Category: Taxation

  • MIL-OSI Security: Utah Man Sentenced for Wire Fraud Schemes

    Source: United States Attorneys General

    Defendant Impersonated Federal Agent, Attorney, and Others to Perpetrate $3.5M Fraud

    A Utah man was sentenced yesterday to 108 months in prison for wire fraud, impersonating a federal officer, aggravated identity theft, and making a false statement.

    The following is according to court documents and statements made in court: from 2018 through 2020, Santiago Garcia Gutierrez (Garcia), of Salt Lake City, defrauded a single victim out of more than $2.8 million by falsely representing that he was a confidential informant with the Department of Homeland Security. He also falsely represented that he could acquire, at discounted prices, exotic cars, planes, and vessels that had been seized by the U.S. government through forfeiture. Garcia falsely induced the victim to use him as an intermediary to receive the money that the victim believed was then being used to purchase what turned out to be non-existent luxury assets. To convince his victim the scheme was legitimate, Garcia contacted the victim on numerous occasions via text message from multiple phone numbers, falsely claiming to be a confidential government informant, federal agent and, at times, Garcia’s own attorney.

    In addition, from 2019 through 2024, Garcia  defrauded eight additional victims across the country. To execute these other frauds, Garcia falsely induced victims to invest money into federal oil wells in which he had an ownership interest, promising large returns on investment. The victims never realized any profits, however, because Garcia diverted the investment funds for his own benefit. To effectuate these schemes and lend them legitimacy, Garcia again assumed the identity of his attorney. In total, Garcia defrauded these victims of more than $900,000.

    Finally, Garcia did not pay royalties to the federal government on the sale of oil extracted from the wells, despite knowing that he had a duty to do so.

    In addition to the term of imprisonment, U.S. District Judge Howard C. Nielson Jr. for the District of Utah ordered Garcia to pay $3,795,930.60 in restitution to the victims of his crimes, and to forfeit $2,853,789.27.

    Acting Deputy Assistant Attorney General Karen E. Kelly of the Justice Department’s Tax Division, Acting U.S. Attorney Felice John Viti for the District of Utah, and Special Agent in Charge Carissa Messick of IRS Criminal Investigation’s Phoenix Field Office made the announcement.

    IRS Criminal Investigation’s Phoenix Field Office and the EPA investigated the case.

    Senior Litigation Counsel Richard M. Rolwing and former Trial Attorney Erika Suhr of the Tax Division prosecuted the case.

    MIL Security OSI

  • MIL-OSI USA: Sen. Greg Dolezal Appointed to Senate Special Committee on Eliminating Georgia’s Income Tax

    Source: US State of Georgia

    ATLANTA (July 24, 2025) — Recently, Lt. Governor Burt Jones appointed Sen. Greg Dolezal (R–Cumming) to serve as a member of the Senate Special Committee on Eliminating Georgia’s Income Tax.

    “I am grateful to Lt. Governor Burt Jones for appointing me to this crucial committee,” said Sen. Dolezal, Vice Chair of the Senate Committee on Appropriations. “Thanks to the fiscally conservative budgeting of the Georgia General Assembly, we’ve lowered the income tax rate from 5.39% to 5.19%, with a plan to reduce it by another tenth of a percent annually starting in 2026. However, that’s not good enough. Georgia can only stay ahead if we keep pushing for a tax structure that lets families keep more of their paychecks and gives job creators every reason to grow here. I’ve championed eliminating the income tax since my first term, and this special committee is our chance to build a fiscally sound plan that finishes the job.”

    Sen. Blake Tillery (R–Vidalia) will serve as Chairman of the Special Committee on Eliminating Georgia’s Income Tax. Additional Senators appointed to the special committee include Senators Jason Anavitarte (R–Dallas), Ed Harbison (D–Columbus), Chuck Hufstetler (R–Rome), Steve Gooch (R–Dahlonega), John F. Kennedy (R–Macon), Nan Orrock (D–Atlanta), Michael “Doc” Rhett (D–Marietta), Larry Walker III (R– Perry) and Sam Watson (R–Moultrie).

    # # # #

    Sen. Greg Dolezal serves as Chairman of the Senate Committee on Transportation. He represents the 27th Senate District, which includes a portion of Forsyth County. He may be reached by phone at (404) 656-7127 or via email at Greg.Dolezal@senate.ga.gov.

    For all media inquiries, please reach out to SenatePressInquiries@senate.ga.gov.

    MIL OSI USA News

  • MIL-OSI: LECTRA: First half 2025: stable revenues and limited decline in EBITDA in a context of increased volatility in Q2

    Source: GlobeNewswire (MIL-OSI)

    First half 2025: stable revenues and limited decline in EBITDA in a context of increased volatility in Q2

    • Revenues: 261.3 million euros (stable)*
    • EBITDA before non-recurring items: 40.4 million euros (-4%)*
    • Annual objectives are no more relevant, in the absence of visibility

    (*) At actual exchange rates

      April 1 – June 30 January 1 – June 30
      2025 2024 Variation 2025/2024   2025 2024 Variation 2025/2024
    (in millions of euros)     Actual exchange rates Like-for-like(1)       Actual exchange rates Like-for-like(1)
    Revenues 126.8 132.7 -4% -2%   261.3 262.3 0% -1%
    ARR (2)(3)   90.9 88.9 +2% +6%
    EBITDA before non-recurring items (3) 19.2 21.2 -9% -3%   40.4 42.2 -4% -4%
    EBITDA margin before non-recurring items 15.2% 15.9% -0.7 point -0.2 point   15.4% 16.1% -0.7 point -0.7 point
    Net income 5.3 4.4 20%   11.1 11.1 0%
    Consolidated Shareholders’ Equity (2)   343.8 374.4
    Net cash (+) / Net debt (-) (2)   -34.1 -20.6

    (1) At constant exchange rates and comparable scope
    (2) As of June 30, 2025 and December 31, 2024
    (3) The definition of performance indicators is included in the Financial report as of 30 June 2025

    Paris, July 24, 2025. Today, Lectra’s Board of Directors, chaired by Daniel Harari, reviewed the consolidated financial statements for the first half of 2025, which have been subject to a limited review by the Statutory Auditors.

    1. A PARADIGM SHIFT AT THE GLOBAL LEVEL

    The deterioration in the global economic situation since early March continued throughout the second quarter, extending to all geographical areas and all sectors of activity. The US tariff announcements on April 2 came as a shock that increased the uncertainty weighing on the business climate, particularly for the Group’s customers, who are highly exposed to international trade.

    While the direct impact of these measures is limited for Lectra, the indirect impacts, linked to the reactions of the customers concerned, together with the lack of visibility, have led to a pause in their investment decisions. The Group’s customers — brands and subcontractors alike — must adapt to this new economic situation, whether in terms of pricing policy, production, investment or future strategy, and are waiting for negotiations to be concluded before choosing their options.

    The 90-day suspension of reciprocal tariffs, announced on April 9 and due to end on July 9 was followed by further announcements. The frequent changes in the decisions of the US administration and the negotiations still underway have contributed to persistent uncertainty.

    The direct impacts of tariffs remain limited, and are under control

    European and Chinese exports to the United States account for less than 10% of Lectra’s sales. Starting in April, Lectra has taken several measures to deal with the new commercial situation: the Group has reflected the full impact of customs tariffs on price lists in the United States for equipment, consumables and parts and maintenance contracts. It also rerouted some shipments to Mexico to avoid customs formalities and removed several products from the Chinese and American catalogs.

    Indirect impacts are characterized by high customer wait-and-see position

    Lectra’s three strategic markets are highly exposed to tariffs.

    Particularly in the fashion and automotive sectors, the United States’ dependence on imports is very strong. Whatever the outcome of the negotiations, the need to diversify sources of supply and their countries of origin seems clear and will require additional production capacities and relocations.

    In the Group’s three strategic markets, the turbulence of the last few months represents medium- and long-term development opportunities for Lectra, irrespective of the tariff rates ultimately decided, and will necessarily lead to structural changes in the industrial landscape and supply chains.

         2.   Q2 2025

    The slowdown that affected the Americas and Automotive from mid-March onwards spread to all geographies and sectors. Indeed, the successive announcements, then the shock of “Liberation Day” on April 2, have led to a strong wait-and-see attitude from customers. New systems orders were accordingly 27% lower in the second quarter.

    Q2 2025 revenues were down 4% on an actual basis and 2% on a like-for-like basis, reflecting the continued slowdown that began in mid-March.

    EBITDA before non-recurring items (€19.2 million) declined 3%, resulting in a recurring EBITDA margin before non-recurring items of 15.2%, down 0.7 percentage point on an actual basis (0.2 percentage point like-for-like).

    Considering the amortization of intangible assets (€5.7 million), income from operations before non-recurring items was down 6% on a like-to-like basis, to €8.9 million. Net income reached €5.3 million, up 20% on an actual basis, driven by a reduction in tax expense. 

         3.   FIRST HALF 2025

    To facilitate analysis of the Group’s results, the financial statements are compared to those published in 2024 that consolidated Launchmetrics as of January 23 (“actual”) and, for the analysis of variations, to the 2024 Proforma statements that consolidate Launchmetrics as of January 1, expressed at 2024 exchange rates (like-for-like”). Proforma revenues and EBITDA increased by €2.5 million and €0.3 million respectively compared to the reported financial statements.

    H1 2025 revenues amounted to €261.3 million, down 1%. This breaks down into €69.3 million in non-recurring revenues, down 7%, and €192.0 million in recurring revenues (73% of revenues), up 2%, including €43.6 million in revenues from SaaS subscription contracts (17% of revenues, +13%).

    The ARR at June 30, 2025 was €90.9 million, up 6% on a like-for-like basis (+2% on an actual basis) compared to the level at the end of 2024, confirming the relevance of Lectra’s strategy.

    In a context of declining revenues, the gross margin reached €190.0 million, up 1%, and the gross margin rate stood at 72.7%, up 1 point, thanks to the favorable sales mix and strengthened cost control.

    EBITDA before non-recurring items reached €40.4 million, down 4%, with an EBITDA margin before non-recurring items of 15.4%, down 0.6 point.

    Income from operations before non-recurring items amounted to €19.2 million, down 9%.

    Net income, following a tax expense of 3.6 million euros, was stable at 11.1 million euros.

    Free cash flow before non-recurring items remained high in the first half of 2025 at € 33.0 million, reflecting good management of the working capital requirement, which was negative by €41.6 million, benefiting from lower receivables and a further reduction in inventories.

    As of June 30, 2025, the Group’s balance sheet remained very strong: shareholders’ equity stood at €343.8 million and net debt at €34.1 million after disbursement of the second tranche of Launchmetrics’ share capital (€20.5 million), the acquisition of Glengo Turkey (€1.7 million), and dividend payments (€15.2 million). Net debt consisted in financial debt of €94.6 million and cash of €60.6 million, reflecting the continued deleveraging of the company.

         4.   OUTLOOK

    In the Annual Financial Report 2024 published February 12, 2025, Lectra reiterated its long-term vision, as well as the objectives of its 2023-2025 strategic roadmap. The Group then underlined, in a deteriorating environment, its resilient nature, the quality of its fundamentals, and the pursuit of its strategy with a focus on the development of its SaaS business.

    Following the series of announcements on tariffs, the 2025 outlook had not been updated when the first quarter 2025 results were published on April 24, 2025.

    At the end of the second quarter, there were still no signs of significant improvement that would point to an upturn in activity. The economic and political context remains uncertain and continues to lead to a strong wait-and-see attitude on the part of the Group’s customers. In this context, the annual objectives announced by the Group in February 2025 are no more relevant.

    The Company remains attentive to the evolution of the situation and relies on its solid fundamentals, notably its low net debt and high free cash flow generation, to pursue its strategy.

    The 2024 Annual Financial Report, as well as the Management Discussion and Analysis of Financial Conditions and Results of Operations and the financial statements for H1 2025 are available on lectra.com. Q3 and the first nine months of 2025 earnings will be published on October 29, 2025 after market. 

    About Lectra

    At the forefront of innovation since its founding in 1973, Lectra provides industrial intelligence technology solutions—combining software in SaaS mode, cutting equipment, data, and associated services—to players in the fashion, automotive and furniture industries. With boldness and passion, Lectra accelerates the transformation and success of its customers in a world in perpetual motion thanks to the key technologies of Industry 4.0: AI, big data, cloud and the internet of things. 

    The Group is present in more than one hundred countries. It operates three production sites for its cutting equipment, located in France, China and the United States. Lectra’s 3,000 employees are driven by three core values: being open-minded thinkers, trusted partners and passionate innovators. They all share the same concern for social responsibility, which is one of the pillars of Lectra’s strategy to ensure its sustainable growth and that of its customers.

    Lectra reported revenues of €527 million in 2024, including €77 million coming from its SaaS offerings. The company is listed on Euronext, and is included in the CAC All Shares, CAC Technology, EN Tech Leaders and ENT PEA-PME 150 indices.

    For more information, visit ww.lectra.com

    Lectra – World Headquarters et siège social: 16–18, rue Chalgrin • 75016 Paris • France
    Tel. +33 (0)1 53 64 42 00 – lectra.com
    A French Société Anonyme with capital of € 37,966,274. RCS Paris B 300 702 305

    Attachment

    The MIL Network

  • MIL-OSI Canada: Keeping Life More Affordable Through the Active Families Benefit

    Source: Government of Canada regional news

    Released on July 24, 2025

    Saskatchewan families with children and youth participating in sports, culture, and recreation can access the Active Families Benefit, a tax credit that helps keep these activities more affordable.

    Starting in 2025, the refundable tax benefit has been doubled to $300 per child, or $400 per child, who are eligible for the federal Child Disability Tax Credit. In addition, the benefit is now available to families with a gross family income of $120,000 or less.  

    “One of the best ways to ensure strong and healthy families in our province is to have children and youth involved in sport, recreation and cultural activities,” Parks, Culture and Sport Minister Alana Ross said. “Fulfilling our commitment to doubling the Active Families Benefit means that more than 69,000 or 56 per cent of all families with children will be eligible in our province, ensuring that the families who need it most can access it.”

    Parents who enroll their children in sport, culture and recreation activities in the 2025 calendar year are reminded to keep their receipts so they may claim the benefit when they file their taxes for 2025.

    Many communities offer affordable and accessible activities for children and youth through local recreation facilities and community organizations.

    “Programs like the Active Families Benefit make a real difference for families in Moose Jaw,” City of Moose Jaw Mayor James Murdock said. “By helping reduce the cost of sports, recreation, and cultural activities, we are not only supporting affordability we are investing in the health, development, and wellbeing of our children.”  

    The following are eligible for the Active Family Benefit:

    • Sporting activities: that provide exposure, training, or participation in any field of sport in an organized and competitive environment that requires strategy, physical training and mental preparation.
    • Recreational activities:
      • that provide exposure, training, or participation in any field of recreation designed to refresh, provide satisfaction, entertain, and provide physical or mental benefits.
    • Cultural activities:
      • that provide exposure, training, or participation in the field of arts, heritage or multiculturalism.

    For more information on the Active Families Benefit visit the frequently asked questions at:

    https://www.saskatchewan.ca/residents/parks-culture-heritage-and-sport/sport-and-recreation/programs-and-supports/active-families-benefit.

    -30-

    For more information, contact:

    MIL OSI Canada News

  • MIL-OSI USA: Vasquez Announces Major Milestone: $4.3 Million Returned to Southern New Mexicans through Casework

    Source: US Representative Gabe Vasquez’s (NM-02)

    WASHINGTON, D.C. – On July 24, 2025, U.S. Representative Gabe Vasquez (NM-02) announced that his office has successfully returned over $4.3 million to constituents in New Mexico’s Second District in 2025. 

    “I’m excited to announce that my office has put over $4 million back in constituents’ pockets,” said Vasquez. “New Mexicans deserve an accessible, accountable government that works for them without red tape or bureaucracy. These success stories are a testament to my office’s commitment to ensuring hard working folks get every last dollar they deserve.”

    Rep. Vasquez’s casework team works directly with constituents to resolve issues with federal agencies including the IRS, Social Security Administration, Department of Veterans Affairs, and more.

    “With the help of Congressman Vasquez, our case was resolved in just two weeks — with back pay of $4,555.00 and monthly benefits of $421.00. We are so grateful for the fast, successful outcome thanks to Congressman Vasquez. After a tough year of loss and disappointment, their help turned everything around,” said Dorothy and Stefanie of Socorro.

    “Congressman Vasquez was a great help in helping me recover $9,512 in delayed income tax refunds from the past two years, which had been held up after my husband passed away,” said Kate of Las Cruces.

    “Before my VA benefits were approved, I was barely getting by, unable to afford basics like food. With the $78,816 I received in benefits and back pay, I paid off high‑interest debt and now can live with dignity. I’m deeply grateful to Congressman Vasquez and his office for helping make this possible,” said Jerome of Belen.

    ###

    MIL OSI USA News

  • MIL-OSI: 74Software: Sustained Momentum Reinforces Long-Term Objectives

    Source: GlobeNewswire (MIL-OSI)

    Press Release
    Paris, July 24, 2025

    74Software: Sustained Momentum Reinforces Long-Term Objectives

    • Group H1 2025 revenue of €344.0m, up 6.5% organically and 6.2% in total
    • Strong H1 across both brands – Axway up 8.9% to €160.8m and SBS up 5.0% to €184.2m
    • Marked improvement in margin on operating activities, up 585bps to 12.0% of revenue (€41.3m)
    • ARR increased year-on-year by 11.8% at Axway and 10.9% at SBS, further strengthening recurring revenues

    74Software’s Board of Directors, chaired by Pierre Pasquier, approved today the financial statements for the first half of 2025, which were subject to a limited review by the statutory auditors1. Consequently, 74Software announces:

    Half-Year Key Income Statement Items
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    TOTAL REVENUE   344.0     323.9     148.7  
    GROSS PROFIT   228.1 66.3%   206.8 63.9%   104.7 70.5%
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    EARNINGS PER SHARE   0.20 €     -0.54 €     0.13 €  

    Patrick Donovan, Chief Executive Officer, stated:

    “Our H1 results confirm our strong start to the year and demonstrate both the strength of our strategic direction and our ability to execute in-line with our stated plans. As noted in our Q1 press release, the solid early execution front-loads part of the year’s commercial activity— especially in the Axway business. We remain fully committed to our full-year guidance and, more broadly, to our 2027 and 2028 ambitions. Axway is now firmly established as a subscription-first business, while SBS is rapidly scaling its modular banking platforms and expanding its SaaS footprint. With recurring revenue accelerating and capital deployment tightly managed, 74Software is becoming a more structured, resilient, and forward-looking group — built to deliver long-term value creation.”

    Comments on H1 2025 activity

    74Software delivered a strong first-half performance, confirming its ability to execute on its strategic roadmap and capitalize on the operational integration initiated following the transaction closing in September 2024. Revenue growth was solid in both brands, while profitability improved as planned reflecting the strength of the Group’s model and the improved execution driven by Axway’s infrastructure software expertise and SBS’s leadership in banking software.

    Following a particularly dynamic Q1, the second quarter allowed the Group to consolidate its gains, maintain commercial selectivity, and further shift toward a recurring, scalable revenue model. Axway has now largely transitioned, while SBS continues to advance its own transformation, expanding SaaS deployments and rebalancing its revenue mix in favor of product revenue. Key highlights for the period include:

    • Axway recorded a strong first half, with consistent growth across all product lines. Nearly 60 new customers were signed during the period (+20% year-on-year), with new-name deals accounting for around one-third of Q2 bookings. Large-scale projects gained momentum, including six contracts exceeding €1 million signed in Q2 alone. Demand for cloud-based delivery continued to rise, with Axway-managed deployments representing 40% of Q2 bookings and 35% over the first half. This shift was broad-based, with steady adoption across all geographies and industry verticals.
    • SBS also reported strong results, with product revenue now accounting for 75% of total revenue, up from 67% in H1 2024 — marking significant progress in the company’s shift toward a software-led model. Growth was supported by all product lines, including solid license activity in integrated platforms, components, and financing solutions, as well as continued expansion of modular offerings. The company has now contracted more than 230 SaaS regulatory reporting services, reinforcing adoption across its client base. During the period, SBS welcomed several new clients and completed the first SaaS deployment of its digital engagement platform in Europe. Two additional implementations are scheduled for the third quarter in Africa, where demand is driven by microfinance and Islamic banking. The company’s progress was also recognized through multiple industry awards highlighting its leadership in compliance, payments, and digital banking.

    The Group enters H2 with improving visibility, disciplined execution, and a clear focus on delivering its full-year objectives. Integration of support functions between Axway and SBS is now largely complete, and joint commercial initiatives are steadily expanding across selected regions.

    Comments on H1 2025 operational performance

    Half-year Revenue Breakdown by Portfolio Brand
               
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
    €m / %
    Axway Scope 160.8 148.7 147.6 8.1% 8.9%
    SBS Scope 184.2 175.2 175.4 5.1% 5.0%
               
    Consolidation -1.0 0.0 0.0
               
    74Software 344.0 323.9 323.0 6.2% 6.5%

    In the first half of 2025, the Group generated revenue of €344.0 million, reflecting total growth of 6.2% and organic growth of 6.5% year-on-year. This performance was supported by both brands, with Axway contributing €160.8 million in revenue and organic growth of 8.9%, and SBS contributing €184.2 million with 5.0% organic growth (compared to proforma H1 2024).

    Half-year Revenue Breakdown by Type
               
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
    €m / %
    Product revenue 280.0 248.7 248.1 12.6% 12.9%
    Recurring revenue 258.0 229.3 228.7 12.5% 12.8%
    o/w Maintenance & Support 91.5 96.2 96.0 -4.9% -4.7%
    o/w Customer-managed Subscription 98.7 76.6 76.5 28.8% 29.0%
    o/w Own-managed Subscription 67.8 56.5 56.2 20.0% 20.6%
    License revenue 22.1 19.4 19.4 13.5% 13.7%
               
    Services revenue 64.0 75.2 74.9 -14.9% -14.6%
               
    Total revenue 344.0 323.9 323.0 6.2% 6.5%

    In the first half of 2025, Product revenue reached €280.0 million, up 12.9% organically, reflecting strong execution across both Axway and SBS. The Group continued to benefit from rising demand for subscription-based offers, with both customer-managed and own-managed subscriptions posting growth above 20%. Maintenance revenue declined as anticipated, while license activity increased but remained low at 6.4% of total revenue. Product revenues accounted for 81% of total revenue (up from 77% in H1 2024) and recurring revenues were at 75% of total revenue (up from 71% in H1 2024), confirming 74Software’s successful transition toward a product- and subscription-led model.

    Axway generated €143.3 million in product revenue, up 10.5% organically. Recurring activities made nearly the entire contribution, driven by a 29.5% increase in customer-managed subscriptions and 6.8% growth in own-managed deployments, reflecting continued momentum in hybrid environments. License revenue decreased by 34.9% as the company continues to phase out new license sales. Maintenance and support dropped by 20.6% due to the continued shift of the customer base towards subscription models. Services revenue was slightly lower, down 2.2%, and represented 11% of Axway’s total.

    SBS recorded €137.7 million in product revenue, up 16.3% organically, with strong performance across all product categories. Own-managed subscriptions rose by 35.2%, customer-managed subscriptions by 25.5%, and maintenance and support increased by 4.2%, supported by a growing installed base. License revenue climbed 21.2%, reflecting continued expansion of integrated and lending solutions. Recurring revenue now represents 64% of SBS’s business (up from 58% in H1 2024), with services accounting for 25% and licenses for 11%. This illustrates SBS’s continued shift from a service-led to a product-led business model.

    Group-wide, Services generated €64.0 million in the first half, or 18.6% of total revenue, down 14.6% compared to last year. This decrease mainly reflects SBS’s repositioning, while Axway’s service contribution remained stable. The difference in service trends between the two businesses stems from their respective models. Axway relies on lighter implementation cycles, whereas SBS delivers more comprehensive banking transformation programs.

    At the end of June 2025, ARR for Axway stood at €255.9 million, reflecting an organic growth of 11.8% year-on-year. SBS also continued to expand its ARR to €233.3 million, up 10.9% organically year-on-year. These solid performances confirm the effectiveness of both companies’ strategic repositioning and reinforce the Group’s revenue predictability and resilience.

    Comments on H1 2025 product line performance

    Axway, a recognized leader in application infrastructure and middleware, delivered solid momentum in the first half of 2025. All product lines contributed to growth, supported by strong commercial execution and increasing demand for cloud-based solutions:

    • Managed File Transfer remained a key contributor despite a normalization of activity following an exceptional 2024. The gradual erosion of legacy maintenance was more than offset by strong momentum in managed deployments, confirming the sustained value of Axway’s hybrid approach.
    • B2B Integration delivered robust gains across the board, benefiting from growing demand for managed solutions and early signs of successful cross-sell with SBS. The product line also saw improvements in both subscription and service revenue.
    • API Management accelerated sharply, supported by strong commercial execution and increased adoption of its integration and engagement modules. The Fusion extension also contributed positively, confirming the platform’s potential.
    • Specialized Products, including the Financial Accounting Hub, maintained steady momentum through targeted compliance and finance use cases. Recent wins via ecosystem partnerships reinforced Axway’s positioning with key accounts.

    SBS, a trusted provider of banking and financing software, posted solid growth in all product lines, confirming the strength of its modular and targeted approach as it continues its shift toward a product-led model:

    • Financing Products maintained a steady trajectory, reflecting stable demand in wholesale auto finance and UK mortgage service. Activity remained resilient despite longer decision cycles in certain regions.
      • Modular Products continued to gain traction, primarily driven by momentum in instant payments and the regulatory reporting platform. Cross-sell into the integrated base gained pace, confirming the appeal of modular architectures.
      • Integrated Products delivered consistent performance, with solid customer retention and ongoing functional improvements. In some markets, modular alternatives are beginning to complement legacy platforms, paving the way for more composable setups. SBS’ market-leading product in Africa continues to perform strongly, adding new customers as well as increasing share of wallet in its installed base.
    • Banking Components continued to gain momentum, particularly in payments, lending, and cards. The strength of customer relationships across key accounts in France continues to drive upsells.

    Comments on H1 2025 profit on operating activities

    Profit on Operating Activities – Group
                       
        H1 2025   H1 2024
    Proforma
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   280.0 81.4%   248.7 76.8%   + 31.3 + 461
    Services revenue   64.0 18.6%   75.2 23.2%   – 11.2 – 461
    Total revenue   344.0     323.9     + 20.1  
    Total costs of revenue   115.9     117.1     – 1.2  
    GROSS PROFIT   228.1 66.3%   206.9 63.9%   + 21.2 + 243
    o/w product gross profit   217.9 77.8%   191.7 77.0%   + 26.2 + 75
    o/w services gross profit   10.2 15.9%   15.2 20.2%   – 5.0 – 422
    Operating expenses   186.8 54.3%   186.9 57.7%   – 0.1 – 341
    o/w research & development   93.2 27.1%   95.0 29.3%   – 1.8 – 224
    o/w sales & marketing   62.8 18.3%   62.3 19.2%   + 0.5 – 96
    o/w general & administrative   30.8 8.9%   29.6 9.1%   + 1.1 – 20
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   + 21.4 + 585
    Net Capitalisation of R&D   8.4 2.4%   9.1 2.8%   – 0.8 – 39
    in % of gross R&D   8.2%     8.8%     -0.5%  

    In H1 2025, profit on operating activities reached €41.3 million, representing a margin of 12.0% of revenue, compared with 6.1% in H1 2024. This sharp improvement reflects strong gross profit expansion, driven by a more favorable revenue mix and tight cost control across operating expenses with all lines showing year-on-year efficiencies. Gross margins increased—particularly at Axway—thanks to strong bookings in customer-managed subscriptions, which generated significant upfront revenue at high margins.

    Comments on H1 2025 net profit

    Net Profit – Group
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    Share-based expenses   -6.7     -2.4     -2.9  
    Amortization of allocated intangibles   -6.2     -7.1     -1.7  
    PROFIT FROM RECURRING OPERATIONS   28.4 8.3%   10.5 3.2%   12.5 8.4%
    Other operating income and expenses   -8.9     -7.9     -4.1  
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    Cost of financial debt   -9.0     -8.9     -2.7  
    Other financial income and expenses   -2.2     -2.0     -0.9  
    Income tax expenses   -2.5     -7.2     -2.0  
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    Earnings per share   0.20 €     -0.54 €     0.13 €  

    Profit from recurring operations reached €28.4 million, after accounting for the amortization of allocated intangibles and share-based expenses. This marks a substantial improvement from the H1 2024 proforma figure of €10.5 million.

    Share-based expenses increased, reflecting the inclusion of SBS in the new long-term incentive program, the Group’s strong share price performance, and higher employer social security rates in France. The purchase price allocation (PPA) related to the SBS acquisition has now been finalized. Amortization of allocated intangibles has been restated for 2024 on a pro forma basis and is expected to total €12–13 million for full-year 2025.

    After including other operating income and expenses, such as restructuring charges and non-recurring items totaling €8.9 million, operating profit amounted to €19.5 million, compared with €2.6 million on a proforma basis in H1 2024.

    Net profit for the half-year came to €5.8 million (1.7%), a significant turnaround from the €15.6 million loss recorded on a proforma basis in the prior year.

    Basic earnings per share stood at €0.20, compared with a loss of €0.54 per share in the first half of 2024 (proforma).

    Financial position on June 30, 2025

    74Software made strong progress in its deleveraging effort during H1 2025. Free cash flow was particularly robust, supported by seasonal inflows from maintenance and subscription renewals, as well as the first-time implementation of a factoring program on selected receivables. Unlevered free cash flow reached €76.4 million, enabling €42 million in debt repayments and boosting cash balances. As a result, net debt stood at €191.8 million (before IFRS 16), with a leverage ratio of 1.83x and a gearing ratio of 0.37x—achieving the full-year leverage target of below 2.0x well ahead of schedule. This deleveraging is expected to reduce interest expenses going forward. Due to seasonal patterns in cash collection, the leverage ratio is expected to remain below 2.0x through year-end, though without material further improvement.

    Shareholders’ equity stood at €512.8 million (72.8% of total capital) at June 30, 2025.

    Change in the workforce

    At June 30, 2025, the Group employed 4,679 full-time equivalents, compared with 4,787 at year-end 2024. This 2.6% reduction reflects continued disciplined workforce management across both Axway and SBS, aligned with the Group’s operational efficiency focus.

    Targets & Ambitions

    Following a strong first half, 74Software confirms its full-year 2025 guidance, underpinned by solid execution and front-loaded bookings. The Group continues to target revenue growth between 2% and 4%, reaching approximately €700 million, with an operating margin between 14% and 16%. Due to the first-time introduction of the factoring program, unlevered free cash flow is now expected to be at least 10% of revenue, and the leverage ratio is projected to remain below 2.0x.

    Looking ahead, 74Software reiterates its ambition to surpass €750 million in revenue by 2027 with an operating margin above 17%, and to reach around 20% by 2028 — in line with its trajectory toward a scalable, profitable, and product-led growth model.

    [ NEW TIME ] Today, Thursday, July 24, 2025, 6.00 p.m. (CEST):

    2025 HALF-YEAR RESULTS – VIRTUAL ANALYST CONFERENCE

    •  Register here or join by phone by dialing one of the numbers below:
      • France: +33 (0) 1 70 37 71 66 / USA: +1 786 697 3501 / International: +44 (0) 33 0551 0200

    Please note that the meeting will be held in English.

    Financial Calendar

    Thursday, October 30, 2025, before market opening: Publication of Q3 2025 Revenue

    Thursday, February 26, 2026, after market closing: Publication of 2025 Full-Year Results

    Glossary and Alternative Performance Measures

    Axway ARR: Annual Recurring Revenue – Expected annual billing amounts from all active maintenance and subscription agreements.

    SBS ARR: Annual Recurring Revenue – Monthly recurring revenue (MRR) for the last month of the reporting period multiplied by 12. Where contracts are affected by seasonality or contracted volume-based elements, the last 12 months of revenue are aggregated in determining ARR. Expected recurring revenue from contracts signed but not yet active are not included in ARR.

    NPS: Net Promoter Score – Customer satisfaction and recommendation indicator for a company.

    Organic growth: Growth in revenue between the period under review and the prior period, restated for consolidation scope and exchange rate impacts.

    Profit on operating activities: Profit from recurring operations adjusted for the non-cash share-based payment expense, as well as the amortization of allocated intangible assets.

    Proforma: Proforma measures assume the acquisition of SBS happened at the beginning of the respective reporting period.

    Restated revenue: Revenue for the prior year, adjusted for the consolidation scope and exchange rates of the current year.

    Unlevered free cash flow: Free cash flow before exceptional items and before net interest expense.

    About 74Software

    74Software is an enterprise software group founded through the combination of Axway and SBS – independently operated leaders with unique experience and capabilities to deliver mission-critical software for a data driven world. A pioneer in enterprise integration solutions for 25 years, Axway supports major brands and government agencies around the globe with its core line of MFT, B2B, API, and Financial Accounting Hub products. SBS empowers banks and financial institutions to reimagine tomorrow’s digital experiences with a composable cloud-based architecture that enables deposits, lending, compliance, payments, consumer, and asset finance services and operations to be deployed worldwide. 74Software serves more than 11,000 companies, including over 1,500 financial service customers. To learn more, visit 74Software.com

    Contacts – Investor Relations:

    Arthur Carli – +33 (0)1 47 17 24 65 – acarli@74software.com

    Chloé Chouard – +33 (0)1 47 17 21 78 – cchouard@74software.com

    Appendices (1/5)

    Income Statement – Group
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    TOTAL REVENUE   344.0     323.9     148.7  
    Total costs of revenue   -115.9     -117.1     -44.0  
    GROSS PROFIT   228.1 66.3%   206.9 63.9%   104.7 70.5%
    Operating expenses   -186.8     -186.9     -87.6  
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    Share-based expenses   -6.7     -2.4     -2.9  
    Amortization of allocated intangibles   -6.2     -7.1     -1.7  
    PROFIT FROM RECURRING OPERATIONS   28.4 8.3%   10.5 3.2%   12.5 8.4%
    Other operating income and expenses   -8.9     -7.9     -4.1  
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    Cost of financial debt   -9.0     -8.9     -2.7  
    Other financial income and expenses   -2.2     -2.0     -0.9  
    Income tax expenses   -2.5     -7.2     -2.0  
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    Earnings per share   0.20 €     -0.54 €     0.13 €  
    Simplified Balance Sheet                    
                         
    in €m   H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change   in €m   H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change
    Accounts receivables   246.7 293.5 – 46.8   Cash & cash equivalents   -57.8 -41.4 – 16.4
    Other current assets   123.3 101.9 + 21.4   Financial debt   249.6 291.8 – 42.2
    Accounts payables   -34.1 -28.7 – 5.4   Net debt   191.8 250.4 – 58.6
    Deferred revenue   -138.2 -88.6 – 49.6   Equity   512.8 532.4 – 19.6
    Other current liabilities   -137.2 -158.0 + 20.8   CAPITAL EMPLOYED   704.6 782.8 – 78.2
    Net working capital   60.5 120.1 – 59.7            
    Tangible fixed assets   20.9 25.0 – 4.1            
    Goodwill   523.1 497.4 + 25.7       H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change
    Other intangibles   132.1 192.3 – 60.2      
    Fixed assets   676.1 714.7 – 38.6   Ratios  
    Other assets   100.2 78.1 + 22.1   DSO (days)   121 145 -24
    Other liabilities   -132.1 -130.1 – 2.0   Net debt / total capital   27.2% 32.0% – 4.8%
    Other assets – liabilities   -31.9 -52.0 + 20.1   Equity / total capital   72.8% 68.0% + 4.8%
    INVESTED ASSETS   704.5 782.8 – 78.4            
    Cash Flow Statement              
                   
      H1 2025   H1 2024   Change Axway
    H1 25 vs. H1 24
    in €m 74Software SBS Axway   Axway Standalone  
    Operating cashflow 89.6 35.8 53.9   15.0   + 38.8
    o/w change in NWC 55.0 29.4 25.6   2.6   + 23.1
    o/w other operating cashflow 34.6 6.4 28.2   12.5   + 15.7
    Investing cashflow -14.2 -9.8 -4.4   -2.7   – 1.6
    o/w PP&E & others -5.0 -0.6 -4.4   -2.7   – 1.7
    o/w capitalized R&D -9.2 -9.2 0.0   0.0   0.0
    Financing cashflow -58.1 -14.6 -43.4   -12.6   – 30.8
    o/w debt repayment -42.0 0.0 -42.0   0.0   – 42.0
    o/w other financing cashflow -16.1 -14.6 -1.4   -12.6   + 11.2
    NET CHANGE IN CASH 16.2 11.1 5.1   -0.2   + 5.3
                   
    Unlevered free cashflow 76.4 29.0 47.4   13.9   + 33.5
    as a % of revenue 22.2% 15.7% 29.5%   9.4%   + 20.1%

    Appendices (2/5)

    Profit on Operating Activities – Axway
                       
        H1 2025
    Axway
      H1 2024
    Reported
    Axway
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   143.3 89.1%   130.5 87.8%   + 12.8 + 134
    Services revenue   17.5 10.9%   18.2 12.2%   – 0.7 – 134
    Total revenue   160.8     148.7     + 12.1  
    Total costs of revenue   40.3     44.0     – 3.7  
    GROSS PROFIT   120.5 74.9%   104.7 70.4%   + 15.8 + 451
    o/w product gross profit   119.3 83.2%   104.6 80.2%   + 14.7 + 308
    o/w services gross profit   1.2 7.0%   0.1 0.6%   + 1.1 + 644
    Operating expenses   93.8 58.4%   87.6 58.9%   + 6.2 – 58
    o/w research & development   32.6 20.3%   31.2 21.0%   + 1.4 – 69
    o/w sales & marketing   43.0 26.8%   41.8 28.1%   + 1.2 – 137
    o/w general & administrative   18.2 11.3%   14.6 9.8%   + 3.6 + 148
    PROFIT ON OPERATING ACTIVITIES   26.7 16.6%   17.1 11.5%   + 9.6 + 508
    Profit on Operating Activities – SBS
                       
        H1 2025
    SBS
      H1 2024
    Proforma
    SBS
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   137.7 74.8%   118.2 67.5%   + 19.5 + 729
    Services revenue   46.5 25.2%   57.0 32.5%   – 10.5 – 729
    Total revenue   184.2     175.2     + 8.9  
    Total costs of revenue   76.6     73.1     + 3.5  
    GROSS PROFIT   107.6 58.4%   102.1 58.3%   + 5.5 + 14
    o/w product gross profit   98.6 71.6%   87.1 73.6%   + 11.5 – 202
    o/w services gross profit   9.0 19.3%   15.1 26.4%   – 6.1 – 710
    Operating expenses   93.0 50.5%   99.3 56.7%   – 6.3 – 619
    o/w research & development   60.6 32.9%   63.8 36.4%   – 3.3 – 354
    o/w sales & marketing   19.8 10.7%   20.5 11.7%   – 0.7 – 93
    o/w general & administrative   12.6 6.8%   15.0 8.6%   – 2.4 – 173
    PROFIT ON OPERATING ACTIVITIES   14.6 7.9%   2.8 1.6%   + 11.8 + 633
    Quarterly Revenue Breakdown by Portfolio Brand
                 
        Q1 2025   Q2 2025   H1 2025
    €m      
    Axway Scope   82.5   78.3   160.8
    SBS Scope   88.3   95.8   184.2
                 
    Consolidation   -0.4   -0.6   -1.0
                 
    74Software   170.4   173.5   344.0

    Appendices (3/5)

    Quarterly Revenue Breakdown by Type
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   139.1   141.0   280.0
    Recurring revenue   129.5   128.4   258.0
    o/w Maintenance & Support   47.0   44.5   91.5
    o/w Customer-managed Subscription   48.6   50.1   98.7
    o/w Own-managed Subscription   34.0   33.8   67.8
    License revenue   9.5   12.5   22.1
                 
    Services revenue   31.3   32.6   64.0
                 
    Total revenue   170.4   173.6   344.0
    Quarterly Revenue Breakdown by Type – Axway
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   73.4   69.8   143.3
    Recurring revenue   72.1   69.5   141.6
    o/w Maintenance & Support   14.4   12.8   27.2
    o/w Customer-managed Subscription   43.7   43.2   87.0
    o/w Own-managed Subscription   13.9   13.4   27.4
    License revenue   1.3   0.4   1.7
                 
    Services revenue   9.0   8.5   17.5
                 
    Total revenue – Axway   82.5   78.3   160.8
    Quarterly Revenue Breakdown by Type – SBS
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   66.0   71.7   137.7
    Recurring revenue   57.9   59.5   117.3
    o/w Maintenance & Support   32.5   31.7   64.2
    o/w Customer-managed Subscription   4.9   6.9   11.7
    o/w Own-managed Subscription   20.5   20.9   41.4
    License revenue   8.2   12.2   20.4
                 
    Services revenue   22.3   24.2   46.5
                 
    Total revenue SBS   88.3   95.8   184.2

    Appendices (4/5)

    Half-year Revenue Breakdown by Portfolio Brand & Type      
                     
        H1 2025
    Axway
      H1 2025
    SBS
      H1 2025
    Consolidation
      H1 2025
    74Software
    €m / %        
    Product revenue   143.3   137.7   -1.0   280.0
    Recurring revenue   141.6   117.3   -1.0   258.0
    o/w Maintenance & Support   27.2   64.2   0.0   91.5
    o/w Customer-managed Subscription   87.0   11.7   0.0   98.7
    o/w Own-managed Subscription   27.4   41.4   -1.0   67.8
    License revenue   1.7   20.4   0.0   22.1
                     
    Services revenue   17.5   46.5   0.0   64.0
                     
    Total revenue   160.8   184.2   -1.0   344.0
    Half-year Revenue Breakdown by Portfolio Brand & Type      
                     
        H1 2024
    Axway
      H1 2024 Proforma
    SBS
      H1 2024 Proforma Consolidation   H1 2024 Proforma 74Software
    €m / %        
    Product revenue   130.5   118.2   0.0   248.7
    Recurring revenue   127.9   101.4   0.0   229.3
    o/w Maintenance & Support   34.6   61.6   0.0   96.2
    o/w Customer-managed Subscription   67.3   9.3   0.0   76.6
    o/w Own-managed Subscription   25.9   30.5   0.0   56.5
    License revenue   2.6   16.8   0.0   19.4
                     
    Services revenue   18.2   57.0   0.0   75.2
                     
    Total revenue   148.7   175.2   0.0   323.9
    Half-year Revenue Breakdown by Region
                 
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
     
      €m % of Rev.
    Europe 208.1 60.5% 203.0 203.2 2.5% 2.4%
    o/w France 99.5 28.9% 99.7 99.7 -0.2% -0.2%
    o/w UK 46.7 13.6% 44.8 45.0 4.3% 3.7%
    Americas 73.3 21.3% 65.6 64.6 11.7% 13.5%
    Middle East & Africa 43.1 12.5% 39.3 39.3 9.7% 9.7%
    Asia & Pacific 19.4 5.7% 15.9 15.8 22.0% 22.7%
                 
    74Software 344.0   323.9 323.0 6.2% 6.5%

    Appendices (5/5)

    Headcount
           
      30/06/2025 31/12/2024 Change
    Europe 3.001 3.090 -89
    Americas 370 378 -8
    Asia – Pacific 869 882 -13
    Middle East – Africa 439 437 2
           
    TOTAL 4.679 4.787 -108
    Impact on Half-year Revenue of Changes in Scope and Exchange Rates
           
    €m / % H1 2025 H1 2024 Growth
    Revenue 344.0 148.7 + 131.4%
    Changes in exchange rates   -0.9  
    Revenue at constant exchange rates 344.0 147.7 + 132.8%
    Changes in scope   +175.2  
    Revenue at constant scope and exchange rates 344.0 323.0 + 6.5%
    Changes in Main Exchange Rates
           
    For 1€ Average Rate
    H1 2025
    Average rate
    H1 2024
    Change
    US Dollar 1.093 1.081 – 1.1%
    Great Britain Pound 0.842 0.855 + 1.5%

    1 The interim consolidated financial statements were subject to limited review procedures.

    Attachment

    The MIL Network

  • MIL-OSI: 74Software: Sustained Momentum Reinforces Long-Term Objectives

    Source: GlobeNewswire (MIL-OSI)

    Press Release
    Paris, July 24, 2025

    74Software: Sustained Momentum Reinforces Long-Term Objectives

    • Group H1 2025 revenue of €344.0m, up 6.5% organically and 6.2% in total
    • Strong H1 across both brands – Axway up 8.9% to €160.8m and SBS up 5.0% to €184.2m
    • Marked improvement in margin on operating activities, up 585bps to 12.0% of revenue (€41.3m)
    • ARR increased year-on-year by 11.8% at Axway and 10.9% at SBS, further strengthening recurring revenues

    74Software’s Board of Directors, chaired by Pierre Pasquier, approved today the financial statements for the first half of 2025, which were subject to a limited review by the statutory auditors1. Consequently, 74Software announces:

    Half-Year Key Income Statement Items
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    TOTAL REVENUE   344.0     323.9     148.7  
    GROSS PROFIT   228.1 66.3%   206.8 63.9%   104.7 70.5%
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    EARNINGS PER SHARE   0.20 €     -0.54 €     0.13 €  

    Patrick Donovan, Chief Executive Officer, stated:

    “Our H1 results confirm our strong start to the year and demonstrate both the strength of our strategic direction and our ability to execute in-line with our stated plans. As noted in our Q1 press release, the solid early execution front-loads part of the year’s commercial activity— especially in the Axway business. We remain fully committed to our full-year guidance and, more broadly, to our 2027 and 2028 ambitions. Axway is now firmly established as a subscription-first business, while SBS is rapidly scaling its modular banking platforms and expanding its SaaS footprint. With recurring revenue accelerating and capital deployment tightly managed, 74Software is becoming a more structured, resilient, and forward-looking group — built to deliver long-term value creation.”

    Comments on H1 2025 activity

    74Software delivered a strong first-half performance, confirming its ability to execute on its strategic roadmap and capitalize on the operational integration initiated following the transaction closing in September 2024. Revenue growth was solid in both brands, while profitability improved as planned reflecting the strength of the Group’s model and the improved execution driven by Axway’s infrastructure software expertise and SBS’s leadership in banking software.

    Following a particularly dynamic Q1, the second quarter allowed the Group to consolidate its gains, maintain commercial selectivity, and further shift toward a recurring, scalable revenue model. Axway has now largely transitioned, while SBS continues to advance its own transformation, expanding SaaS deployments and rebalancing its revenue mix in favor of product revenue. Key highlights for the period include:

    • Axway recorded a strong first half, with consistent growth across all product lines. Nearly 60 new customers were signed during the period (+20% year-on-year), with new-name deals accounting for around one-third of Q2 bookings. Large-scale projects gained momentum, including six contracts exceeding €1 million signed in Q2 alone. Demand for cloud-based delivery continued to rise, with Axway-managed deployments representing 40% of Q2 bookings and 35% over the first half. This shift was broad-based, with steady adoption across all geographies and industry verticals.
    • SBS also reported strong results, with product revenue now accounting for 75% of total revenue, up from 67% in H1 2024 — marking significant progress in the company’s shift toward a software-led model. Growth was supported by all product lines, including solid license activity in integrated platforms, components, and financing solutions, as well as continued expansion of modular offerings. The company has now contracted more than 230 SaaS regulatory reporting services, reinforcing adoption across its client base. During the period, SBS welcomed several new clients and completed the first SaaS deployment of its digital engagement platform in Europe. Two additional implementations are scheduled for the third quarter in Africa, where demand is driven by microfinance and Islamic banking. The company’s progress was also recognized through multiple industry awards highlighting its leadership in compliance, payments, and digital banking.

    The Group enters H2 with improving visibility, disciplined execution, and a clear focus on delivering its full-year objectives. Integration of support functions between Axway and SBS is now largely complete, and joint commercial initiatives are steadily expanding across selected regions.

    Comments on H1 2025 operational performance

    Half-year Revenue Breakdown by Portfolio Brand
               
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
    €m / %
    Axway Scope 160.8 148.7 147.6 8.1% 8.9%
    SBS Scope 184.2 175.2 175.4 5.1% 5.0%
               
    Consolidation -1.0 0.0 0.0
               
    74Software 344.0 323.9 323.0 6.2% 6.5%

    In the first half of 2025, the Group generated revenue of €344.0 million, reflecting total growth of 6.2% and organic growth of 6.5% year-on-year. This performance was supported by both brands, with Axway contributing €160.8 million in revenue and organic growth of 8.9%, and SBS contributing €184.2 million with 5.0% organic growth (compared to proforma H1 2024).

    Half-year Revenue Breakdown by Type
               
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
    €m / %
    Product revenue 280.0 248.7 248.1 12.6% 12.9%
    Recurring revenue 258.0 229.3 228.7 12.5% 12.8%
    o/w Maintenance & Support 91.5 96.2 96.0 -4.9% -4.7%
    o/w Customer-managed Subscription 98.7 76.6 76.5 28.8% 29.0%
    o/w Own-managed Subscription 67.8 56.5 56.2 20.0% 20.6%
    License revenue 22.1 19.4 19.4 13.5% 13.7%
               
    Services revenue 64.0 75.2 74.9 -14.9% -14.6%
               
    Total revenue 344.0 323.9 323.0 6.2% 6.5%

    In the first half of 2025, Product revenue reached €280.0 million, up 12.9% organically, reflecting strong execution across both Axway and SBS. The Group continued to benefit from rising demand for subscription-based offers, with both customer-managed and own-managed subscriptions posting growth above 20%. Maintenance revenue declined as anticipated, while license activity increased but remained low at 6.4% of total revenue. Product revenues accounted for 81% of total revenue (up from 77% in H1 2024) and recurring revenues were at 75% of total revenue (up from 71% in H1 2024), confirming 74Software’s successful transition toward a product- and subscription-led model.

    Axway generated €143.3 million in product revenue, up 10.5% organically. Recurring activities made nearly the entire contribution, driven by a 29.5% increase in customer-managed subscriptions and 6.8% growth in own-managed deployments, reflecting continued momentum in hybrid environments. License revenue decreased by 34.9% as the company continues to phase out new license sales. Maintenance and support dropped by 20.6% due to the continued shift of the customer base towards subscription models. Services revenue was slightly lower, down 2.2%, and represented 11% of Axway’s total.

    SBS recorded €137.7 million in product revenue, up 16.3% organically, with strong performance across all product categories. Own-managed subscriptions rose by 35.2%, customer-managed subscriptions by 25.5%, and maintenance and support increased by 4.2%, supported by a growing installed base. License revenue climbed 21.2%, reflecting continued expansion of integrated and lending solutions. Recurring revenue now represents 64% of SBS’s business (up from 58% in H1 2024), with services accounting for 25% and licenses for 11%. This illustrates SBS’s continued shift from a service-led to a product-led business model.

    Group-wide, Services generated €64.0 million in the first half, or 18.6% of total revenue, down 14.6% compared to last year. This decrease mainly reflects SBS’s repositioning, while Axway’s service contribution remained stable. The difference in service trends between the two businesses stems from their respective models. Axway relies on lighter implementation cycles, whereas SBS delivers more comprehensive banking transformation programs.

    At the end of June 2025, ARR for Axway stood at €255.9 million, reflecting an organic growth of 11.8% year-on-year. SBS also continued to expand its ARR to €233.3 million, up 10.9% organically year-on-year. These solid performances confirm the effectiveness of both companies’ strategic repositioning and reinforce the Group’s revenue predictability and resilience.

    Comments on H1 2025 product line performance

    Axway, a recognized leader in application infrastructure and middleware, delivered solid momentum in the first half of 2025. All product lines contributed to growth, supported by strong commercial execution and increasing demand for cloud-based solutions:

    • Managed File Transfer remained a key contributor despite a normalization of activity following an exceptional 2024. The gradual erosion of legacy maintenance was more than offset by strong momentum in managed deployments, confirming the sustained value of Axway’s hybrid approach.
    • B2B Integration delivered robust gains across the board, benefiting from growing demand for managed solutions and early signs of successful cross-sell with SBS. The product line also saw improvements in both subscription and service revenue.
    • API Management accelerated sharply, supported by strong commercial execution and increased adoption of its integration and engagement modules. The Fusion extension also contributed positively, confirming the platform’s potential.
    • Specialized Products, including the Financial Accounting Hub, maintained steady momentum through targeted compliance and finance use cases. Recent wins via ecosystem partnerships reinforced Axway’s positioning with key accounts.

    SBS, a trusted provider of banking and financing software, posted solid growth in all product lines, confirming the strength of its modular and targeted approach as it continues its shift toward a product-led model:

    • Financing Products maintained a steady trajectory, reflecting stable demand in wholesale auto finance and UK mortgage service. Activity remained resilient despite longer decision cycles in certain regions.
      • Modular Products continued to gain traction, primarily driven by momentum in instant payments and the regulatory reporting platform. Cross-sell into the integrated base gained pace, confirming the appeal of modular architectures.
      • Integrated Products delivered consistent performance, with solid customer retention and ongoing functional improvements. In some markets, modular alternatives are beginning to complement legacy platforms, paving the way for more composable setups. SBS’ market-leading product in Africa continues to perform strongly, adding new customers as well as increasing share of wallet in its installed base.
    • Banking Components continued to gain momentum, particularly in payments, lending, and cards. The strength of customer relationships across key accounts in France continues to drive upsells.

    Comments on H1 2025 profit on operating activities

    Profit on Operating Activities – Group
                       
        H1 2025   H1 2024
    Proforma
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   280.0 81.4%   248.7 76.8%   + 31.3 + 461
    Services revenue   64.0 18.6%   75.2 23.2%   – 11.2 – 461
    Total revenue   344.0     323.9     + 20.1  
    Total costs of revenue   115.9     117.1     – 1.2  
    GROSS PROFIT   228.1 66.3%   206.9 63.9%   + 21.2 + 243
    o/w product gross profit   217.9 77.8%   191.7 77.0%   + 26.2 + 75
    o/w services gross profit   10.2 15.9%   15.2 20.2%   – 5.0 – 422
    Operating expenses   186.8 54.3%   186.9 57.7%   – 0.1 – 341
    o/w research & development   93.2 27.1%   95.0 29.3%   – 1.8 – 224
    o/w sales & marketing   62.8 18.3%   62.3 19.2%   + 0.5 – 96
    o/w general & administrative   30.8 8.9%   29.6 9.1%   + 1.1 – 20
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   + 21.4 + 585
    Net Capitalisation of R&D   8.4 2.4%   9.1 2.8%   – 0.8 – 39
    in % of gross R&D   8.2%     8.8%     -0.5%  

    In H1 2025, profit on operating activities reached €41.3 million, representing a margin of 12.0% of revenue, compared with 6.1% in H1 2024. This sharp improvement reflects strong gross profit expansion, driven by a more favorable revenue mix and tight cost control across operating expenses with all lines showing year-on-year efficiencies. Gross margins increased—particularly at Axway—thanks to strong bookings in customer-managed subscriptions, which generated significant upfront revenue at high margins.

    Comments on H1 2025 net profit

    Net Profit – Group
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    Share-based expenses   -6.7     -2.4     -2.9  
    Amortization of allocated intangibles   -6.2     -7.1     -1.7  
    PROFIT FROM RECURRING OPERATIONS   28.4 8.3%   10.5 3.2%   12.5 8.4%
    Other operating income and expenses   -8.9     -7.9     -4.1  
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    Cost of financial debt   -9.0     -8.9     -2.7  
    Other financial income and expenses   -2.2     -2.0     -0.9  
    Income tax expenses   -2.5     -7.2     -2.0  
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    Earnings per share   0.20 €     -0.54 €     0.13 €  

    Profit from recurring operations reached €28.4 million, after accounting for the amortization of allocated intangibles and share-based expenses. This marks a substantial improvement from the H1 2024 proforma figure of €10.5 million.

    Share-based expenses increased, reflecting the inclusion of SBS in the new long-term incentive program, the Group’s strong share price performance, and higher employer social security rates in France. The purchase price allocation (PPA) related to the SBS acquisition has now been finalized. Amortization of allocated intangibles has been restated for 2024 on a pro forma basis and is expected to total €12–13 million for full-year 2025.

    After including other operating income and expenses, such as restructuring charges and non-recurring items totaling €8.9 million, operating profit amounted to €19.5 million, compared with €2.6 million on a proforma basis in H1 2024.

    Net profit for the half-year came to €5.8 million (1.7%), a significant turnaround from the €15.6 million loss recorded on a proforma basis in the prior year.

    Basic earnings per share stood at €0.20, compared with a loss of €0.54 per share in the first half of 2024 (proforma).

    Financial position on June 30, 2025

    74Software made strong progress in its deleveraging effort during H1 2025. Free cash flow was particularly robust, supported by seasonal inflows from maintenance and subscription renewals, as well as the first-time implementation of a factoring program on selected receivables. Unlevered free cash flow reached €76.4 million, enabling €42 million in debt repayments and boosting cash balances. As a result, net debt stood at €191.8 million (before IFRS 16), with a leverage ratio of 1.83x and a gearing ratio of 0.37x—achieving the full-year leverage target of below 2.0x well ahead of schedule. This deleveraging is expected to reduce interest expenses going forward. Due to seasonal patterns in cash collection, the leverage ratio is expected to remain below 2.0x through year-end, though without material further improvement.

    Shareholders’ equity stood at €512.8 million (72.8% of total capital) at June 30, 2025.

    Change in the workforce

    At June 30, 2025, the Group employed 4,679 full-time equivalents, compared with 4,787 at year-end 2024. This 2.6% reduction reflects continued disciplined workforce management across both Axway and SBS, aligned with the Group’s operational efficiency focus.

    Targets & Ambitions

    Following a strong first half, 74Software confirms its full-year 2025 guidance, underpinned by solid execution and front-loaded bookings. The Group continues to target revenue growth between 2% and 4%, reaching approximately €700 million, with an operating margin between 14% and 16%. Due to the first-time introduction of the factoring program, unlevered free cash flow is now expected to be at least 10% of revenue, and the leverage ratio is projected to remain below 2.0x.

    Looking ahead, 74Software reiterates its ambition to surpass €750 million in revenue by 2027 with an operating margin above 17%, and to reach around 20% by 2028 — in line with its trajectory toward a scalable, profitable, and product-led growth model.

    [ NEW TIME ] Today, Thursday, July 24, 2025, 6.00 p.m. (CEST):

    2025 HALF-YEAR RESULTS – VIRTUAL ANALYST CONFERENCE

    •  Register here or join by phone by dialing one of the numbers below:
      • France: +33 (0) 1 70 37 71 66 / USA: +1 786 697 3501 / International: +44 (0) 33 0551 0200

    Please note that the meeting will be held in English.

    Financial Calendar

    Thursday, October 30, 2025, before market opening: Publication of Q3 2025 Revenue

    Thursday, February 26, 2026, after market closing: Publication of 2025 Full-Year Results

    Glossary and Alternative Performance Measures

    Axway ARR: Annual Recurring Revenue – Expected annual billing amounts from all active maintenance and subscription agreements.

    SBS ARR: Annual Recurring Revenue – Monthly recurring revenue (MRR) for the last month of the reporting period multiplied by 12. Where contracts are affected by seasonality or contracted volume-based elements, the last 12 months of revenue are aggregated in determining ARR. Expected recurring revenue from contracts signed but not yet active are not included in ARR.

    NPS: Net Promoter Score – Customer satisfaction and recommendation indicator for a company.

    Organic growth: Growth in revenue between the period under review and the prior period, restated for consolidation scope and exchange rate impacts.

    Profit on operating activities: Profit from recurring operations adjusted for the non-cash share-based payment expense, as well as the amortization of allocated intangible assets.

    Proforma: Proforma measures assume the acquisition of SBS happened at the beginning of the respective reporting period.

    Restated revenue: Revenue for the prior year, adjusted for the consolidation scope and exchange rates of the current year.

    Unlevered free cash flow: Free cash flow before exceptional items and before net interest expense.

    About 74Software

    74Software is an enterprise software group founded through the combination of Axway and SBS – independently operated leaders with unique experience and capabilities to deliver mission-critical software for a data driven world. A pioneer in enterprise integration solutions for 25 years, Axway supports major brands and government agencies around the globe with its core line of MFT, B2B, API, and Financial Accounting Hub products. SBS empowers banks and financial institutions to reimagine tomorrow’s digital experiences with a composable cloud-based architecture that enables deposits, lending, compliance, payments, consumer, and asset finance services and operations to be deployed worldwide. 74Software serves more than 11,000 companies, including over 1,500 financial service customers. To learn more, visit 74Software.com

    Contacts – Investor Relations:

    Arthur Carli – +33 (0)1 47 17 24 65 – acarli@74software.com

    Chloé Chouard – +33 (0)1 47 17 21 78 – cchouard@74software.com

    Appendices (1/5)

    Income Statement – Group
                       
        Half-year 2025   Half-year 2024
    Proforma
    6M AXW + 6M SBS
      Half-year 2024
    Reported
    Axway Standalone
        €m % of Rev.   €m % of Rev.   €m % of Rev.
    TOTAL REVENUE   344.0     323.9     148.7  
    Total costs of revenue   -115.9     -117.1     -44.0  
    GROSS PROFIT   228.1 66.3%   206.9 63.9%   104.7 70.5%
    Operating expenses   -186.8     -186.9     -87.6  
    PROFIT ON OPERATING ACTIVITIES   41.3 12.0%   19.9 6.1%   17.1 11.5%
    Share-based expenses   -6.7     -2.4     -2.9  
    Amortization of allocated intangibles   -6.2     -7.1     -1.7  
    PROFIT FROM RECURRING OPERATIONS   28.4 8.3%   10.5 3.2%   12.5 8.4%
    Other operating income and expenses   -8.9     -7.9     -4.1  
    OPERATING PROFIT   19.5 5.7%   2.6 0.8%   8.3 5.6%
    Cost of financial debt   -9.0     -8.9     -2.7  
    Other financial income and expenses   -2.2     -2.0     -0.9  
    Income tax expenses   -2.5     -7.2     -2.0  
    NET PROFIT   5.8 1.7%   -15.6 -4.8%   2.8 1.9%
    Earnings per share   0.20 €     -0.54 €     0.13 €  
    Simplified Balance Sheet                    
                         
    in €m   H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change   in €m   H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change
    Accounts receivables   246.7 293.5 – 46.8   Cash & cash equivalents   -57.8 -41.4 – 16.4
    Other current assets   123.3 101.9 + 21.4   Financial debt   249.6 291.8 – 42.2
    Accounts payables   -34.1 -28.7 – 5.4   Net debt   191.8 250.4 – 58.6
    Deferred revenue   -138.2 -88.6 – 49.6   Equity   512.8 532.4 – 19.6
    Other current liabilities   -137.2 -158.0 + 20.8   CAPITAL EMPLOYED   704.6 782.8 – 78.2
    Net working capital   60.5 120.1 – 59.7            
    Tangible fixed assets   20.9 25.0 – 4.1            
    Goodwill   523.1 497.4 + 25.7       H1 2025
    IFRS
    Consolidated
    FY 2024
    IFRS Consolidated
    Change
    Other intangibles   132.1 192.3 – 60.2      
    Fixed assets   676.1 714.7 – 38.6   Ratios  
    Other assets   100.2 78.1 + 22.1   DSO (days)   121 145 -24
    Other liabilities   -132.1 -130.1 – 2.0   Net debt / total capital   27.2% 32.0% – 4.8%
    Other assets – liabilities   -31.9 -52.0 + 20.1   Equity / total capital   72.8% 68.0% + 4.8%
    INVESTED ASSETS   704.5 782.8 – 78.4            
    Cash Flow Statement              
                   
      H1 2025   H1 2024   Change Axway
    H1 25 vs. H1 24
    in €m 74Software SBS Axway   Axway Standalone  
    Operating cashflow 89.6 35.8 53.9   15.0   + 38.8
    o/w change in NWC 55.0 29.4 25.6   2.6   + 23.1
    o/w other operating cashflow 34.6 6.4 28.2   12.5   + 15.7
    Investing cashflow -14.2 -9.8 -4.4   -2.7   – 1.6
    o/w PP&E & others -5.0 -0.6 -4.4   -2.7   – 1.7
    o/w capitalized R&D -9.2 -9.2 0.0   0.0   0.0
    Financing cashflow -58.1 -14.6 -43.4   -12.6   – 30.8
    o/w debt repayment -42.0 0.0 -42.0   0.0   – 42.0
    o/w other financing cashflow -16.1 -14.6 -1.4   -12.6   + 11.2
    NET CHANGE IN CASH 16.2 11.1 5.1   -0.2   + 5.3
                   
    Unlevered free cashflow 76.4 29.0 47.4   13.9   + 33.5
    as a % of revenue 22.2% 15.7% 29.5%   9.4%   + 20.1%

    Appendices (2/5)

    Profit on Operating Activities – Axway
                       
        H1 2025
    Axway
      H1 2024
    Reported
    Axway
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   143.3 89.1%   130.5 87.8%   + 12.8 + 134
    Services revenue   17.5 10.9%   18.2 12.2%   – 0.7 – 134
    Total revenue   160.8     148.7     + 12.1  
    Total costs of revenue   40.3     44.0     – 3.7  
    GROSS PROFIT   120.5 74.9%   104.7 70.4%   + 15.8 + 451
    o/w product gross profit   119.3 83.2%   104.6 80.2%   + 14.7 + 308
    o/w services gross profit   1.2 7.0%   0.1 0.6%   + 1.1 + 644
    Operating expenses   93.8 58.4%   87.6 58.9%   + 6.2 – 58
    o/w research & development   32.6 20.3%   31.2 21.0%   + 1.4 – 69
    o/w sales & marketing   43.0 26.8%   41.8 28.1%   + 1.2 – 137
    o/w general & administrative   18.2 11.3%   14.6 9.8%   + 3.6 + 148
    PROFIT ON OPERATING ACTIVITIES   26.7 16.6%   17.1 11.5%   + 9.6 + 508
    Profit on Operating Activities – SBS
                       
        H1 2025
    SBS
      H1 2024
    Proforma
    SBS
      Change
        €m % of Rev.   €m % of Rev.   €m Basis Points
    Product revenue   137.7 74.8%   118.2 67.5%   + 19.5 + 729
    Services revenue   46.5 25.2%   57.0 32.5%   – 10.5 – 729
    Total revenue   184.2     175.2     + 8.9  
    Total costs of revenue   76.6     73.1     + 3.5  
    GROSS PROFIT   107.6 58.4%   102.1 58.3%   + 5.5 + 14
    o/w product gross profit   98.6 71.6%   87.1 73.6%   + 11.5 – 202
    o/w services gross profit   9.0 19.3%   15.1 26.4%   – 6.1 – 710
    Operating expenses   93.0 50.5%   99.3 56.7%   – 6.3 – 619
    o/w research & development   60.6 32.9%   63.8 36.4%   – 3.3 – 354
    o/w sales & marketing   19.8 10.7%   20.5 11.7%   – 0.7 – 93
    o/w general & administrative   12.6 6.8%   15.0 8.6%   – 2.4 – 173
    PROFIT ON OPERATING ACTIVITIES   14.6 7.9%   2.8 1.6%   + 11.8 + 633
    Quarterly Revenue Breakdown by Portfolio Brand
                 
        Q1 2025   Q2 2025   H1 2025
    €m      
    Axway Scope   82.5   78.3   160.8
    SBS Scope   88.3   95.8   184.2
                 
    Consolidation   -0.4   -0.6   -1.0
                 
    74Software   170.4   173.5   344.0

    Appendices (3/5)

    Quarterly Revenue Breakdown by Type
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   139.1   141.0   280.0
    Recurring revenue   129.5   128.4   258.0
    o/w Maintenance & Support   47.0   44.5   91.5
    o/w Customer-managed Subscription   48.6   50.1   98.7
    o/w Own-managed Subscription   34.0   33.8   67.8
    License revenue   9.5   12.5   22.1
                 
    Services revenue   31.3   32.6   64.0
                 
    Total revenue   170.4   173.6   344.0
    Quarterly Revenue Breakdown by Type – Axway
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   73.4   69.8   143.3
    Recurring revenue   72.1   69.5   141.6
    o/w Maintenance & Support   14.4   12.8   27.2
    o/w Customer-managed Subscription   43.7   43.2   87.0
    o/w Own-managed Subscription   13.9   13.4   27.4
    License revenue   1.3   0.4   1.7
                 
    Services revenue   9.0   8.5   17.5
                 
    Total revenue – Axway   82.5   78.3   160.8
    Quarterly Revenue Breakdown by Type – SBS
                 
        Q1 2025   Q2 2025   H1 2025
    €m / %      
    Product revenue   66.0   71.7   137.7
    Recurring revenue   57.9   59.5   117.3
    o/w Maintenance & Support   32.5   31.7   64.2
    o/w Customer-managed Subscription   4.9   6.9   11.7
    o/w Own-managed Subscription   20.5   20.9   41.4
    License revenue   8.2   12.2   20.4
                 
    Services revenue   22.3   24.2   46.5
                 
    Total revenue SBS   88.3   95.8   184.2

    Appendices (4/5)

    Half-year Revenue Breakdown by Portfolio Brand & Type      
                     
        H1 2025
    Axway
      H1 2025
    SBS
      H1 2025
    Consolidation
      H1 2025
    74Software
    €m / %        
    Product revenue   143.3   137.7   -1.0   280.0
    Recurring revenue   141.6   117.3   -1.0   258.0
    o/w Maintenance & Support   27.2   64.2   0.0   91.5
    o/w Customer-managed Subscription   87.0   11.7   0.0   98.7
    o/w Own-managed Subscription   27.4   41.4   -1.0   67.8
    License revenue   1.7   20.4   0.0   22.1
                     
    Services revenue   17.5   46.5   0.0   64.0
                     
    Total revenue   160.8   184.2   -1.0   344.0
    Half-year Revenue Breakdown by Portfolio Brand & Type      
                     
        H1 2024
    Axway
      H1 2024 Proforma
    SBS
      H1 2024 Proforma Consolidation   H1 2024 Proforma 74Software
    €m / %        
    Product revenue   130.5   118.2   0.0   248.7
    Recurring revenue   127.9   101.4   0.0   229.3
    o/w Maintenance & Support   34.6   61.6   0.0   96.2
    o/w Customer-managed Subscription   67.3   9.3   0.0   76.6
    o/w Own-managed Subscription   25.9   30.5   0.0   56.5
    License revenue   2.6   16.8   0.0   19.4
                     
    Services revenue   18.2   57.0   0.0   75.2
                     
    Total revenue   148.7   175.2   0.0   323.9
    Half-year Revenue Breakdown by Region
                 
      H1 2025 H1 2024
    Proforma
    H1 2024
    Restated
    Total
    Growth
    Organic
    Growth
     
      €m % of Rev.
    Europe 208.1 60.5% 203.0 203.2 2.5% 2.4%
    o/w France 99.5 28.9% 99.7 99.7 -0.2% -0.2%
    o/w UK 46.7 13.6% 44.8 45.0 4.3% 3.7%
    Americas 73.3 21.3% 65.6 64.6 11.7% 13.5%
    Middle East & Africa 43.1 12.5% 39.3 39.3 9.7% 9.7%
    Asia & Pacific 19.4 5.7% 15.9 15.8 22.0% 22.7%
                 
    74Software 344.0   323.9 323.0 6.2% 6.5%

    Appendices (5/5)

    Headcount
           
      30/06/2025 31/12/2024 Change
    Europe 3.001 3.090 -89
    Americas 370 378 -8
    Asia – Pacific 869 882 -13
    Middle East – Africa 439 437 2
           
    TOTAL 4.679 4.787 -108
    Impact on Half-year Revenue of Changes in Scope and Exchange Rates
           
    €m / % H1 2025 H1 2024 Growth
    Revenue 344.0 148.7 + 131.4%
    Changes in exchange rates   -0.9  
    Revenue at constant exchange rates 344.0 147.7 + 132.8%
    Changes in scope   +175.2  
    Revenue at constant scope and exchange rates 344.0 323.0 + 6.5%
    Changes in Main Exchange Rates
           
    For 1€ Average Rate
    H1 2025
    Average rate
    H1 2024
    Change
    US Dollar 1.093 1.081 – 1.1%
    Great Britain Pound 0.842 0.855 + 1.5%

    1 The interim consolidated financial statements were subject to limited review procedures.

    Attachment

    The MIL Network

  • MIL-OSI: Cegedim: Like-for-like revenues grew 2.8% in the first half

    Source: GlobeNewswire (MIL-OSI)

         

    PRESS RELEASE

    First-half financial information as of June 30, 2025
    IFRS – Regulated information – Not audited

    Cegedim: Like-for-like revenues grew 2.8% in the first half

    • Revenue grew 1.1% as reported and 2.8% LFL to €322.5 million in the first half of 2025.
    • The HR, marketing, health insurance, and digitalization businesses delivered the most solid growth.

    Boulogne-Billancourt, France, July 24, 2025, after the market close

    Revenue

      First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Life for like(1)(2)
    Software & Services 144.4 152.1 (5.1)% (1.5)%
    Flow 53.4 49.5 +7.8% +7.7%
    Data & Marketing 63.4 59.3 +6.9% +6.8%
    BPO 43.2 39.9 +8.1% +8.1%
    Cloud & Support 18.2 18.1 +0.3% +0.3%
    Cegedim 322.5 319.0 +1.1% +2.8%

    Cegedim’s consolidated first-half 2025 revenues rose to €322.5 million, up 1.1% as reported and 2.8% like for like(1) compared with the same period in 2024.

    The HR, marketing, health insurance, and invoice & procurement digitalization businesses delivered the most solid growth over the first half. The deconsolidation of INPS in the UK on December 10, 2024, following its voluntary placement in administration, weighed on reported growth at the Software & Services division and Group level.

    Analysis of business trends by division

    • Software & Services
    Software & Services First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Cegedim Santé 38.4 38.9 (1.3)% (5.7)%
    Insurance, HR, Pharmacies, and other services 87.5 86.7 +0.9% +1.0%
    International businesses 18.5 26.5 (30.3)% (3.2)%
    Software & Services 144.4 152.1        (5.1)% (1.5)%

    Revenues at Cegedim Santé fell 1.3% as reported in the first half, and 5.7% like for like. Visiodent contributed over the entire first half, vs just four months in 2024. Maiia software and the Claude Bernard database both performed well, whereas orders for more established offerings were somewhat subdued. Sales mainly slowed because a data service agreement came to an end in late 2024 and was renewed in the second quarter of 2025 at a lower rate.

    The division’s other French subsidiaries saw revenue growth of 0.9% as reported and 1.0% like for like. The division was propelled by a surge in HR business across all client segments and by Health insurance, thanks to robust project-based sales, with new signings and the start of projects won in 2024. On the other hand, business with pharmacists in France was a drag on growth.

    International businesses posted reported revenues down 30.3% owing to the deconsolidation of INPS in the UK from December 10, 2024, following its voluntary placement in administration. Like-for-like revenues fell 3.2%. The decline was again due to the UK: the Pharmacy First program in H1 2024 created a challenging comparison for pharmacy activities and a client of Activus, a UK subsidiary selling software for health and provident insurance for expats, went out of business. Even so, both businesses have clear prospects that will reverse the downward trend in the months ahead. Other international activities had a positive quarter—particularly in Spain—and remain on track.

    Flow First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(2)
    e-business 32.1 30.0 7.1% 7.0%
    Third-party payer 21.3 19.5 8.8% 8.8%
    Flow 53.4 49.5 7.8% 7.7%

    First-half growth in e-business, e-invoicing, and digitized data exchanges was 7.1% as reported and 7.0% like for like. Both of the division’s two main business lines contributed: “Invoicing & Procurement” (France and UK) and “Healthcare Flows” (notably in pharmaceutical supply chain security for hospitals).

    The Third-party payer business experienced 8.8% growth in H1. It was boosted by strong growth in demand for its fraud and long-term illness detection offerings, a trend that began in the second half of 2024 and continued in H1 2025 with the signing of a fourteenth client.

    • Data & Marketing
    Data & Marketing First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Data 28.7 28.0 2.5% 2.3%
    Marketing 34.7 31.3 10.8% 10.8%
    Data & Marketing 63.4 59.3 6.9% 6.8%

    Data businesses were up 2.5% in the first half on the back of a strong performance in France, which offset a mixed showing abroad.

    The Marketing segment posted robust H1 growth of 10.8% owing to strong sales after new client wins and brisk business with existing clients.

    BPO First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Insurance BPO 31.2 28.7 8.8% 8.8%
    Business Services BPO 12.0 11.2 6.4% 6.4%
    BPO 43.2 39.9 8.1% 8.1%

    The Insurance BPO business grew by 8.8% over the first half, chiefly owing to its overflow business, which has been flourishing because it serves a critical need for clients.

    Business Services BPO (HR and digitalization) reported growth of 6.4% in the first half, again on the back of a popular compliance offering, which is winning new clients.

    • Cloud & Support
    Cloud & Support First half Change H1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Cloud & Support 18.2 18.1 0.3% 0.3%

    Cloud & Support division revenues grew 0.3% in the first half. The non-renewal of a significant outsourcing contract in the second quarter was a drag on growth and obscured the fact that an expanded range of products backed by Cegedim’s sovereign cloud has been very successful.

    Highlights

    • SBTi validates Cegedim’s decarbonization targets

    The Science Based Targets initiative (SBTi) officially validated Cegedim Group’s greenhouse gas emission reduction targets on June 12, 2025. SBTi is the global standard for measuring companies’ carbon footprints and certifying their stated action plans for reducing emissions in line with the ambitious goals of the Paris Climate Agreement. Cegedim is now part of the select group of about 8,000 companies whose plans have been validated. This major step reflects the strong commitment of Cegedim’s senior management, also mobilizing all subsidiaries, to the sustainable development of the Group’s activities.

    • Switch to Euronext Growth

    At its meeting on June 13, 2025, the Board of Directors decided to move forward with the resolution approved that same day by the general shareholders’ meeting to transfer Cegedim’s shares to the Euronext Growth stock exchange. The Group is currently completing formalities so it can make the switch in early September 2025. The Group discussed the rationale for the move and its impacts in a press release dated June 13, 2025.

    • Conversion of the credit facility into a sustainability-linked loan

    On June 16, 2025, the Group negotiated an addendum with all of the parties to its loan agreement to add performance clauses related to 2030 ESG commitments, making this a sustainability-linked loan. By adhering to the annual Scopes 1 & 2 and Scope 3 decarbonization trajectory validated by SBTi, and by making progress on gender equality in senior management, the Group will be able to lower interest rate by up to 0.05 percentage points for the bank portion and by 0.10 to 0.40 percentage points for the non-bank portion. Conversely, failure to respect those commitments will increase the interest rate by a commensurate amount. The first milestone for applying this arrangement will be the 2025 ESG performance as reported in 2026.

    Significant transactions and events post June 30, 2025

    • Workforce restructuring at the pharmacy business

    The Group has decided to restructure the workforce at its pharmacy management software business in France, which will result in making around 100 positions redundant. By rethinking its organization and reconfiguring to align with market trends and client needs, the company hopes to return to a level of performance that ensures a solid foundation for its employees and allows it to innovate for its clients.
    After the semester close, the Group received approval from France’s regional labor and economics agency, DRIEETS, for the collective agreement it negotiated in the second quarter of 2025 with employee representatives. The Group is now determining what level of provision will be earmarked in the H1 2025 financial statements.

    To the best of the company’s knowledge, apart from the impact of the above items, there were no post-closing events or changes after June 30, 2025, that would materially alter the Group’s financial situation.

    Outlook

    Based on the currently available information, the Group expects 2025 like-for-like revenue(3) growth to be in the range of 2-4% relative to 2024. Recurring operating income should continue to improve, following a similar trajectory as in 2024.

    These targets are not forecasts and may need to be revised if there is a significant worsening of geopolitical, macroeconomic, or currency risks.

    ——————-

    WEBCAST ON JULY 24, 2025, AT 6:15 PM (PARIS TIME)
    The webcast is available at: www.cegedim.fr/webcast
    The H1 2025 revenues presentation is available here:
    https://www.cegedim.fr/documentation/Pages/presentation.aspx

    Financial calendar

    2025 September 25 after the close

    September 26 at 10:00 am

    October 23 after the close

    H1 2025 Earnings

    SFAF meeting

    Q3 2025 revenues

    Financial calendar: https://www.cegedim.fr/finance/agenda/Pages/default.aspx

    Disclaimer
    This press release is available in French and in English. In the event of any difference between the two versions, the original French version takes precedence. This press release may contain inside information. It was sent to Cegedim’s authorized distributor on July 24, 2025, no earlier than 5:45 pm Paris time.
    The figures cited in this press release include guidance on Cegedim’s future financial performance targets. This forward-looking information is based on the opinions and assumptions of the Group’s senior management at the time this press release is issued and naturally entails risks and uncertainty. For more information on the risks facing Cegedim, please refer to Chapter 7, “Risk management”, section 7.2, “Risk factors and insurance”, and Chapter 3, “Overview of the financial year”, section 3.6, “Outlook”, of the 2024 Universal Registration Document filled with the AMF on April 7, 2025, under number D.24-0233.

    About Cegedim:
    Founded in 1969, Cegedim is an innovative technology and services group in the field of digital data flow management for healthcare ecosystems and B2B, and a business software publisher for healthcare and insurance professionals. Cegedim employs nearly
    6,700 people in more than 10 countries and generated revenue of over €654 million in 2024.
    Cegedim SA is listed in Paris (EURONEXT: CGM).
    To learn more please visit: www.cegedim.fr
    And follow Cegedim on X: @CegedimGroup, LinkedIn, and Facebook.

    Aude Balleydier
    Cegedim
    Media Relations
    and Communications Manager

    Tel.: +33 (0)1 49 09 68 81
    aude.balleydier@cegedim.fr

    Damien Buffet
    Cegedim
    Head of Financial
    Communication

    Tel.: +33 (0)7 64 63 55 73
    damien.buffet@cegedim.com

    Céline Pardo
    Becoming RP Agency
    Media Relations Consultant

    Tel.:        +33 (0)6 52 08 13 66
    cegedim@becoming-group.com

     

    ____________________________________________________________________________________________________________________________________________________

    Annexes

    Breakdown of revenue by quarter and division

    in millions of euros   Q1 Q2 Q3 Q4 Total
    Software & Services   72.4 72.0     144.4
    Flow   27.6 25.8     53.4
    Data & Marketing   29.9 33.5     63.4
    BPO   21.1 22.1     43.2
    Cloud & Support   10.3 7.8     18.2
    Consolidated Group revenue   161.3 161.2     322.5
    in millions of euros   Q1 Q2 Q3 Q4 Total
    Software & Services   74.4 77.8 75.6 80.1 307.8
    Flow   25.4 24.2 23.7 27.0 100.3
    Data & Marketing   27.0 32.3 28.2 38.4 125.9
    BPO   20.2 19.7 21.6 21.2 82.7
    Cloud & Support   9.0 9.1 7.7 12.0 37.8
    Consolidated Group revenue   155.9 163.1 156.8 178.7 654.5

    Revenue breakdown by geographic zone, currency, and division at June 30, 2025

    as a % of consolidated revenues   Geographic zone   Currency
      France EMEA
    ex. France
    Americas   Euro GBP Other
    Software & Services   87.2% 12.7% 0.1%   91.0% 7.0% 2.0%
    Flow   91.7% 8.3% 0.0%   94.2% 5.8% 0.0%
    Data & Marketing   97.7% 2.3% 0.0%   98.2% 0.0% 1.8%
    BPO   100.0% 0.0% 0.0%   100.0% 0.0% 0.0%
    Cloud & Support   97.2% 2.8% 0.0%   97.2% 0.0% 2.8%
    Cegedim   92.3% 7.6% 0.1%   94.5% 4.1% 1.4%

    (1)   At constant scope and exchange rates.

    (2)   The positive currency impact of 0.1% was mainly due to the pound sterling. The negative scope effect of 1.8% was attributable to the deconsolidation of INPS as of December 10, 2024, which the consolidation of Visiodent starting March 1, 2024, only partly offset.
    (2)At constant scope and exchange rates.

    (3)At constant scope and exchange rates.

    Attachment

    The MIL Network

  • MIL-OSI: NorthEast Community Bancorp, Inc. Reports Results for the Three and Six Months Ended June 30, 2025

    Source: GlobeNewswire (MIL-OSI)

    WHITE PLAINS, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — NorthEast Community Bancorp, Inc. (Nasdaq: NECB) (the “Company”), the parent holding company of NorthEast Community Bank (the “Bank”), reported net income of $11.2 million, or $0.85 per basic share and $0.82 per diluted share, for the three months ended June 30, 2025 compared to net income of $12.8 million, or $0.98 per basic share and $0.97 per diluted share, for the three months ended June 30, 2024. In addition, the Company reported net income of $21.7 million, or $1.65 per basic share and $1.60 per diluted share, for the six months ended June 30, 2025 compared to net income of $24.2 million, or $1.84 per basic share and $1.83 per diluted share, for the six months ended June 30, 2024.

    Kenneth A. Martinek, Chairman of the Board and Chief Executive Officer, stated “We are once again pleased to be able to report continued strong performance throughout our entire loan portfolio, with continuing focus on construction lending in high demand, high absorption sub-markets, as well as our growing cooperative building lending program throughout Manhattan, Brooklyn, the Bronx, and Queens. Despite the uncertainty throughout the national economy during the first half of the year, loan demand continues to increase with outstanding unfunded commitments exceeding $636 million at June 30, 2025.”

    Highlights for the three months and six months ended June 30, 2025 are as follows:

    • Performance metrics continue to be strong with a return on average total assets ratio of 2.27%, a return on average shareholders’ equity ratio of 13.37%, and an efficiency ratio of 40.52% for the three months ended June 30, 2025. For the six months ended June 30, 2025, the Company reported a return on average total assets ratio of 2.20%, a return on average shareholders’ equity ratio of 13.18%, and an efficiency ratio of 41.08%.
    • Asset quality metrics continue to remain strong with no non-performing loans at either June 30, 2025 or December 31, 2024, and non-performing assets to total assets of 0.04% and 0.25% at June 30, 2025 and at December 31, 2024, respectively. Our allowance for credit losses related to loans totaled $4.7 million, or 0.26% of total loans at June 30, 2025 compared to $4.8 million, or 0.27% of total loans at December 31, 2024.
    • Total stockholders’ equity increased by $18.3 million, or 5.8%, to $336.7 million, or 17.06% of total assets as of June 30, 2025 from $318.3 million, or 15.84% of total assets as of December 31, 2024.

    Balance Sheet Summary

    Total assets decreased $35.7 million, or 1.8%, to $2.0 billion at June 30, 2025, from $2.0 billion at December 31, 2024. The decrease in assets was primarily due to decreases in cash and cash equivalents of $18.9 million, net loans of $14.9 million, and real estate owned of $4.4 million, partially offset by an increase of $3.4 million in equity securities.

    Cash and cash equivalents decreased $18.9 million, or 24.1%, to $59.4 million at June 30, 2025 from $78.3 million at December 31, 2024. The decrease in cash and cash equivalents was a result of a decrease in deposits of $191.2 million, partially offset by increases of $135.0 million in borrowings, decreases of $14.9 million in net loans, and increases of $3.4 million in equity securities.

    Equity securities increased $3.4 million, or 15.2%, to $25.3 million at June 30, 2025 from $22.0 million at December 31, 2024. The increase in equity securities was attributable to the purchase of $3.0 million in equity securities during the six months ended June 30, 2025 and market appreciation of $351,000 due to market interest rate volatility during the six months ended June 30, 2025.

    Securities held-to-maturity decreased $218,000, or 1.5%, to $14.4 million at June 30, 2025 from $14.6 million at December 31, 2024 due to $128,000 in maturities and pay-downs of various investment securities.

    Loans, net of the allowance for credit losses, decreased $14.9 million, or 0.8%, to $1.8 billion at June 30, 2025 from $1.8 billion at December 31, 2024.   The decrease in loans consisted of decreases of $102.7 million in construction loans, $1.6 million in consumer loans, $482,000 in mixed-use loans, $475,000 in non-residential loans, and $74,000 in one-to-four family loans. The decrease in our construction loan portfolio was due to normal pay-downs and principal reductions as construction projects were completed and either condominium units were sold to end buyers or multi-family rental buildings were refinanced by other financial institutions. The decrease in construction loans was offset by increases of $85.9 million in multi-family loans of which $43.2 million is attributed to residential cooperative building loans and $4.3 million in commercial and industrial loans.

    During the six months ended June 30, 2025, we originated loans totaling $462.7 million consisting primarily of $338.8 million in construction loans, $95.4 million in multi-family loans of which $32.9 million is attributed to residential cooperative building loans, $27.8 million in commercial and industrial loans, and $730,000 in mixed-use loans. The $338.8 million in construction loans had 41.6% disbursed at loan closing, with the remaining funds to be disbursed over the terms of the construction loans.

    The allowance for credit losses related to loans decreased to $4.7 million as of June 30, 2025, from $4.8 million as of December 31, 2024. The decrease in the allowance for credit losses related to loans was due to charge-offs totaling $602,000, offset by recoveries totaling $434,000 and provision for credit losses totaling $62,000.  

    Premises and equipment increased $536,000, or 2.2%, to $25.3 million at June 30, 2025 from $24.8 million at December 31, 2024 primarily due to the purchases of additional fixed assets.

    Federal Home Loan Bank stock increased $688,000, or 173.3%, to $1.1 million at June 30, 2025 from $397,000 at December 31, 2024 primarily due to an increase in borrowings from the Federal Home Loan Bank.

    Bank owned life insurance (“BOLI”) increased $336,000, or 1.3%, to $26.1 million at June 30, 2025 from $25.7 million at December 31, 2024 due to increases in the BOLI cash value.

    Accrued interest receivable decreased $1.4 million, or 10.1%, to $12.1 million at June 30, 2025 from $13.5 million at December 31, 2024 due to a decrease of $14.9 million in the loan portfolio.

    Real estate owned decreased $4.4 million, or 85.0%, to $767,000 at June 30, 2025 from $5.1 million at December 31, 2024 due to the sale of a foreclosed property to an independent third party.

    Property held for investment was $1.4 million at both June 30, 2025 and December 31, 2024.

    Right of use assets — operating increased $382,000, or 9.6%, to $4.4 million at June 30, 2025 from $4.0 million at December 31, 2024, primarily due to the physical expansion of a branch office and the resulting revision to the operating lease, partially offset by the amortization of the right of use assets.

    Other assets decreased $1.2 million, or 10.5%, to $10.4 million at June 30, 2025 from $11.6 million at December 31, 2024 due to decreases of $1.2 million in tax assets and $118,000 in prepaid expenses, partially offset by an increase of $116,000 in suspense accounts.

    Total deposits decreased $191.2 million, or 11.5%, to $1.5 billion at June 30, 2025 from $1.7 billion at December 31, 2024. The decrease in deposits was primarily due to a decrease in certificates of deposit of $251.5 million, or 25.1%, partially offset by increases in NOW/money market accounts of $56.4 million, or 23.2%, savings account balances of $3.3 million, or 2.4%, and non-interest bearing deposits of $2.2 million, or 0.8%.   The decrease of $251.5 million in certificates of deposit consisted of a decrease in retail certificates of deposit of $134.2 million, or 26.2%, and a decrease in brokered certificates of deposit of $129.1 million, or 29.7%, partially offset by an increase in non-brokered listing services certificates of deposit of $11.7 million, or 35.0%.

    The decrease in retail certificates of deposit was due to a shift in deposits to our retail high yield money market accounts. The decrease in brokered certificates of deposit was due to management’s strategy to reduce the cost of funds by “calling” higher rate brokered deposits on their call dates.

    Advance payments by borrowers for taxes and insurance increased $804,000, or 49.7%, to $2.4 million at June 30, 2025 from $1.6 million at December 31, 2024 due primarily to accumulation of real estate tax payments from borrowers.

    Borrowings increased to $135.0 million at June 30, 2025 from none at December 31, 2024 due primarily to management’s strategy to diversify funding sources.

    Lease liability – operating increased $389,000, or 9.5%, to $4.5 million at June 30, 2025 from $4.1 million at December 31, 2024, primarily due to the physical expansion of a branch office and the resulting revision to the operating lease, partially offset by the amortization of the lease liability.

    Accounts payable and accrued expenses increased $970,000, or 6.7%, to $15.5 million at June 30, 2025 from $14.5 million at December 31, 2024 due primarily to increases in accrued borrowing interest expense of $905,000, accounts payable of $666,000, deferred compensation of $312,000, suspense accounts for loan closings of $269,000, and the allowance for credit losses for off-balance sheet commitments of $175,000, partially offset by a decrease in accrued expense of $1.4 million.

    The allowance for credit losses for off-balance sheet commitments increased $175,000, or 24.9%, to $879,000 at June 30, 2025 from $704,000 at December 31, 2024 due primarily to an increase of $74.5 million, or 13.3%, in off-balance sheet commitments since December 31, 2024.

    Stockholders’ equity increased $18.3 million, or 5.8% to $336.7 million at June 30, 2025, from $318.3 million at December 31, 2024. The increase in stockholders’ equity was due to net income of $21.7 million for the six months ended June 30, 2025, an increase of $638,000 in earned employee stock ownership plan shares coupled with a reduction of $435,000 in unearned employee stock ownership plan shares, and the amortization expense of $894,000 relating to restricted stock and stock options granted under the Company’s 2022 Equity Incentive Plan, partially offset by dividends declared of $5.4 million and $4,000 in other comprehensive loss.

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

    Net Interest Income

    Net interest income was $25.1 million for the three months ended June 30, 2025, as compared to $26.2 million for the three months ended June 30, 2024. The decrease in net interest income of $1.1 million, or 4.4%, was primarily due to a decrease in interest income that exceeded a decrease in interest expense and a decrease in the yield on interest earning assets, partially offset by a smaller decrease in the cost of funds for interest bearing liabilities.

    Total interest and dividend income decreased $2.2 million, or 5.5%, to $38.0 million for the three months ended June 30, 2025 from $40.2 million for the three months ended June 30, 2024. The decrease in interest and dividend income was due to a decrease in the yield on interest earning assets by 78 basis points from 8.89% for the three months ended June 30, 2024 to 8.11% for the three months ended June 30, 2025, partially offset by an increase in the average balance of interest earning assets of $64.9 million, or 3.6%, to $1.9 billion for the three months ended June 30, 2025 from $1.8 billion for the three months ended June 30, 2024.

    Interest expense decreased $1.1 million, or 7.5%, to $13.0 million for the three months ended June 30, 2025 from $14.0 million for the three months ended June 30, 2024. The decrease in interest expense was due to a decrease in the cost of interest bearing liabilities by 45 basis points from 4.33% for the three months ended June 30, 2024 to 3.88% for the three months ended June 30, 2025, partially offset by an increase in average interest bearing liabilities of  $41.9 million, or 3.2%, to $1.3 billion for the three months ended June 30, 2025 from $1.3 billion for the three months ended June 30, 2024.

    Our net interest margin decreased 44 basis points, or 7.6%, to 5.35% for the three months ended June 30, 2025 compared to 5.79% for the three months ended June 30, 2024. The decrease in the net interest margin was due to a 100 basis points decrease in the Federal Funds rate from September 2024 to December 2024 that resulted in a decrease in the yield on interest-earning assets, partially offset by a smaller decrease in the cost of funds on interest-bearing liabilities.

    Credit Loss Expense

    The Company recorded no credit loss expense for the three months ended June 30, 2025 compared to a credit loss expense reduction of $226,000 for the three months ended June 30, 2024.

    The credit loss expense reduction of $226,000 for the three months ended June 30, 2024 was comprised of a credit loss expense reduction for off-balance sheet commitments of $218,000 and a credit loss expense reduction for held-to-maturity investment securities of $8,000. The credit loss expense reduction for off-balance sheet commitments of $218,000 for the three months ended June 30, 2024 was primarily attributable to a reduction of $30.4 million in the level of off-balance sheet commitments and favorable trends in the economy.

    With respect to the allowance for credit losses for loans, we charged-off $485,000 during the three months ended June 30, 2025 as compared to charge-offs of $12,000 during the three months ended June 30, 2024. The charge-offs during both periods were against various unpaid overdrafts in our demand deposit accounts.

    We recorded recoveries of $82,000 during the three months ended June 30, 2025 compared to no recoveries during the three months ended June 30, 2024. The recoveries of $82,000 during the three months ended June 30, 2025 comprised of recoveries from a previously charged-off unpaid overdraft on a demand deposit account.

    Non-Interest Income

    Non-interest income for the three months ended June 30, 2025 was $858,000 compared to non-interest income of $731,000 for the three months ended June 30, 2024. The increase of $127,000, or 17.4%, in total non-interest income was primarily due to increases of $71,000 in unrealized gain on equity securities, $48,000 in other loan fees and service charges, and $8,000 in BOLI income.

    The increase in unrealized gain on equity securities was due to an unrealized gain of $51,000 on equity securities during the three months ended June 30, 2025 compared to an unrealized loss of $20,000 on equity securities during the three months ended June 30, 2024. Both the unrealized gain of $51,000 on equity securities during the three months ended June 30, 2025 and the unrealized loss of $20,000 on equity securities during the three months ended June 30, 2024 were due to market interest rate volatility during both periods.

    The increase of $48,000 in other loan fees and service charges was due to an increase of $60,000 in ATM/debit card/ACH fees and an increase of $2,000 in deposit account fees, partially offset by a decrease of $14,000 in other loan fees and loan servicing fees. The increase in BOLI income of $8,000 was due to an increase in the yield on BOLI assets.

    Non-Interest Expense

    Non-interest expense increased $1.0 million, or 10.6%, to $10.5 million for the three months ended June 30, 2025 from $9.5 million for the three months ended June 30, 2024. The increase resulted primarily from increases of $398,000 in salaries and employee benefits, $220,000 in real estate owned expense, $151,000 in outside data processing expense, $111,000 in other operating expense, $69,000 in occupancy expense, $32,000 in equipment expense, and $29,000 in advertising expense.

    Income Taxes

    We recorded income tax expense of $4.3 million and $4.9 million for the three months ended June 30, 2025 and 2024, respectively. For the three months ended June 30, 2025, we had approximately $210,000 in tax exempt income, compared to approximately $199,000 in tax exempt income for the three months ended June 30, 2024. Our effective income tax rates were 27.6% for the three months ended June 30, 2025 and June 30, 2024.  

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

    Net Interest Income

    Net interest income was $49.3 million for the six months ended June 30, 2025 as compared to $51.2 million for the six months ended June 30, 2024. The decrease in net interest income of $1.9 million, or 3.7%, was primarily due to a decrease in interest income that exceeded a decrease in interest expense and a decrease in the yield on interest earning assets, partially offset by a smaller decrease in the cost of funds for interest bearing liabilities.

    Total interest and dividend income decreased $2.1 million, or 2.7%, to $76.2 million for the six months ended June 30, 2025 from $78.4 million for the six months ended June 30, 2024. The decrease in interest and dividend income was due to a decrease in the yield on interest earning assets by 75 basis points from 8.83% for the six months ended June 30, 2024 to 8.08% for the six months ended June 30, 2025, partially offset by an increase in the average balance of interest earning assets of $112.3 million, or 6.3%, to $1.9 billion for the six months ended June 30, 2025 from $1.8 billion for the six months ended June 30, 2024.

    Interest expense decreased $242,000, or 0.9%, to $26.9 million for the six months ended June 30, 2025 from $27.2 million for the six months ended June 30, 2024. The decrease in interest expense was due to a decrease in the cost of interest bearing liabilities by 34 basis points from 4.31% for the six months ended June 30, 2024 to 3.97% for the six months ended June 30, 2025, partially offset by an increase in average interest bearing liabilities of $95.7 million, or 7.6%, to $1.4 billion for the six months ended June 30, 2025 from $1.3 billion for the six months ended June 30, 2024.

    Net interest margin decreased 54 basis points, or 9.4%, to 5.23% for the six months ended June 30, 2025 compared to 5.77% for the six months ended June 30, 2024. The decrease in the net interest margin was due to a 100 basis points decrease in the Federal Funds rate from September 2024 to December 2024 that resulted in a decrease in the yield on interest-earning assets, partially offset by a smaller decrease in the cost of funds on interest-bearing liabilities.

    Credit Loss Expense

    The Company recorded a credit loss expense of $237,000 for the six months ended June 30, 2025 compared to a credit loss expense reduction of $391,000 for the six months ended June 30, 2024. The credit loss expense of $237,000 for the six months ended June 30, 2025 was comprised of credit loss expense for loans of $62,000 and credit loss expense for off-balance sheet commitments of $175,000.

    The credit loss expense for loans of $62,000 for the six months ended June 30, 2025 was primarily due to an increase in the multi-family loan portfolio. The credit loss expense for off-balance sheet commitments of $175,000 for the six months ended June 30, 2025 was primarily due to an increase in unfunded off-balance sheet commitments.

    The credit loss expense reduction of $391,000 for the six months ended June 30, 2024 was comprised of a credit loss expense reduction for off-balance sheet commitments of $235,000, a credit loss expense reduction for loans of $145,000, and a credit loss expense reduction for held-to-maturity investment securities of $11,000. The credit loss expense reduction for off-balance sheet commitments of $235,000 for the six months ended June 30, 2024 was primarily attributed to a reduction of $27.2 million in the level of off-balance sheet commitments and favorable trends in the economy. The credit loss expense reduction for loans of $145,000 for the six months ended June 30, 2024 was primarily attributed to favorable trends in the economy.

    With respect to the allowance for credit losses for loans, we charged-off $602,000 during the six months ended June 30, 2025 as compared to charge-offs of $33,000 during the six months ended June 30, 2024. The charge-offs during both periods were against various unpaid overdrafts in our demand deposit accounts.

    We recorded recoveries of $434,000 during the six months ended June 30, 2025 compared to no recoveries during the six months ended June 30, 2024. The recoveries of $434,000 during the six months ended June 30, 2025 comprised of recoveries of $350,000 with respect to a previously charged-off non-residential mortgage loan and $84,000 from previously charged-off unpaid overdrafts on demand deposit accounts.

    Non-Interest Income

    Non-interest income for the six months ended June 30, 2025 was $2.1 million compared to non-interest income of $1.3 million for the six months ended June 30, 2024. The increase of $808,000, or 62.9%, in total non-interest income was primarily due to increases of $453,000 in unrealized gain on equity securities, $326,000 in other loan fees and service charges, $17,000 in BOLI income, and $12,000 in miscellaneous other non-interest income.

    The increase in unrealized gain on equity securities was due to an unrealized gain of $351,000 on equity securities during the six months ended June 30, 2025 compared to an unrealized loss of $102,000 on equity securities during the six months ended June 30, 2024. Both the unrealized gain of $351,000 on equity securities during the 2025 period and the unrealized loss of $102,000 on equity securities during the 2024 period were due to market interest rate volatility during both periods.

    The increase of $326,000 in other loan fees and service charges was due to increases of $232,000 in other loan fees and loan servicing fees, $91,000 in ATM/debit card/ACH fees, and $3,000 in deposit account fees. The increase in BOLI income of $17,000 was due to an increase in the yield on BOLI assets.

    Non-Interest Expense

    Non-interest expense increased $1.9 million, or 10.2%, to $21.1 million for the six months ended June 30, 2025 from $19.2 million for the six months ended June 30, 2024. The increase resulted primarily from increases of $980,000 in salaries and employee benefits, $332,000 in other operating expense, $251,000 in outside data processing expense, $238,000 in real estate owned expense, $108,000 in occupancy expense, and $43,000 in advertising expense, partially offset by a decrease of $4,000 in equipment expense.

    Income Taxes

    We recorded income tax expense of $8.3 million and $9.5 million for the six months ended June 30, 2025 and 2024, respectively. For the six months ended June 30, 2025, we had approximately $415,000 in tax exempt income, compared to approximately $394,000 in tax exempt income for the six months ended June 30, 2024. Our effective income tax rates were 27.7% and 28.3% for the six months ended June 30, 2025 and 2024, respectively.

    Asset Quality

    Non-performing assets were $767,000 at June 30, 2025 compared to $5.1 million at December 31, 2024.   The non-performing assets consisted of one foreclosed property located in Pittsburgh, Pennsylvania. We sold one foreclosed property totaling $4.3 million located in the Bronx, New York on June 30, 2025 to a third-party buyer at no loss to the Company and in connection therewith we provided the financing to complete the multi-family project.

    Our ratio of non-performing assets to total assets remained low at 0.04% at June 30, 2025 as compared to 0.25% at December 31, 2024.

    The Company’s allowance for credit losses related to loans was $4.7 million, or 0.26% of total loans as of June 30, 2025, compared to $4.8 million, or 0.27% of total loans as of December 31, 2024. Based on a review of the loans that were in the loan portfolio at June 30, 2025, management believes that the allowance for credit losses related to loans is maintained at a level that represents its best estimate of inherent losses in the loan portfolio that were both probable and reasonably estimable.

    In addition, at June 30, 2025, the Company’s allowance for credit losses related to off-balance sheet commitments totaled $879,000 and the allowance for credit losses related to held-to-maturity debt securities totaled $126,000.

    Capital

    The Company’s total stockholders’ equity to assets ratio was 17.06% as of June 30, 2025.   At June 30, 2025, the Company had the ability to borrow $740.2 million from the Federal Reserve Bank of New York, $23.1 million from the Federal Home Loan Bank of New York, and $8.0 million from Atlantic Community Bankers Bank.

    The Bank’s capital position remains strong relative to current regulatory requirements and the Bank is considered a well-capitalized institution under the Prompt Corrective Action framework. As of June 30, 2025, the Bank had a tier 1 leverage capital ratio of 15.87% and a total risk-based capital ratio of 14.99%.

    The Company completed its first stock repurchase program on April 14, 2023 whereby the Company repurchased 1,637,794 shares, or 10%, of the Company’s issued and outstanding common stock. The cost of the stock repurchase program totaled $23.0 million, including commission costs and Federal excise taxes.   Of the total shares repurchased under this program, 957,275 of such shares were repurchased during 2023 at a total cost of $13.7 million, including commission costs and Federal excise taxes.

    The Company commenced its second stock repurchase program on May 30, 2023 whereby the Company will repurchase 1,509,218, or 10%, of the Company’s issued and outstanding common stock. As of June 30, 2025, the Company had repurchased 1,091,174 shares of common stock under its second repurchase program, at a cost of $17.2 million, including commission costs and Federal excise taxes.

    About NorthEast Community Bancorp

    NorthEast Community Bancorp, headquartered at 325 Hamilton Avenue, White Plains, New York 10601, is the holding company for NorthEast Community Bank, which conducts business through its eleven branch offices located in Bronx, New York, Orange, Rockland, and Sullivan Counties in New York and Essex, Middlesex, and Norfolk Counties in Massachusetts and three loan production offices located in New City, New York, White Plains, New York, and Danvers, Massachusetts. For more information about NorthEast Community Bancorp and NorthEast Community Bank, please visit www.necb.com.

    Forward Looking Statement

    This press release contains certain forward-looking statements. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause actual results to differ materially from expected results include, but are not limited to, changes in market interest rates, regional and national economic conditions (including higher inflation or recessionary conditions and their impact on regional and national economic conditions), legislative and regulatory changes, monetary and fiscal policies of the United States government, including policies of the United States Treasury and the Federal Reserve Board, the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts, the quality and composition of the loan or investment portfolios, demand for loan products, decreases in deposit levels necessitating increased borrowing to fund loans and securities, competition, demand for financial services in NorthEast Community Bank’s market area, changes in the real estate market values in NorthEast Community Bank’s market area, the impact of failures or disruptions in or breaches of the Company’s operational or security systems, data or infrastructure, or those of third parties, including as a result of cyberattacks or campaigns, and changes in relevant accounting principles and guidelines. Additionally, other risks and uncertainties may be described in our annual and quarterly reports filed with the U.S. Securities and Exchange Commission (the “SEC”), which are available through the SEC’s website located at www.sec.gov. These risks and uncertainties should be considered in evaluating any forward-looking statements and undue reliance should not be placed on such statements. Except as required by applicable law or regulation, the Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

    CONTACT:  Kenneth A. Martinek
      Chairman and Chief Executive Officer
       
    PHONE:  (914) 684-2500
     
    NORTHEAST COMMUNITY BANCORP, INC.
    CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (Unaudited)
     
        June 30,   December 31,
        2025     2024  
        (In thousands, except share
        and per share amounts)
    ASSETS            
    Cash and amounts due from depository institutions   $ 19,042     $ 13,700  
    Interest-bearing deposits     40,331       64,559  
    Total cash and cash equivalents     59,373       78,259  
    Certificates of deposit     100       100  
    Equity securities     25,345       21,994  
    Securities held-to-maturity (net of allowance for credit losses of $126 and $126, respectively)     14,398       14,616  
    Loans receivable     1,797,618       1,812,647  
    Deferred loan fees, net     (62 )     (49 )
    Allowance for credit losses     (4,724 )     (4,830 )
    Net loans     1,792,832       1,807,768  
    Premises and equipment, net     25,341       24,805  
    Investments in restricted stock, at cost     1,085       397  
    Bank owned life insurance     26,074       25,738  
    Accrued interest receivable     12,119       13,481  
    Real estate owned     767       5,120  
    Property held for investment     1,352       1,370  
    Right of Use Assets – Operating     4,383       4,001  
    Right of Use Assets – Financing     345       347  
    Other assets     10,370       11,585  
    Total assets   $ 1,973,884     $ 2,009,581  
    LIABILITIES AND STOCKHOLDERS’ EQUITY            
    Liabilities:            
    Deposits:            
    Non-interest bearing   $ 287,741     $ 287,135  
    Interest bearing     1,191,420       1,383,240  
    Total deposits     1,479,161       1,670,375  
    Advance payments by borrowers for taxes and insurance     2,422       1,618  
    Borrowings     135,000        
    Lease Liability – Operating     4,497       4,108  
    Lease Liability – Financing     628       609  
    Accounts payable and accrued expenses     15,500       14,530  
    Total liabilities     1,637,208       1,691,240  
                 
    Stockholders’ equity:            
    Preferred stock, $0.01 par value; 25,000,000 shares authorized; none issued or outstanding   $     $  
    Common stock, $0.01 par value; 75,000,000 shares authorized; 14,023,376 shares and 14,016,254 shares outstanding, respectively     140       140  
    Additional paid-in capital     111,624       110,091  
    Unearned Employee Stock Ownership Plan (“ESOP”) shares     (5,653 )     (6,088 )
    Retained earnings     230,345       213,974  
    Accumulated other comprehensive gain     220       224  
    Total stockholders’ equity     336,676       318,341  
    Total liabilities and stockholders’ equity   $ 1,973,884     $ 2,009,581  
                 
    NORTHEAST COMMUNITY BANCORP, INC.
    CONSOLIDATED STATEMENTS OF INCOME
    (Unaudited)
     
        Three Months Ended June 30,   Six Months Ended June 30,
        2025   2024     2025   2024  
        (In thousands, except per share amounts)   (In thousands, except per share amounts)
    INTEREST INCOME:                            
    Loans   $ 36,740     $ 38,634     $ 73,622     $ 75,337  
    Interest-earning deposits     1,027       1,385       2,108       2,585  
    Securities     272       218       516       436  
    Total Interest Income     38,039       40,237       76,246       78,358  
    INTEREST EXPENSE:                            
    Deposits     12,053       13,435       25,986       25,829  
    Borrowings     902       570       902       1,302  
    Financing lease     10       10       20       19  
    Total Interest Expense     12,965       14,015       26,908       27,150  
    Net Interest Income     25,074       26,222       49,338       51,208  
    Provision for (reversal of) credit loss           (226 )     237       (391 )
    Net Interest Income after Provision for (Reversal of) Credit Loss     25,074       26,448       49,101       51,599  
    NON-INTEREST INCOME:                            
    Other loan fees and service charges     611       563       1,351       1,025  
    Earnings on bank owned life insurance     170       162       336       319  
    Unrealized gain (loss) on equity securities     51       (20 )     351       (102 )
    Other     26       26       55       43  
    Total Non-Interest Income     858       731       2,093       1,285  
    NON-INTEREST EXPENSES:                            
    Salaries and employee benefits     5,650       5,252       11,583       10,603  
    Occupancy expense     743       674       1,489       1,381  
    Equipment     253       221       470       474  
    Outside data processing     758       607       1,494       1,243  
    Advertising     123       94       225       182  
    Real estate owned expense     247       27       277       39  
    Other     2,734       2,623       5,589       5,257  
    Total Non-Interest Expenses     10,508       9,498       21,127       19,179  
    INCOME BEFORE PROVISION FOR INCOME TAXES     15,424       17,681       30,067       33,705  
    PROVISION FOR INCOME TAXES     4,254       4,883       8,330       9,533  
    NET INCOME   $ 11,170     $ 12,798     $ 21,737     $ 24,172  
                                 
    NORTHEAST COMMUNITY BANCORP, INC.
    SELECTED CONSOLIDATED FINANCIAL DATA
    (Unaudited)
     
        Three Months Ended June 30,   Six Months Ended June 30,
        2025     2024     2025     2024  
        (In thousands, except per share amounts)   (In thousands, except per share amounts)
    Per share data:                        
    Earnings per share – basic   $ 0.85     $ 0.98     $ 1.65     $ 1.84  
    Earnings per share – diluted     0.82       0.97       1.60       1.83  
    Weighted average shares outstanding – basic     13,216       13,084       13,204       13,119  
    Weighted average shares outstanding – diluted     13,568       13,181       13,563       13,205  
    Performance ratios/data:                        
    Return on average total assets     2.27 %     2.70 %     2.20 %     2.60 %
    Return on average shareholders’ equity     13.37 %     17.28 %     13.18 %     16.59 %
    Net interest income   $ 25,074     $ 26,222     $ 49,338     $ 51,208  
    Net interest margin     5.35 %     5.79 %     5.23 %     5.77 %
    Efficiency ratio     40.52 %     35.24 %     41.08 %     36.54 %
    Net charge-off ratio     0.09 %     0.00 %     0.01 %     0.00 %
                             
    Loan portfolio composition:                 June 30, 2025     December 31, 2024
    One-to-four family               $ 3,398     $ 3,472  
    Multi-family                 292,552       206,606  
    Mixed-use                 26,089       26,571  
    Total residential real estate                 322,039       236,649  
    Non-residential real estate                 28,971       29,446  
    Construction                 1,323,477       1,426,167  
    Commercial and industrial                 123,084       118,736  
    Consumer                 47       1,649  
    Gross loans                 1,797,618       1,812,647  
    Deferred loan fees, net                 (62 )     (49 )
    Total loans               $ 1,797,556     $ 1,812,598  
    Asset quality data:                        
    Loans past due over 90 days and still accruing               $     $  
    Non-accrual loans                        
    OREO property                 767       5,120  
    Total non-performing assets               $ 767     $ 5,120  
                             
    Allowance for credit losses to total loans                 0.26 %     0.27 %
    Allowance for credit losses to non-performing loans                 0.00 %     0.00 %
    Non-performing loans to total loans                 0.00 %     0.00 %
    Non-performing assets to total assets                 0.04 %     0.25 %
                             
    Bank’s Regulatory Capital ratios:                        
    Total capital to risk-weighted assets                 14.99 %     13.92 %
    Common equity tier 1 capital to risk-weighted assets                 14.71 %     13.65 %
    Tier 1 capital to risk-weighted assets                 14.71 %     13.65 %
    Tier 1 leverage ratio                 15.87 %     14.44 %
     
    NORTHEAST COMMUNITY BANCORP, INC.
    NET INTEREST MARGIN ANALYSIS
    (Unaudited)
     
        Three Months Ended June 30, 2025   Three Months Ended June 30, 2024
        Average   Interest   Average   Average   Interest   Average
        Balance   and dividend   Yield   Balance   and dividend   Yield
        (In thousands, except yield/cost information)   (In thousands, except yield/cost information)
    Loan receivable gross   $ 1,754,363     $ 36,740     8.38 %   $ 1,687,029     $ 38,634     9.16 %
    Securities     37,839       265     2.80 %     33,438       199     2.38 %
    Federal Home Loan Bank stock     438       7     6.39 %     704       19     10.80 %
    Other interest-earning assets     83,135       1,027     4.94 %     89,736       1,385     6.17 %
    Total interest-earning assets     1,875,775       38,039     8.11 %     1,810,907       40,237     8.89 %
    Allowance for credit losses     (5,122 )                 (4,927 )            
    Non-interest-earning assets     95,651                   91,085              
    Total assets   $ 1,966,304                 $ 1,897,065              
                                         
    Interest-bearing demand deposit   $ 298,689     $ 2,401     3.22 %   $ 205,536     $ 1,930     3.76 %
    Savings and club accounts     141,238       761     2.16 %     158,292       982     2.48 %
    Certificates of deposit     815,000       8,891     4.36 %     884,626       10,523     4.76 %
    Total interest-bearing deposits     1,254,927       12,053     3.84 %     1,248,454       13,435     4.30 %
    Borrowed money     82,712       912     4.41 %     47,276       580     4.91 %
    Total interest-bearing liabilities     1,337,639       12,965     3.88 %     1,295,730       14,015     4.33 %
    Non-interest-bearing demand deposit     274,466                   285,368              
    Other non-interest-bearing liabilities     20,114                   19,641              
    Total liabilities     1,632,219                   1,600,739              
    Equity     334,085                   296,326              
    Total liabilities and equity   $ 1,966,304                 $ 1,897,065              
                                         
    Net interest income / interest spread         $ 25,074     4.23 %         $ 26,222     4.56 %
    Net interest rate margin                 5.35 %                 5.79 %
    Net interest earning assets   $ 538,136                 $ 515,177              
    Average interest-earning assets to interest-bearing liabilities     140.23 %                 139.76 %            
     
    NORTHEAST COMMUNITY BANCORP, INC.
    NET INTEREST MARGIN ANALYSIS
    (Unaudited)
     
        Six Months Ended June 30, 2025   Six Months Ended June 30, 2024
        Average   Interest   Average   Average   Interest   Average
        Balance   and dividend   Yield   Balance   and dividend   Yield
        (In thousands, except yield/cost information)   (In thousands, except yield/cost information)
    Loan receivable gross   $ 1,761,069     $ 73,622     8.36 %   $ 1,649,686     $ 75,337     9.13 %
    Securities     37,298       500     2.68 %     33,643       396     2.35 %
    Federal Home Loan Bank stock     418       16     7.66 %     773       40     10.35 %
    Other interest-earning assets     88,277       2,108     4.78 %     90,644       2,585     5.70 %
    Total interest-earning assets     1,887,062       76,246     8.08 %     1,774,746       78,358     8.83 %
    Allowance for credit losses     (4,978 )                 (5,009 )            
    Non-interest-earning assets     96,071                   89,972              
    Total assets   $ 1,978,155                 $ 1,859,709              
                                         
    Interest-bearing demand deposit   $ 286,726     $ 4,846     3.38 %   $ 188,510     $ 3,483     3.70 %
    Savings and club accounts     140,077       1,491     2.13 %     170,531       2,184     2.56 %
    Certificates of deposit     888,136       19,649     4.42 %     847,606       20,162     4.76 %
    Total interest-bearing deposits     1,314,939       25,986     3.95 %     1,206,647       25,829     4.28 %
    Borrowed money     41,584       922     4.43 %     54,184       1,321     4.88 %
    Total interest-bearing liabilities     1,356,523       26,908     3.97 %     1,260,831       27,150     4.31 %
    Non-interest-bearing demand deposit     272,680                   288,639              
    Other non-interest-bearing liabilities     19,107                   18,865              
    Total liabilities     1,648,310                   1,568,335              
    Equity     329,845                   291,374              
    Total liabilities and equity   $ 1,978,155                 $ 1,859,709              
                                         
    Net interest income / interest spread         $ 49,338     4.11 %         $ 51,208     4.52 %
    Net interest rate margin                 5.23 %                 5.77 %
    Net interest earning assets   $ 530,539                 $ 513,915              
    Average interest-earning assets to interest-bearing liabilities     139.11 %                 140.76 %            

    The MIL Network

  • MIL-OSI: Love Not War AI Unveils Mathematical Framework That Aligns Capitalism with Collective Good

    Source: GlobeNewswire (MIL-OSI)

    LONDON, UNITED KINGDOM, July 24, 2025 (GLOBE NEWSWIRE) — Love Not War AI today announced the launch of Progressive Utility Mechanics, a newly discovered mathematical framework created by innovator Valraj Singh Mann. This groundbreaking system offers a universal method for designing economic models in which individual financial success automatically enhances social welfare. The announcement marks the first implementation of the framework in a real-world application via the LVAI cryptocurrency, positioning it as a potential tool for addressing systemic issues like poverty, climate change, and inequality at scale.

    Unlike traditional economic systems that create tension between profit and purpose, Progressive Utility Mechanics create mathematically structured guarantees that individual success automatically generates increasing social benefit. The framework is going to be demonstrated through LVAI (Love Not War AI), the first cryptocurrency where charitable impact grows over time, but applications extend across all human economic organization – from corporate structures to government policy to international development.

    “We’ve developed the mathematical framework that may reshape how economic systems are designed across sectors,” said Mann. “For the first time in history, we can create mathematically structured mechanisms that align individual greed with collective good automatically. This isn’t just about cryptocurrency – it’s about demonstrating that capitalism can be inherently charitable, that economic growth can systematically reduce poverty, and that success can help everyone through what we’re calling ‘Mann Mechanics.’”

    Independent analysis confirms this represents the first mathematically structured mechanism demonstrating that economic systems can be designed to automatically strengthen social outcomes as they grow, potentially addressing root causes of global inequality, environmental degradation, and systemic poverty.


    HUMANITY’S GREATEST ECONOMIC CHALLENGE

    Throughout history, human societies have struggled with the fundamental tension between individual success and collective welfare. Traditional capitalism creates wealth but concentrates it, leading to inequality. Socialist systems promote equality but reduce prosperity. Regulatory approaches create compliance costs and economic drag. Charitable solutions depend on voluntary giving that decreases as wealth concentrates.

    “Every economic system in human history has forced a choice between individual freedom and collective good,” noted Mann. “We’ve developed a mathematically structured mechanism demonstrating that choice may be false – they can be systematically unified through progressive design.”

    The framework addresses systemic challenges affecting billions globally:

    • Global Poverty: 700+ million people in extreme poverty despite unprecedented global wealth
    • Climate Change: Economic incentives that reward environmental destruction over restoration
    • Inequality Crisis: Wealth concentration accelerating in every developed economy
    • Corporate Externalities: Profit maximization creating social and environmental costs
    • Aid Dependency: International development creating dependency rather than self-sufficiency
    • Government Inefficiency: Tax systems that reduce productivity while funding bureaucracy


    PROGRESSIVE UTILITY MECHANICS: THE UNIVERSAL SOLUTION

    Progressive Utility Mechanics (also known as “Mann Mechanics”) create economic systems where individual market participation automatically generates increasing social benefit through mathematically structured allocation mechanisms that strengthen over time.

    This framework transforms traditional zero-sum economic thinking into positive-sum systems where everyone’s success helps everyone else automatically, without coercion, regulation, or voluntary charity.

    Real-world applications include:

    • Progressive Impact Corporations: Business structures where shareholder profits automatically fund stakeholder benefits, making successful companies automatically beneficial to their communities

    • Self-Funding Development Programs: Economic zones where business success automatically generates poverty reduction funding, creating sustainable development without foreign aid dependency

    • Progressive Environmental Bonds: Investment vehicles where profit automatically funds environmental restoration, aligning financial returns with ecological recovery

    • Municipal Progressive Systems: City economies where business success automatically improves public infrastructure and services, creating self-improving urban environments

    • Progressive Education Funding: Systems where private success automatically enhances public education, leveling educational playing fields through market mechanisms

    “This framework could eliminate the need to choose between economic growth and social good,” observed one policy researcher. “Every successful business, every profitable investment, every economic gain automatically helps solve humanity’s greatest challenges.”


    GLOBAL IMPACT POTENTIAL

    Progressive Utility Mechanics address the mathematical core of humanity’s most pressing challenges:

    Poverty Elimination: Systems where economic success automatically generates anti-poverty funding may provide sustainable income support without government intervention or international aid dependency.

    Climate Solutions: Investment structures where environmental restoration becomes systematically profitable through progressive mechanics may help reverse ecological damage while generating returns.

    Inequality Reduction: Economic designs where success automatically levels playing fields may reduce wealth concentration without reducing prosperity or economic freedom.
    Corporate Transformation: Business models where profit maximization automatically optimizes social and environmental outcomes could revolutionize capitalism without regulatory coercion.

    International Development: Self-funding development programs could replace aid dependency with sustainable economic systems that strengthen as they succeed.

    “We’re not just talking about improving existing systems,” emphasized Mann. “We’re demonstrating that fundamentally different systems are possible – ones that may systematically address problems rather than creating them.”


    MATHEMATICAL PROOF OF CONCEPT: LVAI IMPLEMENTATION

    LVAI cryptocurrency will serve as the first mathematical proof that Progressive Utility Mechanics work in practice, demonstrating charitable impact that increases rather than decreases over time through three-phase evolution:

    • Phase 1: Economic growth automatically funds ecosystem expansion

    • Phase 2: Balanced allocation prevents stagnation while building social impact capacity

    • Phase 3: Unused economic capacity automatically becomes permanent charity endowment.

    The implementation includes institutional-grade security (94/100 audit rating) and has been mathematically verified to create stronger charitable impact as the system matures, demonstrating that economic success can be systematically aligned with social benefit through mechanism design.


    APPLICATIONS ACROSS HUMAN CIVILIZATION

    The discovery provides mathematical foundations for redesigning economic organization across all sectors:

    Corporate Governance: Progressive Impact Corporations where shareholders profit more as stakeholder outcomes improve, automatically aligning business success with social good.

    Municipal Economics: Progressive Economic Zones where local business success automatically funds public goods, creating self-improving communities without tax burden increases.

    International Relations: Progressive development frameworks where economic growth in developing nations automatically generates sustainable funding for infrastructure, education, and healthcare.

    Environmental Policy: Progressive conservation systems where land preservation and restoration become more profitable over time, creating economic incentives for ecological recovery.

    Educational Systems: Progressive funding mechanisms where private educational success automatically enhances public education quality, reducing inequality through market forces rather than redistribution.

    Healthcare Systems: Progressive health economics where medical innovation profitability automatically funds public health improvements, aligning pharmaceutical profits with population wellness.


    RESHAPING ECONOMIC THEORY

    Progressive Utility Mechanics (Mann Mechanics) represent the first mathematical framework proving that Adam Smith’s “invisible hand” – the foundational concept from the 18th-century economist known as the “Father of Modern Economics” – can be engineered rather than hoped for, creating guaranteed alignment between individual rational behavior and optimal collective outcomes.

    The innovation addresses fundamental questions that have challenged economists, philosophers, and policymakers:

    • Can capitalism be inherently fair? YES – through progressive design
    • Can individual greed serve collective good automatically? YES – through mathematical alignment
    • Can economic growth reduce rather than increase inequality? YES – through systematic progressive allocation
    • Can free markets solve social problems without government intervention? YES – through proper incentive design

    “This could be the most important breakthrough in economics since Adam Smith’s Wealth of Nations,” noted one academic researcher. “Mann Mechanics provide the missing mathematical framework for creating automatically beneficial economic systems, potentially establishing a new field of study alongside Nash Equilibrium – developed by John Nash, the Nobel Prize-winning mathematician portrayed in ‘A Beautiful Mind’ – and Keynesian Economics, created by John Maynard Keynes, the influential British economist whose theories shaped modern government economic policy.”


    POTENTIAL CIVILIZATIONAL SIGNIFICANCE

    If validated and widely implemented, Progressive Utility Mechanics may represent a significant advance in human economic organization since the development of market capitalism, potentially enabling:

    • Systematic poverty reduction through automatically self-funding anti-poverty systems
    • Climate change mitigation through profitable environmental restoration mechanisms
    • Inequality reduction without prosperity reduction through systematic leveling mechanisms
    • Corporate transformation from profit-maximizing to systematically beneficent entities
    • Government efficiency through market-based rather than bureaucratic social solutions

    “We’re exploring the potential to address humanity’s greatest challenges not through sacrifice or coercion, but by redesigning economic systems to systematically optimize for everyone’s benefit,” concluded Mann.


    PRIORITY ESTABLISHMENT

    This announcement establishes Valraj Singh Mann as the inventor of Progressive Utility Mechanics (Mann Mechanics) and creator of the mathematical framework for systematically aligning individual success with collective benefit. The innovation represents the first mathematically structured mechanism demonstrating that economic systems can be designed for systematic social optimization without reducing individual incentives or economic freedom.

    Comprehensive project documentation, including detailed whitepaper and technical specifications, is available at https://lovenotwar.ai


    ABOUT VAL MANN

    Valraj Singh Mann is the inventor of Progressive Utility Mechanics and creator of the mathematical framework for systematically aligning individual economic success with collective social benefit. Through breakthrough mathematical innovation, Mann has developed potential solutions to humanity’s greatest economic challenges while demonstrating that capitalism may be redesigned to be inherently beneficial to all participants.


    ABOUT PROGRESSIVE UTILITY MECHANICS

    Progressive Utility Mechanics (Mann Mechanics) represent a universally applicable mathematical framework for creating economic systems where individual success systematically generates increasing collective benefit. The principle provides potential applications across corporate governance, municipal economics, international development, environmental policy, and all forms of human economic organization.

    MEDIA CONTACT

    Ana Thapar
    Relations Manager
    Email: info@lovenotwar.ai
    Website: https://lovenotwar.ai
    New Community Channel: https://t.me/LoveNotWar_Base

    For global implementation discussions, academic collaboration, policy consultation, or interview requests, contact info@lovenotwar.ai with “Progressive Utility Framework” in the subject line.


    FORWARD-LOOKING STATEMENTS

    This press release contains forward-looking statements about potential applications of Progressive Utility Mechanics to global economic challenges. Implementation of any framework requires extensive testing, stakeholder collaboration, and adaptation to specific economic, legal, and cultural contexts. All projections represent potential applications based on mathematical modeling and require real-world validation.

    The MIL Network

  • MIL-OSI Australia: ATO warns businesses against falsifying their GST claims

    Source: New places to play in Gungahlin

    The Australian Taxation Office (ATO) is sending a clear message to businesses considering committing GST fraud, making dishonest claims and falsifying invoices.

    Assistant Commissioner Adam O’Grady said the fraud is currently predominantly within the property and construction industry. We’ve also identified early signs of it proliferating in other industries, particularly by privately owned and wealthy groups.

    ‘Despite warnings from the Serious Financial Crime Taskforce late last year, recent observations show dishonest claims involving false invoicing are growing.’

    This is not related to a GST fraud scheme that was promoted through social media where individuals created fake businesses and lodged BAS statements to obtain GST refunds. These are real businesses creating disingenuous invoices to gain overinflated GST refunds.

    ‘While the numbers of businesses involved are relatively small, some are attempting to claim tens of millions of dollars in GST refunds they’re not entitled to,’ Mr O’Grady said.

    We’ve released Taxpayer Alert TA 2025/2: Arrangements designed to improperly obtain GST refunds to put businesses engaging in these concerning arrangements on notice and to warn businesses not to engage in these types of arrangements.

    ‘Most businesses do the right thing. What these others are doing is simply not fair. We’re dealing with dishonest and deliberate attempts to cheat the tax system.’

    ‘We will not tolerate this fraudulent behaviour deliberately undermining the system or providing an unfair advantage over honest businesses.’

    ‘Those involved will face consequences, including interest charges, penalties, fines, and where appropriate, prosecution, or referral to the Commonwealth Director of Public Prosecution,’ Mr O’Grady said.

    We see arrangements where a business colludes with another related business to create a false invoice, in an attempt to justify an overly inflated GST refund. These may be:

    • entities claiming GST credits for the development and construction costs of industrial buildings that never occurred
    • entities claiming GST credits for intangible services such as ‘management fees’ that were never provided
    • entities claiming GST credits for property acquisitions before they occurred
    • multiple entities claiming GST credits for the same invoice
    • in the worst cases, invoices that are completely fictitious.

    ‘Often these schemes are dressed up and sold as clever schemes with a figleaf of technical analysis – but any scheme which generates GST refunds through paper shuffling is likely to be ineffective at best, and civilly and criminally actionable fraud at worst. If it’s too good to be true, it probably is.’

    ‘We’re encouraging employees, businesses, industry groups and the community to demonstrate their lack of tolerance for those doing the wrong thing, by helping us stamp out this behaviour.’

    ‘GST revenue is vital to Australia’s economy, funding essential services delivered by states and territories.’

    ‘Those involved are abusing the system, tarnishing the reputation of the property and construction industry and making it harder for compliant businesses to operate.’

    If you suspect another business of being involved in these arrangements, you can confidentially report to us by making a tip-off online or by calling 1800 060 062. 

    If you’re involved, you should come forward and make a voluntary disclosure rather than wait for the ATO to contact you. Early cooperation and making a voluntary disclosure may reduce the penalties imposed.  

    Notes to journalists

    MIL OSI News

  • MIL-OSI: Lloyds Bank plc: 2025 Half-Year Results

    Source: GlobeNewswire (MIL-OSI)

    LONDON, July 24, 2025 (GLOBE NEWSWIRE) —

    Lloyds Bank plc

    2025 Half-Year Results

    24 July 2025

    Member of the Lloyds Banking Group

    CONTENTS

    Forward-looking statements 1
       
    Statutory information (IFRS)  
    Condensed consolidated balance sheet (unaudited) 2
    Condensed consolidated income statement (unaudited) 2
       
    Financial review 3
       
    Risk management  
    Principal risks and uncertainties 5
    Capital risk 6
    Credit risk 10
    Liquidity risk 20
       
    Statutory information  
    Condensed consolidated half-year financial statements (unaudited) 21
    Condensed consolidated income statement (unaudited) 22
    Condensed consolidated statement of comprehensive income (unaudited) 23
    Condensed consolidated balance sheet (unaudited) 24
    Condensed consolidated statement of changes in equity (unaudited) 25
    Condensed consolidated cash flow statement (unaudited) 28
    Notes to the condensed consolidated half-year financial statements (unaudited) 29
       
    Statement of directors’ responsibilities 52
    Independent review report to Lloyds Bank Plc 53
    Contacts 54


    FORWARD-LOOKING STATEMENTS

    This document contains certain forward-looking statements within the meaning of Section 21E of the US Securities Exchange Act of 1934, as amended, and section 27A of the US Securities Act of 1933, as amended, with respect to the business, strategy, plans and/or results of Lloyds Bank plc together with its subsidiaries (the Lloyds Bank Group) and its current goals and expectations. Statements that are not historical or current facts, including statements about the Lloyds Bank Group’s or its directors’ and/or management’s beliefs and expectations, are forward-looking statements. Words such as, without limitation, ‘believes’, ‘achieves’, ‘anticipates’, ‘estimates’, ‘expects’, ‘targets’, ‘should’, ‘intends’, ‘aims’, ‘projects’, ‘plans’, ‘potential’, ‘will’, ‘would’, ‘could’, ‘considered’, ‘likely’, ‘may’, ‘seek’, ‘estimate’, ‘probability’, ‘goal’, ‘objective’, ‘deliver’, ‘endeavour’, ‘prospects’, ‘optimistic’ and similar expressions or variations on these expressions are intended to identify forward-looking statements. These statements concern or may affect future matters, including but not limited to: projections or expectations of the Lloyds Bank Group’s future financial position, including profit attributable to shareholders, provisions, economic profit, dividends, capital structure, portfolios, net interest margin, capital ratios, liquidity, risk-weighted assets (RWAs), expenditures or any other financial items or ratios; litigation, regulatory and governmental investigations; the Lloyds Bank Group’s future financial performance; the level and extent of future impairments and write-downs; the Lloyds Bank Group’s ESG targets and/or commitments; statements of plans, objectives or goals of the Lloyds Bank Group or its management and other statements that are not historical fact and statements of assumptions underlying such statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend upon circumstances that will or may occur in the future. Factors that could cause actual business, strategy, targets, plans and/or results (including but not limited to the payment of dividends) to differ materially from forward-looking statements include, but are not limited to: general economic and business conditions in the UK and internationally (including in relation to tariffs); imposed and threatened tariffs and changes to global trade policies; acts of hostility or terrorism and responses to those acts, or other such events; geopolitical unpredictability; the war between Russia and Ukraine; the escalation of conflicts in the Middle East; the tensions between China and Taiwan; political instability including as a result of any UK general election; market related risks, trends and developments; changes in client and consumer behaviour and demand; exposure to counterparty risk; the ability to access sufficient sources of capital, liquidity and funding when required; changes to the Lloyds Bank Group’s or Lloyds Banking Group plc’s credit ratings; fluctuations in interest rates, inflation, exchange rates, stock markets and currencies; volatility in credit markets; volatility in the price of the Lloyds Bank Group’s securities; natural pandemic and other disasters; risks concerning borrower and counterparty credit quality; risks affecting defined benefit pension schemes; changes in laws, regulations, practices and accounting standards or taxation; changes to regulatory capital or liquidity requirements and similar contingencies; the policies and actions of governmental or regulatory authorities or courts together with any resulting impact on the future structure of the Lloyds Bank Group; risks associated with the Lloyds Bank Group’s compliance with a wide range of laws and regulations; assessment related to resolution planning requirements; risks related to regulatory actions which may be taken in the event of a bank or Lloyds Bank Group or Lloyds Banking Group failure; exposure to legal, regulatory or competition proceedings, investigations or complaints; failure to comply with anti-money laundering, counter terrorist financing, anti-bribery and sanctions regulations; failure to prevent or detect any illegal or improper activities; operational risks including risks as a result of the failure of third party suppliers; conduct risk; technological changes and risks to the security of IT and operational infrastructure, systems, data and information resulting from increased threat of cyber and other attacks; technological failure; inadequate or failed internal or external processes or systems; risks relating to ESG matters, such as climate change (and achieving climate change ambitions) and decarbonisation, including the Lloyds Bank Group’s or the Lloyds Banking Group’s ability along with the government and other stakeholders to measure, manage and mitigate the impacts of climate change effectively, and human rights issues; the impact of competitive conditions; failure to attract, retain and develop high calibre talent; the ability to achieve strategic objectives; the ability to derive cost savings and other benefits including, but without limitation, as a result of any acquisitions, disposals and other strategic transactions; inability to capture accurately the expected value from acquisitions; and assumptions and estimates that form the basis of the Lloyds Bank Group’s financial statements. A number of these influences and factors are beyond the Lloyds Bank Group’s control. Please refer to the latest Annual Report on Form 20-F filed by Lloyds Bank plc with the US Securities and Exchange Commission (the SEC), which is available on the SEC’s website at www.sec.gov, for a discussion of certain factors and risks. Lloyds Bank plc may also make or disclose written and/or oral forward-looking statements in other written materials and in oral statements made by the directors, officers or employees of Lloyds Bank plc to third parties, including financial analysts. Except as required by any applicable law or regulation, the forward-looking statements contained in this document are made as of today’s date, and the Lloyds Bank Group expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this document whether as a result of new information, future events or otherwise. The information, statements and opinions contained in this document do not constitute a public offer under any applicable law or an offer to sell any securities or financial instruments or any advice or recommendation with respect to such securities or financial instruments.


    CONTACTS

    For further information please contact:


    INVESTORS AND ANALYSTS

    Douglas Radcliffe

    Group Investor Relations Director

    020 7356 1571

    douglas.radcliffe@lloydsbanking.com

    Rohith Chandra-Rajan

    Director of Investor Relations

    07353 885 690

    rohith.chandra-rajan@lloydsbanking.com

    Nora Thoden

    Director of Investor Relations – ESG

    020 7356 2334

    nora.thoden@lloydsbanking.com

    Tom Grantham

    Investor Relations Senior Manager

    07851 440 091

    thomas.grantham@lloydsbanking.com

    Sarah Robson

    Investor Relations Senior Manager

    07494 513 983

    sarah.robson2@lloydsbanking.com


    CORPORATE AFFAIRS

    Matt Smith

    Head of Media Relations

    07788 352 487

    matt.smith@lloydsbanking.com

    Emma Fairhurst

    Media Relations Senior Manager

    07814 395 855

    emma.fairhurst@lloydsbanking.com

    Copies of this News Release may be obtained from:
    Investor Relations, Lloyds Banking Group plc, 33 Old Broad Street, London, EC2N 1HZ
    The statement can also be found on the Group’s website – www.lloydsbankinggroup.com

    Registered office: Lloyds Bank plc, 25 Gresham Street, London, EC2V 7HN
    Registered in England No. 2065

    Click on, or paste the following link into your web browser, to view the associated PDF document.

    http://www.rns-pdf.londonstockexchange.com/rns/4360S_1-2025-7-24.pdf

    This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

    The MIL Network

  • MIL-OSI: C&F Financial Corporation Announces Net Income for Second Quarter and First Six Months

    Source: GlobeNewswire (MIL-OSI)

    TOANO, Va., July 24, 2025 (GLOBE NEWSWIRE) — C&F Financial Corporation (the Corporation) (NASDAQ: CFFI), the holding company for C&F Bank, today reported consolidated net income of $7.8 million for the second quarter of 2025, an increase of 54.3 percent compared to $5.0 million for the second quarter of 2024. The Corporation reported consolidated net income of $13.2 million for the first six months of 2025, an increase of 55.4 percent compared to $8.5 million for the first six months of 2024. The following table presents selected financial performance highlights for the periods indicated:

                                     
        For The Quarter Ended     For the Six Months Ended  
    Consolidated Financial Highlights (unaudited)   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Consolidated net income (000’s)   $ 7,767     $ 5,034     $ 13,162     $ 8,469  
                                     
    Earnings per share – basic and diluted   $ 2.37     $ 1.50     $ 4.03     $ 2.50  
                                     
    Annualized return on average assets     1.18 %     0.82 %     1.01 %     0.69 %
    Annualized return on average equity     13.06 %     9.31 %     11.23 %     7.82 %
    Annualized return on average tangible common equity1     14.70 %     10.72 %     12.72 %     9.01 %

    ________________________
    1 For more information about these non-GAAP financial measures, which are not calculated in accordance with generally accepted accounting principles (GAAP), please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    “We are very pleased with our strong second-quarter earnings,” said Tom Cherry, President and Chief Executive Officer of C&F Financial Corporation. “Our community banking segment delivered impressive loan and deposit growth, while our mortgage banking segment saw increased loan originations. Despite continued competition for auto loans, we are encouraged by the progress of our operational efficiency initiatives and ongoing technology investments at the consumer finance segment.

    Looking ahead, we’re optimistic about the second half of the year. In addition to the continued organic loan and deposit growth we expect at the community banking segment, we are excited about our recent expansion into Southwest Virginia. This strategic move extends our presence into key markets—including Roanoke, Lynchburg, Danville, Martinsville and Blacksburg—and reinforces our position as a leading community bank serving the Commonwealth of Virginia.”

    Key highlights for the second quarter and first six months of 2025 are as follows.

    • Community banking segment loans grew $76.7 million, or 10.6 percent annualized, and $143.4 million, or 10.3 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consumer finance segment loans decreased $5.4 million, or 2.3 percent annualized, and $17.0 million, or 3.5 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Deposits increased $85.5 million, or 7.9 percent annualized, and $150.3 million, or 7.1 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consolidated annualized net interest margin was 4.27 percent for the second quarter of 2025 compared to 4.12 percent for the second quarter of 2024 and 4.16 percent in the first quarter of 2025;
    • The community banking segment recorded a net reversal of provision for credit losses of $300,000 and a provision for credit losses of $450,000 for the second quarters of 2025 and 2024, respectively, and recorded a net reversal of provision for credit losses of $200,000 and a provision for credit losses of $950,000 for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment recorded provision for credit losses of $2.4 million and $2.1 million for the second quarters of 2025 and 2024, respectively, and recorded provision for credit losses of $5.3 million and $5.1 million for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024 and an annualized rate of 2.19 percent for the second quarter of 2025 compared to 2.64 percent for the first quarter of 2025;
    • Mortgage banking segment loan originations increased $67.5 million, or 46.2 percent, to $213.5 million for the second quarter of 2025 compared to the second quarter of 2024 and increased $99.8 million, or 87.7 percent compared to the first quarter of 2025; and
    • The Corporation issued new subordinated notes with aggregate principal of $40.0 million on June 6, 2025. Concurrently, the Corporation repurchased previously issued subordinated notes with aggregate principal of $20.0 million.

    Community Banking Segment. The community banking segment reported net income of $7.1 million and $12.6 million for the second quarter and first six months of 2025, respectively, compared to $4.6 million and $8.6 million for the same periods of 2024, due primarily to:

    • higher interest income resulting from higher average balances of loans and the effects of higher average interest rates on asset yields; and
    • lower provision for credit losses due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve, partially offset by provision related to loan growth;

    partially offset by:

    • higher interest expense due primarily to higher average balances of interest-bearing deposits, partially offset by lower average rates on deposits; and
    • higher marketing and advertising expenses related to the Corporation’s strategic marketing initiative, which began in the second half of 2024.

    Average loans increased $139.6 million, or 10.3 percent, for the second quarter of 2025 and increased $152.5 million, or 11.5 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to growth in the construction, construction real estate and land acquisition and development segments of the loan portfolio. Average deposits increased $156.9 million, or 7.6 percent, for the second quarter of 2025 and increased $144.4 million, or 7.0 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to higher balances of time deposits, noninterest-bearing demand deposits and saving and money market deposit accounts.

    Average interest-earning asset yields were higher for the second quarter and first six months of 2025, compared to the same periods of 2024, due primarily to a shift in the mix of the loan portfolio towards higher-yielding loans, renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale in the overall higher interest rate environment. Average costs of interest-bearing deposits were lower for the second quarter of 2025, compared to the second quarter of 2024 due primarily to decreases in interest rates paid on time deposits. Average costs of interest-bearing deposits were higher for the first six months of 2025, compared to the first six months of 2024, due primarily to the continued effects of a shift in the mix of deposits to higher cost time deposits, partially offset by decreases in interest rates paid on time deposits.

    The community banking segment’s nonaccrual loans were $1.1 million at June 30, 2025 compared to $333,000 at December 31, 2024. The increase in nonaccrual loans compared to December 31, 2024 is due primarily to the downgrade of one residential mortgage relationship in the first quarter of 2025. The community banking segment recorded net reversals of provision for credit losses of $300,000 and $200,000 for the second quarter and first six months of 2025, compared to provision for credit losses of $450,000 and $950,000 for the same periods of 2024. At June 30, 2025, the allowance for credit losses decreased to $17.2 million, compared to $17.4 million at December 31, 2024. The allowance for credit losses as a percentage of total loans decreased to 1.12 percent at June 30, 2025 from 1.20 percent at December 31, 2024. These decreases are due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve and growth in loans with shorter expected lives, which resulted in lower estimated losses over the life of the loan, partially offset by growth in the loan portfolio and changes in the forecast of key credit loss model assumptions. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

    Mortgage Banking Segment. The mortgage banking segment reported net income of $985,000 and $1.4 million for the second quarter and first six months of 2025, respectively, compared to $376,000 and $670,000 for the same periods of 2024, due primarily to:

    • higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations; and
    • higher mortgage lender services fee income;

    partially offset by:

    • higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits; and
    • lower reversal of provision for indemnifications.

    Despite the sustained elevated level of mortgage interest rates, higher home prices and low levels of inventory, mortgage banking segment loan originations increased 46.2 percent and 36.2 percent for the second quarter and first six months of 2025, respectively, compared to the same periods of 2024. Mortgage loan originations for the mortgage banking segment were $213.5 million for the second quarter of 2025, comprised of $197.2 million home purchases and $16.3 million refinancings, compared to $146.0 million, comprised of $134.3 million home purchases and $11.7 million refinancings, for the same period in 2024. Mortgage loan originations for the mortgage banking segment were $327.3 million for the first six months of 2025, comprised of $298.9 million home purchases and $28.4 million refinancings, compared to $240.4 million, comprised of $221.1 million home purchases and $19.3 million refinancings, for the same period in 2024. Mortgage loan originations in the second quarter of 2025 increased $99.8 million compared to the first quarter of 2025 due in part to normal industry seasonal fluctuations. Mortgage loan segment originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. These transactions are eliminated to reach consolidated totals.

    During the second quarter and first six months of 2025, the mortgage banking segment recorded a reversal of provision for indemnification losses of $35,000 and $60,000, respectively, compared to a reversal of provision for indemnification losses of $135,000 and $275,000 in the same periods of 2024. The allowance for indemnifications was $1.29 million and $1.35 million at June 30, 2025 and December 31, 2024, respectively. The release of indemnification reserves in 2025 and 2024 was due primarily to lower volume of mortgage loan originations in recent years, improvement in the mortgage banking segment’s assessment of borrower payment performance and other factors affecting expected losses on mortgage loans sold in the secondary market, such as time since origination. The releases in 2025 decreased compared to the same periods in 2024 due primarily to the increased mortgage loan originations in 2025 compared to 2024. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

    Consumer Finance Segment.   The consumer finance segment reported net income of $539,000 and $765,000 for the second quarter and first six months of 2025, compared to $894,000 and $831,000 for the same periods in 2024, due primarily to:

    • higher provision for credit losses due primarily to higher net charge-offs; and
    • lower interest income resulting from lower average balances of loans, partially offset by higher loan yields;

    partially offset by:

    • lower interest expense allocation on borrowings from the community banking segment as a result of lower average balances of borrowings; and
    • lower salaries and employee benefits expense due to an effort to reduce overhead costs.

    Average loans decreased $14.1 million, or 2.9 percent, for the second quarter of 2025 and decreased $11.2 million, or 2.4 percent, for the first six months of 2025, respectively, compared to the same periods in 2024. The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024, due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. At June 30, 2025, total delinquent loans as a percentage of total loans was 3.81 percent, compared to 3.90 percent at December 31, 2024, and 3.51 percent at June 30, 2024.

    The consumer finance segment, at times, offers payment deferrals as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. A significant reliance on deferrals as a means of managing collections may result in a lengthening of the loss confirmation period, which would increase expectations of credit losses inherent in the portfolio. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 1.73 percent and 1.74 percent of average automobile loans outstanding during the second quarter and first six months of 2025, respectively, compared to 1.58 percent and 1.60 percent during the same periods during 2024. The allowance for credit losses was $22.4 million at June 30, 2025 and $22.7 million at December 31, 2024. The allowance for credit losses as a percentage of total loans was 4.85 percent at June 30, 2025 compared to 4.86 percent at December 31, 2024. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected. If loan performance deteriorates resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

    Liquidity. The objective of the Corporation’s liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of June 30, 2025, the Corporation’s uninsured deposits were approximately $677.7 million, or 30.0 percent of total deposits. Excluding intercompany cash holdings and municipal deposits, which are secured with pledged securities, amounts uninsured were approximately $536.1 million, or 23.8 percent of total deposits as of June 30, 2025. The Corporation’s liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and nonpledged securities available for sale, were $373.7 million and borrowing availability was $576.4 million as of June 30, 2025, which in total exceed uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $414.0 million as of June 30, 2025.

    In addition to deposits, the Corporation utilizes short-term and long-term borrowings as sources of funds. Short-term borrowings from the Federal Reserve Bank and the Federal Home Loan Bank of Atlanta (FHLB) may be used to fund the Corporation’s day-to-day operations. Short-term borrowings also include securities sold under agreements to repurchase. Total borrowings increased to $146.1 million at June 30, 2025 from $122.6 million at December 31, 2024 due primarily to an increase in the Corporation’s subordinated debt, increased borrowings from the FHLB and fluctuations in balances of repurchase agreements with commercial deposit customers.

    Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds.

    Capital and Dividends.   During the second quarter of 2025, the Corporation declared a quarterly cash dividend of 46 cents per share. This dividend, which was paid to shareholders on July 1, 2025, represents a payout ratio of 19.4 percent of earnings per share for the second quarter of 2025. The Board of Directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements, and expected future earnings.

    Total consolidated equity increased $13.9 million at June 30, 2025, compared to December 31, 2024, due primarily to net income and lower unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, partially offset by dividends paid on the Corporation’s common stock. The Corporation’s securities available for sale are fixed income debt securities and their unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation’s securities available for sale, net of deferred income taxes, decreased to $19.9 million at June 30, 2025 compared to $23.7 million at December 31, 2024 due primarily to fluctuations in debt security market interest rates and a decrease in the balance of securities available for sale in an unrealized loss position as a result of maturities, calls and paydowns.

    As of June 30, 2025, the most recent notification from the FDIC categorized C&F Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized under regulations applicable at June 30, 2025, C&F Bank was required to maintain minimum total risk-based, Tier 1 risk-based, CET1 risk-based and Tier 1 leverage ratios. In addition to the regulatory risk-based capital requirements, C&F Bank must maintain a capital conservation buffer of additional capital of 2.5 percent of risk-weighted assets as required by the Basel III capital rules. The Corporation and C&F Bank exceeded these ratios at June 30, 2025. For additional information, see “Capital Ratios” below. The above mentioned ratios are not impacted by unrealized losses on securities available for sale. In the event that all of these unrealized losses become realized into earnings, the Corporation and C&F Bank would both continue to exceed minimum capital requirements, including the capital conservation buffer, and be considered well capitalized.

    The Corporation has a share repurchase program that was authorized by the Board of Directors to repurchase up to $5.0 million of the Corporation’s common stock, effective January 1, 2025 through December 31, 2025 (the 2025 Repurchase Program). During the second quarter of 2025, the Corporation did not make any repurchases of its common stock under the 2025 Repurchase Program.

    About C&F Financial Corporation. The Corporation’s common stock is listed for trading on The Nasdaq Stock Market under the symbol CFFI. The common stock closed at a price of $69.18 per share on July 23, 2025. At June 30, 2025, the book value per share of the Corporation was $74.21 and the tangible book value per share was $66.12. For more information about the Corporation’s tangible book value per share, which is not calculated in accordance with GAAP, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    C&F Bank operates 31 banking offices and five commercial loan offices located throughout Virginia and offers full wealth management services through its subsidiary C&F Wealth Management, Inc. C&F Mortgage Corporation and its subsidiary C&F Select LLC provide mortgage loan origination services through offices located in Virginia and the surrounding states. C&F Finance Company provides automobile, marine and recreational vehicle loans through indirect lending programs offered primarily in the Mid-Atlantic, Midwest and Southern United States from its headquarters in Henrico, Virginia.

    Additional information regarding the Corporation’s products and services, as well as access to its filings with the Securities and Exchange Commission (SEC), are available on the Corporation’s website at http://www.cffc.com.

    Use of Certain Non-GAAP Financial Measures. The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation’s performance. These may include adjusted net income, adjusted earnings per share, adjusted return on average equity, adjusted return on average assets, return on average tangible common equity (ROTCE), adjusted ROTCE, tangible book value per share, price to tangible book value ratio, and the following fully-taxable equivalent (FTE) measures: interest income on loans-FTE, interest income on securities-FTE, total interest income-FTE and net interest income-FTE. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented.

    Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation’s performance to the most directly comparable GAAP financial measures is presented below.

    Forward-Looking Statements.   This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the beliefs of the Corporation’s management, as well as assumptions made by, and information currently available to, the Corporation’s management, and reflect management’s current views with respect to certain events that could have an impact on the Corporation’s future financial performance. These statements, including without limitation statements made in Mr. Cherry’s quote and statements regarding future interest rates and conditions in the Corporation’s industries and markets, relate to expectations concerning matters that are not historical fact, may express “belief,” “intention,” “expectation,” “potential” and similar expressions, and may use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “might,” “will,” “intend,” “target,” “should,” “could,” or similar expressions. These statements are inherently uncertain, and there can be no assurance that the underlying assumptions will prove to be accurate. Actual results could differ materially from those anticipated or implied by such statements. Forward-looking statements in this release may include, without limitation, statements regarding expected future operations and financial performance, expected trends in yields on loans, expected future recovery of investments in debt securities, future dividend payments, deposit trends, charge-offs and delinquencies, changes in cost of funds and net interest margin and items affecting net interest margin, strategic business initiatives and the anticipated effects thereof, changes in interest rates and the effects thereof on net interest income, mortgage loan originations, expectations regarding C&F Bank’s regulatory risk-based capital requirement levels, technology initiatives, our diversified business strategy, asset quality, credit quality, adequacy of allowances for credit losses and the level of future charge-offs, market interest rates and housing inventory and resulting effects in mortgage loan origination volume, sources of liquidity, adequacy of the reserve for indemnification losses related to loans sold in the secondary market, the effect of future market and industry trends, the effects of future interest rate fluctuations, cybersecurity risks, and inflation. Factors that could have a material adverse effect on the operations and future prospects of the Corporation include, but are not limited to, changes in:

    • interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, fluctuations in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates
    • general business conditions, as well as conditions within the financial markets
    • general economic conditions, including unemployment levels, inflation rates, supply chain disruptions and slowdowns in economic growth
    • general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, war and other military conflicts or other major events, or the prospect of these events
    • average loan and securities yields and average costs of interest-bearing deposits and borrowings
    • financial services industry conditions, including bank failures or concerns involving liquidity
    • labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees
    • the legislative and regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB
    • monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and the effect of these policies on interest rates and business in our markets
    • demand for financial services in the Corporation’s market areas
    • the value of securities held in the Corporation’s investment portfolios
    • the quality or composition of the loan portfolios and the value of the collateral securing those loans
    • the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles
    • the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts
    • the level of net charge-offs on loans and the adequacy of our allowance for credit losses
    • the level of indemnification losses related to mortgage loans sold
    • demand for loan products
    • deposit flows
    • the strength of the Corporation’s counterparties
    • the availability of lines of credit from the FHLB and other counterparties
    • the soundness of other financial institutions and any indirect exposure related to the closing of other financial institutions and their impact on the broader market through other customers, suppliers and partners, or that the conditions which resulted in the liquidity concerns experienced by closed financial institutions may also adversely impact, directly or indirectly, other financial institutions and market participants with which the Corporation has commercial or deposit relationships
    • competition from both banks and non-banks, including competition in the automobile finance and marine and recreational vehicle finance markets
    • services provided by, or the level of the Corporation’s reliance upon third parties for key services
    • the commercial and residential real estate markets, including changes in property values
    • the demand for residential mortgages and conditions in the secondary residential mortgage loan markets
    • the Corporation’s technology initiatives and other strategic initiatives
    • the Corporation’s branch expansion, relocation and consolidation plans
    • cyber threats, attacks or events
    • C&F Bank’s product offerings
    • accounting principles, policies and guidelines, and elections made by the Corporation thereunder.

    These risks and uncertainties should be considered in evaluating the forward-looking statements contained herein, and readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. For additional information on risk factors that could affect the forward-looking statements contained herein, see the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC. The Corporation undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

       
    C&F Financial CorporationSelected Financial Information
    (dollars in thousands, except for per share data)
    (unaudited)
     
       
    Financial Condition   6/30/2025    12/31/2024    6/30/2024  
    Interest-bearing deposits in other banks   $ 62,289   $ 49,423   $ 28,433  
    Investment securities – available for sale, at fair value     434,506     418,625     404,758  
    Loans held for sale, at fair value     44,757     20,112     33,716  
    Loans, net:                    
    Community Banking segment     1,513,082     1,436,226     1,369,912  
    Consumer Finance segment     439,005     444,085     454,921  
    Total assets     2,686,392     2,563,374     2,492,100  
    Deposits     2,256,314     2,170,860     2,106,062  
    Repurchase agreements     20,642     28,994     25,047  
    Other borrowings     125,493     93,615     93,753  
    Total equity     240,916     226,970     219,099  
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Results of Operations   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Interest income   $ 37,407       $ 34,312     $ 73,395       $ 67,020  
    Interest expense     10,899         10,484       21,877         20,034  
    Provision for credit losses:                                
    Community Banking segment     (300 )       450       (200 )       950  
    Consumer Finance segment     2,400         2,100       5,300         5,100  
    Noninterest income:                                
    Gains on sales of loans     2,458         1,701       4,305         2,989  
    Other     7,390         5,623       13,116         11,827  
    Noninterest expenses:                                
    Salaries and employee benefits     14,846         13,452       28,329         27,704  
    Other     9,784         8,921       19,360         17,819  
    Income tax expense     1,859         1,195       2,988         1,760  
    Net income     7,767         5,034       13,162         8,469  
                                     
    Fully-taxable equivalent (FTE) amounts1                                
    Interest income on loans-FTE     33,768         31,460       66,196         61,096  
    Interest income on securities-FTE     3,530         2,977       6,876         6,075  
    Total interest income-FTE     37,711         34,600       73,987         67,593  
    Net interest income-FTE     26,812         24,116       52,110         47,559  

    ________________________
    1For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                                       
        For the Quarter Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,499,272     $ 20,893   5.59 % $ 1,359,703     $ 18,543   5.48 %
    Mortgage banking segment     45,948       731   6.38     34,240       533   6.26  
    Consumer finance segment     464,193       12,144   10.49     478,296       12,384   10.41  
    Total loans     2,009,413       33,768   6.74     1,872,239       31,460   6.76  
    Securities:                                  
    Taxable     342,023       2,325   2.72     337,050       1,857   2.20  
    Tax-exempt     120,281       1,205   4.01     119,626       1,120   3.75  
    Total securities     462,304       3,530   3.05     456,676       2,977   2.61  
    Interest-bearing deposits in other banks     48,237       413   3.43     23,239       163   2.82  
    Total earning assets     2,519,954       37,711   6.00     2,352,154       34,600   5.91  
    Allowance for credit losses     (41,284 )               (40,837 )            
    Total non-earning assets     157,307                 153,002              
    Total assets   $ 2,635,977               $ 2,464,319              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 312,905       476   0.61   $ 321,070       476   0.60  
    Savings and money market deposit accounts     522,453       1,530   1.17     474,613       1,074   0.91  
    Certificates of deposit     830,425       7,547   3.65     751,973       7,700   4.12  
    Total interest-bearing deposits     1,665,783       9,553   2.30     1,547,656       9,250   2.40  
    Borrowings:                                  
    Repurchase agreements     23,920       85   1.43     25,113       97   1.55  
    Other borrowings     99,162       1,261   5.09     100,633       1,137   4.52  
    Total borrowings     123,082       1,346   4.38     125,746       1,234   3.93  
    Total interest-bearing liabilities     1,788,865       10,899   2.44     1,673,402       10,484   2.52  
    Noninterest-bearing demand deposits     568,372                 529,608              
    Other liabilities     40,917                 45,023              
    Total liabilities     2,398,154                 2,248,033              
    Equity     237,823                 216,286              
    Total liabilities and equity   $ 2,635,977               $ 2,464,319              
    Net interest income         $ 26,812             $ 24,116      
    Interest rate spread               3.56 %             3.39 %
    Interest expense to average earning assets               1.73 %             1.79 %
    Net interest margin               4.27 %             4.12 %
                                       
        For the Six Months Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,483,501     $ 40,858   5.55 % $ 1,330,981     $ 35,874   5.42 %
    Mortgage banking segment     33,527       1,071   6.44     25,970       814   6.30  
    Consumer finance segment     464,856       24,267   10.53     476,072       24,408   10.31  
    Total loans     1,981,884       66,196   6.74     1,833,023       61,096   6.70  
    Securities:                                  
    Taxable     340,744       4,518   2.65     351,146       3,837   2.19  
    Tax-exempt     119,661       2,358   3.94     120,274       2,238   3.72  
    Total securities     460,405       6,876   2.99     471,420       6,075   2.58  
    Interest-bearing deposits in other banks     52,012       915   3.55     25,828       422   3.29  
    Total earning assets     2,494,301       73,987   5.98     2,330,271       67,593   5.83  
    Allowance for credit losses     (40,947 )               (40,565 )            
    Total non-earning assets     155,937                 154,902              
    Total assets   $ 2,609,291               $ 2,444,608              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 322,569       1,076   0.67   $ 328,320       1,029   0.63  
    Savings and money market deposit accounts     505,926       2,735   1.09     479,629       2,135   0.90  
    Certificates of deposit     826,211       15,511   3.79     728,570       14,616   4.03  
    Total interest-bearing deposits     1,654,706       19,322   2.35     1,536,519       17,780   2.33  
    Borrowings:                                  
    Repurchase agreements     26,044       198   1.53     26,555       208   1.57  
    Other borrowings     96,394       2,357   4.89     89,539       2,046   4.57  
    Total borrowings     122,438       2,555   4.18     116,094       2,254   3.88  
    Total interest-bearing liabilities     1,777,144       21,877   2.48     1,652,613       20,034   2.44  
    Noninterest-bearing demand deposits     556,923                 530,747              
    Other liabilities     40,896                 44,573              
    Total liabilities     2,374,963                 2,227,933              
    Equity     234,328                 216,675              
    Total liabilities and equity   $ 2,609,291               $ 2,444,608              
    Net interest income         $ 52,110             $ 47,559      
    Interest rate spread               3.50 %             3.39 %
    Interest expense to average earning assets               1.77 %             1.73 %
    Net interest margin               4.21 %             4.10 %
                       
        6/30/2025
    Funding Sources    Capacity      Outstanding      Available
    Unsecured federal funds agreements   $ 75,000   $   $ 75,000
    Borrowings from FHLB     267,278     52,000     215,278
    Borrowings from Federal Reserve Bank     286,137         286,137
    Total   $ 628,415   $ 52,000   $ 576,415
                     
    Asset Quality   6/30/2025     12/31/2024  
    Community Banking                
    Total loans   $ 1,530,275     $ 1,453,605  
    Nonaccrual loans   $ 1,075     $ 333  
                     
    Allowance for credit losses (ACL)   $ 17,193     $ 17,379  
    Nonaccrual loans to total loans     0.07 %     0.02 %
    ACL to total loans     1.12 %     1.20 %
    ACL to nonaccrual loans     1,599.35 %     5,218.92 %
    Annualized year-to-date net charge-offs to average loans     0.01 %     0.01 %
                     
    Consumer Finance                
    Total loans   $ 461,390     $ 466,793  
    Nonaccrual loans   $ 697     $ 614  
    Repossessed assets   $ 925     $ 779  
    ACL   $ 22,385     $ 22,708  
    Nonaccrual loans to total loans     0.15 %     0.13 %
    ACL to total loans     4.85 %     4.86 %
    ACL to nonaccrual loans     3,211.62 %     3,698.37 %
    Annualized year-to-date net charge-offs to average loans     2.42 %     2.62 %
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Other Performance Data   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Net Income (Loss):                                
    Community Banking   $ 7,116       $ 4,571       $ 12,561       $ 8,583    
    Mortgage Banking     985         376         1,416         670    
    Consumer Finance     539         894         765         831    
    Other1     (873 )       (807 )       (1,580 )       (1,615 )  
    Total   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
                                     
    Net income attributable to C&F Financial Corporation   $ 7,691       $ 5,007       $ 13,059       $ 8,408    
                                     
    Earnings per share – basic and diluted   $ 2.37       $ 1.50       $ 4.03       $ 2.50    
    Weighted average shares outstanding – basic and diluted     3,238,765         3,343,192         3,236,849         3,357,063    
                                     
    Annualized return on average assets     1.18   %     0.82   %     1.01   %     0.69   %
    Annualized return on average equity     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity2     14.70   %     10.72   %     12.72   %     9.01   %
    Dividends declared per share   $ 0.46       $ 0.44       $ 0.92       $ 0.88    
                                     
    Mortgage loan originations – Mortgage Banking   $ 213,523       $ 146,010       $ 327,273       $ 240,356    
    Mortgage loans sold – Mortgage Banking     196,878         135,227         303,309         221,306    

    ________________________
    1 Includes results of the holding company that are not allocated to the business segments and elimination of inter-segment activity.
    2 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                   
    Market Ratios   6/30/2025     12/31/2024
    Market value per share   $ 61.73     $ 71.25
    Book value per share   $ 74.21     $ 70.00
    Price to book value ratio     0.83       1.02
    Tangible book value per share1   $ 66.12     $ 61.86
    Price to tangible book value ratio1     0.93       1.15
    Price to earnings ratio (ttm)     8.17       11.86

    ________________________
    1 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                         
                         
                    Minimum Capital
    Capital Ratios   6/30/2025   12/31/2024   Requirements3
    C&F Financial Corporation1                    
    Total risk-based capital ratio     15.0 %   14.1 %   8.0 %
    Tier 1 risk-based capital ratio     12.0 %   11.9 %   6.0 %
    Common equity tier 1 capital ratio     10.8 %   10.7 %   4.5 %
    Tier 1 leverage ratio     10.0 %   9.8 %   4.0 %
                         
    C&F Bank2                    
    Total risk-based capital ratio     14.8 %   13.5 %   8.0 %
    Tier 1 risk-based capital ratio     13.6 %   12.3 %   6.0 %
    Common equity tier 1 capital ratio     13.6 %   12.3 %   4.5 %
    Tier 1 leverage ratio     11.3 %   10.1 %   4.0 %

    ________________________
    1   The Corporation, a small bank holding company under applicable regulations and guidance, is not subject to the minimum regulatory capital regulations for bank holding companies. The regulatory requirements that apply to bank holding companies that are subject to regulatory capital requirements are presented above, along with the Corporation’s capital ratios as determined under those regulations.
    2   All ratios at June 30, 2025 are estimates and subject to change pending regulatory filings. All ratios at December 31, 2024 are presented as filed.
    3   The ratios presented for minimum capital requirements are those to be considered adequately capitalized.

                                     
        For The Quarter Ended     For The Six Months Ended  
        6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Reconciliation of Certain Non-GAAP Financial Measures                        
    Return on Average Tangible Common Equity                                
    Average total equity, as reported   $ 237,823       $ 216,286       $ 234,328       $ 216,675    
    Average goodwill     (25,191 )       (25,191 )       (25,191 )       (25,191 )  
    Average other intangible assets     (1,045 )       (1,301 )       (1,081 )       (1,333 )  
    Average noncontrolling interest     (652 )       (602 )       (696 )       (656 )  
    Average tangible common equity   $ 210,935       $ 189,192       $ 207,360       $ 189,495    
                                     
    Net income   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
    Amortization of intangibles     63         65         125         130    
    Net income attributable to noncontrolling interest     (76 )       (27 )       (103 )       (61 )  
    Net tangible income attributable to C&F Financial Corporation   $ 7,754       $ 5,072       $ 13,184       $ 8,538    
                                     
    Annualized return on average equity, as reported     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity     14.70   %     10.72   %     12.72   %     9.01   %
                                   
        For The Quarter Ended     For The Six Months Ended
        6/30/2025     6/30/2024     6/30/2025     6/30/2024
    Fully Taxable Equivalent Net Interest Income1                              
    Interest income on loans   $ 33,716     $ 31,407     $ 66,098     $ 60,993
    FTE adjustment     52       53       98       103
    FTE interest income on loans   $ 33,768     $ 31,460     $ 66,196     $ 61,096
                                   
    Interest income on securities   $ 3,278     $ 2,742     $ 6,382     $ 5,605
    FTE adjustment     252       235       494       470
    FTE interest income on securities   $ 3,530     $ 2,977     $ 6,876     $ 6,075
                                   
    Total interest income   $ 37,407     $ 34,312     $ 73,395     $ 67,020
    FTE adjustment     304       288       592       573
    FTE interest income   $ 37,711     $ 34,600     $ 73,987     $ 67,593
                                   
    Net interest income   $ 26,508     $ 23,828     $ 51,518     $ 46,986
    FTE adjustment     304       288       592       573
    FTE net interest income   $ 26,812     $ 24,116     $ 52,110     $ 47,559

    ____________________
    1 Assuming a tax rate of 21%.

                   
        6/30/2025     12/31/2024
    Tangible Book Value Per Share          
    Equity attributable to C&F Financial Corporation   $ 240,313       $ 226,360  
    Goodwill     (25,191 )       (25,191 )
    Other intangible assets     (1,022 )       (1,147 )
    Tangible equity attributable to C&F Financial Corporation   $ 214,100       $ 200,022  
                   
    Shares outstanding     3,238,085         3,233,672  
                   
    Book value per share   $ 74.21       $ 70.00  
    Tangible book value per share   $ 66.12       $ 61.86  
       
       
    Contact: Jason Long, CFO and Secretary
      (804) 843-2360

    The MIL Network

  • MIL-OSI: C&F Financial Corporation Announces Net Income for Second Quarter and First Six Months

    Source: GlobeNewswire (MIL-OSI)

    TOANO, Va., July 24, 2025 (GLOBE NEWSWIRE) — C&F Financial Corporation (the Corporation) (NASDAQ: CFFI), the holding company for C&F Bank, today reported consolidated net income of $7.8 million for the second quarter of 2025, an increase of 54.3 percent compared to $5.0 million for the second quarter of 2024. The Corporation reported consolidated net income of $13.2 million for the first six months of 2025, an increase of 55.4 percent compared to $8.5 million for the first six months of 2024. The following table presents selected financial performance highlights for the periods indicated:

                                     
        For The Quarter Ended     For the Six Months Ended  
    Consolidated Financial Highlights (unaudited)   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Consolidated net income (000’s)   $ 7,767     $ 5,034     $ 13,162     $ 8,469  
                                     
    Earnings per share – basic and diluted   $ 2.37     $ 1.50     $ 4.03     $ 2.50  
                                     
    Annualized return on average assets     1.18 %     0.82 %     1.01 %     0.69 %
    Annualized return on average equity     13.06 %     9.31 %     11.23 %     7.82 %
    Annualized return on average tangible common equity1     14.70 %     10.72 %     12.72 %     9.01 %

    ________________________
    1 For more information about these non-GAAP financial measures, which are not calculated in accordance with generally accepted accounting principles (GAAP), please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    “We are very pleased with our strong second-quarter earnings,” said Tom Cherry, President and Chief Executive Officer of C&F Financial Corporation. “Our community banking segment delivered impressive loan and deposit growth, while our mortgage banking segment saw increased loan originations. Despite continued competition for auto loans, we are encouraged by the progress of our operational efficiency initiatives and ongoing technology investments at the consumer finance segment.

    Looking ahead, we’re optimistic about the second half of the year. In addition to the continued organic loan and deposit growth we expect at the community banking segment, we are excited about our recent expansion into Southwest Virginia. This strategic move extends our presence into key markets—including Roanoke, Lynchburg, Danville, Martinsville and Blacksburg—and reinforces our position as a leading community bank serving the Commonwealth of Virginia.”

    Key highlights for the second quarter and first six months of 2025 are as follows.

    • Community banking segment loans grew $76.7 million, or 10.6 percent annualized, and $143.4 million, or 10.3 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consumer finance segment loans decreased $5.4 million, or 2.3 percent annualized, and $17.0 million, or 3.5 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Deposits increased $85.5 million, or 7.9 percent annualized, and $150.3 million, or 7.1 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consolidated annualized net interest margin was 4.27 percent for the second quarter of 2025 compared to 4.12 percent for the second quarter of 2024 and 4.16 percent in the first quarter of 2025;
    • The community banking segment recorded a net reversal of provision for credit losses of $300,000 and a provision for credit losses of $450,000 for the second quarters of 2025 and 2024, respectively, and recorded a net reversal of provision for credit losses of $200,000 and a provision for credit losses of $950,000 for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment recorded provision for credit losses of $2.4 million and $2.1 million for the second quarters of 2025 and 2024, respectively, and recorded provision for credit losses of $5.3 million and $5.1 million for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024 and an annualized rate of 2.19 percent for the second quarter of 2025 compared to 2.64 percent for the first quarter of 2025;
    • Mortgage banking segment loan originations increased $67.5 million, or 46.2 percent, to $213.5 million for the second quarter of 2025 compared to the second quarter of 2024 and increased $99.8 million, or 87.7 percent compared to the first quarter of 2025; and
    • The Corporation issued new subordinated notes with aggregate principal of $40.0 million on June 6, 2025. Concurrently, the Corporation repurchased previously issued subordinated notes with aggregate principal of $20.0 million.

    Community Banking Segment. The community banking segment reported net income of $7.1 million and $12.6 million for the second quarter and first six months of 2025, respectively, compared to $4.6 million and $8.6 million for the same periods of 2024, due primarily to:

    • higher interest income resulting from higher average balances of loans and the effects of higher average interest rates on asset yields; and
    • lower provision for credit losses due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve, partially offset by provision related to loan growth;

    partially offset by:

    • higher interest expense due primarily to higher average balances of interest-bearing deposits, partially offset by lower average rates on deposits; and
    • higher marketing and advertising expenses related to the Corporation’s strategic marketing initiative, which began in the second half of 2024.

    Average loans increased $139.6 million, or 10.3 percent, for the second quarter of 2025 and increased $152.5 million, or 11.5 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to growth in the construction, construction real estate and land acquisition and development segments of the loan portfolio. Average deposits increased $156.9 million, or 7.6 percent, for the second quarter of 2025 and increased $144.4 million, or 7.0 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to higher balances of time deposits, noninterest-bearing demand deposits and saving and money market deposit accounts.

    Average interest-earning asset yields were higher for the second quarter and first six months of 2025, compared to the same periods of 2024, due primarily to a shift in the mix of the loan portfolio towards higher-yielding loans, renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale in the overall higher interest rate environment. Average costs of interest-bearing deposits were lower for the second quarter of 2025, compared to the second quarter of 2024 due primarily to decreases in interest rates paid on time deposits. Average costs of interest-bearing deposits were higher for the first six months of 2025, compared to the first six months of 2024, due primarily to the continued effects of a shift in the mix of deposits to higher cost time deposits, partially offset by decreases in interest rates paid on time deposits.

    The community banking segment’s nonaccrual loans were $1.1 million at June 30, 2025 compared to $333,000 at December 31, 2024. The increase in nonaccrual loans compared to December 31, 2024 is due primarily to the downgrade of one residential mortgage relationship in the first quarter of 2025. The community banking segment recorded net reversals of provision for credit losses of $300,000 and $200,000 for the second quarter and first six months of 2025, compared to provision for credit losses of $450,000 and $950,000 for the same periods of 2024. At June 30, 2025, the allowance for credit losses decreased to $17.2 million, compared to $17.4 million at December 31, 2024. The allowance for credit losses as a percentage of total loans decreased to 1.12 percent at June 30, 2025 from 1.20 percent at December 31, 2024. These decreases are due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve and growth in loans with shorter expected lives, which resulted in lower estimated losses over the life of the loan, partially offset by growth in the loan portfolio and changes in the forecast of key credit loss model assumptions. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

    Mortgage Banking Segment. The mortgage banking segment reported net income of $985,000 and $1.4 million for the second quarter and first six months of 2025, respectively, compared to $376,000 and $670,000 for the same periods of 2024, due primarily to:

    • higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations; and
    • higher mortgage lender services fee income;

    partially offset by:

    • higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits; and
    • lower reversal of provision for indemnifications.

    Despite the sustained elevated level of mortgage interest rates, higher home prices and low levels of inventory, mortgage banking segment loan originations increased 46.2 percent and 36.2 percent for the second quarter and first six months of 2025, respectively, compared to the same periods of 2024. Mortgage loan originations for the mortgage banking segment were $213.5 million for the second quarter of 2025, comprised of $197.2 million home purchases and $16.3 million refinancings, compared to $146.0 million, comprised of $134.3 million home purchases and $11.7 million refinancings, for the same period in 2024. Mortgage loan originations for the mortgage banking segment were $327.3 million for the first six months of 2025, comprised of $298.9 million home purchases and $28.4 million refinancings, compared to $240.4 million, comprised of $221.1 million home purchases and $19.3 million refinancings, for the same period in 2024. Mortgage loan originations in the second quarter of 2025 increased $99.8 million compared to the first quarter of 2025 due in part to normal industry seasonal fluctuations. Mortgage loan segment originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. These transactions are eliminated to reach consolidated totals.

    During the second quarter and first six months of 2025, the mortgage banking segment recorded a reversal of provision for indemnification losses of $35,000 and $60,000, respectively, compared to a reversal of provision for indemnification losses of $135,000 and $275,000 in the same periods of 2024. The allowance for indemnifications was $1.29 million and $1.35 million at June 30, 2025 and December 31, 2024, respectively. The release of indemnification reserves in 2025 and 2024 was due primarily to lower volume of mortgage loan originations in recent years, improvement in the mortgage banking segment’s assessment of borrower payment performance and other factors affecting expected losses on mortgage loans sold in the secondary market, such as time since origination. The releases in 2025 decreased compared to the same periods in 2024 due primarily to the increased mortgage loan originations in 2025 compared to 2024. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

    Consumer Finance Segment.   The consumer finance segment reported net income of $539,000 and $765,000 for the second quarter and first six months of 2025, compared to $894,000 and $831,000 for the same periods in 2024, due primarily to:

    • higher provision for credit losses due primarily to higher net charge-offs; and
    • lower interest income resulting from lower average balances of loans, partially offset by higher loan yields;

    partially offset by:

    • lower interest expense allocation on borrowings from the community banking segment as a result of lower average balances of borrowings; and
    • lower salaries and employee benefits expense due to an effort to reduce overhead costs.

    Average loans decreased $14.1 million, or 2.9 percent, for the second quarter of 2025 and decreased $11.2 million, or 2.4 percent, for the first six months of 2025, respectively, compared to the same periods in 2024. The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024, due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. At June 30, 2025, total delinquent loans as a percentage of total loans was 3.81 percent, compared to 3.90 percent at December 31, 2024, and 3.51 percent at June 30, 2024.

    The consumer finance segment, at times, offers payment deferrals as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. A significant reliance on deferrals as a means of managing collections may result in a lengthening of the loss confirmation period, which would increase expectations of credit losses inherent in the portfolio. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 1.73 percent and 1.74 percent of average automobile loans outstanding during the second quarter and first six months of 2025, respectively, compared to 1.58 percent and 1.60 percent during the same periods during 2024. The allowance for credit losses was $22.4 million at June 30, 2025 and $22.7 million at December 31, 2024. The allowance for credit losses as a percentage of total loans was 4.85 percent at June 30, 2025 compared to 4.86 percent at December 31, 2024. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected. If loan performance deteriorates resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

    Liquidity. The objective of the Corporation’s liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of June 30, 2025, the Corporation’s uninsured deposits were approximately $677.7 million, or 30.0 percent of total deposits. Excluding intercompany cash holdings and municipal deposits, which are secured with pledged securities, amounts uninsured were approximately $536.1 million, or 23.8 percent of total deposits as of June 30, 2025. The Corporation’s liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and nonpledged securities available for sale, were $373.7 million and borrowing availability was $576.4 million as of June 30, 2025, which in total exceed uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $414.0 million as of June 30, 2025.

    In addition to deposits, the Corporation utilizes short-term and long-term borrowings as sources of funds. Short-term borrowings from the Federal Reserve Bank and the Federal Home Loan Bank of Atlanta (FHLB) may be used to fund the Corporation’s day-to-day operations. Short-term borrowings also include securities sold under agreements to repurchase. Total borrowings increased to $146.1 million at June 30, 2025 from $122.6 million at December 31, 2024 due primarily to an increase in the Corporation’s subordinated debt, increased borrowings from the FHLB and fluctuations in balances of repurchase agreements with commercial deposit customers.

    Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds.

    Capital and Dividends.   During the second quarter of 2025, the Corporation declared a quarterly cash dividend of 46 cents per share. This dividend, which was paid to shareholders on July 1, 2025, represents a payout ratio of 19.4 percent of earnings per share for the second quarter of 2025. The Board of Directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements, and expected future earnings.

    Total consolidated equity increased $13.9 million at June 30, 2025, compared to December 31, 2024, due primarily to net income and lower unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, partially offset by dividends paid on the Corporation’s common stock. The Corporation’s securities available for sale are fixed income debt securities and their unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation’s securities available for sale, net of deferred income taxes, decreased to $19.9 million at June 30, 2025 compared to $23.7 million at December 31, 2024 due primarily to fluctuations in debt security market interest rates and a decrease in the balance of securities available for sale in an unrealized loss position as a result of maturities, calls and paydowns.

    As of June 30, 2025, the most recent notification from the FDIC categorized C&F Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized under regulations applicable at June 30, 2025, C&F Bank was required to maintain minimum total risk-based, Tier 1 risk-based, CET1 risk-based and Tier 1 leverage ratios. In addition to the regulatory risk-based capital requirements, C&F Bank must maintain a capital conservation buffer of additional capital of 2.5 percent of risk-weighted assets as required by the Basel III capital rules. The Corporation and C&F Bank exceeded these ratios at June 30, 2025. For additional information, see “Capital Ratios” below. The above mentioned ratios are not impacted by unrealized losses on securities available for sale. In the event that all of these unrealized losses become realized into earnings, the Corporation and C&F Bank would both continue to exceed minimum capital requirements, including the capital conservation buffer, and be considered well capitalized.

    The Corporation has a share repurchase program that was authorized by the Board of Directors to repurchase up to $5.0 million of the Corporation’s common stock, effective January 1, 2025 through December 31, 2025 (the 2025 Repurchase Program). During the second quarter of 2025, the Corporation did not make any repurchases of its common stock under the 2025 Repurchase Program.

    About C&F Financial Corporation. The Corporation’s common stock is listed for trading on The Nasdaq Stock Market under the symbol CFFI. The common stock closed at a price of $69.18 per share on July 23, 2025. At June 30, 2025, the book value per share of the Corporation was $74.21 and the tangible book value per share was $66.12. For more information about the Corporation’s tangible book value per share, which is not calculated in accordance with GAAP, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    C&F Bank operates 31 banking offices and five commercial loan offices located throughout Virginia and offers full wealth management services through its subsidiary C&F Wealth Management, Inc. C&F Mortgage Corporation and its subsidiary C&F Select LLC provide mortgage loan origination services through offices located in Virginia and the surrounding states. C&F Finance Company provides automobile, marine and recreational vehicle loans through indirect lending programs offered primarily in the Mid-Atlantic, Midwest and Southern United States from its headquarters in Henrico, Virginia.

    Additional information regarding the Corporation’s products and services, as well as access to its filings with the Securities and Exchange Commission (SEC), are available on the Corporation’s website at http://www.cffc.com.

    Use of Certain Non-GAAP Financial Measures. The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation’s performance. These may include adjusted net income, adjusted earnings per share, adjusted return on average equity, adjusted return on average assets, return on average tangible common equity (ROTCE), adjusted ROTCE, tangible book value per share, price to tangible book value ratio, and the following fully-taxable equivalent (FTE) measures: interest income on loans-FTE, interest income on securities-FTE, total interest income-FTE and net interest income-FTE. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented.

    Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation’s performance to the most directly comparable GAAP financial measures is presented below.

    Forward-Looking Statements.   This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the beliefs of the Corporation’s management, as well as assumptions made by, and information currently available to, the Corporation’s management, and reflect management’s current views with respect to certain events that could have an impact on the Corporation’s future financial performance. These statements, including without limitation statements made in Mr. Cherry’s quote and statements regarding future interest rates and conditions in the Corporation’s industries and markets, relate to expectations concerning matters that are not historical fact, may express “belief,” “intention,” “expectation,” “potential” and similar expressions, and may use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “might,” “will,” “intend,” “target,” “should,” “could,” or similar expressions. These statements are inherently uncertain, and there can be no assurance that the underlying assumptions will prove to be accurate. Actual results could differ materially from those anticipated or implied by such statements. Forward-looking statements in this release may include, without limitation, statements regarding expected future operations and financial performance, expected trends in yields on loans, expected future recovery of investments in debt securities, future dividend payments, deposit trends, charge-offs and delinquencies, changes in cost of funds and net interest margin and items affecting net interest margin, strategic business initiatives and the anticipated effects thereof, changes in interest rates and the effects thereof on net interest income, mortgage loan originations, expectations regarding C&F Bank’s regulatory risk-based capital requirement levels, technology initiatives, our diversified business strategy, asset quality, credit quality, adequacy of allowances for credit losses and the level of future charge-offs, market interest rates and housing inventory and resulting effects in mortgage loan origination volume, sources of liquidity, adequacy of the reserve for indemnification losses related to loans sold in the secondary market, the effect of future market and industry trends, the effects of future interest rate fluctuations, cybersecurity risks, and inflation. Factors that could have a material adverse effect on the operations and future prospects of the Corporation include, but are not limited to, changes in:

    • interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, fluctuations in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates
    • general business conditions, as well as conditions within the financial markets
    • general economic conditions, including unemployment levels, inflation rates, supply chain disruptions and slowdowns in economic growth
    • general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, war and other military conflicts or other major events, or the prospect of these events
    • average loan and securities yields and average costs of interest-bearing deposits and borrowings
    • financial services industry conditions, including bank failures or concerns involving liquidity
    • labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees
    • the legislative and regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB
    • monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and the effect of these policies on interest rates and business in our markets
    • demand for financial services in the Corporation’s market areas
    • the value of securities held in the Corporation’s investment portfolios
    • the quality or composition of the loan portfolios and the value of the collateral securing those loans
    • the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles
    • the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts
    • the level of net charge-offs on loans and the adequacy of our allowance for credit losses
    • the level of indemnification losses related to mortgage loans sold
    • demand for loan products
    • deposit flows
    • the strength of the Corporation’s counterparties
    • the availability of lines of credit from the FHLB and other counterparties
    • the soundness of other financial institutions and any indirect exposure related to the closing of other financial institutions and their impact on the broader market through other customers, suppliers and partners, or that the conditions which resulted in the liquidity concerns experienced by closed financial institutions may also adversely impact, directly or indirectly, other financial institutions and market participants with which the Corporation has commercial or deposit relationships
    • competition from both banks and non-banks, including competition in the automobile finance and marine and recreational vehicle finance markets
    • services provided by, or the level of the Corporation’s reliance upon third parties for key services
    • the commercial and residential real estate markets, including changes in property values
    • the demand for residential mortgages and conditions in the secondary residential mortgage loan markets
    • the Corporation’s technology initiatives and other strategic initiatives
    • the Corporation’s branch expansion, relocation and consolidation plans
    • cyber threats, attacks or events
    • C&F Bank’s product offerings
    • accounting principles, policies and guidelines, and elections made by the Corporation thereunder.

    These risks and uncertainties should be considered in evaluating the forward-looking statements contained herein, and readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. For additional information on risk factors that could affect the forward-looking statements contained herein, see the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC. The Corporation undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

       
    C&F Financial CorporationSelected Financial Information
    (dollars in thousands, except for per share data)
    (unaudited)
     
       
    Financial Condition   6/30/2025    12/31/2024    6/30/2024  
    Interest-bearing deposits in other banks   $ 62,289   $ 49,423   $ 28,433  
    Investment securities – available for sale, at fair value     434,506     418,625     404,758  
    Loans held for sale, at fair value     44,757     20,112     33,716  
    Loans, net:                    
    Community Banking segment     1,513,082     1,436,226     1,369,912  
    Consumer Finance segment     439,005     444,085     454,921  
    Total assets     2,686,392     2,563,374     2,492,100  
    Deposits     2,256,314     2,170,860     2,106,062  
    Repurchase agreements     20,642     28,994     25,047  
    Other borrowings     125,493     93,615     93,753  
    Total equity     240,916     226,970     219,099  
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Results of Operations   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Interest income   $ 37,407       $ 34,312     $ 73,395       $ 67,020  
    Interest expense     10,899         10,484       21,877         20,034  
    Provision for credit losses:                                
    Community Banking segment     (300 )       450       (200 )       950  
    Consumer Finance segment     2,400         2,100       5,300         5,100  
    Noninterest income:                                
    Gains on sales of loans     2,458         1,701       4,305         2,989  
    Other     7,390         5,623       13,116         11,827  
    Noninterest expenses:                                
    Salaries and employee benefits     14,846         13,452       28,329         27,704  
    Other     9,784         8,921       19,360         17,819  
    Income tax expense     1,859         1,195       2,988         1,760  
    Net income     7,767         5,034       13,162         8,469  
                                     
    Fully-taxable equivalent (FTE) amounts1                                
    Interest income on loans-FTE     33,768         31,460       66,196         61,096  
    Interest income on securities-FTE     3,530         2,977       6,876         6,075  
    Total interest income-FTE     37,711         34,600       73,987         67,593  
    Net interest income-FTE     26,812         24,116       52,110         47,559  

    ________________________
    1For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                                       
        For the Quarter Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,499,272     $ 20,893   5.59 % $ 1,359,703     $ 18,543   5.48 %
    Mortgage banking segment     45,948       731   6.38     34,240       533   6.26  
    Consumer finance segment     464,193       12,144   10.49     478,296       12,384   10.41  
    Total loans     2,009,413       33,768   6.74     1,872,239       31,460   6.76  
    Securities:                                  
    Taxable     342,023       2,325   2.72     337,050       1,857   2.20  
    Tax-exempt     120,281       1,205   4.01     119,626       1,120   3.75  
    Total securities     462,304       3,530   3.05     456,676       2,977   2.61  
    Interest-bearing deposits in other banks     48,237       413   3.43     23,239       163   2.82  
    Total earning assets     2,519,954       37,711   6.00     2,352,154       34,600   5.91  
    Allowance for credit losses     (41,284 )               (40,837 )            
    Total non-earning assets     157,307                 153,002              
    Total assets   $ 2,635,977               $ 2,464,319              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 312,905       476   0.61   $ 321,070       476   0.60  
    Savings and money market deposit accounts     522,453       1,530   1.17     474,613       1,074   0.91  
    Certificates of deposit     830,425       7,547   3.65     751,973       7,700   4.12  
    Total interest-bearing deposits     1,665,783       9,553   2.30     1,547,656       9,250   2.40  
    Borrowings:                                  
    Repurchase agreements     23,920       85   1.43     25,113       97   1.55  
    Other borrowings     99,162       1,261   5.09     100,633       1,137   4.52  
    Total borrowings     123,082       1,346   4.38     125,746       1,234   3.93  
    Total interest-bearing liabilities     1,788,865       10,899   2.44     1,673,402       10,484   2.52  
    Noninterest-bearing demand deposits     568,372                 529,608              
    Other liabilities     40,917                 45,023              
    Total liabilities     2,398,154                 2,248,033              
    Equity     237,823                 216,286              
    Total liabilities and equity   $ 2,635,977               $ 2,464,319              
    Net interest income         $ 26,812             $ 24,116      
    Interest rate spread               3.56 %             3.39 %
    Interest expense to average earning assets               1.73 %             1.79 %
    Net interest margin               4.27 %             4.12 %
                                       
        For the Six Months Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,483,501     $ 40,858   5.55 % $ 1,330,981     $ 35,874   5.42 %
    Mortgage banking segment     33,527       1,071   6.44     25,970       814   6.30  
    Consumer finance segment     464,856       24,267   10.53     476,072       24,408   10.31  
    Total loans     1,981,884       66,196   6.74     1,833,023       61,096   6.70  
    Securities:                                  
    Taxable     340,744       4,518   2.65     351,146       3,837   2.19  
    Tax-exempt     119,661       2,358   3.94     120,274       2,238   3.72  
    Total securities     460,405       6,876   2.99     471,420       6,075   2.58  
    Interest-bearing deposits in other banks     52,012       915   3.55     25,828       422   3.29  
    Total earning assets     2,494,301       73,987   5.98     2,330,271       67,593   5.83  
    Allowance for credit losses     (40,947 )               (40,565 )            
    Total non-earning assets     155,937                 154,902              
    Total assets   $ 2,609,291               $ 2,444,608              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 322,569       1,076   0.67   $ 328,320       1,029   0.63  
    Savings and money market deposit accounts     505,926       2,735   1.09     479,629       2,135   0.90  
    Certificates of deposit     826,211       15,511   3.79     728,570       14,616   4.03  
    Total interest-bearing deposits     1,654,706       19,322   2.35     1,536,519       17,780   2.33  
    Borrowings:                                  
    Repurchase agreements     26,044       198   1.53     26,555       208   1.57  
    Other borrowings     96,394       2,357   4.89     89,539       2,046   4.57  
    Total borrowings     122,438       2,555   4.18     116,094       2,254   3.88  
    Total interest-bearing liabilities     1,777,144       21,877   2.48     1,652,613       20,034   2.44  
    Noninterest-bearing demand deposits     556,923                 530,747              
    Other liabilities     40,896                 44,573              
    Total liabilities     2,374,963                 2,227,933              
    Equity     234,328                 216,675              
    Total liabilities and equity   $ 2,609,291               $ 2,444,608              
    Net interest income         $ 52,110             $ 47,559      
    Interest rate spread               3.50 %             3.39 %
    Interest expense to average earning assets               1.77 %             1.73 %
    Net interest margin               4.21 %             4.10 %
                       
        6/30/2025
    Funding Sources    Capacity      Outstanding      Available
    Unsecured federal funds agreements   $ 75,000   $   $ 75,000
    Borrowings from FHLB     267,278     52,000     215,278
    Borrowings from Federal Reserve Bank     286,137         286,137
    Total   $ 628,415   $ 52,000   $ 576,415
                     
    Asset Quality   6/30/2025     12/31/2024  
    Community Banking                
    Total loans   $ 1,530,275     $ 1,453,605  
    Nonaccrual loans   $ 1,075     $ 333  
                     
    Allowance for credit losses (ACL)   $ 17,193     $ 17,379  
    Nonaccrual loans to total loans     0.07 %     0.02 %
    ACL to total loans     1.12 %     1.20 %
    ACL to nonaccrual loans     1,599.35 %     5,218.92 %
    Annualized year-to-date net charge-offs to average loans     0.01 %     0.01 %
                     
    Consumer Finance                
    Total loans   $ 461,390     $ 466,793  
    Nonaccrual loans   $ 697     $ 614  
    Repossessed assets   $ 925     $ 779  
    ACL   $ 22,385     $ 22,708  
    Nonaccrual loans to total loans     0.15 %     0.13 %
    ACL to total loans     4.85 %     4.86 %
    ACL to nonaccrual loans     3,211.62 %     3,698.37 %
    Annualized year-to-date net charge-offs to average loans     2.42 %     2.62 %
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Other Performance Data   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Net Income (Loss):                                
    Community Banking   $ 7,116       $ 4,571       $ 12,561       $ 8,583    
    Mortgage Banking     985         376         1,416         670    
    Consumer Finance     539         894         765         831    
    Other1     (873 )       (807 )       (1,580 )       (1,615 )  
    Total   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
                                     
    Net income attributable to C&F Financial Corporation   $ 7,691       $ 5,007       $ 13,059       $ 8,408    
                                     
    Earnings per share – basic and diluted   $ 2.37       $ 1.50       $ 4.03       $ 2.50    
    Weighted average shares outstanding – basic and diluted     3,238,765         3,343,192         3,236,849         3,357,063    
                                     
    Annualized return on average assets     1.18   %     0.82   %     1.01   %     0.69   %
    Annualized return on average equity     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity2     14.70   %     10.72   %     12.72   %     9.01   %
    Dividends declared per share   $ 0.46       $ 0.44       $ 0.92       $ 0.88    
                                     
    Mortgage loan originations – Mortgage Banking   $ 213,523       $ 146,010       $ 327,273       $ 240,356    
    Mortgage loans sold – Mortgage Banking     196,878         135,227         303,309         221,306    

    ________________________
    1 Includes results of the holding company that are not allocated to the business segments and elimination of inter-segment activity.
    2 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                   
    Market Ratios   6/30/2025     12/31/2024
    Market value per share   $ 61.73     $ 71.25
    Book value per share   $ 74.21     $ 70.00
    Price to book value ratio     0.83       1.02
    Tangible book value per share1   $ 66.12     $ 61.86
    Price to tangible book value ratio1     0.93       1.15
    Price to earnings ratio (ttm)     8.17       11.86

    ________________________
    1 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                         
                         
                    Minimum Capital
    Capital Ratios   6/30/2025   12/31/2024   Requirements3
    C&F Financial Corporation1                    
    Total risk-based capital ratio     15.0 %   14.1 %   8.0 %
    Tier 1 risk-based capital ratio     12.0 %   11.9 %   6.0 %
    Common equity tier 1 capital ratio     10.8 %   10.7 %   4.5 %
    Tier 1 leverage ratio     10.0 %   9.8 %   4.0 %
                         
    C&F Bank2                    
    Total risk-based capital ratio     14.8 %   13.5 %   8.0 %
    Tier 1 risk-based capital ratio     13.6 %   12.3 %   6.0 %
    Common equity tier 1 capital ratio     13.6 %   12.3 %   4.5 %
    Tier 1 leverage ratio     11.3 %   10.1 %   4.0 %

    ________________________
    1   The Corporation, a small bank holding company under applicable regulations and guidance, is not subject to the minimum regulatory capital regulations for bank holding companies. The regulatory requirements that apply to bank holding companies that are subject to regulatory capital requirements are presented above, along with the Corporation’s capital ratios as determined under those regulations.
    2   All ratios at June 30, 2025 are estimates and subject to change pending regulatory filings. All ratios at December 31, 2024 are presented as filed.
    3   The ratios presented for minimum capital requirements are those to be considered adequately capitalized.

                                     
        For The Quarter Ended     For The Six Months Ended  
        6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Reconciliation of Certain Non-GAAP Financial Measures                        
    Return on Average Tangible Common Equity                                
    Average total equity, as reported   $ 237,823       $ 216,286       $ 234,328       $ 216,675    
    Average goodwill     (25,191 )       (25,191 )       (25,191 )       (25,191 )  
    Average other intangible assets     (1,045 )       (1,301 )       (1,081 )       (1,333 )  
    Average noncontrolling interest     (652 )       (602 )       (696 )       (656 )  
    Average tangible common equity   $ 210,935       $ 189,192       $ 207,360       $ 189,495    
                                     
    Net income   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
    Amortization of intangibles     63         65         125         130    
    Net income attributable to noncontrolling interest     (76 )       (27 )       (103 )       (61 )  
    Net tangible income attributable to C&F Financial Corporation   $ 7,754       $ 5,072       $ 13,184       $ 8,538    
                                     
    Annualized return on average equity, as reported     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity     14.70   %     10.72   %     12.72   %     9.01   %
                                   
        For The Quarter Ended     For The Six Months Ended
        6/30/2025     6/30/2024     6/30/2025     6/30/2024
    Fully Taxable Equivalent Net Interest Income1                              
    Interest income on loans   $ 33,716     $ 31,407     $ 66,098     $ 60,993
    FTE adjustment     52       53       98       103
    FTE interest income on loans   $ 33,768     $ 31,460     $ 66,196     $ 61,096
                                   
    Interest income on securities   $ 3,278     $ 2,742     $ 6,382     $ 5,605
    FTE adjustment     252       235       494       470
    FTE interest income on securities   $ 3,530     $ 2,977     $ 6,876     $ 6,075
                                   
    Total interest income   $ 37,407     $ 34,312     $ 73,395     $ 67,020
    FTE adjustment     304       288       592       573
    FTE interest income   $ 37,711     $ 34,600     $ 73,987     $ 67,593
                                   
    Net interest income   $ 26,508     $ 23,828     $ 51,518     $ 46,986
    FTE adjustment     304       288       592       573
    FTE net interest income   $ 26,812     $ 24,116     $ 52,110     $ 47,559

    ____________________
    1 Assuming a tax rate of 21%.

                   
        6/30/2025     12/31/2024
    Tangible Book Value Per Share          
    Equity attributable to C&F Financial Corporation   $ 240,313       $ 226,360  
    Goodwill     (25,191 )       (25,191 )
    Other intangible assets     (1,022 )       (1,147 )
    Tangible equity attributable to C&F Financial Corporation   $ 214,100       $ 200,022  
                   
    Shares outstanding     3,238,085         3,233,672  
                   
    Book value per share   $ 74.21       $ 70.00  
    Tangible book value per share   $ 66.12       $ 61.86  
       
       
    Contact: Jason Long, CFO and Secretary
      (804) 843-2360

    The MIL Network

  • MIL-OSI: C&F Financial Corporation Announces Net Income for Second Quarter and First Six Months

    Source: GlobeNewswire (MIL-OSI)

    TOANO, Va., July 24, 2025 (GLOBE NEWSWIRE) — C&F Financial Corporation (the Corporation) (NASDAQ: CFFI), the holding company for C&F Bank, today reported consolidated net income of $7.8 million for the second quarter of 2025, an increase of 54.3 percent compared to $5.0 million for the second quarter of 2024. The Corporation reported consolidated net income of $13.2 million for the first six months of 2025, an increase of 55.4 percent compared to $8.5 million for the first six months of 2024. The following table presents selected financial performance highlights for the periods indicated:

                                     
        For The Quarter Ended     For the Six Months Ended  
    Consolidated Financial Highlights (unaudited)   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Consolidated net income (000’s)   $ 7,767     $ 5,034     $ 13,162     $ 8,469  
                                     
    Earnings per share – basic and diluted   $ 2.37     $ 1.50     $ 4.03     $ 2.50  
                                     
    Annualized return on average assets     1.18 %     0.82 %     1.01 %     0.69 %
    Annualized return on average equity     13.06 %     9.31 %     11.23 %     7.82 %
    Annualized return on average tangible common equity1     14.70 %     10.72 %     12.72 %     9.01 %

    ________________________
    1 For more information about these non-GAAP financial measures, which are not calculated in accordance with generally accepted accounting principles (GAAP), please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    “We are very pleased with our strong second-quarter earnings,” said Tom Cherry, President and Chief Executive Officer of C&F Financial Corporation. “Our community banking segment delivered impressive loan and deposit growth, while our mortgage banking segment saw increased loan originations. Despite continued competition for auto loans, we are encouraged by the progress of our operational efficiency initiatives and ongoing technology investments at the consumer finance segment.

    Looking ahead, we’re optimistic about the second half of the year. In addition to the continued organic loan and deposit growth we expect at the community banking segment, we are excited about our recent expansion into Southwest Virginia. This strategic move extends our presence into key markets—including Roanoke, Lynchburg, Danville, Martinsville and Blacksburg—and reinforces our position as a leading community bank serving the Commonwealth of Virginia.”

    Key highlights for the second quarter and first six months of 2025 are as follows.

    • Community banking segment loans grew $76.7 million, or 10.6 percent annualized, and $143.4 million, or 10.3 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consumer finance segment loans decreased $5.4 million, or 2.3 percent annualized, and $17.0 million, or 3.5 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Deposits increased $85.5 million, or 7.9 percent annualized, and $150.3 million, or 7.1 percent, compared to December 31, 2024 and June 30, 2024, respectively;
    • Consolidated annualized net interest margin was 4.27 percent for the second quarter of 2025 compared to 4.12 percent for the second quarter of 2024 and 4.16 percent in the first quarter of 2025;
    • The community banking segment recorded a net reversal of provision for credit losses of $300,000 and a provision for credit losses of $450,000 for the second quarters of 2025 and 2024, respectively, and recorded a net reversal of provision for credit losses of $200,000 and a provision for credit losses of $950,000 for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment recorded provision for credit losses of $2.4 million and $2.1 million for the second quarters of 2025 and 2024, respectively, and recorded provision for credit losses of $5.3 million and $5.1 million for the first six months of 2025 and 2024, respectively;
    • The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024 and an annualized rate of 2.19 percent for the second quarter of 2025 compared to 2.64 percent for the first quarter of 2025;
    • Mortgage banking segment loan originations increased $67.5 million, or 46.2 percent, to $213.5 million for the second quarter of 2025 compared to the second quarter of 2024 and increased $99.8 million, or 87.7 percent compared to the first quarter of 2025; and
    • The Corporation issued new subordinated notes with aggregate principal of $40.0 million on June 6, 2025. Concurrently, the Corporation repurchased previously issued subordinated notes with aggregate principal of $20.0 million.

    Community Banking Segment. The community banking segment reported net income of $7.1 million and $12.6 million for the second quarter and first six months of 2025, respectively, compared to $4.6 million and $8.6 million for the same periods of 2024, due primarily to:

    • higher interest income resulting from higher average balances of loans and the effects of higher average interest rates on asset yields; and
    • lower provision for credit losses due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve, partially offset by provision related to loan growth;

    partially offset by:

    • higher interest expense due primarily to higher average balances of interest-bearing deposits, partially offset by lower average rates on deposits; and
    • higher marketing and advertising expenses related to the Corporation’s strategic marketing initiative, which began in the second half of 2024.

    Average loans increased $139.6 million, or 10.3 percent, for the second quarter of 2025 and increased $152.5 million, or 11.5 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to growth in the construction, construction real estate and land acquisition and development segments of the loan portfolio. Average deposits increased $156.9 million, or 7.6 percent, for the second quarter of 2025 and increased $144.4 million, or 7.0 percent, for the first six months of 2025, compared to the same periods in 2024, due primarily to higher balances of time deposits, noninterest-bearing demand deposits and saving and money market deposit accounts.

    Average interest-earning asset yields were higher for the second quarter and first six months of 2025, compared to the same periods of 2024, due primarily to a shift in the mix of the loan portfolio towards higher-yielding loans, renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale in the overall higher interest rate environment. Average costs of interest-bearing deposits were lower for the second quarter of 2025, compared to the second quarter of 2024 due primarily to decreases in interest rates paid on time deposits. Average costs of interest-bearing deposits were higher for the first six months of 2025, compared to the first six months of 2024, due primarily to the continued effects of a shift in the mix of deposits to higher cost time deposits, partially offset by decreases in interest rates paid on time deposits.

    The community banking segment’s nonaccrual loans were $1.1 million at June 30, 2025 compared to $333,000 at December 31, 2024. The increase in nonaccrual loans compared to December 31, 2024 is due primarily to the downgrade of one residential mortgage relationship in the first quarter of 2025. The community banking segment recorded net reversals of provision for credit losses of $300,000 and $200,000 for the second quarter and first six months of 2025, compared to provision for credit losses of $450,000 and $950,000 for the same periods of 2024. At June 30, 2025, the allowance for credit losses decreased to $17.2 million, compared to $17.4 million at December 31, 2024. The allowance for credit losses as a percentage of total loans decreased to 1.12 percent at June 30, 2025 from 1.20 percent at December 31, 2024. These decreases are due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve and growth in loans with shorter expected lives, which resulted in lower estimated losses over the life of the loan, partially offset by growth in the loan portfolio and changes in the forecast of key credit loss model assumptions. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

    Mortgage Banking Segment. The mortgage banking segment reported net income of $985,000 and $1.4 million for the second quarter and first six months of 2025, respectively, compared to $376,000 and $670,000 for the same periods of 2024, due primarily to:

    • higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations; and
    • higher mortgage lender services fee income;

    partially offset by:

    • higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits; and
    • lower reversal of provision for indemnifications.

    Despite the sustained elevated level of mortgage interest rates, higher home prices and low levels of inventory, mortgage banking segment loan originations increased 46.2 percent and 36.2 percent for the second quarter and first six months of 2025, respectively, compared to the same periods of 2024. Mortgage loan originations for the mortgage banking segment were $213.5 million for the second quarter of 2025, comprised of $197.2 million home purchases and $16.3 million refinancings, compared to $146.0 million, comprised of $134.3 million home purchases and $11.7 million refinancings, for the same period in 2024. Mortgage loan originations for the mortgage banking segment were $327.3 million for the first six months of 2025, comprised of $298.9 million home purchases and $28.4 million refinancings, compared to $240.4 million, comprised of $221.1 million home purchases and $19.3 million refinancings, for the same period in 2024. Mortgage loan originations in the second quarter of 2025 increased $99.8 million compared to the first quarter of 2025 due in part to normal industry seasonal fluctuations. Mortgage loan segment originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. These transactions are eliminated to reach consolidated totals.

    During the second quarter and first six months of 2025, the mortgage banking segment recorded a reversal of provision for indemnification losses of $35,000 and $60,000, respectively, compared to a reversal of provision for indemnification losses of $135,000 and $275,000 in the same periods of 2024. The allowance for indemnifications was $1.29 million and $1.35 million at June 30, 2025 and December 31, 2024, respectively. The release of indemnification reserves in 2025 and 2024 was due primarily to lower volume of mortgage loan originations in recent years, improvement in the mortgage banking segment’s assessment of borrower payment performance and other factors affecting expected losses on mortgage loans sold in the secondary market, such as time since origination. The releases in 2025 decreased compared to the same periods in 2024 due primarily to the increased mortgage loan originations in 2025 compared to 2024. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

    Consumer Finance Segment.   The consumer finance segment reported net income of $539,000 and $765,000 for the second quarter and first six months of 2025, compared to $894,000 and $831,000 for the same periods in 2024, due primarily to:

    • higher provision for credit losses due primarily to higher net charge-offs; and
    • lower interest income resulting from lower average balances of loans, partially offset by higher loan yields;

    partially offset by:

    • lower interest expense allocation on borrowings from the community banking segment as a result of lower average balances of borrowings; and
    • lower salaries and employee benefits expense due to an effort to reduce overhead costs.

    Average loans decreased $14.1 million, or 2.9 percent, for the second quarter of 2025 and decreased $11.2 million, or 2.4 percent, for the first six months of 2025, respectively, compared to the same periods in 2024. The consumer finance segment experienced net charge-offs at an annualized rate of 2.42 percent of average total loans for the first six months of 2025, compared to 2.21 percent for the first six months of 2024, due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. At June 30, 2025, total delinquent loans as a percentage of total loans was 3.81 percent, compared to 3.90 percent at December 31, 2024, and 3.51 percent at June 30, 2024.

    The consumer finance segment, at times, offers payment deferrals as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. A significant reliance on deferrals as a means of managing collections may result in a lengthening of the loss confirmation period, which would increase expectations of credit losses inherent in the portfolio. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 1.73 percent and 1.74 percent of average automobile loans outstanding during the second quarter and first six months of 2025, respectively, compared to 1.58 percent and 1.60 percent during the same periods during 2024. The allowance for credit losses was $22.4 million at June 30, 2025 and $22.7 million at December 31, 2024. The allowance for credit losses as a percentage of total loans was 4.85 percent at June 30, 2025 compared to 4.86 percent at December 31, 2024. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected. If loan performance deteriorates resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

    Liquidity. The objective of the Corporation’s liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of June 30, 2025, the Corporation’s uninsured deposits were approximately $677.7 million, or 30.0 percent of total deposits. Excluding intercompany cash holdings and municipal deposits, which are secured with pledged securities, amounts uninsured were approximately $536.1 million, or 23.8 percent of total deposits as of June 30, 2025. The Corporation’s liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and nonpledged securities available for sale, were $373.7 million and borrowing availability was $576.4 million as of June 30, 2025, which in total exceed uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $414.0 million as of June 30, 2025.

    In addition to deposits, the Corporation utilizes short-term and long-term borrowings as sources of funds. Short-term borrowings from the Federal Reserve Bank and the Federal Home Loan Bank of Atlanta (FHLB) may be used to fund the Corporation’s day-to-day operations. Short-term borrowings also include securities sold under agreements to repurchase. Total borrowings increased to $146.1 million at June 30, 2025 from $122.6 million at December 31, 2024 due primarily to an increase in the Corporation’s subordinated debt, increased borrowings from the FHLB and fluctuations in balances of repurchase agreements with commercial deposit customers.

    Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds.

    Capital and Dividends.   During the second quarter of 2025, the Corporation declared a quarterly cash dividend of 46 cents per share. This dividend, which was paid to shareholders on July 1, 2025, represents a payout ratio of 19.4 percent of earnings per share for the second quarter of 2025. The Board of Directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements, and expected future earnings.

    Total consolidated equity increased $13.9 million at June 30, 2025, compared to December 31, 2024, due primarily to net income and lower unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, partially offset by dividends paid on the Corporation’s common stock. The Corporation’s securities available for sale are fixed income debt securities and their unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation’s securities available for sale, net of deferred income taxes, decreased to $19.9 million at June 30, 2025 compared to $23.7 million at December 31, 2024 due primarily to fluctuations in debt security market interest rates and a decrease in the balance of securities available for sale in an unrealized loss position as a result of maturities, calls and paydowns.

    As of June 30, 2025, the most recent notification from the FDIC categorized C&F Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized under regulations applicable at June 30, 2025, C&F Bank was required to maintain minimum total risk-based, Tier 1 risk-based, CET1 risk-based and Tier 1 leverage ratios. In addition to the regulatory risk-based capital requirements, C&F Bank must maintain a capital conservation buffer of additional capital of 2.5 percent of risk-weighted assets as required by the Basel III capital rules. The Corporation and C&F Bank exceeded these ratios at June 30, 2025. For additional information, see “Capital Ratios” below. The above mentioned ratios are not impacted by unrealized losses on securities available for sale. In the event that all of these unrealized losses become realized into earnings, the Corporation and C&F Bank would both continue to exceed minimum capital requirements, including the capital conservation buffer, and be considered well capitalized.

    The Corporation has a share repurchase program that was authorized by the Board of Directors to repurchase up to $5.0 million of the Corporation’s common stock, effective January 1, 2025 through December 31, 2025 (the 2025 Repurchase Program). During the second quarter of 2025, the Corporation did not make any repurchases of its common stock under the 2025 Repurchase Program.

    About C&F Financial Corporation. The Corporation’s common stock is listed for trading on The Nasdaq Stock Market under the symbol CFFI. The common stock closed at a price of $69.18 per share on July 23, 2025. At June 30, 2025, the book value per share of the Corporation was $74.21 and the tangible book value per share was $66.12. For more information about the Corporation’s tangible book value per share, which is not calculated in accordance with GAAP, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    C&F Bank operates 31 banking offices and five commercial loan offices located throughout Virginia and offers full wealth management services through its subsidiary C&F Wealth Management, Inc. C&F Mortgage Corporation and its subsidiary C&F Select LLC provide mortgage loan origination services through offices located in Virginia and the surrounding states. C&F Finance Company provides automobile, marine and recreational vehicle loans through indirect lending programs offered primarily in the Mid-Atlantic, Midwest and Southern United States from its headquarters in Henrico, Virginia.

    Additional information regarding the Corporation’s products and services, as well as access to its filings with the Securities and Exchange Commission (SEC), are available on the Corporation’s website at http://www.cffc.com.

    Use of Certain Non-GAAP Financial Measures. The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation’s performance. These may include adjusted net income, adjusted earnings per share, adjusted return on average equity, adjusted return on average assets, return on average tangible common equity (ROTCE), adjusted ROTCE, tangible book value per share, price to tangible book value ratio, and the following fully-taxable equivalent (FTE) measures: interest income on loans-FTE, interest income on securities-FTE, total interest income-FTE and net interest income-FTE. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented.

    Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation’s performance to the most directly comparable GAAP financial measures is presented below.

    Forward-Looking Statements.   This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the beliefs of the Corporation’s management, as well as assumptions made by, and information currently available to, the Corporation’s management, and reflect management’s current views with respect to certain events that could have an impact on the Corporation’s future financial performance. These statements, including without limitation statements made in Mr. Cherry’s quote and statements regarding future interest rates and conditions in the Corporation’s industries and markets, relate to expectations concerning matters that are not historical fact, may express “belief,” “intention,” “expectation,” “potential” and similar expressions, and may use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “might,” “will,” “intend,” “target,” “should,” “could,” or similar expressions. These statements are inherently uncertain, and there can be no assurance that the underlying assumptions will prove to be accurate. Actual results could differ materially from those anticipated or implied by such statements. Forward-looking statements in this release may include, without limitation, statements regarding expected future operations and financial performance, expected trends in yields on loans, expected future recovery of investments in debt securities, future dividend payments, deposit trends, charge-offs and delinquencies, changes in cost of funds and net interest margin and items affecting net interest margin, strategic business initiatives and the anticipated effects thereof, changes in interest rates and the effects thereof on net interest income, mortgage loan originations, expectations regarding C&F Bank’s regulatory risk-based capital requirement levels, technology initiatives, our diversified business strategy, asset quality, credit quality, adequacy of allowances for credit losses and the level of future charge-offs, market interest rates and housing inventory and resulting effects in mortgage loan origination volume, sources of liquidity, adequacy of the reserve for indemnification losses related to loans sold in the secondary market, the effect of future market and industry trends, the effects of future interest rate fluctuations, cybersecurity risks, and inflation. Factors that could have a material adverse effect on the operations and future prospects of the Corporation include, but are not limited to, changes in:

    • interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, fluctuations in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates
    • general business conditions, as well as conditions within the financial markets
    • general economic conditions, including unemployment levels, inflation rates, supply chain disruptions and slowdowns in economic growth
    • general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, war and other military conflicts or other major events, or the prospect of these events
    • average loan and securities yields and average costs of interest-bearing deposits and borrowings
    • financial services industry conditions, including bank failures or concerns involving liquidity
    • labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees
    • the legislative and regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB
    • monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and the effect of these policies on interest rates and business in our markets
    • demand for financial services in the Corporation’s market areas
    • the value of securities held in the Corporation’s investment portfolios
    • the quality or composition of the loan portfolios and the value of the collateral securing those loans
    • the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles
    • the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts
    • the level of net charge-offs on loans and the adequacy of our allowance for credit losses
    • the level of indemnification losses related to mortgage loans sold
    • demand for loan products
    • deposit flows
    • the strength of the Corporation’s counterparties
    • the availability of lines of credit from the FHLB and other counterparties
    • the soundness of other financial institutions and any indirect exposure related to the closing of other financial institutions and their impact on the broader market through other customers, suppliers and partners, or that the conditions which resulted in the liquidity concerns experienced by closed financial institutions may also adversely impact, directly or indirectly, other financial institutions and market participants with which the Corporation has commercial or deposit relationships
    • competition from both banks and non-banks, including competition in the automobile finance and marine and recreational vehicle finance markets
    • services provided by, or the level of the Corporation’s reliance upon third parties for key services
    • the commercial and residential real estate markets, including changes in property values
    • the demand for residential mortgages and conditions in the secondary residential mortgage loan markets
    • the Corporation’s technology initiatives and other strategic initiatives
    • the Corporation’s branch expansion, relocation and consolidation plans
    • cyber threats, attacks or events
    • C&F Bank’s product offerings
    • accounting principles, policies and guidelines, and elections made by the Corporation thereunder.

    These risks and uncertainties should be considered in evaluating the forward-looking statements contained herein, and readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. For additional information on risk factors that could affect the forward-looking statements contained herein, see the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC. The Corporation undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

       
    C&F Financial CorporationSelected Financial Information
    (dollars in thousands, except for per share data)
    (unaudited)
     
       
    Financial Condition   6/30/2025    12/31/2024    6/30/2024  
    Interest-bearing deposits in other banks   $ 62,289   $ 49,423   $ 28,433  
    Investment securities – available for sale, at fair value     434,506     418,625     404,758  
    Loans held for sale, at fair value     44,757     20,112     33,716  
    Loans, net:                    
    Community Banking segment     1,513,082     1,436,226     1,369,912  
    Consumer Finance segment     439,005     444,085     454,921  
    Total assets     2,686,392     2,563,374     2,492,100  
    Deposits     2,256,314     2,170,860     2,106,062  
    Repurchase agreements     20,642     28,994     25,047  
    Other borrowings     125,493     93,615     93,753  
    Total equity     240,916     226,970     219,099  
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Results of Operations   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Interest income   $ 37,407       $ 34,312     $ 73,395       $ 67,020  
    Interest expense     10,899         10,484       21,877         20,034  
    Provision for credit losses:                                
    Community Banking segment     (300 )       450       (200 )       950  
    Consumer Finance segment     2,400         2,100       5,300         5,100  
    Noninterest income:                                
    Gains on sales of loans     2,458         1,701       4,305         2,989  
    Other     7,390         5,623       13,116         11,827  
    Noninterest expenses:                                
    Salaries and employee benefits     14,846         13,452       28,329         27,704  
    Other     9,784         8,921       19,360         17,819  
    Income tax expense     1,859         1,195       2,988         1,760  
    Net income     7,767         5,034       13,162         8,469  
                                     
    Fully-taxable equivalent (FTE) amounts1                                
    Interest income on loans-FTE     33,768         31,460       66,196         61,096  
    Interest income on securities-FTE     3,530         2,977       6,876         6,075  
    Total interest income-FTE     37,711         34,600       73,987         67,593  
    Net interest income-FTE     26,812         24,116       52,110         47,559  

    ________________________
    1For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                                       
        For the Quarter Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,499,272     $ 20,893   5.59 % $ 1,359,703     $ 18,543   5.48 %
    Mortgage banking segment     45,948       731   6.38     34,240       533   6.26  
    Consumer finance segment     464,193       12,144   10.49     478,296       12,384   10.41  
    Total loans     2,009,413       33,768   6.74     1,872,239       31,460   6.76  
    Securities:                                  
    Taxable     342,023       2,325   2.72     337,050       1,857   2.20  
    Tax-exempt     120,281       1,205   4.01     119,626       1,120   3.75  
    Total securities     462,304       3,530   3.05     456,676       2,977   2.61  
    Interest-bearing deposits in other banks     48,237       413   3.43     23,239       163   2.82  
    Total earning assets     2,519,954       37,711   6.00     2,352,154       34,600   5.91  
    Allowance for credit losses     (41,284 )               (40,837 )            
    Total non-earning assets     157,307                 153,002              
    Total assets   $ 2,635,977               $ 2,464,319              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 312,905       476   0.61   $ 321,070       476   0.60  
    Savings and money market deposit accounts     522,453       1,530   1.17     474,613       1,074   0.91  
    Certificates of deposit     830,425       7,547   3.65     751,973       7,700   4.12  
    Total interest-bearing deposits     1,665,783       9,553   2.30     1,547,656       9,250   2.40  
    Borrowings:                                  
    Repurchase agreements     23,920       85   1.43     25,113       97   1.55  
    Other borrowings     99,162       1,261   5.09     100,633       1,137   4.52  
    Total borrowings     123,082       1,346   4.38     125,746       1,234   3.93  
    Total interest-bearing liabilities     1,788,865       10,899   2.44     1,673,402       10,484   2.52  
    Noninterest-bearing demand deposits     568,372                 529,608              
    Other liabilities     40,917                 45,023              
    Total liabilities     2,398,154                 2,248,033              
    Equity     237,823                 216,286              
    Total liabilities and equity   $ 2,635,977               $ 2,464,319              
    Net interest income         $ 26,812             $ 24,116      
    Interest rate spread               3.56 %             3.39 %
    Interest expense to average earning assets               1.73 %             1.79 %
    Net interest margin               4.27 %             4.12 %
                                       
        For the Six Months Ended  
          6/30/2025      6/30/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Loans:                                  
    Community banking segment   $ 1,483,501     $ 40,858   5.55 % $ 1,330,981     $ 35,874   5.42 %
    Mortgage banking segment     33,527       1,071   6.44     25,970       814   6.30  
    Consumer finance segment     464,856       24,267   10.53     476,072       24,408   10.31  
    Total loans     1,981,884       66,196   6.74     1,833,023       61,096   6.70  
    Securities:                                  
    Taxable     340,744       4,518   2.65     351,146       3,837   2.19  
    Tax-exempt     119,661       2,358   3.94     120,274       2,238   3.72  
    Total securities     460,405       6,876   2.99     471,420       6,075   2.58  
    Interest-bearing deposits in other banks     52,012       915   3.55     25,828       422   3.29  
    Total earning assets     2,494,301       73,987   5.98     2,330,271       67,593   5.83  
    Allowance for credit losses     (40,947 )               (40,565 )            
    Total non-earning assets     155,937                 154,902              
    Total assets   $ 2,609,291               $ 2,444,608              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 322,569       1,076   0.67   $ 328,320       1,029   0.63  
    Savings and money market deposit accounts     505,926       2,735   1.09     479,629       2,135   0.90  
    Certificates of deposit     826,211       15,511   3.79     728,570       14,616   4.03  
    Total interest-bearing deposits     1,654,706       19,322   2.35     1,536,519       17,780   2.33  
    Borrowings:                                  
    Repurchase agreements     26,044       198   1.53     26,555       208   1.57  
    Other borrowings     96,394       2,357   4.89     89,539       2,046   4.57  
    Total borrowings     122,438       2,555   4.18     116,094       2,254   3.88  
    Total interest-bearing liabilities     1,777,144       21,877   2.48     1,652,613       20,034   2.44  
    Noninterest-bearing demand deposits     556,923                 530,747              
    Other liabilities     40,896                 44,573              
    Total liabilities     2,374,963                 2,227,933              
    Equity     234,328                 216,675              
    Total liabilities and equity   $ 2,609,291               $ 2,444,608              
    Net interest income         $ 52,110             $ 47,559      
    Interest rate spread               3.50 %             3.39 %
    Interest expense to average earning assets               1.77 %             1.73 %
    Net interest margin               4.21 %             4.10 %
                       
        6/30/2025
    Funding Sources    Capacity      Outstanding      Available
    Unsecured federal funds agreements   $ 75,000   $   $ 75,000
    Borrowings from FHLB     267,278     52,000     215,278
    Borrowings from Federal Reserve Bank     286,137         286,137
    Total   $ 628,415   $ 52,000   $ 576,415
                     
    Asset Quality   6/30/2025     12/31/2024  
    Community Banking                
    Total loans   $ 1,530,275     $ 1,453,605  
    Nonaccrual loans   $ 1,075     $ 333  
                     
    Allowance for credit losses (ACL)   $ 17,193     $ 17,379  
    Nonaccrual loans to total loans     0.07 %     0.02 %
    ACL to total loans     1.12 %     1.20 %
    ACL to nonaccrual loans     1,599.35 %     5,218.92 %
    Annualized year-to-date net charge-offs to average loans     0.01 %     0.01 %
                     
    Consumer Finance                
    Total loans   $ 461,390     $ 466,793  
    Nonaccrual loans   $ 697     $ 614  
    Repossessed assets   $ 925     $ 779  
    ACL   $ 22,385     $ 22,708  
    Nonaccrual loans to total loans     0.15 %     0.13 %
    ACL to total loans     4.85 %     4.86 %
    ACL to nonaccrual loans     3,211.62 %     3,698.37 %
    Annualized year-to-date net charge-offs to average loans     2.42 %     2.62 %
                                     
        For The     For The  
        Quarter Ended     Six Months Ended  
    Other Performance Data   6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Net Income (Loss):                                
    Community Banking   $ 7,116       $ 4,571       $ 12,561       $ 8,583    
    Mortgage Banking     985         376         1,416         670    
    Consumer Finance     539         894         765         831    
    Other1     (873 )       (807 )       (1,580 )       (1,615 )  
    Total   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
                                     
    Net income attributable to C&F Financial Corporation   $ 7,691       $ 5,007       $ 13,059       $ 8,408    
                                     
    Earnings per share – basic and diluted   $ 2.37       $ 1.50       $ 4.03       $ 2.50    
    Weighted average shares outstanding – basic and diluted     3,238,765         3,343,192         3,236,849         3,357,063    
                                     
    Annualized return on average assets     1.18   %     0.82   %     1.01   %     0.69   %
    Annualized return on average equity     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity2     14.70   %     10.72   %     12.72   %     9.01   %
    Dividends declared per share   $ 0.46       $ 0.44       $ 0.92       $ 0.88    
                                     
    Mortgage loan originations – Mortgage Banking   $ 213,523       $ 146,010       $ 327,273       $ 240,356    
    Mortgage loans sold – Mortgage Banking     196,878         135,227         303,309         221,306    

    ________________________
    1 Includes results of the holding company that are not allocated to the business segments and elimination of inter-segment activity.
    2 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                   
    Market Ratios   6/30/2025     12/31/2024
    Market value per share   $ 61.73     $ 71.25
    Book value per share   $ 74.21     $ 70.00
    Price to book value ratio     0.83       1.02
    Tangible book value per share1   $ 66.12     $ 61.86
    Price to tangible book value ratio1     0.93       1.15
    Price to earnings ratio (ttm)     8.17       11.86

    ________________________
    1 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                         
                         
                    Minimum Capital
    Capital Ratios   6/30/2025   12/31/2024   Requirements3
    C&F Financial Corporation1                    
    Total risk-based capital ratio     15.0 %   14.1 %   8.0 %
    Tier 1 risk-based capital ratio     12.0 %   11.9 %   6.0 %
    Common equity tier 1 capital ratio     10.8 %   10.7 %   4.5 %
    Tier 1 leverage ratio     10.0 %   9.8 %   4.0 %
                         
    C&F Bank2                    
    Total risk-based capital ratio     14.8 %   13.5 %   8.0 %
    Tier 1 risk-based capital ratio     13.6 %   12.3 %   6.0 %
    Common equity tier 1 capital ratio     13.6 %   12.3 %   4.5 %
    Tier 1 leverage ratio     11.3 %   10.1 %   4.0 %

    ________________________
    1   The Corporation, a small bank holding company under applicable regulations and guidance, is not subject to the minimum regulatory capital regulations for bank holding companies. The regulatory requirements that apply to bank holding companies that are subject to regulatory capital requirements are presented above, along with the Corporation’s capital ratios as determined under those regulations.
    2   All ratios at June 30, 2025 are estimates and subject to change pending regulatory filings. All ratios at December 31, 2024 are presented as filed.
    3   The ratios presented for minimum capital requirements are those to be considered adequately capitalized.

                                     
        For The Quarter Ended     For The Six Months Ended  
        6/30/2025     6/30/2024     6/30/2025     6/30/2024  
    Reconciliation of Certain Non-GAAP Financial Measures                        
    Return on Average Tangible Common Equity                                
    Average total equity, as reported   $ 237,823       $ 216,286       $ 234,328       $ 216,675    
    Average goodwill     (25,191 )       (25,191 )       (25,191 )       (25,191 )  
    Average other intangible assets     (1,045 )       (1,301 )       (1,081 )       (1,333 )  
    Average noncontrolling interest     (652 )       (602 )       (696 )       (656 )  
    Average tangible common equity   $ 210,935       $ 189,192       $ 207,360       $ 189,495    
                                     
    Net income   $ 7,767       $ 5,034       $ 13,162       $ 8,469    
    Amortization of intangibles     63         65         125         130    
    Net income attributable to noncontrolling interest     (76 )       (27 )       (103 )       (61 )  
    Net tangible income attributable to C&F Financial Corporation   $ 7,754       $ 5,072       $ 13,184       $ 8,538    
                                     
    Annualized return on average equity, as reported     13.06   %     9.31   %     11.23   %     7.82   %
    Annualized return on average tangible common equity     14.70   %     10.72   %     12.72   %     9.01   %
                                   
        For The Quarter Ended     For The Six Months Ended
        6/30/2025     6/30/2024     6/30/2025     6/30/2024
    Fully Taxable Equivalent Net Interest Income1                              
    Interest income on loans   $ 33,716     $ 31,407     $ 66,098     $ 60,993
    FTE adjustment     52       53       98       103
    FTE interest income on loans   $ 33,768     $ 31,460     $ 66,196     $ 61,096
                                   
    Interest income on securities   $ 3,278     $ 2,742     $ 6,382     $ 5,605
    FTE adjustment     252       235       494       470
    FTE interest income on securities   $ 3,530     $ 2,977     $ 6,876     $ 6,075
                                   
    Total interest income   $ 37,407     $ 34,312     $ 73,395     $ 67,020
    FTE adjustment     304       288       592       573
    FTE interest income   $ 37,711     $ 34,600     $ 73,987     $ 67,593
                                   
    Net interest income   $ 26,508     $ 23,828     $ 51,518     $ 46,986
    FTE adjustment     304       288       592       573
    FTE net interest income   $ 26,812     $ 24,116     $ 52,110     $ 47,559

    ____________________
    1 Assuming a tax rate of 21%.

                   
        6/30/2025     12/31/2024
    Tangible Book Value Per Share          
    Equity attributable to C&F Financial Corporation   $ 240,313       $ 226,360  
    Goodwill     (25,191 )       (25,191 )
    Other intangible assets     (1,022 )       (1,147 )
    Tangible equity attributable to C&F Financial Corporation   $ 214,100       $ 200,022  
                   
    Shares outstanding     3,238,085         3,233,672  
                   
    Book value per share   $ 74.21       $ 70.00  
    Tangible book value per share   $ 66.12       $ 61.86  
       
       
    Contact: Jason Long, CFO and Secretary
      (804) 843-2360

    The MIL Network

  • MIL-OSI: Blockgraph Builds on OnDemand Platform Success with Launch of Collaborative Insights and Geo-Based Audiences

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Blockgraph, the privacy-first data collaboration platform for household-based advertising, today launched two powerful new features—Collaborative Insights and Geo-Based Audiences— designed to further fuel its transformation as an industry leading resource for data-driven local advertisers.

    Following strong adoption of the Blockgraph OnDemand platform, which debuted in late 2024, these new capabilities are purpose-built to simplify targeting, planning and measurement across Blockgraph’s media partner ecosystem, making sophisticated advertising tools more accessible for advertisers of all sizes. Blockgraph OnDemand is on track for over 200% year-over-year growth with adoption spanning local ad categories including automotive dealerships, retail, political, education, local events marketing and home services.

    “Local marketers are often underserved by enterprise-level solutions,” said Jason Manningham, CEO of Blockgraph. “With these new capabilities, we’re making it easier than ever for local advertisers to measure what matters and activate campaigns with precision—no data science team or complicated setup required.”


    Collaborative Insights: Simplifying Measurement for Local Advertisers

    Blockgraph’s Collaborative Insights is a turn-key, privacy-safe reporting solution that helps advertisers understand campaign impact in clear business metrics, like return on ad spend, sales lift and store visit lift. It allows local advertisers and media sellers to easily collaborate on campaign performance and sales data, unlocking fast, actionable insights tied to real business outcomes. Built with privacy-safe intelligence, Collaborative Insights drastically simplifies measurement data collaboration and reporting, without a need for expensive setup, custom technology or complex integrations.

    Key benefits include:

    • Outcomes-Based Reporting – Instantly measure campaign outcomes with scalable, automated reporting
    • Smarter Planning – Collaborate with sellers to benchmark and refine local campaigns.
    • Speed to Insight – Consistent reporting and automation designed for local marketing teams.
    • Privacy-Safe By Design – Built-in protections facilitate sharing outcome insights without compromising data security.

    “This levels the playing field for local advertisers” said Jason Manningham, CEO at Blockgraph. “Collaborative Insights offers plug-and-play access to always-on insights, helping smaller businesses move quicker and plan smarter so they can prove ROI.”

    Collaborative Insights is also available to Blockgraph enterprise customers seeking to standardize, simplify and scale their reporting operations.


    Geo-Based Audiences: Easier and Smarter Local Targeting

    Geo-Based Audiences gives advertisers a simple way to reach real households in specific ZIP codes, cities, or custom regions using deterministic household-level data—without requiring their own CRM list or reliance on imprecise IP signals.

    Marketers can define audiences by specific location and activate with confidence knowing the segments are built from verified data—not probabilistic guesswork.

    Key Benefits:

    • No Set Up Required – Go live without uploading first-party data or configuring segments.
    • Verified Audiences – Built from household deterministic data—not proxies.
    • Flexible Geography – Build audiences by DMA, ZIP, or hyperlocal zones.
    • Confidence without Complexity– Avoid the inaccuracies and complexities of IP-based targeting.

    “This is local targeting made simple,” Manningham added. “Marketers can finally activate with the precision of national tools—without the technical burden.”


    Fueling the Future of Local Advertising

    With these launches, Blockgraph OnDemand continues to deliver on its mission to make local advertising even easier and more effective–providing a one-stop solution to plan, activate, and measure campaigns with confidence–all backed by the same privacy-first infrastructure trusted by the nation’s largest media companies.

    “At Comcast Advertising, we’re committed to driving innovation that delivers real business outcomes for our clients,” says Dawn Williamson, Chief Revenue Officer at Comcast Advertising. “As an early adopter of Blockgraph OnDemand, we’re proud to lead solutions that make advanced measurement and precision targeting more accessible to advertisers of all sizes. These capabilities not only elevate our ability to serve local businesses—they also reflect our broader mission to lead with data, insights, and impact.”


    About Blockgraph

    Blockgraph is a leading privacy-centric identity and data collaboration platform designed to fuel the future of connected TV advertising. By enabling secure, privacy-focused household identity resolution, the world’s leading media, technology, and information services companies rely on Blockgraph to collaborate with trusted partners—allowing brands and agencies to connect with audiences more effectively, maximizing reach and performance while protecting consumer privacy. Blockgraph is owned by Charter Communications Inc., Comcast NBCUniversal, and Paramount. For more information, visit www.blockgraph.co.

    Contact:
    Alexandra Levy
    650-996-5758
    alex@siliconalley-media.com

    The MIL Network

  • MIL-OSI: ACNB Corporation Reports 2025 Second Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    GETTYSBURG, Pa., July 24, 2025 (GLOBE NEWSWIRE) — ACNB Corporation (NASDAQ: ACNB) (“ACNB” or the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced net income of $11.6 million, or $1.11 diluted earnings per share, for the three months ended June 30, 2025 compared to net income of $11.3 million, or $1.32 diluted earnings per share, for the three months ended June 30, 2024 and compared to net loss of $272 thousand, or $0.03 diluted loss per share, for the three months ended March 31, 2025. Financial results for the three months ended March 31, 2025 were impacted by two discrete items that were related to the acquisition of Traditions Bancorp, Inc. (“Traditions”) (“Acquisition”): a provision for credit losses on non-purchase credit deteriorated (“PCD”) loans of $4.2 million, net of taxes, and merger-related expenses, net of taxes, totaling $6.2 million.

    2025 Second Quarter Highlights

    • Fully taxable equivalent (“FTE”) net interest margin was 4.21% for the three months ended June 30, 2025 compared to 4.07% for the three months ended March 31, 2025 and 3.82% for the three months ended June 30, 2024.
    • Return on average assets was 1.43% and return on average equity was 11.96% for the three months ended June 30, 2025.
    • Total loans were $2.34 billion at June 30, 2025, an increase of $19.6 million, or 0.8%, from March 31, 2025, or 3.4% on an annualized basis.
    • Tangible common equity to tangible assets ratio1 of 9.65% at June 30, 2025 compared to 9.33% at March 31, 2025 and 9.84% at June 30, 2024. The net unrealized loss on the available for sale securities portfolio was $36.2 million at June 30, 2025 compared to a net unrealized loss of $39.7 million at March 31, 2025 and a net unrealized loss of $52.7 million at June 30, 2024.
    • As announced on Form 8-K on July 23, 2025, the Board of Directors approved and declared a regular quarterly cash dividend of $0.34 per share of ACNB Corporation common stock for the second quarter, reflecting a $0.02, or 6.3%, increase over the same period of 2024.
    • ACNB repurchased 71,592 shares of ACNB common stock in open market transactions during the three months ended June 30, 2025. On June 18, 2025, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 314,000 shares or approximately 3.0%, of the outstanding shares of ACNB’s common stock.

    “We are pleased to share strong results for the second quarter of 2025 which reflect our first full quarter of combined operations including Traditions Bank, a division of ACNB Bank. After completing the acquisition in early February of this year, we are excited to share that we have successfully completed our system conversion enabling all ACNB Bank customers to bank at any convenient location,” said James P. Helt, ACNB Corporation President and Chief Executive Officer.

    “Our financial results reflect our continued commitment to our community banking business model and to generating long term shareholder value. The quarter was represented by strong profitability, an increase in quarter over quarter net loan growth, stable asset quality and an active capital management strategy supported by a $0.34 second quarter dividend payment and continued open market share repurchases.”

    Mr. Helt continued, “As we look to the remainder of the year, we are focused on managing through the uncertain national economic challenges by continuing to diversify our revenue streams with ACNB Insurance Services, our Wealth Management teams and Traditions Mortgage. We are optimistic that our strong capital position, ample liquidity, superior asset quality metrics and our focus on profitability will enable us to deliver on our commitment to our many different stakeholders.”

    ACNB’s financial results for any periods ended prior to February 1, 2025 reflect ACNB on a standalone basis. As a result, ACNB’s financial results for the three months ended June 30, 2025 may not be directly comparable to prior reported periods.

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    Net Interest Income and Margin

    Net interest income for the three months ended June 30, 2025 totaled $31.0 million, an increase of $10.0 million from the three months ended June 30, 2024 and an increase of $3.9 million from the three months ended March 31, 2025. The increases were driven primarily by the Acquisition. The FTE net interest margin for the three months ended June 30, 2025 was 4.21%, a 39 basis points increase from the three months ended June 30, 2024 and a 14 basis points increase from the three months ended March 31, 2025. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $2.2 million and $1.5 million for the three months ended June 30, 2025 and the three months ended March 31, 2025, respectively. The following discussion of increases in average balances and yields compared to the previous periods were driven primarily by the Acquisition. For the three months ended June 30, 2025, total average loans increased $678.7 million and $217.1 million compared to the three months ended June 30, 2024 and the three months ended March 31, 2025, respectively. The yield on total loans was 6.29% for the three months ended June 30, 2025, an increase of 76 basis points compared to the three months ended June 30, 2024 and an increase of 21 basis points from the three months ended March 31, 2025. For the three months ended June 30, 2025, total average interest- bearing deposits increased $613.8 million from the three months ended June 30, 2024 and increased $203.0 million from the three months ended March 31, 2025. The average rate paid on interest-bearing deposits was 1.49% for the three months ended June 30, 2025, an increase of 70 basis points from the three months ended June 30, 2024 and an increase of 11 basis points from the three months ended March 31, 2025. For the three months ended June 30, 2025, total average noninterest-bearing demand deposits increased $78.0 million from the three months ended June 30, 2024 and increased $50.4 million from the three months ended March 31, 2025.

    Noninterest Income

    Noninterest income for the three months ended June 30, 2025 was $8.7 million, an increase of $2.3 million from the three months ended June 30, 2024 and an increase of $1.5 million from the three months ended March 31, 2025. Gain from mortgage loans held for sale for the three months ended June 30, 2025 was $1.6 million, an increase of $1.5 million from the three months ended June 30, 2024 and an increase of $720 thousand from the three months ended March 31, 2025. Insurance commissions for the three months ended June 30, 2025 were $2.9 million, an increase of $161 thousand from the three months ended June 30, 2024 driven primarily by timing of policy renewals and new business and an increase of $761 thousand from the three months ended March 31, 2025 driven primarily by seasonally stronger policy renewals and an increase in contingent commission income during the three months ended June 30, 2025 for contingent commissions earned in 2024. Service charges on deposits were $1.2 million, an increase of $158 thousand from the three months ended June 30, 2024 and an increase of $85 thousand from the three months ended March 31, 2025 driven primarily by the Acquisition.

    Noninterest Expense

    Noninterest expense for the three months ended June 30, 2025 increased $9.0 million from the three months ended June 30, 2024 and decreased $4.0 million from the three months ended March 31, 2025. Merger-related expenses totaled $1.9 million for the three months ended June 30, 2025 compared to $23 thousand for the three months ended June 30, 2024 and $8.0 million for the three months ended March 31, 2025. Salaries and employee benefits expense increased $3.3 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $832 thousand compared to three months ended March 31, 2025 driven primarily by an increased number of employees attributable to the Acquisition, merit increases and higher mortgage commissions. Net occupancy increased $286 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 driven primarily by the Acquisition and decreased $165 thousand compared to the three months ended March 31, 2025 driven primarily by lower snow removal costs. Equipment expense increased $969 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $259 thousand compared to the three months ended March 31, 2025 driven primarily by the Acquisition and the implementation of new additional products into our core processing system. Other tax decreased $136 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and decreased $307 thousand compared to the three months ended March 31, 2025 driven primarily by earned income tax credits recognized in the period. Intangible assets amortization increased $826 thousand during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $284 thousand compared to the three months ended March 31, 2025 driven by the Acquisition. Other increased $1.5 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $1.0 million compared to the three months ended March 31, 2025 driven primarily by the Acquisition, earned income tax related donations, and higher internet banking services.

    Loans and Asset Quality

    Total loans outstanding were $2.34 billion at June 30, 2025, an increase of $19.6 million from March 31, 2025 and an increase of $662.2 million from June 30, 2024. The growth from March 31, 2025 was spread across real estate construction, commercial and industrial, home equity lines of credit and residential mortgage. The increase compared to June 30, 2024 was spread across all loan categories and was driven primarily by the Acquisition. The allowance for credit losses was $24.4 million at June 30, 2025, a decrease of $293 thousand compared to March 31, 2025 and an increase of $7.2 million compared to June 30, 2024. The decrease compared to March 31, 2025 was driven primarily by the incorporation of post-COVID lower credit loss history in the bank’s allowance for credit losses model. The increase compared to June 30, 2024 was driven primarily by the Acquisition. The allowance for unfunded commitments was $1.5 million at June 30, 2025, a decrease of $354 thousand compared to March 31, 2025 and an increase of $219 thousand compared to June 30, 2024. The decrease compared to March 31, 2025 was driven primarily by the incorporation of post-COVID lower credit loss history in the bank’s allowance for unfunded commitments model and lower commitments. The increase compared to June 30, 2024 was driven primarily by the Acquisition.

    Non-performing loans were $10.1 million, or 0.43%, of total loans, net of unearned income, at June 30, 2025 compared to $10.0 million, or 0.43%, of total loans at March 31, 2025 and $3.1 million, or 0.19%, of total loans at June 30, 2024. The increase in non-performing loans at June 30, 2025 compared to June 30, 2024 was driven primarily by one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during 2024 and by the Acquisition. Annualized net charge-offs for the three months ended June 30, 2025 were 0.01% of total average loans compared to 0.01% for the three months ended March 31, 2025 and 0.00% for the three months ended June 30, 2024.

    Deposits and Borrowings

    Deposits totaled $2.52 billion at June 30, 2025, a decrease of $15.5 million from March 31, 2025 and an increase of $686.0 million from June 30, 2024. Included in total deposits at June 30, 2025 were $568.3 million of noninterest-bearing deposits, which increased $5.6 million and $88.6 million from March 31, 2025 and June 30, 2024, respectively. Total interest-bearing deposits were $1.96 billion at June 30, 2025 a decrease of $21.1 million from March 31, 2025 and an increase of $597.4 million from June 30, 2024. The decrease from March 31, 2025 was driven primarily by the withdrawal of a significant 1031 Exchange deposit held on behalf of a commercial customer. Time deposits, included in interest-bearing deposits, increased $3.3 million and $225.0 million since March 31, 2025 and June 30, 2024, respectively. In June 2025, ACNB Bank issued $20.0 million in brokered time deposits to partially offset the 1031 Exchange deposit withdrawal and the maturity of a $5.0 million brokered deposit during the quarter. The overall increase in total deposits compared to June 30, 2024 was driven primarily by the Acquisition.

    Total borrowings were $298.4 million at June 30, 2025, a decrease of $1.1 million and $5.9 million compared to March 31, 2025 and June 30, 2024, respectively.

    Stockholders’ Equity

    Total stockholders’ equity was $395.2 million at June 30, 2025 compared to $386.9 million at March 31, 2025 and $289.3 million at June 30, 2024. The increase at June 30, 2025 compared to March 31, 2025 was driven primarily by net income of $11.6 million slightly offset by dividends paid of $3.5 million and common stock repurchased of $3.1 million for the three months ended June 30, 2025. The increase at June 30, 2025 compared to June 30, 2024 was driven primarily by the common stock equity issued in the Acquisition.

    Tangible book value1 per share was $29.30, $28.23 and $27.82 at June 30, 2025, March 31, 2025 and June 30, 2024, respectively.

    ACNB repurchased 71,592 shares of ACNB common stock in open market transactions during the three months ended June 30, 2025. On June 18, 2025, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 314,000 shares or approximately 3.0%, of the outstanding shares of ACNB’s common stock. This new common stock open market repurchase plan replaces and supersedes any and all earlier announced repurchase plans. There were no shares repurchased under this plan during the three months ended June 30, 2025.

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    About ACNB Corporation

    ACNB Corporation, headquartered in Gettysburg, PA, is the independent $3.26 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, including its operating divisions Traditions Bank and Traditions Mortgage, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 33 community banking offices and one loan office located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York, and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance serving personal and commercial clients through office locations in Westminster, MD and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com.

    SAFE HARBOR AND FORWARD-LOOKING STATEMENTS – Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of the Corporation’s consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC.

    ACNB #2025-10
    July 24, 2025

    ACNB Corporation Financial Highlights Selected Financial Data by Respective Quarter End (Unaudited)
     
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024
    BALANCE SHEET DATA          
    Total Assets $         3,259,528   $ 3,270,041   $ 2,394,830   $ 2,420,914   $ 2,457,753  
    Investment securities   520,758     521,306     459,472     483,604     483,868  
    Total loans, net of unearned income   2,341,816     2,322,209     1,682,910     1,677,112     1,679,600  
    Allowance for credit losses   (24,353 )   (24,646 )   (17,280 )   (17,214 )   (17,162 )
    Deposits   2,524,541     2,540,009     1,792,501     1,791,317     1,838,588  
    Allowance for unfunded commitments   1,529     1,883     1,394     1,349     1,310  
    Borrowings   298,395     299,531     271,159     293,091     304,286  
    Stockholders’ equity   395,151     386,883     303,273     306,755     289,331  
    INCOME STATEMENT DATA          
    Interest and dividend income $         41,576   $ 36,290   $ 27,381   $ 27,241   $ 26,869  
    Interest expense   10,564     9,200     6,269     6,299     5,905  
    Net interest income   31,012     27,090     21,112     20,942     20,964  
    (Reversal of) provision for credit losses   (228 )   5,968     249     81     (2,990 )
    (Reversal of) provision for unfunded commitments   (354 )   (480 )   44     40     (259 )
    Net interest income after (reversal of) provisions for credit losses and unfunded commitments   31,594     21,602     20,819     20,821     24,213  
    Noninterest income   8,682     7,184     5,803     6,833     6,427  
    Noninterest expenses   25,366     29,335     18,388     18,244     16,391  
    Income (loss) before income taxes   14,910     (549 )   8,234     9,410     14,249  
    Income tax expense (benefit)   3,262     (277 )   1,639     2,206     2,970  
    Net income (loss) $         11,648   $ (272 ) $ 6,595   $ 7,204   $ 11,279  
    PROFITABILITY RATIOS          
    Total loans, net of unearned income to deposits   92.76 %   91.43 %   93.89 %   93.62 %   91.35 %
    Return on average assets (annualized)   1.43     (0.04 )   1.08     1.17     1.86  
    Return on average equity (annualized)   11.96     (0.31 )   8.57     9.63     16.12  
    Efficiency ratio1   56.21     60.13     63.83     60.56     58.61  
    FTE Net interest margin   4.21     4.07     3.81     3.77     3.82  
    Yield on average earning assets   5.64     5.45     4.93     4.90     4.89  
    Yield on investment securities   2.95     2.91     2.58     2.59     2.65  
    Yield on total loans   6.29     6.08     5.61     5.56     5.53  
    Cost of funds   1.50     1.45     1.19     1.19     1.12  
    PER SHARE DATA          
    Diluted earnings (loss) per share $         1.11   $ (0.03 ) $ 0.77   $ 0.84   $ 1.32  
    Cash dividends paid per share   0.34     0.32     0.32     0.32     0.32  
    Tangible book value per share1   29.30     28.23     29.51     29.90     27.82  
    CAPITAL RATIOS2
    Tier 1 leverage ratio   10.97 %   11.81 %   12.52 %   12.46 %   12.25 %
    Common equity tier 1 ratio   13.96     13.65     16.27     16.07     15.78  
    Tier 1 risk based capital ratio   14.17     13.86     16.56     16.36     16.07  
    Total risk based capital ratio   15.75     15.45     18.36     18.15     17.86  
    CREDIT QUALITY                              
    Net charge-offs to average loans outstanding (annualized)   0.01 %   0.01 %   0.04 %   0.01 %   0.00 %
    Total non-performing loans to total loans, net of unearned income3   0.43     0.43     0.40     0.39     0.19  
    Total non-performing assets to total assets4   0.31     0.32     0.30     0.29     0.14  
    Allowance for credit losses to total loans, net of unearned income   1.04     1.06     1.03     1.03     1.02  
                                   

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
    2 Regulatory capital ratios as of June 30, 2025 are preliminary.
    3 Non-performing Loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.
    4 Non-performing Assets consists of Non-performing Loans and Foreclosed assets held for resale.

    Consolidated Statements of Condition
    (Unaudited)
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 June 30, 2024
    ASSETS      
    Cash and due from banks $         32,834   $ 23,422   $ 26,681  
    Interest-bearing deposits with banks   70,275     100,141     59,593  
    Total Cash and Cash Equivalents   103,109     123,563     86,274  
    Equity securities with readily determinable fair values   936     933     919  
    Investment securities available for sale, at estimated fair value   455,317     455,819     418,364  
    Investment securities held to maturity, at amortized cost (fair value $56,420, $56,219 and $57,026)   64,505     64,554     64,585  
    Loans held for sale   16,455     21,413     1,801  
    Total loans, net of unearned income   2,341,816     2,322,209     1,679,600  
    Less: Allowance for credit losses   (24,353 )   (24,646 )   (17,162 )
    Loans, net   2,317,463     2,297,563     1,662,438  
    Premises and equipment, net   31,581     32,398     25,760  
    Right of use asset   4,657     5,440     2,278  
    Restricted investment in bank stocks   13,533     13,560     11,853  
    Investment in bank-owned life insurance   96,104     98,814     80,841  
    Investments in low-income housing partnerships   814     846     940  
    Goodwill   64,449     64,449     44,185  
    Intangible assets, net   24,694     25,835     8,446  
    Foreclosed assets held for resale   32     438     406  
    Other assets   65,879     64,416     48,663  
    Total Assets $         3,259,528   $ 3,270,041   $ 2,457,753  
           
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Deposits:      
    Noninterest-bearing $         568,301   $ 562,700   $ 479,726  
    Interest-bearing   1,956,240     1,977,309     1,358,862  
    Total Deposits   2,524,541     2,540,009     1,838,588  
    Short-term borrowings   43,041     44,188     48,974  
    Long-term borrowings   255,354     255,343     255,312  
    Lease liability   4,946     5,790     2,278  
    Allowance for unfunded commitments   1,529     1,883     1,310  
    Other liabilities   34,966     35,945     21,960  
    Total Liabilities   2,864,377     2,883,158     2,168,422  
           
    Stockholders’ Equity:      
    Preferred Stock, $2.50 par value; 20,000,000 shares authorized; no shares outstanding at June 30, 2025, March 31, 2025 and June 30, 2024            
    Common stock, $2.50 par value; 20,000,000 shares authorized; 11,017,121, 11,011,051, and 8,934,495 shares issued; 10,478,149, 10,543,671, and 8,545,629 shares outstanding at June 30, 2025, March 31, 2025 and June 30, 2024, respectively   27,539     27,521     22,330  
    Treasury stock, at cost; 538,972, 467,380, and 388,866 at June 30, 2025, March 31, 2025, and June 30, 2024, respectively   (17,167 )   (14,309 )   (11,101 )
    Additional paid-in capital   178,553     178,011     98,230  
    Retained earnings   239,077     230,978     226,271  
    Accumulated other comprehensive loss   (32,851 )   (35,318 )   (46,399 )
    Total Stockholders’ Equity   395,151     386,883     289,331  
    Total Liabilities and Stockholders’ Equity $         3,259,528   $ 3,270,041   $ 2,457,753  
                       
    Consolidated Income Statements
    (Unaudited)
     
      Three Months Ended June 30, Six Months Ended June 30,
    (Dollars in thousands, except per share data)   2025     2024     2025     2024  
    INTEREST AND DIVIDEND INCOME        
    Loans, including fees        
    Taxable $         36,555   $ 22,675   $         68,231   $ 44,145  
    Tax-exempt   317     313     609     632  
    Investment securities:        
    Taxable   3,283     2,665     6,185     5,576  
    Tax-exempt   283     284     571     568  
    Dividends   307     248     647     488  
    Other   831     684     1,623     1,434  
    Total Interest and Dividend Income   41,576     26,869     77,866     52,843  
    INTEREST EXPENSE        
    Deposits   7,284     2,643     13,280     4,803  
    Short-term borrowings   341     304     635     643  
    Long-term borrowings   2,939     2,958     5,849     5,840  
    Total Interest Expense   10,564     5,905     19,764     11,286  
    Net Interest Income   31,012     20,964     58,102     41,557  
    (Reversal of) provision for credit losses   (228 )   (2,990 )   5,740     (2,767 )
    (Reversal of) provision for unfunded commitments   (354 )   (259 )   (834 )   (410 )
    Net Interest Income after (Reversal of) Provisions for Credit Losses and Unfunded Commitments   31,594     24,213     53,196     44,734  
    NONINTEREST INCOME        
    Insurance commissions   2,908     2,747     5,055     4,862  
    Service charges on deposits   1,179     1,021     2,273     2,012  
    Wealth management   1,090     1,069     2,150     2,031  
    Gain from mortgage loans held for sale   1,575     34     2,430     82  
    ATM debit card charges   905     841     1,736     1,660  
    Earnings on investment in bank-owned life insurance   627     493     1,207     970  
    Gain on life insurance proceeds   31         285      
    Net gains on sales or calls of investment securities   22         22     69  
    Net gains (losses) on equity securities   3     1     17     (9 )
    Other   342     221     691     417  
    Total Noninterest Income   8,682     6,427     15,866     12,094  
    NONINTEREST EXPENSES        
    Salaries and employee benefits   13,693     10,426     26,554     21,594  
    Equipment   2,539     1,570     4,819     3,299  
    Net occupancy   1,277     991     2,719     2,121  
    Professional services   743     529     1,320     1,145  
    FDIC and regulatory   435     348     836     723  
    Other tax   220     356     747     726  
    Intangible assets amortization   1,141     315     1,998     636  
    Merger-related   1,943     23     9,974     23  
    Other   3,375     1,833     5,734     3,786  
    Total Noninterest Expenses   25,366     16,391     54,701     34,053  
    Income Before Income Taxes   14,910     14,249     14,361     22,775  
    Income tax expense   3,262     2,970     2,985     4,728  
    Net Income $         11,648   $ 11,279   $         11,376   $ 18,047  
    PER SHARE DATA        
    Basic earnings $         1.11   $ 1.32   $         1.12   $ 2.12  
    Diluted earnings $         1.11   $ 1.32   $         1.12   $ 2.12  
    Weighted average shares basic   10,451,469     8,502,268     10,130,666     8,497,686  
    Weighted average shares diluted   10,487,519     8,540,706     10,157,331     8,526,177  
                             
    Average Balances, Income and Expenses, Yields and Rates
            
      Three months ended
    June 30, 2025
    Three months ended
    March 31, 2025
    Three months ended
    December 31, 2024
    Three months ended
    September 30, 2024
    Three months ended
    June 30, 2024
    (Dollars in thousands) Average
    Balance
    Interest1 Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    ASSETS                            
    Loans:                            
    Taxable $ 2,296,429   $ 36,555   6.38 % $ 2,080,231   $ 31,676 6.18 % $ 1,619,245   $ 23,294 5.72 % $ 1,618,879   $ 23,108 5.68 % $ 1,612,380   $ 22,675 5.66 %
    Tax-exempt   58,903     401   2.73     57,969     370 2.59     57,683     366 2.52     62,401     394 2.51     64,276     396 2.48  
    Total Loans2   2,355,332     36,956   6.29     2,138,200     32,046 6.08     1,676,928     23,660 5.61     1,681,280     23,502 5.56     1,676,656     23,071 5.53  
    Investment Securities:                                  
    Taxable   482,933     3,590   2.98     447,986     3,242 2.93     431,338     2,786 2.57     441,135     2,868 2.59     442,390     2,913 2.65  
    Tax-exempt   54,261     358   2.65     54,659     365 2.71     54,453     359 2.62     54,549     359 2.62     54,644     359 2.64  
    Total Investments3   537,194     3,948   2.95     502,645     3,607 2.91     485,791     3,145 2.58     495,684     3,227 2.59     497,034     3,272 2.65  
    Interest-bearing deposits with banks   77,348     831   4.31     73,181     792 4.39     60,104     728 4.82     48,794     670 5.46     50,851     684 5.41  
    Total Earning Assets   2,969,874     41,735   5.64     2,714,026     36,445 5.45     2,222,823     27,533 4.93     2,225,758     27,399 4.90     2,224,541     27,027 4.89  
    Cash and due from banks   25,610               20,603         20,413         21,684         21,041      
    Premises and equipment   32,019               29,903         25,679         25,716         25,903      
    Other assets   255,624               224,522         181,180         184,105         187,937      
    Allowance for credit losses   (24,615 )             (19,939 )       (17,153 )       (17,147 )       (20,124 )    
    Total Assets $ 3,258,512             $ 2,969,115       $ 2,432,942       $ 2,440,116       $ 2,439,298      
    LIABILITIES                                      
    Interest-bearing demand deposits $ 612,812   $         514   0.34 % $ 573,341     $ 524   0.37 % $ 519,833     $ 511   0.39 % $ 518,368     $ 552   0.42 % $ 513,163     $ 275   0.22 %
    Money markets   536,755     2,706   2.02     447,297       1,984   1.80     251,781       747   1.18     246,653       692   1.12     248,191       613   0.99  
    Savings deposits   342,327     27   0.03     331,103       27   0.03     315,512       34   0.04     318,291       26   0.03     327,274       30   0.04  
    Time deposits   473,589     4,037   3.42     410,749       3,461   3.42     268,559       1,987   2.94     258,053       1,842   2.84     263,045       1,725   2.64  
    Total Interest-Bearing Deposits   1,965,483     7,284   1.49     1,762,490       5,996   1.38     1,355,685       3,279   0.96     1,341,365       3,112   0.92     1,351,673       2,643   0.79  
    Short-term borrowings   44,515     341   3.07     38,721       294   3.08     23,087       12   0.21     38,666       204   2.10     37,256       304   3.28  
    Long-term borrowings   255,347     2,939   4.62     257,558       2,910   4.58     255,326       2,978   4.64     255,316       2,983   4.65     255,305       2,958   4.66  
    Total Borrowings   299,862     3,280   4.39     296,279       3,204   4.39     278,413       2,990   4.27     293,982       3,187   4.31     292,561       3,262   4.48  
    Total Interest-Bearing Liabilities   2,265,345     10,564   1.87     2,058,769       9,200   1.81     1,634,098       6,269   1.53     1,635,347       6,299   1.53     1,644,234       5,905   1.44  
    Noninterest-bearing demand deposits   563,321         512,966           464,949           477,350           485,351        
    Other liabilities   39,271         36,934           27,887           29,946           28,348        
    Stockholders’ Equity   390,575         360,446           306,008           297,473           281,365        
    Total Liabilities and Stockholders’ Equity $ 3,258,512       $ 2,969,115         $ 2,432,942         $ 2,440,116         $ 2,439,298        
    Taxable Equivalent Net Interest Income     31,171           27,245           21,264           21,100           21,122    
    Taxable Equivalent Adjustment     (159 )         (155 )         (152 )         (158 )         (158 )  
    Net Interest Income   $ 31,012         $ 27,090         $ 21,112         $ 20,942         $ 20,964    
    Cost of Funds     1.50 %       1.45 %       1.19 %       1.19 %       1.12 %
    FTE Net Interest Margin     4.21 %       4.07 %       3.81 %       3.77 %       3.82 %
                                                     

    _______________
    1
    Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate.
    2 Average balances include non-accrual loans and are net of unearned income.
    3 Average balances of investment securities is computed at fair value.

    Average Balances, Income and Expenses, Yields and Rates
                                       
      Six months ended June 30, 2025   Six months ended June 30, 2024
    (Dollars in thousands)   Average Balance     Interest1   Yield/ Rate       Average Balance     Interest1   Yield/ Rate  
    ASSETS                                  
    Loans:                                  
    Taxable $         2,188,852   $         68,231   6.29 %   $ 1,592,745   $ 44,145   5.57 %
    Tax-exempt   58,438     771   2.66       65,050   800   2.47  
    Total Loans2   2,247,290     69,002   6.19       1,657,795   44,945   5.45  
    Investment Securities:                    
    Taxable   465,556     6,832   2.96       454,928   6,064   2.68  
    Tax-exempt   54,459     723   2.68       54,692   719   2.64  
    Total Investments3   520,015     7,555   2.93       509,620   6,783   2.68  
    Interest-bearing deposits with banks   75,276     1,623   4.35       52,504   1,434   5.49  
    Total Earning Assets   2,842,581     78,180   5.55       2,219,919   53,162   4.82  
    Cash and due from banks   23,120             20,790      
    Premises and equipment   30,967             26,051      
    Other assets   240,235             187,458      
    Allowance for credit losses   (22,290 )           (20,044 )    
    Total Assets $         3,114,613           $ 2,434,174      
    LIABILITIES            
    Interest-bearing demand deposits $         593,185   $         1,038   0.35 %   $ 512,932   $ 540   0.21 %
    Money markets   492,273     4,690   1.92       248,244     1,149   0.93  
    Savings deposits   336,746     54   0.03       331,244     58   0.04  
    Time deposits   442,343     7,498   3.42       253,763     3,056   2.42  
    Total Interest-Bearing Deposits   1,864,547     13,280   1.44       1,346,183     4,803   0.72  
    Short-term borrowings   41,634     635   3.08       42,170     643   3.07  
    Long-term borrowings   256,447     5,849   4.60       252,004     5,840   4.66  
    Total Borrowings   298,081     6,484   4.39       294,174     6,483   4.43  
    Total Interest-Bearing Liabilities   2,162,628     19,764   1.84       1,640,357     11,286   1.38  
    Noninterest-bearing demand deposits   538,282             485,999          
    Other liabilities   38,109             27,626          
    Stockholders’ Equity   375,594             280,192          
    Total Liabilities and Stockholders’ Equity $         3,114,613           $ 2,434,174          
    Taxable Equivalent Net Interest Income     58,416             41,876    
    Taxable Equivalent Adjustment     (314 )           (319 )  
    Net Interest Income   $         58,102           $ 41,557    
    Cost of Funds     1.48 %       1.07 %
    FTE Net Interest Margin     4.14 %       3.79 %

    _______________
    1 Income on interest-earning assets has been computed on a fully taxable equivalent basis (FTE) using the 21% federal income tax statutory rate.
    2 Average balances include non-accrual loans and are net of unearned income.
    3 Average balances of investment securities is computed at fair value.

    Non-GAAP Reconciliation

    Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non- GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.

      Three Months Ended
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024
    Tangible book value per share          
    Stockholders’ equity $         395,151   $ 386,883   $ 303,273   $ 306,755   $ 289,331  
    Less: Goodwill and intangible assets   (89,143 )   (90,284 )   (52,023 )   (52,327 )   (52,631 )
    Tangible common stockholders’ equity (numerator) $         306,008   $ 296,599   $ 251,250   $ 254,428   $ 236,700  
    Shares outstanding, less unvested shares, end of period (denominator)   10,442,269     10,506,822     8,515,347     8,510,187     8,507,191  
    Tangible book value per share $         29.30   $ 28.23   $ 29.51   $ 29.90   $ 27.82  
    Tangible common equity to tangible assets (TCE/TA Ratio)          
    Tangible common stockholders’ equity (numerator) $         306,008   $ 296,599   $ 251,250   $ 254,428   $ 236,700  
    Total assets $         3,259,528   $ 3,270,041   $ 2,394,830   $ 2,420,914   $ 2,457,753  
    Less: Goodwill and intangible assets   (89,143 )   (90,284 )   (52,023 )   (52,327 )   (52,631 )
    Total tangible assets (denominator) $         3,170,385   $ 3,179,757   $ 2,342,807   $ 2,368,587   $ 2,405,122  
    Tangible common equity to tangible assets   9.65 %   9.33 %   10.72 %   10.74 %   9.84 %
    Efficiency Ratio          
    Noninterest expense $         25,366   $ 29,335   $ 18,388   $ 18,244   $ 16,391  
    Less: Intangible amortization   1,141     857     304     304     315  
    Less: Merger-related expense   1,943     8,031     885     1,137     23  
    Noninterest expense (numerator) $         22,282   $ 20,447   $ 17,199   $ 16,803   $ 16,053  
    Net interest income $         31,012   $ 27,090   $ 21,112   $ 20,942   $ 20,964  
    Plus: Total noninterest income   8,682     7,184     5,803     6,833     6,427  
    Less: Gain on life insurance proceeds   31     254              
    Less: Net gains on sales or calls of securities   22                  
    Less: Net gains (losses) on equity securities   3     14     (28 )   28     1  
    Total revenue (denominator) $         39,638   $ 34,006   $ 26,943   $ 27,747   $ 27,390  
    Efficiency ratio   56.21 %   60.13 %   63.83 %   60.56 %   58.61 %
                                   
    Contact:    Jason H. Weber
    EVP/Treasurer & Chief Financial Officer
    717.339.5090
    jweber@acnb.com
         

    The MIL Network

  • MIL-OSI: ACNB Corporation Reports 2025 Second Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    GETTYSBURG, Pa., July 24, 2025 (GLOBE NEWSWIRE) — ACNB Corporation (NASDAQ: ACNB) (“ACNB” or the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced net income of $11.6 million, or $1.11 diluted earnings per share, for the three months ended June 30, 2025 compared to net income of $11.3 million, or $1.32 diluted earnings per share, for the three months ended June 30, 2024 and compared to net loss of $272 thousand, or $0.03 diluted loss per share, for the three months ended March 31, 2025. Financial results for the three months ended March 31, 2025 were impacted by two discrete items that were related to the acquisition of Traditions Bancorp, Inc. (“Traditions”) (“Acquisition”): a provision for credit losses on non-purchase credit deteriorated (“PCD”) loans of $4.2 million, net of taxes, and merger-related expenses, net of taxes, totaling $6.2 million.

    2025 Second Quarter Highlights

    • Fully taxable equivalent (“FTE”) net interest margin was 4.21% for the three months ended June 30, 2025 compared to 4.07% for the three months ended March 31, 2025 and 3.82% for the three months ended June 30, 2024.
    • Return on average assets was 1.43% and return on average equity was 11.96% for the three months ended June 30, 2025.
    • Total loans were $2.34 billion at June 30, 2025, an increase of $19.6 million, or 0.8%, from March 31, 2025, or 3.4% on an annualized basis.
    • Tangible common equity to tangible assets ratio1 of 9.65% at June 30, 2025 compared to 9.33% at March 31, 2025 and 9.84% at June 30, 2024. The net unrealized loss on the available for sale securities portfolio was $36.2 million at June 30, 2025 compared to a net unrealized loss of $39.7 million at March 31, 2025 and a net unrealized loss of $52.7 million at June 30, 2024.
    • As announced on Form 8-K on July 23, 2025, the Board of Directors approved and declared a regular quarterly cash dividend of $0.34 per share of ACNB Corporation common stock for the second quarter, reflecting a $0.02, or 6.3%, increase over the same period of 2024.
    • ACNB repurchased 71,592 shares of ACNB common stock in open market transactions during the three months ended June 30, 2025. On June 18, 2025, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 314,000 shares or approximately 3.0%, of the outstanding shares of ACNB’s common stock.

    “We are pleased to share strong results for the second quarter of 2025 which reflect our first full quarter of combined operations including Traditions Bank, a division of ACNB Bank. After completing the acquisition in early February of this year, we are excited to share that we have successfully completed our system conversion enabling all ACNB Bank customers to bank at any convenient location,” said James P. Helt, ACNB Corporation President and Chief Executive Officer.

    “Our financial results reflect our continued commitment to our community banking business model and to generating long term shareholder value. The quarter was represented by strong profitability, an increase in quarter over quarter net loan growth, stable asset quality and an active capital management strategy supported by a $0.34 second quarter dividend payment and continued open market share repurchases.”

    Mr. Helt continued, “As we look to the remainder of the year, we are focused on managing through the uncertain national economic challenges by continuing to diversify our revenue streams with ACNB Insurance Services, our Wealth Management teams and Traditions Mortgage. We are optimistic that our strong capital position, ample liquidity, superior asset quality metrics and our focus on profitability will enable us to deliver on our commitment to our many different stakeholders.”

    ACNB’s financial results for any periods ended prior to February 1, 2025 reflect ACNB on a standalone basis. As a result, ACNB’s financial results for the three months ended June 30, 2025 may not be directly comparable to prior reported periods.

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    Net Interest Income and Margin

    Net interest income for the three months ended June 30, 2025 totaled $31.0 million, an increase of $10.0 million from the three months ended June 30, 2024 and an increase of $3.9 million from the three months ended March 31, 2025. The increases were driven primarily by the Acquisition. The FTE net interest margin for the three months ended June 30, 2025 was 4.21%, a 39 basis points increase from the three months ended June 30, 2024 and a 14 basis points increase from the three months ended March 31, 2025. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $2.2 million and $1.5 million for the three months ended June 30, 2025 and the three months ended March 31, 2025, respectively. The following discussion of increases in average balances and yields compared to the previous periods were driven primarily by the Acquisition. For the three months ended June 30, 2025, total average loans increased $678.7 million and $217.1 million compared to the three months ended June 30, 2024 and the three months ended March 31, 2025, respectively. The yield on total loans was 6.29% for the three months ended June 30, 2025, an increase of 76 basis points compared to the three months ended June 30, 2024 and an increase of 21 basis points from the three months ended March 31, 2025. For the three months ended June 30, 2025, total average interest- bearing deposits increased $613.8 million from the three months ended June 30, 2024 and increased $203.0 million from the three months ended March 31, 2025. The average rate paid on interest-bearing deposits was 1.49% for the three months ended June 30, 2025, an increase of 70 basis points from the three months ended June 30, 2024 and an increase of 11 basis points from the three months ended March 31, 2025. For the three months ended June 30, 2025, total average noninterest-bearing demand deposits increased $78.0 million from the three months ended June 30, 2024 and increased $50.4 million from the three months ended March 31, 2025.

    Noninterest Income

    Noninterest income for the three months ended June 30, 2025 was $8.7 million, an increase of $2.3 million from the three months ended June 30, 2024 and an increase of $1.5 million from the three months ended March 31, 2025. Gain from mortgage loans held for sale for the three months ended June 30, 2025 was $1.6 million, an increase of $1.5 million from the three months ended June 30, 2024 and an increase of $720 thousand from the three months ended March 31, 2025. Insurance commissions for the three months ended June 30, 2025 were $2.9 million, an increase of $161 thousand from the three months ended June 30, 2024 driven primarily by timing of policy renewals and new business and an increase of $761 thousand from the three months ended March 31, 2025 driven primarily by seasonally stronger policy renewals and an increase in contingent commission income during the three months ended June 30, 2025 for contingent commissions earned in 2024. Service charges on deposits were $1.2 million, an increase of $158 thousand from the three months ended June 30, 2024 and an increase of $85 thousand from the three months ended March 31, 2025 driven primarily by the Acquisition.

    Noninterest Expense

    Noninterest expense for the three months ended June 30, 2025 increased $9.0 million from the three months ended June 30, 2024 and decreased $4.0 million from the three months ended March 31, 2025. Merger-related expenses totaled $1.9 million for the three months ended June 30, 2025 compared to $23 thousand for the three months ended June 30, 2024 and $8.0 million for the three months ended March 31, 2025. Salaries and employee benefits expense increased $3.3 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $832 thousand compared to three months ended March 31, 2025 driven primarily by an increased number of employees attributable to the Acquisition, merit increases and higher mortgage commissions. Net occupancy increased $286 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 driven primarily by the Acquisition and decreased $165 thousand compared to the three months ended March 31, 2025 driven primarily by lower snow removal costs. Equipment expense increased $969 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $259 thousand compared to the three months ended March 31, 2025 driven primarily by the Acquisition and the implementation of new additional products into our core processing system. Other tax decreased $136 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and decreased $307 thousand compared to the three months ended March 31, 2025 driven primarily by earned income tax credits recognized in the period. Intangible assets amortization increased $826 thousand during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $284 thousand compared to the three months ended March 31, 2025 driven by the Acquisition. Other increased $1.5 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 and increased $1.0 million compared to the three months ended March 31, 2025 driven primarily by the Acquisition, earned income tax related donations, and higher internet banking services.

    Loans and Asset Quality

    Total loans outstanding were $2.34 billion at June 30, 2025, an increase of $19.6 million from March 31, 2025 and an increase of $662.2 million from June 30, 2024. The growth from March 31, 2025 was spread across real estate construction, commercial and industrial, home equity lines of credit and residential mortgage. The increase compared to June 30, 2024 was spread across all loan categories and was driven primarily by the Acquisition. The allowance for credit losses was $24.4 million at June 30, 2025, a decrease of $293 thousand compared to March 31, 2025 and an increase of $7.2 million compared to June 30, 2024. The decrease compared to March 31, 2025 was driven primarily by the incorporation of post-COVID lower credit loss history in the bank’s allowance for credit losses model. The increase compared to June 30, 2024 was driven primarily by the Acquisition. The allowance for unfunded commitments was $1.5 million at June 30, 2025, a decrease of $354 thousand compared to March 31, 2025 and an increase of $219 thousand compared to June 30, 2024. The decrease compared to March 31, 2025 was driven primarily by the incorporation of post-COVID lower credit loss history in the bank’s allowance for unfunded commitments model and lower commitments. The increase compared to June 30, 2024 was driven primarily by the Acquisition.

    Non-performing loans were $10.1 million, or 0.43%, of total loans, net of unearned income, at June 30, 2025 compared to $10.0 million, or 0.43%, of total loans at March 31, 2025 and $3.1 million, or 0.19%, of total loans at June 30, 2024. The increase in non-performing loans at June 30, 2025 compared to June 30, 2024 was driven primarily by one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during 2024 and by the Acquisition. Annualized net charge-offs for the three months ended June 30, 2025 were 0.01% of total average loans compared to 0.01% for the three months ended March 31, 2025 and 0.00% for the three months ended June 30, 2024.

    Deposits and Borrowings

    Deposits totaled $2.52 billion at June 30, 2025, a decrease of $15.5 million from March 31, 2025 and an increase of $686.0 million from June 30, 2024. Included in total deposits at June 30, 2025 were $568.3 million of noninterest-bearing deposits, which increased $5.6 million and $88.6 million from March 31, 2025 and June 30, 2024, respectively. Total interest-bearing deposits were $1.96 billion at June 30, 2025 a decrease of $21.1 million from March 31, 2025 and an increase of $597.4 million from June 30, 2024. The decrease from March 31, 2025 was driven primarily by the withdrawal of a significant 1031 Exchange deposit held on behalf of a commercial customer. Time deposits, included in interest-bearing deposits, increased $3.3 million and $225.0 million since March 31, 2025 and June 30, 2024, respectively. In June 2025, ACNB Bank issued $20.0 million in brokered time deposits to partially offset the 1031 Exchange deposit withdrawal and the maturity of a $5.0 million brokered deposit during the quarter. The overall increase in total deposits compared to June 30, 2024 was driven primarily by the Acquisition.

    Total borrowings were $298.4 million at June 30, 2025, a decrease of $1.1 million and $5.9 million compared to March 31, 2025 and June 30, 2024, respectively.

    Stockholders’ Equity

    Total stockholders’ equity was $395.2 million at June 30, 2025 compared to $386.9 million at March 31, 2025 and $289.3 million at June 30, 2024. The increase at June 30, 2025 compared to March 31, 2025 was driven primarily by net income of $11.6 million slightly offset by dividends paid of $3.5 million and common stock repurchased of $3.1 million for the three months ended June 30, 2025. The increase at June 30, 2025 compared to June 30, 2024 was driven primarily by the common stock equity issued in the Acquisition.

    Tangible book value1 per share was $29.30, $28.23 and $27.82 at June 30, 2025, March 31, 2025 and June 30, 2024, respectively.

    ACNB repurchased 71,592 shares of ACNB common stock in open market transactions during the three months ended June 30, 2025. On June 18, 2025, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 314,000 shares or approximately 3.0%, of the outstanding shares of ACNB’s common stock. This new common stock open market repurchase plan replaces and supersedes any and all earlier announced repurchase plans. There were no shares repurchased under this plan during the three months ended June 30, 2025.

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    About ACNB Corporation

    ACNB Corporation, headquartered in Gettysburg, PA, is the independent $3.26 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, including its operating divisions Traditions Bank and Traditions Mortgage, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 33 community banking offices and one loan office located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York, and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance serving personal and commercial clients through office locations in Westminster, MD and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com.

    SAFE HARBOR AND FORWARD-LOOKING STATEMENTS – Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of the Corporation’s consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC.

    ACNB #2025-10
    July 24, 2025

    ACNB Corporation Financial Highlights Selected Financial Data by Respective Quarter End (Unaudited)
     
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024
    BALANCE SHEET DATA          
    Total Assets $         3,259,528   $ 3,270,041   $ 2,394,830   $ 2,420,914   $ 2,457,753  
    Investment securities   520,758     521,306     459,472     483,604     483,868  
    Total loans, net of unearned income   2,341,816     2,322,209     1,682,910     1,677,112     1,679,600  
    Allowance for credit losses   (24,353 )   (24,646 )   (17,280 )   (17,214 )   (17,162 )
    Deposits   2,524,541     2,540,009     1,792,501     1,791,317     1,838,588  
    Allowance for unfunded commitments   1,529     1,883     1,394     1,349     1,310  
    Borrowings   298,395     299,531     271,159     293,091     304,286  
    Stockholders’ equity   395,151     386,883     303,273     306,755     289,331  
    INCOME STATEMENT DATA          
    Interest and dividend income $         41,576   $ 36,290   $ 27,381   $ 27,241   $ 26,869  
    Interest expense   10,564     9,200     6,269     6,299     5,905  
    Net interest income   31,012     27,090     21,112     20,942     20,964  
    (Reversal of) provision for credit losses   (228 )   5,968     249     81     (2,990 )
    (Reversal of) provision for unfunded commitments   (354 )   (480 )   44     40     (259 )
    Net interest income after (reversal of) provisions for credit losses and unfunded commitments   31,594     21,602     20,819     20,821     24,213  
    Noninterest income   8,682     7,184     5,803     6,833     6,427  
    Noninterest expenses   25,366     29,335     18,388     18,244     16,391  
    Income (loss) before income taxes   14,910     (549 )   8,234     9,410     14,249  
    Income tax expense (benefit)   3,262     (277 )   1,639     2,206     2,970  
    Net income (loss) $         11,648   $ (272 ) $ 6,595   $ 7,204   $ 11,279  
    PROFITABILITY RATIOS          
    Total loans, net of unearned income to deposits   92.76 %   91.43 %   93.89 %   93.62 %   91.35 %
    Return on average assets (annualized)   1.43     (0.04 )   1.08     1.17     1.86  
    Return on average equity (annualized)   11.96     (0.31 )   8.57     9.63     16.12  
    Efficiency ratio1   56.21     60.13     63.83     60.56     58.61  
    FTE Net interest margin   4.21     4.07     3.81     3.77     3.82  
    Yield on average earning assets   5.64     5.45     4.93     4.90     4.89  
    Yield on investment securities   2.95     2.91     2.58     2.59     2.65  
    Yield on total loans   6.29     6.08     5.61     5.56     5.53  
    Cost of funds   1.50     1.45     1.19     1.19     1.12  
    PER SHARE DATA          
    Diluted earnings (loss) per share $         1.11   $ (0.03 ) $ 0.77   $ 0.84   $ 1.32  
    Cash dividends paid per share   0.34     0.32     0.32     0.32     0.32  
    Tangible book value per share1   29.30     28.23     29.51     29.90     27.82  
    CAPITAL RATIOS2
    Tier 1 leverage ratio   10.97 %   11.81 %   12.52 %   12.46 %   12.25 %
    Common equity tier 1 ratio   13.96     13.65     16.27     16.07     15.78  
    Tier 1 risk based capital ratio   14.17     13.86     16.56     16.36     16.07  
    Total risk based capital ratio   15.75     15.45     18.36     18.15     17.86  
    CREDIT QUALITY                              
    Net charge-offs to average loans outstanding (annualized)   0.01 %   0.01 %   0.04 %   0.01 %   0.00 %
    Total non-performing loans to total loans, net of unearned income3   0.43     0.43     0.40     0.39     0.19  
    Total non-performing assets to total assets4   0.31     0.32     0.30     0.29     0.14  
    Allowance for credit losses to total loans, net of unearned income   1.04     1.06     1.03     1.03     1.02  
                                   

    _______________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
    2 Regulatory capital ratios as of June 30, 2025 are preliminary.
    3 Non-performing Loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.
    4 Non-performing Assets consists of Non-performing Loans and Foreclosed assets held for resale.

    Consolidated Statements of Condition
    (Unaudited)
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 June 30, 2024
    ASSETS      
    Cash and due from banks $         32,834   $ 23,422   $ 26,681  
    Interest-bearing deposits with banks   70,275     100,141     59,593  
    Total Cash and Cash Equivalents   103,109     123,563     86,274  
    Equity securities with readily determinable fair values   936     933     919  
    Investment securities available for sale, at estimated fair value   455,317     455,819     418,364  
    Investment securities held to maturity, at amortized cost (fair value $56,420, $56,219 and $57,026)   64,505     64,554     64,585  
    Loans held for sale   16,455     21,413     1,801  
    Total loans, net of unearned income   2,341,816     2,322,209     1,679,600  
    Less: Allowance for credit losses   (24,353 )   (24,646 )   (17,162 )
    Loans, net   2,317,463     2,297,563     1,662,438  
    Premises and equipment, net   31,581     32,398     25,760  
    Right of use asset   4,657     5,440     2,278  
    Restricted investment in bank stocks   13,533     13,560     11,853  
    Investment in bank-owned life insurance   96,104     98,814     80,841  
    Investments in low-income housing partnerships   814     846     940  
    Goodwill   64,449     64,449     44,185  
    Intangible assets, net   24,694     25,835     8,446  
    Foreclosed assets held for resale   32     438     406  
    Other assets   65,879     64,416     48,663  
    Total Assets $         3,259,528   $ 3,270,041   $ 2,457,753  
           
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Deposits:      
    Noninterest-bearing $         568,301   $ 562,700   $ 479,726  
    Interest-bearing   1,956,240     1,977,309     1,358,862  
    Total Deposits   2,524,541     2,540,009     1,838,588  
    Short-term borrowings   43,041     44,188     48,974  
    Long-term borrowings   255,354     255,343     255,312  
    Lease liability   4,946     5,790     2,278  
    Allowance for unfunded commitments   1,529     1,883     1,310  
    Other liabilities   34,966     35,945     21,960  
    Total Liabilities   2,864,377     2,883,158     2,168,422  
           
    Stockholders’ Equity:      
    Preferred Stock, $2.50 par value; 20,000,000 shares authorized; no shares outstanding at June 30, 2025, March 31, 2025 and June 30, 2024            
    Common stock, $2.50 par value; 20,000,000 shares authorized; 11,017,121, 11,011,051, and 8,934,495 shares issued; 10,478,149, 10,543,671, and 8,545,629 shares outstanding at June 30, 2025, March 31, 2025 and June 30, 2024, respectively   27,539     27,521     22,330  
    Treasury stock, at cost; 538,972, 467,380, and 388,866 at June 30, 2025, March 31, 2025, and June 30, 2024, respectively   (17,167 )   (14,309 )   (11,101 )
    Additional paid-in capital   178,553     178,011     98,230  
    Retained earnings   239,077     230,978     226,271  
    Accumulated other comprehensive loss   (32,851 )   (35,318 )   (46,399 )
    Total Stockholders’ Equity   395,151     386,883     289,331  
    Total Liabilities and Stockholders’ Equity $         3,259,528   $ 3,270,041   $ 2,457,753  
                       
    Consolidated Income Statements
    (Unaudited)
     
      Three Months Ended June 30, Six Months Ended June 30,
    (Dollars in thousands, except per share data)   2025     2024     2025     2024  
    INTEREST AND DIVIDEND INCOME        
    Loans, including fees        
    Taxable $         36,555   $ 22,675   $         68,231   $ 44,145  
    Tax-exempt   317     313     609     632  
    Investment securities:        
    Taxable   3,283     2,665     6,185     5,576  
    Tax-exempt   283     284     571     568  
    Dividends   307     248     647     488  
    Other   831     684     1,623     1,434  
    Total Interest and Dividend Income   41,576     26,869     77,866     52,843  
    INTEREST EXPENSE        
    Deposits   7,284     2,643     13,280     4,803  
    Short-term borrowings   341     304     635     643  
    Long-term borrowings   2,939     2,958     5,849     5,840  
    Total Interest Expense   10,564     5,905     19,764     11,286  
    Net Interest Income   31,012     20,964     58,102     41,557  
    (Reversal of) provision for credit losses   (228 )   (2,990 )   5,740     (2,767 )
    (Reversal of) provision for unfunded commitments   (354 )   (259 )   (834 )   (410 )
    Net Interest Income after (Reversal of) Provisions for Credit Losses and Unfunded Commitments   31,594     24,213     53,196     44,734  
    NONINTEREST INCOME        
    Insurance commissions   2,908     2,747     5,055     4,862  
    Service charges on deposits   1,179     1,021     2,273     2,012  
    Wealth management   1,090     1,069     2,150     2,031  
    Gain from mortgage loans held for sale   1,575     34     2,430     82  
    ATM debit card charges   905     841     1,736     1,660  
    Earnings on investment in bank-owned life insurance   627     493     1,207     970  
    Gain on life insurance proceeds   31         285      
    Net gains on sales or calls of investment securities   22         22     69  
    Net gains (losses) on equity securities   3     1     17     (9 )
    Other   342     221     691     417  
    Total Noninterest Income   8,682     6,427     15,866     12,094  
    NONINTEREST EXPENSES        
    Salaries and employee benefits   13,693     10,426     26,554     21,594  
    Equipment   2,539     1,570     4,819     3,299  
    Net occupancy   1,277     991     2,719     2,121  
    Professional services   743     529     1,320     1,145  
    FDIC and regulatory   435     348     836     723  
    Other tax   220     356     747     726  
    Intangible assets amortization   1,141     315     1,998     636  
    Merger-related   1,943     23     9,974     23  
    Other   3,375     1,833     5,734     3,786  
    Total Noninterest Expenses   25,366     16,391     54,701     34,053  
    Income Before Income Taxes   14,910     14,249     14,361     22,775  
    Income tax expense   3,262     2,970     2,985     4,728  
    Net Income $         11,648   $ 11,279   $         11,376   $ 18,047  
    PER SHARE DATA        
    Basic earnings $         1.11   $ 1.32   $         1.12   $ 2.12  
    Diluted earnings $         1.11   $ 1.32   $         1.12   $ 2.12  
    Weighted average shares basic   10,451,469     8,502,268     10,130,666     8,497,686  
    Weighted average shares diluted   10,487,519     8,540,706     10,157,331     8,526,177  
                             
    Average Balances, Income and Expenses, Yields and Rates
            
      Three months ended
    June 30, 2025
    Three months ended
    March 31, 2025
    Three months ended
    December 31, 2024
    Three months ended
    September 30, 2024
    Three months ended
    June 30, 2024
    (Dollars in thousands) Average
    Balance
    Interest1 Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    Average
    Balance

    Interest1

    Yield/
    Rate
    ASSETS                            
    Loans:                            
    Taxable $ 2,296,429   $ 36,555   6.38 % $ 2,080,231   $ 31,676 6.18 % $ 1,619,245   $ 23,294 5.72 % $ 1,618,879   $ 23,108 5.68 % $ 1,612,380   $ 22,675 5.66 %
    Tax-exempt   58,903     401   2.73     57,969     370 2.59     57,683     366 2.52     62,401     394 2.51     64,276     396 2.48  
    Total Loans2   2,355,332     36,956   6.29     2,138,200     32,046 6.08     1,676,928     23,660 5.61     1,681,280     23,502 5.56     1,676,656     23,071 5.53  
    Investment Securities:                                  
    Taxable   482,933     3,590   2.98     447,986     3,242 2.93     431,338     2,786 2.57     441,135     2,868 2.59     442,390     2,913 2.65  
    Tax-exempt   54,261     358   2.65     54,659     365 2.71     54,453     359 2.62     54,549     359 2.62     54,644     359 2.64  
    Total Investments3   537,194     3,948   2.95     502,645     3,607 2.91     485,791     3,145 2.58     495,684     3,227 2.59     497,034     3,272 2.65  
    Interest-bearing deposits with banks   77,348     831   4.31     73,181     792 4.39     60,104     728 4.82     48,794     670 5.46     50,851     684 5.41  
    Total Earning Assets   2,969,874     41,735   5.64     2,714,026     36,445 5.45     2,222,823     27,533 4.93     2,225,758     27,399 4.90     2,224,541     27,027 4.89  
    Cash and due from banks   25,610               20,603         20,413         21,684         21,041      
    Premises and equipment   32,019               29,903         25,679         25,716         25,903      
    Other assets   255,624               224,522         181,180         184,105         187,937      
    Allowance for credit losses   (24,615 )             (19,939 )       (17,153 )       (17,147 )       (20,124 )    
    Total Assets $ 3,258,512             $ 2,969,115       $ 2,432,942       $ 2,440,116       $ 2,439,298      
    LIABILITIES                                      
    Interest-bearing demand deposits $ 612,812   $         514   0.34 % $ 573,341     $ 524   0.37 % $ 519,833     $ 511   0.39 % $ 518,368     $ 552   0.42 % $ 513,163     $ 275   0.22 %
    Money markets   536,755     2,706   2.02     447,297       1,984   1.80     251,781       747   1.18     246,653       692   1.12     248,191       613   0.99  
    Savings deposits   342,327     27   0.03     331,103       27   0.03     315,512       34   0.04     318,291       26   0.03     327,274       30   0.04  
    Time deposits   473,589     4,037   3.42     410,749       3,461   3.42     268,559       1,987   2.94     258,053       1,842   2.84     263,045       1,725   2.64  
    Total Interest-Bearing Deposits   1,965,483     7,284   1.49     1,762,490       5,996   1.38     1,355,685       3,279   0.96     1,341,365       3,112   0.92     1,351,673       2,643   0.79  
    Short-term borrowings   44,515     341   3.07     38,721       294   3.08     23,087       12   0.21     38,666       204   2.10     37,256       304   3.28  
    Long-term borrowings   255,347     2,939   4.62     257,558       2,910   4.58     255,326       2,978   4.64     255,316       2,983   4.65     255,305       2,958   4.66  
    Total Borrowings   299,862     3,280   4.39     296,279       3,204   4.39     278,413       2,990   4.27     293,982       3,187   4.31     292,561       3,262   4.48  
    Total Interest-Bearing Liabilities   2,265,345     10,564   1.87     2,058,769       9,200   1.81     1,634,098       6,269   1.53     1,635,347       6,299   1.53     1,644,234       5,905   1.44  
    Noninterest-bearing demand deposits   563,321         512,966           464,949           477,350           485,351        
    Other liabilities   39,271         36,934           27,887           29,946           28,348        
    Stockholders’ Equity   390,575         360,446           306,008           297,473           281,365        
    Total Liabilities and Stockholders’ Equity $ 3,258,512       $ 2,969,115         $ 2,432,942         $ 2,440,116         $ 2,439,298        
    Taxable Equivalent Net Interest Income     31,171           27,245           21,264           21,100           21,122    
    Taxable Equivalent Adjustment     (159 )         (155 )         (152 )         (158 )         (158 )  
    Net Interest Income   $ 31,012         $ 27,090         $ 21,112         $ 20,942         $ 20,964    
    Cost of Funds     1.50 %       1.45 %       1.19 %       1.19 %       1.12 %
    FTE Net Interest Margin     4.21 %       4.07 %       3.81 %       3.77 %       3.82 %
                                                     

    _______________
    1
    Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate.
    2 Average balances include non-accrual loans and are net of unearned income.
    3 Average balances of investment securities is computed at fair value.

    Average Balances, Income and Expenses, Yields and Rates
                                       
      Six months ended June 30, 2025   Six months ended June 30, 2024
    (Dollars in thousands)   Average Balance     Interest1   Yield/ Rate       Average Balance     Interest1   Yield/ Rate  
    ASSETS                                  
    Loans:                                  
    Taxable $         2,188,852   $         68,231   6.29 %   $ 1,592,745   $ 44,145   5.57 %
    Tax-exempt   58,438     771   2.66       65,050   800   2.47  
    Total Loans2   2,247,290     69,002   6.19       1,657,795   44,945   5.45  
    Investment Securities:                    
    Taxable   465,556     6,832   2.96       454,928   6,064   2.68  
    Tax-exempt   54,459     723   2.68       54,692   719   2.64  
    Total Investments3   520,015     7,555   2.93       509,620   6,783   2.68  
    Interest-bearing deposits with banks   75,276     1,623   4.35       52,504   1,434   5.49  
    Total Earning Assets   2,842,581     78,180   5.55       2,219,919   53,162   4.82  
    Cash and due from banks   23,120             20,790      
    Premises and equipment   30,967             26,051      
    Other assets   240,235             187,458      
    Allowance for credit losses   (22,290 )           (20,044 )    
    Total Assets $         3,114,613           $ 2,434,174      
    LIABILITIES            
    Interest-bearing demand deposits $         593,185   $         1,038   0.35 %   $ 512,932   $ 540   0.21 %
    Money markets   492,273     4,690   1.92       248,244     1,149   0.93  
    Savings deposits   336,746     54   0.03       331,244     58   0.04  
    Time deposits   442,343     7,498   3.42       253,763     3,056   2.42  
    Total Interest-Bearing Deposits   1,864,547     13,280   1.44       1,346,183     4,803   0.72  
    Short-term borrowings   41,634     635   3.08       42,170     643   3.07  
    Long-term borrowings   256,447     5,849   4.60       252,004     5,840   4.66  
    Total Borrowings   298,081     6,484   4.39       294,174     6,483   4.43  
    Total Interest-Bearing Liabilities   2,162,628     19,764   1.84       1,640,357     11,286   1.38  
    Noninterest-bearing demand deposits   538,282             485,999          
    Other liabilities   38,109             27,626          
    Stockholders’ Equity   375,594             280,192          
    Total Liabilities and Stockholders’ Equity $         3,114,613           $ 2,434,174          
    Taxable Equivalent Net Interest Income     58,416             41,876    
    Taxable Equivalent Adjustment     (314 )           (319 )  
    Net Interest Income   $         58,102           $ 41,557    
    Cost of Funds     1.48 %       1.07 %
    FTE Net Interest Margin     4.14 %       3.79 %

    _______________
    1 Income on interest-earning assets has been computed on a fully taxable equivalent basis (FTE) using the 21% federal income tax statutory rate.
    2 Average balances include non-accrual loans and are net of unearned income.
    3 Average balances of investment securities is computed at fair value.

    Non-GAAP Reconciliation

    Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non- GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.

      Three Months Ended
    (Dollars in thousands, except per share data) June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024
    Tangible book value per share          
    Stockholders’ equity $         395,151   $ 386,883   $ 303,273   $ 306,755   $ 289,331  
    Less: Goodwill and intangible assets   (89,143 )   (90,284 )   (52,023 )   (52,327 )   (52,631 )
    Tangible common stockholders’ equity (numerator) $         306,008   $ 296,599   $ 251,250   $ 254,428   $ 236,700  
    Shares outstanding, less unvested shares, end of period (denominator)   10,442,269     10,506,822     8,515,347     8,510,187     8,507,191  
    Tangible book value per share $         29.30   $ 28.23   $ 29.51   $ 29.90   $ 27.82  
    Tangible common equity to tangible assets (TCE/TA Ratio)          
    Tangible common stockholders’ equity (numerator) $         306,008   $ 296,599   $ 251,250   $ 254,428   $ 236,700  
    Total assets $         3,259,528   $ 3,270,041   $ 2,394,830   $ 2,420,914   $ 2,457,753  
    Less: Goodwill and intangible assets   (89,143 )   (90,284 )   (52,023 )   (52,327 )   (52,631 )
    Total tangible assets (denominator) $         3,170,385   $ 3,179,757   $ 2,342,807   $ 2,368,587   $ 2,405,122  
    Tangible common equity to tangible assets   9.65 %   9.33 %   10.72 %   10.74 %   9.84 %
    Efficiency Ratio          
    Noninterest expense $         25,366   $ 29,335   $ 18,388   $ 18,244   $ 16,391  
    Less: Intangible amortization   1,141     857     304     304     315  
    Less: Merger-related expense   1,943     8,031     885     1,137     23  
    Noninterest expense (numerator) $         22,282   $ 20,447   $ 17,199   $ 16,803   $ 16,053  
    Net interest income $         31,012   $ 27,090   $ 21,112   $ 20,942   $ 20,964  
    Plus: Total noninterest income   8,682     7,184     5,803     6,833     6,427  
    Less: Gain on life insurance proceeds   31     254              
    Less: Net gains on sales or calls of securities   22                  
    Less: Net gains (losses) on equity securities   3     14     (28 )   28     1  
    Total revenue (denominator) $         39,638   $ 34,006   $ 26,943   $ 27,747   $ 27,390  
    Efficiency ratio   56.21 %   60.13 %   63.83 %   60.56 %   58.61 %
                                   
    Contact:    Jason H. Weber
    EVP/Treasurer & Chief Financial Officer
    717.339.5090
    jweber@acnb.com
         

    The MIL Network

  • MIL-OSI: Trader AI: This Trader AI App Sets New Standard in AI-Driven Trading with Unmatched Security and User Approval

    Source: GlobeNewswire (MIL-OSI)

    New York City, NY, July 24, 2025 (GLOBE NEWSWIRE) — Trader AI, a pioneering fintech platform specializing in AI-powered cryptocurrency trading, today announces the launch of its fully integrated trading robot tailored specifically for Canadian investors. Building on extensive development and rigorous testing, Trader AI delivers a secure, compliant, and highly automated solution designed to help both novice and experienced traders optimize returns while effectively managing risk.

    By seamlessly combining advanced machine learning algorithms, real-time market analysis, and regulatory compliance, Trader AI establishes itself as a frontrunner in the emerging landscape of AI-driven crypto trading. With the cryptocurrency market expanding rapidly—exceeding USD 50 billion in annual trading volume—investors are seeking innovative tools that simplify trading processes without compromising on security or transparency. Trader AI’s newly announced features and localized support address these needs directly, empowering Canadians to participate confidently in digital asset markets.

    Key Highlights:

    • AI-Powered Signal Generation: Proprietary machine learning models continuously scan global crypto markets to identify high-probability trade setups across major coins—including Bitcoin (BTC), Ethereum (ETH), and top altcoins—enabling swift, data-driven decision-making.
    • Fully Automated Execution: Direct API integrations with FINTRAC-registered Canadian brokerages ensure that algorithmic signals translate instantly into live orders, minimizing latency and slippage.
    • User-Centric Interface: A clean, intuitive dashboard guides users from registration to live trading in under 20 minutes, supported by a built-in demo mode for risk-free practice and an optional manual trading toggle for advanced traders.
    • Robust Risk Management: Dynamic stop-loss and take-profit mechanisms adjust automatically to real-time volatility metrics, while customizable position-sizing algorithms safeguard capital with preset risk thresholds.
    • Transparent Fee Structure: Trader AI requires a minimum deposit of USD 250 and operates commission-free—fees are embedded solely within market-standard spreads, ensuring full cost transparency.
    • Canadian-Focused Compliance: With partnerships in Ontario and British Columbia, Trader AI operates alongside regulated broker-dealers, maintains PIPEDA-aligned data practices, and offers optional KYC verification for withdrawals exceeding CAD 2,000 per month.
    • Localized Support & Education: 24/7 live chat, toll-free phone lines, region-specific webinars on taxation and compliance, and a bilingual knowledge base demonstrate Trader AI’s commitment to serving Canada’s diverse trading community.

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    Trader AI’s Mission: Democratizing Crypto Trading 

    In recent years, the cryptocurrency sector has witnessed explosive growth—often accompanied by elevated volatility, regulatory uncertainty, and a steep learning curve for newcomers. Recognizing these challenges, Trader AI was conceived to bridge the gap between sophisticated algorithmic trading and accessibility for everyday Canadians. By leveraging artificial intelligence, the platform aims to automate labor-intensive tasks such as trend analysis, technical indicator computation, and real-time order generation, freeing users from the need to monitor markets around the clock.

    How Trader AI Works: A Technical Overview

    According to official website, Trader AI’s core engine is anchored in a multi-layered AI architecture that integrates supervised learning, deep neural networks, and real-time data aggregation. Below is an outline of the platform’s operational framework:

    1. Comprehensive Market Data Aggregation
      • Trader AI continuously ingests live order book data, trade histories, volume indicators, and social sentiment inputs from over 20 global exchanges.
      • All incoming data undergoes cleaning and normalization, ensuring consistency for downstream machine learning modules.
    2. Machine Learning and Pattern Recognition
      • A combination of supervised models—trained on historical price movements from January 2017 to December 2024—and unsupervised clustering algorithms identify characteristic market patterns, such as sudden volume surges, technical divergence, and on-chain network activity that historically precedes price shifts.
      • Periodic model retraining occurs every four weeks, incorporating the most recent market data to adapt to evolving conditions.
    3. Signal Generation and Scoring
      • When the AI identifies a pattern that meets predefined confidence thresholds (typically 70–85% probability), it issues a trade signal complete with suggested entry price, stop-loss, take-profit levels, and ideal position size relative to account equity.
      • Each signal is assigned a Signal Quality Score (SQS)—a proprietary metric ranging from 0 to 100—that reflects confidence based on factors such as liquidity depth, volatility, and historical win rate for similar setups.
    4. Automated Order Execution
      • Upon user authorization (via the “Auto-Trade” toggle), signals are dispatched instantly through secure API connections to partnered Canadian brokerages and select international exchanges.
      • In live conditions, orders are executed with an average round-trip latency of under 150 milliseconds, minimizing the risk of slippage during periods of heightened volatility.
    5. Dynamic Risk Management
      • Stop-loss and take-profit parameters adjust in real-time based on Average True Range (ATR) and Bollinger Band expansions. For example, if an asset’s 24-hour volatility spikes above 8%, the AI narrows stop-loss bands by 10–15% to limit drawdown.
      • The platform’s Position Sizing Algorithm (PSA) calculates optimal trade size by referencing account balance, risk tolerance (e.g., 1–3% per trade), and portfolio diversification targets. Any deviation beyond preset risk thresholds triggers an automated alert or halts new allocations.

    Registration and Onboarding: Getting Started in Minutes

    Trader AI’s streamlined registration process has been optimized for speed, transparency, and regulatory compliance—ensuring that Canadian clients can begin trading quickly without unnecessary hurdles. The following steps outline the typical user journey from initial sign-up to live trading:

    1. Account Creation
      • Visit official website homepage, click “Sign Up,” and complete the registration form with basic information:
        • Full legal name
        • Email address
        • Country of residence (preselected as based on IP detection)
        • Phone number (for 2FA and important notifications)
      • Users must acknowledge the platform’s Terms of Service and Privacy Policy, both of which include specific disclosures regarding data handling under PIPEDA regulations.
    2. Email and Phone Verification
      • An email containing a verification link is sent immediately; clicking the link confirms the email address.
      • A one-time code (OTP) is dispatched to the registered phone number. Entering this code completes the two-step verification process.
    3. Demo Account Activation
      • Without any deposit requirement, new users receive CAD 10,000 in virtual funds to explore the platform’s features and test AI-generated signals.
      • The demo environment simulates real market conditions, including bid-ask spreads and execution latencies, enabling risk-free practice trades.
    4. Minimum Deposit and Funding Options
      • To transition from demo to live trading, a minimum deposit of USD 250 is required.
      • Canadian users may fund accounts via:
        • Interac e-Transfer: Funds clear within 1–2 business hours.
        • Credit/Debit Card (Visa/Mastercard): Instant funding up to CAD 5,000 per day for non-verified accounts.
        • Wire Transfer: Larger deposit limits (up to CAD 50,000 daily) with a 1–2 business day processing time.
      • Immediately after deposit confirmation, live trading features unlock—allowing users to choose between fully automated or manual signal execution.
    5. Optional KYC Verification
      • For withdrawals exceeding CAD 2,000 per month, users are prompted to complete Know Your Customer (KYC) verification by uploading:
        • A government-issued photo ID (e.g., driver’s license, passport)
        • Proof of address (e.g., utility bill, bank statement dated within the last 90 days)
      • KYC checks typically finalize within 24–48 hours, though urgent requests may be expedited upon user inquiry.
    6. Live Trading Activation
      • With funds deposited and (if necessary) KYC cleared, users can configure initial risk parameters—such as daily drawdown limits, maximum open trades, and preferred asset baskets.
      • The AI engine is now primed to generate signals. Traders can elect “Auto-Trade” to allow fully automated execution or opt to review and manually approve each AI recommendation.

    Core Features and Functionalities

    As per official website, Trader AI’s feature set has been refined to balance sophistication with usability—addressing the distinct needs of Canada’s diverse trading population. The following sections highlight the platform’s most compelling capabilities:

    1. AI-Powered Trade Signals

    • Proprietary Algorithms: Trader AI’s AI suite includes recurrent neural networks (RNNs) and convolutional neural networks (CNNs), which process time-series price data, order flow imbalances, and macroeconomic indicators to forecast short-term price movements.
    • Cross-Asset Analysis: Signals are not isolated to single-asset momentum. The system examines correlations between Bitcoin, major equities indices, and global macro events—such as central bank announcements—to adjust trading thresholds.
    • Signal Quality Score (SQS): Each trade recommendation includes an SQS metric (0–100) reflecting confidence based on factors like market depth, recent volatility shifts, and historical win rates for analogous setups. Users can filter signals by minimum SQS thresholds (e.g., ≥ 70) to ensure high-probability engagement.

    2. Automated Trade Execution

    • API Integrations: Trader AI maintains secure API connections with FINTRAC-registered Canadian brokerages—such as Maple Brokerage and Aurora Digital Assets—and renowned international exchanges. This reduces counterparty risk by routing orders through regulated entities rather than holding funds internally.
    • Low-Latency Order Routing: By co-locating servers near major exchange matching engines, Trader AI achieves average order round-trip times under 150 ms. This is critical during rapid price fluctuations when even small delays can erode profit margins.
    • Slippage Control: Users may elect “Maximum Slippage Tolerance” parameters (e.g., 0.1%–0.5% of trade size) to prevent orders from executing at disadvantageous prices. If slippage exceeds the user-defined threshold, orders are canceled automatically.

    3. Customizable Strategy Settings

    • Risk Tolerance Profiles: “Conservative,” “Moderate,” and “Aggressive” presets allow users to quickly adopt risk frameworks aligned with their goals. Conservative settings limit daily drawdown to 2% of account equity and cap leverage at 2x; moderate settings permit up to 4% drawdown and 5x leverage; aggressive settings enable up to 6% drawdown and 10x leverage (subject to brokerage approvals).
    • Asset Basket Creation: User-defined “Smart Baskets” group multiple cryptocurrencies—such as “Top 5 by Market Cap,” “Emerging DeFi Tokens,” or “Stablecoin Arbitrage.” The platform rebalances these baskets weekly based on performance, market capitalization changes, and liquidity metrics.
    • Volatility-Adaptive Stop-Loss: Stop-loss percentages are not static. Instead, they adjust proportionally to the 14-day Average True Range (ATR) and Bollinger Band expansions. For example, if the ATR for Bitcoin spikes from 2% to 4%, the stop-loss widens by 10–15% to avoid premature exit during heightened volatility.

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    4. Portfolio Diversification Engine

    • Balanced Allocation Recommendations: The AI provides suggested allocation percentages across multiple asset classes—e.g., 40% BTC, 25% ETH, 15% top-10 altcoins, and 20% stablecoins—based on risk-adjusted performance data and user-defined risk tolerance.
    • Correlated Asset Mitigation: By monitoring correlation coefficients between assets (e.g., BTC vs. ETH correlation of 0.85), the platform can reduce overweight positions to minimize systemic exposure. When correlation exceeds 0.9, the AI recommends temporary reallocation to lower-correlation assets.
    • Automated Rebalancing: Weekly portfolio rebalancing ensures that no single asset exceeds preset maximum exposure (e.g., 25% of total equity). If an asset’s value grows beyond this cap, the system executes partial sell orders and redistributes proceeds to underweighted categories.

    5. Comprehensive Reporting and Analytics

    • Real-Time Dashboard: The homepage features live P&L, open trade positions, daily profit percentages, and drawdown statistics. A customizable graph displays historical performance, including monthly ROI comparisons against benchmark indices like the S&P 500 and TSX Composite.
    • Sharpe Ratio & Sortino Ratio: Users can view risk-adjusted performance metrics to gauge risk efficiency. A Sharpe Ratio above 1.5 is highlighted in green, indicating favorable risk-adjusted returns. Sortino Ratio (which penalizes downside volatility) is also displayed for more precise risk assessment.
    • Trade History: A searchable log details each executed trade (entry price, exit price, timestamp, P&L, SQS). Users can filter by asset, date range, or trade outcome (win/loss). CSV export functionality enables further analysis in external tools.

    6. Security and Data Protection

    • SSL Encryption & Data Integrity: All data in transit is encrypted via AES 256-bit SSL/TLS protocols. Sensitive user information—such as login credentials and payment details—resides in encrypted databases with advanced hashing (bcrypt) and tokenization methods.
    • Two-Factor Authentication (2FA): Upon login, users must input their password followed by a one-time code generated through an authenticator app (e.g., Google Authenticator) or delivered via SMS. This two-tier verification effectively prevents unauthorized access, even if credentials are compromised.
    • Third-Party Security Audits: Leading cybersecurity firms—such as CanSecWest Security—conduct quarterly penetration tests and codebase reviews. Summary reports are shared with the Canadian Office of the Privacy Commissioner to demonstrate ongoing compliance with PIPEDA.
    • Data Residency: All Canadian user data is stored on servers located within Canada, ensuring compliance with provincial data sovereignty regulations. Backups occur daily and are encrypted with unique user-specific keys.

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    7. Transparent Fee Structure

    • No Subscription Fees: Trader AI does not charge recurring platform fees—traders benefit from a zero-cost software model.
    • Embedded Spread-Only Costs: All trading costs are embedded in exchange spreads. For example:
      • BTC–USD: Typical spread between 0.10% and 0.20%.
      • ETH–USD: Typical spread between 0.12% and 0.22%.
      • Top Altcoins (e.g., LINK, DOT): Spreads between 0.20% and 0.40%.
    • Withdrawal Fees:
      • Interac e-Transfer (≤ CAD 1,000): Flat CAD 20 fee.
      • Interac e-Transfer (> CAD 1,000): No fee.
      • Wire Transfers: CAD 30 processing fee (waivable for account balances > CAD 10,000).
    • Currency Conversion Markup: For trades executed in USD or other foreign currencies, a transparent 0.25% conversion margin is applied—visibly displayed on the funding page prior to transaction confirmation.

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    Localized Support and Educational Initiatives

    Trader AI’s success in Canada is rooted in its investment in region-specific support and educational resources. Recognizing that regulatory requirements and tax implications for cryptocurrencies vary significantly from country to country, the platform has implemented multiple initiatives to guide Canadian users.

    1. Multi-Channel Customer Support

    • 24/7 Live Chat: Available directly on the website, live chat is staffed around the clock by bilingual (English/French) agents trained in both technical troubleshooting and Canadian regulatory guidelines.
    • Toll-Free Canadian Phone Lines: Operating daily from 8 AM to 8 PM ET, dedicated support lines (1-800-IMPATH1) ensure prompt resolution of urgent issues—ranging from account access difficulties to withdrawal queries.
    • Email Ticketing System: For non-urgent matters, users can submit support tickets via support@immediate-path.com. Average response time is 4–6 hours on weekdays; weekend requests are addressed within 12 hours.

    2. Dedicated Compliance Resources

    • Regulatory Updates Section: A rotating banner on the Trader AI homepage alerts users to any changes in Canadian crypto regulations—such as new FINTRAC reporting guidelines or provincial licensing requirements.
    • Tax Reporting Guides: Downloadable PDFs explain:
      • How to classify various transactions (spot trading, staking rewards, airdrops) for CRA reporting.
      • Strategies for netting gains and losses across multiple wallets and platforms—ensuring accurate portfolio-wide tax calculations.
    • AML & KYC Policy Disclosure: Users can review Trader AI’s anti-money-laundering protocols, including suspicious transaction reporting criteria and process flows for large withdrawals requiring enhanced due diligence.

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    Safety and Security

    As crypto regulatory framework continues to evolve, Trader AI remains committed to exceeding compliance standards and upholding the highest levels of security—minimizing risk for users and partners alike.

    1. Data Privacy and PIPEDA Compliance

    • PIPEDA-Aligned Privacy Policy: Trader AI’s privacy policy explicitly references the Personal Information Protection and Electronic Documents Act (PIPEDA), ensuring that Canadian user data is collected, processed, and stored in accordance with federal requirements.
    • Data Residency: All Canadian user data is housed on servers located within Canadian jurisdiction (Toronto and Montreal data centers), offering additional protection under provincial data sovereignty regulations (e.g., Ontario’s provincial data residency requirements).
    • User Rights: Canadians retain full control over personal information—users can request access, correction, or deletion of their data at any time by contacting privacy@immediate-path.com.

    2. Encryption and Infrastructure Security

    • End-to-End SSL/TLS Encryption: All data transmitted between user browsers and Trader AI’s servers is encrypted via AES 256-bit SSL/TLS protocols, preventing interception or tampering.
    • Hashed Password Storage: User passwords are stored using bcrypt with a work factor of 12, making brute-force compromises computationally infeasible.
    • Intrusion Detection & Multi-Tenant Segmentation: Network traffic is continuously scanned by an Intrusion Detection System (IDS). Each user’s trading environment resides within an isolated container, preventing cross-account data leaks or unauthorized lateral movement by attackers.

    Comparative Performance: Backtesting and Live Results

    Trader AI’s performance results—both in backtesting and real-world conditions—underscore its capability to navigate dynamic crypto landscape:

    Backtesting Overview (January 2020–December 2024)

    • Annualized Return (Conservative Settings): 45%
      • Parameters: Maximum daily drawdown capped at 2%, trades limited to 07:00–16:00 EST (peak liquidity hours), leverage ≤ 2x.
      • Historical drawdown: 12% during March 2020 “Corona Crash.”
    • Annualized Return (Moderate Settings): 70%
      • Parameters: Daily drawdown ≤ 4%, 24/7 trading, leverage ≤ 5x.
      • Historical drawdown: 18% during May 2021 “Altseason Correction.”
    • Annualized Return (Aggressive Settings): 95%
      • Parameters: Daily drawdown ≤ 6%, leverage ≤ 10x, full asset basket allocation including high-volatility DeFi tokens.
      • Historical drawdown: 25% during November 2021 “Crypto Winter II.”

    Metrics

    • Average Win Rate: 62%
    • Average Risk/Reward Ratio: 1:1.8
    • Maximum Drawdown (Conservative): 12%
    • Maximum Drawdown (Aggressive): 25%

    Asset Coverage and Diversification Strategies

    Trader AI supports a broad spectrum of digital assets, enabling traders to construct diversified portfolios that mitigate risk and capture growth across multiple sectors:

    1. Major Cryptocurrencies
      • Bitcoin (BTC): The flagship asset, receiving the highest allocation in most conservative and moderate baskets.
      • Ethereum (ETH): Backbone of decentralized finance (DeFi) and smart contracts, featured prominently.
      • Litecoin (LTC), Bitcoin Cash (BCH), Ripple (XRP), Cardano (ADA): Liquid, established altcoins available for core portfolio building.
    2. Emerging DeFi and Layer-1 Tokens
      • Polkadot (DOT), Solana (SOL), Avalanche (AVAX): Rapidly scaling networks with robust ecosystems—suitable for moderate-risk allocations.
      • Chainlink (LINK), Aave (AAVE), Uniswap (UNI): Leading DeFi and oracle solutions that often exhibit high volatility paired with substantial upside potential.
    3. Metaverse and NFT-Related Tokens
      • Decentraland (MANA), Axie Infinity (AXS), The Sandbox (SAND): Assets tied to virtual real estate and blockchain gaming—ideal for investors seeking exposure to Web3 trends.
    4. Stablecoin Pairs and Hedging Options
      • Tether (USDT), USD Coin (USDC), Dai (DAI): Trader AI’s AI can automatically rotate capital into these stablecoins when market volatility exceeds user-defined thresholds (e.g., 10% 24-hour price swing), preserving equity during short-term drawdowns.
    5. Sector-Specific Baskets
      • “Layer 1 Champions”: Allocation across BTC, ETH, DOT, SOL, AVAX.
      • “DeFi Innovators”: Allocation across LINK, AAVE, UNI, SUSHI, COMP.
      • “Metaverse Mavericks”: Allocation across MANA, AXS, SAND, FLOW.

    Trader AI Knows the Next Move—Be the First to Profit. Download and Trade Today!

    Payments, Fees, and Account Funding

    Trader AI’s commitment to transparency extends to its straightforward funding and fee model. Canadian users benefit from local payment options, minimal entry capital requirements, and no hidden subscription charges.

    1. Minimum Deposit Requirement

    • Base Capital: USD 250 (equivalent to approximately CAD 330 at current exchange rates).
    • Deposit Methods for Canadians:
      • Interac e-Transfer: Typical processing time of 1–2 business hours; no fees for deposits over CAD 1,000; flat CAD 20 fee for deposits ≤ CAD 1,000.
      • Credit/Debit Card (Visa, Mastercard): Instant processing with a daily limit of CAD 5,000 for non-verified accounts.
      • Wire Transfer: For larger capital needs (up to CAD 50,000 per transaction), processed in 1–2 business days; CAD 30 fee applies (waivable for initial deposits > CAD 10,000).
    • Currency Conversion: For trades executed on non-CAD pairs, an automatic 0.25% conversion margin is applied. Real-time mid-market exchange rates are displayed prior to transaction.

    2. Fee Structure

    • Software Access: No subscription or platform fees—Trader AI’s model is “software-free,” with all platform maintenance costs absorbed by the company.
    • Trading Costs (Embedded Spreads):
      • BTC–USD/CAD: Spreads between 0.10% and 0.20%.
      • ETH–USD/CAD: Spreads between 0.12% and 0.22%.
      • Major Altcoins: Spreads ranging from 0.20% to 0.40%.
      • Spread rates adjust dynamically based on overall market liquidity—tightening during high-liquidity periods and widening slightly during low-liquidity windows (e.g., weekends, public holidays).
    • Withdrawal Fees:
      • Interac e-Transfer (≤ CAD 1,000): Flat CAD 20.
      • Interac e-Transfer (> CAD 1,000): No fee.
      • Wire Transfer: CAD 30 (waived if account balance exceeds CAD 10,000 at time of withdrawal).
      • Credit/Debit Card Refunds: If a user funded via card and requests a refund to the same card, a 2% processing fee applies to cover issuer charges.
    • Overnight Funding Fees: If a user employs leverage (up to 10x for aggressive strategies), an overnight interest rate of 0.03% per day is applied—transparent line-item in the trade ticket before order execution.

    About Trader AI

    Trader AI Inc. is a AI-driven cryptocurrency trading solutions. Founded in 2023 by a team of quantitative analysts, data scientists, and seasoned software engineers, Trader AI’s mission is to democratize algorithmic trading—making advanced, data-driven strategies accessible to investors of all experience levels.

    Key Facts:

    • Established: 2023
    • Core Product: AI-powered crypto trading robot with automated and manual trading modes
    • Target Market: Crypto investors, ranging from first-time traders to institutional participants
    • Regulatory Partners: Maple Brokerage (Ontario), Victory Crypto (British Columbia)—both FINTRAC-registered

    Company Vision: Trader AI seeks to empower Canadians by providing state-of-the-art AI trading tools under a fully compliant, transparent framework. By combining deep learning, robust risk management, and localized support, Trader AI aims to elevate Canada as a global hub for safe, responsible cryptocurrency trading.

    Conclusion

    Trader AI stands at the forefront of AI-driven cryptocurrency trading, combining cutting-edge machine learning, rigorous risk management, and a deep commitment to regulatory compliance. For both newcomers and seasoned traders, the platform offers a streamlined onboarding process, transparent fee structures, and a robust suite of tools designed to optimize performance while safeguarding capital. All users benefit from local payment integrations, bilingual support, and educational resources that demystify tax reporting and compliance requirements.

    Whether you’re aiming to augment your existing strategy or take your first steps into automated crypto trading, Trader AI delivers an accessible, secure, and high-performing environment. With a proven track record of consistent returns—backed by both backtesting data and real-world results—this platform has quickly become a trusted choice for Canadian investors seeking to navigate volatile markets with confidence.

    Ready to experience the power of AI-driven trading for yourself? Sign up for a free demo account and explore Trader AI’s features with CAD 10,000 in virtual funds. When you’re ready to trade live, a minimum deposit of USD 250 (approximately CAD 330) unlocks full access to all automated and manual trading modes. Discover why thousands of Canadians are turning to Trader AI to harness smarter strategies and take control of their crypto portfolios.

    Forward-Looking Statements

    This press release contains forward-looking statements that reflect Trader AI Inc.’s expectations regarding future events, including anticipated performance, product enhancements, and regulatory developments. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied. Trader AI Inc. assumes no obligation to update or revise these statements except as required by applicable law.

    Visit Here to Register on the Trader AI – Select Your Country Here!!!

    Media Contact

    Trader AI 

    50 W 4th St,
    New York, NY 10012, USA
    Email: info@traderai.ai
    Phone
    AU +61284889800
    UK +442038379676
    Websitehttps://traderai.ai

    General Disclaimer:
    The content provided in this article is for informational and educational purposes only. It does not constitute financial, legal, or professional advice. Readers are advised to consult a certified financial advisor, licensed loan officer, or legal professional before making any financial decisions. The information presented may not apply to every individual circumstance and is not intended to substitute professional judgment or regulatory guidance. The information provided on this website does not constitute investment advice, financial advice, trading advice, or any other sort of advice and you should not treat any of the website’s content as such. We does not recommend that any cryptocurrency should be bought, sold, or held by you. Do conduct your own due diligence and consult your financial advisor before making any investment decisions.
    Trading Disclaimer:
    Trading cryptocurrencies carries a high level of risk, and may not be suitable for all investors. Before deciding to trade cryptocurrency you should carefully consider your investment objectives, level of experience, and risk appetite. The possibility exists that you could sustain a loss of some or all of your initial investment and therefore you should not invest money that you cannot afford to lose. You should be aware of all the risks associated with cryptocurrency trading, and seek advice from an independent financial advisor. ICO’s, IEO’s, STO’s and any other form of offering will not guarantee a return on your investment.
    HIGH RISK WARNING: Dealing or Trading FX, CFDs and Cryptocurrencies is highly speculative, carries a level of non-negligible risk and may not be suitable for all investors. You may lose some or all of your invested capital, therefore you should not speculate with capital that you cannot afford to lose. Please refer to the risk disclosure below. Trader AI does not gain or lose profits based on your activity and operates as a services company. Trader AI is not a financial services firm and is not eligible of providing financial advice. Therefore, Trader AI shall not be liable for any losses occurred via or in relation to this informational website.
    SITE RISK DISCLOSURE: Trader AI does not accept any liability for loss or damage as a result of reliance on the information contained within this website; this includes education material, price quotes and charts, and analysis. Please be aware of and seek professional advice for the risks associated with trading the financial markets; never invest more money than you can risk losing. The risks involved in FX, CFDs and Cryptocurrencies may not be suitable for all investors. Trader AI doesn’t retain responsibility for any trading losses you might face as a result of using or inferring from the data hosted on this site.
    LEGAL RESTRICTIONS: Without limiting the above mentioned provisions, you understand that laws regarding financial activities vary throughout the world, and it is your responsibility to make sure you properly comply with any law, regulation or guideline in your country of residence regarding the use of the Site. To avoid any doubt, the ability to access our Site does not necessarily mean that our Services and/or your activities through the Site are legal under the laws, regulations or directives relevant to your country of residence. It is against the law to solicit US individuals to buy and sell commodity options, even if they are called “prediction” contracts, unless they are listed for trading and traded on a CFTC-registered exchange unless legally exempt. The UK Financial Conduct Authority has issued a policy statement PS20/10, which prohibits the sale, promotion, and distribution of CFD on Crypto assets. It prohibits the dissemination of marketing materials relating to distribution of CFDs and other financial products based on
    Cryptocurrencies that addressed to UK residents. The provision of trading services involving any MiFID II financial instruments is prohibited in the EU, unless when authorized/licensed by the applicable authorities and/or regulator(s). Please note that we may receive advertising fees for users opted to open an account with our partner advertisers via advertisers websites. We have placed cookies on your computer to help improve your experience when visiting this website. You can change cookie settings on your computer at any time. Use of this website indicates your acceptance of this website. Please be advised that the names depicted on our website, including but not limited to Trader AI, are strictly for marketing and illustrative purposes. These names do not represent or imply the existence of specific entities, service providers, or any real-life individuals. Furthermore, the pictures and/or videos presented on our website are purely promotional in nature and feature professional actors. These actors are not actual users, clients, or traders, and their depictions should not be interpreted as endorsements or representations of real-life experiences. All content is intended solely for illustrative purposes and should not be construed as factual or as forming any legally binding relationship
    RISKS ASSOCIATED WITH FUTURES TRADING
    Futures transactions involve high risk. The amount of the initial margin is low compared to the value of the futures contract, so that transactions are “leveraged” or “geared”. A relatively small market movement has a proportionately larger impact on the funds that you have deposited or have to pay: this can work both for you and against you. You may experience the total loss of the initial margin funds as well as any additional funds deposited in the system. If the market develops in a way that is contrary to your position or if margins are increased, you may be asked to pay significant additional funds at short notice to maintain your position. In this case it may also happen that your broker account is in the red and you thus have to make payments beyond the initial investment.
    RISKS ASSOCIATED WITH ELECTRONIC TRADING
    Before you begin carrying out transactions with an electronic system, you should carefully review the rules and provisions of the stock exchange offering the system, or of the financial instruments listed that you intend to trade, as well as your broker’s conditions. Online trading has inherent risks due to system responses/reaction times and access times that may vary due to market conditions, system performance and other factors, and on which you have no influence. You should be aware of these additional risks in electronic trading before you carry out investment transactions.
    Accuracy Disclaimer:
    All information included in this article is presented in good faith and believed to be accurate at the time of writing. However, no representations or warranties are made regarding the completeness, accuracy, reliability, or timeliness of any information presented. Any reliance placed on such information is strictly at the reader’s own risk. The publisher does not accept responsibility for typographical errors, outdated information, or changes to products, terms, or policies after publication.
    Regulatory and Jurisdictional Disclaimer:
    Lending laws vary by jurisdiction, and not all services described in this article may be available in every state or region. It is the responsibility of the reader to understand and comply with local laws and regulations. The platforms mentioned are independently operated and are not controlled or endorsed by the publisher.
    Third-Party Liability Waiver:
    The publisher, its writers, editors, affiliates, and syndication partners shall not be held liable for any direct or indirect loss, damages, or legal claims arising from the use of this content or from reliance on any third-party services, platforms, or products mentioned herein. All loan agreements, terms, and disputes are strictly between the borrower and the lender or service provider.
    Syndication Partner Use:
    This content may be republished or syndicated by authorized partners under existing licensing or distribution arrangements. All syndication partners are free from liability regarding the editorial stance, financial suggestions, or any user outcome resulting from the reading or application of this content.

    Attachment

    The MIL Network

  • MIL-OSI USA: Welch Leads Bipartisan Legislation to Exempt Small Businesses from Trump Tariffs on Canada 

    US Senate News:

    Source: United States Senator Peter Welch (D-Vermont)

    WASHINGTON, D.C. – Today, U.S. Senator Peter Welch (D-Vt.), a member of the Senate Finance Committee, led Senate Democratic Leader Chuck Schumer (D-N.Y.) and Senators Jeanne Shaheen (D-N.H.), Lisa Murkowski (R-Alaska), Tim Kaine (D-Va.), Susan Collins (R-Maine), Ed Markey (D-Mass.), and Ron Wyden (D-Ore.) in introducing the Creating Access to Necessary American-Canadian Duty Adjustments (CANADA) Act, legislation that would exempt United States-owned small businesses from tariffs imposed on Canada.  
    “Small businesses are the beating heart of Vermont’s economy, and they operate on the thinnest of margins. There’s no way small businesses can be expected to absorb the costs of President Trump’s tariffs. That’s especially true for smaller businesses across our state that rely on strong partnerships with Canada,” said Senator Welch. “This commonsense bill protects America’s Main Street businesses from Trump’s reckless trade war with Canada, and in turn helps Main Street customers.  
    “Instead of lowering costs for families, Trump’s destructive tariffs are raising prices and hurting American small businesses, from small manufacturers to Main Street shops, hotels, and restaurants that sustain thousands of local jobs. Trump’s chaotic trade war is burning bridges and ruining relationships with our closest ally and key trade partner, Canada, while driving away tourists and costing local economies billions. This bill would help restore our cherished relationship with our next-door neighbor and major economic partner, and bring relief to our communities and small businesses,” said Leader Schumer.  
    “President Trump’s tariffs are increasing prices on everyday goods and making it harder for businesses and working families to get by,” said Senator Shaheen. “Canada is New Hampshire’s northern neighbor and largest trading partner, meaning Granite State small businesses are especially hard hit by these blanket tariffs. By shielding small businesses from rising costs incurred by the President’s trade war, our legislation would give Main Street some much-needed relief and certainty to plan for the future and keep their businesses afloat.” 
    “I’ve heard loud and clear from small businesses in Alaska: tariffs are forcing prices to rise and making it difficult to plan long-term,” said Senator Murkowski. “We’re not just neighbors with Canada, we’re partners in everything from trade, tourism, defense, and fishing. I’m hopeful this legislation sends a clear message to the administration that we want to continue this strong partnership by alleviating the effects of these tariffs on our small businesses.” 
    “President Trump’s broad-based tariffs are causing economic chaos, uncertainty, and higher costs for families and businesses,” said Senator Kaine. “I’ve heard from small businesses across Virginia about how Trump’s trade wars have forced them to make tough decisions about how they’ll continue to operate. I’m proud to introduce this bipartisan bill with my colleagues to exempt small businesses from Trump’s tariffs on Canada, one of our closest allies and top trading partners.” 
    “Imposing tariffs on Canada, Maine’s closest trading partner, threatens jobs, drives up costs, and hurts small businesses that have long relied on cross-border cooperation and exchange,” said Senator Collins. “This bipartisan legislation would shield small businesses throughout the country from unnecessary economic harm while preserving the vital trade ties that support so many Maine communities.” 
    “Donald Trump is hell-bent on turning Main Street into Pain Street for America’s small businesses. Trump’s tariffs threaten to supercharge costs in New England and Massachusetts, a region and a state that relies on trade with Canada to meet the bottom line,” said Senator Markey. “Blanket tariffs will only lead to layoffs, closures, and economic pain. That’s not putting America first. I’m proud to join my colleagues to protect small businesses in the Bay State and all of New England from this disastrous trade war.”  
    “Trump’s Canada tariffs don’t make sense for ANYONE, but especially not for American small businesses. Taxes on products from Canada means small businesses in America will pay more for the inputs they use to make things here in the United States – meaning prices will go up, jobs will be lost and small companies will shut down. This is a commonsense bill to exempt small businesses from Trump trade taxes and cushion some of the blow of his senseless trade war with Canada,” said Senator Wyden. 
    President Trump has changed or modified his tariff proposals and policies 28 times in his second term. These tariffs have been difficult to navigate for small businesses across the United States—especially in Vermont, where Canada is the state’s largest trading partner. Tariffs lead to supply chain disruptions, increased costs of goods and materials, smaller profits and higher costs for consumers.  
    The CANADA Act is supported by Main Street Alliance and Small Business Majority. 
    “The relationship between Canada and the United States is a critical one for farmers, small business owners, and Main Streets across the US, but especially in the border states. It is essential for this relationship that US trade policy is predictable, purposeful, and designed to benefit both countries. The erratic, fact-devoid tariff emergencies put into effect by President Trump are making it harder for US businesses to start and operate while not even achieving the goals they claim to have in the first place. The Senate passing the CANADA Act by Sen. Peter Welch is a step in the right direction, with more to do to restore US global leadership and rebuild trust that’s been unfortunately damaged over the past 7 months,” said Shawn Phetteplace, National Campaigns Director, Main Street Alliance. 
    “The constantly shifting tariff policy landscape has left small businesses struggling to plan ahead. Any amount of clarity lawmakers can offer right now, including an exemption for small businesses importing goods from a specific country, would help by giving entrepreneurs some degree of certainty in a chaotic time. If nothing is done soon to help protect small businesses from tariffs, we expect inflation, uncertainty and chaos will crush many small firms, damage America’s economy and cause the loss of countless jobs,” said John Arensmeyer, Founder and CEO, Small Business Majority. 
    In 2024 alone, trade with Canada accounted for 35% of Vermont’s exports, 67% of its imports, and 56% of its total trade. One in four businesses in Vermont relies on trade with Canada. Vermont buys more goods from Canada than the next nine largest foreign markets combined. In 2023, Vermont exported $150 million just in food and agricultural products to Canada.  
    Vermont boasts nearly 82,000 small businesses, which represent 99% of all businesses in the state, and employ over 62% of Vermont’s overall workforce—higher than the national average. Small businesses in Vermont also employ a diverse workforce, with 43.8% of small businesses in the state owned by women and 6% owned by veterans. 
    Senator Welch has blasted Trump’s tariffs and trade war and shared stories from Vermonters about how President Trump’s economic policies have impacted their businesses, farms, and communities. In May, Senator Welch joined a bipartisan delegation and traveled to Ottawa to meet with Canadian dignitaries, including Prime Minister Mark Carney, to discuss bipartisan support for a U.S.-Canada partnership and their commitment to a strong trading relationship between the United States and Canada. The Senator has hosted roundtables in Stowe, Newport, St. Albans, Manchester, and virtually to hear concerns and first-hand stories from Vermont and Canadian leaders impacted by the trade war. 
    Read and download the full text of the bill. 

    MIL OSI USA News

  • MIL-OSI: Truxton Corporation Reports Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NASHVILLE, Tenn., July 24, 2025 (GLOBE NEWSWIRE) — Truxton Corporation, the parent company for Truxton Trust Company (“Truxton” or “the Bank”) and subsidiaries, announced its operating results for the quarter ended June 30, 2025. Second quarter net income attributable to common shareholders was $5.3 million, or $1.84 per diluted share, compared to $4.5 million, or $1.55 per diluted share, for the same quarter in 2024. Net income and fully diluted earnings per share for the quarter rose by 18% and 19%, respectively, compared to the second quarter of 2024.

    “Truxton’s second quarter 2025 performance was encouraging,” said Chairman and CEO Tom Stumb. “We achieved a new high in quarterly earnings, 5% higher than the prior quarter and 19% higher than the second quarter last year, while investing in the human talent that allows us to develop exceptional results for our clients and shareholders.”

    Key Highlights

    • Non-interest income totaled $6.1 million in the second quarter of 2025, which was $240 thousand lower than the first quarter of 2025 and $604 thousand over the second quarter of 2024. Wealth revenue in the second quarter of 2025 was $5.2 million, down 2% from the first quarter of 2025 and flat with the second quarter of 2024. Other non-interest income was elevated as a result of a Truxton Capital Advisors fee associated with a successful debt recapitalization engagement.
    • Loans declined 1% to $692 million at quarter end compared to $702 million on March 31, 2025, and were up 7% compared to $648 million on June 30, 2024. Average loans balances were $2.3 million higher in the second quarter than the first quarter of 2025.
    • Total deposits increased 2% from $1.03 billion at March 31, 2025, to $1.05 billion at June 30, 2025, and were 25% higher in comparison to $840 million at June 30, 2024. Truxton continues to fund its growth from a single banking location led by its commitment to provide what Truxton believes are superior deposit operations service and technology.
    • Net interest margin for the second quarter of 2025 was 2.92%, an increase of 2 basis points from the 2.90% experienced in the quarter ended March 31, 2025, and an increase of 17 basis points from the 2.75% in the quarter ended June 30, 2024. Cost of funds was 3.01% in the second quarter of 2025, up from 2.91% for the quarter ended March 31, 2025, and down from 3.32% for the quarter ended June 30, 2024.
    • Allowance for credit losses, excluding that for unfunded commitments, was $6.7 million at quarter end June 30, 2025, compared to $6.7 million at March 31, 2025, and $6.2 million at June 30, 2024. For those three periods, such allowance amounts were 0.97%, 0.96%, and 0.96% of gross loans outstanding at the respective period end. For the same three periods, the Bank’s allowance for unfunded commitments was $729 thousand, $589 thousand, and $438 thousand, respectively.
    • The Bank’s capital position remains strong. Its Tier 1 leverage ratio was 9.36% at June 30, 2025, compared to 10.46% at March 31, 2025, and 10.45% at June 30, 2024. Book value per common share was $35.75, $34.46, and $31.85 at June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
    • During the six months ended June 30, 2025, Truxton Corporation paid dividends of $2.00 per common share, inclusive of a $1.00 special cash dividend, and repurchased 11,700 shares of its common stock for $923 thousand in aggregate, or an average price of $78.85 per share.

    About Truxton
    Truxton is a premier provider of wealth, banking, and family office services for wealthy individuals, their families, and their business interests. Serving clients across the world, Truxton’s vastly experienced team of professionals provides customized solutions to its clients’ complex financial needs. Founded in 2004 in Nashville, Tennessee, Truxton upholds its original guiding principle: do the right thing. Truxton Trust Company is a subsidiary of financial holding company, Truxton Corporation (OTCID: TRUX). For more information, visit truxtontrust.com.

    Investor Relations
    Austin Branstetter
    615-250-0783
    austin.branstetter@truxtontrust.com
    Media Relations
    Swan Burrus
    615-250-0773
    swan.burrus@truxtontrust.com
    Truxton Corporation
    Consolidated Balance Sheets
    (000’s)
    (Unaudited)
           
      June 30, 2025* March 31, 2025* June 30, 2024*
    ASSETS      
    Cash and due from financial institutions $ 5,803   $ 10,704   $ 8,494  
    Interest bearing deposits in other financial institutions   20,192     24,642     3,851  
    Federal funds sold   64     10,231      
    Cash and cash equivalents   26,059     45,577     12,345  
           
    Time deposits in other financial institutions   245     245     490  
    Securities available for sale   492,758     414,190     286,977  
           
    Gross loans   692,120     701,660     648,338  
    Allowance for credit losses   (6,689 )   (6,708 )   (6,234 )
           
    Net loans   685,431     694,952     642,104  
           
    Bank owned life insurance   17,009     16,863     11,512  
    Restricted equity securities   4,977     3,718     1,802  
    Premises and equipment, net   3,091     3,176     3,406  
    Accrued interest receivable   5,574     4,989     4,744  
    Deferred tax asset, net   5,389     5,297     5,386  
    Other assets   16,191     14,440     16,633  
           
    Total assets $ 1,256,724   $ 1,203,447   $ 985,399  
           
           
    LIABILITIES AND SHAREHOLDERS’ EQUITY      
    Deposits      
    Non-interest bearing $ 129,228   $ 127,851   $ 115,699  
    Interest bearing   919,238   $ 900,489     724,251  
    Total deposits   1,048,466     1,028,340     839,950  
           
    Federal funds purchased           283  
    Swap counterparty cash collateral   1,780     2,790     5,000  
    Federal Home Loan Bank advances   72,000     45,000     2,250  
    Federal Reserve Bank Discount window advances   4,324     2,400     20,000  
    Subordinated debt   14,638     14,439     14,213  
    Other liabilities   12,666     11,154     10,919  
    Total liabilities   1,153,874     1,104,123     892,615  
           
    SHAREHOLDERS’ EQUITY      
    Common stock, $0.10 par value $ 284   $ 284   $ 290  
    Additional paid-in capital   28,857     28,957     31,381  
    Retained earnings   73,961     75,396     63,782  
    Accumulated other comprehensive income (loss)   (10,626 )   (10,365 )   (11,517 )
    Net Income $ 10,374   $ 5,052   $ 8,848  
    Total shareholders’ equity   102,850     99,324     92,784  
           
    Total liabilities and shareholders’ equity $ 1,256,724   $ 1,203,447   $ 985,399  
           
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation.
           
    Truxton Corporation
    Consolidated Statements of Net Income
    (000’s)
    (Unaudited)
                       
      Three Months Ended   Year To Date
      June 30, 2025*   March 31, 2025*   June 30, 2024*   June 30, 2025*   June 30, 2024*
    Non-interest income                  
    Wealth management services $ 5,208     $ 5,338     $ 5,206     $ 10,546     $ 10,113  
    Capital advisory fees   459       555       40       1,014       80  
    Service charges on deposit accounts   35       45       91       80       182  
    Securities gains (losses), net   0       0       (213 )     0       (213 )
    Bank owned life insurance income   147       141       62       288       120  
    Other   288       297       347       584       388  
    Total non-interest income   6,136       6,376       5,532       12,512       10,670  
                       
    Interest income                  
    Loans, including fees $ 10,882     $ 10,378     $ 10,511     $ 21,260     $ 20,895  
    Taxable securities   5,308       3,371       2,933       8,679       5,532  
    Tax-exempt securities   377       182       207       559       395  
    Interest bearing deposits   325       331       408       656       639  
    Federal funds sold   24       34       60       58       101  
    Total interest income   16,916       14,296       14,119       31,212       27,559  
                       
    Interest expense                  
    Deposits   7,719       6,599       6,939       14,318       13,389  
    Short-term borrowings   108       60       327       168       945  
    Long-term borrowings   433       199       13       632       28  
    Subordinated debentures   188       188       188       376       376  
    Total interest expense   8,448       7,046       7,467       15,494       14,737  
                       
    Net interest income   8,468       7,250       6,652       15,718       12,822  
                       
    Provision for credit losses   120       390       (27 )     510       (33 )
                       
    Net interest income after provision for loan losses   8,348       6,860       6,679       15,208       12,855  
                       
    Total revenue, net   14,484       13,236       12,211       27,720       23,525  
                       
    Non interest expense                  
    Salaries and employee benefits   5,655       5,045       3,897       10,700       7,802  
    Occupancy   336       351       484       687       937  
    Furniture and equipment   106       109       73       215       77  
    Data processing   413       407       439       820       857  
    Wealth management processing fees   213       214       208       428       422  
    Advertising and public relations   79       53       48       132       82  
    Professional services   306       222       272       529       481  
    FDIC insurance assessments   150       108       120       258       310  
    Other   429       473       1,048       902       1,498  
    Total non interest expense   7,687       6,982       6,589       14,671       12,466  
                       
    Income before income taxes   6,796       6,254       5,621       13,048       11,059  
                       
    Income tax expense   1,473       1,202       1,107       2,674       2,211  
                       
    Net income $ 5,323     $ 5,052     $ 4,514     $ 10,374     $ 8,848  
                       
    Earnings per share:                  
    Basic $ 1.85     $ 1.75     $ 1.55     $ 3.60     $ 3.03  
    Diluted $ 1.84     $ 1.75     $ 1.55     $ 3.59     $ 3.03  
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.        
                       
    Truxton Corporation
    Selected Quarterly Financial Data
    At Or For The Three Months Ended
    (000’s)
    (Unaudited)
           
      June 30, 2025* March 31, 2025* June 30, 2024*
           
    Per Common Share Data      
    Net income attributable to shareholders, per share:      
    Basic $ 1.85   $ 1.75   $ 1.75  
    Diluted $ 1.84   $ 1.75   $ 1.75  
    Book value per common share $ 35.75   $ 34.46   $ 31.85  
    Tangible book value per common share $ 35.75   $ 34.46   $ 31.85  
    Basic weighted average common shares   2,806,478     2,793,834     2,834,023  
    Diluted weighted average common shares   2,809,382     2,797,388     2,839,086  
    Common shares outstanding at period end   2,876,939     2,882,241     2,913,478  
           
           
    Selected Balance Sheet Data      
    Tangible common equity (TCE) ratio   8.18 %   8.25 %   9.42 %
    Average Loans $ 693,657   $ 691,360   $ 10,609  
    Average earning assets (1) $ 1,202,098   $ 1,047,778   $ 17,019  
    Average total assets $ 1,229,218   $ 1,085,506   $ 0  
    Average shareholders’ equity $ 100,500   $ 99,923   $ 0  
           
           
    Selected Asset Quality Measures      
    Nonaccrual loans $ 0   $ 0   $ 0  
    90+ days past due still accruing $ 0   $ 0   $ 0  
    Total nonperforming loans $ 0   $ 0   $ 0  
    Total nonperforming assets $ 0   $ 0   $ 0  
    Net charge offs (recoveries) $ 0   $ 8   ($ 1 )
    Nonperforming loans to assets   0.00 %   0.00 %   0.00 %
    Nonperforming assets to total assets   0.00 %   0.00 %   0.00 %
    Nonperforming assets to total loans and other real estate   0.00 %   0.00 %   0.00 %
    Allowance for credit losses to total loans**   0.97 %   0.96 %   0.96 %
    Net charge offs to average loans   0.00 %   0.00 %   -0.01 %
           
           
    Capital Ratios (Bank Subsidiary Only)      
    Tier 1 leverage   9.36 %   10.46 %   10.45 %
    Common equity tier 1   13.64 %   13.82 %   14.62 %
    Total risk-based capital   14.53 %   14.73 %   15.54 %
           
    Selected Performance Ratios      
    Efficiency ratio   52.64 %   51.24 %   52.72 %
    Return on average assets (ROA)   1.74 %   1.89 %   1.82 %
    Return on average shareholders’ equity (ROE)   21.24 %   20.50 %   19.97 %
    Return on average tangible common equity (ROTCE)   21.24 %   20.50 %   19.97 %
    Net interest margin   2.92 %   2.90 %   2.75 %
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation.
    **Ratios do not include reserve for unfunded commitments
    (1) Average earning assets is the daily average of earning assets. Earning assets consists of loans, mortgage loans held for sale, federal funds sold, deposits with banks, and investment securities.
           
    Truxton Corporation  
    Yield Tables  
    For The Periods Indicated  
    (000’s)  
    (Unaudited)  
                             
                                               
    The following table sets forth the amount of our average balances, interest income or interest expense for each category of interest earning assets and interest bearing liabilities and the average interest rate for interest earning assets and interest bearing liabilities, net interest spread and net interest margin for the periods indicated below:
                                               
      Three Months Ended   Three Months Ended   Three Months Ended  
      June 30, 2025*   March 31, 2025*   June 30, 2024*  
                             
      Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense  
                             
    Earning Assets                        
    Loans $ 693,657   6.13 $ 10,609   $ 691,360   6.04 $ 10,300   $ 655,486   6.34 $ 10,332  
    Loan fees $ 0   0.22 $ 375   $ 0   0.16 $ 271   $ 0   0.08 $ 127  
    Loans with fees $ 693,657   6.35 $ 10,984 0 $ 691,360   6.2 $ 10,571 0 $ 655,486   6.42 $ 10,459  
    Mortgage loans held for sale $ 0   0.00 $ 0   $ 0   0.00 $ 0   $ 0   0.00 $ 0  
    Federal funds sold $ 2,385   3.98 $ 24   $ 3,308   4.15 $ 34   $ 4,476   5.32 $ 60  
    Deposits with banks $ 30,373   4.29 $ 325   $ 29,756   4.51 $ 331   $ 27,887   5.88 $ 408  
    Investment securities – taxable $ 427,467   4.97 $ 5,308   $ 291,104   4.63 $ 3,371   $ 257,470   4.56 $ 2,933  
    Investment securities – tax-exempt $ 48,216   4.67 $ 378   $ 32,250   3.37 $ 182   $ 34,804   3.56 $ 207  
    Total Earning Assets $ 1,202,098   5.74 $ 17,019   $ 1,047,778   5.62 $ 14,489   $ 980,123   5.81 $ 14,067  
    Non interest earning assets                        
    Allowance for loan losses   (6,705 )         (6,618 )         (6,306 )      
    Cash and due from banks $ 5,148         $ 17,307         $ 6,856        
    Premises and equipment $ 3,129         $ 3,249         $ 2,698        
    Accrued interest receivable $ 4,049         $ 3,608         $ 3,975        
    Other real estate $ 0         $ 0         $ 0        
    Other assets $ 39,926         $ 37,447         $ 32,919        
    Unrealized gain (loss) on inv. securities   (18,427 )         (17,265 )         (21,466 )      
    Total Assets $ 1,229,218         $ 1,085,506         $ 998,799        
    Interest bearing liabilities                        
    Interest bearing demand $ 330,353   3.01 $ 2,480   $ 326,793   3.04 $ 2,448   $ 340,187   3.62 $ 3,062  
    Savings and money market $ 256,265   2.72 $ 1,740   $ 229,304   2.63 $ 1,486   $ 175,264   3.55 $ 1,546  
    Time deposits – retail $ 12,687   3.17 $ 100   $ 12,965   3.61 $ 115   $ 14,887   3.4 $ 126  
    Time deposits – wholesale $ 319,443   4.27 $ 3,398   $ 241,662   4.28 $ 2,550   $ 201,005   4.41 $ 2,205  
    Total interest bearing deposits $ 918,748   3.37 $ 7,718   $ 810,724   3.3 $ 6,599   $ 731,343   3.82 $ 6,939  
    Federal Home Loan Bank advances $ 40,560   4.23 $ 433   $ 20,369   3.9 $ 199   $ 3,173   1.64 $ 13  
    Subordinated debt $ 14,536   5.12 $ 188   $ 14,687   5.09 $ 188   $ 14,471   5.14 $ 188  
    Other borrowings $ 11,290   4.55 $ 108   $ 9,419   4.12 $ 60   $ 30,973   4.18 $ 327  
    Total borrowed funds $ 66,386   4.35 $ 729   $ 44,475   4.02 $ 447   $ 48,617   4.30 $ 528  
    Total interest bearing liabilities $ 985,036   3.44 $ 8,448   $ 855,199   3.34 $ 7,046   $ 779,960   3.85 $ 7,467  
    Net interest rate spread   2.30 $ 8,571     2.28 $ 7,443     1.96 $ 6,600  
    Non-interest bearing deposits $ 138,929         $ 126,049         $ 124,029        
    Other liabilities $ 4,753         $ 4,335         $ 3,881        
    Shareholder’s equity $ 100,500         $ 99,923         $ 90,929        
    Total Liabilities and Shareholder’s Equity $ 1,229,218         $ 1,085,506         $ 998,799        
    Cost of funds   3.01       2.91       3.32    
    Net interest margin   2.92       2.90       2.75    
                             
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.      
                             
    Yield Table Assumptions – Average loan balances are inclusive of nonperforming loans. Yields computed on tax-exempt instruments are on a tax equivalent basis. Net interest spread is calculated as the yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. Net interest margin is the result of net interest income calculated on a tax-equivalent basis divided by average interest earning assets for the period. Changes in net interest income are attributed to either changes in average balances (volume change) or changes in average rates (rate change) for earning assets and sources of funds on which interest is received or paid. Volume change is calculated as change in volume times the previous rate while rate change is change in rate times the previous volume. Changes not due solely to volume or rate changes are allocated to volume change and rate change in proportion to the relationship of the absolute dollar amounts of the change in each category.
    Truxton Corporation
    Yield Tables
    For The Periods Indicated
    (000’s)
    (Unaudited)
                                   
    The following table sets forth the amount of our average balances, interest income or interest expense for each category of interest earning assets and interest bearing liabilities and the average interest rate for interest earning assets and interest bearing liabilities, net interest spread and net interest margin for the periods indicated below:
                                   
      Six Months Ended     Six Months Ended  
      June 30, 2025*     June 30, 2024*  
      Average Balances Rates/ Yields (%) Interest Income/ Expense     Average Balances Rates/ Yields (%) Interest Income/ Expense  
                       
    Earning Assets                  
    Loans $ 692,515   6.09 $ 20,909     $ 656,138   6.31 $ 20,593  
    Loan fees $ 0   0.19 $ 646     $ 0   0.07 $ 223  
    Loans with fees $ 692,515   6.28 $ 21,555     $ 656,138   6.38 $ 20,816  
    Mortgage loans held for sale $ 0   0.00 $ 0     $ 0   0.00 $ 0  
    Federal funds sold $ 2,844   4.08 $ 58     $ 3,865   5.16 $ 101  
    Deposits with banks $ 30,066   4.4 $ 656     $ 23,712   5.41 $ 638  
    Investment securities – taxable $ 359,662   4.83 $ 8,679     $ 251,493   4.4 $ 5,532  
    Investment securities – tax-exempt $ 40,277   4.15 $ 559     $ 33,922   3.48 $ 395  
    Total Earning Assets $ 1,125,364   5.68 $ 31,507     $ 969,130   5.74 $ 27,482  
    Non interest earning assets                  
    Allowance for loan losses   (6,662 )           (6,308 )      
    Cash and due from banks $ 5,740           $ 6,064        
    Premises and equipment $ 3,189           $ 1,979        
    Accrued interest receivable $ 3,829           $ 3,726        
    Other real estate $ 0           $ 0        
    Other assets $ 38,986           $ 31,706        
    Unrealized gain (loss) on inv. securities   (17,850 )           (21,784 )      
    Total Assets $ 1,152,596           $ 984,513        
    Interest bearing liabilities                  
    Interest bearing demand $ 328,583   3.02 $ 5,961     $ 335,265   3.58 $ 5,961  
    Savings and Money Market $ 242,859   2.68 $ 2,920     $ 168,952   3.48 $ 2,920  
    Time deposits – Retail $ 12,825   3.39 $ 259     $ 15,222   3.42 $ 259  
    Time Deposits – Wholesale $ 280,768   4.27 $ 4,249     $ 187,287   4.56 $ 4,249  
    Total interest bearing deposits $ 865,035   3.34 $ 13,389     $ 706,726   3.81 $ 13,389  
    Federal home Loan Bank advances $ 30,521   4.12 $ 632     $ 3,287   1.67 $ 28  
    Subordinated debt $ 14,611   5.13 $ 377     $ 14,541   5.11 $ 376  
    Other borrowings $ 10,309   4.34 $ 945     $ 44,016   4.25 $ 944  
    Total borrowed funds $ 55,441   4.22 $ 1,954     $ 61,844   4.31 $ 1,348  
    Total interest bearing liabilities $ 920,476   3.39 $ 15,343     $ 768,570   3.85 $ 14,737  
    Net interest rate spread   2.29 $ 16,164       1.89 $ 12,745  
    Non-interest bearing deposits $ 127,070           $ 121,419        
    Other liabilities $ 4,886           $ 4,339        
    Shareholder’s equity $ 100,164           $ 90,185        
    Total Liabilities and Shareholder’s Equity $ 1,152,596           $ 984,513        
    Cost of funds   2.96         3.32    
    Net interest margin   2.91         2.68    
                       
    *The information is preliminary, unaudited and based on company data available at the time of presentation.    
                       
    Yield Table Assumptions – Average loan balances are inclusive of nonperforming loans. Yields computed on tax-exempt instruments are on a tax equivalent basis. Net interest spread is calculated as the yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. Net interest margin is the result of net interest income calculated on a tax-equivalent basis divided by average interest earning assets for the period. Changes in net interest income are attributed to either changes in average balances (volume change) or changes in average rates (rate change) for earning assets and sources of funds on which interest is received or paid. Volume change is calculated as change in volume times the previous rate while rate change is change in rate times the previous volume. Changes not due solely to volume or rate changes are allocated to volume change and rate change in proportion to the relationship of the absolute dollar amounts of the change in each category.

    The MIL Network

  • MIL-OSI: Truxton Corporation Reports Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NASHVILLE, Tenn., July 24, 2025 (GLOBE NEWSWIRE) — Truxton Corporation, the parent company for Truxton Trust Company (“Truxton” or “the Bank”) and subsidiaries, announced its operating results for the quarter ended June 30, 2025. Second quarter net income attributable to common shareholders was $5.3 million, or $1.84 per diluted share, compared to $4.5 million, or $1.55 per diluted share, for the same quarter in 2024. Net income and fully diluted earnings per share for the quarter rose by 18% and 19%, respectively, compared to the second quarter of 2024.

    “Truxton’s second quarter 2025 performance was encouraging,” said Chairman and CEO Tom Stumb. “We achieved a new high in quarterly earnings, 5% higher than the prior quarter and 19% higher than the second quarter last year, while investing in the human talent that allows us to develop exceptional results for our clients and shareholders.”

    Key Highlights

    • Non-interest income totaled $6.1 million in the second quarter of 2025, which was $240 thousand lower than the first quarter of 2025 and $604 thousand over the second quarter of 2024. Wealth revenue in the second quarter of 2025 was $5.2 million, down 2% from the first quarter of 2025 and flat with the second quarter of 2024. Other non-interest income was elevated as a result of a Truxton Capital Advisors fee associated with a successful debt recapitalization engagement.
    • Loans declined 1% to $692 million at quarter end compared to $702 million on March 31, 2025, and were up 7% compared to $648 million on June 30, 2024. Average loans balances were $2.3 million higher in the second quarter than the first quarter of 2025.
    • Total deposits increased 2% from $1.03 billion at March 31, 2025, to $1.05 billion at June 30, 2025, and were 25% higher in comparison to $840 million at June 30, 2024. Truxton continues to fund its growth from a single banking location led by its commitment to provide what Truxton believes are superior deposit operations service and technology.
    • Net interest margin for the second quarter of 2025 was 2.92%, an increase of 2 basis points from the 2.90% experienced in the quarter ended March 31, 2025, and an increase of 17 basis points from the 2.75% in the quarter ended June 30, 2024. Cost of funds was 3.01% in the second quarter of 2025, up from 2.91% for the quarter ended March 31, 2025, and down from 3.32% for the quarter ended June 30, 2024.
    • Allowance for credit losses, excluding that for unfunded commitments, was $6.7 million at quarter end June 30, 2025, compared to $6.7 million at March 31, 2025, and $6.2 million at June 30, 2024. For those three periods, such allowance amounts were 0.97%, 0.96%, and 0.96% of gross loans outstanding at the respective period end. For the same three periods, the Bank’s allowance for unfunded commitments was $729 thousand, $589 thousand, and $438 thousand, respectively.
    • The Bank’s capital position remains strong. Its Tier 1 leverage ratio was 9.36% at June 30, 2025, compared to 10.46% at March 31, 2025, and 10.45% at June 30, 2024. Book value per common share was $35.75, $34.46, and $31.85 at June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
    • During the six months ended June 30, 2025, Truxton Corporation paid dividends of $2.00 per common share, inclusive of a $1.00 special cash dividend, and repurchased 11,700 shares of its common stock for $923 thousand in aggregate, or an average price of $78.85 per share.

    About Truxton
    Truxton is a premier provider of wealth, banking, and family office services for wealthy individuals, their families, and their business interests. Serving clients across the world, Truxton’s vastly experienced team of professionals provides customized solutions to its clients’ complex financial needs. Founded in 2004 in Nashville, Tennessee, Truxton upholds its original guiding principle: do the right thing. Truxton Trust Company is a subsidiary of financial holding company, Truxton Corporation (OTCID: TRUX). For more information, visit truxtontrust.com.

    Investor Relations
    Austin Branstetter
    615-250-0783
    austin.branstetter@truxtontrust.com
    Media Relations
    Swan Burrus
    615-250-0773
    swan.burrus@truxtontrust.com
    Truxton Corporation
    Consolidated Balance Sheets
    (000’s)
    (Unaudited)
           
      June 30, 2025* March 31, 2025* June 30, 2024*
    ASSETS      
    Cash and due from financial institutions $ 5,803   $ 10,704   $ 8,494  
    Interest bearing deposits in other financial institutions   20,192     24,642     3,851  
    Federal funds sold   64     10,231      
    Cash and cash equivalents   26,059     45,577     12,345  
           
    Time deposits in other financial institutions   245     245     490  
    Securities available for sale   492,758     414,190     286,977  
           
    Gross loans   692,120     701,660     648,338  
    Allowance for credit losses   (6,689 )   (6,708 )   (6,234 )
           
    Net loans   685,431     694,952     642,104  
           
    Bank owned life insurance   17,009     16,863     11,512  
    Restricted equity securities   4,977     3,718     1,802  
    Premises and equipment, net   3,091     3,176     3,406  
    Accrued interest receivable   5,574     4,989     4,744  
    Deferred tax asset, net   5,389     5,297     5,386  
    Other assets   16,191     14,440     16,633  
           
    Total assets $ 1,256,724   $ 1,203,447   $ 985,399  
           
           
    LIABILITIES AND SHAREHOLDERS’ EQUITY      
    Deposits      
    Non-interest bearing $ 129,228   $ 127,851   $ 115,699  
    Interest bearing   919,238   $ 900,489     724,251  
    Total deposits   1,048,466     1,028,340     839,950  
           
    Federal funds purchased           283  
    Swap counterparty cash collateral   1,780     2,790     5,000  
    Federal Home Loan Bank advances   72,000     45,000     2,250  
    Federal Reserve Bank Discount window advances   4,324     2,400     20,000  
    Subordinated debt   14,638     14,439     14,213  
    Other liabilities   12,666     11,154     10,919  
    Total liabilities   1,153,874     1,104,123     892,615  
           
    SHAREHOLDERS’ EQUITY      
    Common stock, $0.10 par value $ 284   $ 284   $ 290  
    Additional paid-in capital   28,857     28,957     31,381  
    Retained earnings   73,961     75,396     63,782  
    Accumulated other comprehensive income (loss)   (10,626 )   (10,365 )   (11,517 )
    Net Income $ 10,374   $ 5,052   $ 8,848  
    Total shareholders’ equity   102,850     99,324     92,784  
           
    Total liabilities and shareholders’ equity $ 1,256,724   $ 1,203,447   $ 985,399  
           
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation.
           
    Truxton Corporation
    Consolidated Statements of Net Income
    (000’s)
    (Unaudited)
                       
      Three Months Ended   Year To Date
      June 30, 2025*   March 31, 2025*   June 30, 2024*   June 30, 2025*   June 30, 2024*
    Non-interest income                  
    Wealth management services $ 5,208     $ 5,338     $ 5,206     $ 10,546     $ 10,113  
    Capital advisory fees   459       555       40       1,014       80  
    Service charges on deposit accounts   35       45       91       80       182  
    Securities gains (losses), net   0       0       (213 )     0       (213 )
    Bank owned life insurance income   147       141       62       288       120  
    Other   288       297       347       584       388  
    Total non-interest income   6,136       6,376       5,532       12,512       10,670  
                       
    Interest income                  
    Loans, including fees $ 10,882     $ 10,378     $ 10,511     $ 21,260     $ 20,895  
    Taxable securities   5,308       3,371       2,933       8,679       5,532  
    Tax-exempt securities   377       182       207       559       395  
    Interest bearing deposits   325       331       408       656       639  
    Federal funds sold   24       34       60       58       101  
    Total interest income   16,916       14,296       14,119       31,212       27,559  
                       
    Interest expense                  
    Deposits   7,719       6,599       6,939       14,318       13,389  
    Short-term borrowings   108       60       327       168       945  
    Long-term borrowings   433       199       13       632       28  
    Subordinated debentures   188       188       188       376       376  
    Total interest expense   8,448       7,046       7,467       15,494       14,737  
                       
    Net interest income   8,468       7,250       6,652       15,718       12,822  
                       
    Provision for credit losses   120       390       (27 )     510       (33 )
                       
    Net interest income after provision for loan losses   8,348       6,860       6,679       15,208       12,855  
                       
    Total revenue, net   14,484       13,236       12,211       27,720       23,525  
                       
    Non interest expense                  
    Salaries and employee benefits   5,655       5,045       3,897       10,700       7,802  
    Occupancy   336       351       484       687       937  
    Furniture and equipment   106       109       73       215       77  
    Data processing   413       407       439       820       857  
    Wealth management processing fees   213       214       208       428       422  
    Advertising and public relations   79       53       48       132       82  
    Professional services   306       222       272       529       481  
    FDIC insurance assessments   150       108       120       258       310  
    Other   429       473       1,048       902       1,498  
    Total non interest expense   7,687       6,982       6,589       14,671       12,466  
                       
    Income before income taxes   6,796       6,254       5,621       13,048       11,059  
                       
    Income tax expense   1,473       1,202       1,107       2,674       2,211  
                       
    Net income $ 5,323     $ 5,052     $ 4,514     $ 10,374     $ 8,848  
                       
    Earnings per share:                  
    Basic $ 1.85     $ 1.75     $ 1.55     $ 3.60     $ 3.03  
    Diluted $ 1.84     $ 1.75     $ 1.55     $ 3.59     $ 3.03  
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.        
                       
    Truxton Corporation
    Selected Quarterly Financial Data
    At Or For The Three Months Ended
    (000’s)
    (Unaudited)
           
      June 30, 2025* March 31, 2025* June 30, 2024*
           
    Per Common Share Data      
    Net income attributable to shareholders, per share:      
    Basic $ 1.85   $ 1.75   $ 1.75  
    Diluted $ 1.84   $ 1.75   $ 1.75  
    Book value per common share $ 35.75   $ 34.46   $ 31.85  
    Tangible book value per common share $ 35.75   $ 34.46   $ 31.85  
    Basic weighted average common shares   2,806,478     2,793,834     2,834,023  
    Diluted weighted average common shares   2,809,382     2,797,388     2,839,086  
    Common shares outstanding at period end   2,876,939     2,882,241     2,913,478  
           
           
    Selected Balance Sheet Data      
    Tangible common equity (TCE) ratio   8.18 %   8.25 %   9.42 %
    Average Loans $ 693,657   $ 691,360   $ 10,609  
    Average earning assets (1) $ 1,202,098   $ 1,047,778   $ 17,019  
    Average total assets $ 1,229,218   $ 1,085,506   $ 0  
    Average shareholders’ equity $ 100,500   $ 99,923   $ 0  
           
           
    Selected Asset Quality Measures      
    Nonaccrual loans $ 0   $ 0   $ 0  
    90+ days past due still accruing $ 0   $ 0   $ 0  
    Total nonperforming loans $ 0   $ 0   $ 0  
    Total nonperforming assets $ 0   $ 0   $ 0  
    Net charge offs (recoveries) $ 0   $ 8   ($ 1 )
    Nonperforming loans to assets   0.00 %   0.00 %   0.00 %
    Nonperforming assets to total assets   0.00 %   0.00 %   0.00 %
    Nonperforming assets to total loans and other real estate   0.00 %   0.00 %   0.00 %
    Allowance for credit losses to total loans**   0.97 %   0.96 %   0.96 %
    Net charge offs to average loans   0.00 %   0.00 %   -0.01 %
           
           
    Capital Ratios (Bank Subsidiary Only)      
    Tier 1 leverage   9.36 %   10.46 %   10.45 %
    Common equity tier 1   13.64 %   13.82 %   14.62 %
    Total risk-based capital   14.53 %   14.73 %   15.54 %
           
    Selected Performance Ratios      
    Efficiency ratio   52.64 %   51.24 %   52.72 %
    Return on average assets (ROA)   1.74 %   1.89 %   1.82 %
    Return on average shareholders’ equity (ROE)   21.24 %   20.50 %   19.97 %
    Return on average tangible common equity (ROTCE)   21.24 %   20.50 %   19.97 %
    Net interest margin   2.92 %   2.90 %   2.75 %
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation.
    **Ratios do not include reserve for unfunded commitments
    (1) Average earning assets is the daily average of earning assets. Earning assets consists of loans, mortgage loans held for sale, federal funds sold, deposits with banks, and investment securities.
           
    Truxton Corporation  
    Yield Tables  
    For The Periods Indicated  
    (000’s)  
    (Unaudited)  
                             
                                               
    The following table sets forth the amount of our average balances, interest income or interest expense for each category of interest earning assets and interest bearing liabilities and the average interest rate for interest earning assets and interest bearing liabilities, net interest spread and net interest margin for the periods indicated below:
                                               
      Three Months Ended   Three Months Ended   Three Months Ended  
      June 30, 2025*   March 31, 2025*   June 30, 2024*  
                             
      Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense  
                             
    Earning Assets                        
    Loans $ 693,657   6.13 $ 10,609   $ 691,360   6.04 $ 10,300   $ 655,486   6.34 $ 10,332  
    Loan fees $ 0   0.22 $ 375   $ 0   0.16 $ 271   $ 0   0.08 $ 127  
    Loans with fees $ 693,657   6.35 $ 10,984 0 $ 691,360   6.2 $ 10,571 0 $ 655,486   6.42 $ 10,459  
    Mortgage loans held for sale $ 0   0.00 $ 0   $ 0   0.00 $ 0   $ 0   0.00 $ 0  
    Federal funds sold $ 2,385   3.98 $ 24   $ 3,308   4.15 $ 34   $ 4,476   5.32 $ 60  
    Deposits with banks $ 30,373   4.29 $ 325   $ 29,756   4.51 $ 331   $ 27,887   5.88 $ 408  
    Investment securities – taxable $ 427,467   4.97 $ 5,308   $ 291,104   4.63 $ 3,371   $ 257,470   4.56 $ 2,933  
    Investment securities – tax-exempt $ 48,216   4.67 $ 378   $ 32,250   3.37 $ 182   $ 34,804   3.56 $ 207  
    Total Earning Assets $ 1,202,098   5.74 $ 17,019   $ 1,047,778   5.62 $ 14,489   $ 980,123   5.81 $ 14,067  
    Non interest earning assets                        
    Allowance for loan losses   (6,705 )         (6,618 )         (6,306 )      
    Cash and due from banks $ 5,148         $ 17,307         $ 6,856        
    Premises and equipment $ 3,129         $ 3,249         $ 2,698        
    Accrued interest receivable $ 4,049         $ 3,608         $ 3,975        
    Other real estate $ 0         $ 0         $ 0        
    Other assets $ 39,926         $ 37,447         $ 32,919        
    Unrealized gain (loss) on inv. securities   (18,427 )         (17,265 )         (21,466 )      
    Total Assets $ 1,229,218         $ 1,085,506         $ 998,799        
    Interest bearing liabilities                        
    Interest bearing demand $ 330,353   3.01 $ 2,480   $ 326,793   3.04 $ 2,448   $ 340,187   3.62 $ 3,062  
    Savings and money market $ 256,265   2.72 $ 1,740   $ 229,304   2.63 $ 1,486   $ 175,264   3.55 $ 1,546  
    Time deposits – retail $ 12,687   3.17 $ 100   $ 12,965   3.61 $ 115   $ 14,887   3.4 $ 126  
    Time deposits – wholesale $ 319,443   4.27 $ 3,398   $ 241,662   4.28 $ 2,550   $ 201,005   4.41 $ 2,205  
    Total interest bearing deposits $ 918,748   3.37 $ 7,718   $ 810,724   3.3 $ 6,599   $ 731,343   3.82 $ 6,939  
    Federal Home Loan Bank advances $ 40,560   4.23 $ 433   $ 20,369   3.9 $ 199   $ 3,173   1.64 $ 13  
    Subordinated debt $ 14,536   5.12 $ 188   $ 14,687   5.09 $ 188   $ 14,471   5.14 $ 188  
    Other borrowings $ 11,290   4.55 $ 108   $ 9,419   4.12 $ 60   $ 30,973   4.18 $ 327  
    Total borrowed funds $ 66,386   4.35 $ 729   $ 44,475   4.02 $ 447   $ 48,617   4.30 $ 528  
    Total interest bearing liabilities $ 985,036   3.44 $ 8,448   $ 855,199   3.34 $ 7,046   $ 779,960   3.85 $ 7,467  
    Net interest rate spread   2.30 $ 8,571     2.28 $ 7,443     1.96 $ 6,600  
    Non-interest bearing deposits $ 138,929         $ 126,049         $ 124,029        
    Other liabilities $ 4,753         $ 4,335         $ 3,881        
    Shareholder’s equity $ 100,500         $ 99,923         $ 90,929        
    Total Liabilities and Shareholder’s Equity $ 1,229,218         $ 1,085,506         $ 998,799        
    Cost of funds   3.01       2.91       3.32    
    Net interest margin   2.92       2.90       2.75    
                             
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.      
                             
    Yield Table Assumptions – Average loan balances are inclusive of nonperforming loans. Yields computed on tax-exempt instruments are on a tax equivalent basis. Net interest spread is calculated as the yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. Net interest margin is the result of net interest income calculated on a tax-equivalent basis divided by average interest earning assets for the period. Changes in net interest income are attributed to either changes in average balances (volume change) or changes in average rates (rate change) for earning assets and sources of funds on which interest is received or paid. Volume change is calculated as change in volume times the previous rate while rate change is change in rate times the previous volume. Changes not due solely to volume or rate changes are allocated to volume change and rate change in proportion to the relationship of the absolute dollar amounts of the change in each category.
    Truxton Corporation
    Yield Tables
    For The Periods Indicated
    (000’s)
    (Unaudited)
                                   
    The following table sets forth the amount of our average balances, interest income or interest expense for each category of interest earning assets and interest bearing liabilities and the average interest rate for interest earning assets and interest bearing liabilities, net interest spread and net interest margin for the periods indicated below:
                                   
      Six Months Ended     Six Months Ended  
      June 30, 2025*     June 30, 2024*  
      Average Balances Rates/ Yields (%) Interest Income/ Expense     Average Balances Rates/ Yields (%) Interest Income/ Expense  
                       
    Earning Assets                  
    Loans $ 692,515   6.09 $ 20,909     $ 656,138   6.31 $ 20,593  
    Loan fees $ 0   0.19 $ 646     $ 0   0.07 $ 223  
    Loans with fees $ 692,515   6.28 $ 21,555     $ 656,138   6.38 $ 20,816  
    Mortgage loans held for sale $ 0   0.00 $ 0     $ 0   0.00 $ 0  
    Federal funds sold $ 2,844   4.08 $ 58     $ 3,865   5.16 $ 101  
    Deposits with banks $ 30,066   4.4 $ 656     $ 23,712   5.41 $ 638  
    Investment securities – taxable $ 359,662   4.83 $ 8,679     $ 251,493   4.4 $ 5,532  
    Investment securities – tax-exempt $ 40,277   4.15 $ 559     $ 33,922   3.48 $ 395  
    Total Earning Assets $ 1,125,364   5.68 $ 31,507     $ 969,130   5.74 $ 27,482  
    Non interest earning assets                  
    Allowance for loan losses   (6,662 )           (6,308 )      
    Cash and due from banks $ 5,740           $ 6,064        
    Premises and equipment $ 3,189           $ 1,979        
    Accrued interest receivable $ 3,829           $ 3,726        
    Other real estate $ 0           $ 0        
    Other assets $ 38,986           $ 31,706        
    Unrealized gain (loss) on inv. securities   (17,850 )           (21,784 )      
    Total Assets $ 1,152,596           $ 984,513        
    Interest bearing liabilities                  
    Interest bearing demand $ 328,583   3.02 $ 5,961     $ 335,265   3.58 $ 5,961  
    Savings and Money Market $ 242,859   2.68 $ 2,920     $ 168,952   3.48 $ 2,920  
    Time deposits – Retail $ 12,825   3.39 $ 259     $ 15,222   3.42 $ 259  
    Time Deposits – Wholesale $ 280,768   4.27 $ 4,249     $ 187,287   4.56 $ 4,249  
    Total interest bearing deposits $ 865,035   3.34 $ 13,389     $ 706,726   3.81 $ 13,389  
    Federal home Loan Bank advances $ 30,521   4.12 $ 632     $ 3,287   1.67 $ 28  
    Subordinated debt $ 14,611   5.13 $ 377     $ 14,541   5.11 $ 376  
    Other borrowings $ 10,309   4.34 $ 945     $ 44,016   4.25 $ 944  
    Total borrowed funds $ 55,441   4.22 $ 1,954     $ 61,844   4.31 $ 1,348  
    Total interest bearing liabilities $ 920,476   3.39 $ 15,343     $ 768,570   3.85 $ 14,737  
    Net interest rate spread   2.29 $ 16,164       1.89 $ 12,745  
    Non-interest bearing deposits $ 127,070           $ 121,419        
    Other liabilities $ 4,886           $ 4,339        
    Shareholder’s equity $ 100,164           $ 90,185        
    Total Liabilities and Shareholder’s Equity $ 1,152,596           $ 984,513        
    Cost of funds   2.96         3.32    
    Net interest margin   2.91         2.68    
                       
    *The information is preliminary, unaudited and based on company data available at the time of presentation.    
                       
    Yield Table Assumptions – Average loan balances are inclusive of nonperforming loans. Yields computed on tax-exempt instruments are on a tax equivalent basis. Net interest spread is calculated as the yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. Net interest margin is the result of net interest income calculated on a tax-equivalent basis divided by average interest earning assets for the period. Changes in net interest income are attributed to either changes in average balances (volume change) or changes in average rates (rate change) for earning assets and sources of funds on which interest is received or paid. Volume change is calculated as change in volume times the previous rate while rate change is change in rate times the previous volume. Changes not due solely to volume or rate changes are allocated to volume change and rate change in proportion to the relationship of the absolute dollar amounts of the change in each category.

    The MIL Network

  • MIL-OSI: Gevo to Report Second Quarter 2025 Financial Results on August 11, 2025

    Source: GlobeNewswire (MIL-OSI)

    ENGLEWOOD, Colo., July 24, 2025 (GLOBE NEWSWIRE) — Gevo, Inc. (NASDAQ: GEVO) announced today that it will host a conference call on August 11, 2025, at 4:30 p.m. ET (2:30 p.m. MT) to report its financial results for the second quarter that ended June 30, 2025.

    To participate in the live call, please register through the following event weblink: https://register-conf.media-server.com/register/BI837becc646fa4780899cbd8ed1b21b9a

    After registering, participants will be provided with a dial-in number and pin.

    To listen to the conference call (audio only), please register through the following event weblink: https://edge.media-server.com/mmc/p/u9fuak7q

    A webcast replay will be available two hours after the conference call ends on August 11, 2025. The archived webcast will be available in the Investor Relations section of Gevo’s website at www.gevo.com.

    About Gevo
    Gevo is a next-generation diversified energy company committed to fueling America’s future with cost-effective, drop-in fuels that contribute to energy security, abate carbon, and strengthen rural communities to drive economic growth. Gevo’s innovative technology can be used to make a variety of renewable products, including SAF, motor fuels, chemicals, and other materials that provide U.S.-made solutions. By investing in the backbone of rural America, Gevo’s business model includes developing, financing, and operating production facilities that create jobs and revitalize communities. Gevo owns and operates one of the largest dairy-based renewable natural gas (“RNG”) facilities in the United States, turning by-products into clean, reliable energy. We also operate an ethanol plant with an adjacent carbon capture and sequestration (“CCS”) facility, further solidifying America’s leadership in energy innovation. Additionally, Gevo owns the world’s first production facility for specialty alcohol-to-jet (“ATJ”) fuels and chemicals. Gevo’s market-driven “pay for performance” approach regarding carbon and other sustainability attributes helps ensure value is delivered to our local economy. Through its Verity subsidiary, Gevo provides transparency, accountability, and efficiency in tracking, measuring and verifying various attributes throughout the supply chain. By strengthening rural economies, Gevo is working to secure a self-sufficient future and to make sure value is brought to the market.

    For more information, see www.gevo.com.

    PUBLIC AFFAIRS CONTACT
    Heather Manuel
    VP of Stakeholder Engagement & Partnerships
    PR@gevo.com

    INVESTOR CONTACT
    Eric Frey, PhD
    VP of Corporate Development
    IR@gevo.com

    The MIL Network

  • MIL-Evening Report: Business coalition calls for 25% cut in the cost of red tape by 2030

    Source: The Conversation (Au and NZ) – By Michelle Grattan, Professorial Fellow, University of Canberra

    Business, universities, and investors have jointly urged the federal government to commit to cutting the cost of red tape by 25% by 2030, in a submission for next month’s Economic Reform Roundtable.

    The push to reduce regulation is in line with action by the EU and the United Kingdom’s Labour government, the submission says.

    “Cutting red tape means faster home builds, quicker loan approvals, and lower prices at the checkout,” it says.

    “For Australians, it’s the difference between waiting months or days for a service, and it ensures growth isn’t choked by unnecessary or outdated processes that haven’t kept up with the modern world.”

    The need to push against red tape is highlighted in the recently-published book Abundance by Derek Thompson and Ezra Klein. The book has impressed Treasurer Jim Chalmers, who has urged his colleagues to read it.

    The coalition of 27 groups includes small, medium and large businesses, universities and the investment community. The united approach is an attempt by business to avoid being divided and trapped at the roundtable, as business felt it was at the 2022 Jobs and Skills summit.

    On taxation, the submission proposes a three-month review, supported by Treasury, the Productivity Commission, business representatives and other stakeholders to “kick start” comprehensive tax reform.

    The exercise would be underpinned by principles that encouraged investment and economic growth.

    Business has become concerned the roundtable could be a way of seeking support for tax increases rather than comprehensive tax reform.

    The submission says tax reform and the trade offs involved, should not be pursued separately from measures to promote efficiency and spending restraint to “ensure government lives within its means”.

    Tax reform should support the dynamism and productivity of Australian individuals and businesses”, the submission says.

    Revenue should be raised with the least possible cost to society, and there should be minimum distortions to work, savings and investment.

    Among other proposals, the coalition urges a boost to investment and innovation by reforming the handling of R&D.

    It says there should be a national strategy to boost Australia’s investment competitiveness.

    The submission backs reforming the framework for environmental and planning approvals. It says there should be a “single, predictable, and transparent approval pathway that provides timely and certain decisions.”

    “Our economic rule book is out of date. If we don’t fix it, not only will Australians struggle to get ahead in life, but future generations are at risk of missing out on the quality of life we enjoy today,” the joint group of industry associations says.

    Michelle Grattan does not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and has disclosed no relevant affiliations beyond their academic appointment.

    ref. Business coalition calls for 25% cut in the cost of red tape by 2030 – https://theconversation.com/business-coalition-calls-for-25-cut-in-the-cost-of-red-tape-by-2030-259688

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI United Kingdom: Old pontoon and link bridge at Mount Batten Pier to go

    Source: City of Plymouth

    Work will start next week (last week of July) to remove the old link bridge and pontoon at Mount Batten Pier.

    The structure has been closed to the public since last spring and ferry services rerouted to the landing stage at the Mount Batten Water Sports and Activities Centre nearby.

    An investigation earlier this year found that cracks detected within the bridge link to the pontoon had opened up significantly and could break at any time, posing a risk to marine traffic in the vicinity. Bracing works were carried out to the structure as a temporary measure while options were considered.

    Marine traffic were made aware and asked to keep their distance from the structure.

    The Council has been looking at the logistics of removing the bridge and pontoon and following a competitive tender process, has now entered into an arrangement to transfer ownership of the bridge and pontoon to Voyager Marine, who will also carry out the works to safely remove the structure.

    Logistics are being finalised but this move expected to start next week, subject to tide and weather.

    The Mount Batten Water Taxi service has been using the Mount Batten Sailing and Watersports Centre pontoon to operate since the closure.

    The link bridge will be removed by barge when high tide facilitates this and will be towed away, with the pontoon, to Voyager Boat Yard where they will be repurposed. The work will also involve removal of the piles below the seabed.

    The Plymouth Sound National Marine Park project have plans in train to replace the centre’s pontoon with a new structure. These plans have been extended to include extra provision for the Mount Batten Water Taxi to enable a return to a full service.

    The Council, is working in partnership on the project with the Plymouth Sound National Marine Park and the Mount Batten Centre and its board. Detailed onsite investigations have been carried out and the Council has issued a tender for work to build a new pontoon, with associated seabed infrastructure.

    The contract is expected to be awarded later this summer.

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: Plymouth Taxi Licensing Team first Council service to earn community safety accreditation

    Source: City of Plymouth

    Plymouth City Council’s Taxi Licensing Team is set to play a greater role in keeping the public safe, thanks to new powers granted through the Community Safety Accreditation Scheme (CSAS) accredited by Devon and Cornwall Police.

    The accreditation recognises the team’s ability to support frontline safety efforts and gives officers additional tools to help tackle anti-social behaviour, manage traffic incidents, and work more closely with police.

    CSAS gives trained Council officers limited police powers, enabling them to respond more effectively to issues that affect residents and visitors across the city.

    Councillor Sally Haydon, Cabinet Member for Community Safety for Plymouth City Council, said: “This is a fantastic achievement for our Taxi Licensing Team and a real boost for community safety in Plymouth. By equipping our officers with additional powers and training, we’re making sure they can respond quickly and effectively to issues that matter to residents. It’s about being proactive, visible, and working hand-in-hand with the police to keep people safe.”

    The team has undergone an assessed training with police colleagues, including traffic management and public engagement. Once accredited, officers will be able to:

    • Request name and address in cases of anti-social behaviour
    • Power to stop and direct traffic to protect public safety
    • Require names and addresses for individuals not complying with the above requests
    • Share and access relevant intelligence with Devon and Cornwall Police

    These new powers will help the team respond more effectively to incidents, increase partnership working between the council and provide a more visible uniformed presence in the community. Officers will continue to wear their standard uniforms, which will now display the CSAS logo as well as carrying police-approved ID badges and powers cards to reflect their new responsibilities.

    The scheme has already proven successful in other parts of the country, and across Devon and Cornwall, and Plymouth’s adoption marks a significant step forward in local efforts to build safer, more resilient communities.

    Find out more about CSAS and other schemes in Plymouth and the surrounding area by visiting www.dc.police.uk/csas

    MIL OSI United Kingdom

  • MIL-OSI: Primech Holdings Announces Fiscal Year 2025 Results, Contracted Revenue Backlog at $120.8 Million

    Source: GlobeNewswire (MIL-OSI)

    SINGAPORE, July 24, 2025 (GLOBE NEWSWIRE) — Primech Holdings Limited (Nasdaq: PMEC), an established technology-driven facilities-services provider to public and private-sector customers in Singapore, today reported audited financial results for the fiscal year ended March 31, 2025.

    FY 2025 Highlights:

    • Revenue grew 2.5% to $74.3 million for the fiscal year ended March 31, 2025, compared with revenue of $72.5 million in fiscal year 2024.
    • Gross profit margin expanded 130 basis points to 23.6% as technology adoption and grant support offset wage pressures.
    • Net loss narrowed 40% to $2.2 million, or $(0.05) per basic and diluted share, compared to a net loss of $3.2 million, or $(0.10) per share.
    • Cash and cash equivalents increased by 32.7% to $10.1 million; total assets were $41.2 million, and total liabilities were $26.5 million.
    • Future contracted revenue, scheduled for recognition in FY 2026 and onward, totals $120.8 million, providing multi-year visibility.

    Fiscal Year 2025 Financial Results:

    Financial Metrics (US$ millions, except per share data) FY 2025 FY 2024 Change
    Revenue $74.3 $72.5 +2.5%
    Gross profit $17.5 $16.0 +9.8%
    Gross profit margin 23.6% 22.0% +160 bps
    Operating loss $(0.9) $(2.8) +65.9% improvement
    Net loss $(2.2) $(3.2) +31.1% improvement
    Basic & diluted EPS $(0.05) $(0.10) +50.0% improvement
    Cash & cash equivalents $10.1 $7.6 +32.6%
           

    Primech A&P Highlights:

    • Over $18.9 million in new contracts secured during fiscal year 2025, including a major contract extension worth $8.3 million
    • Industry recognition achievements, including ASEAN Public Toilet Award for Newton Food Centre management and LOO Awards 2024 Best Market Award
    • Sustainability leadership with nomination as a finalist for the Singapore Apex Corporate Sustainability Awards in the “LowCarbonSG” category
    • Strategic partnerships, including membership in the Singapore International Facility Management Association (SIFMA)

    Primech AI Highlights:

    • Revolutionary HYTRON robot launch with successful deployments at Temasek Polytechnic, a major Singapore shopping mall, and one of Singapore’s largest hospitals
    • Global expansion achievements, including partnerships in Hong Kong (Chinachem Group), Japan (Golden Rim Investment), and Europe (TCOrobotics GmbH covering Germany, Austria, and Switzerland)
    • Technology excellence recognition, winning the Robotics category at the Singapore Business Review Technology Excellence Awards 2025
    • Advanced AI integration incorporating NVIDIA Jetson Orin technology components for enhanced robotics performance
    • Manufacturing scale-up with a China production partnership targeting 300 robots’ initial production capacity
    • Product innovation with the launch of the compact HYTRON Lite model optimized for space-constrained environments

    CEO Commentary
    “Primech delivered resilient top-line growth and achieved a significant improvement in our bottom line during our second year as a public company,” said Mr. Kin Wai Ho, Chairman and Chief Executive Officer. “More importantly, this year marked our dramatic transformation into a technology-first organization through our revolutionary HYTRON AI-powered cleaning robots and aggressive global expansion strategy. We’ve evolved from a traditional facilities services company into an innovative robotics and automation leader.”

    “Our HYTRON technology represents the future of commercial cleaning. We’ve successfully deployed robots at prestigious locations and established partnerships across Singapore, Hong Kong, Japan, and Europe. With our three-phase expansion plan and $120.8 million of contracted backlog, we are positioned to return to profitability and capture significant market share in the rapidly growing global service robotics sector.”

    Future Contracted Revenues
    As of March 31, 2025, our contracted revenues for future fulfilment were approximately $120.8 million. The following table provides a breakdown of the value of our contracted revenues, which we estimate will be fulfilled in FY2026, FY2027, and subsequent years, subject to cancellations or other contractual changes that are not presently foreseeable. Our order book as of any particular date is not indicative of our revenue for succeeding periods, as secured contracts are subject to cancellations, deferrals, or early terminations by our customers:

      ($’000) (%)
    Estimated amount of services contracted for at April 1, 2025 to be recorded in revenue for FY ending March 31,
    2026
    59,876 49.5
    Estimated amount of services contracted for at April 1, 2026 to be recorded in revenue for FY ending March 31,
    2027
    34,069 28.2
    Estimated amount of services contracted for at April 1, 2027 to be recorded in revenue for FY ending March 31,
    2028
    26,899 22.3
      120,844 100.0
         

    Annual Report on Form 20-F
    The Company will file its annual report on Form 20-F for the fiscal year ended March 31, 2025 with the Securities and Exchange Commission later today, which can be accessed on the SEC’s website at https://www.sec.gov and on Primech’s investor relations website at https://investor.primechholdings.com/filings/

    About Primech Holdings Limited
    Headquartered in Singapore, Primech Holdings Limited is a leading provider of comprehensive technology-driven facilities services, predominantly serving both public and private sectors throughout Singapore. Primech Holdings offers an extensive range of services tailored to meet the complex demands of its diverse clientele. Services include advanced general facility maintenance services, specialized cleaning solutions such as marble polishing and facade cleaning, meticulous stewarding services, and targeted cleaning services for offices and homes. Known for its commitment to sustainability and cutting-edge technology, Primech Holdings integrates eco-friendly practices and smart technology solutions to enhance operational efficiency and client satisfaction. This strategic approach positions Primech Holdings as a leader in the industry and a proactive contributor to advancing industry standards and practices in Singapore and beyond. For more information, visit www.primechholdings.com.    

    About Primech AI
    Primech AI is a leading robotics company dedicated to pushing the boundaries of innovation in technology. With a team of passionate individuals and a commitment to collaboration, Primech AI is poised to revolutionize the robotics industry with groundbreaking solutions that make a meaningful impact on society. For more information, visit www.primech.ai.

    Forward-Looking Statements
    Certain statements in this announcement are forward-looking statements, including, for example, statements about completing the acquisition, anticipated revenues, growth, and expansion. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs. These forward-looking statements are also based on assumptions regarding the Company’s present and future business strategies and the environment in which the Company will operate in the future. Investors can find many (but not all) of these statements by the use of words such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely to” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure that such expectations will be correct. The Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.

    Company Contact:
    Email: ir@primech.com.sg

    Investor Relations Contact:        
    Matthew Abenante, IRC
    President                                        
    Strategic Investor Relations, LLC                                         
    Tel: 347-947-2093
    Email: matthew@strategic-ir.com

     
    ***tables follow***
    Primech Holdings Limited and Subsidiaries
    Consolidated Balance Sheets
    (in thousands except share data, U.S. dollars)
     
        As of March 31,  
        2025     2024  
    Assets            
    Current assets            
    Cash and cash equivalents   $ 10,145     $ 7,648  
    Accounts receivable, net (including unbilled receivable of $3,520 and $4,068)     15,633       18,452  
    Government subsidies receivable     1,485       1,368  
    Prepaid expenses and other current assets     1,700       3,810  
    Inventories     44       55  
    Total current assets     29,007       31,333  
                     
    Non-current assets                
    Property and equipment, net     9,686       10,082  
    Right of use assets     2,114       3,406  
    Goodwill     391       667  
    Intangible assets, net     2       21  
    Total assets   $ 41,200     $ 45,509  
                     
    Liabilities and shareholders’ equity                
    Current liabilities                
    Accounts payable and accrued expenses   $ 10,330     $ 9,406  
    Notes payable-current portion     8,481       11,277  
    Lease liabilities-current portion     1,595       2,059  
    Income tax liabilities     461        
    Total current liabilities     20,742       22,742  
                     
    Non-current liabilities                
    Notes payable-long term     4,331       5,705  
    Lease liabilities-long term     1,068       1,752  
    Deferred tax liability     255       251  
    Total liabilities     26,521       30,450  
                     
    Shareholders’ Equity                
    Common Stock, 38,417,987 and 35,550,000 shares issued and outstanding as of March 31, 2025 and 2024, respectively,     23,961       22,193  
    Additional paid-in capital     924       924  
    Accumulated other comprehensive income     995       923  
    Accumulated deficit     (10,991 )     (9,049 )
    Total Primech Holdings Limited shareholders’ equity     14,889       14,991  
                     
    Non-controlling interests     (210     68  
    Total shareholders’ equity     14,679       15,059  
    Total liabilities and shareholders’ equity   $ 41,200     $ 45,509  
     
    Primech Holdings Limited and Subsidiaries
    Consolidated Statements of Operations and other Comprehensive Loss
    (in thousands except share and per share data, U.S. dollars)
     
        For the Years Ended
    March 31,
     
        2025     2024  
    Revenues            
    Revenues, net   $ 74,349     $ 72,524  
                     
    Operating costs and expenses                
    Cost of revenue (net of $4,148 and $2,550 of government subsidies)     56,823       59,915  
    General and administrative expenses (net of $318 and $68 of government subsidies)     16,176       13,160  
    Sales and marketing expenses     2,007       2,231  
    Goodwill impairment     291        
    Total operating costs and expenses     75,297       75,306  
    Loss from operations     (948 )     (2,782 )
    Other operating income, net (includes $8 and $202 of government subsidies)     (27     211  
    Interest expense     (789 )     (1,145 )
    Loss before income taxes     (1,764 )     (3,716 )
    Income tax benefit     (456     493  
    Net loss     (2,220 )     (3,223 )
    (Profit)/ loss attributable to non-controlling interests     278       (16
    Net loss attributable to Primech Holdings Limited     (1,942 )     (3,239 )
    Total foreign currency translation adjustment     72       (24
    Comprehensive loss   $ (1,870 )     (3,263 )
                     
    Earnings loss per share:                
    Basic and diluted   $ (0.05 )   $ (0.10 )
                     
    Weighted average number of ordinary shares outstanding:                
    Basic and Diluted     37,584,000       33,929,000  
     
    Primech Holdings Limited and Subsidiaries
    Consolidated Statements of Cash Flows
    (in thousands except share data, U.S. dollars)
     
        For the Years Ended
    March 31,
     
        2025     2024  
    Cash flows from operating activities:            
    Net loss   $ (2,220 )   $ (3,223 )
    Adjustments to reconcile net loss to net cash used in operating activities:                
    Depreciation of property and equipment     1,483       1,640  
    Amortization of right of use assets     2,479       2,203  
    Loss (gain) on disposal of property and equipment     1       (13 )
    Amortization of intangible assets     29       29  
    Share based payment     1,768        
    Provision for doubtful accounts     31        
    Impairment of Goodwill     291        
                     
    Change in operating assets and liabilities:                
    Deferred tax liability           (454
    Accounts receivable     2,888       (3,330 )
    Government subsidies receivables     (111     290  
    Prepaid expenses & other current assets     2,132       (2,657
    Inventories     11       84  
    Accounts payable and accrued expenses     879       (1,329
    Operating lease liability     (2,731 )     (2,322 )
    Tax payable     462        
    Net cash used in operating activities     7,382       (9,082 )
                     
    Cash flows from investing activities:                
    Acquisition of property and equipment     (1,098 )     (909 )
    Proceeds from sale of property and equipment     67       102  
    Net cash used in investing activities     (1,031 )     (807 )
                     
    Cash flows from financing activities:                
    Net Proceeds from issue of new shares           9,473  
    Deferred offering costs           545  
    Payment of finance lease liabilities     (126 )     (86 )
    Repayment of bank loans     (159,107 )     (3,163 )
    Proceeds from bank loans     154,846       1,412  
    Net cash provided by financing activities     (4,387     8,181  
                     
    Net (decrease) increase in cash and cash equivalents     1,963       (1,708
    Effect of exchange rate changes on cash and cash equivalents     533       284  
    Cash and cash equivalents, beginning of year     7,648       9,072  
    Cash and cash equivalents, end of year   $ 10,145     $ 7,648  
                     
    Supplemental disclosure of non-cash investing and financing transactions                
    Acquisition of equipment under finance leases     367       173  
    Recognition of Right of use assets and liabilities     1,167       2,553  

    The MIL Network

  • MIL-OSI: Dime Community Bancshares, Inc. Reports Strong Second Quarter Results With Earnings Per Share Increasing by 49% on a Year-over-Year Basis

    Source: GlobeNewswire (MIL-OSI)

    Continued Growth in Core Deposits and Business Loans on a Year-over-Year Basis

    Quarterly Net Interest Margin Improves to 2.98%

    HAUPPAUGE, N.Y., July 24, 2025 (GLOBE NEWSWIRE) — Dime Community Bancshares, Inc. (NASDAQ: DCOM) (the “Company” or “Dime”), the parent company of Dime Community Bank (the “Bank”), today reported net income available to common stockholders of $27.9 million for the quarter ended June 30, 2025, or $0.64 per diluted common share, compared to $19.6 million, or $0.45 per diluted common share, for the quarter ended March 31, 2025 and net income available to common stockholders of $16.7 million for the quarter ended June 30, 2024, or $0.43 per diluted common share.

    Stuart H. Lubow, President and Chief Executive Officer (“CEO”) of the Company, stated, “As we continue to execute on our growth plan, we were pleased with the solid growth in core deposits, business loans, net interest margin and capital ratios. We had an active second quarter from a recruiting standpoint, which will aid us in the years ahead as we diversify our balance sheet and continue to take market share. Of note, and recognizing the progress we have made in creating a high quality balance sheet, Kroll Bond Rating Agency revised our outlook from “Stable” to “Positive” in the month of June.”

    Second Quarter Recruiting Update

    • Hired Shawn Gines as Executive Vice President of Corporate and Specialty Finance; Mr. Gines was previously the Regional President of the New York City and New Jersey metro markets for Webster Bank;
    • Hired Jason Brenner and Zach Schwartz to lead the newly created Lender Finance vertical; Mr. Brenner and Mr. Schwartz were previously with Axos Bank and First Citizens Bank, respectively;
    • Hired Michael Watts to lead the newly created Fund Finance vertical; Mr. Watts was previously with East West Bank;
    • Hired Raffaella Palazzo as Director of Business Banking; Ms. Palazzo was previously Chief Operations Officer at Hanover Bank; and
    • Hired Solomon Ponniah as Group Leader to grow metro NYC lending presence; Mr. Ponniah was previously Director of Business Banking at Popular Bank.

    Geographic Expansion

    • Received all requisite regulatory approvals to open a branch location at 500 Boulevard of the Americas in Lakewood, New Jersey. The branch opening is planned for early 2026.
    • Expect to open a new branch location in Manhattan in the fourth quarter of 2025.

    Highlights for the Second Quarter of 2025 included:

    • Total deposits increased $711.7 million on a year-over-year basis;
    • Core deposits (excluding brokered and time deposits) increased $1.21 billion on a year-over-year basis;
    • The ratio of average non-interest-bearing deposits to average total deposits for the second quarter was 30%;
    • Business loans grew $113.3 million on a linked quarter basis and $371.3 million on a year-over-year basis;
    • The net interest margin increased to 2.98% for the second quarter of 2025 compared to 2.95% for the prior quarter; and
    • The Company’s Common Equity Tier 1 Ratio increased to 11.25% at the end of the second quarter.

    Management’s Discussion of Quarterly Operating Results

    Net Interest Income

    Net interest income for the second quarter of 2025 was $98.1 million compared to $94.2 million for the first quarter of 2025 and $75.5 million for the second quarter of 2024.

    The table below provides a reconciliation of the reported net interest margin (“NIM”) and adjusted NIM excluding the impact of purchase accounting accretion on the loan portfolio.

                       
    (Dollars in thousands)   Q2 2025   Q1 2025   Q2 2024
    Net interest income   $ 98,097     $ 94,213     $ 75,502  
    Purchase accounting amortization (accretion) on loans (“PAA”)     (225 )     (124 )     (101 )
    Adjusted net interest income excluding PAA on loans (non-GAAP)   $ 97,872     $ 94,089     $ 75,401  
                       
    Average interest-earning assets   $ 13,195,116     $ 12,963,320     $ 12,624,556  
                       
    NIM(1)     2.98 %     2.95 %     2.41 %
    Adjusted NIM excluding PAA on loans (non-GAAP)(2)     2.98 %     2.94 %     2.40 %

    (1)   NIM represents net interest income divided by average interest-earning assets.
    (2)   Adjusted NIM excluding PAA on loans represents adjusted net interest income, which excludes PAA amortization on acquired loans divided by average interest-earning assets.

    Mr. Lubow commented, “Dime has multiple levers to grow NIM over time.

    • First, we have a significant loan repricing opportunity starting in the second half of 2025 that will continue through 2027, assuming current forecasted interest rate levels remain accurate.
    • Second, and as demonstrated in the most recent rate cutting cycle, should the Federal Reserve cut short term rates in 2025 we anticipate a reduction in deposit costs, which will drive further NIM expansion.
    • Finally, core deposit growth and a continued focus on business loan growth will benefit our NIM over time as we continue to grow customers and hire productive teams.”

    Loan Portfolio

    The ending weighted average rate (“WAR”) on the total loan portfolio was 5.33% at June 30, 2025, an 8 basis point increase compared to the ending WAR of 5.25% on the total loan portfolio at March 31, 2025.

    Outlined below are loan balances and WARs for the quarter ended as indicated.

                                                     
        June 30, 2025     March 31, 2025     June 30, 2024  
    (Dollars in thousands)   Balance     WAR(1)     Balance     WAR(1)     Balance     WAR(1)  
    Loans held for investment balances at period end:                                                
    Business loans(2)   $ 2,902,170       6.65 %   $ 2,788,848       6.55 %   $ 2,530,896       6.92 %
    One-to-four family residential, including condominium and cooperative apartment     998,677       4.85       961,562       4.77       906,949       4.55  
    Multifamily residential and residential mixed-use(3)(4)     3,693,481       4.48       3,780,078       4.46       3,920,354       4.59  
    Non-owner-occupied commercial real estate     3,128,453       5.12       3,191,536       5.07       3,315,100       5.25  
    Acquisition, development, and construction     141,755       8.28       140,309       7.96       144,860       8.96  
    Other loans     6,336       11.08       6,402       10.39       6,699       3.39  
    Loans held for investment   $ 10,870,872       5.33 %   $ 10,868,735       5.25 %   $ 10,824,858       5.39 %

    (1)    WAR is calculated by aggregating interest based on the current loan rate from each loan in the category, adjusted for non-accrual loans, divided by the total balance of loans in the category.
    (2)    Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.
    (3)    Includes loans underlying multifamily cooperatives.
    (4)    While the loans within this category are often considered “commercial real estate” in nature, multifamily and loans underlying cooperatives are reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

    Outlined below are the loan originations, for the quarter ended as indicated.

                             
    (Dollars in millions)   Q2 2025   Q1 2025   Q2 2024
    Originations Excluding New Lines of Credit   $ 227.3     $ 71.5     $ 162.4  
    Originations Including New Lines of Credit     450.5       136.7       284.6  
                             

    Deposits and Borrowed Funds

    Period end total deposits (including mortgage escrow deposits) at June 30, 2025 were $11.74 billion, compared to $11.61 billion at March 31, 2025 and $11.03 billion at June 30, 2024. The Company reduced its brokered deposit levels to $200.0 million at June 30, 2025, compared to $285.6 million at March 31, 2025 and $780.3 million at June 30, 2024.

    Total Federal Home Loan Bank advances were $508.0 million at June 30, 2025, compared to $508.0 million at March 31, 2025 and $633.0 million at June 30, 2024.

    Non-Interest Income

    Non-interest income was $11.6 million during the second quarter of 2025, $9.6 million during the first quarter of 2025, and $11.8 million during the second quarter of 2024.

    Non-Interest Expense

    Total non-interest expense was $60.3 million during the second quarter of 2025, $65.5 million during the first quarter of 2025, and $55.7 million during the second quarter of 2024. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets, severance expense and settlement loss related to the termination of a legacy pension plan, adjusted non-interest expense was $59.9 million during the second quarter of 2025, $58.0 million during the first quarter of 2025, and $55.4 million during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Mr. Lubow commented, The increase in non-interest expense on year-over-year-basis has been due to significant investments and hires the Company has made as we execute on our growth plan, which is centered around growing core deposits, diversifying our loan portfolio and selectively adding new geographies. In the second quarter of 2025, we launched various commercial lending verticals that we expect to contribute to loan and revenue growth in the years ahead.

    The ratio of non-interest expense to average assets was 1.72% during the second quarter of 2025, compared to 1.90% during the linked quarter and 1.66% during the second quarter of 2024. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets, severance expense and settlement loss related to the termination of a legacy pension plan, the ratio of adjusted non-interest expense to average assets was 1.71% during the second quarter of 2025, 1.68% during the first quarter of 2025, and 1.65% during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    The efficiency ratio was 55.0% during the second quarter of 2025, compared to 63.1% during the linked quarter and 63.8% during the second quarter of 2024. Excluding the impact of net gain on sale of securities and other assets, fair value change in equity securities and loans held for sale, severance expense, settlement loss related to the termination of a legacy pension plan, loss on extinguishment of debt and amortization of other intangible assets, the adjusted efficiency ratio was 54.7% during the second quarter of 2025, compared to 55.8% during the linked quarter and 65.9% during the second quarter of 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Income Tax Expense

    Income tax expense was $10.5 million during the second quarter of 2025, $7.3 million during the first quarter of 2025, and $7.6 million during the second quarter of 2024. The effective tax rate for the second quarter of 2025 was 26.1%, compared to 25.3% for the first quarter of 2025 and compared to 29.0% for the second quarter of 2024.

    Credit Quality

    Non-performing loans were $53.2 million at June 30, 2025, compared to $58.0 million at March 31, 2025 and $24.8 million at June 30, 2024.

    A credit loss provision of $9.2 million was recorded during the second quarter of 2025, compared to a credit loss provision of $9.6 million during the first quarter of 2025, and a credit loss provision of $5.6 million during the second quarter of 2024.

    Capital Management

    Stockholders’ equity increased $19.0 million to $1.43 billion at June 30, 2025, compared to $1.41 billion at March 31, 2025.

    The Company’s and the Bank’s regulatory capital ratios continued to be in excess of all applicable regulatory requirements as of June 30, 2025. All risk-based regulatory capital ratios increased in the second quarter of 2025.

    Dividends per common share were $0.25 during the second quarter of 2025 and the first quarter of 2025, respectively.

    Book value per common share was $29.95 at June 30, 2025 compared to $29.58 at March 31, 2025.

    Tangible common book value per share (which represents common equity less goodwill and other intangible assets, divided by the number of shares outstanding) was $26.32 at June 30, 2025 compared to $25.94 at March 31, 2025 (see “Non-GAAP Reconciliation” tables at the end of this news release).

    Earnings Call Information

    The Company will conduct a conference call at 8:30 a.m. (ET) on Thursday, July 24, 2025, during which CEO Lubow will discuss the Company’s second quarter 2025 financial performance, with a question-and-answer session to follow.

    Participants may access the conference call via webcast using this link: https://edge.media-server.com/mmc/p/7qhzfy2o. To participate via telephone, please register in advance using this link: https://register-conf.media-server.com/register/BIb23e2d2040014fbe89e85e3654130c71. Upon registration, all telephone participants will receive a one-time confirmation email detailing how to join the conference call, including the dial-in number along with a unique PIN that can be used to access the call. All participants are encouraged to dial-in 10 minutes prior to the start time.

    A replay of the conference call and webcast will be available on-demand for 12 months at https://edge.media-server.com/mmc/p/7qhzfy2o.

    ABOUT DIME COMMUNITY BANCSHARES, INC.
    Dime Community Bancshares, Inc. is the holding company for Dime Community Bank, a New York State-chartered trust company with over $14 billion in assets and the number one deposit market share among community banks on Greater Long Island. (1)

    (1) Aggregate deposit market share for Kings, Queens, Nassau & Suffolk counties for community banks with less than $20 billion in assets.

    This news release contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements may be identified by use of words such as “annualized,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar terms and phrases, including references to assumptions.

    Forward-looking statements are based upon various assumptions and analyses made by the Company in light of management’s experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond the Company’s control) that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Accordingly, you should not place undue reliance on such statements. Factors that could affect our results include, without limitation, the following: the timing and occurrence or non-occurrence of events may be subject to circumstances beyond the Company’s control; there may be increases in competitive pressure among financial institutions or from non-financial institutions; changes in the interest rate environment may affect demand for our products and reduce interest margins and the value of our investments; changes in government monetary or fiscal policies and actions may adversely affect our customers, cost of credit and overall result of operations; changes in deposit flows, the cost of funds, loan demand or real estate values may adversely affect the business of the Company; changes in the quality and composition of the Company’s loan or investment portfolios or unanticipated or significant increases in loan losses may negatively affect the Company’s financial condition or results of operations; changes in accounting principles, policies or guidelines may cause the Company’s financial condition to be perceived differently; changes in corporate and/or individual income tax laws may adversely affect the Company’s financial condition or results of operations; general socio-economic conditions, public health emergencies, international conflict, inflation, tariffs, and recessionary pressures, either nationally or locally in some or all areas in which the Company conducts business, or conditions in the securities markets or the banking industry may be less favorable than the Company currently anticipates and may adversely affect our customers, our financial results and our operations; legislation or regulatory changes may adversely affect the Company’s business; technological changes may be more difficult or expensive than the Company anticipates; there may be failures or breaches of information technology security systems; success or consummation of new business initiatives may be more difficult or expensive than the Company anticipates; there may be difficulties or unanticipated expense incurred in the consummation of new business initiatives or the integration of any acquired entities; and litigation or other matters before regulatory agencies, whether currently existing or commencing in the future, may delay the occurrence or non-occurrence of events longer than the Company anticipates. For discussion of these and other risks that may cause actual results to differ from expectations, please refer to the sections entitled “Forward-Looking Statements” and “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and updates set forth in the Company’s subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

    Contact: Avinash Reddy  
    Senior Executive Vice President – Chief Financial Officer  
    718-782-6200 extension 5909  
     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (In thousands)
     
        June 30,   March 31,   December 31,
        2025   2025   2024
    Assets:                  
    Cash and due from banks   $ 1,156,754     $ 1,030,702     $ 1,283,571  
    Securities available-for-sale, at fair value     703,461       710,579       690,693  
    Securities held-to-maturity     625,188       631,334       637,339  
    Loans held for sale     13,617       2,527       22,625  
    Loans held for investment, net:                  
    Business loans(1)     2,902,170       2,788,848       2,726,602  
    One-to-four family and cooperative/condominium apartment     998,677       961,562       952,195  
    Multifamily residential and residential mixed-use(2)(3)     3,693,481       3,780,078       3,820,492  
    Non-owner-occupied commercial real estate     3,128,453       3,191,536       3,231,398  
    Acquisition, development and construction     141,755       140,309       136,172  
    Other loans     6,336       6,402       5,084  
    Allowance for credit losses     (93,189 )     (90,455 )     (88,751 )
    Total loans held for investment, net     10,777,683       10,778,280       10,783,192  
    Premises and fixed assets, net     33,957       33,650       34,858  
    Restricted stock     67,110       66,987       69,106  
    BOLI     393,345       389,167       290,665  
    Goodwill     155,797       155,797       155,797  
    Other intangible assets     3,409       3,644       3,896  
    Operating lease assets     44,717       45,657       46,193  
    Derivative assets     90,966       98,740       116,496  
    Accrued interest receivable     55,418       56,044       55,970  
    Other assets     86,513       94,574       162,857  
    Total assets   $ 14,207,935     $ 14,097,682     $ 14,353,258  
    Liabilities:                  
    Non-interest-bearing checking (excluding mortgage escrow deposits)   $ 3,432,667     $ 3,245,409     $ 3,355,829  
    Interest-bearing checking     1,029,297       950,090       1,079,823  
    Savings (excluding mortgage escrow deposits)     1,923,277       1,939,852       1,927,903  
    Money market     4,229,503       4,271,363       4,198,784  
    Certificates of deposit     1,080,093       1,121,068       1,069,081  
    Deposits (excluding mortgage escrow deposits)     11,694,837       11,527,782       11,631,420  
    Non-interest-bearing mortgage escrow deposits     45,256       88,138       54,715  
    Interest-bearing mortgage escrow deposits     2       4       6  
    Total mortgage escrow deposits     45,258       88,142       54,721  
    FHLBNY advances     508,000       508,000       608,000  
    Other short-term borrowings                 50,000  
    Subordinated debt, net     272,414       272,370       272,325  
    Derivative cash collateral     69,840       85,230       112,420  
    Operating lease liabilities     47,559       48,432       48,993  
    Derivative liabilities     86,110       92,516       108,347  
    Other liabilities     52,911       63,197       70,515  
    Total liabilities     12,776,929       12,685,669       12,956,741  
    Stockholders’ equity:                  
    Preferred stock, Series A     116,569       116,569       116,569  
    Common stock     461       461       461  
    Additional paid-in capital     622,660       623,305       624,822  
    Retained earnings     820,221       803,202       794,526  
    Accumulated other comprehensive loss (“AOCI”), net of deferred taxes     (37,937 )     (39,045 )     (45,018 )
    Unearned equity awards     (13,525 )     (12,909 )     (7,640 )
    Treasury stock, at cost     (77,443 )     (79,570 )     (87,203 )
    Total stockholders’ equity     1,431,006       1,412,013       1,396,517  
    Total liabilities and stockholders’ equity   $ 14,207,935     $ 14,097,682     $ 14,353,258  

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and Paycheck Protection Program (“PPP”) loans.
    (2)     Includes loans underlying multifamily cooperatives.

    (3)    While the loans within this category are often considered “commercial real estate” in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Dollars in thousands except share and per share amounts)
     
        Three Months Ended   Six Months Ended
        June 30,   March 31,   June 30,   June 30,   June 30,
        2025   2025   2024   2025   2024
    Interest income:                                    
    Loans   $ 145,448     $ 142,705     $ 147,099     $ 288,153     $ 290,664  
    Securities     11,353       11,323       7,907       22,676       15,787  
    Other short-term investments     10,749       7,837       4,412       18,586       13,976  
    Total interest income     167,550       161,865       159,418       329,415       320,427  
    Interest expense:                                    
    Deposits and escrow     60,181       58,074       72,878       118,255       145,947  
    Borrowed funds     8,354       8,381       9,033       16,735       23,730  
    Derivative cash collateral     918       1,197       2,005       2,115       3,718  
    Total interest expense     69,453       67,652       83,916       137,105       173,395  
    Net interest income     98,097       94,213       75,502       192,310       147,032  
    Provision for credit losses     9,221       9,626       5,585       18,847       10,795  
    Net interest income after provision     88,876       84,587       69,917       173,463       136,237  
    Non-interest income:                                    
    Service charges and other fees     4,642       4,643       3,972       9,285       8,516  
    Title fees     118       98       294       216       427  
    Loan level derivative income     942       61       1,085       1,003       1,491  
    BOLI income     4,186       3,993       2,484       8,179       4,945  
    Gain on sale of Small Business Administration (“SBA”) loans     387       82       113       469       366  
    Gain on sale of residential loans     50       32       27       82       104  
    Fair value change in equity securities and loans held for sale     83       18       (416 )     101       (1,258 )
    Net gain on securities     149                   149        
    Gain on sale of other assets                 3,695             6,663  
    Other     1,038       706       554       1,744       1,021  
    Total non-interest income     11,595       9,633       11,808       21,228       22,275  
    Non-interest expense:                                    
    Salaries and employee benefits     36,218       35,651       32,184       71,869       64,221  
    Severance     136       76             212       42  
    Occupancy and equipment     7,729       8,002       7,409       15,731       14,777  
    Data processing costs     4,903       4,794       4,405       9,697       8,718  
    Marketing     1,756       1,666       1,637       3,422       3,134  
    Professional services     2,097       2,116       2,766       4,213       4,233  
    Federal deposit insurance premiums     1,692       2,047       2,250       3,739       4,489  
    Loss on extinguishment of debt                             453  
    Loss due to pension settlement           7,231             7,231        
    Amortization of other intangible assets     235       252       285       487       592  
    Other     5,533       3,676       4,758       9,209       7,546  
    Total non-interest expense     60,299       65,511       55,694       125,810       108,205  
    Income before taxes     40,172       28,709       26,031       68,881       50,307  
    Income tax expense     10,475       7,251       7,552       17,726       14,137  
    Net income     29,697       21,458       18,479       51,155       36,170  
    Preferred stock dividends     1,821       1,822       1,822       3,643       3,643  
    Net income available to common stockholders   $ 27,876     $ 19,636     $ 16,657     $ 47,512     $ 32,527  
    Earnings per common share (“EPS”):                                    
    Basic   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
    Diluted   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
                                         
    Average common shares outstanding for diluted EPS     43,030,023       42,948,690       38,329,485       42,989,581       38,292,253  
     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED SELECTED FINANCIAL HIGHLIGHTS
    (Dollars in thousands except per share amounts)
     
        At or For the Three Months Ended     At or For the Six Months Ended  
        June 30,     March 31,     June 30,     June 30,     June 30,  
        2025     2025     2024     2025     2024  
    Per Share Data:                                        
    Reported EPS (Diluted)   $ 0.64     $ 0.45     $ 0.43     $ 1.09     $ 0.84  
    Cash dividends paid per common share     0.25       0.25       0.25       0.50       0.50  
    Book value per common share     29.95       29.58       28.97       29.95       28.97  
    Tangible common book value per share(1)     26.32       25.94       24.87       26.32       24.87  
    Common shares outstanding     43,889       43,799       39,148       43,889       39,148  
    Dividend payout ratio     39.06 %     55.56 %     58.14 %     45.87 %     59.52 %
                                             
    Performance Ratios (Based upon Reported Net Income):                                        
    Return on average assets     0.85 %     0.62 %     0.55 %     0.74 %     0.53 %
    Return on average equity     8.28       6.04       5.88       7.16       5.78  
    Return on average tangible common equity(1)     9.68       6.92       6.88       8.30       6.76  
    Net interest margin     2.98       2.95       2.41       2.96       2.31  
    Non-interest expense to average assets     1.72       1.90       1.66       1.81       1.59  
    Efficiency ratio     55.0       63.1       63.8       58.9       63.9  
    Effective tax rate     26.08       25.26       29.01       25.73       28.10  
                                             
    Balance Sheet Data:                                        
    Average assets   $ 14,013,592     $ 13,777,665     $ 13,418,441     $ 13,896,281     $ 13,606,682  
    Average interest-earning assets     13,195,116       12,963,320       12,624,556       13,079,859       12,820,156  
    Average tangible common equity(1)     1,158,738       1,145,915       979,611       1,152,361       974,165  
    Loan-to-deposit ratio at end of period(2)     92.6 %     93.6 %     98.2 %     92.6 %     98.2 %
                                             
    Capital Ratios and Reserves – Consolidated:(3)                                        
    Tangible common equity to tangible assets(1)     8.22 %     8.15 %     7.27 %                
    Tangible equity to tangible assets(1)     9.05       8.99       8.14                  
    Tier 1 common equity ratio     11.25       11.11       10.06                  
    Tier 1 risk-based capital ratio     12.34       12.21       11.17                  
    Total risk-based capital ratio     15.84       15.68       14.46                  
    Tier 1 leverage ratio     9.43       9.46       8.78                  
    Consolidated CRE concentration ratio(3)(4)     425       442       499                  
    Allowance for credit losses/ Total loans     0.86       0.83       0.72                  
    Allowance for credit losses/ Non-performing loans     175.12       155.85       313.21                  

    (1)    See “Non-GAAP Reconciliation” tables for reconciliation of tangible equity, tangible common equity, and tangible assets.
    (2)    Total deposits include mortgage escrow deposits, which fluctuate seasonally.
    (3)   June 30, 2025 ratios are preliminary pending completion and filing of the Company’s regulatory reports.

    (4)   The Consolidated CRE concentration ratio is calculated using the sum of commercial real estate, excluding owner-occupied commercial real estate, multifamily, and acquisition, development, and construction, divided by consolidated capital. The June 30, 2025 ratio is preliminary pending completion and filing of the Company’s regulatory reports.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED AVERAGE BALANCES AND NET INTEREST INCOME
    (Dollars in thousands)
     
        Three Months Ended  
        June 30, 2025     March 31, 2025     June 30, 2024  
                          Average                       Average                       Average  
        Average             Yield/     Average             Yield/     Average             Yield/  
        Balance   Interest     Cost     Balance   Interest     Cost     Balance   Interest     Cost  
    Assets:                                                                        
    Interest-earning assets:                                                                        
    Business loans(1)   $ 2,798,899     $ 46,593       6.68 %   $ 2,748,142     $ 45,047       6.65 %   $ 2,400,219     $ 42,933       7.19 %
    One-to-four family residential, including condo and coop     981,138       11,532       4.71       962,046       11,069       4.67       886,037       9,968       4.52  
    Multifamily residential and residential mixed-use     3,740,939       42,462       4.55       3,796,754       42,329       4.52       3,958,617       45,775       4.65  
    Non-owner-occupied commercial real estate     3,175,062       41,822       5.28       3,214,758       41,326       5.21       3,359,004       44,728       5.36  
    Acquisition, development, and construction     136,154       3,009       8.86       138,428       2,906       8.51       164,283       3,638       8.91  
    Other loans     7,135       30       1.69       5,740       28       1.98       5,100       57       4.50  
    Securities     1,361,383       11,353       3.34       1,372,563       11,323       3.35       1,537,487       7,907       2.07  
    Other short-term investments     994,406       10,749       4.34       724,889       7,837       4.38       313,809       4,412       5.65  
    Total interest-earning assets     13,195,116       167,550       5.09 %     12,963,320       161,865       5.06 %     12,624,556       159,418       5.08 %
    Non-interest-earning assets     818,476                       814,345                       793,885                  
    Total assets   $ 14,013,592                     $ 13,777,665                     $ 13,418,441                  
                                                                             
    Liabilities and Stockholders’ Equity:                                                                        
    Interest-bearing liabilities:                                                                        
    Interest-bearing checking(2)   $ 943,716     $ 4,141       1.76 %   $ 912,852     $ 4,164       1.85 %   $ 631,403     $ 1,499       0.95 %
    Money market     4,174,694       32,818       3.15       4,076,612       31,294       3.11       3,495,989       33,193       3.82  
    Savings(2)     1,925,224       14,048       2.93       1,970,338       14,185       2.92       2,336,202       23,109       3.98  
    Certificates of deposit     1,075,729       9,174       3.42       973,108       8,431       3.51       1,393,678       15,077       4.35  
    Total interest-bearing deposits     8,119,363       60,181       2.97       7,932,910       58,074       2.97       7,857,272       72,878       3.73  
    FHLBNY advances     508,000       4,053       3.20       509,111       4,066       3.24       671,242       6,429       3.85  
    Subordinated debt, net     272,385       4,301       6.33       272,341       4,302       6.41       202,232       2,604       5.18  
    Other short-term borrowings                       633       13       8.33                    
    Total borrowings     780,385       8,354       4.29       782,085       8,381       4.35       873,474       9,033       4.16  
    Derivative cash collateral     79,188       918       4.65       104,126       1,197       4.66       145,702       2,005       5.53  
    Total interest-bearing liabilities     8,978,936       69,453       3.10 %     8,819,121       67,652       3.11 %     8,876,448       83,916       3.80 %
    Non-interest-bearing checking(2)     3,412,215                       3,322,583                       3,042,382                  
    Other non-interest-bearing liabilities     187,774                       213,876                       242,980                  
    Total liabilities     12,578,925                       12,355,580                       12,161,810                  
    Stockholders’ equity     1,434,667                       1,422,085                       1,256,631                  
    Total liabilities and stockholders’ equity   $ 14,013,592                     $ 13,777,665                     $ 13,418,441                  
    Net interest income           $ 98,097                     $ 94,213                     $ 75,502          
    Net interest rate spread                     1.99 %                     1.95 %                     1.28 %
    Net interest margin                     2.98 %                     2.95 %                     2.41 %
    Deposits (including non-interest-bearing checking accounts)(2)   $ 11,531,578     $ 60,181       2.09 %   $ 11,255,493     $ 58,074       2.09 %   $ 10,899,654     $ 72,878       2.69 %

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and PPP loans.
    (2)     Includes mortgage escrow deposits.

     
    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    UNAUDITED SCHEDULE OF NON-PERFORMING ASSETS
    (Dollars in thousands)
     
        At or For the Three Months Ended
        June 30,   March 31,   June 30,
    Asset Quality Detail   2025   2025   2024
    Non-performing loans (“NPLs”)                  
    Business loans(1)   $ 18,007     $ 21,944     $ 20,287  
    One-to-four family residential, including condominium and cooperative apartment     1,642       3,763       3,884  
    Multifamily residential and residential mixed-use                  
    Non-owner-occupied commercial real estate     32,908       31,677       15  
    Acquisition, development, and construction     657       657       657  
    Other loans                  
    Total Non-accrual loans   $ 53,214     $ 58,041     $ 24,843  
    Total Non-performing assets (“NPAs”)   $ 53,214     $ 58,041     $ 24,843  
                       
    Total loans 90 days delinquent and accruing (“90+ Delinquent”)   $     $     $  
                       
    NPAs and 90+ Delinquent   $ 53,214     $ 58,041     $ 24,843  
                       
    NPAs and 90+ Delinquent / Total assets     0.37 %     0.41 %     0.18 %
    Net charge-offs (“NCOs”)   $ 5,405     $ 7,058     $ 3,640  
    NCOs / Average loans(2)     0.20 %     0.26 %     0.14 %

    (1)     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and PPP loans.
    (2)     Calculated based on annualized NCOs to average loans, excluding loans held for sale.

                         

    DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
    NON-GAAP RECONCILIATION
    (Dollars in thousands except per share amounts)

    The following tables below provide a reconciliation of certain financial measures calculated under generally accepted accounting principles (“GAAP”) (as reported) and non-GAAP measures. A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed in the most directly comparable measure calculated and presented in accordance with GAAP in the United States. The Company’s management believes the presentation of non-GAAP financial measures provides investors with a greater understanding of the Company’s operating results in addition to the results measured in accordance with GAAP. While management uses these non-GAAP measures in its analysis of the Company’s performance, this information should not be viewed as a substitute for financial results determined in accordance with GAAP or considered to be more important than financial results determined in accordance with GAAP.

    The following non-GAAP financial measures exclude pre-tax income and expenses associated with the fair value change in equity securities and loans held for sale, net gain on sale of securities and other assets, severance, loss on extinguishment of debt and loss due to pension settlement.  

                                   
        Three Months Ended   Six Months Ended
           June 30,       March 31,       June 30,       June 30,    June 30, 
        2025   2025   2024   2025   2024
    Reconciliation of Reported and Adjusted (non-GAAP) Net Income Available to Common Stockholders                              
    Reported net income available to common stockholders   $ 27,876     $ 19,636     $ 16,657     $ 47,512     $ 32,527  
    Adjustments to net income (1):                               
    Fair value change in equity securities and loans held for sale     (83 )     (18 )     416       (101 )     1,258  
    Net gain on sale of securities and other assets     (72 )           (3,695 )     (72 )     (6,663 )
    Severance     136       76             212       42  
    Loss on extinguishment of debt                             453  
    Loss due to pension settlement           7,231             7,231        
    Income tax effect of adjustments noted above (1)     6       (2,237 )     1,043       (2,231 )     1,561  
    Adjusted net income available to common stockholders (non-GAAP)   $ 27,863     $ 24,688     $ 14,421     $ 52,551     $ 29,178  
                                   
    Adjusted Ratios (Based upon Adjusted (non-GAAP) Net Income as calculated above)                              
    Adjusted EPS (Diluted)   $ 0.64     $ 0.57     $ 0.37     $ 1.20     $ 0.75  
    Adjusted return on average assets     0.85 %      0.77 %     0.48 %     0.81 %     0.48 %
    Adjusted return on average equity     8.28       7.46       5.17       7.87       5.25  
    Adjusted return on average tangible common equity     9.67       8.68       5.97       9.18       6.07  
    Adjusted non-interest expense to average assets     1.71       1.68       1.65       1.70       1.57  
    Adjusted efficiency ratio     54.7       55.8       65.9       55.2       65.4  

    (1)    Adjustments to net income are taxed at the Company’s approximate statutory tax rate.

    The following table presents a reconciliation of operating expense as a percentage of average assets (as reported) and adjusted operating expense as a percentage of average assets (non-GAAP):

                           
        Three Months Ended   Six Months Ended
           June 30,      March 31,    June 30,    June 30,       June 30, 
          2025       2025       2024       2025       2024  
    Operating expense as a % of average assets – as reported     1.72  %     1.90 %     1.66 %     1.81  %     1.59 %
    Loss on extinguishment of debt                             (0.01 )
    Loss due to pension settlement           (0.21 )           (0.10 )      
    Amortization of other intangible assets     (0.01 )     (0.01 )     (0.01 )     (0.01 )     (0.01 )
    Adjusted operating expense as a % of average assets (non-GAAP)     1.71  %     1.68 %     1.65 %     1.70 %     1.57 %
                                             

    The following table presents a reconciliation of efficiency ratio (non-GAAP) and adjusted efficiency ratio (non-GAAP):

                                   
        Three Months Ended   Six Months Ended
           June 30,       March 31,       June 30,       June 30,    June 30, 
        2025   2025   2024   2025   2024
    Efficiency ratio – as reported (non-GAAP) (1)        55.0 %     63.1 %     63.8 %     58.9  %     63.9 %
    Non-interest expense – as reported   $ 60,299     $ 65,511     $ 55,694     $ 125,810     $ 108,205  
    Severance     (136 )     (76 )           (212 )     (42 )
    Loss on extinguishment of debt                             (453 )
    Loss due to pension settlement           (7,231 )           (7,231 )      
    Amortization of other intangible assets     (235 )     (252 )     (285 )     (487 )     (592 )
    Adjusted non-interest expense (non-GAAP)   $ 59,928     $ 57,952     $ 55,409     $ 117,880     $ 107,118  
    Net interest income – as reported   $ 98,097     $ 94,213     $ 75,502     $ 192,310     $ 147,032  
    Non-interest income – as reported   $ 11,595     $ 9,633     $ 11,808     $ 21,228     $ 22,275  
    Fair value change in equity securities and loans held for sale     (83 )     (18 )     416       (101 )     1,258  
    Net loss (gain) on sale of securities and other assets     (72 )           (3,695 )     (72 )     (6,663 )
    Adjusted non-interest income (non-GAAP)   $ 11,440     $ 9,615     $ 8,529     $ 21,055     $ 16,870  
    Adjusted total revenues for adjusted efficiency ratio (non-GAAP)   $ 109,537     $ 103,828     $ 84,031     $ 213,365     $ 163,902  
    Adjusted efficiency ratio (non-GAAP) (2)     54.7 %      55.8 %     65.9 %     55.2  %     65.4 %

          (1)   The reported efficiency ratio is a non-GAAP measure calculated by dividing GAAP non-interest expense by the sum of GAAP net interest income and GAAP non-interest income.
          (2)   The adjusted efficiency ratio is a non-GAAP measure calculated by dividing adjusted non-interest expense by the sum of GAAP net interest income and adjusted non-interest income.

    The following table presents the tangible common equity to tangible assets, tangible equity to tangible assets, and tangible common book value per share calculations (non-GAAP):

                       
        June 30,   March 31,   June 30,
        2025   2025   2024
    Reconciliation of Tangible Assets:                  
    Total assets   $ 14,207,935     $ 14,097,682     $ 13,548,763  
    Goodwill     (155,797 )     (155,797 )     (155,797 )
    Other intangible assets     (3,409 )     (3,644 )     (4,467 )
    Tangible assets (non-GAAP)   $ 14,048,729     $ 13,938,241     $ 13,388,499  
                       
    Reconciliation of Tangible Common Equity – Consolidated:                  
    Total stockholders’ equity   $ 1,431,006     $ 1,412,013     $ 1,250,596  
    Goodwill     (155,797 )     (155,797 )     (155,797 )
    Other intangible assets     (3,409 )     (3,644 )     (4,467 )
    Tangible equity (non-GAAP)     1,271,800       1,252,572       1,090,332  
    Preferred stock, net     (116,569 )     (116,569 )     (116,569 )
    Tangible common equity (non-GAAP)   $ 1,155,231     $ 1,136,003     $ 973,763  
                       
    Common shares outstanding     43,889       43,799       39,148  
                       
    Tangible common equity to tangible assets (non-GAAP)     8.22 %     8.15 %     7.27 %
    Tangible equity to tangible assets (non-GAAP)     9.05       8.99       8.14  
                       
    Book value per common share   $ 29.95     $ 29.58     $ 28.97  
    Tangible common book value per share (non-GAAP)     26.32       25.94       24.87  

    The MIL Network

  • MIL-OSI: Nasdaq Reports Second Quarter 2025 Results; Double-Digit Net Revenue Growth Reflects Strong Momentum Across All Divisions

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, July 24, 2025 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2025.

    • Second quarter 2025 net revenue1 was $1.3 billion, an increase of 13% over the second quarter of 2024, or up 12% on an organic2 basis. This included Solutions3 revenue growing 10%.
    • Annualized Recurring Revenue (ARR)4 of $2.9 billion increased 10% over the second quarter of 2024, or up 9% on an organic basis. Annualized SaaS revenue increased 13%, or 12% on an organic basis, and represented 37% of ARR.
    • Financial Technology revenue of $464 million increased 10% over the second quarter of 2024.
    • Index revenue of $196 million grew 17%, with $88 billion of net inflows over the trailing twelve months and $20 billion in the second quarter of 2025.
    • GAAP diluted earnings per share grew over 100% in the second quarter of 2025. Non-GAAP5 diluted earnings per share grew 24% in the second quarter of 2025.
    • In the second quarter of 2025, the company returned $155 million to shareholders through dividends and $100 million through repurchases of common stock. The company also repaid $400 million of senior unsecured notes in the quarter.

    Second Quarter 2025 Highlights

    (US$ millions, except per share) 2Q25 YoY change % Adjusted2YoY
    change %
    Organic YoY
    change %
    Solutions revenue $991 10% 10% 10%
    Market Services net revenue $306 22% 21% 21%
    Net revenue $1,306 13% 12% 12%
    GAAP operating income $568 34%    
    Non-GAAP operating income $721 16% 16% 16%
    ARR $2,931 10% 9% 9%
    GAAP diluted EPS $0.78 103%    
    Non-GAAP diluted EPS $0.85 24%   24%

    Note: Adjusted and organic change for 2Q25 as compared to 2Q24 are equivalent as they include the same period over period adjustments. Refer to the footnotes to this press release for more information.

    Adena Friedman, Chair and CEO said, “Nasdaq delivered an excellent second quarter performance amid a dynamic market environment. Our ability to deliver broad-based growth through cycles is testament to our role as a partner to our clients, helping them capture strategic opportunities, manage risk, and solidify their operational resilience.

    Looking ahead, we remain well-positioned to enhance value for our clients and shareholders by driving innovation and deepening our client relationships through our One Nasdaq approach.”

    Sarah Youngwood, Executive Vice President and CFO said, “Nasdaq’s financial results highlight the resilience of our business model and its ability to achieve exceptional revenue and earnings growth with strong free cash flow generation.

    We are executing well on our capital allocation priorities, including repaying debt, and have surpassed our gross leverage milestone 16 months ahead of plan. We will optimize for long-term investor returns as we make organic growth investments and balance further deleveraging with opportunistic share repurchases.”

    FINANCIAL REVIEW

    • Second quarter 2025 net revenue was $1,306 million, reflecting 13% growth versus the prior year period. Organic net revenue growth was 12%.
    • Solutions revenue was $991 million in the second quarter of 2025, up 10% versus the prior year period, reflecting strong growth from Index and Financial Technology.
    • ARR grew 10% year-over-year, or 9% on an organic basis, in the second quarter of 2025, with 12% ARR growth for Financial Technology, or 11% on an organic basis, and 7% ARR growth for Capital Access Platforms, or 6% on an organic basis.
    • Market Services net revenue was $306 million in the second quarter of 2025, up 22% versus the prior year period, or 21% on an organic basis.
    • Second quarter 2025 GAAP operating expenses were $738 million, in line with the prior year period. The quarter reflected lower restructuring costs, offset by higher compensation and benefits costs, merger and strategic initiative costs, and increased investments in technology and people to drive innovation and long-term growth.
    • Second quarter 2025 non-GAAP operating expenses were $585 million, reflecting 9% growth versus the prior year period, or 8% growth on an organic basis. The organic increase for the quarter reflected growth driven by increased investments in technology and people to drive innovation and long-term growth, partially offset by the benefit of synergies.
    • Cash flow from operations was $746 million for the second quarter, enabling the company to make continued progress on its deleveraging plan. In the second quarter of 2025, the company returned $155 million to shareholders through dividends and $100 million through repurchases of common stock. As of June 30, 2025, there was $1.5 billion remaining under the board authorized share repurchase program. The company also repaid $400 million of senior unsecured notes in the second quarter of 2025.

    2025 EXPENSE AND TAX GUIDANCE UPDATE6

    • The company is updating its 2025 non-GAAP operating expense guidance to a range of $2,295 million to $2,335 million. The driver of the update is the impact of foreign exchange rates, which is offset in net revenue. The company is maintaining its 2025 non-GAAP tax rate guidance in the range of 22.5% to 24.5%.

    STRATEGIC AND BUSINESS UPDATES

    • Financial Technology achieved solid revenue growth across each subdivision in a dynamic macro environment. Robust client demand drove double-digit revenue and ARR growth. FinTech delivered 57 new clients, 130 upsells, and a record 7 cross-sells. Second quarter highlights included:
      • Financial Crime Management Technology is executing on its key growth initiatives. Second quarter results included three new enterprise client signings, including a cross-sell client and 2 upsells, reflecting continued progress on its enterprise client land and expand strategy. Nasdaq Verafin added 46 new small-and-medium bank clients in the second quarter. The business also signed its first proof of concept project with a European Tier 1 bank as part of its international expansion strategy.
      • Regulatory Technology’s success with new client wins and upsells driving growth. AxiomSL signed a new client and a cross-sell. The business accelerated its momentum with existing clients in the second quarter with 34 upsells, including the renewal of a large bank. Surveillance signed 6 new clients in the quarter, including 2 market operators and a European regulator, as well as 3 cross-sells. The business closed 33 upsells in the quarter, including a strategic upsell to a large European bank.
      • Solid momentum in Capital Markets Technology. Second quarter client demand was robust, supported by the ongoing market modernization mega trend. Calypso signed 2 new clients, 37 upsells, and a cross-sell. Market Technology secured 2 new clients, 24 upsells, and a cross-sell. In the second quarter, the business signed 3 clients to its fourth-generation marketplace technology platform, Nasdaq Eqlipse, including 2 fully managed services mandates where Nasdaq hosts and manages the clients’ entire trading environment and one AWS-hosted SaaS deployment.
    • Index ETP assets under management reached record levels and surpassed $700 billion at quarter-end. In the second quarter, Index had $20 billion in net inflows. ETP AUM was $745 billion at quarter-end, an all-time high. Nasdaq launched 33 new Index products in the second quarter, including 21 international products, 12 products in partnership with new Index clients, and 7 in the institutional insurance annuity space. Nasdaq and CME Group signed an extension through 2039 of CME Group’s exclusive license contract to offer futures and options on futures based on the Nasdaq-100 and other Nasdaq indexes, reflecting the companies’ shared commitment to delivering value through trusted benchmark products.
    • Nasdaq extended its listing leadership to 46 consecutive quarters. Nasdaq had the highest number of first half listings since 2021. New listings in the first half included 83 operating companies that raised more than $8 billion in total proceeds, contributing to a 81% win rate for eligible operating company listings. In the second quarter, the company welcomed 38 U.S. operating company IPOs that raised more than $3.5 billion in proceeds with a 79% win rate. Nasdaq maintained momentum in its switch program, attracting nearly $50 billion in market value in the second quarter and over $270 billion year-to-date, including Shopify, Thomson Reuters, and Kimberly Clark.
    • Market Services delivered record net revenue with record cash equities and derivatives revenue in the U.S. Nasdaq’s exchanges achieved record U.S. cash equities volumes in a quarter in which the industry achieved record volumes. During the Russell reconstitution, Nasdaq’s Closing Cross successfully executed 2.5 billion shares in 0.871 seconds across Nasdaq-listed securities that represented a record $102.5 billion dollars in notional value. Extending the first quarter’s trend, Nasdaq’s North American markets continued to experience exceptional message traffic in the second quarter, reaching a new record of more than 560 billion messages7 in a day. Nasdaq’s European equities business achieved sequential market share improvement in an elevated volume environment.
    • Nasdaq continues to execute on its 2025 strategic priorities — Integrate, Innovate, Accelerate — positioning the company to capitalize on opportunities for sustainable, scalable, and resilient growth.
      • Integrate – Nasdaq is on track to action its $140 million expanded net expense efficiency program by year-end, with approximately $130 million actioned as of the end of the second quarter. In the second quarter, Nasdaq surpassed the 3.3x gross leverage milestone that was set following the Adenza acquisition, achieving this milestone 16 months ahead of plan.
      • Innovate – Nasdaq continues to focus on innovating across the business. In July, Nasdaq Verafin announced the launch of its Agentic AI workforce. This suite of digital workers, now in beta testing, has the potential to address the most resource intensive anti-money laundering workflows. For example, when onboarded into a bank’s alert triage workflow, the Digital Sanctions Analyst automates the screening, documentation and acknowledgement processes, reducing alert review workload requiring human intervention by more than 80%. Beyond AI, Calypso announced a proof of concept that expands its industry-leading collateral management capabilities with digital assets. The use case demonstrates Nasdaq’s ability to integrate on-chain capabilities and help financial institutions manage collateral across asset classes in a more dynamic and efficient manner. Nasdaq became the exclusive distributor of Nasdaq Private Market’s Tape D(R) API in the second quarter to deliver real-time private market data and valuation insights to investors.
      • Accelerate – Nasdaq continued to deliver on its One Nasdaq strategy driving 7 cross-sell wins across Financial Technology in the quarter for a total of 26 cross-sells since the Adenza acquisition. Nasdaq remains on track to surpass $100 million in run-rate revenue from cross-sells by the end of 2027. At the end of the second quarter, cross-sells continued to account for over 15% of Financial Technology’s sales pipeline.

    ____________
    1 Represents revenue less transaction-based expenses.
    2 Adjusted and organic change for 2Q25 as compared to 2Q24 are equivalent as they include the same period over period adjustments. These changes are calculated by (i) removing the impact of period over period changes in foreign currency exchange rates (ii) adjusting for the impact of a divestiture and (iii) adjusting for the impact of AxiomSL on-premises contracts for ratable recognition for 2Q24, which was immaterial during that period. As it relates to ARR, organic changes only exclude the impacts of period over period changes in foreign currency exchange rates and a divestiture as the AxiomSL ratable recognition adjustment had no impact on ARR. Adjusted operating results also exclude the impact of the previously announced one-time revenue benefit in our Index business in 1Q24 ($16 million), which did not have an impact on our 2Q25 period over period change but does have an impact on year to date period over period results.
    3 Constitutes revenue from our Capital Access Platforms and Financial Technology segments.
    4 Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
    5 Refer to our reconciliations of U.S. GAAP to non-GAAP net income attributable to Nasdaq, diluted earnings per share, operating income, operating expenses and organic impacts included in the attached schedules.
    6 U.S. GAAP operating expense and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement in foreign currency rates, as well as future charges or reversals outside of the normal course of business.
    7 Message count represents the number of records across Nasdaq’s U.S. options, U.S. and Canadian equities markets, trade reporting facilities, and bond exchange that are recorded into Nasdaq’s data warehouse on a daily basis.

    ABOUT NASDAQ

    Nasdaq (Nasdaq: NDAQ) is a global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

    NON-GAAP INFORMATION

    In addition to disclosing results determined in accordance with U.S. GAAP, Nasdaq also discloses certain non-GAAP results of operations, including, but not limited to, non-GAAP net income attributable to Nasdaq, non-GAAP diluted earnings per share, non-GAAP operating income, and non-GAAP operating expenses, that include certain adjustments or exclude certain charges and gains that are described in the reconciliation tables of U.S. GAAP to non-GAAP information provided at the end of this release. Management uses this non-GAAP information internally, along with U.S. GAAP information, in evaluating our performance and in making financial and operational decisions. We believe our presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparisons of results as the items described below in the reconciliation tables do not reflect ongoing operating performance.

    These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating our business. This information should be considered as supplemental in nature and is not meant as a substitute for our operating results in accordance with U.S. GAAP. We recommend investors review the U.S. GAAP financial measures included in this earnings release. When viewed in conjunction with our U.S. GAAP results and the accompanying reconciliations, we believe these non-GAAP measures provide greater transparency and a more complete understanding of factors affecting our business than U.S. GAAP measures alone.

    We understand that analysts and investors regularly rely on non-GAAP financial measures, such as those noted above, to assess operating performance. We use these measures because they highlight trends more clearly in our business that may not otherwise be apparent when relying solely on U.S. GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our ongoing operating performance.

    Organic revenue and expense growth, organic change and organic impact are non-GAAP measures that reflect adjustments for: (i) the impact of period over period changes in foreign currency exchange rates, and (ii) the revenue, expenses and operating income associated with acquisitions and divestitures for the twelve month period following the date of the acquisition or divestiture and (iii) the impact of AxiomSL on-premises contracts for ratable recognition in comparable periods to align with current period presentation. Reconciliations of these measures are described within the body of this release or in the reconciliation tables at the end of this release.

    Foreign exchange impact: In countries with currencies other than the U.S. dollar, revenue and expenses are translated using monthly average exchange rates. Certain discussions in this release isolate the impact of year-over-year foreign currency fluctuations to better measure the comparability of operating results between periods. Operating results excluding the impact of foreign currency fluctuations are calculated by translating the current period’s results by the prior period’s exchange rates.

    Restructuring programs: In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program to optimize our efficiencies as a combined organization. We further expanded this program in the fourth quarter of 2024 to accelerate our momentum and further optimize our efficiencies (efficiency program). We have incurred costs principally related to employee-related costs, contract terminations, asset impairments and other related costs and expect to incur additional costs in these areas in an effort to accelerate efficiencies through location strategy and enhanced AI capabilities. Actions taken as part of this program will be complete by the end of 2025, while certain costs may be recognized in the first half of 2026. We expect to achieve benefits primarily in the form of expense synergies. In October 2022, following our September announcement to realign our segments and leadership, we initiated a divisional realignment program with a focus on realizing the full potential of this structure. As of September 30, 2024, we completed our divisional realignment program. Costs related to the Adenza restructuring and the divisional realignment programs are recorded as “restructuring charges” in our condensed consolidated statements of income. We exclude charges associated with these programs for purposes of calculating non-GAAP measures as they are not reflective of ongoing operating performance or comparisons in Nasdaq’s performance between periods.

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

    Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, dividend program, trading volumes, products and services, ability to transition to new business models, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, geopolitical instability, government and industry regulation, interest rate risk, U.S. and global competition. Further information on these and other factors are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q, which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

    WEBSITE DISCLOSURE

    Nasdaq intends to use its website, https://ir.nasdaq.com/, as a means for disclosing material non-public information and for complying with SEC Regulation FD and other disclosure obligations.

    Media Relations Contact:

    David Lurie
    +1.914.538.0533
    David.Lurie@Nasdaq.com

    Investor Relations Contact:

    Ato Garrett
    +1.212.401.8737
    Ato.Garrett@Nasdaq.com

    -NDAQF-

    Nasdaq, Inc.
    Condensed Consolidated Statements of Income
    (in millions, except per share amounts)
    (unaudited)
               
      Three Months Ended   Six Months Ended
      June 30,   June 30,   June 30,   June 30,
        2025       2024       2025       2024  
                     
    Revenues:              
    Capital Access Platforms $ 527     $ 481     $ 1,042     $ 960  
    Financial Technology   464       420       896       813  
    Market Services   1,090       883       2,224       1,678  
    Other Revenues   9       8       18       18  
      Total revenues   2,090       1,792       4,180       3,469  
    Transaction-based expenses:              
    Transaction rebates   (629 )     (483 )     (1,208 )     (965 )
    Brokerage, clearance and exchange fees   (155 )     (150 )     (429 )     (227 )
    Revenues less transaction-based expenses   1,306       1,159       2,543       2,277  
                   
    Operating Expenses:              
    Compensation and benefits   352       328       681       669  
    Professional and contract services   39       39       75       72  
    Technology and communication infrastructure   79       69       156       135  
    Occupancy   30       27       58       56  
    General, administrative and other   23       30       29       58  
    Marketing and advertising   14       12       28       23  
    Depreciation and amortization   158       153       313       308  
    Regulatory   14       18       29       28  
    Merger and strategic initiatives   20       4       44       13  
    Restructuring charges   9       56       15       82  
      Total operating expenses   738       736       1,428       1,444  
    Operating income   568       423       1,115       833  
    Interest income   12       6       24       12  
    Interest expense   (95 )     (102 )     (192 )     (211 )
    Net gain on divestitures   39             39        
    Other income   1       12             13  
    Net income from unconsolidated investees   23       2       50       6  
    Income before income taxes   548       341       1,036       653  
    Income tax provision   96       119       190       198  
    Net income   452       222       846       455  
    Net loss attributable to noncontrolling interests               1       1  
    Net income attributable to Nasdaq $ 452     $ 222     $ 847     $ 456  
                   
    Per share information:              
    Basic earnings per share $ 0.79     $ 0.39     $ 1.47     $ 0.79  
    Diluted earnings per share $ 0.78     $ 0.38     $ 1.46     $ 0.79  
    Cash dividends declared per common share $ 0.27     $ 0.24     $ 0.51     $ 0.46  
                   
    Weighted-average common shares outstanding              
    for earnings per share:              
    Basic   574.1       576.4       574.6       575.9  
    Diluted   579.0       579.0       579.5       578.9  
                     
    Nasdaq, Inc.
    Revenue Detail
    (in millions)
    (unaudited)
                     
            Three Months Ended   Six Months Ended
            June 30,   June 30,   June 30,   June 30,
              2025       2024       2025       2024  
                         
    CAPITAL ACCESS PLATFORMS              
      Data and Listing Services revenues $ 198     $ 187     $ 391     $ 372  
      Index revenues   196       167       388       336  
      Workflow and Insights revenues   133       127       263       252  
        Total Capital Access Platforms revenues   527       481       1,042       960  
                         
    FINANCIAL TECHNOLOGY              
      Financial Crime Management Technology revenues   81       67       157       131  
      Regulatory Technology revenues   104       95       206       186  
      Capital Markets Technology revenues   279       258       533       496  
        Total Financial Technology revenues   464       420       896       813  
                         
    MARKET SERVICES              
      Market Services revenues   1,090       883       2,224       1,678  
      Transaction-based expenses:              
          Transaction rebates   (629 )     (483 )     (1,208 )     (965 )
          Brokerage, clearance and exchange fees   (155 )     (150 )     (429 )     (227 )
        Total Market Services revenues, net   306       250       587       486  
                         
    OTHER REVENUES   9       8       18       18  
                         
    REVENUES LESS TRANSACTION-BASED EXPENSES $ 1,306     $ 1,159     $ 2,543     $ 2,277  
                         
    Nasdaq, Inc.
    Condensed Consolidated Balance Sheets
    (in millions)
               
          June 30,   December 31,
            2025       2024  
    Assets   (unaudited)    
    Current assets:        
      Cash and cash equivalents   $ 732     $ 592  
      Restricted cash and cash equivalents     195       31  
      Default funds and margin deposits     5,218       5,664  
      Financial investments     84       184  
      Receivables, net     896       1,022  
      Other current assets     227       293  
    Total current assets     7,352       7,786  
    Property and equipment, net     656       593  
    Goodwill     14,328       13,957  
    Intangible assets, net     6,741       6,905  
    Operating lease assets     441       375  
    Other non-current assets     865       779  
    Total assets   $ 30,383     $ 30,395  
               
    Liabilities        
    Current liabilities:        
      Accounts payable and accrued expenses   $ 246     $ 269  
      Section 31 fees payable to SEC     411       319  
      Accrued personnel costs     280       325  
      Deferred revenue     848       711  
      Other current liabilities     154       215  
      Default funds and margin deposits     5,218       5,664  
      Short-term debt     500       399  
    Total current liabilities     7,657       7,902  
    Long-term debt     8,678       9,081  
    Deferred tax liabilities, net     1,540       1,594  
    Operating lease liabilities     453       388  
    Other non-current liabilities     237       230  
    Total liabilities     18,565       19,195  
             
    Commitments and contingencies        
    Equity        
    Nasdaq stockholders’ equity:        
      Common stock     6       6  
      Additional paid-in capital     5,425       5,530  
      Common stock in treasury, at cost     (706 )     (647 )
      Accumulated other comprehensive loss     (1,869 )     (2,099 )
      Retained earnings     8,955       8,401  
    Total Nasdaq stockholders’ equity     11,811       11,191  
      Noncontrolling interests     7       9  
    Total equity     11,818       11,200  
    Total liabilities and equity   $ 30,383     $ 30,395  
               
    Nasdaq, Inc.  
    Reconciliation of U.S. GAAP to Non-GAAP Net Income Attributable to Nasdaq and Diluted Earnings Per Share  
    (in millions, except per share amounts)  
    (unaudited)  
                         
                     
           Three Months Ended   Six Months Ended  
          June 30,   June 30,   June 30,   June 30,  
            2025       2024       2025       2024    
                         
    U.S. GAAP net income attributable to Nasdaq   $ 452     $ 222     $ 847     $ 456    
    Non-GAAP adjustments:                  
      Amortization expense of acquired intangible assets (1)     122       122       243       244    
      Merger and strategic initiatives expense (2)     20       4       44       13    
      Restructuring charges (3)     9       56       15       82    
      Net gain on divestitures (4)     (39 )           (39 )        
      Net income from unconsolidated investees (5)     (23 )     (2 )     (50 )     (6 )  
      Gain on extinguishment of debt (6)                 (19 )        
      Legal and regulatory matters (7)     1       13       4       16    
      Pension settlement charge (8)                       23    
      Other loss (income) (9)     1       (10 )     1       (9 )  
      Total non-GAAP adjustments     91       183       199       363    
      Non-GAAP adjustment to the income tax provision (10)     (24 )     (41 )     (70 )     (88 )  
      Other tax adjustments (11)     (27 )     33       (27 )     33    
      Total non-GAAP adjustments, net of tax     40       175       102       308    
    Non-GAAP net income attributable to Nasdaq   $ 492     $ 397     $ 949     $ 764    
                         
    U.S. GAAP diluted earnings per share   $ 0.78     $ 0.38     $ 1.46     $ 0.79    
      Total adjustments from non-GAAP net income above     0.07       0.31       0.18       0.53    
    Non-GAAP diluted earnings per share   $ 0.85     $ 0.69     $ 1.64     $ 1.32    
                         
    Weighted-average diluted common shares outstanding for earnings per share:     579.0       579.0       579.5       578.9    
                         
                         
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.  
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.  
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.  
    (4) For the three and six months ended June 30, 2025, we recorded pre-tax net gains on the sale of our Nordic power futures business and our Nasdaq Risk Modelling for Catastrophes business, which are included in net gain on divestitures in the Condensed Consolidated Statements of Income.  
    (5) We exclude our share of the earnings and losses of our equity method investments. This provides a more meaningful analysis of Nasdaq’s ongoing operating performance or comparisons in Nasdaq’s performance between periods.  
    (6) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.  
    (7) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a Swedish Financial Supervisory Authority, or SFSA, fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.  
    (8) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.  
    (9) For the three and six months ended June 30, 2024, other items primarily include net gains from strategic investments entered into through our corporate venture program, which are included in other income in our Condensed Consolidated Statements of Income.  
    (10) The non-GAAP adjustment to the income tax provision primarily includes the tax impact of each non-GAAP adjustment. For the six months ended June 30, 2025, this also includes a release of the prior year’s reserves following a favorable audit settlement.  
    (11) For the three and six months ended June 30, 2025, we recorded a tax benefit related to payments made to certain former Adenza employees. For the three and six months ended June 30, 2024, other tax adjustments also includes a one-time net tax expense of $33 million related to the completion of an intra-group transfer of certain IP assets to our U.S. headquarters.  
                         
    Nasdaq, Inc.  
    Reconciliation of U.S. GAAP to Non-GAAP Operating Income and Operating Margin  
    (in millions)  
    (unaudited)  
                     
           Three Months Ended   Six Months Ended  
          June 30,   June 30,   June 30,   June 30,  
            2025       2024       2025       2024    
                         
    U.S. GAAP operating income   $ 568     $ 423     $ 1,115     $ 833    
    Non-GAAP adjustments:                  
      Amortization expense of acquired intangible assets (1)     122       122       243       244    
      Merger and strategic initiatives expense (2)     20       4       44       13    
      Restructuring charges (3)     9       56       15       82    
      Gain on extinguishment of debt (4)                 (19 )        
      Legal and regulatory matters (5)     1       13       4       16    
      Pension settlement charge (6)                       23    
      Other loss     1       2       1       2    
      Total non-GAAP adjustments     153       197       288       380    
    Non-GAAP operating income   $ 721     $ 620     $ 1,403     $ 1,213    
                       
    Revenues less transaction-based expenses   $ 1,306     $ 1,159     $ 2,543     $ 2,277    
                         
    U.S. GAAP operating margin (7)     44 %     36 %     44 %     37 %  
                         
    Non-GAAP operating margin (8)     55 %     53 %     55 %     53 %  
                         
    Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions.  
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.  
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.  
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.  
    (4) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.  
    (5) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a SFSA fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.  
    (6) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.  
    (7) U.S. GAAP operating margin equals U.S. GAAP operating income divided by revenues less transaction-based expenses.  
    (8) Non-GAAP operating margin equals non-GAAP operating income divided by revenues less transaction-based expenses.  
                         
    Nasdaq, Inc.
    Reconciliation of U.S. GAAP to Non-GAAP Operating Expenses
    (in millions)
    (unaudited)
                   
           Three Months Ended   Six Months Ended
          June 30,   June 30,   June 30,   June 30,
            2025       2024       2025       2024  
                       
    U.S. GAAP operating expenses   $ 738     $ 736     $ 1,428     $ 1,444  
    Non-GAAP adjustments:                
      Amortization expense of acquired intangible assets (1)     (122 )     (122 )     (243 )     (244 )
      Merger and strategic initiatives expense (2)     (20 )     (4 )     (44 )     (13 )
      Restructuring charges (3)     (9 )     (56 )     (15 )     (82 )
      Gain on extinguishment of debt (4)                 19        
      Legal and regulatory matters (5)     (1 )     (13 )     (4 )     (16 )
      Pension settlement charge (6)                       (23 )
      Other loss     (1 )     (2 )     (1 )     (2 )
      Total non-GAAP adjustments     (153 )     (197 )     (288 )     (380 )
    Non-GAAP operating expenses   $ 585     $ 539     $ 1,140     $ 1,064  
                       
                       
    (1) We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.
    (2) We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and six months ended June 30, 2025 and June 30, 2024, these costs included Adenza integration costs and other strategic initiative costs. For the three and six months ended June 30, 2024, these costs were partially offset by the recognition of a termination fee due to Nasdaq in the second quarter of 2024 related to the termination of the then proposed divestiture of our Nordic power futures business. For the three and six months ended June 30, 2025, these costs included a repayment of this fee due to the closing of the transaction with another buyer, as designated in the settlement agreement.
    (3) For a description of our restructuring programs, see “Restructuring Programs” in the “Non-GAAP Information” section of this earnings release.
    (4) For the six months ended June 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.
    (5) For the three and six months ended June 30, 2025, this includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income. For the three and six months ended June 30, 2024, these items primarily included the settlement of a SFSA fine, which is recorded in regulatory expense in the Condensed Consolidated Statements of Income.
    (6) For the six months ended June 30, 2024, we recorded a pre-tax charge as a result of settling our U.S. pension plan. The plan was terminated and partially settled in 2023, with final settlement occurring during the first quarter of 2024. The loss was recorded in compensation and benefits in the Condensed Consolidated Statements of Income.
                       
    Nasdaq, Inc.
    Reconciliation of Organic Impacts for Revenues less transaction-based expenses, Non-GAAP Operating Expenses,
    Non-GAAP Operating Income, and Non-GAAP Diluted Earnings Per Share
    (in millions, except per share amounts)
    (unaudited)
                                   
                                   
      Three Months Ended   Total Variance   Other Impacts (1)   Adjusted/Organic
    Impact
    (2)
      June 30, 2025   June 30, 2024   $   %   $   %   $   %
    CAPITAL ACCESS PLATFORMS                              
    Data and Listing Services revenues $ 198   $ 187   $ 11   6 %   $ 3   2 %   $ 8   5 %
    Index revenues   196     167     29   17 %       %     29   17 %
    Workflow and Insights revenues   133     127     6   5 %     1   1 %     5   5 %
    Total Capital Access Platforms revenues   527     481     46   10 %     4   1 %     42   9 %
                                   
    FINANCIAL TECHNOLOGY                              
    Financial Crime Management Technology revenues   81     67     14   20 %       %     14   20 %
    Regulatory Technology revenues   104     95     9   10 %       (1 )%     9   11 %
    Capital Markets Technology revenues   279     258     21   8 %       %     21   8 %
    Total Financial Technology revenues   464     420     44   10 %       %     44   10 %
                                   
    Solutions revenues (3)   991     901     90   10 %     4   %     86   10 %
                                   
    Market Services, net revenues   306     250     56   22 %     4   2 %     52   21 %
                                   
    Other revenues   9     8     1   5 %       3 %     1   1 %
                                   
    Revenues less transaction-based expenses $ 1,306   $ 1,159   $ 147   13 %   $ 8   1 %   $ 139   12 %
                                   
    Non-GAAP Operating Expenses $ 585   $ 539   $ 46   9 %   $ 5   1 %   $ 41   8 %
                                   
    Non-GAAP Operating Income $ 721   $ 620   $ 101   16 %   $ 3   1 %   $ 98   16 %
                                   
    Non-GAAP diluted earnings per share $ 0.85   $ 0.69   $ 0.16   24 %   $   %   $ 0.16   24 %
                                   
                                   
    Note: The current period percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions. The sum of the percentage changes may not tie to the percentage change in total variance due to rounding.
    (1) Reflects the impacts from changes in foreign currency exchange rates and the impact of a divestiture within Capital Markets Technology.
    (2) Adjusted and organic period over period change are calculated by (i) removing the impact of period-over-period changes in foreign currency exchange rates (ii) adjusting for the impact of a divestiture and (iii) adjusting for the impact of AxiomSL on-premises contracts for ratable recognition for 2Q24, which was immaterial during that period. Adjusted operating results also exclude the impact of the previously announced one-time revenue benefit in our Index business in 1Q24 ($16 million), which did not have an impact on our 2Q25 period over period change but does have an impact on year to date period over period results. Adjusted and organic changes are equivalent as they include the same period over period adjustments.
    (3) Represents Capital Access Platforms and Financial Technology segments.
                                   
    Nasdaq, Inc.
    Key Drivers Detail
    (unaudited)
                     
        Three Months Ended   Six Months Ended
        June 30,   June 30,   June 30,   June 30,
          2025       2024       2025       2024  
    Capital Access Platforms              
      Annualized recurring revenues (in millions) (1) $ 1,315     $ 1,226     $ 1,315     $ 1,226  
      Initial public offerings              
      The Nasdaq Stock Market (2)   79       39       142       66  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic   6       5       10       6  
      Total new listings              
      The Nasdaq Stock Market (2)   194       84       364       163  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic (3)   6       10       15       12  
      Number of listed companies              
      The Nasdaq Stock Market (4)   4,238       4,004       4,238       4,004  
      Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic (5)   1,148       1,198       1,148       1,198  
      Index              
      Number of licensed exchange traded products (6)   422       373       422       373  
      Period end ETP assets under management (AUM) tracking Nasdaq indexes (in billions) $ 745     $ 569     $ 745     $ 569  
      Total average ETP AUM tracking Nasdaq indexes (in billions) $ 663     $ 531     $ 662     $ 512  
      TTM (7) net inflows ETP AUM tracking Nasdaq indexes (in billions) $ 88     $ 53     $ 88     $ 53  
      TTM (7) net appreciation ETP AUM tracking Nasdaq indexes (in billions) $ 88     $ 115     $ 88     $ 115  
                     
    Financial Technology              
      Annualized recurring revenues (in millions) (1)              
      Financial Crime Management Technology $ 308     $ 258     $ 308     $ 258  
      Regulatory Technology   376       338       376       338  
      Capital Markets Technology   932       846       932       846  
      Total Financial Technology $ 1,616     $ 1,442     $ 1,616     $ 1,442  
                     
    Market Services              
      Equity Derivative Trading and Clearing              
      U.S. equity options              
      Total industry average daily volume (in millions)   52.5       42.1       53.0       42.7  
      Nasdaq PHLX matched market share   9.6 %     9.9 %     9.4 %     10.1 %
      The Nasdaq Options Market matched market share   4.3 %     5.5 %     4.7 %     5.4 %
      Nasdaq BX Options matched market share   1.7 %     2.3 %     1.7 %     2.3 %
      Nasdaq ISE Options matched market share   6.6 %     6.9 %     6.7 %     6.6 %
      Nasdaq GEMX Options matched market share   4.4 %     2.6 %     4.0 %     2.6 %
      Nasdaq MRX Options matched market share   2.8 %     2.1 %     2.8 %     2.3 %
      Total matched market share executed on Nasdaq’s exchanges   29.4 %     29.3 %     29.3 %     29.3 %
      Nasdaq Nordic and Nasdaq Baltic options and futures              
      Total average daily volume of options and futures contracts   223,450       251,677       240,133       246,527  
                     
      Cash Equity Trading              
      Total U.S.-listed securities              
      Total industry average daily share volume (in billions)   18.4       11.8       17.1       11.8  
      Matched share volume (in billions)   158.4       119.3       295.5       236.0  
      The Nasdaq Stock Market matched market share   13.5 %     15.6 %     13.8 %     15.7 %
      Nasdaq BX matched market share   0.3 %     0.3 %     0.3 %     0.3 %
      Nasdaq PSX matched market share   0.1 %     0.2 %     0.1 %     0.2 %
      Total matched market share executed on Nasdaq’s exchanges   13.9 %     16.1 %     14.2 %     16.2 %
      Market share reported to the FINRA/Nasdaq Trade Reporting Facility   47.7 %     42.9 %     47.9 %     42.2 %
      Total market share (8)   61.6 %     59.0 %     62.1 %     58.4 %
      Nasdaq Nordic and Nasdaq Baltic securities              
      Average daily number of equity trades executed on Nasdaq’s exchanges   804,121       663,897       796,426       665,183  
      Total average daily value of shares traded (in billions) $ 5.7     $ 4.7     $ 5.5     $ 4.7  
      Total market share executed on Nasdaq’s exchanges (9)   71.9 %     74.1 %     71.2 %     73.3 %
                     
                     
      (1) Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature, or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
      (2) New listings include IPOs, issuers that switched from other listing venues, closed-end funds and separately listed ETPs. For the three months ended June 30, 2025 and 2024, IPOs included 41 and 8 SPACs, respectively. For the six months ended June 30, 2025 and 2024, IPOs included 59 and 13 SPACs, respectively.
      (3) New listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
      (4) Number of total listings on The Nasdaq Stock Market for the three and six months ended June 30, 2025 and 2024 included 914 and 645 ETPs, respectively.
      (5) Represents companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
      (6) The number of listed ETPs as of June 30, 2024 has been updated to reflect a revised methodology whereby an ETP listed on multiple exchanges is counted as one product, rather than formerly being counted per exchange. This change had no impact on reported AUM.
      (7) Trailing 12-months.
      (8) Includes transactions executed on The Nasdaq Stock Market’s, Nasdaq BX’s and Nasdaq PSX’s systems plus trades reported through the Financial Industry Regulatory Authority/Nasdaq Trade Reporting Facility.
      (9) European cash equities markets include cash equities exchanges of Sweden, Denmark, Finland, and Iceland. Minor adjustments to prior periods reflect data from a new consolidated data provider that accurately captures all primary trading venues and Multilateral Trading Facilities, or MTFs.
                     

    The MIL Network

  • MIL-OSI: First Northwest Bancorp Reports Second Quarter 2025 Improved Profitability

    Source: GlobeNewswire (MIL-OSI)

    PORT ANGELES, Wash., July 24, 2025 (GLOBE NEWSWIRE) — First Northwest Bancorp (Nasdaq: FNWB) (“First Northwest” or the “Company”), the holding company for First Fed Bank (“First Fed” or the “Bank”), today reported net income of $3.7 million for the second quarter of 2025, compared to a net loss of $9.0 million for the first quarter of 2025 and a net loss of $2.2 million for the second quarter of 2024. Basic and diluted income per share were $0.42 for the second quarter of 2025, compared to basic and diluted loss per share of $1.03 for the first quarter of 2025 and basic and diluted loss per share of $0.25 for the second quarter of 2024. 

    In the second quarter of 2025, the Company recorded Adjusted Pre-Tax, Pre-Provision Net Revenue (“PPNR”)(1) of $2.1 million, compared to $1.5 million for the preceding quarter and $530,000 for the second quarter of 2024.

    The Board of Directors of First Northwest has elected not to declare a dividend for this quarter as part of a prudent approach to capital management. The Company remains committed to maintaining a strong balance sheet and will continue to evaluate future dividend decisions in light of the Company’s long-term strategic objectives.

    Quote from Cindy Finnie, First Northwest Board Chair:
    “As previously disclosed, the Board has begun a search process for the next full time Chief Executive Officer. We also continue to strongly dispute the allegations contained in the legal proceedings disclosed in our June 13, 2025, 8-K and intend to vigorously defend against them. Despite the volatility of the past few quarters, the Board remains focused on the strategic objectives of the Bank, building on the positive core trends from the past few quarters.”

    Quote from Geraldine Bullard, First Northwest Interim CEO:
    “Our second quarter included continued modest improvement in several important performance measures, including seven basis points of net interest margin expansion and our fifth consecutive quarter of growing Adjusted PPNR. Commercial business loan recoveries totaling $1.1 million drove a modest provision release during the quarter. The Bank continues to show core customer growth, with loans growing 3% annualized compared to the preceding quarter and total deposits only down modestly despite a $31.0 million reduction in brokered time deposits during the quarter.”

    Key Points for the Second Quarter

    Positive Trends:

    • Return on average assets increased to 0.68% for the current quarter from -1.69% in the preceding quarter.
    • Net interest margin increased to 2.83% for the current quarter compared to 2.76% in the first quarter of 2025, as a result of an increase in the yield on interest-earning assets and a decrease in the rate paid on interest-bearing liabilities.
    • Efficiency ratio improved to 78.0% for the current quarter from 113.5% in the preceding quarter due to the recognition of a payroll tax credit in the current quarter while the preceding quarter included higher expenses related to the legal reserve recorded.
    • Customer deposits increased $19.6 million to $1.55 billion at June 30, 2025 from $1.53 billion at March 31, 2025.
    • Recorded a $296,000 recapture of provision for credit losses on loans in the second quarter of 2025, compared to provisions for credit losses on loans of $7.8 million for the preceding quarter and $8.7 million for the second quarter of 2024.

    Other significant events:

    • In the second quarter of 2025, the statute of limitations expired on employee retention credit (“ERC”) payments received for the first and second quarters of 2021. As a result, the Bank recorded $2.6 million as a reduction to compensation and benefits. A related contingent ERC consulting expense of $528,000 was recorded in professional fees, partially offsetting the credit. The Bank anticipates recording the remaining reserved ERC of $2.0 million in 2028.
    • During the second quarter of 2025, the Bank consolidated the operations of its Bellevue and Fremont business centers into a new location, the Seattle business center. This consolidation resulted in a one-time increase to other expense of $599,000 for the early termination of the Bellevue business center lease and write-off of remaining leasehold improvements. No additional costs were incurred for closing the Fremont business center. The Bank estimates the consolidation will reduce annual rent expense by $130,000 going forward.
    • The Company disclosed in its Current Report on Form 8-K filed on July 21, 2025, that a settlement agreement was reached in the previously disclosed legal matter discussed in Part II, Item 1 of the Company’s Form 10-Q for the quarter ended March 31, 2025. The Bank continues to vigorously defend itself in the separate legal proceedings disclosed in the Company’s Current Report on Form 8-K filed on June 13, 2025.

    (1)  See reconciliation of Non-GAAP Financial Measures later in this release.

    Selected Quarterly Financial Ratios:

        As of or For the Quarter Ended     As of or For the Six Months
    Ended June 30,
     
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        2025     2024  
    Performance ratios: (1)                                                        
    Return on average assets     0.68 %     -1.69 %     -0.51 %     -0.36 %     -0.40 %     -0.50 %     -0.17 %
    Adjusted PPNR return on average assets (2)     0.39       0.27       0.26       0.17       0.10       0.33       0.16  
    Return on average equity     10.00       -23.42       -6.92       -4.91       -5.47       -7.15       -2.26  
    Net interest margin (3)     2.83       2.76       2.73       2.70       2.76       2.80       2.76  
    Efficiency ratio (4)     78.0       113.5       92.2       100.3       72.3       96.40       79.35  
    Equity to total assets     6.82       6.75       6.89       7.13       7.17       6.82       7.17  
    Book value per common share   $ 15.85     $ 15.52     $ 16.45     $ 17.17     $ 16.81     $ 15.85     $ 16.81  
    Tangible performance ratios: (1)                                                        
    Tangible common equity to tangible assets (2)     6.76 %     6.68 %     6.83 %     7.06 %     7.10 %     6.76 %     7.10 %
    Return on average tangible common equity (2)     10.10       -23.65       -6.99       -4.96       -5.53       -7.22       -2.28  
    Tangible book value per common share (2)   $ 15.70     $ 15.36     $ 16.29     $ 17.00     $ 16.64     $ 15.70     $ 16.64  
    Capital ratios (First Fed): (5)                                                        
    Tier 1 leverage     9.2 %     9.0 %     9.4 %     9.4 %     9.4 %     9.2 %     9.4 %
    Common equity Tier 1     12.1       12.1       12.4       12.2       12.4       12.1       12.4  
    Total risk-based     13.1       13.4       13.6       13.4       13.5       13.1       13.5  
    (1 ) Performance ratios are annualized, where appropriate.
    (2 ) See reconciliation of Non-GAAP Financial Measures later in this release.
    (3 ) Net interest income divided by average interest-earning assets.
    (4 ) Total noninterest expense as a percentage of net interest income and total other noninterest income.
    (5 ) Current period capital ratios are preliminary and subject to finalization of the FDIC Call Report.
         

    Adjusted Pre-tax, Pre-Provision Net Revenue (1)

    Adjusted PPNR for the second quarter of 2025 increased $616,000 to $2.1 million, compared to $1.5 million for the preceding quarter, and increased $1.6 million from $530,000 in the second quarter one year ago.

        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    Net interest income (GAAP)   $ 14,193     $ 13,847     $ 14,137     $ 14,020     $ 14,235     $ 28,040     $ 28,163  
    Total noninterest income (GAAP)     2,170       3,777       1,300       1,779       7,347       5,947       9,535  
    Total revenue (GAAP)     16,363       17,624       15,437       15,799       21,582       33,987       37,698  
    Total noninterest expense (GAAP)     12,765       20,000       14,233       15,848       15,609       32,765       29,912  
    PPNR (Non-GAAP) (1)     3,598       (2,376 )     1,204       (49 )     5,973       1,222       7,786  
    Less selected nonrecurring adjustments to PPNR (Non-GAAP):                                                        
    Employee retention credit (“ERC”) included in compensation and benefits     2,640                               2,640        
    ERC consulting expense included in professional fees     (528 )                             (528 )      
    Costs associated with early termination of Bellevue Business Center lease included in other expense     (599 )                             (599 )      
    Bank-owned life insurance (“BOLI”) death benefit           1,059       1,536                   1,059        
    Gain on extinguishment of subordinated debt included in other income           846                         846        
    Legal reserve           (5,750 )                       (5,750 )      
    Equity investment repricing adjustment                 (1,762 )                       651  
    One-time compensation payouts related to reduction in force                       (996 )                  
    Net gain on sale of premises and equipment                             7,919             7,919  
    Sale leaseback taxes and assessments included in occupancy and equipment                             (359 )           (359 )
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Adjusted PPNR (Non-GAAP) (1)   $ 2,085     $ 1,469     $ 1,430     $ 947     $ 530     $ 3,554     $ 1,692  

    (1)  See reconciliation of Non-GAAP Financial Measures later in this release.

    • Total interest income increased $308,000 to $27.1 million for the second quarter of 2025, compared to $26.8 million for the preceding quarter, and decreased $1.5 million compared to $28.6 million in the second quarter of 2024. Interest income increased in the second quarter of 2025 primarily due to an increase in the yields earned on loans receivable, partially offset by a decrease in both the yield earned and average volume of investment securities. Average real estate and commercial business loan balances decreased while average consumer loan balances increased over the preceding quarter.
    • Total interest expense decreased $38,000 to $12.9 million for the second quarter of 2025, compared to $13.0 million for the preceding quarter, and decreased $1.4 million compared to $14.4 million in the second quarter of 2024. Interest expense decreased in the second quarter of 2025 primarily due to a reduced volume of brokered certificates of deposit (“CDs”) and decreases in interest paid on customer CDs, brokered CDs and demand deposits. These decreases were partially offset by increases in the volume and interest paid on money market and savings accounts and an increase in the rate paid on advances during the current quarter.
    • The net interest margin increased to 2.83% for the second quarter of 2025, from 2.76% for both the preceding quarter and the second quarter of 2024.
    • Noninterest income decreased $1.6 million to $2.2 million for the second quarter of 2025, from $3.8 million for the preceding quarter. The first quarter of 2025 was higher due to nonrecurring income items including a $1.1 million BOLI death benefit payment received due to the passing of a former employee and a $846,000 gain on extinguishment of debt.
    • Noninterest expense decreased $7.2 million to $12.8 million for the second quarter of 2025, compared to $20.0 million for the preceding quarter. Compensation and benefits was lower primarily due to the ERC recorded during the current quarter. Other expense for the preceding quarter included the previously disclosed $5.8 million legal reserve.

    Allowance for Credit Losses on Loans (“ACLL”) and Credit Quality

    The allowance for credit losses on loans (“ACLL”) decreased $2.2 million to $18.4 million at June 30, 2025, from $20.6 million at March 31, 2025. The ACLL as a percentage of total loans was 1.10% at June 30, 2025, a decrease from 1.24% at March 31, 2025, and from 1.14% one year earlier. A release of $2.6 million reserves on individually evaluated loans, partially offset by net loan charge-offs totaling $1.9 million and a small increase to the pooled loan reserve, resulted in a recapture of provision expense of $296,000 for the quarter ended June 30, 2025.

    Nonperforming loans totaled $20.4 million at both June 30, 2025 and March 31, 2025. Current quarter activity included an increase due to a $4.1 million commercial real estate loan transitioning into nonperforming status, large principal payments received totaling $3.6 million and charged-off balances totaling $1.3 million. ACLL to nonperforming loans decreased to 90% at June 30, 2025, from 101% at March 31, 2025, and increased from 82% at June 30, 2024. This ratio increased in the first quarter of 2025 with decreases in balances due to principal payments and charge-offs on loans with appropriate reserves.

    Classified loans decreased $663,000 to $30.9 million at June 30, 2025, from $31.6 million at March 31, 2025, primarily due to payments received of $3.2 million and commercial business loan net charge-offs totaling $1.5 million, partially offset by the downgrade of a $4.1 million commercial real estate loan that was adversely impacted by reduced cross-border traffic during the second quarter. Four collateral dependent loans totaling $23.8 million account for 77% of the classified loan balance at June 30, 2025. The Bank has exercised legal remedies, including the appointment of a third-party receiver and foreclosure actions, to liquidate the underlying collateral to satisfy the real estate loans in the largest of these four collateral-dependent relationships. The Bank is also closely monitoring a group of commercial business loans that have similar collateral, with 11 loans totaling $562,000 included in classified loans at June 30, 2025, and four additional loans totaling $686,000 included in the special mention risk grading category.

        For the Quarter Ended  
    ACLL ($ in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
                                             
    Balance at beginning of period   $ 20,569     $ 20,449     $ 21,970     $ 19,343     $ 17,958  
    Charge-offs:                                        
    Commercial real estate     (15 )     (5,571 )                  
    Construction and land           (374 )     (411 )           (3,978 )
    Auto and other consumer     (273 )     (243 )     (364 )     (492 )     (832 )
    Commercial business     (2,823 )     (1,513 )     (4,596 )     (24 )     (2,643 )
    Total charge-offs     (3,111 )     (7,701 )     (5,371 )     (516 )     (7,453 )
    Recoveries:                                        
    One-to-four family                       42        
    Commercial real estate     20       6       2              
    Construction and land     5                          
    Auto and other consumer     74       43       52       24       198  
    Commercial business     1,084       2       36              
    Total recoveries     1,183       51       90       66       198  
    Net loan charge-offs     (1,928 )     (7,650 )     (5,281 )     (450 )     (7,255 )
    (Recapture of) provision for credit losses     (296 )     7,770       3,760       3,077       8,640  
    Balance at end of period   $ 18,345     $ 20,569     $ 20,449     $ 21,970     $ 19,343  
                                             
    Average total loans   $ 1,658,723     $ 1,662,164     $ 1,708,232     $ 1,718,402     $ 1,717,830  
    Annualized net charge-offs to average outstanding loans     0.47 %     1.87 %     1.23 %     0.10 %     1.70 %
    Asset Quality ($ in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    Nonaccrual loans:                                        
    One-to-four family   $ 2,274     $ 1,404     $ 1,477     $ 1,631     $ 1,750  
    Multi-family                             708  
    Commercial real estate     4,095       4       5,598       5,634       14  
    Construction and land     13,063       15,280       19,544       19,382       19,292  
    Home equity     10       54       55       116       118  
    Auto and other consumer     410       710       700       894       746  
    Commercial business     514       2,903       3,141       2,719       1,003  
    Total nonaccrual loans     20,366       20,355       30,515       30,376       23,631  
    Other real estate owned     1,297                          
    Total nonperforming assets   $ 21,663     $ 20,355     $ 30,515     $ 30,376     $ 23,631  
                                             
    Nonaccrual loans as a % of total loans (1)     1.22 %     1.23 %     1.80 %     1.75 %     1.39 %
    Nonperforming assets as a % of total assets (2)     0.99       0.94       1.37       1.35       1.07  
    ACLL as a % of total loans     1.10       1.24       1.21       1.27       1.14  
    ACLL as a % of nonaccrual loans     90.08       101.05       67.01       72.33       81.85  
    Total past due loans to total loans     1.17       1.36       1.98       1.92       1.45  
    (1 ) Nonperforming loans consists of nonaccruing loans and accruing loans more than 90 days past due.
    (2 ) Nonperforming assets consists of nonperforming loans (which include nonaccruing loans and accruing loans more than 90 days past due), real estate owned and repossessed assets.
         

    Financial Condition and Capital

    Investment securities decreased $11.9 million, or 3.8%, to $303.5 million at June 30, 2025, compared to $315.4 million three months earlier, and decreased $3.2 million compared to $306.7 million at June 30, 2024. Maturities totaling $11.8 million and regular principal payments totaling $5.7 million were partially offset by purchases totaling $5.5 million during the current quarter. Net unrealized losses were flat for the second quarter of 2025. The estimated average life of the securities portfolio was approximately 7.6 years at June 30, 2025, 6.9 years at the preceding quarter end and 7.8 years at the end of the second quarter of 2024. The effective duration of the portfolio was approximately 4.9 years at June 30, 2025, compared to 4.3 years at the preceding quarter end and 4.3 years at the end of the second quarter of 2024.

    Investment Securities ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Available for Sale at Fair Value                                        
    Municipal bonds   $ 77,324     $ 78,295     $ 78,825       -1.2 %     -1.9 %
    U.S. government agency issued asset-backed securities (ABS agency)     12,298       12,643       13,982       -2.7       -12.0  
    Corporate issued asset-backed securities (ABS corporate)     13,105       15,671       16,483       -16.4       -20.5  
    Corporate issued debt securities (Corporate debt)     55,760       55,067       52,892       1.3       5.4  
    U.S. Small Business Administration securities (SBA)     7,504       8,061       9,772       -6.9       -23.2  
    Mortgage-backed securities:                                        
    U.S. government agency issued mortgage-backed securities (MBS agency)     96,014       96,642       77,301       -0.6       24.2  
    Non-agency issued mortgage-backed securities (MBS non-agency)     41,510       49,054       57,459       -15.4       -27.8  
    Total securities available for sale   $ 303,515     $ 315,433     $ 306,714       -3.8       -1.0  

    Net loans, excluding loans held for sale, increased $9.6 million, or 0.6%, to $1.65 billion at June 30, 2025, from $1.64 billion at March 31, 2025, and decreased $30.6 million, or 1.8%, from $1.68 billion one year prior. Construction loans that converted into fully amortizing loans during the quarter totaled $6.0 million. New loan funding totaling $47.2 million and draws on existing loans totaling $23.9 million outpaced loan payoffs of $34.1 million, regular payments of $28.4 million and charge-offs totaling $2.4 million.

    Loans ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Real Estate:                                        
    One-to-four family   $ 387,459     $ 394,428     $ 389,934       -1.8 %     -0.6 %
    Multi-family     329,696       338,147       350,076       -2.5       -5.8  
    Commercial real estate     391,362       387,312       375,511       1.0       4.2  
    Construction and land     72,538       64,877       107,273       11.8       -32.4  
    Total real estate loans     1,181,055       1,184,764       1,222,794       -0.3       -3.4  
    Consumer:                                        
    Home equity     84,927       79,151       72,613       7.3       17.0  
    Auto and other consumer     280,877       273,878       285,623       2.6       -1.7  
    Total consumer loans     365,804       353,029       358,236       3.6       2.1  
    Commercial business     117,843       119,783       117,094       -1.6       0.6  
    Total loans receivable     1,664,702       1,657,576       1,698,124       0.4       -2.0  
    Less:                                        
    Derivative basis adjustment     (860 )     (566 )     1,017       -51.9       -184.6  
    Allowance for credit losses on loans     18,345       20,569       19,343       -10.8       -5.2  
    Total loans receivable, net   $ 1,647,217     $ 1,637,573     $ 1,677,764       0.6       -1.8  

    The Bank invested $9.1 million into a new bank-owned life insurance policy in the second quarter of 2025 to replace a policy surrendered in the preceding quarter. The Bank received the return of the surrendered funds early in the third quarter of 2025.

    Total deposits decreased $11.4 million to $1.65 billion at June 30, 2025, compared to $1.67 billion at March 31, 2025, and decreased $53.7 million compared to $1.71 billion one year prior. During the second quarter of 2025, total customer deposit balances increased $19.6 million and brokered deposit balances decreased $31.0 million. Overall, the current rate environment continues to contribute to competition for deposits leading to increased volumes and higher rates paid on money market and savings accounts during the current quarter. The deposit mix compared to June 30, 2024, also reflects a shift in volume to money market and customer CD accounts while the volume and rate paid on brokered CDs decreased.

    Deposits ($ in thousands)     June 30,
    2025
          March 31,
    2025
          June 30,
    2024
          Three Month
    % Change
          One Year %
    Change
     
    Noninterest-bearing demand deposits   $ 240,051     $ 247,890     $ 276,543       -3.2 %     -13.2 %
    Interest-bearing demand deposits     144,409       169,912       162,201       -15.0       -11.0  
    Money market accounts     484,787       424,469       423,047       14.2       14.6  
    Savings accounts     227,968       235,188       224,631       -3.1       1.5  
    Certificates of deposit, customer     450,494       450,663       398,161       0.0       13.1  
    Certificates of deposit, brokered     106,927       137,946       223,705       -22.5       -52.2  
    Total deposits   $ 1,654,636     $ 1,666,068     $ 1,708,288       -0.7       -3.1  

    Total shareholders’ equity increased to $149.7 million at June 30, 2025, compared to $146.5 million three months earlier, due to net income of $3.7 million and an increase in the after-tax fair market values of the available-for-sale investment securities portfolio of $128,000, partially offset by dividends declared of $661,000 and a decrease in the after-tax fair market values of derivatives of $197,000.

    Capital levels for both the Company and the Bank remain in excess of applicable regulatory requirements and the Bank was categorized as “well-capitalized” at June 30, 2025. Preliminary calculations of Common Equity Tier 1 and Total Risk-Based Capital Ratios at June 30, 2025, were 12.1% and 13.1%, respectively.

    First Northwest continued to provide a return on capital to our shareholders through cash dividends during the second quarter of 2025. The Company paid cash dividends totaling $650,000 in the second quarter of 2025. No shares of common stock were repurchased under the Company’s April 2024 Stock Repurchase Plan (the “Repurchase Plan”) during the quarter ended June 30, 2025. There are 846,123 shares that remain available for repurchase under the Repurchase Plan.

    2025 Awards/Recognition
    Forbes Best-in-State Banks
                     


    About the Company

    First Northwest Bancorp (Nasdaq: FNWB) is a financial holding company engaged in investment activities including the business of its subsidiary, First Fed Bank. First Fed is a Pacific Northwest-based financial institution which has served its customers and communities since 1923. Currently First Fed has 17 locations in Washington state including 12 full-service branches. First Fed’s business and operating strategy is focused on building sustainable earnings by delivering a full array of financial products and services for individuals, small businesses, non-profit organizations and commercial customers. In 2022, First Northwest made an investment in The Meriwether Group, LLC, a boutique investment banking and accelerator firm. Additionally, First Northwest focuses on strategic partnerships to provide modern financial services such as digital payments and marketplace lending. First Northwest Bancorp was incorporated in 2012 and completed its initial public offering in 2015 under the ticker symbol FNWB. The Company is headquartered in Port Angeles, Washington.

    Forward-Looking Statements
    Certain matters discussed in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, projections of future performance and execution on certain strategies, perceived opportunities in the market, potential future credit experience, including our ability to collect, the outcome of litigation and statements regarding our mission and vision, and include, but are not limited to, statements about our plans, objectives, expectations and intentions that are not historical facts, and other statements often identified by words such as “believes,” “expects,” “anticipates,” “estimates,” or similar expressions. These forward-looking statements are based upon current management beliefs and expectations and may, therefore, involve risks and uncertainties, many of which are beyond our control. Our actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide variety of factors including, but not limited to: increased competitive pressures; changes in the interest rate environment; the credit risks of lending activities; pressures on liquidity, including as a result of withdrawals of deposits or declines in the value of our investment portfolio; changes in general economic conditions and conditions within the securities markets, including potential recessionary and other unfavorable conditions and trends relating to housing markets, costs of living, unemployment levels, interest rates, supply chain difficulties and inflationary pressures, among other things; legislative, regulatory, and policy changes; legal proceedings regulatory investigations and their resolutions; and other factors described in the Companys latest Annual Report on Form 10-K under the section entitled “Risk Factors,” and other filings with the Securities and Exchange Commission (“SEC”),which are available on our website at www.ourfirstfed.com and on the SECs website at www.sec.gov.

    Any of the forward-looking statements that we make in this press release and in the other public statements we make may turn out to be incorrect because of the inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot foresee. Because of these and other uncertainties, our actual future results may be materially different from those expressed or implied in any forward-looking statements made by or on our behalf and the Company’s operating and stock price performance may be negatively affected. Therefore, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. We do not undertake and specifically disclaim any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for 2025 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Companys operations and stock price performance.

    For More Information Contact:
    Geraldine Bullard, Interim Chief Executive Officer, Chief Operating Officer and EVP
    Phyllis Nomura, Chief Financial Officer and EVP
    IRGroup@ourfirstfed.com
    360-457-0461

       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands, except share data) (Unaudited)
     
       
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    ASSETS                                        
    Cash and due from banks   $ 18,487     $ 18,911     $ 16,811     $ 17,953     $ 19,184  
    Interest-earning deposits in banks     69,376       51,412       55,637       64,769       63,995  
    Investment securities available for sale, at fair value (amortized cost at each period end of $336,206, $348,249, $376,265, $341,011 and $344,941)     303,515       315,433       340,344       310,860       306,714  
    Loans held for sale     1,557       2,940       472       378       1,086  
    Loans receivable (net of allowance for credit losses on loans at each period end of $18,345, $20,569, $20,449, $21,970, and $19,343)     1,647,217       1,637,573       1,675,186       1,714,416       1,677,764  
    Federal Home Loan Bank (FHLB) stock, at cost     14,906       13,106       14,435       14,435       13,086  
    Accrued interest receivable     8,305       8,319       8,159       8,939       9,466  
    Premises and equipment, net     8,999       9,870       10,129       10,436       10,714  
    Servicing rights on sold loans, at fair value     3,220       3,301       3,281       3,584       3,740  
    Bank-owned life insurance (“BOLI”), net     41,380       31,786       41,150       41,429       41,113  
    Equity and partnership investments     14,811       15,026       13,229       14,912       15,085  
    Goodwill and other intangible assets, net     1,081       1,082       1,082       1,083       1,084  
    Deferred tax asset, net     14,266       14,304       13,738       10,802       12,216  
    Right-of-use (“ROU”) asset, net     15,772       16,687       17,001       17,315       17,627  
    Prepaid expenses and other assets     32,471       31,680       21,352       24,175       23,088  
    Total assets   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962  
                                             
    LIABILITIES AND SHAREHOLDERS’ EQUITY                                        
    Deposits   $ 1,654,636     $ 1,666,068     $ 1,688,026     $ 1,711,641     $ 1,708,288  
    Borrowings     344,108       307,091       336,014       334,994       302,575  
    Accrued interest payable     1,514       2,163       3,295       2,153       3,143  
    Lease liability, net     16,257       17,266       17,535       17,799       18,054  
    Accrued expenses and other liabilities     27,790       29,767       31,770       25,625       23,717  
    Advances from borrowers for taxes and insurance     1,325       2,583       1,484       2,485       1,304  
    Total liabilities     2,045,630       2,024,938       2,078,124       2,094,697       2,057,081  
                                             
    Shareholders’ Equity                                        
    Preferred stock, $0.01 par value, authorized 5,000,000 shares, no shares issued or outstanding                              
    Common stock, $0.01 par value, 75,000,000 shares authorized; issued and outstanding at each period end: 9,444,963; 9,440,618; 9,353,348; 9,365,979; and 9,453,247     94       94       93       94       94  
    Additional paid-in capital     93,595       93,450       93,357       93,218       93,985  
    Retained earnings     90,506       87,506       97,198       100,660       103,322  
    Accumulated other comprehensive loss, net of tax     (28,198 )     (28,129 )     (30,172 )     (26,424 )     (31,597 )
    Unearned employee stock ownership plan (ESOP) shares     (6,264 )     (6,429 )     (6,594 )     (6,759 )     (6,923 )
    Total shareholders’ equity     149,733       146,492       153,882       160,789       158,881  
    Total liabilities and shareholders’ equity   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962  
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (Dollars in thousands, except per share data) (Unaudited)
     
       
        For the Quarter Ended     For the Six Months Ended  
        June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
    INTEREST INCOME                                                        
    Interest and fees on loans receivable   $ 22,814     $ 22,231     $ 23,716     $ 23,536     $ 23,733     $ 45,045     $ 46,500  
    Interest on investment securities     3,466       3,803       3,658       3,786       3,949       7,269       7,581  
    Interest on deposits in banks     520       482       550       582       571       1,002       1,216  
    FHLB dividends     331       307       273       302       358       638       640  
    Total interest income     27,131       26,823       28,197       28,206       28,611       53,954       55,937  
    INTEREST EXPENSE                                                        
    Deposits     9,552       9,737       11,175       10,960       10,180       19,289       20,292  
    Borrowings     3,386       3,239       2,885       3,226       4,196       6,625       7,482  
    Total interest expense     12,938       12,976       14,060       14,186       14,376       25,914       27,774  
    Net interest income     14,193       13,847       14,137       14,020       14,235       28,040       28,163  
    PROVISION FOR CREDIT LOSSES                                                        
    (Recapture of) provision for credit losses on loans     (296 )     7,770       3,760       3,077       8,640       7,474       9,879  
    (Recapture of) provision for credit losses on unfunded commitments     (64 )     15       (105 )     57       99       (49 )     (170 )
    (Recapture of) provision for credit losses     (360 )     7,785       3,655       3,134       8,739       7,425       9,709  
    Net interest income after (recapture of) provision for credit losses     14,553       6,062       10,482       10,886       5,496       20,615       18,454  
    NONINTEREST INCOME                                                        
    Loan and deposit service fees     1,095       1,106       1,054       1,059       1,076       2,201       2,178  
    Sold loan servicing fees and servicing rights mark-to-market     92       195       (115 )     10       74       287       293  
    Net gain on sale of loans     44       11       52       58       150       55       202  
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Net gain on sale of premises and equipment                             7,919             7,919  
    Increase in BOLI cash surrender value     485       372       328       315       293       857       536  
    Income from BOLI death benefit, net           1,059       1,536                   1,059        
    Other income (loss)     454       1,034       (1,555 )     337       (48 )     1,488       524  
    Total noninterest income     2,170       3,777       1,300       1,779       7,347       5,947       9,535  
    NONINTEREST EXPENSE                                                        
    Compensation and benefits     4,698       7,715       7,367       8,582       8,588       12,413       16,716  
    Data processing     1,926       2,011       2,065       2,085       2,008       3,937       3,952  
    Occupancy and equipment     1,507       1,592       1,559       1,553       1,799       3,099       3,039  
    Supplies, postage, and telephone     346       298       296       360       317       644       610  
    Regulatory assessments and state taxes     501       479       460       548       457       980       970  
    Advertising     299       265       362       409       377       564       686  
    Professional fees     1,449       777       813       698       684       2,226       1,594  
    FDIC insurance premium     463       434       491       533       473       897       859  
    Other expense     1,576       6,429       820       1,080       906       8,005       1,486  
    Total noninterest expense     12,765       20,000       14,233       15,848       15,609       32,765       29,912  
    Income (loss) before provision (benefit) for income taxes     3,958       (10,161 )     (2,451 )     (3,183 )     (2,766 )     (6,203 )     (1,923 )
    Provision (benefit) for income taxes     297       (1,125 )     359       (1,203 )     (547 )     (828 )     (100 )
    Net income (loss)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
                                                             
    Basic and diluted earnings (loss) per common share   $ 0.42     $ (1.03 )   $ (0.32 )   $ (0.23 )   $ (0.25 )   $ (0.61 )   $ (0.21 )
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)
     
       
    Selected Loan Detail   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
    Construction and land loans breakout                                        
    1-4 Family construction   $ 39,040     $ 42,371     $ 39,319     $ 43,125     $ 56,514  
    Multifamily construction     14,728       9,223       15,407       29,109       43,341  
    Nonresidential construction     12,832       7,229       16,857       17,500       1,015  
    Land and development     5,938       6,054       6,527       5,975       6,403  
    Total construction and land loans   $ 72,538     $ 64,877     $ 78,110     $ 95,709     $ 107,273  
                                             
    Auto and other consumer loans breakout                                        
    Triad Manufactured Home loans   $ 135,537     $ 134,740     $ 128,231     $ 129,600     $ 110,510  
    Woodside auto loans     127,828       118,972       117,968       126,129       131,151  
    First Help auto loans     11,221       13,012       14,283       15,971       17,427  
    Other auto loans     1,016       1,313       1,647       2,064       2,690  
    Other consumer loans     5,275       5,841       6,747       7,434       23,845  
    Total auto and other consumer loans   $ 280,877     $ 273,878     $ 268,876     $ 281,198     $ 285,623  
                                             
    Commercial business loans breakout                                        
    Northpointe Bank MPP   $     $     $ 36,230     $ 38,155     $ 9,150  
    Secured lines of credit     41,043       39,986       35,701       37,686       28,862  
    Unsecured lines of credit     2,551       2,030       1,717       1,571       1,133  
    SBA loans     6,618       6,889       7,044       7,219       7,146  
    Other commercial business loans     67,631       70,878       70,801       70,696       70,803  
    Total commercial business loans   $ 117,843     $ 119,783     $ 151,493     $ 155,327     $ 117,094  
    Loans by Collateral and Unfunded Commitments   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
     
                                             
    One-to-four family construction   $ 40,509     $ 38,221     $ 44,468     $ 51,607     $ 49,440  
    All other construction and land     36,129       30,947       34,290       45,166       58,346  
    One-to-four family first mortgage     420,847       428,081       466,046       469,053       434,840  
    One-to-four family junior liens     20,116       15,155       15,090       14,701       13,706  
    One-to-four family revolving open-end     57,502       51,832       51,481       48,459       44,803  
    Commercial real estate, owner occupied:                                        
    Health care     29,091       29,386       29,129       29,407       29,678  
    Office     19,116       19,363       17,756       17,901       19,215  
    Warehouse     7,432       9,272       14,948       11,645       14,613  
    Other     74,364       74,915       78,170       64,535       56,292  
    Commercial real estate, non-owner occupied:                                        
    Office     42,198       41,885       49,417       49,770       50,158  
    Retail     51,708       50,737       49,591       49,717       50,101  
    Hospitality     64,308       62,226       61,919       62,282       62,628  
    Other     93,505       93,549       81,640       82,573       84,428  
    Multi-family residential     330,784       339,217       333,419       354,118       350,382  
    Commercial business loans     73,403       75,628       77,381       86,904       79,055  
    Commercial agriculture and fishing loans     22,443       22,914       21,833       15,369       14,411  
    State and political subdivision obligations     369       369       369       404       405  
    Consumer automobile loans     139,992       133,209       133,789       144,036       151,121  
    Consumer loans secured by other assets     138,378       137,619       131,429       132,749       129,293  
    Consumer loans unsecured     2,508       3,051       3,658       4,411       5,209  
    Total loans   $ 1,664,702     $ 1,657,576     $ 1,695,823     $ 1,734,807     $ 1,698,124  
                                             
    Unfunded commitments under lines of credit or existing loans   $ 166,589     $ 175,100     $ 163,827     $ 166,446     $ 155,005  
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    NET INTEREST MARGIN ANALYSIS
    (Dollars in thousands) (Unaudited)
     
       
        Three Months Ended June 30,  
        2025     2024  
        Average     Interest             Average     Interest          
        Balance     Earned/     Yield/     Balance     Earned/     Yield/  
        Outstanding     Paid     Rate     Outstanding     Paid     Rate  
        (Dollars in thousands)  
    Interest-earning assets:                                                
    Loans receivable, net (1) (2)   $ 1,639,236     $ 22,814       5.58 %   $ 1,698,777     $ 23,733       5.62 %
    Total investment securities     311,078       3,466       4.47       316,878       3,949       5.01  
    FHLB dividends     13,313       331       9.97       15,175       358       9.49  
    Interest-earning deposits in banks     46,807       520       4.46       41,450       571       5.54  
    Total interest-earning assets (3)     2,010,434       27,131       5.41       2,072,280       28,611       5.55  
    Noninterest-earning assets     154,145                       147,090                  
    Total average assets   $ 2,164,579                     $ 2,219,370                  
    Interest-bearing liabilities:                                                
    Interest-bearing demand deposits   $ 164,475     $ 240       0.59     $ 165,212     $ 193       0.47  
    Money market accounts     444,135       2,660       2.40       405,393       2,420       2.40  
    Savings accounts     228,901       884       1.55       227,650       915       1.62  
    Certificates of deposit, customer     451,712       4,396       3.90       400,197       4,079       4.10  
    Certificates of deposit, brokered     124,383       1,372       4.42       209,566       2,573       4.94  
    Total interest-bearing deposits (4)     1,413,606       9,552       2.71       1,408,018       10,180       2.91  
    Advances     275,176       3,041       4.43       315,375       3,801       4.85  
    Subordinated debt     34,600       345       4.00       39,465       395       4.03  
    Total interest-bearing liabilities     1,723,382       12,938       3.01       1,762,858       14,376       3.28  
    Noninterest-bearing deposits (4)     243,655                       251,442                  
    Other noninterest-bearing liabilities     50,685                       41,991                  
    Total average liabilities     2,017,722                       2,056,291                  
    Average equity     146,857                       163,079                  
    Total average liabilities and equity   $ 2,164,579                     $ 2,219,370                  
                                                     
    Net interest income           $ 14,193                     $ 14,235          
    Net interest rate spread                     2.40                       2.27  
    Net earning assets   $ 287,052                     $ 309,422                  
    Net interest margin (5)                     2.83                       2.76  
    Average interest-earning assets to average interest-bearing liabilities     116.7 %                     117.6 %                
    (1) The average loans receivable, net balances include nonaccrual loans.
    (2) Interest earned on loans receivable includes net deferred (costs) fees of ($148,000) and $34,000 for the three months ended June 30, 2025 and 2024, respectively.
    (3) Includes interest-earning deposits (cash) at other financial institutions.
    (4) Cost of all deposits, including noninterest-bearing demand deposits, was 2.31% and 2.47% for the three months ended June 30, 2025 and 2024, respectively.
    (5) Net interest income divided by average interest-earning assets.
       

    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)

    Non-GAAP Financial Measures
    This press release contains financial measures that are not in conformity with generally accepted accounting principles in the United States of America (“GAAP”). Non-GAAP measures are presented where management believes the information will help investors understand the Company’s results of operations or financial position and assess trends. Where non-GAAP financial measures are used, the comparable GAAP financial measure is also provided. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, and are not necessarily comparable to non-GAAP performance measures that may be presented by other companies. 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. Reconciliations of the GAAP and non-GAAP measures are presented below.

    Calculations Based on PPNR and Adjusted PPNR:

        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
                                                             
    Net income (loss) (GAAP)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
    Plus: (recapture of) provision for credit losses (GAAP)     (360 )     7,785       3,655       3,134       8,739       7,425       9,709  
    Provision (benefit) for income taxes (GAAP)     297       (1,125 )     359       (1,203 )     (547 )     (828 )     (100 )
    PPNR (Non-GAAP) (1)     3,598       (2,376 )     1,204       (49 )     5,973       1,222       7,786  
    Less selected nonrecurring adjustments to PPNR (Non-GAAP):                                                        
    Employee retention credit (“ERC”) included in compensation and benefits     2,640                               2,640        
    ERC consulting expense included in professional fees     (528 )                             (528 )      
    Costs associated with early termination of Bellevue Business Center lease included in other expense     (599 )                             (599 )      
    Bank-owned life insurance (“BOLI”) death benefit           1,059       1,536                   1,059        
    Gain on extinguishment of subordinated debt included in other income           846                         846        
    Legal reserve           (5,750 )                       (5,750 )      
    Equity investment repricing adjustment                 (1,762 )                       651  
    One-time compensation payouts related to reduction in force                       (996 )                  
    Net gain on sale of premises and equipment                             7,919             7,919  
    Sale leaseback taxes and assessments included in occupancy and equipment                             (359 )           (359 )
    Net loss on sale of investment securities                             (2,117 )           (2,117 )
    Adjusted PPNR (Non-GAAP) (1)   $ 2,085     $ 1,469     $ 1,430     $ 947     $ 530     $ 3,554     $ 1,692  
                                                             
    Average total assets (GAAP)   $ 2,164,579     $ 2,174,748     $ 2,205,502     $ 2,209,333     $ 2,219,370     $ 2,169,621     $ 2,192,779  
    GAAP Ratio:                                                        
    Return on average assets (GAAP)     0.68 %     -1.69 %     -0.51 %     -0.36 %     -0.40 %     -0.50 %     -0.17 %
    Non-GAAP Ratios:                                                        
    PPNR return on average assets (Non-GAAP) (1)     0.67 %     -0.44 %     0.22 %     -0.01 %     1.08 %     0.11 %     0.71 %
    Adjusted PPNR return on average assets (Non-GAAP) (1)     0.39 %     0.27 %     0.26 %     0.17 %     0.10 %     0.33 %     0.16 %
    (1) PPNR removes the provisions for credit loss and income tax from net income. This removes potentially volatile estimates, providing a comparative amount limited to income and expense recorded during the period. Adjusted PPNR further removes large nonrecurring transactions recorded during the period. We believe these metrics provide comparative amounts for a better review of recurring net revenue.
       
    FIRST NORTHWEST BANCORP AND SUBSIDIARY
    ADDITIONAL INFORMATION
    (Dollars in thousands) (Unaudited)
     
       
    Calculations Based on Tangible Common Equity:  
            
        For the Quarter Ended     For the Six Months Ended  
    (Dollars in thousands, except per share data)   June 30,
    2025
        March 31,
    2025
        December 31,
    2024
        September 30,
    2024
        June 30,
    2024
        June 30,
    2025
        June 30,
    2024
     
                                                             
    Total shareholders’ equity   $ 149,733     $ 146,492     $ 153,882     $ 160,789     $ 158,881     $ 149,733     $ 158,881  
    Less: Goodwill and other intangible assets     1,081       1,082       1,082       1,083       1,084       1,081       1,084  
    Disallowed non-mortgage loan servicing rights     372       415       423       489       517       372       517  
    Total tangible common equity   $ 148,280     $ 144,995     $ 152,377     $ 159,217     $ 157,280     $ 148,280     $ 157,280  
                                                             
    Total assets   $ 2,195,363     $ 2,171,430     $ 2,232,006     $ 2,255,486     $ 2,215,962     $ 2,195,363     $ 2,215,962  
    Less: Goodwill and other intangible assets     1,081       1,082       1,082       1,083       1,084       1,081       1,084  
    Disallowed non-mortgage loan servicing rights     372       415       423       489       517       372       517  
    Total tangible assets   $ 2,193,910     $ 2,169,933     $ 2,230,501     $ 2,253,914     $ 2,214,361     $ 2,193,910     $ 2,214,361  
                                                             
    Average shareholders’ equity   $ 146,857     $ 156,470     $ 161,560     $ 160,479     $ 163,079     $ 151,620     $ 162,473  
    Less: Average goodwill and other intangible assets     1,081       1,082       1,083       1,084       1,085       1,082       1,085  
    Average disallowed non-mortgage loan servicing rights     415       423       489       517       489       419       485  
    Total average tangible common equity   $ 145,361     $ 154,965     $ 159,988     $ 158,878     $ 161,505     $ 150,119     $ 160,903  
                                                             
    Net income (loss)   $ 3,661     $ (9,036 )   $ (2,810 )   $ (1,980 )   $ (2,219 )   $ (5,375 )   $ (1,823 )
    Common shares outstanding     9,444,963       9,440,618       9,353,348       9,365,979       9,453,247       9,444,963       9,453,247  
    GAAP Ratios:                                                        
    Equity to total assets     6.82 %     6.75 %     6.89 %     7.13 %     7.17 %     6.82 %     7.17 %
    Return on average equity     10.00 %     -23.42 %     -6.92 %     -4.91 %     -5.47 %     -7.15 %     -2.26 %
    Book value per common share   $ 15.85     $ 15.52     $ 16.45     $ 17.17     $ 16.81     $ 15.85     $ 16.81  
    Non-GAAP Ratios:                                                        
    Tangible common equity to tangible assets (1)     6.76 %     6.68 %     6.83 %     7.06 %     7.10 %     6.76 %     7.10 %
    Return on average tangible common equity (1)     10.10 %     -23.65 %     -6.99 %     -4.96 %     -5.53 %     -7.22 %     -2.28 %
    Tangible book value per common share (1)   $ 15.70     $ 15.36     $ 16.29     $ 17.00     $ 16.64     $ 15.70     $ 16.64  
    (1 ) We believe that the use of tangible equity and tangible assets improves the comparability to other institutions that have not engaged in acquisitions that resulted in recorded goodwill and other intangibles.
         

    Photos accompanying this announcement are available at

    https://www.globenewswire.com/NewsRoom/AttachmentNg/c85e4dc5-66aa-4a20-9353-c1b9da5ac869

    https://www.globenewswire.com/NewsRoom/AttachmentNg/e8d326aa-0fde-4c3c-954f-bb809e7c276c

    https://www.globenewswire.com/NewsRoom/AttachmentNg/f24035e8-5a6e-4f39-a0db-93ca11dc39d5

    https://www.globenewswire.com/NewsRoom/AttachmentNg/c29167d1-36df-44c1-9e51-889b5be4fb96

    https://www.globenewswire.com/NewsRoom/AttachmentNg/ae6ceb7f-9f7a-4a77-b835-146a0638be30

    https://www.globenewswire.com/NewsRoom/AttachmentNg/5ba4f507-769e-4e54-acdb-4aed9253c967

    https://www.globenewswire.com/NewsRoom/AttachmentNg/66e51144-1d2d-4c3f-ae91-2192cc90a887

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