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Form 8-K

sec.gov

8-K — BV Financial, Inc.

Accession: 0001193125-26-429564

Filed: 2026-10-23

Period: 2026-10-23

CIK: 0001302387

SIC: 6035 (SAVINGS INSTITUTION, FEDERALLY CHARTERED)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — bvfl-20261023.htm (Primary)

EX-99.1 (bvfl-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: bvfl-20261023.htm · Sequence: 1

8-K

false000130238700013023872026-10-232026-10-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 23, 2026

BV FINANCIAL, INC.

(Exact name of Registrant as Specified in Its Charter)

Maryland

001-36094

14-1920944

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

7114 North Point Blvd.

Baltimore, Maryland

21219

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 410 477-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

BVFL

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On October 23, 2026, BV Financial, Inc. (the “Company”), the holding company for BayVanguard Bank, issued a press release announcing its financial results for the quarter ended September 30, 2026. A copy of the Company's press release is attached as Exhibit 99.1 and is furnished herewith.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1 Press Release dated October 23, 2026

104 Cover Page Interactive Data File (embedded within Inline XBRL document)

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 hereunto duly authorized.

BV FINANCIAL, INC.

Date:

October 23, 2026

By:

/s/ Michael J. Dee

Chief Financial Officer

EX-99.1

EX-99.1

Filename: bvfl-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Contact:

Michael J. Dee

Chief Financial Officer

(410) 477- 5000

BV FINANCIAL, INC. ANNOUNCES FINANCIAL RESULTS

Baltimore, Maryland, October 23, 2026– BV Financial, Inc. (NASDAQ: BVFL), the holding company for BayVanguard Bank (the “Bank”), today reported net income of $3.4 million, or $0.42 per diluted share, for the quarter ended September 30, 2026 compared to net income of $3.7 million, or $0.41 per diluted share, for the quarter ended September 30, 2025. Net income for the nine-month period ended September 30, 2026 was $8.0 million or $0.97 per diluted share compared to net income of $8.7 million or $0.88 per diluted share for the nine-month period ended September 30, 2025.

Operating pre-provision net revenue (OPPNR) is a non-GAAP financial metric used by management to monitor the Company’s financial results. This metric excludes the expense, or reversal of the expense for the provision for credit losses as well as the costs of the 2024 Equity Incentive Plan, costs associated with out executive transition in the first quarter and the associated changes in the effective tax rate, and other items. Since the adoption of ASC 326 (CECL) in January 2023, the provision line item on the income statement has been extremely volatile, making this metric useful for management in evaluating core earnings capacity before credit costs. OPPNR was $5.3 million or $0.65 per diluted share for the three months ended September 30, 2026, compared to $5.2 million or $0.57 per diluted share for the three months ended September 30, 2025. OPPNR was $15.4 million or $1.87 per diluted share for the nine-months ended September 30, 2026 compared to $14.8 million or $1.50 per diluted share for the nine-month period ended September 30, 2025. For a reconciliation of pre-provision net interest income as reported and non-GAAP OPPNR, see the table at the end of this press release.

Financial Highlights

•

Return on average assets and return on average equity for the three months ended September 30, 2026 were 1.57% and 7.50%, respectively.

•

Net loans decreased $22.1 million or 2.96% to $726.34 million compared to $748.48 million at December 31, 2025.

•

Deposits decreased $2.1 million or 0.32% from $676.1 million at December 31, 2025 to $674.0 million at September 30, 2026.

•

Borrowings from the Federal Home Loan Bank of Atlanta “FHLB” decreased by $30.0 million or 85.7%.

•

Non-accrual loans increased $0.9 million to $3.2 million at September 30, 2026 from $2.3 million at December 31, 2025.

•

The Company recorded a provision for credit losses of $0.2 million for the quarter ended September 30, 2026 and a reversal in the provisions for credit losses of $14,000 for the nine-months ended September 30, 2026.

•

During the quarter ended September 30, 2026, the Company repurchased 163,540 shares of its outstanding common stock at an average price of $21.16.

FINANCIAL CONDITION

Total Assets. Total assets were $877.9 million at September 30, 2026, a decrease of $34.2 million, or 3.76%, from $912.2 million at December 31, 2025. The decrease was due primarily to the Company utilizing cash resulting from a decrease in the loan portfolio to repay $30.0 million in borrowings from the FHLB.

Cash and Cash Equivalents. Cash and cash equivalents decreased $5.7 million, or 10.2%, to $50.0 million at September 30, 2026 from $55.7 million at December 31, 2025. The decrease in cash was primarily a result of the pay-off of the FHLB borrowings.

Loans Receivable. Loans receivable decreased $22.2 million, or 2.9%, to $732.7 million at September 30, 2026 from $754.9 million at December 31, 2025. The largest decreases in the portfolio occurred in the commercial ($11.6) million, construction and land ($9.4 million), and one-to-four family non-owner-occupied loans ($7.1) million.

Securities. Securities available for sale decreased by $2.3 million or 7.0% from December 31, 2025 as paydowns and maturities were not entirely replaced with new purchases. The held-to-maturity portfolio decreased due to the pay-off of two holdings of subordinated debentures.

Federal Home Loan Bank Stock Federal Home Loan Bank of Atlanta stock decreased $1.4 million or 61.3% as a result of the advance pay-off reducing the required ownership amount.

Total Liabilities. Total liabilities decreased $34.6 million or 4.7%, to $693.8 million at September 30, 2026 from $728.4 million at December 31, 2025. The decrease was due primarily to the decrease in borrowings.

Deposits. Total deposits decreased $2.1 million, or 0.32% to $674.0 million at September 30, 2026 from $676.1 million at December 31, 2025. Noninterest-bearing deposits increased $1.1 million or 0.8% to $139.5 million. Interest bearing deposits decreased $3.2 million, or 0.60%, to $534.5 million at September 30, 2026 from $537.7 million at December 31, 2025.

Stockholders’ Equity. Stockholders’ equity increased $0.4 million, or 0.23%, to $184.2 million at September 30, 2026 from $183.8 million at December 31, 2025 as net income and the impact of earned stock compensation offset the $9.3 million in stock repurchases during the period.

RESULTS OF OPERATION

Net Income. Net income was $3.4 million or $0.42 per diluted share for the three months ended September 30, 2026 compared to $3.7 million or $0.41 per diluted share for the three months ended September 30, 2025. Net income was $8.0 million or $0.97 per diluted share for the nine- months ended September 30, 2026 compared to $8.7 million or $0.88 per diluted share for the nine months ended September 30, 2025. The decrease in income for the year-to-date period is due to both the $2.2 million first quarter executive transition expense and the related tax impact as well as changes in the provision for credit losses.

Net Interest Income. Net interest income was $9.1 million for the three months ended September 30, 2026 compared to $9.4 million for the three months ended September 30, 2025. The net interest margin for the three months ended September 30, 2026 was 4.46% compared to 4.40% for the three months ended September 30, 2025. The decrease in net interest income was primarily due to the lower average balance of loans outstanding in the period.

Net interest income was $27.7 million for the nine months ended September 30, 2026, compared to $27.1 million for the nine months ended September 30, 2025. The net interest margin for the nine months ended September 30, 2026 was 4.47% compared to 4.29% for the nine months ended September 30, 2025. The increase in net interest income was primarily due to the lower borrowing costs in the period due to the pay-off of the subordinated debentures in December 2025.

Noninterest Income. For the three months ended September 30, 2026 and 2025, noninterest income totaled $0.68 million.

For the nine months ended September 30, 2026 noninterest income totaled $1.7 million compared to $1.9 million for the nine months ended and September 30, 2025. The decrease was due to the write-down of a former branch location prior to its sale.

Noninterest Expense. For the three months ended September 30, 2026, noninterest expense totaled $5.1 million compared to $5.9 million for the three months ended September 30, 2025. Decreases in compensation and benefits of $0.7 million due to lower staffing and lower expenses for the 2024 Equity Plan as well as a decrease in other expense of $0.1 million, primarily due to lower fraud losses, were the primary drivers of the overall decrease.

For the nine months ended September 30, 2026, noninterest expense totaled $18.1 million as compared to $17.8 million for the nine months ended September 30, 2025. Compensation and benefits expense increased $0.1 million due to the $2.2 million cost of the executive transition in the first quarter mostly offset by lower staffing levels and lower costs of the 2024 Equity Plan. Data processing expenses increased $81,000 due to the cost of new product implementation.

Asset Quality. Non-performing assets at September 30, 2026 totaled $3.2 million, compared to $2.3 million at December 31, 2025, all of which were nonperforming loans. At September 30, 2026, the allowance for credit losses on loans was $6.3 million, which represented 0.86% of total loans and 197.1% of non-performing loans compared to $6.4 million at December 31, 2025, which represented 0.85% of total loans and 284.7% of non-performing loans.

Forward-Looking Statements

This press release may contain certain forward-looking statements that are based on management’s current expectations regarding economic, legislative and regulatory issues that may impact the Company’s earnings in future periods. Factors that could cause future results to vary materially from current management expectations include, but are not limited to, general economic conditions, changes in interest rates, increased competitive pressures, the effects of inflation, potential recessionary conditions, general economic conditions or conditions within the securities markets, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Department of the Treasury and the Board of Governors of the Federal Reserve Board, the impact of the imposition of tariffs and any retaliatory responses, changes in the quality, size and composition of our loan and securities portfolios, changes in liquidity, including the size and composition of our deposit portfolio, including the percentage of uninsured deposits in the portfolio, changes in demand for our products and services, accounting and tax changes, deposit flows, real estate values and competition, changes in accounting principles, policies or guidelines, changes in legislation or regulation and other economic, competitive, governmental, regulatory and technological factors affecting the Company’s operations, pricing, products and services, the current or anticipated impact of military conflict, terrorism or other geopolitical events, a potential government shutdown, a failure in or breach of our operational or security systems or infrastructure, including cyberattacks that could adversely affect the Company’s financial condition and results of operations and the business in which the Company and the Bank are engaged and the failure to maintain current technologies, the failure to retain or attract employees.

BV Financial, Inc. is the parent company of BayVanguard Bank. BayVanguard Bank is headquartered in Baltimore, Maryland with twelve branches in the Baltimore metropolitan area and the eastern shore of Maryland. The Bank is a full-service community-oriented financial institution dedicated to serving the financial service needs of consumers and businesses.

BV FINANCIAL, INC.

Consolidated Financial Ratios

At or For the Three Months

At or For the Nine Months

Ended September 30,

Ended September 30,

2026

2025

2026

2025

Performance Ratios(1):

Return on average assets

1.57

%

1.65

%

1.19

%

1.27

%

Return on average equity

7.50

%

7.77

%

5.81

%

5.93

%

Interest rate spread(2)

3.74

%

3.65

%

3.79

%

3.54

%

Net interest margin(3)

4.46

%

4.40

%

4.47

%

4.29

%

Yields on earning assets

5.88

%

5.90

%

5.84

%

5.80

%

Cost of interest-bearing liabilities

2.14

%

2.25

%

2.05

%

2.26

%

Cost of interest bearing deposits

2.14

%

2.05

%

2.07

%

2.03

%

Yield on loans

6.17

%

6.15

%

6.16

%

6.03

%

Non-interest expense to average assets

2.32

%

2.59

%

2.70

%

2.61

%

Efficiency ratio(4)

51.81

%

58.58

%

61.71

%

61.25

%

Average interest-earning assets to average interest-bearing liabilities

150.95

%

150.18

%

149.52

%

149.97

%

Average equity to average assets

21.00

%

21.19

%

20.47

%

21.48

%

Credit Quality Ratios:

Allowance for credit losses as a percentage of total loans

0.86

%

1.10

%

0.86

%

1.10

%

Allowance for credit losses as a percentage of non-performing loans

197.11

%

233.53

%

197.11

%

233.53

%

Net charge-offs (recoveries) to average outstanding loans during the year

0.01

%

0.00

%

0.00

%

0.00

%

Non-performing loans as a percentage of total loans

0.44

%

0.47

%

0.44

%

0.47

%

Non-performing loans as a percentage of total assets

0.37

%

0.39

%

0.37

%

0.39

%

Total non-performing assets as a percentage of total assets

0.37

%

0.39

%

0.37

%

0.39

%

Per Share Data

Earnings per common share, basic

$

0.44

$

0.41

$

1.00

$

0.89

Earnings per common share, diluted

$

0.42

$

0.41

$

0.97

$

0.88

Book value per common share

$

21.95

$

19.95

$

21.95

$

19.95

Tangible book value per common share(5)

$

20.17

$

18.36

$

20.17

$

18.36

Weighted average shares outstanding

7,821,602

9,078,667

7,991,887

9,778,481

(1) Performance ratios are annualized.

(2) Represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.

(3) Represents net interest income as a percentage of average interest-earning assets.

(4) Represents non-interest expenses divided by the sum of net interest income and non-interest income.

(5) Represents total equity less goodwill less other intangible assets divided by common shares outstanding. See non-GAAP reconciliation table.

BV FINANCIAL, INC.

Consolidated Balance Sheets

September 30, 2026

December 31, 2025

(dollars in thousands, except share amounts)

(unaudited)

derived from audited financial statements

Assets

Cash

$

7,214

$

5,616

Interest-bearing deposits in other banks

42,789

50,089

Cash and cash equivalents

50,003

55,705

Equity Investment

404

404

Securities available for sale

30,884

33,226

Securities held to maturity (fair value of $3,562 and $5,102, ACL of $0 and $2)

4,150

5,736

Loans

732,673

754,921

Allowance for Credit Losses

(6,331

)

(6,437

)

Net Loans

726,342

748,484

Premises and equipment, net

12,042

12,493

Federal Home Loan Bank of Atlanta stock, at cost

899

2,324

Investment in life insurance

20,730

20,441

Accrued interest receivable

3,072

3,149

Goodwill

14,420

14,420

Intangible assets, net

516

651

Deferred tax assets, net

7,524

7,563

Other assets

7,011

7,617

Total assets

$

877,997

$

912,213

Liabilities and Stockholders' Equity

Liabilities

Noninterest-bearing deposits

$

139,451

$

138,360

Interest-bearing deposits

534,505

537,734

Total deposits

673,956

676,094

FHLB borrowings

5,000

35,000

Other liabilities

14,812

17,315

Total liabilities

693,768

728,409

Stockholders' equity

Preferred stock, $0.01 par value; 1,000,000 shares authorized; none issued or outstanding

—

—

Common stock, $0.01 par value; 45,000,000 shares authorized in 2026 and 2025; 8,391,276 shares issued and outstanding as of September 30, 2026; 8,852,813 shares issued and outstanding as of December 31, 2025

84

88

Paid-in capital

61,453

68,834

Unearned common stock held by employee stock ownership plan

(6,830

)

(6,978

)

Retained earnings

130,979

122,990

Accumulated other comprehensive loss

(1,457

)

(1,130

)

Total stockholders' equity

184,229

183,804

Total liabilities and stockholders' equity

$

877,997

$

912,213

BV FINANCIAL, INC.

Consolidated Statements of Income

(dollars in thousands, except per share amounts)

Three Months Ended September 30,

Nine Months Ended September 30,

Interest Income

2026

2025

2026

2025

Loans, including fees

$

11,163

$

11,519

$

33,471

$

33,594

Investment securities available for sale

292

329

863

1,003

Investment securities held to maturity

40

46

130

139

Other interest income

468

633

1,786

1,938

Total interest income

11,963

12,527

36,250

36,674

Interest Expense

Interest on deposits

2,885

2,712

8,308

7,935

Interest on FHLB borrowings

1

—

216

194

Interest on Subordinated debentures

—

465

—

1,396

Total interest expense

2,886

3,177

8,524

9,525

Net interest income

9,077

9,350

27,726

27,149

Provision for (recovery of) credit losses

213

(1,014

)

(14

)

(539

)

Net interest income after provision for (recovery of) credit losses

8,864

10,364

27,740

27,688

Noninterest Income

Service fees on deposits

105

122

319

337

Fees from debit cards

183

183

528

524

Income from investment in life insurance

87

88

289

289

Gain on foreclosed realestate

—

26

—

26

(Loss) on sale of fixed assets

—

(8

)

(135

)

(8

)

Other income

306

273

675

760

Total noninterest income

681

684

1,676

1,928

Noninterest Expense

Compensation and related benefits

3,412

4,064

12,704

12,606

Occupancy

349

415

1,280

1,238

Data processing

409

372

1,245

1,164

Advertising

6

5

39

14

Professional fees

213

239

764

718

Equipment

82

92

260

278

Foreclosed real estate and repossessed assets holding costs

—

2

(5

)

5

Amortization of intangible assets

45

45

135

135

FDIC insurance premiums

85

83

257

247

Other expense

455

561

1,465

1,405

Total noninterest expense

5,056

5,878

18,144

17,810

Net income before tax

4,489

5,170

11,272

11,806

Income tax expense

1,053

1,440

3,283

3,116

Net income

$

3,436

$

3,730

$

7,989

$

8,690

Basic earnings per share

$

0.44

$

0.41

$

1.00

$

0.89

Diluted earnings per share

$

0.42

$

0.41

$

0.97

$

0.88

BV FINANCIAL, INC.

Average Balance Sheet for the Quarters ended September 30,

(Dollars in thousands)

For the Three Months Ended September 30,

2026

2025

(dollars in thousands)

Average Outstanding Balance

Interest

Average Yield/Rate

Average Outstanding Balance

Interest

Average Yield/Rate

(Unaudited)

Interest-earning assets:

Loans

$

717,546

$

11,163

6.17

%

$

743,119

$

11,519

6.15

%

Securities available-for-sale

31,476

292

3.68

%

35,107

329

3.72

%

Securities held-to-maturity

5,428

40

2.92

%

6,465

46

2.82

%

Cash, cash equivalents and other interest-earning assets

53,132

468

3.52

%

57,784

633

4.38

%

Total interest-earning assets

807,582

11,963

5.88

%

842,475

12,527

5.90

%

Noninterest-earning assets

65,533

63,948

Total assets

$

873,115

$

906,423

Interest-bearing liabilities:

Interest-bearing demand deposits

$

66,753

133

0.79

%

$

75,302

151

0.80

%

Savings deposits

109,602

146

0.53

%

117,422

136

0.46

%

Money market deposits

131,640

771

2.32

%

128,265

787

2.43

%

Certificates of deposit

226,950

1,835

3.21

%

205,022

1,638

3.17

%

Total interest-bearing deposits

534,945

2,885

2.14

%

526,011

2,712

2.05

%

Federal Home Loan Bank advances

54

1

4.18

%

—

—

—

Subordinated debentures

—

—

—

34,983

465

5.27

%

Total borrowings

54

1

4.18

%

34,983

465

5.27

%

Total interest-bearing

liabilities

534,999

2,886

2.14

%

560,994

3,177

2.25

%

Noninterest-bearing demand deposits

138,658

137,179

Other noninterest-bearing liabilities

16,140

16,191

Total liabilities

689,797

714,364

Equity

183,318

192,059

Total liabilities and equity

$

873,115

$

906,423

Net interest income

$

9,077

$

9,350

Net interest rate spread

3.74

%

3.65

%

Net interest-earning assets

$

272,583

$

281,481

Net interest margin

4.46

%

4.40

%

Average interest-earning assets to interest-bearing liabilities

150.95

%

150.18

%

BV FINANCIAL, INC.

Average Balance Sheet for the Nine Months ended September 30,

(Dollars in thousands)

For the Nine Months Ended September 30,

2026

2025

(dollars in thousands)

Average Outstanding Balance

Interest

Average Yield/Rate

Average Outstanding Balance

Interest

Average Yield/Rate

(Unaudited)

Interest-earning assets:

Loans

$

726,162

$

33,471

6.16

%

$

745,001

$

33,594

6.03

%

Securities available-for-sale

32,534

863

3.55

%

35,580

1,003

3.77

%

Securities held-to-maturity

6,944

130

2.50

%

6,801

139

2.73

%

Cash, cash equivalents and other interest-earning assets

63,889

1,786

3.76

%

57,988

1,938

4.49

%

Total interest-earning assets

829,529

36,250

5.84

%

845,370

36,674

5.80

%

Noninterest-earning assets

65,506

64,424

Total assets

$

895,035

$

909,794

Interest-bearing liabilities:

Interest-bearing demand deposits

$

70,845

454

0.86

%

$

77,365

482

0.83

%

Savings deposits

113,560

439

0.52

%

120,136

342

0.38

%

Money market deposits

128,833

2,200

2.28

%

126,316

2,318

2.45

%

Certificates of deposit

222,525

5,215

3.13

%

199,332

4,793

3.21

%

Total interest-bearing deposits

535,763

8,308

2.07

%

523,149

7,935

2.03

%

Federal Home Loan Bank advances

19,029

216

1.52

%

5,604

194

4.63

%

Subordinated debentures

—

—

—

34,944

1,396

5.34

%

Total borrowings

19,029

216

1.52

%

40,548

1,590

5.24

%

Total interest-bearing

liabilities

554,792

8,524

2.05

%

563,697

9,525

2.26

%

Noninterest-bearing demand deposits

139,439

134,686

Other noninterest-bearing liabilities

17,608

16,027

Total liabilities

711,839

714,410

Equity

183,196

195,384

Total liabilities and equity

$

895,035

$

909,794

Net interest income

$

27,726

$

27,149

Net interest rate spread

3.79

%

3.54

%

Net interest-earning assets

$

274,737

$

281,673

Net interest margin

4.47

%

4.29

%

Average interest-earning assets to interest-bearing liabilities

149.52

%

149.97

%

ALLOWANCE FOR CREDIT LOSS - LOANS

(Dollars in thousands)

QTR

YTD

9/30/2026

9/30/2026

Beginning Balance

$

6,214

$

6,437

Provision for credit loss -loans

171

(85

)

Net Charge-offs (recoveries):

Owner Occupied 1-4

(1

)

(3

)

Non-Owner Occupied 1-4

(17

)

(50

)

Investor Commercial Real Estate

—

—

OO Commercial Real Estate

—

—

Construction & Land

—

—

Farm Loans

—

—

Marine & Consumer

72

74

Guaranteed by the US Gov't

—

—

Commercial

—

—

Net charge-offs (recoveries)

54

21

Ending Balance- ACL for Loans

$

6,331

$

6,331

Balance Reserve for unfunded loan commitments

168

168

Balance Reserve for HTM Securities

-

-

Total ACL

$

6,499

$

6,499

Provision expense for Unfunded Commitments

42

72

Provision expense for HTM Securities

—

(1

)

Total other provision expense

$

42

$

71

Total provision for (recovery of ) credit losses

$

213

$

(14

)

RECONCILIATION TABLE (UNAUDITED)

Non-GAAP Reconciliation

In addition to results presented in accordance with generally accepted accounting principles utilized in the Unites States ("GAAP"), this earnings release contains non-GAAP financial measures, OPPNR and tangible book value . The Company believes this non-GAAP financial measure is useful for both investors and management to understand the effects of certain items and provide an alternative view of its performance over time. Non-GAAP measures have inherent limitations, are not required to be uniformly applied and are not audited. They should not be considered in isolation or as a substitute for total stockholders' equity or operating results determined in accordance with GAAP. These non-GAAP measures may not be comparable to similarly titled measures reported by other companies.

Three Months ended September 30,

Nine Months ended September 30,

Non-GAAP Adjusted Net Income

2026

2025

2026

2025

Net Income (GAAP)

$

3,436

$

3,730

$

7,989

$

8,690

2024 Equity Plan Expenses

508

977

$

1,712

$

3,309

Cost of executive transition

-

-

2,203

Tax impact

(135

)

(259

)

(1,037

)

(877

)

Non GAAP adjusted net income

$

3,809

$

4,448

$

10,867

$

11,122

Adjusted Net Income per Share

$

0.49

$

0.49

$

1.36

$

1.14

Adjusted Net Income per diluted share

$

0.47

$

0.48

$

1.32

$

1.13

Non-GAAP Operating Pre-provision Net Revenue (OPPNR)

Net Interest Income before provision

$

9,077

$

9,350

$

27,726

$

27,149

Plus: Purchase Accounting Amortization

30

36

123

130

Plus: Non-interest income

681

684

1,676

1,928

Less: Non-interest expense

(5,056

)

(5,878

)

(18,144

)

(17,810

)

Plus: CDI amortization

45

45

135

135

Plus: 2024 Equity Plan expense

508

977

1,712

3,309

Plus: Executive transition expense

-

-

2,203

-

Operating Pre-Provision Net Revenue

$

5,285

$

5,214

$

15,431

$

14,841

OPPNR per share

$

0.68

$

0.57

$

1.93

$

1.52

OPPNR per diluted share

$

0.65

$

0.57

$

1.87

$

1.50

Non-GAAP Tangible Book Value per Common Share

9/30/2026

9/30/2025

Total Equity (GAAP)

$

184,229

$

190,210

Less Goodwill

14,420

14,420

Less other intangible assets

516

696

Tangible equity

$

169,293

$

175,094

Common shares outstanding

8,391,276

9,536,094

Tangible book value per share

$

20.17

$

18.36

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