Category: GlobeNewswire

  • MIL-OSI: Tyton Partners and Ufi Ventures Release Q2 2025 VocTech Market Report: AI Shockwaves, UK Industrial Strategy, and Transatlantic Divergence Take Centre Stage

    Source: GlobeNewswire (MIL-OSI)

    LONDON, July 24, 2025 (GLOBE NEWSWIRE) — Tyton Partners, the leading strategy consulting and investment banking firm focused on the education sector, and Ufi Ventures, the UK’s specialist investor in vocational technology (VocTech), today released their Q2 2025 VocTech Market Report. This quarterly publication explores the trends shaping vocational learning and workforce development across the UK, Europe, and North America.

    The second quarter of 2025 has been marked by increasing anxiety around artificial intelligence’s disruptive impact on labour markets, a wave of significant UK policy announcements, and early signs of capital rotation from the US to Europe amid political volatility. Vocational education and training remain firmly in the spotlight as policymakers and investors confront mounting challenges tied to youth disengagement, employment shifts, and rapid technological change.

    Key Takeaways

    • Labour markets are causing concern, even in the US.
    • The UK government made a series of major policy announcements, many of which see increased investment in key sectors and skills. The detail is important and not yet here.
    • Big Tech companies – including “hyperscalers” such as OpenAI – are muscling in to the education space, likely in search of long-term users and increased engagement.
    • The future of junior white-collar workers, and how they should be trained, is a key focus of debate. Being conscious of what may have previously been taken for granted (informal “learning by doing” in particular) looks important.
    • Companies who facilitate AI-driven HR workflows are raising sizeable funding, with some European businesses closing unusually large €20m+ Series A rounds.

    Alongside UK reforms, policy developments in the US and Europe are creating new dynamics. Germany’s coalition is advancing ambitious investment programmes. In the US, escalating attacks on higher education and the erratic policy environment under the Trump administration may be triggering a shift of capital and student interest to the UK and Europe.

    Helen Gironi, Director at Ufi Ventures, commented:
    “AI is shaking up workforce development from every angle. Employers, policymakers and learners are all being forced to adapt. At Ufi Ventures, we see opportunity in this disruption, but only for those who are ready to innovate and act with clarity.”

    Nick Kind, Managing Director at Tyton Partners, added:
    “We are seeing a critical turning point. AI is accelerating change, but it is also highlighting systemic gaps in skills and training. With new policy commitments in the UK and a capital environment in flux, the landscape is as complex as it is promising. This report offers grounded insight into how to respond.”

    To access the full Q2 2025 VocTech Market Report, visit: https://tytonpartners.com/key-learnings-from-voctech-market-activity-q2-2025/

    About Tyton Partners

    Tyton Partners is the leading provider of strategy consulting and investment banking services to the global knowledge and information services sector. With offices in Boston and New York City, the firm has an experienced team of bankers and consultants who deliver a unique spectrum of services from mergers and acquisitions and capital markets access to strategy development that helps companies, organizations, and investors navigate the complexities of the education, media, and information markets. Tyton Partners leverages a deep foundation of transactional and advisory experience and an unparalleled level of global relationships to make its clients’ aspirations a reality and to catalyze innovation in the sector. Learn more at tytonpartners.com.

    About Ufi Ventures

    Ufi Ventures is the investment arm of Ufi VocTech Trust. Ufi supports the adoption and deployment of technology to improve skills for work and deliver better outcomes for all. By leveraging its depth of experience Ufi Ventures supports its growing portfolio through access to capital, and its wide expert pool and network. Learn more at www.ufi.co.uk/ventures.

    Media Contact
    Zoe Wright-Neil
    Director of Marketing and Business Development
    zwrightneil@tytonpartners.com
    Tyton Partners

    The MIL Network

  • MIL-OSI: Tyton Partners and Ufi Ventures Release Q2 2025 VocTech Market Report: AI Shockwaves, UK Industrial Strategy, and Transatlantic Divergence Take Centre Stage

    Source: GlobeNewswire (MIL-OSI)

    LONDON, July 24, 2025 (GLOBE NEWSWIRE) — Tyton Partners, the leading strategy consulting and investment banking firm focused on the education sector, and Ufi Ventures, the UK’s specialist investor in vocational technology (VocTech), today released their Q2 2025 VocTech Market Report. This quarterly publication explores the trends shaping vocational learning and workforce development across the UK, Europe, and North America.

    The second quarter of 2025 has been marked by increasing anxiety around artificial intelligence’s disruptive impact on labour markets, a wave of significant UK policy announcements, and early signs of capital rotation from the US to Europe amid political volatility. Vocational education and training remain firmly in the spotlight as policymakers and investors confront mounting challenges tied to youth disengagement, employment shifts, and rapid technological change.

    Key Takeaways

    • Labour markets are causing concern, even in the US.
    • The UK government made a series of major policy announcements, many of which see increased investment in key sectors and skills. The detail is important and not yet here.
    • Big Tech companies – including “hyperscalers” such as OpenAI – are muscling in to the education space, likely in search of long-term users and increased engagement.
    • The future of junior white-collar workers, and how they should be trained, is a key focus of debate. Being conscious of what may have previously been taken for granted (informal “learning by doing” in particular) looks important.
    • Companies who facilitate AI-driven HR workflows are raising sizeable funding, with some European businesses closing unusually large €20m+ Series A rounds.

    Alongside UK reforms, policy developments in the US and Europe are creating new dynamics. Germany’s coalition is advancing ambitious investment programmes. In the US, escalating attacks on higher education and the erratic policy environment under the Trump administration may be triggering a shift of capital and student interest to the UK and Europe.

    Helen Gironi, Director at Ufi Ventures, commented:
    “AI is shaking up workforce development from every angle. Employers, policymakers and learners are all being forced to adapt. At Ufi Ventures, we see opportunity in this disruption, but only for those who are ready to innovate and act with clarity.”

    Nick Kind, Managing Director at Tyton Partners, added:
    “We are seeing a critical turning point. AI is accelerating change, but it is also highlighting systemic gaps in skills and training. With new policy commitments in the UK and a capital environment in flux, the landscape is as complex as it is promising. This report offers grounded insight into how to respond.”

    To access the full Q2 2025 VocTech Market Report, visit: https://tytonpartners.com/key-learnings-from-voctech-market-activity-q2-2025/

    About Tyton Partners

    Tyton Partners is the leading provider of strategy consulting and investment banking services to the global knowledge and information services sector. With offices in Boston and New York City, the firm has an experienced team of bankers and consultants who deliver a unique spectrum of services from mergers and acquisitions and capital markets access to strategy development that helps companies, organizations, and investors navigate the complexities of the education, media, and information markets. Tyton Partners leverages a deep foundation of transactional and advisory experience and an unparalleled level of global relationships to make its clients’ aspirations a reality and to catalyze innovation in the sector. Learn more at tytonpartners.com.

    About Ufi Ventures

    Ufi Ventures is the investment arm of Ufi VocTech Trust. Ufi supports the adoption and deployment of technology to improve skills for work and deliver better outcomes for all. By leveraging its depth of experience Ufi Ventures supports its growing portfolio through access to capital, and its wide expert pool and network. Learn more at www.ufi.co.uk/ventures.

    Media Contact
    Zoe Wright-Neil
    Director of Marketing and Business Development
    zwrightneil@tytonpartners.com
    Tyton Partners

    The MIL Network

  • MIL-OSI: Q2 2025 Trading Update and Invitation to Earnings Call

    Source: GlobeNewswire (MIL-OSI)

    Oslo, 24 July 2025 – DNO ASA, the Norwegian oil and gas operator, will publish its Q2 2025 operating and interim financial results on 21 August at 07:00 (CET). A videoconference call with executive management will follow at 10:00 (CET). Today the Company provides an update on production, sales volumes and other selected information for the quarter.

    Volumes (boepd)

    Gross operated production Q2 2025 Q1 2025 Q2 2024
    Kurdistan 74,760 82,081 79,783
    North Sea 5,526 8,864
           
    Net entitlement production Q2 2025 Q1 2025 Q2 2024
    Kurdistan 18,675 18,464 17,167
    North Sea 33,348 19,296 16,321
           
    Sales Q2 2025 Q1 2025 Q2 2024
    Kurdistan 18,675 18,464 17,167
    North Sea 32,393 17,216 12,871
           
    Equity accounted production (net) Q2 2025 Q1 2025 Q2 2024
    Côte d’Ivoire         3,175 3,375 3,256

    Selected cash flow items

    DNO’s share of oil from the Tawke license during the quarter was sold to local buyers as the Iraq-Türkiye Pipeline remained closed. All payments were made in advance of loadings and transferred directly into DNO’s international bank accounts.

    In the second quarter, DNO paid a dividend of NOK 0.3125 per share (totaling USD 30.2 million), which represents NOK 1.25 per share on an annualized basis.

    On 12 June, the transformative acquisition of Sval Energi Group AS was completed. Upon completion, DNO paid USD 440 million to the seller; this represents agreed consideration including interest between effective date and closing, less USD 22.5 million deposit paid in March. Sval Energi’s production is included in the table above as from June 1, and will be reported together with its financial results in the Company’s Q2 operating and interim financial results effective that date. A tax instalment of USD 114 million was made in June.

    On the financing side during the quarter, DNO redeemed the remaining USD 350 million of outstanding DNO04 bonds on 10 April. In June, DNO completed a private placement of USD 400 million of new subordinated hybrid bonds and borrowed USD 300 million under a one-year bank bridge loan facility. At the end of the second quarter, there were USD 348 million outstanding under Sval Energi’s prepayment facilities and DNO Group’s cash deposits stood at USD 788 million. All outstanding debt under DNO’s North Sea subsidiaries’ reserve-based lending facilities was repaid and not renewed during the quarter.

    North Sea exploration

    DNO participated in one exploration well on the Norwegian Continental Shelf in the quarter. The Vidsyn well in PL586 (25 percent interest with 17.5 percent added following the acquisition of Sval Energi) was spudded on 14 June and was announced as a discovery in July.

    Earnings call login details

    Please visit www.dno.no for login details ahead of the call.

    Disclaimer

    The information contained in this release is based on a preliminary assessment of the Company’s Q2 2025 operating and interim financial results and may be subject to change.

    For further information, please contact:
    Media: media@dno.no
    Investors: investor.relations@dno.no

    DNO ASA is a Norwegian oil and gas operator active in the Middle East, the North Sea and West Africa. Founded in 1971 and listed on the Oslo Stock Exchange, the Company holds stakes in onshore and offshore licenses at various stages of exploration, development and production in the Kurdistan region of Iraq, Norway, the United Kingdom, Côte d’Ivoire, Netherlands and Yemen. More information is available at www.dno.no

    This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

    The MIL Network

  • MIL-OSI: MARA Holdings, Inc. Announces Pricing of Upsized $950 Million Offering of 0.00% Convertible Senior Notes due 2032

    Source: GlobeNewswire (MIL-OSI)

    Miami, FL, July 23, 2025 (GLOBE NEWSWIRE) — MARA Holdings, Inc. (NASDAQ: MARA) (“MARA” or the “Company”), a leading digital energy and infrastructure company, today announced the pricing of its upsized offering of $950 million aggregate principal amount of 0.00% convertible senior notes due 2032 (the “notes”). The notes will be sold in a private offering to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). MARA also granted to the initial purchasers of the notes an option to purchase, within a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $200 million aggregate principal amount of the notes. The offering is expected to close on July 25, 2025, subject to satisfaction of customary closing conditions.

    The notes will be unsecured, senior obligations of MARA. The notes will not bear regular interest, and the principal amount of the notes will not accrete. MARA may pay special interest, if any, at its election as the sole remedy for failure to comply with its reporting obligations and under certain other circumstances, each pursuant to the indenture. Special interest, if any, on the notes will be payable semi-annually in arrears on February 1 and August 1 of each year, beginning on February 1, 2026 (if and to the extent that special interest is then payable on the notes). The notes will mature on August 1, 2032, unless earlier repurchased, redeemed or converted in accordance with their terms. Subject to certain conditions, on or after January 15, 2030, MARA may redeem for cash all or any portion of the notes at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date, if the last reported sale price of MARA common stock has been at least 130% of the conversion price then in effect for a specified period of time ending on, and including, the trading day immediately before the date MARA provides the notice of redemption. If MARA redeems fewer than all the outstanding notes, at least $75 million aggregate principal amount of notes must be outstanding and not subject to redemption as of the relevant redemption notice date.

    Holders of notes may require MARA to repurchase for cash all or any portion of their notes on January 4, 2030, if the last reported sale price of MARA’s common stock on the second trading day immediately preceding the repurchase date is less than the conversion price, or upon the occurrence of certain events that constitute a fundamental change under the indenture governing the notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the date of repurchase. In connection with certain corporate events or if MARA calls any note for redemption, it will, under certain circumstances, be required to increase the conversion rate for holders who elect to convert their notes in connection with such corporate event or notice of redemption.

    The notes will be convertible into cash, shares of MARA’s common stock, or a combination of cash and shares of MARA’s common stock, at MARA’s election. Prior to May 1, 2032, the notes will be convertible only upon the occurrence of certain events and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.

    The conversion rate for the notes will initially be 49.3619 shares of MARA common stock per $1,000 principal amount of notes. The conversion rate will be subject to adjustment upon the occurrence of certain events.

    MARA estimates that the net proceeds from the sale of the notes will be approximately $940.5 million (or approximately $1,138.5 million if the initial purchasers exercise in full their option to purchase additional notes), after deducting the initial purchasers’ discounts and commissions but before estimated offering expenses payable by MARA.

    MARA expects to use approximately $18.3 million of the net proceeds from the sale of the notes to repurchase approximately $19.4 million in aggregate principal amount of its existing 1.00% convertible senior notes due 2026 (the “1.00% 2026 convertible notes”) in privately negotiated transactions with the remainder of the net proceeds to be used to pay the approximately $36.9 million cost of the capped call transactions (as described below), to acquire additional bitcoin and for general corporate purposes, which may include working capital, strategic acquisitions, expansion of existing assets, and repayment of additional debt and other outstanding obligations.

    In connection with any repurchase of the 1.00% 2026 convertible notes, MARA expects that holders of the 1.00% 2026 convertible notes who agree to have their notes repurchased and who have hedged their equity price risk with respect to such notes (the “hedged holders”) will unwind all or part of their hedge positions by buying MARA’s common stock and/or entering into or unwinding various derivative transactions with respect to MARA’s common stock. The amount of MARA’s common stock to be purchased by the hedged holders or in connection with such derivative transactions may be substantial in relation to the historic average daily trading volume of MARA’s common stock. This activity by the hedged holders could increase (or reduce the size of any decrease in) the market price of MARA’s common stock, including concurrently with the pricing of the notes, resulting in a higher effective conversion price of the notes. MARA cannot predict the magnitude of such market activity or the overall effect it will have on the price of the notes or MARA’s common stock.

    In connection with the pricing of the notes, MARA entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and certain other financial institutions (the “option counterparties”). If the initial purchasers exercise their option to purchase additional notes, MARA expects to use a portion of the net proceeds from the sale of such additional notes to enter into additional capped call transactions with the option counterparties. The capped call transactions will cover, subject to anti-dilution adjustments, the number of shares of common stock underlying the notes sold in the offering. The capped call transactions are generally expected to reduce potential dilution to the common stock upon any conversion of notes and/or offset any cash payments MARA is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap.

    The cap price of the capped call transactions is initially approximately $24.14 per share, which represents a premium of approximately 40.0% over the U.S. composite volume weighted average price of MARA’s common stock from 2:00 p.m. through 4:00 p.m. Eastern Daylight Time on Wednesday, July 23, 2025, which was $17.2413, and is subject to certain adjustments under the terms of the capped call transactions.

    MARA has been advised that, in connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to purchase shares of common stock and/or enter into various derivative transactions with respect to the common stock concurrently with or shortly after the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of the common stock or the notes at that time. In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the common stock and/or purchasing or selling the common stock or other securities of MARA in secondary market transactions from time to time prior to the maturity of the notes (and are likely to do so during any observation period related to a conversion of the notes, in connection with any redemption of the notes, any fundamental change repurchase of the notes or any exercise of a holder’s optional repurchase right, and, to the extent MARA unwinds a corresponding portion of the capped call transactions, following any other repurchase of the notes). This activity could also cause or avoid an increase or a decrease in the market price of the common stock or the notes, which could affect the ability of noteholders to convert the notes and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the number of shares of common stock, if any, and value of the consideration that noteholders will receive upon conversion of the notes.

    The notes are being offered and sold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act. The offer and sale of the notes and the shares of MARA’s common stock issuable upon conversion of the notes, if any, have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction, and the notes and any such shares may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. The offering of the notes is being made only by means of a private offering memorandum.

    This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of any such state or jurisdiction. Nothing in this press release shall be deemed an offer to purchase MARA’s 1.00% 2026 convertible notes.

    About MARA 

    MARA (NASDAQ:MARA) deploys digital energy technologies to advance the world’s energy systems. Harnessing the power of compute, MARA transforms excess energy into digital capital, balancing the grid and accelerating the deployment of critical infrastructure. Building on its expertise to redefine the future of energy, MARA develops technologies that reduce the energy demands of high-performance computing applications, from AI to the edge.

    Forward-Looking Statements

    Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the estimated net proceeds of the offering, the anticipated use of such net proceeds, including any repurchases of the Company’s existing convertible notes, the expected impact of the capped call transactions, and the anticipated closing of the offering. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including uncertainties related to market conditions and the completion of the offering, uncertainties related to the satisfaction of closing conditions for the sale of the notes, the other factors discussed in the “Risk Factors” section of MARA’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 3, 2025 and the risks described in other filings that MARA may make from time to time with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and MARA specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

    MARA Company Contact:
    Telephone: 800-804-1690
    Email: ir@mara.com

    MARA Media Contact:
    Email: mara@wachsman.com

    The MIL Network

  • MIL-OSI: Voice2Me.ai Launches Industry’s Fastest, Most Secure AI Voice Agents Across Salesforce, PEGA, and ServiceNow Platforms

    Source: GlobeNewswire (MIL-OSI)

    FAIRFAX, Va., July 23, 2025 (GLOBE NEWSWIRE) — Voice2Me.ai, the boutique firm driving innovation in enterprise AI voice intelligence, today announced major platform expansions that sets a new standard for AI voice automation with secure, production-grade agents now available across Salesforce, PEGA, and ServiceNow. Building on its success in the ServiceNow certified store, the company’s ultra-secured AI voice agents are now available across Salesforce and PEGA platforms, demonstrating how enterprises can deploy top AI voice agents that are ready to take your call across multiple enterprise ecosystems.

    Voice2Me.ai Customer Support

    Strategic Platform Expansion Beyond ServiceNow

    Voice2Me.ai’s expansion from its flagship ServiceNow integration to Salesforce and PEGA represents a significant milestone in making the best AI voice agents accessible across all major enterprise platforms. The company’s certified and approved ServiceNow apps in the ServiceNow store, has driven deeper trust and recognition in the industry, establishing Voice2Me.ai as the go-to provider for building AI voice agents for production-grade enterprise environments.

    “Our expansion beyond ServiceNow proves that organizations across all platforms are hungry for top AI voice agents that deliver both security and simplicity,” said Eva Karnaukh, CEO of Voice2Me.ai. “We’re not just building AI voice agents – we’re creating intelligent conversation platforms that transform how enterprises communicate across their entire technology stack.”

    Enterprise-Grade Security and Model-Agnostic Architecture

    Voice2Me.ai’s platform distinguishes itself through enterprise-grade security architecture combined with a large-model agnostic approach that delivers fast, secure, and scalable AI voice intelligence. This foundation ensures that AI voice agents are ready to take your call while maintaining the highest standards of data protection across all integrated platforms.

    “The question isn’t whether AI voice agents are ready to take your call – it’s whether your enterprise platform can deliver the conversational experiences your customers expect with military-grade security,” added Karnaukh. “Our model-agnostic approach ensures that regardless of your enterprise architecture, you can deploy the best AI voice agents that integrate seamlessly with your existing workflows.”

    Advanced Technical Innovation for Production Environments

    Voice2Me.ai goes beyond voice enabling multimodal resolution that lets midmarket – enterprise teams speak, see, and solve in real time. From voice to visual context, our agents understand inputs the way humans do. Built to scale across critical industries like healthcare, insurance, and government, the platform pairs advanced telephony with secure AI orchestration for end-to-end support.

    Key technical innovations include:

    • Enterprise-Grade Security Framework: Military-grade security with zero data persistence and comprehensive compliance readiness across all platforms
    • Large-Model Agnostic Architecture: Seamless integration with leading AI models for optimal performance and flexibility
    • Multi-Platform Native Integration: Direct deployment capabilities across ServiceNow, Salesforce, PEGA, with Appian and Workday integrations planned
    • Production-Ready Scalability: Fast, secure, and scalable infrastructure designed for enterprise-grade deployments
    • Advanced Telephony Integration: SIP integrations with major call center providers for enterprise-grade voice capabilities

    With zero data persistence, FedRAMP/HIPAA readiness, and human-in-the-loop controls, the platform is trusted by government, healthcare, and financial services alike.

    Future Roadmap and Platform Strategy

    Following successful deployments across ServiceNow, Salesforce, and PEGA, Voice2Me.ai is strategically planning its next integration with either Appian or Workday, depending on market priorities. This expansion strategy demonstrates the company’s commitment to making top AI voice agents available across all major enterprise platforms while maintaining the security and performance standards required for building AI voice agents for production.

    Global Operations and Professional Services Excellence

    With operations spanning the United States, Europe, and Asia, Voice2Me.ai has positioned itself as a global disruptor of enterprise platform capabilities. The company’s boutique professional services team ensures smooth and fast deployment, helping customers elevate their enterprise platform experience with modern development and AI-powered architecture.

    Voice2Me.ai’s approach focuses on three core principles:

    • Security-First Design: Enterprise-grade security architecture that enables building AI voice agents for production environments
    • Platform Enhancement: Enabling existing midmarket – enterprise platform capabilities with the best AI voice agents
    • Model Flexibility: Large-model agnostic architecture that adapts to evolving AI landscape

    Industry Impact and Market Leadership

    As enterprises increasingly seek solutions for building AI voice agents for production environments, Voice2Me.ai’s comprehensive approach addresses the full spectrum of conversational AI needs. From showing organizations how to deploy top AI voice agents that integrate natively with existing platforms to providing the infrastructure for AI voice agents that are ready to take your call with enterprise-grade security, the company has established itself as the definitive source for production-grade voice intelligence.

    The company’s commitment to ethical, secure, and responsible AI development ensures that all implementations maintain the highest standards of data protection and regulatory compliance while delivering the performance enterprises demand.

    Platform Availability and Enterprise Adoption

    Voice2Me.ai’s expanded platform integrations are available immediately, with enterprises able to deploy the best AI voice agents across ServiceNow (available in the certified store), Salesforce, and PEGA environments. The company’s model-agnostic architecture ensures that organizations can leverage the most advanced AI capabilities while maintaining the security and scalability required for production deployments.

    Organizations interested in learning more about building AI voice agents for production environments can access comprehensive resources and technical documentation through Voice2Me.ai’s platform. The company’s fast, secure, and scalable architecture enables rapid deployment of top AI voice agents that are ready to take your call across any enterprise platform.

    About Voice2Me.ai

    Voice2Me.ai is the leading boutique firm specializing in enterprise AI voice intelligence solutions. Founded in Fairfax, Virginia, the company delivers the best AI voice agents for production environments across major enterprise platforms including ServiceNow (certified store), Salesforce, PEGA, with planned expansions to Appian and Workday. With operations in the US, Europe, and Asia, Voice2Me.ai empowers organizations to build AI voice agents with enterprise-grade security and model-agnostic architecture, providing fast, secure, and scalable conversational AI solutions for enterprises worldwide.

    Media Contact: Eva Karnaukh, CEO Voice2Me.ai Email: press@voice2me.ai Website: voice2me.ai

    Learn More:

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/8214011f-b8b3-4d8d-9dbe-9ad08e50e7be

    The MIL Network

  • MIL-OSI: Ferlita Nussel Dowell Financial Group Launches Personalized Financial Services to Support Investors During Market Turbulence

    Source: GlobeNewswire (MIL-OSI)

    Tampa, FL, July 23, 2025 (GLOBE NEWSWIRE) — Ferlita Nussel Dowell (FND) Financial Group, a member of Advisory Services Network, LLC, has launched a personalized financial services model to help investors navigate today’s volatile market environment. This personalized approach centers on creating fully customized financial plans based on each client’s unique goals, risk tolerance, and life stage, departing from prebuilt portfolio templates often used across the industry.

    The rollout comes as investors face heightened uncertainty around inflation, market swings, estate goals, and retirement timelines. With this model, FND Financial Group aims to meet the growing demand for responsive and tailored financial guidance, implementing a client-first process that adapts to changing circumstances. The firm’s leadership sees this as an opportunity to reshape how wealth planning is delivered, placing education, transparency, and collaboration at the center of client interactions.

    “We recognize that traditional wealth management services have often been perceived as exclusive, accessible only to those with substantial assets. This has been a longstanding industry norm. However, our firm is committed to breaking this mold by providing bespoke wealth management solutions to each client, regardless of their asset level. Our mission is to help ensure that all clients have access to personalized financial strategies tailored to their unique needs,” said Colton Nussel, Partner at FND Financial Group.

    What’s New in the Personalized Services Model

    The firm’s personalized financial services model incorporates a suite of financial services, including retirement planning, investment management, income strategies, estate planning coordination, and ongoing financial coaching within a unified, personalized framework. Rather than fitting clients into prebuilt investment portfolios, FND financial advisors co-create plans that adapt to both market conditions and life events.

    The model introduces the firm’s unique FND Financial Process, a three-step planning framework – Familiarize, Navigate, Deliver – that translates client conversations into customized, actionable strategies. This structured process ensures each plan reflects the client’s individual vision while remaining flexible enough to adjust to market shifts or life transitions.

    Partner Austin Ferlita explains the philosophy behind this shift, “Financial planning is no longer about fitting people into models. It’s about building models around people – their goals, their lives, and the transitions they face along the way.”

    This framework supports ongoing alignment between the client’s goals and their financial plan, particularly as personal circumstances or market conditions change. The approach offers an alternative to static, one-size-fits-all models by emphasizing flexibility in the planning process.

    Key Benefits of the Personalized Services Model

    The launch of FND Financial Group’s personalized financial services comes amid significant changes in the financial services industry. As technology and automation play an increasingly prominent role in asset management, clients are demanding more human-centered planning that accounts for nuance, emotions, and changing needs.

    The firm’s approach responds to this shift by offering:

    • Tailored, Goal-Based Strategies: Clients receive customized strategies designed to support income-generation goals throughout retirement, helping them better meet expenses, regardless of market fluctuations.
    • Full Transparency on Costs and Risk: Every portfolio is built with clear visibility into fees, risk levels, and asset performance, allowing clients to make informed decisions aligned with their comfort level.
    • Integrated and Comprehensive Planning: Clients benefit from a cohesive strategy that brings together income planning, investment management, tax efficiency, healthcare planning, and legacy considerations under one unified plan.
    • Flexible, Client-Led Strategy: Clients drive the conversation. Whether they’re concerned about market volatility, want to preserve wealth, or plan a charitable legacy, the strategy is built around their vision.
    • Lifelong Support and Communication: Financial planning doesn’t end with implementation. FND advisors provide continuous reviews and updates to adjust the plan as clients’ lives and market conditions change.

    Strategic Rollout and Impact

    FND Financial Group has already begun onboarding new and existing clients into the updated planning framework. Early feedback has been positive, with clients citing improved clarity around their financial objectives and greater confidence in the firm’s ability to adapt to their evolving needs.

    “Behind every portfolio is a real person with real goals and concerns. Our job is to make sure their financial plan reflects not just the numbers, but the life they’re working so hard to build,” adds Matthew Dowell, Partner at FND Financial Group.

    Internally, the model also brings greater consistency to the firm’s advisory operations, helping advisors streamline onboarding and maintain alignment across the planning process. While every client receives a fully personalized plan, the structured nature of the process helps prevent any critical component from being overlooked.

    To learn more about FND Financial Group’s personalized financial approach or to schedule a consultation, please visit https://www.fndfg.com/.

    About Ferlita Nussel Dowell Financial Group

    FND Financial Group focuses on crafting personalized financial strategies that reflect each client’s unique goals, life stage, and priorities. Their comprehensive approach addresses all aspects of financial well-being, including income planning, investments, tax strategies, healthcare, and legacy planning. As fiduciary advisors, the firm is dedicated to helping clients build, preserve, and transfer wealth with clarity and confidence. Through thoughtful guidance and long-term support, FND Financial Group empowers individuals and families to move forward with financial strategies tailored to their lives.

    Media Contact
    Company Name: Ferlita Nussel Dowell Financial Group
    Contact Number: 813-692-6202
    Email: info@fndfg.com  
    Country: United States
    Website: https://www.fndfg.com/
    Socials: @fndfinancial

    Disclaimer: This press release may contain forward-looking statements. Forward-looking statements describe future expectations, plans, results, or strategies (including product offerings, regulatory plans and business plans) and may change without notice. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements.

    Advisory services offered through FND Wealth Management, A Member of Advisory Services Network, LLC. Insurance products and services offered through Ferlita Nussel Dowell Financial Group. Advisory Services Network, LLC and Ferlita Nussel Dowell Financial Group are not affiliated.

    Ferlita Nussel Dowell Financial Group does not provide tax or legal advice. Consult with your tax or legal professional prior to making any financial decisions for your personal situation.

    The MIL Network

  • MIL-OSI: NEOGEN SHAREHOLDER ALERT: CLAIMSFILER REMINDS INVESTORS WITH LOSSES IN EXCESS OF $100,000 of Lead Plaintiff Deadline in Class Action Lawsuits Against Neogen Corporation – NEOG

    Source: GlobeNewswire (MIL-OSI)

    NEW ORLEANS, July 23, 2025 (GLOBE NEWSWIRE) — ClaimsFiler, a FREE shareholder information service, reminds investors that they have until September 16, 2025 to file lead plaintiff applications in a securities class action lawsuit against Neogen Corporation (NasdaqGS: NEOG), if they purchased the Company’s shares between January 5, 2023 through June 3, 2025, inclusive (the “Class Period”). This action is pending in the United States District Court for the Western District of Michigan.

    Get Help

    Neogen investors should visit us at https://claimsfiler.com/cases/nasdaq-neog/ or call toll-free (844) 367-9658. Lawyers at Kahn Swick & Foti, LLC are available to discuss your legal options.

    About the Lawsuit

    Neogen and certain of its executives are charged with failing to disclose material information during the Class Period, violating federal securities laws.

    On April 9, 2025, the Company disclosed a quarterly revenue decrease of 3.4% to $221 million due to integration issues and again cut its FY25 guidance and noted that capital expenditures were expected to be $100 million as a result of lowered adjusted EBITDA and a pull-forward of integration-related capital expenditures into FY25, as well as announcing the departure of its CEO. On this news, the price of Neogen’s shares plummeted 28% to close at $5.02 per share, on a volume of 47 million shares. Then, on June 4, 2025, the Company disclosed that it expected “EBITDA margin to probably be around the high-teens” which represented a considerable drop from the previous quarter’s profit margin of 22%. On this news, the price of Neogen’s shares fell an additional 17%, to close at $4.96 per share.

    The case is Operating Eng’rs Constr. Indus. & Misc. Pension Fund v. Neogen Corp., et al., No. 25-cv-00802.

    About ClaimsFiler

    ClaimsFiler has a single mission: to serve as the information source to help retail investors recover their share of billions of dollars from securities class action settlements. At ClaimsFiler.com, investors can: (1) register for free to gain access to information and settlement websites for various securities class action cases so they can timely submit their own claims; (2) upload their portfolio transactional data to be notified about relevant securities cases in which they may have a financial interest; and (3) submit inquiries to the Kahn Swick & Foti, LLC law firm for free case evaluations.

    To learn more about ClaimsFiler, visit www.claimsfiler.com.

    The MIL Network

  • MIL-OSI: Subsea 7 S.A. Notice of Extraordinary General Meeting

    Source: GlobeNewswire (MIL-OSI)

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

    Luxembourg – 24 July 2025 – Subsea 7 S.A. (Oslo Børs: SUBC, ADR: SUBCY) (the Company) today published and distributed to eligible holders of common shares the notice of meeting for an extraordinary general meeting of shareholders (the EGM). The purpose of the EGM is to consider the proposed combination between Subsea7 and Saipem SpA.

    The EGM is scheduled to take place at 15:00 (local time) on 25 September 2025 at 5, place Winston Churchill, L-1340 Luxembourg.

    The holders of common shares on record at the close of business on 11 September 2025 will be entitled to vote. The deadline for submission of votes for holders of common shares is 19 September 2025.

    The notice of meeting and supporting materials, including the common merger plan, the report of the board of directors with respect to the common merger plan, and the reports of the respective independent experts of the Company and Saipem SpA, will shortly be available on the Company’s website, subsea7.com.

    The EGM agenda includes the proposal to distribute a dividend of €450m, equating to approximately NOK 18.00 per share as at today’s date.  This distribution is in accordance with the terms of the merger with Saipem S.p.A., conditional on completion of the merger and expected to be paid immediately before the proposed merger effective date.

    In addition, the EGM agenda includes a proposal to distribute a special dividend of €105m, equating to approximately NOK 4.15 per share, as at today’s date.  This distribution is related to a permitted business divestment in accordance with the merger agreement with Saipem SpA.  The distribution is expected to be paid after closing of the relevant transaction or (if earlier) immediately before the proposed merger effective date.

    The key dates relating to both proposed dividends shall be published as soon as these dates are fixed.

    *******************************************************************************
    Subsea7 is a global leader in the delivery of offshore projects and services for the evolving energy industry, creating sustainable value by being the industry’s partner and employer of choice in delivering the efficient offshore solutions the world needs.

    Subsea7 is listed on the Oslo Børs (SUBC), ISIN LU0075646355, LEI 222100AIF0CBCY80AH62.

    *******************************************************************************

    Contact for investment community enquiries:
    Katherine Tonks
    Investor Relations Director
    Tel +44 20 8210 5568
    ir@subsea7.com

    No Offer or Solicitation

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

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

    Attachments

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

    NOTABLE ITEMS FOR THE QUARTER INCLUDE:

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

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

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

    Results of Operations

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

    Financial Condition

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

      June 30, 2025   March 31, 2025   December 31, 2024
               
    Business customers $ 907,464   $ 891,545   $ 885,769
    Municipal (governmental) customers $ 892,652   $ 929,611   $ 859,319
                     

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

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

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

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

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

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

    Cash and cash equivalents(1)   $ 85,652
    Corporate bonds(2)   $ 15,525
    Multifamily loans(2)   $ 1,074,872
    Mortgage-backed securities (issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac)(2)   $ 791,369
         
    (1) Excludes $12.0 million of cash at Northfield Bank.
    (2) Represents estimated remaining borrowing potential.
     

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

    Asset Quality

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

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

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

    Accruing Loans 30 to 89 Days Delinquent

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

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

    PCD Loans (Held-for-Investment)

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

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

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

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

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

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

    About Northfield Bank

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

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

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

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

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      June 30, 2025   March 31, 2025   December 31, 2024
    ASSETS:          
    Cash and due from banks $ 11,985     $ 12,523     $ 13,043  
    Interest-bearing deposits in other financial institutions   85,652       89,139       154,701  
    Total cash and cash equivalents   97,637       101,662       167,744  
    Trading securities   14,052       13,003       13,884  
    Debt securities available-for-sale, at estimated fair value   1,300,975       1,246,473       1,100,817  
    Debt securities held-to-maturity, at amortized cost   8,454       8,883       9,303  
    Equity securities   6,278       10,855       14,261  
    Loans held-for-sale         4,897       4,897  
    Loans held-for-investment, net   3,920,613       3,991,529       4,022,224  
    Allowance for credit losses   (36,120 )     (34,921 )     (35,183 )
    Net loans held-for-investment   3,884,493       3,956,608       3,987,041  
    Accrued interest receivable   19,241       19,648       19,078  
    Bank-owned life insurance   179,134       177,398       175,759  
    Federal Home Loan Bank of New York stock, at cost   43,664       38,350       35,894  
    Operating lease right-of-use assets   26,157       27,345       27,771  
    Premises and equipment, net   20,842       21,431       21,985  
    Goodwill   41,012       41,012       41,012  
    Other assets   37,352       42,435       46,932  
    Total assets $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    LIABILITIES AND STOCKHOLDERS’ EQUITY:          
    LIABILITIES:          
    Deposits $ 3,986,187     $ 4,131,956     $ 4,138,477  
    Federal Home Loan Bank advances and other borrowings   831,920       709,159       666,402  
    Subordinated debentures, net of issuance costs   61,554       61,498       61,442  
    Lease liabilities   30,286       31,630       32,209  
    Advance payments by borrowers for taxes and insurance   25,287       29,270       24,057  
    Accrued expenses and other liabilities   33,783       35,338       39,095  
    Total liabilities   4,969,017       4,998,851       4,961,682  
               
    STOCKHOLDERS’ EQUITY:          
    Total stockholders’ equity   710,274       711,149       704,696  
    Total liabilities and stockholders’ equity $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    Total shares outstanding   41,819,988       42,676,274       42,903,598  
    Tangible book value per share(1) $ 16.00     $ 15.70     $ 15.46  
                           

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

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED STATEMENTS OF INCOME
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      For the Three Months Ended   For the Six Months Ended
      June 30,   March 31,   June 30,
        2025       2024       2025       2025     2024  
    Interest income:                  
    Loans $ 46,661     $ 45,967     $ 45,283     $ 91,944   $ 92,014  
    Mortgage-backed securities   13,888       7,355       12,009       25,897     11,753  
    Other securities   442       3,506       797       1,239     7,347  
    Federal Home Loan Bank of New York dividends   728       935       862       1,590     1,905  
    Deposits in other financial institutions   706       2,457       1,141       1,847     5,849  
    Total interest income   62,425       60,220       60,092       122,517     118,868  
    Interest expense:                  
    Deposits   20,285       20,664       21,191       41,476     39,937  
    Borrowings   6,916       10,041       6,291       13,207     20,704  
    Subordinated debt   828       828       819       1,647     1,656  
    Total interest expense   28,029       31,533       28,301       56,330     62,297  
    Net interest income   34,396       28,687       31,791       66,187     56,571  
    Provision/(benefit) for credit losses   2,086       (618 )     2,582       4,668     (203 )
    Net interest income after provision/(benefit) for credit losses   32,310       29,305       29,209       61,519     56,774  
    Non-interest income:                  
    Fees and service charges for customer services   1,685       1,570       1,620       3,305     3,185  
    Income on bank-owned life insurance   1,736       976       1,639       3,375     1,940  
    Gains on available-for-sale debt securities, net         1                 1  
    Gains/(losses) on trading securities, net   1,008       188       (299 )     709     887  
    Gain on sale of loans         51                 51  
    Other   97       73       62       159     176  
    Total non-interest income   4,526       2,859       3,022       7,548     6,240  
    Non-interest expense:                  
    Compensation and employee benefits   13,728       13,388       11,775       25,503     26,153  
    Occupancy   3,328       3,222       3,533       6,861     6,775  
    Furniture and equipment   411       477       414       825     961  
    Data processing   2,402       2,177       2,122       4,524     4,324  
    Professional fees   903       681       1,072       1,975     1,490  
    Advertising   294       482       250       544     1,000  
    Federal Deposit Insurance Corporation insurance   618       649       617       1,235     1,237  
    Credit (benefit) loss expense for off-balance sheet exposures   (53 )     103       103       50     186  
    Other   1,339       1,814       1,549       2,888     3,199  
    Total non-interest expense   22,970       22,993       21,435       44,405     45,325  
    Income before income tax expense   13,866       9,171       10,796       24,662     17,689  
    Income tax expense   4,295       3,214       2,920       7,215     5,518  
    Net income $ 9,571     $ 5,957     $ 7,876     $ 17,447   $ 12,171  
    Net income per common share:                  
    Basic $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Diluted $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Basic average shares outstanding   40,183,613       41,999,541       40,864,529       40,522,193     42,181,306  
    Diluted average shares outstanding   40,204,833       42,002,650       40,922,829       40,561,953     42,203,715  
     
    NORTHFIELD BANCORP, INC.
    ANALYSIS OF NET INTEREST INCOME
    (Dollars in thousands) (unaudited)
     
      For the Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                                  
    Loans (2) $ 3,944,822   $ 46,661   4.74 %   $ 4,007,266   $ 45,283   4.58 %   $ 4,128,105   $ 45,967   4.48 %
    Mortgage-backed securities (3)   1,246,843     13,888   4.47       1,132,715     12,009   4.30       824,498     7,355   3.59  
    Other securities (3)   56,559     442   3.13       118,082     797   2.74       333,855     3,506   4.22  
    Federal Home Loan Bank of New York stock   37,225     728   7.84       36,929     862   9.47       38,707     935   9.72  
    Interest-earning deposits in financial institutions   79,463     706   3.56       118,983     1,141   3.89       191,470     2,457   5.16  
    Total interest-earning assets   5,364,912     62,425   4.67       5,413,975     60,092   4.50       5,516,635     60,220   4.39  
    Non-interest-earning assets   280,107             277,586             265,702        
    Total assets $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Interest-bearing liabilities:                                  
    Savings, NOW, and money market accounts $ 2,491,340   $ 12,227   1.97 %   $ 2,502,664   $ 12,148   1.97 %   $ 2,490,372   $ 13,183   2.13 %
    Certificates of deposit   867,268     8,058   3.73       923,713     9,043   3.97       701,272     7,481   4.29  
    Total interest-bearing deposits   3,358,608     20,285   2.42       3,426,377     21,191   2.51       3,191,644     20,664   2.60  
    Borrowed funds   696,874     6,916   3.98       695,281     6,291   3.67       1,041,035     10,041   3.88  
    Subordinated debt   61,517     828   5.40       61,461     819   5.40       61,294     828   5.43  
    Total interest-bearing liabilities   4,116,999     28,029   2.73       4,183,119     28,301   2.74       4,293,973     31,533   2.95  
    Non-interest bearing deposits   723,693             706,217             691,384        
    Accrued expenses and other liabilities   95,047             94,819             103,082        
    Total liabilities   4,935,739             4,984,155             5,088,439        
    Stockholders’ equity   709,280             707,406             693,898        
    Total liabilities and stockholders’ equity $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Net interest income     $ 34,396           $ 31,791           $ 28,687    
    Net interest rate spread (4)         1.94 %           1.76 %           1.44 %
    Net interest-earning assets (5) $ 1,247,913           $ 1,230,856           $ 1,222,662        
    Net interest margin (6)         2.57 %           2.38 %           2.09 %
    Average interest-earning assets to interest-bearing liabilities         130.31 %           129.42 %           128.47 %

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

       
      For the Six Months Ended
      June 30, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                      
    Loans (2) $ 3,975,872   $ 91,944   4.66 %   $ 4,151,387   $ 92,014   4.46 %
    Mortgage-backed securities (3)   1,190,095     25,897   4.39       736,654     11,753   3.21  
    Other securities (3)   87,150     1,239   2.87       362,917     7,347   4.07  
    Federal Home Loan Bank of New York stock   37,078     1,590   8.65       39,153     1,905   9.78  
    Interest-earning deposits in financial institutions   99,114     1,847   3.76       227,177     5,849   5.18  
    Total interest-earning assets   5,389,309     122,517   4.58       5,517,288     118,868   4.33  
    Non-interest-earning assets   278,852             266,065        
    Total assets $ 5,668,161           $ 5,783,353        
                           
    Interest-bearing liabilities:                      
    Savings, NOW, and money market accounts $ 2,496,970   $ 24,375   1.97 %   $ 2,477,334   $ 25,514   2.07 %
    Certificates of deposit   895,335     17,101   3.85       677,800     14,423   4.28  
    Total interest-bearing deposits   3,392,305     41,476   2.47       3,155,134     39,937   2.55  
    Borrowed funds   696,082     13,207   3.83       1,074,957     20,704   3.87  
    Subordinated debt   61,489     1,647   5.40       61,266     1,656   5.44  
    Total interest-bearing liabilities $ 4,149,876     56,330   2.74     $ 4,291,357     62,297   2.92  
    Non-interest bearing deposits   715,003             695,512        
    Accrued expenses and other liabilities   94,934             101,339        
    Total liabilities   4,959,813             5,088,208        
    Stockholders’ equity   708,348             695,145        
    Total liabilities and stockholders’ equity $ 5,668,161           $ 5,783,353        
                           
    Net interest income     $ 66,187           $ 56,571    
    Net interest rate spread (4)         1.84 %           1.41 %
    Net interest-earning assets (5) $ 1,239,433           $ 1,225,931        
    Net interest margin (6)         2.48 %           2.06 %
    Average interest-earning assets to interest-bearing liabilities         129.87 %           128.57 %
                           

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Second Quarter Highlights

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

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

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

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

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

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

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

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

    • The San Francisco Bay Area team increased from 31 to 34 employees and generated deposit balances totaling $456.9 million at June 30, 2025, an increase of $77.2 million from March 31, 2025.
    • The Company hired five new Business Development Officers, increasing from 35 at March 31, 2025 to 40 at June 30, 2025.
    • Cash and cash equivalents were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% at March 31, 2025.
    • Total deposits increased by $158.3 million, or 4.24%, during the three months ended June 30, 2025, due to increases in non-wholesale deposits that exceeded decreases in wholesale deposits, which the Company defines as brokered deposits and California Time Deposit Program deposits. During the three months ended June 30, 2025, non-wholesale deposits increased by $191.6 million, or 6.29%, and wholesale deposits decreased by $33.4 million, or 4.84%.
    • The Company had no short-term borrowings at June 30, 2025 or March 31, 2025.
    • Consistent, disciplined management of expenses contributed to our efficiency ratio of 41.03% for the three months ended June 30, 2025, as compared to 42.58% for the three months ended March 31, 2025 and 44.07% for the three months ended June 30, 2024.
    • For the three months ended June 30, 2025, net interest margin was 3.53%, as compared to 3.45% for the three months ended March 31, 2025 and 3.39% for the three months ended June 30, 2024. The effective Federal Funds rate was 4.33% as of June 30, 2025, remaining constant from March 31, 2025 and decreasing from 5.33% at June 30, 2024.
    • Other comprehensive loss was $0.3 million during the three months ended June 30, 2025. Unrealized losses, net of tax effect, on available-for-sale securities were $12.0 million as of June 30, 2025. Total carrying value of held-to-maturity and available-for-sale securities represented 0.06% and 2.22% of total interest-earning assets, respectively, as of June 30, 2025.
    • The Company’s common equity Tier 1 capital ratio was 10.85% and 11.00% as of June 30, 2025 and March 31, 2025, respectively. The Bank continues to meet all requirements to be considered “well-capitalized” under applicable regulatory guidelines.
    • Loan and deposit growth in the three and twelve months ended June 30, 2025 was as follows:
    (in thousands) June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Loans held for investment $ 3,758,025     $ 3,621,819     $ 136,206       3.76 %
    Non-interest-bearing deposits   1,004,061       933,652       70,409       7.54 %
    Interest-bearing deposits   2,890,561       2,802,702       87,859       3.13 %
                   
    (in thousands) June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Loans held for investment $ 3,758,025     $ 3,266,291     $ 491,734       15.05 %
    Non-interest-bearing deposits   1,004,061       825,733       178,328       21.60 %
    Interest-bearing deposits   2,890,561       2,323,898       566,663       24.38 %
    • The ratio of nonperforming loans to loans held for investment at period end increased from 0.05% at March 31, 2025 to 0.06% at June 30, 2025. The increase was due to one commercial real estate loan being put on nonaccrual status during the quarter.
    • The Company’s Board of Directors declared on April 17, 2025, and the Company subsequently paid, a cash dividend of $0.20 per share during the three months ended June 30, 2025. The Company’s Board of Directors subsequently declared another cash dividend of $0.20 per share on July 17, 2025, which the Company expects to pay on August 11, 2025 to shareholders of record as of August 4, 2025.

    Summary Results

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

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

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

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

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

        Three months ended        
    (in thousands, except per share data)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Selected operating data:                    
    Net interest income   $ 36,515     $ 33,977     $ 2,538       7.47 %
    Provision for credit losses     2,500       1,900       600       31.58 %
    Non-interest income     1,810       1,359       451       33.19 %
    Non-interest expense     15,726       15,045       681       4.53 %
    Pre-tax income     20,099       18,391       1,708       9.29 %
    Provision for income taxes     5,591       5,280       311       5.89 %
    Net income   $ 14,508     $ 13,111     $ 1,397       10.66 %
    Earnings per common share:                    
    Basic   $ 0.68     $ 0.62     $ 0.06       9.68 %
    Diluted   $ 0.68     $ 0.62     $ 0.06       9.68 %
    Performance and other financial ratios:                    
    ROAA     1.37 %     1.30 %            
    ROAE     14.17 %     13.28 %            
    Net interest margin     3.53 %     3.45 %            
    Cost of funds     2.53 %     2.56 %            
    Efficiency ratio     41.03 %     42.58 %            
                         
        Three months ended            
    (in thousands, except per share data)   June 30,
    2025
      June 30,
    2024
        $ Change     % Change
    Selected operating data:                    
    Net interest income   $ 36,515     $ 29,092     $ 7,423       25.52 %
    Provision for credit losses     2,500       2,000       500       25.00 %
    Non-interest income     1,810       1,573       237       15.07 %
    Non-interest expense     15,726       13,513       2,213       16.38 %
    Pre-tax income     20,099       15,152       4,947       32.65 %
    Provision for income taxes     5,591       4,370       1,221       27.94 %
    Net income   $ 14,508     $ 10,782     $ 3,726       34.56 %
    Earnings per common share:                    
    Basic   $ 0.68     $ 0.51     $ 0.17       33.33 %
    Diluted   $ 0.68     $ 0.51     $ 0.17       33.33 %
    Performance and other financial ratios:                    
    ROAA     1.37 %     1.23 %            
    ROAE     14.17 %     11.72 %        
    Net interest margin     3.53 %     3.39 %        
    Cost of funds     2.53 %     2.56 %        
    Efficiency ratio     41.03 %     44.07 %        
                             

    Balance Sheet Summary

    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change  
    Selected financial condition data:                  
    Total assets   $ 4,413,473     $ 4,245,057     $ 168,416       3.97 %
    Cash and cash equivalents     483,810       452,571       31,239       6.90 %
    Total loans held for investment     3,758,025       3,621,819       136,206       3.76 %
    Total investments     97,575       99,696       (2,121 )     (2.13 )%
    Total liabilities     3,996,731       3,838,606       158,125       4.12 %
    Total deposits     3,894,622       3,736,354       158,268       4.24 %
    Subordinated notes, net     73,968       73,932       36       0.05 %
    Total shareholders’ equity     416,742       406,451       10,291       2.53 %
    • Insured and collateralized deposits were approximately $2.6 billion, representing 67.06% of total deposits as of June 30, 2025, as compared to 67.55% as of March 31, 2025. Net uninsured and uncollateralized deposits were approximately $1.3 billion as of June 30, 2025, increasing from $1.2 billion at March 31, 2025.
    • Non-wholesale deposit accounts constituted 83.14% of total deposits as of June 30, 2025, as compared to 81.53% at March 31, 2025. Deposit relationships of greater than $5 million represented 59.91% of total deposits, as compared to 60.87% as of March 31, 2025, and had an average age of approximately 8.34 years as of June 30, 2025, as compared to 8.80 years as of March 31, 2025.
    • Total deposits as of June 30, 2025 were $3.9 billion, an increase of $158.3 million, or 4.24%, from March 31, 2025 comprised of increases in both interest-bearing and non-interest-bearing deposits. The primary driver of interest-bearing deposit growth was new money market deposit accounts opened during the quarter, adding $87.4 million in new balances. Non-interest-bearing deposit growth was driven by new accounts opened during the quarter, adding $68.7 million in new balances.
    • Cash and cash equivalents as of June 30, 2025 were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% as of March 31, 2025.
    • Total liquidity (consisting of cash and cash equivalents and unused and immediately available borrowing capacity as set forth below) was approximately $2.2 billion as of June 30, 2025, as compared to $2.0 billion at March 31, 2025.
        June 30, 2025
    (in thousands)   Line of Credit   Letters of Credit Issued   Borrowings   Available
    Federal Home Loan Bank of San Francisco (“FHLB”) advances   $ 1,290,446     $ 732,500     $     $ 557,946  
    Federal Reserve Discount Window     926,573                   926,573  
    Correspondent bank lines of credit     185,000                   185,000  
    Cash and cash equivalents                       483,810  
    Total   $ 2,402,019     $ 732,500     $     $ 2,153,329  
                     
    (in thousands)   June 30,
    2025
      December 31,
    2024
      $ Change   % Change
    Selected financial condition data:                
    Total assets   $ 4,413,473     $ 4,053,278     $ 360,195       8.89 %
    Cash and cash equivalents     483,810       352,343       131,467       37.31 %
    Total loans held for investment     3,758,025       3,532,686       225,339       6.38 %
    Total investments     97,575       100,914       (3,339 )     (3.31 )%
    Total liabilities     3,996,731       3,656,654       340,077       9.30 %
    Total deposits     3,894,622       3,557,994       336,628       9.46 %
    Subordinated notes, net     73,968       73,895       73       0.10 %
    Total shareholders’ equity     416,742       396,624       20,118       5.07 %
                                     

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

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

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

    Net Interest Income and Net Interest Margin

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

        Three months ended        
    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Interest and fee income   $ 60,580     $ 57,087     $ 3,493       6.12 %
    Interest expense     24,065       23,110       955       4.13 %
    Net interest income   $ 36,515     $ 33,977     $ 2,538       7.47 %
    Net interest margin     3.53 %     3.45 %        
                     
        Three months ended        
    (in thousands)   June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Interest and fee income   $ 60,580     $ 48,998     $ 11,582       23.64 %
    Interest expense     24,065       19,906       4,159       20.89 %
    Net interest income   $ 36,515     $ 29,092     $ 7,423       25.52 %
    Net interest margin     3.53 %     3.39 %        
                             

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

        Three months ended
        June 30, 2025   March 31, 2025   June 30, 2024
    (in thousands)   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate
    Assets                                    
    Interest-earning deposits in banks   $ 361,866     $ 3,987       4.42 %   $ 328,571     $ 3,575       4.41 %   $ 148,936     $ 1,986       5.36 %
    Investment securities     97,886       577       2.37 %     100,474       581       2.34 %     105,819       650       2.47 %
    Loans held for investment and sale     3,691,616       56,016       6.09 %     3,567,992       52,931       6.02 %     3,197,921       46,362       5.83 %
    Total interest-earning assets     4,151,368       60,580       5.85 %     3,997,037       57,087       5.79 %     3,452,676       48,998       5.71 %
    Interest receivable and other assets, net     101,632               93,543               84,554          
    Total assets   $ 4,253,000             $ 4,090,580             $ 3,537,230          
                                         
    Liabilities and shareholders’ equity                                    
    Interest-bearing transaction accounts   $ 283,369     $ 1,043       1.48 %   $ 303,822     $ 1,112       1.48 %   $ 291,470     $ 1,104       1.52 %
    Savings accounts     121,692       801       2.64 %     123,599       772       2.53 %     120,080       856       2.87 %
    Money market accounts     1,647,628       13,270       3.23 %     1,540,879       12,435       3.27 %     1,547,814       13,388       3.48 %
    Time accounts     726,295       7,790       4.30 %     706,528       7,629       4.38 %     272,887       3,369       4.96 %
    Subordinated notes and other borrowings     73,967       1,161       6.30 %     73,908       1,162       6.37 %     75,747       1,189       6.31 %
    Total interest-bearing liabilities     2,852,951       24,065       3.38 %     2,748,736       23,110       3.41 %     2,307,998       19,906       3.47 %
    Demand accounts     957,034               910,954               817,668          
    Interest payable and other liabilities     32,406               30,389               41,429          
    Shareholders’ equity     410,609               400,501               370,135          
    Total liabilities & shareholders’ equity   $ 4,253,000             $ 4,090,580             $ 3,537,230          
                                         
    Net interest spread             2.47 %             2.38 %             2.24 %
    Net interest income/margin       $ 36,515       3.53 %       $ 33,977       3.45 %       $ 29,092       3.39 %
                                                                 

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

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

    Loans by Type

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

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

    Interest-bearing Deposits

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

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

    Asset Quality

    Allowance for Credit Losses

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

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

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

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

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

    Non-interest Income

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

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

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

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

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

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

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

    Non-interest Expense

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

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

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

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

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

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

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

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

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

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

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

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

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

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

    Provision for Income Taxes

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

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

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

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

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

    Webcast Details

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

    About Five Star Bancorp

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

    Forward-Looking Statements

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

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

    Condensed Financial Data (Unaudited)

        Three months ended
    (in thousands, except per share and share data)   June 30,
    2025
      March 31,
    2025
      June 30,
    2024
    Revenue and Expense Data            
    Interest and fee income   $ 60,580     $ 57,087     $ 48,998  
    Interest expense     24,065       23,110       19,906  
    Net interest income     36,515       33,977       29,092  
    Provision for credit losses     2,500       1,900       2,000  
    Net interest income after provision     34,015       32,077       27,092  
    Non-interest income:            
    Service charges on deposit accounts     196       215       189  
    Gain on sale of loans     119       125       449  
    Loan-related fees     468       448       370  
    FHLB stock dividends     325       331       329  
    Earnings on bank-owned life insurance     220       161       158  
    Other income     482       79       78  
    Total non-interest income     1,810       1,359       1,573  
    Non-interest expense:            
    Salaries and employee benefits     8,910       9,134       7,803  
    Occupancy and equipment     657       637       646  
    Data processing and software     1,508       1,457       1,235  
    FDIC insurance     470       455       390  
    Professional services     918       913       767  
    Advertising and promotional     865       522       615  
    Loan-related expenses     423       319       297  
    Other operating expenses     1,975       1,608       1,760  
    Total non-interest expense     15,726       15,045       13,513  
    Income before provision for income taxes     20,099       18,391       15,152  
    Provision for income taxes     5,591       5,280       4,370  
    Net income   $ 14,508     $ 13,111     $ 10,782  
                 
    Comprehensive Income            
    Net income   $ 14,508     $ 13,111     $ 10,782  
    Net unrealized holding gain on securities available-for-sale during the period     190       1,030       295  
    Less: Income tax expense related to other comprehensive (loss) income     502       305       87  
    Other comprehensive (loss) income     (312 )     725       208  
    Total comprehensive income   $ 14,196     $ 13,836     $ 10,990  
                 
    Share and Per Share Data            
    Earnings per common share:            
    Basic   $ 0.68     $ 0.62     $ 0.51  
    Diluted   $ 0.68     $ 0.62     $ 0.51  
    Book value per share   $ 19.51     $ 19.06     $ 17.85  
    Tangible book value per share(1)   $ 19.51     $ 19.06     $ 17.85  
    Weighted average basic common shares outstanding     21,225,831       21,209,881       21,039,798  
    Weighted average diluted common shares outstanding     21,269,265       21,253,588       21,058,085  
    Shares outstanding at end of period     21,360,991       21,329,235       21,319,583  
                 
    Selected Financial Ratios            
    ROAA     1.37 %     1.30 %     1.23 %
    ROAE     14.17 %     13.28 %     11.72 %
    Net interest margin     3.53 %     3.45 %     3.39 %
    Loan to deposit(2)     96.50 %     97.01 %     103.87 %
     
    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

    (2) Loan balance in loan to deposit ratio is total loans held for investment and sale at period end. Deposit balance in loan to deposit ratio is total deposits at period end.

     
    (in thousands)   June 30,
    2025
      March 31,
    2025
      June 30,
    2024
    Balance Sheet Data            
    Cash and due from financial institutions   $ 53,724     $ 42,473     $ 28,572  
    Interest-bearing deposits in banks     430,086       410,098       161,787  
    Time deposits in banks     849       4,024       4,097  
    Securities – available-for-sale, at fair value     94,990       97,111       103,204  
    Securities – held-to-maturity, at amortized cost     2,585       2,585       2,973  
    Loans held for sale     309       2,669       5,322  
    Loans held for investment     3,758,025       3,621,819       3,266,291  
    Allowance for credit losses     (40,167 )     (39,224 )     (35,406 )
    Loans held for investment, net of allowance for credit losses     3,717,858       3,582,595       3,230,885  
    FHLB stock     15,000       15,000       15,000  
    Operating leases, right-of-use asset     7,094       5,944       6,630  
    Premises and equipment, net     1,606       1,524       1,610  
    Bank-owned life insurance     23,466       23,246       19,030  
    Interest receivable and other assets     65,906       57,788       55,107  
    Total assets   $ 4,413,473     $ 4,245,057     $ 3,634,217  
                 
    Non-interest-bearing deposits   $ 1,004,061     $ 933,652     $ 825,733  
    Interest-bearing deposits     2,890,561       2,802,702       2,323,898  
    Total deposits     3,894,622       3,736,354       3,149,631  
    Subordinated notes, net     73,968       73,932       73,822  
    Other borrowings                  
    Operating lease liability     7,744       6,591       7,077  
    Interest payable and other liabilities     20,397       21,729       23,217  
    Total liabilities     3,996,731       3,838,606       3,253,747  
                 
    Common stock     303,155       302,788       301,968  
    Retained earnings     125,545       115,309       90,734  
    Accumulated other comprehensive loss, net of taxes     (11,958 )     (11,646 )     (12,232 )
    Total shareholders’ equity     416,742       406,451       380,470  
    Total liabilities and shareholders’ equity   $ 4,413,473     $ 4,245,057     $ 3,634,217  
                 
    Quarterly Average Balance Data            
    Average loans held for investment and sale   $ 3,691,616     $ 3,567,992     $ 3,197,921  
    Average interest-earning assets     4,151,368       3,997,037       3,452,676  
    Average total assets     4,253,000       4,090,580       3,537,230  
    Average deposits     3,736,018       3,585,782       3,049,919  
    Average total equity     410,609       400,501       370,135  
                 
    Credit Quality            
    Allowance for credit losses to nonperforming loans     1,763.26 %     2,222.32 %     1,882.30 %
    Nonperforming loans to loans held for investment     0.06 %     0.05 %     0.06 %
    Nonperforming assets to total assets     0.05 %     0.04 %     0.05 %
    Nonperforming loans plus performing loan modifications to loans held for investment     0.06 %     0.05 %     0.06 %
                 
    Capital Ratios            
    Total shareholders’ equity to total assets     9.44 %     9.57 %     10.47 %
    Tangible shareholders’ equity to tangible assets(1)     9.44 %     9.57 %     10.47 %
    Total capital (to risk-weighted assets)     13.72 %     13.97 %     14.38 %
    Tier 1 capital (to risk-weighted assets)     10.85 %     11.00 %     11.27 %
    Common equity Tier 1 capital (to risk-weighted assets)     10.85 %     11.00 %     11.27 %
    Tier 1 leverage ratio     10.03 %     10.17 %     11.05 %
     
    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.
     

    Non-GAAP Reconciliation (Unaudited)

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

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

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

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

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

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

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

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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)


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

    Transaction structure and terms confirmed in line with Memorandum of Understanding

    Creating a global leader in energy services

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

    Highlights

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

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

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

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

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

    Strategic rationale of the Proposed Combination

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

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

    The transaction is expected to create significant shareholder value through:

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

     Transaction structure, ownership and terms

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

     Key activities performed since the execution of the Memorandum of Understanding

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

     Organisational structure of Saipem7

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

     Pre-completion distributions to shareholders

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

    Shareholders’ Agreement

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

    Timing, conditions precedent, approvals and other matters

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

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

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

    Documentation

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

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

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

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

    Advisors

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

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

    Enquiries

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

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

    No Offer or Solicitation

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

    Forward-looking Statements

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

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

    Use of Non-IFRS Financial Measures

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

    Presentation of Financial Information

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

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

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

    Attachment

    The MIL Network

  • MIL-OSI: Home BancShares, Inc. Announces Third Quarter Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    CONWAY, Ark., July 23, 2025 (GLOBE NEWSWIRE) — Home BancShares, Inc. (NYSE: HOMB), parent company of Centennial Bank, today announced that its Board of Directors has declared a regular $0.20 per share quarterly cash dividend payable September 3, 2025, to shareholders of record August 13, 2025. This cash dividend is consistent with the dividend paid during the second quarter of 2025.

    Home BancShares, Inc. is a bank holding company, headquartered in Conway, Arkansas. Its wholly-owned subsidiary, Centennial Bank, provides a broad range of commercial and retail banking plus related financial services to businesses, real estate developers, investors, individuals and municipalities. Centennial Bank has branch locations in Arkansas, Florida, Texas, South Alabama and New York City. The Company’s common stock is traded through the New York Stock Exchange under the symbol “HOMB.”

    FOR MORE INFORMATION CONTACT:
    Donna Townsell
    Senior Executive Vice President &
    Director of Investor Relations
    (501) 328-4625

    The MIL Network

  • MIL-OSI: Brown & Brown, Inc. Announces Quarterly Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    DAYTONA BEACH, Fla., July 23, 2025 (GLOBE NEWSWIRE) — Brown & Brown, Inc. (NYSE: BRO) announces that the board of directors has declared a regular quarterly cash dividend of $0.15 per share. The dividend is payable on August 20, 2025, to shareholders of record on August 13, 2025.

    About Brown & Brown, Inc.

    Brown & Brown, Inc. (NYSE: BRO) is a leading insurance brokerage firm providing customer-centric risk management solutions since 1939. With a global presence spanning 500+ locations and a team of more than 17,000 professionals, we are dedicated to delivering scalable, innovative strategies for our customers at every step of their growth journey. Learn more at bbrown.com.

    For more information:

    R. Andrew Watts
    Chief Financial Officer
    (386) 239-5770

    The MIL Network

  • MIL-OSI: Brown & Brown, Inc. Announces Quarterly Cash Dividend

    Source: GlobeNewswire (MIL-OSI)

    DAYTONA BEACH, Fla., July 23, 2025 (GLOBE NEWSWIRE) — Brown & Brown, Inc. (NYSE: BRO) announces that the board of directors has declared a regular quarterly cash dividend of $0.15 per share. The dividend is payable on August 20, 2025, to shareholders of record on August 13, 2025.

    About Brown & Brown, Inc.

    Brown & Brown, Inc. (NYSE: BRO) is a leading insurance brokerage firm providing customer-centric risk management solutions since 1939. With a global presence spanning 500+ locations and a team of more than 17,000 professionals, we are dedicated to delivering scalable, innovative strategies for our customers at every step of their growth journey. Learn more at bbrown.com.

    For more information:

    R. Andrew Watts
    Chief Financial Officer
    (386) 239-5770

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

    Second Quarter 2025

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

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

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

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

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

    Additional Highlights for the Second Quarter of 2025

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

    INCOME STATEMENT HIGHLIGHTS

      Three Months Ended     Six Months Ended  
      June 30,
    2025
        March 31,
    2025
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
      (Dollars in thousands, except per share amounts)  
    Net interest income $ 111,608     $ 110,444     $ 110,849     $ 222,052     $ 223,310  
    Recapture of (provision for) credit losses         2,000             2,000        
    Noninterest income   14,744       16,229       14,424       30,973       28,537  
    Noninterest expense   (57,557 )     (59,144 )     (56,497 )     (116,701 )     (116,268 )
    Income taxes   (18,231 )     (18,425 )     (18,741 )     (36,656 )     (36,945 )
    Net earnings $ 50,564     $ 51,104     $ 50,035     $ 101,668     $ 98,634  
    Earnings per common share:                            
    Basic $ 0.36     $ 0.37     $ 0.36     $ 0.72     $ 0.71  
    Diluted $ 0.36     $ 0.36     $ 0.36     $ 0.72     $ 0.71  
                                 
    NIM   3.31 %     3.31 %     3.05 %     3.31 %     3.07 %
    ROAA   1.34 %     1.37 %     1.24 %     1.35 %     1.22 %
    ROAE   9.06 %     9.31 %     9.57 %     9.18 %     9.44 %
    ROATCE   14.08 %     14.51 %     15.51 %     14.29 %     15.32 %
    Efficiency ratio   45.55 %     46.69 %     45.10 %     46.12 %     46.17 %
     

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

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

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

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

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

    SELECTED FINANCIAL HIGHLIGHTS Three Months Ended    
      June 30, 2025       March 31, 2025       June 30, 2024    
      (Dollars in thousands)  
    Yield on average investment securities (TE) 2.62%       2.63%       2.71%    
    Yield on average loans 5.22%       5.22%       5.26%    
    Yield on average earning assets (TE) 4.28%       4.28%       4.37%    
    Cost of deposits 0.84%       0.86%       0.88%    
    Cost of funds 1.03%       1.04%       1.38%    
    Net interest margin (TE) 3.31%       3.31%       3.05%    
                                             
    Average Earning Asset Mix Avg     % of Total       Avg     % of Total       Avg     % of Total    
    Total investment securities $ 4,847,415       35.75 %     $ 4,908,718       36.21 %     $ 5,206,959       35.49 %  
    Interest-earning deposits with other institutions   337,929       2.49 %       162,389       1.20 %       716,916       4.89 %  
    Loans   8,354,898       61.63 %       8,467,465       62.46 %       8,731,587       59.51 %  
    Total interest-earning assets   13,558,254               13,556,584               14,673,474          
                                                   

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

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

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

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

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

    BALANCE SHEET HIGHLIGHTS

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

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

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

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

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

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

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

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

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

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

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

    Nonperforming Assets and Delinquency Trends   June 30,     March 31,     June 30,    
        2025     2025     2024    
    Nonperforming loans   (Dollars in thousands)
    Commercial real estate   $ 24,379     $ 24,379     $ 21,908    
    SBA     1,265       1,024       337    
    Commercial and industrial     265       173       2,712    
    Dairy & livestock and agribusiness     60       60          
    Total   $ 25,969     $ 25,636     $ 24,957    
    % of Total loans     0.31 %     0.31 %     0.29 %  
                               
    OREO                    
    Commercial real estate   $ 661     $ 495     $    
    SFR mortgage                 647    
    Total   $ 661     $ 495     $ 647    
                         
    Total nonperforming assets   $ 26,630     $ 26,131     $ 25,604    
    % of Nonperforming assets to total assets     0.17 %     0.17 %     0.16 %  
                         
    Past due 30-89 days (accruing)                    
    Commercial real estate   $     $     $ 43    
    SBA     3,419       718          
    Commercial and industrial                 103    
    Total   $ 3,419     $ 718     $ 146    
    % of Total loans     0.04 %     0.01 %     0.00 %  
    Total nonperforming, OREO, and past due   $ 30,049     $ 26,849     $ 25,750    
                         
    Classified Loans   $ 73,422     $ 94,169     $ 124,728    
                               

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

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

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

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

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

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

            CVB Financial Corp. Consolidated
    Capital Ratios   Minimum Required Plus
    Capital Conservation Buffer
      June 30,
    2025
      December 31,
    2024
      June 30,
    2024
                     
    Tier 1 leverage capital ratio   4.0%   11.8%   11.5%   10.5%
    Common equity Tier 1 capital ratio   7.0%   16.5%   16.2%   15.3%
    Tier 1 risk-based capital ratio   8.5%   16.5%   16.2%   15.3%
    Total risk-based capital ratio   10.5%   17.3%   17.1%   16.1%
                     
    Tangible common equity ratio       10.0%   9.8%   8.7%
                     

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

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

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

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

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

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

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

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

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

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

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

    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    CONDENSED CONSOLIDATED BALANCE SHEETS  
    (Unaudited)  
    (Dollars in thousands)  
                       
                       
        June 30,
    2025
        December 31,
    2024
        June 30,
    2024
     
    Assets                  
    Cash and due from banks   $ 195,063     $ 153,875     $ 174,454  
    Interest-earning balances due from Federal Reserve     543,573       50,823       669,740  
    Total cash and cash equivalents     738,636       204,698       844,194  
    Interest-earning balances due from depository institutions     11,004       480       7,345  
    Investment securities available-for-sale     2,486,306       2,542,115       2,745,796  
    Investment securities held-to-maturity     2,327,230       2,379,668       2,429,886  
    Total investment securities     4,813,536       4,921,783       5,175,682  
    Investment in stock of Federal Home Loan Bank (FHLB)     18,012       18,012       18,012  
    Loans and lease finance receivables     8,358,501       8,536,432       8,681,846  
    Allowance for credit losses     (78,003 )     (80,122 )     (82,786 )
    Net loans and lease finance receivables     8,280,498       8,456,310       8,599,060  
    Premises and equipment, net     26,606       27,543       43,232  
    Bank owned life insurance (BOLI)     320,596       316,248       314,329  
    Intangibles     7,657       9,967       12,416  
    Goodwill     765,822       765,822       765,822  
    Other assets     431,763       432,792       371,403  
    Total assets   $ 15,414,130     $ 15,153,655     $ 16,151,495  
    Liabilities and Stockholders’ Equity                  
     Liabilities:                  
    Deposits:                  
    Noninterest-bearing   $ 7,247,128     $ 7,037,096     $ 7,090,095  
    Investment checking     483,793       551,305       515,930  
    Savings and money market     3,669,912       3,786,387       3,409,320  
    Time deposits     583,990       573,593       774,980  
    Total deposits     11,984,823       11,948,381       11,790,325  
    Customer repurchase agreements     404,154       261,887       268,826  
    Other borrowings     500,000       500,000       1,800,000  
    Other liabilities     284,831       257,071       179,917  
    Total liabilities     13,173,808       12,967,339       14,039,068  
    Stockholders’ Equity                  
    Stockholders’ equity     2,508,454       2,498,380       2,446,755  
    Accumulated other comprehensive loss, net of tax     (268,132 )     (312,064 )     (334,328 )
    Total stockholders’ equity     2,240,322       2,186,316       2,112,427  
    Total liabilities and stockholders’ equity   $ 15,414,130     $ 15,153,655     $ 16,151,495  
                             
    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    CONDENSED CONSOLIDATED AVERAGE BALANCE SHEETS  
    (Unaudited)  
    (Dollars in thousands)  
                                   
        Three Months Ended     Six Months Ended  
        June 30,
    2025
        March 31,
    2025
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Assets                              
    Cash and due from banks   $ 154,785     $ 154,328     $ 162,724     $ 154,557     $ 162,387  
    Interest-earning balances due from Federal Reserve     331,956       161,432       704,023       247,165       568,722  
    Total cash and cash equivalents     486,741       315,760       866,747       401,722       731,109  
    Interest-earning balances due from depository institutions     5,973       957       12,893       3,479       11,786  
    Investment securities available-for-sale     2,505,601       2,539,211       2,764,096       2,522,313       2,832,097  
    Investment securities held-to-maturity     2,341,814       2,369,507       2,442,863       2,355,584       2,450,237  
    Total investment securities     4,847,415       4,908,718       5,206,959       4,877,897       5,282,334  
    Investment in stock of FHLB     18,012       18,012       18,012       18,012       18,012  
    Loans and lease finance receivables     8,354,898       8,467,465       8,731,587       8,410,871       8,778,083  
    Allowance for credit losses     (78,259 )     (80,113 )     (82,815 )     (79,181 )     (84,283 )
    Net loans and lease finance receivables     8,276,639       8,387,352       8,648,772       8,331,690       8,693,800  
    Premises and equipment, net     26,982       27,408       43,624       27,194       44,002  
    Bank owned life insurance (BOLI)     319,582       316,643       312,645       318,121       311,127  
    Intangibles     8,232       9,518       13,258       8,872       13,922  
    Goodwill     765,822       765,822       765,822       765,822       765,822  
    Other assets     427,776       419,116       390,834       423,469       370,575  
    Total assets   $ 15,183,174     $ 15,169,306     $ 16,279,566     $ 15,176,278     $ 16,242,489  
    Liabilities and Stockholders’ Equity                              
    Liabilities:                              
    Deposits:                              
    Noninterest-bearing   $ 7,051,702     $ 7,006,357     $ 7,153,315     $ 7,029,156     $ 7,168,016  
    Interest-bearing     4,755,828       4,866,318       4,728,864       4,810,767       4,591,500  
    Total deposits     11,807,530       11,872,675       11,882,179       11,839,923       11,759,516  
    Customer repurchase agreements     376,629       317,322       287,128       347,140       298,200  
    Other borrowings     508,159       513,078       1,850,330       510,605       1,921,154  
    Other liabilities     252,908       239,283       157,463       246,132       162,953  
    Total liabilities     12,945,226       12,942,358       14,177,100       12,943,800       14,141,823  
    Stockholders’ Equity                              
    Stockholders’ equity     2,518,282       2,523,923       2,456,945       2,521,086       2,444,510  
    Accumulated other comprehensive loss, net of tax     (280,334 )     (296,975 )     (354,479 )     (288,608 )     (343,844 )
    Total stockholders’ equity     2,237,948       2,226,948       2,102,466       2,232,478       2,100,666  
    Total liabilities and stockholders’ equity   $ 15,183,174     $ 15,169,306     $ 16,279,566     $ 15,176,278     $ 16,242,489  
                                             
    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS  
    (Unaudited)  
    (Dollars in thousands, except per share amounts)  
                                   
        Three Months Ended     Six Months Ended  
        June 30,
    2025
        March 31,
    2025
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Interest income:                              
    Loans and leases, including fees   $ 108,845     $ 109,071     $ 114,200     $ 217,916     $ 230,549  
    Investment securities:                              
    Investment securities available-for-sale     18,299       18,734       21,225       37,033       42,671  
    Investment securities held-to-maturity     12,886       13,021       13,445       25,907       26,847  
    Total investment income     31,185       31,755       34,670       62,940       69,518  
    Dividends from FHLB stock     411       379       377       790       796  
    Interest-earning deposits with other institutions     3,768       1,797       9,825       5,565       15,898  
    Total interest income     144,209       143,002       159,072       287,211       316,761  
    Interest expense:                              
    Deposits     24,829       25,322       25,979       50,151       47,345  
    Borrowings and customer repurchase agreements     7,401       6,800       22,244       14,201       46,106  
    Other     371       436             807        
    Total interest expense     32,601       32,558       48,223       65,159       93,451  
    Net interest income before (recapture of) provision for credit losses     111,608       110,444       110,849       222,052       223,310  
    (Recapture of) provision for credit losses           (2,000 )           (2,000 )      
    Net interest income after (recapture of) provision for credit losses     111,608       112,444       110,849       224,052       223,310  
    Noninterest income:                              
    Service charges on deposit accounts     4,959       4,908       5,117       9,867       10,153  
    Trust and investment services     3,716       3,411       3,428       7,127       6,652  
    Gain on OREO, net     6       2,183             2,189        
    Other     6,063       5,727       5,879       11,790       11,732  
    Total noninterest income     14,744       16,229       14,424       30,973       28,537  
    Noninterest expense:                              
    Salaries and employee benefits     34,999       36,477       35,426       71,476       71,827  
    Occupancy and equipment     6,106       5,998       5,772       12,104       11,337  
    Professional services     2,191       2,081       2,726       4,272       4,981  
    Computer software expense     4,410       4,221       3,949       8,631       7,474  
    Marketing and promotion     1,817       1,988       1,956       3,805       3,586  
    Amortization of intangible assets     1,155       1,155       1,437       2,310       2,875  
    Provision for (recapture of) unfunded loan commitments           500       (500 )     500       (500 )
    Other     6,879       6,724       5,731       13,603       14,688  
    Total noninterest expense     57,557       59,144       56,497       116,701       116,268  
    Earnings before income taxes     68,795       69,529       68,776       138,324       135,579  
    Income taxes     18,231       18,425       18,741       36,656       36,945  
    Net earnings   $ 50,564     $ 51,104     $ 50,035     $ 101,668     $ 98,634  
                                   
    Basic earnings per common share   $ 0.36     $ 0.37     $ 0.36     $ 0.72     $ 0.71  
    Diluted earnings per common share   $ 0.36     $ 0.36     $ 0.36     $ 0.72     $ 0.71  
    Cash dividends declared per common share   $ 0.20     $ 0.20     $ 0.20     $ 0.20     $ 0.40  
                                             
    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    SELECTED FINANCIAL HIGHLIGHTS  
    (Unaudited)  
    (Dollars in thousands, except per share amounts)  
                                 
      Three Months Ended     Six Months Ended  
      June 30,
    2025
        March 31,
    2025
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Interest income – tax equivalent (TE) $ 144,729     $ 143,525     $ 159,607     $ 288,253     $ 317,835  
    Interest expense   32,601       32,558       48,223       65,159       93,451  
    Net interest income – (TE) $ 112,128     $ 110,967     $ 111,384     $ 223,094     $ 224,384  
                                 
    Return on average assets, annualized   1.34 %     1.37 %     1.24 %     1.35 %     1.22 %
    Return on average equity, annualized   9.06 %     9.31 %     9.57 %     9.18 %     9.44 %
    Efficiency ratio [1]   45.55 %     46.69 %     45.10 %     46.12 %     46.17 %
    Noninterest expense to average assets, annualized   1.52 %     1.58 %     1.40 %     1.55 %     1.44 %
    Yield on average loans   5.22 %     5.22 %     5.26 %     5.22 %     5.28 %
    Yield on average earning assets (TE)   4.28 %     4.28 %     4.37 %     4.28 %     4.36 %
    Cost of deposits   0.84 %     0.86 %     0.88 %     0.85 %     0.81 %
    Cost of deposits and customer repurchase agreements   0.87 %     0.87 %     0.87 %     0.87 %     0.80 %
    Cost of funds   1.03 %     1.04 %     1.38 %     1.03 %     1.34 %
    Net interest margin (TE)   3.31 %     3.31 %     3.05 %     3.31 %     3.07 %
    [1] Noninterest expense divided by net interest income before provision for credit losses plus noninterest income.              
                                 
    Tangible Common Equity Ratio (TCE) [2]                            
    CVB Financial Corp. Consolidated   10.02 %     10.04 %     8.68 %            
    Citizens Business Bank   9.86 %     9.92 %     8.57 %            
    [2] (Capital – [GW+Intangibles])/(Total Assets – [GW+Intangibles])              
                                 
    Weighted average shares outstanding                            
    Basic   139,297,604       138,973,996       138,583,510       139,824,075       138,419,379  
    Diluted   139,471,147       139,294,401       138,669,058       140,098,174       138,561,481  
    Dividends declared $ 27,703     $ 27,853     $ 28,018     $ 55,556     $ 55,904  
    Dividend payout ratio [3]   54.79 %     54.50 %     56.00 %     54.64 %     56.68 %
    [3] Dividends declared on common stock divided by net earnings.              
                                 
    Number of shares outstanding – (end of period)   137,825,465       139,089,612       139,677,162              
    Book value per share $ 16.25     $ 16.02     $ 15.12              
    Tangible book value per share $ 10.64     $ 10.45     $ 9.55              
                                       
    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    SELECTED FINANCIAL HIGHLIGHTS  
    (Unaudited)  
    (Dollars in thousands, except per share amounts)  
                                   
        Three Months Ended        
        June 30,
    2025
        December 31,
    2024
        June 30,
    2024
                 
    Nonperforming assets:                              
    Nonaccrual loans   $ 25,969     $ 27,795     $ 24,957                
    Other real estate owned (OREO), net     661       19,303       647                
    Total nonperforming assets   $ 26,630     $ 47,098     $ 25,604                
    Loan modifications to borrowers experiencing financial difficulty   $ 9,529     $ 6,467     $ 26,363                
                                   
    Percentage of nonperforming assets to total loans outstanding and OREO     0.32 %     0.55 %     0.29              
    Percentage of nonperforming assets to total assets     0.17 %     0.31 %     0.16 %              
    Allowance for credit losses to nonperforming assets     292.91 %     170.12 %     323.33 %              
                                   
        Three Months Ended     Six Months Ended  
        June 30,
    2025
        March 31,
    2025
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Allowance for credit losses:                              
    Beginning balance   $ 78,252     $ 80,122     $ 82,817       $ 80,122     $ 86,842  
    Total charge-offs     (429 )     (40 )     (51 )       (469 )     (4,318 )
    Total recoveries on loans previously charged-off     180       170       20         350       262  
    Net recoveries (charge-offs)     (249 )     130       (31 )       (119 )     (4,056 )
    (Recapture of) provision for credit losses           (2,000 )             (2,000 )      
    Allowance for credit losses at end of period   $ 78,003     $ 78,252     $ 82,786       $ 78,003     $ 82,786  
                                   
    Net recoveries (charge-offs) to average loans     -0.003 %     0.002 %   -0.000 %       -0.001 %     -0.046 %
                                             
    CVB FINANCIAL CORP. AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
    (Dollars in millions)
                                               
    Allowance for Credit Losses by Loan Type                                      
        June 30, 2025   December 31, 2024   June 30, 2024
        Allowance
    For Credit
    Losses
        Allowance
    as a % of
    Total Loans
    by Respective
    Loan Type
      Allowance
    For Credit
    Losses
        Allowance
    as a % of
    Total Loans
    by Respective
    Loan Type
      Allowance
    For Credit
    Losses
        Allowance
    as a % of
    Total Loans
    by Respective
    Loan Type
                                               
    Commercial real estate   $ 64.5       0.99%     $ 66.2       1.02%     $ 69.4       1.04%  
    Construction     0.2       1.36%       0.3       1.94%       0.8       1.51%  
    SBA     3.1       1.13%       2.6       0.96%       2.5       0.93%  
    Commercial and industrial     6.4       0.70%       6.1       0.66%       5.1       0.53%  
    Dairy & livestock and agribusiness     2.6       1.09%       3.6       0.86%       3.8       1.08%  
    Municipal lease finance receivables     0.2       0.35%       0.2       0.31%       0.2       0.26%  
    SFR mortgage     0.5       0.17%       0.5       0.16%       0.5       0.19%  
    Consumer and other loans     0.5       1.03%       0.6       1.04%       0.5       1.07%  
                                               
    Total   $ 78.0       0.93%     $ 80.1       0.94%     $ 82.8       0.95%  
                                                     
    CVB FINANCIAL CORP. AND SUBSIDIARIES            
    SELECTED FINANCIAL HIGHLIGHTS            
    (Unaudited)            
    (Dollars in thousands, except per share amounts)            
                                                   
    Quarterly Common Stock Price            
        2025     2024     2023  
    Quarter End   High     Low       High       Low       High       Low    
    March 31,   $ 21.71     $ 18.22       $ 20.45       $ 15.95       $ 25.98       $ 16.34    
    June 30,   $ 20.15     $ 16.01       $ 17.91       $ 15.71       $ 16.89       $ 10.66    
    September 30,   $     $       $ 20.29       $ 16.08       $ 19.66       $ 12.89    
    December 31,   $     $       $ 24.58       $ 17.20       $ 21.77       $ 14.62    
                                                   
    Quarterly Consolidated Statements of Earnings            
              Q2       Q1       Q4       Q3       Q2    
              2025       2025       2024       2024       2024    
    Interest income                                              
    Loans and leases, including fees         $ 108,845       $ 109,071       $ 110,277       $ 114,929       $ 114,200    
    Investment securities and other           35,364         33,931         37,322         50,823         44,872    
    Total interest income           144,209         143,002         147,599         165,752         159,072    
    Interest expense                                              
    Deposits           24,829         25,322         28,317         29,821         25,979    
    Borrowings and customer repurchase agreements       7,401         6,800         8,291         22,312         22,244    
    Other           371         436         573                    
    Total interest expense           32,601         32,558         37,181         52,133         48,223    
                                                   
    Net interest income before (recapture of) provision for credit losses       111,608         110,444         110,418         113,619         110,849    
    (Recapture of) provision for credit losses               (2,000 )       (3,000 )                  
    Net interest income after (recapture of) provision for credit losses       111,608         112,444         113,418         113,619         110,849    
                                                   
    Noninterest income           14,744         16,229         13,103         12,834         14,424    
    Noninterest expense           57,557         59,144         58,480         58,835         56,497    
    Earnings before income taxes           68,795         69,529         68,041         67,618         68,776    
    Income taxes           18,231         18,425         17,183         16,394         18,741    
    Net earnings         $ 50,564       $ 51,104       $ 50,858       $ 51,224       $ 50,035    
                                                   
    Effective tax rate           26.50 %       26.50       25.25       24.25 %       27.25 %  
                                                   
    Basic earnings per common share         $ 0.36       $ 0.37       $ 0.36       $ 0.37       $ 0.36    
    Diluted earnings per common share         $ 0.36       $ 0.36       $ 0.36       $ 0.37       $ 0.36    
                                                   
    Cash dividends declared per common share         $ 0.20       $ 0.20       $ 0.20       $ 0.20       $ 0.20    
                                                   
    Cash dividends declared         $ 27,703       $ 27,853       $ 27,978       $ 27,977       $ 28,018    
                                                             
    CVB FINANCIAL CORP. AND SUBSIDIARIES  
    SELECTED FINANCIAL HIGHLIGHTS  
    (Unaudited)  
    (Dollars in thousands)  
                                   
    Loan Portfolio by Type  
        June 30,     March 31,     December 31,     September 30,     June 30,  
        2025     2025     2024     2024     2024  
                                   
    Commercial real estate   $ 6,517,415       $ 6,490,604       $ 6,507,452       $ 6,618,637       $ 6,664,925    
    Construction     17,658         15,706         16,082         14,755         52,227    
    SBA     271,735         271,844         273,013         272,001         267,938    
    SBA – PPP     85         179         774         1,255         1,757    
    Commercial and industrial     912,427         942,301         925,178         936,489         956,184    
    Dairy & livestock and agribusiness     233,772         252,532         419,904         342,445         350,562    
    Municipal lease finance receivables     63,652         65,203         66,114         67,585         70,889    
    SFR mortgage     288,435         269,493         269,172         267,181         267,593    
    Consumer and other loans     53,322         55,770         58,743         52,217         49,771    
    Gross loans, at amortized cost     8,358,501         8,363,632         8,536,432         8,572,565         8,681,846    
    Allowance for credit losses     (78,003 )       (78,252 )       (80,122 )       (82,942 )       (82,786 )  
    Net loans   $ 8,280,498       $ 8,285,380       $ 8,456,310       $ 8,489,623       $ 8,599,060    
                                   
                                   
    Deposit Composition by Type and Customer Repurchase Agreements  
        June 30,     March 31,     December 31,     September 30,     June 30,  
        2025     2025     2024     2024     2024  
                                   
    Noninterest-bearing   $ 7,247,128       $ 7,184,267       $ 7,037,096       $ 7,136,824       $ 7,090,095    
    Investment checking     483,793         533,220         551,305         504,028         515,930    
    Savings and money market     3,669,912         3,710,612         3,786,387         3,745,707         3,409,320    
    Time deposits     583,990         561,822         573,593         685,930         774,980    
    Total deposits     11,984,823         11,989,921         11,948,381         12,072,489         11,790,325    
                                   
    Customer repurchase agreements     404,154         276,163         261,887         394,515         268,826    
    Total deposits and customer repurchase agreements   $ 12,388,977       $ 12,266,084       $ 12,210,268       $ 12,467,004       $ 12,059,151    
                                                       
    CVB FINANCIAL CORP. AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
    (Dollars in thousands)
    Nonperforming Assets and Delinquency Trends
        June 30,       March 31,       December 31,       September 30,       June 30,    
        2025       2025       2024       2024       2024    
    Nonperforming loans                                        
    Commercial real estate   $ 24,379       $ 24,379       $ 25,866       $ 18,794       $ 21,908    
    SBA     1,265         1,024         1,529         151         337    
    Commercial and industrial     265         173         340         2,825         2,712    
    Dairy & livestock and agribusiness     60         60         60         143            
    Total   $ 25,969       $ 25,636       $ 27,795       $ 21,913       $ 24,957    
    % of Total loans     0.31 %       0.31 %       0.33 %       0.26 %       0.29 %  
                                             
    Past due 30-89 days (accruing)                                        
    Commercial real estate   $       $       $       $ 30,701       $ 43    
    SBA     3,419         718         88                    
    Commercial and industrial                     399         64         103    
    Total   $ 3,419       $ 718       $ 487       $ 30,765       $ 146    
    % of Total loans     0.04 %       0.01 %       0.01 %       0.36 %       0.00 %  
                                             
    OREO                                        
    Commercial real estate   $ 661       $ 495       $ 18,656       $       $    
    SFR mortgage                     647         647         647    
    Total   $ 661       $ 495       $ 19,303       $ 647       $ 647    
    Total nonperforming, past due, and OREO   $ 30,049       $ 26,849       $ 47,585       $ 53,325       $ 25,750    
    % of Total loans     0.36 %       0.32 %       0.56 %       0.62 %       0.30 %  
                                                       
    CVB FINANCIAL CORP. AND SUBSIDIARIES
    SELECTED FINANCIAL HIGHLIGHTS
    (Unaudited)
                     
    Regulatory Capital Ratios
        Minimum Required   CVB Financial Corp. Consolidated
    Capital Ratios   Plus Capital
    Conservation Buffer
      June 30,
    2025
      December 31,
    2024
      June 30,
    2024
                     
    Tier 1 leverage capital ratio   4.0%   11.8%   11.5%   10.5%
    Common equity Tier 1 capital ratio   7.0%   16.5%   16.2%   15.3%
    Tier 1 risk-based capital ratio   8.5%   16.5%   16.2%   15.3%
    Total risk-based capital ratio   10.5%   17.3%   17.1%   16.1%
                     
    Tangible common equity ratio       10.0%   9.8%   8.7%
                     

    Tangible Book Value Reconciliations (Non-GAAP)

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

        June 30,
    2025
          December 31,
    2024
          June 30,
    2024
       
        (Dollars in thousands, except per share amounts)      
                             
    Stockholders’ equity   $ 2,240,322       $ 2,186,316       $ 2,112,427    
    Less: Goodwill     (765,822 )       (765,822 )       (765,822 )  
    Less: Intangible assets     (7,657 )       (9,967 )       (12,416 )  
    Tangible book value   $ 1,466,843       $ 1,410,527       $ 1,334,189    
    Common shares issued and outstanding     137,825,465         139,689,686         139,677,162    
    Tangible book value per share   $ 10.64       $ 10.10       $ 9.55    
                                   

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

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

        Three Months Ended     Six Months Ended  
        June 30,     March 31,     June 30,     June 30,     June 30,  
        2025     2025     2024     2025     2024  
        (Dollars in thousands)  
                                   
    Net Income   $ 50,564     $ 51,104     $ 50,035     $ 101,668     $ 98,634  
    Add: Amortization of intangible assets     1,155       1,155       1,437       2,310       2,875  
    Less: Tax effect of amortization of intangible assets (1)     (341 )     (341 )     (425 )     (683 )     (850 )
    Tangible net income   $ 51,378     $ 51,918     $ 51,047     $ 103,295     $ 100,659  
                                   
    Average stockholders’ equity   $ 2,237,948     $ 2,226,948     $ 2,102,466     $ 2,232,478     $ 2,100,666  
    Less: Average goodwill     (765,822 )     (765,822 )     (765,822 )     (765,822 )     (765,822 )
    Less: Average intangible assets     (8,232 )     (9,518 )     (13,258 )     (8,872 )     (13,922 )
    Average tangible common equity   $ 1,463,894     $ 1,451,608     $ 1,323,386     $ 1,457,784     $ 1,320,922  
                                   
    Return on average equity, annualized (2)     9.06 %     9.31 %     9.57 %     9.18 %     9.44 %
    Return on average tangible common equity, annualized (2)     14.08 %     14.51 %     15.51 %     14.29 %     15.32 %
                                   
    (1) Tax effected at respective statutory rates.                              
    (2) Annualized where applicable.                              
     

    The MIL Network

  • MIL-OSI: Gran Tierra Energy Inc. Provides Release Date for its 2025 Second Quarter Results

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, July 23, 2025 (GLOBE NEWSWIRE) — Gran Tierra Energy Inc. (“Gran Tierra” or the “Company”) (NYSE American:GTE)(TSX:GTE)(LSE:GTE) announces that the Company will release its 2025 second quarter financial and operating results on Wednesday July 30, 2025, post-market. Gran Tierra will host its second quarter 2025 results conference call on Thursday, July 31, 2025, at 9:00 a.m. Mountain Time, 11:00 a.m. Eastern Time.

    How to Participate in the 2025 Second Quarter Conference Call

    Interested parties may register for the 2025 second quarter conference call by clicking on this link. Please note that there is no longer a general dial-in number to participate, and each individual party must register through the link provided. Once parties have registered, they will be provided with a unique PIN and call-in details. There is also a new feature that allows parties to elect to be called back through the “Call Me” function on the platform.

    Interested parties can also continue to access the live webcast from their mobile or desktop devices by clicking on this link, which is also available on Gran Tierra’s website at https://www.grantierra.com/investor-relations/presentations-events/. An audio replay of the conference call will be available at the same webcast link for two hours following the call and will be available until July 31, 2026.

    Contact Information

    For investor and media inquiries please contact:

    Gary Guidry
    President & Chief Executive Officer

    Ryan Ellson
    Executive Vice President & Chief Financial Officer
    +1-403-265-3221
    info@grantierra.com

    About Gran Tierra Energy Inc.

    Gran Tierra Energy Inc. together with its subsidiaries is an independent international energy company currently focused on oil and natural gas exploration and production in Canada, Colombia and Ecuador. The Company is currently developing its existing portfolio of assets in Canada, Colombia and Ecuador and will continue to pursue additional new growth opportunities that would further strengthen the Company’s portfolio. The Company’s common stock trades on the NYSE American, the Toronto Stock Exchange and the London Stock Exchange under the ticker symbol GTE. Additional information concerning Gran Tierra is available at www.grantierra.com. Except to the extent expressly stated otherwise, information on the Company’s website or accessible from our website or any other website is not incorporated by reference into and should not be considered part of this press release. Investor inquiries may be directed to info@grantierra.com or (403) 265-3221.

    Gran Tierra’s Securities and Exchange Commission (the “SEC”) filings are available on the SEC website at http://www.sec.gov. The Company’s Canadian securities regulatory filings are available on SEDAR+ at http://www.sedarplus.ca and UK regulatory filings are available on the National Storage Mechanism website at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

    The MIL Network

  • MIL-OSI: TowneBank Reports Second Quarter 2025 Earnings

    Source: GlobeNewswire (MIL-OSI)

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

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

    Highlights for Second Quarter 2025:

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

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

    Quarterly Net Interest Income:

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

    Quarterly Provision for Credit Losses:

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

    Quarterly Noninterest Income:

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

    Quarterly Noninterest Expense:

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

    Consolidated Balance Sheet Highlights:

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

    Investment Securities:

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

    Loans and Asset Quality:

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

    Deposits and Borrowings:

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

    Capital:

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

    (1) Preliminary.

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

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

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

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

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

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

    TOWNEBANK
    Selected Financial Highlights (unaudited)
    (dollars in thousands, except per share data)
         
        Three Months Ended
        June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
    Income and Performance Ratios:                  
      Total revenue $ 207,442     $ 192,044     $ 177,160     $ 174,518     $ 174,970  
      Net income   39,269       50,887       41,441       43,126       43,039  
      Net income available to common shareholders   38,837       50,592       41,265       42,949       42,856  
      Net income per common share – diluted   0.51       0.67       0.55       0.57       0.57  
      Book value per common share   29.58       29.19       28.43       28.59       27.62  
      Book value per common share – tangible (non-GAAP)   21.98       22.36       21.55       21.65       20.65  
      Return on average assets   0.86 %     1.19 %     0.95 %     1.00 %     1.01 %
      Return on average assets – tangible (non-GAAP)   0.96 %     1.29 %     1.03 %     1.09 %     1.11 %
      Return on average equity   7.12 %     9.50 %     7.64 %     8.12 %     8.43 %
      Return on average equity – tangible (non-GAAP)   10.39 %     13.08 %     10.68 %     11.42 %     12.03 %
      Return on average common equity   7.14 %     9.57 %     7.70 %     8.18 %     8.49 %
      Return on average common equity – tangible (non-GAAP)   10.44 %     13.21 %     10.79 %     11.54 %     12.16 %
      Noninterest income as a percentage of total revenue   33.85 %     37.27 %     33.36 %     35.66 %     37.68 %
    Regulatory Capital Ratios (1):                  
      Common equity tier 1   11.77 %     12.75 %     12.77 %     12.63 %     12.43 %
      Tier 1   11.82 %     12.87 %     12.89 %     12.76 %     12.55 %
      Total   14.49 %     15.65 %     15.68 %     15.54 %     15.34 %
      Tier 1 leverage ratio   9.93 %     10.61 %     10.36 %     10.38 %     10.25 %
    Asset Quality:                  
      Allowance for credit losses on loans to nonperforming loans 16.81x   19.15x   16.69x   18.70x   19.08x
      Allowance for credit losses on loans to period end loans   1.09 %     1.08 %     1.08 %     1.08 %     1.10 %
      Nonperforming loans to period end loans   0.06 %     0.06 %     0.06 %     0.06 %     0.06 %
      Nonperforming assets to period end assets   0.05 %     0.04 %     0.05 %     0.04 %     0.04 %
      Net charge-offs (recoveries) to average loans (annualized)   %     0.02 %     0.01 %     0.02 %     %
      Net charge-offs (recoveries) $ 19     $ 626     $ 382     $ 677     $ (19 )
                         
      Nonperforming loans $ 7,982     $ 6,586     $ 7,424     $ 6,588     $ 6,582  
      Foreclosed property   1,306       786       443       884       581  
      Total nonperforming assets $ 9,288     $ 7,372     $ 7,867     $ 7,472     $ 7,163  
      Loans past due 90 days and still accruing interest $ 210     $ 15     $ 1,264     $ 510     $ 368  
      Allowance for credit losses on loans $ 134,187     $ 126,131     $ 123,923     $ 123,191     $ 125,552  
    Mortgage Banking:                  
      Loans originated, mortgage $ 494,108     $ 300,699     $ 385,238     $ 421,571     $ 430,398  
      Loans originated, joint venture   177,359       144,495       180,188       176,612       196,583  
      Total loans originated $ 671,467     $ 445,194     $ 565,426     $ 598,183     $ 626,981  
      Number of loans originated   1,750       1,181       1,489       1,637       1,700  
      Number of originators   166       161       160       159       169  
      Purchase %   92.37 %     89.94 %     89.46 %     91.49 %     94.85 %
      Loans sold $ 596,009     $ 475,518     $ 629,120     $ 526,998     $ 605,134  
      Rate lock asset $ 2,186     $ 1,880     $ 1,150     $ 1,548     $ 1,930  
      Gross realized gain on sales and fees as a % of loans originated   3.13 %     3.18 %     3.25 %     3.28 %     3.28 %
    Other Ratios:                  
      Net interest margin   3.38 %     3.14 %     2.99 %     2.90 %     2.86 %
      Net interest margin-fully tax-equivalent (non-GAAP)   3.40 %     3.17 %     3.02 %     2.93 %     2.89 %
      Average earning assets/total average assets   90.23 %     90.32 %     90.57 %     90.43 %     90.36 %
      Average loans/average deposits   81.09 %     80.01 %     78.71 %     80.07 %     80.80 %
      Average noninterest deposits/total average deposits   30.88 %     29.68 %     30.14 %     30.19 %     30.06 %
      Period end equity/period end total assets   12.26 %     12.66 %     12.50 %     12.58 %     12.24 %
      Efficiency ratio (non-GAAP)   70.71 %     67.10 %     70.28 %     70.93 %     68.98 %
      (1) Current reporting period regulatory capital ratios are preliminary.            
    TOWNEBANK
    Selected Data (unaudited)
    (dollars in thousands)
     
    Investment Securities             % Change
      Q2   Q2   Q1   Q2 25 vs.   Q2 25 vs.
    Available-for-sale securities, at fair value   2025       2024       2025     Q2 24   Q1 25
    U.S. agency securities $ 345,808     $ 281,934     $ 320,190     22.66 %   8.00 %
    U.S. Treasury notes   78,746       27,701       78,184     184.27 %   0.72 %
    Municipal securities   438,490       442,474       439,379     (0.90 )%   (0.20 )%
    Trust preferred and other corporate securities   115,126       88,228       98,463     30.49 %   16.92 %
    Mortgage-backed securities issued by GSEs and GNMA   1,577,325       1,411,883       1,535,217     11.72 %   2.74 %
    Allowance for credit losses   (1,520 )     (1,541 )     (1,262 )   (1.36 )%   20.44 %
    Total $ 2,553,975     $ 2,250,679     $ 2,470,171     13.48 %   3.39 %
    Gross unrealized gains (losses) reflected in financial statements            
    Total gross unrealized gains $ 6,048     $ 1,983     $ 5,909     204.99 %   2.35 %
    Total gross unrealized losses   (119,186 )     (174,911 )     (125,156 )   (31.86 )%   (4.77 )%
    Net unrealized gains (losses) and other adjustments on AFS securities $ (113,138 )   $ (172,928 )   $ (119,247 )   (34.58 )%   (5.12 )%
    Held-to-maturity securities, at amortized cost                  
    U.S. agency securities $ 92,973     $ 102,234     $ 92,805     (9.06 )%   0.18 %
    U.S. Treasury notes   96,250       97,171       96,481     (0.95 )%   (0.24 )%
    Municipal securities   5,414       5,318       5,390     1.81 %   0.45 %
    Trust preferred corporate securities   2,094       2,147       2,107     (2.47 )%   (0.62 )%
    Mortgage-backed securities issued by GSEs   5,201       5,618       5,235     (7.42 )%   (0.65 )%
    Allowance for credit losses   (67 )     (79 )     (68 )   (15.19 )%   (1.47 )%
    Total $ 201,865     $ 212,409     $ 201,950     (4.96 )%   (0.04 )%
                       
    Total gross unrealized gains $ 214     $ 175     $ 176     22.29 %   21.59 %
    Total gross unrealized losses   (5,148 )     (12,880 )     (6,563 )   (60.03 )%   (21.56 )%
    Net unrealized gains (losses) in HTM securities $ (4,934 )   $ (12,705 )   $ (6,387 )   (61.16 )%   (22.75 )%
    Total unrealized gains (losses) on AFS and HTM securities $ (118,072 )   $ (185,633 )   $ (125,634 )   (36.39 )%   (6.02 )%
                  % Change
    Loans Held For Investment Q2   Q2   Q1   Q2 25 vs.   Q2 25 vs.
        2025       2024       2025     Q2 24   Q1 25
    Real estate – construction and development $ 1,072,625     $ 1,190,768     $ 1,006,086     (9.92 )%   6.61 %
    Commercial real estate – owner occupied   1,815,900       1,673,582       1,654,401     8.50 %   9.76 %
    Commercial real estate – non-owner occupied   3,557,175       3,155,958       3,329,728     12.71 %   6.83 %
    Real estate – multifamily   887,083       682,537       841,330     29.97 %   5.44 %
    Residential 1-4 family   1,997,395       1,887,420       1,886,107     5.83 %   5.90 %
    HELOC   480,610       408,273       429,152     17.72 %   11.99 %
    Commercial and industrial business (C&I)   1,370,564       1,297,538       1,337,254     5.63 %   2.49 %
    Government   510,902       517,954       511,676     (1.36 )%   (0.15 )%
    Indirect   579,041       558,216       570,795     3.73 %   1.44 %
    Consumer loans and other   88,378       79,501       86,217     11.17 %   2.51 %
    Total $ 12,359,673     $ 11,451,747     $ 11,652,746     7.93 %   6.07 %
                       
                  % Change
    Deposits Q2   Q2   Q1   Q2 25 vs.   Q2 25 vs.
        2025       2024       2025     Q2 24   Q1 25
    Noninterest-bearing demand $ 4,754,340     $ 4,303,773     $ 4,313,553     10.47 %   10.22 %
    Interest-bearing:                  
    Demand and money market accounts   7,654,317       6,940,086       7,463,355     10.29 %   2.56 %
    Savings   332,108       312,881       312,151     6.15 %   6.39 %
    Certificates of deposits   2,587,951       2,715,848       2,519,489     (4.71 )%   2.72 %
    Total   15,328,716       14,272,588       14,608,548     7.40 %   4.93 %
    TOWNEBANK
    Average Balances, Yields and Rate Paid (unaudited)
    (dollars in thousands)
     
      Three Months Ended   Three Months Ended   Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
          Interest   Average       Interest   Average       Interest   Average
      Average   Income/   Yield/   Average   Income/   Yield/   Average   Income/   Yield/
      Balance   Expense   Rate (1)   Balance   Expense   Rate (1)   Balance   Expense   Rate (1)
    Assets:                                  
    Loans (net of unearned income and deferred costs) $ 12,304,172     $ 170,520     5.56 %   $ 11,527,915     $ 153,068     5.38 %   $ 11,471,669     $ 155,374     5.45 %
    Taxable investment securities   2,598,093       23,361     3.60 %     2,478,048       21,301     3.44 %     2,368,476       21,671     3.66 %
    Tax-exempt investment securities   172,083       1,802     4.19 %     176,081       1,860     4.23 %     156,503       1,521     3.89 %
    Total securities   2,770,176       25,163     3.63 %     2,654,129       23,161     3.49 %     2,524,979       23,192     3.67 %
    Interest-bearing deposits   1,045,727       10,241     3.93 %     1,199,650       11,801     3.99 %     1,182,816       14,512     4.93 %
    Mortgage loans held for sale   172,102       2,770     6.44 %     164,358       2,653     6.46 %     165,392       2,945     7.12 %
    Total earning assets   16,292,177       208,694     5.14 %     15,546,052       190,683     4.97 %     15,344,856       196,023     5.14 %
    Less: allowance for loan losses   (131,837 )             (124,265 )             (126,792 )        
    Total nonearning assets   1,896,640               1,790,075               1,764,418          
    Total assets $ 18,056,980             $ 17,211,862             $ 16,982,482          
    Liabilities and Equity:                                  
    Interest-bearing deposits                                  
    Demand and money market $ 7,590,290     $ 42,054     2.22 %   $ 7,279,365     $ 40,606     2.26 %   $ 6,896,176     $ 48,161     2.81 %
    Savings   337,807       704     0.84 %     312,118       714     0.93 %     317,774       845     1.07 %
    Certificates of deposit   2,560,313       25,394     3.98 %     2,540,438       25,813     4.12 %     2,715,615       33,017     4.89 %
    Total interest-bearing deposits   10,488,410       68,152     2.61 %     10,131,921       67,133     2.69 %     9,929,565       82,023     3.32 %
    Borrowings   34,799       (341 )   (3.88 )%     29,606       (300 )   (4.05 )%     100,165       1,627     6.43 %
    Subordinated debt, net   272,448       2,609     3.83 %     260,070       2,304     3.54 %     256,093       2,236     3.49 %
    Total interest-bearing liabilities   10,795,657       70,420     2.62 %     10,421,597       69,137     2.69 %     10,285,823       85,886     3.36 %
    Demand deposits   4,685,835               4,276,586               4,267,590          
    Other noninterest-bearing liabilities   387,166               353,665               383,447          
    Total liabilities   15,868,658               15,051,848               14,936,860          
    Shareholders’ equity   2,188,322               2,160,014               2,045,622          
    Total liabilities and equity $ 18,056,980             $ 17,211,862             $ 16,982,482          
    Net interest income (tax-equivalent basis) (4)     $ 138,274             $ 121,546             $ 110,137      
    Reconciliation of Non-GAAP Financial Measures                                
                                       
    Tax-equivalent basis adjustment       (1,061 )             (1,068 )             (1,089 )    
    Net interest income (GAAP)     $ 137,213             $ 120,478             $ 109,048      
                                       
    Interest rate spread (2)(4)         2.52 %           2.28 %           1.78 %
    Interest expense as a percent of average earning assets       1.73 %           1.80 %           2.25 %
    Net interest margin (tax-equivalent basis) (3)(4)       3.40 %           3.17 %           2.89 %
    Total cost of deposits         1.80 %           1.89 %           2.32 %
                                       

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

    TOWNEBANK
    Average Balances, Yields and Rate Paid (unaudited)
    (dollars in thousands)
     
      Six Months Ended   Six Months Ended
      June 30, 2025   June 30, 2024
          Interest   Average       Interest   Average
      Average   Income/   Yield/   Average   Income/   Yield/
      Balance   Expense   Rate (1)   Balance   Expense   Rate (1)
    Assets:                      
    Loans (net of unearned income and deferred costs) $ 11,918,188     $ 323,586     5.48 %   $ 11,425,496     $ 307,186     5.41 %
    Taxable investment securities   2,538,402       44,662     3.52 %     2,404,564       40,385     3.36 %
    Tax-exempt investment securities   174,071       3,663     4.21 %     159,021       3,071     3.86 %
    Total securities   2,712,473       48,325     3.56 %     2,563,585       43,456     3.39 %
    Interest-bearing deposits   1,122,263       22,042     3.96 %     1,175,069       28,746     4.92 %
    Mortgage loans held for sale   168,251       5,423     6.45 %     141,130       4,661     6.61 %
    Total earning assets   15,921,175       399,376     5.06 %     15,305,280       384,049     5.05 %
    Less: allowance for loan losses   (128,072 )             (127,102 )        
    Total nonearning assets   1,843,652               1,745,180          
    Total assets $ 17,636,755             $ 16,923,358          
    Liabilities and Equity:                      
    Interest-bearing deposits                      
    Demand and money market $ 7,435,687     $ 82,659     2.24 %   $ 6,862,115     $ 96,146     2.82 %
    Savings   325,033       1,419     0.88 %     323,405       1,726     1.07 %
    Certificates of deposit   2,550,430       51,207     4.05 %     2,649,777       62,539     4.75 %
    Total interest-bearing deposits   10,311,150       135,285     2.65 %     9,835,297       160,411     3.28 %
    Borrowings   32,217       (642 )   (3.96 )%     156,270       4,705     5.95 %
    Subordinated debt, net   266,293       4,913     3.69 %     255,986       4,472     3.49 %
    Total interest-bearing liabilities   10,609,660       139,556     2.65 %     10,247,553       169,588     3.33 %
    Demand deposits   4,482,341               4,245,847          
    Other noninterest-bearing liabilities   370,508               387,010          
    Total liabilities   15,462,509               14,880,410          
    Shareholders’ equity   2,174,246               2,042,948          
    Total liabilities and equity $ 17,636,755             $ 16,923,358          
    Net interest income (tax-equivalent basis)(4)     $ 259,820             $ 214,461      
    Reconciliation of Non-GAAP Financial Measures                    
    Tax-equivalent basis adjustment       (2,129 )             (2,195 )    
    Net interest income (GAAP)     $ 257,691             $ 212,266      
                           
    Interest rate spread (2)(4)         2.41 %           1.72 %
    Interest expense as a percent of average earning assets       1.77 %           2.23 %
    Net interest margin (tax-equivalent basis) (3)(4)       3.29 %           2.82 %
    Total cost of deposits         1.84 %           2.29 %
                           
    (1) Yields and interest income are presented on a tax-equivalent basis using the federal statutory rate of 21%.
    (2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax-equivalent.
    (3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax-equivalent.
    (4) Non-GAAP.
    TOWNEBANK
    Consolidated Balance Sheets
    (dollars in thousands, except share data)
       
         
      June 30,   December 31,
        2025       2024  
      (unaudited)   (audited)
    ASSETS      
    Cash and due from banks $ 149,462     $ 108,750  
    Interest-bearing deposits at FRB   838,315       1,127,878  
    Interest-bearing deposits in financial institutions   123,911       102,847  
    Total Cash and Cash Equivalents   1,111,688       1,339,475  
    Securities available for sale, at fair value (amortized cost of $2,668,633 and $2,509,970, and allowance for credit losses of $1,520 and $1,326 at June 30, 2025 and December 31, 2024, respectively)   2,553,975       2,353,365  
    Securities held to maturity, at amortized cost (fair value of $196,998 and $203,883 at June 30, 2025 and December 31, 2024, respectively)   201,932       212,352  
    Less: allowance for credit losses   (67 )     (77 )
    Securities held to maturity, net of allowance for credit losses   201,865       212,275  
    Other equity securities   12,248       12,100  
    FHLB stock   13,428       12,136  
    Total Securities   2,781,516       2,589,876  
    Mortgage loans held for sale   238,742       200,460  
    Loans, net of unearned income and deferred costs   12,359,673       11,459,055  
    Less: allowance for credit losses on loans   (134,187 )     (123,923 )
    Net Loans   12,225,486       11,335,132  
    Premises and equipment, net   392,056       368,876  
    Goodwill   499,709       457,619  
    Other intangible assets, net   74,186       60,171  
    BOLI   295,434       279,802  
    Other assets   645,779       615,479  
    TOTAL ASSETS $ 18,264,596     $ 17,246,890  
           
    LIABILITIES AND EQUITY      
    Deposits:      
    Noninterest-bearing demand $ 4,754,340     $ 4,253,053  
    Interest-bearing:      
    Demand and money market accounts   7,654,317       7,329,669  
    Savings   332,108       311,841  
    Certificates of deposit   2,587,951       2,542,735  
    Total Deposits   15,328,716       14,437,298  
    Advances from the FHLB   12,838       3,218  
    Subordinated debt, net   260,430       260,001  
    Repurchase agreements and other borrowings   20,847       33,683  
    Total Borrowings   294,115       296,902  
    Other liabilities   402,823       357,063  
    TOTAL LIABILITIES   16,025,654       15,091,263  
    Preferred stock, authorized and unissued shares – 2,000,000          
    Common stock, $1.667 par value: 150,000,000 shares authorized;      
    75,421,737 and 75,255,205 shares issued at      
    June 30, 2025 and December 31, 2024, respectively   125,728       125,455  
    Capital surplus   1,130,728       1,122,147  
    Retained earnings   1,057,992       1,007,775  
    Common stock issued to deferred compensation trust, at cost:      
    1,107,681 and 1,046,121 shares at June 30, 2025 and December 31, 2024, respectively   (23,977 )     (21,868 )
    Deferred compensation trust   23,977       21,868  
    Accumulated other comprehensive income (loss)   (83,103 )     (116,045 )
    TOTAL SHAREHOLDERS’ EQUITY   2,231,345       2,139,332  
    Noncontrolling interest   7,597       16,295  
    TOTAL EQUITY   2,238,942       2,155,627  
    TOTAL LIABILITIES AND EQUITY $ 18,264,596     $ 17,246,890  
     
    TOWNEBANK
    Consolidated Statements of Income (unaudited)
    (dollars in thousands, except per share data)
                   
                   
      Three Months Ended   Six Months Ended
      June 30,   June 30,
        2025       2024       2025       2024  
    INTEREST INCOME:              
    Loans, including fees $ 169,772     $ 154,549     $ 322,093     $ 305,523  
    Investment securities   24,850       22,928       47,689       42,924  
    Interest-bearing deposits in financial institutions and federal funds sold   10,241       14,512       22,042       28,746  
    Mortgage loans held for sale   2,770       2,945       5,423       4,661  
    Total interest income   207,633       194,934       397,247       381,854  
    INTEREST EXPENSE:              
    Deposits   68,152       82,023       135,285       160,411  
    Advances from the FHLB   124       942       149       3,380  
    Subordinated debt, net   2,609       2,236       4,913       4,472  
    Repurchase agreements and other borrowings   (465 )     685       (791 )     1,325  
    Total interest expense   70,420       85,886       139,556       169,588  
    Net interest income   137,213       109,048       257,691       212,266  
    PROVISION FOR CREDIT LOSSES   6,410       (177 )     8,830       (1,054 )
    Net interest income after provision for credit losses   130,803       109,225       248,861       213,320  
    NONINTEREST INCOME:              
    Residential mortgage banking income, net   13,561       13,422       23,922       23,899  
    Insurance commissions and related income, net   25,677       24,031       52,102       49,570  
    Property management income, net   15,556       14,312       35,056       31,085  
    Service charges on deposit accounts   3,642       3,353       6,969       6,431  
    Credit card merchant fees, net   1,794       1,662       3,491       3,213  
    Investment commissions, net   3,158       2,580       6,233       4,923  
    BOLI   1,992       3,238       3,864       5,080  
    Gain on sale of equity investment               2,000        
    Other income   4,849       3,324       8,158       5,531  
    Net gain on investment securities                     74  
    Total noninterest income   70,229       65,922       141,795       129,806  
    NONINTEREST EXPENSE:              
    Salaries and employee benefits   78,362       71,349       153,440       142,726  
    Occupancy   9,791       9,717       19,124       19,139  
    Furniture and equipment   4,770       4,634       9,392       9,112  
    Amortization – intangibles   3,979       3,298       7,005       6,544  
    Software   6,835       7,056       13,128       13,156  
    Data processing   4,510       4,606       8,344       8,522  
    Professional fees   2,539       3,788       5,192       6,968  
    Advertising and marketing   3,228       3,524       7,701       8,106  
    FDIC and other insurance   3,032       2,133       5,893       6,491  
    Acquisition related expenses   18,737       19       19,157       614  
    Other expenses   14,882       13,860       32,825       28,197  
    Total noninterest expense   150,665       123,984       281,201       249,575  
    Income before income tax expense and noncontrolling interest   50,367       51,163       109,455       93,551  
    Provision for income tax expense   11,098       8,124       19,299       15,385  
    Net income $ 39,269     $ 43,039     $ 90,156     $ 78,166  
    Net income attributable to noncontrolling interest   (432 )     (183 )     (727 )     (623 )
    Net income attributable to TowneBank $ 38,837     $ 42,856     $ 89,429     $ 77,543  
    Per common share information              
    Basic earnings $ 0.52     $ 0.57     $ 1.19     $ 1.04  
    Diluted earnings $ 0.51     $ 0.57     $ 1.19     $ 1.03  
    Cash dividends declared $ 0.27     $ 0.25     $ 0.52     $ 0.50  
    TOWNEBANK
    Consolidated Balance Sheets – Five Quarter Trend
    (dollars in thousands, except share data)
     
                       
      June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
      (unaudited)   (unaudited)   (audited)   (unaudited)   (unaudited)
    ASSETS                  
    Cash and due from banks $ 149,462     $ 126,526     $ 108,750     $ 131,068     $ 140,028  
    Interest-bearing deposits at FRB   838,315       1,090,555       1,127,878       1,061,596       1,062,115  
    Interest-bearing deposits in financial institutions   123,911       100,249       102,847       103,400       99,303  
    Total Cash and Cash Equivalents   1,111,688       1,317,330       1,339,475       1,296,064       1,301,446  
    Securities available for sale   2,553,975       2,470,171       2,353,365       2,363,176       2,250,679  
    Securities held to maturity   201,932       202,018       212,352       212,422       212,488  
    Less: allowance for credit losses   (67 )     (68 )     (77 )     (77 )     (79 )
    Securities held to maturity, net of allowance for credit losses   201,865       201,950       212,275       212,345       212,409  
    Other equity securities   12,248       12,223       12,100       12,681       13,566  
    FHLB stock   13,428       12,425       12,136       12,134       12,134  
    Total Securities   2,781,516       2,696,769       2,589,876       2,600,336       2,488,788  
    Mortgage loans held for sale   238,742       168,510       200,460       264,320       200,762  
    Loans, net of unearned income and deferred costs   12,359,673       11,652,746       11,459,055       11,412,518       11,451,747  
    Less: allowance for credit losses   (134,187 )     (126,131 )     (123,923 )     (123,191 )     (125,552 )
    Net Loans   12,225,486       11,526,615       11,335,132       11,289,327       11,326,195  
    Premises and equipment, net   392,056       373,111       368,876       365,764       340,348  
    Goodwill   499,709       457,619       457,619       457,619       457,619  
    Other intangible assets, net   74,186       57,145       60,171       63,265       65,460  
    BOLI   295,434       280,344       279,802       279,325       277,434  
    Other assets   645,779       634,437       615,479       572,000       610,791  
    TOTAL ASSETS $ 18,264,596     $ 17,511,880     $ 17,246,890     $ 17,188,020     $ 17,068,843  
    LIABILITIES AND EQUITY                  
    Deposits:                  
    Noninterest-bearing demand $ 4,754,340     $ 4,313,553     $ 4,253,053     $ 4,267,628     $ 4,303,773  
    Interest-bearing:                  
    Demand and money market accounts   7,654,317       7,463,355       7,329,669       6,990,103       6,940,086  
    Savings   332,108       312,151       311,841       319,970       312,881  
    Certificates of deposit   2,587,951       2,519,489       2,542,735       2,785,469       2,715,848  
    Total Deposits   15,328,716       14,608,548       14,437,298       14,363,170       14,272,588  
    Advances from the FHLB   12,838       3,029       3,218       3,405       3,591  
    Subordinated debt, net   260,430       260,198       260,001       256,444       256,227  
    Repurchase agreements and other borrowings   20,847       20,875       33,683       30,970       35,351  
    Total Borrowings   294,115       284,102       296,902       290,819       295,169  
    Other liabilities   402,823       402,252       357,063       371,316       411,770  
    TOTAL LIABILITIES   16,025,654       15,294,902       15,091,263       15,025,305       14,979,527  
                       
    Preferred stock                            
    Common stock, $1.667 par value   125,728       125,679       125,455       125,139       125,090  
    Capital surplus   1,131,536       1,123,330       1,122,147       1,117,279       1,115,759  
    Retained earnings   1,057,184       1,039,518       1,007,775       985,343       961,162  
    Common stock issued to deferred compensation                  
    trust, at cost   (23,977 )     (21,969 )     (21,868 )     (22,224 )     (22,756 )
    Deferred compensation trust   23,977       21,969       21,868       22,224       22,756  
    Accumulated other comprehensive income (loss)   (83,103 )     (87,869 )     (116,045 )     (81,482 )     (129,224 )
    TOTAL SHAREHOLDERS’ EQUITY   2,231,345       2,200,658       2,139,332       2,146,279       2,072,787  
    Noncontrolling interest   7,597       16,320       16,295       16,436       16,529  
    TOTAL EQUITY   2,238,942       2,216,978       2,155,627       2,162,715       2,089,316  
    TOTAL LIABILITIES AND EQUITY $ 18,264,596     $ 17,511,880     $ 17,246,890     $ 17,188,020     $ 17,068,843  
    TOWNEBANK
    Consolidated Statements of Income – Five Quarter Trend (unaudited)
    (dollars in thousands, except share data)
       
       
      Three Months Ended
      June 30,   March 31,   December 31,   September 30,   June 30,
        2025       2025       2024       2024       2024  
    INTEREST INCOME:                  
    Loans, including fees $ 169,772     $ 152,322     $ 154,933     $ 155,792     $ 154,549  
    Investment securities   24,850       22,839       22,236       22,334       22,928  
    Interest-bearing deposits in financial institutions and federal funds sold   10,241       11,801       15,796       15,249       14,512  
    Mortgage loans held for sale   2,770       2,653       3,087       3,247       2,945  
    Total interest income   207,633       189,615       196,052       196,622       194,934  
    INTEREST EXPENSE:                  
    Deposits   68,152       67,133       75,885       82,128       82,023  
    Advances from the FHLB   124       25       26       29       942  
    Subordinated debt, net   2,609       2,304       2,261       2,237       2,236  
    Repurchase agreements and other borrowings   (465 )     (325 )     (177 )     (54 )     685  
    Total interest expense   70,420       69,137       77,995       84,340       85,886  
    Net interest income   137,213       120,478       118,057       112,282       109,048  
    PROVISION FOR CREDIT LOSSES   6,410       2,420       1,606       (1,100 )     (177 )
    Net interest income after provision for credit losses   130,803       118,058       116,451       113,382       109,225  
    NONINTEREST INCOME:                  
    Residential mortgage banking income, net   13,561       10,361       11,272       11,786       13,422  
    Insurance commissions and related income, net   25,677       26,424       23,265       25,727       24,031  
    Property management income, net   15,556       19,500       8,186       11,221       14,312  
    Service charges on deposit accounts   3,642       3,327       3,289       3,117       3,353  
    Credit card merchant fees, net   1,794       1,697       1,486       1,830       1,662  
    Investment commissions, net   3,158       3,075       3,195       2,835       2,580  
    BOLI   1,992       1,872       4,478       1,886       3,238  
    Other income   4,849       5,310       3,932       3,834       3,324  
    Total noninterest income   70,229       71,566       59,103       62,236       65,922  
    NONINTEREST EXPENSE:                  
    Salaries and employee benefits   78,362       75,078       74,399       72,123       71,349  
    Occupancy   9,791       9,333       9,819       9,351       9,717  
    Furniture and equipment   4,770       4,621       4,850       4,657       4,634  
    Amortization – intangibles   3,979       3,026       3,095       3,130       3,298  
    Software   6,835       6,293       6,870       6,790       7,056  
    Data processing   4,510       3,835       3,788       4,701       4,606  
    Professional fees   2,539       2,653       3,446       4,720       3,788  
    Advertising and marketing   3,228       4,472       3,359       4,162       3,524  
    Other expenses   36,651       21,225       17,815       17,266       16,012  
    Total noninterest expense   150,665       130,536       127,441       126,900       123,984  
    Income before income tax expense and noncontrolling interest   50,367       59,088       48,113       48,718       51,163  
    Provision for income tax expense   11,098       8,201       6,672       5,592       8,124  
    Net income   39,269       50,887       41,441       43,126       43,039  
    Net income attributable to noncontrolling interest   (432 )     (295 )     (176 )     (177 )     (183 )
    Net income attributable to TowneBank $ 38,837     $ 50,592     $ 41,265     $ 42,949     $ 42,856  
    Per common share information                  
    Basic earnings $ 0.52     $ 0.67     $ 0.55     $ 0.57     $ 0.57  
    Diluted earnings $ 0.51     $ 0.67     $ 0.55     $ 0.57     $ 0.57  
    Basic weighted average shares outstanding   75,240,678       75,149,668       75,034,688       74,940,827       74,925,877  
    Diluted weighted average shares outstanding   75,540,822       75,527,713       75,318,578       75,141,661       75,037,955  
    Cash dividends declared $ 0.27     $ 0.25     $ 0.25     $ 0.25     $ 0.25  
    TOWNEBANK
    Banking Segment Financial Information (unaudited)
    (dollars in thousands)
     
                       
      Three Months Ended   Six Months Ended   Increase/(Decrease)
      June 30,   March 31,   June 30,   YTD 2025 over 2024
        2025       2024       2025       2025       2024     Amount   Percent
    Revenue                          
    Net interest income $ 136,325     $ 108,029     $ 119,584     $ 255,909     $ 210,711     $ 45,198     21.45 %
    Service charges on deposit accounts   3,642       3,353       3,327       6,969       6,431       538     8.37 %
    Credit card merchant fees   1,794       1,662       1,697       3,491       3,213       278     8.65 %
    Investment commissions, net   3,158       2,580       3,075       6,233       4,923       1,310     26.61 %
    Other income   5,750       4,839       6,495       12,244       8,268       3,976     48.09 %
    Subtotal   14,344       12,434       14,594       28,937       22,835       6,102     26.72 %
    Net gain/(loss) on investment securities                           74       (74 )   (100.00 )%
    Total noninterest income   14,344       12,434       14,594       28,937       22,909       6,028     26.31 %
    Total revenue   150,669       120,463       134,178       284,846       233,620       51,226     21.93 %
                               
    Provision for credit losses   6,212       (170 )     2,367       8,579       (1,146 )     9,725     (848.60 )%
                               
    Expenses                          
    Salaries and employee benefits   52,850       46,640       49,684       102,534       93,113       9,421     10.12 %
    Occupancy   7,342       7,194       6,979       14,321       14,254       67     0.47 %
    Furniture and equipment   4,081       3,810       3,808       7,889       7,458       431     5.78 %
    Amortization of intangible assets   1,969       1,117       981       2,951       2,280       671     29.43 %
    Software   4,427       4,422       4,022       8,449       8,476       (27 )   (0.32 )%
    Data processing   2,840       2,609       2,609       5,448       5,157       291     5.64 %
    Accounting and professional fees   1,934       3,146       2,010       3,944       5,805       (1,861 )   (32.06 )%
    Advertising and marketing   1,883       1,610       2,897       4,780       4,618       162     3.51 %
    FDIC and other insurance   2,676       1,861       2,590       5,267       5,983       (716 )   (11.97 )%
    Acquisition related   17,256             420       17,676       147       17,529     N/M
    Other expenses   11,276       9,939       11,971       23,246       20,355       2,891     14.20 %
    Total expenses   108,534       82,348       87,971       196,505       167,646       28,859     17.21 %
    Income before income tax, corporate allocation and noncontrolling interest   35,923       38,285       43,840       79,762       67,120       12,642     18.83 %
    Corporate allocation   1,535       1,232       1,396       2,931       2,301       630     27.38 %
    Income before income tax provision and noncontrolling interest   37,458       39,517       45,236       82,693       69,421       13,272     19.12 %
    Provision for income tax expense   7,814       5,130       4,681       12,495       9,235       3,260     35.30 %
    Net income   29,644       34,387       40,555       70,198       60,186       10,012     16.64 %
    Noncontrolling interest   (124 )     (58 )     42       (82 )     62       (144 )   (232.26 )%
    Net income attributable to TowneBank $ 29,520     $ 34,329     $ 40,597     $ 70,116     $ 60,248     $ 9,868     16.38 %
                               
    Efficiency ratio (non-GAAP)   70.73 %     67.43 %     64.83 %     67.95 %     70.81 %     (2.86 )%   (4.04 )%
    TOWNEBANK
    Mortgage Segment Financial Information (unaudited)
    (dollars in thousands)
     
           
      Three Months Ended   Six Months Ended   Increase/(Decrease)
      June 30,   March 31,   June 30,   YTD 2025 over 2024
        2025       2024       2025       2025       2024     Amount   Percent
    Revenue                          
    Residential mortgage brokerage income, net $ 14,083     $ 13,997     $ 10,580     $ 24,664     $ 24,795     $ (131 )   (0.53 )%
    Income (loss) from unconsolidated subsidiary   83       68       42       125       97       28     28.87 %
    Net interest and other income   1,095       1,230       1,110       2,205       1,999       206     10.31 %
    Total revenue   15,261       15,295       11,732       26,994       26,891       103     0.38 %
                               
    Provision for credit losses   198       (7 )     53       251       92       159     172.83 %
                               
    Expenses                          
    Salaries and employee benefits   7,315       6,803       7,031       14,346       13,459       887     6.59 %
    Occupancy   1,098       1,062       939       2,036       2,124       (88 )   (4.14 )%
    Furniture and equipment   151       149       195       346       327       19     5.81 %
    Amortization of intangible assets         144                   287       (287 )   (100.00 )%
    Software   790       876       727       1,517       1,663       (146 )   (8.78 )%
    Data processing   198       170       163       360       318       42     13.21 %
    Accounting and professional fees   157       142       226       383       376       7     1.86 %
    Advertising and marketing   420       448       389       809       830       (21 )   (2.53 )%
    FDIC and other insurance   117       94       96       213       196       17     8.67 %
    Acquisition related   1,481                   1,481             1,481     100.00 %
    Other expenses   2,728       2,535       2,461       5,191       4,757       434     9.12 %
    Total expenses   14,455       12,423       12,227       26,682       24,337       2,345     9.64 %
                               
    Income before income tax, corporate allocation and noncontrolling interest   608       2,879       (548 )     61       2,462       (2,401 )   (97.52 )%
    Corporate allocation   (519 )     (490 )     (350 )     (869 )     (838 )     (31 )   3.70 %
    Income before income tax provision and noncontrolling interest   89       2,389       (898 )     (808 )     1,624       (2,432 )   (149.75 )%
    Provision for income tax expense   (41 )     482       (240 )     (281 )     280       (561 )   (200.36 )%
    Net income   130       1,907       (658 )     (527 )     1,344       (1,871 )   (139.21 )%
    Noncontrolling interest   (308 )     (411 )     (117 )     (425 )     (526 )     101     19.20 %
    Net income attributable to TowneBank $ (178 )   $ 1,496     $ (775 )   $ (952 )   $ 818     $ (1,770 )   (216.38 )%
                               
    Efficiency ratio excluding gain on equity investment (non-GAAP)   94.72 %     80.28 %     104.22 %     98.84 %     89.44 %     9.40 %   10.51 %
    TOWNEBANK
    Resort Property Management Segment Financial Information (unaudited)
    (dollars in thousands)
     
           
      Three Months Ended   Six Months Ended   Increase/(Decrease)
      June 30,   March 31,   June 30,   YTD 2025 over 2024
        2025       2024       2025       2025       2024     Amount   Percent
    Revenue                          
    Property management fees, net $ 15,556     $ 14,312     $ 19,500       35,056       31,085       3,971     12.77 %
    Net interest and other income   24       85       13       37       102       (65 )   (63.73 )%
    Total revenue   15,580       14,397       19,513       35,093       31,187       3,906     12.52 %
                               
    Expenses                          
    Salaries and employee benefits   5,250       5,567       5,448       10,698       11,099       (401 )   (3.61 )%
    Occupancy   574       749       614       1,189       1,257       (68 )   (5.41 )%
    Furniture and equipment   385       447       405       791       863       (72 )   (8.34 )%
    Amortization of intangible assets   637       637       637       1,273       1,170       103     8.80 %
    Software   877       923       859       1,736       1,531       205     13.39 %
    Data processing   1,339       1,720       944       2,283       2,822       (539 )   (19.10 )%
    Accounting and professional fees   236       320       126       362       472       (110 )   (23.31 )%
    Advertising and marketing   750       1,333       892       1,641       2,371       (730 )   (30.79 )%
    FDIC and other insurance   113       74       67       180       109       71     65.14 %
    Acquisition related         19                   466       (466 )   (100.00 )%
    Other expenses   427       482       2,613       3,040       1,424       1,616     113.48 %
    Total expenses   10,588       12,271       12,605       23,193       23,584       (391 )   (1.66 )%
                               
    Income before income tax, corporate allocation and noncontrolling interest   4,992       2,126       6,908       11,900       7,603       4,297     56.52 %
    Corporate allocation   (316 )           (320 )     (636 )           (636 )   N/M
    Income before income tax provision and noncontrolling interest   4,676       2,126       6,588       11,264       7,603       3,661     48.15 %
    Provision for income tax expense   1,227       681       1,629       2,856       2,039       817     40.07 %
    Net income   3,449       1,445       4,959       8,408       5,564       2,844     51.11 %
    Noncontrolling interest         286       (220 )     (220 )     (159 )     (61 )   (38.36 )%
    Net income attributable to TowneBank $ 3,449     $ 1,731     $ 4,739     $ 8,188     $ 5,405     $ 2,783     51.49 %
                               
    Efficiency ratio excluding gain on equity investment (non-GAAP)   63.87 %     80.81 %     61.33 %     62.46 %     71.87 %     (9.41 )%   (13.09 )%
    TOWNEBANK
    Insurance Segment Financial Information (unaudited)
    (dollars in thousands)
     
                       
      Three Months Ended   Six Months Ended   Increase/(Decrease)
      June 30,   March 31,   June 30,   YTD 2025 over 2024
        2025       2024       2025       2025       2024     Amount   Percent
    Commission and fee income                          
    Property and casualty $ 23,306     $ 22,225     $ 23,322     $ 46,629     $ 42,947     $ 3,682     8.57 %
    Employee benefits   4,596       4,404       4,725       9,320       9,230       90     0.98 %
    Specialized benefit services                           9       (9 )   (100.00 )%
    Total commissions and fees   27,902       26,629       28,047       55,949       52,186       3,763     7.21 %
                               
    Contingency and bonus revenue   3,034       2,951       3,620       6,654       7,454       (800 )   (10.73 )%
    Other income   4       6       4       8       17       (9 )   (52.94 )%
    Total revenue   30,940       29,586       31,671       62,611       59,657       2,954     4.95 %
                               
    Employee commission expense   5,008       4,771       5,050       10,058       9,283       775     8.35 %
    Revenue, net of commission expense   25,932       24,815       26,621       52,553       50,374       2,179     4.33 %
                               
    Salaries and employee benefits   12,947       12,339       12,915       25,862       25,055       807     3.22 %
    Occupancy   777       712       801       1,578       1,504       74     4.92 %
    Furniture and equipment   153       228       213       366       464       (98 )   (21.12 )%
    Amortization of intangible assets   1,373       1,400       1,408       2,781       2,807       (26 )   (0.93 )%
    Software   741       835       685       1,426       1,486       (60 )   (4.04 )%
    Data processing   133       107       119       253       225       28     12.44 %
    Accounting and professional fees   212       180       291       503       315       188     59.68 %
    Advertising and marketing   175       133       294       471       287       184     64.11 %
    FDIC and other insurance   126       104       107       233       203       30     14.78 %
    Acquisition related                           1       (1 )   (100.00 )%
    Other expenses   451       904       900       1,348       1,661       (313 )   (18.84 )%
    Total operating expenses   17,088       16,942       17,733       34,821       34,008       813     2.39 %
    Income before income tax, corporate allocation and noncontrolling interest   8,844       7,873       8,888       17,732       16,366       1,366     8.35 %
    Corporate allocation   (700 )     (742 )     (726 )     (1,426 )     (1,463 )     37     2.53 %
    Income before income tax provision and noncontrolling interest   8,144       7,131       8,162       16,306       14,903       1,403     9.41 %
    Provision for income tax expense   2,098       1,831       2,131       4,229       3,831       398     10.39 %
    Net income   6,046       5,300       6,031       12,077       11,072       1,005     9.08 %
    Noncontrolling interest                                     %
    Net income attributable to TowneBank $ 6,046     $ 5,300     $ 6,031     $ 12,077     $ 11,072     $ 1,005     9.08 %
                               
    Provision for income taxes   2,098       1,831       2,131       4,229       3,831       398     10.39 %
    Depreciation, amortization and interest expense   1,489       1,528       1,527       3,016       3,083       (67 )   (2.17 )%
    EBITDA (non-GAAP) $ 9,633     $ 8,659     $ 9,689     $ 19,322     $ 17,986     $ 1,336     7.43 %
                               
    Efficiency ratio (non-GAAP)   60.60 %     62.63 %     61.32 %     60.97 %     61.94 %     (0.97 )%   (1.57 )%
    TOWNEBANK
    Reconciliation of Non-GAAP Financial Measures
    (dollars in thousands)
             
      Three Months Ended   Six Months Ended
      June 30,   June 30,   March 31,   June 30,   June 30,
        2025       2024       2025       2025       2024  
                       
    Return on average assets (GAAP)   0.86 %     1.01 %     1.19 %     1.02 %     0.92 %
    Impact of excluding average goodwill and other intangibles and amortization   0.10 %     0.10 %     0.10 %     0.10 %     0.09 %
    Return on average tangible assets (non-GAAP)   0.96 %     1.11 %     1.29 %     1.12 %     1.01 %
                       
    Return on average equity (GAAP)   7.12 %     8.43 %     9.50 %     8.29 %     7.63 %
    Impact of excluding average goodwill and other intangibles and amortization   3.27 %     3.60 %     3.58 %     3.44 %     3.32 %
    Return on average tangible equity (non-GAAP)   10.39 %     12.03 %     13.08 %     11.73 %     10.95 %
                       
    Return on average common equity (GAAP)   7.14 %     8.49 %     9.57 %     8.34 %     7.69 %
    Impact of excluding average goodwill and other intangibles and amortization   3.30 %     3.67 %     3.64 %     3.48 %     3.38 %
    Return on average tangible common equity (non-GAAP)   10.44 %     12.16 %     13.21 %     11.82 %     11.07 %
                       
    Book value (GAAP) $ 29.58     $ 27.62     $ 29.19     $ 29.58     $ 27.62  
    Impact of excluding average goodwill and other intangibles and amortization   (7.60 )     (6.97 )     (6.83 )     (7.60 )     (6.97 )
    Tangible book value (non-GAAP) $ 21.98     $ 20.65     $ 22.36     $ 21.98     $ 20.65  
                       
    Efficiency ratio (GAAP)   72.63 %     70.86 %     67.97 %     70.39 %     72.96 %
    Impact of exclusions   (1.92 )%     (1.88 )%     (0.87 )%     (1.41 )%     (1.90 )%
    Efficiency ratio (non-GAAP)   70.71 %     68.98 %     67.10 %     68.98 %     71.06 %
                       
    Average assets (GAAP) $ 18,056,980     $ 16,982,482     $ 17,211,862     $ 17,636,755     $ 16,923,358  
    Less: average goodwill and intangible assets   567,250       525,122       516,661       542,095       523,899  
    Average tangible assets (non-GAAP) $ 17,489,730     $ 16,457,360     $ 16,695,201     $ 17,094,660     $ 16,399,459  
                       
    Average equity (GAAP) $ 2,188,322     $ 2,045,622     $ 2,160,014     $ 2,174,246     $ 2,042,948  
    Less: average goodwill and intangible assets   567,250       525,122       516,661       542,095       523,899  
    Average tangible equity (non-GAAP) $ 1,621,072     $ 1,520,500     $ 1,643,353     $ 1,632,151     $ 1,519,049  
                       
    Average common equity (GAAP) $ 2,180,687     $ 2,029,150     $ 2,143,806     $ 2,162,348     $ 2,026,659  
    Less: average goodwill and intangible assets   567,250       525,122       516,661       542,095       523,899  
    Average tangible common equity (non-GAAP) $ 1,613,437     $ 1,504,028     $ 1,627,145     $ 1,620,253     $ 1,502,760  
                       
    Net income (GAAP) $ 38,837     $ 42,856     $ 50,592     $ 89,429     $ 77,543  
    Amortization of intangibles, net of tax   3,143       2,605       2,391       5,534       5,170  
    Tangible net income (non-GAAP) $ 41,980     $ 45,461     $ 52,983     $ 94,963     $ 82,713  
                       
    Total revenue (GAAP) $ 207,442     $ 174,970     $ 192,044     $ 399,486     $ 342,072  
    Net (gain)/loss on investment securities/equity investments               (2,000 )     (2,000 )     (74 )
    Total revenue for efficiency calculation (non-GAAP) $ 207,442     $ 174,970     $ 190,044     $ 397,486     $ 341,998  
                       
    Noninterest expense (GAAP) $ 150,665     $ 123,984     $ 130,536     $ 281,201     $ 249,575  
    Less: amortization of intangibles   3,979       3,298       3,026       7,005       6,544  
    Noninterest expense net of amortization (non-GAAP) $ 146,686     $ 120,686     $ 127,510     $ 274,196     $ 243,031  
    TOWNEBANK
    Reconciliation of Non-GAAP Financial Measures
    (dollars in thousands, except per share data)
                         
                         
    Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability   Three Months Ended
        June 30,   March 31,   December 31,   September 30,   June 30,
          2025       2025       2024       2024       2024  
    Net income available to common shareholders (GAAP)   $ 38,837     $ 50,592     $ 41,265     $ 42,949     $ 42,856  
                         
    Adjustments                    
    Plus: Acquisition-related expenses, net of tax     15,291       389       250       460       18  
    Plus: Initial provision for acquired loans, net of tax     4,926                          
    Plus: FDIC special assessment, net of tax                             (310 )
    Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests     2,286                          
    Less: Gain on sale of equity investments, net of noncontrolling interest                 (99 )     (16 )      
    Total adjustments, net of taxes     22,503       389       151       444       (292 )
    Core operating earnings, excluding certain items affecting comparability (non-GAAP)   $ 61,340     $ 50,981     $ 41,416     $ 43,393     $ 42,564  
    Annualized interest impact of Series IV Notes, net of tax     42       42                    
    Core net income for diluted EPS (non-GAAP)   $ 61,382     $ 51,023     $ 41,416     $ 43,393     $ 42,564  
                         
    Weighted average diluted shares     75,540,822       75,527,713       75,318,578       75,141,661       75,037,955  
    Diluted EPS (GAAP)   $ 0.51     $ 0.67     $ 0.55     $ 0.57     $ 0.57  
    Diluted EPS, excluding certain items affecting comparability (non-GAAP)   $ 0.81     $ 0.68     $ 0.55     $ 0.58     $ 0.57  
    Average assets   $ 18,056,980     $ 17,211,862     $ 17,349,128     $ 17,028,141     $ 16,982,482  
    Average tangible equity   $ 1,621,072     $ 1,643,353     $ 1,628,420     $ 1,582,830     $ 1,520,500  
    Average tangible common equity   $ 1,613,437     $ 1,627,145     $ 1,612,087     $ 1,566,455     $ 1,504,028  
    Return on average assets, excluding certain items affecting comparability (non-GAAP)     1.36 %     1.20 %     0.95 %     1.01 %     1.01 %
    Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)     15.95 %     13.17 %     10.72 %     11.53 %     11.95 %
    Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)     16.03 %     13.30 %     10.82 %     11.65 %     12.08 %
    Efficiency ratio, excluding certain items affecting comparability (non-GAAP)     61.68 %     66.87 %     70.12 %     70.67 %     68.96 %
    TOWNEBANK
    Reconciliation of Non-GAAP Financial Measures
    (dollars in thousands, except per share data)
             
             
    Reconciliation of GAAP Earnings to Operating Earnings Excluding Certain Items Affecting Comparability   Six Months Ended
        June 30,   June 30,
          2025       2024  
    Net income (GAAP)   $ 89,429     $ 77,543  
             
    Adjustments        
    Plus: Acquisition-related expenses, net of tax     15,680       582  
    Plus: FDIC special assessment, net of tax           711  
    Plus: Initial provision for acquired loans, net of tax     4,926        
    Plus: Resort Property Management deferred tax adjustment for repurchase of noncontrolling interests     2,286        
    Total adjustments, net of taxes     22,892       1,293  
    Core operating earnings, excluding certain items affecting comparability (non-GAAP)   $ 112,321     $ 78,836  
    Annualized interest impact of Series IV Notes, net of tax     84        
    Core net income for diluted EPS (non-GAAP)   $ 112,405     $ 78,836  
    Weighted average diluted shares     75,535,484       75,002,469  
    Diluted EPS (GAAP)   $ 1.19     $ 1.03  
    Diluted EPS, excluding certain items affecting comparability (non-GAAP)   $ 1.49     $ 1.05  
    Average assets   $ 17,636,755     $ 16,923,358  
    Average tangible equity   $ 1,632,151     $ 1,519,049  
    Average tangible common equity   $ 1,620,253     $ 1,502,760  
    Return on average assets, excluding certain items affecting comparability (non-GAAP)     1.28 %     0.94 %
    Return on average tangible equity, excluding certain items affecting comparability (non-GAAP)     14.56 %     11.12 %
    Return on average common tangible equity, excluding certain items affecting comparability (non-GAAP)     14.67 %     11.24 %
    Efficiency ratio, excluding certain items affecting comparability (non-GAAP)     64.16 %     70.88 %
             

    The MIL Network

  • MIL-OSI: Kandji Announces Vulnerability Response to Bolster Cyber Resilience for Apple Devices in the Enterprise

    Source: GlobeNewswire (MIL-OSI)

    MIAMI, July 23, 2025 (GLOBE NEWSWIRE) — Kandji, the Apple endpoint security platform, today announced Vulnerability Response, a new feature within their Vulnerability Management product that enables customers to configure accelerated software updates for over 200 Mac applications based on the severity of detected vulnerabilities. With the launch of Vulnerability Response, Kandji boosts efficiency and reduces operational overhead in the enterprise through automated vulnerability remediation.

    According to the Verizon 2025 Data Breach Investigations Report (DBIR), 20% of breaches in 2024 were directly attributed to attackers exploiting known, unpatched vulnerabilities. Despite this, nearly three-quarters of companies take over a month to remediate vulnerabilities after they’ve been detected, giving hackers time to exploit gaps in the environment. While other vulnerability tools tout remediation capabilities, they require the integration of additional tools with separate endpoint agents.

    Vulnerability Response builds upon Kandji’s Vulnerability Management and Device Management solutions to deliver a streamlined approach to endpoint risk reduction. The feature empowers users to set up automated patching using vulnerability severity as a trigger to determine whether an update should be enforced and specify its enforcement timeframe.

    ​”Today’s IT and security teams ​waste hours every day managing tools instead of managing risk,” said Justin Safdie, GM of Endpoint Security at ​Kandji. “Teams are toggling between platforms, creating tickets, and chasing down patches. ​This isn’t just inefficient–it makes it virtually impossible for time-strapped teams to reduce risk at the pace required. K​andji Vulnerability Response eliminates much of the operational overhead by automating the remediation workflow for hundreds of apps, so security professionals can focus on what matters: protecting the business.”

    Key highlights of Kandji’s Vulnerability Response include:

    • Eliminates manual patch management: Instantly trigger updates based on vulnerability severity to save time, reduce human error, and free up teams to focus on strategic work instead of repetitive tasks.
    • Accelerates time-to-remediation and reduces risk exposure: Enforce severity-based update timeframes to ensure vulnerabilities are addressed before attackers can take advantage of them.
    • Maintains superior user experience without sacrificing security: Unified endpoint agent for device management and vulnerability management handles updates with intelligent automation: deploying updates silently when possible, and prompting users to update before the deadline.
    • Automates remediation without extra resources: Meet security and compliance standards by building a repeatable and compliant patch process that doesn’t require extra headcount.

    Kandji Vulnerability Response is the latest cybersecurity solution available to Kandji Vulnerability Management customers. Kandji’s security suite also includes Endpoint Detection & Response, and Device Management.

    For more information please visit: https://www.kandji.io/vulnerability-management/

    Helpful Links

    About Kandji:
    Kandji is the Apple endpoint security platform. With Kandji, devices transform themselves into enterprise-ready endpoints, equipped with proactive threat protection and the right apps and settings. Through advanced automation and thoughtful experiences, Kandji delivers much-needed harmony to the way IT and InfoSec teams keep their organizations secure and productive.

    Media Contact
    Erica Anderson
    pr@kandji.io

    The MIL Network

  • MIL-OSI: Kandji Announces Vulnerability Response to Bolster Cyber Resilience for Apple Devices in the Enterprise

    Source: GlobeNewswire (MIL-OSI)

    MIAMI, July 23, 2025 (GLOBE NEWSWIRE) — Kandji, the Apple endpoint security platform, today announced Vulnerability Response, a new feature within their Vulnerability Management product that enables customers to configure accelerated software updates for over 200 Mac applications based on the severity of detected vulnerabilities. With the launch of Vulnerability Response, Kandji boosts efficiency and reduces operational overhead in the enterprise through automated vulnerability remediation.

    According to the Verizon 2025 Data Breach Investigations Report (DBIR), 20% of breaches in 2024 were directly attributed to attackers exploiting known, unpatched vulnerabilities. Despite this, nearly three-quarters of companies take over a month to remediate vulnerabilities after they’ve been detected, giving hackers time to exploit gaps in the environment. While other vulnerability tools tout remediation capabilities, they require the integration of additional tools with separate endpoint agents.

    Vulnerability Response builds upon Kandji’s Vulnerability Management and Device Management solutions to deliver a streamlined approach to endpoint risk reduction. The feature empowers users to set up automated patching using vulnerability severity as a trigger to determine whether an update should be enforced and specify its enforcement timeframe.

    ​”Today’s IT and security teams ​waste hours every day managing tools instead of managing risk,” said Justin Safdie, GM of Endpoint Security at ​Kandji. “Teams are toggling between platforms, creating tickets, and chasing down patches. ​This isn’t just inefficient–it makes it virtually impossible for time-strapped teams to reduce risk at the pace required. K​andji Vulnerability Response eliminates much of the operational overhead by automating the remediation workflow for hundreds of apps, so security professionals can focus on what matters: protecting the business.”

    Key highlights of Kandji’s Vulnerability Response include:

    • Eliminates manual patch management: Instantly trigger updates based on vulnerability severity to save time, reduce human error, and free up teams to focus on strategic work instead of repetitive tasks.
    • Accelerates time-to-remediation and reduces risk exposure: Enforce severity-based update timeframes to ensure vulnerabilities are addressed before attackers can take advantage of them.
    • Maintains superior user experience without sacrificing security: Unified endpoint agent for device management and vulnerability management handles updates with intelligent automation: deploying updates silently when possible, and prompting users to update before the deadline.
    • Automates remediation without extra resources: Meet security and compliance standards by building a repeatable and compliant patch process that doesn’t require extra headcount.

    Kandji Vulnerability Response is the latest cybersecurity solution available to Kandji Vulnerability Management customers. Kandji’s security suite also includes Endpoint Detection & Response, and Device Management.

    For more information please visit: https://www.kandji.io/vulnerability-management/

    Helpful Links

    About Kandji:
    Kandji is the Apple endpoint security platform. With Kandji, devices transform themselves into enterprise-ready endpoints, equipped with proactive threat protection and the right apps and settings. Through advanced automation and thoughtful experiences, Kandji delivers much-needed harmony to the way IT and InfoSec teams keep their organizations secure and productive.

    Media Contact
    Erica Anderson
    pr@kandji.io

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Highlights for the fourth quarter of fiscal 2025:

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

    Dividend Declared:

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

    Conference Call:

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

    Balance Sheet Summary:

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

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

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

                                   
    Summary Loan Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands)   2025   2025   2024   2024   2024
                                   
    1-4 residential real estate   $ 991,553   $ 978,908   $ 967,196   $ 942,916   $ 925,397
    Non-owner occupied commercial real estate     888,317     897,125     882,484     903,678     899,770
    Owner occupied commercial real estate     442,984     440,282     435,392     438,030     427,476
    Multi-family real estate     422,758     405,445     376,081     371,177     384,564
    Construction and land development     332,405     323,499     393,388     351,481     290,541
    Agriculture real estate     244,983     247,027     239,912     239,787     232,520
    Total loans secured by real estate     3,323,000     3,292,286     3,294,453     3,247,069     3,160,268
                                   
    Commercial and industrial     510,259     488,116     484,799     457,018     450,147
    Agriculture production     206,128     186,058     188,284     200,215     175,968
    Consumer     55,387     54,022     56,017     58,735     59,671
    All other loans     5,102     3,216     3,628     3,699     3,981
    Total loans     4,099,876     4,023,698     4,027,181     3,966,736     3,850,035
                                   
    Deferred loan fees, net     (178)     (189)     (202)     (218)     (232)
    Gross loans     4,099,698     4,023,509     4,026,979     3,966,518     3,849,803
    Allowance for credit losses     (51,629)     (54,940)     (54,740)     (54,437)     (52,516)
    Net loans   $ 4,048,069   $ 3,968,569   $ 3,972,239   $ 3,912,081   $ 3,797,287

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

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

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

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

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

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

                                   
    Summary Deposit Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands)   2025   2025   2024   2024   2024
                                   
    Non-interest bearing deposits   $ 508,110   $ 513,418   $ 514,199   $ 503,209   $ 514,107
    NOW accounts     1,132,298     1,167,296     1,211,402     1,128,917     1,239,663
    MMDAs – non-brokered     329,837     345,810     347,271     320,252     334,774
    Brokered MMDAs     1,414     2,013     3,018     12,058     2,025
    Savings accounts     661,115     626,175     573,291     556,030     517,084
    Total nonmaturity deposits     2,632,774     2,654,712     2,649,181     2,520,466     2,607,653
                                   
    Certificates of deposit – non-brokered     1,414,945     1,373,109     1,310,421     1,258,583     1,163,650
    Brokered certificates of deposit     233,649     233,561     251,025     261,093     171,756
    Total certificates of deposit     1,648,594     1,606,670     1,561,446     1,519,676     1,335,406
                                   
    Total deposits   $ 4,281,368   $ 4,261,382   $ 4,210,627   $ 4,040,142   $ 3,943,059
                                   
    Public unit nonmaturity accounts   $ 435,632   $ 472,010   $ 482,406   $ 447,638   $ 541,445
    Public unit certificates of deposit     115,204     103,741     83,506     62,882     53,144
    Total public unit deposits   $ 550,836   $ 575,751   $ 565,912   $ 510,520   $ 594,589

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

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

    Quarterly Income Statement Summary:

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

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

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

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

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

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

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

    Forward-Looking Information:

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

    Southern Missouri Bancorp, Inc.
    UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

                                     
    Summary Balance Sheet Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands, except per share data)   2025   2025   2024   2024   2024  
                                     
    Cash equivalents and time deposits   $ 193,105   $ 227,136   $ 146,078   $ 75,591   $ 61,395  
    Available for sale (AFS) securities     460,844     462,930     468,060     420,209     427,903  
    FHLB/FRB membership stock     18,500     18,269     18,099     18,064     17,802  
    Loans held for sale     431                  
    Loans receivable, gross     4,099,698     4,023,509     4,026,979     3,966,518     3,849,803  
    Allowance for credit losses     51,629     54,940     54,740     54,437     52,516  
    Loans receivable, net     4,048,069     3,968,569     3,972,239     3,912,081     3,797,287  
    Bank-owned life insurance     75,691     75,156     74,643     74,119     73,601  
    Intangible assets     73,721     74,677     75,399     76,340     77,232  
    Premises and equipment     95,982     95,987     96,418     96,087     95,952  
    Other assets     53,264     53,772     56,738     56,709     53,144  
    Total assets   $ 5,019,607   $ 4,976,496   $ 4,907,674   $ 4,729,200   $ 4,604,316  
                                     
    Interest-bearing deposits   $ 3,773,258   $ 3,747,964   $ 3,696,428   $ 3,536,933   $ 3,428,952  
    Noninterest-bearing deposits     508,110     513,418     514,199     503,209     514,107  
    Securities sold under agreements to repurchase     15,000     15,000     15,000     15,000     9,398  
    FHLB advances     104,072     104,072     107,070     107,069     102,050  
    Other liabilities     51,267     44,057     39,424     38,191     37,905  
    Subordinated debt     23,208     23,195     23,182     23,169     23,156  
    Total liabilities     4,474,915     4,447,706     4,395,303     4,223,571     4,115,568  
                                     
    Total stockholders’ equity     544,692     528,790     512,371     505,629     488,748  
                                     
    Total liabilities and stockholders’ equity   $ 5,019,607   $ 4,976,496   $ 4,907,674   $ 4,729,200   $ 4,604,316  
                                     
    Equity to assets ratio     10.85 %     10.63 %     10.44 %     10.69 %     10.61 %
                                     
    Common shares outstanding     11,299,467     11,299,962     11,277,167     11,277,167     11,277,737  
    Less: Restricted common shares not vested     50,163     50,658     46,653     56,553     57,956  
    Common shares for book value determination     11,249,304     11,249,304     11,230,514     11,220,614     11,219,781  
                                     
    Book value per common share   $ 48.42   $ 47.01   $ 45.62   $ 45.06   $ 43.56  
    Less: Intangible assets per common share     6.55     6.64     6.71     6.80     6.88  
    Tangible book value per common share (1)     41.87     40.37     38.91     38.26     36.68  
    Closing market price     54.78     52.02     57.37     56.49     45.01  

    (1)   Non-GAAP financial measure.

                                     
    Nonperforming asset data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands)   2025   2025   2024   2024   2024  
                                     
    Nonaccrual loans   $ 23,040   $ 21,970   $ 8,309   $ 8,206   $ 6,680  
    Accruing loans 90 days or more past due                      
    Total nonperforming loans     23,040     21,970     8,309     8,206     6,680  
    Other real estate owned (OREO)     625     1,775     2,423     3,842     3,865  
    Personal property repossessed     32     56     37     21     23  
    Total nonperforming assets   $ 23,697   $ 23,801   $ 10,769   $ 12,069   $ 10,568  
                                     
    Total nonperforming assets to total assets     0.47 %     0.48 %     0.22 %     0.26 %     0.23 %  
    Total nonperforming loans to gross loans     0.56 %     0.55 %     0.21 %     0.21 %     0.17 %  
    Allowance for credit losses to nonperforming loans     224.08 %     250.07 %     658.80 %     663.38 %     786.17 %  
    Allowance for credit losses to gross loans     1.26 %     1.37 %     1.36 %     1.37 %     1.36 %  
                                     
    Performing modifications to borrowers experiencing financial difficulty   $ 26,642   $ 23,304   $ 24,083   $ 24,340   $ 24,602  
                                   
        For the three-month period ended
    Quarterly Summary Income Statement Data:   June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands, except per share data)      2025   2025   2024   2024   2024
                                   
    Interest income:                                   
    Cash equivalents   $ 1,698   $ 1,585   $ 784   $ 78   $ 541
    AFS securities and membership stock     5,586     5,684     5,558     5,547     5,677
    Loans receivable     63,354     62,656     63,082     61,753     58,449
    Total interest income     70,638     69,925     69,424     67,378     64,667
    Interest expense:                              
    Deposits     28,644     28,795     29,538     28,796     27,999
    Securities sold under agreements to repurchase     191     189     226     160     125
    FHLB advances     1,080     1,076     1,099     1,326     1,015
    Subordinated debt     390     386     418     435     433
    Total interest expense     30,305     30,446     31,281     30,717     29,572
    Net interest income     40,333     39,479     38,143     36,661     35,095
    Provision for credit losses     2,500     932     932     2,159     900
    Noninterest income:                              
    Deposit account charges and related fees     2,156     2,048     2,237     2,184     1,978
    Bank card interchange income     1,839     1,341     1,301     1,499     1,770
    Loan late charges                     170
    Loan servicing fees     167     224     232     286     494
    Other loan fees     917     843     944     1,063     617
    Net realized gains on sale of loans     143     114     133     361     97
    Net realized gains (losses) on sale of AFS securities         48            
    Earnings on bank owned life insurance     533     512     522     517     498
    Insurance brokerage commissions     368     340     300     287     331
    Wealth management fees     825     902     843     730     838
    Other noninterest income     332     294     353     247     974
    Total noninterest income     7,280     6,666     6,865     7,174     7,767
    Noninterest expense:                              
    Compensation and benefits     13,852     13,771     13,737     14,397     13,894
    Occupancy and equipment, net     3,745     3,869     3,585     3,689     3,790
    Data processing expense     2,573     2,359     2,224     2,171     1,929
    Telecommunications expense     312     330     354     428     468
    Deposit insurance premiums     601     674     588     472     638
    Legal and professional fees     1,165     603     619     1,208     516
    Advertising     551     530     442     546     640
    Postage and office supplies     336     350     283     306     308
    Intangible amortization     857     889     897     897     1,018
    Foreclosed property expenses, net     (18)     37     73     12     52
    Other noninterest expense     2,002     1,979     2,074     1,715     1,749
    Total noninterest expense     25,976     25,391     24,876     25,841     25,002
    Net income before income taxes     19,137     19,822     19,200     15,835     16,960
    Income taxes     3,351     4,139     4,547     3,377     3,430
    Net income     15,786     15,683     14,653     12,458     13,530
    Less: Distributed and undistributed earnings allocated                              
    to participating securities     71     71     61     62     69
    Net income available to common shareholders   $ 15,715   $ 15,612   $ 14,592   $ 12,396   $ 13,461
                                   
    Basic earnings per common share   $ 1.40   $ 1.39   $ 1.30   $ 1.10   $ 1.19
    Diluted earnings per common share     1.39     1.39     1.30     1.10     1.19
    Dividends per common share     0.23     0.23     0.23     0.23     0.21
    Average common shares outstanding:                              
    Basic     11,250,000     11,238,000     11,231,000     11,221,000     11,276,000
    Diluted     11,270,000     11,262,000     11,260,000     11,240,000     11,283,000
                                     
        For the three-month period ended  
    Quarterly Average Balance Sheet Data:   June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands)      2025   2025   2024   2024   2024  
                                     
    Interest-bearing cash equivalents   $ 151,380   $ 143,206   $ 64,976   $ 5,547   $ 39,432  
    AFS securities and membership stock     498,491     508,642     479,633     460,187     476,198  
    Loans receivable, gross     4,018,769     4,003,552     3,989,643     3,889,740     3,809,209  
    Total interest-earning assets     4,668,640     4,655,400     4,534,252     4,355,474     4,324,839  
    Other assets     299,217     290,739     291,217     283,056     285,956  
    Total assets   $ 4,967,857   $ 4,946,139   $ 4,825,469   $ 4,638,530   $ 4,610,795  
                                     
    Interest-bearing deposits   $ 3,727,836   $ 3,737,849   $ 3,615,767   $ 3,416,752   $ 3,417,360  
    Securities sold under agreements to repurchase     15,000     15,000     15,000     12,321     9,398  
    FHLB advances     104,053     106,187     107,054     123,723     102,757  
    Subordinated debt     23,201     23,189     23,175     23,162     23,149  
    Total interest-bearing liabilities     3,870,090     3,882,225     3,760,996     3,575,958     3,552,664  
    Noninterest-bearing deposits     524,860     513,157     524,878     531,946     539,637  
    Other noninterest-bearing liabilities     37,014     31,282     31,442     33,737     35,198  
    Total liabilities     4,431,964     4,426,664     4,317,316     4,141,641     4,127,499  
                                     
    Total stockholders’ equity     535,893     519,475     508,153     496,889     483,296  
                                     
    Total liabilities and stockholders’ equity   $ 4,967,857   $ 4,946,139   $ 4,825,469   $ 4,638,530   $ 4,610,795  
                                     
    Return on average assets     1.27 %     1.27 %     1.21 %     1.07 %     1.17 %
    Return on average common stockholders’ equity     11.8 %     12.1 %     11.5 %     10.0 %     11.2 %
                                     
    Net interest margin     3.46 %     3.39 %     3.36 %     3.37 %     3.25 %
    Net interest spread     2.92 %     2.87 %     2.79 %     2.75 %     2.65 %
                                     
    Efficiency ratio     54.6 %     55.1 %     55.3 %     59.0 %     58.3 %

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Highlights for the fourth quarter of fiscal 2025:

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

    Dividend Declared:

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

    Conference Call:

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

    Balance Sheet Summary:

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

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

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

                                   
    Summary Loan Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands)   2025   2025   2024   2024   2024
                                   
    1-4 residential real estate   $ 991,553   $ 978,908   $ 967,196   $ 942,916   $ 925,397
    Non-owner occupied commercial real estate     888,317     897,125     882,484     903,678     899,770
    Owner occupied commercial real estate     442,984     440,282     435,392     438,030     427,476
    Multi-family real estate     422,758     405,445     376,081     371,177     384,564
    Construction and land development     332,405     323,499     393,388     351,481     290,541
    Agriculture real estate     244,983     247,027     239,912     239,787     232,520
    Total loans secured by real estate     3,323,000     3,292,286     3,294,453     3,247,069     3,160,268
                                   
    Commercial and industrial     510,259     488,116     484,799     457,018     450,147
    Agriculture production     206,128     186,058     188,284     200,215     175,968
    Consumer     55,387     54,022     56,017     58,735     59,671
    All other loans     5,102     3,216     3,628     3,699     3,981
    Total loans     4,099,876     4,023,698     4,027,181     3,966,736     3,850,035
                                   
    Deferred loan fees, net     (178)     (189)     (202)     (218)     (232)
    Gross loans     4,099,698     4,023,509     4,026,979     3,966,518     3,849,803
    Allowance for credit losses     (51,629)     (54,940)     (54,740)     (54,437)     (52,516)
    Net loans   $ 4,048,069   $ 3,968,569   $ 3,972,239   $ 3,912,081   $ 3,797,287

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

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

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

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

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

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

                                   
    Summary Deposit Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands)   2025   2025   2024   2024   2024
                                   
    Non-interest bearing deposits   $ 508,110   $ 513,418   $ 514,199   $ 503,209   $ 514,107
    NOW accounts     1,132,298     1,167,296     1,211,402     1,128,917     1,239,663
    MMDAs – non-brokered     329,837     345,810     347,271     320,252     334,774
    Brokered MMDAs     1,414     2,013     3,018     12,058     2,025
    Savings accounts     661,115     626,175     573,291     556,030     517,084
    Total nonmaturity deposits     2,632,774     2,654,712     2,649,181     2,520,466     2,607,653
                                   
    Certificates of deposit – non-brokered     1,414,945     1,373,109     1,310,421     1,258,583     1,163,650
    Brokered certificates of deposit     233,649     233,561     251,025     261,093     171,756
    Total certificates of deposit     1,648,594     1,606,670     1,561,446     1,519,676     1,335,406
                                   
    Total deposits   $ 4,281,368   $ 4,261,382   $ 4,210,627   $ 4,040,142   $ 3,943,059
                                   
    Public unit nonmaturity accounts   $ 435,632   $ 472,010   $ 482,406   $ 447,638   $ 541,445
    Public unit certificates of deposit     115,204     103,741     83,506     62,882     53,144
    Total public unit deposits   $ 550,836   $ 575,751   $ 565,912   $ 510,520   $ 594,589

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

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

    Quarterly Income Statement Summary:

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

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

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

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

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

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

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

    Forward-Looking Information:

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

    Southern Missouri Bancorp, Inc.
    UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

                                     
    Summary Balance Sheet Data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands, except per share data)   2025   2025   2024   2024   2024  
                                     
    Cash equivalents and time deposits   $ 193,105   $ 227,136   $ 146,078   $ 75,591   $ 61,395  
    Available for sale (AFS) securities     460,844     462,930     468,060     420,209     427,903  
    FHLB/FRB membership stock     18,500     18,269     18,099     18,064     17,802  
    Loans held for sale     431                  
    Loans receivable, gross     4,099,698     4,023,509     4,026,979     3,966,518     3,849,803  
    Allowance for credit losses     51,629     54,940     54,740     54,437     52,516  
    Loans receivable, net     4,048,069     3,968,569     3,972,239     3,912,081     3,797,287  
    Bank-owned life insurance     75,691     75,156     74,643     74,119     73,601  
    Intangible assets     73,721     74,677     75,399     76,340     77,232  
    Premises and equipment     95,982     95,987     96,418     96,087     95,952  
    Other assets     53,264     53,772     56,738     56,709     53,144  
    Total assets   $ 5,019,607   $ 4,976,496   $ 4,907,674   $ 4,729,200   $ 4,604,316  
                                     
    Interest-bearing deposits   $ 3,773,258   $ 3,747,964   $ 3,696,428   $ 3,536,933   $ 3,428,952  
    Noninterest-bearing deposits     508,110     513,418     514,199     503,209     514,107  
    Securities sold under agreements to repurchase     15,000     15,000     15,000     15,000     9,398  
    FHLB advances     104,072     104,072     107,070     107,069     102,050  
    Other liabilities     51,267     44,057     39,424     38,191     37,905  
    Subordinated debt     23,208     23,195     23,182     23,169     23,156  
    Total liabilities     4,474,915     4,447,706     4,395,303     4,223,571     4,115,568  
                                     
    Total stockholders’ equity     544,692     528,790     512,371     505,629     488,748  
                                     
    Total liabilities and stockholders’ equity   $ 5,019,607   $ 4,976,496   $ 4,907,674   $ 4,729,200   $ 4,604,316  
                                     
    Equity to assets ratio     10.85 %     10.63 %     10.44 %     10.69 %     10.61 %
                                     
    Common shares outstanding     11,299,467     11,299,962     11,277,167     11,277,167     11,277,737  
    Less: Restricted common shares not vested     50,163     50,658     46,653     56,553     57,956  
    Common shares for book value determination     11,249,304     11,249,304     11,230,514     11,220,614     11,219,781  
                                     
    Book value per common share   $ 48.42   $ 47.01   $ 45.62   $ 45.06   $ 43.56  
    Less: Intangible assets per common share     6.55     6.64     6.71     6.80     6.88  
    Tangible book value per common share (1)     41.87     40.37     38.91     38.26     36.68  
    Closing market price     54.78     52.02     57.37     56.49     45.01  

    (1)   Non-GAAP financial measure.

                                     
    Nonperforming asset data as of:      June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands)   2025   2025   2024   2024   2024  
                                     
    Nonaccrual loans   $ 23,040   $ 21,970   $ 8,309   $ 8,206   $ 6,680  
    Accruing loans 90 days or more past due                      
    Total nonperforming loans     23,040     21,970     8,309     8,206     6,680  
    Other real estate owned (OREO)     625     1,775     2,423     3,842     3,865  
    Personal property repossessed     32     56     37     21     23  
    Total nonperforming assets   $ 23,697   $ 23,801   $ 10,769   $ 12,069   $ 10,568  
                                     
    Total nonperforming assets to total assets     0.47 %     0.48 %     0.22 %     0.26 %     0.23 %  
    Total nonperforming loans to gross loans     0.56 %     0.55 %     0.21 %     0.21 %     0.17 %  
    Allowance for credit losses to nonperforming loans     224.08 %     250.07 %     658.80 %     663.38 %     786.17 %  
    Allowance for credit losses to gross loans     1.26 %     1.37 %     1.36 %     1.37 %     1.36 %  
                                     
    Performing modifications to borrowers experiencing financial difficulty   $ 26,642   $ 23,304   $ 24,083   $ 24,340   $ 24,602  
                                   
        For the three-month period ended
    Quarterly Summary Income Statement Data:   June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,
    (dollars in thousands, except per share data)      2025   2025   2024   2024   2024
                                   
    Interest income:                                   
    Cash equivalents   $ 1,698   $ 1,585   $ 784   $ 78   $ 541
    AFS securities and membership stock     5,586     5,684     5,558     5,547     5,677
    Loans receivable     63,354     62,656     63,082     61,753     58,449
    Total interest income     70,638     69,925     69,424     67,378     64,667
    Interest expense:                              
    Deposits     28,644     28,795     29,538     28,796     27,999
    Securities sold under agreements to repurchase     191     189     226     160     125
    FHLB advances     1,080     1,076     1,099     1,326     1,015
    Subordinated debt     390     386     418     435     433
    Total interest expense     30,305     30,446     31,281     30,717     29,572
    Net interest income     40,333     39,479     38,143     36,661     35,095
    Provision for credit losses     2,500     932     932     2,159     900
    Noninterest income:                              
    Deposit account charges and related fees     2,156     2,048     2,237     2,184     1,978
    Bank card interchange income     1,839     1,341     1,301     1,499     1,770
    Loan late charges                     170
    Loan servicing fees     167     224     232     286     494
    Other loan fees     917     843     944     1,063     617
    Net realized gains on sale of loans     143     114     133     361     97
    Net realized gains (losses) on sale of AFS securities         48            
    Earnings on bank owned life insurance     533     512     522     517     498
    Insurance brokerage commissions     368     340     300     287     331
    Wealth management fees     825     902     843     730     838
    Other noninterest income     332     294     353     247     974
    Total noninterest income     7,280     6,666     6,865     7,174     7,767
    Noninterest expense:                              
    Compensation and benefits     13,852     13,771     13,737     14,397     13,894
    Occupancy and equipment, net     3,745     3,869     3,585     3,689     3,790
    Data processing expense     2,573     2,359     2,224     2,171     1,929
    Telecommunications expense     312     330     354     428     468
    Deposit insurance premiums     601     674     588     472     638
    Legal and professional fees     1,165     603     619     1,208     516
    Advertising     551     530     442     546     640
    Postage and office supplies     336     350     283     306     308
    Intangible amortization     857     889     897     897     1,018
    Foreclosed property expenses, net     (18)     37     73     12     52
    Other noninterest expense     2,002     1,979     2,074     1,715     1,749
    Total noninterest expense     25,976     25,391     24,876     25,841     25,002
    Net income before income taxes     19,137     19,822     19,200     15,835     16,960
    Income taxes     3,351     4,139     4,547     3,377     3,430
    Net income     15,786     15,683     14,653     12,458     13,530
    Less: Distributed and undistributed earnings allocated                              
    to participating securities     71     71     61     62     69
    Net income available to common shareholders   $ 15,715   $ 15,612   $ 14,592   $ 12,396   $ 13,461
                                   
    Basic earnings per common share   $ 1.40   $ 1.39   $ 1.30   $ 1.10   $ 1.19
    Diluted earnings per common share     1.39     1.39     1.30     1.10     1.19
    Dividends per common share     0.23     0.23     0.23     0.23     0.21
    Average common shares outstanding:                              
    Basic     11,250,000     11,238,000     11,231,000     11,221,000     11,276,000
    Diluted     11,270,000     11,262,000     11,260,000     11,240,000     11,283,000
                                     
        For the three-month period ended  
    Quarterly Average Balance Sheet Data:   June 30,      Mar. 31,      Dec. 31,      Sep. 30,      June 30,  
    (dollars in thousands)      2025   2025   2024   2024   2024  
                                     
    Interest-bearing cash equivalents   $ 151,380   $ 143,206   $ 64,976   $ 5,547   $ 39,432  
    AFS securities and membership stock     498,491     508,642     479,633     460,187     476,198  
    Loans receivable, gross     4,018,769     4,003,552     3,989,643     3,889,740     3,809,209  
    Total interest-earning assets     4,668,640     4,655,400     4,534,252     4,355,474     4,324,839  
    Other assets     299,217     290,739     291,217     283,056     285,956  
    Total assets   $ 4,967,857   $ 4,946,139   $ 4,825,469   $ 4,638,530   $ 4,610,795  
                                     
    Interest-bearing deposits   $ 3,727,836   $ 3,737,849   $ 3,615,767   $ 3,416,752   $ 3,417,360  
    Securities sold under agreements to repurchase     15,000     15,000     15,000     12,321     9,398  
    FHLB advances     104,053     106,187     107,054     123,723     102,757  
    Subordinated debt     23,201     23,189     23,175     23,162     23,149  
    Total interest-bearing liabilities     3,870,090     3,882,225     3,760,996     3,575,958     3,552,664  
    Noninterest-bearing deposits     524,860     513,157     524,878     531,946     539,637  
    Other noninterest-bearing liabilities     37,014     31,282     31,442     33,737     35,198  
    Total liabilities     4,431,964     4,426,664     4,317,316     4,141,641     4,127,499  
                                     
    Total stockholders’ equity     535,893     519,475     508,153     496,889     483,296  
                                     
    Total liabilities and stockholders’ equity   $ 4,967,857   $ 4,946,139   $ 4,825,469   $ 4,638,530   $ 4,610,795  
                                     
    Return on average assets     1.27 %     1.27 %     1.21 %     1.07 %     1.17 %
    Return on average common stockholders’ equity     11.8 %     12.1 %     11.5 %     10.0 %     11.2 %
                                     
    Net interest margin     3.46 %     3.39 %     3.36 %     3.37 %     3.25 %
    Net interest spread     2.92 %     2.87 %     2.79 %     2.75 %     2.65 %
                                     
    Efficiency ratio     54.6 %     55.1 %     55.3 %     59.0 %     58.3 %

    The MIL Network

  • MIL-OSI: ES Bancshares, Inc. Announces Second Quarter 2025 Results; Continues Positive Trend of Net Income Growth

    Source: GlobeNewswire (MIL-OSI)

    STATEN ISLAND, N.Y., July 23, 2025 (GLOBE NEWSWIRE) — ES Bancshares, Inc. (OTCQX: ESBS) (the “Company”) the holding company for Empire State Bank, (the “Bank”) today reported net income of $1.03 million, or $0.15 per diluted common share, for the quarter ended June 30, 2025, compared to a net income of $546 thousand, or $0.08 per diluted common share for the quarter ended March 31, 2025.

    Key Quarterly Financial Data 2025 Highlights  
    Performance Metrics 2Q25 1Q25 4Q24 • Non interest-bearing deposits grew by $8.1 million from year end 2024.

    • The Cost of Funds for the three months ended June 30, 2025, rose to 2.72% from 2.69% in the prior linked quarter.

    • For 3 months ended June 30, 2025, the Company’s net interest margin decreased to 2.66% compared to 2.68% for the 3 months ended March 31, 2025.

    • The Company received $384K in Employee Retention Tax Credits and applicable interest in the second quarter of 2025.

    • Book value for the quarter ended June 30, 2025, totaled $7.13 per share increasing for the fifth consecutive quarter.

     
    Return on average assets (%)   0.66   0.35   0.10  
    Return on average equity (%)   8.44   4.53   1.37  
    Return on average tangible equity (%)   8.55   4.59   1.38  
    Net interest margin (%)   2.66   2.68   2.21  
             
    Income Statement (a) 2Q25 1Q25 4Q24  
    Net interest income $ 4,019 $ 4,112 $ 3,447  
    Non-interest income $ 1,120 $ 349 $ 329  
    Net income $ 1,034 $ 546 $ 158  
    Earnings per diluted common share $ 0.15 $ 0.08 $ 0.02  
             
    Balance Sheet (a) 2Q25 1Q25 4Q24  
    Average total loans $ 557,878 $ 568,508 $ 565,363  
    Average total deposits $ 508,496 $ 506,524 $ 510,050  
    Book value per share $ 7.13 $ 6.97 $ 6.74  
    Tangible book value per share $ 7.05 $ 6.89 $ 6.65  
    (a) In thousands except for per share amounts  
       

    Phil Guarnieri, Director, and Chief Executive Officer of ES Bancshares said, “The second quarter of 2025 featured $8.1 million growth in our non-interest-bearing deposits. Our net income increased due in large part to the receipt of the Employee Retention Tax Credits for the year 2020. We continue to be flexible as we proceed through the fluctuating economic and regulatory landscape.”

    Selected Balance Sheet Information:

    June 30, 2025 vs. December 31, 2024

    As of June 30, 2025, total assets were $645.0 million, an increase of $8.2 million, or 1.3%, as compared to total assets of $636.7 million on December 31, 2024. The increase can be attributed to an influx of retail deposits and cash.

    Loans receivable, net of Allowance for Credit Losses on Loans totaled $552.3 million, a decrease of $7.0 million or 1.3% from December 31, 2024. As of June 30, 2025, the Allowance for Credit Losses on Loans as a percentage of gross loans was 0.93%.

    Nonperforming assets, which includes nonaccrual loans and foreclosed real estate were $6.3 million or 0.98% of total assets, as of June 30, 2025, increasing from $5.3 million or 0.84% of total assets at December 31, 2024. The ratio of nonaccrual loans to loans receivable was 1.13%, as of June 30, 2025, and 0.94% for December 31, 2024. The increase from December 31, 2024, was primarily due to one non-owner occupied commercial real estate loan being placed on non-accrual status.   That loan has a less than 50% loan to value ratio.

    Total liabilities increased $6.4 million to $595.6 million at June 30, 2025, from $589.2 million at December 31, 2024. The increase can be attributed to an increase in core deposits and in brokered deposits partially offset by a reduction in overnight Federal Home Loan (FHLB) borrowings. The growth in deposits was driven by an increase in non-interest-bearing deposits.

    As of June 30, 2025, the Bank’s Tier 1 capital leverage ratio, common equity tier 1 capital ratio, Tier 1 capital ratio and total capital ratios were 9.78%, 14.35%, 14.35% and 15.60%, respectively, all in excess of the ratios required to be deemed “well-capitalized.” During the second quarter of 2025 the Company did not repurchase shares under its stock repurchase program. Book value per common share was $7.13 at June 30, 2025, compared to $6.89 at December 31, 2024. Tangible common book value per share (which represents common equity less goodwill, divided by the number of shares outstanding) was $7.05 at June 30, 2025, compared to $6.81 at December 31, 2024.

    Financial Performance Overview:

    Three Months Ended June 30, 2025, vs. March 31, 2025

    For the three months ended June 30, 2025, the Company net income totaled $1.0 million compared to a net income of $546 thousand for the three months ended March 31, 2025. The increase can be attributed to higher non-interest income partially offset by lower net interest income and higher loan loss provisions quarter over quarter.

    Net interest income for the three months ended June 30, 2025 decreased $93 thousand, to $4.0 million from $4.1 million at three months ended March 31, 2025. The Company’s net interest margin decreased moderately by two basis points to 2.66% for the three months ended June 30, 2025, as compared to 2.68% for the three months ended March 31, 2025. The decrease in margin can be attributed to an increase of 6 basis points in the Company’s average cost for its interest-bearing liabilities as lower rate borrowings matured and the reduction of $10.6 million in our average loan balance in the second quarter.

    There was a $43 thousand provision for credit losses taken for the three months ended June 30, 2025, compared to a $30 thousand reversal for credit losses for the three months ended March 31, 2025. The provision for credit losses was due to by an increase in the ACL for loans and off-balance sheet positions, partially offset by a lower ACL for investments.

    Non-interest income increased $771 thousand, to $1.1 million for the three months ended June 30, 2025, compared with non-interest income of $349 thousand for the three months ended March 31, 2025. The majority of the increases can be attributed to the receipt of $384 thousand Employee Retention Tax Credits (“ERTC”) plus applicable interest and higher service charges and fees on loans. We are expecting the remaining ERTC installments for the 2021 tax year.

    Non-interest expenses totaled $3.8 million for the three months ended June 30, 2025, compared to $3.7 million for the three months ended March 31, 2025. The largest fluctuations quarter over quarter were due to a $147 thousand increase in compensation and benefits due to additional hires, and increased advertising expenses of $33 thousand, partially offset by an $89 thousand decrease in professional fees, due to reduced legal expenses, $43 thousand decrease in occupancy and equipment and a $39 thousand decrease in other expenses.

    Six months ended June 30, 2025 vs. June 30, 2024

    For the six months ended June 30, 2025, net income totaled $1.6 million in comparison to $55 thousand for the six months ended June 30, 2024. The increase can mainly be attributed to higher net interest income of $1.5 million, increased non-interest income of $925 thousand partially offset by higher non-interest expense of $541 thousand and higher provision for income taxes of $375 thousand.

    Net interest income for the six months ended June 30, 2025, increased 22% or $1.4 million, to $8.1 million from $6.7 million at June 30, 2024. The increase can be attributed to decreased interest expense for deposits of $1.2 million and lower borrowing costs of $176 thousand.

    Provision for credit losses totaled $13 thousand for the six months ended June 30, 2025, compared to a $48 thousand provision for the six months ended June 30, 2024.

    Non-interest income totaled $1.5 million for the six months ended June 30, 2025, compared with noninterest income of $544 thousand for the six months ended June 30, 2024. The increase can be attributed to increased charges and fees collected, the receipt of the Employee Retention Tax Credit in 2025, and the gain on sale of loans period over period.

    Operating expenses totaled $7.5 million for the six months ended June 30, 2025, compared to $7.0 million for the six months ended June 30, 2024, or an increase of 7.7%. The increase in non-interest expenses can be attributed to the increases in professional fees, other non-interest expenses and salary and compensation.

    About ES Bancshares Inc.
    ES Bancshares, Inc. (the “Company”) is incorporated under Maryland law and serves as the holding company for Empire State Bank (the “Bank”). The Company is subject to regulation by the Board of Governors of the Federal Reserve System while the Bank is primarily subject to regulation and supervision by the New York State Department of Financial Services. Currently, the Company does not transact any material business other than through the Bank, its subsidiary.

    The Bank was organized under federal law in 2004 as a national bank regulated by the Office of the Comptroller of the Currency. The Bank’s deposits are insured up to legal limits by the FDIC. In March 2009, the Bank converted its charter to a New York State commercial bank charter. The Bank’s principal business is attracting commercial and retail deposits in New York and investing those deposits primarily in loans, consisting of commercial real estate loans, and other commercial loans including SBA and mortgage loans secured by one-to-four-family residences. In addition, the Bank invests in mortgage-backed securities, securities issued by the U.S. Government and agencies thereof, corporate securities and other investments permitted by applicable law and regulations.

    We operate from our five Banking Center locations, a Loan Production Office and our Corporate Headquarters located in Staten Island, New York. The Company’s website address is www.esbna.com. The Company’s annual report, quarterly earnings releases and all press releases are available free of charge through its website, as soon as reasonably practicable.

    Forward-Looking Statements

    This release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may”, “will”, “expect”, “believe”, “anticipate”, “estimate” or “continue” or comparable terminology, are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within ES Bancshares, Inc’s. control. The forward-looking statements included in this release are made only as of the date of this release. We have no intention, and do not assume any obligation, to update these forward-looking statements.

    Investor Contact:
    Peggy Edwards, Corporate Secretary
    (845) 451-7825

    ES Bancshares, Inc.
    Consolidated Statements of Financial Condition
    (in thousands)
        June 30,   December 31,
    2025     2024  
        |—-(unaudited)—-|    
    Assets        
    Cash and cash equivalents $ 46,761     26,713  
    Securities, net   22,135     22,336  
    Loans receivable, net:        
    Real estate mortgage loans   535,667     545,569  
    Commercial and Lines of Credit   17,820     14,417  
    Home Equity and Consumer Loans 294     397  
    Deferred costs   3,726     4,084  
    Allowance for Loan Credit Losses (5,169 )   (5,137 )
    Total loans receivable, net   552,338     559,330  
    Accrued interest receivable   2,609     2,628  
    Investment in restricted stock, at cost   3,860     4,335  
    Goodwill   581     581  
    Bank premises and equipment, net   4,466     4,845  
    Repossessed assets        
    Right of use lease assets   5,459     5,894  
    Bank Owned Life Insurance   5,566     5,489  
    Other Assets   1,207     4,589  
    Total Assets $ 644,982     636,739  
             
    Liabilities & Stockholders’ Equity        
    Non-Interest-Bearing Deposits   105,568     97,490  
    Interest-Bearing Deposits   402,083     395,593  
    Brokered Deposits   23,056     20,750  
    Total Deposits   530,707     513,833  
    Bond Issue, net of costs   11,807     11,787  
    Borrowed Money   39,710     50,083  
    Lease Liability   5,744     6,172  
    Other Liabilities   7,600     7,313  
    Total Liabilities   595,568     589,188  
    Stockholders’ equity   49,414     47,551  
    Total liabilities and stockholders’ equity $ 644,982     636,739  
     
      ES Bancshares, Inc.   
      Consolidated Statements of Income 
      (in thousands)    
                   
      Three Months Ended   Six Months Ended
      June 30, 2025 March 31, 2025   June 30, 2024   June 30, 2025 June 30, 2024
      |————–(unaudited)————–|   |—-(unaudited)—-|
    Interest income              
    Loans $ 7,354 $ 7,478     $ 7,345   $ 14,832 $ 14,553
    Securities   193   213       121     406   236
    Other interest-earning assets   279   243       561     522   824
         Total Interest Income   7,826   7,934       8,027     15,760   15,613
    Interest expense              
    Deposits   3,146   3,118       3,837     6,264   7,422
    Borrowings   661   704       743     1,365   1,541
         Total Interest Expense   3,807   3,822       4,580     7,629   8,963
              Net Interest Income   4,019   4,112       3,447     8,131   6,650
    (Rev)Prov for Credit Losses   43   (30 )     9     13   48
         Net Interest Income after (Rev)Prov for Credit Losses   3,976   4,142       3,438     8,118   6,602
    Non-interest income              
    Service charges and fees   693   175       200     868   372
    Gain on loan sales     132           132   1
    Gain on extinguishment of Sub-debt                
    Other   427   42       129     469   171
         Total non-interest income   1,120   349       329     1,469   544
    Non-interest expenses              
    Compensation and benefits   1,836   1,689       1,728     3,525   3,449
    Occupancy and equipment   626   669       605     1,295   1,273
    Data processing service fees   345   315       317     660   643
    Professional fees   246   335       225     581   406
    FDIC & NYS Banking Assessments   113   113       99     226   196
    Advertising   122   89       85     211   160
    Insurance   48   53       46     101   96
    Other   432   471       401     903   738
         Total non-interest expense   3,768   3,734       3,506     7,502   6,961
              Income prior to tax expense   1,328   757       261     2,085   185
    Income taxes   294   211       103     505   130
              Net Income $ 1,034 $ 546     $ 158   $ 1,580 $ 55
                   
                       
      ES Bancshares, Inc.
      Average Balance Sheet Data
      For the Three Months Ended (dollars in thousands)
      June 30, 2025 March 31, 2025 June 30, 2024
      Avg Bal Interest Average Avg Bal Interest Average Avg Bal Interest Average
      Rolling Rolling Rolling Rolling Rolling Rolling
    Assets  3 Mos.  3 Mos. Yield/Cost  3 Mos.  3 Mos. Yield/Cost  3 Mos.  3 Mos. Yield/Cost
    Interest-earning assets:                  
    Loans receivable $ 557,878 $ 7,354 5.27 % $ 568,508 $ 7,478 5.26 % $ 565,363 $ 7,345 5.20 %
    Investment securities   20,844   192 3.69 %   22,839   213 3.73 %   15,513   121 3.13 %
    Other interest-earning assets   26,781   280 4.20 %   21,343   243 4.55 %   41,652   561 5.33 %
    Total interest-earning assets   605,503   7,826 5.17 %   612,690   7,934 5.18 %   622,528   8,027 5.16 %
    Non-interest earning assets   24,968       19,077       16,398    
    Total assets $ 630,471     $ 631,767     $ 638,926    
    Liabilities and Stockholders’ Equity                  
    Interest-bearing liabilities:                  
    Interest-bearing checking $ 31,717 $ 28 0.35 % $ 36,869 $ 31 0.34 % $ 36,692 $ 71 0.77 %
    Savings accounts   202,172   1,490 2.96 %   205,503   1,443 2.85 %   175,686   1,629 3.72 %
    Certificates of deposit   167,948   1,628 3.89 %   166,005   1,644 4.02 %   194,806   2,137 4.40 %
    Total interest-bearing deposits   401,837   3,146 3.14 %   408,377   3,118 3.10 %   407,184   3,837 3.78 %
    Borrowings   40,407   471 4.68 %   50,124   514 4.16 %   55,510   522 3.77 %
    Subordinated debenture   11,803   190 6.44 %   11,793   190 6.44 %   13,726   221 6.46 %
    Total interest-bearing liabilities   454,047   3,807 3.36 %   470,294   3,822 3.30 %   476,420   4,580 3.86 %
    Non-interest-bearing demand deposits   106,659       98,147       102,866    
    Other liabilities   20,741       15,188       13,429    
    Total non-interest-bearing liabilities   127,400       113,335       116,295    
    Stockholders’ equity   49,024       48,138       46,211    
    Total liabilities and stockholders’ equity $ 630,471     $ 631,767     $ 638,926    
    Net interest income   $ 4,019     $ 4,112     $ 3,447  
    Average interest rate spread     1.81 %     1.88 %     1.30 %
    Net interest margin     2.66 %     2.68 %     2.21 %
                       
                       
                   
    Five Quarter Performance Ratio Highlights Three Months Ended
    June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024
    Performance Ratios (%) – annualized            
      Return(loss) on Average Assets   0.66   0.35   0.29   0.36   0.10  
      Return(loss) on Average Equity   8.44   4.53   3.94   4.98   1.37  
      Return(loss) on Average Tangible Equity   8.55   4.59   3.99   5.04   1.38  
      Efficiency Ratio   73.30   83.71   84.58   81.70   92.86  
    Yields / Costs (%)            
      Average Yield – Interest Earning Assets   5.17   5.18   5.17   5.13   5.16  
      Average Cost – Interest-bearing Liabilities   3.36   3.30   3.42   3.69   3.86  
      Net Interest Margin   2.66   2.68   2.50   2.30   2.21  
    Capital Ratios (%)            
      Equity / Assets   7.66   7.65   7.47   7.44   7.12  
      Tangible Equity / Assets   7.58   7.56   7.38   7.36   7.03  
      Tier I leverage ratio (a)   9.78   9.46   9.31   9.18   9.30  
      Common equity Tier I capital ratio (a)   14.35   13.81   13.68   13.67   13.81  
      Tier 1 Risk-based capital ratio (a)   14.35   13.81   13.68   13.67   13.81  
      Total Risk-based capital ratio (a)   15.60   15.06   14.93   14.92   15.06  
    Stock Valuation            
      Book Value $ 7.13 $ 6.97 $ 6.89 $ 6.85 $ 6.74  
      Tangible Book Value $ 7.05 $ 6.89 $ 6.81 $ 6.77 $ 6.65  
      Shares Outstanding (b)   6,927   6,927   6,900   6,878   6,884  
    Asset Quality (%)            
      ACL / Total Loans   0.93   0.91   0.91   0.90   0.90  
      Non Performing Loans / Total Loans   1.13   0.96   0.94   0.91   0.22  
      Non Performing Assets / Total Assets   0.98   0.86   0.84   0.81   0.19  
                   
      (a) Ratios at Bank level   (b) Shares information presented in thousands        
                   

    The MIL Network

  • MIL-OSI: Live Oak Bancshares, Inc. Reports Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    WILMINGTON, N.C., July 23, 2025 (GLOBE NEWSWIRE) — Live Oak Bancshares, Inc. (NYSE: LOB) (“Live Oak” or “the Company”) today reported second quarter of 2025 net income attributable to the Company of $23.4 million, or $0.51 per diluted share.

    Live Oak’s performance in the quarter, compared to the first quarter of 2025, includes these notable items:

    • Record second quarter production of $1.53 billion accompanied by strong deposit growth of $198.8 million, with total assets growing by 1.7% to $13.83 billion
    • Net interest income increased 8.6% and net interest margin increased eight basis points from 3.20% to 3.28%
    • 14.0% increase in revenue and 6.3% increase in noninterest expenses generated 29.4% increase in pre-provision net revenue1
    • Provision expense for credit losses of $23.3 million, a decrease of $5.7 million, driven by moderating credit trends, loan growth, and the current macroeconomic environment

    “Live Oak Bank delivered an outstanding quarter in Q2, driven by excellent growth, healthy revenue, and lower provision expense,” said Live Oak Chairman and CEO James S. (Chip) Mahan III. “We remain focused on supporting our nation’s entrepreneurs as they continue to navigate a backdrop of uncertainty while also providing the service, technology and financial guidance they need to succeed.”

    Conference Call

    Live Oak will host a conference call to discuss the Company’s financial results and business outlook tomorrow, July 24, 2025, at 9:00 a.m. ET. The call will be accessible by telephone and webcast using Conference ID: 25229. A supplementary slide presentation will be posted to the website prior to the event, and a replay will be available for 12 months following the event. The conference call details are as follows:

    Live Telephone Dial-In

    U.S.: 800.549.8228
    International: +1 646.564.2877
    Pass Code: None Required

    Live Webcast Log-In

    Webcast Link: investor.liveoakbank.com
    Registration: Name and Email Required
    Multi-Factor Code: Provided After Registration

    (1) See accompanying GAAP to Non-GAAP Reconciliation.
       

    Second Quarter 2025 Key Measures

    (Dollars in thousands, except per share data)       Increase (Decrease)    
      2Q 2025   1Q 2025   Dollars   Percent   2Q 2024
    Total revenue(1) $ 143,747     $ 126,113     $ 17,634   14.0 %   $ 125,479  
    Total noninterest expense   89,293       84,017       5,276   6.3       77,656  
    Income before taxes   31,202       13,132       18,070   137.6       36,058  
    Effective tax rate   25.0 %     26.4 %   n/a   n/a     25.2 %
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 13,711   141.1 %   $ 26,963  
    Diluted earnings per share   0.51       0.21       0.30   142.9       0.59  
    Loan and lease production:                  
    Loans and leases originated $ 1,526,592     $ 1,396,223     $ 130,369   9.3 %   $ 1,171,141  
    % Fully funded   39.7 %     46.0 %   n/a   n/a     38.2 %
    Total loans and leases: $ 11,364,846     $ 11,061,866     $ 302,980   2.7 %   $ 9,535,766  
    Total assets:   13,831,208       13,595,704       235,504   1.7       11,868,570  
    Total deposits:   12,594,790       12,395,945       198,845   1.6       10,707,031  
    (1) Total revenue consists of net interest income and total noninterest income.
       

    Important Note Regarding Forward-Looking Statements

    Statements in this press release that are based on other than historical data or that express the Company’s plans or expectations regarding future events or determinations are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Statements based on historical data are not intended and should not be understood to indicate the Company’s expectations regarding future events. Forward-looking statements provide current expectations or forecasts of future events or determinations. These forward-looking statements are not guarantees of future performance or determinations, nor should they be relied upon as representing management’s views as of any subsequent date. Forward-looking statements involve significant risks and uncertainties, and actual results may differ materially from those presented, either expressed or implied, in this press release. Factors that could cause actual results to differ materially from those expressed in the forward-looking statements include changes in Small Business Administration (“SBA”) rules, regulations or loan products, including the Section 7(a) program, changes in SBA standard operating procedures or changes in Live Oak Banking Company’s status as an SBA Preferred Lender; changes in rules, regulations or procedures for other government loan programs, including those of the United States Department of Agriculture; the impacts of any pandemic or public health situation on trade (including supply chains and export levels), travel, employee productivity and other economic activities that may have a destabilizing and negative effect on financial markets, economic activity and customer behavior; adverse developments in the banking industry highlighted by high-profile bank failures and the potential impact of such developments on customer confidence, liquidity, and regulatory responses to these developments; a reduction in or the termination of the Company’s ability to use the technology-based platform that is critical to the success of its business model, including a failure in or a breach of operational or security systems or those of its third-party service providers; risks relating to the material weakness we identified in our internal control over financial reporting; technological risks and developments, including cyber threats, attacks, or events; competition from other lenders; the Company’s ability to attract and retain key personnel; market and economic conditions and the associated impact on the Company; operational, liquidity and credit risks associated with the Company’s business; changes in political and economic conditions, including any prolonged U.S. government shutdown; the impact of heightened regulatory scrutiny of financial products and services and the Company’s ability to comply with regulatory requirements and expectations; changes in tariffs and trade barriers, including potential changes in U.S. and international trade policies and the resulting impact on the Company and its customers; a deterioration of the credit rating for U.S. long-term sovereign debt, actions that the U.S. government may take to avoid exceeding the debt ceiling, and uncertainties surrounding the debt ceiling and the federal budget; adverse results, including related fees and expenses, from pending or future lawsuits, government investigations or private actions; and the other factors discussed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) and available at the SEC’s Internet site (http://www.sec.gov). Except as required by law, the Company specifically disclaims any obligation to update any factors or to publicly announce the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

    About Live Oak Bancshares, Inc.

    Live Oak Bancshares, Inc. (NYSE: LOB) is a financial holding company and the parent company of Live Oak Bank. Live Oak Bancshares and its subsidiaries partner with businesses that share a groundbreaking focus on service and technology to redefine banking. To learn more, visit www.liveoak.bank

    Contacts:

    Walter J. Phifer | CFO | Investor Relations | 910.202.6926
    Claire Parker | Corporate Communications | Media Relations | 910.597.1592

    Live Oak Bancshares, Inc.
    Quarterly Statements of Income (unaudited)
    (Dollars in thousands, except per share data)

      Three Months Ended   2Q 2025 Change vs.
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024   1Q 2025   2Q 2024
    Interest income                     %   %
    Loans and fees on loans $ 204,513     $ 195,616     $ 194,821     $ 192,170     $ 181,840     4.5     12.5  
    Investment securities, taxable   11,648       11,089       10,490       9,750       9,219     5.0     26.3  
    Other interest earning assets   8,123       6,400       7,257       7,016       7,389     26.9     9.9  
    Total interest income   224,284       213,105       212,568       208,936       198,448     5.2     13.0  
    Interest expense                          
    Deposits   113,380       110,888       113,357       110,174       105,358     2.2     7.6  
    Borrowings   1,683       1,685       1,737       1,762       1,770     (0.1 )   (4.9 )
    Total interest expense   115,063       112,573       115,094       111,936       107,128     2.2     7.4  
    Net interest income   109,221       100,532       97,474       97,000       91,320     8.6     19.6  
    Provision for credit losses   23,252       28,964       33,581       34,502       11,765     (19.7 )   97.6  
    Net interest income after provision for credit losses   85,969       71,568       63,893       62,498       79,555     20.1     8.1  
    Noninterest income                          
    Loan servicing revenue   8,565       8,298       8,524       8,040       7,347     3.2     16.6  
    Loan servicing asset revaluation   (3,057 )     (4,728 )     (2,326 )     (4,207 )     (2,878 )   35.3     (6.2 )
    Net gains on sales of loans   21,641       18,648       18,356       16,646       14,395     16.0     50.3  
    Net gain (loss) on loans accounted for under the fair value option   1,082       (1,034 )     195       2,255       172     204.6     529.1  
    Equity method investments (loss) income   (2,716 )     (2,239 )     (2,739 )     (1,393 )     (1,767 )   (21.3 )   (53.7 )
    Equity security investments gains, net   1,004       20       12       909       161     4,920.0     523.6  
    Lease income   3,103       2,573       2,456       2,424       2,423     20.6     28.1  
    Management fee income                     1,116       3,271         (100.0 )
    Other noninterest income   4,904       4,043       6,115       7,142       11,035     21.3     (55.6 )
    Total noninterest income   34,526       25,581       30,593       32,932       34,159     35.0     1.1  
    Noninterest expense                          
    Salaries and employee benefits   49,137       48,008       45,214       44,524       46,255     2.4     6.2  
    Travel expense   2,576       2,795       2,628       2,344       2,328     (7.8 )   10.7  
    Professional services expense   2,874       3,024       2,797       3,287       3,061     (5.0 )   (6.1 )
    Advertising and marketing expense   4,420       3,665       1,979       2,473       3,004     20.6     47.1  
    Occupancy expense   2,369       2,737       2,558       2,807       2,388     (13.4 )   (0.8 )
    Technology expense   10,066       9,251       9,406       9,081       7,996     8.8     25.9  
    Equipment expense   3,685       3,745       3,769       3,472       3,511     (1.6 )   5.0  
    Other loan origination and maintenance expense   4,190       4,585       4,812       4,872       3,659     (8.6 )   14.5  
    Renewable energy tax credit investment impairment   270             1,172       115       170     100.0     58.8  
    FDIC insurance   3,545       3,551       3,053       1,933       2,649     (0.2 )   33.8  
    Other expense   6,161       2,656       3,869       2,681       2,635     132.0     133.8  
    Total noninterest expense   89,293       84,017       81,257       77,589       77,656     6.3     15.0  
    Income before taxes   31,202       13,132       13,229       17,841       36,058     137.6     (13.5 )
    Income tax expense   7,815       3,464       3,386       4,816       9,095     125.6     (14.1 )
    Net income   23,387       9,668       9,843       13,025       26,963     141.9     (13.3 )
    Net loss attributable to non-controlling interest   41       49       57                 (16.3 )   100.0  
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 9,900     $ 13,025     $ 26,963     141.1     (13.1 )
    Earnings per share                          
    Basic $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.60     142.9     (15.0 )
    Diluted $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.59     142.9     (13.6 )
    Weighted average shares outstanding                          
    Basic   45,634,741       45,377,965       45,224,470       45,073,482       44,974,942          
    Diluted   45,795,608       45,754,499       46,157,979       45,953,947       45,525,082          
                                                   

    Live Oak Bancshares, Inc.
    Quarterly Balance Sheets (unaudited)
    (Dollars in thousands)

      As of the quarter ended   2Q 2025 Change vs.
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024   1Q 2025   2Q 2024
    Assets                     %   %
    Cash and due from banks $ 662,755     $ 744,263     $ 608,800     $ 666,585     $ 615,449     (11.0 )   7.7  
    Certificates of deposit with other banks   250       250       250       250       250          
    Investment securities available-for-sale   1,325,206       1,312,680       1,248,203       1,233,466       1,151,195     1.0     15.1  
    Loans held for sale   350,791       367,955       346,002       359,977       363,632     (4.7 )   (3.5 )
    Loans and leases held for investment(1)   11,014,055       10,693,911       10,233,374       9,831,891       9,172,134     3.0     20.1  
    Allowance for credit losses on loans and leases   (182,231 )     (190,184 )     (167,516 )     (168,737 )     (137,867 )   4.2     (32.2 )
    Net loans and leases   10,831,824       10,503,727       10,065,858       9,663,154       9,034,267     3.1     19.9  
    Premises and equipment, net   246,493       259,113       264,059       267,032       267,864     (4.9 )   (8.0 )
    Foreclosed assets   6,318       2,108       1,944       8,015       8,015     199.7     (21.2 )
    Servicing assets   60,359       56,911       56,144       52,553       51,528     6.1     17.1  
    Other assets   347,212       348,697       352,120       356,314       376,370     (0.4 )   (7.7 )
    Total assets $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570     1.7     16.5  
    Liabilities and shareholders’ equity                          
    Liabilities                          
    Deposits:                          
    Noninterest-bearing $ 393,393     $ 386,108     $ 318,890     $ 258,844     $ 264,013     1.9     49.0  
    Interest-bearing   12,201,397       12,009,837       11,441,604       11,141,703       10,443,018     1.6     16.8  
    Total deposits   12,594,790       12,395,945       11,760,494       11,400,547       10,707,031     1.6     17.6  
    Borrowings   107,659       110,247       112,820       115,371       117,745     (2.3 )   (8.6 )
    Other liabilities   61,494       58,065       66,570       83,672       82,745     5.9     (25.7 )
    Total liabilities   12,763,943       12,564,257       11,939,884       11,599,590       10,907,521     1.6     17.0  
    Shareholders’ equity                          
    Preferred stock, no par value, 1,000,000 shares authorized, none issued or outstanding                                    
    Class A common stock (voting)   377,953       370,513       365,607       361,925       356,381     2.0     6.1  
    Class B common stock (non-voting)                                    
    Retained earnings   746,450       724,215       715,767       707,026       695,172     3.1     7.4  
    Accumulated other comprehensive loss   (61,514 )     (67,698 )     (82,344 )     (61,195 )     (90,504 )   9.1     32.0  
    Total shareholders’ equity attributed to Live Oak Bancshares, Inc.   1,062,889       1,027,030       999,030       1,007,756       961,049     3.5     10.6  
    Non-controlling interest   4,376       4,417       4,466                 (0.9 )   100.0  
    Total shareholders’ equity   1,067,265       1,031,447       1,003,496       1,007,756       961,049     3.5     11.1  
    Total liabilities and shareholders’ equity $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570     1.7     16.5  
    (1) Includes $303.8 million, $316.8 million, $328.7 million, $343.4 million and $363.0 million loans measured at fair value for the quarters ended June 30, 2025, March 31, 2025, December 31, 2024, September 30, 2024, and June 30, 2024, respectively.
       

    Live Oak Bancshares, Inc.
    Statements of Income (unaudited)
    (Dollars in thousands, except per share data)

      Six Months Ended
      June 30, 2025   June 30, 2024
    Interest income      
    Loans and fees on loans $ 400,129     $ 357,850  
    Investment securities, taxable   22,737       18,173  
    Other interest earning assets   14,523       14,845  
    Total interest income   437,389       390,868  
    Interest expense      
    Deposits   224,268       207,356  
    Borrowings   3,368       2,081  
    Total interest expense   227,636       209,437  
    Net interest income   209,753       181,431  
    Provision for credit losses   52,216       28,129  
    Net interest income after provision for credit losses   157,537       153,302  
    Noninterest income      
    Loan servicing revenue   16,863       14,971  
    Loan servicing asset revaluation   (7,785 )     (5,622 )
    Net gains on sales of loans   40,289       25,897  
    Net gain (loss) on loans accounted for under the fair value option   48       (47 )
    Equity method investments (loss) income   (4,955 )     (6,789 )
    Equity security investments gain (losses), net   1,024       (368 )
    Lease income   5,676       4,876  
    Management fee income         6,542  
    Other noninterest income   8,947       20,796  
    Total noninterest income   60,107       60,256  
    Noninterest expense      
    Salaries and employee benefits   97,145       93,530  
    Travel expense   5,371       4,766  
    Professional services expense   5,898       4,939  
    Advertising and marketing expense   8,085       6,696  
    Occupancy expense   5,106       4,635  
    Technology expense   19,317       15,719  
    Equipment expense   7,430       6,585  
    Other loan origination and maintenance expense   8,775       7,570  
    Renewable energy tax credit investment impairment (recovery)   270       (757 )
    FDIC insurance   7,096       5,849  
    Other expense   8,817       5,861  
    Total noninterest expense   173,310       155,393  
    Income before taxes   44,334       58,165  
    Income tax expense   11,279       3,616  
    Net income   33,055       54,549  
    Net loss attributable to non-controlling interest   90        
    Net income attributable to Live Oak Bancshares, Inc. $ 33,145     $ 54,549  
    Earnings per share      
    Basic $ 0.72     $ 1.22  
    Diluted $ 0.72     $ 1.20  
    Weighted average shares outstanding      
    Basic   45,556,842       44,868,625  
    Diluted   45,825,543       45,583,146  
                   

    Live Oak Bancshares, Inc.
    Quarterly Selected Financial Data
    (Dollars in thousands, except per share data)

      As of and for the three months ended
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024
    Income Statement Data                  
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 9,900     $ 13,025     $ 26,963  
    Per Common Share                  
    Net income, diluted $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.59  
    Dividends declared   0.03       0.03       0.03       0.03       0.03  
    Book value   23.36       22.62       22.12       22.32       21.35  
    Tangible book value (1)   23.29       22.55       22.05       22.24       21.28  
    Performance Ratios                  
    Return on average assets (annualized)   0.68 %     0.30 %     0.31 %     0.43 %     0.93 %
    Return on average equity (annualized)   8.85       3.78       3.85       5.21       11.39  
    Net interest margin   3.28       3.20       3.15       3.33       3.28  
    Efficiency ratio (1)   62.12       66.62       63.45       59.72       61.89  
    Noninterest income to total revenue   24.02       20.28       23.89       25.35       27.22  
    Selected Loan Metrics                  
    Loans and leases originated $ 1,526,592     $ 1,396,223     $ 1,421,118     $ 1,757,856     $ 1,171,141  
    Outstanding balance of sold loans serviced   5,321,284       4,949,962       4,715,895       4,452,750       4,292,857  
    Asset Quality Ratios                  
    Allowance for credit losses to loans and leases held for investment (3)   1.70 %     1.83 %     1.69 %     1.78 %     1.57 %
    Net charge-offs (3) $ 31,445     $ 6,774     $ 33,566     $ 1,710     $ 8,253  
    Net charge-offs to average loans and leases held for investment (2) (3)   1.19 %     0.27 %     1.39 %     0.08 %     0.38 %
                       
    Nonperforming loans and leases at historical cost (3)                  
    Unguaranteed $ 59,555     $ 99,907     $ 81,412     $ 49,398     $ 37,340  
    Guaranteed   336,777       322,993       222,885       166,177       122,752  
    Total   396,332       422,900       304,297       215,575       160,092  
    Unguaranteed nonperforming historical cost loans and leases, to loans and leases held for investment (3)   0.56 %     0.96 %     0.82 %     0.52 %     0.42 %
                       
    Nonperforming loans at fair value (4)                  
    Unguaranteed $ 8,873     $ 9,938     $ 9,115     $ 8,672     $ 9,590  
    Guaranteed   60,453       58,100       54,873       49,822       51,570  
    Total   69,326       68,038       63,988       58,494       61,160  
    Unguaranteed nonperforming fair value loans to fair value loans held for investment (4)   2.92 %     3.14 %     2.77 %     2.53 %     2.64 %
                       
    Capital Ratios                  
    Common equity tier 1 capital (to risk-weighted assets)   10.67 %     10.67 %     11.04 %     11.19 %     11.85 %
    Tier 1 leverage capital (to average assets)   7.90       8.03       8.21       8.60       8.71  
                                           

    Notes to Quarterly Selected Financial Data
    (1) See accompanying GAAP to Non-GAAP Reconciliation.
    (2) Quarterly net charge-offs as a percentage of quarterly average loans and leases held for investment, annualized.
    (3) Loans and leases at historical cost only (excludes loans measured at fair value).
    (4) Loans accounted for under the fair value option only (excludes loans and leases carried at historical cost).

    Live Oak Bancshares, Inc.
    Quarterly Average Balances and Net Interest Margin
    (Dollars in thousands)

      Three Months Ended
    June 30, 2025
      Three Months Ended
    March 31, 2025
      Average Balance   Interest   Average Yield/Rate   Average Balance   Interest   Average Yield/Rate
    Interest-earning assets:                      
    Interest-earning balances in other banks $ 727,715     $ 8,123   4.48 %   $ 581,267     $ 6,400   4.47 %
    Investment securities   1,408,942       11,648   3.32       1,379,797       11,089   3.26  
    Loans held for sale   381,531       8,008   8.42       407,953       8,612   8.56  
    Loans and leases held for investment(1)   10,843,303       196,505   7.27       10,388,872       187,004   7.30  
    Total interest-earning assets   13,361,491       224,284   6.73       12,757,889       213,105   6.77  
    Less: Allowance for credit losses on loans and leases   (186,022 )             (165,320 )        
    Noninterest-earning assets   539,485               534,133          
    Total assets $ 13,714,954             $ 13,126,702          
    Interest-bearing liabilities:                      
    Interest-bearing checking $ 350,978     $ 3,969   4.54 %   $ 350,491     $ 3,929   4.55 %
    Savings   6,241,053       56,529   3.63       5,540,147       51,604   3.78  
    Money market accounts   128,757       93   0.29       127,908       120   0.38  
    Certificates of deposit   5,392,494       52,789   3.93       5,563,004       55,235   4.03  
    Total deposits   12,113,282       113,380   3.75       11,581,550       110,888   3.88  
    Borrowings   109,463       1,683   6.17       111,919       1,685   6.11  
    Total interest-bearing liabilities   12,222,745       115,063   3.78       11,693,469       112,573   3.90  
    Noninterest-bearing deposits   375,503               342,482          
    Noninterest-bearing liabilities   53,717               58,739          
    Shareholders’ equity   1,058,572               1,027,547          
    Non-controlling interest   4,417               4,465          
    Total liabilities and shareholders’ equity $ 13,714,954             $ 13,126,702          
    Net interest income and interest rate spread     $ 109,221   2.95 %       $ 100,532   2.87 %
    Net interest margin         3.28             3.20  
    Ratio of average interest-earning assets to average interest-bearing liabilities         109.32 %           109.10 %
    (1) Average loan and lease balances include non-accruing loans and leases.
       

    Live Oak Bancshares, Inc.
    GAAP to Non-GAAP Reconciliation
    (Dollars in thousands)

      As of and for the three months ended
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024
    Total shareholders’ equity $ 1,067,265     $ 1,031,447     $ 1,003,496     $ 1,007,756     $ 961,049  
    Less:                  
    Goodwill   1,797       1,797       1,797       1,797       1,797  
    Other intangible assets   1,491       1,529       1,568       1,606       1,644  
    Tangible shareholders’ equity (a) $ 1,063,977     $ 1,028,121     $ 1,000,131     $ 1,004,353     $ 957,608  
    Shares outstanding (c)   45,686,081       45,589,633       45,359,425       45,151,691       45,003,856  
    Total assets $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570  
    Less:                  
    Goodwill   1,797       1,797       1,797       1,797       1,797  
    Other intangible assets   1,491       1,529       1,568       1,606       1,644  
    Tangible assets (b) $ 13,827,920     $ 13,592,378     $ 12,940,015     $ 12,603,943     $ 11,865,129  
    Tangible shareholders’ equity to tangible assets (a/b)   7.69 %     7.56 %     7.73 %     7.97 %     8.07 %
    Tangible book value per share (a/c) $ 23.29     $ 22.55     $ 22.05     $ 22.24     $ 21.28  
    Efficiency ratio:                  
    Noninterest expense (d) $ 89,293     $ 84,017     $ 81,257     $ 77,589     $ 77,656  
    Net interest income   109,221       100,532       97,474       97,000       91,320  
    Noninterest income   34,526       25,581       30,593       32,932       34,159  
    Total revenue (e) $ 143,747     $ 126,113     $ 128,067     $ 129,932     $ 125,479  
    Efficiency ratio (d/e)   62.12 %     66.62 %     63.45 %     59.72 %     61.89 %
    Pre-provision net revenue (e-d) $ 54,454     $ 42,096     $ 46,810     $ 52,343     $ 47,823  
                                           

    This press release presents non-GAAP financial measures. The adjustments to reconcile from the non-GAAP financial measures to the applicable GAAP financial measure are included where applicable in financial results presented in accordance with GAAP. The Company considers these adjustments to be relevant to ongoing operating results. The Company believes that excluding the amounts associated with these adjustments to present the non-GAAP financial measures provides a meaningful base for period-to-period comparisons, which will assist regulators, investors, and analysts in analyzing the operating results or financial position of the Company. The non-GAAP financial measures are used by management to assess the performance of the Company’s business for presentations of Company performance to investors, and for other reasons as may be requested by investors and analysts. The Company further believes that presenting the non-GAAP financial measures will permit investors and analysts to assess the performance of the Company on the same basis as that applied by management. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although non-GAAP financial measures are frequently used by shareholders to evaluate a company, they have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of results reported under GAAP.

    The MIL Network

  • MIL-OSI: reAlpha Announces Repayment in Full of the Outstanding Balance of Streeterville Secured Promissory Note

    Source: GlobeNewswire (MIL-OSI)

    DUBLIN, Ohio, July 23, 2025 (GLOBE NEWSWIRE) — reAlpha Tech Corp. (Nasdaq: AIRE) (the “Company” or “reAlpha”), an AI-powered real estate technology company, today announced that it has repaid in full the outstanding balance on its secured promissory note with Streeterville Capital, LLC (“Streeterville”).

    The secured promissory note, originally issued on August 14, 2024 with a principal balance of $5.45 million and an 8% annual interest rate, was scheduled to mature on February 14, 2026. Over the past year, reAlpha steadily reduced the outstanding balance through partial repayments in cash and equity, then repaid the full outstanding balance on July 23, 2025 using available cash, including proceeds from recent equity offerings.

    “The full repayment of our long-term debt marks a pivotal milestone for reAlpha,” said Mike Logozzo, Chief Executive Officer of reAlpha. “Now, we are well-positioned to accelerate our product development and market expansion, as well as pursue strategic acquisitions and partnerships that broaden our AI-driven platform for homebuyers.”

    Piyush Phadke, Chief Financial Officer of reAlpha, added, “With the note now fully repaid, we’ve strengthened our balance sheet and simplified our capital structure. We now have greater financial flexibility to support near-term growth initiatives and maintain discipline as we scale operations.”

    Following the repayment, reAlpha has no outstanding secured promissory notes or convertible debt instruments, leaving trade payables and subsidiary debt as its only obligations. Streeterville has confirmed in writing that all obligations with respect to the secured promissory note have been fully satisfied and the Company is released from all further obligations.

    Further information is set forth in the Current Report on Form 8-K filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) on July 23, 2025.

    About reAlpha Tech Corp.

    reAlpha Tech Corp. (Nasdaq: AIRE) is an AI-powered real estate technology company transforming the multi-trillion-dollar U.S. real estate services market. reAlpha is developing an end-to-end platform that streamlines real estate transactions through integrated brokerage, mortgage, and title services. With a strategic, acquisition-driven growth model and proprietary AI infrastructure, reAlpha is building a vertically integrated ecosystem designed to deliver a simpler, smarter, and more affordable path to homeownership. For more information, visit www.realpha.com.

    Forward-Looking Statements

    The information in this press release includes “forward-looking statements.” Any statements other than statements of historical fact contained herein, including statements by our Chief Executive Officer, Mike Logozzo and Chief Financial Officer, Piyush Phadke, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “could”, “might”, “plan”, “possible”, “project”, “strive”, “budget”, “forecast”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: reAlpha’s ability to regain and sustain compliance with the Nasdaq Capital Market’s continued listing standards and remain listed on the Nasdaq Capital Market; reAlpha’s ability to pay contractual obligations; reAlpha’s liquidity, operating performance, cash flow and ability to secure adequate financing; reAlpha’s limited operating history and that reAlpha has not yet fully developed its AI-based technologies; whether reAlpha’s technology and products will be accepted and adopted by its customers and intended users; reAlpha’s ability to commercialize its developing AI-based technologies; reAlpha’s ability to successfully enter new geographic markets; reAlpha’s ability to integrate the business of its acquired companies into its existing business and the anticipated demand for such acquired companies’ services; reAlpha’s ability to scale its operational capabilities to expand into additional geographic markets and nationally; the potential loss of key employees of reAlpha and of its subsidiaries; the outcome of certain outstanding legal proceedings against reAlpha; reAlpha’s ability to obtain, and maintain, the required licenses to operate in the U.S. states in which it, or its subsidiaries, operate in, or intend to operate in; reAlpha’s ability to successfully identify and acquire companies that are complementary to its business model; the inability to maintain and strengthen reAlpha’s brand and reputation; any accidents or incidents involving cybersecurity breaches and incidents; the inability to accurately forecast demand for AI-based real estate-focused products; the inability to execute business objectives and growth strategies successfully or sustain reAlpha’s growth; the inability of reAlpha’s customers to pay for reAlpha’s services; the inability of reAlpha to obtain additional financing or access the capital markets to fund its ongoing operations on acceptable terms and conditions; the outcome of any legal proceedings that might be instituted against reAlpha; changes in applicable laws or regulations, and the impact of the regulatory environment and complexities with compliance related to such environment; and other risks and uncertainties indicated in reAlpha’s SEC filings. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. Although reAlpha believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. reAlpha’s future results, level of activity, performance or achievements may differ materially from those contemplated, expressed or implied by the forward-looking statements, and there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking statements. For more information about the factors that could cause such differences, please refer to reAlpha’s filings with the SEC. Readers are cautioned not to put undue reliance on forward-looking statements, and reAlpha does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

    Media Contact:
    Cristol Rippe, Chief Marketing Officer
    cristol@realpha.com

    Investor Relations Contact:
    Adele Carey, VP of Investor Relations
    investorrelations@realpha.com

    The MIL Network

  • MIL-OSI: David M. Findlay Named to Indianapolis Business Journal’s Indiana 250 List for Fourth Consecutive Year

    Source: GlobeNewswire (MIL-OSI)

    WARSAW, Ind., July 23, 2025 (GLOBE NEWSWIRE) — Lake City Bank is proud to announce that David M. Findlay, Chairman and Chief Executive Officer, has been named to the Indianapolis Business Journal’s Indiana 250 list for the fourth consecutive year. The annual list recognizes the state’s most influential and impactful leaders across business, philanthropy, the arts, government and not-for-profits.

    “It’s an honor to be recognized alongside such influential leaders making an impact in our state,” Findlay said. “This list highlights the incredible depth and strength of leadership we have in Indiana to keep our communities moving forward.”

    Findlay serves as the Chairman of the boards of directors and Chief Executive Officer of Lakeland Financial and Lake City Bank. He also served as President and Chief Executive Officer from 2014-2023, President and Chief Financial Officer from 2010-2014 and Chief Financial Officer from 2000-2010.

    Findlay is active as a board member with many organizations including the Indiana Bankers Association, Indiana Chamber of Commerce, Central Indiana Corporate Partnership, OrthoWorx, Accelinx, the Northeast Indiana Regional Partnership, Parkview Health, Centerfield Capital Partners and the Trine University Board of Trustees.

    A full list of those included on the 2025 Indiana 250 list is available on the Indianapolis Business Journal’s website at www.indiana250.com.

    Lake City Bank, a $6.9 billion bank headquartered in Warsaw, Indiana, was founded in 1872 and serves Central and Northern Indiana communities with 54 branch offices and a robust digital banking platform. Lake City Bank’s community banking model prioritizes building in-market long-term customer relationships while delivering technology-forward solutions for retail and commercial clients. The bank is the single bank subsidiary of Lakeland Financial Corporation (Nasdaq Global Select/LKFN). For more information visit www.lakecitybank.com.

    Contact
    Luke Weick
    Vice President
    Marketing Manager
    (574) 267-9198 x47279 office
    (260) 431-7061 mobile
    luke.weick@lakecitybank.com

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/9db91f9b-e7b5-4a83-9feb-a1016dabf248

    The MIL Network

  • MIL-OSI: Home Federal Bancorp, Inc. of Louisiana Increases Quarterly Cash Dividend for 12th Consecutive Year

    Source: GlobeNewswire (MIL-OSI)

    SHREVEPORT, La., July 23, 2025 (GLOBE NEWSWIRE) — Home Federal Bancorp, Inc. of Louisiana (the “Company”) (NASDAQ: HFBL), the holding company for Home Federal Bank, announced today that its Board of Directors at their meeting on July 23, 2025, declared a quarterly cash dividend of $0.135 per share on the Company’s common stock. The dividend is payable on August 18, 2025, to the shareholders of record at the close of business on August 4, 2025.

    James R. Barlow, Chairman of the Board, President and Chief Executive Officer, stated, “This twelfth consecutive annual increase in our dividend rate, and 81st consecutive quarterly cash dividend, reflects our continued commitment to creating value for our shareholders and confidence in the financial strength and long-term prospects for our Company. Based on our earnings for the trailing four fiscal quarters ended March 31, 2025, the increase reflects a payout ratio of approximately 49.5%.”

    Home Federal Bancorp, Inc. of Louisiana is the holding company for Home Federal Bank which conducts business from its ten full-service banking offices and home office in northwest Louisiana. Additional information is available at www.hfb.bank.

    Statements contained in this news release which are not historical facts may be forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like “believe,” “expect,” “anticipate,” “estimate” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could” or “may.” We undertake no obligation to update any forward-looking statements.

    Contact:
    Home Federal Bancorp, Inc. of Louisiana
    James R. Barlow, Chairman of the Board, President and
    Chief Executive Officer
    (318) 222-1145

    The MIL Network

  • MIL-OSI: Home Federal Bancorp, Inc. of Louisiana Increases Quarterly Cash Dividend for 12th Consecutive Year

    Source: GlobeNewswire (MIL-OSI)

    SHREVEPORT, La., July 23, 2025 (GLOBE NEWSWIRE) — Home Federal Bancorp, Inc. of Louisiana (the “Company”) (NASDAQ: HFBL), the holding company for Home Federal Bank, announced today that its Board of Directors at their meeting on July 23, 2025, declared a quarterly cash dividend of $0.135 per share on the Company’s common stock. The dividend is payable on August 18, 2025, to the shareholders of record at the close of business on August 4, 2025.

    James R. Barlow, Chairman of the Board, President and Chief Executive Officer, stated, “This twelfth consecutive annual increase in our dividend rate, and 81st consecutive quarterly cash dividend, reflects our continued commitment to creating value for our shareholders and confidence in the financial strength and long-term prospects for our Company. Based on our earnings for the trailing four fiscal quarters ended March 31, 2025, the increase reflects a payout ratio of approximately 49.5%.”

    Home Federal Bancorp, Inc. of Louisiana is the holding company for Home Federal Bank which conducts business from its ten full-service banking offices and home office in northwest Louisiana. Additional information is available at www.hfb.bank.

    Statements contained in this news release which are not historical facts may be forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like “believe,” “expect,” “anticipate,” “estimate” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could” or “may.” We undertake no obligation to update any forward-looking statements.

    Contact:
    Home Federal Bancorp, Inc. of Louisiana
    James R. Barlow, Chairman of the Board, President and
    Chief Executive Officer
    (318) 222-1145

    The MIL Network

  • MIL-OSI: PredictIt Announces a Resolution to Litigation with the CFTC and a Bright Future Ahead

    Source: GlobeNewswire (MIL-OSI)

    WASHINGTON, July 23, 2025 (GLOBE NEWSWIRE) — PredictIt is pleased to announce the favorable resolution of its nearly three-year-long litigation challenging the Commodity Futures Trading Commission’s historical efforts to close the PredictIt Market. As part of the resolution, the CFTC amended its No-Action Letter (NAL) to permit transition of the Market’s leadership to a respected consortium of academics from America’s most prestigious institutions. As the second part of the resolution, the United States District Court for the Western District of Texas entered final judgment in favor of PredictIt on Tuesday, July 22. That court order declares invalid the CFTC’s prior efforts and justifications for seeking to end the PredictIt Market. It also bars the CFTC from future efforts to close the Market based on its current structure and features.

    Together, these two pillars of the resolution lay a stable foundation for the PredictIt Market’s future. With the historical efforts to end the Market having been declared illegal and the judgment’s protections against future such efforts, Market participants may trade political event contracts on the Market, and the academic community may plan study of Market data, with confidence.

    As a sign of the progress and energy created by this resolution framework, PredictIt already has offered a series of new political event prediction markets and will continue to do so in the days ahead. These markets long have served as a valuable tool for public insight, academic research, and civic engagement.

    We extend our sincere thanks to Acting Chair Caroline Pham for her leadership, constructive engagement, and support for responsible innovation. Her openness has helped clear the path for regulatory clarity and stability in this in this important field.

    “With this resolution, PredictIt can continue doing what it does best—bringing transparency and insight to the political process through data-driven forecasting,” said John Aristotle Phillips, CEO of PredictIt operator Aristotle. “We’re grateful to our community of traders, academics, and supporters for standing by us. The future for prediction markets has never looked brighter.”

    “It was a long struggle to vindicate the rights of traders and academics to participate in the PredictiIt Market and to the invaluable information it provides about the most important political issues facing the Nation,” said Michael Edney, the lawyer representing the Market’s operators, traders, and academics in court. “Today’s outcome comes after crucial judicial decisions, including two from the United States Court of Appeals for the Fifth Circuit, setting forth these protections. We are grateful to the courts and to the Commission’s current leadership for restoring stability to this national resource.”

    PredictIt looks to the future with optimism. We remain committed to transparency, compliance, and expanding participation in political forecasting through fair and accessible markets.

    A new chapter begins today—and we’re just getting started.

    Contact: 
    Brandi Travis
    +12707042462
    brandi.travis@aristotle.com

    The MIL Network

  • MIL-OSI: Silvaco Announces Date of Second Quarter 2025 Financial Results Conference Call

    Source: GlobeNewswire (MIL-OSI)

    SANTA CLARA, Calif., July 23, 2025 (GLOBE NEWSWIRE) — Silvaco Group, Inc. (Nasdaq: SVCO, “Silvaco”), a provider of TCAD, EDA software, and SIP solutions that enable innovative semiconductor design and digital twin modeling through AI software and automation, will release its financial results for the second quarter ended June 30, 2025, after the market close on Wednesday, August 6, 2025. The company will host a conference call at 5:00 p.m. Eastern time to discuss its second quarter 2025 results and full year 2025 outlook.

    A press release highlighting the Company’s results along with supplemental financial results will be available at https://investors.silvaco.com/ along with an earnings presentation to accompany management’s prepared remarks. An archived replay of the conference call will be available on this website for a limited time after the call. Participants who want to join the call and ask a question may register for the call here to receive the dial-in numbers and unique PIN.

    Date: Wednesday, August 6, 2025
    Time: 5:00 p.m. Eastern time
    Webcast: Here (live and replay)

    About Silvaco
    Silvaco is a provider of TCAD, EDA software, and SIP solutions that enable semiconductor design and AI through software and innovation. Silvaco’s solutions are used for process and device development across display, power devices, automotive, memory, high-performance compute, foundries, photonics, internet of things, and 5G/6G mobile markets for complex SoC design. Silvaco is headquartered in Santa Clara, California, and has a global presence with offices located in North America, Europe, Brazil, China, Japan, Korea, Singapore, and Taiwan.

    Safe Harbor Statement
    This press release contains forward-looking statements based on Silvaco Group, Inc.’s current expectations. The words “believe”, “estimate”, “expect”, “intend”, “anticipate”, “plan”, “project”, “will”, and similar phrases as they relate to Silvaco Group, Inc. are intended to identify such forward-looking statements. These forward-looking statements reflect the current views and assumptions of Silvaco Group, Inc. and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations.

    Investor Contact:
    Greg McNiff
    investors@silvaco.com

    Media Contact:
    Tiffany Behany
    press@silvaco.com

    The MIL Network

  • MIL-OSI: Farmers and Merchants Bancshares, Inc. Reports Earnings of $2.4 Million or $0.74 per Share for the Six Months Ended June 30, 2025

    Source: GlobeNewswire (MIL-OSI)

    HAMPSTEAD, Md., July 23, 2025 (GLOBE NEWSWIRE) — Farmers and Merchants Bancshares, Inc. (the “Company”), the parent company of Farmers and Merchants Bank (the “Bank” and, together with the Company, “we”, “us” and “our”), announced that net income for the six months ended June 30, 2025 was $2.4 million, or $0.74 per common share (basic and diluted) compared to $2.3 million, or $0.74 per common share (basic and diluted), for the same period in 2024. The Company’s return on average equity during the six months ended June 30, 2025 was 8.18% compared to 8.81% for the same period in 2024. The Company’s return on average assets during both the six months ended June 30, 2025 and 2024 was 0.58%.

    Net income for the three months ended June 30, 2025 was $1.2 million, or $0.38 per common share (basic and diluted) compared to $1.1 million, or $0.35 per common share (basic and diluted), for the second quarter of 2024. The Company’s return on average equity during the three months ended June 30, 2025 was 8.15% compared to 8.23% for the same period in 2024. The Company’s return on average assets during the three months ended June 30, 2025 was 0.58% compared to 0.55% for the same period in 2024.

    Net interest income for the six months ended June 30, 2025 was $1.18 million higher when compared to the same period in 2024 due to a widening net interest margin of 2.92% for the six months ended June 30, 2025 compared to 2.70% for the same period in 2024. The yield on earning assets increased to 5.11% for the six months ended June 30, 2025, compared to 4.76% for the same period in 2024. The cost of interest bearing liabilities increased to 2.67% for the six months ended June 30, 2025, up from 2.57% for the same period in 2024. Average interest earning assets were $793.5 million for the six months ended June 30, 2025 compared to $772.3 million for the same period in 2024. Gross interest income increased by $2.0 million to $20.2 million for the six months ended June 30, 2025, up from $18.2 million for the same period in 2024. Average interest bearing liabilities increased by $31.8 million to $650.7 million for the six months ended June 30, 2025 from $618.9 million for the same period in 2024. Total interest expense increased $756 thousand to $8.7 million for the six months ended June 30, 2025 compared to $7.9 million for the same period in 2024.

    The Company recorded a $268 thousand provision for credit losses for the six months ended June 30, 2025. There was no provision recorded for the six months ended June 30, 2024. The increase in the provision was related to the write down of one loan by $356 thousand, which was ultimately foreclosed upon.

    Noninterest income increased by $91 thousand for the six months ended June 30, 2025 when compared to the same period in 2024. The increase was due to several factors, including a $53 thousand increase in mortgage banking revenue, a $26 thousand increase in bank owned life insurance income, a $126 thousand increase in gain on settlement of fair value hedge, and an $83 thousand increase in fees and commissions. These increases were offset by lower service charges on deposits of $70 thousand and $143 thousand of non-recurring gain on insurance settlement recognized in 2024. Noninterest expense was $992 thousand higher in the six months ended June 30, 2025 when compared to the same period in 2024, due primarily to a $294 thousand in salaries and benefits and a $329 thousand combined increase in occupancy and furniture and equipment costs. ATM and debit card expenses increased by $35 thousand due to security enhancements added with the core system conversion. Also, the Bank’s FDIC assessment expense increased by $124 thousand due to higher FDIC assessment rates. Professional services increased by $27 thousand due to the higher legal fees in 2025 related to stockholder matters.

    Total assets decreased slightly to $842.2 million at June 30, 2025 from $844.6 million at December 31, 2024. Loans increased to $615.5 million at June 30, 2025 from $583.0 million at December 31, 2024. Investments in debt securities decreased to $142.8 million at June 30, 2025 from $146.2 million at December 31, 2024. Deposits decreased to $748.9 million at June 30, 2025 from $758.8 million at December 31, 2024. The Company’s tangible equity was $53.2 million at June 30, 2025 compared to $49.2 million at December 31, 2024.

    The book value of the Company’s common stock increased to $18.97 per share at June 30, 2025 from $17.77 per share at December 31, 2024. Book value per share at June 30, 2025 is reflective of the $15.1 million unrealized loss, net of income taxes, on the Bank’s available for sale (“AFS”) securities portfolio as a result of the rise in interest rates since the time of purchase. Changes in the market value of the AFS securities portfolio, net of income taxes, are reflected in the Company’s equity, but are not included in the income statement. The AFS securities portfolio is comprised of 72% government agency mortgage backed securities which are fully guaranteed, 23% investment grade non agency mortgage backed securities, 1% investment grade corporate and municipal bonds, and 4% subordinated debt of other community banks. Management does not believe there is any indication of credit deterioration in any of the bonds and we intend to hold these securities to maturity, so no actual losses are anticipated. There is no impact on regulatory capital because the Bank elected many years ago to not include in the calculation of regulatory capital changes in the market value of the AFS securities portfolio regardless of whether they are positive or negative.

    Gary A. Harris, President and CEO, commented “Our net interest margin has continued to grow over the past year. Our yields on earning assets are rising with our loan growth and loans are renewing at higher interest rate levels. This coupled with moderating cost of funds has improved our net interest income. Loan growth is strong with over $32.5 million in net loans being booked in the first half of 2025. Asset quality remains high with few delinquencies and our liquidity position remains strong. Moving into the second half of 2025, we believe we are well positioned to improve on the gains we have made thus far. ”

    About the Company

    The Company is a financial holding company and the parent company of the Bank. The Bank was chartered in Maryland in 1919 and has over 100 years of service to the community. The Bank serves the deposit and financing needs of both consumers and businesses in Carroll and Baltimore Counties along the Route 30, Route 795, Route 140, Route 26, and Route 45 corridors. The main office is located in Upperco, Maryland, with seven additional branches in Owings Mills, Hampstead, Greenmount, Reisterstown, Westminster, Eldersburg, and Towson. Certain broker-dealers make a market in the common stock of Farmers and Merchants Bancshares, Inc., and trades are reported through the OTC Markets Group’s OTCID Market under the symbol “FMFG”.

    Forward-Looking Statements

    The statements contained herein that are not historical facts are forward-looking statements (as defined by the Private Securities Litigation Reform Act of 1995) based on management’s current expectations and beliefs concerning future developments and their potential effects on the Company. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the Company. There can be no assurance that future developments affecting the Company will be the same as those anticipated by management. These statements are evidenced by terms such as “anticipate,” “estimate,” “should,” “will,” “expect,” “believe,” “intend,” and similar expressions. Although these statements reflect management’s good faith beliefs and projections, they are not guarantees of future performance and they may not prove true. These projections involve risk and uncertainties that could cause actual results to differ materially from those addressed in the forward-looking statements. For a discussion of these risks and uncertainties, see the section of the periodic reports filed by Farmers and Merchants Bancshares, Inc. with the Securities and Exchange Commission entitled “Risk Factors”.

     
    Farmers and Merchants Bancshares, Inc. and Subsidiaries
    Consolidated Balance Sheets
    Dollars in thousands except share data
    (Unaudited)
     
        June 30,   December 31,
        2025   2024 *
           
    Assets  
           
    Cash and due from banks   $ 30,282     $ 63,962  
    Federal funds sold and other interest-bearing deposits     1,001       697  
    Cash and cash equivalents     31,283       64,659  
    Certificates of deposit in other banks     100       100  
    Securities available for sale, at fair value     121,434       125,713  
    Securities held to maturity, at amortized cost less allowance for credit losses of $81 and $60     21,328       20,499  
    Equity security, at fair value     535       518  
    Restricted stock, at cost     1,190       921  
    Mortgage loans held for sale     641       157  
    Loans, less allowance for credit losses of $4,233 and $4,260     615,469       582,993  
    Premises and equipment, net     7,267       7,349  
    Accrued interest receivable     2,388       2,439  
    Deferred income taxes, net     7,120       7,606  
    Other real estate owned, net     2,758       1,176  
    Bank owned life insurance     15,535       15,324  
    Goodwill and other intangibles, net     7,022       7,026  
    Other assets     8,148       8,163  
    Total Assets   $ 842,218     $ 844,643  
           
    Liabilities and Stockholders’ Equity      
           
    Deposits      
    Noninterest-bearing   $ 121,398     $ 107,197  
    Interest-bearing     627,500       651,609  
    Total deposits     748,898       758,806  
    Securities sold under repurchase agreements     4,772       5,564  
    Federal Home Loan Bank of Atlanta advances     10,000       5,000  
    Long-term debt, net of issuance costs     10,388       11,329  
    Accrued interest payable     919       1,003  
    Other liabilities     6,995       6,669  
    Total liabilities     781,972       788,371  
           
    Stockholders’ equity      
    Common stock, par value $.01 per share, authorized 5,000,000 shares; issued and outstanding 3,175,347 shares in 2025 and 3,166,653 shares in 2024     32       32  
    Additional paid-in capital     31,299       31,136  
    Retained earnings     43,976       41,613  
    Accumulated other comprehensive loss     (15,061 )     (16,509 )
    Total Stockholders’ equity     60,246       56,272  
    Total liabilities and stockholders’ equity   $ 842,218     $ 844,643  
    * Derived from audited consolidated financial statements      
    Farmers and Merchants Bancshares, Inc. and Subsidiaries
    Consolidated Statements of Income
    Dollars in thousands except per share data
    (Unaudited)
     
        Three Months Ended June 30,   Six Months Ended June 30,
        2025   2024   2025   2024
                 
    Interest income            
    Loans, including fees   $ 8,899     $ 7,238     $ 17,265     $ 14,120  
    Investment securities – taxable     1,070       1,592       2,121       3,171  
    Investment securities – tax exempt     153       138       309       274  
    Federal funds sold and other interest earning assets     171       212       485       681  
    Total interest income     10,293       9,180       20,180       18,246  
                 
    Interest expense            
    Deposits     4,071       3,232       8,321       6,333  
    Securities sold under repurchase agreements     12       13       29       36  
    Federal Home Loan Bank advances     110       32       122       44  
    Federal Reserve Bank advances           641             1,263  
    Long-term debt     109       129       222       262  
    Total interest expense     4,302       4,047       8,694       7,938  
    Net interest income     5,991       5,133       11,486       10,308  
                 
    Provision for credit losses     238             268        
                 
    Net interest income after provision for credit losses     5,753       5,133       11,218       10,308  
                 
    Noninterest income            
    Service charges on deposit accounts     178       217       342       412  
    Mortgage banking income     47       18       76       23  
    Bank owned life insurance income     106       94       211       185  
    Fair value adjustment of equity security     1       (2 )     10       (6 )
    Gain (loss) on settlement of fair value hedge           (31 )     94       (32 )
    Gain on insurance proceeds, net                       143  
    Other fees and commissions     124       78       236       153  
    Total noninterest income     456       374       969       878  
                 
    Noninterest expense            
    Salaries     2,191       1,993       4,398       3,969  
    Employee benefits     531       441       913       1,048  
    Occupancy     280       278       608       524  
    Furniture and equipment     480       328       815       570  
    Professional services     218       158       391       364  
    Automated teller machine and debit card expenses     168       166       336       301  
    Federal Deposit Insurance Corporation premiums     117       94       316       192  
    Postage, delivery, and armored carrier     64       64       142       145  
    Advertising     74       74       130       123  
    Other real estate owned expense, net     67       3       71       5  
    Other     540       524       1,108       995  
    Total noninterest expense     4,730       4,123       9,228       8,236  
                 
    Income before income taxes     1,479       1,384       2,959       2,950  
    Income taxes     280       305       596       652  
    Net income   $ 1,199     $ 1,079     $ 2,363     $ 2,298  
                 
    Earnings per common share – basic   $ 0.38     $ 0.35     $ 0.74     $ 0.74  
    Earnings per common share – diluted   $ 0.38     $ 0.35     $ 0.74     $ 0.74  
    Farmers and Merchants Bancshares, Inc.
    Selected Consolidated Financial Data
    (Unaudited)
    Dollars in thousands except per share data
             
        As of or For the Three Months Ended June 30,
        2025   2024   2023
             
    OPERATING DATA        
             
    Interest income   $ 10,293     $ 9,180     $ 7,384  
    Interest expense     4,302       4,047       2,113  
    Net interest income     5,991       5,133       5,271  
    Provision for (recovery of) credit losses     238             (225 )
    Net interest income after provision for (recovery of) credit losses     5,753       5,133       5,496  
    Noninterest income     456       374       403  
    Noninterest expense     4,730       4,123       3,686  
    Income before income taxes     1,479       1,384       2,213  
    Income taxes     280       305       543  
    Net income   $ 1,199     $ 1,079     $ 1,670  
             
    PER SHARE DATA        
             
    Net income (Basic and diluted)   $ 0.38     $ 0.35     $ 0.54  
    Dividends   $ 0.00     $ 0.33     $ 0.33  
    Book value   $ 18.97     $ 17.77     $ 16.13  
             
    KEY RATIOS        
             
    Return on average assets     0.58 %     0.55 %     0.92 %
    Return on average equity     8.15 %     8.23 %     13.22 %
    Efficiency ratio     73.37 %     74.86 %     68.17 %
    Net yield on interest-earning assets     3.03 %     2.71 %     3.00 %
    Tier 1 capital leverage ratio     9.51 %     9.58 %     9.99 %
             
    AT PERIOD END        
             
    Total assets   $ 842,218     $ 798,556     $ 730,262  
    Gross loans     619,702       550,118       535,646  
    Cash and cash equivalents     31,283       24,510       12,288  
    Securities     142,762       177,661       139,949  
    Deposits     748,898       651,209       631,811  
    Long term debt, FRB and FHLB borrowings     20,388       81,271       38,154  
    Stockholders’ equity     60,246       54,543       49,834  
             
    SELECTED AVERAGE BALANCES        
             
    Total assets   $ 825,060     $ 784,510     $ 726,212  
    Gross loans     616,097       541,267       531,173  
    Cash and cash equivalents     14,959       18,395       9,151  
    Securities     165,409       204,779       167,107  
    Deposits     734,631       647,215       630,567  
    Long term debt, FRB and FHLB borrowings     20,786       72,762       35,249  
    Stockholders’ equity     58,827       52,431       50,538  
             
    ASSET QUALITY        
             
    Nonperforming assets   $ 3,028     $ 1,646     $ 1,898  
             
    Nonperforming assets/total assets     0.36 %     0.21 %     0.26 %
             
    Allowance for credit losses/total loans     0.68 %     0.74 %     0.87 %
    Farmers and Merchants Bancshares, Inc.
    Selected Consolidated Financial Data
    (Unaudited)
    Amounts in thousands except per share data
             
        As of or For the Six Months Ended June 30,
        2025   2024   2023
             
    OPERATING DATA        
             
    Interest income   $ 20,180     $ 18,246     $ 14,437  
    Interest expense     8,694       7,938       3,509  
    Net interest income     11,486       10,308       10,928  
    Provision for (recovery of) credit losses     268             (495 )
    Net interest income after provision for credit losses     11,218       10,308       11,423  
    Noninterest income     969       878       785  
    Noninterest expense     9,228       8,236       7,443  
    Income before income taxes     2,959       2,950       4,765  
    Income taxes     596       652       1,194  
    Net income   $ 2,363     $ 2,298     $ 3,571  
             
    PER SHARE DATA        
             
    Net income (Basic and diluted)   $ 0.74     $ 0.74     $ 1.16  
    Dividends   $ 0.00     $ 0.33     $ 0.33  
    Book value   $ 18.97     $ 17.77     $ 16.13  
             
    KEY RATIOS        
             
    Return on average assets     0.58 %     0.58 %     0.99 %
    Return on average equity     8.18 %     8.81 %     14.34 %
    Efficiency ratio     74.09 %     73.63 %     63.23 %
    Net yield on interest-earning assets     2.92 %     2.70 %     3.09 %
    Tier 1 capital leverage ratio     9.51 %     9.58 %     9.99 %
             
    AT PERIOD END        
             
    Total assets   $ 842,218     $ 798,556     $ 730,262  
    Gross loans     619,702       550,118       535,646  
    Cash and cash equivalents     31,283       24,510       12,288  
    Securities     142,762       177,661       139,949  
    Deposits     748,898       651,209       631,811  
    Long term debt, FRB and FHLB borrowings     20,388       81,271       38,154  
    Stockholders’ equity     60,246       54,543       49,834  
             
    SELECTED AVERAGE BALANCES        
             
    Total assets   $ 820,910     $ 792,174     $ 724,668  
    Gross loans     604,875       537,917       528,368  
    Cash and cash equivalents     21,830       27,809       8,936  
    Securities     166,812       206,593       168,482  
    Deposits     733,685       655,331       628,434  
    Long term debt, FRB and FHLB borrowings     18,291       71,140       35,689  
    Stockholders’ equity     57,742       52,192       49,802  
             
    ASSET QUALITY        
             
    Nonperforming assets   $ 3,028     $ 1,646     $ 1,898  
             
    Nonperforming assets/total assets     0.36 %     0.21 %     0.26 %
             
    Allowance for credit losses/total loans     0.68 %     0.74 %     0.87 %
    Contact: Mr. Gary A. Harris
      President and Chief Executive Officer
      (410) 374-1510, ext. 1104

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