MIL-OSI USA News: Fact Sheet: President Donald J. Trump Accelerates Federal Permitting of Data Center Infrastructure

Source: US Whitehouse

ACCELERATING DATA CENTER INFRASTRUCTURE DEVELOPMENT: Today, President Donald J. Trump signed an Executive Order to facilitate the rapid and efficient buildout of data center infrastructure.

The Order directs the Secretary of Commerce to launch an initiative to provide financial support, such as loans, grants, and tax incentives, for Qualifying Projects.
- These Qualifying Projects include data centers that require greater than 100 megawatts of new load, infrastructure projects related to data center energy needs, semiconductor facilities, networking equipment, or other data center or related infrastructure projects selected by the Secretary of Defense, Secretary of the Interior, Secretary of Commerce, or Secretary of Energy.
The Order revokes a Biden-era Executive Order that would have saddled AI data center development on Federal lands with pages of DEI and climate requirements.
The Order instructs agencies to streamline environmental reviews and permitting for data centers and related infrastructure by leveraging existing exemptions and creating new ones to expedite the construction of Qualifying Projects.
The Order enhances transparency and efficiency by designating Qualified Projects for expedited permitting under the FAST-41 framework.
The Order promotes the use of Brownfield and Superfund sites for data center development, repurposing these lands for productive use.
The Order directs the Department of the Interior, the Department of Energy and the Department of Defense to authorize data center construction on appropriate Federal lands.

STRENGTHENING AMERICA’S AI AND MANUFACTURING LEADERSHIP: President Trump is promoting the rapid buildout of AI data centers and critical infrastructure to secure economic prosperity, national security, and scientific leadership.

AI data centers and supporting infrastructure, such as energy systems and semiconductors, are essential for powering America’s technological and industrial future.
Lengthy and complex Federal regulations can delay critical projects, hindering America’s ability to lead in AI and manufacturing.
By streamlining permitting and providing financial support, the U.S. will accelerate the development of data centers and enable our global dominance in AI, which will in turn create jobs and enhance national security.
This initiative ensures American leadership in AI and critical technologies, positioning the U.S. to outpace global competitors and drive innovation for decades to come.

USHERING IN A GOLDEN AGE FOR AMERICAN TECHNOLOGICAL DOMINANCE: President Trump has made American leadership in AI a national priority.

President Trump signed the first-ever Executive Order on AI in 2019 recognizing the paramount importance of American AI leadership to the economic and national security of the United States.
- In historic actions, the Trump Administration established the first-ever national AI research institutes, strengthened American leadership in AI technical standards, and issued the world’s first AI regulatory guidance to govern AI development in the private sector.
President Trump also took executive action in 2020 to establish the first-ever guidance for Federal agency adoption of AI to more effectively deliver services to the American people and foster public trust in this critical technology.
In January 2025, President Trump signed an Executive Order to reverse harmful Biden Administration AI policies and enhance America’s global AI dominance.
In April 2025, President Trump signed an Executive Order to advance AI education for America’s youth.
The Administration is capitalizing on other permitting successes that will also enable data center development, such as dramatically reducing NEPA’s impact on critical infrastructure projects, developing emergency NEPA procedures that can permit major mining projects in under 28 days at the Department of the Interior, revising NOAA’s deep sea mining regulations, and more.

MIL OSI USA News –

July 24, 2025

MIL-OSI USA News: Accelerating Federal Permitting of Data Center Infrastructure

Source: US Whitehouse

By the authority vested in me as President by the Constitution and the laws of the United States of America, it is hereby ordered:

Section  1. Policy and Purpose. My Administration has inaugurated a golden age for American manufacturing and technological dominance. We will pursue bold, large-scale industrial plans to vault the United States further into the lead on critical manufacturing processes and technologies that are essential to national security, economic prosperity, and scientific leadership. These plans include artificial intelligence (AI) data centers and infrastructure that powers them, including high‑voltage transmission lines and other equipment. It will be a priority of my Administration to facilitate the rapid and efficient buildout of this infrastructure by easing Federal regulatory burdens.

In addition, my Administration will utilize federally owned land and resources for the expeditious and orderly development of data centers. This usage will be done in a manner consistent with the land’s intended purpose — to be used in service of the prosperity and security of the American people.

Sec. 2. Definitions. For purposes of this order:

(a) “Data Center Project” means a facility that requires greater than 100 megawatts (MW) of new load dedicated to AI inference, training, simulation, or synthetic data generation.

(b) “Covered Components” means materials, products, and infrastructure that are required to build Data Center Projects or otherwise upon which Data Center Projects depend, including:

(i) energy infrastructure, such as transmission lines, natural gas pipelines or laterals, substations, switchyards, transformers, switchgear, and system protective facilities;

(ii) natural gas turbines, coal power equipment, nuclear power equipment, geothermal power equipment, and any other dispatchable baseload energy sources, including electrical infrastructure (including backup power supply) constructed or otherwise used principally to serve a Data Center Project;

(iii) semiconductors and semiconductor materials, such as wafers, dies, and packaged integrated circuits;

(iv) networking equipment, such as switches and routers; and

(v) data storage, such as hardware storage systems, software for data management and protection, and integrated services that work with public cloud providers.

(c) “Covered Component Project” means infrastructure comprising Covered Components, or a facility with the primary purposes of manufacturing or otherwise producing Covered Components.

(d) “Qualifying Project” means:

(i) a Data Center Project or Covered Component Project for which the Project Sponsor has committed at least $500 million in capital expenditures as determined by the Secretary of Commerce;

(ii) a Data Center Project or Covered Component Project involving an incremental electric load addition of greater than 100 MW;

(iii) a Data Center Project or Covered Component Project that protects national security; or

(iv) a Data Center Project or Covered Component Project that has otherwise been designated by the Secretary of Defense, the Secretary of the Interior, the Secretary of Commerce, or the Secretary of Energy as a “Qualifying Project”.

(e) “Project Sponsor” means the lead sponsor providing financial and other support for a Data Center Project or Covered Component Project, as determined by the Secretary of Defense, the Secretary of the Interior, the Secretary of Commerce, or the Secretary of Energy, as appropriate.

(f) “Superfund Site” means any site where action is being taken pursuant to 42 U.S.C. 9604, 9606, or 9620.

(g) “Brownfield Site” means a site as defined in 42 U.S.C. 9601(39).

Sec.  3. Encouraging Qualifying Projects. The Secretary of Commerce, in consultation with the Director of the Office of Science and Technology Policy (OSTP) and other relevant executive departments and agencies (agencies), shall launch an initiative to provide financial support for Qualifying Projects, which could include loans and loan guarantees, grants, tax incentives, and offtake agreements. All relevant agencies shall identify and submit to the Director of OSTP any such relevant existing financial support that can be used to assist Qualifying Projects, consistent with the protection of national security.

Sec. 4. Revocation of Executive Order 14141. Executive Order 14141 of January 14, 2025 (Advancing United States Leadership in Artificial Intelligence Infrastructure), is hereby revoked.

Sec.  5. Efficient Environmental Reviews. (a) Within 10 days of the date of this order, each relevant agency shall identify to the Council on Environmental Quality any categorical exclusions already established or adopted by such agency pursuant to the National Environmental Policy Act (NEPA), reliance on and adoption of which by agencies (pursuant to 42 U.S.C. 4336 and 4336c) could facilitate the construction of Qualifying Projects.

(b) The Council on Environmental Quality shall coordinate with relevant agencies on the establishment of new categorical exclusions to cover actions related to Qualifying Projects that normally do not have a significant effect on the human environment. Agencies shall, for purposes of establishing these categorical exclusions, rely on any sufficient basis to do so as each such agency determines.

(c) Consistent with 42 U.S.C. 4336e(10)(B)(iii), loans, loan guarantees, grants, tax incentives, or other forms of Federal financial assistance for which an agency lacks substantial project-specific control and responsibility over the subsequent use of such financial assistance shall not be considered a “major Federal action” under NEPA. For purposes of this order, Federal financial assistance representing less than 50 percent of total project costs shall be presumed not to constitute substantial Federal control and responsibility.

Sec.  6. Efficiency and Transparency Through FAST‑41. (a) The Executive Director (Executive Director) of the Federal Permitting Improvement Steering Council (FPISC) may, within 30  days of the date that a project is identified to FPISC by a relevant agency, designate a Qualifying Project as a transparency project pursuant to 42 U.S.C. 4370m-2(b)(2)(A)(iii) and section 41003 of the Fixing America’s Surface Transportation Act (Public Law 114-94, 129 Stat. 1312, 1747) (FAST-41). Within 30 days of receiving such agency notification, the Executive Director may publish Qualifying Projects on the Permitting Dashboard established under section 41003(b) of FAST-41, including schedules for expedited review.

(b) In consultation with Project Sponsors, the Executive Director shall expedite the transition of eligible Qualifying Projects from transparency projects to FAST-41 “covered projects” as defined by 42 U.S.C. 4370m(6)(A). To the extent that a Qualifying Project does not meet the criteria set forth in 42 U.S.C. 4370m(6)(A)(i) or (iii), FPISC may consider all other available options to designate the project a covered project under 42 U.S.C. 4370m(6)(A)(iv).

Sec. 7. Streamlining of Permitting Review. (a) The Administrator of the Environmental Protection Agency shall assist in expediting permitting on Federal and non-Federal lands by developing or modifying regulations promulgated under the Clean Air Act (42 U.S.C. 7401 et seq.); the Clean Water Act (33 U.S.C. 1251 et seq.); the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. 9601 et seq.); the Toxic Substances Control Act (15 U.S.C. 2601 et seq.); and other relevant applicable laws, in each case, that impact the development of Qualifying Projects.

(b) The Administrator of the Environmental Protection Agency shall, consistent with the Environmental Protection Agency’s statutory authorities, expeditiously identify Brownfield Sites and Superfund Sites for use by Qualifying Projects. As part of this effort, within 180 days of the date of this order, the Administrator of the Environmental Protection Agency shall develop guidance to help expedite environmental reviews for qualified reuse and assist State governments and private parties to return such Brownfield Sites and Superfund Sites to productive use as expeditiously as possible.

Sec.  8. Biological and Water Permitting Efficiencies. (a) Upon identification of sites by the Secretary of the Interior and the Secretary of Energy as described in section 9 of this order, the action agency, as identified through the process described in the Endangered Species Act (16 U.S.C. 1531-1544) (ESA), shall initiate consultation under section 7 of the ESA with the Secretary of the Interior, the Secretary of Commerce, or both with respect to common construction activities for Qualifying Projects that will occur over the next 10 years at a programmatic level. The Secretary of the Interior and the Secretary of Commerce shall utilize programmatic consultation to ensure timely and efficient completion of such consultation.

(b) Within 180 days of the date of this order, the Secretary of the Army, acting through the Assistant Secretary of the Army for Civil Works, shall review the nationwide permits issued under section 404 of the Clean Water Act of 1972 (33 U.S.C. 1344) and section 10 of the Rivers and Harbors Appropriation Act of 1899 (33 U.S.C. 403) to determine whether an activity-specific nationwide permit is needed to facilitate the efficient permitting of activities related to Qualifying Projects.

Sec. 9. Federal Lands Availability. (a) The Department of the Interior and the Department of Energy shall, after consultation with industry and further in consultation with the Department of Commerce as to the Project Sponsors to which relevant authorizations shall be granted, offer appropriate authorizations for sites identified by the Secretary of the Interior or the Secretary of Energy, as applicable and appropriate for the relevant uses, consistent with 42 U.S.C. 2201, 42 U.S.C. 7256, 43 U.S.C. 1701 et seq., and all other applicable law.

(b) The Secretary of Defense shall, pursuant to 10 U.S.C. 2667 or other applicable law and as and when the Secretary of Defense deems it necessary or desirable, identify suitable sites on military installations for Covered Component infrastructure uses and competitively lease available lands for Qualifying Projects to support the Department of Defense’s energy, workforce, and mission needs, subject to security and force protection considerations.

Sec. 10. General Provisions. (a)  Nothing in this order shall be construed to impair or otherwise affect:

(i) the authority granted by law to an executive department or agency, or the head thereof; or

(ii) the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

(b) This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

(c) This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

(d) The costs for publication of this order shall be borne by the Department of Energy.

DONALD J. TRUMP

THE WHITE HOUSE,

July 23, 2025.

MIL OSI USA News –

July 24, 2025

MIL-OSI USA News: Promoting The Export of the American AI Technology Stack

Source: US Whitehouse

By the authority vested in me as President by the Constitution and the laws of the United States of America, including section 301 of title 3, United States Code, it is hereby ordered:

Section 1. Purpose. Artificial intelligence (AI) is a foundational technology that will define the future of economic growth, national security, and global competitiveness for decades to come. The United States must not only lead in developing general-purpose and frontier AI capabilities, but also ensure that American AI technologies, standards, and governance models are adopted worldwide to strengthen relationships with our allies and secure our continued technological dominance. This order establishes a coordinated national effort to support the American AI industry by promoting the export of full-stack American AI technology packages.

Sec. 2. Policy. It is the policy of the United States to preserve and extend American leadership in AI and decrease international dependence on AI technologies developed by our adversaries by supporting the global deployment of United States-origin AI technologies.

Sec. 3. Establishment of the American AI Exports Program. (a) Within 90 days of the date of this order, the Secretary of Commerce shall, in consultation with the Secretary of State and the Director of the Office of Science and Technology Policy (OSTP), establish and implement the American AI Exports Program (Program) to support the development and deployment of United States full-stack AI export packages.

(b) The Secretary of Commerce shall issue a public call for proposals from industry-led consortia for inclusion in the Program. The public call shall require that each proposal must:

(i) include a full-stack AI technology package, which encompasses:

(A) AI-optimized computer hardware (e.g., chips, servers, and accelerators), data center storage, cloud services, and networking, as well as a description of whether and to what extent such items are manufactured in the United States;

(B) data pipelines and labeling systems;

(C) AI models and systems;

(D) measures to ensure the security and cybersecurity of AI models and systems; and

(E) AI applications for specific use cases (e.g., software engineering, education, healthcare, agriculture, or transportation);

(ii) identify specific target countries or regional blocs for export engagement;

(iii) describe a business and operational model to explain, at a high level, which entities will build, own, and operate data centers and associated infrastructure;

(iv) detail requested Federal incentives and support mechanisms; and

(v) comply with all relevant United States export control regimes, outbound investment regulations, and end-user policies, including chapter 58 of title 50, United States Code, and relevant guidance from the Bureau of Industry and Security within the Department of Commerce.

(c) The Department of Commerce shall require proposals to be submitted no later than 90 days after the public call for proposals is issued, and shall consider proposals on a rolling basis for inclusion in the Program.

(d) The Secretary of Commerce shall, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, evaluate submitted proposals for inclusion under the Program. Proposals selected by the Secretary of Commerce, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, will be designated as priority AI export packages and will be supported through priority access to the tools identified in section 4 of this order, as consistent with applicable law.

Sec. 4. Mobilization of Federal Financing Tools. (a) The Economic Diplomacy Action Group (EDAG), established in the Presidential Memorandum of June 21, 2024, chaired by the Secretary of State, in consultation with the Secretary of Commerce and the United States Trade Representative, and as described in section 708 of the Championing American Business Through Diplomacy Act of 2019 (Title VII of Division J of Public Law 116-94) (CABDA), shall coordinate mobilization of Federal financing tools in support of priority AI export packages.

(b) I delegate to the Administrator of the Small Business Administration and the Director of OSTP the authority under section 708(c)(3) of CABDA to appoint senior officials from their respective executive departments and agencies to serve as members of the EDAG.

(c) The Secretary of State, in consultation with the EDAG, shall be responsible for:

(i) developing and executing a unified Federal Government strategy to promote the export of American AI technologies and standards;

(ii) aligning technical, financial, and diplomatic resources to accelerate deployment of priority AI export packages under the Program;

(iii) coordinating United States participation in multilateral initiatives and country-specific partnerships for AI deployment and export promotion;

(iv) supporting partner countries in fostering pro‑innovation regulatory, data, and infrastructure environments conducive to the deployment of American AI systems;

(v) analyzing market access, including technical barriers to trade and regulatory measures that may impede the competitiveness of United States offerings; and

(vi) coordinating with the Small Business Administration’s Office of Investment and Innovation to facilitate, to the extent permitted under applicable law, investment in United States small businesses to the development of American AI technologies and the manufacture of AI infrastructure, hardware, and systems.

(d) Members of the EDAG shall deploy, to the maximum extent permitted by law, available Federal tools to support the priority export packages selected for participation in the Program, including direct loans and loan guarantees (12  U.S.C. 635); equity investments, co-financing, political risk insurance, and credit guarantees (22  U.S.C. 9621); and technical assistance and feasibility studies (22 U.S.C. 2421(b)).

Sec. 5. General Provisions. (a) Nothing in this order shall be construed to impair or otherwise affect:

(i) the authority granted by law to an executive department or agency, or the head thereof; or

(ii) the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

(b) This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

(c) This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

(d) The costs for publication of this order shall be borne by the Department of Commerce.

DONALD J. TRUMP

THE WHITE HOUSE,

July 23, 2025.

MIL OSI USA News –

July 24, 2025

MIL-OSI: Northfield Bancorp, Inc. Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

NOTABLE ITEMS FOR THE QUARTER INCLUDE:

DILUTED EARNINGS PER SHARE WERE $0.24 FOR THE CURRENT QUARTER COMPARED TO $0.19 FOR THE TRAILING QUARTER, AND $0.14 FOR THE SECOND QUARTER OF 2024.
NET INTEREST MARGIN INCREASED BY 19 BASIS POINTS TO 2.57% FOR THE CURRENT QUARTER COMPARED TO 2.38% FOR THE TRAILING QUARTER, AND BY 48 BASIS POINTS COMPARED TO 2.09% FOR THE SECOND QUARTER OF 2024, DRIVEN BY LOWER FUNDING COSTS AND HIGHER YIELDS ON INTEREST-EARNING ASSETS.
COST OF DEPOSITS, EXCLUDING BROKERED DEPOSITS, AT JUNE 30, 2025 WAS 1.88% AS COMPARED TO 1.94% AT MARCH 31, 2025.
ASSET QUALITY IMPROVED WITH NON-PERFORMING LOANS TO TOTAL LOANS AT 0.36% AT JUNE 30, 2025 COMPARED TO 0.48% AT MARCH 31, 2025.
THE COMPANY MAINTAINED STRONG LIQUIDITY WITH OVER $800 MILLION IN UNPLEDGED AVAILABLE-FOR-SALE SECURITIES AND LOANS READILY AVAILABLE-FOR-PLEDGE OF APPROXIMATELY $1 BILLION.
A $10.0 MILLION REPURCHASE PLAN APPROVED ON APRIL 23, 2025 WAS COMPLETED DURING THE CURRENT QUARTER AS THE COMPANY REPURCHASED 862,469 SHARES.
CASH DIVIDEND DECLARED OF $0.13 PER SHARE OF COMMON STOCK, PAYABLE ON AUGUST 20, 2025, TO STOCKHOLDERS OF RECORD AS OF AUGUST 6, 2025.

WOODBRIDGE, N.J., July 23, 2025 (GLOBE NEWSWIRE) — NORTHFIELD BANCORP, INC. (Nasdaq:NFBK) (the “Company”), the holding company for Northfield Bank, reported net income of $9.6 million, or $0.24 per diluted share, for the three months ended June 30, 2025, compared to $7.9 million, or $0.19 per diluted share, for the three months ended March 31, 2025, and $6.0 million, or $0.14 per diluted share, for the three months ended June 30, 2024. For the six months ended June 30, 2025, net income totaled $17.4 million, or $0.43 per diluted share, compared to $12.2 million, or $0.29 per diluted share, for the six months ended June 30, 2024. For the three and six months ended June 30, 2025, net income included $580,000 of additional tax expense related to options that expired in May 2025. For the three and six months ended June 30, 2024, net income included $795,000 of additional tax expense related to options that expired in June 2024, and $683,000 of severance expense. The increase in net income for the current quarter and the six months ended June 30, 2025, as compared to the comparable prior year periods was primarily due to an increase in net interest income, attributable to lower funding costs and higher yields on loans and securities, partially offset by an increase in the provision for credit losses on loans.

Commenting on the quarter, Steven M. Klein, the Company’s Chairman and Chief Executive Officer, noted, “Our strong financial results reflect the continued execution of our strategic initiatives, focused on prudent and disciplined lending and deposit gathering, net interest margin expansion, and expense discipline.” Mr. Klein further noted, “I’m pleased to report that we continue to deploy our substantial capital base, including through stock repurchases of $15.0 million for the year and the declaration of a quarterly cash dividend of $0.13 per common share, payable August 20, 2025, to stockholders of record on August 6, 2025.”

Results of Operations

Comparison of Operating Results for the Six Months Ended June 30, 2025 and 2024

Net income was $17.4 million and $12.2 million for the six months ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year period are as follows: a $9.6 million increase in net interest income, a $4.9 million increase in the provision for credit losses on loans, a $1.3 million increase in non-interest income, a $920,000 decrease in non-interest expense, and a $1.7 million increase in income tax expense.

Net interest income for the six months ended June 30, 2025, increased $9.6 million, or 17.0%, to $66.2 million, from $56.6 million for the six months ended June 30, 2024 due to a $6.0 million decrease in interest expense and a $3.6 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $141.5 million, or 3.3%, as well as a decrease in the cost of interest-bearing liabilities, which decreased by 18 basis points to 2.74% for the six months ended June 30, 2025, from 2.92% for the six months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $378.9 million, or 35.2%, decrease in the average balance of borrowed funds, partially offset by a $237.2 million, or 7.5%, increase in the average balance of interest-bearing deposits, primarily certificates of deposit. The decrease in the cost of interest-bearing liabilities was driven primarily by an eight basis point decrease in the cost of interest-bearing deposits to 2.47% from 2.55% and a four basis point decrease in the cost of borrowings to 3.83% from 3.87%. The increase in interest income was primarily due to a 25 basis point increase in the yield on interest-earning assets, due to higher yields on mortgage-backed securities and loans, partially offset by a $128.0 million, or 2.3%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of loans of $175.5 million, the average balance of other securities of $275.8 million, and the average balance of interest-earning deposits in financial institutions of $128.1 million, partially offset by an increase in the average balance of mortgage-backed securities of $453.4 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

Net interest margin increased by 42 basis points to 2.48% for the six months ended June 30, 2025, from 2.06% for the six months ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the six months ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to purchased credit-deteriorated (“PCD”) loans of $469,000 for the six months ended June 30, 2025, as compared to $747,000 for the six months ended June 30, 2024. Net interest income for the six months ended June 30, 2025, also included loan prepayment income of $767,000 as compared to $561,000 for the six months ended June 30, 2024.

The provision for credit losses on loans increased by $4.9 million to $4.7 million for the six months ended June 30, 2025, compared to a benefit of $203,000 for the six months ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our Current Expected Credit Loss (“CECL”) model, an increase in specific reserves of $1.2 million, changes in model assumptions including a reduction in prepayment speeds, and higher net charge-offs. Partially offsetting the increase in reserves was a decline in loan balances. Net charge-offs were $3.7 million for the six months ended June 30, 2025, primarily due to $3.2 million in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $2.6 million for the six months ended June 30, 2024. Management continues to closely monitor the small business unsecured commercial and industrial loan portfolio, which totaled $24.0 million at June 30, 2025.

Non-interest income increased by $1.3 million, or 21.0%, to $7.5 million for the six months ended June 30, 2025, compared to $6.2 million for the six months ended June 30, 2024. The increase was primarily due to an increase in income on bank-owned life insurance of $1.4 million, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields, partially offset by a $178,000 decrease in gains on trading securities. Gains on trading securities in the six months ended June 30, 2025, were $709,000, as compared to gains of $887,000 in the six months ended June 30, 2024. The trading portfolio is utilized to fund the Company’s deferred compensation obligation to certain employees and directors of the plan. The participants of this plan, at their election, defer a portion of their compensation. Gains and losses on trading securities have no effect on net income since participants benefit from, and bear the full risk of changes in the trading securities market values. Therefore, the Company records an equal and offsetting amount in compensation expense, reflecting the change in the Company’s obligations under the plan.

Non-interest expense decreased by $920,000, or 2.0%, to $44.4 million for the six months ended June 30, 2025, compared to $45.3 million for the six months ended June 30, 2024. The decrease was primarily due to a $650,000 decrease in employee compensation and benefits, primarily due to severance expense of $683,000 which was recorded during the six months ended June 30, 2024, and a $178,000 decrease in deferred compensation expense, which is described above, and had no effect on net income. Partially offsetting the decreases were higher salary expense related to annual merit increases and higher stock compensation expense as the prior year included a credit of $461,000 related to performance stock awards not expected to vest. Additionally, there was a $456,000 decrease in advertising expense attributable to a change in marketing strategy and the timing of specific deposit and lending campaigns, and a $311,000 decrease in other expense. Partially offsetting the decreases was a $485,000 increase in professional fees related to outsourced audit services and recruitment fees.

The Company recorded income tax expense of $7.2 million for the six months ended June 30, 2025, compared to $5.5 million for the six months ended June 30, 2024. The effective tax rate for the six months ended June 30, 2025, was 29.3% compared to 31.2% for the six months ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the six months ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the six months ended June 30, 2024.

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

Net income was $9.6 million and $6.0 million for the quarters ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year quarter are as follows: a $5.7 million increase in net interest income, a $2.7 increase in the provision for credit losses on loans, a $1.7 million increase in non-interest income, and a $1.1 million increase in income tax expense.

Net interest income for the quarter ended June 30, 2025, increased $5.7 million, or 19.9%, to $34.4 million, from $28.7 million for the quarter ended June 30, 2024, due to a $3.5 million decrease in interest expense and a $2.2 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $177.0 million, or 4.1%, as well as a decrease in the cost of interest-bearing liabilities which decreased by 22 basis points to 2.73% for the three months ended June 30, 2025, from 2.95% for the three months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $344.2 million, or 33.1% decrease in the average balance of borrowed funds, partially offset by a $167.0 million, or 5.2%, increase in the average of interest-bearing deposits. The decrease in the cost of interest-bearing liabilities was driven by an 18 basis point decrease in the cost of interest-bearing deposits to 2.42% from 2.60%, partially offset by a 10 basis point increase in the cost of borrowed funds to 3.98% from 3.88%. The increase in interest income was primarily due to a 28 basis point increase in the yield on interest-earning assets due to higher yields on mortgage-backed securities and loans, partially offset by a $151.7 million, or 2.8%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of other securities of $277.3 million, the average balance of loans of $183.3 million and the average balance of interest-earning deposits in financial institutions of $112.0 million, partially offset by an increase in the average balance of mortgage-backed securities of $422.3 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

Net interest margin increased by 48 basis points to 2.57% for the quarter ended June 30, 2025, from 2.09% for the quarter ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $321,000 for the quarter ended June 30, 2024. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000, as compared to $210,000 for the quarter ended June 30, 2024.

The provision for credit losses on loans increased by $2.7 million to $2.1 million for the quarter ended June 30, 2025, from a benefit of $618,000 for the quarter ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our CECL model, an increase in specific reserves of $1.2 million, and changes in model assumptions, including a reduction in prepayment speeds. Partially offsetting the increase in reserves was a decline in loan balances and lower net charge-offs. Net charge-offs were $887,000 for the quarter ended June 30, 2025, primarily due to $879,000 in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $1.6 million for the quarter ended June 30, 2024.

Non-interest income increased by $1.7 million, or 58.3%, to $4.5 million for the quarter ended June 30, 2025, from $2.9 million for the quarter ended June 30, 2024. The increase was primarily due to increases of $820,000 in gains on trading securities and $760,000 in income on bank-owned life insurance, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields. Gains on trading securities in the three months ended June 30, 2025, were $1.0 million as compared to gains of $188,000 in the quarter ended June 30, 2024.

Non-interest expense remained stable at $23.0 million for both quarters ended June 30, 2025 and June 30, 2024.

The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $3.2 million for the quarter ended June 30, 2024. The effective tax rate for the quarter ended June 30, 2025, was 31.0% compared to 35.0% for the quarter ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the quarter ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the quarter ended June 30, 2024.

Comparison of Operating Results for the Three Months Ended June 30, 2025 and March 31, 2025

Net income was $9.6 million and $7.9 million for the quarters ended June 30, 2025, and March 31, 2025, respectively. Significant variances from the prior quarter are as follows: a $2.6 million increase in net interest income, a $496,000 decrease in the provision for credit losses on loans, a $1.5 million increase in non-interest income, a $1.5 million increase in non-interest expense, and a $1.4 million increase in income tax expense.

Net interest income for the quarter ended June 30, 2025, increased by $2.6 million, or 8.2%, to $34.4 million, from $31.8 million for the quarter ended March 31, 2025, due to a $2.3 million increase in interest income and a $272,000 decrease in interest expense. The increase in interest income was primarily due to a 17 basis point increase in the yield on interest-earning assets, partially offset by a $49.1 million decrease in the average balance of interest-earning assets, primarily due to decreases in the average balance of loans of $62.4 million, the average balance of other securities of $61.5 million, and the average balance of interest-earning deposits in financial institutions of $39.5 million, which were partially offset by an increase in the average balance of mortgage-backed securities of $114.1 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities. The decrease in interest expense was primarily due to a $66.1 million, or 1.6%, decrease in the average balance of interest-bearing liabilities largely attributable to a $67.8 million decrease in the average balance of interest-bearing deposits.

Net interest margin increased by 19 basis points to 2.57% for the quarter ended June 30, 2025, from 2.38% for the quarter ended March 31, 2025, primarily due to higher yields on loans and mortgage-backed securities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000 as compared to $245,000 for the quarter ended March 31, 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $223,000 for the quarter ended March 31, 2025.

The provision for credit losses on loans decreased by $496,000 to $2.1 million for the quarter ended June 30, 2025, from $2.6 million for the quarter ended March 31, 2025. The decrease in the provision for the current quarter was primarily due to lower net charge-offs and a decline in loan balances, partially offset by an increase in specific reserves of $569,000 and an increase in general reserves due to a worsening macroeconomic forecast in the current quarter within our CECL model. Net charge-offs were $887,000 for the quarter ended June 30, 2025, as compared to net charge-offs of $2.8 million for the quarter ended March 31, 2025.

Non-interest income increased by $1.5 million, or 49.8%, to $4.5 million for the quarter ended June 30, 2025, from $3.0 million for the quarter ended March 31, 2025. The increase was primarily due to a $1.3 million increase in gains on trading securities, net. For the quarter ended June 30, 2025, gains on trading securities, net, were $1.0 million, compared to losses of $299,000 for the quarter ended March 31, 2025.

Non-interest expense increased by $1.5 million, or 7.2%, to $23.0 million for the quarter ended June 30, 2025, from $21.4 million for the quarter ended March 31, 2025. The increase was primarily due to a $2.0 million increase in compensation and employee benefits, of which $1.3 million was attributable to an increase in deferred compensation expense and has no effect on net income due to offsetting gains on trading securities. The remaining increase in compensation and employee benefits was primarily due to higher salary expense related to an increase in headcount during the current quarter as well as recognizing a full quarter of merit-related increases as compared to one month in the prior quarter. Additionally, there was a $280,000 increase in data processing costs attributable to an increase in core system expenses. Partially offsetting the increases were decreases of $205,000 in occupancy expense, $169,000 in professional fees, $210,000 in other expense, and $156,000 in credit loss expense/(benefit) for off-balance sheet exposure. The decrease in credit loss expense/(benefit) for off-balance sheet exposure was due to a benefit of $53,000 recorded during the quarter ended June 30, 2025, as compared to a provision of $103,000 recorded during the quarter ended March 31, 2025.

The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $2.9 million for the quarter ended March 31, 2025. The effective tax rate for the quarter ended June 30, 2025 was 31.0%, compared to 27.0% for the quarter ended March 31, 2025. During the quarter ended June 30, 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000, contributing to the higher effective tax rate for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025.

Financial Condition

Total assets increased by $12.9 million, or 0.2%, to $5.68 billion at June 30, 2025, from $5.67 billion at December 31, 2024. The increase was primarily due to an increase in available-for-sale debt securities of $200.2 million, or 18.2%, partially offset by decreases in loans receivable of $106.5 million, or 2.6%, cash and cash equivalents of $70.2 million, or 41.8% and other assets of $9.6 million, or 20.4%.

Cash and cash equivalents decreased by $70.1 million, or 41.8%, to $97.6 million at June 30, 2025, from $167.7 million at December 31, 2024, as excess liquidity was deployed into purchasing higher-yielding mortgage-backed securities. Balances fluctuate based on the timing of receipt of security and loan repayments and the redeployment of cash into higher-yielding assets such as loans and securities, or the funding of deposit outflows or borrowing maturities.

Loans held-for-investment, net, decreased by $101.6 million, or 2.5%, to $3.92 billion at June 30, 2025 from $4.02 billion at December 31, 2024, primarily due to a decrease in multifamily real estate loans, partially offset by increases in one-to-four family residential mortgage and home equity and lines of credit loans. The decrease in loan balances reflects the Company’s continued strategic focus on managing concentration risk within its commercial and multifamily real estate loan portfolios, while maintaining disciplined loan pricing. Multifamily loans decreased $114.4 million, or 4.4%, to $2.48 billion at June 30, 2025 from $2.60 billion at December 31, 2024, commercial and industrial loans decreased $4.9 million, or 3.0%, to $158.5 million at June 30, 2025 from $163.4 million at December 31, 2024, commercial real estate loans decreased $3.7 million, or 0.4%, to $886.1 million at June 30, 2025 from $889.8 million at December 31, 2024, and construction and land loans decreased $3.6 million, or 10.0%, to $32.3 million at June 30, 2025 from $35.9 million at December 31, 2024. Partially offsetting these decreases were increases in home equity and lines of credit of $12.8 million, or 7.3%, to $186.8 million at June 30, 2025 from $174.1 million at December 31, 2024, and one-to-four family residential loans of $12.5 million, or 8.3%, to $162.8 million at June 30, 2025 from $150.2 million at December 31, 2024.

As of June 30, 2025, non-owner occupied commercial real estate loans (as defined by regulatory guidance) to total risk-based capital was estimated at approximately 416%. Management believes that Northfield Bank (the “Bank”) maintains appropriate risk management practices including risk assessments, board-approved underwriting policies and related procedures, which includes monitoring Bank portfolio performance, performing market analysis (economic and real estate), and stressing of the Bank’s commercial real estate portfolio under severe, adverse economic conditions. Although management believes the Bank has implemented appropriate policies and procedures to manage its commercial real estate concentration risk, the Bank’s regulators could require it to implement additional policies and procedures or could require it to maintain higher levels of regulatory capital, which might adversely affect its loan originations, the Company’s ability to pay dividends, and overall profitability.

Our real estate portfolio includes credit risk exposure to loans collateralized by office buildings and multifamily properties in New York subject to some form of rent regulation limiting rent increases for rent stabilized multifamily properties. At June 30, 2025, office-related loans represented $178.8 million, or 4.6% of our total loan portfolio, with an average balance of $1.8 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 58%. Approximately 39% were owner-occupied. The geographic locations of the properties collateralizing our office-related loans are: 49.9% in New York, 48.6% in New Jersey and 1.5% in Pennsylvania. At June 30, 2025, our largest office-related loan had a principal balance of $90.0 million (with a net active principal balance for the Bank of $29.3 million as we have a 33.3% participation interest), was secured by an office facility located in Staten Island, New York, and was performing in accordance with its original contractual terms. At June 30, 2025, multifamily loans that have some form of rent stabilization or rent control totaled $434.1 million, or 11% of our total loan portfolio, with an average balance of $1.7 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 50%. At June 30, 2025, our largest rent-regulated loan had a principal balance of $16.6 million, was secured by an apartment building located in Staten Island, New York, and was performing in accordance with its original contractual terms. Management continues to closely monitor its office and rent-regulated portfolios. For further details on our rent-regulated multifamily portfolio see “Asset Quality”.

PCD loans totaled $9.0 million and $9.2 million at June 30, 2025 and December 31, 2024, respectively. The majority of the remaining PCD loan balance consists of loans acquired as part of a Federal Deposit Insurance Corporation-assisted transaction. The Company accreted interest income of $247,000 and $469,000 attributable to PCD loans for the three and six months ended June 30, 2025, respectively, compared to $321,000 and $747,000 for the three and six months ended June 30, 2024, respectively. PCD loans had an allowance for credit losses of approximately $2.7 million at June 30, 2025.

Loan balances are summarized as follows (dollars in thousands):

	June 30, 2025		March 31, 2025		December 31, 2024
Real estate loans:
Multifamily	$	2,483,078	$	2,567,913	$	2,597,484
Commercial mortgage		886,135		882,600		889,801
One-to-four family residential mortgage		162,750		146,791		150,217
Home equity and lines of credit		186,848		181,354		174,062
Construction and land		32,300		40,284		35,897
Total real estate loans		3,751,111		3,818,942		3,847,461
Commercial and industrial loans		158,539		162,133		163,425
Other loans		2,008		1,411		2,165
Total commercial and industrial and other loans		160,547		163,544		165,590
Loans held-for-investment, net (excluding PCD)		3,911,658		3,982,486		4,013,051
PCD loans		8,955		9,043		9,173
Total loans held-for-investment, net	$	3,920,613	$	3,991,529	$	4,022,224

Other assets decreased by $9.6 million, or 20.4%, to $37.4 million at June 30, 2025, from $46.9 million at December 31, 2024. The decrease was primarily attributable to a decrease in deferred tax assets primarily due to a decrease in unrealized losses on the securities available-for-sale portfolio.

The Company’s available-for-sale debt securities portfolio increased by $200.2 million, or 18.2%, to $1.30 billion at June 30, 2025, from $1.10 billion at December 31, 2024. The increase was primarily attributable to purchases of securities, partially offset by paydowns and maturities. At June 30, 2025, $1.27 billion of the portfolio consisted of residential mortgage-backed securities issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae. In addition, the Company held $29.7 million in corporate bonds, substantially all of which were investment grade, $684,000 in municipal bonds and $613,000 in U.S. Government agency securities at June 30, 2025. Unrealized losses, net of tax, on available-for-sale debt securities and held-to-maturity securities approximated $14.6 million and $276,000, respectively, at June 30, 2025, and $21.8 million and $400,000, respectively, at December 31, 2024.

Equity securities were $6.3 million at June 30, 2025 and $14.3 million at December 31, 2024. Equity securities are primarily comprised of an investment in a Small Business Administration (“SBA”) Loan Fund. This investment is utilized by the Bank as part of its Community Reinvestment Act program. The decrease in equity securities was primarily due to a redemption, at par, of $5.0 million of our investment in the SBA Loan Fund during the quarter ended June 30, 2025.

Total liabilities increased $7.3 million, or 0.1%, to $4.97 billion at June 30, 2025, from $4.96 billion at December 31, 2024. The increase was primarily attributable to an increase in borrowings of $165.5 million, partially offset by a decrease in deposits of $152.3 million. The Company routinely utilizes brokered deposits and borrowed funds to manage interest rate risk, the cost of interest-bearing liabilities, and funding needs related to loan originations and deposit activity.

Deposits decreased $152.3 million, or 3.7%, to $3.99 billion at June 30, 2025 as compared to $4.14 billion at December 31, 2024. Brokered deposits decreased by $188.4 million, or 71.5%, as the Company placed less reliance on brokered deposits, which were used as a lower-cost alternative to borrowings in the quarter ended December 31, 2024. Deposits, excluding brokered deposits, increased $36.0 million, or 0.9%. The increase in deposits, excluding brokered deposits, was primarily attributable to increases of $73.7 million in transaction accounts and $9.6 million in time deposits, partially offset by decreases of $29.2 million in savings accounts, and $18.0 million in money market accounts. Growth in transaction accounts and time deposits was primarily due to new municipal relationships and new commercial customer relationships.

Estimated gross uninsured deposits at June 30, 2025 were $1.87 billion. This total includes fully collateralized uninsured governmental deposits and intercompany deposits of $940.6 million, leaving estimated uninsured deposits of approximately $929.2 million, or 23.1%, of total deposits. At December 31, 2024, estimated uninsured deposits, excluding fully collateralized uninsured governmental deposits and intercompany deposits, totaled $896.5 million, or 21.7% of total deposits.

Deposit account balances are summarized as follows (dollars in thousands):

	June 30, 2025		March 31, 2025		December 31, 2024
Transaction:
Non-interest bearing checking	$	735,811	$	722,994	$	706,976
Negotiable orders of withdrawal and interest-bearing checking		1,331,060		1,367,219		1,286,154
Total transaction		2,066,871		2,090,213		1,993,130
Savings and money market:
Savings		874,927		899,674		904,163
Money market		254,154		271,566		272,145
Total savings		1,129,081		1,171,240		1,176,308
Certificates of deposit:
$250,000 and under		573,612		602,959		580,940
Over $250,000		141,623		144,255		124,681
Brokered deposits		75,000		123,289		263,418
Total certificates of deposit		790,235		870,503		969,039
Total deposits	$	3,986,187	$	4,131,956	$	4,138,477

Included in the table above are business and municipal deposit account balances as follows (dollars in thousands):

	June 30, 2025		March 31, 2025		December 31, 2024

Business customers	$	907,464	$	891,545	$	885,769
Municipal (governmental) customers	$	892,652	$	929,611	$	859,319

Borrowed funds increased to $893.5 million at June 30, 2025, from $727.8 million at December 31, 2024. The increase in borrowings for the period was primarily due to a $55.0 million increase in borrowings under an overnight line of credit, and a $110.5 million increase in other borrowings. Management utilizes borrowings to mitigate interest rate risk, for short-term liquidity, and to a lesser extent from time to time, as part of leverage strategies.

The following table sets forth borrowing maturities (excluding overnight borrowings and subordinated debt) and the weighted average rate by year at June 30, 2025 (dollars in thousands):

Year	Amount	Weighted Average Rate
2025	$295,684	4.44%
2026	148,000	4.36%
2027	173,000	3.19%
2028	154,288	3.96%
	$770,972	4.05%

Total stockholders’ equity increased by $5.6 million to $710.3 million at June 30, 2025, from $704.7 million at December 31, 2024. The increase was attributable to net income of $17.4 million for the six months ended June 30, 2025, an $11.9 million increase in accumulated other comprehensive income associated with an increase in the estimated fair value of our debt securities available-for-sale portfolio, and a $2.0 million increase in equity award activity, partially offset by $15.0 million in stock repurchases and $10.7 million in dividend payments. On February 26, 2025, the Board of Directors of the Company approved a $5.0 million stock repurchase program, and on April 23, 2025, the Board of Directors approved a $10.0 million stock repurchase program. During the six months ended June 30, 2025, the Company repurchased 1.3 million shares of its common stock outstanding at an average price of $11.52 for a total of $15.0 million pursuant to the approved stock repurchase plans. As of June 30, 2025, the Company has no outstanding repurchase program.

The Company’s most liquid assets are cash and cash equivalents, corporate bonds, and unpledged mortgage-related securities issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac, that we can either borrow against or sell. We also have the ability to surrender bank-owned life insurance contracts. The surrender of these contracts would subject the Company to income taxes and penalties for increases in the cash surrender values over the original premium payments. We also have the ability to obtain additional funding from the Federal Home Loan Bank and Federal Reserve Bank of New York utilizing unencumbered and unpledged securities and multifamily loans. The Company expects to have sufficient funds available to meet current commitments in the normal course of business. The Company’s on-hand liquidity ratio as of June 30, 2025 was 18.3%.

The Company had the following primary sources of liquidity at June 30, 2025 (dollars in thousands):

Cash and cash equivalents⁽¹⁾	$	85,652
Corporate bonds⁽²⁾	$	15,525
Multifamily loans⁽²⁾	$	1,074,872
Mortgage-backed securities (issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac)⁽²⁾	$	791,369

(1) Excludes $12.0 million of cash at Northfield Bank.
(2) Represents estimated remaining borrowing potential.

The Company and the Bank utilize the Community Bank Leverage Ratio (“CBLR”) framework. At June 30, 2025, the Company’s and the Bank’s estimated CBLR ratios were 12.09% and 12.56%, respectively, which exceeded the minimum requirement to be considered well-capitalized of 9%.

Asset Quality

The following table details total non-accrual loans (excluding PCD), non-performing assets, loans over 90 days delinquent on which interest is accruing, and accruing loans 30 to 89 days delinquent at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

	June 30, 2025			March 31, 2025			December 31, 2024
Non-accrual loans:
Held-for-investment
Real estate loans:
Multifamily	$	2,521		$	2,565		$	2,609
Commercial mortgage		4,555			4,565			4,578
Home equity and lines of credit		1,264			1,267			1,270
Commercial and industrial		4,517			4,972			5,807
Total non-accrual loans		12,857			13,369			14,264
Loans delinquent 90 days or more and still accruing:
Held-for-investment
Real estate loans:
Multifamily		—			—			164
Commercial mortgage		74			—			—
One-to-four family residential		871			878			882
Home equity and lines of credit		177			140			140
Commercial and industrial		121			—			—
Total loans held-for-investment delinquent 90 days or more and still accruing		1,243			1,018			1,186
Non-performing loans held-for-sale:
Commercial mortgage		—			4,397			4,397
Commercial and industrial		—			500			500
Total non-performing loans held-for-sale		—			4,897			4,897
Total non-performing loans		14,100			19,284			20,347
Total non-performing assets	$	14,100		$	19,284		$	20,347
Non-performing loans to total loans		0.36	%		0.48	%		0.51	%
Non-performing assets to total assets		0.25	%		0.34	%		0.36	%
Accruing loans 30 to 89 days delinquent	$	4,076		$	6,845		$	9,336

The decrease in non-performing loans held-for-sale from March 31, 2025, and December 31, 2024, was due to repayment of the loans in full from a settlement agreement in bankruptcy.

Accruing Loans 30 to 89 Days Delinquent

Loans 30 to 89 days delinquent and on accrual status totaled $4.1 million, $6.8 million and $9.3 million at June 30, 2025, March 31, 2025 and December 31, 2024, respectively. The following table sets forth delinquencies for accruing loans by type and by amount at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

	June 30, 2025		March 31, 2025		December 31, 2024
Held-for-investment
Real estate loans:
Multifamily	$	1,230	$	1,296	$	2,831
Commercial mortgage		14		147		78
One-to-four family residential		741		2,584		2,407
Home equity and lines of credit		1,398		1,141		1,472
Commercial and industrial loans		693		1,674		2,545
Other loans		—		3		3
Total delinquent accruing loans held-for-investment	$	4,076	$	6,845	$	9,336

PCD Loans (Held-for-Investment)

The Company accounts for PCD loans at estimated fair value using discounted expected future cash flows deemed to be collectible on the date acquired. Based on its detailed review of PCD loans and experience in loan workouts, management believes it has a reasonable expectation about the amount and timing of future cash flows and accordingly has classified PCD loans ($9.0 million at June 30, 2025 and $9.2 million at December 31, 2024, respectively) as accruing, even though they may be contractually past due. At June 30, 2025, 2.3% of PCD loans were past due 30 to 89 days, and 25.5% were past due 90 days or more, as compared to 2.1% and 24.9%, respectively, at December 31, 2024.

Our multifamily loan portfolio at June 30, 2025 totaled $2.48 billion, or 63% of our total loan portfolio, of which $434.1 million, or 11%, of our total loan portfolio included loans collateralized by properties in New York with units subject to some percentage of rent regulation. The table below sets forth details about our multifamily loan portfolio in New York (dollars in thousands).

% Rent Regulated	Balance		% Portfolio Total NY Multifamily Portfolio		Average Balance		Largest Loan		LTV^*		Debt Service Coverage Ratio (DSCR)^*	30-89 Days Delinquent		Non-Accrual		Special Mention		Substandard
0	$	294,926	40.5	%	$	1,229	$	16,361	50.6	%	1.50x	$	155	$	481	$	—	$	1,015
>0-10		4,673	0.6			1,558		2,097	50.6		1.33		—		—		—		—
>10-20		18,258	2.5			1,404		2,818	48.4		1.59		—		—		—		—
>20-30		19,159	2.6			2,129		5,417	48.1		1.55		—		—		—		—
>30-40		15,884	2.2			1,324		3,012	43.2		1.74		—		—		—		—
>40-50		21,438	2.9			1,261		2,701	46.7		1.68		—		—		—		—
>50-60		9,222	1.3			1,537		2,299	39.1		1.80		—		—		—		—
>60-70		21,815	3.0			2,727		11,102	53.2		1.50		—		—		—		—
>70-80		22,038	3.0			2,449		4,855	47.3		1.55		—		—		—		—
>80-90		19,547	2.7			1,150		3,113	45.9		1.66		—		—		1,118		—
>90-100		282,037	38.7			1,730		16,594	51.3		1.54		—		2,040		3,608		4,342
Total	$	728,997	100.0	%	$	1,467	$	16,594	50.2	%	1.54x	$	155	$	2,521	$	4,726	$	5,357

The table below sets forth our New York rent-regulated loans by county (dollars in thousands).

County	Balance		LTV^*	DSCR^*
Bronx	$	116,252	50.9%	1.51x
Kings		184,424	49.4%	1.58
Nassau		2,145	35.7%	2.13
New York		48,532	46.0%	1.62
Queens		37,359	44.1%	1.69
Richmond		32,031	59.8%	1.41
Westchester		13,327	58.4%	1.44
Total	$	434,070	49.9%	1.56x

* Weighted Average

None of the loans that are rent-regulated in New York are interest only. During the remainder of 2025, 13 loans with an aggregate principal balance of $23.6 million will re-price.

About Northfield Bank

Northfield Bank, founded in 1887, operates 37 full-service banking offices in Staten Island and Brooklyn, New York, and Hunterdon, Middlesex, Mercer, and Union counties, New Jersey. For more information about Northfield Bank, please visit www.eNorthfield.com.

Forward-Looking Statements: This release may contain certain “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and may be identified by the use of such words as “may,” “believe,” “expect,” “anticipate,” “should,” “plan,” “estimate,” “predict,” “continue,” and “potential” or the negative of these terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to, estimates with respect to the financial condition, results of operations and business of Northfield Bancorp, Inc. Any or all of the forward-looking statements in this release and in any other public statements made by Northfield Bancorp, Inc. may turn out to be wrong. They can be affected by inaccurate assumptions Northfield Bancorp, Inc. might make or by known or unknown risks and uncertainties as described in our SEC filings, including, but not limited to, those related to general economic conditions, particularly in the market areas in which the Company operates, competition and demand for financial services in our market area, competition among depository and other financial institutions, including with respect to fees and interest rates, fluctuations in residential and commercial real estate values and market conditions, changes in liquidity, the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio, our ability to access cost-effective funding, changes in laws or government regulations or policies affecting financial institutions, including changes in the monetary policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the imposition of tariffs or other domestic or international governmental policies and retaliatory responses, changes in the quality and/or composition of our loan and securities portfolios, prepayment speeds, charge-offs and/or credit loss provisions, changes in the value of our goodwill or other intangible assets, changes in regulatory fees, assessments and capital requirements, inflation and changes in the interest rate environment that reduce our margins, reduce the fair value of financial instruments or reduce our ability to originate loans, the failure to maintain current technologies and to successfully implement future information technology enhancements, cyber security and fraud risks against our information technology and those of our third-party providers, the ability of third-party providers to perform their obligations to us, the effects of war, conflict, and acts of terrorism, our ability to successfully integrate acquired entities, and adverse changes in the securities markets. Consequently, no forward-looking statement can be guaranteed. Northfield Bancorp, Inc. does not intend to update any of the forward-looking statements after the date of this release, or conform these statements to actual events.

(Tables follow)

NORTHFIELD BANCORP, INC. SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA (Dollars in thousands, except per share amounts) (unaudited)


	At or For the Three Months Ended						At or For the Six Months Ended
	June 30,				March 31,		June 30,
	2025		2024		2025		2025		2024
Selected Financial Ratios:
Performance Ratios ⁽¹⁾
Return on assets (ratio of net income to average total assets)	0.68	%	0.41	%	0.56	%	0.62	%	0.42	%
Return on equity (ratio of net income to average equity)	5.41		3.45		4.52		4.97		3.52
Average equity to average total assets	12.56		12.00		12.43		12.50		12.02
Interest rate spread	1.94		1.44		1.76		1.84		1.41
Net interest margin	2.57		2.09		2.38		2.48		2.06
Efficiency ratio ⁽²⁾	59.02		72.89		61.57		60.22		72.16
Non-interest expense to average total assets	1.63		1.60		1.53		1.58		1.58
Non-interest expense to average total interest-earning assets	1.72		1.68		1.61		1.66		1.65
Average interest-earning assets to average interest-bearing liabilities	130.31		128.47		129.42		129.87		128.57
Asset Quality Ratios:
Non-performing assets to total assets	0.25		0.30		0.34		0.25		0.30
Non-performing loans ⁽³⁾ to total loans ⁽⁴⁾	0.36		0.42		0.48		0.36		0.42
Allowance for credit losses to non-performing loans ⁽⁵⁾	256.15		200.96		242.73		256.15		200.96
Allowance for credit losses to total loans held-for-investment, net ⁽⁶⁾	0.92		0.85		0.87		0.92		0.85

(1) Annualized where appropriate.
(2) The efficiency ratio represents non-interest expense divided by the sum of net interest income and non-interest income.
(3) Non-performing loans consist of non-accruing loans and loans 90 days or more past due and still accruing (excluding PCD loans), and are included in total loans held-for-investment, net.
(4)  Includes originated loans held-for-investment, PCD loans, acquired loans and loans held-for-sale.
(5)  Excludes loans held-for-sale.
(6)  Includes originated loans held-for-investment, PCD loans, and acquired loans.


NORTHFIELD BANCORP, INC. CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share and per share amounts) (unaudited)

	June 30, 2025			March 31, 2025			December 31, 2024
ASSETS:
Cash and due from banks	$	11,985		$	12,523		$	13,043
Interest-bearing deposits in other financial institutions		85,652			89,139			154,701
Total cash and cash equivalents		97,637			101,662			167,744
Trading securities		14,052			13,003			13,884
Debt securities available-for-sale, at estimated fair value		1,300,975			1,246,473			1,100,817
Debt securities held-to-maturity, at amortized cost		8,454			8,883			9,303
Equity securities		6,278			10,855			14,261
Loans held-for-sale		—			4,897			4,897
Loans held-for-investment, net		3,920,613			3,991,529			4,022,224
Allowance for credit losses		(36,120	)		(34,921	)		(35,183	)
Net loans held-for-investment		3,884,493			3,956,608			3,987,041
Accrued interest receivable		19,241			19,648			19,078
Bank-owned life insurance		179,134			177,398			175,759
Federal Home Loan Bank of New York stock, at cost		43,664			38,350			35,894
Operating lease right-of-use assets		26,157			27,345			27,771
Premises and equipment, net		20,842			21,431			21,985
Goodwill		41,012			41,012			41,012
Other assets		37,352			42,435			46,932
Total assets	$	5,679,291		$	5,710,000		$	5,666,378

LIABILITIES AND STOCKHOLDERS’ EQUITY:
LIABILITIES:
Deposits	$	3,986,187		$	4,131,956		$	4,138,477
Federal Home Loan Bank advances and other borrowings		831,920			709,159			666,402
Subordinated debentures, net of issuance costs		61,554			61,498			61,442
Lease liabilities		30,286			31,630			32,209
Advance payments by borrowers for taxes and insurance		25,287			29,270			24,057
Accrued expenses and other liabilities		33,783			35,338			39,095
Total liabilities		4,969,017			4,998,851			4,961,682

STOCKHOLDERS’ EQUITY:
Total stockholders’ equity		710,274			711,149			704,696
Total liabilities and stockholders’ equity	$	5,679,291		$	5,710,000		$	5,666,378

Total shares outstanding		41,819,988			42,676,274			42,903,598
Tangible book value per share⁽¹⁾	$	16.00		$	15.70		$	15.46

(1) Tangible book value per share is calculated based on total stockholders’ equity, excluding intangible assets (goodwill and core deposit intangibles), divided by total shares outstanding as of the balance sheet date. Core deposit intangibles were $45, $57 and $69 at June 30, 2025, March 31, 2025 and December 31, 2024, respectively, and are included in other assets.


NORTHFIELD BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME (Dollars in thousands, except share and per share amounts) (unaudited)

	For the Three Months Ended									For the Six Months Ended
	June 30,						March 31,			June 30,
		2025			2024			2025			2025		2024
Interest income:
Loans	$	46,661		$	45,967		$	45,283		$	91,944	$	92,014
Mortgage-backed securities		13,888			7,355			12,009			25,897		11,753
Other securities		442			3,506			797			1,239		7,347
Federal Home Loan Bank of New York dividends		728			935			862			1,590		1,905
Deposits in other financial institutions		706			2,457			1,141			1,847		5,849
Total interest income		62,425			60,220			60,092			122,517		118,868
Interest expense:
Deposits		20,285			20,664			21,191			41,476		39,937
Borrowings		6,916			10,041			6,291			13,207		20,704
Subordinated debt		828			828			819			1,647		1,656
Total interest expense		28,029			31,533			28,301			56,330		62,297
Net interest income		34,396			28,687			31,791			66,187		56,571
Provision/(benefit) for credit losses		2,086			(618	)		2,582			4,668		(203	)
Net interest income after provision/(benefit) for credit losses		32,310			29,305			29,209			61,519		56,774
Non-interest income:
Fees and service charges for customer services		1,685			1,570			1,620			3,305		3,185
Income on bank-owned life insurance		1,736			976			1,639			3,375		1,940
Gains on available-for-sale debt securities, net		—			1			—			—		1
Gains/(losses) on trading securities, net		1,008			188			(299	)		709		887
Gain on sale of loans		—			51			—			—		51
Other		97			73			62			159		176
Total non-interest income		4,526			2,859			3,022			7,548		6,240
Non-interest expense:
Compensation and employee benefits		13,728			13,388			11,775			25,503		26,153
Occupancy		3,328			3,222			3,533			6,861		6,775
Furniture and equipment		411			477			414			825		961
Data processing		2,402			2,177			2,122			4,524		4,324
Professional fees		903			681			1,072			1,975		1,490
Advertising		294			482			250			544		1,000
Federal Deposit Insurance Corporation insurance		618			649			617			1,235		1,237
Credit (benefit) loss expense for off-balance sheet exposures		(53	)		103			103			50		186
Other		1,339			1,814			1,549			2,888		3,199
Total non-interest expense		22,970			22,993			21,435			44,405		45,325
Income before income tax expense		13,866			9,171			10,796			24,662		17,689
Income tax expense		4,295			3,214			2,920			7,215		5,518
Net income	$	9,571		$	5,957		$	7,876		$	17,447	$	12,171
Net income per common share:
Basic	$	0.24		$	0.14		$	0.19			0.43		0.29
Diluted	$	0.24		$	0.14		$	0.19			0.43		0.29
Basic average shares outstanding		40,183,613			41,999,541			40,864,529			40,522,193		42,181,306
Diluted average shares outstanding		40,204,833			42,002,650			40,922,829			40,561,953		42,203,715


NORTHFIELD BANCORP, INC. ANALYSIS OF NET INTEREST INCOME (Dollars in thousands) (unaudited)

	For the Three Months Ended
	June 30, 2025						March 31, 2025						June 30, 2024
	Average Outstanding Balance		Interest		Average Yield/ Rate ⁽¹⁾		Average Outstanding Balance		Interest		Average Yield/ Rate ⁽¹⁾		Average Outstanding Balance		Interest		Average Yield/ Rate ⁽¹⁾
Interest-earning assets:
Loans ⁽²⁾	$	3,944,822	$	46,661	4.74	%	$	4,007,266	$	45,283	4.58	%	$	4,128,105	$	45,967	4.48	%
Mortgage-backed securities ⁽³⁾		1,246,843		13,888	4.47			1,132,715		12,009	4.30			824,498		7,355	3.59
Other securities ⁽³⁾		56,559		442	3.13			118,082		797	2.74			333,855		3,506	4.22
Federal Home Loan Bank of New York stock		37,225		728	7.84			36,929		862	9.47			38,707		935	9.72
Interest-earning deposits in financial institutions		79,463		706	3.56			118,983		1,141	3.89			191,470		2,457	5.16
Total interest-earning assets		5,364,912		62,425	4.67			5,413,975		60,092	4.50			5,516,635		60,220	4.39
Non-interest-earning assets		280,107						277,586						265,702
Total assets	$	5,645,019					$	5,691,561					$	5,782,337

Interest-bearing liabilities:
Savings, NOW, and money market accounts	$	2,491,340	$	12,227	1.97	%	$	2,502,664	$	12,148	1.97	%	$	2,490,372	$	13,183	2.13	%
Certificates of deposit		867,268		8,058	3.73			923,713		9,043	3.97			701,272		7,481	4.29
Total interest-bearing deposits		3,358,608		20,285	2.42			3,426,377		21,191	2.51			3,191,644		20,664	2.60
Borrowed funds		696,874		6,916	3.98			695,281		6,291	3.67			1,041,035		10,041	3.88
Subordinated debt		61,517		828	5.40			61,461		819	5.40			61,294		828	5.43
Total interest-bearing liabilities		4,116,999		28,029	2.73			4,183,119		28,301	2.74			4,293,973		31,533	2.95
Non-interest bearing deposits		723,693						706,217						691,384
Accrued expenses and other liabilities		95,047						94,819						103,082
Total liabilities		4,935,739						4,984,155						5,088,439
Stockholders’ equity		709,280						707,406						693,898
Total liabilities and stockholders’ equity	$	5,645,019					$	5,691,561					$	5,782,337

Net interest income			$	34,396					$	31,791					$	28,687
Net interest rate spread ⁽⁴⁾					1.94	%					1.76	%					1.44	%
Net interest-earning assets ⁽⁵⁾	$	1,247,913					$	1,230,856					$	1,222,662
Net interest margin ⁽⁶⁾					2.57	%					2.38	%					2.09	%
Average interest-earning assets to interest-bearing liabilities					130.31	%					129.42	%					128.47	%

(1) Average yields and rates are annualized.
(2) Includes non-accruing loans.
(3) Securities available-for-sale and other securities are reported at amortized cost.
(4) Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(5) Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(6) Net interest margin represents net interest income divided by average total interest-earning assets.


	For the Six Months Ended
	June 30, 2025						June 30, 2024
	Average Outstanding Balance		Interest		Average Yield/ Rate ⁽¹⁾		Average Outstanding Balance		Interest		Average Yield/ Rate ⁽¹⁾
Interest-earning assets:
Loans ⁽²⁾	$	3,975,872	$	91,944	4.66	%	$	4,151,387	$	92,014	4.46	%
Mortgage-backed securities ⁽³⁾		1,190,095		25,897	4.39			736,654		11,753	3.21
Other securities ⁽³⁾		87,150		1,239	2.87			362,917		7,347	4.07
Federal Home Loan Bank of New York stock		37,078		1,590	8.65			39,153		1,905	9.78
Interest-earning deposits in financial institutions		99,114		1,847	3.76			227,177		5,849	5.18
Total interest-earning assets		5,389,309		122,517	4.58			5,517,288		118,868	4.33
Non-interest-earning assets		278,852						266,065
Total assets	$	5,668,161					$	5,783,353

Interest-bearing liabilities:
Savings, NOW, and money market accounts	$	2,496,970	$	24,375	1.97	%	$	2,477,334	$	25,514	2.07	%
Certificates of deposit		895,335		17,101	3.85			677,800		14,423	4.28
Total interest-bearing deposits		3,392,305		41,476	2.47			3,155,134		39,937	2.55
Borrowed funds		696,082		13,207	3.83			1,074,957		20,704	3.87
Subordinated debt		61,489		1,647	5.40			61,266		1,656	5.44
Total interest-bearing liabilities	$	4,149,876		56,330	2.74		$	4,291,357		62,297	2.92
Non-interest bearing deposits		715,003						695,512
Accrued expenses and other liabilities		94,934						101,339
Total liabilities		4,959,813						5,088,208
Stockholders’ equity		708,348						695,145
Total liabilities and stockholders’ equity	$	5,668,161					$	5,783,353

Net interest income			$	66,187					$	56,571
Net interest rate spread ⁽⁴⁾					1.84	%					1.41	%
Net interest-earning assets ⁽⁵⁾	$	1,239,433					$	1,225,931
Net interest margin ⁽⁶⁾					2.48	%					2.06	%
Average interest-earning assets to interest-bearing liabilities					129.87	%					128.57	%

(1) Average yields and rates are annualized.
(2) Includes non-accruing loans.
(3) Securities available-for-sale and other securities are reported at amortized cost.
(4) Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(5) Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(6) Net interest margin represents net interest income divided by average total interest-earning assets.

Company Contact:
William R. Jacobs
Chief Financial Officer
Tel: (732) 499-7200 ext. 2519

The MIL Network –

July 24, 2025

MIL-OSI United Kingdom: Historic trade deal signed with India to deliver £50 million boost to Northern Ireland

Source: United Kingdom – Government Statements

Press release

Historic trade deal signed with India to deliver £50 million boost to Northern Ireland

New analysis published today [Thursday 24 July] shows the landmark agreement will deliver a £50m boost to the local economy

NEW figures show trade deal with India will deliver £50 million for Northern Ireland’s economy as part of the Plan for Change
Advanced manufacturing and engineering, whiskey producers and services and technology sectors set to benefit from growth following a reduction or near elimination of tariffs
Comes as Prime Minister and Trade Secretary welcome Prime Minister Modi and Commerce Minister to UK for signing of most comprehensive deal India has ever agreed

Businesses and workers in Northern Ireland are set to benefit from the UK’s trade deal with India, as new analysis published today [Thursday 24 July] shows the landmark agreement will deliver a £50m boost to the local economy as part of the Plan for Change.

The Prime Minister will meet his counterpart Narendra Modi this morning for the trade deal signing as Business and Trade Secretary Jonathan Reynolds and Commerce Minister Piyush Goyal put pen to paper on the landmark agreement. It comes as a series of investment and export wins have been confirmed by UK and Indian businesses, representing an overall boost of nearly £6 billion and creating over 2,200 jobs.

India is a growing market for Northern Ireland businesses, 143 of which exported a total of £65 million in goods there last year– this could grow even more thanks to lower tariffs, fewer barriers to trade, and easier customs.

Advanced manufacturing and engineering – which represent approximately 30 per cent of employment in Northern Ireland – will benefit from removal or reduction of tariffs.

Northern Ireland’s medical technology sector will benefit from tariffs on a range of medical devices, between 8.25% to 13.75% being eliminated or halved within ten years.

Duties on Irish whiskey will immediately fall from 150% to 75%, dropping further to 40% over ten years. Producers will also be able to use Irish barley or neutral grain spirit and bottle products in transit to India, maximising capability to capitalise on tariff reductions.

Secretary of State for Northern Ireland, Hilary Benn, said:

This is a landmark deal that will bring real benefits for businesses and workers in Northern Ireland.

Northern Ireland’s advanced manufacturing, engineering, and medical technology sectors will see tariffs eliminated or significantly reduced, while Irish whiskey producers will benefit from substantial cuts in duties allowing for increased trade with India.

This agreement will help further unlock the huge potential for growth across Northern Ireland, including its thriving services and technology sectors.

Business and Trade Secretary Jonathan Reynolds said:

The millions brought to Northern Ireland each year from the deal we’ve signed with India today will be keenly felt across local communities, whether that’s higher wages for workers, more choice for shoppers, or increased overseas sales for businesses.

This government is proving time and again that we can deliver on our mission to grow the economy, put more money in pockets and boost living standards under our Plan for Change.

Philip McKee, Sales Manager at Biopanda, a Belfast-based medtech manufacturer which exports in vitro test kits for clinical laboratories, veterinary practice, and food safety laboratories, said:

Biopanda have been supplying a range of diagnostic products to the Indian market throughout the past ten years. We value the business we have done already throughout India and with the introduction of the UK-India FTA this should benefit in increased trade with the removal of export barriers.

This will hopefully increase the market access, allowing our distributors throughout India to provide a larger range of our highly accurate clinical diagnostic products at a lower price to the consumer.

Workers in Northern Ireland will enjoy an uplift in pay as UK wages grow by a total £2.2 billion each year, and could also see cheaper prices and more choice on clothes, shoes, and food products. The UK already imports £11 billion in goods from India but liberalised tariffs on Indian goods will make it easier and cheaper to buy their best products.

For businesses in Northern Ireland this could mean potential savings when importing components and materials used in areas such as advanced manufacturing or luxury and consumer goods.

India’s trade weighted average tariff will drop from 15% to 3% which means Northern Ireland companies selling products to India from whiskey, and soft drinks to cosmetics and medical devices will find it easier to sell to the Indian market. It gives the UK an advantage over international competitors in reaching the Indian market, forecast to have over a quarter of a billion high income consumers by 2050.

Aligned with the UK’s recent Industrial and Trade Strategies, the deal will support the sectors which drive the most growth for the economy. In Northern Ireland, sectors such as agriculture and food, advanced manufacturing and engineering, and the services and technology sectors are expected to benefit substantially.

Notes to editor

The government will prepare for the trade agreement to be ratified by Parliament so businesses can begin to use it.
For more information on the Double Contribution Convention, please see the policy explainer attached.
Headline economic estimates of the impact of the FTA along with the methodology were previously set out in the technical notes for the preliminary estimates. The full detailed impact assessment, using the same methodology, will be published shortly.

Published 24 July 2025

MIL OSI United Kingdom –

July 24, 2025

MIL-OSI USA: Michigan Receives Disaster Declaration from President Trump for Northern Michigan Ice Storm Recovery Efforts

Source: United States House of Representatives – Congressman Jack Bergman (MI-1)

Today, Rep. Jack Bergman joined Governor Gretchen Whitmer announcing that President Donald Trump has approved Michigan’s request for a disaster declaration to help communities impacted by the historic ice storm in Northern Michigan earlier this year. The devastating storm knocked out power and communications and left hundreds of miles of roads blocked by fallen trees and debris.

“President Trump’s approval of a Major Disaster Declaration for the counties impacted by March’s devastating ice storm is welcome news,” said U.S. Representative Jack Bergman. “I’m grateful to his Administration for working to get this done. This long-awaited decision unlocks critical resources to help our communities recover and rebuild as quickly as possible. It’s been a true team effort – from local agencies to state and federal partners. Northern Michigan is no stranger to tough times – but it’s in moments like these, when our communities rally and move forward together, that the true spirit of Northern Michigan shines brightest.”

“Yesterday, I spoke to President Trump who confirmed that communities in Northern Michigan impacted by the historic ice storm damage earlier thisnyear will start to receive federal disaster funding,” said Governor Whitmer. “With this initial support, we can help communities recover costs associated with cleanup efforts. I want to thank the president and our congressional delegation for supporting our request, and I look forward to collaborating further on much-needed additional resources. Michiganders across the state stepped up to help our neighbors, and while other parts of our request remain under review, we will continue advocating together to help Northern Michigan recover and rebuild.”

“Many Northern Michigan individuals, families, and small businesses are still recovering from the historic ice storms that hit our state earlier this year,” said Lt. Governor Garlin Gilchrist II. “This federal emergency declaration will help local leaders, communities, and Northern Michigan families get back on their feet and move forward with their lives. While this storm was devastating, Michiganders are strong, and we will Stand Tall together.”

“I’m pleased that funding is coming to Northern Michigan to bolster the ongoing recovery efforts following the ice storm this March,” said U.S. Senator Gary Peters. “The State of Michigan and local emergency managers continue to work hard because this job is not finished, and I’ll keep fighting to help our communities get the resources they need to bounce back stronger.”

“The Michigan State Police has supported response efforts from the moment this storm began, coordinating statewide resources through the State Emergency Operations Center to assist local communities impacted by the storm,” said Col. James F. Grady II, director of the MSP. “This federal declaration is a crucial next step. It allows us to continue supporting our partners through long-term recovery.”

Federal Disaster Declaration

The declaration opens the path to Federal Emergency Management Agency (FEMA) Public Assistance in Alcona, Alpena, Antrim, Charlevoix, Cheboygan, Crawford, Emmet, Kalkaska, Mackinac, Montmorency, Oscoda, Otsego, and Presque Isle Counties and the Little Traverse Bay Bands of Odawa Indians. The administration continues to review the request for Individual Assistance and Public Assistance under Schedule F.

Advocating for Northern Michigan

On June 25th, Rep. Jack Bergman led a letter with the entire Michigan Congressional Delegation, urging President Donald J. Trump in the strongest possible terms,to approve Governor Whitmer’s May 16 request for a Major Disaster Declaration.

On May 30th, Rep. Jack Bergman joined Michigan USDA Farm Service Agency (FSA) Director Joel Johnson to announce that assistance through the Emergency Conservation Program (ECP) and Emergency Forest Restoration Program (EFRP) is on the way for Northern Michigan. Both programs are designed to help landowners recover from severe storm damage and restore their operations.

On May 19th, Rep. Jack Bergman expressed his full support for Governor Gretchen Whitmer’s request for a Presidential Major Disaster Declaration in response to the ice storm that struck Northern Michigan and the Upper Peninsula in March.

On April 5th, Rep. Bergman visited the affected counties and met with local emergency leaders, linemen, and first responders to discuss the needs across the region.

State Actions

On March 31, Governor Whitmer declared a state of emergency to respond to the storm’s impact. The declaration initially covered 10 counties and was expanded to include 12 counties: Alcona, Alpena, Antrim, Charlevoix, Cheboygan, Crawford, Emmet, Mackinac, Montmorency, Oscoda, Otsego, and Presque Isle counties. Governor Whitmer also deployed the Michigan National Guard to provide more personnel and specialized equipment to help with ice storm recovery efforts in northern Michigan. Lastly, the Governor Whitmer declared an energy emergency in the Upper Peninsula to help expedite delivery of fuel and other critical supplies to impacted areas.

On May 16, Governor Whitmer submitted a formal request for a major disaster declaration to help Northern Michigan recover and rebuild from the historic ice storms that hit the region hard in late March. The governor also traveled to the White House to meet with President Trump, advocating for federal assistance for Northern Michigan. The governor previously asked for an Emergency Declaration, which would authorize up to $5 million in immediate public assistance to support emergency efforts, including debris management needs.

She will continue working with the administration to pursue further relief from FEMA, and her request for individual assistance (IA) remains under review by the federal administration. IA can include grants for temporary housing and home repairs, low-cost loans to cover uninsured property losses, and other programs to help individuals and business owners recover from the effects of the disaster. She will also seek resources for hazard mitigation measures statewide.

Resources

Residents and business owners who sustained losses in the designated areas can begin applying for assistance at www.DisasterAssistance.gov, by calling 800-621-FEMA (3362), or by using the FEMA App. Anyone using a relay service, such as video relay service (VRS), captioned telephone service or others, can give FEMA the number for that service.

On June 11, the U.S. Small Business Administration (SBA) separately granted an administrative disaster declaration for Cheboygan County and the contiguous counties of Charlevoix, Emmet, Mackinac, Montmorency, Otsego, and Presque Isle. SBA established two Disaster Loan Outreach Centers for one-on-one assistance, open now through July 26 at 2:00pm:

229 Court St.

Cheboygan, MI 49721

8288 S. Pleasantview Rd.

Harbor Springs, MI 49740

Loan applications are also available online or by mail. For additional information on low-interest SBA loans or the application process, visit the MySBA Loan Portal or call 1-800-659-2955. The physical loan application deadline is Aug. 8. Small businesses and non-profits have until March 9, 2026, to apply for EIDLs (working capital loans). So far SBA has disbursed $572,322 in loans for this disaster.

MIL OSI USA News –

July 24, 2025

MIL-OSI Australia: When employers must lodge the SGC statement

Source: New places to play in Gungahlin

If you’ve missed paying your eligible employees and contractors their SG on time, in full, or to the right fund, you must pay the super guarantee charge (SGC). You’ll need to:

lodge an SGC statement
pay the SGC amount to us, not the super fund.

SGC is more than the super you would’ve otherwise paid to the employee’s fund. It’s calculated on salary and wages that includes overtime and some allowances, instead of ordinary time earnings. It also includes interest and other fees. SGC is not tax deductible, so it’s best that you pay on time.

To avoid additional penalties, you need to lodge the SGC statement within one calendar month of the missed quarterly payment due date each year:

28 August
28 November
28 February
28 May.

Our video explains what happens if you fail to meet your super obligations as an employer and provides instructions on how to lodge an SGC statement.

Watch

Remember, we have resources available to help you meet your SG obligations. Visit ato.gov.au/superforemployers.

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MIL OSI News –

July 24, 2025

MIL-OSI: Five Star Bancorp Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

RANCHO CORDOVA, Calif., July 23, 2025 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), today reported net income of $14.5 million for the three months ended June 30, 2025, as compared to $13.1 million for the three months ended March 31, 2025 and $10.8 million for the three months ended June 30, 2024.

Second Quarter Highlights

Performance and operating highlights for the Company for the periods noted below included the following:

		Three months ended
(in thousands, except per share and share data)		June 30, 2025			March 31, 2025			June 30, 2024
Return on average assets (“ROAA”)		1.37	%		1.30	%		1.23	%
Return on average equity (“ROAE”)		14.17	%		13.28	%		11.72	%
Pre-tax income	$	20,099		$	18,391		$	15,152
Pre-tax, pre-provision income⁽¹⁾	$	22,599		$	20,291		$	17,152
Net income	$	14,508		$	13,111		$	10,782
Basic earnings per common share	$	0.68		$	0.62		$	0.51
Diluted earnings per common share	$	0.68		$	0.62		$	0.51
Weighted average basic common shares outstanding		21,225,831			21,209,881			21,039,798
Weighted average diluted common shares outstanding		21,269,265			21,253,588			21,058,085
Shares outstanding at end of period		21,360,991			21,329,235			21,319,583

⁽¹⁾See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

James E. Beckwith, President and Chief Executive Officer, commented:

“We are very pleased to report an exceptional quarter where the continuation of our organic growth strategy fueled new account openings and resulted in growth in loans and deposits. Total loans held for investment increased by $136.2 million, or 3.76% (15.04% when annualized), and total deposits increased by $158.3 million, or 4.24% (16.94% when annualized). Net interest margin increased by eight basis points to 3.53%, while our efficiency ratio decreased to 41.03% compared to 42.58% for the first quarter of 2025. Short-term borrowings remained at zero as of June 30, 2025 and December 31, 2024. This quarter, we declared another dividend to shareholders, which exemplifies our commitment to shareholder value.

This success serves as a strong testimony to our people, technology, operating efficiencies, conservative underwriting practices, exceptional credit quality, and prudent approach to portfolio management, which we believe will continue to benefit our clients, employees, community, and shareholders. It is also attributable to our relationship-based banking approach, where clients receive high-tech and high-touch concierge business banking services.

We look forward to bringing these services to the Walnut Creek market, where we expect to open an office in the third quarter of 2025. Since our expansion in the San Francisco Bay Area began in June 2023, the team has grown to 34 employees with $456.9 million in deposits as of June 30, 2025. We also look forward to the continued growth of business verticals, including Food, Agribusiness, and Diversified Industries where we believe clients will benefit from our global trade services and exceptional treasury management tools.

As we look to the second half of 2025, we are humbled and proud of our team’s accomplishments. We also thank our employees for their outstanding commitment to ensuring Five Star Bank remains a safe, trusted, and steadfast banking partner.”

Financial highlights as of and during the three months ended June 30, 2025 included the following:

The San Francisco Bay Area team increased from 31 to 34 employees and generated deposit balances totaling $456.9 million at June 30, 2025, an increase of $77.2 million from March 31, 2025.
The Company hired five new Business Development Officers, increasing from 35 at March 31, 2025 to 40 at June 30, 2025.
Cash and cash equivalents were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% at March 31, 2025.
Total deposits increased by $158.3 million, or 4.24%, during the three months ended June 30, 2025, due to increases in non-wholesale deposits that exceeded decreases in wholesale deposits, which the Company defines as brokered deposits and California Time Deposit Program deposits. During the three months ended June 30, 2025, non-wholesale deposits increased by $191.6 million, or 6.29%, and wholesale deposits decreased by $33.4 million, or 4.84%.
The Company had no short-term borrowings at June 30, 2025 or March 31, 2025.
Consistent, disciplined management of expenses contributed to our efficiency ratio of 41.03% for the three months ended June 30, 2025, as compared to 42.58% for the three months ended March 31, 2025 and 44.07% for the three months ended June 30, 2024.
For the three months ended June 30, 2025, net interest margin was 3.53%, as compared to 3.45% for the three months ended March 31, 2025 and 3.39% for the three months ended June 30, 2024. The effective Federal Funds rate was 4.33% as of June 30, 2025, remaining constant from March 31, 2025 and decreasing from 5.33% at June 30, 2024.
Other comprehensive loss was $0.3 million during the three months ended June 30, 2025. Unrealized losses, net of tax effect, on available-for-sale securities were $12.0 million as of June 30, 2025. Total carrying value of held-to-maturity and available-for-sale securities represented 0.06% and 2.22% of total interest-earning assets, respectively, as of June 30, 2025.
The Company’s common equity Tier 1 capital ratio was 10.85% and 11.00% as of June 30, 2025 and March 31, 2025, respectively. The Bank continues to meet all requirements to be considered “well-capitalized” under applicable regulatory guidelines.
Loan and deposit growth in the three and twelve months ended June 30, 2025 was as follows:

(in thousands)	June 30, 2025		March 31, 2025		$ Change		% Change
Loans held for investment	$	3,758,025	$	3,621,819	$	136,206		3.76	%
Non-interest-bearing deposits		1,004,061		933,652		70,409		7.54	%
Interest-bearing deposits		2,890,561		2,802,702		87,859		3.13	%

(in thousands)	June 30, 2025		June 30, 2024		$ Change		% Change
Loans held for investment	$	3,758,025	$	3,266,291	$	491,734		15.05	%
Non-interest-bearing deposits		1,004,061		825,733		178,328		21.60	%
Interest-bearing deposits		2,890,561		2,323,898		566,663		24.38	%

The ratio of nonperforming loans to loans held for investment at period end increased from 0.05% at March 31, 2025 to 0.06% at June 30, 2025. The increase was due to one commercial real estate loan being put on nonaccrual status during the quarter.
The Company’s Board of Directors declared on April 17, 2025, and the Company subsequently paid, a cash dividend of $0.20 per share during the three months ended June 30, 2025. The Company’s Board of Directors subsequently declared another cash dividend of $0.20 per share on July 17, 2025, which the Company expects to pay on August 11, 2025 to shareholders of record as of August 4, 2025.

Summary Results

Three months ended June 30, 2025, as compared to three months ended March 31, 2025

The Company’s net income was $14.5 million for the three months ended June 30, 2025, as compared to $13.1 million for the three months ended March 31, 2025. Net interest income increased by $2.5 million during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025, primarily due to an increase in interest income driven by loan growth and an improvement in the average yield on loans, partially offset by an increase in interest expense driven by deposit growth. The provision for credit losses increased by $0.6 million, with loan growth and increases in net charge-offs during the three months ended June 30, 2025 as the leading drivers. Non-interest income increased by $0.5 million, primarily due to an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025. Non-interest expense increased by $0.7 million during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025, primarily related to increases in business travel, conferences, training, and advertising and promotional expenses associated with expansion of the Bank’s business development teams, partially offset by an increase in deferred loan origination costs.

Three months ended June 30, 2025, as compared to three months ended June 30, 2024

The Company’s net income was $14.5 million for the three months ended June 30, 2025, as compared to $10.8 million for the three months ended June 30, 2024. Net interest income increased by $7.4 million during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, primarily due to an increase in interest income driven by loan growth and an improvement in the average yield on loans, partially offset by an increase in interest expense driven by deposit growth. The provision for credit losses increased by $0.5 million, with increases in net charge-offs during the three months ended June 30, 2025 as the leading driver. Non-interest income increased by $0.2 million, primarily due to an overall improvement in the estimated earnings related to investments in venture-backed funds, partially offset by a decrease in the volume of loans sold during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. Non-interest expense increased by $2.2 million during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, with an increase in salaries and employee benefits related to increased headcount as the leading driver.

The following is a summary of the components of the Company’s operating results and performance ratios for the periods indicated:

	Three months ended
(in thousands, except per share data)	June 30, 2025			March 31, 2025			$ Change		% Change
Selected operating data:
Net interest income	$	36,515		$	33,977		$	2,538		7.47	%
Provision for credit losses		2,500			1,900			600		31.58	%
Non-interest income		1,810			1,359			451		33.19	%
Non-interest expense		15,726			15,045			681		4.53	%
Pre-tax income		20,099			18,391			1,708		9.29	%
Provision for income taxes		5,591			5,280			311		5.89	%
Net income	$	14,508		$	13,111		$	1,397		10.66	%
Earnings per common share:
Basic	$	0.68		$	0.62		$	0.06		9.68	%
Diluted	$	0.68		$	0.62		$	0.06		9.68	%
Performance and other financial ratios:
ROAA		1.37	%		1.30	%
ROAE		14.17	%		13.28	%
Net interest margin		3.53	%		3.45	%
Cost of funds		2.53	%		2.56	%
Efficiency ratio		41.03	%		42.58	%

	Three months ended
(in thousands, except per share data)	June 30, 2025			June 30, 2024				$ Change	% Change
Selected operating data:
Net interest income	$	36,515		$	29,092		$	7,423		25.52	%
Provision for credit losses		2,500			2,000			500		25.00	%
Non-interest income		1,810			1,573			237		15.07	%
Non-interest expense		15,726			13,513			2,213		16.38	%
Pre-tax income		20,099			15,152			4,947		32.65	%
Provision for income taxes		5,591			4,370			1,221		27.94	%
Net income	$	14,508		$	10,782		$	3,726		34.56	%
Earnings per common share:
Basic	$	0.68		$	0.51		$	0.17		33.33	%
Diluted	$	0.68		$	0.51		$	0.17		33.33	%
Performance and other financial ratios:
ROAA		1.37	%		1.23	%
ROAE		14.17	%		11.72	%
Net interest margin		3.53	%		3.39	%
Cost of funds		2.53	%		2.56	%
Efficiency ratio		41.03	%		44.07	%

Balance Sheet Summary

(in thousands)	June 30, 2025		March 31, 2025		$ Change			% Change
Selected financial condition data:
Total assets	$	4,413,473	$	4,245,057	$	168,416			3.97	%
Cash and cash equivalents		483,810		452,571		31,239			6.90	%
Total loans held for investment		3,758,025		3,621,819		136,206			3.76	%
Total investments		97,575		99,696		(2,121	)		(2.13	)%
Total liabilities		3,996,731		3,838,606		158,125			4.12	%
Total deposits		3,894,622		3,736,354		158,268			4.24	%
Subordinated notes, net		73,968		73,932		36			0.05	%
Total shareholders’ equity		416,742		406,451		10,291			2.53	%

Insured and collateralized deposits were approximately $2.6 billion, representing 67.06% of total deposits as of June 30, 2025, as compared to 67.55% as of March 31, 2025. Net uninsured and uncollateralized deposits were approximately $1.3 billion as of June 30, 2025, increasing from $1.2 billion at March 31, 2025.
Non-wholesale deposit accounts constituted 83.14% of total deposits as of June 30, 2025, as compared to 81.53% at March 31, 2025. Deposit relationships of greater than $5 million represented 59.91% of total deposits, as compared to 60.87% as of March 31, 2025, and had an average age of approximately 8.34 years as of June 30, 2025, as compared to 8.80 years as of March 31, 2025.
Total deposits as of June 30, 2025 were $3.9 billion, an increase of $158.3 million, or 4.24%, from March 31, 2025 comprised of increases in both interest-bearing and non-interest-bearing deposits. The primary driver of interest-bearing deposit growth was new money market deposit accounts opened during the quarter, adding $87.4 million in new balances. Non-interest-bearing deposit growth was driven by new accounts opened during the quarter, adding $68.7 million in new balances.
Cash and cash equivalents as of June 30, 2025 were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% as of March 31, 2025.
Total liquidity (consisting of cash and cash equivalents and unused and immediately available borrowing capacity as set forth below) was approximately $2.2 billion as of June 30, 2025, as compared to $2.0 billion at March 31, 2025.

	June 30, 2025
(in thousands)	Line of Credit		Letters of Credit Issued		Borrowings		Available
Federal Home Loan Bank of San Francisco (“FHLB”) advances	$	1,290,446	$	732,500	$	—	$	557,946
Federal Reserve Discount Window		926,573		—		—		926,573
Correspondent bank lines of credit		185,000		—		—		185,000
Cash and cash equivalents		—		—		—		483,810
Total	$	2,402,019	$	732,500	$	—	$	2,153,329


(in thousands)	June 30, 2025		December 31, 2024		$ Change			% Change
Selected financial condition data:
Total assets	$	4,413,473	$	4,053,278	$	360,195			8.89	%
Cash and cash equivalents		483,810		352,343		131,467			37.31	%
Total loans held for investment		3,758,025		3,532,686		225,339			6.38	%
Total investments		97,575		100,914		(3,339	)		(3.31	)%
Total liabilities		3,996,731		3,656,654		340,077			9.30	%
Total deposits		3,894,622		3,557,994		336,628			9.46	%
Subordinated notes, net		73,968		73,895		73			0.10	%
Total shareholders’ equity		416,742		396,624		20,118			5.07	%

The increase in total assets from December 31, 2024 to June 30, 2025 was primarily comprised of a $225.3 million increase in total loans held for investment and a $131.5 million increase in cash and cash equivalents. The $225.3 million increase in total loans held for investment between December 31, 2024 and June 30, 2025 was a result of $578.8 million in loan originations and advances, partially offset by $130.3 million and $223.1 million in loan payoffs and paydowns, respectively. The $225.3 million increase in total loans held for investment included $43.9 million in purchases of loans within the consumer concentration of the loan portfolio. The $131.5 million increase in cash and cash equivalents primarily resulted from net cash inflows related to financing and operating activities of $328.1 million and $28.1 million, respectively, partially offset by net cash outflows related to investing activities of $224.7 million.

The increase in total liabilities from December 31, 2024 to June 30, 2025 was primarily due to an increase in interest-bearing deposits of $255.2 million. The increase in interest-bearing deposits was largely due to increases in money market and time deposits of $179.4 million and $101.9 million, respectively.

The increase in total shareholders’ equity from December 31, 2024 to June 30, 2025 was primarily a result of net income recognized of $27.6 million and a $0.4 million increase in accumulated other comprehensive income, partially offset by $8.5 million in cash dividends paid during the period.

Net Interest Income and Net Interest Margin

The following is a summary of the components of net interest income for the periods indicated:

	Three months ended
(in thousands)	June 30, 2025			March 31, 2025			$ Change		% Change
Interest and fee income	$	60,580		$	57,087		$	3,493		6.12	%
Interest expense		24,065			23,110			955		4.13	%
Net interest income	$	36,515		$	33,977		$	2,538		7.47	%
Net interest margin		3.53	%		3.45	%

	Three months ended
(in thousands)	June 30, 2025			June 30, 2024			$ Change		% Change
Interest and fee income	$	60,580		$	48,998		$	11,582		23.64	%
Interest expense		24,065			19,906			4,159		20.89	%
Net interest income	$	36,515		$	29,092		$	7,423		25.52	%
Net interest margin		3.53	%		3.39	%

The following table shows the components of net interest income and net interest margin for the quarterly periods indicated:

	Three months ended
	June 30, 2025							March 31, 2025							June 30, 2024
(in thousands)	Average Balance		Interest Income/ Expense		Yield/ Rate			Average Balance		Interest Income/ Expense		Yield/ Rate			Average Balance		Interest Income/ Expense		Yield/ Rate
Assets
Interest-earning deposits in banks	$	361,866	$	3,987		4.42	%	$	328,571	$	3,575		4.41	%	$	148,936	$	1,986		5.36	%
Investment securities		97,886		577		2.37	%		100,474		581		2.34	%		105,819		650		2.47	%
Loans held for investment and sale		3,691,616		56,016		6.09	%		3,567,992		52,931		6.02	%		3,197,921		46,362		5.83	%
Total interest-earning assets		4,151,368		60,580		5.85	%		3,997,037		57,087		5.79	%		3,452,676		48,998		5.71	%
Interest receivable and other assets, net		101,632							93,543							84,554
Total assets	$	4,253,000						$	4,090,580						$	3,537,230

Liabilities and shareholders’ equity
Interest-bearing transaction accounts	$	283,369	$	1,043		1.48	%	$	303,822	$	1,112		1.48	%	$	291,470	$	1,104		1.52	%
Savings accounts		121,692		801		2.64	%		123,599		772		2.53	%		120,080		856		2.87	%
Money market accounts		1,647,628		13,270		3.23	%		1,540,879		12,435		3.27	%		1,547,814		13,388		3.48	%
Time accounts		726,295		7,790		4.30	%		706,528		7,629		4.38	%		272,887		3,369		4.96	%
Subordinated notes and other borrowings		73,967		1,161		6.30	%		73,908		1,162		6.37	%		75,747		1,189		6.31	%
Total interest-bearing liabilities		2,852,951		24,065		3.38	%		2,748,736		23,110		3.41	%		2,307,998		19,906		3.47	%
Demand accounts		957,034							910,954							817,668
Interest payable and other liabilities		32,406							30,389							41,429
Shareholders’ equity		410,609							400,501							370,135
Total liabilities & shareholders’ equity	$	4,253,000						$	4,090,580						$	3,537,230

Net interest spread						2.47	%						2.38	%						2.24	%
Net interest income/margin			$	36,515		3.53	%			$	33,977		3.45	%			$	29,092		3.39	%

Net interest income during the three months ended June 30, 2025 increased $2.5 million, or 7.47%, to $36.5 million compared to $34.0 million during the three months ended March 31, 2025. Net interest margin totaled 3.53% for the three months ended June 30, 2025, an increase of eight basis points compared to the prior quarter. The increase in net interest income is primarily attributable to an additional $3.5 million in interest income, mainly due to a $123.6 million, or 3.46%, increase in the average balance of loans and a seven basis point improvement in the average yield on loans during the three months ended June 30, 2025 compared to the prior quarter. The increase in interest income was partially offset by an additional $1.0 million in interest expense, which was mainly driven by a $150.2 million, or 4.19%, increase in the average balance of deposits at an average rate of two basis points lower than the prior quarter.

As compared to the three months ended June 30, 2024, net interest income increased $7.4 million, or 25.52%, to $36.5 million from $29.1 million. Net interest margin totaled 3.53% for the three months ended June 30, 2025, an increase of 14 basis points compared to the same quarter of the prior year. The increase in net interest income is primarily attributable to an additional $11.6 million in interest income, mainly due to a $493.7 million, or 15.44%, increase in the average balance of loans and a 26 basis point improvement in the average yield on loans during the three months ended June 30, 2025 compared to the same quarter of the prior year. The increase in interest income was partially offset by an additional $4.2 million in interest expense compared to the same quarter of the prior year. The increase in interest expense is mainly attributable to a $686.1 million, or 22.50%, increase in the average balance of deposits at an average rate of one basis point lower during the three months ended June 30, 2025 compared to the same quarter of the prior year.

Loans by Type

The following table provides loan balances, excluding deferred loan fees, by type as of the dates shown:

(in thousands)	June 30, 2025			March 31, 2025
Real estate:
Commercial	$	3,066,627		$	2,941,201
Commercial land and development		1,422			3,556
Commercial construction		112,399			113,002
Residential construction		5,479			5,747
Residential		33,132			34,053
Farmland		51,579			43,643
Commercial:
Secured		173,855			170,525
Unsecured		37,568			34,970
Consumer and other		278,215			277,093
Net deferred loan fees		(2,251	)		(1,971	)
Total loans held for investment	$	3,758,025		$	3,621,819

Interest-bearing Deposits

The following table provides interest-bearing deposit balances by type as of the dates shown:

(in thousands)	June 30, 2025		March 31, 2025
Interest-bearing transaction accounts	$	292,257	$	295,633
Money market accounts		1,704,652		1,577,473
Savings accounts		121,567		128,210
Time accounts		772,085		801,386
Total interest-bearing deposits	$	2,890,561	$	2,802,702

Asset Quality

Allowance for Credit Losses

At June 30, 2025, the Company’s allowance for credit losses was $40.2 million, as compared to $37.8 million at December 31, 2024. The $2.4 million increase in the allowance is due to a $4.6 million provision for credit losses recorded during the six months ended June 30, 2025, partially offset by net charge-offs of $2.2 million, primarily attributable to commercial and industrial loans, during the same period.

The Company’s ratio of nonperforming loans to loans held for investment increased from 0.05% at December 31, 2024 to 0.06% at June 30, 2025. Loans designated as watch decreased from $123.4 million to $106.5 million between December 31, 2024 and June 30, 2025. Loans designated as substandard increased from $2.6 million to $4.2 million between December 31, 2024 and June 30, 2025. There were no loans with doubtful risk grades at June 30, 2025 or December 31, 2024.

A summary of the allowance for credit losses by loan class is as follows:

	June 30, 2025					December 31, 2024
(in thousands)	Amount		% of Total			Amount		% of Total
Real estate:
Commercial	$	27,792		69.19	%	$	25,864		68.44	%
Commercial land and development		33		0.08	%		78		0.21	%
Commercial construction		2,575		6.41	%		2,268		6.00	%
Residential construction		75		0.19	%		64		0.17	%
Residential		334		0.83	%		270		0.71	%
Farmland		723		1.80	%		607		1.61	%
		31,532		78.50	%		29,151		77.14	%
Commercial:
Secured		5,623		14.00	%		5,866		15.52	%
Unsecured		417		1.04	%		278		0.74	%
		6,040		15.04	%		6,144		16.26	%
Consumer and other		2,595		6.46	%		2,496		6.60	%
Total allowance for credit losses	$	40,167		100.00	%	$	37,791		100.00	%

The ratio of allowance for credit losses to loans held for investment remained at 1.07% at June 30, 2025 and December 31, 2024.

Non-interest Income

The following table presents the key components of non-interest income for the periods indicated:

	Three months ended
(in thousands)	June 30, 2025		March 31, 2025		$ Change			% Change
Service charges on deposit accounts	$	196	$	215	$	(19	)		(8.84	)%
Gain on sale of loans		119		125		(6	)		(4.80	)%
Loan-related fees		468		448		20			4.46	%
FHLB stock dividends		325		331		(6	)		(1.81	)%
Earnings on bank-owned life insurance		220		161		59			36.65	%
Other income		482		79		403			510.13	%
Total non-interest income	$	1,810	$	1,359	$	451			33.19	%

Other income. The increase resulted primarily from an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025 compared to the three months ended March 31, 2025.

The following table presents the key components of non-interest income for the periods indicated:

	Three months ended
(in thousands)	June 30, 2025		June 30, 2024		$ Change			% Change
Service charges on deposit accounts	$	196	$	189	$	7			3.70	%
Gain on sale of loans		119		449		(330	)		(73.50	)%
Loan-related fees		468		370		98			26.49	%
FHLB stock dividends		325		329		(4	)		(1.22	)%
Earnings on bank-owned life insurance		220		158		62			39.24	%
Other income		482		78		404			517.95	%
Total non-interest income	$	1,810	$	1,573	$	237			15.07	%

Gain on sale of loans. The decrease related primarily to an overall decline in the volume of loans sold, partially offset by an improvement in the effective yield of loans sold. During the three months ended June 30, 2025, approximately $1.6 million of loans were sold with an effective yield of 7.60%, as compared to approximately $6.8 million of loans sold with an effective yield of 6.60% during the three months ended June 30, 2024.

Other income. The increase related primarily to an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Non-interest Expense

The following table presents the key components of non-interest expense for the periods indicated:

	Three months ended
(in thousands)	June 30, 2025		March 31, 2025		$ Change			% Change
Salaries and employee benefits	$	8,910	$	9,134	$	(224	)		(2.45	)%
Occupancy and equipment		657		637		20			3.14	%
Data processing and software		1,508		1,457		51			3.50	%
Federal Deposit Insurance Corporation (“FDIC”) insurance		470		455		15			3.30	%
Professional services		918		913		5			0.55	%
Advertising and promotional		865		522		343			65.71	%
Loan-related expenses		423		319		104			32.60	%
Other operating expenses		1,975		1,608		367			22.82	%
Total non-interest expense	$	15,726	$	15,045	$	681			4.53	%

Salaries and employee benefits. The decrease related primarily to: (i) a $0.6 million increase in deferred loan origination costs due to greater loan originations, net of purchased consumer loans; and (ii) $0.1 million decrease in salaries, benefits, and bonus expense. The decrease was partially offset by a $0.5 million increase in commissions expense due to greater loan originations, net of purchased consumer loans, period-over-period.

Advertising and promotional. The increase related primarily to additional expenses incurred to support the expansion of the Bank’s business development teams, including a $0.1 million increase related to business development expenses, a $0.1 million increase in expenses related to sponsored events and partnerships, and a $0.1 million increase in expenses related to donations.

Loan-related expenses. The increase related primarily to a $0.1 million increase in expenses related to inspections to support the increase in loan originations and annual loan reviews.

Other operating expenses. The increase was primarily due to a $0.2 million increase in business travel expenses and a $0.1 million increase in expenses related to conferences and trainings attended.

The following table presents the key components of non-interest expense for the periods indicated:

	Three months ended
(in thousands)	June 30, 2025		June 30, 2024		$ Change		% Change
Salaries and employee benefits	$	8,910	$	7,803	$	1,107		14.19	%
Occupancy and equipment		657		646		11		1.70	%
Data processing and software		1,508		1,235		273		22.11	%
FDIC insurance		470		390		80		20.51	%
Professional services		918		767		151		19.69	%
Advertising and promotional		865		615		250		40.65	%
Loan-related expenses		423		297		126		42.42	%
Other operating expenses		1,975		1,760		215		12.22	%
Total non-interest expense	$	15,726	$	13,513	$	2,213		16.38	%

Salaries and employee benefits. The increase related primarily to: (i) a $1.2 million increase in salaries, benefits, and bonus expense, mainly related to a 16.58% increase in headcount between June 30, 2024 and June 30, 2025; and (ii) a $0.1 million increase in commissions paid. This increase was partially offset by a $0.2 million increase in deferred loan origination costs due to a greater number of loan originations, net of purchased consumer loans, period-over-period.

Data processing and software. The increase was primarily due to: (i) increased usage of our digital banking platform; (ii) higher transaction volumes related to the increased number of loan and deposit accounts; and (iii) an increased number of licenses required for new users on our loan origination and documentation system.

Professional services. The increase was primarily due to a $0.1 million increase in fees paid for compensation and business development consulting services.

Advertising and promotional. The increase related primarily to additional expenses incurred to support the expansion of the Bank’s business development teams, including a $0.1 million increase in expenses related to sponsored events and partnerships and a $0.1 million increase related to business development expenses.

Loan-related expenses. The increase related primarily to a $0.1 million increase in expenses related to inspections to support the increase in loan originations and annual loan reviews.

Other operating expenses. The increase was primarily due to a $0.1 million increase in travel expense and a $0.1 million increase in expenses related to conferences, trainings, and professional association memberships.

Provision for Income Taxes

On July 4, 2025, the President signed H.R. 1, the “One Big Beautiful Bill Act,” into law. The legislation includes several changes to federal tax law that generally allow for more favorable deductibility of certain business expenses beginning in 2025, including the restoration of immediate expensing of domestic R&D expenditures, reinstatement of 100% bonus depreciation, and more favorable rules for determining the limitation on business interest expense. The Act also made certain changes to the deductibility of the cost of meals and charitable contributions that are effective for tax years beginning after Dec. 31, 2025. These changes were not reflected in the income tax provision for the period ended June 30, 2025, as enactment occurred after the balance sheet date. The Company is currently evaluating the impact on future periods.

Three months ended June 30, 2025, as compared to three months ended March 31, 2025

Provision for income taxes increased to $5.6 million for the three months ended June 30, 2025 from $5.3 million for the three months ended March 31, 2025, which was primarily due to an increase in taxable income recognized during the three months ended June 30, 2025. This increase was partially offset by a net $0.2 million reduction to the provision recorded during the three months ended June 30, 2025. This adjustment related to a tax law change for the state of California effective as of June 30, 2025, which requires a transition from a three-factor apportionment formula to a single-sales-factor formula for determining state income tax. As such, the Company recorded a net benefit of approximately $0.9 million relating to the current year provision, which was partially offset by a $0.7 million expense relating to the remeasuring of the deferred tax assets and liabilities as of June 30, 2025. The effective tax rates were 27.82% and 28.71% for the three months ended June 30, 2025 and March 31, 2025, respectively.

Three months ended June 30, 2025, as compared to three months ended June 30, 2024

Provision for income taxes increased by $1.2 million, or 27.94%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This increase was primarily driven by an increase in taxable income. This increase was partially offset by a net $0.2 million reduction to the provision recorded during the three months ended June 30, 2025. This adjustment related to a tax law change for the state of California effective as of June 30, 2025, which requires a transition from a three-factor apportionment formula to a single-sales-factor formula for determining state income tax. As such, the Company recorded a net benefit of approximately $0.9 million relating to the current year provision, which was partially offset by a $0.7 million expense relating to the remeasuring of the deferred tax assets and liabilities as of June 30, 2025. The effective tax rates were 27.82% and 28.84% for the three months ended June 30, 2025 and June 30, 2024, respectively.

Webcast Details

Five Star Bancorp will host a live webcast for analysts and investors on Thursday, July 24, 2025 at 1:00 PM ET (10:00 AM PT) to discuss its second quarter financial results. To view the live webcast, visit the “News & Events” section of the Company’s website under “Events” at https://investors.fivestarbank.com/news-events/events. The webcast will be archived on the Company’s website for a period of 90 days.

About Five Star Bancorp

Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has eight branches in Northern California.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Report on Form 10-Q for the three months ended March 31, 2025, in each case under the section entitled “Risk Factors,” and other documents filed by the Company with the Securities and Exchange Commission from time to time.

The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

Condensed Financial Data (Unaudited)

	Three months ended
(in thousands, except per share and share data)	June 30, 2025			March 31, 2025			June 30, 2024
Revenue and Expense Data
Interest and fee income	$	60,580		$	57,087		$	48,998
Interest expense		24,065			23,110			19,906
Net interest income		36,515			33,977			29,092
Provision for credit losses		2,500			1,900			2,000
Net interest income after provision		34,015			32,077			27,092
Non-interest income:
Service charges on deposit accounts		196			215			189
Gain on sale of loans		119			125			449
Loan-related fees		468			448			370
FHLB stock dividends		325			331			329
Earnings on bank-owned life insurance		220			161			158
Other income		482			79			78
Total non-interest income		1,810			1,359			1,573
Non-interest expense:
Salaries and employee benefits		8,910			9,134			7,803
Occupancy and equipment		657			637			646
Data processing and software		1,508			1,457			1,235
FDIC insurance		470			455			390
Professional services		918			913			767
Advertising and promotional		865			522			615
Loan-related expenses		423			319			297
Other operating expenses		1,975			1,608			1,760
Total non-interest expense		15,726			15,045			13,513
Income before provision for income taxes		20,099			18,391			15,152
Provision for income taxes		5,591			5,280			4,370
Net income	$	14,508		$	13,111		$	10,782

Comprehensive Income
Net income	$	14,508		$	13,111		$	10,782
Net unrealized holding gain on securities available-for-sale during the period		190			1,030			295
Less: Income tax expense related to other comprehensive (loss) income		502			305			87
Other comprehensive (loss) income		(312	)		725			208
Total comprehensive income	$	14,196		$	13,836		$	10,990

Share and Per Share Data
Earnings per common share:
Basic	$	0.68		$	0.62		$	0.51
Diluted	$	0.68		$	0.62		$	0.51
Book value per share	$	19.51		$	19.06		$	17.85
Tangible book value per share⁽¹⁾	$	19.51		$	19.06		$	17.85
Weighted average basic common shares outstanding		21,225,831			21,209,881			21,039,798
Weighted average diluted common shares outstanding		21,269,265			21,253,588			21,058,085
Shares outstanding at end of period		21,360,991			21,329,235			21,319,583

Selected Financial Ratios
ROAA		1.37	%		1.30	%		1.23	%
ROAE		14.17	%		13.28	%		11.72	%
Net interest margin		3.53	%		3.45	%		3.39	%
Loan to deposit⁽²⁾		96.50	%		97.01	%		103.87	%

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure. ⁽²⁾ Loan balance in loan to deposit ratio is total loans held for investment and sale at period end. Deposit balance in loan to deposit ratio is total deposits at period end.

(in thousands)	June 30, 2025			March 31, 2025			June 30, 2024
Balance Sheet Data
Cash and due from financial institutions	$	53,724		$	42,473		$	28,572
Interest-bearing deposits in banks		430,086			410,098			161,787
Time deposits in banks		849			4,024			4,097
Securities – available-for-sale, at fair value		94,990			97,111			103,204
Securities – held-to-maturity, at amortized cost		2,585			2,585			2,973
Loans held for sale		309			2,669			5,322
Loans held for investment		3,758,025			3,621,819			3,266,291
Allowance for credit losses		(40,167	)		(39,224	)		(35,406	)
Loans held for investment, net of allowance for credit losses		3,717,858			3,582,595			3,230,885
FHLB stock		15,000			15,000			15,000
Operating leases, right-of-use asset		7,094			5,944			6,630
Premises and equipment, net		1,606			1,524			1,610
Bank-owned life insurance		23,466			23,246			19,030
Interest receivable and other assets		65,906			57,788			55,107
Total assets	$	4,413,473		$	4,245,057		$	3,634,217

Non-interest-bearing deposits	$	1,004,061		$	933,652		$	825,733
Interest-bearing deposits		2,890,561			2,802,702			2,323,898
Total deposits		3,894,622			3,736,354			3,149,631
Subordinated notes, net		73,968			73,932			73,822
Other borrowings		—			—			—
Operating lease liability		7,744			6,591			7,077
Interest payable and other liabilities		20,397			21,729			23,217
Total liabilities		3,996,731			3,838,606			3,253,747

Common stock		303,155			302,788			301,968
Retained earnings		125,545			115,309			90,734
Accumulated other comprehensive loss, net of taxes		(11,958	)		(11,646	)		(12,232	)
Total shareholders’ equity		416,742			406,451			380,470
Total liabilities and shareholders’ equity	$	4,413,473		$	4,245,057		$	3,634,217

Quarterly Average Balance Data
Average loans held for investment and sale	$	3,691,616		$	3,567,992		$	3,197,921
Average interest-earning assets		4,151,368			3,997,037			3,452,676
Average total assets		4,253,000			4,090,580			3,537,230
Average deposits		3,736,018			3,585,782			3,049,919
Average total equity		410,609			400,501			370,135

Credit Quality
Allowance for credit losses to nonperforming loans		1,763.26	%		2,222.32	%		1,882.30	%
Nonperforming loans to loans held for investment		0.06	%		0.05	%		0.06	%
Nonperforming assets to total assets		0.05	%		0.04	%		0.05	%
Nonperforming loans plus performing loan modifications to loans held for investment		0.06	%		0.05	%		0.06	%

Capital Ratios
Total shareholders’ equity to total assets		9.44	%		9.57	%		10.47	%
Tangible shareholders’ equity to tangible assets⁽¹⁾		9.44	%		9.57	%		10.47	%
Total capital (to risk-weighted assets)		13.72	%		13.97	%		14.38	%
Tier 1 capital (to risk-weighted assets)		10.85	%		11.00	%		11.27	%
Common equity Tier 1 capital (to risk-weighted assets)		10.85	%		11.00	%		11.27	%
Tier 1 leverage ratio		10.03	%		10.17	%		11.05	%

⁽¹⁾ See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

Non-GAAP Reconciliation (Unaudited)

The Company uses financial information in its analysis of the Company’s performance that is not in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations, and cash flows computed in accordance with GAAP. However, the Company acknowledges that its non-GAAP financial measures have a number of limitations. As such, investors should not view these disclosures as a substitute for results determined in accordance with GAAP. Additionally, these non-GAAP measures are not necessarily comparable to non-GAAP financial measures that other banking companies use. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons.

Tangible shareholders’ equity to tangible assets is defined as total equity less goodwill and other intangible assets, divided by total assets less goodwill and other intangible assets. The most directly comparable GAAP financial measure is total shareholders’ equity to total assets. Management believes that tangible shareholders’ equity to tangible assets is a useful financial measure because it enables management, investors, and others to assess the Company’s financial health based on tangible capital. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible shareholders’ equity to tangible assets is the same as total shareholders’ equity to total assets at the end of each of the periods indicated.

Tangible book value per share is defined as total shareholders’ equity less goodwill and other intangible assets, divided by the outstanding number of common shares at the end of the period. The most directly comparable GAAP financial measure is book value per share. Management believes that tangible book value per share is a useful financial measure because it enables management, investors, and others to assess the Company’s value and use of equity. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible book value per share is the same as book value per share at the end of each of the periods indicated.

Pre-tax, pre-provision income is defined as pre-tax income plus provision for credit losses. The most directly comparable GAAP financial measure is pre-tax income. Management believes that pre-tax, pre-provision income is a useful financial measure because it enables management, investors, and others to assess the Company’s ability to generate operating profit and capital.

The following reconciliation table provides a more detailed analysis of this non-GAAP financial measure:

	Three months ended
(in thousands)	June 30, 2025		March 31, 2025		June 30, 2024
Pre-tax, pre-provision income
Pre-tax income	$	20,099	$	18,391	$	15,152
Add: provision for credit losses		2,500		1,900		2,000
Pre-tax, pre-provision income	$	22,599	$	20,291	$	17,152

Investor Contact:
Heather C. Luck, Chief Financial Officer
Five Star Bancorp
(916) 626-5008
hluck@fivestarbank.com

Media Contact:
Shelley R. Wetton, Chief Marketing Officer
Five Star Bancorp
(916) 284-7827
swetton@fivestarbank.com

The MIL Network –

July 24, 2025

MIL-OSI: Subsea7 and Saipem announce signing of the Merger Agreement

Source: GlobeNewswire (MIL-OSI)

NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW

Transaction structure and terms confirmed in line with Memorandum of Understanding

Creating a global leader in energy services

Milan, Luxembourg, 24 July 2025 – Saipem and Subsea7 announce that they have entered into a binding merger agreement, on terms and conditions in line with what previously communicated at the time of the signing of the Memorandum of Understanding on 23 February 2025. The merger of Saipem and Subsea7 will create a global leader in energy services.

Highlights

The company resulting from the merger¹ between Saipem and Subsea7 (the “Proposed Combination”) will be renamed Saipem7 (“Saipem7”), will have revenue of approx. €21 billion², EBITDA in excess of €2 billion³, will generate more than €800 million of Free Cash Flow⁴ and will have a combined backlog of €43 billion⁵
The highly complementary geographical footprints, competencies and capabilities, vessel fleets and technologies will benefit Saipem7’s global portfolio of clients
The diversification of the geographical footprint of Saipem and Subsea7 is reflected in the combined backlog, with no single country contributing more than 15% of total⁶
On completion, Saipem and Subsea7 shareholders will own 50% each of the share capital of Saipem7
Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
Subsea7 will distribute an extraordinary dividend to its shareholders for an amount equal to €450 million immediately prior to completion of the Proposed Combination
Annual synergies expected to be approximately €300 million on a run-rate basis, which will lead to material value creation for the shareholders of Saipem7
Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
Siem Industries, reference shareholder of Subsea7, and Eni and CDP Equity, reference shareholders of Saipem, have committed to vote in favour of the Proposed Combination
Completion of the Proposed Combination anticipated to occur in the second half of 2026

The management of both Saipem and Subsea7 confirm the compelling strategic rationale in creating a global leader in energy services, particularly considering the growing size of clients’ projects. The parties believe the Proposed Combination will enhance value for all shareholders and stakeholders, both in the current market and in the long term.

Eni, CDP Equity and Siem Industries fully support the Proposed Combination and have signed a Shareholders’ Agreement confirming the undertaking to vote in favour of the Proposed Combination. As part of this, to ensure a balanced leadership and governance structure, Saipem7’s CEO will be designated by Eni and CDP Equity and Saipem7’s Chairman of the Board of Directors will be designated by Siem Industries.

It is currently envisaged that, upon completion of the Proposed Combination, Mr Kristian Siem will be appointed as Chairman of the Board of Directors of Saipem7⁷ and Mr Alessandro Puliti will be appointed as CEO of Saipem7⁸. In addition, Mr Alessandro Puliti and Mr John Evans will be appointed respectively as the Chairman and CEO of the company that will manage the Offshore Engineering & Construction business of Saipem7. Such company will be named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all of Subsea7’s businesses and Saipem’s Asset Based Services business (including Offshore Wind).

The by-laws of Saipem7 are expected to provide for loyalty shares (double votes), which will be available, upon request, to all shareholders of Saipem7.

Strategic rationale of the Proposed Combination

The Proposed Combination will be beneficial to the clients of both Saipem and Subsea7, bringing together the respective strengths of both companies:

Global reach and comprehensive solutions for clients: global operations and projects in more than 60 countries and a highly complementary footprint between the two companies. A full spectrum of offshore and onshore services, from drilling, engineering and construction to life-of-field services and decommissioning, with an increased ability to optimise project scheduling for clients in oil, gas, carbon capture and renewable energy
Diversified and complementary fleet: an expanded and diversified fleet of more than 60 construction vessels enhancing Saipem7’s ability to undertake a wide range of projects, from shallow water to ultra-deepwater operations, utilising a full portfolio of heavy lift, high-end J-lay, S-lay and reel-lay rigid pipeline solutions, flexible pipe and umbilical lay services, as well as market-leading wind turbine, foundations and cable lay installation capabilities
World-class expertise and experience: a specialised, global workforce of approximately 44,000 people, including more than 9,000 engineers and project managers contributing to delivering solutions that unlock value for clients
Innovation and technology: the combined expertise to foster innovation in offshore technologies, ensuring cutting-edge solutions for complex projects

The transaction is expected to create significant shareholder value through:

Synergies: annual cost and capital expenditure synergies expected to be approximately €300 million from the third year after completion of the Proposed Combination, driven by fleet optimisation (utilisation and geographical positioning of vessels and equipment), procurement (longer charter periods for leased vessels and improved terms with suppliers), sales and marketing (tendering rationalisation), and process efficiencies
More efficient capital expenditure programme: optimised allocation of capital across a broader, complementary vessel fleet
Attractive shareholder remuneration policy: Saipem7 is expected to distribute annually to its shareholders at least 40% of its Free Cash Flow after repayment of lease liabilities
Enhanced capital structure: a solid balance sheet expected to support an investment grade credit rating
Greater scale in both equity and debt capital markets: access to a wider investor base and to more diversified sources of capital

Transaction structure, ownership and terms

Saipem7 will be created through an EU cross-border statutory merger, carried out by way of absorption of Subsea7 into Saipem, with the latter to be renamed Saipem7
Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
Siem Industries (currently the largest shareholder of Subsea7) will own approximately 11.8% of Saipem7’s share capital, while Eni and CDP Equity (currently the largest shareholders of Saipem) will respectively own approximately 10.6% and 6.4% of Saipem7’s share capital
Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
Assuming all Subsea7 shareholders participate in the merger, the share capital of Saipem7 will be held 50-50% by the current shareholders of Saipem and Subsea7 on completion
Immediately prior to completion of the Proposed Combination, Subsea7 shareholders will receive an extraordinary cash dividend of €450 million⁹
Shareholders of Subsea7 who vote against the approval of the Proposed Combination at the Subsea7 Extraordinary General Meeting will have the right to dispose of their shares in Subsea7 for an adequate cash compensation under the conditions set out under Luxembourg company law.¹⁰ The formula that will be used to determine the cash compensation will be made available on Subsea7’s website and the amount of the cash compensation determined on the basis of such formula will be announced in advance of Subsea7’s Extraordinary General Meeting

Key activities performed since the execution of the Memorandum of Understanding

Satisfactory confirmatory due diligence completed, and transaction terms finalised in line with those initially agreed at the time of the signing of the Memorandum of Understanding
Annual cost and capital expenditure synergies confirmed and expected to be equal to approximately €300 million from the third year after completion of the Proposed Combination
No material findings in the analysis of Saipem and Subsea7 business plans in terms of projects overlap, thus further underpinning the value creation deriving from the Proposed Combination
Completed the preliminary antitrust analysis with the support of specialised advisors. Currently in the process of submitting the relevant documentation for the consideration of the Proposed Combination to the applicable antitrust authorities
Confirmation of capital allocation framework, including shareholders’ remuneration policy and target of achieving and maintaining investment grade credit rating
Identified the key members of the management team of Saipem7 and Subsea7 following completion of the Proposed Combination
Agreement on the governance principles applicable to Saipem7 and Subsea7 following completion of the Proposed Combination

Organisational structure of Saipem7

Saipem7 will be structured as four businesses: Offshore Engineering & Construction, Onshore Engineering & Construction, Sustainable Infrastructures and Drilling Offshore
The Offshore Engineering & Construction business will be contained within an operationally autonomous company, fully owned by Saipem7, named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all Subsea7’s businesses and the Asset Based Services business of Saipem (including Offshore Wind). The company will represent approximately 84% of the combined group’s EBITDA for the last 12 months as of 31 December 2024
Subsea7 shall be incorporated in the UK and headquartered in London. After completion of the Proposed Combination, Subsea7 will be governed by a Board of Directors comprising seven members, including Mr Alessandro Puliti as Chairman, Mr John Evans as CEO, Mr Kristian Siem and other four independent directors

Pre-completion distributions to shareholders

Each of Saipem and Subsea7 will distribute cash dividends of $350 million during the course of 2025, such dividends having already been approved by their respective shareholders’ meetings in May 2025 and having already been partially distributed
If the Proposed Combination is not completed before the approval of the full year 2025 results of Saipem and Subsea7 (expected in the second quarter of 2026 for both Saipem and Subsea7), each of Saipem and Subsea7 will (subject to their respective 2025 results meeting certain agreed financial targets) be entitled to distribute cash dividends to their respective shareholders of at least $300 million¹¹^,12^{, 13}, to be paid in Q2 2026
In connection with a permitted business divestment currently ongoing, Subsea7 will also distribute a cash dividend equal to €105 million¹⁴ to its shareholders prior to completion of the Proposed Combination

Shareholders’ Agreement

The Shareholders’ Agreement signed between Siem Industries, Eni and CDP Equity provides for, inter alia, an irrevocable undertaking to vote in favour of the Proposed Combination (subject to receipt of the required Italian government approval), a three-year shareholder lock-up and the submission of a joint slate for the appointment of the majority of the members of the board of directors of Saipem7.

Timing, conditions precedent, approvals and other matters

Completion of the Proposed Combination will be subject to customary conditions precedent for a transaction of this nature, including, inter alia, the approval of antitrust, other public and regulatory authorities’ (e.g. the required Italian Government approval), as well as approval by the shareholders of both Saipem and Subsea7 at their respective Extraordinary General Meetings. In the case of Saipem this will be subject to reaching also the so-called “whitewash majorities” for purposes of the mandatory takeover bid exemption¹⁵. Both Saipem’s and Subsea7’s Extraordinary General Meetings will take place on 25 September 2025.

Completion is currently anticipated to occur in the second half of 2026.

The completion of the Proposed Combination will result in a “Change of Control,” as defined in the terms and conditions of the convertible bond issued by Saipem and denominated “€500,000,000 Senior Unsecured Guaranteed Equity Linked Bonds due 2029”.

Documentation

In connection with the Proposed Combination, the following documents, among others, will be made available:

The notice of call of each of Saipem and Subsea7’s Extraordinary General Meetings
The common merger plan approved by the Boards of Directors of each of Saipem and Subsea7 (the “Common Merger Plan”), along with the consolidated financial statements of Saipem and Subsea7 for the last three financial years and the merger related interim financial statements of Saipem and Subsea7 as of 30 June 2025
The reports of the Board of Directors of each of Saipem and Subsea7 describing the Proposed Combination
The independent expert reports prepared for each of Saipem and Subsea7 in connection with the Proposed Combination

These documents will be available at the companies’ registered seats and published on each party’s website. Where required under applicable laws and regulations, these documents will be disclosed also through the authorised storage mechanism (SDIR) for Saipem and through an officially appointed mechanism (OAM) for Subsea7.

The Common Merger Plan will also be filed with the Companies’ Register of Milan Monza Brianza Lodi, and the Luxembourg Trade and Companies Register, and will also be published in the Recueil Electronique des Sociétés et Associations in Luxembourg (the Luxembourg legal gazette for company announcements) (RESA)¹⁶.

Advisors

Goldman Sachs Bank Europe SE, Succursale Italia is acting as lead financial advisor to Saipem, and Deutsche Bank AG, Milan Branch as financial advisor to Saipem. Clifford Chance LLP is serving as global legal counsel to Saipem (including as to matters of Italian, English, US and Luxembourg Law), while Advokatfirmaet Thommessen AS is serving as legal counsel to Saipem as to matters of Norwegian law.

Kirk Lovegrove & Company Limited is acting as lead financial advisor and Deloitte LLP is acting as financial advisor to Subsea7. Freshfields LLP is serving as global legal counsel to Subsea7 (including as to matters of Italian, US and English Law), while Elvinger Hoss Prussen société anonyme and Advokatfirmaet Wiersholm AS are serving as legal counsel to Subsea7 as to matters of Luxembourg and Norwegian law, respectively.

Enquiries

Saipem is a global leader in the engineering and construction of major projects for the energy and infrastructure sectors, both offshore and onshore. Saipem is “One Company” organized into business lines: Asset Based Services, Drilling, Energy Carriers, Offshore Wind, Sustainable Infrastructures, Robotics & Industrialised Solutions. The company has 5 fabrication yards and an offshore fleet of 17 owned construction vessels and 13 drilling rigs, of which 9 owned. Always oriented towards technological innovation, the company’s purpose is “Engineering for a sustainable future”. As such Saipem is committed to supporting its clients on the energy transition pathway towards Net Zero, with increasingly digital means, technologies and processes geared for environmental sustainability. Listed on the Milan Stock Exchange, it is present in more than 50 countries around the world and employs about 30,000 people of over 130 nationalities.

Subsea7 is a global leader in the delivery of offshore projects and services for the energy industry. Subsea7 makes offshore energy transition possible through the continuous evolution of lower-carbon oil and gas and by enabling the growth of renewables and emerging energies.

No Offer or Solicitation

This document is not an offer of merger consideration shares in the United States. Neither the merger consideration shares nor any other securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and neither the merger considerations shares nor any other securities may be offered, sold or delivered within or into the United States, except pursuant to a registration statement filed pursuant to the Securities Act or an applicable exemption from registration or in a transaction otherwise not subject to the Securities Act. This document must not be forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States. This document does not constitute an offer of or an invitation by or on behalf of, Saipem or Subsea7, or any other person, to purchase any securities.

Forward-looking Statements

This document contains forward-looking information and statements about Saipem and Subsea7 and their combined business after completion of the proposed merger of Saipem and Subsea 7 (the “Proposed Combination“). Forward-looking statements are statements that are not historical facts. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance, Free Cash Flow, EBITDA, dividends, and credit ratings. Forward-looking statements are generally identified by the words “expects,” “anticipates,” “believes,” “intends,” “estimates” and similar expressions. Although the managements of Saipem and Subsea7 believe that the respective expectations reflected in such forward-looking statements are reasonable, investors and holders of Saipem and Subsea7 shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of Saipem and Subsea7, respectively, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Except as required by applicable law, neither Saipem nor Subsea7 undertake any obligation to update any forward-looking information or statements.

This document includes estimates relating to the synergies expected to arise from the merger and the combination of the business operations of Saipem and Subsea7, as well as related integration costs, which have been prepared by Saipem and Subsea7 and are based on a number of assumptions and judgments. Such estimates present the expected future impact of the merger and the combination of the business operations of Saipem and Subsea7 on Saipem7’s business, financial condition and results of operations. The assumptions relating to the estimated synergies and related integration costs are inherently uncertain and are subject to a wide variety of significant business, economic, and competitive risks and uncertainties that could cause the actual synergies from the merger and the combination of the business operations of Saipem and Subsea7, if any, and related integration costs to differ materially from the estimates in this document. Further, there can be no certainty that the merger will be completed in the manner and timeframe described in this document, or at all.

Use of Non-IFRS Financial Measures

This announcement includes certain non-IFRS financial measures with respect to Saipem and Subsea7, including EBITDA and Free Cash Flow. These unaudited non-IFRS financial measures should be considered in addition to, and not as a substitute for, measures of Saipem’s and Subsea7’s financial performance prepared in accordance with IFRS. In addition, these measures may be defined differently than similar terms used by other companies.

Presentation of Financial Information

This document includes financial data regarding Saipem and Subsea7 and the combination of Saipem and Subsea7. Any Saipem7 financial data presented herein is presented for informational purposes only and is not intended to represent or be indicative of the actual consolidated results of operations or financial position of the combined entity and should not be taken as representative of the combined entity’s future consolidated results of operations or financial position had the Proposed Combination occurred as of such date. These estimates are based on financial information available at the time of the preparation of this document.

¹ Merger by way of absorption of Subsea7 into Saipem
² Combined Revenue for Saipem and Subsea7 as per last 12 months as of 31 December 2024
³ Combined EBITDA for Saipem and Subsea7 as per last 12 months as of 31 December 2024
⁴ Combined Free Cash Flow post repayment of lease liabilities for Saipem and Subsea7 as per last 12 months as of 31 December 2024
⁵ Combined backlog for Saipem and Subsea7 as of 31 March 2025
⁶ Combined backlog for Saipem and Subsea7 as of 31 March 2025
⁷ Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
⁸ Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
⁹ Subject to approval by the Subsea7 Shareholders’ Meeting
¹⁰ Such withdrawal right may only be exercised in respect of (a) Subsea7 shares registered in the securities account of the relevant shareholder with such shareholder’s financial intermediary on the date of publication of the Common Merger Plan on the Recueil Electronique des Sociétés et Associations – RESA (the Luxembourg legal gazette for company announcements) and (b) Subsea7 shares acquired after such date through inheritance or bequest. Further details will be specified in the convening notice to the Subsea7 Extraordinary General Meeting
¹¹ Subject to approval by the Shareholders’ Meeting and the Board of Directors
¹² The dividend paid by Saipem will be qualified as ordinary in nature
¹³ Saipem and Subsea7 will be entitled to distribute a reduced pro-rated amount should their respective financial results not meet the relevant financial targets, as detailed in the Common Merger Plan
¹⁴ Subject to approval by the Subsea7 Shareholders’ Meeting
¹⁵ Pursuant to Art. 49, paragraph 1, letter g) of Consob Regulation 11971/99
¹⁶ Subsea7 intends to file the Common Merger Plan with the Registre de Commerce et des Sociétés, Luxembourg (the Luxembourg Trade and Companies Register) for publication on the RESA no later than the second Oslo Børs trading day after the date of this announcement

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 24 July 2025 at 00:40 CET.

Attachment

Merger Agreement Saipem and Subsea7 24 July 2025

The MIL Network –

July 24, 2025

MIL-OSI USA: VIDEO: Senator Peters Advocates for Policies to Support Truck Drivers, Safer Roads in Michigan

US Senate News:

Source: United States Senator for Michigan Gary Peters
WASHINGTON, DC – During a hearing in the Senate Commerce Subcommittee on Surface Transportation, Freight, Pipelines, and Safety, U.S. Senator Gary Peters (MI) advocated for Michigan’s truck drivers, which make up roughly 1 in 15 jobs throughout the state, according to the Michigan Trucking Association. As Ranking Member of the Subcommittee, Peters delivered opening remarks where he underscored his commitment to ensuring Michigan truck drivers receive the wages and benefits they deserve.
“Our nation’s truck drivers are the backbone of our economy. These frontline workers spend long hours, often away from their families and at all times of day and night, transporting goods across the country to America’s communities… It’s not an exaggeration to say that the trucking industry touches every American’s daily life,” said Senator Peters, Ranking Member of the Senate Commerce Subcommittee on Surface Transportation, Freight, Pipelines, and Safety. “That’s especially true for Americans who have made trucking their career. There are nearly 250,000 trucking jobs in Michigan alone, making up 1 in 15 jobs throughout my state. From long and short-haul drivers, to mechanics, dispatchers, and logistics coordinators, these jobs provide key economic opportunities for Michiganders, and I am committed to making sure that these jobs live up to their promise for Michiganders by providing fair wages, health care, and retirement benefits. That’s why I am proud to have one of the foremost leaders of that fight here to testify today, Teamsters President Sean O’Brien.”
During the hearing, Peters also advocated for policies to improve roadway safety to protect both truckers and the drivers they share the road with.
“Mr. O’Brien and the members of this panel know very well that the single most important factor in the success of our truck drivers and this industry, as well as road users across this country, is safety,” Peters continued. “I believe this committee must prioritize safety in the next surface transportation reauthorization bill for both truckers and those they share the road with, from the deployment of advanced safety technology and driver assistance systems, to investing in safer streets and stronger bridges, to tackling truck parking issues and defending drivers’ access to rest and bathrooms, to addressing freight fraud and theft.”
Peters also highlighted the current challenges that truck drivers and businesses face as the industry navigates the Trump Administration’s tariff policies.
“I want to acknowledge that today’s trucking industry, as well as all freight and multimodal industries, is facing an incredibly challenging economic environment with this Administration’s chaotic approach to tariffs. This doesn’t just impact truckers and consumers, changing rules, rising prices, and economic uncertainty impacts the manufacturers that build the trucks that move our goods and keep drivers safe,” said Peters. “In Michigan, the commercial vehicle manufacturing supply chain relies on cross border trade with Canada, and with a global supply chain. Many of these businesses have been forced to consider laying off workers or pausing investments due to a lack of certainty created by constantly shifting tariff policies.”
“We can and should pursue policies to create commercial trucking manufacturing jobs here at home, but this continued chaos will only serve to harm U.S. manufacturers, consumers, and our intermodal freight system,” Peters continued.

To watch video of Senator Peters’ opening remarks and question at the hearing, click here.
Peters has consistently advocated for investments and legislation to support truckers and the trucking industry. In the bipartisan infrastructure law, Peters secured more than $4.6 billion to improve roads, bridges, and highways throughout Michigan, including over $1.8 million for the improvement of the Blue Water Bridge to reduce freight delays and ensure the efficient movement of goods across the bridge via truck. In 2024, Peters’ bipartisan Strengthening the Commercial Driver’s License Information System (CDLIS) Act was signed into law to protect funding for the Commercial Driver’s License Information System (CDLIS), a crucial, nationwide computer system that ensures commercial drivers have only one license and one complete driver record.

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: Ernst Pushes to Safeguard American Innovation From China

US Senate News:

Source: United States Senator Joni Ernst (R-IA)

WASHINGTON – After releasing a bombshell report detailing how critical technology is vulnerable to espionage by the Chinese Communist Party, Senate Small Business and Entrepreneurship Committee Chair Joni Ernst (R-Iowa) detailed why Congress must pass her INNOVATE Act to protect and advance American innovation.
Ernst laid out how her bill to reauthorize the Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs would cut red tape, ensure that funding goes to truly small businesses and startups, and strengthen protections against China’s attempts to steal taxpayer-funded intellectual property.

Watch Senator Ernst’s full remark here.
Ernst’s full remarks:
“Today’s hearing comes at a pivotal moment.
“America has consistently been at the forefront of technological innovation.
“Nonetheless, our adversaries — especially China — are working overtime to undermine us.
“Over the past 100 years, the United States of America has catalyzed the world’s most consequential technology breakthroughs.
“From putting mankind on the moon, to unlocking a whole new digital frontier, Americans didn’t just invent. We built.
“We turned those big dreams into real-world breakthroughs, securing a long and prosperous period of economic might and global leadership.
“But after a century of wins, we cannot become complacent.
“Over the past 20 years, those in power in Washington have looked the other way as China initiated a comprehensive industrial espionage strategy.
“They’re not hiding it either. The Chinese Communist Party, through its Made in China 2025 plan, has made crystal clear its goal to eliminate U.S. technological leadership in critical industries.
“We need to be more clear-eyed, folks. China desires nothing more than to surpass the United States technologically and militarily.
“They want to impose their authoritarian ideology on the world and destroy the West.
“If we want any shot at preserving America’s leadership and warfighting capabilities, we have to lock down our innovation pipeline.
“The truth is, America has left its door wide open, effectively inviting our adversaries to take advantage.
“As a result, sensitive industries have become vulnerable to exploitation, allowing countries like China to use well-known techniques— including talent recruitment programs— to steal our innovations.
“The CCP forces innovators across our vibrant startup economy to hand over trade secrets and intellectual property as a cost of doing business.
“They invest in American firms, not to help, but to scheme, snoop, and steal.
“The United States Trade Representative and FBI estimate intellectual property theft by China costs our economy between $225-600 billion per year.
“The Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs are no exception.
“In 2021, the Pentagon first sounded the alarm, revealing the pervasive exploitation of the SBIR program by foreign bad actors and recommended a foreign ties due diligence review process for applicants.
“That’s why, through the SBIR STTR Extension Act of 2022, I fought to establish a framework to identify the extent of foreign risk, vet each company coming through the doors, and stop awarding awards to malicious actors.
“It was a strong start, but it isn’t enough. Congress must take further action to secure the critical technologies being cultivated in these programs.
“In fact, my recent report on this subject showed that 64 percent of applications flagged for foreign risk were still eligible to receive taxpayer dollars. That’s unacceptable. I ask unanimous consent to enter this report into the record.
“We cannot afford to keep investing taxpayer dollars to develop and deploy our best homegrown technologies, while failing to safeguard them against theft by our adversaries.
“This is why earlier this year I introduced the INNOVATE Act.
“It would tighten our defenses, standardizing foreign ties due diligence in SBIR across participating agencies and giving agencies more muscle to claw back award dollars when our national security is threatened. It’s just common sense.
“Let me be clear, this is only a first step. The disturbing reality is that China is already conducting economic warfare in our homeland by targeting our farmland and critical infrastructure.
“If we want to win the next century and beyond, we must protect our innovators, our intellectual property, and the technologies that will shape our future.
“I am looking forward to hearing from our expert witnesses today on the scale of these threats and response measures for Congress to consider.”

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: DelBene, Clarke Introduce Bill to Boost Smart City Tech

Source: United States House of Representatives – Congresswoman Suzan DelBene (1st District of Washington)

Today, Congresswomen Suzan DelBene (WA-01) and Yvette Clarke (NY-09) introduced the Smart Cities and Communities Act, legislation that would expand smart city technologies and improve federal coordination of these programs.

Smart technologies help improve community safety, mobility, and resilience against natural disasters, while also expanding communication and public services in large cities and small towns alike. These innovations help cities cut costs, alleviate traffic congestion, reduce air pollution, and lower energy use, all while generating economic growth and expanding opportunities for communities of all sizes.

With an estimated $1.4 trillion expected to be invested globally in smart technology over the next five years, U.S. cities must catch up. Research shows that every dollar spent on government technology can save nearly $4. Despite these clear benefits, the U.S. is currently lagging in smart city development.

This technology is already making an impact in cities across the nation, including Washington. In Redmond, it is being deployed to improve traffic flow and management. This system helps detect pedestrians in crosswalks, adjusts light timings for safer crossing, and modifies traffic signals based on real-time volumes to reduce congestion and make our intersections safer and less stressful for roadway users. In Bellevue, the city has a Smart Mobility Plan to help the city plan for shared-use mobility, autonomous vehicles, electric vehicles, and data management.

The Smart Cities and Communities Act would:

Enhance federal coordination of smart city programs, including improved reporting and demonstration of the value and utility of smart city systems.
Provide assistance and resources to local governments interested in implementing smart city technologies, making them more accessible in suburban and rural areas.
Develop a skilled domestic workforce to support smart cities.
Improve the quality and performance of smart city technologies while assessing and enhancing cybersecurity and privacy protections.
Foster international collaboration and trade in smart city technologies.

“Investing in smart city technology will propel our nation into a bright future, powered by more livable communities,” said DelBene. “The Smart Cities and Communities Act allows local governments to equip themselves with the cutting-edge tools to increase connectivity and develop green infrastructure. This important development will strengthen the middle class by generating good jobs and cutting pollution, ensuring the United States maintains its position as a global leader in innovation.”

“Ensuring our communities are equipped with the smart city technologies they need to be cleaner, safer, and more resilient to the changing climate must be among Congress’ highest priorities,” said Clarke. “In the face of the worsening climate crisis, we have a responsibility to provide every American with equitable access to the innovations that will protect them from whatever an uncertain future might bring. I am proud to stand alongside my colleague, Congresswoman Suzan DelBene, to introduce this forward-looking legislation that will position the United States as a leader in the global movement towards climate resilience and facilitate the critical upgrades our communities are depending on Congress to deliver.”

“BSA commends Representatives DelBene and Clarke for reintroducing the Smart Cities and Communities Act, which recognizes the potential of artificial intelligence and emerging technologies to transform local communities. By encouraging adoption of and investments in AI-driven solutions, and supporting robust AI training and data utilization, this legislation will help communities realize smart city benefits that are efficient, cost-effective, and enhance public services,” said Craig Albright, SVP of US Government Relations, Business Software Alliance.

The full text of the legislation can be found here.

MIL OSI USA News –

July 24, 2025

MIL-OSI New Zealand: Consumer NZ reveals the best and worst laundry detergents

Source: Consumer NZ

Three laundry detergents have scored no better than water in Consumer NZ’s laundry detergent test.

We put 46 detergents through the wringer. Two detergents ended up with an overall score of 27 out of 100 – the same score given to a wash with only water. Those two products were Shotz Laundry Liquid and EcoLiving Laundry Detergent Sheets with lavender scent.

Another laundry sheet product – Re-Stor Laundry Detergent Sheets fresh linen scent – scored even lower. These sheets were rated ‘poor’ at removing everyday grime and most of the stains we use in our detergent tests, including grass and mud, olive oil and tomato.

Our head of testing James le Page said he wasn’t surprised laundry sheets once more took out two of the bottom spots in the test.

“They only weigh a couple of grams, so when you put them in your machine, they’re just not going to do a good job compared with a capful of laundry liquid or scoop of powder, both of which have the potential to contain more active ingredients,” James said.

However, James wouldn’t be surprised if laundry sheets one day climbed up the test results.

“They’re early in their developmental journey as a product. They’re years behind the other options, so they’re playing catch-up.”

Persil products took out the top three spots in the test results, with Persil Ultimate powder proving to be New Zealand’s most effective laundry detergent.

Persil Active Clean powder wasn’t far behind, followed by Persil 3 in 1 Ultimate capsules.

Ten detergents were given ‘Consumer Recommended’ status, including some New Zealand-made Laundromate and Ecostore products.

The cheapest Recommended detergent was Ecostore Ultrapower Citrus Fresh – it costs just 8c per wash. It was particularly good at removing everyday grime as well as grass and tomato stains.

See here the laundry detergent test results available for anyone to view: https://consumernz.cmail20.com/t/i-l-fultrid-ijjdkdttjk-y/

“We encourage people to have a look at the results and see how the detergent they’re using now scores. You might find something that will do a better job for a better price,” James said.

Best powder detergent – Persil Ultimate
Best liquid detergent – Ariel Original
Best capsule detergent – Persil 3 in 1 Ultimate

Notes

Consumer NZ test results are usually exclusively available to our members. However, this time, we have made the laundry detergent test results available for all New Zealanders. You can view them at www.consumer.org.nz/products/laundry-detergents/review.

MIL OSI New Zealand News –

July 24, 2025

MIL-OSI USA: HHS, FDA and USDA Address the Health Risks of Ultra-Processed Foods

Source: US Department of Health and Human Services – 3

For Immediate Release:
July 23, 2025

Under the leadership of the U.S. Department of Health and Human Services Secretary Robert F. Kennedy, Jr. and the U.S. Department of Agriculture Secretary Brooke L. Rollins, the U.S. Food and Drug Administration and U.S. Department of Agriculture are accelerating federal efforts to address the growing concerns around ultra-processed foods and the current epidemic of diet-related chronic disease that is plaguing America. The agencies are announcing a joint Request for Information (RFI) to gather information and data to help establish a federally recognized uniform definition for ultra-processed foods—a critical step in providing increased transparency to consumers about the foods they eat.
“Ultra-processed foods are driving our chronic disease epidemic,” said HHS Secretary Robert F. Kennedy, Jr. “We must act boldly to eliminate the root causes of chronic illness and improve the health of our food supply. Defining ultra-processed foods with a clear, uniform standard will empower us even more to Make America Healthy Again.”
Currently, there is no single authoritative definition for ultra-processed foods for the U.S. food supply. Creating a uniform federal definition will serve as a key deliverable on the heels of the recently published Make Our Children Healthy Again Assessment, which recognizes that the overconsumption of ultra-processed foods is one of the driving factors of the childhood chronic disease crisis.
“President Trump has made it a priority to improve health outcomes for American families and communities. And this Request for Information is yet another step in seeking commonsense ways to foster improved and more informed consumer choice. A unified, widely understood definition for ultra processed foods is long overdue and I look forward to continued partnership with Secretary Kennedy to Make America Healthy Again. As this process unfolds, I will make certain the great men and women of the agriculture value chain are part of the conversation,” said U.S. Secretary of Agriculture Brooke L. Rollins.
“I am delighted to lead this critical effort at the FDA,” said FDA Commissioner Marty Makary, M.D., M.P.H. “The threats posed to our health by foods often considered ultra-processed are clear and convincing, making it imperative that we work in lockstep with our federal partners to advance, for the first time ever, a uniform definition of ultra-processed foods.”
It is estimated that approximately 70% of packaged products in the U.S. food supply are foods often considered ultra-processed, and that children get over 60% of their calories from such foods. Dozens of scientific studies have found links between the consumption of foods often considered ultra-processed with numerous adverse health outcomes, including cardiovascular disease, Type 2 diabetes, cancer, obesity and neurological disorders. Helping to address overconsumption of ultra-processed foods is a key element to Make America Healthy Again.
A uniform definition of ultra-processed foods will allow for consistency in research and policy to pave the way for addressing health concerns associated with the consumption of ultra-processed foods. The RFI will be publicly available in the federal register on July 24 and seeks information on what factors and criteria should be included in a definition of ultra-processed foods.
Alongside developing a uniform definition, the FDA and National Institutes of Health are investing in high-quality research to help answer remaining questions about the health impacts of ultra-processed foods through its recently announced Nutrition Regulatory Science Program. The Department will also continue to pursue developing and implementing other key policies and programs that seek to, collectively, dramatically reduce chronic disease and help ensure a healthy future for our nation.

Consumer:888-INFO-FDA

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07/23/2025

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MIL OSI USA News –

July 24, 2025

MIL-OSI USA: July 23rd, 2025 N.M. Delegation Announces President’s Approval of Major Disaster Declaration for Lincoln County, Maintains Push for Major Disaster Declaration for Chaves, Otero, & Valencia Counties

US Senate News:

Source: United States Senator for New Mexico Martin Heinrich

WASHINGTON — U.S. Senators Martin Heinrich (D-N.M.) and Ben Ray Luján (D-N.M.) and U.S. Representatives Teresa Leger Fernández (D-N.M.), Melanie Stansbury (D-N.M.), and Gabe Vasquez (D-N.M.) released the following joint statement, welcoming President Donald Trump’s granting of a Major Disaster Declaration for Lincoln County, while renewing their call for President Trump to grant a Major Disaster Declaration for Chaves, Otero, and Valencia Counties and authorize Public Assistance Categories C-G in the wake of severe flooding that took the lives of three people and damaged homes, businesses, and critical infrastructure.

“The loss of life and devastation in Ruidoso as a result of this catastrophic flooding is horrific and heartbreaking. After seeing the destruction firsthand and hearing from families who have lost everything, our thoughts remain with those mourning loved ones and the hundreds of New Mexicans forced to flee their homes or watch their businesses be destroyed. We are deeply grateful to the first responders, local leaders, medical providers, and rescue teams working tirelessly to help their communities recover.

“This Major Disaster Declaration for Lincoln County will unlock funding needed for disaster response, and we will continue to push President Trump to grant the State’s Major Disaster Declaration request for Chaves, Otero, and Valencia Counties and authorize additional Public Assistance to make sure that all New Mexicans impacted by this disaster are provided with the federal support necessary to rebuild.”

On July 10, the N.M. Delegation welcomed an emergency declaration for Chaves, Lincoln, Otero, and Valencia Counties. The emergency declaration opened up access to specific FEMA funds for immediate disaster response, including support for search and rescue and incident management efforts. An emergency declaration does not preclude a subsequent Major Disaster Declaration. Therefore, the N.M. Delegation pushed President Trump to approve a Major Disaster Declaration request from Governor Michelle Lujan Grisham.

Through a Major Disaster Declaration request, the State of New Mexico has requested Public Assistance, Category A through G, including Direct Federal Assistance for Lincoln County, Chaves County, Otero County, and Valencia County, as well as Individual Assistance, including Housing Assistance, Small Business Administration Disaster Assistance, Disaster Case Management, Transitional Sheltering Assistance, Serious Needs Assistance, Crisis Counseling, Disaster Legal Services, Disaster Unemployment, and Displacement Assistance for Lincoln County and Valencia County. The State also requested Hazard Mitigation statewide, as facilitated by New Mexico’s Natural Disaster Hazard Mitigation Plan.

The N.M. Delegation will continue to push President Trump to authorize Public Assistance Categories C-G and approve a Major Disaster Declaration request for Chaves, Otero, and Valencia Counties from Governor Michelle Lujan Grisham.

Additionally, on July 15, the N.M. Delegation called on the Office of Management and Budget (OMB) Director Russ Vought and Federal Emergency Management Agency (FEMA) Acting Director David Richardson to disburse critical and overdue funds that would provide immediate assistance in response to the catastrophic flash flooding in and around Ruidoso.

In a letter to OMB Director Vought and FEMA Acting Director Richardson, the Delegation urged OMB to release reimbursement funds from a project undertaken in the wake of last year’s South Fork and Salt Fires — currently stalled in “Large Project Review” — so they can be redirected to Lincoln County after recent severe flooding. The project in question was completed last year, has been fully reviewed by FEMA, and has an estimated cost of $7.7 million. These funds could be deployed immediately to assist Lincoln County and impacted residents as they continue to assess and respond to the recent severe flooding. But with no timeline provided to Lincoln County or the New Mexico Department of Homeland Security and Emergency Management (DHSEM) for completing the “Large Project Review” by the Administration, the Delegations is demanding answers. Read the full letter here.

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: Grassley, Colleagues Introduce Bipartisan Legislation to Increase Market Competition for Prescription Drugs, Lower Prices for Consumers

US Senate News:

Source: United States Senator for Iowa Chuck Grassley

WASHINGTON – Sen. Chuck Grassley (R-Iowa) joined three Senate colleagues to reintroduce the Short on Competition Act to increase competition in the pharmaceutical industry and lower prices for consumers. The legislation is led by Sens. Amy Klobuchar (D-Minn.) and Mike Lee (R-Utah) and sponsored by Sen. Dick Durbin (D-Ill.). Grassley is the current chairman of the Senate Judiciary Committee and the former chairman and a senior member of the Senate Finance Committee.

The bipartisan legislation would allow the Secretary of Health and Human Services to grant expedited reviews and inspections, as well as temporary importation, when there is a prescription drug shortage or if there is likely to be a shortage. The secretary can also take these actions when there are fewer than five competitors in a market for prescription drugs that have been approved for at least 10 years.

“Iowans are fed up with the high price of prescription drugs, and a driver of those costs is lack of competition. Time and again, we see that limited options in the marketplace lead to higher prices for patients. Our bill will bring more options to the market, giving consumers relief through alternatives to a single high-priced drug,” Grassley said.

“If drug companies know new competitors can quickly enter the market, maybe they’ll think twice before raising prices in the first place. More competition in the marketplace will lead to more affordable prescription drugs for American consumers,” Klobuchar said. “This bipartisan legislation will help lower drug prices by prioritizing approvals and safely allowing temporary drug importation of products to address markets that lack competition.”

“Big Pharma monopolies are keeping lifesaving drugs out of reach for too many Americans,” Lee said. “Cutting red tape for manufacturers will allow new competitors into the health care market – bringing drug prices down and quality up. The Short on Competition Act will give Americans more options for the medicine they need, protecting them from drug shortages and lowering their costs.”

“American families should be able to afford life-saving medication. However, many medications, despite having been on the market for decades, are unaffordable. It is time that Big Pharma is held accountable for its abusive price gouging tactics,” Durbin said. “I am joining my colleagues in reintroducing the bipartisan Short on Competition Act to combat Big Pharma’s price gouging and lower prescription drug costs for Americans. Drug costs are a problem; this bill is a solution.”

Background:

Grassley has long championed efforts to reduce the cost of prescription drugs. Three pieces of legislation authored and coauthored by Grassley have been signed into law to combat anticompetitive practices and stop drug makers from reaping profits at the expense of taxpayers and consumers. Grassley has also led in-depth congressional investigations to expose those responsible for prescription drug price gouging.

Other actions include:

May 2025: Grassley chaired a Senate Judiciary Committee hearing focused on the impacts of Pharmacy Benefit Managers’ (PBMs) increasing role in the drug supply chain and the needs of rural pharmacies.
April 2025: The Senate Judiciary Committee — which Grassley currently chairs — passed six Grassley-led bills to boost competition in the pharmaceutical industry and improve patients’ access to more affordable prescription drugs.
January 2025: Grassley welcomed the Federal Trade Commission’s (FTC) second interim staff report on PBMs and urged congressional and executive branch action.
July 2024: Grassley welcomed the FTC’s interim staff report on PBMs and urged congressional and executive branch action.
January 2024: Grassley sent a letter urging the FTC to complete its investigation into the health care industry’s most powerful prescription drug middlemen.
November 2023: The Finance Committee adopted a Grassley-led provision to strengthen oversight of Centers for Medicare & Medicaid Services (CMS) and hold PBMs accountable.
July 2023: The Finance Committee adopted several Grassley-led PBM accountability provisions.
March 2023: The Senate Commerce Committee passed a Grassley-backed bill to hold PBMs accountable for unfair practices driving up costs for consumers.
February 2023: The Senate Judiciary Committee passed five Grassley-led bills to boost pharmaceutical industry competition and improve patients’ access to affordable prescription drugs.
October 2022: Grassley led a bipartisan letter urging the FTC to complete its investigation into PBMs to shine light on drug pricing practices.
January 2021: Grassley and Senate Finance Committee Ranking Member Ron Wyden (D-Ore.) released a two-year bipartisan investigation into insulin price gouging.
August 2018: Grassley requested the FTC assess pharmaceutical supply chain intermediaries.

Learn more about Grassley’s persistent efforts to lower prescription drug costs HERE.

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MIL OSI USA News –

July 24, 2025

MIL-OSI USA: Durbin, Grassley Ask For Unanimous Consent To Pass Their Bill To Crack Down On Pharmaceutical Advertisements

US Senate News:

Source: United States Senator for Illinois Dick Durbin

July 23, 2025

The Senators’ bill would force Big Pharma to disclose prices when advertising prescription drugs, the UC request was blocked by a Senate Republican

WASHINGTON – Today on the Senate floor, U.S. Senate Democratic Whip Dick Durbin (D-IL) and U.S. Senator Chuck Grassley (R-IA) asked for unanimous consent (UC) to pass their bipartisan Drug-price Transparency for Consumers (DTC) Act, a bipartisan bill that would require price disclosures on advertisements for prescription drugs in order to empower patients and reduce Americans’ colossal spending on medications. The United States is one of only two industrialized countries in the world that allow drug advertising. Despite prior support for the measure from the Trump Administration, the request was blocked by a Senate Republican.

“You know the ads with the catchy jingle and flashy images of patients rock climbing, golfing, dancing, [or] parading? Big Pharma spends more than $6 billion a year to flood the airwaves with ads for the latest wonder-drug. Why? Why would they spend this much money to advertise [these drugs]? They [Big Pharma] spend such astronomical sums to promote their drugs because it increases their profit margins. Big Pharma thinks that if they hit you hard enough and often enough ad on TV, not only will you be able to pronounce but [you’ll also be able to] spell Xarelto. You’ll also [be able to] tell your doctor ‘that is my favorite blood thinner, I’ve seen that ad over and over again.’ Don’t take my word for it. The American Medical Association said ‘direct-to-consumer advertising inflates demand for new and expensive drugs, even when these drugs may not be appropriate,’” Durbin said.

“When President Biden announced the 15 drugs that Medicare will negotiate for discounts, most Americans knew the names, maybe even knew the jingle: Ozempic, Trelegy, Ibrance, and Otezla. Sound familiar? Pharma spent hundreds of millions of dollars each year for you to ‘ask your doctor’ about these drugs. The result? Medicare spent $22 billion last year alone on these four heavily advertised medications,” said Durbin.

Last week, Durbin released a report about a new telehealth-advertising scheme launched by Pfizer and Eli Lilly. The report revealed relationships between drug companies seeking to sell their medications, and the telehealth companies hand-picked by these pharmaceutical giants, appear intended to steer patients toward particular medications. As the pharmaceutical industry floods the airwaves with commercials to increase demand for high-cost medications, these new telehealth platforms appear intended to churn out prescriptions to patients with just a few clicks online.

Durbin continued, “With online promotions and new websites, Pharma is urging patients to ‘click here’ to speak with a doctor. But those telehealth doctors are handpicked, they’ve been recruited, and paid for by the drug companies. Pharma is funneling patients to their chosen health care providers, to influence prescriptions for costly drugs. This raises concerns about conflicts of interest and inappropriate prescribing of drugs. All of this is a result of Pharma’s rampant advertising spree.”

Since 2017, Durbin has worked with Grassley to introduce bipartisan legislation to crack down on DTC advertisements. One-third of all commercials displayed on TV are of drugs from prescription drug companies. In 2023, Illinois company AbbVie spent $315 million on TV ads for Rinvoq, an eczema and arthritis drug. Nowhere in the commercial do they disclose it’s more than $6,100 per month.

Durbin continued, “It’s time to end Big Pharma’s secrecy. If they are going to advertise a drug, they also need to [mention] to the American public how much it costs. It’s basic. No gimmicks, no tricks. Just the truth by advertising [what]… the drug companies publish as the official price.”

Durbin continued, “Our common sense plan to require price disclosures in direct-to-consumer drug ads has already passed the Senate once before, in 2018… we knew that 88 percent of Americans support what we’re doing: disclosure of price. In fact, because of our work on this measure, Donald Trump made a statement: ‘Big announcement today: Drug companies have to come clean about their prices in TV ads. Historic transparency for American patients is here. If drug companies are ashamed of those prices—lower them!’”

“Big Pharma hates being honest with patients about the price of their drugs. They fear it’s going to cut into their profits. Patients, American citizens, and others deserve lower drug prices. The Trump Administration has called on Congress to rein in these deceptive drug advertisements. But Big Pharma is looking for one Senator to come down and object to the passage of this common sense bill. I hope we can pass it right now to deliver real relief at the pharmacy counter,” Durbin concluded.

The Government Accountability Office (GAO) has found that prescription drugs advertised directly to consumers accounted for 58 percent of Medicare’s spending on drugs between 2016 and 2018, while a 2023 study in the Journal of the American Medical Association found that two-thirds of advertised drugs offered “low therapeutic value.” By requiring direct-to-consumer (DTC) advertisements forprescription drugs to include a disclosure of the list price, patients can make informed choices when inundated with drug commercials and pharmaceutical companies may reconsider their pricing and advertising tactics. In recent years, the pharmaceutical industry has sued to keep the prices of their drugs out of their TV advertisements.

Video of Durbin’s remarks on the floor is available here.

Audio of Durbin’s remarks on the floor is available here.

Footage of Durbin’s remarks on the floor is available here for TV Stations.

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MIL OSI USA News –

July 24, 2025

MIL-OSI United Kingdom: Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

Source: United Kingdom – Executive Government & Departments

Press release

Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins.

Thousands of jobs created for Brits through new Indian investment and export wins worth almost £6 billion
New figures show that £4.8bn trade deal will unlock economic growth for each region and nation of the UK – delivering on the government’s Plan for Change
UK and India also agree to ramp up joint efforts against organised crime and illegal migration with new framework to tackle trafficking, document fraud and remove barriers to return

Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins, which will create over 2,200 British jobs across the country as Indian firms expand their operations in the UK and British companies secure new business opportunities in India. These deals will drive jobs in high-growth sectors like aerospace, technology and advanced manufacturing – supporting engineers, technicians and supply chain workers, in every corner of the UK.

It comes as the Prime Minister is set to meet the Prime Minister of India, Narendra Modi, today for the signing of the landmark UK-India trade deal. From Coventry to Carlisle, new analysis shows communities across every region of the UK will benefit from its £4.8 billion increase to UK GDP each year.

Thanks to the deal, British workers will enjoy a collective uplift in wages of £2.2 billion each year and could also see cheaper prices and more choice on clothes, shoes, and food products.

The UK already imports £11 billion in goods from India, but liberalised tariffs on Indian goods will make it easier and cheaper to buy their best products. For businesses, this could mean potential savings when importing components and materials used in areas such as advanced manufacturing or luxury and consumer goods.

Prime Minister Keir Starmer said:

Our landmark trade deal with India is a major win for Britain. It will create thousands of British jobs across the UK, unlock new opportunities for businesses and drive growth in every corner of the country, delivering on our Plan for Change.

We’re putting more money in the pockets of hardworking Brits and helping families with the cost of living, and we’re determined to go further and faster to grow the economy and raise living standards across the UK.

India’s average tariff on UK products will drop from 15% to 3% which means British companies selling products to India from soft drinks and cosmetics to cars and medical devices will find it easier to sell to the Indian market.

Whisky producers will benefit from tariffs slashed in half, reduced immediately from 150% to 75% and then dropped even further to 40% over the next ten years – giving the UK an advantage over international competitors in reaching the Indian market.

Business and Trade Secretary Jonathan Reynolds said:

The billions brought to our economy from the trade deal signed today will reach all regions and nations of the UK so working people in every community can feel the benefits.

The almost £6 billion in new investment and export wins announced today will deliver thousands of jobs and shows the strength of our partnership with India as we ensure the UK is the best place in the world to invest and do business.

This government is proving time and again that we can deliver on our mission to grow the economy, put more money in pockets and boost living standards under our Plan for Change.

The two Prime Ministers have also signed a renewed Comprehensive and Strategic Partnership, which will see closer collaboration on defence, education, climate, technology and innovation. This comes exactly one year since the countries signed the landmark UK-India Technology Security Initiative, which sees joint work on telecoms security and unlocking investment across emerging technologies – telecoms, critical minerals, AI, quantum, health/bio tech, advanced materials and semiconductors.

The UK and India have also agreed to strengthen cooperation in tackling corruption, serious fraud, organised crime, and irregular migration through enhanced intelligence sharing and operational collaboration. This includes committing to finalising a groundbreaking new criminal records sharing agreement, facilitating the exchange of criminal records to support criminal proceedings, maintain accurate watchlists and enable the enforcement of travel bans. These measures represent a significant step forward in joint efforts to combat organised immigration crime.

Aligned with the UK’s recent Industrial and Trade Strategies, the deal will support the sectors which drive the most growth for the economy. The UK’s large and varied manufacturing sectors will benefit from tariffs cut on aerospace (as high as 11% reduced to 0%), automotives (up to 110% down to 10% under a quota) and electrical machinery (from up to 22% down to either 0% of a 50% reduction).

A reduction in tariffs, combined with a reduction in regulatory barriers to trade between the UK and India are estimated to:

Increase UK exports to India by nearly 60% in the long run – this is equivalent to an additional £15.7 billion of UK exports to India when applied to projections of future trade in 2040.
Increase bilateral trade by nearly 39% in the long run, equivalent to £25.5 billion a year, when compared to 2040 projected levels of trade in the absence of an agreement

The clean energy industry will have brand new, unprecedented access to India’s vast procurement market as the country makes the switch to renewable energy and continues to see growing energy demand.

For financial and professional business services, locked in access will offer certainty to expand in India’s growing market and measures such as binding India’s foreign investment cap for the insurance sector, ensuring UK financial services companies are treated on an equal footing with domestic suppliers.

Meanwhile, 26 British companies have secured new business in India. Airbus & Rolls-Royce will soon begin delivering Airbus aircraft – with over half powered by Rolls-Royce engines – to major Indian airlines as part of around £5 billion worth of contracts recently agreed. These orders will help sustain hundreds of jobs across their respective sites in Filton, Broughton and Derby.

18 firms have confirmed new investment including Zerowatt Energy, AI powered energy intelligence platform is setting up its Global HQ in Leicester. The firm will invest £10m and create 50 new jobs across Leicester, Manchester, Edinburgh and London over the next three years.

Other UK and Indian businesses who have confirmed almost £6 billion in new investments and export deals today creating over 2,200 jobs across the UK includes:

Carbon Clean, a UK-based leader in carbon capture, with projected UK export contributions of £83 million over the next five years, has invested £7.6 million in a Global Innovation Centre in Mumbai. This ODI and export wins will unlock 250 jobs across London, Glasgow and Huddersfield as well as 100 jobs in Mumbai.
AI and data services company, DCube AI, is investing £5 million in the UK, unlocking 50 jobs across Manchester and London in the next three years to strength its technology offering to UK customers.
Occuity, an innovative UK AI healthcare company has partnered with Remidio Innovative Solutions Pvt. Ltd., a leading Indian manufacturer and distributor of ophthalmic medical devices to bring Occuity’ s cutting-edge ophthalmic screening technologies to India, improving access to innovative and non-invasive eye screening and leading to an export value of £74.3 million over 5 years.
Johnson Matthey, a UK-based leader in chemicals and sustainable technologies, has secured recent contracts of over £20 million for process licensing, engineering, and catalysts supply in India. The company will also invest £4 million in a new plant at Taloja (Maharashtra) and in doubling its capacity at an existing site in Panki, Uttar Pradesh, with contracts are helping to create up to 20,000 jobs in India during the construction phase of these projects.
Marcus Evans Group, a global business intelligence and summits business company established its new Global Technology office in Mumbai to serve its 59 offices worldwide and has confirmed a combined Export (£42mn) and ODI (£27mn) win of £69 million over the next five years from India.
LTIMindtree , a global technology consulting and digital solutions company plans to further expand its London operations by adding over 300 highly skilled jobs, investing £1m. This includes a state-of-the-art AI innovation studio and showcase lab.
Aurionpro, a global enterprise technology leader in Banking, Payments, Insurance, Data Centers, and Public Sector technology is investing over £20M to launch its UK HQ, creating 150+ high-value jobs in multiple locations across UK over 3 years. It will also open AI-powered R&D labs in collaboration with top UK universities to develop next-gen transport technology and lead the global Safe Superintelligence (SSI) movement, ensuring AI is built safely and ethically.

Tufan Erginbiligic, Rolls-Royce CEO, said:

India is an important market for our business, with over 90 years of partnership with Indian industry and the Indian Government. We welcome the provisions in this Free Trade Agreement, including those that bring closer alignment with international standards for trade in civil aerospace. These agreements will benefit Rolls-Royce and our customers, paving the way for future aerospace growth in India.

Nik Jhangiani, Interim Chief Executive, Diageo, said:

This agreement marks a great moment for both Scotch and Scotland, and we’ll be raising a glass of Johnnie Walker to all those who have worked so hard to get it secured.

William Bain, Head of Trade Policy at the BCC, said:

The signing of this agreement is a clear signal of the UK’s continuing commitment to free and fair trade. It will open a new era for our businesses and boost investment between two of the world’s largest economies.

Currently around 16,000 UK companies are trading goods with Indian companies, and there is high interest in our Chamber Network to grow that.  This deal will create new opportunities in the transport, travel, creative and business support sectors alongside traditional strengths in finance and professional services.

Jean-Etienne Gourgues, Chivas Brothers Chairman and CEO, said:

Signature of the UK-India FTA is a sign of hope in challenging times for the spirits industry. India is the world’s biggest whisky market by volume and greater access will be an eventual game changer for the export of our Scotch whisky brands, such as Chivas Regal and Ballantine’s.

The deal will support long term investment and jobs in our distilleries in Speyside and our bottling plant at Kilmalid and help deliver growth in both Scotland and India over the next decade. Let’s hope that both governments will move quickly to ratification so business can get to work implementing the deal!

Published 23 July 2025

MIL OSI United Kingdom –

July 24, 2025

MIL-OSI USA: Congressman Allen Introduces Bill Preserving Consumer Choice

Source: United States House of Representatives – Congressman Rick Allen (R-GA-12)

Today, Congressman Rick W. Allen (GA-12) introduced the Don’t Mess with My Home Appliances Act. Following the Biden-Harris Administration’s four-year assault on consumer choice, this legislation implements necessary reforms to the Energy Policy Conservation Act (EPCA) to prevent future administrations from prioritizing a radical rush-to-green agenda over the affordability and availability of reliable household appliances that Americans rely on every day.

Following the bill’s introduction, Congressman Allen issued the statement below:

“Under the guise of energy efficiency, the Biden-Harris Administration waged a four-year war on domestic energy and consumer choice, and it was American families that paid the price. From gas stoves, refrigerators, and freezers, to washers, dryers, dish washers, and air conditioners—no household appliance was off limits in their pursuit of a radical rush-to-green agenda. We cannot allow that to happen again,” said Congressman Allen.

“The Don’t Mess with My Home Appliances Act is a necessary measure to prevent future administrations from issuing burdensome standards on household appliances that would drive up costs and reduce availability. I am grateful for Chairman Guthrie’s and Chairman Latta’s support as we preserve consumer choice and ensure the federal government does not tilt the scales on what appliances Americans should buy.”

“Families should have the freedom to choose what home appliances they buy and use. Under the Biden-Harris Administration, heavy-handed mandates created unworkable regulations that led to higher prices,” said Chairman Guthrie. “The Don’t Mess with My Home Appliances Act would reform the Department of Energy’s energy efficiency standards process to protect consumer choice and ensure American companies can continue to innovate. Thank you to Congressman Allen for leading this important legislation that stands up for working Americans.”

“American families should have the right to choose the appliances that work best for their homes and needs. This commonsense bill puts consumers first by restoring flexibility, encouraging innovation, and ensuring there are not one-size-fits-all federal regulations. I thank Congressman Allen for his leadership on this effort to protect American families and businesses,” said Rep. Bob Latta, Chairman of the Energy Subcommittee of the House Energy and Commerce Committee.

BACKGROUND: Enacted in 1975, the EPCA provides specific criteria the Department of Energy (DOE) must follow in order to propose a new appliance efficiency standard. The DOE may only propose a new standard if it results in a significant conservation of energy, is technologically feasible, and economically justified. The Biden-Harris Administration consistently ignored these critical consumer protections by proposing and finalizing standards that violate the statute. The Don’t Mess with my Home Appliances Act would prevent future abuses by:

Eliminating unnecessary and duplicative rulemaking requirements
Authorizing the Secretary of Energy to amend or revoke a standard if it increases costs for consumers, does not result in significant energy or water savings, is not technologically feasible, or results in the unavailability of product
Protecting affordability by requiring the DOE to consider the cost to low-income households and the full-life cycle cost of appliances when determining if the new standard is economically justified
Establishing minimum thresholds for energy or water savings that must be achieved before imposing new standards
Prohibiting the Secretary of Energy from banning products based on the type of fuel that product uses (no natural gas bans)

Full bill text can be viewed HERE.

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: Wasserman Schultz, Carter, Norcross Reintroduce Bipartisan Pool Safety Legislation to Save Young Lives

Source: United States House of Representatives – Representative Debbie Wasserman Schultz (FL-23)

“No work we do in Congress is more important than keeping our children healthy and safe. And the Virginia Graeme Baker Pool and Spa Safety Act does that by saving countless lives over the years. So, it is critical that we continue this bipartisan, common-sense law, which this reauthorization does by expanding its life-saving impact,” said Wasserman Schultz. “Just this year in my home state we’ve seen over 60 drownings, which is more incidents than at this same time last year. But with education and added layers of protection we can keep more innocent children safe. This law does that by helping decrease drowning in pools and spas, a concern on every parent’s mind as the summer season and water activities pick up. Let’s keep our kids safe with sensible outreach, education, and precautions.”

Washington, D.C. – Today, U.S. Reps. Debbie Wasserman Schultz (FL-25), John Carter (TX-31), and Donald Norcross (NJ-01) re-introduced the bipartisan Virginia Graeme Baker Pool and Spa Safety (VGB) Reauthorization Act to help decrease preventable drownings.

Drownings and near-drownings in pools and spas pose a significant public health risk to our nation’s children. These water-safety fatalities remain the leading cause of unintentional death for children ages one to four, with higher incidents of drowning deaths for American Indian and Black individuals. However, we are not powerless to prevent these tragedies. Strong education, awareness, and enforcement efforts help make children safer around the water and save lives.

“No work we do in Congress is more important than keeping our children healthy and safe. And the Virginia Graeme Baker Pool and Spa Safety Act does that by saving countless lives over the years. So, it is critical that we continue this bipartisan, common-sense law, which this reauthorization does by expanding its life-saving impact,” said Wasserman Schultz. “Just this year in my home state we’ve seen over 60 drownings, which is more incidents than at this same time last year. But with education and added layers of protection we can keep more innocent children safe. This law does that by helping decrease drowning in pools and spas, a concern on every parent’s mind as the summer season and water activities pick up. Let’s keep our kids safe with sensible outreach, education, and precautions.”

“The Virginia Graeme Baker Pool and Spa Safety Act has saved many lives since 2008 by helping to prevent drownings through stronger safety standards and public education,” said Carter. “Now, with summer in full swing and families spending more time at the pool, reauthorizing this law is more important than ever. We should all want our children to be safe around the pool, and this bill is a smart, bipartisan way to protect them. I thank my colleague Rep. Wasserman Schultz for her advocacy on this issue, and I hope my colleagues will support.”

“The Virginia Graeme Baker Pool and Spa Safety Act is a common-sense bill that has already saved countless lives. It’s a great example of when a policy works the way it was intended. The results speak for themselves since there haven’t been any entrapment deaths in public pools since the legislation was enacted,” said Norcross. “That’s why I’m honored to cosponsor this bill’s reauthorization to continue ensuring our pools install safe drain covers and, most importantly, save lives.”

The Virginia Graeme Baker Pool and Spa Safety Act (VGB), first authorized in 2008, is aimed at improving the safety of all pools and spas by increasing the layers of protection and promoting uninterrupted supervision to prevent child drowning and entrapment. The law has three principal elements, carried out by the Consumer Product Safety Commission (CPSC):

First, it requires every public pool in the US to install safe drain covers that prevent suction entrapment.

2. Second, it initiates a grant program that incentivizes states, municipalities, and Indian Tribes to adopt their own pool and spa safety laws and support education efforts. These grants provide critical support for local officials to enforce their safety requirements and educate communities about drowning and entrapment dangers.

Third, it launches “Pool Safely,” a national public education campaign to raise awareness about drowning prevention.

The VGB Reauthorization Act will continue to carry out these primary functions as it builds on over a decade’s worth of expertise in proper execution of the programs through the CPSC.

Click here for full bill text.

“The Virginia Graeme Baker Pool & Spa Safety Act is a perfect example of how sensible and sound policy can save lives. Since the passage of the legislation, entrapment deaths in public pools have ceased and have been substantially reduced in private pool settings. This shows how well-designed legislation can have direct impacts on child safety and engineer our pool environments to be safer for all. The reauthorization not only ensures communities continue to be safe from this preventable tragedy, but also that water safety efforts will continue across the country to address the more than 4,000 fatal drownings the US experiences each year,” said Alissa Magrum, Executive Director of the National Drowning Prevention Alliance (NDPA).

“The passage of the VGB Act, in a significant way, has helped to make some sense of the tragic death of my daughter, Graeme, and so many children whose lives have been lost in preventable drownings. The reauthorization of the legislation also makes sense, as we have learned over the past 15 years what works well and what might be done even better to ensure water safety. I am fully support of the bill,” said Nancy Baker, mother of Virginia Graeme Baker and water safety advocate.

“The Virginia Graeme Baker Pool and Spa Safety Act has saved lives. Reauthorization of this Act allows for its proven safety standards to continue to do its good work, making pools and spas across the United States safer for those who use them. This legislative intervention creates actions and outcomes that those working in public health so often hope to see. It works! The associated Pool Safely funding mechanism is also an essential piece and has been effective in keeping the message of water safety top of mind. The American Red Cross fully supports this reauthorization and all efforts to reduce drownings across the country,” said William Ramos, Ph.D., American Red Cross Scientific Advisory Council Aquatics Chair.

“On behalf of the nation’s YMCAs, which operate more than 2,100 pools across the country, YMCA of the USA strongly supports the Virginia Graeme Baker Pool and Spa Safety Reauthorization Act. As the largest provider of swim instruction in the country, the Y greatly appreciates the inclusion of nonprofits in the act’s Swimming Pool Safety Grant Program, which creates opportunities for community-based organizations like YMCAs to secure additional resources to raise awareness about drowning prevention and make swim instruction more accessible to those who need it,” said Suzanne McCormick, President and CEO, YMCA of the USA.

“Our daughter Abbey’s hope was that no other child would experience a death or injury from a dangerous pool or spa. The VGB act was the realization of that hope. We can all still do better with the reauthorization of this critical safety legislation. We unequivocally support this bill,” said Scott and Katey Taylor, founders of Abbey’s Hope Charitable Foundation.

“The core purpose of the Pool & Hot Tub Alliance is to prioritize safety and health in pool and hot tub environments. We have been unwavering in our support for the reauthorization of the VGB Act, recognizing its significant impact on saving lives. PHTA is proud to play a role in the VGB Act through the development of two industry safety standards that establish stringent requirements for suction outlet fitting assemblies and suction entrapment avoidance. By reauthorizing this legislation, we will ensure a substantial reduction in fatal drownings—a cause that deserves universal backing,” said Sabeena Hickman, CAE, President & CEO of the Pool & Hot Tub Alliance (PHTA).

“The VGB Act, passed only five months after our son Zachary’s death, brought a semblance of peace and hope to our family. That no one has died by entrapment in a public pool since the VGB Act was passed is a victory that we should all celebrate but, there is more work to be done. Even now, sixteen years later, we are seeing recalls on drains that aren’t compliant. The reauthorization of this bill is vital to our communities and will ensure that all public pools comply with entrapment prevention requirements and will support efforts to address traditional forms of drowning. Our family and the ZAC Foundation for Children’s Safety, founded in our son’s honor, are committed to the success of this bill,” said Karen and Brian Cohn, founders of ZAC Foundation.

“CamerEye has always been a vocal leader in advocating for safe aquatic environments—they are absolutely critical to industry. Not only does Virginia Graeme Baker Act reiterate the requirement for safe and compliant drain covers, it incentivizes state, local, and Tribal jurisdictions to implement and enforce swimming pool and spa safety standards which has been proven to save lives. This act is a perfect example of how policy can positively impact saving lives and this reauthorization represents a chance to build on that success. We’re in full support of this reauthorization act.” said Sai Reddy, founder/CEO of CamerEye.ai.

“The Virginia Graeme Baker Act is a shining example of how good policy can save lives, and this reauthorization represents a chance to build on that success. This is also an opportunity to address the serious and persistent inequities that exist around water safety,” said Safe Kids Worldwide President Torine Creppy.

####

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: The One Big Beautiful Bill Drives Business Growth

US Senate News:

Source: United States Senator for Idaho Mike Crapo

Washington, D.C.–The One Big Beautiful Bill Act drives economic growth by making key business provisions permanent, giving businesses the certainty they need to invest, hire and grow.
“Permanent tax policy provides businesses with the certainty they need to invest, save and plan for the future, which will power economic growth and ignite the U.S. economy,” said Finance Committee Chairman Mike Crapo (R-Idaho).
Key wins:
Full expensing for domestic R&D to encourage domestic innovation.
Full expensing for new capital investments, like machinery and equipment, to boost domestic production.
Restores interest deductibility to a globally competitive standard to help finance critical domestic investments.
What they are saying:
“The Chamber thanks Leader Thune, Chairman Crapo, and all who are working to make the pro-growth reforms of the 2017 Tax Cuts and Jobs Act permanent, including the deduction for domestic R&D expenditures, 100% bonus depreciation for certain business investments, and an expanded business interest limitation. The Chamber applauds the Senate for voting to make these provisions permanent features of the tax code.” – U.S. Chamber of Commerce
“[This bill sends] a swift, decisive signal that America will remain a premier destination for businesses to invest, hire and grow.” – Business Roundtable
“I applaud Chairman Mike Crapo, Leader John Thune and their Senate colleagues for advancing international tax policies that keep the U.S. the top destination for global investment. These provisions will help sustain American jobs, drive innovation, and reinforce a stable tax environment that attracts cross-border capital and world-class know-how.” – Global Business Alliance President and CEO Jonathan Samford

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: H.R. 1442, Youth Poisoning Protection Act

Source: US Congressional Budget Office

H.R. 1442 would ban the sale of products containing 10 percent or more by weight of sodium nitrite that are covered under the Consumer Product Safety Act. The ban would not apply to commercial or industrial products not ordinarily intended for consumer use or consumption.

Using information from the Consumer Product Safety Commission, CBO estimates that implementing and enforcing the ban under H.R. 1442 would cost $2 million over the 2025-2030 period; any related spending would be subject to the availability of appropriated funds.

H.R. 1442 would impose a private-sector mandate as defined in the Unfunded Mandates Reform Act (UMRA) by banning the sale of consumer products containing 10 percent or more by weight of sodium nitrite. Because only a small consumer market exists for such products and some states already have curtailed their sale, CBO estimates that the cost of the mandate would not exceed the private-sector threshold established in UMRA ($206 million in 2025, adjusted annually for inflation).

The legislation would not impose any intergovernmental mandates as defined in UMRA.

The CBO staff contacts for this estimate are Cyrus Ekland (for federal costs) and Andrew Laughlin (for mandates). The estimate was reviewed by Emily Stern, Senior Adviser for Budget Analysis.

Phillip L. Swagel

Director, Congressional Budget Office

MIL OSI USA News –

July 24, 2025

MIL-OSI USA: W.W. Industrial Group Recalls Pear Slices in Juice Due to Elevated Levels of Lead and Cadmium

Source: US Department of Health and Human Services – 3

Summary

Company Announcement Date:
July 23, 2025
FDA Publish Date:
July 23, 2025
Product Type:
Food & BeveragesContaminants
Reason for Announcement:

Recall Reason Description
Potential Metal Contaminant – Lead and Cadmium

Company Name:
WW Industrial Group
Brand Name:

Brand Name(s)
Parashore

Product Description:

Product Description
Canned Sliced Pears

Company Announcement
W.W. Industrial Group, Inc., NY is recalling Parashore Pear Slices in juice, 15 oz, because they have the potential to be contaminated with elevated levels of lead and cadmium.
Lead and cadmium are toxic substances present in our environment in small amounts and everyone is exposed to some of these heavy metals from daily actions such as inhaling dust, eating food, or drinking water. In general, the small exposure to lead within the U.S. population does not pose a significant public health concern.
However, exposure to larger amounts of lead and cadmium can cause poisoning. While these heavy metals can affect nearly every bodily system, its effects depend upon the amount and duration of lead exposure and age. Symptoms can include abdominal pain, vomiting, lethargy, irritability, weakness, behavior or mood changes, delirium, seizures, and coma. However, infants, young children and the developing fetus can be affected by chronic exposure to amounts of heavy metals that may not result in obvious symptoms of lead poisoning. A child with heavy metal poisoning may not look or act sick. Heavy metal poisoning in children can cause: learning disabilities, developmental delays, and lower IQ scores.
Product was distributed through Grocery Outlet stores in California and other Grocery Outlet stores across the US.
The recalled product is packaged in a 15oz can and labeled as PARASHORE Pear Slices in Juice, 15oz (425 g), UPC#704817164237. The specific lot found positive for heavy metals was Lot 3700/01172 6122J, Prod: 02/19/2024, Best by 2/19/2027.
No illnesses have been reported as of 07/22/2025.
The heavy metal contamination was discovered via sampling by the Maryland Department of Health which is part of the FDA Laboratory Flexible Funding Model program.
The company has recalled the products and is continuing an investigation to determine cause.
Consumers who have purchased Parashore Pear Slices in Juice 15oz (425 g) should not consume the products and are urged to discard in the trash or return them to the place of purchase for a full refund. Consumers with questions may contact the company at 516-676-9188 Monday to Friday 10AM – 4PM EST.
This recall is being made with the knowledge of the U.S. Food and Drug Administration.

Company Contact Information

Consumers:
W.W. Industrial Group
516-676-9188

Product Photos

Content current as of:
07/23/2025

Regulated Product(s)

Topic(s)

Follow FDA

MIL OSI USA News –

July 24, 2025

MIL-OSI: CVB Financial Corp. Reports Earnings for the Second Quarter 2025

Source: GlobeNewswire (MIL-OSI)

Second Quarter 2025

Net Earnings of $50.6 million, or $0.36 per share
Return on Average Assets of 1.34%
Efficiency Ratio of 45.6%
Net Interest Margin of 3.31%

Ontario, CA, July 23, 2025 (GLOBE NEWSWIRE) — CVB Financial Corp. (NASDAQ:CVBF) and its subsidiary, Citizens Business Bank (the “Company”), announced earnings for the quarter ended June 30, 2025.

CVB Financial Corp. reported net income of $50.6 million for the quarter ended June 30, 2025, compared with $51.1 million for the first quarter of 2025 and $50.0 million for the second quarter of 2024. Diluted earnings per share were $0.36 for the second quarter, compared to $0.36 for the prior quarter and $0.36 for the same period last year.

For the second quarter of 2025, annualized return on average equity (“ROAE”) was 9.06%, annualized return on average tangible common equity (“ROATCE”) was 14.08%, and annualized return on average assets (“ROAA”) was 1.34%.

David Brager, President and Chief Executive Officer of Citizens Business Bank, commented, “Citizens Business Bank’s performance in the second quarter demonstrates our continued financial strength and focus on our vision of serving the comprehensive financial needs of small to medium sized businesses and their owners. Our consistent financial performance is highlighted by our 193 consecutive quarters, or more than 48 years, of profitability, and our 143 consecutive quarters of paying cash dividends. I would like to thank our customers and associates for their continuing commitment and loyalty.”

Additional Highlights for the Second Quarter of 2025

Pre-provision / pretax income increased from $67.5 million in the first quarter of 2025 to $68.8 million
Cost of funds decreased to 1.03% from 1.04% in the first quarter of 2025
Deposits and customer repos grew by $123 million from the end of the first quarter of 2025
Loans decreased by $5 million from the end of the first quarter 2025
TCE Ratio of 10.0% & CET1 Ratio of 16.5%

INCOME STATEMENT HIGHLIGHTS

	Three Months Ended									Six Months Ended
	June 30, 2025			March 31, 2025			June 30, 2024			June 30, 2025			June 30, 2024
	(Dollars in thousands, except per share amounts)
Net interest income	$	111,608		$	110,444		$	110,849		$	222,052		$	223,310
Recapture of (provision for) credit losses		–			2,000			–			2,000			–
Noninterest income		14,744			16,229			14,424			30,973			28,537
Noninterest expense		(57,557	)		(59,144	)		(56,497	)		(116,701	)		(116,268	)
Income taxes		(18,231	)		(18,425	)		(18,741	)		(36,656	)		(36,945	)
Net earnings	$	50,564		$	51,104		$	50,035		$	101,668		$	98,634
Earnings per common share:
Basic	$	0.36		$	0.37		$	0.36		$	0.72		$	0.71
Diluted	$	0.36		$	0.36		$	0.36		$	0.72		$	0.71

NIM		3.31	%		3.31	%		3.05	%		3.31	%		3.07	%
ROAA		1.34	%		1.37	%		1.24	%		1.35	%		1.22	%
ROAE		9.06	%		9.31	%		9.57	%		9.18	%		9.44	%
ROATCE		14.08	%		14.51	%		15.51	%		14.29	%		15.32	%
Efficiency ratio		45.55	%		46.69	%		45.10	%		46.12	%		46.17	%

Net Interest Income
Net interest income was $111.6 million for the second quarter of 2025, representing a $1.2 million, or 1.1%, increase from the first quarter of 2025, and a $0.8 million, or 0.7%, increase from the second quarter of 2024. Interest income increased by $1.2 million, or 0.84%, from the first quarter, while interest expense remained the same at $32.6 million in the second quarter of 2025.

The increase in net interest income of $0.8 million, or 0.7%, compared to the second quarter of 2024 was the net result of a $15.6 million decline in interest expense, that exceeded the $14.9 million decline in interest income. The decrease in interest expense was the result of a $1.19 billion decrease in average interest-bearing liabilities compared to the second quarter of 2024. The decline in interest-bearing liabilities was driven by a decrease in borrowings that resulted from the early redemptions of Bank Term Funding Program (“BTFP”) advances in the third quarter of 2024. The decrease in interest income was the result of a $1.11 billion decrease in average interest-earning assets, that coincided with the Company’s deleveraging strategy in the second half of 2024 resulting in the Company’s borrowings declining by $1.34 billion.

Net Interest Margin
Our tax equivalent net interest margin was 3.31% for the second quarter of 2025, compared to 3.31% for the first quarter of 2025 and 3.05% for the second quarter of 2024. The yield on our interest-earning assets for the second quarter of 2025 remained unchanged, at 4.28%, compared to the prior quarter, while our cost of funds decreased slightly to 1.03% for the second quarter of 2025, from 1.04% in the prior quarter. Loan yields remained unchanged for the second quarter of 2025 at 5.22%. The slight decrease in our cost of funds was primarily due to a two-basis point decrease in our cost of deposits, from .86% to .84%. The decrease in cost of deposits was partially offset by an increase in the average balance and cost of customer repurchase agreements. For the second quarter of 2025 average customer repurchase agreements were $376.6 million at a cost of 1.66%, compared to $317.3 million and 1.24% for the prior quarter.

Net interest margin for the second quarter of 2025 increased by 26-basis points compared to the second quarter of 2024, primarily as a result of 35-basis point decrease in cost of funds, to 1.03% for the second quarter of 2025, from 1.38% in the same quarter of last year. The decrease in cost of funds was primarily due to a $1.34 billion decline in average borrowings, which had an average cost of 4.79% in the second quarter of 2024. For the second quarter of 2025, the Company had average deposits and customer repurchase agreements of $12.18 billion, at an average cost of 0.87%, and average borrowings of $508.2 million, at an average cost of 4.61%, compared to the second quarter of 2024 in which borrowings averaged $1.85 billion, at an average cost of 4.79%, and average deposits and customer repurchase agreements of $12.17 billion had an average cost of 0.87%. The decrease in cost of funds, exceeded the modest decrease in interest earning asset yields from 4.37% for the second quarter of 2024 to 4.28% in the second quarter of 2025. The decrease in earning asset yields was impacted by a decrease in loan yields from 5.26% for the second quarter of 2024 to 5.22% for the second quarter of 2025, and a decrease in investment securities yields to 2.62% in the second quarter of 2025, from 2.71% for the second quarter of 2024. The decrease in investment yields was primarily the result of a $2.8 million decrease in the positive interest spread on pay-fixed swaps.

Earning Assets and Deposits
Average earning assets increased by $1.7 million compared to the first quarter of 2025 and declined by $1.12 billion when compared to the second quarter of 2024. The average balance in funds held at the Federal Reserve increased by $170.5 million in the second quarter of 2025 compared to the first quarter of 2025, while average loans decreased by $112.6 million and average investment securities decreased by $61.3 for the same period. Compared to the second quarter of 2024, the decrease in average earning assets was due to decreases of $376.7 million in average loans, $359.5 million in average investment securities, and $372.1 million in funds held at the Federal Reserve. The average balance on noninterest-bearing deposits increased by $45.3 million, or 0.65%, from the first quarter of 2025 and the average balance on interest-bearing deposits and customer repurchase agreements decreased by $51.2 million from the same period. Compared to the second quarter of 2024, the average balance on total deposits and customer repurchase agreements increased by $14.9 million, or 0.12%. On average, noninterest-bearing deposits were 60.47% of total deposits during the most recent quarter, compared to 59.92% for the first quarter of 2025 and 60.13% for the second quarter of 2024.

SELECTED FINANCIAL HIGHLIGHTS	Three Months Ended
	June 30, 2025					March 31, 2025					June 30, 2024
	(Dollars in thousands)
Yield on average investment securities (TE)	2.62%					2.63%					2.71%
Yield on average loans	5.22%					5.22%					5.26%
Yield on average earning assets (TE)	4.28%					4.28%					4.37%
Cost of deposits	0.84%					0.86%					0.88%
Cost of funds	1.03%					1.04%					1.38%
Net interest margin (TE)	3.31%					3.31%					3.05%

*Average Earning Asset Mix*	Avg		% of Total			Avg		% of Total			Avg		% of Total
Total investment securities	$	4,847,415		35.75	%	$	4,908,718		36.21	%	$	5,206,959		35.49	%
Interest-earning deposits with other institutions		337,929		2.49	%		162,389		1.20	%		716,916		4.89	%
Loans		8,354,898		61.63	%		8,467,465		62.46	%		8,731,587		59.51	%
Total interest-earning assets		13,558,254					13,556,584					14,673,474

Provision for Credit Losses
There was no provision for credit losses in the second quarter of 2025, compared to a $2.0 million recapture of provision for credit losses in the first quarter of 2025 and no provision in the second quarter of 2024. Net charge-offs for the second quarter of 2025 were $249,000 compared to net recoveries of $130,000 in the prior quarter. Allowance for credit losses represented 0.93% of gross loans at June 30, 2025 compared to 0.94% at March 31, 2025.

Noninterest Income
Noninterest income was $14.7 million for the second quarter of 2025, compared with $16.2 million for the first quarter of 2025 and $14.4 million for the second quarter of 2024. Noninterest income decreased in the second quarter of 2025 compared to the first quarter primarily due to a $2.2 million gain recognized during the first quarter of 2025 on the sale of four OREO properties. Excluding gains, noninterest income grew by approximately $700,000, including a $397,000 increase of income from Bank Owned Life Insurance (“BOLI”). BOLI income also increased in the second quarter of 2025 compared to the second quarter of 2024 by $285,000. Compared to the first quarter of 2025, Trust and investment services income grew by $304,000, or 8.9%, while growing by $287,000, or 8.4% over the second quarter of 2024.

Noninterest Expense
Noninterest expense for the second quarter of 2025 was $57.6 million, compared to $59.1 million for the first quarter of 2025 and $56.5 million for the second quarter of 2024. Noninterest expense decreased in the second quarter of 2025 compared to the first quarter of 2025 primarily due to a $500,000 provision for unfunded loan commitments in the first quarter of 2025 and a $1.5 million decrease in salaries and benefits. The decrease in staff expense was primarily due to higher payroll taxes in the first quarter, resulting in a $1.2 million decrease in the second quarter of 2025.

The year-over-year increase in noninterest expense of $1.1 million, includes the impact of a $500,000 expense reduction in the second quarter of 2024 related to a decrease in reserves for unfunded loan commitments and a $603,000 increase in regulatory assessment expenses. The increase in regulatory assessment expenses in the second quarter of 2025 was due to a $700,000 reduction of an FDIC special assessment accrual in the second quarter of 2024. As a percentage of average assets, noninterest expense was 1.52% for the second quarter of 2025, compared to 1.58% for the first quarter of 2025 and 1.40% for the second quarter of 2024. The efficiency ratio for the second quarter of 2025 was 45.6%, compared to 46.7% for the first quarter of 2025 and 45.1% for the second quarter of 2024.

Income Taxes
Our effective tax rate for the quarter ended June 30, 2025 was 26.50%, compared with 26.50% for the first quarter of 2025, and 27.25% for the same period of 2024. Our estimated annual effective tax rate can vary depending upon the level of tax-advantaged income from municipal securities and BOLI, as well as available tax credits.

BALANCE SHEET HIGHLIGHTS

Assets
The Company reported total assets of $15.41 billion at June 30, 2025. This represented an increase of $157.5 million, or 1.03%, from total assets of $15.26 billion at March 31, 2025. The increase in assets included a $202.5 million increase in interest-earning balances due from the Federal Reserve, offset by a $80.7 million decrease in investment securities, and a $5.1 million decrease in total loans.

Total assets increased by $260.5 million, or 1.72%, from total assets of $15.15 billion at December 31, 2024. The increase in assets included a $492.8 million increase in interest-earning balances due from the Federal Reserve, offset by a $108.2 million decrease in investment securities, and a $175.8 million decrease in net loans.

Total assets at June 30, 2025 decreased by $737.4 million, or 4.57%, from total assets of $16.15 billion at June 30, 2024. The decrease in assets was primarily due to a decrease of $362.1 million in investment securities, a decrease of $318.6 million in net loans and a $126.2 million decrease in interest-earning balances due from the Federal Reserve.

Investment Securities
Total investment securities were $4.81 billion at June 30, 2025, a decrease of $80.7 million, or 1.65% from the prior quarter end, a decrease of $108.2 million, or 2.20% from $4.92 billion at December 31, 2024, and a decrease of $362.1 million, or 7.00%, from $5.18 billion at June 30, 2024.

At June 30, 2025, investment securities held-to-maturity (“HTM”) totaled $2.33 billion, a decrease of $31.9 million, or 1.35% from prior quarter end, a decrease of $52.4 million, or 2.20% from December 31, 2024, and a decrease of $102.7 million, or 4.22%, from June 30, 2024.

At June 30, 2025, investment securities available-for-sale (“AFS”) totaled $2.49 billion, inclusive of a pre-tax net unrealized loss of $363.7 million. AFS securities decreased by $48.8 million, or 1.92% from the prior quarter end, decreased by $55.8 million, or 2.20% from December 31, 2024, and decreased by $259.5 million, or 9.45%, from $2.75 billion at June 30, 2024. The pre-tax unrealized loss decreased by $24.7 million from the end of the prior quarter, while decreasing $84 million from December 31, 2024 and decreasing by $124.2 million from June 30, 2024.

Loans
Total loans and leases, at amortized cost, of $8.36 billion at June 30, 2025 decreased by $5.1 million, or 0.06%, from March 31, 2025. The quarter-over quarter decrease in loans included decreases of $29.9 million in commercial and industrial loans, and $18.1 million in dairy and livestock loans, partially offset by increases of $26.8 million in commercial real estate loans and $18.9 million in single-family residential (“SFR”) mortgage loans.

Total loans and leases, at amortized cost, decreased by $177.9 million, or 2.08%, from December 31, 2024. The decrease includes decreases of $186.0 million in dairy and livestock loans and $12.8 million in commercial and industrial loans, offset by increases of $19.3 million in SFR mortgage loans and $10.0 million in commercial real estate loans.

Total loans and leases, at amortized cost, decreased by $323.3 million, or 3.72%, from June 30, 2024. The decrease included decreases of $147.5 million in commercial real estate loans, $116.8 million in dairy & livestock loans and agribusiness loans, $43.8 million in commercial and industrial loans, and $34.6 million in construction loans, offset by an increase of $20.8 million in SFR mortgage loans.

Asset Quality
During the second quarter of 2025, we experienced credit charge-offs of $429,000 and total recoveries of $180,000, resulting in net charge-offs of $249,000. The allowance for credit losses (“ACL”) totaled $78.0 million at June 30, 2025, compared to $78.3 million at March 31, 2025 and $82.8 million at June 30, 2024. At June 30, 2025, ACL as a percentage of total loans and leases outstanding was 0.93%. This compares to 0.94% at March 31, 2025 and December 31, 2024 and 0.95% at June 30, 2024.

Nonperforming loans, defined as nonaccrual loans, including modified loans on nonaccrual, plus loans 90 days past due and accruing interest, and nonperforming assets, defined as nonperforming plus OREO, are highlighted below.

Nonperforming Assets and Delinquency Trends	June 30,			March 31,			June 30,
	2025			2025			2024
Nonperforming loans	(Dollars in thousands)
Commercial real estate	$	24,379		$	24,379		$	21,908
SBA		1,265			1,024			337
Commercial and industrial		265			173			2,712
Dairy & livestock and agribusiness		60			60			–
Total	$	25,969		$	25,636		$	24,957
% of Total loans		0.31	%		0.31	%		0.29	%

OREO
Commercial real estate	$	661		$	495		$	–
SFR mortgage		–			–			647
Total	$	661		$	495		$	647

Total nonperforming assets	$	26,630		$	26,131		$	25,604
% of Nonperforming assets to total assets		0.17	%		0.17	%		0.16	%

Past due 30-89 days (accruing)
Commercial real estate	$	–		$	–		$	43
SBA		3,419			718			–
Commercial and industrial		–			–			103
Total	$	3,419		$	718		$	146
% of Total loans		0.04	%		0.01	%		0.00	%
Total nonperforming, OREO, and past due	$	30,049		$	26,849		$	25,750

Classified Loans	$	73,422		$	94,169		$	124,728

The $499,000 increase in nonperforming assets from March 31, 2025 was primarily due to the addition of one nonperforming SBA loan in the amount of $620,000. Classified loans are loans that are graded “substandard” or worse. Classified loans decreased $20.7 million quarter-over-quarter, primarily due to a decrease of $19.9 million in classified commercial real estate loans.

Deposits & Customer Repurchase Agreements
Deposits of $11.98 billion and customer repurchase agreements of $404.2 million totaled $12.39 billion at June 30, 2025. This represented a net increase of $122.9 million compared to $12.27 billion at March 31, 2025. Total deposits and customer repurchase agreements increased by $179 million compared to December 31, 2024 and increased $329.8 million, or 2.74% when compared to $12.06 billion at June 30, 2024.

Noninterest-bearing deposits were $7.25 billion at June 30, 2025, an increase of $62.9 million, or 0.87%, when compared to $7.18 billion at March 31, 2025. Noninterest-bearing deposits increased by $210.0 million, or 2.98%, when compared to $7.04 billion at December 31, 2024, and increased by $157.0 million, or 2.21% when compared to $7.09 billion at June 30, 2024. At June 30, 2025, noninterest-bearing deposits were 60.47% of total deposits, compared to 59.92% at March 31, 2025, 58.90% at December 31, 2024 and 60.13% at June 30, 2024.

Borrowings
As of June 30, 2025, total borrowings consisted of $500 million of FHLB advances. The FHLB advances include $300 million, at an average cost of approximately 4.73%, maturing in May of 2026, and $200 million, at a cost of 4.27% maturing in May of 2027. Total borrowings decreased by $1.3 billion from June 30, 2024. The $1.8 billion of borrowings at June 30, 2024 consisted of $500 million of FHLB advances and $1.3 billion from the Federal Reserve’s Bank Term Funding Program, at a cost of 4.76%, all of which were redeemed before the end of 2024.

Capital
The Company’s total equity was $2.24 billion at June 30, 2025. This represented an overall increase of $54.0 million from total equity of $2.19 billion at December 31, 2024. Increases to equity included $101.7 million in net earnings and a $43.9 million increase in other comprehensive income that were partially offset by $55.6 million in cash dividends. During the first half of 2025, we repurchased, under our stock repurchase plan, 2,063,564 shares of common stock, at an average repurchase price of $18.15, totaling $37.5 million. Our tangible book value per share at June 30, 2025 was $10.64.

Our capital ratios under the revised capital framework referred to as Basel III remain well-above regulatory standards.

		CVB Financial Corp. Consolidated
Capital Ratios	Minimum Required Plus Capital Conservation Buffer	June 30, 2025	December 31, 2024	June 30, 2024

Tier 1 leverage capital ratio	4.0%	11.8%	11.5%	10.5%
Common equity Tier 1 capital ratio	7.0%	16.5%	16.2%	15.3%
Tier 1 risk-based capital ratio	8.5%	16.5%	16.2%	15.3%
Total risk-based capital ratio	10.5%	17.3%	17.1%	16.1%

Tangible common equity ratio		10.0%	9.8%	8.7%

CitizensTrust
As of June 30, 2025 CitizensTrust had approximately $5.0 billion in assets under management and administration, including $3.54 billion in assets under management. Revenues were $3.7 million for the second quarter of 2025, compared to $3.4 million in the first quarter of 2025 and $3.4 million for the second quarter of 2024. CitizensTrust provides trust, investment and brokerage related services, as well as financial, estate and business succession planning.

Corporate Overview
CVB Financial Corp. (“CVBF”) is the holding company for Citizens Business Bank. CVBF is one of the 10 largest bank holding companies headquartered in California with more than $15 billion in total assets. Citizens Business Bank is consistently recognized as one of the top performing banks in the nation and offers a wide array of banking, lending and investing services with more than 60 banking centers and three trust office locations serving California.

Shares of CVB Financial Corp. common stock are listed on the NASDAQ under the ticker symbol “CVBF”. For investor information on CVB Financial Corp., visit our Citizens Business Bank website at www.cbbank.com and click on the “Investors” tab.

Conference Call
Management will hold a conference call at 7:30 a.m. PDT/10:30 a.m. EDT on Thursday, July 24, 2025, to discuss the Company’s second quarter 2025 financial results. The conference call can be accessed live by registering at: https://register-conf.media-server.com/register/BIe2ad85fddf3443dbacab8109594ab423

The conference call will also be simultaneously webcast over the Internet; please visit our Citizens Business Bank website at www.cbbank.com and click on the “Investors” tab to access the call from the site. Please access the website 15 minutes prior to the call to download any necessary audio software. This webcast will be recorded and available for replay on the Company’s website approximately two hours after the conclusion of the conference call and will be available on the website for approximately 12 months.

Safe Harbor
Certain statements set forth herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “will likely result”, “aims”, “anticipates”, “believes”, “could”, “estimates”, “expects”, “hopes”, “intends”, “may”, “plans”, “projects”, “seeks”, “should”, “will,” “strategy”, “possibility”, and variations of these words and similar expressions help to identify these forward-looking statements, which involve risks and uncertainties that could cause actual results or performance to differ materially from those projected. These forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effects on the Company including, without limitation, plans, strategies, goals and statements about the Company’s outlook regarding revenue and asset growth, financial performance and profitability, capital and liquidity levels, loan and deposit levels, growth and retention, yields and returns, loan diversification and credit management, stockholder value creation, tax rates, the impact of business, economic, or political developments, the impact of monetary, fiscal and trade policies, and the impact of acquisitions we have made or may make. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the Company, and there can be no assurance that future developments affecting the Company will be the same as those anticipated by management. The Company cautions readers that a number of important factors, in addition to those set forth below, could cause actual results to differ materially from those expressed in, or implied or projected by, such forward-looking statements.

General risks and uncertainties include, but are not limited to, the following: the strength of the United States economy in general and the strength of the local economies in which we conduct business; the effects of, and changes in, immigration, trade, tariff, monetary, and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System; inflation/deflation, interest rate, market and monetary fluctuations; the effect of acquisitions we have made or may make, including, without limitation, the failure to obtain the necessary regulatory approvals, the failure to achieve the expected revenue growth and/or expense savings from such acquisitions, and/or the failure to effectively integrate an acquisition target and key personnel into our operations; the timely development of competitive products and services and the acceptance of these products and services by new and existing customers; the impact of changes in financial services policies, laws, and regulations, including those concerning banking, taxes, securities, and insurance, and the application thereof by regulatory agencies; the effectiveness of our risk management framework and quantitative models; changes in the level of our nonperforming assets and charge-offs; the transition away from USD LIBOR and uncertainties regarding potential alternative reference rates, including SOFR; the effect of changes in accounting policies and practices or accounting standards, as may be adopted from time-to-time by bank regulatory agencies, the U.S. Securities and Exchange Commission (“SEC”), the Public Company Accounting Oversight Board, the Financial Accounting Standards Board or other accounting standards setters; possible credit related impairments or declines in the fair value of loans and securities held by us; possible impairment charges to goodwill on our balance sheet; changes in customer spending, borrowing, and savings habits; the effects of our lack of a diversified loan portfolio, including the risks of geographic and industry concentrations; periodic fluctuations in commercial or residential real estate prices or values; our ability to attract or retain deposits or to access government or private lending facilities and other sources of liquidity; the possibility that we may reduce or discontinue the payment of dividends on our common stock; changes in the financial performance and/or condition of our borrowers; changes in the competitive environment among financial and bank holding companies and other financial service providers; technological changes in banking and financial services; geopolitical conditions, including acts or threats of terrorism, actions taken by the United States or other governments in response to acts or threats of terrorism, and/or military conflicts, which could impact business and economic conditions in the United States and abroad; catastrophic events or natural disasters, including earthquakes, drought, climate change or extreme weather events that may affect our assets, communications or computer services, customers, employees or third party vendors; public health crises and pandemics, and their effects on the economic and business environments in which we operate, including on our asset credit quality, business operations, and employees, as well as the impact on general economic and financial market conditions; cybersecurity threats and fraud and the costs of defending against them, including the costs of compliance with legislation or regulations to combat fraud and cybersecurity threats; our ability to recruit and retain key executives, board members and other employees, and our ability to comply with federal and state in employment laws and regulations; ongoing or unanticipated regulatory or legal proceedings or outcomes; and our ability to manage the risks involved in the foregoing.

Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Company’s 2024 Annual Report on Form 10-K filed with the SEC and available at the SEC’s Internet site (http://www.sec.gov).

The Company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements, except as required by law. Any statements about future operating results, such as those concerning accretion and dilution to the Company’s earnings or shareholders, are for illustrative purposes only, are not forecasts, and actual results may differ.

Non-GAAP Financial Measures — Certain financial information provided in this earnings release has not been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and is presented on a non-GAAP basis. Investors and analysts should refer to the reconciliations included in this earnings release and should consider the Company’s non-GAAP measures in addition to, not as a substitute for or as superior to, measures prepared in accordance with GAAP. These measures may or may not be comparable to similarly titled measures used by other companies.

Contact: David A. Brager
President and Chief
Executive Officer
(909) 980-4030

CVB FINANCIAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)


	June 30, 2025			December 31, 2024			June 30, 2024
Assets
Cash and due from banks	$	195,063		$	153,875		$	174,454
Interest-earning balances due from Federal Reserve		543,573			50,823			669,740
Total cash and cash equivalents		738,636			204,698			844,194
Interest-earning balances due from depository institutions		11,004			480			7,345
Investment securities available-for-sale		2,486,306			2,542,115			2,745,796
Investment securities held-to-maturity		2,327,230			2,379,668			2,429,886
Total investment securities		4,813,536			4,921,783			5,175,682
Investment in stock of Federal Home Loan Bank (FHLB)		18,012			18,012			18,012
Loans and lease finance receivables		8,358,501			8,536,432			8,681,846
Allowance for credit losses		(78,003	)		(80,122	)		(82,786	)
Net loans and lease finance receivables		8,280,498			8,456,310			8,599,060
Premises and equipment, net		26,606			27,543			43,232
Bank owned life insurance (BOLI)		320,596			316,248			314,329
Intangibles		7,657			9,967			12,416
Goodwill		765,822			765,822			765,822
Other assets		431,763			432,792			371,403
Total assets	$	15,414,130		$	15,153,655		$	16,151,495
Liabilities and Stockholders’ Equity
Liabilities:
Deposits:
Noninterest-bearing	$	7,247,128		$	7,037,096		$	7,090,095
Investment checking		483,793			551,305			515,930
Savings and money market		3,669,912			3,786,387			3,409,320
Time deposits		583,990			573,593			774,980
Total deposits		11,984,823			11,948,381			11,790,325
Customer repurchase agreements		404,154			261,887			268,826
Other borrowings		500,000			500,000			1,800,000
Other liabilities		284,831			257,071			179,917
Total liabilities		13,173,808			12,967,339			14,039,068
Stockholders’ Equity
Stockholders’ equity		2,508,454			2,498,380			2,446,755
Accumulated other comprehensive loss, net of tax		(268,132	)		(312,064	)		(334,328	)
Total stockholders’ equity		2,240,322			2,186,316			2,112,427
Total liabilities and stockholders’ equity	$	15,414,130		$	15,153,655		$	16,151,495

CVB FINANCIAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED AVERAGE BALANCE SHEETS
(Unaudited)
(Dollars in thousands)

	Three Months Ended									Six Months Ended
	June 30, 2025			March 31, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Assets
Cash and due from banks	$	154,785		$	154,328		$	162,724		$	154,557		$	162,387
Interest-earning balances due from Federal Reserve		331,956			161,432			704,023			247,165			568,722
Total cash and cash equivalents		486,741			315,760			866,747			401,722			731,109
Interest-earning balances due from depository institutions		5,973			957			12,893			3,479			11,786
Investment securities available-for-sale		2,505,601			2,539,211			2,764,096			2,522,313			2,832,097
Investment securities held-to-maturity		2,341,814			2,369,507			2,442,863			2,355,584			2,450,237
Total investment securities		4,847,415			4,908,718			5,206,959			4,877,897			5,282,334
Investment in stock of FHLB		18,012			18,012			18,012			18,012			18,012
Loans and lease finance receivables		8,354,898			8,467,465			8,731,587			8,410,871			8,778,083
Allowance for credit losses		(78,259	)		(80,113	)		(82,815	)		(79,181	)		(84,283	)
Net loans and lease finance receivables		8,276,639			8,387,352			8,648,772			8,331,690			8,693,800
Premises and equipment, net		26,982			27,408			43,624			27,194			44,002
Bank owned life insurance (BOLI)		319,582			316,643			312,645			318,121			311,127
Intangibles		8,232			9,518			13,258			8,872			13,922
Goodwill		765,822			765,822			765,822			765,822			765,822
Other assets		427,776			419,116			390,834			423,469			370,575
Total assets	$	15,183,174		$	15,169,306		$	16,279,566		$	15,176,278		$	16,242,489
Liabilities and Stockholders’ Equity
Liabilities:
Deposits:
Noninterest-bearing	$	7,051,702		$	7,006,357		$	7,153,315		$	7,029,156		$	7,168,016
Interest-bearing		4,755,828			4,866,318			4,728,864			4,810,767			4,591,500
Total deposits		11,807,530			11,872,675			11,882,179			11,839,923			11,759,516
Customer repurchase agreements		376,629			317,322			287,128			347,140			298,200
Other borrowings		508,159			513,078			1,850,330			510,605			1,921,154
Other liabilities		252,908			239,283			157,463			246,132			162,953
Total liabilities		12,945,226			12,942,358			14,177,100			12,943,800			14,141,823
Stockholders’ Equity
Stockholders’ equity		2,518,282			2,523,923			2,456,945			2,521,086			2,444,510
Accumulated other comprehensive loss, net of tax		(280,334	)		(296,975	)		(354,479	)		(288,608	)		(343,844	)
Total stockholders’ equity		2,237,948			2,226,948			2,102,466			2,232,478			2,100,666
Total liabilities and stockholders’ equity	$	15,183,174		$	15,169,306		$	16,279,566		$	15,176,278		$	16,242,489

CVB FINANCIAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
(Dollars in thousands, except per share amounts)

	Three Months Ended								Six Months Ended
	June 30, 2025		March 31, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Interest income:
Loans and leases, including fees	$	108,845	$	109,071		$	114,200		$	217,916		$	230,549
Investment securities:
Investment securities available-for-sale		18,299		18,734			21,225			37,033			42,671
Investment securities held-to-maturity		12,886		13,021			13,445			25,907			26,847
Total investment income		31,185		31,755			34,670			62,940			69,518
Dividends from FHLB stock		411		379			377			790			796
Interest-earning deposits with other institutions		3,768		1,797			9,825			5,565			15,898
Total interest income		144,209		143,002			159,072			287,211			316,761
Interest expense:
Deposits		24,829		25,322			25,979			50,151			47,345
Borrowings and customer repurchase agreements		7,401		6,800			22,244			14,201			46,106
Other		371		436			–			807			–
Total interest expense		32,601		32,558			48,223			65,159			93,451
Net interest income before (recapture of) provision for credit losses		111,608		110,444			110,849			222,052			223,310
(Recapture of) provision for credit losses		–		(2,000	)		–			(2,000	)		–
Net interest income after (recapture of) provision for credit losses		111,608		112,444			110,849			224,052			223,310
Noninterest income:
Service charges on deposit accounts		4,959		4,908			5,117			9,867			10,153
Trust and investment services		3,716		3,411			3,428			7,127			6,652
Gain on OREO, net		6		2,183			–			2,189			–
Other		6,063		5,727			5,879			11,790			11,732
Total noninterest income		14,744		16,229			14,424			30,973			28,537
Noninterest expense:
Salaries and employee benefits		34,999		36,477			35,426			71,476			71,827
Occupancy and equipment		6,106		5,998			5,772			12,104			11,337
Professional services		2,191		2,081			2,726			4,272			4,981
Computer software expense		4,410		4,221			3,949			8,631			7,474
Marketing and promotion		1,817		1,988			1,956			3,805			3,586
Amortization of intangible assets		1,155		1,155			1,437			2,310			2,875
Provision for (recapture of) unfunded loan commitments		–		500			(500	)		500			(500	)
Other		6,879		6,724			5,731			13,603			14,688
Total noninterest expense		57,557		59,144			56,497			116,701			116,268
Earnings before income taxes		68,795		69,529			68,776			138,324			135,579
Income taxes		18,231		18,425			18,741			36,656			36,945
Net earnings	$	50,564	$	51,104		$	50,035		$	101,668		$	98,634

Basic earnings per common share	$	0.36	$	0.37		$	0.36		$	0.72		$	0.71
Diluted earnings per common share	$	0.36	$	0.36		$	0.36		$	0.72		$	0.71
Cash dividends declared per common share	$	0.20	$	0.20		$	0.20		$	0.20		$	0.40

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in thousands, except per share amounts)

	Three Months Ended									Six Months Ended
	June 30, 2025			March 31, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Interest income – tax equivalent (TE)	$	144,729		$	143,525		$	159,607		$	288,253		$	317,835
Interest expense		32,601			32,558			48,223			65,159			93,451
Net interest income – (TE)	$	112,128		$	110,967		$	111,384		$	223,094		$	224,384

Return on average assets, annualized		1.34	%		1.37	%		1.24	%		1.35	%		1.22	%
Return on average equity, annualized		9.06	%		9.31	%		9.57	%		9.18	%		9.44	%
Efficiency ratio [1]		45.55	%		46.69	%		45.10	%		46.12	%		46.17	%
Noninterest expense to average assets, annualized		1.52	%		1.58	%		1.40	%		1.55	%		1.44	%
Yield on average loans		5.22	%		5.22	%		5.26	%		5.22	%		5.28	%
Yield on average earning assets (TE)		4.28	%		4.28	%		4.37	%		4.28	%		4.36	%
Cost of deposits		0.84	%		0.86	%		0.88	%		0.85	%		0.81	%
Cost of deposits and customer repurchase agreements		0.87	%		0.87	%		0.87	%		0.87	%		0.80	%
Cost of funds		1.03	%		1.04	%		1.38	%		1.03	%		1.34	%
Net interest margin (TE)		3.31	%		3.31	%		3.05	%		3.31	%		3.07	%
[1] Noninterest expense divided by net interest income before provision for credit losses plus noninterest income.

Tangible Common Equity Ratio (TCE) [2]
CVB Financial Corp. Consolidated		10.02	%		10.04	%		8.68	%
Citizens Business Bank		9.86	%		9.92	%		8.57	%
[2] (Capital – [GW+Intangibles])/(Total Assets – [GW+Intangibles])

Weighted average shares outstanding
Basic		139,297,604			138,973,996			138,583,510			139,824,075			138,419,379
Diluted		139,471,147			139,294,401			138,669,058			140,098,174			138,561,481
Dividends declared	$	27,703		$	27,853		$	28,018		$	55,556		$	55,904
Dividend payout ratio [3]		54.79	%		54.50	%		56.00	%		54.64	%		56.68	%
[3] Dividends declared on common stock divided by net earnings.

Number of shares outstanding – (end of period)		137,825,465			139,089,612			139,677,162
Book value per share	$	16.25		$	16.02		$	15.12
Tangible book value per share	$	10.64		$	10.45		$	9.55

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in thousands, except per share amounts)

	Three Months Ended
	June 30, 2025			December 31, 2024			June 30, 2024
Nonperforming assets:
Nonaccrual loans	$	25,969		$	27,795		$	24,957
Other real estate owned (OREO), net		661			19,303			647
Total nonperforming assets	$	26,630		$	47,098		$	25,604
Loan modifications to borrowers experiencing financial difficulty	$	9,529		$	6,467		$	26,363

Percentage of nonperforming assets to total loans outstanding and OREO		0.32	%		0.55	%		0.29	%
Percentage of nonperforming assets to total assets		0.17	%		0.31	%		0.16	%
Allowance for credit losses to nonperforming assets		292.91	%		170.12	%		323.33	%

	Three Months Ended									Six Months Ended
	June 30, 2025			March 31, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Allowance for credit losses:
Beginning balance	$	78,252		$	80,122		$	82,817		$	80,122		$	86,842
Total charge-offs		(429	)		(40	)		(51	)		(469	)		(4,318	)
Total recoveries on loans previously charged-off		180			170			20			350			262
Net recoveries (charge-offs)		(249	)		130			(31	)		(119	)		(4,056	)
(Recapture of) provision for credit losses		–			(2,000	)		–			(2,000	)		–
Allowance for credit losses at end of period	$	78,003		$	78,252		$	82,786		$	78,003		$	82,786

Net recoveries (charge-offs) to average loans		-0.003	%		0.002	%	-0.000		%		-0.001	%		-0.046	%

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in millions)

Allowance for Credit Losses by Loan Type
	June 30, 2025				December 31, 2024				June 30, 2024
	Allowance For Credit Losses		Allowance as a % of Total Loans by Respective Loan Type		Allowance For Credit Losses		Allowance as a % of Total Loans by Respective Loan Type		Allowance For Credit Losses		Allowance as a % of Total Loans by Respective Loan Type

Commercial real estate	$	64.5		0.99%	$	66.2		1.02%	$	69.4		1.04%
Construction		0.2		1.36%		0.3		1.94%		0.8		1.51%
SBA		3.1		1.13%		2.6		0.96%		2.5		0.93%
Commercial and industrial		6.4		0.70%		6.1		0.66%		5.1		0.53%
Dairy & livestock and agribusiness		2.6		1.09%		3.6		0.86%		3.8		1.08%
Municipal lease finance receivables		0.2		0.35%		0.2		0.31%		0.2		0.26%
SFR mortgage		0.5		0.17%		0.5		0.16%		0.5		0.19%
Consumer and other loans		0.5		1.03%		0.6		1.04%		0.5		1.07%

Total	$	78.0		0.93%	$	80.1		0.94%	$	82.8		0.95%

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in thousands, except per share amounts)

Quarterly Common Stock Price
	2025					2024						2023
Quarter End	High		Low			High			Low			High			Low
March 31,	$	21.71	$	18.22		$	20.45		$	15.95		$	25.98		$	16.34
June 30,	$	20.15	$	16.01		$	17.91		$	15.71		$	16.89		$	10.66
September 30,	$	–	$	–		$	20.29		$	16.08		$	19.66		$	12.89
December 31,	$	–	$	–		$	24.58		$	17.20		$	21.77		$	14.62

Quarterly Consolidated Statements of Earnings
			Q2			Q1			Q4			Q3			Q2
			2025			2025			2024			2024			2024
Interest income
Loans and leases, including fees			$	108,845		$	109,071		$	110,277		$	114,929		$	114,200
Investment securities and other				35,364			33,931			37,322			50,823			44,872
Total interest income				144,209			143,002			147,599			165,752			159,072
Interest expense
Deposits				24,829			25,322			28,317			29,821			25,979
Borrowings and customer repurchase agreements				7,401			6,800			8,291			22,312			22,244
Other				371			436			573			–			–
Total interest expense				32,601			32,558			37,181			52,133			48,223

Net interest income before (recapture of) provision for credit losses				111,608			110,444			110,418			113,619			110,849
(Recapture of) provision for credit losses				–			(2,000	)		(3,000	)		–			–
Net interest income after (recapture of) provision for credit losses				111,608			112,444			113,418			113,619			110,849

Noninterest income				14,744			16,229			13,103			12,834			14,424
Noninterest expense				57,557			59,144			58,480			58,835			56,497
Earnings before income taxes				68,795			69,529			68,041			67,618			68,776
Income taxes				18,231			18,425			17,183			16,394			18,741
Net earnings			$	50,564		$	51,104		$	50,858		$	51,224		$	50,035

Effective tax rate				26.50	%		26.50	%		25.25	%		24.25	%		27.25	%

Basic earnings per common share			$	0.36		$	0.37		$	0.36		$	0.37		$	0.36
Diluted earnings per common share			$	0.36		$	0.36		$	0.36		$	0.37		$	0.36

Cash dividends declared per common share			$	0.20		$	0.20		$	0.20		$	0.20		$	0.20

Cash dividends declared			$	27,703		$	27,853		$	27,978		$	27,977		$	28,018

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in thousands)

Loan Portfolio by Type
	June 30,			March 31,			December 31,			September 30,			June 30,
	2025			2025			2024			2024			2024

Commercial real estate	$	6,517,415		$	6,490,604		$	6,507,452		$	6,618,637		$	6,664,925
Construction		17,658			15,706			16,082			14,755			52,227
SBA		271,735			271,844			273,013			272,001			267,938
SBA – PPP		85			179			774			1,255			1,757
Commercial and industrial		912,427			942,301			925,178			936,489			956,184
Dairy & livestock and agribusiness		233,772			252,532			419,904			342,445			350,562
Municipal lease finance receivables		63,652			65,203			66,114			67,585			70,889
SFR mortgage		288,435			269,493			269,172			267,181			267,593
Consumer and other loans		53,322			55,770			58,743			52,217			49,771
Gross loans, at amortized cost		8,358,501			8,363,632			8,536,432			8,572,565			8,681,846
Allowance for credit losses		(78,003	)		(78,252	)		(80,122	)		(82,942	)		(82,786	)
Net loans	$	8,280,498		$	8,285,380		$	8,456,310		$	8,489,623		$	8,599,060


Deposit Composition by Type and Customer Repurchase Agreements
	June 30,			March 31,			December 31,			September 30,			June 30,
	2025			2025			2024			2024			2024

Noninterest-bearing	$	7,247,128		$	7,184,267		$	7,037,096		$	7,136,824		$	7,090,095
Investment checking		483,793			533,220			551,305			504,028			515,930
Savings and money market		3,669,912			3,710,612			3,786,387			3,745,707			3,409,320
Time deposits		583,990			561,822			573,593			685,930			774,980
Total deposits		11,984,823			11,989,921			11,948,381			12,072,489			11,790,325

Customer repurchase agreements		404,154			276,163			261,887			394,515			268,826
Total deposits and customer repurchase agreements	$	12,388,977		$	12,266,084		$	12,210,268		$	12,467,004		$	12,059,151

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)
(Dollars in thousands)
Nonperforming Assets and Delinquency Trends
	June 30,			March 31,			December 31,			September 30,			June 30,
	2025			2025			2024			2024			2024
Nonperforming loans
Commercial real estate	$	24,379		$	24,379		$	25,866		$	18,794		$	21,908
SBA		1,265			1,024			1,529			151			337
Commercial and industrial		265			173			340			2,825			2,712
Dairy & livestock and agribusiness		60			60			60			143			–
Total	$	25,969		$	25,636		$	27,795		$	21,913		$	24,957
% of Total loans		0.31	%		0.31	%		0.33	%		0.26	%		0.29	%

Past due 30-89 days (accruing)
Commercial real estate	$	–		$	–		$	–		$	30,701		$	43
SBA		3,419			718			88			–			–
Commercial and industrial		–			–			399			64			103
Total	$	3,419		$	718		$	487		$	30,765		$	146
% of Total loans		0.04	%		0.01	%		0.01	%		0.36	%		0.00	%

OREO
Commercial real estate	$	661		$	495		$	18,656		$	–		$	–
SFR mortgage		–			–			647			647			647
Total	$	661		$	495		$	19,303		$	647		$	647
Total nonperforming, past due, and OREO	$	30,049		$	26,849		$	47,585		$	53,325		$	25,750
% of Total loans		0.36	%		0.32	%		0.56	%		0.62	%		0.30	%

CVB FINANCIAL CORP. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS
(Unaudited)

Regulatory Capital Ratios
	Minimum Required	CVB Financial Corp. Consolidated
Capital Ratios	Plus Capital Conservation Buffer	June 30, 2025	December 31, 2024	June 30, 2024

Tier 1 leverage capital ratio	4.0%	11.8%	11.5%	10.5%
Common equity Tier 1 capital ratio	7.0%	16.5%	16.2%	15.3%
Tier 1 risk-based capital ratio	8.5%	16.5%	16.2%	15.3%
Total risk-based capital ratio	10.5%	17.3%	17.1%	16.1%

Tangible common equity ratio		10.0%	9.8%	8.7%

Tangible Book Value Reconciliations (Non-GAAP)

The tangible book value per share is a Non-GAAP disclosure. The Company uses certain non-GAAP financial measures to provide supplemental information regarding the Company’s performance. The following is a reconciliation of tangible book value to the Company stockholders’ equity computed in accordance with GAAP, as well as a calculation of tangible book value per share.

	June 30, 2025			December 31, 2024			June 30, 2024
	(Dollars in thousands, except per share amounts)

Stockholders’ equity	$	2,240,322		$	2,186,316		$	2,112,427
Less: Goodwill		(765,822	)		(765,822	)		(765,822	)
Less: Intangible assets		(7,657	)		(9,967	)		(12,416	)
Tangible book value	$	1,466,843		$	1,410,527		$	1,334,189
Common shares issued and outstanding		137,825,465			139,689,686			139,677,162
Tangible book value per share	$	10.64		$	10.10		$	9.55

Return on Average Tangible Common Equity Reconciliations (Non-GAAP)

The return on average tangible common equity is a non-GAAP disclosure. The Company uses certain non-GAAP financial measures to provide supplemental information regarding the Company’s performance. The following is a reconciliation of net income, adjusted for tax-effected amortization of intangibles, to net income computed in accordance with GAAP; a reconciliation of average tangible common equity to the Company’s average stockholders’ equity computed in accordance with GAAP; as well as a calculation of return on average tangible common equity.

	Three Months Ended									Six Months Ended
	June 30,			March 31,			June 30,			June 30,			June 30,
	2025			2025			2024			2025			2024
	(Dollars in thousands)

Net Income	$	50,564		$	51,104		$	50,035		$	101,668		$	98,634
Add: Amortization of intangible assets		1,155			1,155			1,437			2,310			2,875
Less: Tax effect of amortization of intangible assets (1)		(341	)		(341	)		(425	)		(683	)		(850	)
Tangible net income	$	51,378		$	51,918		$	51,047		$	103,295		$	100,659

Average stockholders’ equity	$	2,237,948		$	2,226,948		$	2,102,466		$	2,232,478		$	2,100,666
Less: Average goodwill		(765,822	)		(765,822	)		(765,822	)		(765,822	)		(765,822	)
Less: Average intangible assets		(8,232	)		(9,518	)		(13,258	)		(8,872	)		(13,922	)
Average tangible common equity	$	1,463,894		$	1,451,608		$	1,323,386		$	1,457,784		$	1,320,922

Return on average equity, annualized (2)		9.06	%		9.31	%		9.57	%		9.18	%		9.44	%
Return on average tangible common equity, annualized (2)		14.08	%		14.51	%		15.51	%		14.29	%		15.32	%

(1) Tax effected at respective statutory rates.
(2) Annualized where applicable.

The MIL Network –

July 24, 2025

MIL-OSI: TowneBank Reports Second Quarter 2025 Earnings

Source: GlobeNewswire (MIL-OSI)

Suffolk, Va., July 23, 2025 (GLOBE NEWSWIRE) — TowneBank (the “Company” or “Towne”) (NASDAQ: TOWN) today reported earnings for the quarter ended June 30, 2025 of $38.84 million, or $0.51 per diluted share, compared to $42.86 million, or $0.57 per diluted share, for the quarter ended June 30, 2024. Excluding certain items affecting comparability, core earnings (non-GAAP) were $61.34 million, or $0.81 per diluted share, in the current quarter compared to $42.56 million, or $0.57 per diluted share, for the quarter ended June 30, 2024.

“Our Company delivered a record revenue quarter highlighting the strength of our Main Street banking strategy. Organic loan growth during the second quarter climbed nearly 5% on an annualized basis while credit trends continue to demonstrate best in class metrics. Our margin expanded 24 basis points during the quarter fueled by our partnership with Village Bank in our Richmond market. As we look ahead, we believe this quarter demonstrates the strength of our diversified revenue model and disciplined approach to strategic partnerships with focused execution. I wish to thank our more than 2,800 family members who work each day to Serve Others and Enrich Lives,” said G. Robert Aston, Jr., Executive Chairman.

Highlights for Second Quarter 2025:

Total revenues were a record $207.44 million, an increase of $32.47 million, or 18.56%, compared to second quarter 2024. Net interest income increased $28.17 million, driven by a combination of increased interest income and lower deposit costs. Additionally, noninterest income increased $4.31 million.
Towne successfully completed the acquisition of Village Bank and Trust Financial Corp. and its wholly-owned bank subsidiary, Village Bank (“Village”), in April 2025. Included in that acquisition were $576.57 million in loans, $74.31 million in securities, and $637.49 million in deposits.
Total deposits were $15.33 billion, an increase of $1.06 billion, or 7.40%, compared to second quarter 2024. Total deposits increased 4.93%, or $0.72 billion, in comparison to March 31, 2025. Excluding $637.49 million in acquired deposits, total deposits would have increased $418.64 million, or 2.93% compared to the prior year and $82.68 million, or 2.27% on an annualized basis, compared to the linked quarter.
Noninterest-bearing deposits increased 10.47%, to $4.75 billion, compared to second quarter 2024 and represented 31.02% of total deposits. Compared to the linked quarter, noninterest-bearing deposits increased 10.22%. The increase includes noninterest-bearing deposits of $238.54 million acquired in the Village transaction.
Loans held for investment were $12.36 billion, an increase of $0.91 billion, or 7.93%, compared to June 30, 2024, and $0.71 billion, or 6.07% compared to March 31, 2025. Excluding loans acquired in the quarter, total loans would have increased $331.35 million, or 2.89%, compared to the prior year and $130.35 million, or 4.49% on an annualized basis, compared to the linked quarter.
Annualized return on common shareholders’ equity was 7.14% compared to 8.49% in second quarter 2024. Annualized return on average tangible common shareholders’ equity (non-GAAP) was 10.44% compared to 12.16% in second quarter 2024.
Net interest margin was 3.38% for the quarter and tax-equivalent net interest margin (non-GAAP) was 3.40%, including purchase accounting accretion of 6 basis points, compared to the prior year quarter net interest margin of 2.86% and tax-equivalent net interest margin (non-GAAP) of 2.89%, including purchase accounting accretion of 5 basis points.
Compared to the linked quarter, both net interest margin and spread increased 24 basis points.
The effective tax rate was 22.23% in the quarter compared to 15.93% in second quarter 2024 and 13.95% in the linked quarter. The higher tax rate in the current quarter was due to an increase in state tax expense, an adjustment to deferred income tax related to the repurchase of noncontrolling interests in Resort Property Management, and nondeductible expenses related to the Village acquisition. Management expects the tax rate to normalize in the second half of 2025.

“We were pleased to close our Village Bank partnership and successfully complete the systems integration during the second quarter. Internally, our focus will shift during the second half of the year to closing our recently announced partnership with Old Point. Both of these strategic transactions will provide meaningful earnings momentum as we manage through an uncertain economic environment,” stated William I. Foster III, President and Chief Executive Officer.

Quarterly Net Interest Income:

Net interest income was $137.21 million compared to $109.05 million for the quarter ended June 30, 2024.
On an average basis, loans held for investment, with a yield of 5.56%, represented 75.52% of earning assets at June 30, 2025 compared to a yield of 5.45% and 74.76% of earning assets at June 30, 2024.
The cost of interest-bearing deposits was 2.61% for the quarter ended June 30, 2025, compared to 3.32% in second quarter 2024. Interest expense on deposits decreased $13.87 million, or 16.91%, from the prior year quarter driven by decreases in rate.
Our total cost of deposits decreased to 1.80% from 2.32% for the quarter ended June 30, 2024 due to lower interest-bearing deposit rates. The Federal Reserve Open Market Committee lowered the overnight funds rate a total of 100 basis points in the last four months of 2024.
Average interest-earning assets totaled $16.29 billion at June 30, 2025 compared to $15.34 billion at June 30, 2024, an increase of 6.17%. The Company anticipates approximately $885 million in cash flows from its securities portfolio to be available for reinvestment in the next 24 months.
Average interest-bearing liabilities totaled $10.80 billion, an increase of $509.83 million, or 4.96%, from prior year, driven by demand and money market deposit growth. Borrowings increased over the linked quarter, driven by debt assumed in the Village acquisition, but were nearly level with prior year.

Quarterly Provision for Credit Losses:

The quarterly provision for credit losses was an expense of $6.41 million compared to a benefit of $177 thousand in the prior year quarter and an expense of $2.42 million in the linked quarter. The provision includes an initial provision for credit losses of $6.24 million related to loans and commitments acquired in the Village transaction.
The allowance for credit losses on loans increased $8.06 million in second quarter 2025, compared to the linked quarter, $7.75 million of which resulted from the April 2025 acquisition of Village. In addition to the $6.06 million initial acquisition related provision for the purchased loan portfolio we increased our allowance $1.69 million for purchased credit deteriorated loan marks. Additional allowance increases were primarily driven by loan portfolio growth.
Net loan charge-offs were $19 thousand in the quarter, and $626 thousand in the linked quarter, compared to net recoveries of $19 thousand in the prior year quarter.
The ratio of net charge-offs to average loans on an annualized basis was 0.00% in both second quarter 2025 and 2024, compared to 0.02% in the linked quarter.
The allowance for credit losses on loans represented 1.09% of total loans at June 30, 2025, compared to 1.10% at June 30, 2024, and 1.08% at March 31, 2025. The allowance for credit losses on loans was 16.81 times nonperforming loans compared to 19.08 times at June 30, 2024 and 19.15 times at March 31, 2025.

Quarterly Noninterest Income:

Total noninterest income was $70.23 million compared to $65.92 million in 2024, an increase of $4.31 million, or 6.53%.
Total net insurance commissions increased $1.65 million, or 6.85%, to $25.68 million in second quarter 2025 compared to 2024. This increase was primarily attributable to organic growth-related property and casualty commissions.
Property management fee revenue was $15.56 million in second quarter 2025, an increase of 8.69%, or $1.24 million, compared to second quarter 2024. The increase was driven by an acquisition in 2024 and changes to our fee structure.
Residential mortgage banking income was $13.56 million compared to $13.42 million in second quarter 2024. Loan volume increased to $671.47 million in second quarter 2025 from $626.98 million in second quarter 2024. Residential purchase activity was 92.37% of production volume in the second quarter of 2025 compared to 94.85% in second quarter 2024.
At 3.13%, gross margins on residential mortgage sales decreased 5 basis points from the linked quarter and 15 basis points from 3.28% in second quarter 2024.

Quarterly Noninterest Expense:

Total noninterest expense was $150.67 million compared to $123.98 million in 2024, an increase of $26.68 million, or 21.52%. This increase was primarily attributable to acquisition-related expenses and growth in salaries and employee benefits.
The April 2025 acquisition of Village and the acquisition of Old Point Financial Corporation expected to be completed third quarter 2025, resulted in $18.74 million in acquisition-related expenses in the quarter.
Salaries and benefits expense increased $7.01 million, driven by annual base salary adjustments that went into effect October 2024, higher production incentives, and an increase in banking personnel, primarily related to the Village acquisition.

Consolidated Balance Sheet Highlights:

Total assets were $18.26 billion for the quarter ended June 30, 2025, a $0.75 billion increase compared to $17.51 billion at March 31, 2025. Total assets increased $1.20 billion, or 7.01%, from $17.07 billion at June 30, 2024.
Loans held for investment increased $0.91 billion, or 7.93%, compared to prior year and $0.71 billion, or 6.07%, compared to the linked quarter. The Company continues to maintain a strong credit discipline.
Mortgage loans held for sale increased $37.98 million, or 18.92%, compared to prior year and $70.23 million, or 41.68%, compared to the linked quarter, driven by production levels.
Total deposits increased $1.06 billion, or 7.40%, driven by interest-bearing demand deposits, compared to prior year. In the linked quarter comparison, total deposits increased $0.72 billion, or 4.93%.
Noninterest-bearing deposits increased $450.57 million, or 10.47%, compared to prior year and $440.79 million, or 10.22%, compared to the linked quarter.
Total borrowings decreased $1.05 million, or 0.36%, compared to second quarter 2024 but increased $10.01 million, or 3.52%, compared to the linked quarter, due to acquired FHLB borrowings and subordinated debt.

Investment Securities:

Total investment securities were $2.78 billion compared to $2.70 billion at March 31, 2025 and $2.49 billion at June 30, 2024. The weighted average duration of the portfolio at June 30, 2025 was 3.2 years. The carrying value of the available-for-sale debt securities portfolio included net unrealized losses of $113.14 million at June 30, 2025, compared to $119.25 million at March 31, 2025 and $172.93 million at June 30, 2024, with the changes in fair value due to the change in interest rates.

Loans and Asset Quality:

Total loans held for investment were $12.36 billion at June 30, 2025, $11.65 billion at March 31, 2025, and $11.45 billion at June 30, 2024. Excluding loans acquired in the quarter, total loans would have increased $331.35 million, or 2.89%, compared to the prior year and $130.35 million, or 4.49% on an annualized basis, compared to the linked quarter. Real estate construction and development loans declined compared to the prior year, but were offset by increases in non-owner and owner occupied real estate and multifamily commercial real estate.
Nonperforming assets were $9.29 million, or 0.05% of total assets, compared to $7.16 million, or 0.04%, at June 30, 2024, and $7.37 million, or 0.04%, at the linked quarter end.
Nonperforming loans were 0.06% of period end loans at June 30, 2025, June 30, 2024, and the linked quarter end.
Foreclosed property consisted of $966 thousand in other real estate owned and $340 thousand in repossessed autos, for a total of $1.31 million in foreclosed property at June 30, 2025, compared to $581 thousand in repossessed autos, for a total of $581 thousand in foreclosed property at June 30, 2024.

Deposits and Borrowings:

Total deposits were $15.33 billion compared to $14.61 billion at March 31, 2025 and $14.27 billion at June 30, 2024. Excluding $0.64 billion in acquired deposits, total deposits would have increased $418.64 million, or 2.93%, compared to the prior year and $82.68 million, or 2.27% on an annualized basis, compared to the linked quarter.
The ratio of period end loans held for investment to deposits was 80.63% compared to 79.77% at March 31, 2025 and 80.24% at June 30, 2024.
Noninterest-bearing deposits were 31.02% of total deposits at June 30, 2025 compared to 29.53% at March 31, 2025 and 30.15% at June 30, 2024. Noninterest-bearing deposits increased $450.57 million, or 10.47%, compared to June 30, 2024, and $440.79 million, or 10.22%, compared to the linked quarter.
Total borrowings were $294.12 million compared to $284.10 million at March 31, 2025 and $295.17 million at June 30, 2024.

Capital:

Common equity tier 1 capital ratio of 11.77%⁽¹⁾.
Tier 1 leverage capital ratio of 9.93%⁽¹⁾.
Tier 1 risk-based capital ratio of 11.82%⁽¹⁾.
Total risk-based capital ratio of 14.49% ⁽¹⁾ .
Book value per common share was $29.58 compared to $29.19 at March 31, 2025 and $27.62 at June 30, 2024.
Tangible book value per common share (non-GAAP) was $21.98 compared to $22.36 at March 31, 2025 and $20.65 at June 30, 2024.

⁽¹⁾ Preliminary.

About TowneBank:
Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.

Today, TowneBank operates over 55 banking offices throughout Hampton Roads and Central Virginia, as well as Northeastern and Central North Carolina – serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its affiliated companies that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices RW Towne Realty, Towne 1031 Exchange, and Towne Vacations. With total assets of $18.26 billion as of June 30, 2025, TowneBank is one of the largest banks headquartered in Virginia.

Non-GAAP Financial Measures:
This press release contains certain financial measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such non-GAAP financial measures include the following: fully tax-equivalent net interest margin, core operating earnings, core net income, tangible book value per common share, total risk-based capital ratio, tier one leverage ratio, tier one capital ratio, and the tangible common equity to tangible assets ratio. Management uses these non-GAAP financial measures to assess the performance of TowneBank’s core business and the strength of its capital position. Management believes that these non-GAAP financial measures provide meaningful additional information about TowneBank to assist investors in evaluating operating results, financial strength, and capitalization. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant charges for credit costs and other factors. These non-GAAP financial measures should not be considered as a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures of other companies. The computations of the non-GAAP financial measures used in this presentation are referenced in a footnote or in the appendix to this presentation.

Forward-Looking Statements:
This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only the beliefs, expectations, or opinions of TowneBank and its management regarding future events, many of which, by their nature, are inherently uncertain. Forward-looking statements may be identified by the use of such words as: “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” or words of similar meaning, or future or conditional terms, such as “will,” “would,” “should,” “could,” “may,” “likely,” “probably,” or “possibly.” These statements may address issues that involve significant risks, uncertainties, estimates, and assumptions made by management. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, competitive pressures in the banking industry that may increase significantly; changes in the interest rate environment that may reduce margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; an unforeseen outflow of cash or deposits or an inability to access the capital markets, which could jeopardize our overall liquidity or capitalization; changes in the creditworthiness of customers and the possible impairment of the collectability of loans; insufficiency of our allowance for credit losses due to market conditions, inflation, changing interest rates or other factors; adverse developments in the financial industry generally, such as the 2023 bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior; general economic conditions, either nationally or regionally, that may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; geopolitical instability, including wars, conflicts, trade restrictions and tariffs, civil unrest, and terrorist attacks and the potential impact, directly or indirectly, on our business; the effects of weather-related or natural disasters, which may negatively affect our operations and/or our loan portfolio and increase our cost of conducting business; public health events (such as the COVID-19 pandemic) and governmental and societal responses to them; changes in the legislative or regulatory environment, including changes in accounting standards and tax laws, that may adversely affect our business; our ability to successfully integrate the businesses from recently completed and pending acquisitions, including our pending merger with Old Point Financial Corporation (“Old Point”), to the extent that it may take longer or be more difficult, time-consuming, or costly to accomplish than expected; our ability to close the transaction with Old Point when expected or at all because required approvals and other conditions to closing are not received or satisfied on the proposed terms or on the anticipated schedule; deposit attrition, operating costs, customer losses, and business disruption associated with recently completed or pending acquisitions, including reputational risk and adverse effects on relationships with employees, customers or other business partners, that may be greater than expected; costs or difficulties related to the integration of the businesses we have acquired that may be greater than expected; expected growth opportunities or cost savings associated with recently completed or pending acquisitions may not be fully realized or realized within the expected time frame; the diversion of management’s attention and time from ongoing business operations and opportunities on merger related matters; cybersecurity threats or attacks, whether directed at us or at vendors or other third parties with which we interact, the implementation of new technologies, and the ability to develop and maintain reliable electronic systems; our competitors may have greater financial resources and develop products that enable them to compete more successfully; changes in business conditions; changes in the securities market; and changes in our local economy with regard to our market area, including any adverse impact of actual and proposed cuts to federal spending, including defense, security and military spending, on the Greater Hampton Roads economy. Any forward-looking statements made by us or on our behalf speak only as of the date they are made or as of the date indicated, and we do not undertake any obligation to update forward-looking statements as a result of new information, future events, or otherwise. For additional information on factors that could materially influence forward-looking statements included in this report, see the “Risk Factors” in TowneBank’s Annual Report on Form 10-K for the year ended December 31, 2024 and related disclosures in other filings that have been, or will be, filed by TowneBank with the Federal Deposit Insurance Corporation.

Media contact:
G. Robert Aston, Jr., Executive Chairman, 757-638-6780
William I. Foster III, President and Chief Executive Officer, 757-417-6482

Investor contact:
William B. Littreal, Chief Financial Officer, 757-638-6813

TOWNEBANK
Selected Financial Highlights (unaudited)
(dollars in thousands, except per share data)

		Three Months Ended
		June 30,			March 31,			December 31,			September 30,			June 30,
			2025			2025			2024			2024			2024
Income and Performance Ratios:
	Total revenue	$	207,442		$	192,044		$	177,160		$	174,518		$	174,970
	Net income		39,269			50,887			41,441			43,126			43,039
	Net income available to common shareholders		38,837			50,592			41,265			42,949			42,856
	Net income per common share – diluted		0.51			0.67			0.55			0.57			0.57
	Book value per common share		29.58			29.19			28.43			28.59			27.62
	Book value per common share – tangible ^(non-GAAP)		21.98			22.36			21.55			21.65			20.65
	Return on average assets		0.86	%		1.19	%		0.95	%		1.00	%		1.01	%
	Return on average assets – tangible ^(non-GAAP)		0.96	%		1.29	%		1.03	%		1.09	%		1.11	%
	Return on average equity		7.12	%		9.50	%		7.64	%		8.12	%		8.43	%
	Return on average equity – tangible ^(non-GAAP)		10.39	%		13.08	%		10.68	%		11.42	%		12.03	%
	Return on average common equity		7.14	%		9.57	%		7.70	%		8.18	%		8.49	%
	Return on average common equity – tangible ^(non-GAAP)		10.44	%		13.21	%		10.79	%		11.54	%		12.16	%
	Noninterest income as a percentage of total revenue		33.85	%		37.27	%		33.36	%		35.66	%		37.68	%
Regulatory Capital Ratios (1):
	Common equity tier 1		11.77	%		12.75	%		12.77	%		12.63	%		12.43	%
	Tier 1		11.82	%		12.87	%		12.89	%		12.76	%		12.55	%
	Total		14.49	%		15.65	%		15.68	%		15.54	%		15.34	%
	Tier 1 leverage ratio		9.93	%		10.61	%		10.36	%		10.38	%		10.25	%
Asset Quality:
	Allowance for credit losses on loans to nonperforming loans	16.81x			19.15x			16.69x			18.70x			19.08x
	Allowance for credit losses on loans to period end loans		1.09	%		1.08	%		1.08	%		1.08	%		1.10	%
	Nonperforming loans to period end loans		0.06	%		0.06	%		0.06	%		0.06	%		0.06	%
	Nonperforming assets to period end assets		0.05	%		0.04	%		0.05	%		0.04	%		0.04	%
	Net charge-offs (recoveries) to average loans (annualized)		—	%		0.02	%		0.01	%		0.02	%		—	%
	Net charge-offs (recoveries)	$	19		$	626		$	382		$	677		$	(19	)

	Nonperforming loans	$	7,982		$	6,586		$	7,424		$	6,588		$	6,582
	Foreclosed property		1,306			786			443			884			581
	Total nonperforming assets	$	9,288		$	7,372		$	7,867		$	7,472		$	7,163
	Loans past due 90 days and still accruing interest	$	210		$	15		$	1,264		$	510		$	368
	Allowance for credit losses on loans	$	134,187		$	126,131		$	123,923		$	123,191		$	125,552
Mortgage Banking:
	Loans originated, mortgage	$	494,108		$	300,699		$	385,238		$	421,571		$	430,398
	Loans originated, joint venture		177,359			144,495			180,188			176,612			196,583
	Total loans originated	$	671,467		$	445,194		$	565,426		$	598,183		$	626,981
	Number of loans originated		1,750			1,181			1,489			1,637			1,700
	Number of originators		166			161			160			159			169
	Purchase %		92.37	%		89.94	%		89.46	%		91.49	%		94.85	%
	Loans sold	$	596,009		$	475,518		$	629,120		$	526,998		$	605,134
	Rate lock asset	$	2,186		$	1,880		$	1,150		$	1,548		$	1,930
	Gross realized gain on sales and fees as a % of loans originated		3.13	%		3.18	%		3.25	%		3.28	%		3.28	%
Other Ratios:
	Net interest margin		3.38	%		3.14	%		2.99	%		2.90	%		2.86	%
	Net interest margin-fully tax-equivalent ^(non-GAAP)		3.40	%		3.17	%		3.02	%		2.93	%		2.89	%
	Average earning assets/total average assets		90.23	%		90.32	%		90.57	%		90.43	%		90.36	%
	Average loans/average deposits		81.09	%		80.01	%		78.71	%		80.07	%		80.80	%
	Average noninterest deposits/total average deposits		30.88	%		29.68	%		30.14	%		30.19	%		30.06	%
	Period end equity/period end total assets		12.26	%		12.66	%		12.50	%		12.58	%		12.24	%
	Efficiency ratio ^(non-GAAP)		70.71	%		67.10	%		70.28	%		70.93	%		68.98	%
	(1) Current reporting period regulatory capital ratios are preliminary.

TOWNEBANK
Selected Data (unaudited)
(dollars in thousands)

Investment Securities										% Change
	Q2			Q2			Q1			Q2 25 vs.		Q2 25 vs.
*Available-for-sale securities, at fair value*		2025			2024			2025		Q2 24		Q1 25
U.S. agency securities	$	345,808		$	281,934		$	320,190		22.66	%	8.00	%
U.S. Treasury notes		78,746			27,701			78,184		184.27	%	0.72	%
Municipal securities		438,490			442,474			439,379		(0.90	)%	(0.20	)%
Trust preferred and other corporate securities		115,126			88,228			98,463		30.49	%	16.92	%
Mortgage-backed securities issued by GSEs and GNMA		1,577,325			1,411,883			1,535,217		11.72	%	2.74	%
Allowance for credit losses		(1,520	)		(1,541	)		(1,262	)	(1.36	)%	20.44	%
Total	$	2,553,975		$	2,250,679		$	2,470,171		13.48	%	3.39	%
*Gross unrealized gains (losses) reflected in financial statements*
Total gross unrealized gains	$	6,048		$	1,983		$	5,909		204.99	%	2.35	%
Total gross unrealized losses		(119,186	)		(174,911	)		(125,156	)	(31.86	)%	(4.77	)%
Net unrealized gains (losses) and other adjustments on AFS securities	$	(113,138	)	$	(172,928	)	$	(119,247	)	(34.58	)%	(5.12	)%
*Held-to-maturity securities, at amortized cost*
U.S. agency securities	$	92,973		$	102,234		$	92,805		(9.06	)%	0.18	%
U.S. Treasury notes		96,250			97,171			96,481		(0.95	)%	(0.24	)%
Municipal securities		5,414			5,318			5,390		1.81	%	0.45	%
Trust preferred corporate securities		2,094			2,147			2,107		(2.47	)%	(0.62	)%
Mortgage-backed securities issued by GSEs		5,201			5,618			5,235		(7.42	)%	(0.65	)%
Allowance for credit losses		(67	)		(79	)		(68	)	(15.19	)%	(1.47	)%
Total	$	201,865		$	212,409		$	201,950		(4.96	)%	(0.04	)%

Total gross unrealized gains	$	214		$	175		$	176		22.29	%	21.59	%
Total gross unrealized losses		(5,148	)		(12,880	)		(6,563	)	(60.03	)%	(21.56	)%
Net unrealized gains (losses) in HTM securities	$	(4,934	)	$	(12,705	)	$	(6,387	)	(61.16	)%	(22.75	)%
Total unrealized gains (losses) on AFS and HTM securities	$	(118,072	)	$	(185,633	)	$	(125,634	)	(36.39	)%	(6.02	)%
										% Change
Loans Held For Investment	Q2			Q2			Q1			Q2 25 vs.		Q2 25 vs.
		2025			2024			2025		Q2 24		Q1 25
Real estate – construction and development	$	1,072,625		$	1,190,768		$	1,006,086		(9.92	)%	6.61	%
Commercial real estate – owner occupied		1,815,900			1,673,582			1,654,401		8.50	%	9.76	%
Commercial real estate – non-owner occupied		3,557,175			3,155,958			3,329,728		12.71	%	6.83	%
Real estate – multifamily		887,083			682,537			841,330		29.97	%	5.44	%
Residential 1-4 family		1,997,395			1,887,420			1,886,107		5.83	%	5.90	%
HELOC		480,610			408,273			429,152		17.72	%	11.99	%
Commercial and industrial business (C&I)		1,370,564			1,297,538			1,337,254		5.63	%	2.49	%
Government		510,902			517,954			511,676		(1.36	)%	(0.15	)%
Indirect		579,041			558,216			570,795		3.73	%	1.44	%
Consumer loans and other		88,378			79,501			86,217		11.17	%	2.51	%
Total	$	12,359,673		$	11,451,747		$	11,652,746		7.93	%	6.07	%

										% Change
Deposits	Q2			Q2			Q1			Q2 25 vs.		Q2 25 vs.
		2025			2024			2025		Q2 24		Q1 25
Noninterest-bearing demand	$	4,754,340		$	4,303,773		$	4,313,553		10.47	%	10.22	%
Interest-bearing:
Demand and money market accounts		7,654,317			6,940,086			7,463,355		10.29	%	2.56	%
Savings		332,108			312,881			312,151		6.15	%	6.39	%
Certificates of deposits		2,587,951			2,715,848			2,519,489		(4.71	)%	2.72	%
Total		15,328,716			14,272,588			14,608,548		7.40	%	4.93	%

TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)

	Three Months Ended								Three Months Ended								Three Months Ended
	June 30, 2025								March 31, 2025								June 30, 2024
				Interest			Average					Interest			Average					Interest			Average
	Average			Income/			Yield/		Average			Income/			Yield/		Average			Income/			Yield/
	Balance			Expense			Rate (1)		Balance			Expense			Rate (1)		Balance			Expense			Rate (1)
Assets:
Loans (net of unearned income and deferred costs)	$	12,304,172		$	170,520		5.56	%	$	11,527,915		$	153,068		5.38	%	$	11,471,669		$	155,374		5.45	%
Taxable investment securities		2,598,093			23,361		3.60	%		2,478,048			21,301		3.44	%		2,368,476			21,671		3.66	%
Tax-exempt investment securities		172,083			1,802		4.19	%		176,081			1,860		4.23	%		156,503			1,521		3.89	%
Total securities		2,770,176			25,163		3.63	%		2,654,129			23,161		3.49	%		2,524,979			23,192		3.67	%
Interest-bearing deposits		1,045,727			10,241		3.93	%		1,199,650			11,801		3.99	%		1,182,816			14,512		4.93	%
Mortgage loans held for sale		172,102			2,770		6.44	%		164,358			2,653		6.46	%		165,392			2,945		7.12	%
Total earning assets		16,292,177			208,694		5.14	%		15,546,052			190,683		4.97	%		15,344,856			196,023		5.14	%
Less: allowance for loan losses		(131,837	)							(124,265	)							(126,792	)
Total nonearning assets		1,896,640								1,790,075								1,764,418
Total assets	$	18,056,980							$	17,211,862							$	16,982,482
Liabilities and Equity:
Interest-bearing deposits
Demand and money market	$	7,590,290		$	42,054		2.22	%	$	7,279,365		$	40,606		2.26	%	$	6,896,176		$	48,161		2.81	%
Savings		337,807			704		0.84	%		312,118			714		0.93	%		317,774			845		1.07	%
Certificates of deposit		2,560,313			25,394		3.98	%		2,540,438			25,813		4.12	%		2,715,615			33,017		4.89	%
Total interest-bearing deposits		10,488,410			68,152		2.61	%		10,131,921			67,133		2.69	%		9,929,565			82,023		3.32	%
Borrowings		34,799			(341	)	(3.88	)%		29,606			(300	)	(4.05	)%		100,165			1,627		6.43	%
Subordinated debt, net		272,448			2,609		3.83	%		260,070			2,304		3.54	%		256,093			2,236		3.49	%
Total interest-bearing liabilities		10,795,657			70,420		2.62	%		10,421,597			69,137		2.69	%		10,285,823			85,886		3.36	%
Demand deposits		4,685,835								4,276,586								4,267,590
Other noninterest-bearing liabilities		387,166								353,665								383,447
Total liabilities		15,868,658								15,051,848								14,936,860
Shareholders’ equity		2,188,322								2,160,014								2,045,622
Total liabilities and equity	$	18,056,980							$	17,211,862							$	16,982,482
Net interest income (tax-equivalent basis) (4)				$	138,274							$	121,546							$	110,137
Reconciliation of Non-GAAP Financial Measures

Tax-equivalent basis adjustment					(1,061	)							(1,068	)							(1,089	)
Net interest income (GAAP)				$	137,213							$	120,478							$	109,048

Interest rate spread (2)(4)							2.52	%							2.28	%							1.78	%
Interest expense as a percent of average earning assets							1.73	%							1.80	%							2.25	%
Net interest margin (tax-equivalent basis) (3)(4)							3.40	%							3.17	%							2.89	%
Total cost of deposits							1.80	%							1.89	%							2.32	%

(1) Yields and interest income are presented on a tax-equivalent basis using the federal statutory tax rate of 21%.
(2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent.
(3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent.
(4) Non-GAAP.

TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)

	Six Months Ended								Six Months Ended
	June 30, 2025								June 30, 2024
				Interest			Average					Interest			Average
	Average			Income/			Yield/		Average			Income/			Yield/
	Balance			Expense			Rate (1)		Balance			Expense			Rate (1)
Assets:
Loans (net of unearned income and deferred costs)	$	11,918,188		$	323,586		5.48	%	$	11,425,496		$	307,186		5.41	%
Taxable investment securities		2,538,402			44,662		3.52	%		2,404,564			40,385		3.36	%
Tax-exempt investment securities		174,071			3,663		4.21	%		159,021			3,071		3.86	%
Total securities		2,712,473			48,325		3.56	%		2,563,585			43,456		3.39	%
Interest-bearing deposits		1,122,263			22,042		3.96	%		1,175,069			28,746		4.92	%
Mortgage loans held for sale		168,251			5,423		6.45	%		141,130			4,661		6.61	%
Total earning assets		15,921,175			399,376		5.06	%		15,305,280			384,049		5.05	%
Less: allowance for loan losses		(128,072	)							(127,102	)
Total nonearning assets		1,843,652								1,745,180
Total assets	$	17,636,755							$	16,923,358
Liabilities and Equity:
Interest-bearing deposits
Demand and money market	$	7,435,687		$	82,659		2.24	%	$	6,862,115		$	96,146		2.82	%
Savings		325,033			1,419		0.88	%		323,405			1,726		1.07	%
Certificates of deposit		2,550,430			51,207		4.05	%		2,649,777			62,539		4.75	%
Total interest-bearing deposits		10,311,150			135,285		2.65	%		9,835,297			160,411		3.28	%
Borrowings		32,217			(642	)	(3.96	)%		156,270			4,705		5.95	%
Subordinated debt, net		266,293			4,913		3.69	%		255,986			4,472		3.49	%
Total interest-bearing liabilities		10,609,660			139,556		2.65	%		10,247,553			169,588		3.33	%
Demand deposits		4,482,341								4,245,847
Other noninterest-bearing liabilities		370,508								387,010
Total liabilities		15,462,509								14,880,410
Shareholders’ equity		2,174,246								2,042,948
Total liabilities and equity	$	17,636,755							$	16,923,358
Net interest income (tax-equivalent basis)(4)				$	259,820							$	214,461
Reconciliation of Non-GAAP Financial Measures
Tax-equivalent basis adjustment					(2,129	)							(2,195	)
Net interest income (GAAP)				$	257,691							$	212,266

Interest rate spread (2)(4)							2.41	%							1.72	%
Interest expense as a percent of average earning assets							1.77	%							2.23	%
Net interest margin (tax-equivalent basis) (3)(4)							3.29	%							2.82	%
Total cost of deposits							1.84	%							2.29	%

(1) Yields and interest income are presented on a tax-equivalent basis using the federal statutory rate of 21%.
(2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent.
(3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent.
(4) Non-GAAP.

TOWNEBANK
Consolidated Balance Sheets
(dollars in thousands, except share data)


	June 30,			December 31,
		2025			2024
	(unaudited)			(audited)
ASSETS
Cash and due from banks	$	149,462		$	108,750
Interest-bearing deposits at FRB		838,315			1,127,878
Interest-bearing deposits in financial institutions		123,911			102,847
Total Cash and Cash Equivalents		1,111,688			1,339,475
Securities available for sale, at fair value (amortized cost of $2,668,633 and $2,509,970, and allowance for credit losses of $1,520 and $1,326 at June 30, 2025 and December 31, 2024, respectively)		2,553,975			2,353,365
Securities held to maturity, at amortized cost (fair value of $196,998 and $203,883 at June 30, 2025 and December 31, 2024, respectively)		201,932			212,352
Less: allowance for credit losses		(67	)		(77	)
Securities held to maturity, net of allowance for credit losses		201,865			212,275
Other equity securities		12,248			12,100
FHLB stock		13,428			12,136
Total Securities		2,781,516			2,589,876
Mortgage loans held for sale		238,742			200,460
Loans, net of unearned income and deferred costs		12,359,673			11,459,055
Less: allowance for credit losses on loans		(134,187	)		(123,923	)
Net Loans		12,225,486			11,335,132
Premises and equipment, net		392,056			368,876
Goodwill		499,709			457,619
Other intangible assets, net		74,186			60,171
BOLI		295,434			279,802
Other assets		645,779			615,479
TOTAL ASSETS	$	18,264,596		$	17,246,890

LIABILITIES AND EQUITY
Deposits:
Noninterest-bearing demand	$	4,754,340		$	4,253,053
Interest-bearing:
Demand and money market accounts		7,654,317			7,329,669
Savings		332,108			311,841
Certificates of deposit		2,587,951			2,542,735
Total Deposits		15,328,716			14,437,298
Advances from the FHLB		12,838			3,218
Subordinated debt, net		260,430			260,001
Repurchase agreements and other borrowings		20,847			33,683
Total Borrowings		294,115			296,902
Other liabilities		402,823			357,063
TOTAL LIABILITIES		16,025,654			15,091,263
Preferred stock, authorized and unissued shares – 2,000,000		—			—
Common stock, $1.667 par value: 150,000,000 shares authorized;
75,421,737 and 75,255,205 shares issued at
June 30, 2025 and December 31, 2024, respectively		125,728			125,455
Capital surplus		1,130,728			1,122,147
Retained earnings		1,057,992			1,007,775
Common stock issued to deferred compensation trust, at cost:
1,107,681 and 1,046,121 shares at June 30, 2025 and December 31, 2024, respectively		(23,977	)		(21,868	)
Deferred compensation trust		23,977			21,868
Accumulated other comprehensive income (loss)		(83,103	)		(116,045	)
TOTAL SHAREHOLDERS’ EQUITY		2,231,345			2,139,332
Noncontrolling interest		7,597			16,295
TOTAL EQUITY		2,238,942			2,155,627
TOTAL LIABILITIES AND EQUITY	$	18,264,596		$	17,246,890

TOWNEBANK
Consolidated Statements of Income (unaudited)
(dollars in thousands, except per share data)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
		2025			2024			2025			2024
INTEREST INCOME:
Loans, including fees	$	169,772		$	154,549		$	322,093		$	305,523
Investment securities		24,850			22,928			47,689			42,924
Interest-bearing deposits in financial institutions and federal funds sold		10,241			14,512			22,042			28,746
Mortgage loans held for sale		2,770			2,945			5,423			4,661
Total interest income		207,633			194,934			397,247			381,854
INTEREST EXPENSE:
Deposits		68,152			82,023			135,285			160,411
Advances from the FHLB		124			942			149			3,380
Subordinated debt, net		2,609			2,236			4,913			4,472
Repurchase agreements and other borrowings		(465	)		685			(791	)		1,325
Total interest expense		70,420			85,886			139,556			169,588
Net interest income		137,213			109,048			257,691			212,266
PROVISION FOR CREDIT LOSSES		6,410			(177	)		8,830			(1,054	)
Net interest income after provision for credit losses		130,803			109,225			248,861			213,320
NONINTEREST INCOME:
Residential mortgage banking income, net		13,561			13,422			23,922			23,899
Insurance commissions and related income, net		25,677			24,031			52,102			49,570
Property management income, net		15,556			14,312			35,056			31,085
Service charges on deposit accounts		3,642			3,353			6,969			6,431
Credit card merchant fees, net		1,794			1,662			3,491			3,213
Investment commissions, net		3,158			2,580			6,233			4,923
BOLI		1,992			3,238			3,864			5,080
Gain on sale of equity investment		—			—			2,000			—
Other income		4,849			3,324			8,158			5,531
Net gain on investment securities		—			—			—			74
Total noninterest income		70,229			65,922			141,795			129,806
NONINTEREST EXPENSE:
Salaries and employee benefits		78,362			71,349			153,440			142,726
Occupancy		9,791			9,717			19,124			19,139
Furniture and equipment		4,770			4,634			9,392			9,112
Amortization – intangibles		3,979			3,298			7,005			6,544
Software		6,835			7,056			13,128			13,156
Data processing		4,510			4,606			8,344			8,522
Professional fees		2,539			3,788			5,192			6,968
Advertising and marketing		3,228			3,524			7,701			8,106
FDIC and other insurance		3,032			2,133			5,893			6,491
Acquisition related expenses		18,737			19			19,157			614
Other expenses		14,882			13,860			32,825			28,197
Total noninterest expense		150,665			123,984			281,201			249,575
Income before income tax expense and noncontrolling interest		50,367			51,163			109,455			93,551
Provision for income tax expense		11,098			8,124			19,299			15,385
Net income	$	39,269		$	43,039		$	90,156		$	78,166
Net income attributable to noncontrolling interest		(432	)		(183	)		(727	)		(623	)
Net income attributable to TowneBank	$	38,837		$	42,856		$	89,429		$	77,543
Per common share information
Basic earnings	$	0.52		$	0.57		$	1.19		$	1.04
Diluted earnings	$	0.51		$	0.57		$	1.19		$	1.03
Cash dividends declared	$	0.27		$	0.25		$	0.52		$	0.50

TOWNEBANK
Consolidated Balance Sheets – Five Quarter Trend
(dollars in thousands, except share data)


	June 30,			March 31,			December 31,			September 30,			June 30,
		2025			2025			2024			2024			2024
	(unaudited)			(unaudited)			(audited)			(unaudited)			(unaudited)
ASSETS
Cash and due from banks	$	149,462		$	126,526		$	108,750		$	131,068		$	140,028
Interest-bearing deposits at FRB		838,315			1,090,555			1,127,878			1,061,596			1,062,115
Interest-bearing deposits in financial institutions		123,911			100,249			102,847			103,400			99,303
Total Cash and Cash Equivalents		1,111,688			1,317,330			1,339,475			1,296,064			1,301,446
Securities available for sale		2,553,975			2,470,171			2,353,365			2,363,176			2,250,679
Securities held to maturity		201,932			202,018			212,352			212,422			212,488
Less: allowance for credit losses		(67	)		(68	)		(77	)		(77	)		(79	)
Securities held to maturity, net of allowance for credit losses		201,865			201,950			212,275			212,345			212,409
Other equity securities		12,248			12,223			12,100			12,681			13,566
FHLB stock		13,428			12,425			12,136			12,134			12,134
Total Securities		2,781,516			2,696,769			2,589,876			2,600,336			2,488,788
Mortgage loans held for sale		238,742			168,510			200,460			264,320			200,762
Loans, net of unearned income and deferred costs		12,359,673			11,652,746			11,459,055			11,412,518			11,451,747
Less: allowance for credit losses		(134,187	)		(126,131	)		(123,923	)		(123,191	)		(125,552	)
Net Loans		12,225,486			11,526,615			11,335,132			11,289,327			11,326,195
Premises and equipment, net		392,056			373,111			368,876			365,764			340,348
Goodwill		499,709			457,619			457,619			457,619			457,619
Other intangible assets, net		74,186			57,145			60,171			63,265			65,460
BOLI		295,434			280,344			279,802			279,325			277,434
Other assets		645,779			634,437			615,479			572,000			610,791
TOTAL ASSETS	$	18,264,596		$	17,511,880		$	17,246,890		$	17,188,020		$	17,068,843
LIABILITIES AND EQUITY
Deposits:
Noninterest-bearing demand	$	4,754,340		$	4,313,553		$	4,253,053		$	4,267,628		$	4,303,773
Interest-bearing:
Demand and money market accounts		7,654,317			7,463,355			7,329,669			6,990,103			6,940,086
Savings		332,108			312,151			311,841			319,970			312,881
Certificates of deposit		2,587,951			2,519,489			2,542,735			2,785,469			2,715,848
Total Deposits		15,328,716			14,608,548			14,437,298			14,363,170			14,272,588
Advances from the FHLB		12,838			3,029			3,218			3,405			3,591
Subordinated debt, net		260,430			260,198			260,001			256,444			256,227
Repurchase agreements and other borrowings		20,847			20,875			33,683			30,970			35,351
Total Borrowings		294,115			284,102			296,902			290,819			295,169
Other liabilities		402,823			402,252			357,063			371,316			411,770
TOTAL LIABILITIES		16,025,654			15,294,902			15,091,263			15,025,305			14,979,527

Preferred stock		—			—			—			—			—
Common stock, $1.667 par value		125,728			125,679			125,455			125,139			125,090
Capital surplus		1,131,536			1,123,330			1,122,147			1,117,279			1,115,759
Retained earnings		1,057,184			1,039,518			1,007,775			985,343			961,162
Common stock issued to deferred compensation
trust, at cost		(23,977	)		(21,969	)		(21,868	)		(22,224	)		(22,756	)
Deferred compensation trust		23,977			21,969			21,868			22,224			22,756
Accumulated other comprehensive income (loss)		(83,103	)		(87,869	)		(116,045	)		(81,482	)		(129,224	)
TOTAL SHAREHOLDERS’ EQUITY		2,231,345			2,200,658			2,139,332			2,146,279			2,072,787
Noncontrolling interest		7,597			16,320			16,295			16,436			16,529
TOTAL EQUITY		2,238,942			2,216,978			2,155,627			2,162,715			2,089,316
TOTAL LIABILITIES AND EQUITY	$	18,264,596		$	17,511,880		$	17,246,890		$	17,188,020		$	17,068,843

TOWNEBANK
Consolidated Statements of Income – Five Quarter Trend (unaudited)
(dollars in thousands, except share data)


	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
		2025			2025			2024			2024			2024
INTEREST INCOME:
Loans, including fees	$	169,772		$	152,322		$	154,933		$	155,792		$	154,549
Investment securities		24,850			22,839			22,236			22,334			22,928
Interest-bearing deposits in financial institutions and federal funds sold		10,241			11,801			15,796			15,249			14,512
Mortgage loans held for sale		2,770			2,653			3,087			3,247			2,945
Total interest income		207,633			189,615			196,052			196,622			194,934
INTEREST EXPENSE:
Deposits		68,152			67,133			75,885			82,128			82,023
Advances from the FHLB		124			25			26			29			942
Subordinated debt, net		2,609			2,304			2,261			2,237			2,236
Repurchase agreements and other borrowings		(465	)		(325	)		(177	)		(54	)		685
Total interest expense		70,420			69,137			77,995			84,340			85,886
Net interest income		137,213			120,478			118,057			112,282			109,048
PROVISION FOR CREDIT LOSSES		6,410			2,420			1,606			(1,100	)		(177	)
Net interest income after provision for credit losses		130,803			118,058			116,451			113,382			109,225
NONINTEREST INCOME:
Residential mortgage banking income, net		13,561			10,361			11,272			11,786			13,422
Insurance commissions and related income, net		25,677			26,424			23,265			25,727			24,031
Property management income, net		15,556			19,500			8,186			11,221			14,312
Service charges on deposit accounts		3,642			3,327			3,289			3,117			3,353
Credit card merchant fees, net		1,794			1,697			1,486			1,830			1,662
Investment commissions, net		3,158			3,075			3,195			2,835			2,580
BOLI		1,992			1,872			4,478			1,886			3,238
Other income		4,849			5,310			3,932			3,834			3,324
Total noninterest income		70,229			71,566			59,103			62,236			65,922
NONINTEREST EXPENSE:
Salaries and employee benefits		78,362			75,078			74,399			72,123			71,349
Occupancy		9,791			9,333			9,819			9,351			9,717
Furniture and equipment		4,770			4,621			4,850			4,657			4,634
Amortization – intangibles		3,979			3,026			3,095			3,130			3,298
Software		6,835			6,293			6,870			6,790			7,056
Data processing		4,510			3,835			3,788			4,701			4,606
Professional fees		2,539			2,653			3,446			4,720			3,788
Advertising and marketing		3,228			4,472			3,359			4,162			3,524
Other expenses		36,651			21,225			17,815			17,266			16,012
Total noninterest expense		150,665			130,536			127,441			126,900			123,984
Income before income tax expense and noncontrolling interest		50,367			59,088			48,113			48,718			51,163
Provision for income tax expense		11,098			8,201			6,672			5,592			8,124
Net income		39,269			50,887			41,441			43,126			43,039
Net income attributable to noncontrolling interest		(432	)		(295	)		(176	)		(177	)		(183	)
Net income attributable to TowneBank	$	38,837		$	50,592		$	41,265		$	42,949		$	42,856
Per common share information
Basic earnings	$	0.52		$	0.67		$	0.55		$	0.57		$	0.57
Diluted earnings	$	0.51		$	0.67		$	0.55		$	0.57		$	0.57
Basic weighted average shares outstanding		75,240,678			75,149,668			75,034,688			74,940,827			74,925,877
Diluted weighted average shares outstanding		75,540,822			75,527,713			75,318,578			75,141,661			75,037,955
Cash dividends declared	$	0.27		$	0.25		$	0.25		$	0.25		$	0.25

TOWNEBANK
Banking Segment Financial Information (unaudited)
(dollars in thousands)


	Three Months Ended									Six Months Ended						Increase/(Decrease)
	June 30,						March 31,			June 30,						YTD 2025 over 2024
		2025			2024			2025			2025			2024		Amount			Percent
Revenue
Net interest income	$	136,325		$	108,029		$	119,584		$	255,909		$	210,711		$	45,198		21.45	%
Service charges on deposit accounts		3,642			3,353			3,327			6,969			6,431			538		8.37	%
Credit card merchant fees		1,794			1,662			1,697			3,491			3,213			278		8.65	%
Investment commissions, net		3,158			2,580			3,075			6,233			4,923			1,310		26.61	%
Other income		5,750			4,839			6,495			12,244			8,268			3,976		48.09	%
Subtotal		14,344			12,434			14,594			28,937			22,835			6,102		26.72	%
Net gain/(loss) on investment securities		—			—			—			—			74			(74	)	(100.00	)%
Total noninterest income		14,344			12,434			14,594			28,937			22,909			6,028		26.31	%
Total revenue		150,669			120,463			134,178			284,846			233,620			51,226		21.93	%

Provision for credit losses		6,212			(170	)		2,367			8,579			(1,146	)		9,725		(848.60	)%

Expenses
Salaries and employee benefits		52,850			46,640			49,684			102,534			93,113			9,421		10.12	%
Occupancy		7,342			7,194			6,979			14,321			14,254			67		0.47	%
Furniture and equipment		4,081			3,810			3,808			7,889			7,458			431		5.78	%
Amortization of intangible assets		1,969			1,117			981			2,951			2,280			671		29.43	%
Software		4,427			4,422			4,022			8,449			8,476			(27	)	(0.32	)%
Data processing		2,840			2,609			2,609			5,448			5,157			291		5.64	%
Accounting and professional fees		1,934			3,146			2,010			3,944			5,805			(1,861	)	(32.06	)%
Advertising and marketing		1,883			1,610			2,897			4,780			4,618			162		3.51	%
FDIC and other insurance		2,676			1,861			2,590			5,267			5,983			(716	)	(11.97	)%
Acquisition related		17,256			—			420			17,676			147			17,529		N/M
Other expenses		11,276			9,939			11,971			23,246			20,355			2,891		14.20	%
Total expenses		108,534			82,348			87,971			196,505			167,646			28,859		17.21	%
Income before income tax, corporate allocation and noncontrolling interest		35,923			38,285			43,840			79,762			67,120			12,642		18.83	%
Corporate allocation		1,535			1,232			1,396			2,931			2,301			630		27.38	%
Income before income tax provision and noncontrolling interest		37,458			39,517			45,236			82,693			69,421			13,272		19.12	%
Provision for income tax expense		7,814			5,130			4,681			12,495			9,235			3,260		35.30	%
Net income		29,644			34,387			40,555			70,198			60,186			10,012		16.64	%
Noncontrolling interest		(124	)		(58	)		42			(82	)		62			(144	)	(232.26	)%
Net income attributable to TowneBank	$	29,520		$	34,329		$	40,597		$	70,116		$	60,248		$	9,868		16.38	%

Efficiency ratio ^(non-GAAP)		70.73	%		67.43	%		64.83	%		67.95	%		70.81	%		(2.86	)%	(4.04	)%

TOWNEBANK
Mortgage Segment Financial Information (unaudited)
(dollars in thousands)


	Three Months Ended									Six Months Ended						Increase/(Decrease)
	June 30,						March 31,			June 30,						YTD 2025 over 2024
		2025			2024			2025			2025			2024		Amount			Percent
Revenue
Residential mortgage brokerage income, net	$	14,083		$	13,997		$	10,580		$	24,664		$	24,795		$	(131	)	(0.53	)%
Income (loss) from unconsolidated subsidiary		83			68			42			125			97			28		28.87	%
Net interest and other income		1,095			1,230			1,110			2,205			1,999			206		10.31	%
Total revenue		15,261			15,295			11,732			26,994			26,891			103		0.38	%

Provision for credit losses		198			(7	)		53			251			92			159		172.83	%

Expenses
Salaries and employee benefits		7,315			6,803			7,031			14,346			13,459			887		6.59	%
Occupancy		1,098			1,062			939			2,036			2,124			(88	)	(4.14	)%
Furniture and equipment		151			149			195			346			327			19		5.81	%
Amortization of intangible assets		—			144			—			—			287			(287	)	(100.00	)%
Software		790			876			727			1,517			1,663			(146	)	(8.78	)%
Data processing		198			170			163			360			318			42		13.21	%
Accounting and professional fees		157			142			226			383			376			7		1.86	%
Advertising and marketing		420			448			389			809			830			(21	)	(2.53	)%
FDIC and other insurance		117			94			96			213			196			17		8.67	%
Acquisition related		1,481			—			—			1,481			—			1,481		100.00	%
Other expenses		2,728			2,535			2,461			5,191			4,757			434		9.12	%
Total expenses		14,455			12,423			12,227			26,682			24,337			2,345		9.64	%

Income before income tax, corporate allocation and noncontrolling interest		608			2,879			(548	)		61			2,462			(2,401	)	(97.52	)%
Corporate allocation		(519	)		(490	)		(350	)		(869	)		(838	)		(31	)	3.70	%
Income before income tax provision and noncontrolling interest		89			2,389			(898	)		(808	)		1,624			(2,432	)	(149.75	)%
Provision for income tax expense		(41	)		482			(240	)		(281	)		280			(561	)	(200.36	)%
Net income		130			1,907			(658	)		(527	)		1,344			(1,871	)	(139.21	)%
Noncontrolling interest		(308	)		(411	)		(117	)		(425	)		(526	)		101		19.20	%
Net income attributable to TowneBank	$	(178	)	$	1,496		$	(775	)	$	(952	)	$	818		$	(1,770	)	(216.38	)%

Efficiency ratio excluding gain on equity investment ^(non-GAAP)		94.72	%		80.28	%		104.22	%		98.84	%		89.44	%		9.40	%	10.51	%

TOWNEBANK
Resort Property Management Segment Financial Information (unaudited)
(dollars in thousands)


	Three Months Ended									Six Months Ended						Increase/(Decrease)
	June 30,						March 31,			June 30,						YTD 2025 over 2024
		2025			2024			2025			2025			2024		Amount			Percent
Revenue
Property management fees, net	$	15,556		$	14,312		$	19,500			35,056			31,085			3,971		12.77	%
Net interest and other income		24			85			13			37			102			(65	)	(63.73	)%
Total revenue		15,580			14,397			19,513			35,093			31,187			3,906		12.52	%

Expenses
Salaries and employee benefits		5,250			5,567			5,448			10,698			11,099			(401	)	(3.61	)%
Occupancy		574			749			614			1,189			1,257			(68	)	(5.41	)%
Furniture and equipment		385			447			405			791			863			(72	)	(8.34	)%
Amortization of intangible assets		637			637			637			1,273			1,170			103		8.80	%
Software		877			923			859			1,736			1,531			205		13.39	%
Data processing		1,339			1,720			944			2,283			2,822			(539	)	(19.10	)%
Accounting and professional fees		236			320			126			362			472			(110	)	(23.31	)%
Advertising and marketing		750			1,333			892			1,641			2,371			(730	)	(30.79	)%
FDIC and other insurance		113			74			67			180			109			71		65.14	%
Acquisition related		—			19			—			—			466			(466	)	(100.00	)%
Other expenses		427			482			2,613			3,040			1,424			1,616		113.48	%
Total expenses		10,588			12,271			12,605			23,193			23,584			(391	)	(1.66	)%

Income before income tax, corporate allocation and noncontrolling interest		4,992			2,126			6,908			11,900			7,603			4,297		56.52	%
Corporate allocation		(316	)		—			(320	)		(636	)		—			(636	)	N/M
Income before income tax provision and noncontrolling interest		4,676			2,126			6,588			11,264			7,603			3,661		48.15	%
Provision for income tax expense		1,227			681			1,629			2,856			2,039			817		40.07	%
Net income		3,449			1,445			4,959			8,408			5,564			2,844		51.11	%
Noncontrolling interest		—			286			(220	)		(220	)		(159	)		(61	)	(38.36	)%
Net income attributable to TowneBank	$	3,449		$	1,731		$	4,739		$	8,188		$	5,405		$	2,783		51.49	%

Efficiency ratio excluding gain on equity investment ^(non-GAAP)		63.87	%		80.81	%		61.33	%		62.46	%		71.87	%		(9.41	)%	(13.09	)%

TOWNEBANK
Insurance Segment Financial Information (unaudited)
(dollars in thousands)


	Three Months Ended									Six Months Ended						Increase/(Decrease)
	June 30,						March 31,			June 30,						YTD 2025 over 2024
		2025			2024			2025			2025			2024		Amount			Percent
Commission and fee income
Property and casualty	$	23,306		$	22,225		$	23,322		$	46,629		$	42,947		$	3,682		8.57	%
Employee benefits		4,596			4,404			4,725			9,320			9,230			90		0.98	%
Specialized benefit services		—			—			—			—			9			(9	)	(100.00	)%
Total commissions and fees		27,902			26,629			28,047			55,949			52,186			3,763		7.21	%

Contingency and bonus revenue		3,034			2,951			3,620			6,654			7,454			(800	)	(10.73	)%
Other income		4			6			4			8			17			(9	)	(52.94	)%
Total revenue		30,940			29,586			31,671			62,611			59,657			2,954		4.95	%

Employee commission expense		5,008			4,771			5,050			10,058			9,283			775		8.35	%
Revenue, net of commission expense		25,932			24,815			26,621			52,553			50,374			2,179		4.33	%

Salaries and employee benefits		12,947			12,339			12,915			25,862			25,055			807		3.22	%
Occupancy		777			712			801			1,578			1,504			74		4.92	%
Furniture and equipment		153			228			213			366			464			(98	)	(21.12	)%
Amortization of intangible assets		1,373			1,400			1,408			2,781			2,807			(26	)	(0.93	)%
Software		741			835			685			1,426			1,486			(60	)	(4.04	)%
Data processing		133			107			119			253			225			28		12.44	%
Accounting and professional fees		212			180			291			503			315			188		59.68	%
Advertising and marketing		175			133			294			471			287			184		64.11	%
FDIC and other insurance		126			104			107			233			203			30		14.78	%
Acquisition related		—			—			—			—			1			(1	)	(100.00	)%
Other expenses		451			904			900			1,348			1,661			(313	)	(18.84	)%
Total operating expenses		17,088			16,942			17,733			34,821			34,008			813		2.39	%
Income before income tax, corporate allocation and noncontrolling interest		8,844			7,873			8,888			17,732			16,366			1,366		8.35	%
Corporate allocation		(700	)		(742	)		(726	)		(1,426	)		(1,463	)		37		2.53	%
Income before income tax provision and noncontrolling interest		8,144			7,131			8,162			16,306			14,903			1,403		9.41	%
Provision for income tax expense		2,098			1,831			2,131			4,229			3,831			398		10.39	%
Net income		6,046			5,300			6,031			12,077			11,072			1,005		9.08	%
Noncontrolling interest		—			—			—			—			—			—		—	%
Net income attributable to TowneBank	$	6,046		$	5,300		$	6,031		$	12,077		$	11,072		$	1,005		9.08	%

Provision for income taxes		2,098			1,831			2,131			4,229			3,831			398		10.39	%
Depreciation, amortization and interest expense		1,489			1,528			1,527			3,016			3,083			(67	)	(2.17	)%
EBITDA ^(non-GAAP)	$	9,633		$	8,659		$	9,689		$	19,322		$	17,986		$	1,336		7.43	%

Efficiency ratio ^(non-GAAP)		60.60	%		62.63	%		61.32	%		60.97	%		61.94	%		(0.97	)%	(1.57	)%

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands)

	Three Months Ended									Six Months Ended
	June 30,			June 30,			March 31,			June 30,			June 30,
		2025			2024			2025			2025			2024

Return on average assets (GAAP)		0.86	%		1.01	%		1.19	%		1.02	%		0.92	%
Impact of excluding average goodwill and other intangibles and amortization		0.10	%		0.10	%		0.10	%		0.10	%		0.09	%
Return on average tangible assets (non-GAAP)		0.96	%		1.11	%		1.29	%		1.12	%		1.01	%

Return on average equity (GAAP)		7.12	%		8.43	%		9.50	%		8.29	%		7.63	%
Impact of excluding average goodwill and other intangibles and amortization		3.27	%		3.60	%		3.58	%		3.44	%		3.32	%
Return on average tangible equity (non-GAAP)		10.39	%		12.03	%		13.08	%		11.73	%		10.95	%

Return on average common equity (GAAP)		7.14	%		8.49	%		9.57	%		8.34	%		7.69	%
Impact of excluding average goodwill and other intangibles and amortization		3.30	%		3.67	%		3.64	%		3.48	%		3.38	%
Return on average tangible common equity (non-GAAP)		10.44	%		12.16	%		13.21	%		11.82	%		11.07	%

Book value (GAAP)	$	29.58		$	27.62		$	29.19		$	29.58		$	27.62
Impact of excluding average goodwill and other intangibles and amortization		(7.60	)		(6.97	)		(6.83	)		(7.60	)		(6.97	)
Tangible book value (non-GAAP)	$	21.98		$	20.65		$	22.36		$	21.98		$	20.65

Efficiency ratio (GAAP)		72.63	%		70.86	%		67.97	%		70.39	%		72.96	%
Impact of exclusions		(1.92	)%		(1.88	)%		(0.87	)%		(1.41	)%		(1.90	)%
Efficiency ratio (non-GAAP)		70.71	%		68.98	%		67.10	%		68.98	%		71.06	%

Average assets (GAAP)	$	18,056,980		$	16,982,482		$	17,211,862		$	17,636,755		$	16,923,358
Less: average goodwill and intangible assets		567,250			525,122			516,661			542,095			523,899
Average tangible assets (non-GAAP)	$	17,489,730		$	16,457,360		$	16,695,201		$	17,094,660		$	16,399,459

Average equity (GAAP)	$	2,188,322		$	2,045,622		$	2,160,014		$	2,174,246		$	2,042,948
Less: average goodwill and intangible assets		567,250			525,122			516,661			542,095			523,899
Average tangible equity (non-GAAP)	$	1,621,072		$	1,520,500		$	1,643,353		$	1,632,151		$	1,519,049

Average common equity (GAAP)	$	2,180,687		$	2,029,150		$	2,143,806		$	2,162,348		$	2,026,659
Less: average goodwill and intangible assets		567,250			525,122			516,661			542,095			523,899
Average tangible common equity (non-GAAP)	$	1,613,437		$	1,504,028		$	1,627,145		$	1,620,253		$	1,502,760

Net income (GAAP)	$	38,837		$	42,856		$	50,592		$	89,429		$	77,543
Amortization of intangibles, net of tax		3,143			2,605			2,391			5,534			5,170
Tangible net income (non-GAAP)	$	41,980		$	45,461		$	52,983		$	94,963		$	82,713

Total revenue (GAAP)	$	207,442		$	174,970		$	192,044		$	399,486		$	342,072
Net (gain)/loss on investment securities/equity investments		—			—			(2,000	)		(2,000	)		(74	)
Total revenue for efficiency calculation (non-GAAP)	$	207,442		$	174,970		$	190,044		$	397,486		$	341,998

Noninterest expense (GAAP)	$	150,665		$	123,984		$	130,536		$	281,201		$	249,575
Less: amortization of intangibles		3,979			3,298			3,026			7,005			6,544
Noninterest expense net of amortization (non-GAAP)	$	146,686		$	120,686		$	127,510		$	274,196		$	243,031

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands, except per share data)


Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability	Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
		2025			2025			2024			2024			2024
Net income available to common shareholders (GAAP)	$	38,837		$	50,592		$	41,265		$	42,949		$	42,856

Adjustments
Plus: Acquisition-related expenses, net of tax		15,291			389			250			460			18
Plus: Initial provision for acquired loans, net of tax		4,926			—			—			—			—
Plus: FDIC special assessment, net of tax		—			—			—			—			(310	)
Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests		2,286			—			—			—			—
Less: Gain on sale of equity investments, net of noncontrolling interest		—			—			(99	)		(16	)		—
Total adjustments, net of taxes		22,503			389			151			444			(292	)
Core operating earnings, excluding certain items affecting comparability (non-GAAP)	$	61,340		$	50,981		$	41,416		$	43,393		$	42,564
Annualized interest impact of Series IV Notes, net of tax		42			42			—			—			—
Core net income for diluted EPS (non-GAAP)	$	61,382		$	51,023		$	41,416		$	43,393		$	42,564

Weighted average diluted shares		75,540,822			75,527,713			75,318,578			75,141,661			75,037,955
Diluted EPS (GAAP)	$	0.51		$	0.67		$	0.55		$	0.57		$	0.57
Diluted EPS, excluding certain items affecting comparability (non-GAAP)	$	0.81		$	0.68		$	0.55		$	0.58		$	0.57
Average assets	$	18,056,980		$	17,211,862		$	17,349,128		$	17,028,141		$	16,982,482
Average tangible equity	$	1,621,072		$	1,643,353		$	1,628,420		$	1,582,830		$	1,520,500
Average tangible common equity	$	1,613,437		$	1,627,145		$	1,612,087		$	1,566,455		$	1,504,028
Return on average assets, excluding certain items affecting comparability (non-GAAP)		1.36	%		1.20	%		0.95	%		1.01	%		1.01	%
Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)		15.95	%		13.17	%		10.72	%		11.53	%		11.95	%
Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)		16.03	%		13.30	%		10.82	%		11.65	%		12.08	%
Efficiency ratio, excluding certain items affecting comparability (non-GAAP)		61.68	%		66.87	%		70.12	%		70.67	%		68.96	%

TOWNEBANK
Reconciliation of Non-GAAP Financial Measures
(dollars in thousands, except per share data)


Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability	Six Months Ended
	June 30,			June 30,
		2025			2024
Net income (GAAP)	$	89,429		$	77,543

Adjustments
Plus: Acquisition-related expenses, net of tax		15,680			582
Plus: FDIC special assessment, net of tax		—			711
Plus: Initial provision for acquired loans, net of tax		4,926			—
Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests		2,286			—
Total adjustments, net of taxes		22,892			1,293
Core operating earnings, excluding certain items affecting comparability (non-GAAP)	$	112,321		$	78,836
Annualized interest impact of Series IV Notes, net of tax		84			—
Core net income for diluted EPS (non-GAAP)	$	112,405		$	78,836
Weighted average diluted shares		75,535,484			75,002,469
Diluted EPS (GAAP)	$	1.19		$	1.03
Diluted EPS, excluding certain items affecting comparability (non-GAAP)	$	1.49		$	1.05
Average assets	$	17,636,755		$	16,923,358
Average tangible equity	$	1,632,151		$	1,519,049
Average tangible common equity	$	1,620,253		$	1,502,760
Return on average assets, excluding certain items affecting comparability (non-GAAP)		1.28	%		0.94	%
Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)		14.56	%		11.12	%
Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)		14.67	%		11.24	%
Efficiency ratio, excluding certain items affecting comparability (non-GAAP)		64.16	%		70.88	%

The MIL Network –

July 24, 2025

MIL-OSI: SOUTHERN MISSOURI BANCORP REPORTS PRELIMINARY RESULTS FOR FOURTH QUARTER OF FISCAL 2025; DECLARES QUARTERLY DIVIDEND OF $0.25 PER COMMON SHARE; CONFERENCE CALL SCHEDULED FOR THURSDAY, JULY 24, AT 9:30 AM CENTRAL TIME

Source: GlobeNewswire (MIL-OSI)

Poplar Bluff, Missouri, July 23, 2025 (GLOBE NEWSWIRE) — Southern Missouri Bancorp, Inc. (“Company”) (NASDAQ: SMBC), the parent corporation of Southern Bank (“Bank”), today announced preliminary net income for the fourth quarter of fiscal 2025 of $15.8 million, an increase of $2.3 million or 16.7%, as compared to the same period of the prior fiscal year. The increase was primarily attributable to higher net interest income and lower provision for income taxes. This was partially offset by higher provision for credit loss (PCL), noninterest expense, and lower noninterest income. Preliminary net income was $1.39 per fully diluted common share for the fourth quarter of fiscal 2025, an increase of $0.20 as compared to the $1.19 per fully diluted common share reported for the same period of the prior fiscal year. For the full fiscal year 2025, preliminary net income of $58.6 million was an increase of $8.4 million as compared to fiscal 2024, while diluted earnings per share for fiscal 2025 were $5.18, an increase of $0.76 as compared to the $4.42 per fully diluted common share for fiscal 2024.

Highlights for the fourth quarter of fiscal 2025:

Earnings per common share (diluted) were $1.39, up $0.20, or 16.8%, as compared to the same quarter a year ago, and remained unchanged from the third quarter of fiscal 2025, the linked quarter.
Annualized return on average assets (ROA) was 1.27%, while annualized return on average common equity (ROE) was 11.8%, as compared to 1.17% and 11.2%, respectively, in the same quarter a year ago, and 1.27% and 12.1%, respectively, in the third quarter of fiscal 2025, the linked quarter.
Net interest margin for the quarter was 3.46%, up from the 3.25% reported for the year ago period, and up from 3.39% reported for the third quarter of fiscal 2025, the linked quarter. Net interest income increased $5.2 million, or 14.9% as compared to the same quarter a year ago, and increased $854,000, or 2.2% as compared to the third quarter of fiscal 2025, the linked quarter.
Noninterest income was down 6.3% for the quarter, as compared to the year ago period, but up 9.2% as compared to the third quarter of fiscal 2025, the linked quarter. The decrease compared to the year ago period was primarily due to tax credit benefits recorded in the prior fiscal year as noninterest income, but recognized in the current period as a direct reduction from the provision for income taxes under the proportional amortization method of ASU 2023-02. In addition, the Company realized a modest negative adjustment to the value of mortgage servicing rights. The increase in non-interest income compared to the linked quarter was largely due to additional card network fees based on volume incentives totaling $537,000.
Gross loan balances increased by $76.2 million during the fourth quarter, and increased by $249.9 million, or 6.5% during all of fiscal 2025.
PCL was $2.5 million during the fourth quarter of fiscal 2025, a $1.6 million increase from both the year ago period and the third quarter of fiscal 2025, the linked quarter. The increase was primarily driven by higher net charge-offs, largely stemming from a previously identified non-performing special-purpose commercial real estate credit relationship disclosed in the prior quarter and to support loan growth. See “Balance Sheet Summary” below for more detailed information regarding this credit relationship.
Deposit balances increased by $19.9 million during the fourth quarter, and increased by $338.3 million, or 8.6% during all of fiscal 2025.
Cash equivalents and time deposits balances decreased by $34.0 million during the fourth quarter, and increased $131.7 million during all of fiscal 2025, which was driven by deposit growth and earnings retention after cash dividends paid outpacing gross loan and other asset growth.
Tangible book value per share was $41.87, having increased by $5.19, or 14.1%, as compared to June 30, 2024.

Dividend Declared:

The Board of Directors, on July 22, 2025, declared a quarterly cash dividend on common stock of $0.25 per share, payable August 29, 2025, to stockholders of record at the close of business on August 15, 2025, marking the 125th consecutive quarterly dividend since the inception of the Company. The dividend represents an increase of $0.02 per share, or 8.7%, as compared to the previous quarterly dividend payment. The Board of Directors and management believe the payment of a quarterly cash dividend enhances stockholder value and demonstrates our commitment to and confidence in our future prospects.

Conference Call:

The Company will host a conference call to review the information provided in this press release on Thursday, July 24, 2025, at 9:30 a.m., central time. The call will be available live to interested parties by calling 1-833-470-1428 in the United States and from all other locations. Participants should use participant access code 617584. Telephone playback will be available beginning one hour following the conclusion of the call through July 29, 2025. The playback may be accessed by dialing 1-866-813-9403, and using the conference passcode 612450.

Balance Sheet Summary:

The Company experienced balance sheet growth in fiscal 2025, with total assets of $5.0 billion at June 30, 2025, reflecting an increase of $415.3 million, or 9.0%, as compared to June 30, 2024. Growth primarily reflected an increase in net loans receivable, cash equivalents, and available-for-sale (AFS) securities.

Cash equivalents and time deposits were $193.1 million at June 30, 2025, an increase of $131.7 million, or 214.5%, as compared to June 30, 2024. Compared to March 31, 2025, the linked quarter, cash equivalents decreased $34.0 million, or 15.0%, primarily utilized to fund loan growth, which was partially offset by deposit growth and earnings retention after cash dividends paid. AFS securities were $460.8 million at June 30, 2025, up $32.9 million, or 7.7%, as compared to June 30, 2024.

Loans, net of the allowance for credit losses (ACL), were $4.0 billion at June 30, 2025, an increase of $250.8 million, or 6.6%, as compared to June 30, 2024. Gross loans increased by $249.9 million, while the ACL attributable to outstanding loan balances decreased $887,000, or 1.7%, as compared to June 30, 2024. The increase in loan balances was attributable to growth in residential real estate loans, commercial and industrial loans, drawn construction loan balances, multi-family real estate loans, and agricultural production draws. This was partially offset by payoffs and paydowns in non-owner occupied commercial real estate and consumer loans. The table below illustrates changes in loan balances by type over recent periods:


Summary Loan Data as of:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands)	2025		2025		2024		2024		2024

1-4 residential real estate	$	991,553	$	978,908	$	967,196	$	942,916	$	925,397
Non-owner occupied commercial real estate		888,317		897,125		882,484		903,678		899,770
Owner occupied commercial real estate		442,984		440,282		435,392		438,030		427,476
Multi-family real estate		422,758		405,445		376,081		371,177		384,564
Construction and land development		332,405		323,499		393,388		351,481		290,541
Agriculture real estate		244,983		247,027		239,912		239,787		232,520
Total loans secured by real estate		3,323,000		3,292,286		3,294,453		3,247,069		3,160,268

Commercial and industrial		510,259		488,116		484,799		457,018		450,147
Agriculture production		206,128		186,058		188,284		200,215		175,968
Consumer		55,387		54,022		56,017		58,735		59,671
All other loans		5,102		3,216		3,628		3,699		3,981
Total loans		4,099,876		4,023,698		4,027,181		3,966,736		3,850,035

Deferred loan fees, net		(178)		(189)		(202)		(218)		(232)
Gross loans		4,099,698		4,023,509		4,026,979		3,966,518		3,849,803
Allowance for credit losses		(51,629)		(54,940)		(54,740)		(54,437)		(52,516)
Net loans	$	4,048,069	$	3,968,569	$	3,972,239	$	3,912,081	$	3,797,287

Loans anticipated to fund in the next 90 days totaled $224.1 million at June 30, 2025, as compared to $163.3 million at March 31, 2025, and $157.1 million at June 30, 2024.

The Bank’s concentration in non-owner occupied commercial real estate loans is estimated at 301.9% of Tier 1 capital and ACL at June 30, 2025, as compared to 317.5% as of June 30, 2024, with these loans representing 40.1% of total loans at June 30, 2025. Multi-family residential real estate, hospitality (hotels/restaurants), care facilities, strip centers, retail stand-alone, and storage units are the most common collateral types within the non-owner occupied commercial real estate loan portfolio. The multi-family residential real estate loan portfolio commonly includes loans collateralized by properties currently in the low-income housing tax credit (LIHTC) program or that have exited the program. The hospitality and retail stand-alone segments include primarily franchised businesses; care facilities consisting mainly of skilled nursing and assisted living centers; and strip centers, which can be defined as non-mall shopping centers with a variety of tenants. Non-owner occupied office property types included 33 loans totaling $24.3 million, or 0.59% of total loans at June 30, 2025, none of which were adversely classified as of June 30, 2025, and are generally comprised of smaller spaces with diverse tenants. The Company continues to monitor its commercial real estate concentration and the individual segments closely.

Nonperforming loans (NPLs) were $23.0 million, or 0.56% of gross loans, at June 30, 2025, as compared to $6.7 million, or 0.17% of gross loans, at June 30, 2024. Nonperforming assets (NPAs) were $23.7 million, or 0.47% of total assets, at June 30, 2025, as compared to $10.6 million, or 0.23% of total assets, at June 30, 2024. The rise in NPAs reflects an increase in NPLs, which was partially offset by a decrease in other real estate owned. Compared to March 31, 2025, the linked quarter, NPAs declined $104,000. The year-over-year increase in NPLs was primarily driven by several commercial relationships added during the third and fourth quarters of fiscal 2025, along with the addition of other smaller loans throughout the year, partially offset by net charge-offs. In the fourth quarter, a $5.7 million construction loan related to the development of a senior living facility was placed on nonaccrual status. As previously disclosed in the third quarter, three commercial loans with common guarantors, which are primarily secured by two non-owner-occupied, special-purpose commercial properties located in different states, were also added to NPLs. These properties, which were previously leased to a single tenant that has since become insolvent, are now vacant. Some guarantors are shared across these three loans. The total balance of these three loans at fiscal year end 2025 was $6.2 million, after recognition of $3.8 million charge-offs in the current quarter that were previously reserved for in the linked quarter.

The ACL at June 30, 2025, totaled $51.6 million, representing 1.26% of gross loans and 224% of nonperforming loans, as compared to an ACL of $52.5 million, representing 1.36% of gross loans and 786% of nonperforming loans, at June 30, 2024. The Company has estimated its expected credit losses as of June 30, 2025, under ASC 326-20, and management believes the ACL as of that date was adequate based on that estimate. There remains, however, significant uncertainty as borrowers adjust to relatively high market interest rates, although the Federal Reserve has reduced short-term rates somewhat during this fiscal year. The decrease in the ACL was primarily attributable to net charge-offs, which reduced the required reserves for individually evaluated loans, as well as a decline in certain qualitative adjustments relevant to assessing expected credit losses. This decrease was partially offset by higher required reserves for pooled loans, reflecting management’s updated view of a deteriorating economic outlook and an increase in modeled loss drivers compared to the prior assessment as of June 30, 2024. Additional provisions were also recorded to support loan growth and overdraft exposures during fiscal year 2025. As a percentage of average loans outstanding, the Company recorded net charge offs of 0.53% (annualized) during the current quarter, as compared to 0.06% for the same quarter of the prior fiscal year. In the three-month period ended June 30, 2025, net charge offs were $5.3 million, with the increase from prior periods primarily attributable to the $3.8 million special-purpose CRE charge off noted above, and a $742,000 commercial and industrial charge off related to a commercial contractor. For fiscal year 2025, net charge offs as a percentage of average loans were 0.17%, as compared to 0.05% for fiscal year 2024.

Total liabilities were $4.5 billion at June 30, 2025, an increase of $359.3 million, or 8.7%, as compared to June 30, 2024. Growth primarily reflected increases in total deposits, other liabilities, accrued interest and income taxes payable, and securities sold under agreement to repurchase.

Deposits were $4.3 billion at June 30, 2025, an increase of $338.3 million, or 8.6%, as compared to June 30, 2024. The deposit portfolio saw increases in certificates of deposit and savings accounts, as customers remained willing to move balances into special rate time deposits and high yield savings accounts in the higher rate environment. Public unit balances totaled $550.8 million at June 30, 2025, a decrease of $43.8 million compared to June 30, 2024, mostly due to the Company losing the bid to retain a larger local public unit depositor early in the fiscal year. Brokered deposits totaled $233.6 million at June 30, 2025, an increase of $61.9 million as compared to June 30, 2024. The average loan-to-deposit ratio for the fourth quarter of fiscal 2025 was 94.5%, as compared to 96.3% for the same period of the prior fiscal year. The period end loan-to-deposit ratios were 95.8% and 97.6% as of June 30, 2024, and 2025, respectively. The table below illustrates changes in deposit balances by type over recent periods:


Summary Deposit Data as of:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands)	2025		2025		2024		2024		2024

Non-interest bearing deposits	$	508,110	$	513,418	$	514,199	$	503,209	$	514,107
NOW accounts		1,132,298		1,167,296		1,211,402		1,128,917		1,239,663
MMDAs – non-brokered		329,837		345,810		347,271		320,252		334,774
Brokered MMDAs		1,414		2,013		3,018		12,058		2,025
Savings accounts		661,115		626,175		573,291		556,030		517,084
Total nonmaturity deposits		2,632,774		2,654,712		2,649,181		2,520,466		2,607,653

Certificates of deposit – non-brokered		1,414,945		1,373,109		1,310,421		1,258,583		1,163,650
Brokered certificates of deposit		233,649		233,561		251,025		261,093		171,756
Total certificates of deposit		1,648,594		1,606,670		1,561,446		1,519,676		1,335,406

Total deposits	$	4,281,368	$	4,261,382	$	4,210,627	$	4,040,142	$	3,943,059

Public unit nonmaturity accounts	$	435,632	$	472,010	$	482,406	$	447,638	$	541,445
Public unit certificates of deposit		115,204		103,741		83,506		62,882		53,144
Total public unit deposits	$	550,836	$	575,751	$	565,912	$	510,520	$	594,589

FHLB advances were $104.1 million at June 30, 2025, an increase of $2.0 million, or 2.0%, as compared to June 30, 2024.

The Company’s stockholders’ equity was $544.7 million at June 30, 2025, an increase of $55.9 million, or 11.4%, as compared to June 30, 2024. The increase was attributable primarily to earnings retained after cash dividends paid, in combination with a $6.1 million reduction in accumulated other comprehensive losses (AOCL) as the market value of the Company’s investments appreciated due to the decrease in market interest rates. The AOCL totaled $11.4 million at June 30, 2025, as compared to $17.5 million at June 30, 2024. The Company does not hold any securities classified as held-to-maturity.

Quarterly Income Statement Summary:

The Company’s net interest income for the three-month period ended June 30, 2025, was $40.3 million, an increase of $5.2 million, or 14.9%, as compared to the same period of the prior fiscal year. The increase was attributable to a 7.9% increase in the average balance of interest-earning assets in the current three-month period compared to the same period a year ago, and an increase of 21 basis points in the net interest margin, from 3.25% to 3.46%. The primary driver of the net interest margin expansion, compared to the year ago period, was the cost of interest-bearing liabilities decreasing 20 basis points, while the yield on interest-earning assets increased seven basis points. The overall increase in spread of 27 basis points was partially offset by a lower level of average interest-earning assets to average interest-bearing liabilities totaling 120.6% at June 30, 2025, down 1.1 percentage points compared to the year ago period, due to stronger deposit growth.

Loan discount accretion and deposit premium amortization related to the November 2018 acquisition of First Commercial Bank, the May 2020 acquisition of Central Federal Savings & Loan Association, the February 2022 merger of FortuneBank, and the January 2023 acquisition of Citizens Bank & Trust resulted in $612,000 in net interest income for the three-month period ended June 30, 2025, as compared to $1.1 million in net interest income for the same period a year ago. Combined, this component of net interest income contributed five basis points to net interest margin in the three-month period ended June 30, 2025, as compared to a ten basis point contribution for the same period of the prior fiscal year, and as compared to a 13-basis point contribution in the linked quarter, ended March 31, 2025, when net interest margin was 3.39%.

The Company recorded a PCL of $2.5 million in the three-month period ended June 30, 2025, as compared to a PCL of $900,000 in the same period of the prior fiscal year. The current period PCL was the result of a $2.0 million provision attributable to the ACL for loan balances outstanding and a $475,000 provision attributable to the allowance for off-balance sheet credit exposures. The increase was primarily attributable to providing for net charge-offs and to support loan growth, in addition to an increase in unfunded balances and an increase in the expected funding rate on available credit.

The Company’s noninterest income for the three-month period ended June 30, 2025, was $7.3 million, a decrease of $487,000, or 6.3%, as compared to the same period of the prior fiscal year. The decrease was attributable to lower other noninterest income and loan servicing fees. The decrease in other noninterest income was associated with the change in accounting for realization of tax credits, as the Company has adopted the proportional amortization method under ASU 2023-02, which results in a direct reduction to the provision for income taxes in fiscal 2025. The tax credit benefit recognized in other noninterest income in the three-month period ended June 2024 was $675,000. Loan servicing fees were negatively impacted by the recognition of a change in the fair value of mortgage servicing rights, which in the fourth quarter of fiscal 2025 resulted in a negative adjustment of $108,000, as compared to a benefit of $131,000 in the same period a year ago, due to changes in market rates and prepayment assumptions. These decreases as compared to the prior year period were partially offset by increases in other loan fees attributable to increased loan originations and higher deposit account charges and related fees primarily attributable to an increase in non-sufficient fund activity and an increase in maintenance and activity fees collected.

Noninterest expense for the three-month period ended June 30, 2025, was $26.0 million, an increase of $974,000, or 3.9%, as compared to the same period of the prior fiscal year. The increase as compared to the year-ago period was primarily attributable to increases in legal and professional fees, data processing expense, and other noninterest expense. The Company experienced elevated legal and professional fees associated with consulting costs to negotiate a new contract with a large vendor totaling $425,000. Data processing expense increased due to an increase in third party ancillary software expenses and one-time reclassification of data processing expenses to other categories in the year-ago period. The increase in other noninterest expense was primarily due to card fraud losses and deposit product expenses. These increases as compared to the prior year period were partially offset by decreases in intangible amortization expense, as the core deposit intangible recognized in an older merger was fully amortized in the second quarter of fiscal 2025, and by reduced telecommunication expenses.

The efficiency ratio for the three-month period ended June 30, 2025, was 54.6%, as compared to 58.3% in the same period of the prior fiscal year. The improvement was attributable to net interest income growing faster than operating expenses.

The income tax provision was $3.4 million for the three-month period ended June 30, 2025, and for the same period of the prior fiscal year. The effective tax rate for the fourth quarter of fiscal year 2025 was 17.5%, as compared to 20.2% in the same period of the prior fiscal year. The decrease in the effective tax rate was primarily attributable to a $701,000 income tax benefit from the recognition of tax credits utilizing the proportional amortization method under ASC 2023-02. In the same period of the prior fiscal year, similar benefits were recognized through noninterest income.

Forward-Looking Information:

Except for the historical information contained herein, the matters discussed in this press release may be deemed to be forward-looking statements that are subject to known and unknown risks, uncertainties, and other factors that could cause the actual results to differ materially from the forward-looking statements, including: potential adverse impacts to the economic conditions in the Company’s local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, expected cost savings, synergies and other benefits from our merger and acquisition activities might not be realized to the extent expected, within the anticipated time frames, or at all, and costs or difficulties relating to integration matters, including but not limited to customer and employee retention and labor shortages, might be greater than expected and goodwill impairment charges might be incurred; the strength of the United States economy in general and the strength of local economies in which we conduct operations; fluctuations in interest rates and the possibility of a recession; monetary and fiscal policies of the FRB and the U.S. Government and other governmental initiatives affecting the financial services industry; potential imposition of new or increased tariffs or changes to existing trade policies that could affect economic activity or specific industry sectors; the risks of lending and investing activities, including 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; our ability to access cost-effective funding; the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors’ products and services; fluctuations in real estate values in both residential and commercial real estate markets, as well as agricultural business conditions; demand for loans and deposits; legislative or regulatory changes that adversely affect our business; changes in accounting principles, policies, or guidelines; results of regulatory examinations, including the possibility that a regulator may, among other things, require an increase in our reserve for credit losses or write-down of assets; the impact of technological changes; and our success at managing the risks involved in the foregoing. Any forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed might not occur, and you should not put undue reliance on any forward-looking statements.

Southern Missouri Bancorp, Inc.
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION


Summary Balance Sheet Data as of:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands, except per share data)	2025			2025			2024			2024			2024

Cash equivalents and time deposits	$	193,105		$	227,136		$	146,078		$	75,591		$	61,395
Available for sale (AFS) securities		460,844			462,930			468,060			420,209			427,903
FHLB/FRB membership stock		18,500			18,269			18,099			18,064			17,802
Loans held for sale		431			—			—			—			—
Loans receivable, gross		4,099,698			4,023,509			4,026,979			3,966,518			3,849,803
Allowance for credit losses		51,629			54,940			54,740			54,437			52,516
Loans receivable, net		4,048,069			3,968,569			3,972,239			3,912,081			3,797,287
Bank-owned life insurance		75,691			75,156			74,643			74,119			73,601
Intangible assets		73,721			74,677			75,399			76,340			77,232
Premises and equipment		95,982			95,987			96,418			96,087			95,952
Other assets		53,264			53,772			56,738			56,709			53,144
Total assets	$	5,019,607		$	4,976,496		$	4,907,674		$	4,729,200		$	4,604,316

Interest-bearing deposits	$	3,773,258		$	3,747,964		$	3,696,428		$	3,536,933		$	3,428,952
Noninterest-bearing deposits		508,110			513,418			514,199			503,209			514,107
Securities sold under agreements to repurchase		15,000			15,000			15,000			15,000			9,398
FHLB advances		104,072			104,072			107,070			107,069			102,050
Other liabilities		51,267			44,057			39,424			38,191			37,905
Subordinated debt		23,208			23,195			23,182			23,169			23,156
Total liabilities		4,474,915			4,447,706			4,395,303			4,223,571			4,115,568

Total stockholders’ equity		544,692			528,790			512,371			505,629			488,748

Total liabilities and stockholders’ equity	$	5,019,607		$	4,976,496		$	4,907,674		$	4,729,200		$	4,604,316

Equity to assets ratio		10.85	%		10.63	%		10.44	%		10.69	%		10.61	%

Common shares outstanding		11,299,467			11,299,962			11,277,167			11,277,167			11,277,737
Less: Restricted common shares not vested		50,163			50,658			46,653			56,553			57,956
Common shares for book value determination		11,249,304			11,249,304			11,230,514			11,220,614			11,219,781

Book value per common share	$	48.42		$	47.01		$	45.62		$	45.06		$	43.56
Less: Intangible assets per common share		6.55			6.64			6.71			6.80			6.88
Tangible book value per common share ⁽¹⁾		41.87			40.37			38.91			38.26			36.68
Closing market price		54.78			52.02			57.37			56.49			45.01

(1) Non-GAAP financial measure.


Nonperforming asset data as of:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands)	2025			2025			2024			2024			2024

Nonaccrual loans	$	23,040		$	21,970		$	8,309		$	8,206		$	6,680
Accruing loans 90 days or more past due		—			—			—			—			—
Total nonperforming loans		23,040			21,970			8,309			8,206			6,680
Other real estate owned (OREO)		625			1,775			2,423			3,842			3,865
Personal property repossessed		32			56			37			21			23
Total nonperforming assets	$	23,697		$	23,801		$	10,769		$	12,069		$	10,568

Total nonperforming assets to total assets		0.47	%		0.48	%		0.22	%		0.26	%		0.23	%
Total nonperforming loans to gross loans		0.56	%		0.55	%		0.21	%		0.21	%		0.17	%
Allowance for credit losses to nonperforming loans		224.08	%		250.07	%		658.80	%		663.38	%		786.17	%
Allowance for credit losses to gross loans		1.26	%		1.37	%		1.36	%		1.37	%		1.36	%

Performing modifications to borrowers experiencing financial difficulty	$	26,642		$	23,304		$	24,083		$	24,340		$	24,602


	For the three-month period ended
Quarterly Summary Income Statement Data:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands, except per share data)	2025		2025		2024		2024		2024

Interest income:
Cash equivalents	$	1,698	$	1,585	$	784	$	78	$	541
AFS securities and membership stock		5,586		5,684		5,558		5,547		5,677
Loans receivable		63,354		62,656		63,082		61,753		58,449
Total interest income		70,638		69,925		69,424		67,378		64,667
Interest expense:
Deposits		28,644		28,795		29,538		28,796		27,999
Securities sold under agreements to repurchase		191		189		226		160		125
FHLB advances		1,080		1,076		1,099		1,326		1,015
Subordinated debt		390		386		418		435		433
Total interest expense		30,305		30,446		31,281		30,717		29,572
Net interest income		40,333		39,479		38,143		36,661		35,095
Provision for credit losses		2,500		932		932		2,159		900
Noninterest income:
Deposit account charges and related fees		2,156		2,048		2,237		2,184		1,978
Bank card interchange income		1,839		1,341		1,301		1,499		1,770
Loan late charges		—		—		—		—		170
Loan servicing fees		167		224		232		286		494
Other loan fees		917		843		944		1,063		617
Net realized gains on sale of loans		143		114		133		361		97
Net realized gains (losses) on sale of AFS securities		—		48		—		—		—
Earnings on bank owned life insurance		533		512		522		517		498
Insurance brokerage commissions		368		340		300		287		331
Wealth management fees		825		902		843		730		838
Other noninterest income		332		294		353		247		974
Total noninterest income		7,280		6,666		6,865		7,174		7,767
Noninterest expense:
Compensation and benefits		13,852		13,771		13,737		14,397		13,894
Occupancy and equipment, net		3,745		3,869		3,585		3,689		3,790
Data processing expense		2,573		2,359		2,224		2,171		1,929
Telecommunications expense		312		330		354		428		468
Deposit insurance premiums		601		674		588		472		638
Legal and professional fees		1,165		603		619		1,208		516
Advertising		551		530		442		546		640
Postage and office supplies		336		350		283		306		308
Intangible amortization		857		889		897		897		1,018
Foreclosed property expenses, net		(18)		37		73		12		52
Other noninterest expense		2,002		1,979		2,074		1,715		1,749
Total noninterest expense		25,976		25,391		24,876		25,841		25,002
Net income before income taxes		19,137		19,822		19,200		15,835		16,960
Income taxes		3,351		4,139		4,547		3,377		3,430
Net income		15,786		15,683		14,653		12,458		13,530
Less: Distributed and undistributed earnings allocated
to participating securities		71		71		61		62		69
Net income available to common shareholders	$	15,715	$	15,612	$	14,592	$	12,396	$	13,461

Basic earnings per common share	$	1.40	$	1.39	$	1.30	$	1.10	$	1.19
Diluted earnings per common share		1.39		1.39		1.30		1.10		1.19
Dividends per common share		0.23		0.23		0.23		0.23		0.21
Average common shares outstanding:
Basic		11,250,000		11,238,000		11,231,000		11,221,000		11,276,000
Diluted		11,270,000		11,262,000		11,260,000		11,240,000		11,283,000


	For the three-month period ended
Quarterly Average Balance Sheet Data:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands)	2025			2025			2024			2024			2024

Interest-bearing cash equivalents	$	151,380		$	143,206		$	64,976		$	5,547		$	39,432
AFS securities and membership stock		498,491			508,642			479,633			460,187			476,198
Loans receivable, gross		4,018,769			4,003,552			3,989,643			3,889,740			3,809,209
Total interest-earning assets		4,668,640			4,655,400			4,534,252			4,355,474			4,324,839
Other assets		299,217			290,739			291,217			283,056			285,956
Total assets	$	4,967,857		$	4,946,139		$	4,825,469		$	4,638,530		$	4,610,795

Interest-bearing deposits	$	3,727,836		$	3,737,849		$	3,615,767		$	3,416,752		$	3,417,360
Securities sold under agreements to repurchase		15,000			15,000			15,000			12,321			9,398
FHLB advances		104,053			106,187			107,054			123,723			102,757
Subordinated debt		23,201			23,189			23,175			23,162			23,149
Total interest-bearing liabilities		3,870,090			3,882,225			3,760,996			3,575,958			3,552,664
Noninterest-bearing deposits		524,860			513,157			524,878			531,946			539,637
Other noninterest-bearing liabilities		37,014			31,282			31,442			33,737			35,198
Total liabilities		4,431,964			4,426,664			4,317,316			4,141,641			4,127,499

Total stockholders’ equity		535,893			519,475			508,153			496,889			483,296

Total liabilities and stockholders’ equity	$	4,967,857		$	4,946,139		$	4,825,469		$	4,638,530		$	4,610,795

Return on average assets		1.27	%		1.27	%		1.21	%		1.07	%		1.17	%
Return on average common stockholders’ equity		11.8	%		12.1	%		11.5	%		10.0	%		11.2	%

Net interest margin		3.46	%		3.39	%		3.36	%		3.37	%		3.25	%
Net interest spread		2.92	%		2.87	%		2.79	%		2.75	%		2.65	%

Efficiency ratio		54.6	%		55.1	%		55.3	%		59.0	%		58.3	%

The MIL Network –

July 24, 2025

MIL-OSI: SOUTHERN MISSOURI BANCORP REPORTS PRELIMINARY RESULTS FOR FOURTH QUARTER OF FISCAL 2025; DECLARES QUARTERLY DIVIDEND OF $0.25 PER COMMON SHARE; CONFERENCE CALL SCHEDULED FOR THURSDAY, JULY 24, AT 9:30 AM CENTRAL TIME

Source: GlobeNewswire (MIL-OSI)

Poplar Bluff, Missouri, July 23, 2025 (GLOBE NEWSWIRE) — Southern Missouri Bancorp, Inc. (“Company”) (NASDAQ: SMBC), the parent corporation of Southern Bank (“Bank”), today announced preliminary net income for the fourth quarter of fiscal 2025 of $15.8 million, an increase of $2.3 million or 16.7%, as compared to the same period of the prior fiscal year. The increase was primarily attributable to higher net interest income and lower provision for income taxes. This was partially offset by higher provision for credit loss (PCL), noninterest expense, and lower noninterest income. Preliminary net income was $1.39 per fully diluted common share for the fourth quarter of fiscal 2025, an increase of $0.20 as compared to the $1.19 per fully diluted common share reported for the same period of the prior fiscal year. For the full fiscal year 2025, preliminary net income of $58.6 million was an increase of $8.4 million as compared to fiscal 2024, while diluted earnings per share for fiscal 2025 were $5.18, an increase of $0.76 as compared to the $4.42 per fully diluted common share for fiscal 2024.

Highlights for the fourth quarter of fiscal 2025:

Earnings per common share (diluted) were $1.39, up $0.20, or 16.8%, as compared to the same quarter a year ago, and remained unchanged from the third quarter of fiscal 2025, the linked quarter.
Annualized return on average assets (ROA) was 1.27%, while annualized return on average common equity (ROE) was 11.8%, as compared to 1.17% and 11.2%, respectively, in the same quarter a year ago, and 1.27% and 12.1%, respectively, in the third quarter of fiscal 2025, the linked quarter.
Net interest margin for the quarter was 3.46%, up from the 3.25% reported for the year ago period, and up from 3.39% reported for the third quarter of fiscal 2025, the linked quarter. Net interest income increased $5.2 million, or 14.9% as compared to the same quarter a year ago, and increased $854,000, or 2.2% as compared to the third quarter of fiscal 2025, the linked quarter.
Noninterest income was down 6.3% for the quarter, as compared to the year ago period, but up 9.2% as compared to the third quarter of fiscal 2025, the linked quarter. The decrease compared to the year ago period was primarily due to tax credit benefits recorded in the prior fiscal year as noninterest income, but recognized in the current period as a direct reduction from the provision for income taxes under the proportional amortization method of ASU 2023-02. In addition, the Company realized a modest negative adjustment to the value of mortgage servicing rights. The increase in non-interest income compared to the linked quarter was largely due to additional card network fees based on volume incentives totaling $537,000.
Gross loan balances increased by $76.2 million during the fourth quarter, and increased by $249.9 million, or 6.5% during all of fiscal 2025.
PCL was $2.5 million during the fourth quarter of fiscal 2025, a $1.6 million increase from both the year ago period and the third quarter of fiscal 2025, the linked quarter. The increase was primarily driven by higher net charge-offs, largely stemming from a previously identified non-performing special-purpose commercial real estate credit relationship disclosed in the prior quarter and to support loan growth. See “Balance Sheet Summary” below for more detailed information regarding this credit relationship.
Deposit balances increased by $19.9 million during the fourth quarter, and increased by $338.3 million, or 8.6% during all of fiscal 2025.
Cash equivalents and time deposits balances decreased by $34.0 million during the fourth quarter, and increased $131.7 million during all of fiscal 2025, which was driven by deposit growth and earnings retention after cash dividends paid outpacing gross loan and other asset growth.
Tangible book value per share was $41.87, having increased by $5.19, or 14.1%, as compared to June 30, 2024.

Dividend Declared:

The Board of Directors, on July 22, 2025, declared a quarterly cash dividend on common stock of $0.25 per share, payable August 29, 2025, to stockholders of record at the close of business on August 15, 2025, marking the 125th consecutive quarterly dividend since the inception of the Company. The dividend represents an increase of $0.02 per share, or 8.7%, as compared to the previous quarterly dividend payment. The Board of Directors and management believe the payment of a quarterly cash dividend enhances stockholder value and demonstrates our commitment to and confidence in our future prospects.

Conference Call:

The Company will host a conference call to review the information provided in this press release on Thursday, July 24, 2025, at 9:30 a.m., central time. The call will be available live to interested parties by calling 1-833-470-1428 in the United States and from all other locations. Participants should use participant access code 617584. Telephone playback will be available beginning one hour following the conclusion of the call through July 29, 2025. The playback may be accessed by dialing 1-866-813-9403, and using the conference passcode 612450.

Balance Sheet Summary:

The Company experienced balance sheet growth in fiscal 2025, with total assets of $5.0 billion at June 30, 2025, reflecting an increase of $415.3 million, or 9.0%, as compared to June 30, 2024. Growth primarily reflected an increase in net loans receivable, cash equivalents, and available-for-sale (AFS) securities.

Cash equivalents and time deposits were $193.1 million at June 30, 2025, an increase of $131.7 million, or 214.5%, as compared to June 30, 2024. Compared to March 31, 2025, the linked quarter, cash equivalents decreased $34.0 million, or 15.0%, primarily utilized to fund loan growth, which was partially offset by deposit growth and earnings retention after cash dividends paid. AFS securities were $460.8 million at June 30, 2025, up $32.9 million, or 7.7%, as compared to June 30, 2024.

Loans, net of the allowance for credit losses (ACL), were $4.0 billion at June 30, 2025, an increase of $250.8 million, or 6.6%, as compared to June 30, 2024. Gross loans increased by $249.9 million, while the ACL attributable to outstanding loan balances decreased $887,000, or 1.7%, as compared to June 30, 2024. The increase in loan balances was attributable to growth in residential real estate loans, commercial and industrial loans, drawn construction loan balances, multi-family real estate loans, and agricultural production draws. This was partially offset by payoffs and paydowns in non-owner occupied commercial real estate and consumer loans. The table below illustrates changes in loan balances by type over recent periods:


Summary Loan Data as of:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands)	2025		2025		2024		2024		2024

1-4 residential real estate	$	991,553	$	978,908	$	967,196	$	942,916	$	925,397
Non-owner occupied commercial real estate		888,317		897,125		882,484		903,678		899,770
Owner occupied commercial real estate		442,984		440,282		435,392		438,030		427,476
Multi-family real estate		422,758		405,445		376,081		371,177		384,564
Construction and land development		332,405		323,499		393,388		351,481		290,541
Agriculture real estate		244,983		247,027		239,912		239,787		232,520
Total loans secured by real estate		3,323,000		3,292,286		3,294,453		3,247,069		3,160,268

Commercial and industrial		510,259		488,116		484,799		457,018		450,147
Agriculture production		206,128		186,058		188,284		200,215		175,968
Consumer		55,387		54,022		56,017		58,735		59,671
All other loans		5,102		3,216		3,628		3,699		3,981
Total loans		4,099,876		4,023,698		4,027,181		3,966,736		3,850,035

Deferred loan fees, net		(178)		(189)		(202)		(218)		(232)
Gross loans		4,099,698		4,023,509		4,026,979		3,966,518		3,849,803
Allowance for credit losses		(51,629)		(54,940)		(54,740)		(54,437)		(52,516)
Net loans	$	4,048,069	$	3,968,569	$	3,972,239	$	3,912,081	$	3,797,287

Loans anticipated to fund in the next 90 days totaled $224.1 million at June 30, 2025, as compared to $163.3 million at March 31, 2025, and $157.1 million at June 30, 2024.

The Bank’s concentration in non-owner occupied commercial real estate loans is estimated at 301.9% of Tier 1 capital and ACL at June 30, 2025, as compared to 317.5% as of June 30, 2024, with these loans representing 40.1% of total loans at June 30, 2025. Multi-family residential real estate, hospitality (hotels/restaurants), care facilities, strip centers, retail stand-alone, and storage units are the most common collateral types within the non-owner occupied commercial real estate loan portfolio. The multi-family residential real estate loan portfolio commonly includes loans collateralized by properties currently in the low-income housing tax credit (LIHTC) program or that have exited the program. The hospitality and retail stand-alone segments include primarily franchised businesses; care facilities consisting mainly of skilled nursing and assisted living centers; and strip centers, which can be defined as non-mall shopping centers with a variety of tenants. Non-owner occupied office property types included 33 loans totaling $24.3 million, or 0.59% of total loans at June 30, 2025, none of which were adversely classified as of June 30, 2025, and are generally comprised of smaller spaces with diverse tenants. The Company continues to monitor its commercial real estate concentration and the individual segments closely.

Nonperforming loans (NPLs) were $23.0 million, or 0.56% of gross loans, at June 30, 2025, as compared to $6.7 million, or 0.17% of gross loans, at June 30, 2024. Nonperforming assets (NPAs) were $23.7 million, or 0.47% of total assets, at June 30, 2025, as compared to $10.6 million, or 0.23% of total assets, at June 30, 2024. The rise in NPAs reflects an increase in NPLs, which was partially offset by a decrease in other real estate owned. Compared to March 31, 2025, the linked quarter, NPAs declined $104,000. The year-over-year increase in NPLs was primarily driven by several commercial relationships added during the third and fourth quarters of fiscal 2025, along with the addition of other smaller loans throughout the year, partially offset by net charge-offs. In the fourth quarter, a $5.7 million construction loan related to the development of a senior living facility was placed on nonaccrual status. As previously disclosed in the third quarter, three commercial loans with common guarantors, which are primarily secured by two non-owner-occupied, special-purpose commercial properties located in different states, were also added to NPLs. These properties, which were previously leased to a single tenant that has since become insolvent, are now vacant. Some guarantors are shared across these three loans. The total balance of these three loans at fiscal year end 2025 was $6.2 million, after recognition of $3.8 million charge-offs in the current quarter that were previously reserved for in the linked quarter.

The ACL at June 30, 2025, totaled $51.6 million, representing 1.26% of gross loans and 224% of nonperforming loans, as compared to an ACL of $52.5 million, representing 1.36% of gross loans and 786% of nonperforming loans, at June 30, 2024. The Company has estimated its expected credit losses as of June 30, 2025, under ASC 326-20, and management believes the ACL as of that date was adequate based on that estimate. There remains, however, significant uncertainty as borrowers adjust to relatively high market interest rates, although the Federal Reserve has reduced short-term rates somewhat during this fiscal year. The decrease in the ACL was primarily attributable to net charge-offs, which reduced the required reserves for individually evaluated loans, as well as a decline in certain qualitative adjustments relevant to assessing expected credit losses. This decrease was partially offset by higher required reserves for pooled loans, reflecting management’s updated view of a deteriorating economic outlook and an increase in modeled loss drivers compared to the prior assessment as of June 30, 2024. Additional provisions were also recorded to support loan growth and overdraft exposures during fiscal year 2025. As a percentage of average loans outstanding, the Company recorded net charge offs of 0.53% (annualized) during the current quarter, as compared to 0.06% for the same quarter of the prior fiscal year. In the three-month period ended June 30, 2025, net charge offs were $5.3 million, with the increase from prior periods primarily attributable to the $3.8 million special-purpose CRE charge off noted above, and a $742,000 commercial and industrial charge off related to a commercial contractor. For fiscal year 2025, net charge offs as a percentage of average loans were 0.17%, as compared to 0.05% for fiscal year 2024.

Total liabilities were $4.5 billion at June 30, 2025, an increase of $359.3 million, or 8.7%, as compared to June 30, 2024. Growth primarily reflected increases in total deposits, other liabilities, accrued interest and income taxes payable, and securities sold under agreement to repurchase.

Deposits were $4.3 billion at June 30, 2025, an increase of $338.3 million, or 8.6%, as compared to June 30, 2024. The deposit portfolio saw increases in certificates of deposit and savings accounts, as customers remained willing to move balances into special rate time deposits and high yield savings accounts in the higher rate environment. Public unit balances totaled $550.8 million at June 30, 2025, a decrease of $43.8 million compared to June 30, 2024, mostly due to the Company losing the bid to retain a larger local public unit depositor early in the fiscal year. Brokered deposits totaled $233.6 million at June 30, 2025, an increase of $61.9 million as compared to June 30, 2024. The average loan-to-deposit ratio for the fourth quarter of fiscal 2025 was 94.5%, as compared to 96.3% for the same period of the prior fiscal year. The period end loan-to-deposit ratios were 95.8% and 97.6% as of June 30, 2024, and 2025, respectively. The table below illustrates changes in deposit balances by type over recent periods:


Summary Deposit Data as of:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands)	2025		2025		2024		2024		2024

Non-interest bearing deposits	$	508,110	$	513,418	$	514,199	$	503,209	$	514,107
NOW accounts		1,132,298		1,167,296		1,211,402		1,128,917		1,239,663
MMDAs – non-brokered		329,837		345,810		347,271		320,252		334,774
Brokered MMDAs		1,414		2,013		3,018		12,058		2,025
Savings accounts		661,115		626,175		573,291		556,030		517,084
Total nonmaturity deposits		2,632,774		2,654,712		2,649,181		2,520,466		2,607,653

Certificates of deposit – non-brokered		1,414,945		1,373,109		1,310,421		1,258,583		1,163,650
Brokered certificates of deposit		233,649		233,561		251,025		261,093		171,756
Total certificates of deposit		1,648,594		1,606,670		1,561,446		1,519,676		1,335,406

Total deposits	$	4,281,368	$	4,261,382	$	4,210,627	$	4,040,142	$	3,943,059

Public unit nonmaturity accounts	$	435,632	$	472,010	$	482,406	$	447,638	$	541,445
Public unit certificates of deposit		115,204		103,741		83,506		62,882		53,144
Total public unit deposits	$	550,836	$	575,751	$	565,912	$	510,520	$	594,589

FHLB advances were $104.1 million at June 30, 2025, an increase of $2.0 million, or 2.0%, as compared to June 30, 2024.

The Company’s stockholders’ equity was $544.7 million at June 30, 2025, an increase of $55.9 million, or 11.4%, as compared to June 30, 2024. The increase was attributable primarily to earnings retained after cash dividends paid, in combination with a $6.1 million reduction in accumulated other comprehensive losses (AOCL) as the market value of the Company’s investments appreciated due to the decrease in market interest rates. The AOCL totaled $11.4 million at June 30, 2025, as compared to $17.5 million at June 30, 2024. The Company does not hold any securities classified as held-to-maturity.

Quarterly Income Statement Summary:

The Company’s net interest income for the three-month period ended June 30, 2025, was $40.3 million, an increase of $5.2 million, or 14.9%, as compared to the same period of the prior fiscal year. The increase was attributable to a 7.9% increase in the average balance of interest-earning assets in the current three-month period compared to the same period a year ago, and an increase of 21 basis points in the net interest margin, from 3.25% to 3.46%. The primary driver of the net interest margin expansion, compared to the year ago period, was the cost of interest-bearing liabilities decreasing 20 basis points, while the yield on interest-earning assets increased seven basis points. The overall increase in spread of 27 basis points was partially offset by a lower level of average interest-earning assets to average interest-bearing liabilities totaling 120.6% at June 30, 2025, down 1.1 percentage points compared to the year ago period, due to stronger deposit growth.

Loan discount accretion and deposit premium amortization related to the November 2018 acquisition of First Commercial Bank, the May 2020 acquisition of Central Federal Savings & Loan Association, the February 2022 merger of FortuneBank, and the January 2023 acquisition of Citizens Bank & Trust resulted in $612,000 in net interest income for the three-month period ended June 30, 2025, as compared to $1.1 million in net interest income for the same period a year ago. Combined, this component of net interest income contributed five basis points to net interest margin in the three-month period ended June 30, 2025, as compared to a ten basis point contribution for the same period of the prior fiscal year, and as compared to a 13-basis point contribution in the linked quarter, ended March 31, 2025, when net interest margin was 3.39%.

The Company recorded a PCL of $2.5 million in the three-month period ended June 30, 2025, as compared to a PCL of $900,000 in the same period of the prior fiscal year. The current period PCL was the result of a $2.0 million provision attributable to the ACL for loan balances outstanding and a $475,000 provision attributable to the allowance for off-balance sheet credit exposures. The increase was primarily attributable to providing for net charge-offs and to support loan growth, in addition to an increase in unfunded balances and an increase in the expected funding rate on available credit.

The Company’s noninterest income for the three-month period ended June 30, 2025, was $7.3 million, a decrease of $487,000, or 6.3%, as compared to the same period of the prior fiscal year. The decrease was attributable to lower other noninterest income and loan servicing fees. The decrease in other noninterest income was associated with the change in accounting for realization of tax credits, as the Company has adopted the proportional amortization method under ASU 2023-02, which results in a direct reduction to the provision for income taxes in fiscal 2025. The tax credit benefit recognized in other noninterest income in the three-month period ended June 2024 was $675,000. Loan servicing fees were negatively impacted by the recognition of a change in the fair value of mortgage servicing rights, which in the fourth quarter of fiscal 2025 resulted in a negative adjustment of $108,000, as compared to a benefit of $131,000 in the same period a year ago, due to changes in market rates and prepayment assumptions. These decreases as compared to the prior year period were partially offset by increases in other loan fees attributable to increased loan originations and higher deposit account charges and related fees primarily attributable to an increase in non-sufficient fund activity and an increase in maintenance and activity fees collected.

Noninterest expense for the three-month period ended June 30, 2025, was $26.0 million, an increase of $974,000, or 3.9%, as compared to the same period of the prior fiscal year. The increase as compared to the year-ago period was primarily attributable to increases in legal and professional fees, data processing expense, and other noninterest expense. The Company experienced elevated legal and professional fees associated with consulting costs to negotiate a new contract with a large vendor totaling $425,000. Data processing expense increased due to an increase in third party ancillary software expenses and one-time reclassification of data processing expenses to other categories in the year-ago period. The increase in other noninterest expense was primarily due to card fraud losses and deposit product expenses. These increases as compared to the prior year period were partially offset by decreases in intangible amortization expense, as the core deposit intangible recognized in an older merger was fully amortized in the second quarter of fiscal 2025, and by reduced telecommunication expenses.

The efficiency ratio for the three-month period ended June 30, 2025, was 54.6%, as compared to 58.3% in the same period of the prior fiscal year. The improvement was attributable to net interest income growing faster than operating expenses.

The income tax provision was $3.4 million for the three-month period ended June 30, 2025, and for the same period of the prior fiscal year. The effective tax rate for the fourth quarter of fiscal year 2025 was 17.5%, as compared to 20.2% in the same period of the prior fiscal year. The decrease in the effective tax rate was primarily attributable to a $701,000 income tax benefit from the recognition of tax credits utilizing the proportional amortization method under ASC 2023-02. In the same period of the prior fiscal year, similar benefits were recognized through noninterest income.

Forward-Looking Information:

Except for the historical information contained herein, the matters discussed in this press release may be deemed to be forward-looking statements that are subject to known and unknown risks, uncertainties, and other factors that could cause the actual results to differ materially from the forward-looking statements, including: potential adverse impacts to the economic conditions in the Company’s local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, expected cost savings, synergies and other benefits from our merger and acquisition activities might not be realized to the extent expected, within the anticipated time frames, or at all, and costs or difficulties relating to integration matters, including but not limited to customer and employee retention and labor shortages, might be greater than expected and goodwill impairment charges might be incurred; the strength of the United States economy in general and the strength of local economies in which we conduct operations; fluctuations in interest rates and the possibility of a recession; monetary and fiscal policies of the FRB and the U.S. Government and other governmental initiatives affecting the financial services industry; potential imposition of new or increased tariffs or changes to existing trade policies that could affect economic activity or specific industry sectors; the risks of lending and investing activities, including 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; our ability to access cost-effective funding; the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors’ products and services; fluctuations in real estate values in both residential and commercial real estate markets, as well as agricultural business conditions; demand for loans and deposits; legislative or regulatory changes that adversely affect our business; changes in accounting principles, policies, or guidelines; results of regulatory examinations, including the possibility that a regulator may, among other things, require an increase in our reserve for credit losses or write-down of assets; the impact of technological changes; and our success at managing the risks involved in the foregoing. Any forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed might not occur, and you should not put undue reliance on any forward-looking statements.

Southern Missouri Bancorp, Inc.
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION


Summary Balance Sheet Data as of:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands, except per share data)	2025			2025			2024			2024			2024

Cash equivalents and time deposits	$	193,105		$	227,136		$	146,078		$	75,591		$	61,395
Available for sale (AFS) securities		460,844			462,930			468,060			420,209			427,903
FHLB/FRB membership stock		18,500			18,269			18,099			18,064			17,802
Loans held for sale		431			—			—			—			—
Loans receivable, gross		4,099,698			4,023,509			4,026,979			3,966,518			3,849,803
Allowance for credit losses		51,629			54,940			54,740			54,437			52,516
Loans receivable, net		4,048,069			3,968,569			3,972,239			3,912,081			3,797,287
Bank-owned life insurance		75,691			75,156			74,643			74,119			73,601
Intangible assets		73,721			74,677			75,399			76,340			77,232
Premises and equipment		95,982			95,987			96,418			96,087			95,952
Other assets		53,264			53,772			56,738			56,709			53,144
Total assets	$	5,019,607		$	4,976,496		$	4,907,674		$	4,729,200		$	4,604,316

Interest-bearing deposits	$	3,773,258		$	3,747,964		$	3,696,428		$	3,536,933		$	3,428,952
Noninterest-bearing deposits		508,110			513,418			514,199			503,209			514,107
Securities sold under agreements to repurchase		15,000			15,000			15,000			15,000			9,398
FHLB advances		104,072			104,072			107,070			107,069			102,050
Other liabilities		51,267			44,057			39,424			38,191			37,905
Subordinated debt		23,208			23,195			23,182			23,169			23,156
Total liabilities		4,474,915			4,447,706			4,395,303			4,223,571			4,115,568

Total stockholders’ equity		544,692			528,790			512,371			505,629			488,748

Total liabilities and stockholders’ equity	$	5,019,607		$	4,976,496		$	4,907,674		$	4,729,200		$	4,604,316

Equity to assets ratio		10.85	%		10.63	%		10.44	%		10.69	%		10.61	%

Common shares outstanding		11,299,467			11,299,962			11,277,167			11,277,167			11,277,737
Less: Restricted common shares not vested		50,163			50,658			46,653			56,553			57,956
Common shares for book value determination		11,249,304			11,249,304			11,230,514			11,220,614			11,219,781

Book value per common share	$	48.42		$	47.01		$	45.62		$	45.06		$	43.56
Less: Intangible assets per common share		6.55			6.64			6.71			6.80			6.88
Tangible book value per common share ⁽¹⁾		41.87			40.37			38.91			38.26			36.68
Closing market price		54.78			52.02			57.37			56.49			45.01

(1) Non-GAAP financial measure.


Nonperforming asset data as of:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands)	2025			2025			2024			2024			2024

Nonaccrual loans	$	23,040		$	21,970		$	8,309		$	8,206		$	6,680
Accruing loans 90 days or more past due		—			—			—			—			—
Total nonperforming loans		23,040			21,970			8,309			8,206			6,680
Other real estate owned (OREO)		625			1,775			2,423			3,842			3,865
Personal property repossessed		32			56			37			21			23
Total nonperforming assets	$	23,697		$	23,801		$	10,769		$	12,069		$	10,568

Total nonperforming assets to total assets		0.47	%		0.48	%		0.22	%		0.26	%		0.23	%
Total nonperforming loans to gross loans		0.56	%		0.55	%		0.21	%		0.21	%		0.17	%
Allowance for credit losses to nonperforming loans		224.08	%		250.07	%		658.80	%		663.38	%		786.17	%
Allowance for credit losses to gross loans		1.26	%		1.37	%		1.36	%		1.37	%		1.36	%

Performing modifications to borrowers experiencing financial difficulty	$	26,642		$	23,304		$	24,083		$	24,340		$	24,602


	For the three-month period ended
Quarterly Summary Income Statement Data:	June 30,		Mar. 31,		Dec. 31,		Sep. 30,		June 30,
(dollars in thousands, except per share data)	2025		2025		2024		2024		2024

Interest income:
Cash equivalents	$	1,698	$	1,585	$	784	$	78	$	541
AFS securities and membership stock		5,586		5,684		5,558		5,547		5,677
Loans receivable		63,354		62,656		63,082		61,753		58,449
Total interest income		70,638		69,925		69,424		67,378		64,667
Interest expense:
Deposits		28,644		28,795		29,538		28,796		27,999
Securities sold under agreements to repurchase		191		189		226		160		125
FHLB advances		1,080		1,076		1,099		1,326		1,015
Subordinated debt		390		386		418		435		433
Total interest expense		30,305		30,446		31,281		30,717		29,572
Net interest income		40,333		39,479		38,143		36,661		35,095
Provision for credit losses		2,500		932		932		2,159		900
Noninterest income:
Deposit account charges and related fees		2,156		2,048		2,237		2,184		1,978
Bank card interchange income		1,839		1,341		1,301		1,499		1,770
Loan late charges		—		—		—		—		170
Loan servicing fees		167		224		232		286		494
Other loan fees		917		843		944		1,063		617
Net realized gains on sale of loans		143		114		133		361		97
Net realized gains (losses) on sale of AFS securities		—		48		—		—		—
Earnings on bank owned life insurance		533		512		522		517		498
Insurance brokerage commissions		368		340		300		287		331
Wealth management fees		825		902		843		730		838
Other noninterest income		332		294		353		247		974
Total noninterest income		7,280		6,666		6,865		7,174		7,767
Noninterest expense:
Compensation and benefits		13,852		13,771		13,737		14,397		13,894
Occupancy and equipment, net		3,745		3,869		3,585		3,689		3,790
Data processing expense		2,573		2,359		2,224		2,171		1,929
Telecommunications expense		312		330		354		428		468
Deposit insurance premiums		601		674		588		472		638
Legal and professional fees		1,165		603		619		1,208		516
Advertising		551		530		442		546		640
Postage and office supplies		336		350		283		306		308
Intangible amortization		857		889		897		897		1,018
Foreclosed property expenses, net		(18)		37		73		12		52
Other noninterest expense		2,002		1,979		2,074		1,715		1,749
Total noninterest expense		25,976		25,391		24,876		25,841		25,002
Net income before income taxes		19,137		19,822		19,200		15,835		16,960
Income taxes		3,351		4,139		4,547		3,377		3,430
Net income		15,786		15,683		14,653		12,458		13,530
Less: Distributed and undistributed earnings allocated
to participating securities		71		71		61		62		69
Net income available to common shareholders	$	15,715	$	15,612	$	14,592	$	12,396	$	13,461

Basic earnings per common share	$	1.40	$	1.39	$	1.30	$	1.10	$	1.19
Diluted earnings per common share		1.39		1.39		1.30		1.10		1.19
Dividends per common share		0.23		0.23		0.23		0.23		0.21
Average common shares outstanding:
Basic		11,250,000		11,238,000		11,231,000		11,221,000		11,276,000
Diluted		11,270,000		11,262,000		11,260,000		11,240,000		11,283,000


	For the three-month period ended
Quarterly Average Balance Sheet Data:	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,
(dollars in thousands)	2025			2025			2024			2024			2024

Interest-bearing cash equivalents	$	151,380		$	143,206		$	64,976		$	5,547		$	39,432
AFS securities and membership stock		498,491			508,642			479,633			460,187			476,198
Loans receivable, gross		4,018,769			4,003,552			3,989,643			3,889,740			3,809,209
Total interest-earning assets		4,668,640			4,655,400			4,534,252			4,355,474			4,324,839
Other assets		299,217			290,739			291,217			283,056			285,956
Total assets	$	4,967,857		$	4,946,139		$	4,825,469		$	4,638,530		$	4,610,795

Interest-bearing deposits	$	3,727,836		$	3,737,849		$	3,615,767		$	3,416,752		$	3,417,360
Securities sold under agreements to repurchase		15,000			15,000			15,000			12,321			9,398
FHLB advances		104,053			106,187			107,054			123,723			102,757
Subordinated debt		23,201			23,189			23,175			23,162			23,149
Total interest-bearing liabilities		3,870,090			3,882,225			3,760,996			3,575,958			3,552,664
Noninterest-bearing deposits		524,860			513,157			524,878			531,946			539,637
Other noninterest-bearing liabilities		37,014			31,282			31,442			33,737			35,198
Total liabilities		4,431,964			4,426,664			4,317,316			4,141,641			4,127,499

Total stockholders’ equity		535,893			519,475			508,153			496,889			483,296

Total liabilities and stockholders’ equity	$	4,967,857		$	4,946,139		$	4,825,469		$	4,638,530		$	4,610,795

Return on average assets		1.27	%		1.27	%		1.21	%		1.07	%		1.17	%
Return on average common stockholders’ equity		11.8	%		12.1	%		11.5	%		10.0	%		11.2	%

Net interest margin		3.46	%		3.39	%		3.36	%		3.37	%		3.25	%
Net interest spread		2.92	%		2.87	%		2.79	%		2.75	%		2.65	%

Efficiency ratio		54.6	%		55.1	%		55.3	%		59.0	%		58.3	%

The MIL Network –

July 24, 2025

MIL-OSI: ES Bancshares, Inc. Announces Second Quarter 2025 Results; Continues Positive Trend of Net Income Growth

Source: GlobeNewswire (MIL-OSI)

STATEN ISLAND, N.Y., July 23, 2025 (GLOBE NEWSWIRE) — ES Bancshares, Inc. (OTCQX: ESBS) (the “Company”) the holding company for Empire State Bank, (the “Bank”) today reported net income of $1.03 million, or $0.15 per diluted common share, for the quarter ended June 30, 2025, compared to a net income of $546 thousand, or $0.08 per diluted common share for the quarter ended March 31, 2025.

Key Quarterly Financial Data							2025 Highlights
Performance Metrics	2Q25		1Q25		4Q24		• Non interest-bearing deposits grew by $8.1 million from year end 2024. • The Cost of Funds for the three months ended June 30, 2025, rose to 2.72% from 2.69% in the prior linked quarter. • For 3 months ended June 30, 2025, the Company’s net interest margin decreased to 2.66% compared to 2.68% for the 3 months ended March 31, 2025. • The Company received $384K in Employee Retention Tax Credits and applicable interest in the second quarter of 2025. • Book value for the quarter ended June 30, 2025, totaled $7.13 per share increasing for the fifth consecutive quarter.
Return on average assets (%)		0.66		0.35		0.10
Return on average equity (%)		8.44		4.53		1.37
Return on average tangible equity (%)		8.55		4.59		1.38
Net interest margin (%)		2.66		2.68		2.21

Income Statement (a)	2Q25		1Q25		4Q24
Net interest income	$	4,019	$	4,112	$	3,447
Non-interest income	$	1,120	$	349	$	329
Net income	$	1,034	$	546	$	158
Earnings per diluted common share	$	0.15	$	0.08	$	0.02

Balance Sheet (a)	2Q25		1Q25		4Q24
Average total loans	$	557,878	$	568,508	$	565,363
Average total deposits	$	508,496	$	506,524	$	510,050
Book value per share	$	7.13	$	6.97	$	6.74
Tangible book value per share	$	7.05	$	6.89	$	6.65
(a) In thousands except for per share amounts

Phil Guarnieri, Director, and Chief Executive Officer of ES Bancshares said, “The second quarter of 2025 featured $8.1 million growth in our non-interest-bearing deposits. Our net income increased due in large part to the receipt of the Employee Retention Tax Credits for the year 2020. We continue to be flexible as we proceed through the fluctuating economic and regulatory landscape.”

Selected Balance Sheet Information:

June 30, 2025 vs. December 31, 2024

As of June 30, 2025, total assets were $645.0 million, an increase of $8.2 million, or 1.3%, as compared to total assets of $636.7 million on December 31, 2024. The increase can be attributed to an influx of retail deposits and cash.

Loans receivable, net of Allowance for Credit Losses on Loans totaled $552.3 million, a decrease of $7.0 million or 1.3% from December 31, 2024. As of June 30, 2025, the Allowance for Credit Losses on Loans as a percentage of gross loans was 0.93%.

Nonperforming assets, which includes nonaccrual loans and foreclosed real estate were $6.3 million or 0.98% of total assets, as of June 30, 2025, increasing from $5.3 million or 0.84% of total assets at December 31, 2024. The ratio of nonaccrual loans to loans receivable was 1.13%, as of June 30, 2025, and 0.94% for December 31, 2024. The increase from December 31, 2024, was primarily due to one non-owner occupied commercial real estate loan being placed on non-accrual status. That loan has a less than 50% loan to value ratio.

Total liabilities increased $6.4 million to $595.6 million at June 30, 2025, from $589.2 million at December 31, 2024. The increase can be attributed to an increase in core deposits and in brokered deposits partially offset by a reduction in overnight Federal Home Loan (FHLB) borrowings. The growth in deposits was driven by an increase in non-interest-bearing deposits.

As of June 30, 2025, the Bank’s Tier 1 capital leverage ratio, common equity tier 1 capital ratio, Tier 1 capital ratio and total capital ratios were 9.78%, 14.35%, 14.35% and 15.60%, respectively, all in excess of the ratios required to be deemed “well-capitalized.” During the second quarter of 2025 the Company did not repurchase shares under its stock repurchase program. Book value per common share was $7.13 at June 30, 2025, compared to $6.89 at December 31, 2024. Tangible common book value per share (which represents common equity less goodwill, divided by the number of shares outstanding) was $7.05 at June 30, 2025, compared to $6.81 at December 31, 2024.

Financial Performance Overview:

Three Months Ended June 30, 2025, vs. March 31, 2025

For the three months ended June 30, 2025, the Company net income totaled $1.0 million compared to a net income of $546 thousand for the three months ended March 31, 2025. The increase can be attributed to higher non-interest income partially offset by lower net interest income and higher loan loss provisions quarter over quarter.

Net interest income for the three months ended June 30, 2025 decreased $93 thousand, to $4.0 million from $4.1 million at three months ended March 31, 2025. The Company’s net interest margin decreased moderately by two basis points to 2.66% for the three months ended June 30, 2025, as compared to 2.68% for the three months ended March 31, 2025. The decrease in margin can be attributed to an increase of 6 basis points in the Company’s average cost for its interest-bearing liabilities as lower rate borrowings matured and the reduction of $10.6 million in our average loan balance in the second quarter.

There was a $43 thousand provision for credit losses taken for the three months ended June 30, 2025, compared to a $30 thousand reversal for credit losses for the three months ended March 31, 2025. The provision for credit losses was due to by an increase in the ACL for loans and off-balance sheet positions, partially offset by a lower ACL for investments.

Non-interest income increased $771 thousand, to $1.1 million for the three months ended June 30, 2025, compared with non-interest income of $349 thousand for the three months ended March 31, 2025. The majority of the increases can be attributed to the receipt of $384 thousand Employee Retention Tax Credits (“ERTC”) plus applicable interest and higher service charges and fees on loans. We are expecting the remaining ERTC installments for the 2021 tax year.

Non-interest expenses totaled $3.8 million for the three months ended June 30, 2025, compared to $3.7 million for the three months ended March 31, 2025. The largest fluctuations quarter over quarter were due to a $147 thousand increase in compensation and benefits due to additional hires, and increased advertising expenses of $33 thousand, partially offset by an $89 thousand decrease in professional fees, due to reduced legal expenses, $43 thousand decrease in occupancy and equipment and a $39 thousand decrease in other expenses.

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

For the six months ended June 30, 2025, net income totaled $1.6 million in comparison to $55 thousand for the six months ended June 30, 2024. The increase can mainly be attributed to higher net interest income of $1.5 million, increased non-interest income of $925 thousand partially offset by higher non-interest expense of $541 thousand and higher provision for income taxes of $375 thousand.

Net interest income for the six months ended June 30, 2025, increased 22% or $1.4 million, to $8.1 million from $6.7 million at June 30, 2024. The increase can be attributed to decreased interest expense for deposits of $1.2 million and lower borrowing costs of $176 thousand.

Provision for credit losses totaled $13 thousand for the six months ended June 30, 2025, compared to a $48 thousand provision for the six months ended June 30, 2024.

Non-interest income totaled $1.5 million for the six months ended June 30, 2025, compared with noninterest income of $544 thousand for the six months ended June 30, 2024. The increase can be attributed to increased charges and fees collected, the receipt of the Employee Retention Tax Credit in 2025, and the gain on sale of loans period over period.

Operating expenses totaled $7.5 million for the six months ended June 30, 2025, compared to $7.0 million for the six months ended June 30, 2024, or an increase of 7.7%. The increase in non-interest expenses can be attributed to the increases in professional fees, other non-interest expenses and salary and compensation.

About ES Bancshares Inc.
ES Bancshares, Inc. (the “Company”) is incorporated under Maryland law and serves as the holding company for Empire State Bank (the “Bank”). The Company is subject to regulation by the Board of Governors of the Federal Reserve System while the Bank is primarily subject to regulation and supervision by the New York State Department of Financial Services. Currently, the Company does not transact any material business other than through the Bank, its subsidiary.

The Bank was organized under federal law in 2004 as a national bank regulated by the Office of the Comptroller of the Currency. The Bank’s deposits are insured up to legal limits by the FDIC. In March 2009, the Bank converted its charter to a New York State commercial bank charter. The Bank’s principal business is attracting commercial and retail deposits in New York and investing those deposits primarily in loans, consisting of commercial real estate loans, and other commercial loans including SBA and mortgage loans secured by one-to-four-family residences. In addition, the Bank invests in mortgage-backed securities, securities issued by the U.S. Government and agencies thereof, corporate securities and other investments permitted by applicable law and regulations.

We operate from our five Banking Center locations, a Loan Production Office and our Corporate Headquarters located in Staten Island, New York. The Company’s website address is www.esbna.com. The Company’s annual report, quarterly earnings releases and all press releases are available free of charge through its website, as soon as reasonably practicable.

Forward-Looking Statements

This release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may”, “will”, “expect”, “believe”, “anticipate”, “estimate” or “continue” or comparable terminology, are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within ES Bancshares, Inc’s. control. The forward-looking statements included in this release are made only as of the date of this release. We have no intention, and do not assume any obligation, to update these forward-looking statements.

Investor Contact:
Peggy Edwards, Corporate Secretary
(845) 451-7825

ES Bancshares, Inc.
Consolidated Statements of Financial Condition
(in thousands)
		June 30,		December 31,
		2025		2024
		\|—-(unaudited)—-\|
Assets
Cash and cash equivalents	$	46,761		26,713
Securities, net		22,135		22,336
Loans receivable, net:
Real estate mortgage loans		535,667		545,569
Commercial and Lines of Credit		17,820		14,417
Home Equity and Consumer Loans		294		397
Deferred costs		3,726		4,084
Allowance for Loan Credit Losses		(5,169	)	(5,137	)
Total loans receivable, net		552,338		559,330
Accrued interest receivable		2,609		2,628
Investment in restricted stock, at cost		3,860		4,335
Goodwill		581		581
Bank premises and equipment, net		4,466		4,845
Repossessed assets		–		–
Right of use lease assets		5,459		5,894
Bank Owned Life Insurance		5,566		5,489
Other Assets		1,207		4,589
Total Assets	$	644,982		636,739

Liabilities & Stockholders’ Equity
Non-Interest-Bearing Deposits		105,568		97,490
Interest-Bearing Deposits		402,083		395,593
Brokered Deposits		23,056		20,750
Total Deposits		530,707		513,833
Bond Issue, net of costs		11,807		11,787
Borrowed Money		39,710		50,083
Lease Liability		5,744		6,172
Other Liabilities		7,600		7,313
Total Liabilities		595,568		589,188
Stockholders’ equity		49,414		47,551
Total liabilities and stockholders’ equity	$	644,982		636,739

ES Bancshares, Inc.
Consolidated Statements of Income
(in thousands)

	Three Months Ended							Six Months Ended
	June 30, 2025		March 31, 2025			June 30, 2024		June 30, 2025		June 30, 2024
	\|————–(unaudited)————–\|							\|—-(unaudited)—-\|
Interest income
Loans	$	7,354	$	7,478		$	7,345	$	14,832	$	14,553
Securities		193		213			121		406		236
Other interest-earning assets		279		243			561		522		824
Total Interest Income		7,826		7,934			8,027		15,760		15,613
Interest expense
Deposits		3,146		3,118			3,837		6,264		7,422
Borrowings		661		704			743		1,365		1,541
Total Interest Expense		3,807		3,822			4,580		7,629		8,963
Net Interest Income		4,019		4,112			3,447		8,131		6,650
(Rev)Prov for Credit Losses		43		(30	)		9		13		48
Net Interest Income after (Rev)Prov for Credit Losses		3,976		4,142			3,438		8,118		6,602
Non-interest income
Service charges and fees		693		175			200		868		372
Gain on loan sales		–		132			–		132		1
Gain on extinguishment of Sub-debt		–		–			–		–		–
Other		427		42			129		469		171
Total non-interest income		1,120		349			329		1,469		544
Non-interest expenses
Compensation and benefits		1,836		1,689			1,728		3,525		3,449
Occupancy and equipment		626		669			605		1,295		1,273
Data processing service fees		345		315			317		660		643
Professional fees		246		335			225		581		406
FDIC & NYS Banking Assessments		113		113			99		226		196
Advertising		122		89			85		211		160
Insurance		48		53			46		101		96
Other		432		471			401		903		738
Total non-interest expense		3,768		3,734			3,506		7,502		6,961
Income prior to tax expense		1,328		757			261		2,085		185
Income taxes		294		211			103		505		130
Net Income	$	1,034	$	546		$	158	$	1,580	$	55


	ES Bancshares, Inc.
	Average Balance Sheet Data
	For the Three Months Ended (dollars in thousands)
	June 30, 2025						March 31, 2025						June 30, 2024
	Avg Bal		Interest		Average		Avg Bal		Interest		Average		Avg Bal		Interest		Average
	Rolling		Rolling				Rolling		Rolling				Rolling		Rolling
Assets	3 Mos.		3 Mos.		Yield/Cost		3 Mos.		3 Mos.		Yield/Cost		3 Mos.		3 Mos.		Yield/Cost
Interest-earning assets:
Loans receivable	$	557,878	$	7,354	5.27	%	$	568,508	$	7,478	5.26	%	$	565,363	$	7,345	5.20	%
Investment securities		20,844		192	3.69	%		22,839		213	3.73	%		15,513		121	3.13	%
Other interest-earning assets		26,781		280	4.20	%		21,343		243	4.55	%		41,652		561	5.33	%
Total interest-earning assets		605,503		7,826	5.17	%		612,690		7,934	5.18	%		622,528		8,027	5.16	%
Non-interest earning assets		24,968						19,077						16,398
Total assets	$	630,471					$	631,767					$	638,926
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing checking	$	31,717	$	28	0.35	%	$	36,869	$	31	0.34	%	$	36,692	$	71	0.77	%
Savings accounts		202,172		1,490	2.96	%		205,503		1,443	2.85	%		175,686		1,629	3.72	%
Certificates of deposit		167,948		1,628	3.89	%		166,005		1,644	4.02	%		194,806		2,137	4.40	%
Total interest-bearing deposits		401,837		3,146	3.14	%		408,377		3,118	3.10	%		407,184		3,837	3.78	%
Borrowings		40,407		471	4.68	%		50,124		514	4.16	%		55,510		522	3.77	%
Subordinated debenture		11,803		190	6.44	%		11,793		190	6.44	%		13,726		221	6.46	%
Total interest-bearing liabilities		454,047		3,807	3.36	%		470,294		3,822	3.30	%		476,420		4,580	3.86	%
Non-interest-bearing demand deposits		106,659						98,147						102,866
Other liabilities		20,741						15,188						13,429
Total non-interest-bearing liabilities		127,400						113,335						116,295
Stockholders’ equity		49,024						48,138						46,211
Total liabilities and stockholders’ equity	$	630,471					$	631,767					$	638,926
Net interest income			$	4,019					$	4,112					$	3,447
Average interest rate spread					1.81	%					1.88	%					1.30	%
Net interest margin					2.66	%					2.68	%					2.21	%


Five Quarter Performance Ratio Highlights		Three Months Ended
Five Quarter Performance Ratio Highlights		June 30, 2025		March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024
Performance Ratios (%) – annualized
	Return(loss) on Average Assets		0.66		0.35		0.29		0.36		0.10
	Return(loss) on Average Equity		8.44		4.53		3.94		4.98		1.37
	Return(loss) on Average Tangible Equity		8.55		4.59		3.99		5.04		1.38
	Efficiency Ratio		73.30		83.71		84.58		81.70		92.86
Yields / Costs (%)
	Average Yield – Interest Earning Assets		5.17		5.18		5.17		5.13		5.16
	Average Cost – Interest-bearing Liabilities		3.36		3.30		3.42		3.69		3.86
	Net Interest Margin		2.66		2.68		2.50		2.30		2.21
Capital Ratios (%)
	Equity / Assets		7.66		7.65		7.47		7.44		7.12
	Tangible Equity / Assets		7.58		7.56		7.38		7.36		7.03
	Tier I leverage ratio (a)		9.78		9.46		9.31		9.18		9.30
	Common equity Tier I capital ratio (a)		14.35		13.81		13.68		13.67		13.81
	Tier 1 Risk-based capital ratio (a)		14.35		13.81		13.68		13.67		13.81
	Total Risk-based capital ratio (a)		15.60		15.06		14.93		14.92		15.06
Stock Valuation
	Book Value	$	7.13	$	6.97	$	6.89	$	6.85	$	6.74
	Tangible Book Value	$	7.05	$	6.89	$	6.81	$	6.77	$	6.65
	Shares Outstanding (b)		6,927		6,927		6,900		6,878		6,884
Asset Quality (%)
	ACL / Total Loans		0.93		0.91		0.91		0.90		0.90
	Non Performing Loans / Total Loans		1.13		0.96		0.94		0.91		0.22
	Non Performing Assets / Total Assets		0.98		0.86		0.84		0.81		0.19

	(a) Ratios at Bank level (b) Shares information presented in thousands

The MIL Network –

July 24, 2025

MIL-OSI: Live Oak Bancshares, Inc. Reports Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

WILMINGTON, N.C., July 23, 2025 (GLOBE NEWSWIRE) — Live Oak Bancshares, Inc. (NYSE: LOB) (“Live Oak” or “the Company”) today reported second quarter of 2025 net income attributable to the Company of $23.4 million, or $0.51 per diluted share.

Live Oak’s performance in the quarter, compared to the first quarter of 2025, includes these notable items:

Record second quarter production of $1.53 billion accompanied by strong deposit growth of $198.8 million, with total assets growing by 1.7% to $13.83 billion
Net interest income increased 8.6% and net interest margin increased eight basis points from 3.20% to 3.28%
14.0% increase in revenue and 6.3% increase in noninterest expenses generated 29.4% increase in pre-provision net revenue¹
Provision expense for credit losses of $23.3 million, a decrease of $5.7 million, driven by moderating credit trends, loan growth, and the current macroeconomic environment

“Live Oak Bank delivered an outstanding quarter in Q2, driven by excellent growth, healthy revenue, and lower provision expense,” said Live Oak Chairman and CEO James S. (Chip) Mahan III. “We remain focused on supporting our nation’s entrepreneurs as they continue to navigate a backdrop of uncertainty while also providing the service, technology and financial guidance they need to succeed.”

Conference Call

Live Oak will host a conference call to discuss the Company’s financial results and business outlook tomorrow, July 24, 2025, at 9:00 a.m. ET. The call will be accessible by telephone and webcast using Conference ID: 25229. A supplementary slide presentation will be posted to the website prior to the event, and a replay will be available for 12 months following the event. The conference call details are as follows:

Live Telephone Dial-In

U.S.: 800.549.8228
International: +1 646.564.2877
Pass Code: None Required

Live Webcast Log-In

Webcast Link: investor.liveoakbank.com
Registration: Name and Email Required
Multi-Factor Code: Provided After Registration

(1)	See accompanying GAAP to Non-GAAP Reconciliation.

Second Quarter 2025 Key Measures

(Dollars in thousands, except per share data)							Increase (Decrease)
	2Q 2025			1Q 2025			Dollars		Percent		2Q 2024
Total revenue⁽¹⁾	$	143,747		$	126,113		$	17,634	14.0	%	$	125,479
Total noninterest expense		89,293			84,017			5,276	6.3			77,656
Income before taxes		31,202			13,132			18,070	137.6			36,058
Effective tax rate		25.0	%		26.4	%	n/a		n/a			25.2	%
Net income attributable to Live Oak Bancshares, Inc.	$	23,428		$	9,717		$	13,711	141.1	%	$	26,963
Diluted earnings per share		0.51			0.21			0.30	142.9			0.59
Loan and lease production:
Loans and leases originated	$	1,526,592		$	1,396,223		$	130,369	9.3	%	$	1,171,141
% Fully funded		39.7	%		46.0	%	n/a		n/a			38.2	%
Total loans and leases:	$	11,364,846		$	11,061,866		$	302,980	2.7	%	$	9,535,766
Total assets:		13,831,208			13,595,704			235,504	1.7			11,868,570
Total deposits:		12,594,790			12,395,945			198,845	1.6			10,707,031

(1)	Total revenue consists of net interest income and total noninterest income.

Important Note Regarding Forward-Looking Statements

Statements in this press release that are based on other than historical data or that express the Company’s plans or expectations regarding future events or determinations are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Statements based on historical data are not intended and should not be understood to indicate the Company’s expectations regarding future events. Forward-looking statements provide current expectations or forecasts of future events or determinations. These forward-looking statements are not guarantees of future performance or determinations, nor should they be relied upon as representing management’s views as of any subsequent date. Forward-looking statements involve significant risks and uncertainties, and actual results may differ materially from those presented, either expressed or implied, in this press release. Factors that could cause actual results to differ materially from those expressed in the forward-looking statements include changes in Small Business Administration (“SBA”) rules, regulations or loan products, including the Section 7(a) program, changes in SBA standard operating procedures or changes in Live Oak Banking Company’s status as an SBA Preferred Lender; changes in rules, regulations or procedures for other government loan programs, including those of the United States Department of Agriculture; the impacts of any pandemic or public health situation on trade (including supply chains and export levels), travel, employee productivity and other economic activities that may have a destabilizing and negative effect on financial markets, economic activity and customer behavior; adverse developments in the banking industry highlighted by high-profile bank failures and the potential impact of such developments on customer confidence, liquidity, and regulatory responses to these developments; a reduction in or the termination of the Company’s ability to use the technology-based platform that is critical to the success of its business model, including a failure in or a breach of operational or security systems or those of its third-party service providers; risks relating to the material weakness we identified in our internal control over financial reporting; technological risks and developments, including cyber threats, attacks, or events; competition from other lenders; the Company’s ability to attract and retain key personnel; market and economic conditions and the associated impact on the Company; operational, liquidity and credit risks associated with the Company’s business; changes in political and economic conditions, including any prolonged U.S. government shutdown; the impact of heightened regulatory scrutiny of financial products and services and the Company’s ability to comply with regulatory requirements and expectations; changes in tariffs and trade barriers, including potential changes in U.S. and international trade policies and the resulting impact on the Company and its customers; a deterioration of the credit rating for U.S. long-term sovereign debt, actions that the U.S. government may take to avoid exceeding the debt ceiling, and uncertainties surrounding the debt ceiling and the federal budget; adverse results, including related fees and expenses, from pending or future lawsuits, government investigations or private actions; and the other factors discussed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) and available at the SEC’s Internet site (http://www.sec.gov). Except as required by law, the Company specifically disclaims any obligation to update any factors or to publicly announce the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

About Live Oak Bancshares, Inc.

Live Oak Bancshares, Inc. (NYSE: LOB) is a financial holding company and the parent company of Live Oak Bank. Live Oak Bancshares and its subsidiaries partner with businesses that share a groundbreaking focus on service and technology to redefine banking. To learn more, visit www.liveoak.bank.

Contacts:

Live Oak Bancshares, Inc.
Quarterly Statements of Income (unaudited)
(Dollars in thousands, except per share data)

	Three Months Ended															2Q 2025 Change vs.
	2Q 2025			1Q 2025			4Q 2024			3Q 2024			2Q 2024			1Q 2025		2Q 2024
Interest income																%		%
Loans and fees on loans	$	204,513		$	195,616		$	194,821		$	192,170		$	181,840		4.5		12.5
Investment securities, taxable		11,648			11,089			10,490			9,750			9,219		5.0		26.3
Other interest earning assets		8,123			6,400			7,257			7,016			7,389		26.9		9.9
Total interest income		224,284			213,105			212,568			208,936			198,448		5.2		13.0
Interest expense
Deposits		113,380			110,888			113,357			110,174			105,358		2.2		7.6
Borrowings		1,683			1,685			1,737			1,762			1,770		(0.1	)	(4.9	)
Total interest expense		115,063			112,573			115,094			111,936			107,128		2.2		7.4
Net interest income		109,221			100,532			97,474			97,000			91,320		8.6		19.6
Provision for credit losses		23,252			28,964			33,581			34,502			11,765		(19.7	)	97.6
Net interest income after provision for credit losses		85,969			71,568			63,893			62,498			79,555		20.1		8.1
Noninterest income
Loan servicing revenue		8,565			8,298			8,524			8,040			7,347		3.2		16.6
Loan servicing asset revaluation		(3,057	)		(4,728	)		(2,326	)		(4,207	)		(2,878	)	35.3		(6.2	)
Net gains on sales of loans		21,641			18,648			18,356			16,646			14,395		16.0		50.3
Net gain (loss) on loans accounted for under the fair value option		1,082			(1,034	)		195			2,255			172		204.6		529.1
Equity method investments (loss) income		(2,716	)		(2,239	)		(2,739	)		(1,393	)		(1,767	)	(21.3	)	(53.7	)
Equity security investments gains, net		1,004			20			12			909			161		4,920.0		523.6
Lease income		3,103			2,573			2,456			2,424			2,423		20.6		28.1
Management fee income		—			—			—			1,116			3,271		—		(100.0	)
Other noninterest income		4,904			4,043			6,115			7,142			11,035		21.3		(55.6	)
Total noninterest income		34,526			25,581			30,593			32,932			34,159		35.0		1.1
Noninterest expense
Salaries and employee benefits		49,137			48,008			45,214			44,524			46,255		2.4		6.2
Travel expense		2,576			2,795			2,628			2,344			2,328		(7.8	)	10.7
Professional services expense		2,874			3,024			2,797			3,287			3,061		(5.0	)	(6.1	)
Advertising and marketing expense		4,420			3,665			1,979			2,473			3,004		20.6		47.1
Occupancy expense		2,369			2,737			2,558			2,807			2,388		(13.4	)	(0.8	)
Technology expense		10,066			9,251			9,406			9,081			7,996		8.8		25.9
Equipment expense		3,685			3,745			3,769			3,472			3,511		(1.6	)	5.0
Other loan origination and maintenance expense		4,190			4,585			4,812			4,872			3,659		(8.6	)	14.5
Renewable energy tax credit investment impairment		270			—			1,172			115			170		100.0		58.8
FDIC insurance		3,545			3,551			3,053			1,933			2,649		(0.2	)	33.8
Other expense		6,161			2,656			3,869			2,681			2,635		132.0		133.8
Total noninterest expense		89,293			84,017			81,257			77,589			77,656		6.3		15.0
Income before taxes		31,202			13,132			13,229			17,841			36,058		137.6		(13.5	)
Income tax expense		7,815			3,464			3,386			4,816			9,095		125.6		(14.1	)
Net income		23,387			9,668			9,843			13,025			26,963		141.9		(13.3	)
Net loss attributable to non-controlling interest		41			49			57			—			—		(16.3	)	100.0
Net income attributable to Live Oak Bancshares, Inc.	$	23,428		$	9,717		$	9,900		$	13,025		$	26,963		141.1		(13.1	)
Earnings per share
Basic	$	0.51		$	0.21		$	0.22		$	0.28		$	0.60		142.9		(15.0	)
Diluted	$	0.51		$	0.21		$	0.22		$	0.28		$	0.59		142.9		(13.6	)
Weighted average shares outstanding
Basic		45,634,741			45,377,965			45,224,470			45,073,482			44,974,942
Diluted		45,795,608			45,754,499			46,157,979			45,953,947			45,525,082

Live Oak Bancshares, Inc.
Quarterly Balance Sheets (unaudited)
(Dollars in thousands)

	As of the quarter ended															2Q 2025 Change vs.
	2Q 2025			1Q 2025			4Q 2024			3Q 2024			2Q 2024			1Q 2025		2Q 2024
Assets																%		%
Cash and due from banks	$	662,755		$	744,263		$	608,800		$	666,585		$	615,449		(11.0	)	7.7
Certificates of deposit with other banks		250			250			250			250			250		—		—
Investment securities available-for-sale		1,325,206			1,312,680			1,248,203			1,233,466			1,151,195		1.0		15.1
Loans held for sale		350,791			367,955			346,002			359,977			363,632		(4.7	)	(3.5	)
Loans and leases held for investment⁽¹⁾		11,014,055			10,693,911			10,233,374			9,831,891			9,172,134		3.0		20.1
Allowance for credit losses on loans and leases		(182,231	)		(190,184	)		(167,516	)		(168,737	)		(137,867	)	4.2		(32.2	)
Net loans and leases		10,831,824			10,503,727			10,065,858			9,663,154			9,034,267		3.1		19.9
Premises and equipment, net		246,493			259,113			264,059			267,032			267,864		(4.9	)	(8.0	)
Foreclosed assets		6,318			2,108			1,944			8,015			8,015		199.7		(21.2	)
Servicing assets		60,359			56,911			56,144			52,553			51,528		6.1		17.1
Other assets		347,212			348,697			352,120			356,314			376,370		(0.4	)	(7.7	)
Total assets	$	13,831,208		$	13,595,704		$	12,943,380		$	12,607,346		$	11,868,570		1.7		16.5
Liabilities and shareholders’ equity
*Liabilities*
Deposits:
Noninterest-bearing	$	393,393		$	386,108		$	318,890		$	258,844		$	264,013		1.9		49.0
Interest-bearing		12,201,397			12,009,837			11,441,604			11,141,703			10,443,018		1.6		16.8
Total deposits		12,594,790			12,395,945			11,760,494			11,400,547			10,707,031		1.6		17.6
Borrowings		107,659			110,247			112,820			115,371			117,745		(2.3	)	(8.6	)
Other liabilities		61,494			58,065			66,570			83,672			82,745		5.9		(25.7	)
Total liabilities		12,763,943			12,564,257			11,939,884			11,599,590			10,907,521		1.6		17.0
*Shareholders’ equity*
Preferred stock, no par value, 1,000,000 shares authorized, none issued or outstanding		—			—			—			—			—		—		—
Class A common stock (voting)		377,953			370,513			365,607			361,925			356,381		2.0		6.1
Class B common stock (non-voting)		—			—			—			—			—		—		—
Retained earnings		746,450			724,215			715,767			707,026			695,172		3.1		7.4
Accumulated other comprehensive loss		(61,514	)		(67,698	)		(82,344	)		(61,195	)		(90,504	)	9.1		32.0
Total shareholders’ equity attributed to Live Oak Bancshares, Inc.		1,062,889			1,027,030			999,030			1,007,756			961,049		3.5		10.6
Non-controlling interest		4,376			4,417			4,466			—			—		(0.9	)	100.0
Total shareholders’ equity		1,067,265			1,031,447			1,003,496			1,007,756			961,049		3.5		11.1
Total liabilities and shareholders’ equity	$	13,831,208		$	13,595,704		$	12,943,380		$	12,607,346		$	11,868,570		1.7		16.5

(1)	Includes $303.8 million, $316.8 million, $328.7 million, $343.4 million and $363.0 million loans measured at fair value for the quarters ended June 30, 2025, March 31, 2025, December 31, 2024, September 30, 2024, and June 30, 2024, respectively.

Live Oak Bancshares, Inc.
Statements of Income (unaudited)
(Dollars in thousands, except per share data)

	Six Months Ended
	June 30, 2025			June 30, 2024
Interest income
Loans and fees on loans	$	400,129		$	357,850
Investment securities, taxable		22,737			18,173
Other interest earning assets		14,523			14,845
Total interest income		437,389			390,868
Interest expense
Deposits		224,268			207,356
Borrowings		3,368			2,081
Total interest expense		227,636			209,437
Net interest income		209,753			181,431
Provision for credit losses		52,216			28,129
Net interest income after provision for credit losses		157,537			153,302
Noninterest income
Loan servicing revenue		16,863			14,971
Loan servicing asset revaluation		(7,785	)		(5,622	)
Net gains on sales of loans		40,289			25,897
Net gain (loss) on loans accounted for under the fair value option		48			(47	)
Equity method investments (loss) income		(4,955	)		(6,789	)
Equity security investments gain (losses), net		1,024			(368	)
Lease income		5,676			4,876
Management fee income		—			6,542
Other noninterest income		8,947			20,796
Total noninterest income		60,107			60,256
Noninterest expense
Salaries and employee benefits		97,145			93,530
Travel expense		5,371			4,766
Professional services expense		5,898			4,939
Advertising and marketing expense		8,085			6,696
Occupancy expense		5,106			4,635
Technology expense		19,317			15,719
Equipment expense		7,430			6,585
Other loan origination and maintenance expense		8,775			7,570
Renewable energy tax credit investment impairment (recovery)		270			(757	)
FDIC insurance		7,096			5,849
Other expense		8,817			5,861
Total noninterest expense		173,310			155,393
Income before taxes		44,334			58,165
Income tax expense		11,279			3,616
Net income		33,055			54,549
Net loss attributable to non-controlling interest		90			—
Net income attributable to Live Oak Bancshares, Inc.	$	33,145		$	54,549
Earnings per share
Basic	$	0.72		$	1.22
Diluted	$	0.72		$	1.20
Weighted average shares outstanding
Basic		45,556,842			44,868,625
Diluted		45,825,543			45,583,146

Live Oak Bancshares, Inc.
Quarterly Selected Financial Data
(Dollars in thousands, except per share data)

	As of and for the three months ended
	2Q 2025			1Q 2025			4Q 2024			3Q 2024			2Q 2024
Income Statement Data
Net income attributable to Live Oak Bancshares, Inc.	$	23,428		$	9,717		$	9,900		$	13,025		$	26,963
Per Common Share
Net income, diluted	$	0.51		$	0.21		$	0.22		$	0.28		$	0.59
Dividends declared		0.03			0.03			0.03			0.03			0.03
Book value		23.36			22.62			22.12			22.32			21.35
Tangible book value ⁽¹⁾		23.29			22.55			22.05			22.24			21.28
Performance Ratios
Return on average assets (annualized)		0.68	%		0.30	%		0.31	%		0.43	%		0.93	%
Return on average equity (annualized)		8.85			3.78			3.85			5.21			11.39
Net interest margin		3.28			3.20			3.15			3.33			3.28
Efficiency ratio ⁽¹⁾		62.12			66.62			63.45			59.72			61.89
Noninterest income to total revenue		24.02			20.28			23.89			25.35			27.22
Selected Loan Metrics
Loans and leases originated	$	1,526,592		$	1,396,223		$	1,421,118		$	1,757,856		$	1,171,141
Outstanding balance of sold loans serviced		5,321,284			4,949,962			4,715,895			4,452,750			4,292,857
Asset Quality Ratios
Allowance for credit losses to loans and leases held for investment ⁽³⁾		1.70	%		1.83	%		1.69	%		1.78	%		1.57	%
Net charge-offs ⁽³⁾	$	31,445		$	6,774		$	33,566		$	1,710		$	8,253
Net charge-offs to average loans and leases held for investment ^{(2) (3)}		1.19	%		0.27	%		1.39	%		0.08	%		0.38	%

Nonperforming loans and leases at historical cost ⁽³⁾
Unguaranteed	$	59,555		$	99,907		$	81,412		$	49,398		$	37,340
Guaranteed		336,777			322,993			222,885			166,177			122,752
Total		396,332			422,900			304,297			215,575			160,092
Unguaranteed nonperforming historical cost loans and leases, to loans and leases held for investment ⁽³⁾		0.56	%		0.96	%		0.82	%		0.52	%		0.42	%

Nonperforming loans at fair value ⁽⁴⁾
Unguaranteed	$	8,873		$	9,938		$	9,115		$	8,672		$	9,590
Guaranteed		60,453			58,100			54,873			49,822			51,570
Total		69,326			68,038			63,988			58,494			61,160
Unguaranteed nonperforming fair value loans to fair value loans held for investment ⁽⁴⁾		2.92	%		3.14	%		2.77	%		2.53	%		2.64	%

Capital Ratios
Common equity tier 1 capital (to risk-weighted assets)		10.67	%		10.67	%		11.04	%		11.19	%		11.85	%
Tier 1 leverage capital (to average assets)		7.90			8.03			8.21			8.60			8.71

Notes to Quarterly Selected Financial Data
(1) See accompanying GAAP to Non-GAAP Reconciliation.
(2) Quarterly net charge-offs as a percentage of quarterly average loans and leases held for investment, annualized.
(3) Loans and leases at historical cost only (excludes loans measured at fair value).
(4) Loans accounted for under the fair value option only (excludes loans and leases carried at historical cost).

Live Oak Bancshares, Inc.
Quarterly Average Balances and Net Interest Margin
(Dollars in thousands)

	Three Months Ended June 30, 2025							Three Months Ended March 31, 2025
	Average Balance			Interest		Average Yield/Rate		Average Balance			Interest		Average Yield/Rate
Interest-earning assets:
Interest-earning balances in other banks	$	727,715		$	8,123	4.48	%	$	581,267		$	6,400	4.47	%
Investment securities		1,408,942			11,648	3.32			1,379,797			11,089	3.26
Loans held for sale		381,531			8,008	8.42			407,953			8,612	8.56
Loans and leases held for investment⁽¹⁾		10,843,303			196,505	7.27			10,388,872			187,004	7.30
Total interest-earning assets		13,361,491			224,284	6.73			12,757,889			213,105	6.77
Less: Allowance for credit losses on loans and leases		(186,022	)						(165,320	)
Noninterest-earning assets		539,485							534,133
Total assets	$	13,714,954						$	13,126,702
Interest-bearing liabilities:
Interest-bearing checking	$	350,978		$	3,969	4.54	%	$	350,491		$	3,929	4.55	%
Savings		6,241,053			56,529	3.63			5,540,147			51,604	3.78
Money market accounts		128,757			93	0.29			127,908			120	0.38
Certificates of deposit		5,392,494			52,789	3.93			5,563,004			55,235	4.03
Total deposits		12,113,282			113,380	3.75			11,581,550			110,888	3.88
Borrowings		109,463			1,683	6.17			111,919			1,685	6.11
Total interest-bearing liabilities		12,222,745			115,063	3.78			11,693,469			112,573	3.90
Noninterest-bearing deposits		375,503							342,482
Noninterest-bearing liabilities		53,717							58,739
Shareholders’ equity		1,058,572							1,027,547
Non-controlling interest		4,417							4,465
Total liabilities and shareholders’ equity	$	13,714,954						$	13,126,702
Net interest income and interest rate spread				$	109,221	2.95	%				$	100,532	2.87	%
Net interest margin						3.28							3.20
Ratio of average interest-earning assets to average interest-bearing liabilities						109.32	%						109.10	%

(1)	Average loan and lease balances include non-accruing loans and leases.

Live Oak Bancshares, Inc.
GAAP to Non-GAAP Reconciliation
(Dollars in thousands)

	As of and for the three months ended
	2Q 2025			1Q 2025			4Q 2024			3Q 2024			2Q 2024
Total shareholders’ equity	$	1,067,265		$	1,031,447		$	1,003,496		$	1,007,756		$	961,049
Less:
Goodwill		1,797			1,797			1,797			1,797			1,797
Other intangible assets		1,491			1,529			1,568			1,606			1,644
Tangible shareholders’ equity (a)	$	1,063,977		$	1,028,121		$	1,000,131		$	1,004,353		$	957,608
Shares outstanding (c)		45,686,081			45,589,633			45,359,425			45,151,691			45,003,856
Total assets	$	13,831,208		$	13,595,704		$	12,943,380		$	12,607,346		$	11,868,570
Less:
Goodwill		1,797			1,797			1,797			1,797			1,797
Other intangible assets		1,491			1,529			1,568			1,606			1,644
Tangible assets (b)	$	13,827,920		$	13,592,378		$	12,940,015		$	12,603,943		$	11,865,129
Tangible shareholders’ equity to tangible assets (a/b)		7.69	%		7.56	%		7.73	%		7.97	%		8.07	%
Tangible book value per share (a/c)	$	23.29		$	22.55		$	22.05		$	22.24		$	21.28
Efficiency ratio:
Noninterest expense (d)	$	89,293		$	84,017		$	81,257		$	77,589		$	77,656
Net interest income		109,221			100,532			97,474			97,000			91,320
Noninterest income		34,526			25,581			30,593			32,932			34,159
Total revenue (e)	$	143,747		$	126,113		$	128,067		$	129,932		$	125,479
Efficiency ratio (d/e)		62.12	%		66.62	%		63.45	%		59.72	%		61.89	%
Pre-provision net revenue (e-d)	$	54,454		$	42,096		$	46,810		$	52,343		$	47,823

This press release presents non-GAAP financial measures. The adjustments to reconcile from the non-GAAP financial measures to the applicable GAAP financial measure are included where applicable in financial results presented in accordance with GAAP. The Company considers these adjustments to be relevant to ongoing operating results. The Company believes that excluding the amounts associated with these adjustments to present the non-GAAP financial measures provides a meaningful base for period-to-period comparisons, which will assist regulators, investors, and analysts in analyzing the operating results or financial position of the Company. The non-GAAP financial measures are used by management to assess the performance of the Company’s business for presentations of Company performance to investors, and for other reasons as may be requested by investors and analysts. The Company further believes that presenting the non-GAAP financial measures will permit investors and analysts to assess the performance of the Company on the same basis as that applied by management. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although non-GAAP financial measures are frequently used by shareholders to evaluate a company, they have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of results reported under GAAP.

The MIL Network –

July 24, 2025

MIL-OSI: David M. Findlay Named to Indianapolis Business Journal’s Indiana 250 List for Fourth Consecutive Year

Source: GlobeNewswire (MIL-OSI)

WARSAW, Ind., July 23, 2025 (GLOBE NEWSWIRE) — Lake City Bank is proud to announce that David M. Findlay, Chairman and Chief Executive Officer, has been named to the Indianapolis Business Journal’s Indiana 250 list for the fourth consecutive year. The annual list recognizes the state’s most influential and impactful leaders across business, philanthropy, the arts, government and not-for-profits.

“It’s an honor to be recognized alongside such influential leaders making an impact in our state,” Findlay said. “This list highlights the incredible depth and strength of leadership we have in Indiana to keep our communities moving forward.”

Findlay serves as the Chairman of the boards of directors and Chief Executive Officer of Lakeland Financial and Lake City Bank. He also served as President and Chief Executive Officer from 2014-2023, President and Chief Financial Officer from 2010-2014 and Chief Financial Officer from 2000-2010.

Findlay is active as a board member with many organizations including the Indiana Bankers Association, Indiana Chamber of Commerce, Central Indiana Corporate Partnership, OrthoWorx, Accelinx, the Northeast Indiana Regional Partnership, Parkview Health, Centerfield Capital Partners and the Trine University Board of Trustees.

A full list of those included on the 2025 Indiana 250 list is available on the Indianapolis Business Journal’s website at www.indiana250.com.

Lake City Bank, a $6.9 billion bank headquartered in Warsaw, Indiana, was founded in 1872 and serves Central and Northern Indiana communities with 54 branch offices and a robust digital banking platform. Lake City Bank’s community banking model prioritizes building in-market long-term customer relationships while delivering technology-forward solutions for retail and commercial clients. The bank is the single bank subsidiary of Lakeland Financial Corporation (Nasdaq Global Select/LKFN). For more information visit www.lakecitybank.com.

Contact
Luke Weick
Vice President
Marketing Manager
(574) 267-9198 x47279 office
(260) 431-7061 mobile
luke.weick@lakecitybank.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/9db91f9b-e7b5-4a83-9feb-a1016dabf248

The MIL Network –

July 24, 2025

Category: Commerce

Historic trade deal signed with India to deliver £50 million boost to Northern Ireland

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