What changed in this filing

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Item 1. Financial Statements

2025-11-06 compared with 2025-08-06 · 275 added, 214 removed, 1370 unchanged (26% of the section changed)

4 unchanged sentences

(Dollars in thousands, except par value)

September 30,

2025 December 31,

5 unchanged sentences

Premises and equipment held for sale, lower of cost or market — 4,788

Available for sale debt securities, at fair value (amortized cost of $ 1,084,845 , net of allowance for credit losses on securities of $ 0 at June 30, 2025;

Available for sale debt securities, at fair value (amortized cost of $ 1,063,157 , net of allowance for credit losses on securities of $ 0 at September 30, 2025;

and amortized cost of $ 1,049,557 ;

24 unchanged sentences

authorized 60,000,000 shares;

19,561,985 shares issued and 19,283,420 shares outstanding at June 30, 2025 and 19,561,985 shares issued and 19,273,583 shares outstanding at December 31, 2024

19,561,985 shares issued and 19,050,016 shares outstanding at September 30, 2025 and 19,561,985 shares issued and 19,273,583 shares outstanding at December 31, 2024

Paid-in capital 198,058 196,947

1 unchanged sentence

Accumulated other comprehensive loss ( 84,828 ) ( 119,171 )

Treasury stock, at cost, 278,565 shares at June 30, 2025 and 288,402 shares at December 31, 2024

Treasury stock, at cost, 511,969 shares at September 30, 2025 and 288,402 shares at December 31, 2024

( 18,977 ) ( 13,285 )

6 unchanged sentences

(Dollars and shares in thousands, except per share amounts)

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Interest income:

51 unchanged sentences

(Dollars in thousands)

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Net income $ 10,846 $ 10,981 $ 36,270 $ 32,732

Other comprehensive income (loss), net of tax:

Other comprehensive income, net of tax:

Net change in fair value of available for sale debt securities 9,577 30,254 24,339 20,015

1 unchanged sentence

Net change in defined benefit plan obligations 22 22 6,813 68

Total other comprehensive income (loss), net of tax 3,230 2,587 23,222 ( 5,173 )

Total other comprehensive income, net of tax 11,121 29,168 34,343 23,995

Total comprehensive income $ 21,967 $ 40,149 $ 70,613 $ 56,727

4 unchanged sentences

(Dollars and shares in thousands, except per share amounts)

For the three months ended June 30, 2025 Common

For the three months ended September 30, 2025 Common

Shares Outstanding Common

4 unchanged sentences

Loss Treasury Stock Total

Balance at March 31, 2025 19,276 $ 1,223 $ 197,570 $ 435,233 ($ 99,179 ) ($ 13,167 ) $ 521,680

Balance at June 30, 2025 19,283 $ 1,223 $ 197,392 $ 437,520 ($ 95,949 ) ($ 12,667 ) $ 527,519

— — — 10,846 — — 10,846

7 unchanged sentences

( 237 ) — — — — ( 6,436 ) ( 6,436 )

Balance at June 30, 2025 19,283 $ 1,223 $ 197,392 $ 437,520 ($ 95,949 ) ($ 12,667 ) $ 527,519

For the six months ended June 30, 2025 Common

Balance at September 30, 2025 19,050 $ 1,223 $ 198,058 $ 437,545 ($ 84,828 ) ($ 18,977 ) $ 533,021

For the nine months ended September 30, 2025 Common

Shares Outstanding Common

14 unchanged sentences

( 247 ) — — — — ( 6,732 ) ( 6,732 )

Balance at June 30, 2025 19,283 $ 1,223 $ 197,392 $ 437,520 ($ 95,949 ) ($ 12,667 ) $ 527,519

Balance at September 30, 2025 19,050 $ 1,223 $ 198,058 $ 437,545 ($ 84,828 ) ($ 18,977 ) $ 533,021

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3 unchanged sentences

(Dollars and shares in thousands, except per share amounts)

For the three months ended June 30, 2024 Common

For the three months ended September 30, 2024 Common

Shares Outstanding Common

4 unchanged sentences

Loss Treasury Stock Total

Balance at March 31, 2024 17,033 $ 1,085 $ 126,785 $ 503,175 ($ 148,913 ) ($ 15,212 ) $ 466,920

Balance at June 30, 2024 17,058 $ 1,085 $ 125,898 $ 504,350 ($ 146,326 ) ($ 14,050 ) $ 470,957

— — — 10,981 — — 10,981

3 unchanged sentences

Share-based compensation — — 800 — — — 800

Exercise of stock options, issuance of other compensation-related equity awards, net of awards surrendered

25 — ( 1,411 ) — — 1,162 ( 249 )

Balance at June 30, 2024 17,058 $ 1,085 $ 125,898 $ 504,350 ($ 146,326 ) ($ 14,050 ) $ 470,957

For the six months ended June 30, 2024 Common

Balance at September 30, 2024 17,058 $ 1,085 $ 126,698 $ 505,654 ($ 117,158 ) ($ 14,050 ) $ 502,229

For the nine months ended September 30, 2024 Common

Shares Outstanding Common

6 unchanged sentences

— — — 32,732 — — 32,732

Total other comprehensive loss, net of tax — — — — ( 5,173 ) — ( 5,173 )

Total other comprehensive income, net of tax — — — — 23,995 — 23,995

Cash dividends declared ($ 1.68 per share)

3 unchanged sentences

27 — ( 1,530 ) — — 1,263 ( 267 )

Balance at June 30, 2024 17,058 $ 1,085 $ 125,898 $ 504,350 ($ 146,326 ) ($ 14,050 ) $ 470,957

Balance at September 30, 2024 17,058 $ 1,085 $ 126,698 $ 505,654 ($ 117,158 ) ($ 14,050 ) $ 502,229

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3 unchanged sentences

(Dollars in thousands)

Six months ended June 30, 2025 2024

Nine months ended September 30, 2025 2024

Cash flows from operating activities:

16 unchanged sentences

Decrease in operating lease liabilities ( 2,503 ) ( 1,790 )

Decrease (increase) in other assets 8,949 ( 746 )

Decrease in other assets 20,429 4,616

Decrease in other liabilities ( 5,469 ) ( 7,603 )

12 unchanged sentences

Net redemptions (purchases) of Federal Home Loan Bank stock 13,486 ( 5,546 )

Net (increase) decrease in loans ( 6,367 ) 20,162

Net decrease in loans 771 134,633

Net proceeds from sale of portfolio loans 283,182 —

Purchases of loans ( 742 ) ( 743 )

Proceeds from the sale of property acquired through foreclosure or repossession — 680

Purchases of premises and equipment ( 833 ) ( 3,519 )

Purchases of bank-owned life insurance ( 5,000 ) —

Net proceeds from the sale of bank-owned properties 11,780 1,669

Purchases of bank-owned life insurance ( 5,000 ) —

Purchase of intangible asset in asset acquisition ( 2,180 ) —

Equity investments in real estate limited partnerships ( 74 ) ( 2,841 )

2 unchanged sentences

Cash flows from financing activities:

Net decrease in deposits ( 70,552 ) ( 372,034 )

Net increase (decrease) in deposits 107,036 ( 176,270 )

Proceeds from Federal Home Loan Bank advances 1,487,000 1,970,000

9 unchanged sentences

Loans charged-off $ 14,648 $ 182

Commitment for equity investments in real estate limited partnerships — 178

Supplemental Disclosures:

39 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Financial Instruments - Credit Losses - Topic 326

Accounting Standards Update No.

2025-05, “Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets” (“ASU 2025-05”) was issued in July 2025 to introduce a practical expedient intended to simplify the estimation of expected credit losses on current accounts receivable and contract assets arising from revenue transactions under ASC 606.

The practical expedient permits entities to assume that current conditions as of the reporting date remain unchanged for the remaining life of the asset.

ASU 2025-05 is effective for fiscal years beginning after December 15, 2025, including interim periods within those fiscal years, with early adoption permitted.

The provisions under ASU 2025-05 should be applied on a prospective basis.

ASU 2025-05 is not expected to have a material impact on the Corporation’s financial statements.

Intangibles - Goodwill and Other - Internal-Use Software - Subtopic 350

Accounting Standards Update No.

2025-06, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software” (“ASU 2025-06”) was issued in September 2025 to modernize the accounting framework for internal-use software development costs to better reflect contemporary development practices.

ASU 2025-06 eliminates the previous stage-based model (i.e.

preliminary, application development, and post-implementation stages) and introduces a principles-based capitalization model.

Under this ASU, software development costs are capitalized when management has authorized and committed to funding the project, and it is probable that the project will be completed and the software will perform its intended function..

The ASU also consolidates guidance for website development costs into ASC 350-40 and aligns disclosure requirements with those under ASC 360-10, including the nature and amount of capitalized internal-use software costs, the accounting policy and capitalization criteria, any significant judgments and estimates applied, amortization methods and useful lives, and qualitative and quantitative information about major software projects.

ASU 2025-06 is effective for annual reporting periods beginning after December 15, 2027, including interim periods within those annual periods, with early adoption permitted.

The provisions under ASU 2025-06 can be applied on either a prospective, modified retrospective, or full retrospective basis.

The Corporation is currently evaluating the impact of ASU 2025-06 on its financial statements.

Note 3 - Securities

2 unchanged sentences

(Dollars in thousands)

June 30, 2025 Amortized Cost Unrealized Gains Unrealized Losses ACL

September 30, 2025 Amortized Cost Unrealized Gains Unrealized Losses ACL

Available for Sale Debt Securities:

13 unchanged sentences

Total available for sale debt securities $ 1,063,157 $ 3,940 ($ 104,631 ) $ — $ 962,466

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands)

15 unchanged sentences

Total available for sale debt securities $ 1,049,557 $ 57 ($ 133,309 ) $ — $ 916,305

Available for sale debt securities balances exclude accrued interest receivable of $ 3.3 million and $ 3.2 million, respectively, as of June 30, 2025 and December 31, 2024.

At June 30, 2025 and December 31, 2024, securities with a fair value of $ 366.4 million and $ 310.5 million, respectively, were pledged as collateral for FHLB borrowings, potential borrowings with the FRBB, certain public deposits, and for other purposes.

Available for sale debt securities balances exclude accrued interest receivable of $ 3.3 million and $ 3.2 million, respectively, as of September 30, 2025 and December 31, 2024.

At September 30, 2025 and December 31, 2024, securities with a fair value of $ 399.0 million and $ 310.5 million, respectively, were pledged as collateral for FHLB borrowings, potential borrowings with the FRBB, certain public deposits, and for other purposes.

See Note 11 for additional discussion on FHLB borrowings.

3 unchanged sentences

Actual maturities may differ from amounts presented because certain issuers have the right to call or prepay obligations with or without call or prepayment penalties.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands)

June 30, 2025 Amortized Cost Fair Value

September 30, 2025 Amortized Cost Fair Value

Due in one year or less $ 97,869 $ 88,302

7 unchanged sentences

$ 1,063,157 $ 962,466

Included in the above table are debt securities with an amortized cost balance of $ 46.8 million and a fair value of $ 43.8 million at June 30, 2025 that are callable at the discretion of the issuers.

Final maturities of the callable securities range from 1 month to 19 years, with call features ranging from 1 month to 8 years.

Included in the above table are debt securities with an amortized cost balance of $ 47.0 million and a fair value of $ 44.5 million at September 30, 2025 that are callable at the discretion of the issuers.

Final maturities of the callable securities range from 2 months to 19 years, with call features ranging from 1 month to 8 years.

Assessment of Available for Sale Debt Securities for Impairment

3 unchanged sentences

The following tables summarize available for sale debt securities in an unrealized loss position, for which an ACL on securities has not been recorded, segregated by length of time that the securities have been in a continuous unrealized loss position:

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Less than 12 Months 12 Months or Longer Total

June 30, 2025 # Fair

September 30, 2025 # Fair

Value Unrealized

10 unchanged sentences

3 4,290 ( 5 ) 91 459,157 ( 102,049 ) 94 463,447 ( 102,054 )

Obligations of states and political subdivisions 1 635 ( 15 ) — — — 1 635 ( 15 )

Individual name issuer trust preferred debt securities

20 unchanged sentences

59 $ 399,453 ($ 3,644 ) 106 $ 511,955 ($ 129,665 ) 165 $ 911,408 ($ 133,309 )

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

There were no debt securities on nonaccrual status at June 30, 2025 and 2024 and, therefore there was no accrued interest related to debt securities reversed against interest income for the three and six months ended June 30, 2025 and 2024.

As of June 30, 2025, the Corporation does not intend to sell the debt securities in an unrealized loss position and has determined that it is more-likely-than-not that the Corporation will not be required to sell each security before the recovery of its amortized cost basis.

There were no debt securities on nonaccrual status at September 30, 2025 and 2024 and, therefore there was no accrued interest related to debt securities reversed against interest income for the three and nine months ended September 30, 2025 and 2024.

As of September 30, 2025, the Corporation does not intend to sell the debt securities in an unrealized loss position and has determined that it is more-likely-than-not that the Corporation will not be required to sell each security before the recovery of its amortized cost basis.

In addition, management does not believe that any of the securities are impaired due to reasons of credit quality.

As further described below, management believes the unrealized losses on these debt securities are primarily attributable to changes in the investment spreads and interest rates.

Therefore, no ACL was recorded at both June 30, 2025 and December 31, 2024.

Therefore, no ACL was recorded at both September 30, 2025 and December 31, 2024.

Obligations of U.S.

3 unchanged sentences

government, are highly rated by major credit rating agencies, and have a long history of no credit losses.

The issuers of these securities continue to make timely principal and interest payments, and none of these securities were past due at June 30, 2025.

The issuers of these securities continue to make timely principal and interest payments, and none of these securities were past due at September 30, 2025.

Additionally, the Corporation utilizes a zero credit loss estimate for these securities.

Obligations of States and Political Subdivisions

Obligations of states and political subdivisions consist of a high credit quality (rated AA or higher) state and municipal bond.

High credit quality obligations of state and political subdivisions have a history of zero to near-zero credit losses.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

Based on the information available through the filing date of this report, the state and municipal bond continues to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuer.

Individual Name Issuer Trust Preferred Debt Securities

These securities in an unrealized loss position at June 30, 2025 included two trust preferred securities issued by two individual companies in the banking sector.

These securities in an unrealized loss position at September 30, 2025 included two trust preferred securities issued by two individual companies in the banking sector.

Management reviewed the collectability of these securities taking into consideration such factors as the financial condition of the issuers, reported regulatory capital ratios of the issuers, credit ratings, including ratings in effect as of the reporting period date, as well as credit rating changes between the reporting period date and the filing date of this report, and other information.

As of June 30, 2025, there was one individual name issuer trust preferred debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 85 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

As of September 30, 2025, there was one individual name issuer trust preferred debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 66 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between September 30,

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

2025 and the filing date of this report.

Based on the information available through the filing date of this report, all individual name issuer trust preferred debt securities continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers.

Corporate Bonds

These securities in an unrealized loss position at June 30, 2025 included four corporate bond holdings issued by three individual companies in the financial services industry.

These securities in an unrealized loss position at September 30, 2025 included four corporate bond holdings issued by three individual companies in the financial services industry.

As of June 30, 2025, there was one corporate bond debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 12 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

As of September 30, 2025, there was one corporate bond debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 7 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between September 30, 2025 and the filing date of this report.

Based on the information available through the filing date of this report, all corporate bond debt securities continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Note 4 - Loans

The following table presents the carrying value of loans, segregated by class of loans:

(Dollars in thousands) June 30,

(Dollars in thousands) September 30,

2025 December 31, 2024

16 unchanged sentences

(3) Residential real estate consists of mortgage and homeowner construction loans secured by one- to four-family residential properties.

Also, includes negative basis adjustments associated with fair value hedges of $ 179 thousand and $ 1.5 million, respectively, at June 30, 2025 and December 31, 2024.

Also, includes negative basis adjustments associated with fair value hedges of $ 255 thousand and $ 1.5 million, respectively, at September 30, 2025 and December 31, 2024.

See Note 8 for additional disclosure.

(4) Other consists of loans to individuals secured by general aviation aircraft and other personal installment loans.

(5) Includes net unamortized loan origination costs of $ 11.5 million and $ 10.9 million, respectively, at June 30, 2025 and December 31, 2024 and net unamortized premiums on loans purchased from and serviced by other financial institutions of $ 217 thousand and $ 242 thousand, respectively, at June 30, 2025 and December 31, 2024.

The carrying value of loans excludes accrued interest receivable of $ 20.6 million and $ 22.1 million, respectively, as of June 30, 2025 and December 31, 2024.

As of June 30, 2025 and December 31, 2024, loans amounting to $ 3.0 billion and $ 2.8 billion, respectively, were pledged as collateral to the FHLB under a blanket pledge agreement and to the FRBB for the discount window.

(5) Includes net unamortized loan origination costs of $ 11.6 million and $ 10.9 million, respectively, at September 30, 2025 and December 31, 2024 and net unamortized premiums on loans purchased from and serviced by other financial institutions of $ 211 thousand and $ 242 thousand, respectively, at September 30, 2025 and December 31, 2024.

The carrying value of loans excludes accrued interest receivable of $ 21.0 million and $ 22.1 million, respectively, as of September 30, 2025 and December 31, 2024.

As of both September 30, 2025 and December 31, 2024, loans amounting to $ 2.8 billion were pledged as collateral to the FHLB under a blanket pledge agreement and to the FRBB for the discount window.

See Note 11 for additional disclosure regarding borrowings.

8 unchanged sentences

(Dollars in thousands) Days Past Due

June 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

September 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

23 unchanged sentences

Total loans $ 5,125,856 $ 5,668 $ 3,034 $ 3,280 $ 11,982 $ 5,137,838

Included in past due loans as of June 30, 2025 and December 31, 2024, were nonaccrual loans of $ 8.2 million and $ 6.4 million, respectively.

In addition, all loans 90 days or more past due at June 30, 2025 and December 31, 2024 were classified as nonaccrual.

Included in past due loans as of September 30, 2025 and December 31, 2024, were nonaccrual loans of $ 5.9 million and $ 6.4 million, respectively.

In addition, all loans 90 days or more past due at September 30, 2025 and December 31, 2024 were classified as nonaccrual.

Nonaccrual Loans

7 unchanged sentences

The following table is a summary of nonaccrual loans, segregated by class of loans:

(Dollars in thousands) June 30, 2025 December 31, 2024

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

Nonaccrual Loans Nonaccrual Loans

12 unchanged sentences

Accruing loans 90 days or more past due $ — $ —

Nonaccrual loans of $ 17.9 million and $ 16.9 million, respectively, at June 30, 2025 and December 31, 2024 were current as to the payment of principal and interest.

As of June 30, 2025 and December 31, 2024, nonaccrual loans secured by one- to four-family residential properties amounting to $ 1.5 million and $ 1.0 million, respectively, were in process of foreclosure.

Nonaccrual loans of $ 8.1 million and $ 16.9 million, respectively, at September 30, 2025 and December 31, 2024 were current as to the payment of principal and interest.

As of September 30, 2025 and December 31, 2024, nonaccrual loans secured by one- to four-family residential properties amounting to $ 1.4 million and $ 1.0 million, respectively, were in process of foreclosure.

The following table presents interest income recognized on nonaccrual loans:

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

(Dollars in thousands) Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Commercial real estate

5 unchanged sentences

131 139 415 332

47 36 139 106

Total consumer 47 36 139 106

4 unchanged sentences

In the course of resolving problem loans, the Corporation may choose to modify the contractual terms of loans to borrowers who are experiencing financial difficulty.

Such modifications to borrowers experiencing financial difficulty may include modified contractual terms that have a direct impact to contractual cash flows, including principal forgiveness, interest rate reductions, maturity extensions, other-than-insignificant payment delays, or any combination thereof.

Debt could be

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

bifurcated with separate terms for each tranche of the TLM.

reductions, maturity extensions, other-than-insignificant payment delays, or any combination thereof.

Debt could be bifurcated with separate terms for each tranche of the TLM.

Executing a TLM in lieu of aggressively enforcing the collection of the loan may benefit the Corporation by increasing the ultimate probability of collection.

2 unchanged sentences

If the TLM successfully meets all repayment terms according to the modification documents for a specified period of time (generally 12 months) and the borrower is no longer experiencing financial difficulty, it would be declassified from TLM status.

The following tables present the carrying value of TLMs made during the periods indicated, segregated by class of loans and type of concession granted:

The following tables present the carrying value at September 30, 2025 of TLMs made during the periods indicated, segregated by class of loans and type of concession granted:

(Dollars in thousands)

Three months ended June 30, 2025 Other-than-Insignificant Payment Delay Combination (1)

Total % of Loan Class (2)

Three months ended September 30, 2025 Other-than-Insignificant Payment Delay Total % of Loan Class (1)

Commercial real estate $ 5,412 $ 5,412 — %

1 unchanged sentence

Total commercial 5,412 5,412 —

Residential Real Estate:

Residential real estate $ 263 $ 263 — %

Total $ 5,675 $ 5,675 — %

(1) Combination includes an interest rate reduction, maturity extension and other-than-insignificant payment delay.

(1) Percentage of TLMs to the total loans outstanding within the respective loan class.

(Dollars in thousands)

Six months ended June 30, 2025 Other-than-Insignificant Payment Delay Combination (1)

Total % of Loan Class (2)

Nine months ended September 30, 2025 Other-than-Insignificant Payment Delay Total % of Loan Class (1)

Commercial real estate $ 5,412 $ 5,412 — %

4 unchanged sentences

Total $ 7,096 $ 7,096 — %

(1) Combination includes an interest rate reduction, maturity extension and other-than-insignificant payment delay.

(1) Percentage of TLMs to the total loans outstanding within the respective loan class.

(Dollars in thousands)

Three months ended June 30, 2024 Maturity Extension Other-than-Insignificant Payment Delay Total % of Loan Class (1)

Residential Real Estate:

Residential real estate — $ 267 $ 267 —

Total $ — $ 267 $ 267 — %

(1) Percentage of TLMs to the total loans outstanding within the respective loan class.

In addition, a CRE loan with a carrying value of $ 4.3 million at June 30, 2025 was previously modified as a TLM.

A combination of concessions were granted including an interest rate reduction, maturity extension and other-than-insignificant payment delay.

In September 2025, the Corporation decided to sell this loan and late in September, the sale closed, proceeds of $ 1.2 million were received, and a charge-off of $ 3.0 million was recognized.

As such, this TLM is no longer included in disclosures presenting the carrying value of TLMs at September 30, 2025.

During the three months ended September 30, 2024, there were no loans modified as a TLM.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the carrying value at September 30, 2024 of TLMs made during the periods indicated, segregated by class of loans and type of concession granted:

(Dollars in thousands)

Six months ended June 30, 2024

Nine months ended September 30, 2024

Maturity Extension Other-than-Insignificant Payment Delay Total % of Loan Class (1)

7 unchanged sentences

The following tables describe the financial effect of TLMs made during the periods indicated, segregated by class of loans:

Three months ended June 30, 2025

Financial Effect

Combination - Interest Rate Reduction, Maturity Extension and Other-than Insignificant Payment Delay:

Commercial real estate Provided interest rate reduction by a weighted average rate of 1.7 %, maturity extension for a weighted average period of 8 months, and payment delay for a weighted average period of 8 months

Six months ended June 30, 2025

Three months ended September 30, 2025

Financial Effect

Combination - Interest Rate Reduction, Maturity Extension and Other-than Insignificant Payment Delay:

Other-than-Insignificant Payment Delay:

Commercial real estate Provided payment delay for a weighted average period of 6 months

Other-than-Insignificant Payment Delay:

Residential real estate Provided payment delay for a weighted average period of 4 months

Three months ended June 30, 2024 Financial Effect

Nine months ended September 30, 2025

Financial Effect

Other-than-Insignificant Payment Delay:

Commercial real estate Provided payment delay for a weighted average period of 6 months

Other-than-Insignificant Payment Delay:

Residential real estate Provided payment delay for a weighted average period of 6 months

Six months ended June 30, 2024

Nine months ended September 30, 2024

Financial Effect

7 unchanged sentences

(Dollars in thousands) Days Past Due

June 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

September 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

7 unchanged sentences

Total loans $ 12,096 $ — $ — $ — $ — $ 12,096

At June 30, 2025, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

(Dollars in thousands) Days Past Due

June 30, 2024 Current 30-59 60-89 90 or More Total Past Due Total Loans

September 30, 2024 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

7 unchanged sentences

Total loans $ 8,665 $ — $ — $ — $ — $ 8,665

At June 30, 2024, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

There were no significant commitments to lend additional funds to borrowers experiencing financial difficulty whose loans were TLMs at June 30, 2025.

At both September 30, 2025 and September 30, 2024, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

See additional disclosure above regarding a CRE TLM loan that was sold and charged off in the third quarter of 2025.

There were no significant commitments to lend additional funds to borrowers experiencing financial difficulty whose loans were TLMs at September 30, 2025.

Individually Analyzed Loans

Individually analyzed loans include nonaccrual commercial loans, TLMs, as well as certain other loans based on the underlying risk characteristics and the discretion of management to individually analyze such loans.

As of June 30, 2025 and December 31, 2024, the carrying value of individually analyzed loans amounted to $ 21.4 million and $ 16.6 million, respectively.

The carrying value of collateral dependent individually analyzed loans was $ 16.4 million and $ 11.6 million, respectively, at June 30, 2025 and December 31, 2024.

As of September 30, 2025 and December 31, 2024, the carrying value of individually analyzed loans amounted to $ 14.1 million and $ 16.6 million, respectively.

The carrying value of collateral dependent individually analyzed loans was $ 7.7 million and $ 11.6 million, respectively, at September 30, 2025 and December 31, 2024.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date.

2 unchanged sentences

The following table presents the carrying value of collateral dependent individually analyzed loans:

(Dollars in thousands) June 30, 2025 December 31, 2024

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

Carrying Value Related Allowance Carrying Value Related Allowance

48 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table includes information on credit quality indicators and gross charge-offs for the Corporation’s loan portfolio, segregated by class of loans as of June 30, 2025:

The following table includes information on credit quality indicators and gross charge-offs for the Corporation’s loan portfolio, segregated by class of loans as of September 30, 2025:

(Dollars in thousands) Term Loans Amortized Cost by Origination Year

71 unchanged sentences

The level of the ACL on loans is based on management’s ongoing review of all relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts.

The following table presents the activity in the ACL on loans for the three months ended June 30, 2025:

The following table presents the activity in the ACL on loans for the three months ended September 30, 2025:

(Dollars in thousands) Commercial Consumer

5 unchanged sentences

Ending Balance $ 18,843 $ 9,714 $ 28,557 $ 6,623 $ 1,136 $ 260 $ 1,396 $ 36,576

The following table presents the activity in the ACL on loans for the six months ended June 30, 2025:

The following table presents the activity in the ACL on loans for the nine months ended September 30, 2025:

(Dollars in thousands) Commercial Consumer

5 unchanged sentences

Ending Balance $ 18,843 $ 9,714 $ 28,557 $ 6,623 $ 1,136 $ 260 $ 1,396 $ 36,576

The following table presents the activity in the ACL on loans for the three months ended June 30, 2024:

The following table presents the activity in the ACL on loans for the three months ended September 30, 2024:

(Dollars in thousands) Commercial Consumer

6 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the activity in the ACL on loans for the six months ended June 30, 2024:

The following table presents the activity in the ACL on loans for the nine months ended September 30, 2024:

(Dollars in thousands) Commercial Consumer

10 unchanged sentences

The discount rate used in determining the present value of lease payments is based on the lessor’s implicit rate in the lease if known or the Corporation’s incremental borrowing rate for borrowing terms similar to the lease upon commencement date.

Operating lease ROU assets amounted to $ 35.6 million and $ 26.9 million, respectively, as of June 30, 2025 and December 31, 2024.

Operating lease liabilities totaled $ 38.3 million and $ 29.6 million, respectively, as of June 30, 2025 and December 31, 2024.

In the first quarter of 2025, sales-leaseback transactions were completed for five branch locations and a pre-tax net gain on the sale of the bank-owned properties totaling $ 7.0 million was recognized in noninterest income.

In addition, operating lease ROU assets of $ 10.0 million and operating lease liabilities of $ 10.0 million were recorded on the balance sheet.

In addition, operating lease ROU assets of $ 10.0 million and operating lease liabilities of $ 10.0 million were recorded.

These leases expire in 17 years and include options to renew for two additional 15 -year terms.

As of both June 30, 2025 and December 31, 2024, there were no operating leases that had not yet commenced.

As of both September 30, 2025 and December 31, 2024, there were no operating leases that had not yet commenced.

The following table presents information regarding the Corporation’s operating leases:

Jun 30, 2025 Dec 31, 2024

Sep 30, 2025 Dec 31, 2024

Operating lease ROU assets

$ 35,968 $ 26,943

Operating lease liabilities $ 38,741 $ 29,578

Weighted average discount rate 5.37 % 3.80 %

Range of lease expiration dates 4 months - 22 years

Range of lease expiration dates 1 month - 22 years

4 months - 23 years

4 unchanged sentences

13.1 years 12.6 years

The following table presents the undiscounted annual lease payments under the terms of the Corporation’s operating leases at June 30, 2025, including a reconciliation to the present value of operating lease liabilities recognized in the Consolidated Balance Sheets:

The following table presents the undiscounted annual lease payments under the terms of the Corporation’s operating leases at September 30, 2025, including a reconciliation to the present value of operating lease liabilities recognized in the Consolidated Balance Sheets:

(Dollars in thousands)

July 1, 2025 to December 31, 2025 $ 2,554

October 1, 2025 to December 31, 2025 $ 1,272

2030 and thereafter 36,302

5 unchanged sentences

The following table presents the components of total lease expense and operating cash flows:

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

(Dollars in thousands) Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Lease Expense:

5 unchanged sentences

(1) Included in net occupancy expenses in the Consolidated Statements of Income.

Note 7 - Intangible Assets

On July 31, 2025, the Bank's registered investment adviser subsidiary completed the purchase of wealth management client advisory contracts from Lighthouse in an asset acquisition.

Asset acquisitions of a single identifiable intangible asset are accounted for under a cost accumulation model.

An intangible asset totaling $ 2.2 million was recognized on the acquisition date based on the value of cash consideration paid to acquire the asset, as well as the direct costs that were associated with the asset acquisition, such as those paid to third party legal counsel, brokers and consultants.

The intangible asset is amortized over its estimated life using a method that approximates the amount of economic benefit that will be realized by the Corporation.

The Corporation did not recognize a liability for the contingent consideration payments as the amounts to be paid are uncertain until a future measurement date.

The contingent consideration payments will be capitalized as part of the intangible asset acquired when the payments are probable and reasonably estimable (i.e.

when they are paid).

Once capitalized, the contingent consideration will be amortized over the remaining life of the intangible asset.

The following table presents information regarding the Corporation’s intangible assets:

(Dollars in thousands)

Sep 30, 2025 Dec 31, 2024

Gross carrying amount $ 22,983 $ 20,803

Accumulated amortization 18,525 17,918

Net amount $ 4,458 $ 2,885

Weighted average remaining life (in years) 9.7 5.2

The gross carrying amount of intangible assets includes wealth management client advisory contracts resulting from the 2005 acquisition of Weston and the 2015 acquisition of Halsey, which were accounted for as business combinations.

In addition, the balance at September 30, 2025 includes wealth management client advisory contracts resulting from the Lighthouse asset acquisition.

In the third quarter of 2025, the Weston wealth management client advisory contracts were fully amortized.

Both the Halsey and Lighthouse wealth management client advisory contracts are being amortized on a straight-line basis over a 15 -year life.

The following table presents a summary of intangible assets amortization expense:

(Dollars in thousands) Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Amortization expense $ 200 $ 206 $ 607 $ 622

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents estimated remaining amortization expense for intangible assets at September 30, 2025:

(Dollars in thousands)

October 1, 2025 to December 31, 2025 $ 155

2031 and thereafter 1,392

Note 8 - Derivative Financial Instruments

13 unchanged sentences

Cash Flow Hedging Instruments

As of June 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts and interest rate collars that were designated as cash flow hedges.

These cash flow hedges were executed to hedge the interest rate risk associated with short-term borrowings.

As of September 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts and interest rate collars that were designated as cash flow hedges.

These interest rate swaps and collars were executed to hedge the interest rate risk associated with short-term borrowings.

See Note 11 for additional disclosure on borrowings.

In addition, as of September 30, 2025, the Corporation had interest rate floor contracts that were also designated as cash flow hedges.

These interest rate floors were executed in the third quarter of 2025 to hedge the interest rate risk associated with a pool of variable rate commercial loans.

The changes in fair value of these derivatives designated as cash flow hedges are recorded in other comprehensive income (loss) and subsequently reclassified to earnings when gains or losses are realized (i.e., in the same period during which the hedged transactions affect earnings.)

3 unchanged sentences

This loss is being amortized into earnings as a reduction of interest income on a straight-line basis over the remaining life of the original interest rate swap term, or through May 1, 2026.

At June 30, 2025, the remaining unamortized balance of the loss included in the AOCL component of shareholders’ equity was $ 7.2 million, or $ 5.4 million after tax.

At September 30, 2025, the remaining unamortized balance of the loss included in the AOCL component of shareholders’ equity was $ 5.0 million, or $ 3.7 million after tax.

Fair Value Hedging Instruments

As of June 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts that were designated as fair value hedges.

As of September 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts that were designated as

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

fair value hedges.

The fair value hedges were executed to hedge the interest rate risk associated with a closed-pool of fixed-rate residential real estate loans (the “hedged item”).

1 unchanged sentence

The changes in fair value of derivatives designated as fair value hedges, as well as the offsetting changes in fair value of the hedged item are recognized in earnings.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Loan Related Derivative Contracts

21 unchanged sentences

The following table presents the notional amounts and fair values of derivative instruments in the Unaudited Consolidated Balance Sheets:

(Dollars in thousands) June 30, 2025 December 31, 2024

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

Fair Value Fair Value

5 unchanged sentences

Interest rate collars 100,000 — 26 50,000 — 30

Interest rate floors

200,000 189 — — — —

Derivatives Designated as Fair Value Hedging Instruments:

19 unchanged sentences

Net amounts $ 30,813 $ 30,875 $ 54,302 $ 51,663

(1) The fair value of derivative assets includes accrued interest receivable of $ 79 thousand and $ 120 thousand, respectively, at June 30, 2025 and December 31, 2024.

There was no accrued interest payable included in the fair value of derivative liabilities at June 30, 2025 or at December 31, 2024.

(1) The fair value of derivative assets includes accrued interest receivable of $ 78 thousand and $ 120 thousand, respectively, at September 30, 2025 and December 31, 2024.

There was no accrued interest payable included in the fair value of derivative liabilities at September 30, 2025 or at December 31, 2024.

(2) Interest rate risk management contracts and loan related derivative contracts with counterparties are subject to master netting arrangements.

3 unchanged sentences

(Dollars in thousands)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Balance Sheet Location Carrying Value of Hedged Item (1)

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(1) R epresents the carrying value of the hedged item associated with fair value hedges on a closed-pool of fixed-rate residential real estate loans that are expected to be outstanding for the designated hedged periods.

The amortized cost balance of the closed-pool of residential real estate loans used in the fair value hedges was $ 634.8 million and $ 733.2 million, respectively, at June 30, 2025 and December 31, 2024.

The amortized cost balance of the closed-pool of residential real estate loans used in the fair value hedges was $ 621.2 million and $ 733.2 million, respectively, at September 30, 2025 and December 31, 2024.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

2 unchanged sentences

Other Comprehensive Income (Loss), Net of Tax

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Derivatives Designated as Cash Flow Hedging Instruments:

3 unchanged sentences

Interest rate collars 27 ( 116 ) 3 ( 147 )

Interest rate floors

( 81 ) — ( 81 ) —

Total $ 1,522 ($ 1,108 ) $ 3,191 $ 3,912

2 unchanged sentences

Recognized in the Unaudited Consolidated Statements of Income

Three Months Six Months

Periods ended June 30, Statement of Income Location 2025 2024 2025 2024

Three Months Nine Months

Periods ended September 30, Statement of Income Location 2025 2024 2025 2024

Derivatives Designated as Cash Flow Hedging Instruments:

5 unchanged sentences

195 487 581 1,475

Interest rate floors Interest income:

Interest and fees on loans ( 11 ) — ( 11 ) —

Derivatives Designated as Fair Value Hedging Instruments:

36 unchanged sentences

The following table presents a summary of mortgage loans held for sale accounted for under the fair value option:

(Dollars in thousands) June 30,

(Dollars in thousands) September 30,

2025 December 31,

4 unchanged sentences

Changes in fair value of mortgage loans held for sale accounted for under the fair value option election are included in mortgage banking revenues in the Unaudited Consolidated Statements of Income.

Changes in fair value amounted to increases in mortgage banking revenues of $ 292 thousand and $ 517 thousand, respectively, for the three and six months ended June 30, 2025.

This compared to decreases in mortgage banking revenues of $ 22 thousand and $ 91 thousand, respectively, for the three and six months ended June 30, 2024.

There were no mortgage loans held for sale 90 days or more past due as of June 30, 2025 and December 31, 2024.

Changes in fair value amounted to a decrease in mortgage banking revenues of $ 175 thousand and an increase of $ 342 thousand, respectively, for the three and nine months ended September 30, 2025.

This compared to decreases in mortgage banking revenues of $ 31 thousand and $ 122 thousand, respectively, for the three and nine months ended September 30, 2024.

There were no mortgage loans held for sale 90 days or more past due as of September 30, 2025 and December 31, 2024.

Valuation Techniques for Items Recorded at Fair Value on a Recurring Basis

3 unchanged sentences

such items are classified as Level 1.

There were no Level 1 debt securities held at June 30, 2025 and December 31, 2024.

There were no Level 1 debt securities held at September 30, 2025 and December 31, 2024.

Level 2 debt securities are traded less frequently than exchange-traded instruments.

4 unchanged sentences

Debt securities not actively traded whose fair value is determined through the use of cash flows utilizing inputs that are unobservable are classified as Level 3.

There were no Level 3 debt securities held at June 30, 2025 and December 31, 2024.

There were no Level 3 debt securities held at September 30, 2025 and December 31, 2024.

Mortgage Loans Held for Sale, at Fair Value

8 unchanged sentences

However, the credit valuation adjustments utilize Level 3 inputs.

As of June 30, 2025 and December 31, 2024, the Corporation has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation.

As of September 30, 2025 and December 31, 2024, the Corporation has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation.

As a result, the Corporation has classified its derivative valuations in their entirety as Level 2.

4 unchanged sentences

As a result, the Corporation has classified its interest rate lock commitments as Level 2.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Items Recorded at Fair Value on a Recurring Basis

3 unchanged sentences

(Level 2) Significant Unobservable Inputs

June 30, 2025

September 30, 2025

Available for sale debt securities:

15 unchanged sentences

Total liabilities at fair value on a recurring basis $ 30,875 $ — $ 30,875 $ —

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Total Quoted Prices in Active Markets for Identical Assets

25 unchanged sentences

For collateral dependent loans that are expected to be repaid substantially through the sale of the collateral, management adjusts the fair value for estimated costs to sell.

Management may also adjust appraised values to reflect estimated market value declines or apply other discounts to appraised values resulting from its knowledge of the collateral.

Management may also adjust appraised values to reflect estimated market value declines or apply other discounts to appraised values resulting from its knowledge of

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

the collateral.

Internal valuations may be utilized to determine the fair value of other business assets.

6 unchanged sentences

Items Recorded at Fair Value on a Nonrecurring Basis

The following table presents the carrying value of assets held at June 30, 2025, which were written down to fair value during the six months ended June 30, 2025:

The following table presents the carrying value of assets held at September 30, 2025, which were written down to fair value during the nine months ended September 30, 2025:

(Dollars in thousands) Total Quoted Prices in Active Markets for Identical Assets

3 unchanged sentences

Total assets at fair value on a nonrecurring basis $ 1,010 $ — $ — $ 1,010

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The above table includes the carrying value of a collateral dependent C&I relationship that was written down to fair value.

In the second quarter of 2025, the borrower declared bankruptcy due to cash flow problems.

As of June 30, 2025, this C&I relationship had a carrying value of $ 9.3 million and a specific reserve of $ 2.3 million.

Based on ensuing developments in the bankruptcy proceedings during the third quarter of 2025, which resulted in updated recovery estimates, the Corporation revised its estimate of expected credit losses on this relationship and recognized a charge-off of $ 8.3 million in the third quarter of 2025.

The remaining carrying value of $ 1.0 million was collected in October 2025.

In addition, see Note 4 for disclosure regarding a CRE loan with a carrying value of $ 4.3 million at June 30, 2025 that was written down to fair value in the third quarter of 2025 because the Corporation changed its exit strategy and decided to sell this loan.

The following table presents the carrying value of assets held at December 31, 2024, which were written down to fair value during the year ended December 31, 2024.

5 unchanged sentences

Total assets at fair value on a nonrecurring basis $ 290,763 $ — $ 281,706 $ 9,057

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following tables present valuation techniques and unobservable inputs for assets measured at fair value on a nonrecurring

2 unchanged sentences

(Weighted Average)

June 30, 2025

September 30, 2025

Collateral dependent individually analyzed loans $ 1,010 Appraisals of collateral Discount for costs to sell 0 %

8 unchanged sentences

(Dollars in thousands)

June 30, 2025 Carrying Amount Total

September 30, 2025 Carrying Amount Total

Fair Value Quoted Prices in Active Markets for Identical Assets

39 unchanged sentences

The following table presents a summary of deposits:

(Dollars in thousands) June 30,

(Dollars in thousands) September 30,

2025 December 31,

10 unchanged sentences

Total deposits $ 5,222,836 $ 5,115,800

(1) Includes wholesale brokered time deposit balances of $ 1.8 million and $ 297.5 million, respectively, as of June 30, 2025 and December 31, 2024.

(1) Includes wholesale brokered time deposit balances of $ 0 and $ 297.5 million, respectively, as of September 30, 2025 and December 31, 2024.

The following table presents scheduled maturities of time certificates of deposit:

(Dollars in thousands) Scheduled Maturity Weighted Average Rate

July 1, 2025 to December 31, 2025 $ 831,039 3.81 %

October 1, 2025 to December 31, 2025 $ 437,609 3.73 %

2026 693,541 3.71

3 unchanged sentences

2030 and thereafter 4,709 2.17

Balance at June 30, 2025 $ 1,209,088 3.70 %

Balance at September 30, 2025 $ 1,233,998 3.66 %

Time certificates of deposit in denominations of $250 thousand or more totaled $ 362.4 million and $ 353.9 million,

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

respectively, at June 30, 2025 and December 31, 2024.

respectively, at September 30, 2025 and December 31, 2024.

Note 11 - Borrowings

Advances payable to the FHLB amounted to $ 1.0 billion and $ 1.1 billion, respectively, at June 30, 2025 and December 31, 2024.

Advances payable to the FHLB amounted to $ 791.0 million and $ 1.1 billion, respectively, at September 30, 2025 and December 31, 2024.

See Note 8 for additional disclosure on derivatives designated as cash flow hedges to hedge the interest rate risk associated with short-term FHLB advances.

The Bank pledges certain qualified investment securities and loans as collateral to the FHLB.

As of June 30, 2025 and December 31, 2024, the Bank had available borrowing capacity of $ 987.1 million and $ 753.0 million, respectively, with the FHLB.

In addition, the Bank had access to a $ 40.0 million unused line of credit with the FHLB at both June 30, 2025 and December 31, 2024.

Furthermore, the Bank had standby letters of credit with the FHLB of $ 66.0 million at both June 30, 2025 and December 31, 2024 to collateralize institutional deposits.

The following table presents maturities and weighted average interest rates on FHLB advances outstanding as of June 30, 2025:

As of September 30, 2025 and December 31, 2024, the Bank had available borrowing capacity of $ 1.1 billion and $ 753.0 million, respectively, with the FHLB.

In addition, the Bank had access to a $ 40.0 million unused line of credit with the FHLB at both September 30, 2025 and December 31, 2024.

Furthermore, the Bank had standby letters of credit with the FHLB of $ 66.0 million at both September 30, 2025 and December 31, 2024 to collateralize institutional deposits.

The following table presents maturities and weighted average interest rates on FHLB advances outstanding as of September 30, 2025:

(Dollars in thousands) Scheduled

Maturity Weighted

July 1, 2025 to December 31, 2025 $ 615,000 4.59 %

October 1, 2025 to December 31, 2025 $ 385,000 4.52 %

2026 185,000 4.53

3 unchanged sentences

2030 and thereafter 6,000 3.33

Balance at June 30, 2025 $ 1,001,000 4.47 %

Balance at September 30, 2025 $ 791,000 4.40 %

Note 12 - Shareholders' Equity

Stock Repurchase Program

On May 15, 2025, the Board of Directors of the Corporation adopted the 2025 Repurchase Program, which authorizes the repurchase of up to 850,000 shares, or approximately 4 %, of the Corporation’s outstanding common stock.

During the second quarter of 2025, the Board of Directors of the Corporation adopted the 2025 Repurchase Program, which authorizes the repurchase of up to 850,000 shares, or approximately 4 %, of the Corporation’s outstanding common stock.

This authority may be exercised from time to time and in such amounts as market conditions warrant, and subject to regulatory considerations.

The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities.

The 2025 Repurchase Program expires on May 15, 2026 and may be modified, suspended, or discontinued at any time.

The Corporation has repurchased 10,000 shares, at an average price of $ 29.56 and a total cost of $ 296 thousand, under its 2025 Repurchase Program, all of which were repurchased in the second quarter of 2025.

Repurchases under the 2025 Repurchase Program are conducted pursuant to a trading plan adopted by the Corporation that is designed to qualify under Rule 10b5-1 under the Exchange Act.

The 2025 Repurchase Program commenced on May 15, 2025 and expires on May 15, 2026 and may be modified, suspended, or discontinued at any time.

Through September 30, 2025, the Corporation has repurchased a total of 246,803 shares, at an average price of $ 27.28 and a total cost of $ 6.7 million, under its 2025 Repurchase Program.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Regulatory Capital Requirements

Capital levels at June 30, 2025 exceeded the regulatory minimum levels to be considered “well capitalized.”

Capital levels at September 30, 2025 exceeded the regulatory minimum levels to be considered “well capitalized.”

The following table presents the Corporation’s and the Bank’s actual capital amounts and ratios, as well as the corresponding minimum and well capitalized regulatory amounts and ratios that were in effect during the respective periods:

1 unchanged sentence

Amount Ratio Amount Ratio Amount Ratio

June 30, 2025

September 30, 2025

Total Capital (to Risk-Weighted Assets):

26 unchanged sentences

The Corporation and the Bank must maintain the capital conservation buffer to avoid restrictions on the ability to pay dividends and discretionary bonuses.

The Corporation’s and the Bank’s capital levels exceeded the minimum regulatory capital requirements plus the capital conservation buffer at June 30, 2025 and December 31, 2024.

The Corporation’s and the Bank’s capital levels exceeded the minimum regulatory capital requirements plus the capital conservation buffer at September 30, 2025 and December 31, 2024.

The Bancorp owns the common stock of two capital trusts, which have issued trust preferred securities.

In accordance with GAAP, the capital trusts are treated as unconsolidated subsidiaries.

At both June 30, 2025 and December 31, 2024, $ 22.0 million in trust preferred securities were included in the Tier 1 capital of the Corporation for regulatory capital reporting purposes pursuant to the capital adequacy guidelines of the Federal Reserve.

At both September 30, 2025 and December 31, 2024, $ 22.0 million in trust preferred securities were included in the Tier 1 capital of the Corporation for regulatory capital reporting purposes pursuant to the capital adequacy guidelines of the Federal Reserve.

In accordance with regulatory capital rules, the Corporation elected the option to delay the estimated impact of ASC 326 on its regulatory capital over a two-year deferral and subsequent three-year transition period ending December 31, 2024.

5 unchanged sentences

As shown below, a substantial portion of our revenues are specifically excluded from the scope of ASC 606.

For the three months ended June 30, 2025 2024

For the three months ended September 30, 2025 2024

(Dollars in thousands) Revenue (1)

12 unchanged sentences

Income from bank-owned life insurance

Gain on sale of bank-owned properties, net — — 988 —

619 308 416 313

3 unchanged sentences

(2) Revenue from contracts with customers in scope of ASC 606.

For the six months ended June 30, 2025 2024

For the nine months ended September 30, 2025 2024

(Dollars in thousands) Revenue (1) ASC 606 Revenue (2)

15 unchanged sentences

(2) Revenue from contracts with customers in scope of ASC 606.

(3) For the six months ended June 30, 2025, included herein in accordance with sales-leaseback transaction provisions of ASC 842 and ASC 606.

(3) For the nine months ended September 30, 2025, included herein in accordance with sales-leaseback transaction provisions of ASC 842 and ASC 606.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents revenue from contracts with customers based on the timing of revenue recognition:

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

(Dollars in thousands) Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Revenue recognized at a point in time:

12 unchanged sentences

Receivables for revenue from contracts with customers primarily consist of amounts due for wealth management services performed for which the Corporation’s performance obligations have been fully satisfied.

Receivables amounted to $ 6.2 million and $ 6.0 million, respectively, at June 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

Receivables amounted to $ 6.3 million and $ 6.0 million, respectively, at September 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

Deferred revenues, which are considered contract liabilities under ASC 606, represent advance consideration received from customers for which the Corporation has a remaining performance obligation to fulfill.

Contract liabilities are recognized as revenue over the life of the contract as the performance obligations are satisfied.

The balances of contract liabilities were insignificant at both June 30, 2025 and December 31, 2024 and were included in other liabilities in the Unaudited Consolidated Balance Sheets.

For commissions and incentives that are in scope of ASC 606, such as those paid to employees in our wealth management services and commercial banking segments in order to obtain customer contracts, contract cost assets are established.

The balances of contract liabilities were insignificant at both September 30, 2025 and December 31, 2024 and were included in other liabilities in the Unaudited Consolidated Balance Sheets.

For commissions and incentives that are in scope of ASC 606, such as those paid to employees in our wealth management services and banking segments in order to obtain customer contracts, contract cost assets are established.

The contract cost assets are capitalized and amortized over the estimated useful life that the asset is expected to generate benefits.

The carrying value of contract cost assets amounted to $ 2.0 million and $ 2.1 million, respectively at June 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

The carrying value of contract cost assets amounted to $ 2.3 million and $ 2.1 million, respectively at September 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

The amortization of contract cost assets is recorded within salaries and employee benefits expense in the Unaudited Consolidated Statements of Income.

4 unchanged sentences

In the fourth quarter of 2023, the Corporation’s Board of Directors approved a resolution to terminate the qualified pension plan, and participants were notified of the termination.

In the first quarter of 2025, the qualified pension plan liability was settled after plan assets were distributed through a combination of lump sum payments to participants and the purchase of a group annuity contract from a highly-rated insurance company.

In the first quarter of 2025, the qualified pension plan liability was settled through a combination of lump sum payments to participants and the purchase of a group annuity contract from a highly-rated insurance company.

This resulted in a pre-tax non-cash pension settlement charge of $ 6.4 million being recognized in noninterest expenses in the first quarter of 2025.

The settlement charge included the recognition of pre-tax actuarial losses accumulated in AOCL and the effects of the remeasurement of plan assets and liabilities upon settlement.

As a result of the plan’s over-funded status, remaining surplus plan assets of approximately $ 10.3 million are expected to be transferred directly to the Corporation’s 401(k) Plan (a qualified replacement plan) to fund future non-elective employer contributions.

In the third quarter of 2025 and as a result of the plan’s over-funded status, remaining surplus plan assets of $ 10.5 million were transferred directly to the Corporation’s 401(k) Plan (a qualified replacement plan) to fund future non-elective employer contributions.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

1 unchanged sentence

(Dollars in thousands) Qualified Pension Plan Non-Qualified Retirement Plans

Three Months Six Months Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024 2025 2024 2025 2024

Three Months Nine Months Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024 2025 2024 2025 2024

Net Periodic Benefit Cost:

14 unchanged sentences

Note 15 - Business Segments

The Corporation manages its operations through two reportable business segments, consisting of Commercial Banking and Wealth Management Services.

The Corporation manages its operations through two reportable business segments, consisting of Banking and Wealth Management Services.

The Corporation’s reportable business segments are determined by the Senior Executive Vice President, Chief Financial Officer and Treasurer, the designated CODM.

2 unchanged sentences

Indirect activities, such as corporate, technology and other support functions, are allocated to business segments primarily based upon full-time equivalent employee computations.

The Commercial Banking segment includes commercial, residential, and consumer lending activities;

The Banking segment includes commercial, residential, and consumer lending activities;

mortgage banking activities;

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The following tables present the components of net income, as well as other supplemental information for Washington Trust’s reportable business segments:

(Dollars in thousands) Commercial Banking Wealth Management Services Consolidated Total

Three months ended June 30, 2025 2024 2025 2024 2025 2024

(Dollars in thousands) Banking Wealth Management Services Consolidated Total

Three months ended September 30, 2025 2024 2025 2024 2025 2024

Total interest income and dividend income $ 80,945 $ 87,586 $ — $ — $ 80,945 $ 87,586

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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Commercial Banking Wealth Management Services Consolidated Total

Six months ended June 30, 2025 2024 2025 2024 2025 2024

(Dollars in thousands) Banking Wealth Management Services Consolidated Total

Nine months ended September 30, 2025 2024 2025 2024 2025 2024

Total interest income and dividend income $ 239,254 $ 258,839 $ — $ — $ 239,254 $ 258,839

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(1) Included in net occupancy and equipment expenses in the table above.

For the six months ended June 30, 2025, noninterest income for the Commercial Banking segment included a $ 7.0 million net gain recognized in the first quarter associated with sales-leaseback transactions that were completed for five branch locations.

For the nine months ended September 30, 2025, noninterest income for the Banking segment included a $ 7.0 million net gain recognized in the first quarter associated with sales-leaseback transactions that were completed for five branch locations.

See additional disclosure regarding the sale-leaseback transactions in Note 6.

Also, for the six months ended June 30, 2025, total other expenses included a $ 6.4 million pension plan settlement charge recognized in the first quarter, of which $ 4.9 million was included in the Commercial Banking segment and $ 1.5 million was included in the Wealth Management Services segment.

Also, for the nine months ended September 30, 2025, total other expenses included a $ 6.4 million pension plan settlement charge recognized in the first quarter, of which $ 4.9 million was included in the Banking segment and $ 1.5 million was included in the Wealth Management Services segment.

See additional disclosure regarding the pension plan settlement charge in Note 14.

For the six months ended June 30, 2024, noninterest income for the Wealth Management Services segment included income of $ 2.1 million recognized in the first quarter associated with a litigation settlement.

For the nine months ended September 30, 2024, noninterest income for the Wealth Management Services segment included income of $ 2.1 million recognized in the first quarter associated with a litigation settlement.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

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The following tables present the activity in other comprehensive income (loss):

Three months ended June 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax

Three months ended September 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax (Expense) Net of Tax Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax

Available for Sale Debt Securities:

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Total other comprehensive income $ 14,877 ($ 3,756 ) $ 11,121 $ 39,152 ($ 9,984 ) $ 29,168

Six months ended June 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax

Nine months ended September 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax Pre-tax Amounts Income Tax (Expense) Net of Tax

Securities available for sale:

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Net change in defined benefit plan obligations 9,188 ( 2,375 ) 6,813 92 ( 24 ) 68

Total other comprehensive income (loss) $ 31,140 ($ 7,918 ) $ 23,222 ($ 6,932 ) $ 1,759 ($ 5,173 )

Total other comprehensive income $ 46,018 ($ 11,675 ) $ 34,343 $ 32,207 ($ 8,212 ) $ 23,995

The following tables present the changes in AOCL by component, net of tax:

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the three months ended June 30, 2025

Balance at March 31, 2025 ($ 89,809 ) ($ 7,345 ) ($ 2,025 ) ($ 99,179 )

Other comprehensive income (loss) before reclassifications 2,132 ( 379 ) — 1,753

For the three months ended September 30, 2025

Balance at June 30, 2025 ($ 87,677 ) ($ 6,269 ) ($ 2,003 ) ($ 95,949 )

Other comprehensive income before reclassifications 9,577 42 — 9,619

Amounts reclassified from AOCL

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Net other comprehensive income 9,577 1,522 22 11,121

Balance at June 30, 2025 ($ 87,677 ) ($ 6,269 ) ($ 2,003 ) ($ 95,949 )

Balance at September 30, 2025 ($ 78,100 ) ($ 4,747 ) ($ 1,981 ) ($ 84,828 )

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the six months ended June 30, 2025

For the nine months ended September 30, 2025

Balance at December 31, 2024 ($ 102,439 ) ($ 7,938 ) ($ 8,794 ) ($ 119,171 )

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Net other comprehensive income 24,339 3,191 6,813 34,343

Balance at June 30, 2025 ($ 87,677 ) ($ 6,269 ) ($ 2,003 ) ($ 95,949 )

Balance at September 30, 2025 ($ 78,100 ) ($ 4,747 ) ($ 1,981 ) ($ 84,828 )

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the three months ended June 30, 2024

Balance at March 31, 2024 ($ 127,579 ) ($ 12,414 ) ($ 8,920 ) ($ 148,913 )

Other comprehensive income before reclassifications 749 589 — 1,338

For the three months ended September 30, 2024

Balance at June 30, 2024 ($ 126,830 ) ($ 10,599 ) ($ 8,897 ) ($ 146,326 )

Other comprehensive income (loss) before reclassifications 30,254 ( 2,358 ) — 27,896

Amounts reclassified from AOCL

— 1,250 22 1,272

Net other comprehensive income 749 1,815 23 2,587

Balance at June 30, 2024 ($ 126,830 ) ($ 10,599 ) ($ 8,897 ) ($ 146,326 )

Net other comprehensive income (loss) 30,254 ( 1,108 ) 22 29,168

Balance at September 30, 2024 ($ 96,576 ) ($ 11,707 ) ($ 8,875 ) ($ 117,158 )

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the six months ended June 30, 2024

For the nine months ended September 30, 2024

Balance at December 31, 2023 ($ 116,591 ) ($ 15,619 ) ($ 8,943 ) ($ 141,153 )

Other comprehensive (loss) income before reclassifications ( 10,239 ) 2,568 — ( 7,671 )

Other comprehensive income before reclassifications 20,015 210 — 20,225

Amounts reclassified from AOCL

— 3,702 68 3,770

Net other comprehensive (loss) income ( 10,239 ) 5,020 46 ( 5,173 )

Balance at June 30, 2024 ($ 126,830 ) ($ 10,599 ) ($ 8,897 ) ($ 146,326 )

Net other comprehensive income 20,015 3,912 68 23,995

Balance at September 30, 2024 ($ 96,576 ) ($ 11,707 ) ($ 8,875 ) ($ 117,158 )

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

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(Dollars and shares in thousands, except per share amounts)

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Three Months Nine Months

Periods ended September 30, 2025 2024 2025 2024

Earnings for basic and diluted EPS calculations:

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429 404 430 451

(1) For the three and six months ended June 30, 2025 and 2024, weighted average anti-dilutive common stock equivalents represent share-based compensation awards not included in the calculation of common shares outstanding for purposes of calculating diluted EPS as the grant prices were greater than the average market price of the Bancorp’s common stock, and therefore were anti-dilutive.

(1) For the three and nine months ended September 30, 2025 and 2024, weighted average anti-dilutive common stock equivalents represent share-based compensation awards not included in the calculation of common shares outstanding for purposes of calculating diluted EPS as the grant prices were greater than the average market price of the Bancorp’s common stock, and therefore were anti-dilutive.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

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Most standby letters of credit extend for one year.

At June 30, 2025 and December 31, 2024, there were no liabilities to beneficiaries resulting from standby letters of credit.

At September 30, 2025 and December 31, 2024, there were no liabilities to beneficiaries resulting from standby letters of credit.

Should the Corporation be required to make payments to the beneficiary, repayment from the customer to the Corporation is required.

The following table presents the contractual and notional amounts of financial instruments with off-balance sheet risk:

(Dollars in thousands) June 30,

(Dollars in thousands) September 30,

2025 December 31,

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The ACL on unfunded commitments is management’s estimate of expected lifetime credit losses over the expected contractual term in which the Corporation is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Corporation.

The activity in the ACL on unfunded commitments for the three months ended June 30, 2025 is presented below:

The activity in the ACL on unfunded commitments for the three months ended September 30, 2025 is presented below:

(Dollars in thousands) Commercial Consumer

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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The activity in the ACL on unfunded commitments for the six months ended June 30, 2025 is presented below:

The activity in the ACL on unfunded commitments for the nine months ended September 30, 2025 is presented below:

(Dollars in thousands) Commercial Consumer

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Ending Balance $ 426 $ 583 $ 1,009 $ 22 $ — $ 9 $ 9 $ 1,040

The activity in the ACL on unfunded commitments for the three months ended June 30, 2024 is presented below:

The activity in the ACL on unfunded commitments for the three months ended September 30, 2024 is presented below:

(Dollars in thousands) Commercial Consumer

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Ending Balance $ 830 $ 777 $ 1,607 $ 22 $ — $ 11 $ 11 $ 1,640

The activity in the ACL on unfunded commitments for the six months ended June 30, 2024 is presented below:

The activity in the ACL on unfunded commitments for the nine months ended September 30, 2024 is presented below:

(Dollars in thousands) Commercial Consumer

8 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