NewzIntel.com

Category: Finance

  • MIL-OSI: James River Announces Director Appointment

    Source: GlobeNewswire (MIL-OSI)

    PEMBROKE, Bermuda, July 24, 2025 (GLOBE NEWSWIRE) — James River Group Holdings, Ltd. (“James River” or the “Company”) (NASDAQ: JRVR) today announced that Joel Cavaness has been appointed to the Company’s Board of Directors as an independent, non-executive member, effective immediately. Mr. Cavaness was also appointed to the Board’s Compensation and Human Capital Committee.

    “Joel is an accomplished executive in the wholesale brokerage space and has successfully built high-performing distribution platforms throughout his career,” said Christine LaSala, Chair of James River’s Board of Directors. “His entrepreneurial mindset, extensive marketplace relationships, and decades of leadership experience align deeply with James River and will add helpful complementary perspective to our Board.”

    Mr. Cavaness has nearly four decades of specialty property-and-casualty distribution experience. Most recently, he served as Chairman, Americas Specialty at Arthur J. Gallagher & Co. Prior to serving as Chairman, Mr. Cavaness was President of Risk Placement Services, Inc., which he co-founded in 1997. Earlier in his career, Mr. Cavaness held a series of leadership roles at Arthur J. Gallagher & Co. rising to Corporate Vice President and Division President of the Wholesale Brokerage Operation. He began his career as an underwriter with Crum & Forster Insurance Company. Additionally, Mr. Cavaness served on the Board of Directors of the Wholesale & Specialty Insurance Association for more than a decade.

    Forward-Looking Statements

    This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. In some cases, such forward-looking statements may be identified by terms such as believe, expect, seek, may, will, should, intend, project, anticipate, plan, estimate, guidance or similar words. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Information about these risks and uncertainties is contained in our filings with the U.S. Securities and Exchange Commission, including our most recently filed Annual Report on Form 10-K. These forward-looking statements speak only as of the date of this release and the Company does not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

    About James River Group Holdings, Ltd.

    James River Group Holdings, Ltd. is a Bermuda-based insurance holding company that owns and operates a group of specialty insurance companies. The Company operates in two specialty property-casualty insurance segments: Excess and Surplus Lines and Specialty Admitted Insurance. Each of the Company’s regulated insurance subsidiaries are rated “A-” (Excellent) by A.M. Best Company. Visit James River Group Holdings, Ltd. on the web at www.jrvrgroup.com.

    Bob Zimardo
    SVP, Investments & Investor Relations
    InvestorRelations@james-river-group.com

    The MIL Network –

  • MIL-OSI Security: Security News: Arizona Woman Sentenced for $17M Information Technology Worker Fraud Scheme that Generated Revenue for North Korea

    Source: United States Department of Justice

    An Arizona woman was sentenced today to 102 months in prison for her role in a fraudulent scheme that assisted North Korean Information Technology (IT) workers posing as U.S. citizens and residents with obtaining remote IT positions at more than 300 U.S. companies. The scheme generated more than $17 million in illicit revenue for Chapman and for the Democratic People’s Republic of Korea (DPRK or North Korea).

    Christina Marie Chapman, 50, of Litchfield Park, Arizona, pleaded guilty on Feb. 11 in the District of Columbia to conspiracy to commit wire fraud, aggravated identity theft, and conspiracy to launder monetary instruments. In addition to the 102-month prison term, U.S. District Court Judge Randolph D. Moss ordered Chapman to serve three years of supervised release, to forfeit $284,555.92 that was to be paid to the North Koreans, and to pay a judgment of $176,850.

    “Christina Chapman perpetrated a years’ long scheme that resulted in millions of dollars raised for the DPRK regime, exploited more than 300 American companies and government agencies, and stole dozens of identities of American citizens,” said Acting Assistant Attorney General Matthew R. Galeotti of the Justice Department’s Criminal Division. “Chapman made the wrong calculation: short term personal gains that inflict harm on our citizens and support a foreign adversary will have severe long term consequences.  I encourage companies to remain vigilant of these cyber threats, and warn individuals who may be tempted by similar schemes to take heed of today’s sentence.”

    “North Korea is not just a threat to the homeland from afar. It is an enemy within. It is perpetrating fraud on American citizens, American companies, and American banks. It is a threat to Main Street in every sense of the word,” said U.S. Attorney Jeanine Ferris Pirro for the District of Columbia. “The call is coming from inside the house. If this happened to these big banks, to these Fortune 500, brand name, quintessential American companies, it can or is happening at your company. Corporations failing to verify virtual employees pose a security risk for all. You are the first line of defense against the North Korean threat.”

    “The North Korean regime has generated millions of dollars for its nuclear weapons program by victimizing American citizens, businesses, and financial institutions,” said Assistant Director Rozhavsky of the FBI’s Counterintelligence Division. “However, even an adversary as sophisticated as the North Korean government can’t succeed without the assistance of willing U.S. citizens like Christina Chapman, who was sentenced today for her role in an elaborate scheme to defraud more than 300 American companies by helping North Korean IT workers gain virtual employment and launder the money they earned. Today’s sentencing demonstrates that the FBI will work tirelessly with our partners to defend the homeland and hold those accountable who aid our adversaries.”

    “The sentencing today demonstrates the great lengths to which the North Korean government will go in its efforts and resources to fund its illicit activities. The FBI continues to pursue these threat actors to disrupt their network and hold those accountable wherever they may be,” said Special Agent in Charge Heith Janke of the FBI Phoenix Field Office.

    “Today’s sentencing brings justice to the victims whose identities were stolen for this international fraud scheme,” said Special Agent in Charge Carissa Messick of the IRS Criminal Investigation (IRS-CI) Phoenix Field Office. “The scheme was elaborate. If this sentencing proves anything, it’s that no amount of obfuscation will prevent IRS-CI and our law enforcement partners from tracking down those that wish to steal the identities of U.S. nationals, launder money, or engage in criminality that jeopardizes national security.”

    The case involved one of the largest North Korean IT worker fraud schemes charged by the Department of Justice, with 68 identities stolen from victims in the United States and 309 U.S. businesses and two international businesses defrauded.

    According to court documents, North Korea has deployed thousands of highly skilled IT workers around the world, including to the United States, to obtain remote employment using false, stolen, or borrowed identities of U.S. persons. To circumvent controls employed by U.S. companies to prevent the hiring of illicit overseas IT workers, the North Korean IT workers obtain assistance from U.S.-based collaborators.

    Chapman helped North Korean IT workers obtain jobs at 309 U.S. companies, including Fortune 500 corporations. The impacted companies included a top-five major television network, a Silicon Valley technology company, an aerospace manufacturer, an American car maker, a luxury retail store, and a U.S media and entertainment company. Some of the companies were targeted by the IT workers, who maintained a repository of postings for companies that they wanted to employ them. The IT workers also attempted to obtain employment at two different U.S. government agencies, although these efforts were generally unsuccessful.

    Chapman operated a “laptop farm” where she received and hosted computers from the U.S. companies at her home, deceiving the companies into believing that the work was being performed in the United States. Chapman also shipped 49 laptops and other devices supplied by U.S. companies to locations overseas, including multiple shipments to a city in China on the border with North Korea. More than 90 laptops were seized from Chapman’s home following the execution of a search warrant in October 2023.

    Christina Chapman organized and stored U.S. company laptops in her home, and included notes identifying the U.S. company and identity associated with each laptop.

    Much of the millions of dollars in income generated by the scheme was falsely reported to the IRS and Social Security Administration in the names of actual U.S. individuals whose identities had been stolen or borrowed. Additionally, Chapman received and forged payroll checks in the names of the stolen identities used by the IT workers and received IT workers’ wages through direct deposit from U.S. companies into her U.S. financial accounts. Chapman further transferred the proceeds from the scheme to individuals overseas.

    This case was investigated by the FBI Phoenix Field Office, and the IRS-CI Phoenix Field Office. Assistance was provided by the FBI Chicago Field Office.

    Trial Attorney Ashley R. Pungello of the Criminal Division’s Computer Crime and Intellectual Property Section and Assistant U.S. Attorney Karen P. Seifert for the District of Columbia prosecuted the case, with assistance from Paralegal Specialist Jorge Casillas. Assistant U.S. Attorney Joshua Rothstein for the District of Columbia, the Victim Witness Unit, the U.S. Attorney’s Office for the District of Arizona, and the National Security Division’s National Security Cyber Section also provided assistance.

    ***

    In a coordinated effort, FBI Phoenix also issued guidance for HR professionals on detecting North Korean IT workers, and the Department of State issued guidance on the North Korean IT worker threat.

    Prior guidance was issued by the FBI, State Department, and the Department of the Treasury on this threat in a May 2022 advisory, and by the United States and the Republic of Korea (South Korea) in October 2023. The FBI issued updated guidance in May 2024 regarding the use of U.S. persons acting as facilitators by providing a U.S.-based location for U.S. companies to send devices and a U.S.-based internet connection for access to U.S. company networks and in January 2025 concerning the extortion and theft of sensitive company data by North Korean IT workers, along with recommended mitigations.

    MIL Security OSI –

  • MIL-OSI: Provident Financial Services, Inc. Declares Quarterly Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    ISELIN, N.J., July 24, 2025 (GLOBE NEWSWIRE) — Provident Financial Services, Inc. (NYSE:PFS) (the “Company”) Board of Directors declared a quarterly cash dividend of $0.24 per common share payable on August 29, 2025 to stockholders of record as of the close of business on August 15, 2025.

    About the Company

    Provident Financial Services, Inc. is the holding company for Provident Bank, a community-oriented bank offering “Commitment you can count on” since 1839. Provident Bank provides a comprehensive array of financial products and services through its network of branches throughout New Jersey, Bucks, Lehigh and Northampton counties in Pennsylvania, as well as Orange, Queens and Nassau Counties in New York. The Bank also provides fiduciary and wealth management services through its wholly owned subsidiary, Beacon Trust Company and insurance services through its wholly owned subsidiary, Provident Protection Plus, Inc.

    SOURCE: Provident Financial Services, Inc.
    CONTACT: Investor Relations, 1-732-590-9300
    Web Site: http://www.Provident.Bank

    The MIL Network –

  • MIL-OSI: eSignatureGuarantee.com, An Online Medallion Guarantee Verification Platform, Acquired by Entrepreneur Jess Heron

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — via IBN — eSignature Guarantee, a trusted online medallion stamp verification solution platform that simplified a traditionally complex financial process, has been acquired by entrepreneur and operator Jess Heron.

    Since its launch, eSignatureGuarantee.com has been a valued resource for tens of thousands of shareholders and investors across the country who need a compliant and more convenient way to get things done. As banks pulled back from branch-based services, the platform filled the gap with a digital approach that made things faster, easier, and accessible from anywhere.

    For co-founder Seth Farbman, this was more than another exit: “One of the most important things I look for when selling a company is identifying someone who sees the value in what has already been built and who is ready to carry it forward with the same care. There is a certain connection to an idea when you take it from seed to sale. The goal is always to make sure it reaches its full potential and that the client audience is taken care of going forward. Jess Heron is the right person for this next chapter.”

    Jess Heron brings deep experience in scaling platforms and building customer-first technology. He said: “We see incredible upside and opportunity to extend the solution across new use cases, while continuing to serve shareholders, trusts, funds and corporate holders who depends on a trusted digital medallion verification experience. I am excited for what comes next.”

    Yoel Goldfeder added: “We are proud that eSignature Guarantee succeeded by integrating legal integrity and securities compliance with practical utility, offering a solution that met the standards of the industry while simplifying the experience for those it served.”

    With this acquisition, the eSignatureGuarantee.com platform will continue to operate without interruption, while the new leadership team explores new integrations and expanded service offerings to further simplify the medallion guarantee process. Financial terms of the deal were not disclosed.

    For those looking to use the service, feel free to visit www.eSignatureGuarantee.com.

    About eSignature Guarantee

    eSignatureGuarantee.com is a secure, online platform that offers Medallion Signature Guarantees for individual and institutional shareholders. Since its founding, the platform has served thousands of users who required fast, compliant, and remote solutions for financial transactions that traditionally required in-person banking services.

    Contact:

    info@esignatureguarantee.com

    Wire Service Contact:
    IBN
    Austin, Texas
    www.InvestorBrandNetwork.com
    512.354.7000 Office
    Editor@InvestorBrandNetwork.com

    The MIL Network –

  • MIL-OSI: Credit Acceptance Announces Timing of Second Quarter 2025 Earnings Release and Webcast

    Source: GlobeNewswire (MIL-OSI)

    Southfield, Michigan, July 24, 2025 (GLOBE NEWSWIRE) — Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that we expect to issue a news release with our second quarter 2025 earnings on Thursday, July 31, 2025, after the market closes. A webcast is scheduled for Thursday, July 31, 2025, at 5:00 p.m. Eastern Time to discuss second quarter 2025 earnings.  

    Conference Call and Webcast Information:
    Date: Thursday, July 31, 2025
    Time: 5:00 p.m. Eastern Time

    Telephone Access: 

    Only persons accessing the webcast by telephone will be able to pose questions to the presenters during the webcast. To participate by telephone, you must pre-register using the following link:

    https://register.vevent.com/register/BIdf2e1302737241fd92014eec2b76a62f

    or through the link posted on the “Investor Relations” section of our website at ir.creditacceptance.com. Upon registering you will be provided with the dial-in number and a unique PIN to access the webcast by telephone.

    Webcast Access:
    The webcast can also be accessed live by visiting the “Investor Relations” section of our website at ir.creditacceptance.com.

    Additionally, a replay and transcript of the webcast will be archived in the “Investor Relations” section of our website.

    Description of Credit Acceptance Corporation

    We make vehicle ownership possible by providing innovative financing solutions that enable automobile dealers to sell vehicles to consumers regardless of their credit history. Our financing programs are offered through a nationwide network of automobile dealers who benefit from sales of vehicles to consumers who otherwise could not obtain financing; from repeat and referral sales generated by these same customers; and from sales to customers responding to advertisements for our financing programs, but who actually end up qualifying for traditional financing.

    Without our financing programs, consumers are often unable to purchase vehicles or they purchase unreliable ones. Further, as we report to the three national credit reporting agencies, an important ancillary benefit of our programs is that we provide consumers with an opportunity to improve their lives by improving their credit score and move on to more traditional sources of financing. Credit Acceptance is publicly traded on the Nasdaq Stock Market under the symbol CACC. For more information, visit creditacceptance.com.

    The MIL Network –

  • MIL-OSI: Teads to Release Second Quarter 2025 Financial Results on August 7, 2025

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Teads Holding Co. (NASDAQ: TEAD), announced today that the company will release its second quarter 2025 results before the market opens on Thursday, August 7, 2025, followed by a conference call at 8:30 a.m. (Eastern Time) that same day to discuss the company’s results and business outlook.

    The conference call can be accessed live over the phone by dialing 1-888-437-3179 or for international callers, 1-862-298-0702. A replay will be available two hours after the call and can be accessed by dialing 1-877-660-6853, or for international callers, 1-201-612-7415. The passcode for the live call and replay is 13754497. The replay will be available until August 21, 2025.

    Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company’s website at https://investors.teads.com/. The online replay will be available for a limited time shortly following the call.

    About Teads

    Teads is the omnichannel outcomes platform for the open internet, driving full-funnel results for marketers across premium media. With a focus on meaningful business outcomes for branding and performance objectives, Teads ensures value is driven with every media dollar by leveraging predictive AI technology to connect quality media, beautiful brand creative, and context-driven addressability and measurement. One of the most scaled advertising platforms on the open internet, Teads is directly partnered with more than 10,000 publishers and 20,000 advertisers globally. The company is headquartered in New York, with a global team of nearly 1,800 people in 30+ countries

    Media Contact

    press@teads.com

    Investor Relations Contact

    IR@teads.com

    (332) 205-8999

    The MIL Network –

  • MIL-OSI: Definitive Healthcare Announces Timing of Its Second Quarter 2025 Financial Results Conference Call and Webcast

    Source: GlobeNewswire (MIL-OSI)

    FRAMINGHAM, Mass., July 24, 2025 (GLOBE NEWSWIRE) — Definitive Healthcare Corp. (“Definitive Healthcare”) (Nasdaq: DH), an industry leader in healthcare commercial intelligence, today announced that it will report financial results for its second quarter ended June 30, 2025, on Thursday, August 7, 2025 after market close. The company will host a conference call and webcast at 5:00 PM (ET) / 2:00 PM (PT) to discuss the company’s financial results.

    A live audio webcast of the event will be available on the Definitive Healthcare’s Investor Relations website at https://ir.definitivehc.com/.

    A live dial-in will be available at 877-358-7298 (domestic) or +1-848-488-9244 (international). Shortly after the conclusion of the call, a replay of this conference call will be available through September 6, 2025 at 800-645-7964 or 757-849-6722. The replay passcode is 1765#.

    About Definitive Healthcare
    At Definitive Healthcare, our mission is to transform data, analytics, and expertise into healthcare commercial intelligence. We help clients uncover the right markets, opportunities, and people, so they can shape tomorrow’s healthcare industry. Our SaaS products and solutions create new paths to commercial success in the healthcare market, so companies can identify where to go next. Learn more at definitivehc.com.

    Media Contact:
    Bethany Swackhamer
    bswackhamer@definitivehc.com

    Investor Relations Contact:
    Brian Denyeau
    ICR for Definitive Healthcare
    brian.denyeau@icrinc.com

    Source: Definitive Healthcare Corp.

    The MIL Network –

  • MIL-OSI: Lake Shore Bancorp, Inc. Declares Dividend

    Source: GlobeNewswire (MIL-OSI)

    DUNKIRK, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — Lake Shore Bancorp, Inc. (“Lake Shore Bancorp”) (NASDAQ: LSBK), the holding company for Lake Shore Bank (the “Bank”), announced today that the Board of Directors declared a cash dividend of $0.09 per share on its outstanding common stock on July 23, 2025. The dividend is expected to be paid on August 13, 2025 to stockholders of record as of August 4, 2025.

    About Lake Shore

    Lake Shore Bancorp is the holding company of Lake Shore Bank, a New York chartered, community-oriented financial institution headquartered in Dunkirk, New York. The Bank has ten full-service branch locations in Western New York, including four in Chautauqua County and six in Erie County. The Bank offers a broad range of retail and commercial lending and deposit services. Lake Shore Bancorp’s common stock is traded on the NASDAQ Global Market as “LSBK”. Additional information about Lake Shore Bancorp is available at www.mylsbank.com.

    Safe-Harbor

    This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, that are based on current expectations, estimates and projections about Lake Shore Federal Bancorp’s, Lake Shore Bancorp, Inc.’s (collectively, the “Company”) and the Bank’s industry, and management’s beliefs and assumptions. Words such as anticipates, expects, intends, plans, believes, estimates and variations of such words and expressions are intended to identify forward-looking statements. Such statements reflect management’s current views of future events and operations. These forward-looking statements are based on information currently available to the Company as of the date of this release. It is important to note that these forward-looking statements are not guarantees of future performance and involve and are subject to significant risks, contingencies, and uncertainties, many of which are difficult to predict and are generally beyond our control including, but not limited to, data loss or other security breaches, including a breach of our operational or security systems, policies or procedures, including cyber-attacks on us or on our third party vendors or service providers, economic conditions, the effect of changes in monetary and fiscal policy, inflation, tariffs, unanticipated changes in our liquidity position, climate change, geopolitical conflicts, public health issues, increased unemployment, deterioration in the credit quality of the loan portfolio and/or the value of the collateral securing repayment of loans, reduction in the value of investment securities, the cost and ability to attract and retain key employees, regulatory or legal developments, tax policy changes, dividend policy changes and our ability to implement and execute our business plan and strategy and expand our operations. These factors should be considered in evaluating forward looking statements and undue reliance should not be placed on such statements, as our financial performance could differ materially due to various risks or uncertainties. We do not undertake to publicly update or revise our forward-looking statements if future changes make it clear that any projected results expressed or implied therein will not be realized.

    Source: Lake Shore Bancorp, Inc.
    Category: Financial

    Investor Relations/Media Contact
    Kim C. Liddell
    President, CEO, and Director
    Lake Shore Bancorp, Inc.
    31 East Fourth Street
    Dunkirk, New York 14048
    (716) 366-4070 ext. 1012

    The MIL Network –

  • MIL-OSI: Financial Institutions, Inc. Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    WARSAW, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — Financial Institutions, Inc. (NASDAQ: FISI) (the “Company,” “we” or “us”), parent company of Five Star Bank (the “Bank”) and Courier Capital, LLC (“Courier Capital”), today reported financial and operational results for the second quarter ended June 30, 2025.

    The Company reported net income of $17.5 million in the second quarter of 2025, compared to $16.9 million in the first quarter of 2025 and $25.6 million in the second quarter of 2024. After preferred dividends, net income available to common shareholders was $17.2 million, or $0.85 per diluted share, in the second quarter of 2025, compared to $16.5 million, or $0.81 per diluted share, in the first quarter of 2025, and $25.3 million, or $1.62 per diluted share, in the second quarter of 2024. The Company recorded a provision for credit losses of $2.6 million in the current quarter, compared to $2.9 million in the linked quarter and $2.0 million in the prior year quarter.

    Second Quarter 2025 Highlights:

    • Net interest margin of 3.49% for second quarter of 2025 was up 14 and 62 basis points from the linked and year-ago quarters, respectively, while net interest income of $49.1 million for second quarter of 2025 increased $2.3 million, or 4.8%, from the first quarter of 2025 and $7.9 million, or 19.2%, from the second quarter of 2024.
    • Noninterest income was $10.6 million in the second quarter of 2025, compared to $10.4 million in the linked quarter and $24.0 million in the year-ago quarter, when results benefited from a $13.5 million pre-tax gain associated with the sale of the Company’s insurance business.
    • Total loans were $4.54 billion at June 30, 2025, reflecting a decrease of $17.3 million, or 0.4%, from March 31, 2025, driven by a decrease in our consumer indirect lending portfolio as pay-downs exceeded originations, and an increase of $74.5 million, or 1.7%, from one year prior.
    • Total deposits were $5.16 billion at June 30, 2025, down $216.9 million, or 4.0%, from March 31, 2025, driven by both seasonal public deposit outflows and the previously announced wind-down of the Company’s Banking-as-a-Service, or BaaS, offering, and relatively flat compared to one year prior.
    • Nonperforming assets to total assets were 0.53% at June 30, 2025, down from 0.63% at the linked quarter-end and up from 0.41% one year prior.

    “Second quarter 2025 financial results were highlighted by continued margin expansion, increased net interest income and durable noninterest revenues, which allowed us to deliver 4% growth in net income available to common shareholders from the linked first quarter,” said President and Chief Executive Officer Martin K. Birmingham. “Profitability continues to be a paramount focus, and we were pleased to maintain an efficiency ratio below 60% and report solid annualized return on average assets and return on average equity of 1.13% and 11.78%, respectively, for the most recent quarter.

    “Deposit balances reflect typical seasonality within our public deposit portfolio and total loans were relatively flat with the end of the first quarter, as commercial business lending growth was more than offset by a reduction in consumer indirect balances. Given our strong first quarter loan production and existing pipelines, we continue to expect low single-digit full year loan growth that aligns with our credit-disciplined philosophy.”

    Chief Financial Officer and Treasurer W. Jack Plants II added, “Our results continue to benefit from our team’s focus on prudent balance sheet stewardship through redeployment of cash flows into higher yielding assets, active investment portfolio management and our ability to effectively reprice deposits, supporting a six basis point reduction in our overall cost of funds. Expenses in the second quarter were somewhat elevated, in part reflecting timing of certain expenses and some higher costs that we expect to be nonrecurring, and we will remain intently focused on expense management through the coming quarters to support positive operating leverage in 2025.”

    Net Interest Income and Net Interest Margin

    Net interest income was $49.1 million for the second quarter of 2025, an increase of $2.3 million from the first quarter of 2025, and an increase of $7.9 million from the second quarter of 2024.

    Average interest-earning assets for the current quarter of $5.65 billion were flat with the first quarter of 2025, as a $46.9 million increase in average loans was offset by a $32.7 million decrease in the average balance of Federal Reserve interest-earning cash and a $14.0 million decrease in the average balance of investment securities. Average interest-earning assets decreased $114.5 million from the second quarter of 2024, as a $123.2 million decrease in the average balance of investment securities and a $95.1 million decrease in the average balance of Federal Reserve interest-earning cash were partially offset by a $103.8 million increase in average loans.

    Average interest-bearing liabilities for the current quarter were $4.52 billion, reflecting an increase of $11.6 million from the linked quarter and a decrease of $29.8 million from the year-ago quarter. The increase from the first quarter of 2025 was primarily due to a $66.4 million increase in average time deposits that was partially offset by a $23.1 million decrease in average savings and money market deposits, a $14.2 million decrease in average interest-bearing demand deposits, a $9.1 million decrease in average short-term borrowings, and an $8.4 million decrease in average long-term borrowings. The year-over-year decrease was due to an $83.4 million decrease in average savings and money market deposits, a $54.0 million decrease in average short-term borrowings, a $10.0 million decrease in average interest-bearing demand deposits, and an $8.2 million decrease in average long-term borrowings, partially offset by a $125.7 million increase in average time deposits. The continued outflow of BaaS-related deposits, following the Company’s September 2024 announcement that it would wind-down its BaaS platform, was the primary driver of the reduction in average savings and money market deposits from the linked and year-ago periods.

    Net interest margin was 3.49% in the current quarter as compared to 3.35% in the first quarter of 2025, and 2.87% in the second quarter of 2024. Expansion from the linked quarter was due to increases in the average yields of both investment securities and loans, as well as lower average cost of interest-bearing liabilities, reflecting repricing of non-public and reciprocal deposits. Year-over-year margin expansion was driven by an increase in the average yield on investment securities, following the previously disclosed restructuring of the available-for-sale securities portfolio in December 2024, which supported an increase in the average yield on interest-earning assets.

    Noninterest Income

    The Company reported noninterest income of $10.6 million for the second quarter of 2025, compared to $10.4 million in the first quarter of 2025 and $24.0 million in the second quarter of 2024.

    • The Company’s sale of its former insurance subsidiary generated a net gain of $13.5 million in the second quarter of 2024.
    • Investment advisory income of $2.9 million was $148 thousand higher than the first quarter of 2025 and up $106 thousand from the second quarter of 2024.
    • Income from company-owned life insurance (“COLI”) of $3.0 million was $188 thousand higher than the first quarter of 2025 and $1.6 million higher than the second quarter of 2024, due to the previously disclosed restructuring of a portion of the Company’s COLI portfolio into higher-yielding separate account policies in January 2025.
    • Income from investments in limited partnerships of $307 thousand was $108 thousand lower than the first quarter of 2025 and $496 thousand lower than the second quarter of 2024. The Company has made several investments in limited partnerships, primarily small business investment companies, and accounts for these investments under the equity method. Income from these investments fluctuates based on the maturity and performance of the underlying investments.
    • Other noninterest income of $1.3 million was $292 thousand lower than the linked quarter and $227 thousand lower than the year-ago quarter.

    Noninterest Expense

    Noninterest expense was $35.7 million in the second quarter of 2025, compared to $33.7 million in the first quarter of 2025, and $33.0 million in the second quarter of 2024.

    • Salaries and employee benefits expense of $18.1 million was $1.2 million higher than the first quarter of 2025 and $2.3 million higher than the second quarter of 2024, reflecting an increase in health insurance benefits due to higher medical claims than in the linked quarter, while the increase from the prior year quarter was primarily due to annual merit increases.
    • Occupancy and equipment expense of $4.0 million reflects increases of $392 thousand and $534 thousand from the linked and year-ago quarters, respectively. The linked quarter increase was due in part to timing given a change in facilities maintenance service vendors, as well as costs associated with an ongoing ATM conversion, while the year-over-year variance was due in part to the ATM conversion and upgrade project.
    • Professional services expenses of $1.5 million were $240 thousand lower than the first quarter of 2025 and $343 thousand lower than the second quarter of 2024. The linked quarter variance was primarily due to the timing of audit related expenses, while the year-over-year variance was primarily attributable to legal expenses incurred in the second quarter of 2024 related to the Company’s previously disclosed deposit-related fraud event.
    • Computer and data processing expense of $5.9 million was $392 thousand higher than the first quarter of 2025 and $537 thousand higher than the second quarter of 2024. Both the linked quarter and year-over-year increases were driven by the timing of expenses for in-process technology enhancement and upgrade initiatives.
    • The Company recorded deposit-related charged-off items of $233 thousand for the current quarter, compared to charged-off recoveries of $294 thousand in the first quarter of 2025 and charged-off items of $398 thousand in the second quarter of 2024, with the linked quarter variance primarily driven by insurance proceeds received in the first quarter of 2025 related to a past commercial deposit charged-off item.
    • Other expense of $3.6 million was down $179 thousand from the linked quarter and down $381 thousand from the year-ago quarter, with the year-over-year variance primarily due to higher interest rate swap collateral charges in the second quarter of 2024.

    Income Taxes

    Income tax expense was $4.0 million for the second quarter of 2025, compared to $3.7 million in the first quarter of 2025 and $4.5 million in the second quarter of 2024. The Company also recognized federal and state tax benefits related to tax credit investments placed in service and/or amortized during the second quarter of 2025, first quarter of 2025, and second quarter of 2024, resulting in income tax expense reductions of $1.1 million, $1.1 million, and $1.3 million, respectively.

    The effective tax rate was 18.4% for the second quarter of 2025, 18.2% for the first quarter of 2025, and 15.0% for the second quarter of 2024. The effective tax rate fluctuates on a quarterly basis primarily due to the level of pre-tax earnings and may differ from statutory rates because of interest income from tax-exempt securities, earnings on COLI, the tax impact of the COLI repositioning, and the impact of tax credit investments.

    Balance Sheet and Capital Management

    Total assets were $6.14 billion at June 30, 2025, down $196.7 million from March 31, 2025, and flat with June 30, 2024.

    Investment securities were $1.01 billion at June 30, 2025, down $31.8 million from March 31, 2025, and flat with June 30, 2024.

    Total loans were $4.54 billion at June 30, 2025, a decrease of $17.3 million, or 0.4%, from March 31, 2025, and an increase of $74.5 million, or 1.7%, from June 30, 2024.

    • Commercial business loans totaled $726.2 million, up $17.1 million, or 2.4%, from March 31, 2025, and up $12.3 million, or 1.7%, from June 30, 2024.
    • Commercial mortgage loans totaled $2.22 billion, a decline of $13.1 million, or 0.6%, from March 31, 2025, and an increase of $129.3 million, or 6.2%, from June 30, 2024.
    • Residential real estate loans totaled $647.2 million, up $3.2 million, or 0.5%, from March 31, 2025, and down $470 thousand, or 0.1%, from June 30, 2024.
    • Consumer indirect loans totaled $833.5 million, down $19.7 million, or 2.3%, from March 31, 2025, and down $61.1 million, or 6.8%, from June 30, 2024.

    Total deposits were $5.16 billion at June 30, 2025, down $216.9 million, or 4.0%, from March 31, 2025, and up $22.7 million, or 0.4%, from June 30, 2024. The decrease from March 31, 2025 was primarily due to seasonally lower public deposit balances in addition to the outflow of BaaS-related deposits. The modest increase from June 30, 2024 reflected a higher level of brokered deposits, which were utilized to offset the anticipated reduction in BaaS-related deposits, as well as lower reciprocal deposit balances. The Company had approximately $7 million in BaaS-related deposits at June 30, 2025, compared to approximately $55 million at March 31, 2025 and approximately $108 million at June 30, 2024. Public deposit balances represented 21% of total deposits at June 30, 2025, 24% at March 31, 2025, and 20% at June 30, 2024.

    Short-term borrowings were $101.0 million at June 30, 2025, compared to $55.0 million at March 31, 2025, and $202.0 million at June 30, 2024. Short-term borrowings and brokered deposits have historically been utilized to manage the seasonality of public deposits.

    Shareholders’ equity was $601.7 million at June 30, 2025, compared to $589.9 million at March 31, 2025, and $467.7 million at June 30, 2024. The linked quarter period-end increase was due to net income, net of dividends, retained, while the year-over-year period end increase was primarily driven by additional paid-in-capital resulting from the common stock capital raise executed in the fourth quarter of 2024 and a decrease in accumulated other comprehensive loss between period ends following the investment securities restructuring in the fourth quarter of 2024.

    Common book value per share was $29.03 at June 30, 2025, an increase of $0.55, or 1.9%, from $28.48 at March 31, 2025, and a decrease of $0.08, or 0.3%, from $29.11 at June 30, 2024. Tangible common book value per share(1) was $26.02 at June 30, 2025, an increase of $0.56, or 2.2%, from $25.46 at March 31, 2025, and an increase of $0.85, or 3.4%, from $25.17 at June 30, 2024. The common equity to assets ratio was 9.51% at June 30, 2025, compared to 9.03% at March 31, 2025, and 7.34% at June 30, 2024. Tangible common equity to tangible assets(1), or the TCE ratio, was 8.61%, 8.15% and 6.41% at June 30, 2025, March 31, 2025, and June 30, 2024, respectively. The year-over-year increases in both ratios were attributable to the additional capital raised in the fourth quarter of 2024 and the decrease in accumulated other comprehensive loss as a result of the investment securities restructuring in the fourth quarter of 2024.

    During the second quarter of 2025, the Company declared a common stock dividend of $0.31 per common share, consistent with the linked quarter and reflecting an increase of $0.01, or 3.3%, over the year-ago quarter. The dividend returned more than 36% of second quarter net income to common shareholders.

    The Company’s regulatory capital ratios at June 30, 2025 continued to exceed all regulatory capital requirements to be considered well capitalized.

    • Leverage Ratio was 9.45% compared to 9.24% and 8.61% at March 31, 2025, and June 30, 2024, respectively.
    • Common Equity Tier 1 Capital Ratio was 10.84% compared to 10.38% and 10.03% at March 31, 2025, and June 30, 2024, respectively.
    • Tier 1 Capital Ratio was 11.17% compared to 10.71% and 10.36% at March 31, 2025, and June 30, 2024, respectively.
    • Total Risk-Based Capital Ratio was 13.27% compared to 13.09% and 12.65% at March 31, 2025, and June 30, 2024, respectively.

    As previously disclosed, in April 2025, the Company called $10.0 million of its $40.0 million of fixed-to-floating subordinated debt that was originally issued in April 2015. These notes initially bore interest at a fixed rate of 6.00% and began repricing on a quarterly basis at a rate equal to the then-current three-month term SOFR plus 4.20561% after the April 2025 call date. The Company currently expects to retain the remaining $30.0 million of April 2015 notes, as well as the separate $35.0 million of fixed-to-floating rate subordinated notes that were issued in October 2020, which currently bear interest at a fixed rate of 4.375%, and are set to reprice at a rate of the then-current three-month term SOFR plus 4.265% beginning in October 2025. The April 2015 notes are callable on a quarterly basis going forward and the October 2020 notes become callable beginning in October 2025. The Company will continue to evaluate options relative to its outstanding subordinated debt, which may include redemption in part or in full, as well as replacing or refinancing the facilities.

    Credit Quality

    Non-performing loans were $32.4 million, or 0.72% of total loans, at June 30, 2025, as compared to $40.0 million, or 0.88% of total loans, at March 31, 2025, and $25.2 million, or 0.57% of total loans, at June 30, 2024. The decrease from March 31, 2025 reflects a reduction of approximately $3.7 million in non-performing loans associated with the foreclosure of a participated loan secured by real estate, as well as a $1.9 million partial charge-off of a credit facility for which a specific reserve was in place. Both the aforementioned foreclosed participated loan and the partially charged-off credit facility relate to a previously disclosed commercial business relationship that was placed on nonaccrual status in the fourth quarter of 2023. The increase in non-performing loans from June 30, 2024 was primarily driven by one commercial loan relationship that was placed on nonaccrual status during the third quarter of 2024. Net charge-offs were $4.1 million, representing 0.36% of average loans on an annualized basis, for the current quarter, as compared to $2.4 million, or an annualized 0.21% of average loans, in the first quarter of 2025 and $1.1 million, or an annualized 0.10%, in the second quarter of 2024.

    At June 30, 2025, the allowance for credit losses on loans to total loans ratio was 1.04%, compared to 1.08% at March 31, 2025 and 0.99% at June 30, 2024.

    Provision for credit losses was $2.6 million in the current quarter, compared to $2.9 million in the linked quarter and $2.0 million in the prior year quarter. Provision for credit losses on loans was $2.4 million in the current quarter, compared to $3.3 million in the first quarter of 2025, and $2.0 million in the second quarter of 2024. The allowance for unfunded commitments, also included in provision for credit losses as required by the current expected credit loss standard (“CECL”), totaled $179 thousand in the second quarter of 2025, $364 thousand in the first quarter of 2025, and $43 thousand in the second quarter of 2024. The provision for credit losses for the second quarter of 2025 was driven by a combination of factors, including improvement in the forecasted loss rate for pooled loans and a reduction in specific reserves, partly offset by higher net charge-offs.

    The Company has remained strategically focused on the importance of credit discipline, allocating resources to credit and risk management functions as the loan portfolio has grown. The ratio of allowance for credit losses on loans to non-performing loans was 146% at June 30, 2025, 122% at March 31, 2025, and 174% at June 30, 2024, with the improvement from the end of the linked quarter reflective of the decrease in nonperforming loans reported at June 30, 2025.

    Subsequent Events

    The Company is required, under generally accepted accounting principles (“GAAP”), to evaluate subsequent events through the filing of its consolidated financial statements for the quarter ended June 30, 2025, on Form 10-Q. As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of June 30, 2025, and will adjust amounts preliminarily reported, if necessary.

    Conference Call

    The Company will host an earnings conference call and audio webcast on July 25, 2025 at 8:30 a.m. Eastern Time. The call will be hosted by Martin K. Birmingham, President and Chief Executive Officer, and W. Jack Plants II, Chief Financial Officer and Treasurer. The live webcast will be available in listen-only mode on the Company’s website at www.FISI-investors.com. Within the United States, listeners may also access the call by dialing 1-833-470-1428 and providing the access code 652423. The webcast replay will be available on the Company’s website for at least 30 days.

    About Financial Institutions, Inc.

    Financial Institutions, Inc. (NASDAQ: FISI) is a financial holding company with approximately $6.1 billion in assets offering banking and wealth management products and services. Its Five Star Bank subsidiary provides consumer and commercial banking and lending services to individuals, municipalities and businesses through banking locations spanning Western and Central New York and a commercial loan production office serving the Mid-Atlantic region. Courier Capital, LLC offers customized investment management, consulting and retirement plan services to individuals, businesses, institutions, foundations and retirement plans. Learn more at Five-StarBank.com and FISI-Investors.com.

    Non-GAAP Financial Information

    In addition to results presented in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures. A reconciliation of these non-GAAP measures to GAAP measures is included in Appendix A to this document.

    The Company believes that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, performance trends and financial position. Our management uses these measures for internal planning and forecasting purposes and we believe that our presentation and discussion, together with the accompanying reconciliations, allows investors, security analysts and other interested parties to view our performance and the factors and trends affecting our business in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP measures, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure to evaluate the Company. Non-GAAP financial measures have inherent limitations, are not uniformly applied and are not audited. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

    Safe Harbor Statement

    This press release may contain forward-looking statements as defined by Section 21E of the Securities Exchange Act of 1934, as amended, that involve significant risks and uncertainties. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “focus,” “forecast,” “intend,” “may,” “plan,” “preliminary,” “should,” “target” or “will.” Statements herein are based on certain assumptions and analyses by the Company and factors it believes are appropriate in the circumstances. Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to: changes in interest rates; inflation; tariffs; changes in deposit flows and the cost and availability of funds; fraudulent deposit activity; the Company’s ability to implement its strategic plan, including by expanding its commercial lending footprint and integrating its acquisitions; whether the Company experiences greater credit losses than expected; whether the Company experiences breaches of its, or third party, information systems; the attitudes and preferences of the Company’s customers; legal and regulatory proceedings and related matters, including any action described in our reports filed with the SEC, could adversely affect us and the banking industry in general; the competitive environment; fluctuations in the fair value of securities in its investment portfolio; changes in the regulatory environment and the Company’s compliance with regulatory requirements; general economic and credit market conditions nationally and regionally; and the macroeconomic volatility related to global political unrest. Consequently, all forward-looking statements made herein are qualified by these cautionary statements and the cautionary language and risk factors included in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and other documents filed with the SEC. Except as required by law, the Company undertakes no obligation to revise these statements following the date of this press release.

    (1) See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.

    For additional information contact:
    Kate Croft
    Director of Investor Relations and Corporate Communications
    (716) 817-5159
    klcroft@five-starbank.com

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)

      2025     2024  
    SELECTED BALANCE SHEET DATA: June 30,     March 31,     December 31,     September 30,     June 30,  
    Cash and cash equivalents $ 93,034     $ 167,352     $ 87,321     $ 249,569     $ 146,347  
    Investment securities:                            
    Available for sale   916,149       926,992       911,105       886,816       871,635  
    Held-to-maturity, net   92,121       113,105       116,001       121,279       128,271  
    Total investment securities   1,008,270       1,040,097       1,027,106       1,008,095       999,906  
    Loans held for sale   2,356       387       2,280       2,495       2,099  
    Loans:                            
    Commercial business   726,218       709,101       665,321       654,519       713,947  
    Commercial mortgage–construction   536,552       566,359       582,619       533,506       518,013  
    Commercial mortgage–multifamily   496,223       475,867       470,954       467,527       463,171  
    Commercial mortgage–non-owner occupied   873,207       899,679       857,987       814,392       814,953  
    Commercial mortgage–owner occupied   309,171       286,391       288,036       290,216       289,733  
    Residential real estate loans   647,205       643,983       650,206       648,241       647,675  
    Residential real estate lines   75,675       74,769       75,552       76,203       75,510  
    Consumer indirect   833,452       853,176       845,772       874,651       894,596  
    Other consumer   38,299       43,953       42,757       43,734       43,870  
    Total loans   4,536,002       4,553,278       4,479,204       4,402,989       4,461,468  
    Allowance for credit losses – loans   47,291       48,964       48,041       44,678       43,952  
    Total loans, net   4,488,711       4,504,314       4,431,163       4,358,311       4,417,516  
    Total interest-earning assets   5,614,008       5,733,743       5,602,570       5,666,972       5,709,148  
    Goodwill and other intangible assets, net   60,564       60,651       60,758       60,867       60,979  
    Total assets   6,143,766       6,340,492       6,117,085       6,156,317       6,131,772  
    Deposits:                            
    Noninterest-bearing demand   940,341       945,182       950,351       978,660       939,346  
    Interest-bearing demand   704,871       773,475       705,195       793,996       711,580  
    Savings and money market   1,898,302       2,033,323       1,904,013       2,027,181       2,007,256  
    Time deposits   1,612,500       1,620,930       1,545,172       1,506,764       1,475,139  
    Total deposits   5,156,014       5,372,910       5,104,731       5,306,601       5,133,321  
    Short-term borrowings   101,000       55,000       99,000       55,000       202,000  
    Long-term borrowings, net   114,960       124,917       124,842       124,765       124,687  
    Total interest-bearing liabilities   4,431,633       4,607,645       4,405,912       4,507,706       4,520,662  
    Shareholders’ equity   601,668       589,928       568,984       500,342       467,667  
    Common shareholders’ equity   584,383       572,643       551,699       483,050       450,375  
    Tangible common equity(1)   523,838       511,992       490,941       422,183       389,396  
    Accumulated other comprehensive loss $ (42,214 )   $ (41,995 )   $ (52,604 )   $ (102,029 )   $ (125,774 )
                                 
    Common shares outstanding   20,128       20,110       20,077       15,474       15,472  
    Treasury shares   572       590       623       625       627  
    CAPITAL RATIOS AND PER SHARE DATA:                            
    Leverage ratio   9.45 %     9.24 %     9.15 %     8.98 %     8.61 %
    Common equity Tier 1 capital ratio   10.84 %     10.38 %     10.54 %     10.28 %     10.03 %
    Tier 1 capital ratio   11.17 %     10.71 %     10.87 %     10.62 %     10.36 %
    Total risk-based capital ratio   13.27 %     13.09 %     13.25 %     12.95 %     12.65 %
    Common equity to assets   9.51 %     9.03 %     9.02 %     7.85 %     7.34 %
    Tangible common equity to tangible assets(1)   8.61 %     8.15 %     8.11 %     6.93 %     6.41 %
                                 
    Common book value per share $ 29.03     $ 28.48     $ 27.48     $ 31.22     $ 29.11  
    Tangible common book value per share(1) $ 26.02     $ 25.46     $ 24.45     $ 27.28     $ 25.17  
                                           
    1. See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    SELECTED STATEMENT OF OPERATIONS DATA: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Interest income $ 163,918     $ 157,201     $ 82,867     $ 81,051     $ 78,119     $ 77,911     $ 78,788  
    Interest expense   67,932       75,926       33,745       34,187       36,486       37,230       37,595  
    Net interest income   95,986       81,275       49,122       46,864       41,633       40,681       41,193  
    Provision (benefit) for credit losses   5,490       (3,415 )     2,562       2,928       6,461       3,104       2,041  
    Net interest income after provision (benefit) for credit losses   90,496       84,690       46,560       43,936       35,172       37,577       39,152  
    Noninterest income:                                        
    Service charges on deposits   2,141       2,056       1,089       1,052       1,074       1,103       979  
    Insurance income   6       2,138       3       3       3       3       4  
    Card interchange income   3,777       3,910       1,937       1,840       2,045       1,900       2,008  
    Investment advisory   5,622       5,361       2,885       2,737       2,555       2,797       2,779  
    Company owned life insurance   5,742       2,658       2,965       2,777       1,425       1,404       1,360  
    Investments in limited partnerships   722       1,145       307       415       837       400       803  
    Loan servicing   303       333       180       123       295       88       158  
    Income (loss) from derivative instruments, net   589       551       339       250       (37 )     212       377  
    Net gain on sale of loans held for sale   257       212       140       117       186       220       124  
    Net loss on investment securities   3       –       3       –       (100,055 )     –       –  
    Net gain (loss) on the sale of other assets   –       13,495       –       –       (19 )     138       13,508  
    Net (loss) gain on tax credit investments   (1,026 )     31       (512 )     (514 )     (636 )     (170 )     406  
    Other   2,854       3,025       1,281       1,573       1,291       1,345       1,508  
    Total noninterest income (loss)   20,990       34,915       10,617       10,373       (91,036 )     9,440       24,014  
    Noninterest expense:                                        
    Salaries and employee benefits   34,968       33,088       18,070       16,898       17,159       15,879       15,748  
    Occupancy and equipment   7,572       7,200       3,982       3,590       3,791       3,370       3,448  
    Professional services   3,142       4,166       1,451       1,691       1,571       1,965       1,794  
    Computer and data processing   11,366       10,728       5,879       5,487       6,608       5,353       5,342  
    Supplies and postage   1,081       912       503       578       504       519       437  
    FDIC assessments   2,859       2,641       1,392       1,467       1,551       1,092       1,346  
    Advertising and promotions   837       737       495       342       465       371       440  
    Amortization of intangibles   212       331       105       107       109       112       114  
    Provision for litigation settlement   –       –       –       –       23,022       –       –  
    Deposit-related charged-off items (recoveries) expense   (61 )     19,577       233       (294 )     354       410       398  
    Restructuring charges   68       –       –       68       35       –       –  
    Other   7,323       7,653       3,572       3,751       4,235       3,398       3,953  
    Total noninterest expense   69,367       87,033       35,682       33,685       59,404       32,469       33,020  
    Income (loss) before income taxes   42,119       32,572       21,495       20,624       (115,268 )     14,548       30,146  
    Income tax expense (benefit)   7,709       4,873       3,963       3,746       (32,457 )     1,082       4,517  
    Net income (loss)   34,410       27,699       17,532       16,878       (82,811 )     13,466       25,629  
    Preferred stock dividends   729       729       364       365       365       365       364  
    Net income (loss) available to common shareholders $ 33,681     $ 26,970     $ 17,168     $ 16,513     $ (83,176 )   $ 13,101     $ 25,265  
    FINANCIAL RATIOS:                                        
    Earnings (loss) per share – basic $ 1.68     $ 1.75     $ 0.85     $ 0.82     $ (5.07 )   $ 0.85     $ 1.64  
    Earnings (loss) per share – diluted $ 1.66     $ 1.73     $ 0.85     $ 0.81     $ (5.07 )   $ 0.84     $ 1.62  
    Cash dividends declared on common stock $ 0.62     $ 0.60     $ 0.31     $ 0.31     $ 0.30     $ 0.30     $ 0.30  
    Common dividend payout ratio   36.90 %     34.29 %     36.47 %     37.80 %     -5.92 %     35.29 %     18.29 %
    Dividend yield (annualized)   4.87 %     6.25 %     4.86 %     5.05 %     4.37 %     4.69 %     6.25 %
    Return on average assets (annualized)   1.12 %     0.90 %     1.13 %     1.10 %     -5.38 %     0.89 %     1.68 %
    Return on average equity (annualized)   11.80 %     12.32 %     11.78 %     11.82 %     -63.70 %     11.08 %     22.93 %
    Return on average common equity (annualized)   11.90 %     12.47 %     11.88 %     11.92 %     -66.19 %     11.18 %     23.51 %
    Return on average tangible common equity (annualized)(1)   13.31 %     14.77 %     13.27 %     13.36 %     -75.36 %     12.87 %     27.51 %
    Efficiency ratio(2)   59.24 %     74.80 %     59.68 %     58.79 %     117.13 %     64.70 %     50.58 %
    Effective tax rate   18.3 %     15.0 %     18.4 %     18.2 %     28.2 %     7.4 %     15.0 %
                                                           
    1. See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    2. The efficiency ratio is calculated by dividing noninterest expense by net revenue, i.e., the sum of net interest income (fully taxable equivalent) and noninterest income before net gains on investment securities. This is a banking industry measure not required by GAAP.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    SELECTED AVERAGE BALANCES: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Federal funds sold and interest-earning deposits $ 55,306     $ 146,099     $ 39,027     $ 71,767     $ 121,530     $ 49,476     $ 134,123  
    Investment securities(1)   1,078,600       1,188,901       1,071,628       1,085,649       1,159,863       1,147,052       1,194,808  
    Loans:                                        
    Commercial business   699,141       713,496       720,347       677,700       658,038       673,830       704,272  
    Commercial mortgage   2,212,786       2,044,612       2,221,576       2,203,899       2,148,427       2,092,905       2,059,382  
    Residential real estate loans   646,001       648,510       645,007       647,005       649,549       647,844       648,099  
    Residential real estate lines   74,860       75,986       75,010       74,709       76,164       75,671       75,575  
    Consumer indirect   843,763       919,718       839,294       848,282       858,854       881,133       905,056  
    Other consumer   40,850       48,043       39,485       42,230       43,333       43,789       44,552  
    Total loans   4,517,401       4,450,365       4,540,719       4,493,825       4,434,365       4,415,172       4,436,936  
    Total interest-earning assets   5,651,307       5,785,365       5,651,374       5,651,241       5,715,758       5,611,700       5,765,867  
    Goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Total assets   6,218,412       6,189,594       6,216,657       6,220,187       6,121,449       6,018,390       6,153,429  
    Interest-bearing liabilities:                                        
    Interest-bearing demand   738,055       745,259       730,979       745,210       757,221       691,412       741,006  
    Savings and money market   1,964,884       2,059,294       1,953,412       1,976,483       1,992,059       1,938,935       2,036,772  
    Time deposits   1,598,381       1,492,399       1,631,407       1,564,987       1,545,071       1,515,745       1,505,665  
    Short-term borrowings   90,636       159,929       86,099       95,223       56,513       129,130       140,110  
    Long-term borrowings, net   120,648       124,601       116,473       124,871       124,795       124,717       124,640  
    Total interest-bearing liabilities   4,512,604       4,581,482       4,518,370       4,506,774       4,475,659       4,399,939       4,548,193  
    Noninterest-bearing demand deposits   925,043       956,670       923,409       926,696       947,428       952,970       950,819  
    Total deposits   5,226,363       5,253,622       5,239,207       5,213,376       5,241,779       5,099,062       5,234,262  
    Total liabilities   5,630,349       5,737,327       5,619,834       5,640,981       5,604,249       5,535,112       5,703,929  
    Shareholders’ equity   588,063       452,267       596,823       579,206       517,200       483,278       449,500  
    Common equity   570,778       434,975       579,538       561,921       499,910       465,986       432,208  
    Tangible common equity(2)   510,115       367,324       518,928       501,204       439,086       405,050       369,315  
    Common shares outstanding:                                        
    Basic   20,090       15,424       20,107       20,073       16,415       15,464       15,444  
    Diluted   20,291       15,551       20,294       20,285       16,415       15,636       15,556  
    SELECTED AVERAGE YIELDS:
    (Tax equivalent basis)    		                                        
    Investment securities(3)   4.30 %     2.13 %     4.34 %     4.25 %     2.38 %     2.14 %     2.17 %
    Loans   6.23 %     6.37 %     6.26 %     6.20 %     6.28 %     6.42 %     6.40 %
    Total interest-earning assets   5.84 %     5.47 %     5.88 %     5.80 %     5.45 %     5.53 %     5.50 %
    Interest-bearing demand   1.18 %     1.15 %     1.21 %     1.15 %     1.34 %     1.05 %     1.18 %
    Savings and money market   2.71 %     3.04 %     2.67 %     2.75 %     2.94 %     3.07 %     3.01 %
    Time deposits   4.19 %     4.70 %     4.08 %     4.31 %     4.53 %     4.72 %     4.72 %
    Short-term borrowings   1.95 %     3.13 %     1.80 %     2.09 %     0.15 %     2.64 %     2.75 %
    Long-term borrowings, net   5.17 %     5.02 %     5.35 %     5.00 %     5.03 %     5.03 %     5.02 %
    Total interest-bearing liabilities   3.03 %     3.33 %     3.00 %     3.07 %     3.24 %     3.37 %     3.32 %
    Net interest rate spread   2.81 %     2.14 %     2.88 %     2.73 %     2.21 %     2.16 %     2.18 %
    Net interest margin   3.42 %     2.83 %     3.49 %     3.35 %     2.91 %     2.89 %     2.87 %
                                                           
    1. Includes investment securities at adjusted amortized cost.
    2. See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    3. The interest on tax-exempt securities is calculated on a tax-equivalent basis assuming a Federal income tax rate of 21%.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    ASSET QUALITY DATA: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Allowance for Credit Losses – Loans                                        
    Beginning balance $ 48,041     $ 51,082     $ 48,964     $ 48,041     $ 44,678     $ 43,952     $ 43,075  
    Net loan charge-offs (recoveries):                                        
    Commercial business   1,960       (30 )     1,903       57       131       (3 )     7  
    Commercial mortgage–construction   –       –       –       –       –       –       –  
    Commercial mortgage–multifamily         –       –       –       –       13       –  
    Commercial mortgage–non-owner occupied   595       (2 )     596       (1 )     (5 )     (1 )     (1 )
    Commercial mortgage–owner occupied   (2 )     (2 )     (1 )     (1 )     (1 )     (2 )     (2 )
    Residential real estate loans   133       100       92       41       (4 )     (1 )     96  
    Residential real estate lines   27       –       27       –       –       –       –  
    Consumer indirect   3,091       3,817       942       2,149       2,557       1,553       844  
    Other consumer   615       360       491       124       100       106       178  
    Total net charge-offs (recoveries)   6,419       4,243       4,050       2,369       2,778       1,665       1,122  
    Provision (benefit) for credit losses – loans   5,669       (2,887 )     2,377       3,292       6,141       2,391       1,999  
    Ending balance $ 47,291     $ 43,952     $ 47,291     $ 48,964     $ 48,041     $ 44,678     $ 43,952  
                                             
    Net charge-offs (recoveries) to average loans (annualized):                                        
    Commercial business   0.57 %     -0.01 %     1.06 %     0.03 %     0.80 %     0.00 %     0.00 %
    Commercial mortgage–construction   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–multifamily   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.01 %     0.00 %
    Commercial mortgage–non-owner occupied   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–owner occupied   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Residential real estate loans   0.04 %     0.03 %     0.06 %     0.03 %     0.00 %     0.00 %     0.06 %
    Residential real estate lines   0.07 %     0.00 %     0.14 %     0.00 %     0.00 %     0.00 %     0.00 %
    Consumer indirect   0.74 %     0.83 %     0.45 %     1.03 %     1.18 %     0.70 %     0.38 %
    Other consumer   3.04 %     1.51 %     4.99 %     1.19 %     0.91 %     0.95 %     1.62 %
    Total loans   0.29 %     0.19 %     0.36 %     0.21 %     0.25 %     0.15 %     0.10 %
                                             
    Supplemental information (1)                                        
    Non-performing loans:                                        
    Commercial business $ 3,671     $ 5,680     $ 3,671     $ 5,672     $ 5,609     $ 5,752     $ 5,680  
    Commercial mortgage–construction   19,621       4,970       19,621       19,684       20,280       20,280       4,970  
    Commercial mortgage–multifamily   –       183       –       –       –       71       183  
    Commercial mortgage–non-owner occupied   164       4,919       164       4,766       4,773       4,903       4,919  
    Commercial mortgage–owner occupied   –       380       –       349       354       366       380  
    Residential real estate loans   5,885       5,961       5,885       6,035       6,918       5,790       5,961  
    Residential real estate lines   299       183       299       316       253       232       183  
    Consumer indirect   2,571       2,897       2,571       2,917       3,157       3,291       2,897  
    Other consumer   225       36       225       279       62       57       36  
    Total non-performing loans   32,436       25,209       32,436       40,018       41,406       40,742       25,209  
    Foreclosed assets   142       63       142       196       60       109       63  
    Total non-performing assets $ 32,578     $ 25,272     $ 32,578     $ 40,214     $ 41,466     $ 40,851     $ 25,272  
                                             
    Total non-performing loans to total loans   0.72 %     0.57 %     0.72 %     0.88 %     0.92 %     0.93 %     0.57 %
    Total non-performing assets to total assets   0.53 %     0.41 %     0.53 %     0.63 %     0.68 %     0.66 %     0.41 %
    Allowance for credit losses – loans to total loans   1.04 %     0.99 %     1.04 %     1.08 %     1.07 %     1.01 %     0.99 %
    Allowance for credit losses – loans to non-performing loans   146 %     174 %     146 %     122 %     116 %     110 %     174 %
                                                           
    1. At period end.

    FINANCIAL INSTITUTIONS, INC.
    Appendix A — Reconciliation to Non-GAAP Financial Measures (Unaudited)
    (In thousands, except per share amounts)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
      2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Ending tangible assets:                                        
    Total assets             $ 6,143,766     $ 6,340,492     $ 6,117,085     $ 6,156,317     $ 6,131,772  
    Less: Goodwill and other intangible assets, net               60,564       60,651       60,758       60,867       60,979  
    Tangible assets             $ 6,083,202     $ 6,279,841     $ 6,056,327     $ 6,095,450     $ 6,070,793  
                                             
    Ending tangible common equity:                                        
    Common shareholders’ equity             $ 584,383     $ 572,643     $ 551,699     $ 483,050     $ 450,375  
    Less: Goodwill and other intangible assets, net               60,564       60,651       60,758       60,867       60,979  
    Tangible common equity             $ 523,819     $ 511,992     $ 490,941     $ 422,183     $ 389,396  
                                             
    Tangible common equity to tangible assets(1)               8.61 %     8.15 %     8.11 %     6.93 %     6.41 %
                                             
    Common shares outstanding               20,128       20,110       20,077       15,474       15,472  
    Tangible common book value per share(2)             $ 26.02     $ 25.46     $ 24.45     $ 27.28     $ 25.17  
                                             
    Average tangible assets:                                        
    Average assets $ 6,218,412     $ 6,189,594     $ 6,216,657     $ 6,220,187     $ 6,121,449     $ 6,018,390     $ 6,153,429  
    Less: Average goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Average tangible assets $ 6,157,749     $ 6,121,943     $ 6,156,047     $ 6,159,470     $ 6,060,625     $ 5,957,454     $ 6,090,536  
                                             
    Average tangible common equity:                                        
    Average common equity $ 570,778     $ 434,975     $ 579,538     $ 561,921     $ 499,910     $ 465,986     $ 432,208  
    Less: Average goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Average tangible common equity $ 510,115     $ 367,324     $ 518,928     $ 501,204     $ 439,086     $ 405,050     $ 369,315  
                                             
    Net income (loss) available to common shareholders $ 33,681     $ 26,970     $ 17,168     $ 16,513     $ (83,176 )   $ 13,101     $ 25,265  
    Return on average tangible common equity(3)   13.31 %     14.77 %     13.27 %     13.36 %     -75.36 %     12.87 %     27.51 %
                                             
    1. Tangible common equity divided by tangible assets.
    2. Tangible common equity divided by common shares outstanding.
    3. Net income available to common shareholders (annualized) divided by average tangible common equity.

    The MIL Network –

  • MIL-OSI: Financial Institutions, Inc. Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    WARSAW, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — Financial Institutions, Inc. (NASDAQ: FISI) (the “Company,” “we” or “us”), parent company of Five Star Bank (the “Bank”) and Courier Capital, LLC (“Courier Capital”), today reported financial and operational results for the second quarter ended June 30, 2025.

    The Company reported net income of $17.5 million in the second quarter of 2025, compared to $16.9 million in the first quarter of 2025 and $25.6 million in the second quarter of 2024. After preferred dividends, net income available to common shareholders was $17.2 million, or $0.85 per diluted share, in the second quarter of 2025, compared to $16.5 million, or $0.81 per diluted share, in the first quarter of 2025, and $25.3 million, or $1.62 per diluted share, in the second quarter of 2024. The Company recorded a provision for credit losses of $2.6 million in the current quarter, compared to $2.9 million in the linked quarter and $2.0 million in the prior year quarter.

    Second Quarter 2025 Highlights:

    • Net interest margin of 3.49% for second quarter of 2025 was up 14 and 62 basis points from the linked and year-ago quarters, respectively, while net interest income of $49.1 million for second quarter of 2025 increased $2.3 million, or 4.8%, from the first quarter of 2025 and $7.9 million, or 19.2%, from the second quarter of 2024.
    • Noninterest income was $10.6 million in the second quarter of 2025, compared to $10.4 million in the linked quarter and $24.0 million in the year-ago quarter, when results benefited from a $13.5 million pre-tax gain associated with the sale of the Company’s insurance business.
    • Total loans were $4.54 billion at June 30, 2025, reflecting a decrease of $17.3 million, or 0.4%, from March 31, 2025, driven by a decrease in our consumer indirect lending portfolio as pay-downs exceeded originations, and an increase of $74.5 million, or 1.7%, from one year prior.
    • Total deposits were $5.16 billion at June 30, 2025, down $216.9 million, or 4.0%, from March 31, 2025, driven by both seasonal public deposit outflows and the previously announced wind-down of the Company’s Banking-as-a-Service, or BaaS, offering, and relatively flat compared to one year prior.
    • Nonperforming assets to total assets were 0.53% at June 30, 2025, down from 0.63% at the linked quarter-end and up from 0.41% one year prior.

    “Second quarter 2025 financial results were highlighted by continued margin expansion, increased net interest income and durable noninterest revenues, which allowed us to deliver 4% growth in net income available to common shareholders from the linked first quarter,” said President and Chief Executive Officer Martin K. Birmingham. “Profitability continues to be a paramount focus, and we were pleased to maintain an efficiency ratio below 60% and report solid annualized return on average assets and return on average equity of 1.13% and 11.78%, respectively, for the most recent quarter.

    “Deposit balances reflect typical seasonality within our public deposit portfolio and total loans were relatively flat with the end of the first quarter, as commercial business lending growth was more than offset by a reduction in consumer indirect balances. Given our strong first quarter loan production and existing pipelines, we continue to expect low single-digit full year loan growth that aligns with our credit-disciplined philosophy.”

    Chief Financial Officer and Treasurer W. Jack Plants II added, “Our results continue to benefit from our team’s focus on prudent balance sheet stewardship through redeployment of cash flows into higher yielding assets, active investment portfolio management and our ability to effectively reprice deposits, supporting a six basis point reduction in our overall cost of funds. Expenses in the second quarter were somewhat elevated, in part reflecting timing of certain expenses and some higher costs that we expect to be nonrecurring, and we will remain intently focused on expense management through the coming quarters to support positive operating leverage in 2025.”

    Net Interest Income and Net Interest Margin

    Net interest income was $49.1 million for the second quarter of 2025, an increase of $2.3 million from the first quarter of 2025, and an increase of $7.9 million from the second quarter of 2024.

    Average interest-earning assets for the current quarter of $5.65 billion were flat with the first quarter of 2025, as a $46.9 million increase in average loans was offset by a $32.7 million decrease in the average balance of Federal Reserve interest-earning cash and a $14.0 million decrease in the average balance of investment securities. Average interest-earning assets decreased $114.5 million from the second quarter of 2024, as a $123.2 million decrease in the average balance of investment securities and a $95.1 million decrease in the average balance of Federal Reserve interest-earning cash were partially offset by a $103.8 million increase in average loans.

    Average interest-bearing liabilities for the current quarter were $4.52 billion, reflecting an increase of $11.6 million from the linked quarter and a decrease of $29.8 million from the year-ago quarter. The increase from the first quarter of 2025 was primarily due to a $66.4 million increase in average time deposits that was partially offset by a $23.1 million decrease in average savings and money market deposits, a $14.2 million decrease in average interest-bearing demand deposits, a $9.1 million decrease in average short-term borrowings, and an $8.4 million decrease in average long-term borrowings. The year-over-year decrease was due to an $83.4 million decrease in average savings and money market deposits, a $54.0 million decrease in average short-term borrowings, a $10.0 million decrease in average interest-bearing demand deposits, and an $8.2 million decrease in average long-term borrowings, partially offset by a $125.7 million increase in average time deposits. The continued outflow of BaaS-related deposits, following the Company’s September 2024 announcement that it would wind-down its BaaS platform, was the primary driver of the reduction in average savings and money market deposits from the linked and year-ago periods.

    Net interest margin was 3.49% in the current quarter as compared to 3.35% in the first quarter of 2025, and 2.87% in the second quarter of 2024. Expansion from the linked quarter was due to increases in the average yields of both investment securities and loans, as well as lower average cost of interest-bearing liabilities, reflecting repricing of non-public and reciprocal deposits. Year-over-year margin expansion was driven by an increase in the average yield on investment securities, following the previously disclosed restructuring of the available-for-sale securities portfolio in December 2024, which supported an increase in the average yield on interest-earning assets.

    Noninterest Income

    The Company reported noninterest income of $10.6 million for the second quarter of 2025, compared to $10.4 million in the first quarter of 2025 and $24.0 million in the second quarter of 2024.

    • The Company’s sale of its former insurance subsidiary generated a net gain of $13.5 million in the second quarter of 2024.
    • Investment advisory income of $2.9 million was $148 thousand higher than the first quarter of 2025 and up $106 thousand from the second quarter of 2024.
    • Income from company-owned life insurance (“COLI”) of $3.0 million was $188 thousand higher than the first quarter of 2025 and $1.6 million higher than the second quarter of 2024, due to the previously disclosed restructuring of a portion of the Company’s COLI portfolio into higher-yielding separate account policies in January 2025.
    • Income from investments in limited partnerships of $307 thousand was $108 thousand lower than the first quarter of 2025 and $496 thousand lower than the second quarter of 2024. The Company has made several investments in limited partnerships, primarily small business investment companies, and accounts for these investments under the equity method. Income from these investments fluctuates based on the maturity and performance of the underlying investments.
    • Other noninterest income of $1.3 million was $292 thousand lower than the linked quarter and $227 thousand lower than the year-ago quarter.

    Noninterest Expense

    Noninterest expense was $35.7 million in the second quarter of 2025, compared to $33.7 million in the first quarter of 2025, and $33.0 million in the second quarter of 2024.

    • Salaries and employee benefits expense of $18.1 million was $1.2 million higher than the first quarter of 2025 and $2.3 million higher than the second quarter of 2024, reflecting an increase in health insurance benefits due to higher medical claims than in the linked quarter, while the increase from the prior year quarter was primarily due to annual merit increases.
    • Occupancy and equipment expense of $4.0 million reflects increases of $392 thousand and $534 thousand from the linked and year-ago quarters, respectively. The linked quarter increase was due in part to timing given a change in facilities maintenance service vendors, as well as costs associated with an ongoing ATM conversion, while the year-over-year variance was due in part to the ATM conversion and upgrade project.
    • Professional services expenses of $1.5 million were $240 thousand lower than the first quarter of 2025 and $343 thousand lower than the second quarter of 2024. The linked quarter variance was primarily due to the timing of audit related expenses, while the year-over-year variance was primarily attributable to legal expenses incurred in the second quarter of 2024 related to the Company’s previously disclosed deposit-related fraud event.
    • Computer and data processing expense of $5.9 million was $392 thousand higher than the first quarter of 2025 and $537 thousand higher than the second quarter of 2024. Both the linked quarter and year-over-year increases were driven by the timing of expenses for in-process technology enhancement and upgrade initiatives.
    • The Company recorded deposit-related charged-off items of $233 thousand for the current quarter, compared to charged-off recoveries of $294 thousand in the first quarter of 2025 and charged-off items of $398 thousand in the second quarter of 2024, with the linked quarter variance primarily driven by insurance proceeds received in the first quarter of 2025 related to a past commercial deposit charged-off item.
    • Other expense of $3.6 million was down $179 thousand from the linked quarter and down $381 thousand from the year-ago quarter, with the year-over-year variance primarily due to higher interest rate swap collateral charges in the second quarter of 2024.

    Income Taxes

    Income tax expense was $4.0 million for the second quarter of 2025, compared to $3.7 million in the first quarter of 2025 and $4.5 million in the second quarter of 2024. The Company also recognized federal and state tax benefits related to tax credit investments placed in service and/or amortized during the second quarter of 2025, first quarter of 2025, and second quarter of 2024, resulting in income tax expense reductions of $1.1 million, $1.1 million, and $1.3 million, respectively.

    The effective tax rate was 18.4% for the second quarter of 2025, 18.2% for the first quarter of 2025, and 15.0% for the second quarter of 2024. The effective tax rate fluctuates on a quarterly basis primarily due to the level of pre-tax earnings and may differ from statutory rates because of interest income from tax-exempt securities, earnings on COLI, the tax impact of the COLI repositioning, and the impact of tax credit investments.

    Balance Sheet and Capital Management

    Total assets were $6.14 billion at June 30, 2025, down $196.7 million from March 31, 2025, and flat with June 30, 2024.

    Investment securities were $1.01 billion at June 30, 2025, down $31.8 million from March 31, 2025, and flat with June 30, 2024.

    Total loans were $4.54 billion at June 30, 2025, a decrease of $17.3 million, or 0.4%, from March 31, 2025, and an increase of $74.5 million, or 1.7%, from June 30, 2024.

    • Commercial business loans totaled $726.2 million, up $17.1 million, or 2.4%, from March 31, 2025, and up $12.3 million, or 1.7%, from June 30, 2024.
    • Commercial mortgage loans totaled $2.22 billion, a decline of $13.1 million, or 0.6%, from March 31, 2025, and an increase of $129.3 million, or 6.2%, from June 30, 2024.
    • Residential real estate loans totaled $647.2 million, up $3.2 million, or 0.5%, from March 31, 2025, and down $470 thousand, or 0.1%, from June 30, 2024.
    • Consumer indirect loans totaled $833.5 million, down $19.7 million, or 2.3%, from March 31, 2025, and down $61.1 million, or 6.8%, from June 30, 2024.

    Total deposits were $5.16 billion at June 30, 2025, down $216.9 million, or 4.0%, from March 31, 2025, and up $22.7 million, or 0.4%, from June 30, 2024. The decrease from March 31, 2025 was primarily due to seasonally lower public deposit balances in addition to the outflow of BaaS-related deposits. The modest increase from June 30, 2024 reflected a higher level of brokered deposits, which were utilized to offset the anticipated reduction in BaaS-related deposits, as well as lower reciprocal deposit balances. The Company had approximately $7 million in BaaS-related deposits at June 30, 2025, compared to approximately $55 million at March 31, 2025 and approximately $108 million at June 30, 2024. Public deposit balances represented 21% of total deposits at June 30, 2025, 24% at March 31, 2025, and 20% at June 30, 2024.

    Short-term borrowings were $101.0 million at June 30, 2025, compared to $55.0 million at March 31, 2025, and $202.0 million at June 30, 2024. Short-term borrowings and brokered deposits have historically been utilized to manage the seasonality of public deposits.

    Shareholders’ equity was $601.7 million at June 30, 2025, compared to $589.9 million at March 31, 2025, and $467.7 million at June 30, 2024. The linked quarter period-end increase was due to net income, net of dividends, retained, while the year-over-year period end increase was primarily driven by additional paid-in-capital resulting from the common stock capital raise executed in the fourth quarter of 2024 and a decrease in accumulated other comprehensive loss between period ends following the investment securities restructuring in the fourth quarter of 2024.

    Common book value per share was $29.03 at June 30, 2025, an increase of $0.55, or 1.9%, from $28.48 at March 31, 2025, and a decrease of $0.08, or 0.3%, from $29.11 at June 30, 2024. Tangible common book value per share(1) was $26.02 at June 30, 2025, an increase of $0.56, or 2.2%, from $25.46 at March 31, 2025, and an increase of $0.85, or 3.4%, from $25.17 at June 30, 2024. The common equity to assets ratio was 9.51% at June 30, 2025, compared to 9.03% at March 31, 2025, and 7.34% at June 30, 2024. Tangible common equity to tangible assets(1), or the TCE ratio, was 8.61%, 8.15% and 6.41% at June 30, 2025, March 31, 2025, and June 30, 2024, respectively. The year-over-year increases in both ratios were attributable to the additional capital raised in the fourth quarter of 2024 and the decrease in accumulated other comprehensive loss as a result of the investment securities restructuring in the fourth quarter of 2024.

    During the second quarter of 2025, the Company declared a common stock dividend of $0.31 per common share, consistent with the linked quarter and reflecting an increase of $0.01, or 3.3%, over the year-ago quarter. The dividend returned more than 36% of second quarter net income to common shareholders.

    The Company’s regulatory capital ratios at June 30, 2025 continued to exceed all regulatory capital requirements to be considered well capitalized.

    • Leverage Ratio was 9.45% compared to 9.24% and 8.61% at March 31, 2025, and June 30, 2024, respectively.
    • Common Equity Tier 1 Capital Ratio was 10.84% compared to 10.38% and 10.03% at March 31, 2025, and June 30, 2024, respectively.
    • Tier 1 Capital Ratio was 11.17% compared to 10.71% and 10.36% at March 31, 2025, and June 30, 2024, respectively.
    • Total Risk-Based Capital Ratio was 13.27% compared to 13.09% and 12.65% at March 31, 2025, and June 30, 2024, respectively.

    As previously disclosed, in April 2025, the Company called $10.0 million of its $40.0 million of fixed-to-floating subordinated debt that was originally issued in April 2015. These notes initially bore interest at a fixed rate of 6.00% and began repricing on a quarterly basis at a rate equal to the then-current three-month term SOFR plus 4.20561% after the April 2025 call date. The Company currently expects to retain the remaining $30.0 million of April 2015 notes, as well as the separate $35.0 million of fixed-to-floating rate subordinated notes that were issued in October 2020, which currently bear interest at a fixed rate of 4.375%, and are set to reprice at a rate of the then-current three-month term SOFR plus 4.265% beginning in October 2025. The April 2015 notes are callable on a quarterly basis going forward and the October 2020 notes become callable beginning in October 2025. The Company will continue to evaluate options relative to its outstanding subordinated debt, which may include redemption in part or in full, as well as replacing or refinancing the facilities.

    Credit Quality

    Non-performing loans were $32.4 million, or 0.72% of total loans, at June 30, 2025, as compared to $40.0 million, or 0.88% of total loans, at March 31, 2025, and $25.2 million, or 0.57% of total loans, at June 30, 2024. The decrease from March 31, 2025 reflects a reduction of approximately $3.7 million in non-performing loans associated with the foreclosure of a participated loan secured by real estate, as well as a $1.9 million partial charge-off of a credit facility for which a specific reserve was in place. Both the aforementioned foreclosed participated loan and the partially charged-off credit facility relate to a previously disclosed commercial business relationship that was placed on nonaccrual status in the fourth quarter of 2023. The increase in non-performing loans from June 30, 2024 was primarily driven by one commercial loan relationship that was placed on nonaccrual status during the third quarter of 2024. Net charge-offs were $4.1 million, representing 0.36% of average loans on an annualized basis, for the current quarter, as compared to $2.4 million, or an annualized 0.21% of average loans, in the first quarter of 2025 and $1.1 million, or an annualized 0.10%, in the second quarter of 2024.

    At June 30, 2025, the allowance for credit losses on loans to total loans ratio was 1.04%, compared to 1.08% at March 31, 2025 and 0.99% at June 30, 2024.

    Provision for credit losses was $2.6 million in the current quarter, compared to $2.9 million in the linked quarter and $2.0 million in the prior year quarter. Provision for credit losses on loans was $2.4 million in the current quarter, compared to $3.3 million in the first quarter of 2025, and $2.0 million in the second quarter of 2024. The allowance for unfunded commitments, also included in provision for credit losses as required by the current expected credit loss standard (“CECL”), totaled $179 thousand in the second quarter of 2025, $364 thousand in the first quarter of 2025, and $43 thousand in the second quarter of 2024. The provision for credit losses for the second quarter of 2025 was driven by a combination of factors, including improvement in the forecasted loss rate for pooled loans and a reduction in specific reserves, partly offset by higher net charge-offs.

    The Company has remained strategically focused on the importance of credit discipline, allocating resources to credit and risk management functions as the loan portfolio has grown. The ratio of allowance for credit losses on loans to non-performing loans was 146% at June 30, 2025, 122% at March 31, 2025, and 174% at June 30, 2024, with the improvement from the end of the linked quarter reflective of the decrease in nonperforming loans reported at June 30, 2025.

    Subsequent Events

    The Company is required, under generally accepted accounting principles (“GAAP”), to evaluate subsequent events through the filing of its consolidated financial statements for the quarter ended June 30, 2025, on Form 10-Q. As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of June 30, 2025, and will adjust amounts preliminarily reported, if necessary.

    Conference Call

    The Company will host an earnings conference call and audio webcast on July 25, 2025 at 8:30 a.m. Eastern Time. The call will be hosted by Martin K. Birmingham, President and Chief Executive Officer, and W. Jack Plants II, Chief Financial Officer and Treasurer. The live webcast will be available in listen-only mode on the Company’s website at www.FISI-investors.com. Within the United States, listeners may also access the call by dialing 1-833-470-1428 and providing the access code 652423. The webcast replay will be available on the Company’s website for at least 30 days.

    About Financial Institutions, Inc.

    Financial Institutions, Inc. (NASDAQ: FISI) is a financial holding company with approximately $6.1 billion in assets offering banking and wealth management products and services. Its Five Star Bank subsidiary provides consumer and commercial banking and lending services to individuals, municipalities and businesses through banking locations spanning Western and Central New York and a commercial loan production office serving the Mid-Atlantic region. Courier Capital, LLC offers customized investment management, consulting and retirement plan services to individuals, businesses, institutions, foundations and retirement plans. Learn more at Five-StarBank.com and FISI-Investors.com.

    Non-GAAP Financial Information

    In addition to results presented in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures. A reconciliation of these non-GAAP measures to GAAP measures is included in Appendix A to this document.

    The Company believes that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, performance trends and financial position. Our management uses these measures for internal planning and forecasting purposes and we believe that our presentation and discussion, together with the accompanying reconciliations, allows investors, security analysts and other interested parties to view our performance and the factors and trends affecting our business in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP measures, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure to evaluate the Company. Non-GAAP financial measures have inherent limitations, are not uniformly applied and are not audited. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

    Safe Harbor Statement

    This press release may contain forward-looking statements as defined by Section 21E of the Securities Exchange Act of 1934, as amended, that involve significant risks and uncertainties. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “focus,” “forecast,” “intend,” “may,” “plan,” “preliminary,” “should,” “target” or “will.” Statements herein are based on certain assumptions and analyses by the Company and factors it believes are appropriate in the circumstances. Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to: changes in interest rates; inflation; tariffs; changes in deposit flows and the cost and availability of funds; fraudulent deposit activity; the Company’s ability to implement its strategic plan, including by expanding its commercial lending footprint and integrating its acquisitions; whether the Company experiences greater credit losses than expected; whether the Company experiences breaches of its, or third party, information systems; the attitudes and preferences of the Company’s customers; legal and regulatory proceedings and related matters, including any action described in our reports filed with the SEC, could adversely affect us and the banking industry in general; the competitive environment; fluctuations in the fair value of securities in its investment portfolio; changes in the regulatory environment and the Company’s compliance with regulatory requirements; general economic and credit market conditions nationally and regionally; and the macroeconomic volatility related to global political unrest. Consequently, all forward-looking statements made herein are qualified by these cautionary statements and the cautionary language and risk factors included in the Company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and other documents filed with the SEC. Except as required by law, the Company undertakes no obligation to revise these statements following the date of this press release.

    (1) See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.

    For additional information contact:
    Kate Croft
    Director of Investor Relations and Corporate Communications
    (716) 817-5159
    klcroft@five-starbank.com

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)

      2025     2024  
    SELECTED BALANCE SHEET DATA: June 30,     March 31,     December 31,     September 30,     June 30,  
    Cash and cash equivalents $ 93,034     $ 167,352     $ 87,321     $ 249,569     $ 146,347  
    Investment securities:                            
    Available for sale   916,149       926,992       911,105       886,816       871,635  
    Held-to-maturity, net   92,121       113,105       116,001       121,279       128,271  
    Total investment securities   1,008,270       1,040,097       1,027,106       1,008,095       999,906  
    Loans held for sale   2,356       387       2,280       2,495       2,099  
    Loans:                            
    Commercial business   726,218       709,101       665,321       654,519       713,947  
    Commercial mortgage–construction   536,552       566,359       582,619       533,506       518,013  
    Commercial mortgage–multifamily   496,223       475,867       470,954       467,527       463,171  
    Commercial mortgage–non-owner occupied   873,207       899,679       857,987       814,392       814,953  
    Commercial mortgage–owner occupied   309,171       286,391       288,036       290,216       289,733  
    Residential real estate loans   647,205       643,983       650,206       648,241       647,675  
    Residential real estate lines   75,675       74,769       75,552       76,203       75,510  
    Consumer indirect   833,452       853,176       845,772       874,651       894,596  
    Other consumer   38,299       43,953       42,757       43,734       43,870  
    Total loans   4,536,002       4,553,278       4,479,204       4,402,989       4,461,468  
    Allowance for credit losses – loans   47,291       48,964       48,041       44,678       43,952  
    Total loans, net   4,488,711       4,504,314       4,431,163       4,358,311       4,417,516  
    Total interest-earning assets   5,614,008       5,733,743       5,602,570       5,666,972       5,709,148  
    Goodwill and other intangible assets, net   60,564       60,651       60,758       60,867       60,979  
    Total assets   6,143,766       6,340,492       6,117,085       6,156,317       6,131,772  
    Deposits:                            
    Noninterest-bearing demand   940,341       945,182       950,351       978,660       939,346  
    Interest-bearing demand   704,871       773,475       705,195       793,996       711,580  
    Savings and money market   1,898,302       2,033,323       1,904,013       2,027,181       2,007,256  
    Time deposits   1,612,500       1,620,930       1,545,172       1,506,764       1,475,139  
    Total deposits   5,156,014       5,372,910       5,104,731       5,306,601       5,133,321  
    Short-term borrowings   101,000       55,000       99,000       55,000       202,000  
    Long-term borrowings, net   114,960       124,917       124,842       124,765       124,687  
    Total interest-bearing liabilities   4,431,633       4,607,645       4,405,912       4,507,706       4,520,662  
    Shareholders’ equity   601,668       589,928       568,984       500,342       467,667  
    Common shareholders’ equity   584,383       572,643       551,699       483,050       450,375  
    Tangible common equity(1)   523,838       511,992       490,941       422,183       389,396  
    Accumulated other comprehensive loss $ (42,214 )   $ (41,995 )   $ (52,604 )   $ (102,029 )   $ (125,774 )
                                 
    Common shares outstanding   20,128       20,110       20,077       15,474       15,472  
    Treasury shares   572       590       623       625       627  
    CAPITAL RATIOS AND PER SHARE DATA:                            
    Leverage ratio   9.45 %     9.24 %     9.15 %     8.98 %     8.61 %
    Common equity Tier 1 capital ratio   10.84 %     10.38 %     10.54 %     10.28 %     10.03 %
    Tier 1 capital ratio   11.17 %     10.71 %     10.87 %     10.62 %     10.36 %
    Total risk-based capital ratio   13.27 %     13.09 %     13.25 %     12.95 %     12.65 %
    Common equity to assets   9.51 %     9.03 %     9.02 %     7.85 %     7.34 %
    Tangible common equity to tangible assets(1)   8.61 %     8.15 %     8.11 %     6.93 %     6.41 %
                                 
    Common book value per share $ 29.03     $ 28.48     $ 27.48     $ 31.22     $ 29.11  
    Tangible common book value per share(1) $ 26.02     $ 25.46     $ 24.45     $ 27.28     $ 25.17  
                                           
    1. See Appendix A — Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands, except per share amounts)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    SELECTED STATEMENT OF OPERATIONS DATA: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Interest income $ 163,918     $ 157,201     $ 82,867     $ 81,051     $ 78,119     $ 77,911     $ 78,788  
    Interest expense   67,932       75,926       33,745       34,187       36,486       37,230       37,595  
    Net interest income   95,986       81,275       49,122       46,864       41,633       40,681       41,193  
    Provision (benefit) for credit losses   5,490       (3,415 )     2,562       2,928       6,461       3,104       2,041  
    Net interest income after provision (benefit) for credit losses   90,496       84,690       46,560       43,936       35,172       37,577       39,152  
    Noninterest income:                                        
    Service charges on deposits   2,141       2,056       1,089       1,052       1,074       1,103       979  
    Insurance income   6       2,138       3       3       3       3       4  
    Card interchange income   3,777       3,910       1,937       1,840       2,045       1,900       2,008  
    Investment advisory   5,622       5,361       2,885       2,737       2,555       2,797       2,779  
    Company owned life insurance   5,742       2,658       2,965       2,777       1,425       1,404       1,360  
    Investments in limited partnerships   722       1,145       307       415       837       400       803  
    Loan servicing   303       333       180       123       295       88       158  
    Income (loss) from derivative instruments, net   589       551       339       250       (37 )     212       377  
    Net gain on sale of loans held for sale   257       212       140       117       186       220       124  
    Net loss on investment securities   3       –       3       –       (100,055 )     –       –  
    Net gain (loss) on the sale of other assets   –       13,495       –       –       (19 )     138       13,508  
    Net (loss) gain on tax credit investments   (1,026 )     31       (512 )     (514 )     (636 )     (170 )     406  
    Other   2,854       3,025       1,281       1,573       1,291       1,345       1,508  
    Total noninterest income (loss)   20,990       34,915       10,617       10,373       (91,036 )     9,440       24,014  
    Noninterest expense:                                        
    Salaries and employee benefits   34,968       33,088       18,070       16,898       17,159       15,879       15,748  
    Occupancy and equipment   7,572       7,200       3,982       3,590       3,791       3,370       3,448  
    Professional services   3,142       4,166       1,451       1,691       1,571       1,965       1,794  
    Computer and data processing   11,366       10,728       5,879       5,487       6,608       5,353       5,342  
    Supplies and postage   1,081       912       503       578       504       519       437  
    FDIC assessments   2,859       2,641       1,392       1,467       1,551       1,092       1,346  
    Advertising and promotions   837       737       495       342       465       371       440  
    Amortization of intangibles   212       331       105       107       109       112       114  
    Provision for litigation settlement   –       –       –       –       23,022       –       –  
    Deposit-related charged-off items (recoveries) expense   (61 )     19,577       233       (294 )     354       410       398  
    Restructuring charges   68       –       –       68       35       –       –  
    Other   7,323       7,653       3,572       3,751       4,235       3,398       3,953  
    Total noninterest expense   69,367       87,033       35,682       33,685       59,404       32,469       33,020  
    Income (loss) before income taxes   42,119       32,572       21,495       20,624       (115,268 )     14,548       30,146  
    Income tax expense (benefit)   7,709       4,873       3,963       3,746       (32,457 )     1,082       4,517  
    Net income (loss)   34,410       27,699       17,532       16,878       (82,811 )     13,466       25,629  
    Preferred stock dividends   729       729       364       365       365       365       364  
    Net income (loss) available to common shareholders $ 33,681     $ 26,970     $ 17,168     $ 16,513     $ (83,176 )   $ 13,101     $ 25,265  
    FINANCIAL RATIOS:                                        
    Earnings (loss) per share – basic $ 1.68     $ 1.75     $ 0.85     $ 0.82     $ (5.07 )   $ 0.85     $ 1.64  
    Earnings (loss) per share – diluted $ 1.66     $ 1.73     $ 0.85     $ 0.81     $ (5.07 )   $ 0.84     $ 1.62  
    Cash dividends declared on common stock $ 0.62     $ 0.60     $ 0.31     $ 0.31     $ 0.30     $ 0.30     $ 0.30  
    Common dividend payout ratio   36.90 %     34.29 %     36.47 %     37.80 %     -5.92 %     35.29 %     18.29 %
    Dividend yield (annualized)   4.87 %     6.25 %     4.86 %     5.05 %     4.37 %     4.69 %     6.25 %
    Return on average assets (annualized)   1.12 %     0.90 %     1.13 %     1.10 %     -5.38 %     0.89 %     1.68 %
    Return on average equity (annualized)   11.80 %     12.32 %     11.78 %     11.82 %     -63.70 %     11.08 %     22.93 %
    Return on average common equity (annualized)   11.90 %     12.47 %     11.88 %     11.92 %     -66.19 %     11.18 %     23.51 %
    Return on average tangible common equity (annualized)(1)   13.31 %     14.77 %     13.27 %     13.36 %     -75.36 %     12.87 %     27.51 %
    Efficiency ratio(2)   59.24 %     74.80 %     59.68 %     58.79 %     117.13 %     64.70 %     50.58 %
    Effective tax rate   18.3 %     15.0 %     18.4 %     18.2 %     28.2 %     7.4 %     15.0 %
                                                           
    1. See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    2. The efficiency ratio is calculated by dividing noninterest expense by net revenue, i.e., the sum of net interest income (fully taxable equivalent) and noninterest income before net gains on investment securities. This is a banking industry measure not required by GAAP.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    SELECTED AVERAGE BALANCES: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Federal funds sold and interest-earning deposits $ 55,306     $ 146,099     $ 39,027     $ 71,767     $ 121,530     $ 49,476     $ 134,123  
    Investment securities(1)   1,078,600       1,188,901       1,071,628       1,085,649       1,159,863       1,147,052       1,194,808  
    Loans:                                        
    Commercial business   699,141       713,496       720,347       677,700       658,038       673,830       704,272  
    Commercial mortgage   2,212,786       2,044,612       2,221,576       2,203,899       2,148,427       2,092,905       2,059,382  
    Residential real estate loans   646,001       648,510       645,007       647,005       649,549       647,844       648,099  
    Residential real estate lines   74,860       75,986       75,010       74,709       76,164       75,671       75,575  
    Consumer indirect   843,763       919,718       839,294       848,282       858,854       881,133       905,056  
    Other consumer   40,850       48,043       39,485       42,230       43,333       43,789       44,552  
    Total loans   4,517,401       4,450,365       4,540,719       4,493,825       4,434,365       4,415,172       4,436,936  
    Total interest-earning assets   5,651,307       5,785,365       5,651,374       5,651,241       5,715,758       5,611,700       5,765,867  
    Goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Total assets   6,218,412       6,189,594       6,216,657       6,220,187       6,121,449       6,018,390       6,153,429  
    Interest-bearing liabilities:                                        
    Interest-bearing demand   738,055       745,259       730,979       745,210       757,221       691,412       741,006  
    Savings and money market   1,964,884       2,059,294       1,953,412       1,976,483       1,992,059       1,938,935       2,036,772  
    Time deposits   1,598,381       1,492,399       1,631,407       1,564,987       1,545,071       1,515,745       1,505,665  
    Short-term borrowings   90,636       159,929       86,099       95,223       56,513       129,130       140,110  
    Long-term borrowings, net   120,648       124,601       116,473       124,871       124,795       124,717       124,640  
    Total interest-bearing liabilities   4,512,604       4,581,482       4,518,370       4,506,774       4,475,659       4,399,939       4,548,193  
    Noninterest-bearing demand deposits   925,043       956,670       923,409       926,696       947,428       952,970       950,819  
    Total deposits   5,226,363       5,253,622       5,239,207       5,213,376       5,241,779       5,099,062       5,234,262  
    Total liabilities   5,630,349       5,737,327       5,619,834       5,640,981       5,604,249       5,535,112       5,703,929  
    Shareholders’ equity   588,063       452,267       596,823       579,206       517,200       483,278       449,500  
    Common equity   570,778       434,975       579,538       561,921       499,910       465,986       432,208  
    Tangible common equity(2)   510,115       367,324       518,928       501,204       439,086       405,050       369,315  
    Common shares outstanding:                                        
    Basic   20,090       15,424       20,107       20,073       16,415       15,464       15,444  
    Diluted   20,291       15,551       20,294       20,285       16,415       15,636       15,556  
    SELECTED AVERAGE YIELDS:
    (Tax equivalent basis)    		                                        
    Investment securities(3)   4.30 %     2.13 %     4.34 %     4.25 %     2.38 %     2.14 %     2.17 %
    Loans   6.23 %     6.37 %     6.26 %     6.20 %     6.28 %     6.42 %     6.40 %
    Total interest-earning assets   5.84 %     5.47 %     5.88 %     5.80 %     5.45 %     5.53 %     5.50 %
    Interest-bearing demand   1.18 %     1.15 %     1.21 %     1.15 %     1.34 %     1.05 %     1.18 %
    Savings and money market   2.71 %     3.04 %     2.67 %     2.75 %     2.94 %     3.07 %     3.01 %
    Time deposits   4.19 %     4.70 %     4.08 %     4.31 %     4.53 %     4.72 %     4.72 %
    Short-term borrowings   1.95 %     3.13 %     1.80 %     2.09 %     0.15 %     2.64 %     2.75 %
    Long-term borrowings, net   5.17 %     5.02 %     5.35 %     5.00 %     5.03 %     5.03 %     5.02 %
    Total interest-bearing liabilities   3.03 %     3.33 %     3.00 %     3.07 %     3.24 %     3.37 %     3.32 %
    Net interest rate spread   2.81 %     2.14 %     2.88 %     2.73 %     2.21 %     2.16 %     2.18 %
    Net interest margin   3.42 %     2.83 %     3.49 %     3.35 %     2.91 %     2.89 %     2.87 %
                                                           
    1. Includes investment securities at adjusted amortized cost.
    2. See Appendix A – Reconciliation to Non-GAAP Financial Measures for the computation of this non-GAAP financial measure.
    3. The interest on tax-exempt securities is calculated on a tax-equivalent basis assuming a Federal income tax rate of 21%.

    FINANCIAL INSTITUTIONS, INC.
    Selected Financial Information (Unaudited)
    (Amounts in thousands)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
    ASSET QUALITY DATA: 2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Allowance for Credit Losses – Loans                                        
    Beginning balance $ 48,041     $ 51,082     $ 48,964     $ 48,041     $ 44,678     $ 43,952     $ 43,075  
    Net loan charge-offs (recoveries):                                        
    Commercial business   1,960       (30 )     1,903       57       131       (3 )     7  
    Commercial mortgage–construction   –       –       –       –       –       –       –  
    Commercial mortgage–multifamily         –       –       –       –       13       –  
    Commercial mortgage–non-owner occupied   595       (2 )     596       (1 )     (5 )     (1 )     (1 )
    Commercial mortgage–owner occupied   (2 )     (2 )     (1 )     (1 )     (1 )     (2 )     (2 )
    Residential real estate loans   133       100       92       41       (4 )     (1 )     96  
    Residential real estate lines   27       –       27       –       –       –       –  
    Consumer indirect   3,091       3,817       942       2,149       2,557       1,553       844  
    Other consumer   615       360       491       124       100       106       178  
    Total net charge-offs (recoveries)   6,419       4,243       4,050       2,369       2,778       1,665       1,122  
    Provision (benefit) for credit losses – loans   5,669       (2,887 )     2,377       3,292       6,141       2,391       1,999  
    Ending balance $ 47,291     $ 43,952     $ 47,291     $ 48,964     $ 48,041     $ 44,678     $ 43,952  
                                             
    Net charge-offs (recoveries) to average loans (annualized):                                        
    Commercial business   0.57 %     -0.01 %     1.06 %     0.03 %     0.80 %     0.00 %     0.00 %
    Commercial mortgage–construction   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–multifamily   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.01 %     0.00 %
    Commercial mortgage–non-owner occupied   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Commercial mortgage–owner occupied   0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %     0.00 %
    Residential real estate loans   0.04 %     0.03 %     0.06 %     0.03 %     0.00 %     0.00 %     0.06 %
    Residential real estate lines   0.07 %     0.00 %     0.14 %     0.00 %     0.00 %     0.00 %     0.00 %
    Consumer indirect   0.74 %     0.83 %     0.45 %     1.03 %     1.18 %     0.70 %     0.38 %
    Other consumer   3.04 %     1.51 %     4.99 %     1.19 %     0.91 %     0.95 %     1.62 %
    Total loans   0.29 %     0.19 %     0.36 %     0.21 %     0.25 %     0.15 %     0.10 %
                                             
    Supplemental information (1)                                        
    Non-performing loans:                                        
    Commercial business $ 3,671     $ 5,680     $ 3,671     $ 5,672     $ 5,609     $ 5,752     $ 5,680  
    Commercial mortgage–construction   19,621       4,970       19,621       19,684       20,280       20,280       4,970  
    Commercial mortgage–multifamily   –       183       –       –       –       71       183  
    Commercial mortgage–non-owner occupied   164       4,919       164       4,766       4,773       4,903       4,919  
    Commercial mortgage–owner occupied   –       380       –       349       354       366       380  
    Residential real estate loans   5,885       5,961       5,885       6,035       6,918       5,790       5,961  
    Residential real estate lines   299       183       299       316       253       232       183  
    Consumer indirect   2,571       2,897       2,571       2,917       3,157       3,291       2,897  
    Other consumer   225       36       225       279       62       57       36  
    Total non-performing loans   32,436       25,209       32,436       40,018       41,406       40,742       25,209  
    Foreclosed assets   142       63       142       196       60       109       63  
    Total non-performing assets $ 32,578     $ 25,272     $ 32,578     $ 40,214     $ 41,466     $ 40,851     $ 25,272  
                                             
    Total non-performing loans to total loans   0.72 %     0.57 %     0.72 %     0.88 %     0.92 %     0.93 %     0.57 %
    Total non-performing assets to total assets   0.53 %     0.41 %     0.53 %     0.63 %     0.68 %     0.66 %     0.41 %
    Allowance for credit losses – loans to total loans   1.04 %     0.99 %     1.04 %     1.08 %     1.07 %     1.01 %     0.99 %
    Allowance for credit losses – loans to non-performing loans   146 %     174 %     146 %     122 %     116 %     110 %     174 %
                                                           
    1. At period end.

    FINANCIAL INSTITUTIONS, INC.
    Appendix A — Reconciliation to Non-GAAP Financial Measures (Unaudited)
    (In thousands, except per share amounts)

      Six Months Ended     2025     2024  
      June 30,     Second     First     Fourth     Third     Second  
      2025     2024     Quarter     Quarter     Quarter     Quarter     Quarter  
    Ending tangible assets:                                        
    Total assets             $ 6,143,766     $ 6,340,492     $ 6,117,085     $ 6,156,317     $ 6,131,772  
    Less: Goodwill and other intangible assets, net               60,564       60,651       60,758       60,867       60,979  
    Tangible assets             $ 6,083,202     $ 6,279,841     $ 6,056,327     $ 6,095,450     $ 6,070,793  
                                             
    Ending tangible common equity:                                        
    Common shareholders’ equity             $ 584,383     $ 572,643     $ 551,699     $ 483,050     $ 450,375  
    Less: Goodwill and other intangible assets, net               60,564       60,651       60,758       60,867       60,979  
    Tangible common equity             $ 523,819     $ 511,992     $ 490,941     $ 422,183     $ 389,396  
                                             
    Tangible common equity to tangible assets(1)               8.61 %     8.15 %     8.11 %     6.93 %     6.41 %
                                             
    Common shares outstanding               20,128       20,110       20,077       15,474       15,472  
    Tangible common book value per share(2)             $ 26.02     $ 25.46     $ 24.45     $ 27.28     $ 25.17  
                                             
    Average tangible assets:                                        
    Average assets $ 6,218,412     $ 6,189,594     $ 6,216,657     $ 6,220,187     $ 6,121,449     $ 6,018,390     $ 6,153,429  
    Less: Average goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Average tangible assets $ 6,157,749     $ 6,121,943     $ 6,156,047     $ 6,159,470     $ 6,060,625     $ 5,957,454     $ 6,090,536  
                                             
    Average tangible common equity:                                        
    Average common equity $ 570,778     $ 434,975     $ 579,538     $ 561,921     $ 499,910     $ 465,986     $ 432,208  
    Less: Average goodwill and other intangible assets, net   60,663       67,651       60,610       60,717       60,824       60,936       62,893  
    Average tangible common equity $ 510,115     $ 367,324     $ 518,928     $ 501,204     $ 439,086     $ 405,050     $ 369,315  
                                             
    Net income (loss) available to common shareholders $ 33,681     $ 26,970     $ 17,168     $ 16,513     $ (83,176 )   $ 13,101     $ 25,265  
    Return on average tangible common equity(3)   13.31 %     14.77 %     13.27 %     13.36 %     -75.36 %     12.87 %     27.51 %
                                             
    1. Tangible common equity divided by tangible assets.
    2. Tangible common equity divided by common shares outstanding.
    3. Net income available to common shareholders (annualized) divided by average tangible common equity.

    The MIL Network –

  • MIL-OSI: Open Lending Appoints Veteran Financial Services Executive Massimo Monaco as Chief Financial Officer

    Source: GlobeNewswire (MIL-OSI)

    AUSTIN, Texas, July 24, 2025 (GLOBE NEWSWIRE) — Open Lending Corporation (NASDAQ: LPRO) (“Open Lending” or the “Company”), an industry trailblazer in automotive lending enablement and risk analytics solutions for financial institutions, today announced the appointment of Massimo Monaco as Chief Financial Officer, effective August 18, 2025.

    Mr. Monaco brings over two decades of executive finance leadership experience in the residential mortgage lending and financial services industries, and he is known for driving change, strengthening financial discipline, and building strong partnerships with internal and external stakeholders. Most recently, he served as Chief Financial Officer of Arc Home LLC, a residential mortgage lender, from 2018 to 2025, following his role as CFO at American Financial Resources from 2016 to 2018. His extensive background also includes various senior finance positions at PHH Corp. (formerly NYSE: PHH), one of the largest outsourcers of home loans in the United States. Mr. Monaco holds an MBA and a Bachelor of Arts from La Salle University.

    “Massimo’s extensive background in financial services and mortgage lending paired with his proven ability to develop and execute on the strategic vision of leadership teams make him an excellent addition to Open Lending’s executive management team,” said Jessica Buss, Chief Executive Officer of Open Lending. “His deep industry expertise and financial leadership will be invaluable as we continue to drive growth across our platform. We’re confident in the talent we have in place and look forward to working with Massimo during this exciting time for Open Lending.”

    “I am excited to join Open Lending at this pivotal moment in the Company’s journey,” said Mr. Monaco. “Open Lending’s innovative approach to lending enablement and risk analytics has established it as a trusted partner to financial institutions nationwide while enabling better results for both lenders and borrowers. I look forward to working with the team to drive continued growth and value creation for our stakeholders while furthering the Company’s mission to serve the underserved.”

    About Open Lending

    Open Lending (NASDAQ: LPRO) provides loan analytics, risk-based pricing, risk modeling, and default insurance to auto lenders throughout the United States. For over 20 years, we have been empowering financial institutions to create profitable auto loan portfolios with less risk and more reward. For more information, please visit www.openlending.com.

    Contact information:

    Investor Relations Inquiries:
    InvestorRelations@openlending.com

    Source: Open Lending Corporation

    The MIL Network –

  • MIL-OSI: Open Lending Appoints Veteran Financial Services Executive Massimo Monaco as Chief Financial Officer

    Source: GlobeNewswire (MIL-OSI)

    AUSTIN, Texas, July 24, 2025 (GLOBE NEWSWIRE) — Open Lending Corporation (NASDAQ: LPRO) (“Open Lending” or the “Company”), an industry trailblazer in automotive lending enablement and risk analytics solutions for financial institutions, today announced the appointment of Massimo Monaco as Chief Financial Officer, effective August 18, 2025.

    Mr. Monaco brings over two decades of executive finance leadership experience in the residential mortgage lending and financial services industries, and he is known for driving change, strengthening financial discipline, and building strong partnerships with internal and external stakeholders. Most recently, he served as Chief Financial Officer of Arc Home LLC, a residential mortgage lender, from 2018 to 2025, following his role as CFO at American Financial Resources from 2016 to 2018. His extensive background also includes various senior finance positions at PHH Corp. (formerly NYSE: PHH), one of the largest outsourcers of home loans in the United States. Mr. Monaco holds an MBA and a Bachelor of Arts from La Salle University.

    “Massimo’s extensive background in financial services and mortgage lending paired with his proven ability to develop and execute on the strategic vision of leadership teams make him an excellent addition to Open Lending’s executive management team,” said Jessica Buss, Chief Executive Officer of Open Lending. “His deep industry expertise and financial leadership will be invaluable as we continue to drive growth across our platform. We’re confident in the talent we have in place and look forward to working with Massimo during this exciting time for Open Lending.”

    “I am excited to join Open Lending at this pivotal moment in the Company’s journey,” said Mr. Monaco. “Open Lending’s innovative approach to lending enablement and risk analytics has established it as a trusted partner to financial institutions nationwide while enabling better results for both lenders and borrowers. I look forward to working with the team to drive continued growth and value creation for our stakeholders while furthering the Company’s mission to serve the underserved.”

    About Open Lending

    Open Lending (NASDAQ: LPRO) provides loan analytics, risk-based pricing, risk modeling, and default insurance to auto lenders throughout the United States. For over 20 years, we have been empowering financial institutions to create profitable auto loan portfolios with less risk and more reward. For more information, please visit www.openlending.com.

    Contact information:

    Investor Relations Inquiries:
    InvestorRelations@openlending.com

    Source: Open Lending Corporation

    The MIL Network –

  • MIL-OSI: AMSC to Report First Quarter Fiscal Year 2025 Financial Results on July 30, 2025

    Source: GlobeNewswire (MIL-OSI)

    AYER, Mass., July 24, 2025 (GLOBE NEWSWIRE) — AMSC® (NASDAQ: AMSC), a leading system provider of megawatt-scale power resiliency solutions that orchestrate the rhythm and harmony of power on the grid™ and protect and expand the capability of our Navy’s fleet, announced today that it plans to release its first quarter fiscal year 2025 financial results after the market close on Wednesday, July 30, 2025. In conjunction with this announcement, AMSC management will participate in a conference call with investors and covering analysts beginning at 10:00 a.m. Eastern Time on Thursday, July 31, 2025. On this call, management will discuss the Company’s recent accomplishments, financial results, and business outlook.

    Those who wish to listen to the live or archived conference call webcast should visit the “Investors” section of the Company’s website at https://ir.amsc.com. The live call can be accessed 15 minutes prior to the scheduled start time by dialing 1-844-481-2802 or 1-412-317-0675 and asking to join the AMSC call.

    A replay of the call may be accessed 2 hours following the call by dialing 1-877-344-7529 and using conference passcode 4291224.

    About AMSC (Nasdaq: AMSC)
    AMSC generates the ideas, technologies and solutions that meet the world’s demand for smarter, cleaner … better energy™. Through its Gridtec™ Solutions, AMSC provides the engineering planning services and advanced grid systems that optimize network reliability, efficiency and performance. Through its Marinetec™ Solutions, AMSC provides ship protection systems and is developing propulsion and power management solutions designed to help fleets increase system efficiencies, enhance power quality and boost operational safety. Through its Windtec™ Solutions, AMSC provides wind turbine electronic controls and systems, designs and engineering services that reduce the cost of wind energy. The Company’s solutions are enhancing the performance and reliability of power networks, increasing the operational safety of navy fleets, and powering gigawatts of renewable energy globally. Founded in 1987, AMSC is headquartered near Boston, Massachusetts with operations in Asia, Australia, Europe and North America. For more information, please visit www.amsc.com.

    ©2025 AMSC. AMSC, American Superconductor, NEPSI, Neeltran, NWL, D-VAR, D-VAR VVO, Amperium, Gridtec, Marinetec, Windtec, Orchestrate the Rhythm and Harmony of Power on the Grid and Smarter, Cleaner … Better Energy are trademarks or registered trademarks of American Superconductor Corporation. All other brand names, product names, trademarks, or service marks belong to their respective holders.

       
    AMSC Contacts  
    AMSC Director of Communications: Investor Relations Contact:
    Nicol Golez LHA Investor Relations
    Phone: 978-399-8344 Carolyn Capaccio, CFA
    Nicol.Golez@amsc.com  Phone: 212-838-3777
      amscIR@allianceadvisors.com 
       

    The MIL Network –

  • MIL-OSI Europe: Missions – FISC mission to Nicosia (Cyprus) – 16-09-2025 – Subcommittee on Tax Matters

    Source: European Parliament

    FISC Mission to Nicosia (Cyprus) © Image used under the license from Adobe Stock

    Members of the FISC Subcommittee will travel to Nicosia (Cyprus) from 15 to 17 September 2025. The delegation, led by the Chair, Mr Pasquale Tridico, will meet with representatives of key institutions, such as the Ministry of Finance, the Tax Department and the Standing Committee on Financial and Budgetary Affairs of the House of Representatives, as well as stakeholders from the private sector, trade unions, experts and civil society.

    The discussions will focus on topical international tax issues and challenges, such as the implementation of the OECD’s two-pillar tax reform, the implementation of key EU laws in the area of taxation, including on exchange of tax information and anti-tax abuse measures, the simplification of tax systems and improving competitiveness through tax measures, tax incentives, and energy taxation.

    MIL OSI Europe News –

  • MIL-OSI Security: Former Supervisor of Camden County Jail Sentenced for Civil Rights Violation in the Assault of Pretrial Detainee

    Source: United States Attorneys General 7

    A former deputy sheriff and Jail Corporal with the Camden County Sheriff’s Office was sentenced today to 16 months in prison, followed by three years of supervised release, for assaulting a pretrial detainee, identified by the initials J.H.

    Ryan Robert Biegel, 27, of Kingsland, Georgia, pleaded guilty before the Honorable Lisa G. Wood on January 28 to one count of using unreasonable force against the detainee. According to the plea agreement, on September 3, 2022, Biegel and two other correctional officers entered a holding cell in which J.H. was being detained. Upon entering the cell, two other correctional officers restrained J.H.’s arms and pushed him against a wall. Biegel admitted that he punched J.H. five times in the back of the head, which he knew was not reasonable or necessary to accomplish a legitimate law enforcement purpose, and then struck J.H. in the head and body an additional twenty-two times with his fists and knees.

    The FBI Brunswick RA Field Office investigated the matter along with the Georgia Bureau of Investigation. Assistant U.S. Attorney Jennifer J. Kirkland for the Southern District of Georgia and Trial Attorney Alec Ward of the Civil Rights Division’s Criminal Section prosecuted the case.

    MIL Security OSI –

  • MIL-OSI: MoonBull Launches Presale Whitelist as Community Interest Surges — Turbo Sees Volume Dip, Coq Inu Rallies

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — MoonBull, a meme coin built on Ethereum, has officially launched its presale whitelist, marking a key milestone ahead of its Stage One offering. With strong early interest from the crypto community, the MoonBull whitelist is now open for participants seeking early access to the project’s token allocation and exclusive rewards.

    At the same time, trading activity around established meme coins like Turbo (TURBO) and Coq Inu (COQ) is also drawing attention — with Turbo facing a downturn in volume while Coq Inu posts weekly gains despite daily volatility.

    MoonBull Launches Whitelist for Early Supporters Ahead of Stage One

    MoonBull ($MOBU) has opened its whitelist registration as part of preparations for its upcoming token presale. The project, built for meme coin enthusiasts and Ethereum-native traders, has attracted early interest due to its limited whitelist capacity and built-in reward structure.

    According to MoonBull, users who join the whitelist gain early access to Stage One of the presale along with incentives such as entry at initial pricing tiers, eligibility for staking rewards, bonus token allocations, and private roadmap disclosures.

    The registration process involves submitting an email address via the official MoonBull website. Whitelisted users will be notified in advance of the presale launch date and time, giving them preferred access ahead of the public offering.

    “This launch is about building a committed early community,” said a representative from the MoonBull team. “We’ve created a reward structure that prioritizes our earliest supporters while maintaining transparency around tokenomics and project goals.”

    Turbo Faces Headwinds as Trading Volume Declines

    Turbo (TURBO), an ERC-20 token created by digital artist Rhett Mankind in 2023, has experienced a recent drop in trading activity. Priced at $0.004846 at the time of writing, Turbo is down 11.15% over the last 24 hours and 14.16% over the week. Its trading volume has also declined by more than 11%, signaling a cautious market stance.

    Despite this, Turbo continues to emphasize its community-first vision and open governance model. Market participants remain alert to whether trading volume will rebound amid broader market shifts.

    Coq Inu Sees Weekly Gains Despite Daily Dip

    Coq Inu (COQ), a meme token on the Avalanche blockchain, is trading at $0.0000006603 with a 12.41% drop over the past 24 hours. Still, the coin has gained 10.01% over the past week. This performance, amid a 14.37% drop in trading volume, underscores the coin’s continued appeal among its social media-driven community.

    Known for its humorous branding and active online presence, Coq Inu continues to grow as a cultural meme asset rather than a tech-first blockchain project.

    About MoonBull

    MoonBull is a new meme coin project built on the Ethereum network, designed to engage degen traders and meme culture fans through community-first incentives, limited early access programs, and on-chain transparency. The MoonBull presale is divided into multiple stages, with the whitelist phase now underway.

    For More Information
    Website: https://www.moonbull.io/
    Telegram: https://t.me/MoonBullCoin
    Twitter: https://x.com/MoonBullX

    Contact:
    Ayra
    support@moonbull.io

    Disclaimer: This content is provided by MoonBull. The statements, views, and opinions expressed in this content are solely those of the content provider and do not necessarily reflect the views of this media platform or its publisher. We do not endorse, verify, or guarantee the accuracy, completeness, or reliability of any information presented. We do not guarantee any claims, statements, or promises made in this article. This content is for informational purposes only and should not be considered financial, investment, or trading advice.Investing in crypto and mining-related opportunities involves significant risks, including the potential loss of capital. It is possible to lose all your capital. These products may not be suitable for everyone, and you should ensure that you understand the risks involved. Seek independent advice if necessary. Speculate only with funds that you can afford to lose. Readers are strongly encouraged to conduct their own research and consult with a qualified financial advisor before making any investment decisions. However, due to the inherently speculative nature of the blockchain sector—including cryptocurrency, NFTs, and mining—complete accuracy cannot always be guaranteed.Neither the media platform nor the publisher shall be held responsible for any fraudulent activities, misrepresentations, or financial losses arising from the content of this press release. In the event of any legal claims or charges against this article, we accept no liability or responsibility.Globenewswire does not endorse any content on this page.

    Legal Disclaimer: This media platform provides the content of this article on an “as-is” basis, without any warranties or representations of any kind, express or implied. We assume no responsibility for any inaccuracies, errors, or omissions. We do not assume any responsibility or liability for the accuracy, content, images, videos, licenses, completeness, legality, or reliability of the information presented herein. Any concerns, complaints, or copyright issues related to this article should be directed to the content provider mentioned above.

    Photos accompanying this announcement are available at
    https://www.globenewswire.com/NewsRoom/AttachmentNg/6e85fb7e-adb8-41d0-9a0c-7e0fd968c71f

    https://www.globenewswire.com/NewsRoom/AttachmentNg/9655f014-bf3b-412c-8e74-cc4d058dbef0

    https://www.globenewswire.com/NewsRoom/AttachmentNg/b2eeeacc-4912-47d8-a045-95f6abc5027e

    https://www.globenewswire.com/NewsRoom/AttachmentNg/65e8956c-e820-4f7c-9523-95d460fd96bb

    The MIL Network –

  • MIL-OSI: Brag House Announces $15 Million Private Placement

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Brag House Holdings, Inc. (NASDAQ: TBH) (“Brag House” or the “Company”) the Gen Z engagement platform operating at the intersection of gaming, college sports, and digital media, announces today that it has entered into a securities purchase agreement with an institutional investor for a private investment in public equity (“PIPE”) financing that is expected to result in gross proceeds to the Company of approximately $15 million, before deducting placement agent fees and offering expenses.

    The Company intends to use the net proceeds from the offering for general corporate purposes, including working capital.

    Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of 15,000 shares of its Series B Convertible Preferred Stock convertible into 15,923,567 shares of common stock, at a conversion price of $0.942 per share of Series B Convertible Stock and an aggregate of 15,923,567 warrants to acquire up to 15,923,567 shares of common stock. The purchase price for one unit (consisting of one share of Series B Convertible Preferred Stock convertible into approximately 1,061 shares and the same number of warrants) was $1,000. The warrants issued in the offering are exercisable immediately upon issuance at an exercise price of $0.817 per share and will expire five years from the date of issuance.

    Revere Securities LLC acted as the sole placement agent for the PIPE financing.

    The securities being offered and sold by the Company in the private placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. The Company has agreed to file one or more registration statements with the SEC covering the resale of the unregistered shares issuable upon the conversion of the Series B Preferred Stock and the shares issuable upon exercise of the unregistered warrants.

    This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

    About Brag House Holdings, Inc.

    Brag House is a leading media technology platform dedicated to transforming casual college gaming into a vibrant, community-driven experience. By merging gaming, social interaction, and collegiate culture, Brag House enables brands to authentically connect with the influential Gen Z demographic through gamified experiences, live-streaming content, and scalable data insights. For more information, visit www.braghouse.com.

    Caution Regarding Forward-Looking Statements

    Certain statements in this announcement are forward-looking statements. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. These statements are subject to uncertainties and risks including, but not limited to, the risk factors discussed in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our Forms 10-K, 10-Q and other reports filed with the SEC and available at www.sec.gov. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law.

    Investor Relations Contact
    Adele Carey
    VP, Investor Relations
    ir@thebraghouse.com

    Media Contact
    Fatema Bhabrawala
    Director of Media Relations
    fbhabrawala@allianceadvisors.com

    The MIL Network –

  • MIL-OSI Africa: Liberia salutes African Development Bank President Adesina in landmark Government session

    Source: APO – Report:

    • I want you to know that your legacy in Liberia is strong and enduring, President Boakai tells Adesina
    • “With your vast natural resources, Liberia has no business being poor.” — Adesina

    Liberian President Joseph Nyuma Boakai convened the full spectrum of his government leadership to hear from African Development Bank President Dr. Akinwumi Adesina (www.AfDB.org), whom he lauded for a transformative decade at the helm of Africa’s premier development finance institution.

    The expanded cabinet meeting, held Tuesday 22 July at the Ellen Johnson Sirleaf Ministerial Complex in Monrovia, brought together all three branches of the Liberian government: executive ministers, legislative leaders, the Chief Justice, and heads of state-owned enterprises. The event served as both a celebration of partnership and a platform for Adesina to share leadership insights as he nears the end of his term in August 2025.

    “You have shown the world that bold ideas, when combined with clear vision and determination, can produce extraordinary results,” President Boakai declared. “Through your leadership, the African Development Bank has invested in real solutions that touch lives every day.”

    Underscoring the gravity of the occasion, the Liberian president added: “The fact that all three branches of our government are represented speaks volumes about the value we place on your visit and the respect we have for your leadership and contributions.”

    In his rousing keynote address titled “Liberia: Arise, and Shine!”, Dr. Adesina reflected on the Bank’s enduring partnership with Liberia, which has resulted in $1.02 billion in investments across 72 projects since 1967.

    Key achievements include nearly 2,500 km of electricity transmission lines connecting Liberia with Côte d’Ivoire, Sierra Leone, and Guinea; the Liberia Energy Efficiency and Access Project, which delivered nearly 40,000 new grid connections; and 177 km of new roads including the transformational Fish Town-Harper and Karloken to Fish Town corridors.

    A central highlight of the event was the launch of the Liberia Youth Entrepreneurship Investment Bank (YEIB), a flagship $17 million initiative under the African Development Bank’s Youth in Africa strategy. Liberia becomes the first African country to establish the dedicated youth-focused financial institution, aimed at equipping young Liberians aged 18-35 with the tools and capital to drive national development through entrepreneurship.

    President Boakai described the Bank’s portfolio as “more than numbers on paper.”

    “They are roads that connect our communities, energy that lights homes and businesses, and agriculture projects that strengthen food security and create income for our farmers,” he said.

    Drawing from his experience as Nigeria’s former Minister of Agriculture, and his decade-long leadership of the Bank, Adesina offered the Liberian cabinet a 7-point framework for transformational governance: setting clear and ambitious goals, ensuring measurable results, promoting teamwork and accountability and reforming institutions, especially the civil service and judiciary.

    “Don’t just blow the whistle, use your yellow card or red card. There is no need for rules in a soccer game if the referee never uses the yellow card or the red card,” Adesina said. “You cannot spend time baby-sitting poor performers. The public is eager for results and time is not on your side. So, be firm. Reward performers. Dispense with non-performers.”

    He recommended the adoption of a “One Government approach”, as well as the establishment of a presidential awards program to “recognize and incentivize inter-agency collaboration”; drawing from similar models at the African Development Bank.

    The Bank Group President urged the country to unlock greater value from its abundant resources. “With your vast natural resources, Liberia has no business being poor,” he stated. “The export of raw materials is the door to poverty. The export of value-added products is the highway to wealth.”

    During a Q&A session, Adesina emphasized the importance of technical and vocational training, citing that 60 percent of Liberia’s population is under the age of 35. He was responding to Education Minister Jarso Maley Jallah who inquired about strengthening entrepreneurship through the education system.

    Responding to a question from the Minister of Information, Cultural Affairs and Tourism, Jerolinmek Piah on achieving fiscal targets, Adesina urged the government to plug revenue leakages, noting that Africa loses $88 billion annually to illicit financial flows. “Make your country investable: invest in transparency, rule of law, create the right environment, provide incentives,” he added.

    Sannah Ziama, a local investor, praised Adesina’s visionary leadership and called for sustained investments in solar power to unlock Liberia’s industrial potential.

    As a low-income country and transition State, Liberia continues to benefit from the African Development Fund, the Bank’s concessional lending arm, as well as the Transition Support Facility, and the Nigeria Trust Fund.

    Liberia is also part of the inaugural group of countries that have developed energy compacts under the Mission 300 program, a joint initiative of the African Development Bank and the World Bank to deliver electricity to 300 million Africans by 2030.

    In recognition of his exceptional contributions, President Boakai presented Adesina with a Presidential Pin of Honour. Adesina had previously received Liberia’s highest national honour – the Order of the Star of Africa, Grade of Grand Band – in 2018.

    “Dr. Adesina, as you prepare to move on from this chapter, I want you to know that your legacy in Liberia is strong and enduring, President Boakai said. “The programs you have championed will continue to make an impact for years to come. Thank you for your faith in Liberia’s potential, and thank you for investing in our people, especially our youth.”

    Adesina was accompanied by the Bank’s Director General for West Africa, Lamin Barrow; Bank Executive Director for Liberia, Sierra Leone, The Gambia, Ghana and Sudan, Rufus Darkortey; and Acting Country Manager, Foday Yusuf Bob.

    Liberia’s historical connection with the African Development Bank dates back to the institution’s founding, when Liberian official Romeo Alexander Horton served as the pioneer Chairman of the Committee of Nine that established the Bank in 1964.

    Read Dr. Adesina’s address here (https://apo-opa.co/4maNUla).

    – on behalf of African Development Bank Group (AfDB).

    Media Contacts:
    Natalie Nkembuh and Tolu Ogunlesi
    Communication and External Relations
    media@afdb.org

    About the African Development Bank Group:
    The African Development Bank Group is Africa’s premier development finance institution. It comprises three distinct entities: the African Development Bank (AfDB), the African Development Fund (ADF) and the Nigeria Trust Fund (NTF). On the ground in 41 African countries with an external office in Japan, the Bank contributes to the economic development and the social progress of its 54 regional member states. For more information: www.AfDB.org

    Media files

    .

    MIL OSI Africa –

  • MIL-OSI USA: Unlocking the Development Potential of Diaspora Communities and Helping Reduce Reliance on Foreign Aid

    Source: United States House of Representatives – Representative Jonathan Jackson – Illinois (1st District)

    FOR IMMEDIATE RELEASE

    WASHINGTON, D.C. – Today, Rep. Sheila Cherfilus-McCormick (D-FL) and Rep. Jonathan J. Jackson (D-IL) introduced the African Diaspora Investment and Development Act (AIDA), groundbreaking legislation that harnesses the economic power of African and Caribbean diaspora communities to advance sustainable development, reduce remittance costs, and align U.S. foreign policy with grassroots investment.

    Millions of Americans with heritage in Africa and the Caribbean send billions of dollars annually to support loved ones and communities in their countries of origin. Yet, they often face high transaction fees, limited investment tools, and few incentives to grow their impact. AIDA addresses these barriers head-on.

    As highlighted in Realizing Africa’s Potential: A Journey to Prosperity by Professor Landry Signé, published by the Brookings Institution, the diaspora can be a powerful driver of development in their home countries—not just through remittances, but by fostering trade, investment, research, innovation, and the transfer of knowledge and technology. This dynamic strengthens U.S. interests by empowering African and Caribbean diaspora communities, who are an integral part of the American fabric, to spur economic growth and innovation both abroad and at home, reinforcing U.S. global partnerships and domestic prosperity.

    The African Diaspora Investment and Development Act:

    • Reduces the cost of remittances by promoting transparency, competition, and innovation in money transfers.
    • Creates tax incentives for diaspora investments that drive sustainable economic development in African and Caribbean countries.
    • Encourages financial inclusion through fintech and diaspora-owned money transfer platforms.
    • Supports diaspora-led investments with U.S. financial backing.
    • Advances U.S. development goals by strengthening diaspora engagement in entrepreneurship, infrastructure, and community development projects abroad.

    “The African and Caribbean diasporas are economic engines that deserve recognition and support,” said Rep. Sheila Cherfilus-McCormick (D-FL). “This bill creates smart incentives that empower families, foster sustainable development, and reflect our values in U.S. foreign policy. AIDA is about unlocking diaspora investment potential. By empowering these communities, we can reduce reliance on foreign aid and embrace a model based on investment, dignity, and shared prosperity.”

    “This bill is timely and vital, especially at a time when US policy towards Africa and the Diaspora is shifting from aid to trade,” said Rep. Jonathan L. Jackson (D-IL). “Remittances ($90 billion inflow to Africa in 2023) have surpassed both foreign assistance and direct investment in many countries in Africa and the Caribbean; a source for development and economic growth. AIDA strengthens the Diaspora contributions in GPD growth through investments and family support – food, housing, education, health care, etc.”

    “Reducing remittance costs and eliminating taxes on remittances are critical measures that ensure every dollar sent goes further, directly benefiting health, education, small businesses, and local infrastructure,” said President of the Nigerian Physicians Advocacy Group, Susan Edionwe. “These changes will empower organizations like ours, whose work relies heavily on diaspora contributions, to expand our impact and better serve the people of Nigeria and beyond.”

    “The proposed AIDA bill is a fundamental recognition that as a nation of immigrants, the USA holds the ultimate power of transformation in the contributions of its diaspora to the rest of the world,” said Founder and CEO of Hamstrings, Inc., Eric V. Guichard. “AIDA is about leveraging these diaspora resources for good. It is a paradigm shift in development finance whose time has come.”

    “Remittances from family and friends in the U.S. to these regions primarily address basic necessities for recipients, including housing, food, education, services, small business support, and humanitarian assistance,” said Haiti Renewal Alliance. “A framework for partnerships with the U.S. DFC and diasporas via the AIDA Act to channel remittances for coordinated and robust investments with people on the ground in African and Caribbean countries, ushers the U.S. leading the next generation of successful global development for inclusive growth, peace, stability and opportunity, appreciating diaspora from Africa and Caribbean as key contributors.”

    During a time when development assistance from the United States in Africa and in the Caribbean is being drastically curtailed or even eliminated, African and Caribbean countries will need to increasingly rely on remittances coming from the Diaspora to meet basic needs and to get by,” said President of Constituency for Africa (CFA), Melvin Foote. “The proposed AIDA legislation, if passed, would certainly be a huge step in the right direction.”

    The legislation has received early praise from diaspora organizations, development experts, and financial inclusion advocates.

    ###

    MIL OSI USA News –

  • MIL-OSI USA: Former Supervisor of Camden County Jail Sentenced for Civil Rights Violation in the Assault of Pretrial Detainee

    Source: US State of California

    A former deputy sheriff and Jail Corporal with the Camden County Sheriff’s Office was sentenced today to 16 months in prison, followed by three years of supervised release, for assaulting a pretrial detainee, identified by the initials J.H.

    Ryan Robert Biegel, 27, of Kingsland, Georgia, pleaded guilty before the Honorable Lisa G. Wood on January 28 to one count of using unreasonable force against the detainee. According to the plea agreement, on September 3, 2022, Biegel and two other correctional officers entered a holding cell in which J.H. was being detained. Upon entering the cell, two other correctional officers restrained J.H.’s arms and pushed him against a wall. Biegel admitted that he punched J.H. five times in the back of the head, which he knew was not reasonable or necessary to accomplish a legitimate law enforcement purpose, and then struck J.H. in the head and body an additional twenty-two times with his fists and knees.

    The FBI Brunswick RA Field Office investigated the matter along with the Georgia Bureau of Investigation. Assistant U.S. Attorney Jennifer J. Kirkland for the Southern District of Georgia and Trial Attorney Alec Ward of the Civil Rights Division’s Criminal Section prosecuted the case.

    MIL OSI USA News –

  • MIL-OSI Security: Former Missionary Charged with Sexually Abusing Minors Abroad

    Source: United States Attorneys General

    A former missionary was arrested today in Pittsburgh, Pennsylvania, for sexually abusing minors abroad. William James Purdy, 28, of West Valley, Utah, was indicted by a federal grand jury on July 16 on charges related to the exploitation of minors outside the United States.

    “The defendant in this case chose to travel abroad under the guise of good intentions and then sexually exploited and abused children who had been trusted to his care,” said Acting Assistant Attorney General Matthew Galeotti of the Justice Department’s Criminal Division. “When foreign authorities sought to hold him accountable, he fled back to the United States. The United States will not export child exploitation. The Justice Department is committed to securing justice for children exploited overseas when these heinous acts are committed by Americans.”

    “William James Purdy’s actions represent a profound betrayal of trust and have caused immeasurable harm to the young lives he was supposed to protect and nurture,” said Special Agent in Charge Edward V. Owens of Homeland Security Investigations (HSI) Philadelphia. “HSI’s global reach and partnerships are crucial in our relentless fight against child predators, ensuring that those who exploit and abuse children, no matter where they are, are brought to justice. We remain steadfast in our commitment to protecting the most vulnerable members of our society and will continue to work tirelessly to prevent such heinous crimes.”

    “This is a perfect illustration of the DSS global reach and our ability to partner with U.S. and foreign law enforcement agencies on international cases,” said Acting Assistant Director of Domestic Operations Adrian Diaz of the U.S. Department of State’s Diplomatic Security Service (DSS). “DSS and our counterparts are conducting investigations like these on a daily basis around the world.”

    According to court documents, Purdy, a U.S. Citizen, traveled to Tonga in 2017 for his mission with The Church of Jesus Christ of Latter-day Saints. While there, he allegedly sexually abused multiple minor boys. Purdy returned to Tonga in late 2019 to teach at a school in Nuku’alofa, Tonga. For years, Purdy allegedly groomed and sexually abused numerous male students, some of whom lived with him. Purdy allegedly provided gifts, including electronic devices and access to the internet, food, toys, and money, in exchange for the performance of sexual acts. Purdy is also alleged to have surreptitiously recorded minor males in his bathroom at his various Tonga apartments.

    Purdy was arrested by Tonga police in October 2022, when an eight‑year‑old boy disclosed that Purdy sexually assaulted him during their tutoring sessions. When Purdy was released from jail, he allegedly continued to sexually abuse children. In March 2023, just prior to his scheduled trial, Purdy fled Tonga using an assumed identity and returned to Utah. The investigation thus far has identified 14 minor victims throughout Tonga.

    Homeland Security Investigations (HSI) and the Diplomatic Security Service (DSS) are investigating the case, with the substantial assistance of the Tonga Police and the Tongan Department of Public Prosecutions.

    Trial Attorney Rachel L. Rothberg of the Criminal Division’s Child Exploitation and Obscenity Section (CEOS) and Assistant U.S. Joey L. Blanch for the District of Utah are prosecuting the case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative launched in May 2006 by the Department of Justice to combat the epidemic of child sexual exploitation and abuse. Led by U.S. Attorneys’ Offices and CEOS, Project Safe Childhood marshals federal, state, and local resources to better locate, apprehend, and prosecute individuals who exploit children via the internet, as well as to identify and rescue victims. For more information about Project Safe Childhood, visit www.justice.gov/psc.

    MIL Security OSI –

  • MIL-OSI United Kingdom: The Isle of Canna opens the doors to its brand new visitor hub 

    Source: Scotland – Highland Council

    Issued by The National Trust for Scotland

    • A major project to create a visitor hub on the Isle of Canna is now complete and open to visitors.
    • The £771,000 project, operated and managed by the Isle of Canna Community Development Trust and led by the National Trust for Scotland, was funded by the Scottish Government, VisitScotland, The Highland Council, Highlands and Islands Enterprise, and the Trust.
    • Facilities include toilets and showers, public laundry facilities, a room for NHS health workers and other professionals, and a base for the Trust Ranger.

    The Isle of Canna Community Development Trust (IoCCDT) has celebrated the opening of the new Canna Visitor Hub, where a range of facilities are now available for visitors.

    The need for accessible visitor facilities was recognised as the island continues to welcome an increasing number of visitors each year. The Canna Visitor Hub now boasts a range of amenities, including toilets and showers, public laundry facilities, a base for the National Trust for Scotland Ranger, as well as a dedicated room for NHS health workers and other professionals for community use.

    The building was designed with its surrounding landscape in mind and was constructed using environmentally conscious materials. It runs on the island’s renewable energy infrastructure, utilising solar panels, to align with the island’s vision for environmental sustainability. Through archaeological surveys, the project was approached sensitively, and the Canna Visitor Hub now sits naturally within its surroundings and serves as a focal point for visitors as they arrive at the harbour.

    Spey Building & Joinery Ltd, which was responsible for building the Canna Visitor Hub, was also awarded the Scotland Commercial or Public Sector Project award by the Federation of Master Builders this year for its team’s exceptional work on the Canna Visitor Hub. The project was delivered by the Canna Partnership, through which the IoCCDT and the National Trust for Scotland work together to preserve the landscape and culture for future generations.

    Isebail MacKinnon, Director of the Isle of Canna Community Development Trust, said: “The new Canna Visitor Hub supports our vision for the sustainability of the island and community-owned tourism, and to provide a good experience for visitors. By providing facilities at the visitor hub, we hope to encourage people to stay on the island for longer, moving away from short visits and towards longer stays, and more engaged visitors.

    “We are very grateful for the support and funding received from those who made this project happen and are very excited for the Canna Visitor Hub to be part of the island infrastructure for many years to come. Thank you to Scottish Government, VisitScotland, The Highland Council, Highlands and Islands Enterprise, and the National Trust for Scotland for their support.”

    Managed by VisitScotland on behalf of the Scottish Government, the Rural Tourism Infrastructure Fund (RTIF) was created to improve the quality of the visitor experience in rural parts of Scotland that have faced pressure on their infrastructure due to an increase in visitor numbers. In Highland mainland and islands (excluding Shetland and Orkney) there have been a total of 36 RTIF-supported approved projects with a total RTIF investment of £7,937,883.

    Chris Taylor, Destination Development Manager at Visit Scotland, said: “The fantastic new visitor facilities on Canna are a core part of the tourism offer on the island.

    “Along with investment by the National Trust for Scotland in Canna House, proposals for a new high-quality bunkhouse by the community and ongoing hard work of small island businesses, this makes for a unique visitor experience and promises a very exciting future.

    “A healthy visitor economy is crucial and is at the heart of the community’s plan in Canna for a thriving, sustainable island – it attracts and retains people and generates jobs and incomes.”

    Chair of The Highland Council’s Economy and Infrastructure Committee, Cllr Ken Gowans, said: “The Highland Council is proud to have supported the Isle of Canna Visitor Facilities through VisitScotland’s Rural Tourism Infrastructure Fund, the Place Based Investment Programme, and the Islands Infrastructure Fund. This project represents a vital investment in sustainable tourism and community resilience on one of Highland’s unique and remote islands.

    “By delivering modern, accessible welfare facilities and a dedicated visitor hub, the project is not only enhancing the visitor experience but also helping to protect Canna’s fragile environment and support its long-term regeneration. This development will enable the local community to manage tourism more effectively, create new opportunities, and ensure that Canna remains a welcoming and sustainable destination for generations to come.”

    The £771,000 project is operated and managed by the Isle of Canna Community Development Trust and led by the National Trust for Scotland, and was funded by the Scottish Government, VisitScotland, The Highland Council, Highlands and Islands Enterprise, and the Trust. An official opening event for the Canna Visitor Hub was hosted by the IoCCDT this month to celebrate this new milestone for the community and its visitors.

    The Canna Visitor Hub runs on an honesty basis, and donations from visitors are welcome for the use of the facilities. For more information about the Canna Visitor Hub and all that the Isle of Canna has to offer, visit the Isle of Canna Community Development Trust website.

    MIL OSI United Kingdom –

  • MIL-OSI USA: Estes Delivers Keynote Speech at International Tax Cooperation and Competition: A Reset

    Source: United States House of Representatives – Congressman Ron Estes (R-Kansas)

    U.S. Congressman Ron Estes (R-Kansas) delivered the keynote address at International Tax Cooperation and Competition: A Reset hosted by American Enterprise Institute (AEI). Congressman Estes discussed the latest developments in international tax policy. See below for highlights and watch

    .

    On driving economic growth through tax policy reform:

    “It’s great to be able to talk about things that are going on in the world, and particularly things that are going on as we relate to tax policy and good economic policy, which drives good economic growth. A lot of you probably heard several of these conversations from me a lot over the last several months, as we’ve gone through this whole process to talk through what we should do, from a tax code policy within the United States and what we want to do moving forward. 

    “It’s great as we are at this point now where we’re wanting to focus on, how do we make sure that we have good policy that makes good economic growth for companies to do business in America and benefit American workers and an American economy. And ultimately raises money for tax revenue to have to fund the government and activities that we do here as well. And that’s kind of been my focus since I’ve been on Ways and Means now six years . . . I came on shortly after the Tax Cuts and Jobs Act (TCJA) in 2017 was passed into law. That was my first term in Congress and so the guiding principles, even back then, we’re looking at, how do we make [the] U.S. more competitive in the activities that we do? 

    On the history of crafting the Tax Cuts & Jobs Act:

    “And I go back and talk a little bit about 2017 and then translate to some degree, how our efforts with TCJA in 2017 tied in with the efforts in the One Big, Beautiful Bill this year, and then how that’s also connected to the OECD discussions on Pillar One and Pillar Two. I like to go back and do a little bit of review of history when we talk about TCJA. Because we think back to 2017, the state of the economy at that point in time was, everybody was talking about this new normal, that we should just expect low 1-1.5% economic growth, and that should be the standard that we should expect in the United States.

    “The United States had the fourth-highest corporate tax rate in the world, and highest of any developed country. And so it was always putting our industry at a competitive disadvantage as we sort through activities. We had stagnant wage growth for two or three decades in terms of the average taxpayers was in the mid to high 30s was what the income level was for the individuals across the country. We also had inversions. It was the topic of the day. Whether you were a Republican president or a Democrat president, it was a problem that you were trying to address, where, because of our high tax rate, it was profitable for foreign-based businesses to come buy a valuable U.S. entity and convert it into headquarters being overseas and actually partially pay for that through the lower tax savings just by getting out of the U.S. tax burden. 

    “And then the other component that doesn’t get talked about a lot is the amount of money that was tracked overseas. I mean, literally, it was in the four to four and a half trillion dollars, where subsidiaries of U.S.-based businesses had operations in foreign countries, and because of the existing tax rate, they paid taxes in that country, the territory where they were operating in, but the U.S. tax code said, well, we want to double dip and tax you to bring that money back. So, that money was being left overseas was actually being invested and helping grow the economies over there, which wasn’t what you want from a U.S.-based business or entity. 

    “And so those were some of the big issues that we wanted to address with TCJA. It kind of drove a lot of our thought process as we went into that, and what we were starting with, just driving the corporate tax rate down down to 21% and even at that, we weren’t going to be the lowest tax rate. We didn’t want that. By the time you combine the 21% corporate rate with state and local taxes, we’re just above the midpoint of OECD countries around the world. But we think that’s appropriate. I think we’ll still be competitive, just because the innovation with U.S. businesses and the activities that we’ll focus on going forward.

    On incentivizing investment:

    “In addition to the corporate rate, we also want to make sure that we looked at, how do we, how do we incentivize investment, investment in research and development, investment in capital expenditures, investment in in our workers’ workforce, and being able to deduct the interest deductibility used for that investment. And so we structured different provisions around that. Some of those end up being temporary. And so we’ve had an actually good field experiment the last eight years where we’ve seen the results of 2017 going forward to now, and selling the economic growth that came out of that. 

    On provisions of the OBBB:  

    “Now we’re at the point of where we were working on with the One Big, Beautiful Bill to extend those provisions that had been temporary, and in the best case scenario, make as many of them as we could, permanent. We also got caught up in a lot of the campaign promises from last election, particularly from the presidential race and some of the new provisions that came in, No Tax on Tips, No Tax on Overtime. 88% of people won’t pay tax on their Social Security because of the credits, enhanced senior credits they’ll get. Those are new items that we hadn’t talked about previously. 

    On securing permanent tax provisions to drive investment:

    “What we really wanted to do with the One Big, Beautiful Bill is how we make sure that our economy gets back to growth mode and that we continue to have good economic growth and wealth creation for not just businesses, but individuals as well as funding the Treasury. 

    “I can go down several instances in the Treasury where we actually have more receipts now than we had on things like royalty tax payments, because we had the incentive for research and development being done in the United States. Companies either brought the research and development back or started it new in the United States, and therefore our royalty income is hundreds of billions of dollars higher than it was. 

    “But even what we’ve seen is, through 2024, actual revenue was increased over what had been projected prior to TCJA. So even the discussion that there was going to be a loss to the Treasury, with the Tax Cuts and Jobs Act, that did not happen through 2024. Now as we look forward with OECD or the One Big, Beautiful Bill, and rolling out those provisions, so many of them, that we’re able to get permanent to move forward, [are] going to be so beneficial for us in an operation side. 

    On addressing global taxation:

    “I talked about a lot of the domestic value for economic growth, and how do we make things happen? Obviously, as part of that, we also need to talk through from an international piece and the issues there. When we were finishing up, again I go back to the little history ,we were finishing up TCJA. 

    “Part of the last things done were figuring out, how do we fit in and address the growing concern about the race to the bottom on global taxation? Obviously there’s a concern on everybody’s part that you don’t necessarily want to lose your business to a company or country that is taxing less just because they’re taxing less. But what we did was, we implemented within TCJA provisions, like GILTI and BEAT, in order to help address that, to help offset that temptation that somebody would go look and base their operations somewhere to get advantage, just purely for tax purposes. 

    On how Digital Services Taxes led to Pillar One discussions:

    “At about that same time, there were discussions going on in the world around, both from the same concern as well as a concern of raising revenue in individual countries. So six years ago, seven years ago or so when I got on Ways and Means, one of the first things that I got engaged in was talking about Digital Services Taxes, the DSTs. That was becoming the hot topic at that point in time, because multiple countries were promoting this idea of having a Digital Services Tax and looking at it in a way, basically for revenue. What I became an advocate for, along with a lot of others, was, let’s utilize OECD and come up with a consistent approach, instead of having a patchwork quilt of different codes and tax systems across the world. So that was the basis to start the discussion on what ultimately became Pillar One.

    On how what led to Pillar Two discussions:

    “About the same time that we finished the TCJA provision, then it also turned in that other countries started talking about, ‘How can we address the lower tax rates?’ And making sure that we are actually being fairly competitive in that, which led up into the discussions on Pillar Two. 

    “This is kind of starting at the end of the Trump administration, the first Trump administration. As the discussion with Philippines started up, it was more focused on a thought process along the lines of what we put into the Tax Cuts and Jobs Act. In terms of how you look at provisions, like GILTI or BEAT or FDII, and craft something that works for your respective country, whether you’re European-based, or Asia or Africa, that actually accomplishes the same goal or a similar goal, to help incentivize companies to operate within your country and not look to run to some country that maybe dangles a particular foreign rate below rate in front of them. 

    On the Biden administration’s pivot on Pillar One:

    “The problem that happened after we had a change of administration, and the Biden administration was moving into discussion, was the discussion on Pillar One kind of just got put to the wayside. So the Digital Services Taxes weren’t being addressed at all from a global OECD standpoint. It was kind of allowed to wither and decline and just pause there. At the same time, there was a completely different focus on the Pillar Two piece to look at, instead of, how do we make tax competitiveness? Look at, how do we do subsidized business and operations? 

    “So it really turned into a really bad pivot from that standpoint, in terms of what the impact was going to be around the world. As the material was prepared, a lot of what was done, as drafts were coming out, there really wasn’t public awareness of that shift happened, until the final draft came out early two years ago. 

    “At that point in time, it really became apparent what had been structured was something that was going to be very discriminatory towards the United States. And the businesses working in the United States, impact them in terms of amount of tax they pay, impact them in terms of amount of processing and how they go through the administrative costs to calculate that. And the net effect on the U.S. Treasury was going to be very detrimental to that, because of the way the U.S. Treasury focused on, or even looked at the tax codes for a long period of time is, how do we come up with, in a lot of cases, non refundable credits? 

    “Basically, the incentive is that you should make a decision that results in income and tax burden for you, and then that decision, whether it’s investment in R&D or investment in capital expenditure, is what you deduct off of. Whereas a lot of other countries around the world go into more of a subsidized approach. How do they incentivize through the subsidies? Obviously that put U.S. companies at a disadvantage because our approach wasn’t being included and theirs was allowed, in terms of calculating what would be a minimum tax. 

    On working with Chairman Jason Smith on addressing tax policy inadequacies:

    “That’s where we really got heavily engaged in this is not the appropriate worldwide process to follow. It throws a lot of decades-old tax treaties on its head. What we needed to do was go back and and let’s finalize the Pillar One piece so the DSTs are addressed and and do over the process on UTPRs, that were the central piece of the Pillar Two activity. 

    “As we were working through One Big, Beautiful Bill, myself and [U.S. Congressman] Jason Smith, we had a couple of different pieces of legislation, primarily to look at, how do we protect the U.S. tax base if countries were going to go proceed down the route and implement the Pillar Two process? The Chairman’s bill was [the] Defending American Jobs and Investments Act, which would have had increased withholding tax under national companies. I had a bill titled The Unfair Tax Prevention Act or UTPA. . . But basically it . . . was going to disallow certain credits and have a similar impact on foreign-based companies operating in the United States, if they came from a country that was using those discriminatory Pillar Two pieces on U.S. business. 

    “And I’ll say this … I think Chairman Smith will say it as well, we really didn’t want a world where we would have to be drafting bills like this to offset bad bills coming from somewhere else. That wasn’t the best way to do trade. It wasn’t the best way to do tax policy that we should continue down, having this hybrid territorial tax process that has been working and will continue to work into the future. 

    “When the Trump administration came back in, a lot of comments and support from President Trump, some [from] Secretary Bessent and a host of a crew in the Treasury staff, agreed with this issue, and we’re focusing on this was a problem for America, and what we should do here. 

    On Section 899 and reaching the G7 Agreement:

    “As the One Big, Beautiful Bill was being written, we crafted just one small section that combined Jason’s and my bill together, and all of a sudden, I think it was like two months ago today, that hit the hot button and it became the hot item going into the final discussions on, the infamous Section 899 that became a hot topic out there to talk about. What it did, I think, was highlighted that, there’s a lot of concern on the part of Congress that we need to make sure that we have good tax code that works for countries across the world, but also through the negotiations that have happened, primarily with Treasury, but also with engagement with us in Congress, and how we could move forward. 

    “The agreement that was brought forth between Treasury and the G7 to actually pull the Section 899 out of the One Big, Beautiful Bill as it was sitting in the Senate, with the expectation that the G7 and OECD countries would would also pull back on their Pillar Two language that they either had already started or they would have started implementing. . . I liked that approach. 

    “I do think what we have to do and continue forward is … the trust but verify. We took the first step to pull out the 899. Now we got to continue the process follow through the G7 and OECD countries through that. At same time, [we] need to go and continue to work on the DST issue, because that wasn’t resolved, and that wasn’t as much a part of the agreement as the Pillar Two piece was. So we’ve gotta continue that work as we move forward there. 

    On finishing the One Big, Beautiful Bill and work to come on the tax code:

    “I’ve kind of gone through a lot of different topics, going back multiple years on different things. And through this process, we’re going to continue to keep focusing on, how do we implement and talk about all the things that are in the bill, we just passed the One Big, Beautiful Bill. But also going through and, like I said, trust but verify that all of the follow on countries are following through with their provisions to change the tax code and then also continue to the work to get the DSTs addressed so that there is a global solution for that as well. 

    “I’m looking for us getting back into an arena where we actually have more competitive worldwide economies. I think that U.S.-based businesses will be successful. I think a lot of foreign-based businesses will also be successful just because of the way our global economy works. I’m looking forward to taxes not slowing down good, successful economic growth.”

    MIL OSI USA News –

  • MIL-OSI USA: Louisiana Nurse Practitioner Convicted of $12M Medicare Fraud Scheme

    Source: US State of North Dakota

    A federal jury convicted a Louisiana nurse practitioner today for her role in an over $12.1 million health care fraud scheme to defraud Medicare by ordering medically unnecessary cancer genetic tests for hundreds of patients she never met or examined.

    According to court documents and evidence presented at trial, Scharmaine Lawson Baker, 58, of Richmond, Texas, served as a nurse practitioner and was an enrolled Medicare provider. She held herself out as an expert in Medicare regulations – authoring publications on medical necessity and patient-provider relationships – while actively violating those very standards.

    “Scharmaine Lawson Baker shamelessly exploited her medical license and the trust of vulnerable patients to enrich herself through a multimillion-dollar genetic testing fraud,” said Acting Assistant Attorney General Matthew R. Galeotti of the Justice Department’s Criminal Division. “The defendant peddled false promises of free cancer screenings while pocketing kickbacks for medically unnecessary tests. The Criminal Division remains relentless in uncovering and prosecuting fraud against government programs and those who prey on victims for personal gain.”

    “This conviction signals the end of a challenging and labor-intensive prosecution,” said Acting U.S. Attorney Michael M. Simpson for the Eastern District of Louisiana. “Medicare fraud schemes such as these, profoundly impact our society, not only because of the monetary loss sustained by our Medicare program, and the damages suffered by those who were victimized by the fraud, but also by the erosion of public trust in our institutions. The successful prosecution of this case exemplifies our commitment to seek justice for all victims of fraud as well as to preserve taxpayer confidence in our nation’s medical institutions as a whole.”

    “This defendant brazenly exploited the federal health care system for personal profit. Her scheme to peddle millions of dollars of medically unnecessary genetic tests was not a mistake — it was a calculated crime. She preyed on vulnerable patients, siphoned taxpayer dollars, and turned health care into a tool for fraud. Her actions represent a deliberate betrayal of public trust and a flagrant abuse of those she was entrusted to serve,” said Deputy Inspector General for Investigations Christian J. Schrank of the U.S. Department of Health and Human Services Office of Inspector General (HHS-OIG). “HHS-OIG, in coordination with our federal and state partners, will continue to apply every available resource to detect and disrupt fraud schemes that seek to abuse the Medicare program and enrollees.”

    From 2018 to 2019, Lawson Baker worked as an independent contractor for a company that claimed to provide telehealth services. In her role, the defendant signed hundreds of orders for medically unnecessary cancer genetic testing after brief phone calls – typically lasting less than 60 seconds – and without conducting any physical exams of patients. Lawson Baker falsely diagnosed patients to justify the unnecessary tests, such as diagnosing male patients with cervical cancer that they did not have. Lawson Baker never reviewed any of the test results, including when the results showed that patients actually had variants predisposing them to certain cancers.

    In furtherance of the scheme, Lawson Baker participated in phone calls misleading patients into believing they were being screened for cancer at no cost, despite the tests ordered not actually diagnosing patients with existing cancer. In doing so, she exploited the trust placed in licensed health care professionals and manipulated vulnerable patients.

    In total, Lawson Baker caused over $12.1 million in fraudulent Medicare claims and the labs involved in the scheme received over $1.5 million in reimbursements for unnecessary testing. In exchange for signing these orders, Lawson Baker accepted kickbacks and bribes from the telehealth company – payments she later failed to disclose in her bankruptcy petition.

    Lawson Baker was convicted of six counts of health care fraud. She is scheduled to be sentenced on Nov. 19 and faces a maximum penalty of 10 years in prison on each count. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    HHS-OIG and FBI investigated the case.

    Trial Attorneys Samantha Usher and Gary A. Crosby II of the Criminal Division’s Fraud Section and Assistant U.S. Attorney Nicholas D. Moses for the Eastern District of Louisiana are prosecuting the case. Trial Attorney Kelly Z. Walters of the Criminal Division’s Fraud Section assisted in the prosecution.

    The Fraud Section leads the Criminal Division’s efforts to combat health care fraud through the Health Care Fraud Strike Force Program. Since March 2007, this program, currently comprised of 9 strike forces operating in 27 federal districts, has charged more than 5,800 defendants who collectively have billed federal health care programs and private insurers more than $30 billion. In addition, the Centers for Medicare & Medicaid Services, working in conjunction with HHS-OIG, are taking steps to hold providers accountable for their involvement in health care fraud schemes. More information can be found at www.justice.gov/criminal-fraud/health-care-fraud-unit.

    MIL OSI USA News –

  • MIL-OSI USA: California Certified Public Accountant Indicted for Filing False Tax Returns and Mail Fraud Scheme

    Source: US State of North Dakota

    A federal grand jury in San Francisco returned a superseding indictment yesterday charging a California man with filing false tax returns, mail fraud, and money laundering. Gilbert was previously charged with filing false tax returns earlier this year.

    The following is according to the superseding indictment: Michael M. Gilbert, of San Rafael, filed false tax returns for himself and two business entities he controlled. Gilbert, a certified public accountant since 1985, allegedly underreported the total income his accounting and tax return preparation business, M.M. Gilbert & Company Inc., received during the years 2017 through 2020.

    The superseding indictment further alleges that Gilbert solicited payments from clients of M.M. Gilbert for “tax strategies” and “donations,” among other things, which the clients paid to White Mountain Properties Inc., another entity Gilbert controlled. Gilbert allegedly did not report these payments as income on the company’s 2017 through 2021 business tax returns. These payments to White Mountain were allegedly proceeds from Gilbert’s scheme to defraud his clients through the promise of some tax benefit. In fact, the White Mountain funds did not create a tax benefit for Gilbert’s clients, and Gilbert allegedly instead diverted the payments for his own personal enrichment. In 2020-2021, Gilbert is alleged to have transferred more than $5 million from White Mountain to himself and then failed to report that income on his individual tax returns.

    If convicted, Gilbert faces a maximum penalty of 20 years in prison for each count of mail fraud, a maximum penalty of 10 years in prison for each count money laundering, and a maximum penalty of three years in prison for each count of filing a false tax return. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    Acting Deputy Assistant Attorney General Karen Kelly of the Justice Department’s Tax Division and U.S. Attorney Craig H. Missakian for the Northern District of California made the announcement.

    IRS Criminal Investigation is investigating the case.

    Trial Attorneys Julia M. Rugg and Patrick Burns of the Tax Division and Assistant U.S. Attorney Sara E. Henderson for the Northern District of California are prosecuting the case.

    An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    MIL OSI USA News –

  • MIL-OSI Security: Shiprock Man Sentenced to 10 Years for Deadly Drunk Driving Crash

    Source: US FBI

    ALBUQUERQUE – A Shiprock man has been sentenced to 10 years in federal prison for causing a deadly drunk driving crash on the Navajo Nation reservation that resulted in two deaths and serious injuries.

    According to court documents, on December 1, 2023, Brian Gonnie, 45, an enrolled member of the Navajo Nation, was operating a vehicle under the influence of alcohol on Highway 64 in Shiprock, New Mexico. He was traveling at approximately 86 mph in a 35-mph zone when he crossed into the oncoming lane and struck another vehicle head-on. The crash claimed the lives of Gonnie’s passenger and the driver of the other vehicle. A passenger in the struck vehicle sustained life-altering injuries, including multiple fractures and required extensive surgery.

    Gonnie’s blood alcohol concentration was measured at .267%, with numerous empty alcohol containers found in his vehicle. During an interview with FBI agents, Gonnie admitted to drinking and driving the night of the crash.

    Gonnie subsequently pled to two counts of involuntary manslaughter and one count of assault. Upon his release, Gonnie will be subject to up to three years of supervised release.

    U.S. Attorney Ryan Ellison Philip Russell, Acting Special Agent in Charge of the Federal Bureau of Investigation’s Albuquerque Field Office, made the announcement today.

    This case was investigated by the Farmington Resident Agency of the FBI Albuquerque Field Office with assistance from the Navajo Police Department and Navajo Department of Criminal Investigations and the New Mexico State Police. Assistant United States Attorney Jesse Pecoraro is prosecuting the case. 

    MIL Security OSI –

  • MIL-OSI Security: Little Water Man Charged with Assault for 2024 Incident

    Source: US FBI

    ALBUQUERQUE – A Little Water man has been charged with assault resulting in serious bodily injury following an incident in 2024.

    According to court documents, on July 29, 2024, Anthony Sandoval, 40, an enrolled member of the Navajo nation, assaulted the victim with a rifle and the assault resulted in serious bodily injury.

    Sandoval is charged with assault with a dangerous weapon, assault resulting in serious bodily injury and using and carrying a firearm during and in relation to a crime of violence. Sandoval will remain in third party custody pending trial, which has not yet been scheduled. If convicted of the current charges, Sandoval faces up to 10 years in prison.

    U.S. Attorney Ryan Ellison and Philip Russell, Acting Special Agent in Charge of the Federal Bureau of Investigation’s Albuquerque Field Office, made the announcement today.

    The Gallup Resident Agency of the Federal Bureau of Investigation’s Albuquerque Field Office investigated this case with assistance from the Navajo Nation Police Department and Navajo Department of Criminal Investigations. Assistant U.S. Attorney Nicholas J. Marshall is prosecuting the case.

    An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    MIL Security OSI –

  • MIL-OSI Security: Louisiana Nurse Practitioner Convicted of $12M Medicare Fraud Scheme

    Source: United States Attorneys General

    A federal jury convicted a Louisiana nurse practitioner today for her role in an over $12.1 million health care fraud scheme to defraud Medicare by ordering medically unnecessary cancer genetic tests for hundreds of patients she never met or examined.

    According to court documents and evidence presented at trial, Scharmaine Lawson Baker, 58, of Richmond, Texas, served as a nurse practitioner and was an enrolled Medicare provider. She held herself out as an expert in Medicare regulations – authoring publications on medical necessity and patient-provider relationships – while actively violating those very standards.

    “Scharmaine Lawson Baker shamelessly exploited her medical license and the trust of vulnerable patients to enrich herself through a multimillion-dollar genetic testing fraud,” said Acting Assistant Attorney General Matthew R. Galeotti of the Justice Department’s Criminal Division. “The defendant peddled false promises of free cancer screenings while pocketing kickbacks for medically unnecessary tests. The Criminal Division remains relentless in uncovering and prosecuting fraud against government programs and those who prey on victims for personal gain.”

    “This conviction signals the end of a challenging and labor-intensive prosecution,” said Acting U.S. Attorney Michael M. Simpson for the Eastern District of Louisiana. “Medicare fraud schemes such as these, profoundly impact our society, not only because of the monetary loss sustained by our Medicare program, and the damages suffered by those who were victimized by the fraud, but also by the erosion of public trust in our institutions. The successful prosecution of this case exemplifies our commitment to seek justice for all victims of fraud as well as to preserve taxpayer confidence in our nation’s medical institutions as a whole.”

    “This defendant brazenly exploited the federal health care system for personal profit. Her scheme to peddle millions of dollars of medically unnecessary genetic tests was not a mistake — it was a calculated crime. She preyed on vulnerable patients, siphoned taxpayer dollars, and turned health care into a tool for fraud. Her actions represent a deliberate betrayal of public trust and a flagrant abuse of those she was entrusted to serve,” said Deputy Inspector General for Investigations Christian J. Schrank of the U.S. Department of Health and Human Services Office of Inspector General (HHS-OIG). “HHS-OIG, in coordination with our federal and state partners, will continue to apply every available resource to detect and disrupt fraud schemes that seek to abuse the Medicare program and enrollees.”

    From 2018 to 2019, Lawson Baker worked as an independent contractor for a company that claimed to provide telehealth services. In her role, the defendant signed hundreds of orders for medically unnecessary cancer genetic testing after brief phone calls – typically lasting less than 60 seconds – and without conducting any physical exams of patients. Lawson Baker falsely diagnosed patients to justify the unnecessary tests, such as diagnosing male patients with cervical cancer that they did not have. Lawson Baker never reviewed any of the test results, including when the results showed that patients actually had variants predisposing them to certain cancers.

    In furtherance of the scheme, Lawson Baker participated in phone calls misleading patients into believing they were being screened for cancer at no cost, despite the tests ordered not actually diagnosing patients with existing cancer. In doing so, she exploited the trust placed in licensed health care professionals and manipulated vulnerable patients.

    In total, Lawson Baker caused over $12.1 million in fraudulent Medicare claims and the labs involved in the scheme received over $1.5 million in reimbursements for unnecessary testing. In exchange for signing these orders, Lawson Baker accepted kickbacks and bribes from the telehealth company – payments she later failed to disclose in her bankruptcy petition.

    Lawson Baker was convicted of six counts of health care fraud. She is scheduled to be sentenced on Nov. 19 and faces a maximum penalty of 10 years in prison on each count. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    HHS-OIG and FBI investigated the case.

    Trial Attorneys Samantha Usher and Gary A. Crosby II of the Criminal Division’s Fraud Section and Assistant U.S. Attorney Nicholas D. Moses for the Eastern District of Louisiana are prosecuting the case. Trial Attorney Kelly Z. Walters of the Criminal Division’s Fraud Section assisted in the prosecution.

    The Fraud Section leads the Criminal Division’s efforts to combat health care fraud through the Health Care Fraud Strike Force Program. Since March 2007, this program, currently comprised of 9 strike forces operating in 27 federal districts, has charged more than 5,800 defendants who collectively have billed federal health care programs and private insurers more than $30 billion. In addition, the Centers for Medicare & Medicaid Services, working in conjunction with HHS-OIG, are taking steps to hold providers accountable for their involvement in health care fraud schemes. More information can be found at www.justice.gov/criminal-fraud/health-care-fraud-unit.

    MIL Security OSI –

  • MIL-OSI Security: California Certified Public Accountant Indicted for Filing False Tax Returns and Mail Fraud Scheme

    Source: United States Attorneys General

    A federal grand jury in San Francisco returned a superseding indictment yesterday charging a California man with filing false tax returns, mail fraud, and money laundering. Gilbert was previously charged with filing false tax returns earlier this year.

    The following is according to the superseding indictment: Michael M. Gilbert, of San Rafael, filed false tax returns for himself and two business entities he controlled. Gilbert, a certified public accountant since 1985, allegedly underreported the total income his accounting and tax return preparation business, M.M. Gilbert & Company Inc., received during the years 2017 through 2020.

    The superseding indictment further alleges that Gilbert solicited payments from clients of M.M. Gilbert for “tax strategies” and “donations,” among other things, which the clients paid to White Mountain Properties Inc., another entity Gilbert controlled. Gilbert allegedly did not report these payments as income on the company’s 2017 through 2021 business tax returns. These payments to White Mountain were allegedly proceeds from Gilbert’s scheme to defraud his clients through the promise of some tax benefit. In fact, the White Mountain funds did not create a tax benefit for Gilbert’s clients, and Gilbert allegedly instead diverted the payments for his own personal enrichment. In 2020-2021, Gilbert is alleged to have transferred more than $5 million from White Mountain to himself and then failed to report that income on his individual tax returns.

    If convicted, Gilbert faces a maximum penalty of 20 years in prison for each count of mail fraud, a maximum penalty of 10 years in prison for each count money laundering, and a maximum penalty of three years in prison for each count of filing a false tax return. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    Acting Deputy Assistant Attorney General Karen Kelly of the Justice Department’s Tax Division and U.S. Attorney Craig H. Missakian for the Northern District of California made the announcement.

    IRS Criminal Investigation is investigating the case.

    Trial Attorneys Julia M. Rugg and Patrick Burns of the Tax Division and Assistant U.S. Attorney Sara E. Henderson for the Northern District of California are prosecuting the case.

    An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    MIL Security OSI –

  • MIL-OSI: Dreamland Limited Announces Closing of Initial Public Offering

    Source: GlobeNewswire (MIL-OSI)

    HONG KONG, July 24, 2025 (GLOBE NEWSWIRE) — Dreamland Limited (Nasdaq: TDIC) (the “Company” or “Dreamland”), a Hong Kong-based event management service provider, today announced the closing of its initial public offering (the “Offering”) of 2,000,000 Class A ordinary shares, 1,340,000 of which were offered by the Company and 660,000 by an existing shareholder (the “Selling Shareholder”), at a public offering price of US$4.00 per Class A ordinary share. The Company also filed a resale prospectus concurrent with the Offering for the resale of 5,416,740 Class A ordinary shares held by Prime Crest Holdings Limited, Fuji Holdings Limited, Yield Rights Group Limited and Allied Target Limited (the “Resale Shareholders”). The Class A ordinary shares began trading on the Nasdaq Capital Market on July 23, 2025 under the ticker symbol “TDIC.”

    The Company received aggregate gross proceeds of US$5,360,000 from the Offering, before deducting underwriting discounts and other related expenses. The Company did not receive any proceeds from the sale of Class A ordinary shares offered by the Selling Shareholder or the Resale Shareholders in the Offering.

    Net proceeds from the Offering due to the Company will be used for: (i) acquiring multi-territorial IP licenses; (ii) setting up the Company’s own ticketing platform; (iii) possible strategic acquisitions; (iv) expanding the Company’s marketing department and financing and administration department; (v) upgrading the Company’s enterprise resource planning system; (vi) repaying loans made by a director in connection with the payment of costs and expenses in connection with the Offering and obtaining a listing of the Company’s Class A ordinary shares on the Nasdaq Capital Market; and (vii) working capital and other general corporate purposes.

    The Offering was conducted on a firm commitment basis. Bancroft Capital, LLC acted as the sole managing underwriter for the Offering (the “Underwriter”). Nelson Mullins Riley & Scarborough LLP acted as U.S. counsel to the Underwriter, led by W. David Mannheim, Kathryn Simons and Ashley Wu, in connection with the Offering.

    A registration statement on Form F-1 relating to the Offering was filed with the U.S. Securities and Exchange Commission (the “SEC”) (File No.: 333-286471), as amended, and was declared effective by the SEC on June 30, 2025. The Offering was made only by means of a prospectus, forming a part of the registration statement. Copies of the final prospectus relating to the Offering may be obtained from Bancroft Capital, LLC by email at investmentbanking@bancroft4vets.com, by standard mail to 501 Office Center Drive, Suite 130, Fort Washington, PA 19034, or by telephone at +1 (484) 546-8000. In addition, copies of the final prospectus relating to the Offering may be obtained via the SEC’s website at www.sec.gov.

    This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

    About Dreamland Limited

    Dreamland Limited is a Hong Kong-based event management service provider. The Company specializes in organizing, planning, promoting and managing themed touring walk-through experience events for intellectual property owners of characters in well-publicized animated cartoons and/or live action theatrical motion pictures. Dreamland’s mission is to help customers organize, plan, promote and manage events to effectively connect with their target audiences, both in Hong Kong and in overseas markets. For more information, please visit the Company’s website: http://www.trendicint.com.

    Forward-Looking Statements

    Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “believe”, “plan”, “expect”, “intend”, “should”, “seek”, “estimate”, “will”, “would”, “may”. “could”, “will”, “aim” and “anticipate” or other similar expressions in the prospectus. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC, which are available for review at www.sec.gov.

    For more information, please contact:

    Dreamland Limited
    Ms. Seto Wai Yue
    Email: frances.seto@trendicint.com

    The MIL Network –