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Table of Contents

​

​

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

​

FORM 10-Q

​

☒ | Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

​

For the quarterly period ended September 30, 2025

​

OR

​

☐ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

​

For the transition period from _______________ to _______________

​

Commission File No. 001-41899

​

NB Bancorp, Inc.

(Exact name of registrant as specified in its charter)

​

​ | ​ | ​
Maryland |  | 93-2560883
(State or other jurisdiction of incorporation or organization) | ​ | (I.R.S. Employer Identification Number)
​ | ​ | ​
1063 Great Plain Avenue Needham, Massachusetts | ​ | 02492
(Address of Principal Executive Offices) | ​ | (Zip Code)

​

(781) 444-2100

(Registrant’s telephone number)

​

N/A

(Former name or former address, if changed since last report)

​

Securities registered pursuant to Section 12(b) of the Act:

​

| ​ | ​ | ​ |
Common stock, par value $0.01 per share | ​ | NBBK |  | The NASDAQ Stock Market, LLC
(Title of each class to be registered) ​ | ​ | (Ticker Symbol) | ​ | (Name of each exchange on which each class is to be registered)

​

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such requirements for the past 90 days.

YES ☒ NO ☐

​

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).

YES ☒ NO ☐

​

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

​

​ | ​
Large accelerated filer ☐ | Accelerated filer ☒
Non-accelerated filer ☐ | Smaller reporting company ☐
​ | Emerging growth company ☒

​

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

​

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). YES ☐ NO ☒

As of November 1, 2025, 39,826,446 shares of the Registrant’s common stock, par value $0.01 per share, were issued and outstanding.

​

​

Table of Contents

NB Bancorp, Inc.

Form 10-Q

Index

​ | ​ | Page
Part I. Financial Information | ​
​ | ​ | ​
Item 1. | Financial Statements | ​
​ | ​ | ​
​ | Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31, 2024 | 1
​ | ​ | ​
​ | Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited) | 2
​ | ​ | ​
​ | Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited) | 3
​ | ​ | ​
​ | Consolidated Statements of Changes in Shareholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited) | 4
​ | ​ | ​
​ | Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (unaudited) | 5
​ | ​ | ​
​ | Notes to Consolidated Financial Statements (unaudited) | 6
​ | ​ | ​
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 32
​ | ​ | ​
Item 3. | Quantitative and Qualitative Disclosures about Market Risk | 47
​ | ​ | ​
Item 4. | Controls and Procedures | 48
​ | ​ | ​
Part II. Other Information | ​
​ | ​ | ​
Item 1. | Legal Proceedings | 48
​ | ​ | ​
Item 1A. | Risk Factors | 48
​ | ​ | ​
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 48
​ | ​ | ​
Item 3. | Defaults upon Senior Securities | 48
​ | ​ | ​
Item 4. | Mine Safety Disclosures | 48
​ | ​ | ​
Item 5. | Other Information | 48
​ | ​ | ​
Item 6. | Exhibits | 49
​ | ​ | ​
​ | Signature Page | 50

​

​

​

​

​

Table of Contents

​ | ​ | ​ | ​ | ​ | ​ | ​
Part I. – Financial Information
​ | ​ | ​ | ​ | ​ | ​ | ​
Item 1. Financial Statements | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​
NB Bancorp, Inc.
Consolidated Balance Sheets
September 30, 2025 (Unaudited) and December 31, 2024
(in thousands except share and per share data)
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | September 30, 2025 | ​ | December 31, 2024
Assets | ​ | ​ | ​ | ​ | ​ | ​
Cash and due from banks | ​ | $ | 197,548 | ​ | $ | 211,166
Federal funds sold | ​ | ​ | 97,829 | ​ | ​ | 152,689
Total cash and cash equivalents | ​ | ​ | 295,377 | ​ | ​ | 363,855
​ | ​ | ​ | ​ | ​ | ​ | ​
Available-for-sale securities, at fair value | ​ | ​ | 231,023 | ​ | ​ | 228,205
​ | ​ | ​ | ​ | ​ | ​ | ​
Loans receivable, net of deferred fees | ​ | ​ | 4,716,129 | ​ | ​ | 4,333,152
Allowance for credit losses | ​ | ​ | (43,052) | ​ | ​ | (38,744)
Net loans | ​ | ​ | 4,673,077 | ​ | ​ | 4,294,408
​ | ​ | ​ | ​ | ​ | ​ | ​
Accrued interest receivable | ​ | ​ | 21,074 | ​ | ​ | 19,685
Banking premises and equipment, net | ​ | ​ | 33,842 | ​ | ​ | 34,654
Non-public investments | ​ | ​ | 44,531 | ​ | ​ | 24,364
Bank-owned life insurance ("BOLI") | ​ | ​ | 56,342 | ​ | ​ | 102,785
Prepaid expenses and other assets | ​ | ​ | 58,481 | ​ | ​ | 59,482
Deferred income tax asset | ​ | ​ | 28,643 | ​ | ​ | 30,299
Total assets | ​ | $ | 5,442,390 | ​ | $ | 5,157,737
​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities and shareholders' equity | ​ | ​ | ​ | ​ | ​ | ​
Deposits | ​ | ​ | ​ | ​ | ​ | ​
Core deposits | ​ | $ | 4,176,991 | ​ | $ | 3,867,846
Brokered deposits | ​ | ​ | 388,673 | ​ | ​ | 309,806
Total deposits | ​ | ​ | 4,565,664 | ​ | ​ | 4,177,652
Mortgagors' escrow accounts | ​ | ​ | 4,543 | ​ | ​ | 4,549
FHLB borrowings | ​ | ​ | 41,453 | ​ | ​ | 120,835
Accrued expenses and other liabilities | ​ | ​ | 73,139 | ​ | ​ | 65,708
Accrued retirement liabilities | ​ | ​ | 20,557 | ​ | ​ | 23,826
Total liabilities | ​ | ​ | 4,705,356 | ​ | ​ | 4,392,570
​ | ​ | ​ | ​ | ​ | ​ | ​
Shareholders' equity: | ​ | ​ | ​ | ​ | ​ | ​
Preferred stock, $0.01 par value, 5,000,000 shares authorized; no shares issued and outstanding | ​ | ​ | — | ​ | ​ | —
Common stock, $0.01 par value, 120,000,000 shares authorized; 39,826,446 and 42,705,729 | ​ | ​ | ​ | ​ | ​ | ​
shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively | ​ | ​ | 398 | ​ | ​ | 427
Additional paid-in capital | ​ | ​ | 342,526 | ​ | ​ | 417,247
Unallocated common shares held by the Employee Stock Ownership Plan ("ESOP") | ​ | ​ | (43,049) | ​ | ​ | (44,813)
Retained earnings | ​ | ​ | 440,281 | ​ | ​ | 400,473
Accumulated other comprehensive loss | ​ | ​ | (3,122) | ​ | ​ | (8,167)
Total shareholders' equity | ​ | ​ | 737,034 | ​ | ​ | 765,167
Total liabilities and shareholders' equity | ​ | $ | 5,442,390 | ​ | $ | 5,157,737

​

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

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NB Bancorp, Inc.
Consolidated Statements of Income
(Unaudited - Dollars in thousands, except per share data)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Three Months Ended | ​ | For the Nine Months Ended
​ | ​ | September 30, | ​ | September 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
INTEREST AND DIVIDEND INCOME | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest and fees on loans | ​ | $ | 77,365 | ​ | $ | 70,518 | ​ | $ | 223,524 | ​ | $ | 199,788
Interest on securities | ​ | ​ | 2,253 | ​ | ​ | 1,768 | ​ | ​ | 6,850 | ​ | ​ | 4,736
Interest and dividends on cash equivalents and other | ​ | ​ | 2,070 | ​ | ​ | 3,717 | ​ | ​ | 8,012 | ​ | ​ | 10,792
Total interest and dividend income | ​ | ​ | 81,688 | ​ | ​ | 76,003 | ​ | ​ | 238,386 | ​ | ​ | 215,316
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
INTEREST EXPENSE | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest on deposits | ​ | ​ | 31,273 | ​ | ​ | 33,612 | ​ | ​ | 95,201 | ​ | ​ | 93,408
Interest on borrowings | ​ | ​ | 2,240 | ​ | ​ | 1,067 | ​ | ​ | 4,478 | ​ | ​ | 3,230
Total interest expense | ​ | ​ | 33,513 | ​ | ​ | 34,679 | ​ | ​ | 99,679 | ​ | ​ | 96,638
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NET INTEREST INCOME | ​ | ​ | 48,175 | ​ | ​ | 41,324 | ​ | ​ | 138,707 | ​ | ​ | 118,678
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
PROVISION FOR CREDIT LOSSES | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Provision for credit losses - loans | ​ | ​ | 1,041 | ​ | ​ | 4,997 | ​ | ​ | 6,232 | ​ | ​ | 13,316
Provision for (release of) credit losses - unfunded commitments | ​ | ​ | 355 | ​ | ​ | (2,374) | ​ | ​ | (517) | ​ | ​ | (2,597)
Total provision for credit losses | ​ | ​ | 1,396 | ​ | ​ | 2,623 | ​ | ​ | 5,715 | ​ | ​ | 10,719
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES | ​ | ​ | 46,779 | ​ | ​ | 38,701 | ​ | ​ | 132,992 | ​ | ​ | 107,959
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NONINTEREST INCOME | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Customer service fees | ​ | ​ | 2,498 | ​ | ​ | 1,963 | ​ | ​ | 7,610 | ​ | ​ | 5,717
Increase in cash surrender value of BOLI | ​ | ​ | 631 | ​ | ​ | 414 | ​ | ​ | 2,449 | ​ | ​ | 1,219
Mortgage banking income | ​ | ​ | 193 | ​ | ​ | 367 | ​ | ​ | 510 | ​ | ​ | 905
Swap contract income | ​ | ​ | 208 | ​ | ​ | 375 | ​ | ​ | 820 | ​ | ​ | 1,128
Loss on sale of available-for-sale securities, net | ​ | ​ | — | ​ | ​ | (1,868) | ​ | ​ | — | ​ | ​ | (1,868)
Other income | ​ | ​ | 21 | ​ | ​ | 14 | ​ | ​ | 202 | ​ | ​ | 649
Total noninterest income | ​ | ​ | 3,551 | ​ | ​ | 1,265 | ​ | ​ | 11,591 | ​ | ​ | 7,750
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NONINTEREST EXPENSE | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Salaries and employee benefits | ​ | ​ | 18,641 | ​ | ​ | 17,202 | ​ | ​ | 56,358 | ​ | ​ | 51,509
Director and professional service fees | ​ | ​ | 2,920 | ​ | ​ | 1,995 | ​ | ​ | 8,010 | ​ | ​ | 6,174
Occupancy and equipment expenses | ​ | ​ | 1,559 | ​ | ​ | 1,394 | ​ | ​ | 4,604 | ​ | ​ | 4,192
Data processing expenses | ​ | ​ | 2,911 | ​ | ​ | 2,226 | ​ | ​ | 8,169 | ​ | ​ | 6,547
Marketing and charitable contribution expenses | ​ | ​ | 949 | ​ | ​ | 842 | ​ | ​ | 2,750 | ​ | ​ | 2,680
FDIC and state insurance assessments | ​ | ​ | 928 | ​ | ​ | 812 | ​ | ​ | 2,624 | ​ | ​ | 1,806
Merger and acquisition expenses | ​ | ​ | 994 | ​ | ​ | — | ​ | ​ | 1,525 | ​ | ​ | —
General and administrative expenses | ​ | ​ | 1,466 | ​ | ​ | 115 | ​ | ​ | 4,293 | ​ | ​ | 3,459
Total noninterest expense | ​ | ​ | 30,368 | ​ | ​ | 24,586 | ​ | ​ | 88,333 | ​ | ​ | 76,367
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
INCOME BEFORE TAXES | ​ | ​ | 19,962 | ​ | ​ | 15,380 | ​ | ​ | 56,250 | ​ | ​ | 39,342
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
INCOME TAX EXPENSE | ​ | ​ | 4,600 | ​ | ​ | 6,997 | ​ | ​ | 13,654 | ​ | ​ | 12,805
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NET INCOME | ​ | $ | 15,362 | ​ | $ | 8,383 | ​ | $ | 42,596 | ​ | $ | 26,537
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Weighted average common shares outstanding, basic | ​ | ​ | 35,372,205 | ​ | ​ | 39,289,271 | ​ | ​ | 37,100,616 | ​ | ​ | 39,423,214
Weighted average common shares outstanding, diluted | ​ | ​ | 35,579,456 | ​ | ​ | 39,289,271 | ​ | ​ | 37,289,349 | ​ | ​ | 39,423,214
Earnings per share, basic | ​ | $ | 0.43 | ​ | $ | 0.21 | ​ | $ | 1.15 | ​ | $ | 0.67
Earnings per share, diluted | ​ | $ | 0.43 | ​ | $ | 0.21 | ​ | $ | 1.14 | ​ | $ | 0.67

​

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

​

​

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NB Bancorp, Inc.
Consolidated Statements of Comprehensive Income
(Unaudited - Dollars in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Three Months Ended | ​ | For the Nine Months Ended
​ | ​ | September 30, | ​ | September 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
NET INCOME | ​ | $ | 15,362 | ​ | $ | 8,383 | ​ | $ | 42,596 | ​ | $ | 26,537
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
OTHER COMPREHENSIVE INCOME, NET OF TAX: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Net change in fair value of available-for-sale securities | ​ | ​ | 1,780 | ​ | ​ | 3,991 | ​ | ​ | 3,805 | ​ | ​ | 4,753
Net change in fair value of cash flow hedges | ​ | ​ | 1,240 | ​ | ​ | — | ​ | ​ | 1,240 | ​ | ​ | —
TOTAL OTHER COMPREHENSIVE INCOME, NET OF TAX: | ​ | ​ | 3,020 | ​ | ​ | 3,991 | ​ | ​ | 5,045 | ​ | ​ | 4,753
TOTAL COMPREHENSIVE INCOME, NET OF TAX | ​ | $ | 18,382 | ​ | $ | 12,374 | ​ | $ | 47,641 | ​ | $ | 31,290

​

​

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

​

​

​

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Table of Contents

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NB Bancorp, Inc.
Consolidated Statements of Changes in Shareholders' Equity
(Unaudited - Dollars in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Three Months Ended
​ | ​ | Shares of | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Unallocated | ​ | ​ | ​ | ​ | Accumulated | ​ | ​ | ​
​ | ​ | Common | ​ | ​ | ​ | Additional | ​ | Common | ​ | ​ | ​ | Other | ​ | ​ | ​
​ | ​ | Stock | ​ | ​ | ​ | Paid-In | ​ | Stock Held by | ​ | Retained | ​ | Comprehensive | ​ | ​ | ​
​ |  | Outstanding |  | Common Stock |  | Capital |  | ESOP |  | Earnings |  | Income (Loss) |  | Total
Balance, June 30, 2024 | ​ | 42,705,729 |  | $ | 427 |  | $ | 416,845 |  | $ | (46,002) |  | $ | 374,177 |  | $ | (11,135) | ​ | $ | 734,312
Net income | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 8,383 | ​ | ​ | — | ​ | ​ | 8,383
Other comprehensive income, net of tax | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 3,991 | ​ | ​ | 3,991
ESOP shares committed to be released (43,057 shares) | ​ | — | ​ | ​ | — | ​ | ​ | 168 | ​ | ​ | 595 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 763
Balance, September 30, 2024 | ​ | 42,705,729 | ​ | $ | 427 | ​ | $ | 417,013 | ​ | $ | (45,407) | ​ | $ | 382,560 | ​ | $ | (7,144) | ​ | $ | 747,449
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance, June 30, 2025 |  | 40,748,380 | ​ | $ | 407 | ​ | $ | 358,793 | ​ | $ | (43,643) | ​ | $ | 427,707 | ​ | $ | (6,142) |  | $ | 737,122
Net income | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 15,362 | ​ | ​ | — | ​ | ​ | 15,362
Other comprehensive income, net of tax | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 3,020 | ​ | ​ | 3,020
Repurchase of common shares under share repurchase plan | ​ | (921,934) | ​ | ​ | (9) | ​ | ​ | (17,523) | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (17,532)
Stock-based compensation | ​ | — | ​ | ​ | — | ​ | ​ | 1,061 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,061
ESOP shares committed to be released (43,057 shares) | ​ | — | ​ | ​ | — | ​ | ​ | 195 | ​ | ​ | 594 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 789
Dividends paid | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (2,788) | ​ | ​ | — | ​ | ​ | (2,788)
Balance, September 30, 2025 | ​ | 39,826,446 | ​ | $ | 398 | ​ | $ | 342,526 | ​ | $ | (43,049) | ​ | $ | 440,281 | ​ | $ | (3,122) | ​ | $ | 737,034
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Nine Months Ended
​ | ​ | Shares of | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Unallocated | ​ | ​ | ​ | ​ | Accumulated | ​ | ​ | ​
​ | ​ | Common | ​ | ​ | ​ | Additional | ​ | Common | ​ | ​ | ​ | Other | ​ | ​ | ​
​ | ​ | Stock | ​ | ​ | ​ | Paid-In | ​ | Stock Held by | ​ | Retained | ​ | Comprehensive | ​ | ​ | ​
​ |  | Outstanding |  | Common Stock |  | Capital |  | ESOP |  | Earnings |  | Income (Loss) |  | Total
Balance, December 31, 2023 | ​ | 42,705,729 |  | $ | 427 |  | $ | 417,030 |  | $ | (13,774) |  | $ | 366,173 |  | $ | (11,897) | ​ | $ | 757,959
Adoption of ASU 2023-02 | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (10,150) | ​ | ​ | — | ​ | ​ | (10,150)
Net income | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 26,537 | ​ | ​ | — | ​ | ​ | 26,537
Other comprehensive income, net of tax | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 4,753 | ​ | ​ | 4,753
Costs from stock offering and issuance of common shares | ​ | — | ​ | ​ | — | ​ | ​ | (225) | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (225)
Purchase of common shares held by ESOP (2,416,458 shares) | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (33,397) | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (33,397)
ESOP shares committed to be released (127,766 shares) | ​ | — | ​ | ​ | — | ​ | ​ | 208 | ​ | ​ | 1,764 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,972
Balance, September 30, 2024 | ​ | 42,705,729 | ​ | $ | 427 | ​ | $ | 417,013 | ​ | $ | (45,407) | ​ | $ | 382,560 | ​ | $ | (7,144) | ​ | $ | 747,449
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance, December 31, 2024 |  | 42,705,729 |  | $ | 427 |  | $ | 417,247 |  | $ | (44,813) |  | $ | 400,473 |  | $ | (8,167) |  | $ | 765,167
Net income | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 42,596 | ​ | ​ | — | ​ | ​ | 42,596
Other comprehensive income, net of tax | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 5,045 | ​ | ​ | 5,045
Repurchase of common shares under share repurchase plan | ​ | (4,163,808) | ​ | ​ | (41) | ​ | ​ | (77,084) | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (77,125)
Restricted stock award issued | ​ | 1,284,525 | ​ | ​ | 12 | ​ | ​ | (12) | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Stock-based compensation | ​ | — | ​ | ​ | — | ​ | ​ | 1,848 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,848
ESOP shares committed to be released (127,766 shares) | ​ | — | ​ | ​ | — | ​ | ​ | 527 | ​ | ​ | 1,764 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 2,291
Dividends paid | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (2,788) | ​ | ​ | — | ​ | ​ | (2,788)
Balance, September 30, 2025 | ​ | 39,826,446 | ​ | $ | 398 | ​ | $ | 342,526 | ​ | $ | (43,049) | ​ | $ | 440,281 | ​ | $ | (3,122) | ​ | $ | 737,034

​

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

​

​

4

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​ | ​ | ​ | ​ | ​ | ​ | ​
NB Bancorp, Inc.
Consolidated Statements of Cash Flows
(Unaudited - Dollars in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Nine Months Ended
​ | ​ | September 30,
​ |  | 2025 |  | 2024
​ | ​ | ​ | ​ | ​ | ​ | ​
CASH FLOWS FROM OPERATING ACTIVITIES | ​ | ​ | ​ | ​ | ​ | ​
Net income | ​ | $ | 42,596 | ​ | $ | 26,537
Adjustments to reconcile net income to net cash from operating activities: | ​ | ​ | ​ | ​ | ​ | ​
Net accretion of available-for-sale securities | ​ | ​ | (215) | ​ | ​ | (257)
Loss on sale of available-for-sale securities, net | ​ | ​ | — | ​ | ​ | 1,868
Amortization of core deposit intangible | ​ | ​ | 112 | ​ | ​ | 112
Provision for credit losses | ​ | ​ | 5,715 | ​ | ​ | 10,719
Loan hedge fair value adjustments, net | ​ | ​ | (115) | ​ | ​ | 87
Change in net deferred loan origination fees | ​ | ​ | 506 | ​ | ​ | 785
Mortgage loans originated for sale | ​ | ​ | (4,983) | ​ | ​ | (13,010)
Proceeds from sale of mortgage loans held for sale | ​ | ​ | 8,043 | ​ | ​ | 22,707
Gain on sale of mortgage loans | ​ | ​ | (217) | ​ | ​ | (672)
Depreciation and amortization expense | ​ | ​ | 2,173 | ​ | ​ | 2,109
Gain from BOLI death benefit | ​ | ​ | (25) | ​ | ​ | —
Increase in cash surrender values of BOLI | ​ | ​ | (2,424) | ​ | ​ | (1,219)
Establishment of solar income tax credit investment basis reduction deferred tax liability | ​ | ​ | — | ​ | ​ | 2,503
Deferred income tax benefit | ​ | ​ | (29) | ​ | ​ | (2,533)
ESOP expense | ​ | ​ | 2,291 | ​ | ​ | 1,972
Stock-based compensation | ​ | ​ | 1,848 | ​ | ​ | —
Changes in operating assets and liabilities: | ​ | ​ | ​ | ​ | ​ | ​
Accrued interest receivable | ​ | ​ | (1,389) | ​ | ​ | (1,387)
Prepaid expenses and other assets | ​ | ​ | 6,636 | ​ | ​ | (21,390)
Accrued expenses and other liabilities | ​ | ​ | 3,978 | ​ | ​ | (9,838)
Accrued retirement liabilities | ​ | ​ | (3,269) | ​ | ​ | 2,818
​ | ​ | ​ | ​ | ​ | ​ | ​
NET CASH PROVIDED BY OPERATING ACTIVITIES | ​ | ​ | 61,232 | ​ | ​ | 21,911
​ | ​ | ​ | ​ | ​ | ​ | ​
CASH FLOWS FROM INVESTING ACTIVITIES | ​ | ​ | ​ | ​ | ​ | ​
Loan originations and purchases, net of repayments | ​ | ​ | (389,776) | ​ | ​ | (377,883)
Purchases of available-for-sale securities | ​ | ​ | (45,558) | ​ | ​ | (98,661)
Proceeds from sales of available-for-sale securities | ​ | ​ | — | ​ | ​ | 27,444
Proceeds from maturities, calls and paydowns of available-for-sale securities | ​ | ​ | 48,032 | ​ | ​ | 62,971
Recoveries of loans previously charged off | ​ | ​ | 1,517 | ​ | ​ | 258
Net change in non-public investments | ​ | ​ | (20,167) | ​ | ​ | 4,946
Proceeds from BOLI death benefit | ​ | ​ | 128 | ​ | ​ | —
Proceeds from surrender (purchases) of BOLI policies | ​ | ​ | 48,764 | ​ | ​ | (50,001)
Purchases of banking premises and equipment | ​ | ​ | (1,361) | ​ | ​ | (1,380)
​ | ​ | ​ | ​ | ​ | ​ | ​
NET CASH USED IN INVESTING ACTIVITIES | ​ | ​ | (358,421) | ​ | ​ | (432,306)
​ | ​ | ​ | ​ | ​ | ​ | ​
CASH FLOWS FROM FINANCING ACTIVITIES | ​ | ​ | ​ | ​ | ​ | ​
Net change in deposits | ​ | ​ | 388,012 | ​ | ​ | 655,306
Net costs from stock offering and issuance of common shares | ​ | ​ | — | ​ | ​ | (225)
Purchase of common shares held by ESOP | ​ | ​ | — | ​ | ​ | (33,397)
Repurchase of common shares under share repurchase plan | ​ | ​ | (77,125) | ​ | ​ | —
Dividends paid | ​ | ​ | (2,788) | ​ | ​ | —
Net change in mortgagors' escrow accounts | ​ | ​ | (6) | ​ | ​ | 172
Decrease in FHLB borrowings, net | ​ | ​ | (79,382) | ​ | ​ | (167,003)
​ | ​ | ​ | ​ | ​ | ​ | ​
NET CASH PROVIDED BY FINANCING ACTIVITIES | ​ | ​ | 228,711 | ​ | ​ | 454,853
​ | ​ | ​ | ​ | ​ | ​ | ​
NET CHANGE IN CASH AND CASH EQUIVALENTS | ​ | ​ | (68,478) | ​ | ​ | 44,458
​ | ​ | ​ | ​ | ​ | ​ | ​
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | ​ | ​ | 363,855 | ​ | ​ | 272,591
​ | ​ | ​ | ​ | ​ | ​ | ​
CASH AND CASH EQUIVALENTS AT END OF PERIOD | ​ | $ | 295,377 | ​ | $ | 317,049
​ | ​ | ​ | ​ | ​ | ​ | ​
Supplemental disclosure of cash paid during the period for: | ​ | ​ | ​ | ​ | ​ | ​
Interest | ​ | $ | 104,974 | ​ | $ | 95,259
Income taxes | ​ | ​ | 5,325 | ​ | ​ | 11,902
​ | ​ | ​ | ​ | ​ | ​ | ​
Supplemental disclosure of non-cash transactions: | ​ | ​ | ​ | ​ | ​ | ​
Cumulative effect adjustment of adoption of ASU 2023-02, net of income taxes | ​ | $ | — | ​ | $ | 10,150
Unrealized gains (losses) on available-for-sale securities | ​ | ​ | 5,077 | ​ | ​ | (8,309)
Unrealized gains on cash flow hedges | ​ | ​ | 1,653 | ​ | ​ | —
Mortgage loans transferred to loans held for sale | ​ | ​ | 2,967 | ​ | ​ | 9,415
Restricted stock awards granted | ​ | ​ | 12 | ​ | ​ | —
Initial recognition of operating lease right of use assets and lease liabilities | ​ | ​ | 1,238 | ​ | ​ | 634
Increase in operating lease right of use assets and lease liabilities resulting from lease modifications | ​ | ​ | 2,732 | ​ | ​ | —

​

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

​

5

Table of Contents

NB Bancorp, Inc.

Notes to Unaudited Consolidated Financial Statements

Note 1 – Corporate Structure and Nature of Operations; Basis of Presentation

NB Bancorp, Inc., a Maryland corporation (the “Company”) (referred to herein as the “Company,” “we,” “us,” or “our”), is a bank holding company. Through its wholly-owned subsidiary, Needham Bank (the “Bank”), the Company provides a variety of banking services, through its full-service bank branches, located primarily in eastern Massachusetts.

​

The activities of the Company are subject to the regulatory supervision of the Board of Governors of the Federal Reserve System. The activities of the Bank are subject to the regulatory supervision of the Massachusetts Commissioner of Banks and the Federal Deposit Insurance Corporation (“FDIC”). The Company and the activities of the Bank and its subsidiaries are also subject to various Massachusetts business and banking-related regulations.

​

On June 5, 2025, the Company announced the signing of a definitive merger agreement under which the Company will acquire Provident Bancorp, Inc., with the Company as the surviving entity, and the Bank will acquire BankProv, the wholly owned subsidiary of Provident Bancorp, Inc., with the Bank as the surviving entity (the “Merger”). The transaction is valued at approximately $211.8 million. The closing of the Merger, which is expected to occur during the fourth quarter of 2025, was approved by the affirmative vote of the holders of a majority of Provident Bancorp, Inc. common stock and the receipt of required regulatory approvals from applicable state and federal regulators.

​
Basis of Presentation

​

The Company’s Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) as set forth by the Financial Accounting Standards Board (“FASB”) and its Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) as well as the rules and interpretive releases of the U.S. Securities and Exchange Commission (“SEC”) under the authority of federal securities laws.

​

The Consolidated Financial Statements of the Company include the balances and results of operations of the Company and the Bank, its wholly-owned subsidiary, as well as the Bank’s wholly-owned subsidiaries, NeedCo-op Investment Corporation, Inc., 1892 Investments LLC and Eaton Square Realty LLC. All intercompany accounts and transactions have been eliminated in consolidation.

​

Certain amounts, previously reported, have been reclassified to state all periods on a comparable basis and had no effect on shareholders’ equity or net income.

​

The accompanying Consolidated Balance Sheet as of September 30, 2025, the Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Statements of Changes in Shareholders’ Equity and Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2025 and 2024 are unaudited. The Consolidated Balance Sheet as of December 31, 2024 was derived from the Audited Consolidated Financial Statements as of that date. The interim Consolidated Financial Statements and the accompanying notes should be read in conjunction with the annual Consolidated Financial Statements and the accompanying notes contained within the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC. In the opinion of management, the Company’s Consolidated Financial Statements reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The results for the three and nine months ended September 30, 2025 are not necessarily indicative of results to be expected for the year ending December 31, 2025, any other interim period, or any future year or period.

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The Company qualifies as an emerging growth company (“EGC”) under the Jumpstart Our Business Startups Act of 2012 and has elected to defer the adoption of new or revised accounting standards until the nonpublic company effective dates. As such, the Company will adopt standards on the nonpublic company effective dates until such time that we no longer qualify as an EGC.

Subsequent events are events or transactions that occur after the consolidated balance sheet date but before consolidated financial statements are issued.

Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the consolidated balance sheet, including the estimates inherent in the process of preparing consolidated financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the consolidated balance sheet but arose after that date.

Operating Segments

The Company adopted FASB ASU 2023-07 “Segment Reporting (Topic 280) - Improvement to Reportable Segment Disclosures” on January 1, 2024, which requires that information be reported about a company’s operating segments using a “management approach.” Reportable segments are identified in these standards as those revenue producing components for which separate financial information is produced internally and which are subject to evaluation by the chief operating decision maker (“CODM”). The Company has determined that its CODM is its Chief Executive Officer. The Company has one reportable segment: its banking business, which consists of a full range of banking, lending, savings, and small business offerings. The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on net income calculated on the same basis as is net income reported in the Company’s consolidated statements of income and other comprehensive income. The CODM is also regularly provided with expense information at a level consistent with that disclosed in the Company’s consolidated statements of income and other comprehensive income.

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Note 2 – Summary of Significant Accounting Policies

Use of Estimates

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In preparing the Consolidated Financial Statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheets and income and expenses for the periods reported. Actual results could differ from those estimates based on changing conditions, including economic conditions and future events. Material estimates that are particularly susceptible to change relate to the determination of the allowance for credit losses, valuation and fair value measurements, the liabilities for benefit obligations (particularly pensions) and the provision for income taxes.

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Recent Accounting Pronouncements

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Relevant standards that were recently issued but not yet adopted as of September 30, 2025:

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In November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Sub Topic 220-40): Disaggregation of Income Statement Expenses”. ASU 2024-03 improves disclosures about a public business entity’s expenses and addresses requests from investors for more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales, SG&A, and research and development). ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The adoption of ASU 2024-03 is not expected to have a material impact on the Company’s consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” to improve the transparency of income tax disclosures. The amendments are effective for annual periods beginning after December 15, 2024.

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Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company does not expect the adoption of ASU 2023-09 to have a material effect on its consolidated financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

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Note 3 – Securities

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The Company's available-for-sale securities are carried at fair value. For available-for-sale securities in an unrealized loss position, management will first evaluate whether there is intent to sell, or if it is more likely than not that the Company will be required to sell a security prior to anticipated recovery of its amortized cost basis. If either of these criteria are met, the Company will record a write-down of the security's amortized cost basis to fair value through income. For those available-for-sale securities which do not meet the intent or requirement to sell criteria, management will evaluate whether the decline in fair value is a result of credit-related matters or other factors. In performing this assessment, management considers the creditworthiness of the issuer including whether the security is guaranteed by the U.S. Federal Government or other government agency, the extent to which fair value is less than amortized cost, and changes in credit rating during the period, among other factors.

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If this assessment indicates the existence of credit losses, the security will be written down to fair value, as determined by a discounted cash flow analysis, through an allowance for credit losses. To the extent the estimated cash flows do not support the amortized cost, the deficiency is considered to be due to credit loss and is recognized in earnings.

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Changes in the allowance for credit losses are recorded as a provision for (or reversal of) credit loss expense. Losses are charged against the allowance when the uncollectibility of a security is confirmed, or when either of the aforementioned criteria surrounding intent or requirement to sell have been met.

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Securities have been classified on the consolidated balance sheets according to management’s intent. The following tables summarize the amortized cost, allowance for credit losses, and fair value of securities and their corresponding amounts of unrealized gains and losses at the dates indicated:

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Amortized | ​ | Unrealized | ​ | Unrealized | ​ | Allowance for | ​ | ​ | ​
​ |  | Cost |  | Gain |  | Loss | ​ | Credit Losses |  | Fair Value
September 30, 2025 | ​ | (in thousands)
Available-for-Sale Debt Securities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
U.S. Treasury securities | ​ | $ | 68,838 | ​ | $ | 338 | ​ | $ | (153) | ​ | $ | — | ​ | $ | 69,023
U.S. Government agencies | ​ | ​ | 11,149 | ​ | ​ | 52 | ​ | ​ | (1) | ​ | ​ | — | ​ | ​ | 11,200
Agency mortgage-backed securities | ​ | ​ | 45,043 | ​ | ​ | 124 | ​ | ​ | (1,320) | ​ | ​ | — | ​ | ​ | 43,847
Agency collateralized mortgage obligations | ​ | ​ | 10,833 | ​ | ​ | 224 | ​ | ​ | (107) | ​ | ​ | — | ​ | ​ | 10,950
Corporate bonds | ​ | ​ | 86,465 | ​ | ​ | 272 | ​ | ​ | (4,093) | ​ | ​ | — | ​ | ​ | 82,644
Municipal obligations | ​ | ​ | 6,595 | ​ | ​ | — | ​ | ​ | (107) | ​ | ​ | — | ​ | ​ | 6,488
SBA securities | ​ | ​ | 6,977 | ​ | ​ | — | ​ | ​ | (106) | ​ | ​ | — | ​ | ​ | 6,871
Total | ​ | $ | 235,900 | ​ | $ | 1,010 | ​ | $ | (5,887) | ​ | $ | — | ​ | $ | 231,023

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Amortized | ​ | Unrealized | ​ | Unrealized | ​ | Allowance for | ​ | ​ | ​
​ |  | Cost |  | Gain |  | Loss | ​ | Credit Losses |  | Fair Value
December 31, 2024 | ​ | (in thousands)
Available-for-Sale Debt Securities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
U.S. Treasury securities | ​ | $ | 69,469 | ​ | $ | 104 | ​ | $ | (489) | ​ | $ | — | ​ | $ | 69,084
U.S. Government agencies | ​ | ​ | 9,005 | ​ | ​ | 9 | ​ | ​ | (7) | ​ | ​ | — | ​ | ​ | 9,007
Agency mortgage-backed securities | ​ | ​ | 42,083 | ​ | ​ | — | ​ | ​ | (2,899) | ​ | ​ | — | ​ | ​ | 39,184
Agency collateralized mortgage obligations | ​ | ​ | 10,993 | ​ | ​ | 147 | ​ | ​ | (307) | ​ | ​ | — | ​ | ​ | 10,833
Corporate bonds | ​ | ​ | 90,219 | ​ | ​ | 163 | ​ | ​ | (6,337) | ​ | ​ | — | ​ | ​ | 84,045
Municipal obligations | ​ | ​ | 10,092 | ​ | ​ | — | ​ | ​ | (286) | ​ | ​ | — | ​ | ​ | 9,806
SBA securities | ​ | ​ | 6,298 | ​ | ​ | 2 | ​ | ​ | (54) | ​ | ​ | — | ​ | ​ | 6,246
Total | ​ | $ | 238,159 | ​ | $ | 425 | ​ | $ | (10,379) | ​ | $ | — | ​ | $ | 228,205

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The Company did not record a provision for estimated credit losses on any available-for-sale securities for the three and nine months ended September 30, 2025 and 2024. Excluded from the table above is accrued interest on available-for-sale securities of $1.7 million and $1.6 million at September 30, 2025 and December 31, 2024, respectively, which is included within accrued interest receivable on the consolidated balance sheets. Additionally, the Company did not record any write-offs of accrued interest income on available-for-sale securities for the three and nine months ended September 30, 2025 and 2024. No securities held by the Company were delinquent on contractual payments at September 30, 2025 or December 31, 2024, nor were any securities placed on non-accrual status for the three and nine months ended September 30, 2025 and 2024.

The following is a summary of actual maturities of certain available-for-sale securities as of September 30, 2025. The amortized cost and fair values are based on the contractual maturity dates. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalty. Agency mortgage-backed securities and collateralized mortgage obligations are presented as separate lines as paydowns are expected to occur before contractual maturity dates.

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​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Available-for-Sale
​ | ​ | Amortized Cost | ​ | Fair Value
​ |  | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​
Within one year |  | $ | 44,634 |  | $ | 44,293
Over one year to five years | ​ |  | 81,471 | ​ |  | 81,245
Over five years to ten years | ​ |  | 49,235 | ​ |  | 46,025
Over ten years | ​ | ​ | 4,684 | ​ | ​ | 4,663
​ | ​ |  | 180,024 | ​ |  | 176,226
Agency mortgage-backed securities | ​ |  | 45,043 | ​ |  | 43,847
Agency collateralized mortgage obligations | ​ |  | 10,833 | ​ |  | 10,950
​ | ​ | $ | 235,900 | ​ | $ | 231,023

​

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When securities are sold, the adjusted cost of the specific security sold is used to compute the gain or loss on the sale. There were no sales of available-for-sale securities during the three and nine months ended September 30, 2025. During the three and nine months ended September 30, 2024, the Company sold $29.3 million of AFS securities and recognized gross realized losses of $1.9 million and gross realized gains of $30,000.

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There were no available-for-sale securities pledged to secure borrowings as of September 30, 2025 and December 31, 2024.

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The following tables present fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of the dates stated.

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Less than 12 Months | ​ | 12 Months or More | ​ | Total
​ | ​ | ​ | ​ | (Dollars in thousands)
​ | ​ | ​ | ​ | Gross | ​ | ​ | ​ | ​ | Gross | ​ | ​ | ​ | ​ | Gross | ​ | ​ | ​
​ | ​ | ​ | ​ | Unrealized | ​ | Fair | ​ | Unrealized | ​ | Fair | ​ | Unrealized | ​ | Fair
September 30, 2025 |  | Number of Securities |  | Losses |  | Value |  | Losses |  | Value |  | Losses |  | Value
U. S. Treasuries | ​ | 7 | ​ | $ | (5) | ​ | $ | 6,417 | ​ | $ | (148) | ​ | $ | 6,848 | ​ | $ | (153) | ​ | $ | 13,265
U.S. Government Agencies | ​ | 2 | ​ | ​ | (1) | ​ | ​ | 2,500 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (1) | ​ | ​ | 2,500
Agency mortgage-backed securities | ​ | 14 | ​ | ​ | (236) | ​ | ​ | 9,468 | ​ | ​ | (1,084) | ​ | ​ | 24,542 | ​ | ​ | (1,320) | ​ | ​ | 34,010
Agency collateralized mortgage obligations | ​ | 3 | ​ | ​ | (1) | ​ | ​ | 49 | ​ | ​ | (106) | ​ | ​ | 7,657 | ​ | ​ | (107) | ​ | ​ | 7,706
Corporate bonds | ​ | 28 | ​ | ​ | (596) | ​ | ​ | 11,375 | ​ | ​ | (3,497) | ​ | ​ | 63,555 | ​ | ​ | (4,093) | ​ | ​ | 74,930
Municipal obligations | ​ | 6 | ​ | ​ | (6) | ​ | ​ | 1,434 | ​ | ​ | (101) | ​ | ​ | 5,054 | ​ | ​ | (107) | ​ | ​ | 6,488
SBA securities | ​ | 5 | ​ | ​ | (106) | ​ | ​ | 6,871 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (106) | ​ | ​ | 6,871
Total | ​ | 65 | ​ | $ | (951) | ​ | $ | 38,114 | ​ | $ | (4,936) | ​ | $ | 107,656 | ​ | $ | (5,887) | ​ | $ | 145,770

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Less than 12 Months | ​ | 12 Months or More | ​ | Total
​ | ​ | ​ | ​ | (Dollars in thousands)
​ | ​ | ​ | ​ | Gross | ​ | ​ | ​ | ​ | Gross | ​ | ​ | ​ | ​ | Gross | ​ | ​ | ​
​ | ​ | ​ | ​ | Unrealized | ​ | Fair | ​ | Unrealized | ​ | Fair | ​ | Unrealized | ​ | Fair
December 31, 2024 |  | Number of Securities |  | Losses |  | Value |  | Losses |  | Value |  | Losses |  | Value
U.S. Treasury securities | ​ | 18 | ​ | $ | (152) | ​ | $ | 35,388 | ​ | $ | (337) | ​ | $ | 6,646 | ​ | $ | (489) | ​ | $ | 42,034
U.S. Government Agencies | ​ | 2 | ​ | ​ | (7) | ​ | ​ | 4,999 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (7) | ​ | ​ | 4,999
Agency mortgage-backed securities | ​ | 17 | ​ | ​ | (1,196) | ​ | ​ | 30,229 | ​ | ​ | (1,703) | ​ | ​ | 8,955 | ​ | ​ | (2,899) | ​ | ​ | 39,184
Agency collateralized mortgage obligations | ​ | 3 | ​ | ​ | (304) | ​ | ​ | 8,265 | ​ | ​ | (3) | ​ | ​ | 113 | ​ | ​ | (307) | ​ | ​ | 8,378
Corporate bonds | ​ | 29 | ​ | ​ | (1,250) | ​ | ​ | 8,748 | ​ | ​ | (5,087) | ​ | ​ | 69,134 | ​ | ​ | (6,337) | ​ | ​ | 77,882
Municipal obligations | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (286) | ​ | ​ | 7,306 | ​ | ​ | (286) | ​ | ​ | 7,306
SBA securities | ​ | 3 | ​ | ​ | (54) | ​ | ​ | 4,722 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (54) | ​ | ​ | 4,722
Total | ​ | 78 | ​ | $ | (2,963) | ​ | $ | 92,351 | ​ | $ | (7,416) | ​ | $ | 92,154 | ​ | $ | (10,379) | ​ | $ | 184,505

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Management evaluates securities for expected credit losses at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation.

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Included in corporate bonds are investments in senior and subordinated debt of banks and bank holding companies, some of which do not have investment ratings.

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At September 30, 2025, available-for-sale debt securities had unrealized losses with aggregate depreciation of 3.9% from the Company’s amortized cost basis. These unrealized losses relate to changes in market interest rates since acquiring the securities. As management has the intent and ability to hold available-for-sale debt securities until maturity or cost recovery, no allowance for credit losses on securities is deemed necessary as of September 30, 2025 and December 31, 2024.

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Note 4 – Loans Receivable, Allowance for Credit Losses and Credit Quality

Loans Receivable

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Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off are reported as held-for-investment at their outstanding principal balance adjusted for any charge-offs and net of any deferred fees (including purchase accounting adjustments) and origination costs (collectively referred to as “amortized cost”). For originated loans, loan fees and certain direct origination costs are deferred and amortized or accreted into interest income over the contractual life of the loan using the level-yield method. When a loan is paid off, the unamortized portion is recognized in interest income.

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Loans are generally placed into nonaccrual status when they are past due 90 days or more as to either principal or interest or when, in the opinion of management, the collection of principal and/or interest is in doubt. A loan remains in nonaccrual status until the loan is current as to payment of both principal and interest or past due less than 90 days and the borrower demonstrates the ability to pay and remain current.

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When cash payments are received, they are applied to principal first, then to accrued interest. It is the Company’s policy not to record interest income on nonaccrual loans until principal has become current and the borrower demonstrated the ability to pay and remain current. In certain instances, accruing loans that are past due 90 days or more as to principal or interest may not go on nonaccrual status if the Company determines that the loans are well-secured and are in the process of collection.

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Allowance for Credit Losses

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The Allowance for Credit Losses (“ACL”) represents management’s best estimate of credit losses over the remaining life of the loan portfolio. Loans are charged-off against the ACL when management believes the loan balance is no longer collectible. This determination made is based on management's review of specific facts and circumstances of the individual loan, including the expected cash flows to repay the loan, the value of the collateral and the ability and willingness of any guarantors to perform. Subsequent recoveries of previously charged-off amounts are recorded as increases to the ACL.

The provision for credit losses on loans is an amount sufficient to bring the ACL to an estimated balance that management considers adequate to absorb lifetime expected losses in the Company’s held-for-investment loan portfolio. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans.

Management’s determination of the adequacy of the ACL under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 326 – Financial Instruments – Credit Losses is based on an evaluation of the composition of the loan portfolio, current economic conditions, historical loan loss experience, reasonable and supportable forecasts, and other risk factors.

The Company uses a third-party Current Expected Credit Loss (“CECL”) model as part of its estimation of the ACL on a quarterly basis. Loans with similar risk characteristics are collectively assessed within pools (or segments). Loss estimates within the collectively assessed population are based on a combination of pooled assumptions and loan-level characteristics. The Company has determined that using federal call codes is an appropriate loan segmentation methodology, as it is generally based on risk characteristics of a loan’s underlying collateral. Using federal call codes also allows the Company to utilize and assess publicly available external information when developing its estimate of the ACL.

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The weighted average remaining maturity (“WARM”) method is the primary credit loss estimation methodology used by the Company and involves estimating future cash flows and expected credit losses for pools of loans using their expected remaining weighted average life.

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In applying future economic forecasts, the Company utilizes a forecast period of up to two years. Historical loss rates used in the quantitative model are primarily derived using both the Bank’s data, supplemented with peer bank data obtained from publicly available sources. Management also considers qualitative adjustments when estimating credit losses in consideration of the model’s quantitative limitations.

Qualitative adjustments to quantitative loss factors, either negative or positive, may include considerations of economic conditions, volume and severity of past due loans, value of underlying collateral, experience, depth, and ability of management, and concentrations of credit. During the three and nine months ended September 30, 2025, as part of management’s annual analysis of prepayment speeds, the historical prepayment speed analysis of the purchased consumer loans portfolio used in the ACL calculation was enhanced, transitioning from a lifetime analysis to a month-over-month analysis. The resulting Other Consumer loans prepayment speed forecast dropped from 16.8% to 10.1% and resulted in a $1.3 million increase in the quantitative value of the Other Consumer Loans ACL.

For those loans that do not share similar risk characteristics, the Company estimates the ACL on an individual (or loan by loan) basis. This population of individually evaluated loans (or loan relationships with the same primary source of repayment) is determined on a quarterly basis and consists of: loans with a risk rating of substandard or worse and a balance exceeding $500,000, or loan terms differing significantly from other pooled loans.

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In accordance with the Company’s policy, non-accrual residential real estate loans that are below $500,000 and well secured (loan-to-value <60%) are excluded from individually evaluated loans. Measurement of credit loss is based on the expected future cash flows of an individually evaluated loan, discounted at the loan’s effective interest rate or measured on an observable market value, if one exists, or the estimated market value of the collateral underlying the loan, discounted to consider estimated costs to sell the collateral for collateral-dependent loans. If the net value is less than the loan’s amortized cost, a specific reserve in the ACL is recorded, which is charged-off in the period when management believes the loan balance is no longer collectible.

In the ordinary course of business, the Company enters into commitments to extend credit. Such financial instruments are recorded in the consolidated financial statements when they are funded. The credit risk associated with these commitments is evaluated in a manner similar to the ACL on loans. The reserve for unfunded commitments is included in other liabilities on the consolidated balance sheets. Loans consist of the following as of the dates stated:

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | September 30, 2025 |  | ​ | December 31, 2024
​ | Amount | ​ | Percent | ​ | Amount | ​ | Percent
​ | (Dollars in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
One-to-four-family residential | $ | 1,133,856 | ​ | 24.01 | % | ​ | $ | 1,130,791 | ​ | 26.06 | %
Home equity | ​ | 138,979 | ​ | 2.94 | % | ​ | ​ | 124,041 | ​ | 2.86 | %
Total residential real estate | ​ | 1,272,835 | ​ | 26.95 | % | ​ | ​ | 1,254,832 | ​ | 28.92 | %
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial real estate | ​ | 1,449,675 | ​ | 30.70 | % | ​ | ​ | 1,363,394 | ​ | 31.42 | %
Multi-family residential | ​ | 430,428 | ​ | 9.11 | % | ​ | ​ | 333,047 | ​ | 7.67 | %
Total commercial real estate | ​ | 1,880,103 | ​ | 39.81 | % | ​ | ​ | 1,696,441 | ​ | 39.09 | %
Construction and land development | ​ | 655,023 | ​ | 13.87 | % | ​ | ​ | 583,809 | ​ | 13.45 | %
Commercial and industrial | ​ | 651,731 | ​ | 13.80 | % | ​ | ​ | 559,828 | ​ | 12.90 | %
Total commercial | ​ | 3,186,857 | ​ | 67.48 | % | ​ | ​ | 2,840,078 | ​ | 65.44 | %
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Consumer, net of premium/discount | ​ | 263,259 | ​ | 5.57 | % | ​ | ​ | 244,558 | ​ | 5.64 | %
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total loans | ​ | 4,722,951 | ​ | 100.00 | % | ​ | ​ | 4,339,468 | ​ | 100.00 | %
Deferred fees, net | ​ | (6,822) | ​ | ​ | ​ | ​ | ​ | (6,316) | ​ | ​ | ​
Allowance for credit losses | ​ | (43,052) | ​ | ​ | ​ | ​ | ​ | (38,744) | ​ | ​ | ​
Net loans | $ | 4,673,077 | ​ | ​ | ​ | ​ | $ | 4,294,408 | ​ | ​ | ​

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Included in the above are approximately $418.6 million and $459.6 million in loans to borrowers in the cannabis industry at September 30, 2025 and December 31, 2024, respectively. Of that total, $258.5 million and $321.9 million were direct loans to cannabis companies and were collateralized by real estate at September 30, 2025 and December 31, 2024, respectively.

During the three months ended September 30, 2025 and 2024, the Company purchased approximately $20.3 million and $13.3 million of consumer loan pools, respectively. During the nine months ended September 30, 2025 and 2024, the Company purchased approximately $34.7 million and $32.9 million of consumer loan pools, respectively. The loans purchased during the three and nine months ended September 30, 2025 included loan pools collateralized by automobiles. The loans purchased during the three and nine months ended September 30, 2024 included loan pools collateralized by boats, recreational vehicles and automobiles.

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The outstanding balances of these purchased consumer loan pools, shown net of premium (discount) are as follows as of the dates stated:

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | September 30, 2025
​ | Gross Loan | ​ | Premium (Discount) |  | Net Loan
​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Student loans | $ | 5,733 | ​ | $ | 35 | ​ | $ | 5,768
Boat and RV loans | ​ | 41,517 | ​ | ​ | 937 | ​ | ​ | 42,454
Automobile loans | ​ | 68,307 | ​ | ​ | — | ​ | ​ | 68,307
Solar panel loans | ​ | 50,436 | ​ | ​ | (4,758) | ​ | ​ | 45,678
Home improvement loans | ​ | 37,768 | ​ | ​ | (15) | ​ | ​ | 37,753
Total | $ | 203,761 | ​ | $ | (3,801) | ​ | $ | 199,960

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | December 31, 2024
​ | Gross Loan | ​ | Premium (Discount) |  | Net Loan
​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Student loans | $ | 6,954 | ​ | $ | 42 | ​ | $ | 6,996
Boat and RV loans | ​ | 48,147 | ​ | ​ | 1,136 | ​ | ​ | 49,283
Automobile loans | ​ | 52,092 | ​ | ​ | — | ​ | ​ | 52,092
Solar panel loans | ​ | 55,400 | ​ | ​ | (5,073) | ​ | ​ | 50,327
Home improvement loans | ​ | 44,458 | ​ | ​ | (15) | ​ | ​ | 44,443
Total | $ | 207,051 | ​ | $ | (3,910) | ​ | $ | 203,141

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The carrying value of loans pledged to secure advances from the FHLB were $1.23 billion and $1.24 billion as of September 30, 2025 and December 31, 2024, respectively.

​

The following table presents the aging of the amortized cost of loans receivable by loan category as of the date stated:

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, 2025
​ | ​ | ​ | ​ | ​ | 30-59 | ​ | 60-89 | ​ | 90 Days or | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Current | ​ | Days | ​ | Days | ​ | More Past Due | ​ | ​ | ​ | ​ | Total
​ |  | Loans |  | Past Due |  | Past Due |  | Still Accruing |  | Nonaccrual |  | Loans
​ | ​ | (in thousands)
Real estate loans: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
One-to-four-family residential | ​ | $ | 1,130,365 | ​ | $ | 377 | ​ | $ | 343 | ​ | $ | 171 | ​ | $ | 2,600 | ​ | $ | 1,133,856
Home equity | ​ |  | 137,620 | ​ |  | 187 | ​ |  | — | ​ |  | — | ​ |  | 1,172 | ​ |  | 138,979
Commercial real estate | ​ |  | 1,447,710 | ​ |  | — | ​ |  | — | ​ |  | 1,156 | ​ |  | 809 | ​ |  | 1,449,675
Multi-family residential | ​ | ​ | 430,428 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 430,428
Construction and land development | ​ |  | 655,013 | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | 10 | ​ |  | 655,023
Commercial and industrial | ​ |  | 644,657 | ​ |  | — | ​ |  | 2,388 | ​ |  | — | ​ |  | 4,686 | ​ |  | 651,731
Consumer | ​ |  | 256,767 | ​ |  | 2,792 | ​ |  | 1,620 | ​ |  | — | ​ |  | 2,080 | ​ |  | 263,259
Total | ​ | $ | 4,702,560 | ​ | $ | 3,356 | ​ | $ | 4,351 | ​ | $ | 1,327 | ​ | $ | 11,357 | ​ | $ | 4,722,951

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | December 31, 2024
​ | ​ | ​ | ​ | ​ | 30-59 | ​ | 60-89 | ​ | 90 Days or | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Current | ​ | Days | ​ | Days | ​ | More Past Due | ​ | ​ | ​ | ​ | Total
​ | ​ | Loans |  | Past Due |  | Past Due |  | Still Accruing |  | Nonaccrual |  | Loans
​ | ​ | (in thousands)
Real estate loans: |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |
One-to-four-family residential | ​ | $ | 1,124,762 | ​ | $ | 2,363 | ​ | $ | 736 | ​ | $ | — | ​ | $ | 2,930 | ​ | $ | 1,130,791
Home equity | ​ |  | 122,812 | ​ |  | 100 | ​ |  | 171 | ​ |  | — | ​ |  | 958 | ​ |  | 124,041
Commercial real estate | ​ |  | 1,355,064 | ​ |  | 5,325 | ​ |  | — | ​ |  | — | ​ |  | 3,005 | ​ |  | 1,363,394
Multi-family residential | ​ | ​ | 332,740 | ​ | ​ | 307 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 333,047
Construction and land development | ​ |  | 583,435 | ​ |  | 364 | ​ |  | — | ​ |  | — | ​ |  | 10 | ​ |  | 583,809
Commercial and industrial | ​ |  | 550,353 | ​ |  | 4,907 | ​ |  | 10 | ​ |  | — | ​ |  | 4,558 | ​ |  | 559,828
Consumer | ​ |  | 236,801 | ​ |  | 3,725 | ​ |  | 1,637 | ​ |  | — | ​ |  | 2,395 | ​ |  | 244,558
Total | ​ | $ | 4,305,967 | ​ | $ | 17,091 | ​ | $ | 2,554 | ​ | $ | — | ​ | $ | 13,856 | ​ | $ | 4,339,468

​

The following table presents the amortized cost of nonaccrual loans receivable by loan category as of the dates stated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, 2025 | ​ | December 31, 2024
​ | ​ | Nonaccrual | ​ | Nonaccrual | ​ | Total | ​ | Nonaccrual | ​ | Nonaccrual | ​ | Total
​ | ​ | Loans with | ​ | Loans with | ​ | Nonaccrual | ​ | Loans with | ​ | Loans with | ​ | Nonaccrual
​ |  | No ACL |  | an ACL |  | Loans |  | No ACL |  | an ACL |  | Loans
​ | ​ | (In thousands)
Real estate loans: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
One-to-four-family residential | ​ | $ | 2,600 | ​ | $ | — | ​ | $ | 2,600 | ​ | $ | 2,930 | ​ | $ | — | ​ | $ | 2,930
Home equity | ​ | ​ | 1,172 | ​ | ​ | — | ​ | ​ | 1,172 | ​ | ​ | 958 | ​ | ​ | — | ​ | ​ | 958
Commercial real estate | ​ | ​ | 809 | ​ | ​ | — | ​ | ​ | 809 | ​ | ​ | 3,005 | ​ | ​ | — | ​ | ​ | 3,005
Construction and land development | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10 | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10
Commercial and industrial | ​ | ​ | 562 | ​ | ​ | 4,124 | ​ | ​ | 4,686 | ​ | ​ | 454 | ​ | ​ | 4,104 | ​ | ​ | 4,558
Consumer | ​ | ​ | 2,080 | ​ | ​ | — | ​ | ​ | 2,080 | ​ | ​ | 2,394 | ​ | ​ | 1 | ​ | ​ | 2,395
Total | ​ | $ | 7,233 | ​ | $ | 4,124 | ​ | $ | 11,357 | ​ | $ | 9,751 | ​ | $ | 4,105 | ​ | $ | 13,856

​

During the three and nine months ended September 30, 2025, the Company reversed $82,000 and $288,000 of interest income for loans that were placed on non-accrual respectively. During the three and nine months ended September 30, 2024, the Company reversed $232,000 of interest income for loans that were placed on non-accrual.

​

Credit Quality Information

The Company utilizes a nine-grade internal rating system for all loans, except consumer loans, which are not risk rated, as follows:

​

Loans rated 1-5: Loans in these categories are considered “pass” rated loans with low to average risk.

​

Loans rated 6: Loans in this category are considered “special mention”. These loans are starting to show signs of potential weakness and are being closely monitored by management.

​

Loans rated 7: Loans in this category are considered “substandard”. Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.

​

Loans rated 8: Loans in this category are considered “doubtful”. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable.

​

14

Table of Contents

Loans rated 9: Loans in this category are considered uncollectible (“loss”) and of such little value that their continuance as loans is not warranted.

​

On an annual basis, or more often if needed, the Company reviews the accuracy of risk ratings for commercial real estate, construction and land development loans, and commercial and industrial loans based on various ongoing performance characteristics and supporting information that is provided from time to time by commercial borrowers. Annually, the Company engages an independent third-party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process.

​

The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of September 30, 2025. Also presented are current period gross charge-offs by loan type and vintage year for the three months ended September 30, 2025:

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Term Loans Amortized Cost Basis by Origination Year (in thousands)
​ | ​ | Risk Rating | ​ | 2025 | ​ | 2024 | ​ | 2023 | ​ | 2022 | ​ | 2021 | ​ | Prior | ​ | Revolving Loans | ​ | Total
One-to-Four-Family Residential | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 68,875 | ​ | $ | 101,033 | ​ | $ | 138,257 | ​ | $ | 252,612 | ​ | $ | 231,078 | ​ | $ | 305,439 | ​ | $ | 33,790 | ​ | $ | 1,131,084
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 242 | ​ | ​ | 2,292 | ​ | ​ | 238 | ​ | ​ | 2,772
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 68,875 | ​ | $ | 101,033 | ​ | $ | 138,257 | ​ | $ | 252,612 | ​ | $ | 231,320 | ​ | $ | 307,731 | ​ | $ | 34,028 | ​ | $ | 1,133,856
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Home Equity | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​
Pass | ​ | 1-5 | ​ | $ | — | ​ | $ | — | ​ | $ | 245 | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | 137,562 | ​ | $ | 137,807
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,172 | ​ | ​ | 1,172
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | 245 | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | 138,734 | ​ | $ | 138,979
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial Real Estate | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 181,156 | ​ | $ | 109,979 | ​ | $ | 270,672 | ​ | $ | 278,879 | ​ | $ | 65,442 | ​ | $ | 335,176 | ​ | $ | 66,546 | ​ | $ | 1,307,850
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 81,743 | ​ | ​ | 47,917 | ​ | ​ | 4,443 | ​ | ​ | 4,015 | ​ | ​ | 1,742 | ​ | ​ | 139,860
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,617 | ​ | ​ | — | ​ | ​ | 348 | ​ | ​ | — | ​ | ​ | 1,965
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 181,156 | ​ | $ | 109,979 | ​ | $ | 352,415 | ​ | $ | 328,413 | ​ | $ | 69,885 | ​ | $ | 339,539 | ​ | $ | 68,288 | ​ | $ | 1,449,675
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Multi-Family | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 17,538 | ​ | $ | 6,083 | ​ | $ | 72,966 | ​ | $ | 227,584 | ​ | $ | 18,270 | ​ | $ | 83,784 | ​ | $ | 4,203 | ​ | $ | 430,428
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 17,538 | ​ | $ | 6,083 | ​ | $ | 72,966 | ​ | $ | 227,584 | ​ | $ | 18,270 | ​ | $ | 83,784 | ​ | $ | 4,203 | ​ | $ | 430,428
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Construction and Land Development | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 51,715 | ​ | $ | 195,481 | ​ | $ | 259,138 | ​ | $ | 38,822 | ​ | $ | 16,143 | ​ | $ | 1,326 | ​ | $ | 80,805 | ​ | $ | 643,430
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 11,583 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 11,583
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 51,715 | ​ | $ | 195,481 | ​ | $ | 259,138 | ​ | $ | 50,405 | ​ | $ | 16,143 | ​ | $ | 1,336 | ​ | $ | 80,805 | ​ | $ | 655,023
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

15

Table of Contents

Commercial and Industrial | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 37,675 | ​ | $ | 37,908 | ​ | $ | 62,243 | ​ | $ | 57,156 | ​ | $ | 36,833 | ​ | $ | 19,443 | ​ | $ | 384,128 | ​ | $ | 635,386
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 2,952 | ​ | ​ | 2,627 | ​ | ​ | 946 | ​ | ​ | 625 | ​ | ​ | 7,150
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 11 | ​ | ​ | 123 | ​ | ​ | 12 | ​ | ​ | 4,537 | ​ | ​ | 4,512 | ​ | ​ | 9,195
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 37,675 | ​ | $ | 37,908 | ​ | $ | 62,254 | ​ | $ | 60,231 | ​ | $ | 39,472 | ​ | $ | 24,926 | ​ | $ | 389,265 | ​ | $ | 651,731
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Consumer | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | 51,871 | ​ | ​ | 54,215 | ​ | ​ | 27,225 | ​ | ​ | 56,084 | ​ | ​ | 46,140 | ​ | ​ | 24,611 | ​ | ​ | 3,113 | ​ | ​ | 263,259
Total | ​ | ​ | ​ | $ | 51,871 | ​ | $ | 54,215 | ​ | $ | 27,225 | ​ | $ | 56,084 | ​ | $ | 46,140 | ​ | $ | 24,611 | ​ | $ | 3,113 | ​ | $ | 263,259
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | 22 | ​ | $ | 11 | ​ | $ | 365 | ​ | $ | 214 | ​ | $ | 51 | ​ | $ | 30 | ​ | $ | 693
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Loans | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 356,959 | ​ | $ | 450,484 | ​ | $ | 803,521 | ​ | $ | 855,053 | ​ | $ | 367,766 | ​ | $ | 745,168 | ​ | $ | 707,034 | ​ | $ | 4,285,985
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 81,743 | ​ | ​ | 62,452 | ​ | ​ | 7,070 | ​ | ​ | 4,961 | ​ | ​ | 2,367 | ​ | ​ | 158,593
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 11 | ​ | ​ | 1,740 | ​ | ​ | 254 | ​ | ​ | 7,177 | ​ | ​ | 5,922 | ​ | ​ | 15,104
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | 51,871 | ​ | ​ | 54,215 | ​ | ​ | 27,225 | ​ | ​ | 56,084 | ​ | ​ | 46,140 | ​ | ​ | 24,611 | ​ | ​ | 3,113 | ​ | ​ | 263,259
Total | ​ | ​ | ​ | $ | 408,830 | ​ | $ | 504,699 | ​ | $ | 912,500 | ​ | $ | 975,329 | ​ | $ | 421,230 | ​ | $ | 781,927 | ​ | $ | 718,436 | ​ | $ | 4,722,951
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | 22 | ​ | $ | 11 | ​ | $ | 365 | ​ | $ | 214 | ​ | $ | 51 | ​ | $ | 30 | ​ | $ | 693

​

(1) Consumer loans are not formally risk rated and included $2.1 million of loans on non-accrual as of September 30, 2025.

​

The following table presents the amortized cost of loans receivable by internal risk grade by year of origination as of December 31, 2024. Also presented are current period gross charge-offs by loan type and vintage year for the three months ended December 31, 2024:

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Term Loans Amortized Cost Basis by Origination Year (in thousands)
​ | ​ | Risk Rating | ​ | 2024 | ​ | 2023 | ​ | 2022 | ​ | 2021 | ​ | 2020 | ​ | Prior | ​ | Revolving Loans | ​ | Total
One-to-Four-Family Residential | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 97,895 | ​ | $ | 145,711 | ​ | $ | 266,364 | ​ | $ | 247,799 | ​ | $ | 115,133 | ​ | $ | 224,354 | ​ | $ | 30,227 | ​ | $ | 1,127,483
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 246 | ​ | ​ | — | ​ | ​ | 2,990 | ​ | ​ | 72 | ​ | ​ | 3,308
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 97,895 | ​ | $ | 145,711 | ​ | $ | 266,364 | ​ | $ | 248,045 | ​ | $ | 115,133 | ​ | $ | 227,344 | ​ | $ | 30,299 | ​ | $ | 1,130,791
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Home Equity | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​
Pass | ​ | 1-5 | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | 123,083 | ​ | $ | 123,083
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 958 | ​ | ​ | 958
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | 124,041 | ​ | $ | 124,041
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —

16

Table of Contents

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial Real Estate | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 118,115 | ​ | $ | 409,048 | ​ | $ | 364,384 | ​ | $ | 69,349 | ​ | $ | 97,500 | ​ | $ | 248,749 | ​ | $ | 45,088 | ​ | $ | 1,352,233
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,399 | ​ | ​ | 2,664 | ​ | ​ | 873 | ​ | ​ | 3,220 | ​ | ​ | — | ​ | ​ | 8,156
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 469 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 2,536 | ​ | ​ | — | ​ | ​ | 3,005
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 118,115 | ​ | $ | 409,048 | ​ | $ | 366,252 | ​ | $ | 72,013 | ​ | $ | 98,373 | ​ | $ | 254,505 | ​ | $ | 45,088 | ​ | $ | 1,363,394
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Multi-Family | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 5,138 | ​ | $ | 7,563 | ​ | $ | 212,492 | ​ | $ | 21,791 | ​ | $ | 36,016 | ​ | $ | 50,047 | ​ | $ | — | ​ | $ | 333,047
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 5,138 | ​ | $ | 7,563 | ​ | $ | 212,492 | ​ | $ | 21,791 | ​ | $ | 36,016 | ​ | $ | 50,047 | ​ | $ | — | ​ | $ | 333,047
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Construction and Land Development | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 161,997 | ​ | $ | 284,102 | ​ | $ | 90,512 | ​ | $ | 13,255 | ​ | $ | 9,232 | ​ | $ | 364 | ​ | $ | 24,337 | ​ | $ | 583,799
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 161,997 | ​ | $ | 284,102 | ​ | $ | 90,512 | ​ | $ | 13,255 | ​ | $ | 9,232 | ​ | $ | 374 | ​ | $ | 24,337 | ​ | $ | 583,809
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial and Industrial | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 42,154 | ​ | $ | 64,943 | ​ | $ | 54,435 | ​ | $ | 38,759 | ​ | $ | 6,594 | ​ | $ | 14,468 | ​ | $ | 324,481 | ​ | $ | 545,834
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 531 | ​ | ​ | 2,884 | ​ | ​ | 1,002 | ​ | ​ | — | ​ | ​ | 425 | ​ | ​ | 4,842
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 343 | ​ | ​ | 4,214 | ​ | ​ | 4,595 | ​ | ​ | 9,152
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Total | ​ | ​ | ​ | $ | 42,154 | ​ | $ | 64,943 | ​ | $ | 54,966 | ​ | $ | 41,643 | ​ | $ | 7,939 | ​ | $ | 18,682 | ​ | $ | 329,501 | ​ | $ | 559,828
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Consumer | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | — | ​ | $ | —
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | 67,429 | ​ | ​ | 32,233 | ​ | ​ | 67,018 | ​ | ​ | 49,262 | ​ | ​ | 9,047 | ​ | ​ | 17,145 | ​ | ​ | 2,424 | ​ | ​ | 244,558
Total | ​ | ​ | ​ | $ | 67,429 | ​ | $ | 32,233 | ​ | $ | 67,018 | ​ | $ | 49,262 | ​ | $ | 9,047 | ​ | $ | 17,145 | ​ | $ | 2,424 | ​ | $ | 244,558
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | 136 | ​ | $ | 388 | ​ | $ | 165 | ​ | $ | 100 | ​ | $ | 45 | ​ | $ | 10 | ​ | $ | 844
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Loans | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Grade: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Pass | ​ | 1-5 | ​ | $ | 425,299 | ​ | $ | 911,367 | ​ | $ | 988,187 | ​ | $ | 390,953 | ​ | $ | 264,475 | ​ | $ | 537,982 | ​ | $ | 547,216 | ​ | $ | 4,065,479
Special Mention | ​ | 6 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 1,930 | ​ | ​ | 5,548 | ​ | ​ | 1,875 | ​ | ​ | 3,220 | ​ | ​ | 425 | ​ | ​ | 12,998
Substandard | ​ | 7 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 469 | ​ | ​ | 246 | ​ | ​ | 343 | ​ | ​ | 9,740 | ​ | ​ | 5,625 | ​ | ​ | 16,423
Doubtful | ​ | 8 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 10 | ​ | ​ | — | ​ | ​ | 10
Loss | ​ | 9 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
Loans not formally risk rated (1) | ​ | ​ | ​ | ​ | 67,429 | ​ | ​ | 32,233 | ​ | ​ | 67,018 | ​ | ​ | 49,262 | ​ | ​ | 9,047 | ​ | ​ | 17,145 | ​ | ​ | 2,424 | ​ | ​ | 244,558
Total | ​ | ​ | ​ | $ | 492,728 | ​ | $ | 943,600 | ​ | $ | 1,057,604 | ​ | $ | 446,009 | ​ | $ | 275,740 | ​ | $ | 568,097 | ​ | $ | 555,690 | ​ | $ | 4,339,468
Current period gross charge-offs | ​ | ​ | ​ | $ | — | ​ | $ | 136 | ​ | $ | 388 | ​ | $ | 165 | ​ | $ | 100 | ​ | $ | 45 | ​ | $ | 10 | ​ | $ | 844

​

(1) Consumer loans are not formally risk rated and included $2.4 million of loans on non-accrual as of December 31, 2024.

​

17

Table of Contents

The following table presents an analysis of the change in the ACL by major loan segment for the periods stated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | For the Three Months Ended September 30, 2025
​ | ​ | One-to-Four | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Construction | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Family | ​ | ​ | ​ | ​ | Commercial | ​ | ​ | ​ | and Land | ​ | Commercial and | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Residential |  | Home Equity |  | Real Estate |  | Multi-Family | ​ | Development |  | Industrial |  | Consumer |  | Unallocated |  | Total
​ | ​ | (in thousands)
Balance at June 30, 2025 | ​ | $ | 1,288 | ​ | $ | 91 | ​ | $ | 10,081 | ​ | $ | 538 | ​ | $ | 7,153 | ​ | $ | 14,315 | ​ | $ | 9,135 | ​ | $ | — | ​ | $ | 42,601
Provision for (release of) credit losses | ​ |  | 222 | ​ | ​ | 33 | ​ | ​ | (322) | ​ | ​ | 65 | ​ | ​ | (1,165) | ​ | ​ | 174 | ​ | ​ | 2,034 | ​ |  | — | ​ |  | 1,041
Charge-offs | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | (693) | ​ |  | — | ​ |  | (693)
Recoveries of loans previously charged-off | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | 12 | ​ |  | 91 | ​ |  | — | ​ |  | 103
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance at September 30, 2025 | ​ | $ | 1,510 | ​ | $ | 124 | ​ | $ | 9,759 | ​ | $ | 603 | ​ | $ | 5,988 | ​ | $ | 14,501 | ​ | $ | 10,567 | ​ | $ | — | ​ | $ | 43,052
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | For the Three Months Ended September 30, 2024
​ | ​ | One-to-Four | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Family | ​ | ​ | ​ | ​ | Commercial | ​ | ​ | ​ | ​ | Construction and | ​ | Commercial and | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Residential |  | Home Equity |  | Real Estate |  | Multi-Family | ​ | Land Development |  | Industrial |  | Consumer |  | Unallocated |  | Total
​ | ​ | (in thousands)
Balance at June 30, 2024 | ​ | $ | 1,960 | ​ | $ | 137 | ​ | $ | 7,041 | ​ | $ | 482 | ​ | $ | 6,436 | ​ | $ | 12,457 | ​ | $ | 9,344 | ​ | $ | — | ​ | $ | 37,857
Provision for (release of) credit losses | ​ |  | (789) | ​ | ​ | (72) | ​ | ​ | 5,532 | ​ | ​ | (73) | ​ | ​ | (2,139) | ​ | ​ | (1,238) | ​ | ​ | 3,776 | ​ |  | — | ​ |  | 4,997
Charge offs | ​ |  | — | ​ |  | — | ​ |  | (4,000) | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | (1,305) | ​ |  | — | ​ |  | (5,305)
Recoveries of loans previously charged off | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | 12 | ​ |  | 44 | ​ |  | — | ​ |  | 56
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance at September 30, 2024 | ​ | $ | 1,171 | ​ | $ | 65 | ​ | $ | 8,573 | ​ | $ | 409 | ​ | $ | 4,297 | ​ | $ | 11,231 | ​ | $ | 11,859 | ​ | $ | — | ​ | $ | 37,605
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | For the Nine Months Ended September 30, 2025
​ | ​ | One-to-Four | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Family | ​ | ​ | ​ | ​ | Commercial | ​ | ​ | ​ | ​ | Construction and | ​ | Commercial and | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Residential |  | Home Equity |  | Real Estate |  | Multi-Family | ​ | Land Development |  | Industrial |  | Consumer |  | Unallocated |  | Total
​ | ​ | (in thousands)
Balance at December 31, 2024 | ​ | $ | 1,195 | ​ | $ | 74 | ​ | $ | 9,481 | ​ | $ | 599 | ​ | $ | 4,137 | ​ | $ | 11,174 | ​ | $ | 12,084 | ​ | $ | — | ​ | $ | 38,744
Provision for (release of) credit losses | ​ |  | 315 | ​ | ​ | 50 | ​ | ​ | (645) | ​ | ​ | 4 | ​ | ​ | 1,851 | ​ | ​ | 3,291 | ​ | ​ | 1,366 | ​ |  | — | ​ |  | 6,232
Charge offs | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | (3,441) | ​ |  | — | ​ |  | (3,441)
Recoveries of loans previously charged off | ​ |  | — | ​ |  | — | ​ |  | 923 | ​ |  | — | ​ |  | — | ​ |  | 36 | ​ |  | 558 | ​ |  | — | ​ |  | 1,517
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance at September 30, 2025 | ​ | $ | 1,510 | ​ | $ | 124 | ​ | $ | 9,759 | ​ | $ | 603 | ​ | $ | 5,988 | ​ | $ | 14,501 | ​ | $ | 10,567 | ​ | $ | — | ​ | $ | 43,052
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | For the Nine Months Ended September 30, 2024
​ | ​ | One-to-Four | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Family | ​ | ​ | ​ | ​ | Commercial | ​ | ​ | ​ | ​ | Construction and | ​ | Commercial and | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Residential |  | Home Equity |  | Real Estate |  | Multi-Family | ​ | Land Development |  | Industrial |  | Consumer |  | Unallocated |  | Total
​ | ​ | (in thousands)
Balance at December 31, 2023 | ​ | $ | 1,835 | ​ | $ | 117 | ​ | $ | 5,698 | ​ | $ | 378 | ​ | $ | 7,630 | ​ | $ | 10,878 | ​ | $ | 5,686 | ​ | $ | — | ​ | $ | 32,222
Provision for (release of) credit losses | ​ |  | (664) | ​ | ​ | (52) | ​ | ​ | 6,875 | ​ | ​ | 31 | ​ | ​ | (3,333) | ​ | ​ | 684 | ​ | ​ | 9,775 | ​ | ​ | — | ​ |  | 13,316
Charge offs | ​ |  | — | ​ |  | — | ​ |  | (4,000) | ​ |  | — | ​ |  | — | ​ |  | (391) | ​ |  | (3,800) | ​ |  | — | ​ |  | (8,191)
Recoveries of loans previously charged off | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | — | ​ |  | 60 | ​ |  | 198 | ​ |  | — | ​ |  | 258
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Balance at September 30, 2024 | ​ | $ | 1,171 | ​ | $ | 65 | ​ | $ | 8,573 | ​ | $ | 409 | ​ | $ | 4,297 | ​ | $ | 11,231 | ​ | $ | 11,859 | ​ | $ | — | ​ | $ | 37,605

​

​

​

The following table presents the amortized cost of collateral-dependent loans as of September 30, 2025 and December 31, 2024:

​ | ​ | ​ | ​ | ​ | ​
​ | As of
​ | September 30, 2025 |  | December 31, 2024
​ | (in thousands)
One-to-four-family residential | $ | 2,573 | ​ | $ | 3,112
Home equity | ​ | 1,154 | ​ | ​ | 908
Commercial real estate | ​ | 1,098 | ​ | ​ | 3,005
Construction and land development | ​ | 10 | ​ | ​ | 10
Commercial and industrial | ​ | 9,080 | ​ | ​ | 9,152
Total | $ | 13,915 | ​ | $ | 16,187

​

The Company closely monitors the performance of borrowers experiencing financial difficulty to understand the effectiveness of its loan modification efforts.

​

18

Table of Contents

The following tables present the period end amortized cost basis of loans modified to borrowers experiencing financial difficulty during the periods indicated, disaggregated by class of financing receivable, type of modification granted and the financial effect of the modifications:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended September 30, 2025
​ | ​ | Amortized | ​ | % of Total Class of | ​ | ​
​ |  | Cost Basis |  | Financing Receivable |  | Financial Effect
​ | ​ | (In thousands) | ​ | ​ | ​ | ​ | ​ | ​
Interest rate reduction | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial real estate | ​ | $ | 37,098 | ​ | ​ | 2.0 | % | ​ | Terminated swap, changed interest rate index, reduced spread and added rate floors
Total | ​ | $ | 37,098 | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Nine Months Ended September 30, 2025
​ | ​ | Amortized | ​ | % of Total Class of | ​ | ​
​ |  | Cost Basis |  | Financing Receivable |  | Financial Effect
​ | ​ | (In thousands) | ​ | ​ | ​ | ​ | ​ | ​
Interest rate reduction | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial real estate | ​ | $ | 37,098 | ​ | ​ | 2.0 | % | ​ | Terminated swap, changed interest rate index, reduced spread and added rate floors
Total | ​ | $ | 37,098 | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended September 30, 2024
​ | ​ | Amortized | ​ | % of Total Class of | ​ | ​
​ |  | Cost Basis |  | Financing Receivable |  | Financial Effect
​ | ​ | (In thousands) | ​ | ​ | ​ | ​ | ​ | ​
Term extension and interest rate increase | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial real estate | ​ | $ | 6,200 | ​ | ​ | 0.4 | % | ​ | Resulted in a net charge off of $3.1 million
Total | ​ | $ | 6,200 | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Nine Months Ended September 30, 2024
​ | ​ | Amortized | ​ | % of Total Class of | ​ | ​
​ |  | Cost Basis |  | Financing Receivable |  | Financial Effect
​ | ​ | (In thousands) | ​ | ​ | ​ | ​ | ​ | ​
Term extension and interest rate increase | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Commercial real estate | ​ | $ | 6,200 | ​ | ​ | 0.4 | % | ​ | Resulted in a net charge off of $3.1 million
Total | ​ | $ | 6,200 | ​ | ​ | ​ | ​ | ​ | ​

​

​

​

​

Note 5 – Employee Benefits

401(k) Plan – The Company has an employee tax deferred incentive plan (the “401(k) plan”) under which the Company makes voluntary contributions within certain limitations. All employees who meet specified age and length of service requirements are eligible to participate in the 401(k) plan.

​

The amount contributed by the Company to the 401(k) Plan is included in salaries and employee benefits in the consolidated statements of income. The amounts contributed to the 401(k) plan for the three months ended September 30, 2025 and 2024 were $735,000 and $626,000, respectively, and $2.2 million and $2.0 million for the nine months ended September 30, 2025 and 2024, respectively.

​

Employee Pension Plan – The Company provided pension benefits through a defined benefit plan maintained with the Co-operative Banks Employees Retirement Association (“CBERA”) (the “Plan”). The Plan was a multi-employer plan whereby the contributions by each bank are not restricted to provide benefits to the employees of the contributing bank; therefore, the Company is not required to recognize the funded status of the plan on its consolidated balance sheet and need only accrue for any quarterly contributions due and payable on demand, or any withdrawal liabilities assessed by CBERA if the Company intended to withdraw from the Plan.

​

The Company froze its benefit accruals from the CBERA Plan as of December 31, 2023. The Company withdrew from the Plan in the second quarter of 2024.

​

During the three and nine months ended September 30, 2025, as part of the final liquidation of the employee pension plan, the Company received $739,000 as a result of an overfunding and contributed $480,000, respectively. During the three and nine months ended September 30, 2024, an expense of $390,000 was recorded to reflect the estimated final withdrawal liability from the Plan. The expense was primarily driven by final computations for estimated payouts to participants.

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Officers’ Deferred Compensation Plans – During 2014, the Company put into place an unfunded, defined contribution, Non-qualified Deferred Compensation Plan (“Deferred Comp Plan”) for select employees of the Company. The Officers’ Deferred Comp Plan was provided to key management of the Company and results in 5% - 20% of the employee’s then current base salary being credited to the participant’s account annually, subject to increases in annual base compensation and the possibility of additional discretionary contributions. The employees vest at varying dates in accordance with each individual’s deferred compensation participation agreement; however, all key officers will be fully vested upon the attainment of age 65. The obligations under these plans are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $2.3 million and $2.6 million as of September 30, 2025 and December 31, 2024, respectively. The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $89,000 and $100,000 for the three months ended September 30, 2025 and 2024, respectively, and $266,000 and $299,000 for the nine months ended September 30, 2025 and 2024, respectively.

​

Deferred Compensation Plans – In January 2022, the Company put into place an unfunded Non-qualified Deferred Compensation Plan (“Deferred Comp Plan”) for select employees of the Company. The Deferred Comp Plan was provided to key management of the Company and allows for the employees to defer amounts from their salary, bonus, or Long-Term Incentive Plan (“LTIP”) into the Deferred Comp Plan to be paid out at a future date. Amounts deferred under the Deferred Comp Plan increase in value based upon the growth of the Bank’s tangible capital, with the Compensation Committee holding discretionary authority. The obligations under the Deferred Comp Plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $4.9 million and $878,000 at September 30, 2025 and December 31, 2024, respectively. The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $86,000 and $8,000 for the three months ended September 30, 2025 and 2024, respectively, and $258,000 and $24,000 for the nine months ended September 30, 2025 and 2024, respectively.

​

LTIP – In January 2020, the Company put into place a long-term incentive plan for certain members of its management team where benefits are awarded annually on a discretionary basis and cliff vest after three years. Under this plan, individuals are granted “phantom shares” and benefits are accrued based upon the projected growth of the Bank’s capital. The obligations under this plan are included in accrued retirement liabilities on the Company’s consolidated balance sheets and approximated $7.2 million and $14.6 million as of September 30, 2025 and December 31, 2024, respectively. The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $946,000 and $1.8 million for the three months ended September 30, 2025 and 2024, respectively, and $2.6 million and $5.0 million for the nine months ended September 30, 2025 and 2024, respectively.

​

Director Pension Plan – The Company has a director defined benefit pension plan (“Director Pension Plan”), covering directors who were in service prior to 2023 and have met the plan’s vesting requirements. The Company’s liabilities for the Director Pension Plan are calculated by an independent actuary who uses the “projected unit credit” actuarial method to determine the normal cost and actuarial liability. The liability for the Director Pension Plan amounted to $6.2 million and $5.7 million as of September 30, 2025 and December 31, 2024, respectively, and is recorded on the consolidated balance sheets. The expense under this plan (recorded in salaries and employee benefits in the consolidated statements of income) approximated $162,000 and $181,000 for the three months ended September 30, 2025 and 2024, respectively, and $486,000 and $542,000 for the nine months ended September 30, 2025 and 2024, respectively.

​

The Company records an estimate of net periodic pension cost for the director pension plan to accrued retirement liabilities on the consolidated balance sheet on a quarterly basis. Equity adjustments, to accumulated other comprehensive loss, in conjunction with the pension plan are recorded by the Company annually upon receipt of the independent actuarial report.

​

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Employment and Change in Control Agreements – The Company has entered into an employment agreement with the Chief Executive Officer and has entered into Change in Control Agreements with its Chief Financial Officer and its Chief Operating Officer that renew for one additional year each June 5th, which provide severance payments in the event of the executive’s involuntary or constructive termination of employment, including upon a termination following a change in control as defined in the agreements.

​

Employee Stock Ownership Plan – As part of the Initial Public Offering ("IPO") completed on December 27, 2023, the Bank established a tax-qualified Employee Stock Ownership Plan ("ESOP") to provide eligible employees the opportunity to own Company shares. The ESOP borrowed $47.2 million from the Company to purchase 3,416,458 common shares on the open market. The loan is payable in annual installments over 20 years at an interest rate of 8.50%, which was refinanced to 7.50% during the nine months ended September 30, 2025. As the loan is repaid to the Company, shares are released and allocated proportionally to eligible participants on the basis of each participant’s proportional share of compensation relative to the compensation of all participants. The unallocated ESOP shares are pledged as collateral on the loan.

​

The Company accounts for its ESOP in accordance with FASB ASC 718-40, Compensation – Stock Compensation. Under this guidance, unreleased shares are deducted from shareholders’ equity as unearned ESOP shares on the accompanying consolidated balance sheets.

​

The Company recognizes compensation expense equal to the fair value of the ESOP shares during the periods in which they are committed to be released. To the extent that the fair value of the Company’s ESOP shares differs from the cost of such shares, the difference will be credited or debited to shareholders' equity.

​

As the loan is internally leveraged, the loan receivable from the ESOP to the Company is not reported as an asset nor is the debt of the ESOP shown as a liability on the Company’s consolidated balance sheets. Total compensation expense recognized in connection with the ESOP was $790,000 and $762,000 for the three months ended September 30, 2025 and 2024, respectively. Total compensation expense recognized in connection with the ESOP was $2.4 million and $2.0 million for the nine months ended September 30, 2025 and 2024, respectively. The following table presents share information held by the ESOP:

​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | As of
​ | ​ | September 30, 2025 | ​ | December 31, 2024
​ | ​ | (Dollars in thousands)
Allocated shares | ​ | ​ | 170,823 | ​ | ​ | —
Shares committed to be released | ​ | ​ | 127,766 | ​ | ​ | 170,823
Unallocated shares | ​ | ​ | 3,117,869 | ​ | ​ | 3,245,635
Total shares | ​ | ​ | 3,416,458 | ​ | ​ | 3,416,458
Fair value of unallocated shares | ​ | $ | 55,030 | ​ | $ | 58,616

​

​

​

​

​

​

​

​

​

​

​

​

Stock-Based Compensation – On April 23, 2025, the shareholders of the Company approved the NB Bancorp, Inc. 2025 Equity Incentive Plan (“2025 Plan”). The 2025 Plan provides for the issuance of up to 5,987,802 shares of common stock pursuant to grants of restricted stock awards (“RSAs”), restricted stock units (“RSUs”), non-qualified stock options and incentive stock options, any or all of which can be granted with performance-based vesting conditions. Under the 2025 Plan, 1,708,229 shares may be issued as RSAs or RSUs, including those issued as performance shares and PSUs, and 4,270,573 shares may be issued upon the exercise of stock options. These shares may be awarded from the Company’s authorized but unissued shares. However, the 2025 Plan permits the grant of additional RSAs or RSUs above the aforementioned limit, provided that, for each additional share of RSA or RSU awarded in excess of such limit, the pool of shares available to be issued upon the exercise of stock options will be reduced by three shares.

​

The restricted stock awards are measured based on grant-date fair value, which reflects the 10-day volume-weighted average price of our stock, on the date of the grant. All of the restricted stock awards which have been granted to date vest over five years in equal portions beginning on the first anniversary date of the restricted stock award. During the three months ended September 30, 2025, the Company did no t have any restricted stock activity.

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During the nine months ended September 30, 2025, the Company granted 1,284,525 shares of restricted stock with a weighted-average grant date fair value per share of $16.41. During the three and nine months ended September 30, 2025, the Company recognized $1.1 million and $1.8 million of stock compensation expense, respectively. The Company did not have any restricted stock activity or recognize any stock compensation expense during the three and nine months ended September 30, 2024.

​

​

​

Note 6 – Fair Value Measurements

ASC 820-10, Fair Value Measurement – Overall (“ASC 820-10”), provides a framework for measuring fair value under U.S. GAAP. This guidance also allows the Company the irrevocable option to elect fair value for the initial and subsequent measurement for certain financial assets and liabilities on a contract-by-contract basis.

In accordance with ASC 820-10, the Company groups its financial assets and financial liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.

Level 1 – Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.

Level 2 – Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained from third party pricing services for identical or comparable assets or liabilities.

Level 3 – Valuations for assets and liabilities that are derived from other methodologies, including option pricing models, discounted cash flow models and similar techniques, and are not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets and liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. These valuation methodologies were applied to all of the Company’s financial assets and financial liabilities carried at fair value for September 30, 2025 and December 31, 2024.

​

Available-for-sale securities – Where quoted prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities would include highly liquid government bonds (such as U.S. Treasuries), mortgage products and exchange traded equities. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. Level 2 securities would include U.S. agency securities, mortgage-backed agency securities, obligations of states and political subdivisions, and certain corporate, asset-backed and other securities. In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within Level 3 of the valuation hierarchy.

​

Derivative arrangements – The fair values of derivative arrangements are estimated by the Company using a third-party derivative valuation expert who relies on Level 2 inputs, namely discounted cash flow models to determine a fair value by calculating a settlement termination value with the counterparty.

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Assets measured and reported at estimated fair value on a recurring basis are summarized below:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
September 30, 2025 | ​ | Level 1 | ​ | Level 2 | ​ | Level 3 | ​ | Fair Value
Assets: | ​ | (in thousands)
Available-for-sale debt securities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
U.S. Treasury securities | ​ | $ | 69,023 | ​ | $ | — | ​ | $ | — | ​ | $ | 69,023
U.S. Government agencies | ​ | ​ | — | ​ | ​ | 11,200 | ​ | ​ | — | ​ | ​ | 11,200
Agency mortgage-backed securities | ​ | ​ | — | ​ | ​ | 43,847 | ​ | ​ | — | ​ | ​ | 43,847
Agency collateralized mortgage obligations | ​ | ​ | — | ​ | ​ | 10,950 | ​ | ​ | — | ​ | ​ | 10,950
Corporate bonds | ​ | ​ | — | ​ | ​ | 73,329 | ​ | ​ | 9,315 | ​ | ​ | 82,644
Municipal obligations | ​ | ​ | — | ​ | ​ | 6,488 | ​ | ​ | — | ​ | ​ | 6,488
SBA securities | ​ | ​ | — | ​ | ​ | 6,871 | ​ | ​ | — | ​ | ​ | 6,871
Total available-for-sale debt securities | ​ | $ | 69,023 | ​ | $ | 152,685 | ​ | $ | 9,315 | ​ | $ | 231,023
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Derivative assets | ​ | $ | — | ​ | $ | 24,425 | ​ | $ | — | ​ | $ | 24,425
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Derivative liabilities | ​ | $ | — | ​ | $ | 22,773 | ​ | $ | — | ​ | $ | 22,773

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, 2024 | ​ | Level 1 | ​ | Level 2 | ​ | Level 3 | ​ | Fair Value
Assets: | ​ | (in thousands)
Available-for-sale debt securities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
U.S. Treasury securities | ​ | $ | 69,084 | ​ | $ | — | ​ | $ | — | ​ | $ | 69,084
U.S. Government agencies | ​ | ​ | — | ​ | ​ | 9,007 | ​ | ​ | — | ​ | ​ | 9,007
Agency mortgage-backed securities | ​ | ​ | — | ​ | ​ | 39,184 | ​ | ​ | — | ​ | ​ | 39,184
Agency collateralized mortgage obligations | ​ | ​ | — | ​ | ​ | 10,833 | ​ | ​ | — | ​ | ​ | 10,833
Corporate bonds | ​ | ​ | — | ​ | ​ | 75,147 | ​ | ​ | 8,898 | ​ | ​ | 84,045
Municipal obligations | ​ | ​ | — | ​ | ​ | 9,806 | ​ | ​ | — | ​ | ​ | 9,806
SBA securities | ​ | ​ | — | ​ | ​ | 6,246 | ​ | ​ | — | ​ | ​ | 6,246
Total available-for-sale debt securities | ​ | $ | 69,084 | ​ | $ | 150,223 | ​ | $ | 8,898 | ​ | $ | 228,205
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Derivative assets | ​ | $ | — | ​ | $ | 27,174 | ​ | $ | — | ​ | $ | 27,174
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Derivative liabilities | ​ | $ | — | ​ | $ | 27,177 | ​ | $ | — | ​ | $ | 27,177

​

The Company had no purchases, sales or transfers of level 3 assets during the three and nine months ended September 30, 2025 and 2024. The change in the value of Level 3 assets during the three and nine months ended September 30, 2025 was a direct result of the change in market value of the underlying securities.

The Company may also be required from time to time to measure certain other assets at fair value on a non-recurring basis in accordance with U.S. GAAP. Any adjustments to fair value usually result in write-downs of individual assets.

Collateral-Dependent Loans – Collateral-dependent loans with specific reserves are carried at fair value, which equals the estimated market value of the collateral less estimated costs to sell. Collateral may be in the form of real estate or business assets including equipment, inventory, and accounts receivable. A loan may have multiple types of collateral; however, the majority of the Company’s loan collateral is real estate. The value of real estate collateral is generally determined utilizing a market valuation approach based on an appraisal conducted by an independent, licensed appraiser outside of the Company using observable market data (Level 2). However, if the collateral value is significantly adjusted due to differences in the comparable properties or is discounted by the Company because of lack of marketability, then the fair value is considered Level 3. The value of business equipment is based upon an outside appraisal if deemed significant or the net book value on the applicable borrower’s financial statements if not considered significant.

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Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (Level 3). In limited circumstances, the collateral value for a collateral-dependent loan may be based on the enterprise value of a company.

The enterprise value method involves assessing the borrower’s ability to repay the loan by estimating the total value of its business, including both debt and equity. This approach is typically used where the recoverable value is based on the fair value of the company as a going concern, adjusted for the priority of the Company’s claim. Fair value adjustments are recorded in the period incurred as provision for credit losses in the consolidated statements of income.

The Company had no liabilities measured at fair value on a non-recurring basis.

The following table summarizes assets measured at fair value on a non-recurring basis:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, 2025
​ |  | Level 1 |  | Level 2 |  | Level 3 |  | Fair Value
​ | ​ | (in thousands)
Collateral-dependent loans, net of reserve | ​ | $ | — | ​ | $ | — | ​ | $ | 8,669 | ​ | $ | 8,669

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | December 31, 2024
​ |  | Level 1 |  | Level 2 |  | Level 3 |  | Fair Value
​ | ​ | (in thousands)
Collateral-dependent loans, net of reserve | ​ | $ | — | ​ | $ | — | ​ | $ | 10,951 | ​ | $ | 10,951

​

For Level 3 assets and liabilities measured at fair value on a nonrecurring basis as of September 30, 2025 and December 31, 2024, the significant unobservable inputs used in the fair value measurements were as follows:

​

​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Significant |  | Significant |  |
​ | ​ | Valuation | ​ | Observable | ​ | Unobservable
​ | ​ | Technique | ​ | Inputs | ​ | Inputs
Collateral-dependent loans |  | Appraisal Value / Comparison Sales / Enterprise Value |  | Appraisals and/or sales of comparable properties or financial statements of the business |  | Appraisals discounted 5 to 20% for sales commission and other holding costs; Enterprise value discounts of assets, liabilities and equity

​

ASC Topic 825, Financial Instruments (ASC 825), requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring or non-recurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or non-recurring basis are discussed above.

​

ASC 825 requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. The exit price notion is a market-based measurement of fair value that is represented by the price to sell an asset or transfer a liability in the principal market (or most advantageous market in the absence of a principal market) on the measurement date. As of September 30, 2025 and December 31, 2024, fair values of loans are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors.

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The following tables present the estimated fair values, related carrying amounts, and valuation level of the financial instruments as of the dates stated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, 2025
​ | ​ | Carrying | ​ | Fair | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Amount | ​ | Value | ​ | Level 1 | ​ | Level 2 | ​ | Level 3
​ | ​ | (In thousands)
Financial Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Cash and cash equivalents | ​ | $ | 295,377 | ​ | $ | 295,377 | ​ | $ | 295,377 | ​ | $ | — | ​ | $ | —
Loans receivable, net | ​ | ​ | 4,673,077 | ​ | ​ | 4,613,357 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 4,613,357
Accrued interest receivable | ​ | ​ | 21,074 | ​ | ​ | 21,074 | ​ | ​ | 21,074 | ​ | ​ | — | ​ | ​ | —
FHLB stock | ​ | ​ | 11,541 | ​ | ​ | 11,541 | ​ | ​ | — | ​ | ​ | 11,541 | ​ | ​ | —
FRB stock | ​ | ​ | 12,831 | ​ | ​ | 12,831 | ​ | ​ | — | ​ | ​ | 12,831 | ​ | ​ | —
Non-public investments | ​ | ​ | 20,159 | ​ | ​ | 20,159 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 20,159
BOLI | ​ | ​ | 56,342 | ​ | ​ | 56,342 | ​ | ​ | — | ​ | ​ | 56,342 | ​ | ​ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Financial Liabilities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Deposits, other than time deposits | ​ | $ | 2,418,955 | ​ | $ | 2,418,955 | ​ | $ | 2,418,955 | ​ | $ | — | ​ | $ | —
Time deposits | ​ | ​ | 2,146,709 | ​ | ​ | 2,147,754 | ​ | ​ | — | ​ | ​ | 2,147,754 | ​ | ​ | —
FHLB borrowings | ​ | ​ | 41,453 | ​ | ​ | 41,337 | ​ | ​ | — | ​ | ​ | 41,337 | ​ | ​ | —

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | December 31, 2024
​ | ​ | Carrying | ​ | Fair | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Amount | ​ | Value | ​ | Level 1 | ​ | Level 2 | ​ | Level 3
​ | ​ | (In thousands)
Financial Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Cash and cash equivalents | ​ | $ | 363,855 | ​ | $ | 363,855 | ​ | $ | 363,855 | ​ | $ | — | ​ | $ | —
Loans receivable, net | ​ | ​ | 4,294,408 | ​ | ​ | 4,196,079 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 4,196,079
Accrued interest receivable | ​ | ​ | 19,685 | ​ | ​ | 19,685 | ​ | ​ | 19,685 | ​ | ​ | — | ​ | ​ | —
FHLB stock | ​ | ​ | 6,728 | ​ | ​ | 6,728 | ​ | ​ | — | ​ | ​ | 6,728 | ​ | ​ | —
FRB stock | ​ | ​ | 12,142 | ​ | ​ | 12,142 | ​ | ​ | — | ​ | ​ | 12,142 | ​ | ​ | —
Non-public investments | ​ | ​ | 5,494 | ​ | ​ | 5,494 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 5,494
BOLI | ​ | ​ | 102,785 | ​ | ​ | 102,785 | ​ | ​ | — | ​ | ​ | 102,785 | ​ | ​ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Financial Liabilities: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Deposits, other than time deposits | ​ | $ | 2,214,372 | ​ | $ | 2,214,372 | ​ | $ | 2,214,372 | ​ | $ | — | ​ | $ | —
Time deposits | ​ | ​ | 1,963,280 | ​ | ​ | 1,964,801 | ​ | ​ | — | ​ | ​ | 1,964,801 | ​ | ​ | —
FHLB borrowings | ​ | ​ | 120,835 | ​ | ​ | 120,778 | ​ | ​ | — | ​ | ​ | 120,778 | ​ | ​ | —

​

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Note 7 – Commitments and Contingencies

The Company is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to originate loans, to disburse funds to borrowers on unused construction and land development loans, and to disburse funds on committed but unused lines of credit.

These financial agreements involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The contract amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments.

Commitments to originate loans and disburse additional funds to borrowers on lines of credit are agreements to lend to a customer provided there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.

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The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the borrower.

The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for loan commitments, is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. The commitments to originate loans and lines of credit may expire without being funded or drawn upon; therefore, the total commitment amounts do not necessarily represent future cash requirements.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance by a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. As of September 30, 2025 and December 31, 2024, the maximum potential amount of the Company’s obligation was $5.6 million and $6.0 million, respectively, for standby letters of credit. The Company’s outstanding letters of credit generally have a term of less than one year. If a letter of credit is drawn upon, the Company may seek recourse through the customer’s underlying line of credit. If the customer’s line of credit is also in default, the Company may take possession of the collateral, if any, securing the line of credit.

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Financial instruments whose contract amounts represent off-balance sheet credit risk and are not reflected on the Company’s consolidated balance sheets consist of the following at the dates stated:

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​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | As of
​ | ​ | September 30, 2025 | ​ | December 31, 2024
​ | ​ | (In thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​
Commitments to originate loans | ​ | $ | 22,141 | ​ | $ | 34,050
Unadvanced funds on lines of credit | ​ | ​ | 636,648 | ​ | ​ | 495,796
Unadvanced funds on construction loans | ​ | ​ | 425,944 | ​ | ​ | 416,450
Letters of credit | ​ | ​ | 5,608 | ​ | ​ | 6,043
​ | ​ | $ | 1,090,341 | ​ | $ | 952,339

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The Bank accrues for credit losses related to off-balance sheet financial instruments. Potential losses on off-balance sheet loan commitments are estimated using the same risk factors used to determine the ACL on loans, adjusted for the likelihood that funding will occur. The allowance for off-balance sheet commitments is recorded within other liabilities on the consolidated balance sheets and amounted to $2.7 million and $3.2 million as of September 30, 2025 and December 31, 2024, respectively. For the three months ended September 30, 2025 the Company recorded a provision for credit losses in the allowance for unfunded commitments of $355,000, compared to a release of the allowance for unfunded commitments of $2.4 million for the three months ended September 30, 2024. For the nine months ended September 30, 2025 and 2024, the Company recorded a release of the allowance for unfunded commitments of $517,000 and $2.6 million, respectively.

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​

Note 8 – Derivatives and Hedging Activities

Risk Management Objective of Using Derivatives – The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments.

Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates.

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The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s assets and liabilities.

Interest rate positions – The Company may utilize various interest rate derivatives as hedging instruments against interest rate risk associated with the Company’s borrowings and loan portfolios. An interest rate derivative is an agreement whereby one party agrees to pay a floating rate of interest on a notional principal amount in exchange for receiving a fixed rate of interest on the same notional amount, for a predetermined period of time, from a second party. The amounts relating to the notional principal amount are not actually exchanged.

The following table reflects information about the Company’s derivative positions at the dates indicated below for interest rate swaps which qualify as cash flow hedges for accounting purposes:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
September 30, 2025
​ | ​ | ​ | ​ | ​ | ​ | Weighted Average Rate | ​ | ​ | ​ | ​
​ | Notional | ​ | Weighted Average | ​ | Current Rate | ​ | Current Rate | ​ | ​ | ​
​ | Amount | ​ | Maturity | ​ | Paid | ​ | Received | ​ | ​ | Fair Value
​ | (in thousands) | ​ | (in years) | ​ | ​ | ​ | ​ | ​ | ​ | (in thousands)
Interest rate swaps | $ | 300,000 | ​ | 3.5 | ​ | 4.31 | % | 3.44 | % | ​ | $ | 1,592
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total | $ | 300,000 | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 1,592

​

The maximum length of time over which the Company is currently hedging its exposure to the variability in future cash flows for forecasted transactions related to the payment of variable interest on existing financial instruments is 3 years. Included in the table above is a forward-starting interest rate swap with a notional amount of $150 million, which does not begin exchanging cash flows until Q3 2026 and carries a 3-year term during the swap period.

For derivative instruments that are designated and qualify as cash flow hedging instruments, the effective portion of the gains or losses is reported as a component of other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The Company expects approximately $54,000 (pre-tax) to be reclassified as an increase to net interest income from other comprehensive income related to the Company’s cash flow hedges in the twelve months following September 30, 2025. This reclassification is due to anticipated payments that will be made and/or received on the swaps based upon the forward curve at September 30, 2025. The Company had no hedges in place for the three and nine months ended September 30, 2024.

Non-designated Hedges – Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements and/or the Company has not elected to apply hedge accounting. Changes in the fair value of derivatives not designated in hedging relationships, exclusive of credit valuation adjustments, are recorded directly in earnings.

The Company executes interest rate swaps and cap agreements with commercial banking customers to facilitate its respective risk management strategies. Those interest rate swap and cap agreements are simultaneously hedged by offsetting interest rate swaps and caps that are executed with a third party, such that the Company minimizes its net risk exposure resulting from such transactions.

As of September 30, 2025, the Company had 71 interest rate swap agreements with an aggregate notional amount of $458.7 million compared to 67 interest rate swap agreements with an aggregate notional amount of $429.9 million related to this program as of December 31, 2024.

Risk Participation Agreements – Risk Participation Agreements (“RPAs”) are guarantees issued by the Company to other parties for a fee, whereby the Company agrees to participate in the credit risk of a derivative customer of the other party. Under the terms of these agreements, the “participating bank” receives a fee from the “lead bank” in exchange for the guarantee of reimbursement if the customer defaults on an interest rate swap.

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The interest rate swap is transacted such that any and all exchanges of interest payments (favorable and unfavorable) are made between the lead bank and the customer. In the event that an early termination of the swap occurs, and the customer is unable to make a required close out payment, the participating bank assumes that obligation and is required to make this payment. RPAs where the Company acts as the lead bank are referred to as “participations out,” in reference to the credit risk associated with the customer derivatives being transferred out of the Company. Participations out generally occur concurrently with the sale of new customer derivatives. RPAs where the Company acts as the participating bank are referred to as “participations-in,” in reference to the credit risk associated with the counterparty’s derivatives being assumed by the Company. The Company’s maximum credit exposure is based on its proportionate share of the settlement amount of the referenced interest rate swap. Settlement amounts are generally calculated based on the fair value of the swap plus outstanding accrued interest receivable from the customer. As of September 30, 2025, the Company had 17 RPAs with an aggregate notional amount of $44.7 million related to this program compared to 17 RPAs with an aggregate notional amount of $44.9 million as of December 31, 2024. These RPAs all represent “participations-in” and generally have terms ranging from five to ten years.

​

The table below presents the fair value of the Company’s derivative financial instruments not designated as hedging instruments, as well as their classification on the consolidated balance sheets as of the dates stated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Derivative | ​ | Derivative
​ | ​ | Assets (1) | ​ | Liabilities (2)
September 30, 2025 | ​ | (in thousands)
Derivatives not designated as hedging instruments: | ​ | ​ | ​ | ​ | ​ | ​
Interest rate products | ​ | $ | 22,772 | ​ | $ | 22,771
RPA credit contracts | ​ | ​ | — | ​ | ​ | 2
Total derivatives not designated as hedging instruments | ​ | $ | 22,772 | ​ | $ | 22,773
​ | ​ | ​ | ​ | ​ | ​ | ​
December 31, 2024 | ​ | ​ | ​ | ​ | ​ | ​
Derivatives not designated as hedging instruments: | ​ | ​ | ​ | ​ | ​ | ​
Interest rate products | ​ | $ | 27,174 | ​ | $ | 27,174
RPA credit contracts | ​ | ​ | — | ​ | ​ | 3
Total derivatives not designated as hedging instruments | ​ | $ | 27,174 | ​ | $ | 27,177

(1) | Recorded in prepaid expenses and other assets on the consolidated balance sheets.

(2) | Recorded in accrued expenses and other liabilities on the consolidated balance sheets.

​

Swap contract fees, net of brokerage costs, recognized in earnings on the above noted interest rate products and RPA contracts approximated $208,000 and $375,000 for the three months ended September 30, 2025 and 2024, respectively, and $820,000 and $1.1 million for the nine months ended September 30, 2025 and 2024, respectively.

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults (or is capable of being declared in default) on any of its indebtedness, then the Company could also be declared in default on its derivative obligations, and it could be required to terminate its derivative positions with the counterparty. The Company also has agreements with certain of its derivative counterparties that contain a provision whereby if the counterparty fails to maintain its status as a well-capitalized institution, then the Company could be required to terminate its derivative positions with the counterparty. In order to mitigate counterparty default risk in conjunction with these interest rate products and RPA credit contracts, the Company was required to maintain $9.1 million of collateral deposit accounts with the counterparties to these agreements as of September 30, 2025 and December 31, 2024.

​

Note 9 – Other Comprehensive Income (Loss)

U.S. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income. Although certain changes in assets and liabilities are reported as a separate component of the shareholders' equity section of the consolidated balance sheets, such items, along with net income, are components of comprehensive income (loss).

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The components of other comprehensive income (loss) and related tax effects are as follows for the periods indicated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Three Months Ended
​ |  | September 30, 2025 |  | September 30, 2024
​ | ​ | (In thousands)
​ | ​ | Pre-Tax | ​ | Tax | ​ | After-Tax | ​ | Pre-Tax | ​ | Tax | ​ | After-Tax
​ | ​ | Amount | ​ | Expense | ​ | Amount | ​ | Amount | ​ | (Expense) Benefit | ​ | Amount
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in fair value of available-for-sale securities | ​ | $ | 2,379 | ​ | $ | (599) | ​ | $ | 1,780 | ​ | $ | 7,274 | ​ | $ | (1,957) | ​ | $ | 5,317
Less: Reclassification adjustment for net realized (losses) gains in net income | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (1,868) | ​ | ​ | 542 | ​ | ​ | (1,326)
Net change in fair value of available-for-sale securities | ​ | ​ | 2,379 | ​ | ​ | (599) | ​ | ​ | 1,780 | ​ | ​ | 5,406 | ​ | ​ | (1,415) | ​ | ​ | 3,991
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in fair value of cash flow hedges | ​ | ​ | 1,653 | ​ | ​ | (413) | ​ | ​ | 1,240 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total other comprehensive income (loss) | ​ | $ | 4,032 | ​ | $ | (1,012) | ​ | $ | 3,020 | ​ | $ | 5,406 | ​ | $ | (1,415) | ​ | $ | 3,991

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Nine Months Ended
​ |  | September 30, 2025 |  | September 30, 2024
​ | ​ | (In thousands)
​ | ​ | Pre-Tax | ​ | Tax | ​ | After-Tax | ​ | Pre-Tax | ​ | Tax | ​ | After-Tax
​ | ​ | Amount | ​ | Expense | ​ | Amount | ​ | Amount | ​ | (Expense) Benefit | ​ | Amount
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in fair value of available-for-sale securities | ​ | $ | 5,077 | ​ | $ | (1,272) | ​ | $ | 3,805 | ​ | $ | 8,309 | ​ | $ | (2,231) | ​ | $ | 6,078
Less: Reclassification adjustment for net realized (losses) gains in net income | ​ | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (1,868) | ​ | ​ | 543 | ​ | ​ | (1,325)
Net change in fair value of available-for-sale securities | ​ | ​ | 5,077 | ​ | ​ | (1,272) | ​ | ​ | 3,805 | ​ | ​ | 6,441 | ​ | ​ | (1,688) | ​ | ​ | 4,753
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in fair value of cash flow hedge | ​ | ​ | 1,653 | ​ | ​ | (413) | ​ | ​ | 1,240 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total other comprehensive income (loss) | ​ | $ | 6,730 | ​ | $ | (1,685) | ​ | $ | 5,045 | ​ | $ | 6,441 | ​ | $ | (1,688) | ​ | $ | 4,753

​

The following table presents the components of accumulated other comprehensive loss as of September 30, 2025 and December 31, 2024:

​

​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | As of
​ | ​ | September 30, 2025 | ​ | December 31, 2024
​ | ​ | (In thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​
Net unrealized holding losses on available-for-sale securities, net of tax | ​ | $ | (3,582) | ​ | $ | (7,387)
Net change in fair value of cash flow hedge, net of tax | ​ | ​ | 1,240 | ​ | ​ | —
Unrecognized director pension plan benefits, net of tax | ​ | ​ | (780) | ​ | ​ | (780)
Total accumulated other comprehensive loss | ​ | $ | (3,122) | ​ | $ | (8,167)

​

​

​

Note 10 – Regulatory Capital Requirements

​

The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under regulatory capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

​

​

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The Company operated under the risk-based framework as of September 30, 2025 and December 31, 2024. Under this framework, quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of Total Capital, Tier 1 Capital and Common Equity Tier 1 Capital to Risk-Weighted Assets, and Tier 1 Capital to Total Average Assets (as defined in the regulations).

​

Management believes, as of September 30, 2025 and December 31, 2024, that the Company and the Bank meet all capital adequacy requirements to which each is subject.

​

As of September 30, 2025 and December 31, 2024, the Company and the Bank were categorized as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, the Bank must maintain minimum total risk-based, Tier 1 risk-based, Common Equity Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table below. There are no conditions or events since that notification that management believes have changed the Bank’s or Company’s category.

​

The Bank’s actual capital amounts and ratios are presented in the table as of the date indicated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | To be well capitalized
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | For minimum capital | ​ | ​ | under prompt corrective
​ | ​ | ​ | Actual | ​ | ​ | adequacy purposes | ​ | ​ | action provisions
​ |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio
September 30, 2025 | ​ | ​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Capital | ​ | $ | 699,582 | ​ | 13.9% | ​ | $ | 401,533 | ​ | 8.0% | ​ | $ | 501,917 | ​ | 10.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 653,844 | ​ | 13.0% | ​ | ​ | 301,150 | ​ | 6.0% | ​ | ​ | 401,533 | ​ | 8.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Common Equity Tier I Capital | ​ | ​ | 653,844 | ​ | 13.0% | ​ | ​ | 225,862 | ​ | 4.5% | ​ | ​ | 326,246 | ​ | 6.5%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 653,844 | ​ | 12.6% | ​ | ​ | 207,685 | ​ | 4.0% | ​ | ​ | 259,606 | ​ | 5.0%
(to Total Average Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | To be well capitalized
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | For minimum capital | ​ | ​ | under prompt corrective
​ | ​ | ​ | Actual | ​ | ​ | adequacy purposes | ​ | ​ | action provisions
​ |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio
December 31, 2024 | ​ | ​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Capital | ​ | $ | 656,103 | ​ | 14.1% | ​ | $ | 372,083 | ​ | 8.0% | ​ | $ | 465,104 | ​ | 10.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 614,156 | ​ | 13.2% | ​ | ​ | 279,063 | ​ | 6.0% | ​ | ​ | 372,083 | ​ | 8.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Common Equity Tier I Capital | ​ | ​ | 614,156 | ​ | 13.2% | ​ | ​ | 209,297 | ​ | 4.5% | ​ | ​ | 302,318 | ​ | 6.5%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 614,156 | ​ | 12.5% | ​ | ​ | 196,435 | ​ | 4.0% | ​ | ​ | 245,544 | ​ | 5.0%
(to Total Average Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

​

​

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The Company’s actual consolidated capital amounts and ratios are presented in the table as of the date indicated:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | To be well capitalized
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | For minimum capital | ​ | ​ | under prompt corrective
​ | ​ | ​ | Actual | ​ | ​ | adequacy purposes | ​ | ​ | action provisions
​ |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio
September 30, 2025 | ​ | ​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Capital | ​ | $ | 785,198 | ​ | 15.6% | ​ | $ | 403,006 | ​ | 8.0% | ​ | $ | 503,757 | ​ | 10.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 739,460 | ​ | 14.7% | ​ | ​ | 302,254 | ​ | 6.0% | ​ | ​ | 403,006 | ​ | 8.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Common Equity Tier I Capital | ​ | ​ | 739,460 | ​ | 14.7% | ​ | ​ | 226,691 | ​ | 4.5% | ​ | ​ | 327,442 | ​ | 6.5%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 739,460 | ​ | 14.0% | ​ | ​ | 211,148 | ​ | 4.0% | ​ | ​ | 263,935 | ​ | 5.0%
(to Total Average Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

​

​

​

​

​

​

​

​

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | To be well capitalized
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | For minimum capital | ​ | ​ | under prompt corrective
​ | ​ | ​ | Actual | ​ | ​ | adequacy purposes | ​ | ​ | action provisions
​ |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio |  |  | Amount |  | Ratio
December 31, 2024 | ​ | ​ | (in thousands)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total Capital | ​ | $ | 814,505 | ​ | 17.4% | ​ | $ | 374,650 | ​ | 8.0% | ​ | $ | 468,313 | ​ | 10.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 772,558 | ​ | 16.5% | ​ | ​ | 280,988 | ​ | 6.0% | ​ | ​ | 374,650 | ​ | 8.0%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Common Equity Tier I Capital | ​ | ​ | 772,558 | ​ | 16.5% | ​ | ​ | 210,741 | ​ | 4.5% | ​ | ​ | 304,403 | ​ | 6.5%
(to Risk-Weighted Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Tier 1 Capital | ​ | ​ | 772,558 | ​ | 15.3% | ​ | ​ | 202,436 | ​ | 4.0% | ​ | ​ | 253,045 | ​ | 5.0%
(to Total Average Assets) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

​

​

Note 11 – Earnings Per Share (“EPS”)

​

Basic EPS represents net income available to common shareholders divided by the weighted-average number of common shares outstanding during the period. Diluted EPS have been calculated in a manner similar to that of basic EPS except that the weighted-average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if all potentially dilutive common shares (such as those resulting from the vesting of restricted stock awards) were issued during the period, computed using the treasury stock method. There were 207,251 and 188,733 securities that had a dilutive effect during the three and nine months ended September 30, 2025, respectively. There were no securities that had a dilutive effect during the three and nine months ended September 30, 2024. Unallocated ESOP shares and unallocated restricted stock awards are not deemed outstanding for EPS calculations.

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Three Months Ended | ​ | For the Nine Months Ended
​ | ​ | September 30, | ​ | September 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
​ | ​ | (Dollars in thousands, except per share data)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Net income applicable to common shares | ​ | $ | 15,362 | ​ | $ | 8,383 | ​ | $ | 42,596 | ​ | $ | 26,537
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Average number of common shares outstanding | ​ | ​ | 39,902,365 | ​ | ​ | 42,705,729 | ​ | ​ | 41,099,086 | ​ | ​ | 42,705,729
Less: average unallocated ESOP shares | ​ | ​ | (3,245,635) | ​ | ​ | (3,416,458) | ​ | ​ | (3,245,635) | ​ | ​ | (3,282,515)
Less: average unallocated restricted stock awards | ​ | ​ | (1,284,525) | ​ | ​ | — | ​ | ​ | (752,835) | ​ | ​ | —
Average number of common shares outstanding used to calculate basic EPS | ​ | ​ | 35,372,205 | ​ | ​ | 39,289,271 | ​ | ​ | 37,100,616 | ​ | ​ | 39,423,214
Common stock equivalents | ​ | ​ | 207,251 | ​ | ​ | — | ​ | ​ | 188,733 | ​ | ​ | —
Average number of common shares outstanding used to calculate diluted EPS | ​ | ​ | 35,579,456 | ​ | ​ | 39,289,271 | ​ | ​ | 37,289,349 | ​ | ​ | 39,423,214
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Earnings per common share - basic | ​ | $ | 0.43 | ​ | $ | 0.21 | ​ | $ | 1.15 | ​ | $ | 0.67
Earnings per common share - diluted | ​ | $ | 0.43 | ​ | $ | 0.21 | ​ | $ | 1.14 | ​ | $ | 0.67

​

For the three and nine months ended September 30, 2025 and 2024, there were no anti-dilutive shares.

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Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Management’s discussion and analysis of the financial condition and results of operations at and for the three and nine months ended September 30, 2025 and 2024 is intended to assist in understanding the financial condition and results of operations of the Company. The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto, appearing on Part I, Item 1 of this quarterly report on Form 10-Q.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. These forward-looking statements include, but are not limited to:

| ● | statements of our goals, intentions and expectations;

| ● | statements regarding our business plans, prospects, growth and operating strategies;

| ● | statements regarding the quality of our loan portfolio; and

| ● | estimates of our risks and future costs and benefits.

These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control.

In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

| ● | weakening in the United States economy in general and the regional and local economies within the Company’s market area;

| ● | the effects of inflationary pressures, labor market shortages and/or supply chain issues;

| ● | the instability or volatility in financial markets and unfavorable general business conditions, globally, nationally or regionally, whether caused by geopolitical concerns, recent disruptions in the banking industry, or other factors;

| ● | unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other external events;

| ● | changes in the interest rate environment that reduce our margins and yields, our mortgage banking revenues, the fair value of financial instruments, or our level of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make;

| ● | failure to consummate or a delay in consummating the pending acquisition of Provident Bancorp, Inc. and BankProv, including as a result of any failure to satisfy any of the conditions to the proposed transaction on a timely basis or at all;

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| ● | risks related to the Company’s pending acquisition of Provident Bancorp, Inc. and BankProv and acquisitions generally, including disruptions to current plans and operations; difficulties in customer and employee retention; fees, expenses and charges related to these transactions being significantly higher than anticipated; unforeseen integration issues or impairment of goodwill and/or other intangibles; and the Company’s inability to achieve expected revenues, cost savings, synergies, and other benefits at levels or within the timeframes originally anticipated;

| ● | changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for credit losses on loans;

| ● | the effect of any change in federal government enforcement of federal laws affecting the cannabis industry;

| ● | changes in liquidity, including the size and composition of our deposit portfolio, including the percentage of uninsured deposits in the portfolio;

| ● | our ability to access cost-effective funding;

| ● | fluctuations in real estate values and both residential and commercial real estate market conditions;

| ● | demand for loans and deposits in our market area;

| ● | our ability to implement and change our business strategies;

| ● | competition among depository and other financial institutions;

| ● | adverse changes in the securities or secondary mortgage markets;

| ● | changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees, capital requirements and insurance premiums;

| ● | changes in the quality or composition of our loan or investment portfolios;

| ● | technological changes that may be more difficult or expensive than expected;

| ● | the inability of third-party providers to perform as expected;

| ● | a failure or breach of our operational or security systems or infrastructure, including cyberattacks;

| ● | our ability to manage market risk, interest rate risk, credit risk, compliance risk, and operational risk;

| ● | our ability to enter new markets successfully and capitalize on growth opportunities;

| ● | changes in consumer spending, borrowing and savings habits;

​

| ● | changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;

| ● | our ability to attract and retain key employees; and

| ● | changes in the financial condition, results of operations or future prospects of issuers of securities that we own.

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.

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Critical Accounting Policies

There are no material changes to the critical accounting policies disclosed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 7, 2025.

Non-GAAP Financial Measures

​

In addition to results presented in accordance with U.S. GAAP, this quarterly report on Form 10-Q contains certain non-GAAP financial measures, including operating net income, operating noninterest expense, operating noninterest income, operating earnings per share, basic, operating earnings per share, diluted, operating return on average assets, operating return on average shareholders’ equity, operating efficiency ratio, tangible shareholders’ equity, tangible assets, tangible book value per share, and efficiency ratio. The Company’s management believes that the supplemental non-GAAP information is utilized by regulators and market analysts to evaluate a Company’s financial condition and therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results determined in accordance with U.S. GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NB BANCORP, INC. | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
NON-GAAP RECONCILIATION | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
(Unaudited) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
(Dollars in thousands) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | For the Three Months Ended | ​ | For the Nine Months Ended
​ | September 30, 2025 | ​ | September 30, 2024 | ​ | September 30, 2025 | ​ | September 30, 2024
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Net income (GAAP) | $ | 15,362 | ​ | $ | 8,383 | ​ | $ | 42,596 | ​ | $ | 26,537
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Add (Subtract): | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Adjustments to net income: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Defined benefit pension termination expense (refund) | ​ | (739) | ​ | ​ | - | ​ | ​ | 480 | ​ | ​ | -
State tax expense - voluntary disclosure agreements | ​ | 561 | ​ | ​ | - | ​ | ​ | 561 | ​ | ​ | -
Income tax expense on solar tax credit investment basis reduction | ​ | - | ​ | ​ | 2,503 | ​ | ​ | - | ​ | ​ | 2,503
BOLI surrender tax and modified endowment contract penalty | ​ | - | ​ | ​ | 1,552 | ​ | ​ | 218 | ​ | ​ | 1,552
Losses on sales of securities available for sale, net | ​ | - | ​ | ​ | 1,868 | ​ | ​ | - | ​ | ​ | 1,868
Merger and acquisition expenses | ​ | 994 | ​ | ​ | - | ​ | ​ | 1,525 | ​ | ​ | -
Adjustment for adoption of ASU 2023-02 | ​ | - | ​ | ​ | (913) | ​ | ​ | - | ​ | ​ | -
Total adjustments to net income | $ | 816 | ​ | $ | 5,010 | ​ | $ | 2,784 | ​ | $ | 5,923
Less net tax benefit associated with pre-tax non-GAAP adjustments to net income | ​ | 176 | ​ | ​ | 277 | ​ | ​ | 639 | ​ | ​ | 542
Non-GAAP adjustments, net of tax | ​ | 640 | ​ | ​ | 4,733 | ​ | ​ | 2,145 | ​ | ​ | 5,381
Operating net income (non-GAAP) | $ | 16,002 | ​ | $ | 13,116 | ​ | $ | 44,741 | ​ | $ | 31,918
Weighted average common shares outstanding, basic | ​ | 35,372,205 | ​ | ​ | 39,289,271 | ​ | ​ | 37,100,616 | ​ | ​ | 39,423,214
Weighted average common shares outstanding, diluted | ​ | 35,579,456 | ​ | ​ | 39,289,271 | ​ | ​ | 37,289,349 | ​ | ​ | 39,423,214
Operating earnings per share, basic (non-GAAP) | ​ | 0.45 | ​ | ​ | 0.33 | ​ | ​ | 1.21 | ​ | ​ | 0.81
Operating earnings per share, diluted (non-GAAP) | ​ | 0.45 | ​ | ​ | 0.33 | ​ | ​ | 1.20 | ​ | ​ | 0.81
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Noninterest expense (GAAP) | $ | 30,368 | ​ | $ | 24,586 | ​ | $ | 88,333 | ​ | $ | 76,367
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Subtract (Add): | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Noninterest expense components: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Defined benefit pension termination refund | ​ | (739) | ​ | ​ | - | ​ | ​ | 480 | ​ | ​ | -
Merger and acquisition expenses | ​ | 994 | ​ | ​ | - | ​ | ​ | 1,525 | ​ | ​ | -
Adjustment for adoption of ASU 2023-02 | ​ | - | ​ | ​ | (913) | ​ | ​ | - | ​ | ​ | -
Total impact of non-GAAP noninterest expense adjustments | $ | 255 | ​ | $ | (913) | ​ | $ | 2,005 | ​ | $ | -
Noninterest expense on an operating basis (non-GAAP) | $ | 30,113 | ​ | $ | 25,499 | ​ | $ | 86,328 | ​ | $ | 76,367
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​

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​ | For the Three Months Ended | ​ | For the Nine Months Ended
​ | September 30, 2025 | ​ | September 30, 2024 | ​ | September 30, 2025 | ​ | September 30, 2024
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Noninterest income (GAAP) | $ | 3,551 | ​ | $ | 1,265 | ​ | $ | 11,591 | ​ | $ | 7,750
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Subtract (Add): | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Noninterest income components: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Losses on sales of securities available for sale, net | ​ | - | ​ | ​ | (1,868) | ​ | ​ | - | ​ | ​ | (1,868)
Total impact of non-GAAP noninterest income adjustments | $ | - | ​ | $ | (1,868) | ​ | $ | - | ​ | $ | (1,868)
Noninterest income on an operating basis (non-GAAP) | $ | 3,551 | ​ | $ | 3,133 | ​ | $ | 11,591 | ​ | $ | 9,618
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Operating net income (non-GAAP) | $ | 16,002 | ​ | $ | 13,116 | ​ | $ | 44,741 | ​ | $ | 31,918
Average assets | ​ | 5,272,435 | ​ | ​ | 4,890,053 | ​ | ​ | 5,199,473 | ​ | ​ | 4,697,038
Operating return on average assets (non-GAAP) | ​ | 1.20% | ​ | ​ | 1.07% | ​ | ​ | 1.15% | ​ | ​ | 0.91%
Average shareholders’ equity | $ | 729,979 | ​ | $ | 754,609 | ​ | $ | 744,230 | ​ | $ | 743,251
Operating return on average shareholders' equity (non-GAAP) | ​ | 8.70% | ​ | ​ | 6.91% | ​ | ​ | 8.04% | ​ | ​ | 5.74%
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Noninterest expense on an operating basis (non-GAAP) | $ | 30,113 | ​ | $ | 25,499 | ​ | $ | 86,328 | ​ | $ | 76,367
Total revenue (net interest income plus total noninterest income) (non-GAAP) | ​ | 51,726 | ​ | ​ | 44,457 | ​ | ​ | 150,298 | ​ | ​ | 128,296
Operating efficiency ratio (non-GAAP) | ​ | 58.22% | ​ | ​ | 57.36% | ​ | ​ | 57.44% | ​ | ​ | 59.52%
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Income tax expense (GAAP) | $ | 4,600 | ​ | $ | 6,997 | ​ | $ | 13,654 | ​ | $ | 12,805
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Subtract (Add): | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
State tax expense - voluntary disclosure agreements | ​ | 561 | ​ | ​ | - | ​ | ​ | 561 | ​ | ​ | -
Income tax expense on solar tax credit investment basis reduction | ​ | - | ​ | ​ | 2,503 | ​ | ​ | - | ​ | ​ | 2,503
BOLI surrender tax and modified endowment contract penalty | ​ | - | ​ | ​ | 1,552 | ​ | ​ | 218 | ​ | ​ | 1,552
Total impact of non-GAAP income tax expense adjustments | $ | 561 | ​ | $ | 4,055 | ​ | ​ | 779 | ​ | $ | 4,055
Income tax expense on an operating basis (non-GAAP) | $ | 4,039 | ​ | $ | 2,942 | ​ | ​ | 12,875 | ​ | $ | 8,750
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Operating effective tax rate (non-GAAP) | ​ | 20.2% | ​ | ​ | 19.1% | ​ | ​ | 22.9% | ​ | ​ | 22.2%
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | As of
​ | ​ | ​ | ​ | ​ | ​ | ​ | September 30, 2025 | ​ | September 30, 2024
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total shareholders’ equity (GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | $ | 737,034 | ​ | $ | 747,449
Subtract: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Intangible assets (core deposit intangible) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 967 | ​ | ​ | 1,116
Total tangible shareholders’ equity (non-GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 736,067 | ​ | ​ | 746,333
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total assets (GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | $ | 5,442,390 | ​ | $ | 5,002,394
Subtract: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Intangible assets (core deposit intangible) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 967 | ​ | ​ | 1,116
Total tangible assets (non-GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | $ | 5,441,423 | ​ | $ | 5,001,278
Tangible shareholders' equity / tangible assets (non-GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 13.53% | ​ | ​ | 14.92%
Total common shares outstanding | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 39,826,446 | ​ | ​ | 42,705,729
Tangible book value per share (non-GAAP) | ​ | ​ | ​ | ​ | ​ | ​ | $ | 18.48 | ​ | $ | 17.48

​

Comparison of Financial Condition as of September 30, 2025 and December 31, 2024

Total Assets. Total assets increased $284.7 million, or 5.5%, to $5.44 billion as of September 30, 2025 from $5.16 billion as of December 31, 2024. The increase was primarily driven by increases in net loans and non-public investments, offset partially by decreases in cash and cash equivalents and BOLI.

Cash and Cash Equivalents. Cash and cash equivalents decreased $68.5 million, or 18.8%, to $295.4 million as of September 30, 2025 from $363.9 million as of December 31, 2024. The decrease in cash and cash equivalents was primarily a result of increased loan originations and the repurchase of 4,163,808 shares during the nine months ended September 30, 2025.

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Securities Available for Sale. Securities available for sale increased $2.8 million, or 1.2%, to $231.0 million as of September 30, 2025 from $228.2 million as of December 31, 2024 due to purchases of government agency debt securities and mortgage-backed securities.

Loans. Net loans increased $378.7 million, or 8.8%, to $4.67 billion as of September 30, 2025 from $4.29 billion as of December 31, 2024. The increase resulted primarily from increases in: multi-family residential loans, which increased $97.4 million, or 29.2%, commercial and industrial loans, which increased $91.9 million, or 16.4%, commercial real estate loans, which increased $86.3 million, or 6.3%, construction and land development loans, which increased $71.2 million, or 12.2%, consumer loans, which increased $18.7 million, or 7.6%, and total residential real estate loans, which increased $18.0 million, or 1.4%. The increase in our loan portfolio reflects our strategy to prudently grow the balance sheet by continuing to diversify into higher-yielding loans to improve net margins and manage interest rate risk.

​

The Company had approximately $418.6 million and $459.6 million in loans to borrowers in the cannabis industry at September 30, 2025 and December 31, 2024, respectively. Of that total, $258.5 million and $321.9 million were direct loans to cannabis companies and were collateralized by real estate at September 30, 2025 and December 31, 2024, respectively.

​

Non-Public Investments. Non-public investments consist primarily of equity investments and FHLB and FRB stock holdings. These assets increased $20.2 million, or 82.8%, to $44.5 million as of September 30, 2025 from $24.4 million as of December 31, 2024. The increase resulted primarily from two new solar tax credit equity investments of $10.9 million, as well as increases in FHLB stock and FRB stock holdings of $4.8 million and $689,000, respectively.

BOLI. During the nine months ended September 30, 2025, the Company received proceeds on surrendered BOLI policies of $48.8 million, resulting in a decrease of $46.4 million, or 45.2%, in BOLI from December 31, 2024. The Company surrendered BOLI policies in September 2024, which allowed the insurance carriers a period of time to pay out the proceeds, resulting in the Company carrying higher BOLI balances prior to the receipt of the proceeds from the surrender. During the three and nine months ended September 30, 2025, the Company recorded an increase in the cash surrender value of the BOLI policies of $631,000 and $2.4 million, respectively, compared to an increase in the cash surrender value of the BOLI policies of $414,000 and $1.2 million, respectively, during the three and nine months ended September 30, 2024.

Deposits. Deposits increased $388.0 million, or 9.3%, to $4.57 billion as of September 30, 2025 from $4.18 billion as of December 31, 2024. Core deposits (which we define as all deposits including certificates of deposit, other than brokered deposits) increased $309.1 million, or 8.0%, to $4.18 billion as of September 30, 2025 from $3.87 billion as of December 31, 2024. The increase in deposits was the result of growth in customer deposits, primarily money market accounts, which increased $212.8 million, or 21.3%, customer time deposits, which increased $104.5 million, or 6.3%, and savings accounts, which increased $11.8 million, or 10.8%, from December 31, 2024; partially offset by a decrease in non-interest bearing demand deposits of $15.9 million, or 2.6%. Additionally, brokered deposits increased $78.9 million, or 25.5%, due to lower utilization of FHLB borrowings to fund loan growth.

​

The Company had $466.8 million and $395.2 million in deposits from the cannabis industry as of September 30, 2025 and December 31, 2024, respectively.

​

FHLB Borrowings. FHLB borrowings decreased $79.4 million, or 65.7%, to $41.5 million as of September 30, 2025 from $120.8 million as of December 31, 2024. The decrease in FHLB borrowings was the result of overall deposit growth.

​

Shareholders’ Equity. Total shareholders’ equity decreased $28.1 million, or 3.7%, to $737.0 million as of September 30, 2025 from $765.2 million as of December 31, 2024, primarily due to the $74.7 million, or 17.9%, decrease in additional paid-in capital resulting from the completion of two share repurchase programs and dividends paid of $2.8 million, partially offset by net income of $42.6 million and a decrease of $5.0 million, or 61.8%, in accumulated other comprehensive loss during the nine months ended September 30, 2025.

​

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Comparison of Operating Results for the Three Months Ended September 30, 2025 and 2024

​

Net Income. Net income was $15.4 million for the quarter ended September 30, 2025, compared to net income of $8.4 million for the quarter ended September 30, 2024, an increase of approximately $7.0 million, or 83.3%. An increase of $6.9 million, or 16.6%, in net interest income, a $2.3 million, or 180.7%, increase in noninterest income, a $2.4 million, or 34.3%, decrease in income tax expense and a $1.2 million, or 46.8%, decrease in the provision for credit losses was partially offset by a $5.8 million, or 23.5%, increase in noninterest expense.

​

Operating net income, excluding one-time charges, amounted to $16.0 million, or $0.45 per basic and diluted share, for the quarter ended September 30, 2025, compared to operating net income, excluding one-time charges, of $13.1 million, or $0.33 per basic and diluted share, for the quarter ended September 30, 2024, an increase of $2.9 million, or 22.0%. The material one-time pre-tax amounts for the three months ended September 30, 2025 were:

​

| ● | Merger and acquisition costs of $994,000 related to the Company’s pending acquisition of Provident Bancorp Inc. and BankProv; and

| ● | State voluntary disclosure agreement tax expenses of $561,000 for new state income tax expenses; partially offset by

| ● | Defined benefit pension termination refund of $739,000.

​

Compared to the material one-time pre-tax amounts for the three months ended September 30, 2024, which included:

​

| ● | Tax expense related to a basis write-down of solar income tax credits of $2.5 million;

| ● | Loss on sale of available-for-sale securities amounting to $1.9 million; and

| ● | Tax expense and a managed endowment contract penalty related to the surrender of BOLI policies of $1.6 million; partially offset by

| ● | Reversal of previously recognized amortization related to solar income tax credit investments during the first nine months of the year, amounting to $913,000.

​

Interest and Dividend Income. Interest and dividend income increased $5.7 million, or 7.5%, to $81.7 million for the quarter ended September 30, 2025 from $76.0 million for the quarter ended September 30, 2024, primarily due to a $6.8 million, or 9.7%, increase in interest and fees on loans. The increase in interest and fees on loans was primarily due to an increase of $424.3 million, or 10.1%, in the average balance of the loan portfolio to $4.61 billion for the quarter ended September 30, 2025 from $4.19 billion for the quarter ended September 30, 2024, reflecting the growth of our commercial and construction loan portfolios. The increase in interest and fees on loans was partially offset by an $87.5 million decrease in the average balance of short-term investments to $176.9 million for the quarter ended September 30, 2025 from $264.4 million for the quarter ended September 30, 2024, driven by the reduction in cash from the share repurchase plans.

​

Average interest-earning assets increased $375.0 million, or 8.0%, to $5.06 billion for the quarter ended September 30, 2025 from $4.68 billion for the quarter ended September 30, 2024. The yield on interest-earning assets decreased 5 basis points to 6.41% for the quarter ended September 30, 2025 from 6.46% for the quarter ended September 30, 2024.

​

Interest Expense. Total interest expense decreased $1.2 million, or 3.4%, to $33.5 million for the quarter ended September 30, 2025 from $34.7 million for the quarter ended September 30, 2024.

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Interest expense on deposits decreased $2.3 million, or 7.0%, to $31.3 million for the quarter ended September 30, 2025 from $33.6 million for the quarter ended September 30, 2024, primarily from a reduction in the weighted-average rate on certificates of deposit and individual retirement accounts of 84 basis points to 4.18% for the quarter ended September 30, 2025 from 5.02% for the quarter ended September 30, 2024, a decrease in the weighted average rate on money market accounts of 20 basis points to 3.32% for the quarter ended September 30, 2025 from 3.52% for the quarter ended September 30, 2024, a decrease in the average balance of certificates of deposits and individual retirement accounts of $7.3 million, or 0.4%, to $1.93 billion for the quarter ended September 30, 2025 from $1.94 billion for the quarter ended September 30, 2024 and a decrease in the average balance of NOW accounts of $6.9 million, or 1.5%, to $468 million for the quarter ended September 30, 2025 from $475 million for the quarter ended September 30, 2024, offset by an increase in the average balance of money market accounts of $242.3 million, or 27.6%, to $1.12 billion for the quarter ended September 30, 2025 from $877.2 million for the quarter ended September 30, 2024. Interest expense on borrowings increased $1.2 million, or 109.9%, to $2.2 million for the quarter ended September 30, 2025 from $1.1 million for the quarter ended September 30, 2024 primarily from the increase in the average balance of FHLB advances of $114.7 million, or 134.7%, to $199.9 million for the quarter ended September 30, 2025 from $85.2 million for the quarter ended September 30, 2024 due to the decreased utilization of FHLB borrowings due to overall deposit growth.

​

Net Interest Income. Net interest income increased $6.9 million, or 16.6%, to $48.2 million for the quarter ended September 30, 2025 from $41.3 million for the quarter ended September 30, 2024, primarily due to a $375.0 million, or 8.0%, increase in the average balance of interest-earning assets to $5.06 billion for the quarter ended September 30, 2025 from $4.68 billion for the quarter ended September 30, 2024 and a decrease in the weighted average rate on interest-bearing liabilities of 49 basis points from 3.95% for the quarter ended September 30, 2024 to 3.46% for the quarter ended September 30, 2025. These increases were partially offset by an increase in the average balance of interest-bearing liabilities of $352.1 million, or 10.1%, to $3.84 billion at September 30, 2025 from $3.49 billion at September 30, 2024.

​

Provision for Credit Losses. Based on management’s analysis of the adequacy of the ACL, a provision of $1.4 million was recorded for the quarter ended September 30, 2025, of which $1.0 million related to the provision for credit losses on loans, compared to a provision of $2.6 million for the quarter ended September 30, 2024, which included a $5.0 million provision for credit losses on loans. The provision for credit losses on unfunded commitments increased $2.7 million, or 115.0%, for the quarter ended September 30, 2025 primarily driven by an increase in the balance of unfunded commitments during the quarter ended September 30, 2025. The decrease of $1.2 million, or 46.8%, in the total provision for credit losses was primarily driven by construction and development loans transitioning to permanent financing in multi-family residential loans, which carry lower reserve rates, during the three months ended September 30, 2025.

Noninterest Income. Noninterest income increased $2.3 million, or 180.7%, to $3.6 million for the quarter ended September 30, 2025 from $1.3 million for the quarter ended September 30, 2024. The increase resulted primarily from a $1.9 million loss earn back trade on securities available for sale executed during the quarter ended September 30, 2024 and a $535,000 increase in customer service fees during the quarter ended September 30, 2025.

​

The table below sets forth our noninterest income for the quarters ended September 30, 2025 and 2024:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, | ​ | Change
​ | ​ | 2025 | ​ | 2024 | ​ | Amount | ​ | Percent
​ | ​ | (Dollars in thousands)
Customer service fees | ​ | $ | 2,498 | ​ | $ | 1,963 | ​ | $ | 535 | ​ | 27.25%
Loss on sale of available-for-sale securities, net | ​ | ​ | - | ​ | ​ | (1,868) | ​ | ​ | 1,868 | ​ | (100.00)%
Increase in cash surrender value of BOLI | ​ | ​ | 631 | ​ | ​ | 414 | ​ | ​ | 217 | ​ | 52.42%
Mortgage banking income | ​ | ​ | 193 | ​ | ​ | 367 | ​ | ​ | (174) | ​ | (47.41)%
Swap contract income | ​ | ​ | 208 | ​ | ​ | 375 | ​ | ​ | (167) | ​ | (44.53)%
Other income | ​ | ​ | 21 | ​ | ​ | 14 | ​ | ​ | 7 | ​ | 50.00%
Total noninterest income | ​ | $ | 3,551 | ​ | $ | 1,265 | ​ | $ | 2,286 | ​ | 180.71%

​

Noninterest Expense. Noninterest expense increased $5.8 million, or 23.5%, to $30.4 million for the quarter ended September 30, 2025 from $24.6 million for the quarter ended September 30, 2024.

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Salaries and employee benefit expenses increased $1.4 million, or 8.4%, resulting primarily from a $1.4 million increase in employee compensation, a $375,000 increase in medical and dental benefits and a $325,000 increase in payroll taxes, all due to headcount increases related to the Company’s continued growth, a $352,000 increase in stock-based compensation as a result of the grants made during the prior quarter and a $294,000 increase in bonus expense as a result of the Company’s performance; partially offset by an $854,000 decrease in LTIP expenses resulting from reduced balances in the LTIP and a $739,000 reduction in pension expenses due to the final liquidation refund during the quarter ended September 30, 2025. General and administrative expenses increased $1.4 million, or 1,174.8%, as a result of the election of the proportional amortization method of accounting for solar income tax credit investments during the quarter ended September 30, 2024, which resulted in a $1.0 million increase in depreciation and income on solar income tax credit investments during the quarter ended September 30, 2025. Merger and acquisition expenses increased $994,000 from $0 resulting from the announcement of the Provident Bancorp, Inc. and BankProv acquisition during the prior quarter. Director and professional service fees increased $925,000, or 46.4%, primarily driven by $709,000 in stock compensation to directors related to grants made during the prior quarter, a $144,000 increase in Director’s fee expenses and a $112,000 increase in legal expenses. Data processing expenses increased $685,000, or 30.8%, primarily from the continued investment in the Company’s technology resulting in the increase in management information system expenses of $287,000, electronic banking expenses of $262,000 and general servicing systems of $141,000 during the quarter ended September 30, 2025.

​

The table below sets forth our noninterest expense for the quarters ended September 30, 2025 and 2024:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, | ​ | Change
​ | ​ | 2025 | ​ | 2024 | ​ | Amount | ​ | Percent
​ | ​ | (Dollars in thousands)
Salaries and employee benefits | ​ | $ | 18,641 | ​ | $ | 17,202 | ​ | $ | 1,439 | ​ | 8.37%
Data processing expenses | ​ | ​ | 2,911 | ​ | ​ | 2,226 | ​ | ​ | 685 | ​ | 30.77%
Director and professional service fees | ​ | ​ | 2,920 | ​ | ​ | 1,995 | ​ | ​ | 925 | ​ | 46.37%
Occupancy and equipment expenses | ​ | ​ | 1,559 | ​ | ​ | 1,394 | ​ | ​ | 165 | ​ | 11.84%
Marketing and charitable contribution expenses | ​ | ​ | 949 | ​ | ​ | 842 | ​ | ​ | 107 | ​ | 12.71%
FDIC and state insurance assessments | ​ | ​ | 928 | ​ | ​ | 812 | ​ | ​ | 116 | ​ | 14.29%
Merger and acquisition expenses | ​ | ​ | 994 | ​ | ​ | - | ​ | ​ | 994 | ​ | 100.00%
General and administrative expenses | ​ | ​ | 1,466 | ​ | ​ | 115 | ​ | ​ | 1,351 | ​ | 1174.78%
Total noninterest expense | ​ | $ | 30,368 | ​ | $ | 24,586 | ​ | $ | 5,782 | ​ | 23.52%

​

Income Tax Expense. Income tax expense decreased $2.4 million, or 34.3%, to $4.6 million for the quarter ended September 30, 2025 from $7.0 million for the quarter ended September 30, 2024. The effective tax rate was 23.0% and 45.5% for the quarter ended September 30, 2025 and 2024, respectively. The decrease in tax expense was the result of higher income tax expense incurred on solar income tax credit investments during the quarter ended September 30, 2024 compared to September 30, 2025. Excluding one-time charges, the operating effective tax rate for the quarter ended September 30, 2025 and 2024 would have been 20.2% and 19.1%, respectively.

​

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Table of Contents

Average Balances and Yields. The following table sets forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. Non-accrual loans were included in the computation of average balances. All average balances are daily average balances. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense; such fees, discounts and premiums were not material for the periods presented.

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Three Months Ended | ​
​ | ​ | September 30, 2025 | ​ | September 30, 2024 | ​
​ |  | Average |  | ​ | ​ |  | ​ |  | Average |  | ​ | ​ |  | ​ | ​
​ | ​ | Outstanding | ​ | ​ | ​ | ​ | Average | ​ | Outstanding | ​ | ​ | ​ | ​ | Average | ​
​ | ​ | Balance | ​ | Interest | ​ | Yield/Rate (4) | ​ | Balance | ​ | Interest | ​ | Yield/Rate (4) | ​
Interest-earning assets: |  | ​ |  |  | ​ |  |  | ​ |  | ​ |  |  | ​ |  |  |  | ​
Loans | ​ | $ | 4,612,837 | ​ | $ | 77,365 |  | 6.65 | % | $ | 4,188,504 | ​ | $ | 70,518 |  | 6.70 | %
Securities | ​ |  | 236,187 | ​ |  | 2,253 |  | 3.78 | % |  | 204,273 | ​ |  | 1,768 |  | 3.44 | %
Other investments (5) | ​ |  | 32,510 | ​ |  | 223 |  | 2.72 | % |  | 26,239 | ​ |  | 223 |  | 3.38 | %
Short-term investments (5) | ​ |  | 176,884 | ​ |  | 1,847 |  | 4.14 | % |  | 264,394 | ​ |  | 3,494 |  | 5.26 | %
Total interest-earning assets | ​ |  | 5,058,418 | ​ |  | 81,688 |  | 6.41 | % |  | 4,683,410 | ​ |  | 76,003 |  | 6.46 | %
Non-interest-earning assets | ​ |  | 256,763 | ​ | ​ | ​ |  | ​ | ​ |  | 245,138 | ​ |  | ​ |  | ​ | ​
Allowance for credit losses | ​ |  | (42,746) | ​ | ​ | ​ |  | ​ | ​ |  | (38,495) | ​ |  | ​ |  |  | ​
Total assets | ​ | $ | 5,272,435 | ​ | ​ | ​ |  | ​ | ​ | $ | 4,890,053 | ​ |  | ​ |  | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest-bearing liabilities: | ​ |  |  | ​ |  |  |  |  | ​ |  |  | ​ |  | ​ |  |  | ​
Savings accounts | ​ | $ | 121,704 | ​ |  | 181 |  | 0.59 | % | $ | 112,347 | ​ |  | 15 |  | 0.05 | %
NOW accounts | ​ |  | 467,761 | ​ |  | 1,365 |  | 1.16 | % |  | 474,697 | ​ |  | 1,361 |  | 1.14 | %
Money market accounts | ​ |  | 1,119,539 | ​ |  | 9,363 |  | 3.32 | % |  | 877,218 | ​ |  | 7,762 |  | 3.52 | %
Certificates of deposit and individual retirement accounts | ​ |  | 1,933,665 | ​ |  | 20,364 |  | 4.18 | % |  | 1,940,992 | ​ |  | 24,474 |  | 5.02 | %
Total interest-bearing deposits | ​ |  | 3,642,669 | ​ |  | 31,273 |  | 3.41 | % |  | 3,405,254 | ​ |  | 33,612 |  | 3.93 | %
FHLB and FRB advances | ​ |  | 199,852 | ​ |  | 2,240 |  | 4.45 | % |  | 85,156 | ​ |  | 1,067 |  | 4.98 | %
Total interest-bearing liabilities | ​ |  | 3,842,521 | ​ |  | 33,513 |  | 3.46 | % |  | 3,490,410 | ​ |  | 34,679 |  | 3.95 | %
Non-interest-bearing deposits | ​ |  | 604,631 | ​ |  | ​ |  |  | ​ |  | 566,353 | ​ |  |  |  |  | ​
Other non-interest-bearing liabilities | ​ |  | 95,304 | ​ | ​ | ​ |  |  | ​ |  | 78,681 | ​ |  |  |  |  | ​
Total liabilities | ​ |  | 4,542,456 | ​ | ​ | ​ |  |  | ​ |  | 4,135,444 | ​ |  |  |  |  | ​
Shareholders' equity | ​ |  | 729,979 | ​ | ​ | ​ |  |  | ​ |  | 754,609 | ​ |  |  |  |  | ​
Total liabilities and shareholders' equity | ​ | $ | 5,272,435 | ​ | ​ | ​ |  |  | ​ | $ | 4,890,053 | ​ |  |  |  |  | ​
Net interest income | ​ | ​ |  | ​ | $ | 48,175 |  |  | ​ |  |  | ​ | $ | 41,324 |  |  | ​
Net interest rate spread (1) | ​ | ​ |  | ​ | ​ | ​ |  | 2.95 | % |  |  | ​ |  |  |  | 2.51 | %
Net interest-earning assets (2) | ​ | $ | 1,215,897 | ​ | ​ | ​ |  |  | ​ | $ | 1,193,000 | ​ | ​ | ​ |  |  | ​
Net interest margin (3) | ​ | ​ | ​ | ​ | ​ | ​ |  | 3.78 | % |  |  | ​ |  |  |  | 3.51 | %
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Average interest-earning assets to interest-bearing liabilities | ​ |  | 131.64 | % | ​ | ​ |  |  | ​ |  | 134.18 | % |  |  |  |  | ​

(1) | Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2) | Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3) | Net interest margin represents net interest income divided by average total interest-earning assets.

(4) | Annualized.

(5) | Other investments are comprised of FRB stock, FHLB stock and swap collateral accounts. Short-term investments are comprised of cash and cash equivalents

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Rate/Volume Analysis. The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The total column represents the sum of the prior columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to volume and the changes due to rate. There were no out-of-period items or adjustments required to be excluded from the table below.

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Three Months Ended
​ | ​ | September 30, 2025 vs. 2024
​ | ​ | Increase (Decrease) Due to | ​ | Total
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Increase
​ |  | Volume |  | Rate |  | (Decrease)
​ | ​ | (In thousands)
Interest-earning assets: |  | ​ |  |  | ​ |  |  | ​ |
Loans | ​ | $ | 7,116 | ​ | $ | (269) | ​ | $ | 6,847
Securities | ​ |  | 293 | ​ |  | 192 | ​ |  | 485
Other investments | ​ |  | — | ​ |  | — | ​ |  | —
Short-term investments | ​ |  | (1,008) | ​ |  | (639) | ​ |  | (1,647)
Total interest-earning assets | ​ |  | 6,401 | ​ |  | (716) | ​ |  | 5,685
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest-bearing liabilities: | ​ |  |  | ​ |  |  | ​ |  | ​
Savings accounts | ​ |  | 1 | ​ |  | 165 | ​ |  | 166
NOW accounts | ​ |  | (18) | ​ |  | 22 | ​ |  | 4
Money market accounts | ​ |  | 1,997 | ​ |  | (396) | ​ |  | 1,601
Certificates of deposit and individual retirement accounts | ​ |  | (92) | ​ |  | (4,018) | ​ |  | (4,110)
Total interest-bearing deposits | ​ |  | 1,888 | ​ |  | (4,227) | ​ |  | (2,339)
Federal Home Loan Bank advances | ​ |  | 1,273 | ​ |  | (100) | ​ |  | 1,173
Total interest-bearing liabilities | ​ |  | 3,161 | ​ |  | (4,327) | ​ |  | (1,166)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in net interest income | ​ | $ | 3,240 | ​ | $ | 3,611 | ​ | $ | 6,851

​

Comparison of Operating Results for the Nine Months Ended September 30, 2025 and 2024

​

Net Income. Net income was $42.6 million for the nine months ended September 30, 2025, compared to net income of $26.5 million the nine months ended September 30, 2024, an increase of approximately $16.1 million, or 60.5%. The increase was primarily due to a $20.0 million, or 16.9%, increase in net interest income, a $5.0 million, or 46.7%, decrease in the provision for credit losses and a $3.8 million, or 49.6%, increase in noninterest income, partially offset by a $12.0 million, or 15.7%, increase in noninterest expense and an $849,000, or 6.6%, increase in income tax expense.

​

Operating net income, excluding one-time charges, amounted to $44.7 million, or $1.21 per basic share and $1.20 per diluted share, for the nine months ended September 30, 2025 compared to operating net income, excluding one-time charges, of $31.9 million, or $0.81 per basic and diluted share, for the nine months ended September 30, 2024, an increase of $12.8 million, or 40.2%. The material one-time pre-tax amounts for the nine months ended September 30, 2025 were:

​

| ● | Merger and acquisition costs of $1.5 million related to the Company’s pending acquisition of Provident;

| ● | State voluntary disclosure agreement tax expenses of $561,000 for new state income tax expenses;

| ● | Net defined benefit pension termination expense of $478,000; and

| ● | Tax expense and a managed endowment contract penalty related to the surrender of BOLI policies of $218,000.

​

​

​

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Compared to the material one-time pre-tax amounts for the nine months ended September 30, 2024:

​

| ● | Income tax expense related to a basis write-down of solar income tax credits of $2.5 million;

| ● | Loss on sale of available-for-sale securities amounting to $1.9 million; and

| ● | Income tax expense and managed endowment contract penalty related to the surrender of BOLI policies of $1.6 million.

​

Interest and Dividend Income. Interest and dividend income increased $23.1 million, or 10.7%, to $238.4 million for the nine months ended September 30, 2025 from $215.3 million for the nine months ended September 30, 2024, primarily due to a $23.7 million, or 11.9%, increase in interest and fees on loans, reflecting the growth of our commercial and construction loan portfolios, and a $2.1 million, or 44.6% increase in interest on securities, reflecting management’s replacement of maturing securities at higher yields; partially offset by a decrease in interest on short-term investments of $2.8 million, or 25.8%, resulting from the decrease in cash and declining rate environment. The increase in interest and fees on loans was primarily due to an increase of $460.3 million, or 11.4%, in the average balance of the loan portfolio to $4.49 billion for the nine months ended September 30, 2025 from $4.03 billion for the nine months ended September 30, 2024 reflecting the growth of our commercial and construction loan portfolios. The increase in interest on securities was primarily a result of a 78 basis point increase in the weighted-average rate on securities to 3.93% for the nine months ended September 30, 2024 from 3.15% for the nine months ended September 30, 2024. The above increases were partially offset by a 112 basis point decrease in the weighted-average rate on short-term investments to 4.37% for the nine months ended September 30, 2025 from 5.49% for the nine months ended September 30, 2024 and a decrease in the average balance of short-term investments of $26.8 million, or 11.2%, for the nine months ended September 30, 2025.

​

Average interest-earning assets increased $470.2 million, or 10.5%, to $4.96 billion for the nine months ended September 30, 2025 from $4.49 billion for the nine months ended September 30, 2024. The yield on interest-earning assets increased 2 basis points to 6.42% for the nine months ended September 30, 2025 from 6.40% for the nine months ended September 30, 2024.

​

Interest Expense. Total interest expense increased $3.0 million, or 3.1%, to $99.7 million for the nine months ended September 30, 2025 from $96.6 million for the nine months ended September 30, 2024. Interest expense on deposit accounts increased $1.8 million, or 1.9%, to $95.2 million for the nine months ended September 30, 2025 from $93.4 million for the nine months ended September 30, 2024. The increase was primarily driven by an increase in the average balance of certificate of deposit and individual retirement accounts of $143.7 million, or 7.9%, to $1.96 billion for the nine months ended September 30, 2025 from $1.82 billion for the nine months ended September 30, 2024 and an increase in the average balance of money market accounts of $238.7 million, or 27.9% to $1.09 million for the nine months ended September 30, 2025 from $855.7 million for the nine months ended September 30, 2024, partially offset by a decrease in the weighted average rate on certificates of deposit and individual retirement accounts of 62 basis points to 4.37% for the nine months ended September 30, 2025 from 4.98% for the nine months ended September 30, 2024.

​

Net Interest Income. Net interest income increased $20.0 million, or 16.9%, to $138.7 million for the nine months ended September 30, 2025 from $118.7 million for the nine months ended September 30, 2024, primarily due to a $470.2 million, or 10.5%, increase in the average balance of interest-earning assets to $4.96 billion for the nine months ended September 30, 2025 from $4.49 billion for the nine months ended September 30, 2024 and a decrease in the weighted-average rate on interest-bearing liabilities of 37 basis points to 3.53% for the nine months ended September 30, 2025 from 3.90% for the nine months ended September 30, 2024. These increases were offset partially by an increase in the average balance of interest-bearing liabilities of $461.5 million, or 13.9%, to $3.77 billion for the nine months ended September 30, 2025 from $3.31 billion for the nine months ended September 30, 2024.

Provision for Credit Losses. Based on management’s analysis of the adequacy of the ACL, a provision of $5.7 million was recorded for the nine months ended September 30, 2025, of which $6.2 million related to the provision for credit losses on loans, compared to a provision of $10.7 million for the nine months ended September 30, 2024, which included a $13.3 million provision for credit losses on loans.

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The release of credit losses on unfunded commitments decreased $2.1 million, or 80.1%, during the nine months ended September 30, 2025 primarily driven by an increase in the balance of unfunded commitments. The decrease of $5.0 million, or 46.7%, in the total provision for credit losses was primarily due to construction loans transitioning to permanent financing as multi-family loans which carry lower required reserves during the nine months ended September 30, 2025 and the settlement of a commercial real estate participation loan which carried a specific reserve of $4.0 million as of September 30, 2024. The commercial real estate participation loan was ultimately resolved with a $923,000 recovery during the nine months ended September 30, 2025.

Noninterest Income. Noninterest income increased $3.8 million, or 49.6%, to $11.6 million for the nine months ended September 30, 2025 from $7.8 million for the nine months ended September 30, 2024. The increase resulted primarily from increases in customer service fees of $1.9 million, or 33.1%, due to higher loan and cash management fees; decreases in losses on securities available for sale of $1.9 million, or 100.0%, due to the loss earn back trade executed during the nine months ended September 30, 2024; and increases in the change in the cash surrender value of BOLI of $1.2 million, or 100.9%, resulting from new BOLI policies which carry higher-earning rates, along with a higher carrying balance of BOLI policies as the Company was waiting for proceeds from surrendered policies during the nine months ended September 30, 2025; offset partially by decreases in other income of $447,000, or 68.9%, due to the $610,000 one-time MasterCard brand incentive eared during the nine months ended September 30, 2024; decreased mortgage banking income of $395,000, or 43.6%, from a reduction in the volume of loan sales and decreased swap contract income of $308,000, or 27.3%, resulting from a reduced volume of swap originations during the nine months ended September 30, 2025.

​

The table below sets forth our noninterest income for the nine months ended September 30, 2025 and 2024:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Nine Months Ended | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, | ​ | Change
​ | ​ | 2025 | ​ | 2024 | ​ | Amount | ​ | Percent
​ | ​ | (Dollars in thousands)
Customer service fees | ​ | $ | 7,610 | ​ | $ | 5,717 | ​ | $ | 1,893 | ​ | 33.11%
Loss on sale of available-for-sale securities, net | ​ | ​ | - | ​ | ​ | (1,868) | ​ | ​ | 1,868 | ​ | (100.00)%
Increase in cash surrender value of BOLI | ​ | ​ | 2,449 | ​ | ​ | 1,219 | ​ | ​ | 1,230 | ​ | 100.90%
Mortgage banking income | ​ | ​ | 510 | ​ | ​ | 905 | ​ | ​ | (395) | ​ | (43.65)%
Swap contract income | ​ | ​ | 820 | ​ | ​ | 1,128 | ​ | ​ | (308) | ​ | (27.30)%
Other income | ​ | ​ | 202 | ​ | ​ | 649 | ​ | ​ | (447) | ​ | (68.88)%
Total noninterest income | ​ | $ | 11,591 | ​ | $ | 7,750 | ​ | $ | 3,841 | ​ | 49.56%

​

Noninterest Expense. Noninterest expense increased $12.0 million, or 15.7%, to $88.3 million for the nine months ended September 30, 2025 from $76.4 million for the nine months ended September 30, 2024. Salaries and employee benefit expenses increased $4.8 million, or 9.4%, primarily from a $3.4 million increase in employee compensation expense, a $1.1 million increase in medical and dental benefits expense and a $712,000 increase in payroll taxes from the increase in the Company’s headcount consistent with our growth, a $614,000 increase in stock compensation due to restricted stock award grants during the nine months ended September 30, 2025, a $437,000 increase in ESOP compensation expense as a result of the Company’s stock price appreciation, a $411,000 increase in bonus expense due to increases in headcount and the Company’s performance and a $266,000 increase in officer pension plan expenses during the nine months ended September 30, 2025; offset partially by a $2.4 million decrease in LTIP expenses resulting from reduced balances in the LTIP during the nine months ended September 30, 2025, a $417,000 increase in directors’ fee expenses and a $247,000 increase in legal expenses. Data processing expenses increased $1.6 million, or 24.8%, during the nine months ended September 30, 2025, primarily a result of continued investment in the technology infrastructure at the Company including increases of $772,000 in management information systems expenses, $479,000 in general servicing system expenses and $201,000 in electronic banking expenses. Merger and acquisition expenses increased $1.5 million from $0 due to the Company’s pending acquisition of Provident Bancorp, Inc. and BankProv. General and administrative expenses increased $834,000, or 24.1%, during the nine months ended September 30, 2025, mainly as a result of an increase in shareholder relations expenses of $194,000 and an increase of $226,000 in credit card rewards expenses, along with various other smaller expense increases. FDIC and state assessment expenses increased $818,000, or 45.3%, during the nine months ended September 30, 2025 primarily due to the Company’s continued growth.

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The table below sets forth our noninterest expense for the nine months ended September 30, 2025 and 2024:

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Nine Months Ended | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, | ​ | Change
​ | ​ | 2025 | ​ | 2024 | ​ | Amount | ​ | Percent
​ | ​ | (Dollars in thousands)
Salaries and employee benefits | ​ | $ | 56,358 | ​ | $ | 51,509 | ​ | $ | 4,849 | ​ | 9.41%
Data processing expenses | ​ | ​ | 8,169 | ​ | ​ | 6,547 | ​ | ​ | 1,622 | ​ | 24.77%
Director and professional service fees | ​ | ​ | 8,010 | ​ | ​ | 6,174 | ​ | ​ | 1,836 | ​ | 29.74%
Occupancy and equipment expenses | ​ | ​ | 4,604 | ​ | ​ | 4,192 | ​ | ​ | 412 | ​ | 9.83%
Marketing and charitable contribution expenses | ​ | ​ | 2,750 | ​ | ​ | 2,680 | ​ | ​ | 70 | ​ | 2.61%
FDIC and state insurance assessments | ​ | ​ | 2,624 | ​ | ​ | 1,806 | ​ | ​ | 818 | ​ | 45.29%
Merger and acquisition expenses | ​ | ​ | 1,525 | ​ | ​ | - | ​ | ​ | 1,525 | ​ | 100.00%
General and administrative expenses | ​ | ​ | 4,293 | ​ | ​ | 3,459 | ​ | ​ | 834 | ​ | 24.11%
Total noninterest expense | ​ | $ | 88,333 | ​ | $ | 76,367 | ​ | $ | 11,966 | ​ | 15.67%

​

Income Tax Expense. Income tax expense increased $849,000, or 6.6%, to $13.7 million for the nine months ended September 30, 2025 from $12.8 million for the nine months ended September 30, 2024, primarily a result of the increase in net income during the quarter ended September 30, 2025, partially offset by the income tax expense on solar tax credit investment basis reduction and BOLI surrender tax and managed endowment contract penalty expense during the nine months ended September 30, 2024. The effective tax rate was 24.3% and 32.5% for the nine months ended September 30, 2025 and 2024, respectively. The decrease in the effective tax rate was primarily a result of the income tax expense on solar tax credit investment basis reduction and BOLI surrender tax and managed endowment contract penalty expense during the nine months ended September 30, 2024. Excluding one-time charges, the operating effective tax rate for the nine months ended September 30, 2025 and 2024 would have been 22.9% and 22.2%, respectively.

​

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Average Balances and Yields. The following table sets forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. Non-accrual loans were included in the computation of average balances. All average balances are daily average balances. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense; such fees, discounts and premiums were not material for the periods presented.

​

​

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Nine Months Ended | ​
​ | ​ | September 30, 2025 | ​ | September 30, 2024 | ​
​ |  | Average |  | ​ | ​ |  | ​ |  | Average |  | ​ | ​ |  | ​ | ​
​ | ​ | Outstanding | ​ | ​ | ​ | ​ | Average | ​ | Outstanding | ​ | ​ | ​ | ​ | Average | ​
​ | ​ | Balance | ​ | Interest | ​ | Yield/Rate (4) | ​ | Balance | ​ | Interest | ​ | Yield/Rate (4) | ​
Interest-earning assets: |  | ​ |  |  | ​ |  |  | ​ |  | ​ |  |  | ​ |  |  |  | ​
Loans | ​ | $ | 4,487,211 | ​ | $ | 223,524 |  | 6.66 | % | $ | 4,026,925 | ​ | $ | 199,788 |  | 6.63 | %
Securities | ​ |  | 233,156 | ​ |  | 6,850 |  | 3.93 | % |  | 200,648 | ​ |  | 4,736 |  | 3.15 | %
Other investments (5) | ​ |  | 29,490 | ​ |  | 1,046 |  | 4.74 | % |  | 25,270 | ​ |  | 939 |  | 4.96 | %
Short-term investments (5) | ​ |  | 213,179 | ​ |  | 6,966 |  | 4.37 | % |  | 239,946 | ​ |  | 9,853 |  | 5.49 | %
Total interest-earning assets | ​ |  | 4,963,036 | ​ |  | 238,386 |  | 6.42 | % |  | 4,492,789 | ​ |  | 215,316 |  | 6.40 | %
Non-interest-earning assets | ​ |  | 276,905 | ​ | ​ | ​ |  | ​ | ​ |  | 239,585 | ​ |  | ​ |  | ​ | ​
Allowance for credit losses | ​ |  | (40,468) | ​ | ​ | ​ |  | ​ | ​ |  | (35,336) | ​ |  | ​ |  |  | ​
Total assets | ​ | $ | 5,199,473 | ​ | ​ | ​ |  | ​ | ​ | $ | 4,697,038 | ​ |  | ​ |  | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest-bearing liabilities: | ​ |  |  | ​ |  |  |  |  | ​ |  |  | ​ |  |  |  |  | ​
Savings accounts | ​ | $ | 118,426 | ​ |  | 360 |  | 0.41 | % | $ | 118,532 | ​ |  | 46 |  | 0.05 | %
NOW accounts | ​ |  | 469,225 | ​ |  | 3,632 |  | 1.03 | % |  | 439,866 | ​ |  | 3,409 |  | 1.04 | %
Money market accounts | ​ |  | 1,094,418 | ​ |  | 27,204 |  | 3.32 | % |  | 855,720 | ​ |  | 22,212 |  | 3.47 | %
Certificates of deposit and individual retirement accounts | ​ |  | 1,959,009 | ​ |  | 64,005 |  | 4.37 | % |  | 1,815,336 | ​ |  | 67,741 |  | 4.98 | %
Total interest-bearing deposits | ​ |  | 3,641,078 | ​ |  | 95,201 |  | 3.50 | % |  | 3,229,454 | ​ |  | 93,408 |  | 3.86 | %
FHLB and FRB advances | ​ |  | 131,874 | ​ |  | 4,478 |  | 4.54 | % |  | 82,015 | ​ |  | 3,230 |  | 5.26 | %
Total interest-bearing liabilities | ​ |  | 3,772,952 | ​ |  | 99,679 |  | 3.53 | % |  | 3,311,469 | ​ |  | 96,638 |  | 3.90 | %
Non-interest-bearing deposits | ​ |  | 589,472 | ​ |  | ​ |  |  | ​ |  | 558,825 | ​ |  |  |  |  | ​
Other non-interest-bearing liabilities | ​ |  | 92,819 | ​ | ​ | ​ |  |  | ​ |  | 83,493 | ​ |  |  |  |  | ​
Total liabilities | ​ |  | 4,455,243 | ​ | ​ | ​ |  |  | ​ |  | 3,953,787 | ​ |  |  |  |  | ​
Shareholders' equity | ​ |  | 744,230 | ​ | ​ | ​ |  |  | ​ |  | 743,251 | ​ |  |  |  |  | ​
Total liabilities and shareholders' equity | ​ | $ | 5,199,473 | ​ | ​ | ​ |  |  | ​ | $ | 4,697,038 | ​ |  |  |  |  | ​
Net interest income | ​ | ​ |  | ​ | $ | 138,707 |  |  | ​ |  |  | ​ | $ | 118,678 |  |  | ​
Net interest rate spread (1) | ​ | ​ |  | ​ | ​ | ​ |  | 2.89 | % |  |  | ​ |  |  |  | 2.50 | %
Net interest-earning assets (2) | ​ | $ | 1,190,084 | ​ | ​ | ​ |  |  | ​ | $ | 1,181,320 | ​ | ​ | ​ |  |  | ​
Net interest margin (3) | ​ | ​ | ​ | ​ | ​ | ​ |  | 3.74 | % |  |  | ​ |  |  |  | 3.53 | %
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Average interest-earning assets to interest-bearing liabilities | ​ |  | 131.54 | % | ​ | ​ |  |  | ​ |  | 135.67 | % |  |  |  |  | ​

(1) | Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2) | Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3) | Net interest margin represents net interest income divided by average total interest-earning assets.

(4) | Annualized.

(5) | Other investments are comprised of FRB stock, FHLB stock and swap collateral accounts. Short-term investments are comprised of cash and cash equivalents

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Rate/Volume Analysis. The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume. There were no out-of-period items or adjustments required to be excluded from the table below.

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​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Nine Months Ended
​ | ​ | September 30, 2025 vs. 2024
​ | ​ | Increase (Decrease) Due to | ​ | Total
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Increase
​ |  | Volume |  | Rate |  | (Decrease)
​ | ​ | (In thousands)
Interest-earning assets: |  | ​ |  |  | ​ |  |  | ​ |
Loans | ​ | $ | 22,925 | ​ | $ | 811 | ​ | $ | 23,736
Securities | ​ |  | 842 | ​ |  | 1,272 | ​ |  | 2,114
Other | ​ |  | 147 | ​ |  | (40) | ​ |  | 107
Short-term investments | ​ |  | (1,020) | ​ |  | (1,867) | ​ |  | (2,887)
Total interest-earning assets | ​ |  | 22,894 | ​ |  | 176 | ​ |  | 23,070
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Interest-bearing liabilities: | ​ |  |  | ​ |  |  | ​ |  | ​
Savings accounts | ​ |  | — | ​ |  | 314 | ​ |  | 314
NOW accounts | ​ |  | 227 | ​ |  | (4) | ​ |  | 223
Money market accounts | ​ |  | 5,886 | ​ |  | (894) | ​ |  | 4,992
Certificates of deposit and individual retirement accounts | ​ |  | 6,527 | ​ |  | (10,263) | ​ |  | (3,736)
Total interest-bearing deposits | ​ |  | 12,640 | ​ |  | (10,847) | ​ |  | 1,793
Federal Home Loan Bank advances | ​ |  | 1,614 | ​ |  | (366) | ​ |  | 1,248
Total interest-bearing liabilities | ​ |  | 14,254 | ​ |  | (11,213) | ​ |  | 3,041
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Change in net interest income | ​ | $ | 8,640 | ​ | $ | 11,389 | ​ | $ | 20,029

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Liquidity and Capital Resources

Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities, and proceeds from maturities of securities. We are also able to borrow from the FHLB and the Discount Window at the Federal Reserve Bank of Boston (“FRB”). As of September 30, 2025, we had outstanding advances of $41.5 million from the FHLB. As of September 30, 2025, we had unused borrowing capacity of $816.3 million with the FHLB. At September 30, 2025, the Bank had $606.3 million available from the discount window under the Borrower in Custody (“BIC”) program at the FRB. Additionally, as of September 30, 2025, we had $388.7 million of brokered deposits and pursuant to our internal liquidity policy, which allows us to utilize brokered deposits up to 25.0% of our total assets, we had an additional capacity of up to approximately $971.9 million of brokered deposits.

​

While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. Our most liquid assets are cash and short-term investments. The levels of these assets are dependent on our operating, financing, lending, and investing activities during any given period.

​

Our cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities, and financing activities.

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At September 30, 2025, we had $22.1 million in commitments to originate loans outstanding. In addition, we had $636.6 million in unused lines of credit to borrowers, $425.9 million in unadvanced construction loans and $5.6 million in letters of credit outstanding.

Non-brokered certificates of deposit due within one year of September 30, 2025 totaled $1.72 billion, or 31.5%, of total deposits. If these deposits do not remain with us, we may be required to seek other sources of funds, including brokered deposits, FHLB advances and FRB borrowings. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the non-brokered certificates of deposit due on or before September 30, 2026, or on our other interest-bearing deposit accounts. We believe, however, based on historical experience and current market interest rates that we will retain upon maturity a large portion of our certificates of deposit with maturities of one year or less as of September 30, 2025.

Our primary investing activity is originating loans. During the nine months ended September 30, 2025, we originated $369.5 million of loans, net of repayments.

Financing activities consist primarily of activity in deposit accounts and FHLB advances. We experienced net increases in deposits of $388.0 million for the nine months ended September 30, 2025. At September 30, 2025 and December 31, 2024, the level of brokered time deposits was $388.7 million and $309.8 million, respectively. Deposit flows are affected primarily by the overall level of interest rates and the interest rates and products offered by us and our competitors. FHLB advances decreased $79.4 million during the nine months ended September 30, 2025.

For additional information, see the consolidated statements of cash flows for the nine months ended September 30, 2025 and 2024 included as part of the consolidated financial statements appearing elsewhere in this Form 10-Q.

​

We are committed to maintaining a strong liquidity position. We continuously monitor our liquidity position and adjustments are made to the balance between sources and uses of funds as deemed appropriate by management. Liquidity risk management is an important element in our asset/liability management process. We regularly model liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions, volatility in the financial markets, unexpected credit events or other significant occurrences deemed problematic by management. These scenarios are incorporated into our contingency funding planning process, which provides the basis for the identification of our liquidity needs. We anticipate that we will have sufficient funds to meet our current funding commitments. In addition, based on our deposit retention experience and current pricing strategy, we anticipate that a significant portion of maturing time deposits will be retained.

​

As of September 30, 2025, the Bank and the Company exceeded all of their regulatory capital requirements and were categorized as well-capitalized at that date. Management is not aware of any conditions or events since the most recent notification of well-capitalized status that would change our category. See Note 10 of the notes to consolidated financial statements.

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Impact of Inflation and Changing Prices

The consolidated financial statements and related data presented in this Form 10-Q have been prepared in accordance with U.S. GAAP, which requires the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant impact on a financial institution’s performance than does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

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Item 3.Quantitative and Qualitative Disclosures About Market Risk

Not applicable, as the Registrant is an emerging growth company.

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Item 4.Controls and Procedures

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of September 30, 2025. Based on that evaluation, the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Registrant’s disclosure controls and procedures were effective.

During the quarter ended September 30, 2025, there have been no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Part II – Other Information

Item 1.Legal Proceedings

The Company is subject to various legal actions arising in the normal course of business. In the opinion of management, the resolution of these legal actions is not expected to have a material adverse effect on the Company’s or the Bank’s financial condition or results of operations.

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Item 1A. Risk Factors

There have been no material changes in risk factors applicable to the Company from those disclosed in “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

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Item 2.Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | Total Number of Shares | ​ | Maximum Number of Shares
​ | ​ | ​ | ​ | ​ | ​ | ​ | Purchased as Part of the | ​ | That May Yet Be
​ | ​ | Total Number | ​ | Average Price | ​ | Publicly Announced | ​ | Purchased Under the
​ |  | of Shares |  | Paid per Share (1) |  | Share Repurchase Program |  | Share Repurchase Program (2)
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
July 1 - July 31, 2025 | ​ | 921,934 | ​ | $ | 17.20 | ​ | 921,934 | ​ | -
Total | ​ | 921,934 | ​ | $ | 17.20 | ​ | 921,934 | ​ | -

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(1) Includes commissions paid and excise tax.

(2) On May 7, 2025, the Company announced a second stock repurchase program that authorizes the Company to purchase up to 2,028,522 shares, or 5%, of the Company's outstanding shares of common stock. The Company completed the stock repurchase program on July 15, 2025.

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Item 3.Defaults Upon Senior Securities

None.

​

Item 4.Mine Safety Disclosures

Not applicable.

​

Item 5.Other Information

N o n e.

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Item 6.Exhibits

31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
​ | ​
31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
​ | ​
32 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
​ | ​
101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
​ | ​
101.SCH | XBRL Taxonomy Extension Schema Document
​ | ​
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document
​ | ​
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document
​ | ​
101.LAB | XBRL Taxonomy Extension Label Linkbase Document
​ | ​
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document
​ | ​
Exhibit 104 | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

​ | ​
​ | NB BANCORP, INC.
​ | ​
Date: November 7, 2025 | /s/ Joseph Campanelli
​ | Joseph Campanelli
​ | Chairman, President and Chief Executive Officer
​ | ​
Date: November 7, 2025 | /s/ Jean-Pierre Lapointe
​ | Jean-Pierre Lapointe
​ | Executive Vice President and Chief Financial Officer

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