What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-03-10 compared with 2025-03-10 · 762 added, 868 removed, 1814 unchanged (47% of the section changed)

AND PROCEDURES.

of Disclosure Controls and Procedures

including our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer has evaluated the

effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end

of the period covered by this report.

Based upon that evaluation, our Chief Executive Officer and Executive Vice President and

Chief Financial Officer concluded that the disclosure controls and procedures were effective to ensure that information required

to be disclosed in the reports we file and submit under the Exchange Act (i) is recorded, processed, summarized and reported as

and when required and (ii) accumulated and communicated to our management including the Chief Executive Officer and Executive

Vice President and Chief Financial Officer, as appropriate to allow timely discussion regarding required disclosure.

Annual Report on Internal Control over Financial Reporting

management of Western New England Bancorp, Inc.

and subsidiaries (collectively, the “Company”), including our President

and Chief Executive Officer and Executive Vice President and Chief Financial Officer, is responsible for establishing and maintaining

adequate internal control over financial reporting, as defined in Rule 13a-15(f) of the Exchange Act.

Our management assessed

the effectiveness of our internal control over financial reporting as of December 31, 2024 based on the criteria set forth by

the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework (2013).

on this assessment, management concluded that our internal control over financial reporting was effective as of December 31, 2024.

have been no changes in our internal control over financial reporting identified in connection with the evaluation that occurred

during our last fiscal quarter that has materially affected, or that is reasonably likely to materially affect, our internal control

over financial reporting.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure

Controls and Procedures

Management, including

our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer has evaluated the effectiveness

of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period

covered by this report.

Based upon that evaluation, our Chief Executive Officer and Executive Vice President and Chief Financial

Officer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed

in the reports we file and submit under the Exchange Act (i) is recorded, processed, summarized and reported as and when required

and (ii) accumulated and communicated to our management including the Chief Executive Officer and Executive Vice President and

Chief Financial Officer, as appropriate to allow timely discussion regarding required disclosure.

Management’s Annual Report on Internal

Control over Financial Reporting

The management of Western New England Bancorp,

and subsidiaries (collectively, the “Company”), including our President and Chief Executive Officer and Executive

Vice President and Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial

reporting, as defined in Rule 13a-15(f) of the Exchange Act.

Our management assessed the effectiveness of our internal control

over financial reporting as of December 31, 2025 based on the criteria set forth by the Committee of Sponsoring Organizations of

the Treadway Commission in Internal Control-Integrated Framework (2013).

Based on this assessment, management concluded

that our internal control over financial reporting was effective as of December 31, 2025.

There have been no changes in our internal

control over financial reporting identified in connection with the evaluation that occurred during our last fiscal quarter that

has materially affected, or that is reasonably likely to materially affect, our internal control over financial reporting.

of Independent Registered Public Accounting Firm

the Shareholders and Board of Directors of Western New England Bancorp, Inc.

on Internal Control over Financial Reporting

have audited Western New England Bancorp, Inc.

and subsidiaries’ (the “Company”) internal control over financial

reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued

by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the Company maintained,

in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established

in Internal Control — Integrated Framework (2013) issued by the COSO.

have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),

the consolidated financial statements of the Company and our report dated March 10, 2025 expressed an unqualified opinion.

Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment

of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report

on Internal Control over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control

over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be

independent with respect to the Company in accordance with U.S.

federal securities laws and the applicable rules and regulations

of the Securities and Exchange Commission and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit

to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that

a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the

assessed risk.

Our audit also included performing such other procedures as we considered necessary in the circumstances.

that our audit provides a reasonable basis for our opinion.

and Limitations of Internal Control over Financial Reporting

company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the

reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally

accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures

that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and

dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit

preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures

of the company are being made only in accordance with authorizations of management and directors of the company;

and (3) provide

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s

assets that could have a material effect on the financial statements.

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections

of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes

in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Wolf & Company, P.C.

Massachusetts

the quarter ended December 31, 2024, no director or officer of the Company adopted or terminated any Rule 10b5-1 trading arrangements

or non-Rule 10b5-1 trading arrangements.

REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

Company has an insider trading policy and procedures governing the purchase, sale and/or other dispositions of the Company’s

securities that applies to all directors, officers, employees and certain other persons.

It is also the Company’s policy

to take appropriate steps to comply with applicable federal and state securities laws and regulations, as well as applicable stock

exchange listing standards, when the Company engages in transactions in the Company’s securities.

The Company believes that

its insider trading policy and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations,

and listing standards applicable to the Company.

A copy of the Company’s insider trading policy is filed as Exhibit 19.1

to this Report.

The remaining information required by this item will be included in the Proxy Statement under “Corporate

Governance” and is incorporated herein by reference.

following information included in the Proxy Statement is incorporated herein by reference:

“Information About Our Board

of Directors,” “Information About Our Executive Officers Who Are Not Directors,” and “Corporate Governance.”

COMPENSATION.

following information included in the Proxy Statement is incorporated herein by reference:

“Compensation Committee Interlocks

and Insider Participation,” “Compensation Discussion and Analysis,” “Compensation Committee Report,”

“Executive Compensation” and “Director Compensation.”

OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS.

following information included in the Proxy Statement is incorporated herein by reference:

“Security Ownership of Certain

Beneficial Owners and Management” and “Securities Authorized For Issuance Under Equity Compensation Plans.”

RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

following information included in the Proxy Statement is incorporated herein by reference:

“Transactions with Related Persons”

and “Board of Directors Independence.”

ACCOUNTING FEES AND SERVICES.

following information included in the Proxy Statement is incorporated herein by reference:

“Independent Registered Public

Accounting Firm Fees and Services.” Our independent registered public accounting firm is Wolf & Company, P.C.

Massachusetts , Auditor ID:

AND FINANCIAL STATEMENT SCHEDULES.

(a)(1) Financial

is made to our consolidated financial statements and accompanying notes included in Item 8 of Part II hereof.

(a)(2) Financial

Statement Schedules

financial statement schedules have been omitted because the required information is not present, or not present in amounts sufficient

to require submission of the schedules, or because the required information is provided in the consolidated financial statements

or notes thereto.

To the Shareholders and Board of Directors

of Western New England Bancorp, Inc.

Opinion on Internal Control over

Financial Reporting

We have audited Western New England Bancorp,

and subsidiaries’ (the “Company”) internal control over financial reporting as of December 31, 2025, based

on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations

of the Treadway Commission (“COSO”).

In our opinion, the Company maintained, in all material respects, effective internal

control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated

Framework (2013) issued by the COSO.

We have also audited, in accordance with

the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial

statements of the Company and our report dated March 10, 2026 expressed an unqualified opinion.

Basis for Opinion

The Company’s management is responsible

for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control

over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with

the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether

effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding

of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the

design and operating effectiveness of internal control based on the assessed risk.

Our audit also included performing such other

procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of

Internal Control over Financial Reporting

A company’s internal control over

financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and

the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records

that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with

generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with

authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely

detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the

financial statements.

Because of its inherent limitations, internal

control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness

to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree

of compliance with the policies or procedures may deteriorate.

/s/ Wolf & Company, P.C.

Boston, Massachusetts

March 10, 2026

OTHER INFORMATION.

During the quarter

ended December 31, 2025, no director or officer of the Company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule

10b5-1 trading arrangements.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The Company has an

insider trading policy and procedures governing the purchase, sale and/or other dispositions of the Company’s securities

that applies to all directors, officers, employees and certain other persons.

It is also the Company’s policy to take appropriate

steps to comply with applicable federal and state securities laws and regulations, as well as applicable stock exchange listing

standards, when the Company engages in transactions in the Company’s securities.

The Company believes that its insider trading

policy and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations, and listing

standards applicable to the Company.

A copy of the Company’s insider trading policy is filed as Exhibit 19.1 to this Report.

The remaining information required by this item will be included in the Proxy Statement under “Corporate Governance”

and is incorporated herein by reference.

The following information

included in the Proxy Statement is incorporated herein by reference:

“Information About Our Board of Directors,” “Information

About Our Executive Officers Who Are Not Directors,” and “Corporate Governance.”

EXECUTIVE COMPENSATION.

The following information

included in the Proxy Statement is incorporated herein by reference:

“Compensation Committee Interlocks and Insider Participation,”

“Compensation Discussion and Analysis,” “Compensation Committee Report,” “Executive Compensation”

and “Director Compensation.”

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS.

The following information

included in the Proxy Statement is incorporated herein by reference:

“Security Ownership of Certain Beneficial Owners and

Management” and “Securities Authorized For Issuance Under Equity Compensation Plans.”

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

The following information

included in the Proxy Statement is incorporated herein by reference:

“Transactions with Related Persons” and “Board

of Directors Independence.”

PRINCIPAL ACCOUNTING FEES AND SERVICES.

The following information

included in the Proxy Statement is incorporated herein by reference:

“Independent Registered Public Accounting Firm Fees

and Services.” Our independent registered public accounting firm is Wolf & Company, P.C.

, Boston, Massachusetts , Auditor

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

(a)(1) Financial Statements

Reference is made to

our consolidated financial statements and accompanying notes included in Item 8 of Part II hereof.

(a)(2) Financial Statement Schedules

Consolidated financial

statement schedules have been omitted because the required information is not present, or not present in amounts sufficient to

require submission of the schedules, or because the required information is provided in the consolidated financial statements or

notes thereto.

(a)(3) Exhibits

EXHIBIT INDEX

Restated Articles of Organization of Western New England Bancorp, Inc.

48 unchanged sentences

Goncalves and Westfield Bank dated as of January 1, 2021 (incorporated by reference to Exhibit 10.20 of the Form 10-K filed with the SEC on March 10, 2023).

Change of Control Agreement between Daniel A.

Marini, Westfield Bank and Western New England Bancorp, Inc.

dated as of January 1, 2022 (incorporated by reference to Exhibit 10.21 of the Form 10-K filed with the SEC on March 10, 2023).

Western New England Bancorp, Inc.

2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form S-8 filed with the SEC on May 19, 2021).

Western New England Bancorp, Inc.

Amended and Restated 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 4.4 of the Form S-8 filed with the SEC on May 19, 2025).

Form of Incentive Stock Option Agreement under the Western New England Bancorp, Inc.

8 unchanged sentences

2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.6 of the Form S-8 filed with the SEC on May 19, 2021).

Westfield Bank Non-Qualified Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 of the Form 8-K filed with the SEC on September 29, 2023).

Western New England Bancorp, Inc.

Insider Trading Policy as Adopted by the Board of Directors on February 25, 2025.

Insider Trading Policy as Adopted by the Board of Directors on February 25, 2025 (incorporated by reference to Exhibit 19.1 of the Form 10-K filed with the SEC on March 10, 2025).

Subsidiaries of Western New England Bancorp, Inc.

6 unchanged sentences

Incentive Compensation Recovery Policy as Adopted by the Board of Directors on November 20, 2023 (incorporated by reference to Exhibit 97 of the Form 10-K filed with the SEC on March 8, 2024).

Financial statements

from the annual report on Form 10-K of Western

New England Bancorp, Inc.

for the year ended December 31, 2024, formatted in XBRL (eXtensible

Business Reporting Language):

(i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Net Income, (iii) the

Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Shareholders’ Equity,

(v) the Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements.

Cover Page Interactive

Data File (formatted as Inline XBRL and contained in Exhibit 101)

contract or compensatory plan or arrangement.

to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration

statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for

purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those

10-K SUMMARY.

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused

this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 10, 2025.

NEW ENGLAND BANCORP, INC.

Financial statements from the annual report on Form 10-K of Western New England Bancorp, Inc.

for the year ended December 31, 2025, formatted in XBRL (eXtensible Business Reporting Language):

(i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Net Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

† Filed herewith.

* Management contract or compensatory plan or arrangement.

** Pursuant to Rule 406T of Regulation S-T, the Interactive

Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections

11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange

Act of 1934, as amended, and otherwise are not subject to liability under those sections.

FORM 10-K SUMMARY.

Pursuant to the requirements of Section

13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its

behalf by the undersigned, thereunto duly authorized, on March 10, 2026.

WESTERN NEW ENGLAND BANCORP, INC.

Chief Executive Officer and President

(Principal Executive Officer)

Chief Financial Officer and Executive Vice President

(Principal Financial Officer and Principal Accounting Officer)

person whose individual signature appears below hereby authorizes and appoints James C.

Chief Financial Officer and Executive Vice President (Principal Financial Officer and Principal Accounting Officer)

POWER OF ATTORNEY

Each person whose individual

signature appears below hereby authorizes and appoints James C.

Hagan and Guida R.

Sajdak, and each of

them, with full power of substitution and resubstitution and full power to act without the other, as his or her true and lawful

attorney-in-fact and agent to act in his or her name, place and stead and to execute in the name and on behalf of each person,

individually and in each capacity stated below, and to file any and all amendments to this report on Form 10-K, and to file the

same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting

unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing,

ratifying and confirming all that said attorneys-in-fact and agents or any of them or their or his substitute or substitutes may

lawfully do or cause to be done by virtue thereof.

to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report on Form 10-K has been signed by the

following persons on behalf of the registrant and in the capacities indicated on March 10, 2025.

Executive Officer, President and Director

Sajdak, and each of them, with full power of

substitution and resubstitution and full power to act without the other, as his or her true and lawful attorney-in-fact and agent

to act in his or her name, place and stead and to execute in the name and on behalf of each person, individually and in each capacity

stated below, and to file any and all amendments to this report on Form 10-K, and to file the same, with all exhibits thereto,

and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact

and agents, and each of them, full power and authority to do and perform each and every act and thing, ratifying and confirming

all that said attorneys-in-fact and agents or any of them or their or his substitute or substitutes may lawfully do or cause to

be done by virtue thereof.

Pursuant to the requirements

of the Securities Exchange Act of 1934, as amended, this Annual Report on Form 10-K has been signed by the following persons on

behalf of the registrant and in the capacities indicated on March 10, 2026.

Chief Executive Officer, President and Director

(Principal Executive Officer)

Financial Officer and Executive Vice President

(Principal Financial Officer and Principal Accounting Officer)

Chairperson of the

Report of Independent Registered Public Accounting

To the Shareholders and Board of Directors of

Western New England Bancorp, Inc.

Opinion on the Consolidated Financial

Chief Financial Officer and Executive

Vice President

(Principal Financial Officer and

Principal Accounting Officer)

Chairperson of the Board

/s/ Laura Benoit

/s/ William D.

/s/ Steven G.

/s/ Philip R.

of Independent Registered Public Accounting Firm

the Shareholders and Board of Directors of

New England Bancorp, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated

7 unchanged sentences

December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards

of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting

as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee

of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 10, 2025 expressed an unqualified opinion on

the effectiveness of the Company’s internal controls over financial reporting.

Change in Accounting Principle

As discussed in the financial statements, the Company

changed its method of accounting for measurement and recognition of credit losses as of January 1, 2023 upon the adoption of Accounting

Standards Codification Topic 326, Financial Instruments - Credit Losses (“ASC 326”).

We also have audited, in accordance

with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over

financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued

by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 10, 2026 expressed an unqualified

opinion on the effectiveness of the Company’s internal controls over financial reporting.

Basis for Opinion

These financial statements are the responsibility

of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on our audits.

are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards

of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements

are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material

misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures

included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included

evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation

of the financial statements.

These financial statements are the

responsibility of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in

accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and

We conducted our audits in accordance

with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether

the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to

assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are

matters arising from the current period audit of the financial statements that was communicated or required to be communicated to the

Company’s Audit Committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2)

Critical Audit Matter

The critical audit matter communicated below

is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to

the Company’s Audit Committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and

(2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any

way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing

separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Allowance for

Credit Losses – Loans Evaluated on a Pooled Basis

Critical Audit

Matter Description

As described in Notes 1 and 3 to the financial statements,

the Company has recorded an allowance for credit losses (ACL) for its loan portfolio in the amount of $19.5 million as of December 31,

2024, representing management’s estimate of credit losses over the remaining expected life of the Company’s loan portfolio

as of that date.

Management determined the amounts, and corresponding reversal for credit loss expense for the year, pursuant to the application

of Accounting Standards Codification Topic 326, Financial Instruments – Credit Losses .

The Company’s methodology to determine its

allowance for credit losses incorporates quantitative and qualitative assessments of its historical losses, current loan portfolio and

economic conditions, the application of forecasted economic conditions, and related modeling.

The communication of a critical audit matter does not alter

in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below,

providing separate a opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Allowance for Credit Losses – Loans Evaluated on a Pooled Basis

Critical Audit Matter Description

As described in Notes 1 and 3 to the financial

statements, the Company has recorded an allowance for credit losses (ACL) for its loan portfolio in the amount of $20.3 million as of

December 31, 2025, representing management’s estimate of credit losses over the remaining expected life of the Company’s loan

portfolio as of that date.

Management determined the amounts, and corresponding provision for credit losses expense for the year, pursuant

to the application of Accounting Standards Codification Topic 326, Financial Instruments – Credit Losses .

The Company’s methodology to determine

its allowance for credit losses incorporates quantitative and qualitative assessments of its historical losses, current loan portfolio

and economic conditions, the application of forecasted economic conditions, and related modeling.

Management incorporates the use of third-party

7 unchanged sentences

is a critical audit matter.

The principal considerations for our determination

are (i) the application of significant judgment and estimation on the part of management, which in turn led to a high degree of auditor

judgment and subjectivity in performing procedures and evaluating audit evidence obtained, and (ii) significant audit effort was necessary

in evaluating management’s methodology, significant assumptions and calculations.

How the Critical Audit Matter was addressed in

Following are some of the primary procedures we

performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls

related to the Company’s measurement of the collectively evaluated ACL, including controls over the:

The principal considerations for our

determination are (i) the application of significant judgment and estimation on the part of management, which in turn led to a high degree

of auditor judgment and subjectivity in performing procedures and evaluating audit evidence obtained, and (ii) significant audit effort

was necessary in evaluating management’s methodology, significant assumptions and calculations.

How the Critical Audit Matter was A ddressed

Following are some of the primary procedures

we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal

controls related to the Company’s measurement of the collectively evaluated ACL, including controls over the:

● Segmentation of loans into pools with similar risk characteristics

2 unchanged sentences

● Completeness and accuracy of loan data

· Evaluation of modeling assumptions including the economic factors indicative

of expected losses, length of the forecast period, and expected term of loans

● Evaluation of modeling assumptions including the economic factors indicative of expected losses, length

of the forecast period, and expected term of loans

● Development of qualitative adjustments to model results

Addressing the above matters involved performing

procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included, among others, reviewing the Company’s procedures to validate the model, testing assumptions used in the

calculation of discounted cash flows, testing management’s process for determining the qualitative reserve component, and testing

the completeness and accuracy of data used in the model.

In addition to the test of controls, addressing

the above matters involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated

financial statements.

These procedures included, among others, reviewing the Company’s procedures to validate the model, testing

assumptions used in the calculation of discounted cash flows, testing management’s process for determining the qualitative reserve

component, and testing the completeness and accuracy of data used in the model.

We have served as the Company's auditor since 2004.

Boston, Massachusetts

March 10, 2025

NEW ENGLAND BANCORP, INC., AND SUBSIDIARIES

BALANCE SHEETS

in thousands, except share data)

Massachusetts

WESTERN NEW ENGLAND BANCORP, INC., AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)

Cash and due from banks

2 unchanged sentences

Total cash and cash equivalents

Securities available-for-sale, at fair value

Securities available-for-sale, at fair value (Amortized

cost of $ 198,194 at December 31, 2025 and $ 191,940 at December 31, 2024)

Securities held-to-maturity, at amortized cost (Fair value of $ 158,504 at December 31, 2025 and $ 165,606 at December 31, 2024)

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Retained earnings

Accumulated other comprehensive loss

Accumulated other comprehensive loss, net of tax

TOTAL SHAREHOLDERS’ EQUITY

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

See accompanying notes

to consolidated financial statements.

NEW ENGLAND BANCORP, INC.

See accompanying notes to consolidated financial statements.

WESTERN NEW ENGLAND BANCORP, INC.

AND SUBSIDIARIES

STATEMENTS OF NET INCOME

in thousands, except per share data)

CONSOLIDATED STATEMENTS OF NET INCOME

(Dollars in thousands, except per share data)

Years Ended December 31,

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Net interest and dividend income

(Reversal of) provision for credit losses

Net interest and dividend income after (reversal of) provision for credit losses

Provision for (reversal of) credit losses

Net interest and dividend income after provision for (reversal of) credit losses

Non-interest income:

3 unchanged sentences

Loss on disposal of premises and equipment

Loss on available-for-sale securities, net

Gain on sale of mortgages

1 unchanged sentence

Gain on non-marketable equity investments

(Loss) gain on defined benefit plan termination

Loss on defined benefit plan termination

Total non-interest income

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Dividends per share

accompanying notes to consolidated financial statements.

NEW ENGLAND BANCORP, INC.

See accompanying notes to consolidated financial statements.

WESTERN NEW ENGLAND BANCORP, INC.

AND SUBSIDIARIES

STATEMENTS OF COMPREHENSIVE INCOME

in thousands)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands)

Years Ended December 31,

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Securities available-for-sale:

Unrealized gain (loss)

Reclassification adjustment for amounts realized in income (1)

Unrealized holding gain (loss)

Net-of-tax amount

1 unchanged sentence

Gains arising during the period

Reclassification

adjustment for amounts realized in income (2)

Amortization of defined benefit plan actuarial loss (3)

Reclassification adjustment for amounts realized in income (1)

Net-of-tax amount

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Comprehensive income

(1) Realized gains and losses on available-for-sale securities

are recognized as a component of non-interest income in the consolidated statements of net income.

The tax effects applicable

to net realized gains were $ 1,000 for the year ended December 31, 2022.

There were no tax effects applicable to net realized gains

or losses for the years ended December 31, 2024 and 2023.

(2) Amounts represent the reclassification of defined benefit

plan termination realized in income and have been recognized as a component of non-interest income.

Income tax effects associated

with the reclassification adjustments were $ 321,000 and $ 789,000 for the years ended December 31, 2023 and December 31, 2022,

respectively.

There were no tax effects applicable to reclassification adjustments for the year ended 2024.

(3) Amount represents the reclassification of defined benefit

plan amortization and has been recognized as a component of non-interest expense.

Income tax effects associated with the reclassification

adjustment were $ 149,000 for the year ended December 31, 2022.

There were no tax effects applicable to reclassification adjustments

for the years ended 2024 and 2023.

See accompanying

notes to consolidated financial statements.

NEW ENGLAND BANCORP, INC.

AND SUBSIDIARIES

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

ENDED DECEMBER 31, 2024, 2023 AND 2022

in thousands, except share data)

represents the reclassification of defined benefit plan termination realized in income and has been recognized as a component

of non-interest income.

Income tax effects associated with the reclassification adjustment were $ 321,000 for the year

ended December 31, 2023.

There were no tax effects applicable to reclassification adjustments for the years ended 2025 and 2024.

accompanying notes to consolidated financial statements.

WESTERN NEW ENGLAND BANCORP, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN

SHAREHOLDERS' EQUITY

YEARS ENDED DECEMBER 31, 2025, 2024 AND

(Dollars in thousands, except share data)

Additional Paid-in Capital

Unearned Compensation- ESOP

Compensation- Equity Incentive Plan

Compensation- Equity Incentive

Retained Earnings

Other Comprehensive Loss

BALANCE AT DECEMBER 31, 2021

Comprehensive loss

Common stock held by ESOP committed to be released ( 78,526 shares)

Forfeited equity incentive plan shares ( 24,440 shares)

Common stock repurchased

Share-based compensation – equity incentive plan

Issuance of common stock in connection with stock option exercises

Issuance of common stock in connection with equity incentive plan

Forfeited equity incentive plan shares reissued ( 7,289 shares)

Cash dividends declared and paid on common stock ($ 0.24 per share)

BALANCE AT DECEMBER 31, 2022

Cumulative effect accounting adjustment (1)

AT DECEMBER 31, 2022

effect accounting adjustment (1)

Comprehensive income

Common stock held by ESOP committed to be released ( 74,993 shares)

Forfeited equity incentive plan shares ( 4,219 shares)

Forfeited equity incentive plan shares reissued ( 22,503 shares)

Common stock held by

ESOP committed to be released ( 74,993 shares)

Forfeited equity incentive

plan shares ( 4,219 shares)

Forfeited equity incentive

plan shares reissued ( 22,503 shares)

Common stock repurchased

Share-based compensation - equity incentive plan

Issuance of common stock in connection with equity incentive plan

Cash dividends declared and paid on common stock ($ 0.28 per share)

Share-based compensation

- equity incentive plan

Issuance of common

stock in connection with equity incentive plan

dividends declared and paid on common stock ($ 0.28 per share)

BALANCE AT DECEMBER

Comprehensive loss

Common stock held by ESOP committed to be released ( 71,240 shares)

Forfeited equity incentive plan shares ( 2,384 shares)

Forfeited equity incentive plan shares reissued ( 4,219 shares)

Common stock held by

ESOP committed to be released ( 71,240 shares)

Forfeited equity incentive

plan shares ( 2,384 shares)

Forfeited equity incentive

plan shares reissued ( 4,219 shares)

Common stock repurchased

Share-based compensation - equity incentive plan

Issuance of common stock in connection with equity incentive plan

Cash dividends declared and paid on common stock ($ 0.28 per share)

Share-based compensation

- equity incentive plan

Issuance of common

stock in connection with equity incentive plan

dividends declared and paid on common stock ($ 0.28 per share)

BALANCE AT DECEMBER

Comprehensive income

Common stock held by

ESOP committed to be released ( 67,377 shares)

Share-based compensation

- equity incentive plan

Forfeited equity incentive

plan shares ( 38,269 shares)

Forfeited equity incentive

plan shares reissued ( 30,697 shares)

Common stock repurchased

Issuance of common

stock in connection with equity incentive plan

dividends declared and paid on common stock ($ 0.28 per share)

AT DECEMBER 31, 2025

See accompanying notes to consolidated financial statements.

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STATEMENTS OF CASH FLOWS

in thousands)

(Dollars in thousands)

Years Ended December 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

(Reversal of) provision for credit losses

Adjustments to reconcile net income to net cash provided by operating activities:

Provision for (reversal of) credit losses

Depreciation and amortization of premises and equipment

Net (accretion) amortization of purchase accounting adjustments

Net amortization (accretion) of purchase accounting adjustments

Amortization of core deposit intangible

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Share-based compensation expense

Gain on sale of portfolio mortgages

Principal balance of loans originated for sale

Principal balance of loans sold

Gain on mortgage banking activities

Net change in unrealized (gain) loss on marketable equity securities

Net loss on sales of available-for-sale securities

Loss on disposal of premises and equipment

Gain on bank-owned life insurance death benefit

Deferred income tax provision

Deferred income tax (benefit) provision

Income from bank-owned life insurance

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Proceeds from calls, maturities, and principal collections of securities available-for-sale

Purchase of marketable equity securities

Proceeds from redemption and sales of marketable equity securities

Net loan originations and principal payments

Purchase of Federal Home Loan Bank of Boston stock

Proceeds from sale of portfolio mortgages

Redemption (purchase) of Federal Home Loan Bank of Boston stock

Proceeds from sale of portfolio residential real estate loans

Purchases of premises and equipment

Proceeds from sale of premises and equipment

Proceeds from disposal of premises and equipment

Proceeds from payout on bank-owned life insurance

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Net increase (decrease) in deposits

Decrease in short-term borrowings

Increase (decrease) in short-term borrowings

Repayment of long-term debt

2 unchanged sentences

Repurchase of common stock

Issuance of common stock in connection with stock option exercises

Net cash provided by (used in) financing activities

3 unchanged sentences

Available-for-sale securities purchases pending settlement

Net change in due to broker for common stock repurchased

Net change in cash due to broker for common stock repurchased

See the accompanying notes to consolidated financial statements.

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Bank, a federally-chartered savings bank (“Bank”).

Bank operates 25 banking offices in Hampden County and Hampshire County in western Massachusetts and Hartford County and Tolland

County in northern Connecticut, and its primary sources of revenue are interest income from loans as well as interest income from

investment securities.

The West Hartford Financial Services Center serves as the Company’s Connecticut hub, housing Commercial

Lending, Cash Management and a Mortgage Loan Officer.

The Bank’s deposits are insured up to the maximum Federal Deposit

Insurance Corporation (“FDIC”) coverage limits.

Bank operates 25 banking offices in Hampden County and Hampshire County in western Massachusetts and the Capital Region in Connecticut, and its primary sources of revenue are interest income from loans as well as interest income from investment

The West Hartford Financial Services Center serves as the Company’s Connecticut hub, housing Commercial Lending,

Cash Management and a Mortgage Loan Officer.

The Bank’s deposits are insured up to the maximum Federal Deposit Insurance

Corporation (“FDIC”) coverage limits.

Subsidiaries .

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Reclassifications .

Amounts in the prior year financial statements are reclassified when necessary to conform to the current year presentation.

Amounts in the prior year financial statements are reclassified when necessary to conform to the current year’s presentation.

Group Concentrations of Credit Risk .

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and Mortgage-Backed Securities .

Investment debt securities, including mortgage-backed securities, which management has the

positive intent and ability to hold until maturity are classified as held to maturity and are carried at amortized cost.

debt securities, including mortgage-backed securities, which have been identified as assets for which there is not a positive

Investments in debt securities, including mortgage-backed securities, which management has

the positive intent and ability to hold until maturity are classified as held to maturity and are carried at amortized cost.

in debt securities, including mortgage-backed securities, which have been identified as assets for which there is not a positive

intent to hold to maturity are classified as available-for-sale and are carried at fair value with unrealized gains and losses,

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In assessing the Company's investments in government-sponsored and U.S.

government guaranteed mortgage-backed securities and government-sponsored enterprise obligations, the contractual cash flows of

these investments are guaranteed by the respective government-sponsored enterprise;

guaranteed mortgage-backed securities and government-sponsored enterprise obligations, the contractual cash flows of these investments

are guaranteed by the respective government-sponsored enterprise;

Federal Home Loan Mortgage Corporation (“FHLMC”),

3 unchanged sentences

of the Company's investments.

The Company will evaluate this position no less than annually, however, certain items which

may cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s

The Company will evaluate this position no less than annually, however, certain items which may

cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s

ability to draw funds from the U.S.

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value of the Company's investments.

The Company will evaluate this position no less than annually, however, certain items

which may cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s

The Company will evaluate this position no less than annually, however, certain items which

may cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s

ability to draw funds from the U.S.

19 unchanged sentences

and subsequently reclassified into earnings when the forecasted transaction affects earnings.

Company’s interest rate swaps designated as fair value hedges involve the payment of fixed-rate amounts to a counterparty

in exchange for the Company receiving variable-rate payments over the life of the agreements without the exchange of the underlying

notional amount.

For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well

as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in interest income.

Company’s interest rate swaps designated as fair value hedges involve the payment of fixed-rate amounts to a counterparty in exchange

for the Company receiving variable-rate payments over the life of the agreements without the exchange of the underlying notional

For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting

loss or gain on the hedged item attributable to the hedged risk are recognized in interest income.

Value Hierarchy .

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curtailment rates, and time to recovery are based on historical internal data.

The quantitative component of the ACL on loans

is model-based and utilizes a forward-looking macroeconomic forecast.

For commercial real estate loans, residential real estate

loans, and commercial and industrial loans, the Company uses a discounted cash flow method, incorporating probability of default

and loss given default forecasted based on statistically derived economic variable loss drivers, to estimate expected credit losses.

This process includes estimates which involve modeling loss projections attributable to existing loan balances, and considering

historical experience, current conditions, and future expectations for pools of loans over a reasonable and supportable forecast

The historical information either experienced by the Company or by a selection of peer banks, when appropriate, is derived

from a combination of recessionary and non-recessionary performance periods for which data is available.

The expected loss estimates

for the consumer loan segment are based on historical loss rates using the weighted average remaining maturity (“WARM”)

The quantitative component of the Allowance for

Credit Losses (“ACL”) on loans is model-based and utilizes a forward-looking macroeconomic forecast.

For commercial

real estate loans, residential real estate loans, and commercial and industrial loans, the Company uses a discounted cash flow

method, incorporating probability of default and loss given default forecasted based on statistically derived economic variable

loss drivers, to estimate expected credit losses.

This process includes estimates which involve modeling loss projections attributable

to existing loan balances, and considering historical experience, current conditions, and future expectations for pools of loans

over a reasonable and supportable forecast period.

The historical information either experienced by the Company or by a selection

of peer banks, when appropriate, is derived from a combination of recessionary and non-recessionary performance periods for which

data is available.

The expected loss estimates for the consumer loan segment are based on historical loss rates using the weighted

average remaining maturity (“WARM”) method.

real estate loans .

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real estate loans .

This portfolio segment consists of first mortgages secured by one-to-four family residential properties

and home equity loans and home equity lines secured by first or second mortgage on one-to-four family owner occupied properties.

First mortgages may be underwritten to a maximum loan-to-value of 97 % for owner occupied homes, 90 % for second homes and 85 % for

investment properties.

This portfolio segment consists of first mortgages secured by one-to-four family residential properties and

home equity loans and home equity lines of credit secured by first or second mortgage on one-to-four family owner occupied

First mortgages may be underwritten to a maximum loan-to-value of 97 % for owner occupied homes, 90 % for second homes and

85 % for investment properties.

Mortgages with loan-to-values greater than 80 % require private mortgage insurance.

We do not grant subprime

Home equity loans and lines are underwritten to a maximum combined loan-to-value of 85 % of the appraised value of the property.

Underwriting approval is dependent on review of the borrower’s ability to repay principal and interest on a monthly basis,

credit history, financial resources and the value of the collateral.

Residential real estate loans are originated either for sale

to investors or retained in the Company’s loan portfolio.

Decisions about whether to sell or retain residential real estate

loans are made based on the interest rate, pricing for loans in the secondary market, and the Company’s liquidity and capital

The overall health of the economy, including unemployment rates and housing pricing, will have an effect on the credit

quality in this segment.

We do not grant

subprime loans.

Home equity loans and lines of credit are underwritten to a maximum combined loan-to-value of 85 % of the appraised

value of the property.

Underwriting approval is dependent on review of the borrower’s ability to repay principal and interest

on a monthly basis, credit history, financial resources and the value of the collateral.

Residential real estate loans are

originated either for sale to investors or retained in the Company’s loan portfolio.

Decisions about whether to sell or retain

residential real estate loans are made based on the interest rate, pricing for loans in the secondary market, and the

Company’s liquidity and capital needs.

The overall health of the economy, including unemployment rates and housing pricing,

will have an effect on the credit quality in this segment.

and industrial loans .

9 unchanged sentences

resultant decreased consumer spending will have an effect on the credit quality in this segment.

Loans in this segment are both secured and unsecured and repayment is dependent on the credit quality of the individual

Loans in this segment are both secured and unsecured and repayment is dependent on the credit quality of the

individual borrower.

for Credit Losses Methodology

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(5) the volume and severity of past due and adversely classified

loans and the volume of nonperforming loans;

loans and the volume of nonaccrual loans;

(6) the quality of our loan review system and (7) the value of underlying collateral

23 unchanged sentences

(5) the volume and severity of past due and adversely classified loans and the volume of

nonperforming loans;

nonaccrual loans;

(6) the quality of our loan review system and (7) the value of underlying collateral for collateralized loans.

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value through a charge to earnings.

is measured as the excess of the cost of a business combination over the sum of the amounts assigned to identifiable intangible

assets acquired less liabilities assumed.

is measured as the excess of the cost of a business combination over the sum of the amounts assigned to identifiable assets acquired less liabilities assumed.

Goodwill is not amortized but rather assessed for impairment annually or more frequently

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Average unvested performance-based equity incentive plan shares

Average number of common shares outstanding used to calculate basic earnings per common

Average number of common shares outstanding used to calculate basic earnings per common share

Effect of dilutive performance-based equity incentive plan shares

Effect of dilutive stock options

Average number of common shares

outstanding used to calculate diluted earnings per common share

Net income per common share:

Average number of common shares outstanding used to calculate diluted earnings per common share

Net income per share:

Basic earnings per share

12 unchanged sentences

Net-of-tax amount

Accumulated other comprehensive loss

Accumulated other comprehensive loss, net of tax

Accounting Pronouncements .

8 unchanged sentences

the Company’s consolidated financial statements.

In addition, this ASU, as amended, will be effective for interim periods

beginning in 2025 and is not expected to have a material impact on the Company’s consolidated financial statements.

In addition, this ASU, as amended, was effective for interim periods beginning

in 2025 and did not have a material impact on the Company’s consolidated financial statements.

December 2023, the FASB issued ASU 2023-09, Income Taxes—Improvements to Income Tax Disclosures (Topic 740), which

12 unchanged sentences

disaggregated by federal, state, and foreign sources.

This ASU, as amended, is effective for the Company in fiscal years beginning

after December 15, 2024 and is not expected to have a material impact on the Company’s consolidated financial statements.

This ASU, as amended, became effective for the Company in the consolidated

financial statements for the year ended December 31, 2025 (see Note 14 – Income Taxes) and did not have a material impact

on the Company’s consolidated financial statements.

November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation

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Government-sponsored enterprise obligations

State and municipal bonds

Corporate bonds

8 unchanged sentences

Treasury securities

government guaranteed obligations

Total debt securities

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Net gains (losses) recognized during the year on marketable equity securities

Net losses recognized during the year on equity securities sold during the year

Net gains (losses) recognized during the year on equity securities sold during the year

Unrealized gain (loss) recognized during the year on marketable equity securities still held at year end

2 unchanged sentences

was marked to market through income monthly, the fund liquidation resulted in no gain or loss to the income statement.

31, 2024 and 2023, the balance of marketable equity securities was $ 397,000 and $ 196,000 .

31, 2025 and December 31, 2024, the balance of marketable equity securities was $ 632,000 and $ 397,000 , respectively.

December 31, 2025, U.S.

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amortized cost and fair value of securities available-for-sale and held-to-maturity at December 31, 2025, by final maturity, are

shown below .

Actual maturities may differ from contractual maturities because certain issuers have the right to call or prepay

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Debt securities:

Due in one year or less

Due after one year through five years

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Total securities

realized losses on sales of securities available-for-sale for the year ended December 31, 2022 were $ 4,000 .

There were no gross

realized gains or losses on sales of securities available-for-sale for the years ended December 31, 2024 and 2023.

from the sales of securities available-for-sale totaled $ 20,000 for the year ended December 31, 2022.

There were no sales of securities

for the years ended December 31, 2024 and 2023.

were no gross realized gains or losses on sales of securities available-for-sale for the years ended December 31, 2025, 2024 and

interest receivable on securities available-for-sale guaranteed by government agencies totaled $ 513,000 at December 31, 2025 and

4 unchanged sentences

There were no allowances for credit losses established on debt securities

available-for-sale during the years ended December 31, 2024 and 2023.

December 31, 2024 there was one available-for-sale corporate bond that was rated below investment grade by one or more ratings

agencies, while at December 31, 2023, there were two available-for-sale corporate bonds that were rated below investment grade

by one or more ratings agencies.

The Company reviewed the financial strength of the corporate bond rated below investment grade

at December 31, 2024 and has concluded that the amortized cost remains supported by the expected future cash flows of the securities.

available-for-sale during the years ended December 31, 2025 and December 31, 2024.

December 31, 2025 and 2024, there was one available-for-sale corporate bond that was rated below investment grade by one or more

ratings agencies.

The Company reviewed the financial strength of the corporate bond rated below investment grade at December 31,

2025 and has concluded that the amortized cost remains supported by the expected future cash flows of the securities.

interest receivable on securities held-to-maturity totaled $ 393,000 at December 31, 2025 and $ 430,000 at December 31, 2024, and

1 unchanged sentence

There were no allowances for credit losses established on securities held-to-maturity

securities during the years ended December 31, 2024 and 2023.

following tables summarize the gross unrealized losses and fair value of the Company’s securities available-for-sale and

held-to-maturity, segregated by the duration of their continuous unrealized loss positions at December 31, 2024 and 2023:

December 31, 2024

Less Than Twelve Months

Over Twelve Months

Number of Securities

Gross Unrealized Loss

Depreciation from Amortized Cost Basis (%)

securities during the years ended December 31, 2025 and December 31, 2024.

following tables summarize the gross unrealized losses and fair value of the Company's securities available-for-sale and held-to-maturity,

segregated by the duration of their continuous unrealized loss positions at December 31, 2025 and 2024 :

Than Twelve Months

Twelve Months

of Securities

Unrealized Loss

from Amortized Cost Basis (%)

Number of Securities

Gross Unrealized Loss

Depreciation from Amortized Cost Basis (%)

Unrealized Loss

from Amortized Cost Basis (%)

(Dollars in thousands)

available-for-sale:

Government-sponsored

mortgage-backed securities

government guaranteed

mortgage-backed securities

Government-sponsored

enterprise obligations

securities available-for-sale

Government-sponsored mortgage-backed securities

government guaranteed mortgage-backed securities

Government-sponsored enterprise obligations

Corporate bonds

Total securities available-for-sale

Securities held-to-maturity:

held-to-maturity:

Treasury securities

government guaranteed obligations

Government-sponsored mortgage-backed securities

Total securities held-to-maturity

Total securities

Government-sponsored

mortgage-backed securities

securities held-to-maturity

December 31, 2024

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Treasury securities

government guaranteed obligations

Government-sponsored mortgage-backed securities

12 unchanged sentences

The following description provides the number of investment positions in an unrealized loss position:

December 31, 2024, the Company reported unrealized losses on the securities available-for-sale portfolio of $ 31.2 million, or

16.2 % of the amortized cost basis of the securities available-for-sale, compared to unrealized losses of $ 29.2 million, or 17.5 %

of the amortized cost basis of the securities available-for-sale at December 31, 2023.

At December 31, 2024, there were 96 securities

available-for-sale in which the fair value was less than the amortized cost, compared to 85 securities available-for-sale at December

December 31, 2024, the Company reported unrealized losses on the securities held-to-maturity portfolio of $ 39.4 million, or 19.2 %,

of the amortized cost basis of the securities held-to-maturity portfolio, compared to $ 35.7 million, or 16.0 % of the amortized

cost basis of the securities held-to-maturity at December 31, 2023.

At December 31, 2024, there 43 securities held-to-maturity

in which the fair value was less than the amortized cost, compared to 42 securities held-to-maturity at December 31, 2023.

AND ALLOWANCE FOR CREDIT LOSSES

December 31, 2025, the Company reported gross unrealized losses on the securities available-for-sale portfolio of $ 23.4 million,

or 11.8 % of the amortized cost basis of the securities available-for-sale, compared to gross unrealized losses of $ 31.2 million,

or 16.2 % of the amortized cost basis of the securities available-for-sale at December 31, 2024.

At December 31, 2025, there were

91 securities available-for-sale in which the fair value was less than the amortized cost, compared to 96 securities available-for-sale

at December 31, 2024.

December 31, 2025, the Company reported gross unrealized losses on the securities held-to-maturity portfolio of $ 30.5 million,

or 16.2 %, of the amortized cost basis of the securities held-to-maturity portfolio, compared to gross unrealized losses of $ 39.4

million, or 19.2 % of the amortized cost basis of the securities held-to-maturity at December 31, 2024.

At December 31, 2025, there

37 securities held-to-maturity in which the fair value was less than the amortized cost, compared to 43 securities held-to-maturity

at December 31, 2024.

LOANS AND ALLOWANCE FOR CREDIT LOSSES

following table presents the summary of the loan portfolio by the major classification of the loan at the periods indicated:

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$ 98 .0 million at December 31, 2025 and December 31, 2024, respectively.

December 31, 2024, the carrying value of eligible loans pledged as collateral to support borrowing capacity at the Federal Reserve

Bank (“FRB”) was $ 377 .0 million.

There were no loans pledged to secure borrowing capacity at the FRB at December 31,

There were no funds borrowed from the FRB backed by loans outstanding or securities pledged at December 31, 2024 or December

December 31, 2025 and December 31, 2024, the carrying value of eligible loans pledged as collateral to support borrowing capacity

at the Federal Reserve Bank (“FRB”) was $ 307.3 million and $ 377 .0 million, respectively, with no outstanding borrowings

at December 31, 2025 and at December 31, 2024.

Serviced for Others.

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primarily due to changing market interest rates, and their effect on prepayment speeds and discount rates.

For the year ended

December 31, 2024, the Company sold $ 20.1 million in residential real estate mortgages with servicing retained and recorded gains

on the sale of mortgages of $ 235,000 within non-interest income.

There were no sales of residential real estate mortgages to the

secondary market during the year ended December 31, 2023.

December 31, 2025 and December 31, 2024, the Company was servicing residential mortgage loans owned by investors totaling $ 77.1

1 unchanged sentence

Servicing fee income of $ 204,000 and $ 189,000 was recorded for the years ended December

31, 2024 and 2023, respectively, and is included in service charges and fees on the consolidated statements of net income.

31, 2025 and December 31, 2024, respectively, and is included in service charges and fees on the consolidated statements of net

summary of the activity in the balances of mortgage servicing rights follows:

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Fair value at the end of year

are recorded at the principal amount outstanding, adjusted for charge-offs, unearned premiums and deferred loan fees and costs.

Interest on loans is calculated using the effective yield method on daily balances of the principal amount outstanding and is

credited to income on the accrual basis to the extent it is deemed collectable.

Our general policy is to discontinue the accrual

of interest when principal or interest payments are delinquent 90 days or more based on the contractual terms of the loan, or

earlier if there are concerns regarding the collectability of the loan.

Any unpaid amounts previously accrued on these loans are

reversed from income.

Subsequent cash receipts are applied to the outstanding principal balance or to interest income if, in the

judgment of management, collection of the principal balance is not in question.

Loans are returned to accrual status when they

become current as to both principal and interest and perform in accordance with contractual terms for a period of at least six

months, reducing the concern as to the collectability of principal and interest.

Loan fees and certain direct loan origination

costs are deferred, and the net fee or cost is recognized as an adjustment to interest income over the estimated average lives

of the related loans.

for Credit Losses.

12 unchanged sentences

Balance at December 31, 2024

Provision for (reversal of) for credit losses

Provision for (reversal of) credit losses

Balance at December 31, 2025

Balance at December 31, 2023

Provision for (reversal of) credit losses

Balance at December 31, 2024

Balance at December 31, 2022

Cumulative effect change in accounting principle

Adjusted beginning balance

Provision (reversal) for credit losses

Provision for (reversal of) credit losses

Balance at December 31, 2023

following table presents information pertaining to the allowance for credit losses by segment Pre-ASC 326 CECL adoption for the

year ended December 31, 2022:

Commercial Real Estate

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(Dollars in thousands)

Allowance for credit losses for off-balance sheet exposures

Balance at December 31, 2024

Provision for (reversal of) for credit losses

Provision for (reversal of) credit losses

Balance at December 31, 2025

Commercial Real Estate

Residential Real Estate

Commercial and Industrial

(Dollars in thousands)

Allowance for credit losses for off-balance sheet exposures

Balance at December 31, 2023

Provision (reversal) for credit losses

Provision for (reversal of) credit losses

Balance at December 31, 2024

1 unchanged sentence

Cumulative effect of change in accounting principle

Reversal of credit losses

Provision for (reversal of) credit losses

Balance at December 31, 2023

was no allowance for credit losses for off-balance sheet exposures for the year ended December 31, 2022.

the year ended December 31, 2024, the Company recorded a reversal of credit losses of $665,000 , compared to a provision for credit

losses of $ 872,000 during the year ended December 31, 2023.

The $665,000 reversal of credit losses during the year ended December

31, 2024 was comprised of an $825,000 reversal of credit losses on loans, which was offset by a $ 160,000 reserve on unfunded loan

commitments related to the impact of higher unfunded loan commitments for the period.

the year ended December 31, 2023, the Company recorded a provision for credit losses of $ 872,000 , comprised of a $1.2 million

provision for loan losses, partially offset by a $321,000 reversal of reserves on unfunded loan commitments primarily related

to the impact of lower unfunded loan commitments.

provision for or reversal of credit losses was determined by a number of factors:

the continued stable credit performance of the

the year ended December 31, 2025, the Company recorded a provision for credit losses of $ 335,000 , compared to a reversal of credit

losses of $665,000 during the twelve months ended December 31, 2024.

The $ 1 .0 million increase in the provision for credit losses

was primarily due to an increase in total loans of $ 113.2 million, or 5.5 % .

provision for (reversal of) credit losses was determined by a number of factors:

the continued strong credit performance of the

Company’s loan portfolio, changes in the loan portfolio mix and Management’s consideration of existing economic conditions

and the economic outlook from the Federal Reserve’s actions to control inflation.

and the economic outlook from the Federal Reserve Bank’s actions to control inflation.

Management continues to monitor macroeconomic

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reserved for the current economic environment and supportable forecast period.

Due and Nonperforming Loans.

Due and Nonaccrual Loans.

following tables present an age analysis of past due loans as of the dates indicated:

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90 Days or More Past Due

Nonperforming

(Dollars in thousands)

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90 Days or More Past Due

Nonperforming

Nonaccrual Loans

(Dollars in thousands)

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or 0.24 % of total loans, respectively.

Nonperforming

of interest on loans is generally discontinued when contractual payment of principal or interest becomes past due 90 days or,

if in management's judgment, reasonable doubt exists as to the full timely collection of interest.

Exceptions may be made

if the loan has matured and is in the process of renewal or is well-secured and in the process of collection.

When a loan is placed

on nonperforming status, interest accruals cease and uncollected accrued interest is reversed and charged against current interest

Interest payments on nonperforming loans are generally applied to principal.

If collection of the principal is reasonably

assured, interest payments are recognized as income on the cash basis.

Loans are generally returned to accrual status when principal

and interest payments are current, full collectability of principal and interest is reasonably assured and a consistent record

of at least six consecutive months of performance has been achieved.

following table is a summary of the Company’s nonperforming loans by major categories at December 31, 2024 and December

Exceptions may be made if the

loan has matured and is in the process of renewal or is well-secured and in the process of collection.

When a loan is placed on

nonaccrual status, interest accruals cease and uncollected accrued interest is reversed and charged against current interest income.

Interest payments on nonaccrual loans are generally applied to principal.

If collection of the principal is reasonably assured,

interest payments are recognized as income on the cash basis.

Loans are generally returned to accrual status when principal and

interest payments are current, full collectability of principal and interest is reasonably assured and a consistent record of

at least six consecutive months of performance has been achieved.

following table is a summary of the Company’s nonaccrual loans by major categories at December 31, 2025 and December 31,

As of December 31, 2025

For the Year Ended December 31, 2025

Nonperforming Loans with Allowance for Credit Loss

Nonperforming Loans Without Allowance for Credit Loss

Nonperforming

Nonaccrual Loans with Allowance for Credit Loss

Nonaccrual Loans Without Allowance for Credit Loss

Accrued Interest Receivable Reversed from Income

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For the Year Ended December 31, 2024

Nonperforming Loans with Allowance for Credit Loss

Nonperforming Loans Without Allowance for Credit Loss

Nonperforming

Nonaccrual Loans with Allowance for Credit Loss

Nonaccrual Loans Without Allowance for Credit Loss

Accrued Interest Receivable Reversed from Income

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Commercial and industrial

December 31, 2024 and December 31, 2023, nonperforming loans totaled $ 5.4 million, or 0.26 % of total loans and $ 6.4 million, or

December 31, 2025 and December 31, 2024, nonaccrual loans totaled $ 5.2 million, or 0.24 % of total loans and $ 5.4 million, or 0.26 %

of total loans, respectively.

The Company did not recognize any interest income on nonperforming loans for the years ended

December 31, 2024 and 2023.

At December 31, 2024 and December 31, 2023, there were no commitments to lend additional funds to

any borrower on nonperforming status.

The Company did not recognize any interest income on nonaccrual loans for the years ended December

31, 2025 and December 31, 2024.

At December 31, 2025 and December 31, 2024, there were no commitments to lend additional funds

to any borrower on nonaccrual status.

At December 31, 2025 and December 31, 2024, there were no loans 90 or more days past due

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credit based on receipt of adequate collateral, or a deferment or reduction of payments (principal or interest) which materially

alters the Company’s position or significantly extends the note’s maturity date, such that the present value of cash

flows to be received is materially less than those contractually established at the loan’s origination.

were no loan modifications granted based on borrower financial difficulty during the years ended December 31, 2024 and 2023.

the years ended December 31, 2024 and 2023, no modified loans defaulted (defined as 30 days or more past due) within 12 months

of restructuring.

There were no charge-offs on modified loans during the years ended December 31, 2024 or 2023.

alters the Company's position or significantly extends the note's maturity date, such that the present value of cash flows to

be received is materially less than those contractually established at the loan's origination.

were no loan modifications granted based on borrower financial difficulty during the years ended December 31, 2025 and December

During the years ended December 31, 2025 and December 31, 2024, no modified loans defaulted (defined as 30 days or more

past due) within 12 months of restructuring.

There were no charge-offs on modified loans during the years ended December 31, 2025

Quality Information.

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In addition, the Company closely

monitors classified loans, defined as Substandard, Doubtful, and Loss for signs of deterioration to mitigate the growth in nonperforming

monitors classified loans, defined as Substandard, Doubtful, and Loss for signs of deterioration to mitigate the growth in nonaccrual

loans, including performing additional due diligence, updating valuations and requiring additional financial reporting from the

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home equity and consumer loans are grouped with “Pass” rated loans.

Nonperforming residential real estate, home equity

Nonaccrual residential real estate, home equity

and consumer loans are risk rated as “Substandard” and individually evaluated.

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following tables summarize the amortized cost basis by aggregate Pass and criticized categories of Special Mention and Substandard

within the Company’s internal risk rating system by year of origination as of December 31, 2024 and 2023.

The tables also

summarize gross charge-offs by year of origination for the years ended December 31, 2024 and 2023.

As of and Year Ended December 31, 2024

Term Loan Origination by Year

Revolving Loans

within the Company’s internal risk rating system by year of origination as of December 31, 2025 and December 31, 2024.

tables also summarize gross charge-offs by year of origination for the years ended December 31, 2025 and December 31, 2024.

of and Year Ended December 31, 2025

Loan Origination by Year

Revolving Loans

Revolving Loans Converted to Term Loans

Loans Converted to Term Loans

(Dollars in thousands)

Commercial Real Estate:

Pass (Rated 1- 4)

Special Mention (Rated

Substandard (Rated 6)

Total commercial real estate loans

Current period gross charge-offs

commercial real estate loans

Current period gross

Payment Performance:

Nonperforming

One-to-Four Family:

residential one-to-four family

Total residential one-to-four family

Current period gross charge-offs

Current period gross

Payment Performance:

Nonperforming

Total home equity loans

Current period gross charge-offs

home equity loans

Current period gross

Payment Performance:

Nonperforming

As of and Year Ended December 31, 2024

Term Loans Originated by Year

Revolving Loans

of and Year Ended December 31, 2025

Loans Originated by Year

Revolving Loans

Revolving Loans Converted to Term Loans

Loans Converted to Term Loans

(Dollars in thousands)

Commercial and Industrial:

Pass (Rated 1- 4)

and Industrial:

Special Mention (Rated

Substandard (Rated 6)

Total commercial and industrial loans

Current period gross charge-offs

commercial and industrial loans

Current period gross

Payment Performance:

Nonperforming

Total consumer loans

Current period gross charge-offs

consumer loans

Current period gross

Payment Performance:

Nonperforming

As of and Year Ended December 31, 2023

Term Loan Origination by Year

Revolving Loans

of and Year Ended December 31, 2024

Loan Origination by Year

Revolving Loans

Revolving Loans Converted to Term Loans

Loans Converted to Term Loans

(Dollars in thousands)

Commercial Real Estate:

Pass (Rated 1- 4)

Special Mention (Rated

Substandard (Rated 6)

Total commercial real estate loans

Current period gross charge-offs

commercial real estate loans

Current period gross

Payment Performance:

Nonperforming

One-to-Four Family:

residential one-to-four family

Total residential one-to-four family

Current period gross charge-offs

Current period gross

Payment Performance:

Nonperforming

Total home equity loans

Current period gross charge-offs

home equity loans

Current period gross

Payment Performance:

Nonperforming

As of and Year Ended December 31, 2023

Term Loans Originated by Year

Revolving Loans

of and Year Ended December 31, 2024

Loans Originated by Year

Revolving Loans

Revolving Loans Converted to Term Loans

Loans Converted to Term Loans

(Dollars in thousands)

Commercial and Industrial:

Pass (Rated 1- 4)

and Industrial:

Special Mention (Rated

Substandard (Rated 6)

Total commercial and industrial loans

Current period gross charge-offs

commercial and industrial loans

Current period gross

Payment Performance:

Nonperforming

Total consumer loans

Current period gross charge-offs

consumer loans

Current period gross

Payment Performance:

Nonperforming

following table summarizes information about total loans rated Special Mention, Substandard, Doubtful or Loss for the periods

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Total criticized loans as a percentage of total loans

December 31, 2025 and December 31, 2024, the Company did not have any loans rated Doubtful or Loss.

AND EQUIPMENT

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Goodwill is measured

as the excess of the cost of a business combination over the sum of the amounts assigned to identifiable intangible assets acquired

less liabilities assumed.

as the excess of the cost of a business combination over the sum of the amounts assigned to identifiable assets acquired less

liabilities assumed.

Goodwill is not amortized but rather assessed for impairment annually or more frequently if circumstances

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At December 31, 2025, future amortization of the core deposit intangible totaled

$ 375,000 for each of the next three years and $ 313,000 thereafter.

$ 375,000 for each of the next two years and $ 313,000 thereafter.

accounts, by type, are summarized as follows for the periods indicated:

At December 31,

% of Total Deposits

(Dollars in thousands)

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Total deposits

were $ 1.7 million in brokered deposits reported within time deposits at December 31, 2024 and 2023.

deposits of $250,000 or more, which represent those exceeding the fully-insured FDIC limitation, totaled $ 234.4 million at December

Interest expense on time deposits of $250,000 or more totaled $ 9.1 million and $ 5.6 million for the years ended December

31, 2024 and 2023, respectively.

were $ 1.7 million in brokered deposits on the balance sheet at December 31, 2024 reported within time deposits.

There were no

brokered deposits on the balance sheet at December 31, 2025.

deposits greater than $250,000, which represent those exceeding the fully-insured FDIC limitation, totaled $ 226.7 million at December

Interest expense on time deposits greater than $250,000 totaled $ 7.4 million and $ 9.1 million for the years ended December

31, 2025 and December 31, 2024, respectively.

scheduled maturities of time deposits for the periods indicated are as follows:

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borrowings as part of the Company's overall strategy to manage interest rate risk and liquidity risk.

FHLB advances are

secured by a blanket security agreement which requires the Company to maintain certain qualifying assets as collateral, principally

certain residential real estate loans and commercial real estate loans and securities, not otherwise pledged.

The maximum amount

that the FHLB will advance to member institutions, including the Company, fluctuates from time to time in accordance with the

policies of the FHLB.

As an FHLB member, the Company is required to own capital stock of the FHLB, calculated periodically based

primarily on its level of borrowings from the FHLB.

Advances are made under several different credit programs with different lending

standards, interest rates and range of maturities.

The Company’s relationship with the FHLB is an integral component of

the Company’s asset-liability management program.

At December 31, 2024, the Company pledged $ 906 .0 million of eligible collateral

to support its borrowing capacity at the FHLB.

FHLB advances totaled $ 10 .0 million with a weighted average rate of 5.56 % at December 31, 2023.

There were no short-term FHLB

advances outstanding at December 31, 2024.

The Company also has a standing available overnight Ideal Way line of credit with the

FHLB of $ 9.5 million.

FHLB advances are secured

by a blanket security agreement which requires the Company to maintain certain qualifying assets as collateral, principally certain

residential real estate loans and commercial real estate loans and securities, not otherwise pledged.

The maximum amount that

the FHLB will advance to member institutions, including the Company, fluctuates from time to time in accordance with the policies

As an FHLB member, the Company is required to own capital stock of the FHLB, calculated periodically based primarily

on its level of borrowings from the FHLB.

Advances are made under several different credit programs with different lending standards,

interest rates and range of maturities.

The Company’s relationship with the FHLB is an integral component of the Company’s

asset-liability management program.

At December 31, 2025, the Company pledged $ 932.3 million of eligible collateral to support

its borrowing capacity at the FHLB.

December 31, 2025, short-term FHLB advances totaled $ 10 .0 million with a weighted average rate of 3.99 %.

There were no short-term

FHLB advances outstanding at December 31, 2024.

The Company also has a standing available overnight Ideal Way line of credit with

the FHLB of $ 9.5 million.

Interest on this line of credit is payable at a rate determined and reset by the FHLB on a daily basis.

The outstanding principal is due daily but the portion not repaid will be automatically renewed.

At December 31, 2024 and 2023,

At December 31, 2025 and December

31, 2024, the Company did not have an outstanding balance under the Ideal Way line of credit.

At December 31, 2024, the Company had an immediate

availability to borrow an additional $ 464.1 million from the FHLB, including the Ideal Way line of credit, based on qualified

collateral pledged.

At December 31, 2025, the Company

had an immediate availability to borrow an additional $ 538.6 million from the FHLB, including the Ideal Way line of credit, based

on qualified collateral pledged.

borrowings, held as collateral for customer swap arrangements, totaled $ 3.3 million with a weighted average rate of 3.64 % at December

31, 2025 and $ 5.4 million with a weighted average rate of 4.33 % at December 31, 2024, respectively.

a member of the FRB, the Company may also borrow from the Federal Reserve Bank Discount Window (the “Discount Window”).

At December 31, 2024 and 2023, the Company had an available line of credit of $ 382.9 million and $ 48.6 million, respectively,

with the FRB Discount Window at an interest rate determined and reset on a daily basis.

Borrowings from the FRB Discount Window

are secured by eligible loan collateral and certain securities from the Company’s investment portfolio not otherwise pledged.

At December 31, 2024 and 2023, the Company did not have an outstanding balance under the Discount Window.

a member of the FRB, the Company may also borrow from the Federal Reserve Bank Discount Window (the “FRB Discount

At December 31, 2025 and December 31, 2024, the Company had an available line of credit of $ 349 .0 million and $ 382.9

million, respectively, with the FRB Discount Window at an interest rate determined and reset on a daily basis.

Borrowings from the

FRB Discount Window are secured by eligible loan collateral and certain securities from the Company’s investment portfolio not

otherwise pledged.

At December 31, 2025 and December 31, 2024, the Company did not have an outstanding balance under the FRB

Discount Window.

Company also has pre-established, non-collateralized overnight borrowing arrangements with large national and regional correspondent

4 unchanged sentences

As of December 31, 2025 and December 31, 2024, there were no advances outstanding under

paid for interest on short-term borrowings totaled $ 600,000 for the year ended December 31, 2024 and $ 1.6 million for the year

ended December 31, 2023.

paid for interest on long-term debt totaled $ 9.6 million and $ 2.1 million for the years ended December 31, 2024 and 2023, respectively.

During the year ended December 31, 2024, interest previously accrued on Bank Term Funding Program (“BTFP”) advances

was payable upon final maturity of the advances in May of 2024 and totaled $ 4.3 million.

paid for interest on short-term borrowings totaled $ 227,000 for the year ended December 31, 2025 and $ 600,000 for the year ended

December 31, 2024.

paid for interest on long-term debt totaled $ 5.9 million and $ 9.6 million for the years ended December 31, 2025 and December 31,

2024, respectively.

During the year ended December 31, 2024, interest previously accrued on Bank Term Funding Program (“BTFP”)

advances was payable upon final maturity of the advances in May of 2024 and totaled $ 4.3 million.

The following advances are collateralized by a blanket lien on our residential real estate loans and certain eligible

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Total long-term advances

The Company utilized the BTFP, which was created in March 2023 to enhance banking system liquidity by allowing institutions

to pledge certain securities at par value and borrow at a rate of ten basis points over the one-year overnight index swap rate.

The BTFP was available to federally insured depository institutions in the U.S., with advances having a term of up to one year

with no prepayment penalties.

The BTFP ceased extending new advances in March 2024.

At December 31, 2023, the outstanding balance

under the BTFP was $ 90.0 million.

There was no outstanding balance at December 31, 2024.

On April 20, 2021, the Company completed an offering of $ 20.0 million in aggregate principal amount of its 4.875 % fixed-to-floating

rate subordinated notes (the “Notes”) to certain qualified institutional buyers in a private placement transaction.

At December 31, 2024, $ 19.8 million aggregate principle amount of the Notes was outstanding.

At December 31, 2025, $ 19.8 million aggregate principal amount of the Notes was outstanding.

earlier redeemed, the Notes mature on May 1, 2031 .

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Amortization of issuance costs into interest expense was $ 39,000 for each of the years ended December

31, 2024 and 2023.

31, 2025 and December 31, 2024.

PLANS AND EMPLOYEE STOCK OWNERSHIP PLAN

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Long-Term Incentive Plan.

May 2021, the Committee granted 122,362 shares under the 2021 Long-Term LTI Plan (the “2021 LTI Plan”).

March 2022, the Committee granted 119,376 shares under the 2022 Long-Term LTI Plan (the “2022 LTI Plan”).

Of the 119,376

shares granted, 61,181 shares, or 50 % of the shares granted, were time-based restricted shares that were scheduled to vest ratably

shares granted, 59,688 shares, or 50 % of the shares granted, were time-based restricted shares that are scheduled to vest ratably

over a three-year period.

The remaining 59,688 shares, or 50 % of the shares granted, were performance-based restricted shares

which were subject to the achievement of the 2021 LTI Plan performance metrics.

Committee selected Return on Average Equity (“ROE”) and Three-Year Cumulative Diluted Earnings per Share (“EPS”)

that are subject to the achievement of the 2022 LTI Plan performance metrics.

Committee selected Return on Average Equity (“ROAE”) and Three-Year Cumulative Diluted Earnings per Share (“EPS”)

as the primary performance metrics for the 2022 LTI Plan.

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Performance-based restricted shares will be earned based upon the Company’s

performance relative to Threshold, Target and Stretch absolute goals on an annual performance period for ROE metrics and for a

three-year cumulative performance period for EPS.

performance relative to Threshold, Target and Stretch absolute goals on an annual performance period for ROAE metrics and for

a three-year cumulative performance period for EPS.

For each performance-based goal, achieving Threshold performance pays at 50 %

of Target value, while achieving Stretch performance pays at 150 % of Target value.

The performance-based shares will be certified

by the Committee and distributed at the end of the three-year period as earned.

The performance-based restricted shares will

be certified by the Committee and distributed at the end of the three-year period as earned.

Threshold, Target and Stretch metrics under the 2022 LTI Plan are as follows:

Period Ending

Cumulative Diluted EPS

Performance Period Ending

December 31, 2022

December 31, 2023

December 31, 2024

Performance Period Ending

Three-Year Cumulative Diluted EPS

December 31, 2024, the three-year performance period for the 2022 LTI Plan ended.

The 2021 LTI Plan included a “catch-up”

provision allowing unearned performance-based restricted shares from the 2021 and 2022 performance periods to be earned at the

end of the three-year period based on the ROE and EPS for the final year.

At December 31, 2023, the Company achieved Stretch,

and granted 69,376 performance-based restricted shares to eligible participants in the first quarter of 2024.

Of the 59,688 performance-based shares granted

in 2022, based on achieving 58.7 % of target, 31,460 performance-based shares vested on March 7, 2025, and were eligible to be

issued to recipients.

Annual Equity Retainer.

March 2022, under the Company’s 2021 Omnibus Plan, each non-employee director received an annual equity retainer of 1,975

time-based restricted shares of WNEB common stock.

In total, 17,775 shares were granted and fully vested on December 31, 2022.

Long-Term Incentive Plan.

1 unchanged sentence

Of the 120,998

shares granted, 59,688 shares, or 50 % of the shares granted, were time-based restricted shares that are scheduled to vest ratably

over a three-year period.

The remaining 59,688 shares, or 50 % of the shares granted, were performance-based restricted shares

that are subject to the achievement of the 2022 LTI Plan performance metrics.

Committee selected ROE and EPS as the primary performance metrics for the 2022 LTI Plan.

shares granted, 60,499 shares, or 50 % of the shares granted, were time-based restricted shares and vest ratably over a three-year

The remaining 60,499 shares, or 50 % of the shares granted, were performance-based restricted shares that are subject to

the achievement of the 2023 LTI Plan performance metrics.

Committee selected ROAE and EPS as the primary performance metrics for the 2023 LTI Plan.

Each of these two measures were independently

2 unchanged sentences

upon the Company’s performance relative to Threshold, Target and Stretch absolute goals on an annual performance period

for ROE metrics and for a three-year cumulative performance period for EPS.

for ROAE metrics and for a three-year cumulative performance period for EPS.

For each performance-based goal, achieving Threshold

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Threshold, Target and Stretch metrics under the 2023 LTI Plan are as follows:

Period Ending

Cumulative Diluted EPS

December 31, 2024, the three-year performance period for the 2022 LTI Plan ended.

The Compensation Committee will certify the

results of the 2022 LTI Plan on or about, but no later than March 15, 2025.

Performance Period Ending

December 31, 2023

December 31, 2024

December 31, 2025

Performance Period Ending

Three-Year Cumulative Diluted EPS

Annual Equity Retainer.

5 unchanged sentences

Of the 146,422

shares granted, 60,499 shares, or 50 % of the shares granted, were time-based restricted shares and vest ratably over a three-year

The remaining 60,499 shares, or 50 % of the shares granted, were performance-based restricted shares that are subject to

the achievement of the 2023 LTI Plan performance metrics.

Committee selected ROE and EPS as the primary performance metrics for the 2023 LTI Plan.

shares granted, 73,211 shares, or 50 % of the shares granted, were time-based restricted shares that are scheduled to vest ratably

over a three-year period.

The remaining 73,211 shares, or 50 % of the share granted, were performance-based restricted shares that

are subject to the achievement of the 2024 LTI Plan performance metrics.

Committee selected ROAE and EPS as the primary performance metrics for the 2024 LTI Plan.

Each of these two measures were independently

2 unchanged sentences

upon the Company’s performance relative to Threshold, Target and Stretch absolute goals on an annual performance period

for ROE metrics and for a three-year cumulative performance period for EPS.

for ROAE metrics and for a three-year cumulative performance period for EPS.

For each performance-based goal, achieving Threshold

3 unchanged sentences

Threshold, Target and Stretch metrics under the 2024 LTI Plan are as follows:

Period Ending

Cumulative Diluted EPS

Performance Period Ending

December 31, 2024

December 31, 2025

December 31, 2026

Performance Period Ending

Three-Year Cumulative Diluted EPS

Annual Equity Retainer.

1 unchanged sentence

time-based restricted shares of WNEB common stock.

In total, 18,198 shares were granted and fully vested on December 31, 2023.

In total, 21,456 shares were granted and there were 19,072 shares that fully

vested on December 31, 2024.

Long-Term Incentive Plan.

3 unchanged sentences

over a three-year period.

The remaining 73,211 shares, or 50 % of the share granted, were performance-based restricted shares that

are subject to the achievement of the 2024 LTI Plan performance metrics.

Committee selected ROE and EPS as the primary performance metrics for the 2024 LTI Plan.

The remaining 70,192 shares, or 50 % of the shares granted, were performance-based restricted shares

that are subject to the achievement of the 2025 LTI Plan performance metrics.

Committee selected ROAE and EPS as the primary performance metrics for the 2025 LTI Plan.

Each of these two measures were independently

2 unchanged sentences

upon the Company’s performance relative to Threshold, Target and Stretch absolute goals on an annual performance period

for ROE metrics and for a three-year cumulative performance period for EPS.

for ROAE metrics and for a three-year cumulative performance period for EPS.

For each performance-based goal, achieving Threshold

3 unchanged sentences

Threshold, Target and Stretch metrics under the 2025 LTI Plan are as follows:

Period Ending

Cumulative Diluted EPS

Performance Period Ending

December 31, 2025

December 31, 2026

December 31, 2027

Performance Period Ending

Three-Year Cumulative Diluted EPS

and Restated 2021 Omnibus Incentive Plan.

May 14, 2025, the Company held its Annual Meeting of Shareholders at which the Company’s shareholders approved the amendment

and restatement of the Company’s 2021 Omnibus Plan (the “Amended and Restated Plan”) to increase the total number

of shares of common stock available for issuance by 1,000,000 shares.

The Amended and Restated Plan was approved by the Company’s

Board of Directors on January 28, 2025, subject to shareholder approval, and became effective with such shareholder approval on

May 14, 2025.

Annual Equity Retainer.

March 2024, under the Company’s 2021 Omnibus Plan, each non-employee director received an annual equity retainer of 2,384

May 2025, under the Company’s Amended and Restated Plan, each non-employee director received an annual equity retainer of

2,116 time-based restricted shares of WNEB common stock.

In total, 21,456 shares were granted and there were 19,072 shares that fully

vested on December 31, 2024.

December 31, 2024, there were 123,587 remaining shares available to grant under the 2021 Omnibus Plan.

summary of the status of unvested restricted stock awards at December 31, 2024 and 2023 is presented below:

Weighted Average Grant

Date Fair Value

In total, 16,928 shares were granted and became fully vested on December

December 31, 2025, there were 1,004,544 remaining shares available to grant under the Amended and Restated Plan.

summary of the status of unvested restricted stock awards at December 31, 2025 and December 31, 2024 is presented below:

Weighted Average Grant Date Fair Value

Balance at December 31, 2024

Shares granted

Shares forfeited

Shares vested

Shares reissued

Balance at December 31, 2025

Weighted Average Grant

Date Fair Value

Average Grant Date Fair Value

Balance at December 31, 2023

8 unchanged sentences

respectively.

Unrecognized compensation cost for stock awards was $ 1.0 million at December 31, 2024 with a remaining term of 1.8

Stock Ownership Plan (“ESOP”).

Unrecognized compensation cost for stock awards was $ 996,000 at December 31, 2025 with a remaining term of 1.9 years.

We established an ESOP for the benefit of each employee that has reached the age

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an interest rate of 8.0 % and provide for annual payments of interest and principal.

December 31, 2024, the remaining principal balances are payable as follows:

At December 31, 2025, the remaining principal

balances are payable as follows:

(Dollars in thousands)

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2024 and 2023, respectively.

held by the ESOP include the following at December 31, 2024 and 2023:

held by the ESOP include the following at December 31, 2025 and December 31, 2024:

Committed to be allocated

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declared and received on unallocated shares are held in suspense and are applied to repay the outstanding debt of the ESOP.

fair value of unallocated shares was $ 2.0 million and $ 2.6 million at December 31, 2024 and 2023, respectively.

ESOP shares are

considered outstanding for earnings per share calculations when they are committed to be allocated.

Unallocated ESOP shares are

excluded from earnings per share calculations.

The cost of unearned shares to be allocated to ESOP participants for future services

not yet performed is reflected as a reduction of shareholders’ equity.

fair value of unallocated shares was $ 1.9 million and $ 2.0 million at December 31, 2025 and December 31, 2024, respectively.

shares are considered outstanding for earnings per share calculations when they are committed to be allocated.

Unallocated ESOP

shares are excluded from earnings per share calculations.

The cost of unearned shares to be allocated to ESOP participants for

future services not yet performed is reflected as a reduction of shareholders’ equity.

PLANS AND EMPLOYEE BENEFITS

The Westfield Bank Defined Benefit Plan (the “DB Plan”) was terminated effective October 31, 2022.

the twelve months ended December 31, 2023, the Company recognized the final termination expense of $ 1.1 million related to the

DB Plan termination, which was recorded through non-interest income.

The assets of the DB Plan were liquidated as of June 2, 2023.

following table provides information related to the DB Plan for the year ended December 31, 2023:

For the year ended

(Dollars in thousands)

Change in benefit obligation:

Benefit obligation at beginning of year

Actuarial gain

Effect of settlement/curtailment

Benefits paid

Benefit obligation at end of year

Change in plan assets:

Fair value of plan assets at beginning of year

Actual return on plan assets

Employer contribution

Benefits paid

Effect of settlement

Fair value of plan assets at end of year

Funded status and accrued benefit at end of year

Accumulated benefit obligation at end of year

the year ended December 31, 2023, the discount rate assumptions reflected the IRS 417 Segment Rates ( 4.48 % / 5.26 % / 5.07 % ) for lump

sums and for annuities in the Insurance Company annuity contract.

pension cost includes the following components for the year ended December 31, 2023:

For the year ended

(Dollars in thousands)

Interest cost

Expected return on assets

Amortization of actuarial loss

Net periodic pension cost

following actuarial assumptions were used in determining the net periodic pension cost for the year ended December 31, 2023:

Discount rate

Expected return on plan assets

Rate of compensation increase

Defined Contribution Plan.

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and 2023, respectively.

The Company’s expense for the 401(k) discretionary profit share contribution was $ 598,000 and $ 675,000

for the years ended December 31, 2024 and 2023, respectively.

The discretionary profit share contribution expensed during the

year ended December 31, 2024 is expected to be made during the first quarter of 2025.

The Company’s expense for the 401(k) discretionary profit share contribution was $ 640,000 , $ 598,000

and $ 675,000 for the years ended December 31, 2025, 2024 and 2023, respectively.

The discretionary profit share contribution expensed

during the year ended December 31, 2025 is expected to be made during the first quarter of 2026.

AND HEDGING ACTIVITIES

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in the designated benchmark interest rate.

The Company’s interest rate swaps designated as fair value hedges involve the

payment of fixed-rate amounts to a counterparty in exchange for the Company receiving variable-rate payments over the life of

the agreements without the exchange of the underlying notional amount.

For derivatives designated and that qualify as fair value

hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged

risk are recognized in interest income .

The Company's interest rate swaps designated as fair value hedges involve the payment

of fixed-rate amounts to a counterparty in exchange for the Company receiving variable-rate payments over the life of the agreements

without the exchange of the underlying notional amount.

For derivatives designated and that qualify as fair value hedges, the

gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized

in interest income .

October of 2024, $ 200 million in notional amount of designated fair value hedges matured.

As of December 31, 2024, the Company

did not have any outstanding fair value hedges on the balance sheet.

As of December 31, 2023, the following amounts were recorded

on the balance sheet related to cumulative basis adjustment of fair value hedges:

Item in the Balance Sheet in which the

Hedged Item is Included

Carrying Amount of Hedged

Assets/(Liabilities)

Cumulative Amount of Fair

Value Hedging Adjustments

Included in the Carrying

Amount of Hedged

Assets/(Liabilities)

At December 31, 2023

(Dollars in thousands)

amounts include the amortized cost basis of closed portfolios of fixed rate residential loans used to designate hedging relationships

in which the hedged item is the stated amount of assets in the closed portfolio anticipated to be outstanding for the designated

hedged period.

At December 31, 2023, the amortized cost basis of the closed portfolios used in these hedging relationships was

$ 461.2 million;

the cumulative basis adjustments associated with these hedging relationships was approximately $ 607,000 ;

notional amount of the designated hedged items were $ 200 million.

The notional amounts of these agreements do not represent amounts

exchanged by the parties and, thus, are not a measure of the potential loss exposure.

did not have any outstanding fair value hedges on the balance sheet at December 31, 2025 and December 31, 2024.

not designated as hedges are not speculative, but rather result from a service the Company provides to certain customers.

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resulting from such transactions.

The third-party financial institution exchanges the customer’s fixed-rate loan payments

for floating-rate loan payments.

As the interest-rate swap agreements associated with this program do not meet hedge accounting

requirements, changes in the fair value are recognized directly in earnings.

The third-party financial institution exchanges the customer's fixed-rate loan payments for

floating-rate loan payments.

As the interest-rate swap agreements associated with this program do not meet hedge accounting requirements,

changes in the fair value are recognized directly in earnings.

Values of Derivative Instruments on the Balance Sheet.

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Liability Derivatives

Balance Sheet

Balance Sheet Location

(Dollars in thousands)

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Liability Derivatives

Balance Sheet

Balance Sheet Location

(Dollars in thousands)

Hedging Derivatives

Interest rate swaps - fair value hedges

Derivatives not designated as hedging instruments:

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of Derivative Instruments in the Consolidated Statements of Net Income.

table below presents the effect of the Company’s derivative financial instruments on the statements of net income as of

December 31, 2024, 2023 and 2022.

Location and Amount of Gain (Loss) Recognized in Income

on Fair Value Hedging Relationships

table below presents the effect of the Company’s derivative financial instruments on the statements of net income for the

years ended December 31, 2024 and 2023.

There were no gains or losses on fair value hedging relationships recorded through interest

income for the year ended December 31, 2025.

Location and Amount of Gain (Loss) Recognized in Income on Fair Value Hedging Relationships

Year Ended December 31,

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Balance sheet location

Interest Income

Total amounts of income line items presented in the statements of net income in which the effects of fair value hedges are recorded

2 unchanged sentences

Derivatives designated as hedging instruments

were no gains or losses recognized in accumulated other comprehensive income during the years ended December 31, 2024 and 2023,

respectively.

were no gains or losses recognized in accumulated other comprehensive income related to derivative financial instruments during

the years ended December 31, 2025 and December 31, 2024, respectively.

Credit-risk-related

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counterparties that we believe to be creditworthy and by limiting the amount of exposure to each counterparty.

have agreements with our derivative counterparties that contain a provision where if we default on any of our indebtedness, including

default where repayment of the indebtedness has not been accelerated by the lender, then we could also be declared in default

have agreements with our derivative counterparties that contain a provision where if we default on any of our indebtedness, including default

where repayment of the indebtedness has not been accelerated by the lender, then we could also be declared in default

on our derivative obligations.

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As of December

31, 2024, we were not required to post collateral under these agreements because we did not have any derivatives in a liability

31, 2025, we were not required to post collateral under these agreements because we did not have any derivatives in a net liability

position with those counterparties.

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for certain of our banking offices and ATMs.

Our leases have remaining lease terms of less than one year to fourteen years , some

Our leases have remaining lease terms of less than one year to thirteen years , some

of which include options to extend the leases for additional five-year terms up to ten years .

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Operating lease liabilities

weighted average remaining lease term for our operating leases was 8.4 years with a weighted average discount rate of 3.33 % at

December 31, 2024.

Future undiscounted

lease payments for the Company’s operating lease liabilities were as follows (in thousands):

December 31, 2025, the weighted average remaining lease term for our operating leases was 8.0 years with a weighted average discount

rate of 3.37 %.

At December 31, 2024, the weighted average remaining lease term for our operating leases was 8.4 years with a weighted

average discount rate of 3.33 %.

undiscounted lease payments for the Company’s operating lease liabilities were as follows (in thousands):

Years Ending December 31,

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actual capital ratios of December 31, 2025 and December 31, 2024 are also presented in the following table.

Minimum For Capital

Adequacy Purpose

Minimum To Be Well

Capitalized Under Prompt

Corrective Action Provisions

Minimum For Capital Adequacy Purpose

Minimum To Be Well Capitalized Under Prompt Corrective Action Provisions

(Dollars in thousands)

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Tier 1 Leverage Ratio (to Adjusted Average Assets):

Minimum For Capital

Adequacy Purpose

Minimum To Be Well

Capitalized Under Prompt

Corrective Action Provisions

Minimum For Capital Adequacy Purpose

Minimum To Be Well Capitalized Under Prompt Corrective Action Provisions

(Dollars in thousands)

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Total regulatory capital

May 22, 2024, the Board of Directors authorized a new stock repurchase plan (the “2024 Plan”) under which the Company

may repurchase up to 1.0 million shares, or approximately 4.6 %, of the Company’s then-outstanding shares of common stock.

the three months ended December 31, 2024, the Company repurchased 220,000 shares of common stock under the 2024 Plan, with an

average price per share of $ 9.00 .

During the twelve months ended December 31, 2024, the Company repurchased 934,282 shares of

common stock under the 2024 Plan and the previously existing share repurchase plan, as applicable, with an average price per share

As of December 31, 2024, there were 472,318 shares of common stock available for repurchase under the 2024 Plan.

April 22, 2025, the Board of Directors authorized the 2025 Plan, pursuant to which the Company may repurchase up to 1 .0 million

shares of its common stock, or approximately 4.8 %, of the Company’s then-outstanding shares of common stock, upon the completion

of the 2024 Plan.

On June 3, 2025, the Company announced the completion of its 2024 Plan under which the Company repurchased a

total of 1 .0 million shares at an average price per share of $ 8.79 .

the three months ended December 31, 2025, the Company repurchased 100,000 shares of its common stock at an average price per share

During the twelve months ended December 31, 2025, the Company repurchased 599,853 shares of its common stock under

the 2025 Plan and the 2024 Plan, as applicable, at an average price per share of $ 9.73 .

As of December 31, 2025, there were 872,465

shares of common stock available for repurchase under the 2025 Plan.

are subject to dividend restrictions imposed by various regulators, including a limitation on the total of all dividends that

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to the Company to the extent that any such payment would reduce the Bank’s capital below required capital levels.

$ 159.0 million and $ 156.0 million of our equity in the net assets of the Bank was restricted at December 31, 2024 and 2023, respectively.

$ 164.4 million and $ 158.7 million of our equity in the net assets of the Bank was restricted at December 31, 2025 and December

31, 2024, respectively.

taxes consist of the following:

2 unchanged sentences

Current tax provision:

Deferred tax provision:

Deferred tax (benefit) provision:

Total tax provision

8 unchanged sentences

BOLI death benefit

Option exercise tax (benefit) shortfall

Effective tax

taxes in Massachusetts and Connecticut made up the majority (greater than 50%) of the tax effect in this category for the years

ended December 31, 2025, 2024, and 2023.

effective tax rate differs from the statutory federal income tax rate primarily due to state taxes, tax-exempt income, and BOLI.

In particular, state taxes increased our effective tax rate, while tax-exempt income and BOLI lowered the effective tax rate for

the years ended December 31, 2025, 2024, and 2023.

paid for income taxes for the years ended December 31, 2025, 2024, and 2023 was $ 5.6 million, $ 2.9 million and $ 4.6 million, respectively.

Income taxes paid were as follows:

Income taxes consist of the following:

Years Ended December 31,

(Dollars in thousands)

Massachusetts

All other states

tax effects of each item that gives rise to deferred taxes are as follows:

1 unchanged sentence

Deferred tax assets:

Net unrealized loss on available-for-sale securities

Allowance for credit losses

Net unrealized loss on available-for-sale securities

Lease liability

1 unchanged sentence

Accrued expenses

Nonperforming interest

Investment in partnerships

Nonaccrual interest

FDIC assessment

4 unchanged sentences

Lease right-of-use asset

Purchase accounting adjustments, net

Deferred loan fees

Purchase accounting adjustments, net

Fixed asset depreciation

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and penalties as part of income tax expense.

There were no interest or penalties recorded for the years ended December 31, 2024,

2023 and 2022.

The Company recorded $ 6,000 in interest and penalties for the year ended December

There were no interest or penalties recorded for the years ended December 31, 2024 and 2023.

income tax returns are subject to review and examination by federal and state tax authorities.

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Change in related party status

at end of year

Balance at end of year

AND CONTINGENCIES

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is essentially the same as that involved in extending loan facilities to customers.

At December 31, 2024 and 2023, outstanding

standby letter of credit commitments totaled $ 18.8 million and $ 22.4 million, respectively, with standby letters of credit issued

by the FHLB on our behalf totaling $ 11.8 million and $ 15.3 million, respectively.

At December 31, 2025 and December 31, 2024,

outstanding standby letter of credit commitments totaled $ 52.5 million and $ 18.8 million, respectively, with standby letters of

credit issued by the FHLB on our behalf totaling $ 45.1 million and $ 11.8 million, respectively.

December 31, 2025, outstanding commitments to extend credit totaled $ 501.3 million, with $ 34.7 million in fixed rate commitments

3 unchanged sentences

from 3.25 % to 18.00 % and $ 431.5 million in variable rate commitments.

also have risk participation agreements (“RPAs”) with another financial institution.

The RPAs are a guarantee to share

credit risk associated with an interest rate swap on participation loans in the event of counterparty default.

As such, we accept

a portion of the credit risk in order to participate in the loans and we receive a one-time fee.

The interest rate swap is collateralized

(generally by real estate or business assets) by us and the third party, which limits the credit risk associated with the RPAs.

Per the terms of the RPAs, we must pledge collateral equal to our exposure for the interest rate swap.

We monitor overall collateral

as part of our off-balance sheet liability analysis, and at December 31, 2024, believe sufficient collateral is available to cover

potential swap losses.

the ordinary course of business, we are party to various legal proceedings, none of which, in our opinion, will have a material

2 unchanged sentences

Total remaining contractual obligations outstanding with this vendor as of December 31, 2025 were estimated to be $ 3.6

million, with $ 6.1 million expected to be paid within one year and the remaining $ 1 .0 million to be paid within the next three

million, which is expected to be paid within one year.

Bank is a limited partner in a Small Business Investment Company (“SBIC”) and committed to contribute capital of $ 7.5

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Interest rate swaps

were no transfers to or from Level 1 and 2 for assets measured at fair value on a recurring basis during the years ended December

31, 2024 and 2023.

were no transfers to or from Level 3 for assets measured at fair value on a recurring basis during the years ended December 31,

2025 and December 31, 2024.

Measured at Fair Value on a Non-recurring Basis.

4 unchanged sentences

The following table summarizes the fair value hierarchy used to determine the

carrying values of the related assets as of December 31, 2024 and 2023.

At December 31, 2024

carrying values of the related assets as of December 31, 2025 and December 31, 2024.

December 31, 2025

(Dollars in thousands)

8 unchanged sentences

loans for which adjustments are based on the estimated fair value of the underlying collateral.

The fair value of collateral dependent

loans with specific allocations of the allowance for loan losses is generally based on real estate appraisals performed by independent

licensed or certified appraisers.

These appraisals may utilize a single valuation approach or a combination of approaches including

comparable sales and the income approach.

Adjustments are routinely made in the appraisal process by the appraisers to adjust

for differences between the comparable sales and income data available.

Management will discount appraisals as deemed necessary

based on the date of the appraisal and new information deemed relevant to the valuation.

Such adjustments are typically significant

and result in a Level 3 classification of the inputs for determining fair value.

The fair value of collateral

dependent loans with specific allocations of the allowance for loan losses is generally based on real estate appraisals performed

by independent licensed or certified appraisers.

These appraisals may utilize a single valuation approach or a combination

of approaches including comparable sales and the income approach.

Adjustments are routinely made in the appraisal process

by the appraisers to adjust for differences between the comparable sales and income data available.

Management will

discount appraisals as deemed necessary based on the date of the appraisal and new information deemed relevant to the valuation.

adjustments are typically significant and result in a Level 3 classification of the inputs for determining fair value.

of Fair Values of Financial Instruments.

estimated fair values of our financial instruments are as follows:

Carrying Value

(Dollars in thousands)

12 unchanged sentences

Derivative liabilities

December 31, 2023

Carrying Value

(Dollars in thousands)

23 unchanged sentences

financial performance and allocates resources based on the consolidated results of the Company as a whole.

The Company, through

its bank subsidiary, provides banking services to individuals and companies primarily in Hampden County and Hampshire County in

western Massachusetts and Hartford County and Tolland County in northern Connecticut.

These services include commercial lending,

residential lending and consumer lending, checking, savings, time deposits, cash management, and wealth management.

The CODM primarily

evaluates performance using net interest income and net income as reported in the consolidated statement of income.

The Company’s

primary measure of profitability is net interest and dividend income.

Net interest and dividend income is the difference between

the interest income earned on interest-earning assets and the interest paid on interest-bearing liabilities.

Interest-earning

assets consist primarily of commercial real estate loans, commercial and industrial loans, residential real estate loans and securities.

Interest-bearing liabilities consist primarily of time deposits and money market accounts, demand deposits, savings accounts and

borrowings from the FHLB.

The consolidated results of operations also depend on the provision for credit losses, non-interest

income, and non-interest expense.

In addition, the CODM considers net income as a key measure of overall financial performance.

The Company’s CODM consists of members of the Senior Management team, including the Chief Executive Officer, the Chief Financial

Officer, the Chief Banking Officer and the Chief Lending Officer.

through its bank subsidiary, provides banking services to individuals and companies primarily in Hampden County and Hampshire

County in western Massachusetts and the Capital Region in northern Connecticut.

These services include commercial

lending, residential lending and consumer lending, checking, savings, time deposits, cash management, and wealth management.

CODM primarily evaluates performance using net interest income and net income as reported in the consolidated statement of income.

The Company’s primary measure of profitability is net interest and dividend income.

Net interest and dividend income is

the difference between the interest income earned on interest-earning assets and the interest paid on interest-bearing liabilities.

Interest-earning assets consist primarily of commercial real estate loans, commercial and industrial loans, residential real estate

loans and securities.

Interest-bearing liabilities consist primarily of time deposits and money market accounts, demand deposits,

savings accounts and borrowings from the FHLB.

The consolidated results of operations also depend on the provision for credit

losses, non-interest income, and non-interest expense.

In addition, the CODM considers net income as a key measure of overall

financial performance.

The Company’s CODM consists of members of the Senior Management team, including the Chief Executive

Officer, the Chief Financial Officer, the Chief Banking Officer and the Chief Lending Officer.

PARENT COMPANY FINANCIAL STATEMENTS

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Income before equity in undistributed income of subsidiaries and income taxes

Equity in undistributed income of subsidiaries

Equity in undistributed income (loss) of subsidiaries

Net income before taxes

4 unchanged sentences

OPERATING ACTIVITIES:

Equity in undistributed income of subsidiaries

Equity in undistributed (income) loss of subsidiaries

Net amortization of premiums on subordinated debt

3 unchanged sentences

Purchase of securities

Sales of securities

Redemption of securities

Net cash provided by investing activities

1 unchanged sentence

Common stock repurchased

Issuance of common stock in connection with stock option exercises

Net cash used in financing activities

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Net interest and dividend income

(Reversal of) provision for credit losses

Loss on disposal of premises and equipment

Unrealized gain (loss) on marketable equity securities, net

Provision for (reversal of) credit losses

Unrealized (loss) gain on marketable equity securities, net

Gain on non-marketable equity investments

Gain (loss) on sale of mortgages

Gain on mortgage banking activities

Other non-interest income

15 unchanged sentences

Loss on disposal of premises and equipment

Unrealized loss on marketable equity securities, net

Unrealized gain (loss) on marketable equity securities, net

Gain on non-marketable equity investments

Loss on defined benefit plan termination (1)

Gain on bank-owned life insurance death benefit (2)

Gain (loss) on sale of mortgages

Other non-interest income

5 unchanged sentences

Diluted earnings per share

decrease in non-interest income for the three months ended June 30, 2023 was due to a one-time, non-recurring final termination

expense of $1.1 million resulting from the termination of the Company’s defined benefit pension plan.

increase in non-interest income for the three months ended September 30, 2023 was due to a non-taxable gain on bank-owned life

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-K

Item 9A. Controls and Procedures