What changed in this filing

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Item 1. Financial Statements

2026-05-08 compared with 2025-11-10 · 184 added, 321 removed, 1118 unchanged (31% of the section changed)

3 unchanged sentences

(In thousands, except share data;

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Cash and due from banks $ 102,232 $ 92,914

34 unchanged sentences

Preferred stock, no par value:

1,000,000 shares authorized, zero issued and outstanding at September 30, 2025 and December 31, 2024

1,000,000 shares authorized, zero issued and outstanding at March 31, 2026 and December 31, 2025

Common stock, no par value:

50,000,000 shares authorized;

32,506,880 and 32,970,425 issued and outstanding at September 30, 2025 and December 31, 2024, respectively

31,910,590 and 32,334,974 issued and outstanding at March 31, 2026 and December 31, 2025, respectively

673,507 682,362

8 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

2025 2024 2025 2024

Interest and dividend income:

16 unchanged sentences

Gain on sale of loans 397 344

Gain (loss) on sale or exchange of investment securities ( 2,124 ) 2 ( 3,266 ) ( 43 )

Gain (loss) on sale or call of investment securities 17 ( 1,146 )

Asset management and commission income 2,049 1,488

16 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

2025 2024 2025 2024

Net income $ 33,685 $ 26,363

Other comprehensive income, net of tax:

Unrealized gains on available for sale securities arising during the period 16,399 44,538 47,505 36,192

Unrealized (losses) gains on available for sale securities arising during the period ( 4,645 ) 22,098

Change in minimum pension liability — —

6 unchanged sentences

(In thousands, except share and per share data;

Balance at Shares of

Stock Retained

1 unchanged sentence

Comprehensive Income (Loss) Total

Balance at July 1, 2024 32,989,327 $ 691,878 $ 644,687 $ ( 161,515 ) $ 1,175,050

Net income 29,051 29,051

Other comprehensive income (loss) 44,538 44,538

Stock options exercised 7,500 174 174

RSU vesting 809 809

PSU vesting 348 348

RSUs released 5,232 —

PSUs released — —

Repurchase of common stock ( 1,551 ) ( 33 ) ( 34 ) ( 67 )

Dividends paid ($ 0.33 per share)

( 10,888 ) ( 10,888 )

Three months ended September 30, 2024 33,000,508 $ 693,176 $ 662,816 $ ( 116,977 ) $ 1,239,015

Balance at July 1, 2025 32,550,264 $ 685,489 $ 702,690 $ ( 121,356 ) $ 1,266,823

Net income 34,019 34,019

Other comprehensive income (loss) 16,399 16,399

Stock options exercised — — —

RSU vesting 874 874

PSU vesting 411 411

RSUs released 4,710 —

PSUs released 7,911 —

Repurchase of common stock ( 56,005 ) ( 1,180 ) ( 1,324 ) ( 2,504 )

Dividends paid ($ 0.36 per share)

( 11,717 ) ( 11,717 )

Three months ended September 30, 2025 32,506,880 $ 685,594 $ 723,668 $ ( 104,957 ) $ 1,304,305

Balance at January 1, 2025 32,970,425 $ 693,462 $ 679,907 $ ( 152,462 ) $ 1,220,907

1 unchanged sentence

Other comprehensive income (loss) 22,098 22,098

Stock options exercised 7,500 174 174

RSU vesting 797 797

1 unchanged sentence

RSUs released 21,839 —

PSUs released 32,248 —

Repurchase of common stock ( 99,776 ) ( 2,101 ) ( 2,008 ) ( 4,109 )

1 unchanged sentence

( 10,879 ) ( 10,879 )

Nine months ended September 30, 2024 33,000,508 693,176 662,816 ( 116,977 ) 1,239,015

Three months ended March 31, 2025 32,892,488 $ 692,500 $ 693,383 $ ( 130,364 ) $ 1,255,519

Balance at January 1, 2026 32,334,974 $ 682,362 $ 740,244 $ ( 94,605 ) $ 1,328,001

1 unchanged sentence

Other comprehensive income (loss) ( 4,645 ) ( 4,645 )

Stock options exercised — — —

RSU vesting 690 690

1 unchanged sentence

RSUs released 40,089 —

PSUs released 7,911 —

Repurchase of common stock ( 464,473 ) ( 9,809 ) ( 12,614 ) ( 22,423 )

1 unchanged sentence

( 11,546 ) ( 11,546 )

Nine months ended September 30, 2025 32,506,880 $ 685,594 $ 723,668 $ ( 104,957 ) $ 1,304,305

Three months ended March 31, 2026 31,910,590 $ 673,507 $ 749,769 $ ( 99,250 ) $ 1,324,026

Balance at January 1, 2025

See accompanying notes to unaudited condensed consolidated financial statements.

2 unchanged sentences

(In thousands;

For the nine months ended September 30,

For the three months ended March 31,

Operating activities:

5 unchanged sentences

Amortization of investment securities premium, net 234 402

Loss on sale of investment securities 3,266 43

(Loss) gain on sale of investment securities ( 17 ) 1,146

Originations of loans for sale ( 16,381 ) ( 15,348 )

2 unchanged sentences

Change in fair market value of mortgage servicing rights 232 140

Gain on transfer of loans to foreclosed assets — ( 38 )

(Gain) loss on sale of foreclosed assets — ( 3 )

Change in the market value of foreclosed assets 3 262

Operating lease expense payments ( 1,669 ) ( 1,509 )

Loss on disposal of fixed assets 111 12

(Gain) loss on disposal of fixed assets ( 15 ) 85

Increase in cash value of life insurance ( 816 ) ( 820 )

2 unchanged sentences

Equity compensation vesting expense 954 1,139

Gain on extinguishment of junior subordinated debt ( 2,504 ) —

Interest receivable 991 2,274

10 unchanged sentences

Proceeds from sale of other real estate owned — 103

Proceeds from sale of premises and equipment 15 —

Purchases of premises and equipment ( 712 ) ( 1,687 )

Proceeds from the payment of life insurance benefits 7,312 —

Net cash from (used by) investing activities ( 3,639 ) 344,951

Net cash from investing activities 5,129 33,916

Financing activities:

3 unchanged sentences

Dividends paid ( 11,546 ) ( 10,879 )

Retirement of junior subordinated debt, net ( 59,953 ) —

Exercise of stock options — 174

Net cash from (used by) financing activities 58,670 ( 209,005 )

Net cash from financing activities 105,460 104,864

Net change in cash and cash equivalents 144,291 163,294

3 unchanged sentences

Supplemental disclosure of noncash activities:

Unrealized gain on securities available for sale $ 67,443 $ 51,383

Unrealized (loss) gain on securities available for sale $ ( 6,595 ) $ 31,372

Market value of shares tendered in-lieu of cash to pay for exercise of equity and/or related taxes 825 ( 439 )

Obligations incurred in conjunction with leased assets 620 471

Life insurance receivable 103 —

Loans transferred to foreclosed assets 721 —

Life insurance receivable — 7,582

Supplemental disclosure of cash flow activity:

31 unchanged sentences

and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Reclassification

Some items in the prior year consolidated financial statements were reclassified to conform to the current presentation.

Reclassifications had no effect on prior year net income or shareholders’ equity.

Cash and Cash Equivalents

1 unchanged sentence

For purposes of the consolidated statement of cash flows, cash, due from banks with original maturities less than 90 days, interest-earning deposits in other banks, and Federal funds sold are considered to be cash equivalents.

Loans that Management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal amount outstanding, net of deferred loan fees and costs.

Loan origination and commitment fees and certain direct loan origination costs are deferred, and the net amount is amortized as an adjustment to the related loan’s yield over the actual life of the loan.

Loans on which the accrual of interest has been discontinued are designated as nonaccrual loans.

Loans are placed in nonaccrual status when reasonable doubt exists as to the full, timely collection of interest or principal, or a loan becomes contractually past due by 90 days or more with respect to interest or principal and is not well secured and in the process of collection.

When a loan is placed on nonaccrual status, all interest previously accrued but not collected is reversed.

Income on such loans is then recognized only to the extent that cash is received and where the future collection of principal is considered probable.

Interest accruals

are resumed on such loans only when they are brought fully current with respect to interest and principal and when, in the judgment of Management, the loan is estimated to be fully collectible as to both principal and interest.

Accrued interest receivable is not included in the calculation of the allowance for credit losses.

Allowance for Credit Losses - Securities

The Company measures expected credit losses on HTM debt securities on a collective basis by major security type, then further disaggregated by sector and bond rating.

Accrued interest receivable on HTM debt securities was considered insignificant at September 30, 2025 and December 31, 2024 and is therefore excluded from the estimate of credit losses.

Accrued interest receivable on HTM debt securities was considered insignificant at March 31, 2026 and December 31, 2025 and is therefore excluded from the estimate of credit losses.

The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts based on current and expected changes in credit ratings and default rates.

Based on the implied guarantees of the U.

Government or its agencies related

to certain of these investment securities, and the absence of any historical or expected losses, substantially all qualify for a zero loss assumption.

Government or its agencies related to certain of these investment securities, and the absence of any historical or expected losses, substantially all qualify for a zero loss assumption.

Management has separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years.

8 unchanged sentences

Losses are charged against the ACL when management believes the uncollectability of an available for sale debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

No security credit losses were recognized during the nine-month periods ended September 30, 2025 and 2024, respectively.

No security credit losses were recognized during the three-month periods ended March 31, 2026 and 2025, respectively.

Loans that management has the intent and ability to hold until maturity or payoff are reported at principal amount outstanding, net of deferred loan fees and costs.

4 unchanged sentences

Accrued interest receivable is not included in the calculation of the allowance for credit losses.

Allowance for Credit Losses - Loans

Allowance for Credit Losses

The Company performs an ACL evaluation on its loan and lease portfolio and its HTM and AFS securities portfolios.

The ACL on loan and lease portfolio and HTM securities are provided through an expected loss methodology referred to as CECL methodology.

The ACL on AFS securities is provided when a credit loss is deemed to have occurred for securities which the Company does not intend to sell or is not required to sell.

The CECL methodology also applies to credit exposures on off-balance-sheet loan commitments.

The ACL is a valuation account that is deducted from the loan's amortized cost basis to present the net amount expected to be collected on the loans.

12 unchanged sentences

(2) Commercial and Industrial :

loan maturity, credit spread at origination, risk grade, and loan type

loan size, credit spread at origination, risk grade, business sector, and loan type

(3) Consumer:

FICO, origination vintage, product type, and state geography if applicable

One of the key assumptions requiring significant judgment in the process is estimating the Company's ACL relates to macroeconomic forecasts that are incorporated into the loss models.

As all economic outlooks are inherently uncertain, the Company utilizes various data points to better inform management's estimation of expected credit losses given observable and forecast changes in the economic environment and market conditions.

These macroeconomic scenario forecasts incorporate variables that have historically been key drivers of increases and decreases in credit losses.

These variables include, but are not limited to:

gross domestic product, unemployment rate, consumer price index, corporate interest rate spreads, and economic policy.

After quantitative considerations, management evaluates the need for additional qualitative adjustments that consider the expected impact of certain factors not fully captured in the quantitative and macroeconomic reserve calculations.

These qualitative adjustments may apply to the collectively analyzed pool as a whole, one or more of the three loss models, or to one or more of the loan portfolio segments.

PCD assets are assets acquired at a discount that is due, in part, to credit quality deterioration since their origination.

PCD assets are initially recorded and accounted for at fair value, by taking the sum of the present value of expected future cash flows and an allowance for

credit losses, at acquisition.

The allowance for credit losses for PCD assets is recorded through a gross-up of reserves on the balance sheet, while the allowance for acquired non-PCD assets, such as loans, is recorded through the provision for credit losses on the income statement, consistent with originated loans.

Subsequent to acquisition, the allowance for credit losses for PCD loans will generally follow the same forward-looking estimation, provision, and charge-off process as non-PCD acquired and originated loans

Allowance for Credit Losses - Unfunded commitments

Purchased financial assets with a more-than-insignificant amount of credit deterioration since origination (“PCD assets”) that are measured at amortized cost, the initial allowance for credit losses is added to the purchase price rather than reported as a provision for credit losses.

Subsequent changes in the allowance for credit losses on PCD assets are recognized through the provision for credit losses.

HTM Securities

For HTM debt securities, the Company measures expected credit losses on held-to-maturity debt securities on a collective basis by major security type, then further disaggregated by sector and bond rating.

Accrued interest receivable on held-to-maturity (HTM) debt securities is excluded from the estimate of credit losses.

The estimate of expected credit losses considers historical credit loss information that is adjusted for current condition and reasonable and supportable forecasts based on current and expected changes in credit ratings and default rates.

Nearly all of the Company's HTM securities are issued by the U.

Government entities or agencies, and based on the absence of any historical or expected losses, all qualify for a zero loss assumption.

Therefore, no allowance for credit losses has been recognized during the three months ended March 31, 2026 and 2025, respectively.

AFS Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors.

Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes.

Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings.

Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change.

However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis.

In evaluating available for sale debt securities in unrealized loss positions for impairment and the criteria regarding its intent or requirement to sell such securities, the Company considers the extent to which fair value is less than amortized cost, whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred, and the results of reviews of the issuers' financial condition, among other factors.

Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense.

No security credit losses were recognized during the three months ended March 31, 2026 and 2025, respectively.

Unfunded commitments

The Company is required to include unfunded commitments that are expected to be funded in the future within the allowance for credit loss calculation, other than those that are unconditionally cancellable.

To arrive at that reserve, the reserve percentage for each applicable segment is applied to the unused portion of the expected commitment balance and is multiplied by the expected funding rate.

To arrive at that reserve, the reserve percentage determined within the same three loss models described above is applied to the unused portion of the expected commitment balance and is multiplied by the expected funding rate.

To determine the expected funding rate, the Company uses a historical utilization rate for each segment.

5 unchanged sentences

Standard Summary of Guidance Effects on financial statements

ASU 2023-09 - Income Taxes (Topic 740):

Improvements to Income Tax Disclosures • Requires a tabular rate reconciliation using both percentages and reporting currency amounts between the reported amount of income tax expense (or benefit) to the amount of statutory federal income tax at current rates for specified categories using specified disaggregation criteria.

• Requires disclosure of the amount of net income taxes paid for federal, state, and foreign taxes, including amounts in each jurisdiction where net taxes paid are equal to or greater than a 5% quantitative threshold.

• Requires disclosure of pre-tax income disaggregated between domestic and foreign tax jurisdictions, as well as income tax expense disaggregated by federal, state, and foreign jurisdictions.

• Effective for fiscal years beginning after December 15, 2024, with first disclosure additions to be included in the 2025 Annual Report on Form 10-K.

• The amendments should be applied on a prospective basis, but retrospective application is permitted.

• The adoption is not expected to result in a material impact on the Company's consolidated financial statements.

Disaggregation of Income Statement Expenses (DISE) • Requires additional disclosure of the nature of expenses included in the income statement to be presented in a tabular format in the footnotes to the financial statements.

ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.

This standard is not expected to have a material impact on the Company’s financial statements.

Note 2 - Investment Securities

The amortized cost, estimated fair values and allowance for credit losses of investments in debt securities are summarized in the following tables:

September 30, 2025

March 31, 2026

(in thousands) Amortized

29 unchanged sentences

Total debt securities held to maturity $ 90,544 $ 5 $ ( 3,562 ) $ 86,987

Proceeds from the sale of available for sale investment securities totaled $ 28.5 million for the three months ended September 30, 2025 which resulted in gross realized losses of $ 2.1 million.

There were no available for sale investment securities sold during the three months ended September 30, 2024.

Proceeds from the sale of available for sale investment securities totaled $ 58.5 million and $ 28.6 million for the nine months ended September 30, 2025 and 2024, respectively, resulting in gross realized losses of $ 3.3 million and $ 2.9 million, respectively.

Investment securities with an aggregate carrying value of $ 853.6 million and $ 716.0 million at September 30, 2025 and December 31, 2024, respectively, were pledged as collateral for specific borrowings, lines of credit or local agency deposits.

The amortized cost and estimated fair value of debt securities at September 30, 2025 by contractual maturity are shown below.

Proceeds from the sale or call of available for sale investment securities totaled $ 3.0 million and $ 30.0 million for the three months ended March 31, 2026 and 2025, respectively, which resulted in gross realized gains of $ 0.02 million and gross realized losses of $ 1.1 million, respectively, during the equivalent periods.

Investment securities with an aggregate carrying value of $ 816.4 million and $ 839.6 million at March 31, 2026 and December 31, 2025, respectively, were pledged as collateral for specific borrowings, lines of credit or local agency deposits.

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

Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

At September 30, 2025, obligations of the U.S.

At March 31, 2026, obligations of the U.S.

government and agencies with a cost basis totaling $ 1.2 billion consist almost entirely of residential real estate mortgage-backed securities whose contractual maturity, or principal repayment, will follow the repayment of the underlying mortgages.

1 unchanged sentence

government and agencies is categorized based on final maturity date.

At September 30, 2025, the Company estimates the average remaining life of these mortgage-backed securities issued by U.S.

At March 31, 2026, the Company estimates the average remaining life of these mortgage-backed securities issued by U.S.

government corporations and agencies to be approximately 6.28 years.

Average remaining life is defined as the time span after which the principal balance has been reduced by half.

As of September 30, 2025, the contractual final maturity for available for sale and held to maturity investment securities is as follows:

As of March 31, 2026, the contractual final maturity for available for sale and held to maturity investment securities is as follows:

Debt Securities Available for Sale Held to Maturity

8 unchanged sentences

Totals $ 1,923,549 $ 1,765,472 $ 85,740 $ 81,963

Based on an evaluation of available information including security type, counterparty credit quality, past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability of cash flows, as of September 30, 2025, the Company has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio.

There was no allowance for credit losses related to investment securities as of September 30, 2025 or December 31, 2024.

Based on an evaluation of available information including security type, counterparty credit quality, past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability of cash flows, as of March 31, 2026, the Company has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio.

There was no allowance for credit losses related to investment securities as of March 31, 2026 or December 31, 2025.

Gross unrealized losses on debt securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows:

September 30, 2025:

March 31, 2026:

Less than 12 months 12 months or more Total

35 unchanged sentences

Total debt securities held to maturity $ — $ — $ 86,828 $ ( 3,562 ) $ 86,828 $ ( 3,562 )

The following securities had unrealized losses as of December 31, 2025:

• Obligations of U.S.

government agencies:

The unrealized losses on investments in obligations of U.S.

government agencies are caused by interest rate increases and illiquidity.

The contractual cash flows of these securities are guaranteed by U.S.

Government Sponsored Entities (principally Fannie Mae and Freddie Mac).

It is expected that the securities would not be settled at a price less than the amortized cost of the investment.

Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025.

At September 30, 2025, 133 debt securities representing obligations of U.S.

government agencies had unrealized losses with aggregate depreciation of 11.25 % from the Company’s amortized cost basis.

Obligations of states and political subdivisions:

The unrealized losses on investments in obligations of states and political subdivisions were caused by increases in required yields by investors in these types of securities.

It is expected that the securities would not be settled at a price less than the amortized cost of the investment.

At September 30, 2025, 147 debt securities representing obligations of states and political subdivisions had unrealized losses with aggregate depreciation of 9.76 % from the Company’s amortized cost basis.

Corporate bonds:

The unrealized losses on investments in corporate bonds were caused by increases in required yields by investors in these types of securities.

It is expected that the securities would not be settled at a price less than the amortized cost of the investment.

At September 30, 2025, 4 debt securities representing corporate bonds had

unrealized losses with aggregate depreciation of 2.05 % from the Company’s amortized cost basis.

Asset backed securities:

The unrealized losses on investments in asset backed securities were caused by increases in required yields by investors for these types of securities.

At the time of purchase, each of these securities was rated AA or AAA and through September 30, 2025 has not experienced any deterioration in credit rating.

At September 30, 2025, 18 asset backed securities had unrealized losses with aggregate depreciation of 1.77 % from the Company’s amortized cost basis.

The Company continues to monitor these securities for changes in credit rating or other indications of credit deterioration.

Non-agency collateralized mortgage obligations:

The unrealized losses on investments in asset backed securities were caused by increases in required yields by investors in these types of securities.

It is expected that the securities would not be settled at a price less than the amortized cost of the investment.

At September 30, 2025, 14 asset backed securities had unrealized losses with aggregate depreciation of 12.83 % from the Company’s amortized cost basis.

government corporations and agencies included 150 debt securities with aggregate depreciation of 10.1 % from the Company’s amortized cost basis.

• Obligations of states and political subdivisions included 147 debt securities with aggregate depreciation of 9.7 % from the Company’s amortized cost basis.

• Corporate bonds included 3 debt securities with aggregate depreciation of 1.3 % from the Company’s amortized cost basis.

• Asset backed securities included 24 debt securities with aggregate depreciation of 0.8 % from the Company’s amortized cost basis.

• Non-agency collateralized mortgage obligations included 14 debt securities with aggregate depreciation of 12.9 % from the Company’s amortized cost basis.

Based on an evaluation of available information including security type, counterparty credit quality, past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability of cash flows, as of December 31, 2025, the Company has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio.

As such, the unrealized losses on these securities were caused by the changes in market interest rates or the widening of market spreads subsequent to the initial purchase of these securities and are not due to the underlying credit of the issuers.

The Company monitors credit quality of debt securities held-to-maturity through the use of credit ratings.

1 unchanged sentence

The following table summarizes the amortized cost of debt securities held-to-maturity at the dates indicated, aggregated by credit quality indicator:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

(in thousands)

6 unchanged sentences

A summary of loan balances at amortized cost are as follows:

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

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

Commercial real estate:

20 unchanged sentences

For the periods indicated, the following tables summarize the activity in the allowance for credit losses on loans which is recorded as a contra asset, and the reserve for unfunded commitments which is recorded on the balance sheet within other liabilities:

Allowance for credit losses – Three months ended September 30, 2025

(in thousands) Beginning

Balance Charge-offs Recoveries Provision (benefit) Ending

Commercial real estate:

CRE non-owner occupied $ 40,921 $ — $ — $ 258 $ 41,179

CRE owner occupied 11,578 — — 352 11,930

Multifamily 15,097 — — 609 15,706

Farmland 6,888 — — ( 686 ) 6,202

Total commercial real estate loans 74,484 — — 533 75,017

SFR 1-4 1st DT liens 11,135 — — ( 113 ) 11,022

SFR HELOCs and junior liens 12,021 — 4 337 12,362

Other 2,162 ( 142 ) 30 314 2,364

Total consumer loans 25,318 ( 142 ) 34 538 25,748

Commercial and industrial 10,024 ( 595 ) 89 ( 429 ) 9,089

Construction 10,995 — — ( 203 ) 10,792

Agriculture production 3,609 — — 292 3,901

Leases 25 — — ( 1 ) 24

Allowance for credit losses on loans 124,455 ( 737 ) 123 730 124,571

Reserve for unfunded commitments 7,205 — — ( 60 ) 7,145

Total $ 131,660 $ ( 737 ) $ 123 $ 670 $ 131,716

Allowance for credit losses – Nine months ended September 30, 2025

Allowance for credit losses – Three months ended March 31, 2026

(in thousands) Beginning

44 unchanged sentences

Total $ 131,366 $ ( 11,051 ) $ 1,129 $ 12,063 $ 133,507

Allowance for credit losses – Three months ended September 30, 2024

(in thousands) Beginning

Balance Charge-offs Recoveries Provision

(benefit) Ending Balance

Commercial real estate:

CRE non-owner occupied $ 37,155 $ — $ — $ ( 949 ) $ 36,206

CRE owner occupied 15,873 — 1 ( 492 ) 15,382

Multifamily 15,973 — — ( 238 ) 15,735

Farmland 4,031 — — ( 15 ) 4,016

Total commercial real estate loans 73,032 — 1 ( 1,694 ) 71,339

SFR 1-4 1st DT liens 14,604 — — ( 238 ) 14,366

SFR HELOCs and junior liens 10,087 — 196 ( 98 ) 10,185

Other 2,983 ( 170 ) 63 77 2,953

Total consumer loans 27,674 ( 170 ) 259 ( 259 ) 27,504

Commercial and industrial 12,128 ( 274 ) 106 2,493 14,453

Construction 7,466 — — ( 347 ) 7,119

Agriculture production 3,180 — 1 131 3,312

Leases 37 — — ( 4 ) 33

Allowance for credit losses on loans 123,517 ( 444 ) 367 320 123,760

Reserve for unfunded commitments 6,210 — — ( 100 ) 6,110

Total $ 129,727 $ ( 444 ) $ 367 $ 220 $ 129,870

Allowance for credit losses – Nine months ended September 30, 2024

Allowance for credit losses – Three months ended March 31, 2025

(in thousands) Beginning

20 unchanged sentences

The Company analyzes loans individually to classify the loans as to credit risk and grading.

This analysis is performed annually for all outstanding balances greater than $ 1 million and non-homogeneous loans, such as commercial real estate loans, unless other indicators, such as delinquency, trigger more frequent evaluation.

This analysis is performed annually for all outstanding balances greater than $ 1 million and non-homogeneous loans, such as commercial real

estate loans, unless other indicators, such as delinquency, trigger more frequent evaluation.

Loans below the $ 1 million threshold and homogenous in nature are evaluated as needed for proper grading based on delinquency and borrower credit scores.

20 unchanged sentences

Based on the most recent analysis performed, the risk category of loans by class of loans is as follows for the period indicated:

Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

Term Loans Amortized Cost Basis by Origination Year – As of March 31, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

(in thousands) 2026 2025 2024 2023 2022 Prior

15 unchanged sentences

Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —

Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

Term Loans Amortized Cost Basis by Origination Year – As of March 31, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

(in thousands) 2026 2025 2024 2023 2022 Prior

39 unchanged sentences

Year-to-date gross charge-offs $ — $ 119 $ 12 $ 62 $ 18 $ — $ 10 $ — $ 221

Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

Term Loans Amortized Cost Basis by Origination Year – As of March 31, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total

(in thousands) 2026 2025 2024 2023 2022 Prior

138 unchanged sentences

The following table shows the ending balance of current and past due originated loans by loan category as of the date indicated:

Analysis of Past Due Loans - As of September 30, 2025

Analysis of Past Due Loans - As of March 31, 2026

(in thousands) 30-59 days 60-89 days > 90 days Total Past

35 unchanged sentences

Non Accrual Loans

As of September 30, 2025 As of December 31, 2024

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

(in thousands) Non accrual with no allowance for credit losses Total non accrual Past due 90 days or more and still accruing Non accrual with no allowance for credit losses Total non accrual Past due 90 days or more and still accruing

16 unchanged sentences

Total, net $ 51,748 $ 67,678 $ 185 $ 54,261 $ 62,449 $ 81

Interest income on non accrual loans that would have been recognized during the three months ended September 30, 2025 and 2024, if all such loans had been current in accordance with their original terms, totaled $ 0.2 million and $ 1.6 million, respectively.

Interest income actually recognized on these originated loans during the three months ended September 30, 2025 and 2024 was $ 0.1 million and $ 0.5 million, respectively.

Interest income on non accrual loans that would have been recognized during the nine months ended September 30, 2025 and 2024, if all such loans had been current in accordance with their original terms, totaled $ 3.4 million and $ 3.0 million, respectively.

Interest income actually recognized on these originated loans during the nine months ended September 30, 2025 and 2024 was $ 0.4 million and $ 0.6 million, respectively.

Interest income on non accrual loans that would have been recognized during the three months ended March 31, 2026 and 2025, if all such loans had been current in accordance with their original terms, totaled $ 2.4 million and $ 1.5 million, respectively.

Interest income actually recognized on these originated loans during the three months ended March 31, 2026 and 2025 was $ 0.2 million and nominal, respectively.

The following tables present the amortized cost basis of collateral dependent loans by class of loans as of the following periods:

As of September 30, 2025

As of March 31, 2026

(in thousands) Retail Office Warehouse Other Multifamily Farmland SFR-1st Deed SFR-2nd Deed Automobile/Truck A/R and Inventory Equipment Total

32 unchanged sentences

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

The following tables show the amortized cost basis of loans that were both experiencing financial difficulty and modified during the periods presented.

The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivables is also presented below.

For the three months ended

September 30, 2025 September 30, 2024

(in thousands) Combination - Term Extension/Rate Change Total % of Loans Outstanding Payment Delay/Term Extension Total % of Loans Outstanding

SFR 1-4 1st DT liens $ 199 n/m $ — —

Commercial and industrial — — 326 n/m

Total $ 199 n/m $ 326 n/m

For the nine months ended

September 30, 2025 September 30, 2024

(in thousands) Combination - Term Extension/Rate Change Total % of Loans Outstanding Payment Delay/Term Extension Combination - Term Extension/Rate Change Total % of Loans Outstanding

Commercial real estate:

CRE non-owner occupied $ — — % $ — $ 211 n/m

Multifamily — — 295 — n/m

SFR 1-4 1st DT liens 199 n/m — — —

SFR HELOCs and junior liens — — 41 — n/m

Commercial and industrial — — $ 1,008 — 0.21 %

Total $ 199 n/m $ 1,344 $ 211 0.02 %

The following tables presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three and nine months ended September 30, 2025 and September 30, 2024.

Three and nine months ended September 30, 2025

Modification Type Loan Type Financial Effect

Combination - term extension / rate change SFR 1-4 1st DT liens Added 36 months to the life of the loan;

converted to fixed rate

Three months ended September 30, 2024

Modification Type Loan Type Financial Effect

Payment delay / term extension Commercial and industrial Added 60 months to the life of the loans

Nine months ended September 30, 2024

Modification Type Loan Type Financial Effect

Combination - term extension / rate change CRE non-owner occupied Added 120 months to the life of the loan;

converted from variable to fixed interest rate

Payment delay / term extension Multifamily Added 12 months to the life of the loan

Payment delay / term extension SFR HELOCs and junior liens Added 60 months to the life of the loan

Payment delay / term extension Commercial and industrial Added a weighted average 53 months to the life of the loans

During the nine months ended September 30, 2025 and September 30, 2024, respectively, there were no loans with payment defaults by borrowers experiencing financial difficulty which had material modifications in rate, term or principal forgiveness during the twelve months prior to default.

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

During the three months ended March 31, 2026 and March 31, 2025, respectively, there were no loans with payment defaults by borrowers experiencing financial difficulty which had material modifications in rate, term or principal forgiveness during the twelve months prior to default.

Note 5 - Leases

2 unchanged sentences

All of the Company’s leases are comprised of operating leases in which the Company is lessee of real estate property for branches, ATM locations, and general administration and operations.

The Company has elected not to

include short-term leases (i.e.

The Company has elected not to include short-term leases (i.e.

leases with initial terms of 12 month or less) within the ROUA and lease liability.

The following table presents the components of lease expense for the periods ended:

Three months ended September 30, Nine months ended September 30,

Three months ended March 31,

(in thousands) 2026 2025

1 unchanged sentence

Short-term lease cost 50 45

Variable lease cost (income) ( 5 ) ( 15 ) ( 21 ) 8

Variable lease (income) cost ( 5 ) ( 10 )

Total lease cost $ 1,609 $ 1,453

The following table presents supplemental cash flow information related to leases for the periods ended:

Three months ended September 30, Nine months ended September 30,

Three months ended March 31,

(in thousands) 2026 2025

3 unchanged sentences

The following table presents the weighted average operating lease term and discount rate as of the period ended:

September 30,

Weighted-average remaining lease term (years) 7.3 7.6

Weighted-average discount rate 3.86 % 3.56 %

At September 30, 2025, future expected operating lease payments are as follows:

At March 31, 2026, future expected operating lease payments are as follows:

(in thousands)

2 unchanged sentences

Discount for present value of expected cash flows ( 4,082 )

Lease liability at September 30, 2025 $ 27,683

Lease liability at March 31, 2026 $ 26,525

Note 6 - Deposits

A summary of the balances of deposits follows:

(in thousands) September 30,

(in thousands) March 31,

2026 December 31,

5 unchanged sentences

Total deposits $ 8,403,588 $ 8,263,901

Certificate of deposit balances of $ 100.0 million from the State of California were included in time certificates, $250,000 or more, at September 30, 2025 and December 31, 2024, respectively.

Certificate of deposit balances totaling $ 100.0 million from the State of California were included in time certificates, $250,000 or more, at March 31, 2026 and December 31, 2025, respectively.

The Company participates in a deposit program offered by the State of California whereby the State may make deposits at the Company’s request subject to collateral and credit worthiness constraints.

The negotiated rates

on these State deposits are generally more favorable than other wholesale funding sources available to the Company.

Overdrawn deposit balances of $ 2.1 million and $ 2.5 million were classified as consumer loans at September 30, 2025 and December 31, 2024, respectively.

The negotiated rates on these State deposits are generally more favorable than other wholesale funding sources available to the Company.

Overdrawn deposit balances of $ 2.0 million and $ 2.7 million were classified as consumer loans at March 31, 2026 and December 31, 2025, respectively.

Note 7 - Other Borrowings

A summary of the balances of other borrowings follows:

September 30,

(in thousands) March 31,

2026 December 31,

(in thousands)

Term borrowing at FHLB, fixed rate of 5.23 %, payable on April 8, 2025

Other collateralized borrowings, fixed rate, as of September 30, 2025 and December 31, 2024 of 0.05 %, payable on October 1, 2025 and January 2, 2025, respectively

Other collateralized borrowings, fixed rate, as of March 31, 2026 and December 31, 2025 of 0.05 %, payable on April 1, 2026 and January 1, 2026, respectively

11,455 11,713

3 unchanged sentences

(in thousands) Coupon Rate (Variable) 3 mo.

SOFR + As of September 30, 2025 As of December 31, 2024

SOFR + As of March 31, 2026 As of December 31, 2025

Subordinated Debt Series Maturity

4 unchanged sentences

TriCo Cap Trust II 7/23/2034 20,619 2.55 % 6.48 % 20,619 20,619

North Valley Trust II — — — — — 5,713

North Valley Trust III — — — — — 4,571

North Valley Trust IV — — — — — 7,863

VRB Subordinated — — — — — 16,799

VRB Subordinated - 5 %

$ 41,238 $ 41,238 $ 41,238

$ 41,238 $ 41,238 $ 101,191

The Company repaid the holders of the North Valley Trust II, III and IV, and VRB Subordinated and Subordinated - 5 %, subordinated debt during the third quarter of 2025 with a face value of $ 57.7 million and a recorded book value of $ 60.2 million, resulting in a $ 2.5 million gain on extinguishment of debt during the period.

Note 9 - Commitments and Contingencies

The following table presents a summary of the Bank’s commitments and contingent liabilities:

(in thousands) September 30,

(in thousands) March 31,

2026 December 31,

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announced the commencement of an exchange offer for Visa Class B-1 common stock and the Company subsequently tendered all of its Visa Class B-1 common stock in exchange for a combination of Visa Class B-2 common stock and Visa Class C common stock.

Completion of the exchange resulted in a gain of $ 2.9 million relating to the Visa Class C common stock during 2024.

Visa Class B-2 common stock continues to be carried at zero.

The Bank owns 6,698 shares of Class B-2 common stock of Visa Inc.

The Bank owns 6,698 shares of Class B-2 common

stock of Visa Inc.

which may be convertible into Class A common stock at a conversion ratio of 1.5075 per Class B-2 share.

As of September 30, 2025, the value of the Class A shares was $ 341.38 per share.

Utilizing the conversion ratio, the value of unredeemed Class A equivalent shares

owned by the Bank was $ 3.5 million as of September 30, 2025, and has not been reflected in the accompanying consolidated financial statements.

As of March 31, 2026, the value of the Class A shares was $ 302.24 per share.

Utilizing the conversion ratio, the value of unredeemed Class A equivalent shares owned by the Bank was $ 3.1 million as of March 31, 2026, and has not been reflected in the accompanying consolidated financial statements.

Note 10 - Shareholders’ Equity

Dividends Paid

The Bank paid to the Company cash dividends in the aggregate amounts of $ 72.4 million and $ 10.5 million during the three months ended September 30, 2025 and 2024, respectively, and during the equivalent nine month periods paid $ 112.9 million and $ 54.4 million, respectively.

The Bank paid to the Company cash dividends in the aggregate amounts of $ 11.5 million and $ 12.0 million during the three months ended March 31, 2026 and 2025, respectively.

The Bank is regulated by the FDIC and the DFPI.

1 unchanged sentence

Stock Repurchase Plan

On February 25, 2021, the Board of Directors authorized the repurchase of up to 2.0 million shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7 % of the shares outstanding as of the approval date.

The actual timing of any share repurchases can be determined by the Company's management and therefore the total value of the shares to be purchased under the 2021 Repurchase Plan is subject to change.

The 2021 Repurchase Plan has no expiration date (in accordance with applicable laws and regulations).

During the three and nine months ended September 30, 2025, the Company repurchased 52,106 and 521,738 shares with market values of $ 2.3 million and $ 21.3 million, respectively.

During the three and nine months ended and September 30, 2024, the Company repurchased zero and 344,324 shares with market values of zero and $ 12.5 million, respectively.

As of September 30, 2025, approximately 310,000 shares remain authorized for repurchase.

The Company's Board of Directors has approved the authorization to repurchase up to 2.0 million shares of the Company's common stock (the 2025 Repurchase Plan or the 2025 Program).

The Company’s 2025 Repurchase Plan replaces and supersedes the 2021 Share Repurchase Program which has been terminated as of December 31, 2025.

The actual timing of any share repurchases will be determined by the Company's management and therefore the total value of the shares to be purchased under the 2025 Program is subject to change.

The 2025 Program has no expiration date but the Board may suspend or discontinue the program at any time.

During the three months ended March 31, 2026, the Company repurchased 447,211 shares with market value totaling $ 21.6 million under the 2025 Program.

There were no shares repurchased in 2025 under the 2025 Program, however, during the three months ended March 31, 2025 the Company purchased 89,654 shares with market value of $ 3.7 million under the 2021 Share Repurchase Program.

As of March 31, 2026, approximately 1,553,000 shares remain authorized for repurchase.

Stock Repurchased Under Equity Compensation Plans

The Company's shareholder-approved equity compensation plans permit employees to tender recently vested shares in lieu of cash for the payment of exercise price, if applicable, and the tax withholding on such shares.

There were no option exercises during the three and nine months ended September 30, 2025 and September 30, 2024, respectively.

Employees tendered 3,899 and 1,551 shares in connection with the tax withholding requirements of other share-based awards during the three months ended September 30, 2025 and 2024, respectively, and 25,563 and 32,061 during the nine months ended September 30, 2025 and 2024, respectively.

In total, shares of the Company's common stock tendered had market values of $ 0.2 million and $ 0.1 million during the quarters ended September 30, 2025 and 2024, respectively, and $ 1.1 million and $ 1.2 million during the respective nine month periods.

There were no option exercises during the three months ended March 31, 2026 and March 31, 2025, respectively.

Employees tendered 17,262 and 10,122 shares in connection with the tax withholding requirements of other share-based awards during the three months ended March 31, 2026 and 2025, respectively.

In total, shares of the Company's common stock tendered had market values of $ 0.8 million and $ 0.4 million during the quarters ended March 31, 2026 and 2025, respectively.

The tendered shares were retired.

The market value of tendered shares is the last market trade price at closing on the day an option is exercised or the other share-based award vests.

Stock repurchased under equity incentive plans are not included in the total of stock repurchased under the 2021 Stock Repurchase Plans.

Stock repurchased under equity incentive plans are not included in the total of stock repurchased under the 2025 Program.

Note 11 - Stock Options and Other Equity-Based Incentive Instruments

3 unchanged sentences

While no new awards can be granted under the 2019 Plan, existing grants continue to be governed by the terms, conditions and procedures set forth in any applicable award agreement.

There were no stock options outstanding as of September 30, 2025 and December 31, 2024 .

The Company did not modify any option grants during the nine months ended September 30, 2025 or 2024.

Activity related to restricted stock unit awards during the nine months ended September 30, 2025 is summarized in the following table:

There were no stock options outstanding as of March 31, 2026 and December 31, 2025 .

Activity related to restricted stock unit awards during the three months ended March 31, 2026 is summarized in the following table:

Vesting RSUs Market Plus

Outstanding at December 31, 2024 152,572 144,715

Outstanding at January 1, 2026 141,089 145,485

RSUs granted 48,867 45,800

2 unchanged sentences

RSUs forfeited ( 1,193 ) ( 2,131 )

Outstanding at September 30, 2025 153,779 177,868

The 153,779 of service condition vesting RSUs outstanding as of September 30, 2025 include a feature whereby each RSU outstanding is credited with a dividend amount equal to any common stock cash dividend declared and paid, and the credited amount is divided by the closing price of the Company’s stock on the dividend payable date to arrive at an additional amount of RSUs outstanding under the original grant.

Outstanding at March 31, 2026 149,608 189,154

The 149,608 of service condition vesting RSUs outstanding as of March 31, 2026 include a feature whereby each RSU outstanding is credited with a dividend amount equal to any common stock cash dividend declared and paid, and the credited amount is divided by the closing price of the Company’s stock on the dividend payable date to arrive at an additional amount of RSUs outstanding under the original grant.

The dividend credits follow the same vesting requirements as the RSU awards and are not considered participating securities.

The 153,779 of service condition vesting RSUs outstanding as of September 30, 2025 are expected to vest, and be released, on a weighted-average basis, over the next 1.74 years.

The Company expects to recognize $ 3.9 million of pre-tax compensation costs related to these service condition vesting RSUs between September 30, 2025 and their vesting dates.

The Company did not modify any service condition vesting RSUs during the nine months ended September 30, 2025 or 2024.

The 177,868 of market plus service condition vesting RSUs outstanding as of September 30, 2025 are expected to vest, and be released, on a weighted-average basis, over the next 1.90 years.

The Company expects to recognize $ 2.0 million of pre-tax compensation costs related to these RSUs between September 30, 2025 and their vesting dates.

As of September 30, 2025, the number of market plus service condition vesting RSUs outstanding that will actually vest, and be released, may be reduced to zero or increased to 266,802 depending on the total return of the Company’s common stock versus the total return of an index of bank stocks from the grant date to the vesting date.

The Company did not modify any market plus service condition vesting RSUs during the nine months ended September 30, 2025 or 2024.

The 149,608 of service condition vesting RSUs outstanding as of March 31, 2026 are expected to vest, and be released, on a weighted-average basis, over the next 2.26 years.

The Company expects to recognize $ 4.5 million of pre-tax compensation costs related to these service condition vesting RSUs between March 31, 2026 and their vesting dates.

The Company did not modify any service condition vesting RSUs during the three months ended March 31, 2026 or 2025.

The 189,154 of market plus service condition vesting RSUs outstanding as of March 31, 2026 are expected to vest, and be released, on a weighted-average basis, over the next 2.39 years.

The Company expects to recognize $ 2.8 million of pre-tax compensation costs related to these RSUs between March 31, 2026 and their vesting dates.

As of March 31, 2026, the number of market plus service condition vesting RSUs outstanding that will actually vest, and be released, may be reduced to zero or increased to 283,731 depending on the total return of the Company’s common stock versus the total return of an index of bank stocks from the grant date to the vesting date.

The Company did not modify any market plus service condition vesting RSUs during the three months ended March 31, 2026 or 2025.

Note 12 - Non-interest Income and Expense

1 unchanged sentence

Three months ended

September 30, Nine months ended

September 30,

(in thousands) 2026 2025

17 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in thousands) 2026 2025

25 unchanged sentences

Earnings per share have been computed based on the following:

Three months ended September 30, Nine months ended September 30,

Three months ended March 31,

(in thousands) 2026 2025

4 unchanged sentences

Options excluded from diluted earnings per share because of their antidilutive effect — —

Note 14 – Comprehensive Income

Note 14 – Comprehensive (Loss) Income

Accounting principles generally require that recognized revenue, expenses, gains and losses be included in net income.

1 unchanged sentence

The components of OCI and related tax effects are as follows:

Three months ended September 30, Nine months ended September 30,

Three months ended March 31,

(in thousands) 2026 2025

Unrealized holding gains on available for sale securities before reclassifications $ 21,158 $ 63,232 $ 64,177 $ 48,438

Unrealized holding (losses) gains on available for sale securities before reclassifications $ ( 6,579 ) $ 32,518

Amounts reclassified out of AOCI:

1 unchanged sentence

Total amounts reclassified out of accumulated other comprehensive income (loss) ( 17 ) ( 1,146 )

Unrealized holding gains (losses) on available for sale securities after reclassifications 23,282 63,230 67,443 51,383

Unrealized holding (losses) gains on available for sale securities after reclassifications ( 6,596 ) 31,372

Tax effect 1,951 ( 9,274 )

Unrealized holding gains (losses) on available for sale securities, net of tax 16,399 44,538 47,505 36,192

Unrealized holding (losses) gains on available for sale securities, net of tax ( 4,645 ) 22,098

Change in unfunded status of the supplemental retirement plans before reclassifications 174 164

2 unchanged sentences

Total amounts reclassified out of accumulated other comprehensive loss ( 174 ) ( 164 )

Total other comprehensive income $ 16,399 $ 44,538 $ 47,505 $ 36,192

Total other comprehensive (loss) income $ ( 4,645 ) $ 22,098

The components of AOCI, included in shareholders’ equity, are as follows:

(in thousands) September 30,

(in thousands) March 31,

2026 December 31,

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Fair value measurement is based upon quoted prices, if available.

If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions.

prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions.

Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, U.S.

2 unchanged sentences

The Company had no securities classified as Level 3 during any of the periods covered in these consolidated financial statements.

Loans held for sale - The Company has elected to apply the fair value option for mortgage loans originated with the intent to sell.

Loans held for sale - Loans held for sale are carried at the lower of cost or fair value.

The fair value of loans held for sale is based on what secondary markets are currently offering for loans with similar characteristics.

As such, we classify those loans subjected to recurring fair value adjustments as Level 2.

Individually evaluated loans - Loans are not recorded at fair value on a recurring basis.

Collateral dependent loans - Loans are not recorded at fair value on a recurring basis.

However, from time to time, certain loans have individual risk characteristics not consistent with a pool of loans and is individually evaluated for credit reserves.

16 unchanged sentences

The table below presents the recorded amount of assets and liabilities measured at fair value on a recurring basis (in thousands):

Fair value at September 30, 2025 Total Level 1 Level 2 Level 3

Fair value at March 31, 2026 Total Level 1 Level 2 Level 3

Marketable equity securities $ 2,676 $ 2,676 $ — $ —

22 unchanged sentences

Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally corresponds with the Company’s quarterly valuation process.

There were no transfers between any levels during the nine months ended September 30, 2025 or September 30, 2024, respectively.

There were no transfers between any levels during the three months ended March 31, 2026 or March 31, 2025, respectively.

The following table provides a reconciliation of assets and liabilities measured at fair value using significant unobservable inputs (Level 3) on a recurring basis during the time periods indicated.

Had there been any transfer into or out of Level 3 during the time periods indicated, the amount included in the “Transfers into (out of) Level 3” column would represent the beginning balance of an item in the period (interim quarter) during which it was transferred (in thousands):

Three months ended September 30, Beginning

Balance Transfers

into (out of)

Level 3 Change

in Earnings Issuances Ending

Mortgage servicing rights

$ 6,763 — $ ( 104 ) $ 99 $ 6,758

Mortgage servicing rights

$ 6,666 — $ ( 332 ) $ 186 $ 6,520

Nine months ended September 30, Beginning

Three months ended March 31, Beginning

Balance Transfers

6 unchanged sentences

$ 6,626 — $ ( 140 ) $ 128 $ 6,614

Three months ended March 31,

The key unobservable inputs used in determining the fair value of mortgage servicing rights are mortgage prepayment speeds and the discount rate used to discount cash projected cash flows.

1 unchanged sentence

Conversely, a decrease in the mortgage prepayment speed and discount rate will result in a positive fair value adjustment (and increase in the fair value measurement).

The following table presents quantitative information about recurring Level 3 fair value measurements at September 30, 2025 and December 31, 2024:

As of September 30, 2025:

The following table presents quantitative information about recurring Level 3 fair value measurements at March 31, 2026 and December 31, 2025:

As of March 31, 2026:

(in thousands) Valuation

7 unchanged sentences

The tables below present the recorded investment in assets and liabilities measured at fair value on a nonrecurring basis, as of the dates indicated, that had a write-down or an additional allowance provided during the periods indicated (in thousands):

September 30, 2025 Total Level 1 Level 2 Level 3

March 31, 2026 Total Level 1 Level 2 Level 3

Collateral dependent loans $ 7,877 — — $ 7,877

Foreclosed assets 721 — — 721

Total assets measured at fair value $ 8,598 — — $ 8,598

December 31, 2025 Total Level 1 Level 2 Level 3

Collateral dependent loans $ 7,545 — — $ 7,545

Real estate owned 709 — — 709

Foreclosed assets 3,562 — — 3,562

Total assets measured at fair value $ 11,107 — — $ 11,107

The tables below present the net losses resulting from non-recurring fair value adjustments of assets and liabilities for the periods indicated (in thousands):

Three months ended September 30, Nine months ended September 30,

2025 2024 2025 2024

Three months ended March 31,

Collateral dependent loans $ ( 1,687 ) $ ( 5,013 )

7 unchanged sentences

The carrying value of loans fully charged-off is zero .

The foreclosed assets amount above represents impaired real estate that has been adjusted to fair value.

The foreclosed assets amounts above represents impaired real estate that has been adjusted to fair value.

Foreclosed assets represent real estate which the Company has taken control of in partial or full satisfaction of loans.

9 unchanged sentences

Under certain circumstances, management discounts are applied based on specific characteristics of an individual property.

The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at September 30, 2025:

September 30, 2025 Fair Value

The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at March 31, 2026:

March 31, 2026 Fair Value

(in thousands) Valuation

5 unchanged sentences

Capitalization rate Not meaningful

Foreclosed assets (Land) $ 501 Sales comparison

Adjustment for differences between

comparable sales;

Not meaningful

Foreclosed assets (SFR) $ 220 Sales comparison

Adjustment for differences between

comparable sales;

Not meaningful

The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at December 31, 2025:

7 unchanged sentences

Capitalization rate Not meaningful

Real estate owned (Residential real estate) $ 709 Sales comparison

Income approach Adjustment for differences between

Foreclosed assets (Farmland) $ 2,928 Sales comparison

Adjustment for differences between

comparable sales

Capitalization rate Not meaningful

Not meaningful

Foreclosed assets (SFR) $ 634 Sales comparison

approach Adjustment for differences between

comparable sales Not meaningful

Fair values for financial instruments are management’s estimates of the values at which the instruments could be exchanged in a transaction between willing parties.

3 unchanged sentences

Further, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on the fair value estimates and have not been considered in any of these estimates.

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

(in thousands) Carrying

6 unchanged sentences

Securities held to maturity 85,740 81,963 90,544 86,987

Restricted equity securities 17,250 n/a 17,250 n/a

Level 3 inputs:

2 unchanged sentences

Level 2 inputs:

Deposits 8,334,461 8,331,961 8,087,576 8,085,150

Demand, money market, and savings deposits 7,256,738 7,256,738 7,153,859 7,153,859

Time deposits 1,146,850 1,146,506 1,110,042 1,109,820

Other borrowings 11,455 11,455 11,713 11,713

7 unchanged sentences

Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios (set forth in the table below) of total, Tier 1, and common equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets.

The following tables present actual and required capital ratios as of September 30, 2025 and December 31, 2024 for the Company and the Bank under applicable Basel III Capital Rules.

The minimum capital amounts presented include the minimum required capital levels as of September 30, 2025 and December 31, 2024 based on the then phased-in provisions of the Basel III Capital Rules.

The following tables present actual and required capital ratios as of March 31, 2026 and December 31, 2025 for the Company and the Bank under applicable Basel III Capital Rules.

The minimum capital amounts presented include the minimum required capital levels as of March 31, 2026 and December 31, 2025 based on the then phased-in provisions of the Basel III Capital Rules.

Capital levels required to be considered well capitalized are based upon prompt corrective action regulations, as amended to reflect the changes under the Basel III Capital Rules.

1 unchanged sentence

Considered Well

As of September 30, 2025:

As of March 31, 2026:

Amount Ratio Amount Ratio Amount Ratio

29 unchanged sentences

Tri Counties Bank $ 1,145,890 11.78 % $ 388,982 4.00 % $ 486,227 5.00 %

As of September 30, 2025 and December 31, 2024, capital levels at the Company and the Bank exceed all capital adequacy requirements under the Basel III Capital Rules.

Also, at September 30, 2025 and December 31, 2024, the Bank’s capital levels exceeded the minimum amounts necessary to be considered well capitalized under the current regulatory framework for prompt corrective action.

As of March 31, 2026 and December 31, 2025, capital levels at the Company and the Bank exceed all capital adequacy requirements under the Basel III Capital Rules.

Also, at March 31, 2026 and December 31, 2025, the Bank’s capital levels exceeded the minimum amounts necessary to be considered well capitalized under the current regulatory framework for prompt corrective action.

The Basel III Capital Rules require all banking organizations to maintain a capital conservation buffer above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases and discretionary bonus payments to executive officers.

The capital conservation buffer is exclusively composed of common equity tier 1 capital, and it applies to each of the risk-based capital ratios but not the leverage ratio.

At September 30, 2025, the Company and the Bank are in compliance with the capital conservation buffer requirement.

At March 31, 2026, the Company and the Bank are in compliance with the capital conservation buffer requirement.

Note 17 – Segment Information

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Information reported internally for performance assessment by the CODM follows, inclusive of reconciliations of the banking segment totals to the financial statements.

Three months ended September 30, Nine months ended September 30,

Three months ended March 31,

(in thousands) 2026 2025

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Segment net income/consolidated net income $ 33,685 $ 26,363

As of September 30,

As of March 31,

Reconciliation of assets:

3 unchanged sentences

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