investments before a recovery of its investment, and (4) issuers have continued to make timely payments of principal and interest.

There were 134 AFS debt securities with a fair value below the amortized cost basis, with unrealized losses totaling $ 7.9 million as of March 31, 2026.

The Company concluded that a credit loss does not exist in its AFS securities portfolio as of March 31, 2026, and no impairment loss has been recognized based on the fact that (1) changes in fair value were primarily caused by fluctuations in interest rates, (2) securities with unrealized losses had generally high credit quality, (3) the Company intends to hold these investments in debt securities to maturity and it is more likely than not the Company will not be required to sell these investments before a recovery of its investment, and (4) issuers have continued to make timely payments of principal and interest.

Additionally, the Company’s mortgage-backed securities are issued by either U.S.

3 unchanged sentences

government, that investors in such mortgage-backed securities will receive timely principal and interest payments.

All HTM and AFS securities were current with no securities past due or on nonaccrual as of September 30, 2025 and December 31, 2024.

All of the securities with unrealized losses in the portfolio have modest duration risk, low credit risk and minimal losses when compared to total amortized cost.

The unrealized losses on debt securities that exist are the result of market changes in interest rates since original purchase and are not related to credit concerns.

All HTM and AFS securities were current with no securities past due or on nonaccrual as of March 31, 2026 and December 31, 2025.

Because the Company does not intend to sell these securities and it is not more likely than not that the Company will be required to sell these securities before recovery of their amortized cost bases, which may be at maturity for debt securities, the Company considers the unrealized losses to be temporary.

There were 114 AFS and 173 HTM securities in an unrealized loss position at September 30, 2025.

There were 134 AFS and 167 HTM securities in an unrealized loss position at March 31, 2026.

There were 122 AFS and 169 HTM securities in an unrealized loss position at December 31, 2025.

Net unrealized losses of the AFS securities totaled $ 6.5 million and $ 10.4 million as of September 30, 2025 and December 31, 2024, respectively.

The following table provides information on the amortized cost and estimated fair values of investment securities by contractual maturity date at September 30, 2025.

Net unrealized losses with respect to the AFS securities totaled $ 7.3 million and $ 6.3 million as of March 31, 2026 and December 31, 2025, respectively.

The following table provides information on the amortized cost and estimated fair values of investment securities by contractual maturity date at March 31, 2026.

Available for Sale Held to Maturity

4 unchanged sentences

Due after ten years 82 82 5,042 4,547

$ 26,653 $ 25,278 $ 121,846 $ 116,186

Total non-mortgage-backed securities $ 34,638 $ 33,350 $ 99,473 $ 94,570

Mortgage-backed securities 236,638 230,676 294,223 261,820

3 unchanged sentences

The Company has securities that have been pledged as collateral for obligations to federal, state and local government agencies, and other purposes as required or permitted by law, or sold under agreements to repurchase.

At September 30, 2025, the aggregate carrying value of pledged AFS and HTM pledged securities was $ 67.6 million and $ 211.4 million, respectively.

At March 31, 2026, the aggregate carrying value of AFS and HTM pledged securities was $ 71.9 million and $ 220.6 million, respectively.

The comparable amounts for December 31, 2025 were $ 69.4 million and $ 218.6 million, respectively.

The following table sets forth the amortized cost and estimated fair values of securities that have been pledged as collateral for obligations to federal, state and local government agencies, and other purposes as required or permitted by law, or sold under agreements to repurchase at September 30, 2025 and December 31, 2024.

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

($ in thousands) Amortized Cost Fair Value Amortized Cost Fair Value

1 unchanged sentence

Pledged held to maturity securities 220,597 198,537 218,556 197,146

There were no obligations of any issuer exceeding 10% of stockholders’ equity at September 30, 2025 or December 31, 2024.

There were no obligations of any issuer exceeding 10% of stockholders’ equity at March 31, 2026 or December 31, 2025.

Note 3 – Loans and Allowance for Credit Losses

The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables.

For further discussion on the most significant accounting policies that the Company follows, see Note 1 – “Summary of Significant Accounting Policies” in the “Notes to Consolidated Financial Statements” included in Part II, Item 8.

of the 2024 Annual Report.

The following table provides information about the principal classes of the loan portfolio at September 30, 2025 and December 31, 2024.

($ in thousands) September 30, 2025 % of Total Loans December 31, 2024 % of Total Loans

The following table provides information about the principal classes of the loan portfolio at March 31, 2026 and December 31, 2025.

($ in thousands) March 31, 2026 % of Total Loans December 31, 2025 % of Total Loans

Commercial real estate $ 2,599,815 53.62 % $ 2,643,996 53.95 %

7 unchanged sentences

Total loans, net $ 4,789,549 $ 4,841,466

Loans are stated at their principal amount outstanding, net of any purchase premiums/discounts and deferred fees and costs.

Included in loans were deferred costs, net of fees, of $ 2.9 million and $ 3.2 million at September 30, 2025 and December 31, 2024, respectively.

At September 30, 2025 and December 31, 2024, loans included $ 1.58 billion and $ 1.69 billion, respectively, of aggregate loans that were acquired as part of the acquisitions of Severn Bancorp, Inc.

Loans are stated at their principal amount outstanding, net of any purchase premiums or discounts, deferred fees, and costs.

Included in loans were deferred costs, net of fees, of $ 3.0 million and $ 3.1 million at March 31, 2026 and December 31, 2025, respectively.

At March 31, 2026 and December 31, 2025, loans included $ 1.42 billion and $ 1.49 billion, respectively, of aggregate loans that were acquired as part of the acquisitions of Severn Bancorp, Inc.

(“Severn”) and The Community Financial Corporation (“TCFC”).

balances are presented net of the related aggregate discounts, which totaled $ 82.5 million and $ 92.0 million at September 30, 2025 and December 31, 2024, respectively.

At September 30, 2025, the Bank was servicing $ 352.7 million in loans for the Federal National Mortgage Association and $ 109.1 million in loans for Federal Home Loan Mortgage Corporation.

The following tables provide information on amortized cost basis on nonaccrual loans by loan class as of September 30, 2025 and December 31, 2024.

($ in thousands) Nonaccrual With No Allowance For Credit Loss Nonaccrual With An Allowance For Credit Loss Total Nonaccrual Loans

September 30, 2025

These balances are

presented net of the related aggregate discounts, which totaled $ 73.9 million and $ 78.2 million at March 31, 2026 and December 31, 2025, respectively.

The following tables provide information on the amortized cost basis of nonaccrual loans by loan class as of March 31, 2026 and December 31, 2025.

($ in thousands) Nonaccrual With No Allowance For Credit Losses Nonaccrual With An Allowance For Credit Losses Total Nonaccrual Loans

March 31, 2026

Nonaccrual loans:

7 unchanged sentences

Interest income $ 655 $ 295 $ 950

($ in thousands) Nonaccrual With No Allowance For Credit Loss Nonaccrual With An Allowance For Credit Loss Total Nonaccrual Loans

($ in thousands) Nonaccrual With No Allowance For Credit Losses Nonaccrual With An Allowance For Credit Losses Total Nonaccrual Loans

December 31, 2025

9 unchanged sentences

($ in thousands) Nonaccrual Delinquent Loans Nonaccrual Current Loans Total Nonaccrual Loans

September 30, 2025

March 31, 2026

Nonaccrual loans:

16 unchanged sentences

Total $ 7,424 $ 32,536 $ 39,960

The overall quality of the Bank’s loan portfolio is primarily assessed using the Bank’s risk-grading scale.

The overall quality of the Company’s loan portfolio is primarily assessed using the Company’s risk-grading scale.

This review process is assisted by frequent internal reporting of loan production, loan quality, concentrations of credit, loan delinquencies and nonperforming and potential problem loans.

Credit quality indicators are adjusted based on management’s judgment during the quarterly review process.

Consumer credit cards are monitored based on a borrower payment history.

Credit card loans are classified as performing and are typically charged off no later than 180 days past due or when, in the opinion of management, the collection of principal or interest is considered doubtful.

As of September 30, 2025, there w ere two cred it cards that were evaluated based on economic conditions specific to the loans or borrowers, and were downgraded to substandard and nonperforming.

Consumer credit cards are monitored based on a borrower’s payment history.

Credit card loans are classified as performing and are typically charged-off no later than 180 days or when, in the opinion of management, the collection of principal or interest is considered doubtful.

As of March 31, 2026, there were five credit cards that were evaluated based on economic conditions specific to the loans or borrowers, and were downgraded to substandard and nonperforming.

Loans subject to risk rating are graded on a scale of one to ten.

Ratings 1 thru 6 – Pass – Ratings 1 thru 6 have asset risks ranging from excellent-low to adequate.

Ratings 1 through 6 – Pass – Ratings 1 through 6 have asset risks ranging from excellent-low to adequate.

The specific rating assigned considers customer history of earnings, cash flows, liquidity, leverage, capitalization, consistency of debt service coverage, the nature and extent of customer relationship and other relevant specific business factors such as the stability of the industry or market area, changes to management, litigation or unexpected events that could have an impact on risks.

5 unchanged sentences

These assets have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt.

They are characterized by the possibility that the Bank will sustain some loss if the deficiencies are not corrected.

They are characterized by the possibility that the Company will sustain some loss if the deficiencies are not corrected.

Loss potential, while existing in the aggregate amount of substandard assets, does not have to exist in individual assets classified substandard.

The loans may have a delinquent history or combination of weak collateral, weak guarantor or operating losses.

When a loan is assigned to this category the Bank may estimate a specific reserve in the credit loss allowance analysis and/or place the loan on nonaccrual.

When a loan is assigned to this category, the Company may estimate a specific reserve in the credit loss allowance analysis and/or place the loan on nonaccrual.

These assets listed may include assets with histories of repossessions or some that are nonperforming bankruptcies.

These relationships will be reviewed at least quarterly.

Rating 9 – Doubtful – Doubtful assets have many of the same characteristics of substandard with the exception that the Bank has determined that loss is not only possible but is probable.

Substandard loan relationships are reviewed at least quarterly.

Rating 9 – Doubtful – Doubtful assets have many of the same characteristics of substandard assets, with the exception that the Company has determined that loss is not only possible but is probable.

The amount of loss is not discernible due to factors such as merger, acquisition, or liquidation;

4 unchanged sentences

Credits receiving a doubtful classification are required to be on nonaccrual.

These relationships will be reviewed at least quarterly.

Doubtful loan relationships are reviewed at least quarterly.

Rating 10 – Loss – Loss assets are uncollectible or of little value.

The following table provides information on loan risk ratings as of September 30, 2025 and gross write-offs during the nine months ended September 30, 2025.

Term Loans by Origination Year Revolving Loans Revolving Converted to Term Loans Total

The following table provides information on loan risk ratings as of March 31, 2026 and gross charge-offs during the three months ended March 31, 2026.

Term Loans by Origination Year Revolving

loans Revolving

term loans Total

($ in thousands) Prior 2022 2023 2024 2025 2026

September 30, 2025

March 31, 2026

Commercial real estate

30 unchanged sentences

Total gross charge-offs $ ( 577 ) $ ( 399 ) $ ( 149 ) $ ( 17 ) $ ( 15 ) $ — $ ( 19 ) $ — $ ( 1,176 )

The following table presents the amortized cost in credit card loans based on performing status and gross charge-off as of September 30, 2025 and gross write-offs during the nine months ended September 30, 2025.

The following table presents the amortized cost of credit card loans based on performing status and gross charge-offs during the three months ended March 31, 2026.

Nonperforming loans consisted of nonaccrual loans and loans past due 90 days or more and still accruing.

1 unchanged sentence

($ in thousands) Prior 2022 2023 2024 2025 2026

September 30, 2025

March 31, 2026

Performing $ — $ — $ — $ — $ — $ — $ 4,273 $ — $ 4,273

5 unchanged sentences

Total recorded investment $ 1,958,739 $ 972,210 $ 517,049 $ 455,864 $ 617,211 $ 78,876 $ 245,526 $ 2,555 $ 4,848,030

The following table provides information on loan risk ratings as of December 31, 2024 and gross write-offs during the year ended December 31, 2024.

The following table provides information on loan risk ratings as of December 31, 2025 and gross charge-offs during the year ended December 31, 2025.

Term Loans by Origination Year Revolving

36 unchanged sentences

charge-offs $ ( 636 ) $ ( 2,739 ) $ ( 1,595 ) $ ( 975 ) $ ( 324 ) $ — $ ( 444 ) $ ( 31 ) $ ( 6,744 )

The following table presents the amortized cost in credit card loans based on performing status and gross charge-off as of December 31, 2024 and gross write-offs during the year ended December 31, 2024.

The following table presents the amortized cost of credit card loans based on performing status and gross charge-offs during the year ended December 31, 2025.

Nonperforming loans consisted of nonaccrual loans and loans past due 90 days or more and still accruing.

13 unchanged sentences

investment $ 1,362,664 $ 663,013 $ 987,622 $ 543,191 $ 457,635 $ 616,747 $ 238,924 $ 30,506 $ 4,900,302

The following tables provide information on the aging of the Company’s loan portfolio as of September 30, 2025 and December 31, 2024.

The following tables provide information on the aging of the Company’s loan portfolio as of March 31, 2026 and December 31, 2025.

($ in thousands) 30‑59 Days Past Due 60‑89 Days Past Due 90 Days Past Due and Still Accruing 30-89 Days Past Due and Not Accruing 90 Days Past Due and Not Accruing Total Past Due Current Accrual Loans Current Nonaccrual Loans Total

September 30, 2025

March 31, 2026

Commercial real estate $ 761 $ 881 $ — $ 1,183 $ 655 $ 3,480 $ 2,545,892 $ 50,443 $ 2,599,815

16 unchanged sentences

Percent of total loans 0.08 % 0.02 % 0.01 % 0.03 % 0.12 % 0.26 % 99.08 % 0.66 % 100.00 %

The following tables provide a summary of the activity in the ACL allocated by loan class for the three and nine months ended September 30, 2025 and 2024.

The following tables provide a summary of the activity in the ACL allocated by loan class for the three months ended March 31, 2026 and 2025.

Allocation of a portion of the allowance to one loan class does not preclude its availability to absorb losses from other loan classes.

($ in thousands) Beginning Balance Charge-offs Recoveries Provisions Ending Balance

Three Months Ended September 30, 2025

Commercial real estate $ 21,662 $ ( 109 ) $ — $ ( 484 ) $ 21,069

Residential real estate 21,720 ( 49 ) 190 949 22,810

Construction 5,805 — — 416 6,221

Commercial 2,870 ( 440 ) 5 1,207 3,642

Consumer 6,188 ( 1,382 ) 54 842 5,702

Credit cards 238 ( 94 ) — ( 34 ) 110

Total $ 58,483 $ ( 2,074 ) $ 249 $ 2,896 $ 59,554

($ in thousands) Beginning Balance Charge-offs Recoveries Provisions Ending

Three Months Ended September 30, 2024

Commercial real estate $ 22,984 $ — $ — $ 115 $ 23,099

Residential real estate 20,500 — 1 1,206 21,707

Construction 3,471 — 1 ( 578 ) 2,894

Commercial 2,866 ( 154 ) 1 512 3,225

Consumer 8,145 ( 1,015 ) 88 36 7,254

Credit cards 512 ( 210 ) — 188 490

Total $ 58,478 $ ( 1,379 ) $ 91 $ 1,479 $ 58,669

($ in thousands) Beginning

Balance Charge-offs Recoveries Provisions Ending

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

Commercial real estate $ 21,387 $ — $ — $ 285 $ 21,672

6 unchanged sentences

($ in thousands) Beginning Balance Charge-offs Recoveries Provisions Ending

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Commercial real estate $ 22,846 $ — $ 78 $ ( 936 ) $ 21,988

5 unchanged sentences

Total $ 57,910 $ ( 726 ) $ 172 $ 686 $ 58,042

The following tables present the amortized cost basis of collateral-dependent loans by loan portfolio segment.

September 30, 2025

The following tables present the amortized cost basis of collateral-dependent loans by loan portfolio segment as of March 31, 2026 and December 31, 2025.

March 31, 2026

($ in thousands) Real Estate Collateral Other Collateral Total

3 unchanged sentences

Commercial (1)

Consumer — 518 518

— 6,658 6,658

Total $ 75,082 $ 7,191 $ 82,273

5 unchanged sentences

Commercial (1)

Consumer — 1,473 1,473

— 4,164 4,164

Total $ 52,092 $ 5,135 $ 57,227

____________________________________

(1) Commercial loans are primarily secured by underlying business assets of the borrower.

(2) Consumer loans are primarily secured by automobiles and boats of the borrower.

Loan Modifications to Borrowers Experiencing Financial Difficulty

Modifications to borrowers experiencing financial difficulty may include interest rate reduction, principal or interest forgiveness, forbearance, term extensions, and other combinations of actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral.

During the three months ended September 30, 2025, one loan modification in the form of an interest rate reduction was made to a borrower experiencing financial difficulty.

For the nine months ended September 30, 2025, ten loan modifications in the form of interest rate reductions were made to borrowers experiencing financial difficulty.

During the three and nine months ended September 30, 2024, zero loan modifications were made to borrowers experiencing financial difficulty.

During the three and nine months ended September 30, 2025 and 2024, there were no defaults on loan modifications made to borrowers experiencing financial difficulty in the preceding 12 months.

As of September 30, 2025, ten commercial real estate loans with an aggregate balance of $ 6.8 million with borrowers experiencing financial difficulty that were modified during the preceding 12 months were classified as current accrual and current nonaccrual, of which $ 6.6 million were for commercial real estate loans, $ 177 thousand were for commercial loans and $ 33 thousand were for residential real estate loans.

Loan modifications to borrowers experiencing financial difficulty may include interest rate reduction, principal or interest forgiveness, forbearance, term extensions and other combinations of actions intended to minimize economic loss and avoid foreclosure or repossession of collateral.

During the three months ended March 31, 2026 and 2025, no loan modifications were made to borrowers experiencing financial difficulty.

As of March 31, 2026, of the loans with borrowers experiencing financial difficulty that were modified during the preceding 12 months, $ 5.3 million and $ 164 thousand were classified as current accrual and current nonaccrual, respectively.

As of December 31, 2025, of the loans with borrowers experiencing financial difficulty that were modified during the preceding 12 months, $ 5.3 million and $ 170 thousand were classified as current accrual and current nonaccrual, respectively.

During the three months ended March 31, 2026 and 2025, there were no defaults on loan modifications made to borrowers experiencing financial difficulty in the preceding 12 months.

Foreclosure Proceedings

There were $ 124 thousand of consumer mortgage loans collateralized by residential real estate property that were in the process of foreclosure as of September 30, 2025 and $ 124 thousand as of December 31, 2024.

There were $ 93 thousand of commercial real estate loans collateralized by commercial real estate that were in the process of foreclosure as of September 30, 2025 and $ 554 thousand as of December 31, 2024.

The Company had $ 124 thousand and $ 124 thousand of consumer mortgage loans collateralized by residential real estate property that were in the process of foreclosure as of March 31, 2026 and December 31, 2025, respectively.

The Company had $ 151 thousand and $ 95 thousand of commercial real estate loans collateralized by commercial real estate that were in the process of foreclosure as of March 31, 2026 and December 31, 2025, respectively.

Other Real Estate Owned (“OREO”) and Repossessed Assets

1 unchanged sentence

Subsequently, foreclosed assets are carried at the lower of carrying value or fair value.

The Company had OREO and repossessed asset balances of $ 120 thousand and $ 3.4 million as of September 30, 2025 and $ 179 thousand and $ 3.3 million as of December 31, 2024, respectively.

The Company had OREO and repossessed asset balances of $ 69 thousand and $ 3.3 million as of March 31, 2026 and $ 113 thousand and $ 2.9 million as of December 31, 2025, respectively.

Mortgage Servicing Rights (“MSRs”)

2 unchanged sentences

Servicing rights are evaluated for impairment based upon fair value of the rights as compared to carrying amount.

No impairment was recognized for the nine months ended September 30, 2025.

The Company recognized net servicing income of $ 147 thousand and $ 425 thousand for the three months ended September 30, 2025 and 2024, respectively.

The Company recognized net servicing income of $ 251 thousand and $ 81 thousand for the nine months ended September 30, 2025 and 2024, respectively.

The following table presents activity in MSRs for the three and nine months ended September 30, 2025.

($ in thousands) Three Months Ended

September 30, 2025 Nine Months Ended

September 30, 2025

No impairments of MSRs were recognized for the three months ended March 31, 2026 or 2025.

The Company recognized net servicing income of $ 139 thousand and a net servicing loss of $ 65 thousand for the three months ended March 31, 2026 and 2025, respectively.

At March 31, 2026, the Company was servicing $ 334.0 million in loans for the Federal National Mortgage Association and $ 101.8 million in loans for Federal Home Loan Mortgage Corporation.

The following table presents activity in MSRs for the three months ended March 31, 2026 and 2025.

Three Months Ended March 31,

($ in thousands) 2026 2025

Beginning balance $ 5,142 $ 5,874

3 unchanged sentences

Ending balance $ 4,983 $ 5,535

The fair value of MSRs were determined using discount rates ranging from 9.5 % to 10.0 % at September 30, 2025 and December 31, 2024, respectively.

The valuation on MSRs was not material at September 30, 2025 and December 31, 2024.

Depending on the stratification of the specific mortgage servicing right, prepayment speeds ranged from 6.08 % to 9.27 % for the three months ended September 30, 2025 and 5.69 % to 8.22 % for the nine months ended September 30, 2025.

The associated weighted-average default rates were 0.14 % for the three and nine months ended September 30, 2025, respectively.

The fair value of MSRs were determined using discount rates ranging from 9.0 % to 9.0 % at March 31, 2026 and 9.0 % to 10.0 % at December 31, 2025.

The valuation on MSRs was not material at March 31, 2026 and December 31, 2025.

Depending on the stratification of the specific mortgage servicing right, prepayment speeds ranged from 5.88 % to 8.60 % for the three months ended March 31, 2026.

The associated weighted-average default rate was 0.20 % for the three months ended March 31, 2026.

Note 4 – Goodwill and Other Intangible Assets

The following table provides information on the significant components of goodwill and other acquired intangible assets at September 30, 2025 and December 31, 2024.

September 30, 2025

The following tables provide information on the significant components of goodwill and other acquired intangible assets as of March 31, 2026 and December 31, 2025.

March 31, 2026

($ in thousands) Goodwill Core Deposit Intangible

7 unchanged sentences

Net carrying amount $ 63,266 $ 29,722

The aggregate amortization expense for the core deposit intangible was $ 2.0 million and $ 2.3 million for the three months ended September 30, 2025 and 2024, respectively and $ 6.6 million and $ 7.5 million for the nine months ended September 30, 2025 and 2024, respectively.

At September 30, 2025, the estimated future remaining amortization for amortizing core deposit intangibles within the years ending December 31 is as follows:

The aggregate amortization expense for the core deposit intangible was $ 2.0 million and $ 2.3 million for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, the estimated future remaining amortization for core deposit intangibles within the years ending December 31 is as follows:

($ in thousands) Amortization Expense

2 unchanged sentences

Note 5 – Leases

Right-of-use assets represent the Company’s right to use the underlying asset for the lease term and are calculated as the sum of the lease liability and if applicable, prepaid rent, initial direct costs and any incentives received from the lessor.

Lease liabilities represent the Company’s obligation to make lease payments and are presented at each reporting date as the net present value of the remaining contractual cash flows.

Cash flows are discounted at the Company’s incremental borrowing rate in effect at the commencement date of the lease.

The Company’s long-term lease agreements for branches and offices are classified as operating leases.

2 unchanged sentences

The following tables present information about the Company’s leases as of and for the periods presented.

($ in thousands) September 30, 2025 December 31, 2024

Lease liabilities $ 11,395 $ 11,844

($ in thousands) March 31, 2026 December 31, 2025

Right-of-use assets $ 10,102 $ 10,523

Lease liabilities $ 10,608 $ 11,027

Weighted-average remaining lease term 8.80 years 8.91 years

2 unchanged sentences

Remaining lease term – max 15.43 years 15.68 years

Three Months Ended September 30, Nine Months Ended September 30,

Lease cost ($ in thousands)

2025 2024 2025 2024

Three Months Ended March 31,

($ in thousands) 2026 2025

Operating lease cost $ 512 $ 492

1 unchanged sentence

Cash paid for amounts included in the measurement of lease liabilities $ 509 $ 467

The following table presents a maturity analysis of operating lease liabilities and a reconciliation of the undiscounted cash flows to total operating lease liabilities at September 30, 2025.

Lease payments due ($ in thousands)

September 30, 2025

The following table presents a maturity analysis of operating lease liabilities and a reconciliation of the undiscounted cash flows to total operating lease liabilities at March 31, 2026.

($ in thousands) March 31, 2026

Thereafter 4,578

2 unchanged sentences

Lease liabilities $ 10,608

Total gross rental income was $ 225 thousand and $ 266 thousand for the three months ended September 30, 2025 and 2024, respectively.

Total gross rental income was $ 839 thousand and $ 799 thousand for the nine months ended September 30, 2025 and 2024, respectively.

Total gross rental income was $ 306 thousand and $ 335 thousand for the three months ended March 31, 2026 and 2025, respectively.

Note 6 – Deposits

Deposits consist of the following categories as of the dates indicated:

($ in thousands) September 30, 2025 December 31, 2024

($ in thousands) March 31, 2026 December 31, 2025

Balance % of Total Deposits Balance % of Total Deposits

Noninterest-bearing $ 1,594,212 28.84 % $ 1,562,815 28.27 %

Interest-bearing:

Noninterest-bearing deposits $ 1,567,425 28.70 % $ 1,587,953 28.69 %

Interest-bearing deposits:

Interest-bearing checking 812,847 14.88 852,585 15.41

4 unchanged sentences

Total deposits $ 5,461,620 100.00 % $ 5,533,864 100.00 %

The following table provides information on the approximate maturities of total time deposits at September 30, 2025.

($ in thousands) September 30, 2025

The following table provides information on the approximate maturities of total time deposits at March 31, 2026.

($ in thousands) March 31, 2026

Within one year $ 1,171,773

2 unchanged sentences

Total $ 1,274,766

The approximate amount of certificates of deposit that exceeded the FDIC insurance limit of $250,000 or more was $ 411.1 million and $ 374.1 million at September 30, 2025 and December 31, 2024, respectively.

The approximate amount of certificates of deposit that exceeded the FDIC insurance limit of $250,000 or more was $ 406.7 million and $ 403.5 million at March 31, 2026 and December 31, 2025, respectively.

Note 7 – Borrowings

The following table summarizes certain information of the Company’s long-term debt at September 30, 2025 and December 31, 2024.

($ in thousands) September 30, 2025 December 31, 2024 Issue Date Stated Maturity Date Earliest Call Date Interest Rate

Subordinated Debentures due September 2030 $ 25,000 $ 25,000 2020 2030 2025 5.375 % through September 2025, 3-month SOFR* + 5.265 % thereafter

Subordinated Debentures due October 2030 19,500 19,500 2020 2030 2025 4.75 % through October 2025, 3-month SOFR + 4.58 % thereafter

The following table summarizes certain information of the Company’s long-term debt as of March 31, 2026 and December 31, 2025.

($ in thousands) March 31, 2026 December 31, 2025 Issue Date Stated Maturity Date Earliest Call Date Interest Rate

Subordinated Debentures due November 2035 60,000 60,000 2025 2035 2030 6.25 % through November 2030, 3-month SOFR + 2.88 % thereafter

Total subordinated debentures 60,000 60,000

Severn Capital Trust I 20,619 20,619 2004 2035 3-month SOFR + 2.26 %

Tri-County Capital Trust I 7,217 7,217 2004 2034 90-day SOFR + 2.60 %

Tri-County Capital Trust II 5,155 5,155 2005 2035 90-day SOFR + 1.70 %

Tri-County Capital Trust I 7,217 7,217 2004 2034 3-month SOFR + 2.86 %

Tri-County Capital Trust II 5,155 5,155 2005 2035 3-month SOFR + 1.96 %

Total trust preferred securities 32,991 32,991

1 unchanged sentence

Total long-term debt $ 89,029 $ 89,061

____________________________________

* Secured Overnight Financing Rate (“SOFR”).

At September 30, 2025, subordinated debentures consisted of $ 25.0 million of long-term debt issued by the Company in August 2020, and $ 19.5 million of long-term debt assumed as a result of the merger with TCFC.

As of September 30, 2025, the recorded balance of subordinated debt issued by the Company and the assumed subordinated debt from TCFC, net of unamortized issuance costs and fair value discounts, were $ 25.0 million and $ 19.4 million, respectively.

The Company has the option to redeem the subordinate notes in part or whole as of September 1, 2025.

As of September 30, 2025, 80 % of the subordinated debt was considered Tier 2 capital under current regulatory guidelines.

At March 31, 2026, subordinated debentures consisted of $ 60.0 million of long-term debt issued by the Company in November 2025.

As of March 31, 2026, the recorded balance of subordinated debt issued by the Company, net of unamortized issuance costs and fair value discounts, was $ 58.8 million.

The Company has the option to redeem the subordinated notes in part or whole as of November 15, 2030.

As of March 31, 2026, 100 % of the subordinated debt was considered Tier 2 capital under current regulatory guidelines.

The Company assumed trust preferred securities in the aggregate of $ 33.0 million as a result of the merger with TCFC in 2023 and the acquisition of Severn in 2021.

Trust preferred securities consisted of $ 20.6 million issued by Severn Capital Trust I, $ 7.2 million issued by Tri-County Capital Trust I and $ 5.2 million issued by Tri-County Capital Trust II.

The recorded balance of the junior subordinated debt securities of Severn Capital Trust I at September 30, 2025 was $ 18.9 million, net of the unamortized fair value adjustment of $ 1.7 million.

At September 30, 2025, the junior subordinated debt securities of Tri-County Capital Trust I and Tri-County Capital Trust II had a recorded balance of $ 6.7 million and $ 4.5 million, respectively, which are presented net of the unamortized fair value adjustments of $ 523 thousand and $ 678 thousand, respectively.

As of September 30, 2025, the entire amount of trust preferred securities debt is considered Tier 2 capital under current regulatory guidelines.

The recorded balance of the junior subordinated debt securities of Severn Capital Trust I at March 31, 2026 was $ 19.0 million, net of the unamortized fair value adjustment of $ 1.6 million.

At March 31, 2026, the junior subordinated debt securities of Tri-County Capital Trust I and Tri-County Capital Trust II had a recorded balance of $ 6.7 million and $ 4.5 million, respectively, which are presented net of the unamortized fair value adjustments of $ 489 thousand and $ 644 thousand, respectively.

As of March 31, 2026, the entire amount of trust preferred securities debt is considered Tier 2 capital under current regulatory guidelines.

The Company may periodically borrow from a correspondent federal funds line of credit arrangement, under a secured reverse repurchase agreement, or from the Federal Home Loan Bank (“FHLB”) to meet short-term liquidity needs.

There were $ 50.0 million of outstanding borrowings from the FHLB at September 30, 2025 and December 31, 2024.

The $ 50.0 million FHLB advance originated on May 7, 2024 was for an initial term of 18 -months at a rate of 4.79 %.

The Company did not have any short-term borrowings from the FHLB at September 30, 2025 and December 31, 2024.

Further information on these obligations is provided in the Company’s A nnual Report on Form 10-K for the year ended December 31, 2024 .

The Company had no outstanding borrowings from the FHLB at March 31, 2026 and December 31, 2025.

The Company did not have any correspondent federal fund lines at March 31, 2026 and December 31, 2025.

Further information on these obligations is provided in the Company’s 2025 A nnual Report.

Note 8 – Derivatives

6 unchanged sentences

These assets and liabilities are included in the consolidated balance sheets in other assets and accrued expenses and other liabilities, respectively.

The following table provides information pertaining to the carrying amounts of the Company’s derivative financial instruments at September 30, 2025 and December 31, 2024.

September 30, 2025 December 31, 2024

The following table provides information pertaining to the carrying amounts of the Company’s derivative financial instruments as of March 31, 2026 and December 31, 2025.

March 31, 2026 December 31, 2025

($ in thousands) Notional Amount Estimated Fair Value Notional Amount Estimated Fair Value

4 unchanged sentences

Liability – IRLCs

1,366 8 193 1

Liability – TBA securities

2 unchanged sentences

The Company records unrealized holding gains (losses), net of tax, on AFS securities as accumulated other comprehensive income (loss), a separate component of stockholders’ equity.

The following table provides information on the changes in the component of accumulated other comprehensive income (loss) for the three and nine months ended September 30, 2025 and 2024.

Accumulated Other Comprehensive Loss

Three Months Ended Nine Months Ended

($ in thousands) September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

The following table provides information on the changes in the component of accumulated other comprehensive income (loss) for the three months ended March 31, 2026 and 2025.

Three Months Ended

($ in thousands) March 31, 2026 March 31, 2025

Beginning of period $ ( 4,593 ) $ ( 7,545 )

Other comprehensive income, net of tax 844 2,734 2,786 1,968

Other comprehensive income (loss), net of tax ( 677 ) 1,212

End of period $ ( 5,270 ) $ ( 6,333 )

2 unchanged sentences

Failure to meet minimum capital requirements can initiate certain mandatory – and possibly additional discretionary – actions by regulators that, if undertaken, could have a direct material effect on the financial statements.

Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Banks’ assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices.

Under capital adequacy guidelines and the regulatory framework for prompt corrective action (“PCA”), the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices.

The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Company and Bank to maintain amounts and ratios (set forth in the table below) of common equity Tier 1 (“CET1”), Tier 1 and total capital (as defined in the regulations) to risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average assets (leverage ratio).

As of September 30, 2025 and December 31, 2024, management believes that the Company and the Bank met all capital adequacy requirements to which they were subject.

As of December 31, 2024, the most recent notification from the Bank’s primary regulator categorized the Bank, as “well-capitalized” under the regulatory framework for prompt corrective action.

As of March 31, 2026 and December 31, 2025, management believes that the Company and the Bank met all capital adequacy requirements to which they were subject.

As of March 31, 2026, the most recent notification from the Bank’s primary regulator categorized the Bank, as “well-capitalized” under the regulatory framework for PCA.

There are no conditions or events since that notification that management believes would change the Bank’s classification.

To be categorized as “well-capitalized,” the Bank must maintain minimum CET1, Tier 1 risk-based and total risk-based capital ratios, and Tier 1 leverage ratios, which are outlined in the table below.

The following table presents the capital amounts and ratios for the Company and the Bank as of September 30, 2025 and December 31, 2024.

September 30, 2025 December 31, 2024

Amount Regulatory Minimum Ratio + Capital Conservation Buffer To Be Well-Capitalized Under Prompt Corrective Action Regulation (1)

The following table presents the capital amounts and ratios for the Company and the Bank as of March 31, 2026 and December 31, 2025.

March 31, 2026

Amount Regulatory Minimum Ratio + Capital Conservation Buffer To Be Well-Capitalized Under PCA Regulation (1)

($ in thousands)

The Company Amounts

Company Amounts

Common Equity Tier 1 Capital $ 525,849 $ 335,606 N/A

1 unchanged sentence

Total Capital 674,811 503,409 N/A

Risk-Weighted Assets 4,867,237 237,716 N/A 4,852,564

The Company Ratios

Leverage Exposure 6,098,196 243,928 N/A

Risk-Weighted Assets 4,794,374 N/A N/A

Company Ratios

Common Equity Tier 1 Capital to Risk-Weighted Assets (“RWA”) 10.97 % 7.00 % N/A

1 unchanged sentence

Total Capital to RWA 14.08 10.50 N/A

Tier 1 Capital to Average Assets (Leverage) (2)

Tier 1 Capital to AA (Leverage) (2)

9.12 4.00 N/A

The Bank Amounts

Common Equity Tier 1 Capital $ 583,733 $ 335,386 $ 311,429

1 unchanged sentence

Total Capital 643,627 503,078 479,122

Risk-Weighted Assets 4,864,871 237,596 296,995 4,851,903

The Bank Ratios

Leverage Exposure 6,093,905 243,756 304,695

Risk-Weighted Assets 4,791,223 N/A N/A

Common Equity Tier 1 Capital to RWA 12.18 % 7.00 % 6.50 %

1 unchanged sentence

Total Capital to RWA 13.43 10.50 10.00

Tier 1 Capital to Average Assets (Leverage) (2)

Tier 1 Capital to AA (Leverage) (2)

9.58 4.00 5.00

3 unchanged sentences

The PCA well-capitalized threshold is defined as 5.00 %.

As of September 30, 2025, both the Company and the Bank satisfy the capital conservation buffer requirements applicable to them.

The lowest ratio at the Company is the Tier 1 Capital to RWA, which was 4.82 % above the minimum buffer ratio and, at the Bank, the lowest ratio was the Total Capital to RWA, which was 4.75 % above the minimum buffer ratio.

December 31, 2025

Amount Regulatory Minimum Ratio + Capital Conservation Buffer To Be Well-Capitalized Under PCA Regulation (1)

($ in thousands)

Company Amounts

Common Equity Tier 1 Capital $ 510,729 $ 339,680 N/A

Tier 1 Capital 540,897 412,469 N/A

Total Capital 660,451 509,520 N/A

Leverage Exposure 6,129,306 245,172 N/A

Risk-Weighted Assets 4,852,573 N/A N/A

Company Ratios

Common Equity Tier 1 Capital to RWA 10.52 % 7.00 % N/A

Tier 1 Capital to RWA 11.15 8.50 N/A

Total Capital to RWA 13.61 10.50 N/A

Tier 1 Capital to AA (Leverage) (2)

8.82 4.00 N/A

Common Equity Tier 1 Capital $ 569,183 $ 339,125 $ 314,902

Tier 1 Capital 569,183 411,794 387,571

Total Capital 629,746 508,687 484,464

Leverage Exposure 6,122,775 244,911 306,139

Risk-Weighted Assets 4,844,639 N/A N/A

Common Equity Tier 1 Capital to RWA 11.75 % 7.00 % 6.50 %

Tier 1 Capital to RWA 11.75 8.50 8.00

Total Capital to RWA 13.00 10.50 10.00

Tier 1 Capital to AA (Leverage) (2)

9.30 4.00 5.00

_________________________________

(1) Applies to the Bank only.

(2) Tier 1 Capital to Average Assets (Leverage) has no capital conservation buffer defined.

The PCA well-capitalized threshold is defined as 5.00 %.

As of March 31, 2026, both the Company and the Bank satisfied the capital conservation buffer requirements applicable to them.

The lowest capital buffer ratio at the Company was the Tier 1 Capital to RWA, which was 5.60 % above the minimum capital conservation buffer ratio requirement, and the lowest capital buffer ratio at the Bank was the Total Capital to RWA, which was 5.43 % above the minimum capital conservation buffer ratio requirement.

The Company is a separate legal entity from the Bank and must provide for its own liquidity.

1 unchanged sentence

The Company’s primary source of income is dividends received from the Bank.

The amount of dividends that the Bank may declare and pay to the Company in any calendar year, without the receipt of prior approval from the Federal Reserve Bank, cannot exceed net income for that year to date plus retained net income (as defined) for the preceding two calendar years.

At September 30, 2025, the Bank could pay dividends to the Company to the extent of its earnings, so long as it maintained required capital ratios.

The amount of dividends that the Bank may declare and pay to the Company in any calendar year, without the receipt of prior approval from the OCC, cannot exceed net income for that year to date plus retained net income (as defined) for the preceding two calendar years.

As of March 31, 2026, the Bank could pay dividends to the Company to the extent of its current period earnings plus the earnings of the preceding two years, so long as it maintained required capital ratios.

Note 11 – Fair Value Measurements

4 unchanged sentences

Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as collateral-dependent loans, repossessed assets and OREO (foreclosed assets).

These nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.

These non-recurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.

Under fair value accounting guidance, assets and liabilities are grouped at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine their fair values.

19 unchanged sentences

Fair value is adjusted for the estimated probability of the loan closing with the borrower (Level 3).

($ in thousands) Fair Value Valuation Technique Unobservable Input Range

September 30, 2025

March 31, 2026

($ in thousands) Fair Value Valuation Technique Unobservable Input Rate

IRLCs – net asset $ 139 Market approach Range of pull through rate 79 % - 100 %

Average pull through rate 92 %

($ in thousands) Fair Value Valuation Technique Unobservable Input Range

December 31, 2025

($ in thousands) Fair Value Valuation Technique Unobservable Input Rate

IRLCs – net asset $ 90 Market approach Range of pull through rate 81 % - 100 %

Average pull through rate 98 %

The following table presents activity in the IRLCs – net asset for the three and nine months ended September 30, 2025.

($ in thousands) Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025

The following table presents activity in the IRLCs – net asset for the three months ended March 31, 2026 and 2025.

Three Months Ended March 31,

($ in thousands) 2026 2025

Beginning balance $ 90 $ 113

2 unchanged sentences

Forward Contracts

To avoid interest rate risk, the Company hedges the open locked/closed position with TBA forward trades.

To manage interest rate risk, the Company hedges the open locked/closed position with TBA forward trades.

On a regular basis, the Company allocates disbursed loans to mandatory commitments with government-sponsored enterprises and private investors delivering the loans within 120 days of origination to maximize interest earnings.

5 unchanged sentences

The Company has elected to measure and report best efforts commitments at fair value using a valuation methodology similar to that used for mandatory commitments.

Market assumptions utilized in the fair value measurement of the reporting entity’s residential mortgage derivatives, inclusive of IRLCs, Closed Loan Inventory, TBA derivative trades, and Mandatory Forwards may be subject to investor overlays that may result in a significantly lower fair value measurement.

Market assumptions utilized in the fair value measurement of the reporting entity’s residential mortgage derivatives, inclusive of IRLCs, closed loan inventory, TBA derivative trades, and mandatory forward contracts may be subject to investor overlays that may result in a significantly lower fair value measurement.

Generally such overlays are announced with advanced notice in order to include the risk adjuster, however there are times when announcements are mandated resulting in a lower fair value measurement.

Additionally market assumptions such as spec pool payups may result in a significantly higher fair value measurement at time of loan allocation to specific trades.

The following tables present the recorded amount of assets measured at fair value on a recurring basis at September 30, 2025 and December 31, 2024.

No assets were transferred from one hierarchy level to another during the nine months ended September 30, 2025 or 2024.

The following tables present the recorded amounts of assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025.

No assets or liabilities were transferred from one hierarchy level to another during the three months ended March 31, 2026 or 2025.

March 31, 2026

($ in thousands) Fair Value Quoted Prices

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(Level 2) Significant Unobservable Inputs

September 30, 2025

Available for sale securities:

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Total liabilities at fair value $ 64 $ — $ 56 $ 8

December 31, 2025

($ in thousands) Fair Value Quoted Prices

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(Level 2) Significant Unobservable Inputs

December 31, 2024

Available for sale securities:

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Total assets at fair value $ 259,186 $ — $ 259,095 $ 91

IRLCs $ 1 $ — $ — $ 1

TBA forward trades 59 — 59 —

Total liabilities at fair value $ 60 $ — $ 59 $ 1

Assets Measured at Fair Value on a Nonrecurring Basis

Assets Measured at Fair Value on a Non-recurring Basis

Individually Evaluated Collateral-Dependent Loans

Loans for which repayment is substantially expected to be provided through the operation or sale of collateral are considered collateral dependent and are valued based on the estimated fair value of the collateral, less estimated costs to sell at the reporting date, where applicable.

Management utilizes various methods to estimate fair value of the collateral including appraisals, discounted cashflow and automated valuation methods.

Accordingly, collateral-dependent loans are classified within Level 3 of the fair value hierarchy.

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Subsequently, foreclosed assets are carried at the lower of carrying value or fair value.

The estimated fair value for foreclosed assets included in Level 3 are determined by independent market-based appraisals and other available market information, less costs to sell, that may be reduced further based on market expectations or an executed sales agreement.

The estimated fair value for foreclosed assets included in Level 3 is determined by independent market-based appraisals and other available market information, less costs to sell, that may be reduced further based on market expectations or an executed sales agreement.

If the fair value of the collateral deteriorates subsequent to the initial recognition, the Company records the foreclosed asset as a non-recurring Level 3 adjustment.

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Repossessed Assets

All repossessed assets are recorded at lower of the estimated fair value of the properties, less expected selling costs, or the carrying amount of the defaulted loans.

From time to time, nonrecurring fair value adjustments are recorded to reflect partial write-downs based on current appraised value of an asset.

All repossessed assets are recorded at the lower of the estimated fair value of the properties, less expected selling costs, or the carrying amount of the defaulted loans.

From time to time, non-recurring fair value adjustments are recorded to reflect partial write-downs based on the current appraised value of an asset.

The Company considers any valuation inputs related to repossessed assets to be Level 3 inputs.

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Fair value adjustments for these assets are recorded in other noninterest expense in the consolidated statements of income.

The following tables set forth the Company’s assets subject to fair value adjustments (impairment) on a nonrecurring basis at September 30, 2025 and December 31, 2024 that are valued at lower of cost or market.

The following tables set forth the Company’s assets subject to fair value adjustments (impairment) on a non-recurring basis as of March 31, 2026 and December 31, 2025 that are valued at the lower of cost or market.

Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Quantitative Information about Level 3 Fair Value Measurements

($ in thousands) Fair Value Valuation Technique Unobservable Input Range Weighted-Average

September 30, 2025

Nonrecurring measurements:

Individually evaluated collateral dependent loan

Commercial real estate $ 6,781 Appraisal of collateral (1)

Appraisal adjustment (2)

Liquidation expense (2)

Residential real estate 456 Appraisal of collateral (1)

Appraisal adjustment (2)

($ in thousands) Fair Value Valuation Technique (1)

Unobservable Input (2)

Range Weighted-Average

March 31, 2026

Non-recurring measurements:

Individually-evaluated collateral dependent loans:

Commercial real estate $ 6,623 Appraisal of collateral Appraisal adjustment

Liquidation expense 70 %

Commercial 112 Appraisal of collateral (1)

Appraisal adjustment (2)

Residential real estate 625 Appraisal of collateral Appraisal adjustment

Liquidation expense 50 % - 100 %

Other real estate owned 120 Appraisal of collateral (1)

Appraisal adjustment (2)

Repossessed assets 3,432 Appraisal of collateral (1)

Appraisal adjustment (2)

Other real estate owned 69 Appraisal of collateral Appraisal adjustment N/A 0 %

Repossessed assets 3,344 Appraisal of collateral Appraisal adjustment N/A 9 %

Quantitative Information about Level 3 Fair Value Measurements

($ in thousands) Fair Value Valuation Technique Unobservable Input Range Weighted-Average

($ in thousands) Fair Value Valuation Technique (1)

Unobservable Input (2)

Range Weighted-Average

December 31, 2025

Nonrecurring measurements:

Individually evaluated collateral dependent loan

Commercial real estate $ 2,220 Appraisal of collateral (1)

Appraisal adjustment (2)

Liquidation expense (2)

Residential real estate 817 Appraisal of collateral (1)

Appraisal adjustment (2)

Individually-evaluated collateral dependent loans:

Commercial real estate $ 19,696 Appraisal of collateral Appraisal adjustment

Liquidation expense 60 % - 71 %

Consumer 624 Appraisal of collateral (1)

Appraisal adjustment (2)

Residential real estate 520 Appraisal of collateral Appraisal adjustment

Liquidation expense 0 % - 1 %

Other real estate owned 179 Appraisal of collateral (1)

Appraisal adjustment (2)

Repossessed assets 3,315 Appraisal of collateral (1)

Appraisal adjustment (2)

Assets held for sale 900 Appraisal of collateral (1)

Appraisal adjustment (2)

Other real estate owned 113 Appraisal of collateral Appraisal adjustment N/A 0 %

Repossessed assets 2,879 Appraisal of collateral Appraisal adjustment N/A 60 %

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A financial instrument is defined as cash, evidence of an ownership interest in an entity or a contractual obligation which requires the exchange of cash.

Certain items are specifically excluded from the financial instrument fair value disclosure requirements, including the Company’s common stock, OREO, premises and equipment and other assets and liabilities.

The following tables present the carrying amounts and estimated fair values of the Company’s financial instruments as of September 30, 2025 and December 31, 2024.

Fair values for September 30, 2025 and December 31, 2024 were estimated using an exit price notion.

September 30, 2025 Carrying Amount Fair Value Fair Value Measurements

Certain items are specifically excluded from the financial instrument fair value disclosure requirements, including the Company’s common stock, OREO, repossessed assets, premises and equipment and other assets and liabilities.

The following tables present the carrying amounts and estimated fair values of the Company’s financial instruments as of March 31, 2026 and December 31, 2025.

Fair values for March 31, 2026 and December 31, 2025 were estimated using an exit price notion.

Carrying Amount Fair Value Fair Value Measurements

($ in thousands) Level 1 Level 2 Level 3

March 31, 2026

Cash and cash equivalents $ 340,822 $ 340,822 $ 340,822 $ — $ —

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Brokered deposits 10,963 10,964 — 10,964 —

FHLB advances 50,000 50,024 — 50,024 —

TRUPS 30,247 30,939 — 30,939 —

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IRLCs 8 8 — — 8

December 31, 2024 Carrying Amount Fair Value Fair Value Measurements

Carrying Amount Fair Value Fair Value Measurements

($ in thousands) Level 1 Level 2 Level 3

December 31, 2025

Cash and cash equivalents $ 355,566 $ 355,566 $ 355,566 $ — $ —

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Equity securities 6,186 6,186 — 6,186 —

Restricted securities 20,253 20,253 — 20,253 —

Restricted securities 17,989 N/A — N/A —

Loans held for sale 32,540 32,540 — 32,540 —

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Time deposits 1,267,487 1,265,740 — 1,265,740 —

FHLB advances 50,000 50,201 — 50,201 —

Brokered deposits 10,911 10,923 — 10,923 —

TRUPS 30,168 29,586 — 29,586 —

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Accrued interest payable 2,977 2,977 — 2,977 —

IRLCs 1 1 — — 1

Note 13 – Commitments and Contingencies

In the normal course of business, to meet the financial needs of its customers, the Bank is a party to financial instruments with off-balance sheet risk.

In the normal course of business, to meet the financial needs of its customers, the Company is a party to financial instruments with off-balance sheet risk.

These financial instruments include commitments to extend credit and standby letters of credit.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.

Letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party.

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

Letters of credit and other commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.

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Commitments to make loans are generally made for a period of 90 days or less.

As of September 30, 2025 , the Company’s outstanding fixed rate loan commitments have interest rates ra nging from 6.49 % to 9.24 %.

The following table provides information on commitments outstanding at September 30, 2025 and December 31, 2024.

($ in thousands) September 30, 2025 December 31, 2024

The following table provides information on commitments outstanding as of March 31, 2026 and December 31, 2025.

($ in thousands) March 31, 2026 December 31, 2025

Commitments to extend credit

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Total commitments outstanding $ 729,691 $ 737,775

The Bank had a reserve for off-balance sheet credit exposures of $ 2.1 million and $ 1.1 million as of September 30, 2025 and December 31, 2024, respectively.

The reserve was estimated based on the historic losses experienced by the Company.

The Company had a reserve for off-balance sheet credit exposures of $ 1.7 million and $ 2.0 million as of March 31, 2026 and December 31, 2025, respectively.

The reserve was estimated based on current expected credit losses to be experienced by the Company.

Losses are charged against the allowance when management believes the required funding of these exposures is uncollectible.

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Diluted earnings per common share is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents (stock-based awards).

The following table provides information relating to the calculation of earnings per common share for the three months ended September 30, 2025 and 2024.

Three Months Ended September 30, Nine Months Ended September 30,

The following table provides information relating to the calculation of earnings per common share for the three months ended March 31, 2026 and 2025.

Three Months Ended March 31,

($ in thousands, except per share data) 2026 2025

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Diluted net income per common share $ 0.51 $ 0.41

There were zero anti-dilutive unvested restricted stock and performance stock unit awards excluded from the calculation of diluted earnings per share for both the three months ended September 30, 2025 and 2024.

There were 483 and zero anti-dilutive unvested restricted stock and performance stock unit awards excluded from the calculation of diluted earnings per share for the nine months ended September 30, 2025 and 2024, respectively.

There were zero and 6,515 anti-dilutive unvested restricted stock and performance stock unit awards excluded from the calculation of diluted earnings per common share for the three months ended March 31, 2026 and 2025, respectively.

Note 15 – Revenue Recognition

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Trust and Investment Fee Income

Trust and investment fee income primarily comprise fees earned from the management and administration of trusts and other customer assets.

Trust and investment fee income is primarily comprised of fees earned from the management and administration of trusts and other customer assets.

The Company’s performance obligation is generally satisfied over time, and the resulting fees are recognized monthly, based upon the month-end market value of the assets under management and the applicable fee rate.

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Payment is received shortly after services are rendered.

Other Noninterest Income

Other noninterest income consists of fees, exchange, other service charges, safety deposit box rental fees, and other miscellaneous revenue streams.

Fees and other service charges primarily comprise debit and credit card income, automated teller machine (“ATM”) fees, merchant services income, and other service charges.

Debit and credit card income primarily comprises interchange fees earned whenever the Company’s debit and credit cards are processed through card payment networks such as Mastercard and Visa.

ATM fees are primarily

generated when a Company cardholder uses a non-Company ATM or a non-Company cardholder uses a Company ATM.

Interchange Income

Interchange fees is primarily fees earned on payment card transactions processed through card networks such as Visa, Mastercard, and other debit and credit card networks.

These fees are generally calculated as a percentage of the transaction value, plus a fixed fee per transaction, and are primarily paid by acquiring banks to issuing banks.

Merchant services income mainly represents fees charged to merchants to process their debit and credit card transactions, in addition to account management fees.

Other Noninterest Income

Other noninterest income consists of fees, other service charges, safety deposit box rental fees, and other miscellaneous revenue streams.

Fees and other service charges are primarily comprised of debit income, automated teller machine (“ATM”) fees, merchant services income, and other service charges.

ATM fees are primarily generated when a Company cardholder uses a third-party ATM or a non-Company cardholder uses a Company ATM.

Other service charges include revenue from processing wire transfers, bill pay service, cashier’s checks, and other services.

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Safe deposit box rental fees are charged to the customer on an annual basis and recognized upon receipt of payment.

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, for the three and nine months ended September 30, 2025 and 2024.

Three Months Ended September 30, Nine Months Ended September 30,

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, for the three months ended March 31, 2026 and 2025.

Three Months Ended March 31,

($ in thousands) 2026 2025

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Total noninterest income $ 7,244 $ 7,134

Note 16 – Segment Reporting

The Company’s reportable segment is determined by the Chief Executive Officer, who is designated the chief operating decision maker (“CODM”), based upon information provided about the Company’s product and services offered.

The segment is also distinguished by the level of information provided to the CODM, who uses such information to review performance of various components of the business, which are then aggregated if operating performance of product and customers are similar.

The CODM evaluates the financial performance of the Company’s business components such as revenue streams, significant expenses, and budget to actual results in assessing the Company’s segment and in determination of allocated resources.

While the CODM monitors the revenue streams of the various products and services, operations are managed and financial performance is evaluated on a Company-wide basis.

Accordingly, all of the financial services operations are considered by management to be aggregated in one reportable operating segment.

Refer to the “Consolidated Financial Statements” included in Part I, Item 1.

of this Quarterly Report on Form 10-Q.

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