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CSB Bancorp, Inc.

For the period ended Dec 31, 2024. Filed Mar 14, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 14, 2025

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Item 8. FINANCIAL STATEMENTSAND SUPPLEMENTARY DATA

REPORT ON MANAGEMENT’S ASSESSMENT OF INTERNAL CONTROL OVER FINANCIAL REPORTING

The management of CSB Bancorp, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934, as amended. The Company’s internal control over financial reporting is designed to provide reasonable assurance that our published financial statements are fairly presented, in all material respects, in conformity with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management conducted the required assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024. Management’s assessment did not identify any material weaknesses in the Company’s internal control over financial reporting. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in the 2013 Internal Control-Integrated Framework. Based upon this assessment, management believes that the Company’s internal control over financial reporting is effective as of December 31, 2024.

Eddie L. SteinerPaula J. Meiler
President,Senior Vice President,
Chief Executive OfficerChief Financial Officer

To the Shareholders and the Board of Directors of CSB Bancorp, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of CSB Bancorp, Inc. and subsidiaries (the “Company”) as of December 31, 2024 and 2023; the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for the years then ended; and the related notes to the consolidated financial statements(collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent, with respect to the Company, in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the Audit Committee and that: (1) relate to accounts or disclosures that are material to the financial statements; and (2) involve our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter, in any way, our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Allowance for Credit Losses (ACL) – Qualitative Adjustments

Description of the Matter

The Company’s loan portfolio totaled $738 million as of December 31, 2024, and the associated ACL was $7.6 million. As discussed in Notes 1 and 3 to the consolidated financial statements, determining the amount of the ACL requires significant judgment about the expected future losses, which is based on a baseline lifetime loss rate, calculated using a weighted-average remaining maturities method, which is then adjusted for current qualitative conditions and reasonable and supportable forecasts. Management applies these qualitative adjustments to the baseline lifetime loss rate to reflect changes in the current and forecasted environment, both internal and external, that are different from the conditions that existed during the historical loss calculation period.

We identified these qualitative adjustments within the ACL as critical audit matters because they involve a high degree of subjectivity. While the determination of these qualitative adjustments includes analysis of observable data over the historical loss period, the judgments required to assess the directionality and magnitude of adjustments is highly subjective. Auditing these complex judgments and assumptions involved especially challenging auditor judgment due to the nature of audit evidence and the nature and extent of effort required to address these matters.

How we addressed the matter in our audit

The primary procedures we performed to address this critical audit matter included:

Testing the design, implementation, and operating effectiveness of internal controls over the calculation of the allowance for credit losses, including the qualitative factor adjustments.

Testing the completeness and accuracy of the significant data points that management uses in their evaluation of the qualitative adjustments.

Testing the anchoring calculation that management completes to properly align the magnitude of the adjustments with the Company's historical loss data.

Evaluating the directional consistency and reasonableness of management's conclusions regarding basis points applied (whether positive or negative) based on the trends identified in the underlying data.

Testing the mathematical accuracy of the application of the qualitative adjustments to the loan segments within the ACL calculation.

We have served as the Company’s auditor since 2005.

Cranberry Township, Pennsylvania

March 14, 2025

December 31, 2024 and 2023

(Dollars in thousands, except per share data)20242023
ASSETS
Cash and cash equivalents
Cash and due from banks$21,287$24,463
Interest-earning deposits in other banks52,22239,614
Total cash and cash equivalents73,50964,077
Securities
Available-for-sale, at fair value125,434140,080
Held-to-maturity; fair value of $172,603 in 2024 and $194,730 in 2023 ($0 credit loss allowance for 2024 and 2023)204,309226,279
Equity securities266259
Restricted stock, at cost1,5201,535
Total securities331,529368,153
Loans held for sale283—
Loans737,641701,404
Less allowance for credit losses7,5956,607
Net loans730,046694,797
Premises and equipment, net14,06913,002
Goodwill4,7284,728
Bank owned life insurance28,22525,410
Accrued interest receivable and other assets9,1118,522
TOTAL ASSETS$1,191,500$1,178,689
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
Deposits
Noninterest-bearing$281,358$301,697
Interest-bearing763,529725,730
Total deposits1,044,8871,027,427
Short-term borrowings25,68335,843
Other borrowings1,2661,754
Allowance for credit losses on off-balance sheet commitments524736
Accrued interest payable and other liabilities4,3054,990
Total liabilities1,076,6651,070,750
SHAREHOLDERS’ EQUITY
Common stock, $6.25 par value. Authorized 9,000,000 shares; issued 2,980,602 shares; and outstanding 2,650,089 shares in 2024 and 2,669,938 in 202318,62918,629
Additional paid-in capital9,8159,815
Retained earnings103,10597,297
Treasury stock at cost: 330,513 shares in 2024, 310,664 shares in 2023(8,294)(7,532)
Accumulated other comprehensive loss(8,420)(10,270)
Total shareholders’ equity114,835107,939
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$1,191,500$1,178,689
(Dollars in thousands, except per share data)20242023
INTEREST AND DIVIDEND INCOME
Loans, including fees$41,539$35,707
Taxable securities7,3157,803
Nontaxable securities342399
Other2,4052,107
Total interest and dividend income51,60146,016
INTEREST EXPENSE
Deposits14,4049,499
Short-term borrowings315336
Other borrowings2940
Total interest expense14,7489,875
NET INTEREST INCOME36,85336,141
CREDIT LOSS EXPENSE
Provision for credit loss expense - loans7,244198
Provision (recovery) for credit loss expense - off-balance sheet commitments(213)244
Total provision for credit loss expense7,031442
NET INTEREST INCOME AFTER CREDIT LOSS EXPENSE29,82235,699
NONINTEREST INCOME
Service charges on deposit accounts1,1561,209
Trust services1,2191,013
Debit card interchange fees2,1152,107
Credit card fees643701
Gain on sale of loans, net281161
Earnings on bank owned life insurance814702
Unrealized gain on equity securities815
Other income866836
Total noninterest income7,1026,744
NONINTEREST EXPENSES
Salaries and employee benefits13,62313,673
Occupancy expense1,1721,138
Equipment expense863792
Professional and director fees1,5651,471
Financial institutions tax864767
Marketing and public relations561549
Software expense1,7091,651
Debit card expense755682
FDIC insurance expense538514
Other expenses2,9392,823
Total noninterest expenses24,58924,060
INCOME BEFORE INCOME TAXES12,33518,383
Federal income tax provision2,3233,627
NET INCOME$10,012$14,756
Weighted average shares outstanding - basic and diluted2,661,3082,679,902
Earnings per share - basic and diluted$3.76$5.51

CONSOLIDATED STATEMENTSOF COMPREHENSIVE INCOME

(Dollars in thousands)20242023
Net income$10,012$14,756
Other comprehensive income
Unrealized gain on available-for-sale securities arising during the period2,1663,168
Amortization of held-to-maturity discount resulting from transfer176187
Income tax effect at 21%(492)(706)
Other comprehensive income1,8502,649
Total comprehensive income$11,862$17,405

CONSOLIDATED STATEMENTS OF CHANGES IN

SHAREHOLDERS’ EQUITY

(Dollars in thousands, except per share data)CommonStockAdditionalPaid-InCapitalRetainedEarningsTreasuryStockAccumulatedOtherComprehensiveLossTotal
BALANCE AT DECEMBER 31, 2022$18,629$9,815$86,502$(6,107)$(12,919)$95,920
Net income——14,756——14,756
Cumulative effect of adoption of ASU 2016-13——52——52
Other comprehensive income————2,6492,649
Purchase of 37,638 treasury shares———(1,425)—(1,425)
Cash dividends declared, $1.50 per share——(4,013)——(4,013)
BALANCE AT DECEMBER 31, 2023$18,629$9,815$97,297$(7,532)$(10,270)$107,939
Net income——10,012——10,012
Other comprehensive income————1,8501,850
Purchase of 19,849 treasury shares———(762)—(762)
Cash dividends declared, $1.58 per share——(4,204)——(4,204)
BALANCE AT DECEMBER 31, 2024$18,629$9,815$103,105$(8,294)$(8,420)$114,835

CONSOLIDATED STATEM ENTS OF CASH FLOWS

(Dollars in thousands)20242023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$10,012$14,756
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of premises, equipment and software941921
Deferred income tax expense118293
Provision for credit loss expense7,244198
Gain on sale of loans, net(281)(161)
Security amortization, net of accretion677828
Secondary market loan sale proceeds9,0234,891
Originations of secondary market loans held-for-sale(9,113)(4,725)
Earnings on bank-owned life insurance(814)(702)
Effects of changes in operating assets and liabilities:
Net deferred loan (fees) costs(222)138
Accrued interest receivable(105)(350)
Accrued interest payable100253
Other assets and liabilities(1,915)(715)
Net cash provided by operating activities$15,665$15,625
CASH FLOWS FROM INVESTING ACTIVITIES
Securities:
Proceeds from repayments, available-for-sale$31,732$17,102
Proceeds from repayments, held-to-maturity21,84020,993
Purchases, available-for-sale(15,290)(4,457)
Redemption of restricted stock151,895
Loan (originations) and payments, net(42,271)(74,242)
Purchases of premises and equipment(1,960)(424)
Purchases of software(145)(2)
Purchase of bank owned life insurance(2,000)—
Sale of property—9
Net cash used in investing activities$(8,079)$(39,126)
(Dollars in thousands)20242023
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits$17,460$4,010
Net change in short-term borrowings(10,160)3,293
Repayment of other borrowings(488)(707)
Cash dividends paid(4,204)(4,013)
Purchase of treasury stock(762)(1,425)
Net cash provided by financing activities$1,846$1,158
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS9,432(22,343)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR64,07786,420
CASH AND CASH EQUIVALENTS AT END OF YEAR$73,509$64,077
SUPPLEMENTAL DISCLOSURES
Cash paid during the year for:
Interest$14,647$9,622
Income taxes2,7754,165

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CSB Bancorp, Inc. (the “Company” or “CSB”) was incorporated in 1991 in the State of Ohio and is a registered bank holding company. The Company’s wholly owned subsidiaries are The Commercial and Savings Bank of Millersburg, Ohio (the “Bank”) and CSB Investment Services, LLC. The Company, through its subsidiaries, operates in the commercial banking industry.

The Bank, an Ohio-chartered bank organized in 1879, provides financial services through itssixteen Banking Centers located in Holmes, Stark, Tuscarawas and Wayne counties and a loan production office in Medina. These communities are the source of a substantial majority of the Bank’s deposit, loan, and trust activities. The majority of the Bank’s income is derived from commercial and retail lending activities, and investments in securities. Its primary deposit products are checking, savings, and term certificate accounts. Its primary lending products are residential real estate, commercial real estate, commercial, and installment loans. Substantially, all loans are secured by specific items of collateral including business assets, consumer assets, and real estate. Commercial loans are expected to be repaid with cash flow from business operations. Real estate loans are secured by both residential and commercial real estate.

Significant accounting policies followed by the Company are presented below.

BUSINESS SEGMENTS

The Company's operations have been evaluated for segment reporting and management has determined operations are managed alongtwo operating segments, consisting of banking operations and trust services. The Company derives its banking operations revenue from business and consumer customers through loan and deposit products. However, these components are not separately reviewed and all expenses are not segregated from the rest of the Company's operations and therefore are not reportable as segments. The Company's chief operating decision maker is the senior management team, which includes the CEO, President, CFO, Chief Risk Officer, Senior Loan Officer and Senior Operations Officer. While the chief operating decision maker uses financial information related to the banking operations and trust services segments to analyze business performance and allocate resources, the trust services segment does not meet the quantitative threshold under GAAP to be considered a reportable segment. Trust services revenue and net income are less than 4% of total Company revenue or net income. As such, these operating segments are aggregated into a single reportable operating segment in the Consolidated Financial Statements.

USE OF ESTIMATES IN PREPARING FINANCIAL STATEMENTS

In preparing the Consolidated Financial Statements, in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions affecting the reported amounts of assets and liabilities as of the date of the Consolidated Balance Sheets and reported amounts of revenues and expenses during each reporting period. Actual results could differ from those estimates. The most significant estimates susceptible to change in the near term relate to management’s determination of the allowance for credit losses and the fair value of financial instruments.

PRINCIPLES OF CONSOLIDATION

The Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation.

The Bank has a trust department and the assets held by the Bank in fiduciary or agency capacities for its customers are not included in the Consolidated Balance Sheets as such items are not assets of the Bank.

CASH AND CASH EQUIVALENTS

For purposes of the Consolidated Statements of Cash Flows, cash and cash equivalents include cash on hand and amounts due from banks which mature overnightor within ninety days.

DEBT SECURITIES

At the time of purchase all debt securities are evaluated and designated as available-for-sale (AFS) or held-to-maturity (HTM). Securities designated as AFS are carried at fair value with unrealized gains and losses on such securities, net of applicable income taxes, recognized as other comprehensive income or loss. HTM securities are recorded at amortized cost. Securities transferred from AFS to HTM are carried at their fair value on the date of transfer. On December 31, 2024,62% of the total investment portfolio was classified as HTM. The amortized cost of debt securities is adjusted for the accretion of discounts to maturity and the amortization of premiums to the earlier of a bond’s call date or maturity based on the interest method. Such amortization and accretion are included in interest and dividends on securities. Gains and losses on sales of securities are accounted for on a trade date basis, using the specific identification method, and are included in noninterest income.

EQUITY SECURITIES

Equity securities are held at fair value. Holding gains and losses are recorded in income. Dividends on equity securities are recognized as income when earned.

RESTRICTED STOCK

Investments in FHLB and Federal Reserve Bank stock are classified as restricted stock, carried at cost, and evaluated for impairment. The Bank is required to maintain an investment in common stock of the FHLB and Federal Reserve Bank because the Bank is a member of the FHLB and the Federal Reserve System.

LOANS

Loans that management has the intent and ability to hold for the foreseeable future, until maturity, or pay-off, generally are stated at their outstanding principal amount, adjusted for charge-offs, the allowance for credit losses, and any deferred loan fees or costs on originated loans. Interest is accrued based upon the daily outstanding principal balance. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield over the life of the related loan.

Interest income is not reported when full repayment is in doubt, typically when the loan is individually evaluated, or payments are past due over 90 days. All interest accrued but not collected for loans placed on nonaccrual or charged-off is reversed and charged against interest income. The interest on these loans is accounted for on a cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

At origination, a determination is made whether a loan will be held in the Bank’s portfolio or is intended for sale in the secondary market. Mortgage loans held for sale are recorded at the lower of the aggregate cost or fair value. Generally, these loans are held for sale for less than three (3) days. The Bank recognizes gains and losses on sales of the loans held for sale when the sale is completed.

ALLOWANCE FOR CREDIT LOSSES

The ACL is a valuation reserve established and maintained by charges against operating income and is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. The ACL is an estimate of expected credit losses, measured over the contractual life of a loan (adjusted for expected prepayment), that considers our historical loss experience, current conditions and forecasts of future economic conditions. Determination of an appropriate ACL is inherently subjective and may have significant changes from period to period.

The methodology for determining the ACL has two main components: evaluation of expected credit losses for certain groups of homogeneous loans that share similar risk characteristics and evaluation of individual loans that do not share risk characteristics with other loans. The ACL for homogeneous loans is calculated using a life-time loss rate methodology with both a quantitative and a qualitative analysis that is applied on a quarterly basis. The ACL model is comprised of eight distinct portfolio segments: 1) Commercial and Industrial or C&I, 2) Commercial Real Estate, or CRE, 3) Commercial Lessors of Buildings, 4) Construction, 5) Consumer Mortgage, 6) Home Equity Line of Credit or HELOC, 7) Consumer Installment, and 8) Consumer Indirect loans. Each segment has a distinct set of risk characteristics monitored by management.

Historical credit loss experience is the basis for the estimation of expected credit losses. We apply historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date. Our reasonable and supportable forecast adjustment is based on the unemployment forecast and management judgment. For periods beyond our two-year reasonable and supportable forecast, we revert to the historical loss rate. The qualitative adjustments for current conditions are based upon changes in lending policies and practices, change in economic conditions, change in nature of the portfolio, experience and ability of lending staff, problem loan trends, quality of the bank’s loan review system, value of underlying collateral for collateral dependent loans, the existence of and changes in concentrations, and other external factors. These modified historical loss rates are multiplied by the outstanding principal balance of each loan to calculate a required reserve. A similar process is employed to calculate a reserve assigned to the portion of off-balance sheet commitments that we expect to fund, specifically unfunded loan commitments, and any needed reserve is recorded in other liabilities.

The ACL for individual loans begins with the use of normal credit review procedures to identify whether a loan no longer shares similar risk characteristics with other pooled loans and therefore, should be individually assessed. We evaluate all commercial loans greater than $500 thousand that meet the following criteria: 1) when it is determined that foreclosure is probable, 2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the operation or sale of the collateral, and 3) when it is determined by management that a loan does not share similar risk characteristics with other loans. Collateral values are discounted to consider disposal costs when appropriate. A specific reserve is established or a charge-off is taken if the fair value of the loan is less than the loan balance.

Although we believe our process for determining the ACL appropriately considers all the factors that would likely result in credit losses, the process includes subjective elements and may be susceptible to significant change. To the extent actual losses are higher than management estimates, additional provision for credit losses could be required and could adversely affect our earnings or financial position in future periods.

The ACL for off-balance sheet commitments is estimated on the likelihood and amount of funding under the same criteria used for loans under the ACL. The ACL for off-balance sheet commitments is recorded in other liabilities in the Consolidated Balance Sheets.

HTM Securities - Any expected credit loss is recorded through the ACL on HTM securities and is deducted from the amortized cost basis on the balance sheet. The majority of HTM securities are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies, and have a long history of no credit losses. Therefore, there is no credit loss expectation on these securities.

AFS Securities - The AFS securities portfolio is evaluated on a quarterly basis for indicators of credit loss. Management reviews the amount of unrealized loss, the credit rating history, market trends of similar security classes, time remaining to maturity, and the source of principal and interest payments to identify securities which could potentially have a credit loss. For those securities that management intends to sell before the recovery of their amortized cost basis, the difference between fair value and amortized cost is considered to have a credit loss and is recognized in provision for credit loss expense and the amortized cost is written down to the realizable value through a charge-off. For those AFS securities that management does not intend to sell prior to expected recovery of the amortized cost basis, the credit portion is recognized through the ACL on AFS securities, while the noncredit portion is recognized through the accumulated other comprehensive income or loss included in shareholders' equity. Non-credit related impairment is a result of other factors, including changes in interest rates.

OTHER REAL ESTATE OWNED

Other real estate acquired through or in lieu of foreclosure is initially recorded at fair value, less estimated costs to sell, and any loan balance in excess of fair value is charged to the allowance for credit losses. Subsequent valuations are periodically performed, and write-downs are included in noninterest expenses, as well as expenses related to maintenance of the properties. Gains or losses upon sale are recorded through noninterest income. There wasno other real estate owned on December 31,2024 or 2023.

PREMISES AND EQUIPMENT

Premises and equipment are stated at cost, less accumulated depreciation and amortization. Land is carried at cost. Depreciation and amortization are determined based on the estimated useful lives of the individual assets (typically 20 to 40 years for buildings and 3 to 10 years for equipment) and is computed using the straight-line method. Leasehold improvements are amortized over the useful life of the asset, or lease term, whichever is shorter. Expenses for maintenance and repairs are charged against income as incurred. Costs of major additions and improvements are capitalized.

GOODWILL

Goodwill is not amortized but is tested for impairment at least annually in the fourth quarter or more frequently if indicators of impairment are present. The evaluation for impairment involves comparing the current fair value of the reporting unit to the carrying value, including goodwill. If the current fair value of a reporting unit exceeds the carrying value, no additional testing is required, and an impairment loss is not recorded. The Company uses market capitalization and multiples of tangible book value methods, based on observable bank acquisitions in the state of Ohio, to determine the estimated current fair value of its reporting unit. Based on this analysisno impairment was recorded in 2024 or 2023.

MORTGAGE SERVICING RIGHTS

Mortgage servicing rights (“MSRs”) represent the right to service loans for third party investors. MSRs are recognized at fair value as a separate asset upon the sale of mortgage loans to a third-party investor with the servicing rights retained by the Company. Originated MSRs are recorded at allocated fair value at the time of the sale of the loans to the third-party investor. MSRs are amortized in proportion to and over the estimated period of net servicing income. MSRs are carried at amortized cost, less a valuation allowance for impairment, if any. MSRs are evaluated on a discounted earnings basis to determine the present value of future earnings of the underlying serviced mortgages. All assumptions are reviewed annually, or more frequently if necessary, and adjusted to reflect current and anticipated market conditions.

BANK-OWNED LIFE INSURANCE

The cash surrender value of bank-owned life insurance policies is included as an asset on the Consolidated Balance Sheets and any increases in the cash surrender value are recorded as noninterest income on the Consolidated Statements of Income. In the event of the death of an individual insured under these policies, the Company would receive a death benefit, which would be recorded as noninterest income.

REPURCHASE AGREEMENTS

Substantially all securities sold under repurchase agreements represent amounts advanced by various customers. Securities owned by the Bank are pledged to secure those obligations. Repurchase agreements are not deposits and are not covered by federal deposit insurance.

ADVERTISING COSTS

All advertising costs are expensed as incurred. Advertising expenses amounted to $187 thousand, $196 thousand for the years ended 2024 and 2023, respectively.

FEDERAL INCOME TAXES

The Company and its subsidiaries file a consolidated federal tax return. Deferred income taxes are recorded on temporary differences between financial statement and income tax reporting. Temporary differences are differences between the amounts of assets and liabilities reported for financial statement purposes and their respective tax bases. Deferred tax assets are recognized for temporary differences deductible in future years’ tax returns and for operating loss and tax credit carry forwards. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized. Deferred tax liabilities are recognized for temporary differences taxable in future years’ tax returns.

The Bank, domiciled in Ohio, is not currently subject to state and local income taxes.

COMPREHENSIVE INCOME

The Company includes recognized revenue, expenses, gains, and losses in net income. Although certain changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component of the equity section of the Consolidated Balance Sheets, net of tax, these items along with net income are components of comprehensive income. The unrealized loss on securities transferred from AFS to HTM at the date of transfer, is amortized over the remaining life of the securities as part of comprehensive income.

TRANSFERS OF FINANCIAL ASSETS

Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Company, (2) the transferee obtains the right (free of conditions constraining it from taking advantage of that right) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.

PER SHARE DATA

Earnings per share is computed based on the weighted average number of shares of common stock outstanding during each year. The company currently maintains a simple capital structure, thus, there areno dilutive effects on earnings per share.

The weighted average number of common shares outstanding for earnings per share computations was as follows:

(Dollars in thousands, except per share data)20242023
Weighted average common shares issued2,980,6022,980,602
Average treasury shares(319,294)(300,700)
Total weighted average common shares outstanding basic and diluted2,661,3082,679,902
Net income$10,012$14,756
Earnings per share, basic and diluted3.765.51

SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these financial statements were issued.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic740): Improvements to Income Tax Disclosure. This new guidance is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this Update address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This Update also includes certain other amendments to improve the effectiveness of income tax disclosures. It is effective for public business entities for annual periods beginning after December 15, 2024. This update is not expected to have a significant impact on the Company's financial statements.

ACCOUNTING PRONOUNCEMENTS ADOPTED IN 2024

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments' significant expenses on an interim and annual basis. This ASU became effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Public entities are required to adopt the changes retrospectively, recasting each prior-period disclosure for which a comparative income statement is presented in the period ofadoption. Upon adoption the Company expanded its disclosures regarding reportable segments, which are included above in Note 1 to the Consolidated Financial Statements.

RECLASSIFICATION OF COMPARATIVE AMOUNTS

Certain comparative amounts from the prior years have been reclassified to conform to current year classifications. Such classifications hadno effect on net income or shareholders’ equity.

NOTE 2 – SECURITIES

Securities consisted of the following on December 31:

(Dollars in thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesAllowance for Credit LossesFairValue
Available-for-sale
U.S. Treasury securities$13,487$8$(81)$—$13,414
U.S. Government agencies6,000—(302)—5,698
Mortgage-backed securities of government agencies69,74630(7,078)—62,698
Asset-backed securities of government agencies404—(6)—398
State and political subdivisions15,051—(805)—14,246
Corporate bonds30,0485(1,073)—28,980
Total available-for-sale134,73643(9,345)—125,434
Held-to-maturity
U.S. Treasury securities7,854—(621)—7,233
Mortgage-backed securities of government agencies193,937—(30,862)—163,075
State and political subdivisions2,518—(223)—2,295
Total held-to-maturity204,309—(31,706)—172,603
Equity securities18581——266
Restricted stock1,520———1,520
Total securities$340,750$124$(41,051)$—$299,823
Available-for-sale
U.S. Treasury securities$18,110$—$(421)$—$17,689
U.S. Government agencies14,000—(848)—13,152
Mortgage-backed securities of government agencies72,27998(7,332)—65,045
Asset-backed securities of government agencies548—(25)—523
State and political subdivisions17,476—(890)—16,586
Corporate bonds29,1356(2,056)—27,085
Total available-for-sale151,548104(11,572)—140,080
Held-to-maturity
U.S. Treasury securities10,305—(798)—9,507
Mortgage-backed securities of government agencies213,425—(30,534)—182,891
State and political subdivisions2,5492(219)—2,332
Total held-to-maturity226,2792(31,551)—194,730
Equity securities18574——259
Restricted stock1,535———1,535
Total securities$379,547$180$(43,123)$—$336,604

The amortized cost and fair value of debt securities on December 31,2024, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)AmortizedCostFairValue
Available-for-sale
Due in one year or less$30,196$29,883
Due after one through five years21,15720,331
Due after five through ten years16,82115,489
Due after ten years66,56259,731
Total debt securities available-for-sale$134,736$125,434
Held-to-maturity
Due in one year or less$2,484$2,420
Due after one through five years3,3053,087
Due after five through ten years4,7064,142
Due after ten years193,814162,954
Total debt securities held-to-maturity$204,309$172,603

Securities with a carrying value of approximately $134 million and $126 million were pledged on December 31,2024, and 2023 respectively, to secure public deposits, as well as other deposits and borrowings as required or permitted by law.

Restricted stock primarily consists of investments in FHLB and Federal Reserve Bank stock. The Bank’s investment in FHLB stock amounted to $1.0 million on December 31,2024, and 2023. Federal Reserve Bank stock was $471 thousand on December 31,2024, and 2023.

There wereno proceeds from sales of debt securities for the years ended December 31,2024 and 2023. Unrealized gains recognized on equity securities on the consolidated statements of income were $8 thousand and $15 thousand, respectively for the years ended December 31,2024 and 2023.

The Bank monitors the credit quality of held-to-maturity debt securities primarily through utilizing their credit rating. The Bank monitors the credit rating on a quarterly basis. There are no nonperforming held-to-maturity securities. As of December 31, 2024, no ACL was required for any held-to-maturity security. The majority of the securities are explicitly or implicitly guaranteed by the United States government, and any estimate of expected credit losses would be insignificant to the Bank. The following table summarizes the amortized cost of held-to maturity debt securities at December 31,2024, aggregated by credit quality indicator:

(Dollars in thousands)U.S. Treasury securitiesMortgage- backed securities of government agenciesState and political subdivisions
Credit rating:
AAA / AA / A$7,854$193,937$2,518
BBB / BB / B———
Lower than B———
Non-rated———
Total$7,854$193,937$2,518

The following table presents gross unrealized losses, fair value of securities, aggregated by investment category, and length of time individual available-for-sale securities have been in a continuous unrealized loss position, on December 312024 and 2023:

Less Than 12 Months12 Months or MoreTotal
(Dollars in thousands)GrossUnrealizedLossesFairValueGrossUnrealizedLossesFairValueGrossUnrealizedLossesFairValue
Available-for-sale
U.S. Treasury securities$—$—$(81)$8,949$(81)$8,949
U.S. Government agencies——(302)5,698(302)5,698
Mortgage-backed securities of government agencies(88)12,944(6,990)45,063(7,078)58,007
Asset-backed securities of government agencies——(6)398(6)398
State and political subdivisions(19)1,446(786)12,800(805)14,246
Corporate bonds——(1,073)27,473(1,073)27,473
Total temporarily impaired available-for-sale securities$(107)$14,390$(9,238)$100,381$(9,345)$114,771
Available-for-sale
U.S. Treasury securities$—$—$(421)$17,689$(421)$17,689
U.S. Government agencies——(848)13,152(848)13,152
Mortgage-backed securities of government agencies(3)1,909(7,329)52,144(7,332)54,053
Asset-backed securities of government agencies——(25)523(25)523
State and political subdivisions(28)1,783(862)14,263(890)16,046
Corporate bonds——(2,056)26,586(2,056)26,586
Total temporarily impaired available-for-sale securities$(31)$3,692$(11,541)$124,357$(11,572)$128,049

There were 112 available-for-sale securities in an unrealized loss position on December 31,2024,104 of which were in a continuous loss position for twelve (12) months or more. Each quarter the Company conducts a comprehensive security-level impairment assessment on the securities portfolio. Management believes the Company will fully recover the cost of these securities. Unrealized losses on the Company’s fixed-rate debt securities are a result of interest rate increases. U.S. Treasury securities and investments in securities of U.S. government sponsored agency bonds comprise $82 million of total AFS securities. The remaining $43 million of non-agency debt securities is made up of Corporate Bonds and debt securities of State and Political Subdivisions. For non-agency debt securities, the Company verified the current credit ratings remain above investment grade. Non-rated debt securities total $10 million. Annually, management reviews the credit profile of each non-rated issue and assesses whether any impairment to the contractually obligated cash flow is likely to occur. Based on these reviews, management has concluded the underlying creditworthiness for each security remains sufficient to maintain required payment obligations and, therefore, no allowance for credit losses has been recorded. Management believes the value will recover as the securities approach maturity or market interest rates decline.

NOTE 3 – LOANS

Loans consisted of the following on December 31:

(Dollars in thousands)20242023
Commercial and industrial$144,376$152,125
Commercial real estate190,514190,702
Commercial lessors of buildings101,16882,687
Construction64,26249,214
Consumer mortgage177,578166,891
Home equity line of credit44,97143,269
Consumer installment9,64510,636
Consumer indirect5,2765,957
Total loans737,790701,481
Allowance for credit losses(7,595)(6,607)
Deferred loan fees, net(149)(77)
Net Loans$730,046$694,797

Loan Origination/Risk Management

The Company has certain lending policies and procedures in place designed to maximize loan income within an acceptable level of risk. Management reviews and the Board of Directors approves these policies and procedures on a regular basis. A reporting system supplements the review process by providing management with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies, and non-performing and potential problem loans. Diversification in the loan portfolio is a means of managing risk associated with fluctuations in economic conditions.

Commercial and industrial loans are underwritten after evaluating and understanding the borrower’s ability to operate profitably and prudently expand their business. Underwriting standards are designed to promote relationship banking rather than transactional banking. The Company’s management examines current and occasionally projected cash flows to determine the ability of the borrower to repay their obligations as agreed. Commercial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. However, the cash flows of borrowers may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial loans are secured by the assets being financed or other business assets, such as accounts receivable or inventory, and generally incorporate a personal guarantee; however, some short-term loans may be made on an unsecured basis. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Commercial real estate loans are subject to underwriting standards and processes similar to commercial and industrial loans, in addition to those of real estate loans. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Commercial real estate lending typically involves higher loan principal amounts, and the repayment of these loans is largely dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Commercial real estate loans may be adversely affected by conditions in the real estate markets or in the general economy. The properties securing the Company’s commercial real estate portfolio are diverse in terms of type. This diversity helps reduce the Company’s exposure to adverse economic events that affect any single industry. Management monitors and evaluates commercial real estate loans based on collateral, geography, and risk grade criteria.

With respect to loans to developers and builders secured by non-owner occupied properties, the Company generally requires the borrower to have had an existing relationship with the Company and have a proven record of success. Construction and land development loans are underwritten utilizing independent appraisal reviews, lease rates, and financial analysis of developers and property owners. Construction and land development loans are generally based upon estimates of costs and value associated with the completed project. These estimates may be inaccurate. Construction and land development loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the project. Sources of repayment for these types of loans may be pre-committed permanent loans from approved long-term lenders, sales of developed property, or permanent financing from the Company. These loans are closely monitored by on-site inspections and are considered to have higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, governmental regulation of real property, general economic conditions, and the availability of long-term financing.

The Company originates consumer loans utilizing a judgmental underwriting process. Policies and procedures are developed and modified, as needed, by management to monitor and manage consumer loan risk. This activity, coupled with relatively small loan amounts spread across many individual borrowers, minimizes risk.

The Company engages an independent loan review vendor that reviews and validates the credit risk program on a periodic basis. Results of these reviews are presented to management and the Audit Committee. The loan review process complements and reinforces the risk identification and assessment decisions made by lenders and credit personnel, as well as the Company’s policies and procedures.

Concentrations of Credit

Nearly all the Company’s lending activity occurs within the State of Ohio, including the five counties of Holmes, Medina, Stark, Tuscarawas, and Wayne, as well as surrounding counties. The majority of the Company’s loan portfolio consists of commercial and industrial and commercial real estate loans. Credit concentrations, including commitments, as determined using North American Industry Classification Codes (NAICS), to thethree largest industries compared to total loans at December 31,2024, included $77 million, or 10% of total loans to lessors of non-residential buildings; $37 million, or 5%, of total loans to animal food producers; and $30 million, or 4% of total loans to construction, and equipment rental and leasing. The Company has less than 2% of total loans outstanding to loans secured by commercial office space. These loans are generally secured by real property and equipment, with repayment expected from operational cash flow. Credit evaluation is based on a review of cash flow coverage of principal and interest payments, and the adequacy of the collateral received.

The top ten collateral exposures in commercial real estate and commercial lessors of buildings at December 31, 2024 are as follows: Industrial, manufacturing and production $56 million; warehouse $39 million; healthcare facilities $27 million; residential investment property $27 million; retail strip center $17 million; auto repair $15 million; retail store $13 million; senior housing $12 million; hotels $11 million; nonfarm/nonresidential $10 million.

Allowance for Credit Losses

The following table details activity in the allowance for credit losses ("ACL") by portfolio segment for the years ended December 31, 2024, and 2023. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

During 2024, the increase in the provision for credit loss expense for commercial and industrial and commercial real estate loans was primarily related to one loan relationship which is in process of court liquidation. This relationship has been charged down by $6.2 million which resulted in an increase in the historical loss rates applied to the loans in each of these categories. The decrease in the provision for consumer mortgages and home equity loans was primarily due to the stable economy and collateral values, with very few historical losses in these categories. The increase in the provision for consumer installment and consumer indirect loans is due to the increase in historical losses in this portfolio.

During 2023, ACL balances were affected by the adoption of ASC 326 which changed the methodology for calculating the allowance for credit losses. These changes resulted in the addition of three new loan categories. In addition to the new methodology changes, the decrease in the commercial real estate provision was primarily related to the payoff of one large loan relationship with a specific allocation and the improvement of other specifically evaluated loans. The decrease in the provision for commercial and industrial loans was primarily due to the recovery of a prior loan charge off. The increase in the provision for commercial lessors of buildings relates to the increase in loans graded special mention. The increase in provision for consumer mortgages primarily relates to increased loan volume. The increase in the consumer indirect category is due to the increase in charge-offs in this portfolio.

Summary of Allowance for Credit Losses on Loans

The following table details activity in the allowance for credit losses on loans during the year ended December 31:

(Dollars in thousands) · Beginning ACL Balance · Charge-offs · Recoveries · Provision for Credit Losses (Recovery) · Ending ACL Balance
Commercial and industrial$1,737$(5,671)$74$6,779$2,919
Commercial real estate1,637(598)16411,681
Commercial lessors of buildings1,200——(59)1,141
Construction333——169502
Consumer mortgage1,107—10(305)812
Home equity line of credit288——(83)205
Consumer installment76(65)176492
Consumer indirect229(60)3638243
Total$6,607$(6,394)$138$7,244$7,595
Beginning ALL BalanceImpact of Adopting ASC 326Charge-offsRecoveriesProvision for Credit Losses (Recovery)Ending ACL Balance
Commercial and industrial$1,110$658$—$181$(212)$1,737
Commercial real estate2,760(541)—9(591)1,637
Commercial lessors of buildings—974——2261,200
Construction803(515)——45333
Consumer mortgage1,268(580)—14181,107
Home equity line of credit—201——87288
Consumer installment233(183)(46)205276
Consumer indirect—91(66)31173229
Unallocated664(664)————
Total$6,838$(559)$(112)$242$198$6,607

Age Analysis of Past-Due Loans Receivable and Nonperforming Loans

The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due. The following table presents the classes of the loan portfolio summarized by the past-due status.

(Dollars in thousands)Current30-59DaysPastDue60-89DaysPastDue90 Days +Past DueTotal Past DueTotalLoans
Commercial and industrial$144,274$46$56$—$102$144,376
Commercial real estate190,514————190,514
Commercial lessors of buildings101,168————101,168
Construction64,262————64,262
Consumer mortgage176,403633564861,175177,578
Home equity line of credit44,595376——37644,971
Consumer installment9,63753—89,645
Consumer indirect5,2382711—385,276
Total Loans$736,091$1,087$126$486$1,699$737,790
Commercial and industrial$151,964$111$50$—$161$152,125
Commercial real estate190,702————190,702
Commercial lessors of buildings82,687————82,687
Construction49,214————49,214
Consumer mortgage166,411307173—480166,891
Home equity line of credit42,95533281—31443,269
Consumer installment10,602259—3410,636
Consumer indirect5,8215284—1365,957
Total Loans$700,356$528$597$—$1,125$701,481

The following table presents the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing interest as of December 31:

(Dollars in thousands)Nonaccrual with no ACLNonaccrual with ACLTotal NonaccrualLoans Past Due Over 90 Days Still AccruingTotal Nonperforming
Commercial and industrial$413$36$449$—$449
Commercial real estate4974501—501
Commercial lessors of buildings—33—3
Construction—————
Consumer mortgage—8080486566
Home equity line of credit—7171—71
Consumer installment—4848—48
Consumer indirect—6767—67
Total Loans$910$309$1,219$486$1,705
Commercial and industrial$—$59$59$—$59
Commercial real estate—6262—62
Commercial lessors of buildings—1515—15
Construction—————
Consumer mortgage—172172—172
Home equity line of credit—————
Consumer installment—4949—49
Consumer indirect—3939—39
Total Loans$—$396$396$—$396

Interest income recognized on nonaccrual loans as of December 31, 2024 was $6 thousand on commercial real estate loans, $33 thousand on consumer mortgage loans, and $2 thousand on commercial & industrial loans. Several consumer mortgage loans on nonaccrual are at an amortized cost basis of $0 and all payments are being recognized as interest income when received.

Collateral-Dependent Financial Assets

When loan repayment is expected to be provided substantially through the operation or sale of collateral and the borrower is experiencing financial difficulty, expected credit losses are based on the fair value of the collateral. The class of loan represents the primary collateral type associated with the loan. There were no collateral dependent loans as of December 31, 2023. The following table presents the amortized cost basis of collateral dependent loans by class of loan:

Type of Collateral
(Dollars in thousands)Real EstateBlanket Liens
Commercial and industrial$—$413
Commercial real estate501—
Total collateral dependent loans$501$413

Credit Quality Indicators

The Company categorizes commercial and commercial real estate loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes commercial and commercial real estate loans individually by classifying the loans as to credit risk. This analysis includes commercial loans with an outstanding exposure balance greater than $500 thousand. This analysis is performed on an annual basis.

The Company uses the following definitions for risk ratings:

Pass. Loans classified as pass (Cash Secured, Exceptional, Acceptable, Monitor or Pass Watch) may exhibit a wide array of characteristics but at a minimum represent an acceptable risk to the Bank. Borrowers in this rating may have leveraged but acceptable balance sheet positions, satisfactory asset quality, stable to favorable sales and earnings trends, acceptable liquidity, and adequate cash flow. Loans are considered fully collectable and require an average amount of administration. While generally adhering to credit policy, these loans may exhibit occasional exceptions that do not result in undue risk to the Bank. Borrowers are generally capable of absorbing setbacks, financial and otherwise, without the threat of failure.

Special Mention. Loans classified as special mention have a material weakness deserving of management’s close attention. If left uncorrected, these weaknesses may result in deterioration of the repayment prospects for the loan or of the Bank’s credit position at some future date.

Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses jeopardizing the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, values, highly questionable, and improbable.

Loans not meeting the criteria above that are analyzed individually as part of the above-described process are considered to be pass rated loans. Based on the most recent analysis performed, the following tables present the recorded investment in non-homogeneous loans by internal risk rating system:

Term Loans Amortized Costs Basis by Origination Year
(Dollars in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving Loans Amortized Cost Basis · Revolving Loans Converted to Term · Total
Commercial and industrial:
Pass$20,361$20,376$14,446$7,291$2,920$6,576$44,566$—$116,536
Special mention—8692,227812161—1,987—6,056
Substandard—8,47914,1706501091,1077,269—21,784
Doubtful—————————
Total$20,361$29,724$20,843$8,753$3,190$7,683$53,822$—$144,376
YTD gross charge-offs$—$1,393$—$10$—$—$4,268$—$5,671
Commercial real estate:
Pass$15,216$25,238$39,541$41,742$13,049$25,258$154$—$160,198
Special Mention——1,2455,2162,0139,701——18,175
Substandard3451,2521962,21168,131——12,141
Doubtful—————————
Total$15,561$26,490$40,982$49,169$15,068$43,090$154$—$190,514
YTD gross charge-offs$—$598$—$—$—$—$—$—$598
Commercial lessors of buildings:
Pass$22,287$23,003$21,576$15,206$3,043$13,792$384$—$99,291
Special Mention———180————180
Substandard——557949495938—1,697
Doubtful—————————
Total$22,287$23,003$22,133$15,480$3,992$13,851$422$—$101,168
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Commercial construction:
Pass$12,420$9,588$8,084$818$845$431$2,239$—$34,425
Special Mention—————————
Substandard—20,5002———74——20,574
Doubtful—————————
Total$12,420$30,088$8,084$818$845$505$2,239$—$54,999
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Total
Pass$70,284$78,205$83,647$65,057$19,857$46,057$47,343$—$410,450
Special Mention—8693,4726,2082,1749,7011,987—24,411
Substandard34530,2311, 24,9232,9551,0649,3717,307—56,196
Doubtful—————————
Total$70,629$109,305$92,042$74,220$23,095$65,129$56,637$—$491,057
YTD gross charge-offs$—$1,991$—$10$—$—$4,268$—$6,269

1 Balances include $1.9 million USDA guarantee.

2 Balances include $16.4 million USDA guarantee.

Term Loans Amortized Costs Basis by Origination Year
(Dollars in thousands)20232022202120202019PriorRevolving Loans Amortized Cost BasisRevolving Loans Converted to TermTotal
Commercial and industrial:
Pass$32,037$25,996$12,196$5,207$3,388$7,112$45,423$—$131,359
Special mention762255223333653,872—4,826
Substandard7822,9681,0211,0171061,4168,630—15,940
Doubtful—————————
Total$32,895$29,189$13,739$6,257$3,527$8,593$57,925$—$152,125
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Commercial real estate:
Pass$22,206$38,696$54,830$12,233$19,543$21,938$647$—$170,093
Special Mention2411,3802,2922,496—322——6,731
Substandard1,150—888—46611,374——13,878
Doubtful—————————
Total$23,597$40,076$58,010$14,729$20,009$33,634$647$—$190,702
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Commercial lessors of buildings:
Pass$18,353$22,762$15,455$6,429$3,543$8,934$360$—$75,836
Special Mention—4361,687—3,578———5,701
Substandard———989—161——1,150
Doubtful—————————
Total$18,353$23,198$17,142$7,418$7,121$9,095$360$—$82,687
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Commercial construction:
Pass$24,119$14,855$576$272$281$256$—$—$40,359
Special Mention—25843635————936
Substandard———3080———110
Doubtful—————————
Total$24,119$15,113$619$937$361$256$—$—$41,405
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Total
Pass$96,715$102,309$83,057$24,141$26,755$38,240$46,430$—$417,647
Special Mention3172,2994,5443,1643,6113873,872—18,194
Substandard1,9322,9681,9092,03665212,9518,630—31,078
Doubtful—————————
Total$98,964$107,576$89,510$29,341$31,018$51,578$58,932$—$466,919
YTD gross charge-offs$—$—$—$—$—$—$—$—$—

The Company monitors the credit risk profile by payment activity for the loan classes listed below. Loans past due 90 days or more and loans on nonaccrual status are considered nonperforming. The following table presents the amortized cost in residential consumer loans based on payment activity:

Term Loans Amortized Costs Basis by Origination Year
(Dollars in thousands)20242023202220212020PriorRevolving Loans Amortized Cost BasisRevolving Loans Converted to TermTotal
Consumer mortgage:
Performing$21,807$28,296$31,939$32,540$28,571$33,859$—$—$177,012
Nonperforming——359765180——566
Total$21,807$28,296$32,298$32,616$28,622$33,939$—$—$177,578
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Consumer construction:
Performing$7,511$657$810$159$86$40$—$—$9,263
Nonperforming—————————
Total$7,511$657$810$159$86$40$—$—$9,263
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Home equity line of credit:
Performing$—$—$—$—$—$—$44,865$35$44,900
Nonperforming——————71—71
Total$—$—$—$—$—$—$44,936$35$44,971
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Consumer installment:
Performing$3,660$3,427$1,630$443$209$165$63$—$9,597
Nonperforming—633—36——48
Total$3,660$3,433$1,633$446$209$201$63$—$9,645
YTD gross charge-offs$3$23$20$5$4$10$—$—$65
Consumer indirect:
Performing$766$611$923$499$484$1,926$—$—$5,209
Nonperforming—18———49——67
Total$766$629$923$499$484$1,975$—$—$5,276
YTD gross charge-offs$—$—$—$—$—$60$—$—$60
Total
Performing$33,744$32,991$35,302$33,641$29,350$35,990$44,928$35$245,981
Nonperforming—24362795116571—752
Total$33,744$33,015$35,664$33,720$29,401$36,155$44,999$35$246,733
Total YTD gross charge-offs$3$23$20$5$4$70$—$—$125
Term Loans Amortized Costs Basis by Origination Year
(Dollars in thousands)20232022202120202019PriorRevolving Loans Amortized Cost BasisRevolving Loans Converted to TermTotal
Consumer mortgage:
Performing$24,521$34,798$35,802$32,259$8,931$30,408$—$—$166,719
Nonperforming—————172——172
Total$24,521$34,798$35,802$32,259$8,931$30,580$—$—$166,891
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Consumer construction:
Performing$5,463$1,477$264$483$81$41$—$—$7,809
Nonperforming—————————
Total$5,463$1,477$264$483$81$41$—$—$7,809
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Home equity line of credit:
Performing$—$—$—$—$—$—$43,223$46$43,269
Nonperforming—————————
Total$—$—$—$—$—$—$43,223$46$43,269
YTD gross charge-offs$—$—$—$—$—$—$—$—$—
Consumer installment:
Performing$5,705$3,067$981$513$118$184$68$—$10,636
Nonperforming—————————
Total$5,705$3,067$981$513$118$184$68$—$10,636
YTD gross charge-offs$2$12$19$5$2$6$—$—$46
Consumer indirect:
Performing$858$1,086$622$568$607$2,128$—$—$5,869
Nonperforming—3——814——88
Total$858$1,089$622$568$688$2,132$—$—$5,957
YTD gross charge-offs$—$—$—$—$—$66$—$—$66
Total
Performing$36,547$40,428$37,669$33,823$9,737$32,761$43,291$46$234,302
Nonperforming—3——81176——260
Total$36,547$40,431$37,669$33,823$9,818$32,937$43,291$46$234,562
Total YTD gross charge-offs$2$12$19$5$2$72$—$—$112

Consumer mortgages are substantially secured by one to four family owner occupied properties and consumer indirect loans are substantially secured by recreational vehicles. All nonperforming consumer loans are evaluated when placed on nonaccrual status and may be charged down based on the fair value of the collateral less cost to sell, if that value is lower than the outstanding balance.

Modifications to Borrowers Experiencing Financial Difficulty

Occasionally, the Bank modifies loans to borrowers in financial distress by providing principal forgiveness, term extension, and other-than-insignificant payment delay or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the allowance for credit losses. In some cases, the Bank may provide multiple types of concessions on one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted.

There were no modifications of loans to borrowers in financial distress completed during the year ended December 31, 2024 and 2023.

Real Estate Loans in Foreclosure

There wasno other real estate owned on December 31,2024, or 2023. Mortgage loans in the process of foreclosure were $74 thousand on December 31,2024 and $8 thousand on December 31,2023. Repossessed assets were $14 thousand on December 31, 2024, and there wereno repossessed assets on December 31, 2023.

Mortgage Servicing Rights

For the years ended December 31, 2024 and 2023, the Company had outstanding MSRs of $621 thousand and $600 thousand, respectively. The capitalized additions of servicing rights are included in net gain on sale of loans on the Consolidated Statements of Income. No valuation allowance was recorded on December 31,2024 or 2023, as the fair value of the MSRs approximates their carrying value. On December 31, 2024, the Company had $122 million residential mortgage loans sold with servicing retained as compared to $124 million sold with servicing retained on December 31,2023.

Total loans serviced for others including commercial loans, approximated $136 million and $132 million on December 31,2024, and 2023, respectively.

The following summarizes mortgage servicing rights capitalized and amortized during each year:

(Dollars in thousands)20242023
Beginning of year$600$621
Capitalized additions8847
Amortization(67)(68)
Valuation allowance——
End of year$621$600

NOTE 4 – PREMISES AND EQUIPMENT

Premises and equipment consisted of the following on December 31:

(Dollars in thousands)20242023
Land and improvements$2,561$2,540
Buildings and improvements15,99314,698
Furniture and equipment7,2346,642
Leasehold improvements340329
Premises and equipment, cost26,12824,209
Accumulated depreciation(12,059)(11,207)
Premises and equipment, net$14,069$13,002

Depreciation expense amounted to $879 thousand and $826 thousand for the years ended December 31,2024, and 2023, respectively.

NOTE 5 – LEASES

Operating leases in which the Company is the lessee are recorded as operating lease Right of Use (“ROU”) assets and operating lease liabilities, included in other assets and other liabilities, respectively, on the consolidated balance sheets. The Company does not currently have any finance leases. Operating lease ROU assets represent the right to use an underlying asset during the lease term and operating lease liabilities represent the obligation to make lease payments arising from the lease.

Operating lease expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and is recorded in occupancy and equipment expense in the Consolidated Statements of Income. The leases relate to bank branches with remaining lease terms of generally 2 to 5 years. Certain lease arrangements contain extension options which are typically 2 to 5 years at the then fair market rental rates. If these extension options are considered reasonably certain of exercise, they are included in the lease term.

As of December 31, 2024, operating lease ROU assets were $203 thousand, and lease liabilities were $196 thousand. These amounts are included in other assets and other liabilities on the Consolidated Balance Sheets. For the years ended December 31,2024, and 2023, CSB recognized $123 thousand, and $112 thousand in operating lease cost respectively, which are included in occupancy expense on the Consolidated Statements of Income.

The following table summarizes other information related to our operating leases:

December 31, 2024 · December 31, 2023
Weighted-average remaining lease term - operating leases in years1.802.80
Weighted-average discount rate - operating leases2.69%2.69%

The following table presents aggregate lease maturities and obligations:

(Dollars in thousands)
2025$72
202679
202745
202810
2029—
2030 and thereafter—
Total lease payments206
Less: interest10
Present value of lease liabilities$196

NOTE 6 – INTEREST-BEARING DEPOSITS

Interest-bearing deposits on December 31 were as follows:

(Dollars in thousands)20242023
Demand$218,866$256,621
Savings301,410277,529
Time deposits:
$250,000 and greater80,38459,347
Other162,869132,233
Total interest-bearing deposits$763,529$725,730

On December 31,2024, stated maturities of time deposits were as follows:

(Dollars in thousands)
2025$212,968
202624,539
20274,851
2028554
2029341
Total$243,253

NOTE 7 – BORROWINGS

Short-term borrowings

Short-term borrowings include overnight repurchase agreements, federal funds purchased, and short-term advances through the FHLB. The outstanding balances and related information for short-term borrowings are summarized as follows:

(Dollars in thousands) · 2024 · 2023
Balance at year-end$25,683$35,843
Average balance outstanding27,26632,478
Maximum month-end balance34,75037,479
Weighted-average rate at year-end1.03%1.18%
Weighted-average rate during the year1.151.03

Average balances outstanding during the year represent daily average balances; average interest rates represent interest expense divided by the related average balances.

The following table provides additional detail regarding the collateral pledged to secure repurchase agreements accounted for as secured borrowings:

Remaining Contractual MaturityOvernight and Continuous
(Dollars in thousands)December 31,2024December 31,2023
Securities of U.S. Government agencies and mortgage-backed securities of government agencies pledged, fair value$25,745$36,002
Repurchase agreements25,68335,843

Other borrowings

The following table sets forth information concerning other borrowings:

Maturity Range · WeightedAverageInterest · Stated InterestRate Range · At December 31,
(Dollars in thousands)FromToRateFromTo20242023
Fixed-rate amortizing6/1/20326/1/20371.98%1.95%2.01%$1,266$1,754

Maturities of other borrowings on December 31,2024, are summarized as follows for the years ended December 31:

(Dollars in thousands) · Amount · WeightedAverageRate
2025$3491.98%
20262621.98
20271951.98
20281441.98
20291061.98
2030 and beyond2101.99
Total other borrowings$1,2661.98%

Monthly principal and interest payments, as well as 20% principal curtailments on the borrowings’ anniversary dates are due on the fixed-rate amortizing borrowings. FHLB borrowings are secured by a blanket collateral agreement on all one-to-four family residential real estate loans. On December 31,2024, the Company had the capacity to borrow an additional $126 million from the FHLB.

NOTE 8 – INCOME TAXES

Income tax expense was as follows:

(Dollars in thousands)20242023
Current$2,205$3,334
Deferred118293
Total income tax provision$2,323$3,627

Effective tax rates were 18.8% and 19.7% for 2024 and 2023 and differ from the federal statutory rate of 21% applied to income before taxes due to the following:

(Dollars in thousands)20242023
Expected provision using statutory federal income tax rate$2,590$3,860
Effect of bond and loan tax-exempt income(112)(104)
Bank owned life insurance income(171)(147)
Other1618
Total income tax provision$2,323$3,627

The tax effects of temporary differences that give rise to deferred tax assets and deferred tax liabilities on December 31 were as follows:

(Dollars in thousands)20242023
Allowance for credit losses$1,693$1,485
Unrealized loss on securities2,2382,730
Other177225
Deferred tax assets4,1084,440
Premises and equipment(564)(554)
Federal Home Loan Bank stock dividends(93)(95)
Deferred loan fees(335)(312)
Prepaid expenses(129)(205)
Other(727)(640)
Deferred tax liabilities(1,848)(1,806)
Net deferred tax asset$2,260$2,634

There is currentlyno liability for uncertain tax positions andno known unrecognized tax benefits. The Company recognizes, when applicable, interest and penalties related to unrecognized tax benefits in the provision for income taxes in the Consolidated Statements of Income. With few exceptions, the Company is no longer subject to U.S. federal, state, or local income tax examinations by tax authorities for years prior to 2021.

NOTE 9 – EMPLOYEE BENEFITS

The Company sponsors a contributory 401(k) profit-sharing plan (the “Plan”) covering substantially all employees who meet certain age and service requirements. The Plan permits investment in the Company’s common stock subject to various limitations and provides for discretionary profit sharing and matching contributions. The discretionary profit-sharing contribution is determined annually by the Board of Directors and amounted to 2.25% in 2024 and 3.25% in 2023 of each eligible participant’s compensation. The Plan provides for a 100% Company match up to a maximum of 4% of eligible compensation. The Company auto enrolls all eligible new hires into the Plan. Expense under the Plan amounted to approximately $520 thousand and $809 thousand for 2024 and 2023, respectively.

The Company sponsors anon-qualified deferred compensation plan covering eligible officers. Expense under the plan amounted to $7 thousand and $6 thousand in 2024 and 2023, respectively.

NOTE 10 – FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

The Bank is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments are primarily loan commitments to extend credit and letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amounts recognized in the Consolidated Balance Sheets. The contract amount of these instruments reflects the extent of involvement the Bank has in these financial instruments. The Bank’s exposure to credit loss in the event of the nonperformance by the other party to the financial instruments for loan commitments to extend credit and letters of credit is represented by the contractual amounts of these instruments. The Bank uses the same credit policies in making loan commitments as it does for on-balance sheet loans.

The following financial instruments whose contract amount represents credit risk were outstanding on December 31:

(Dollars in thousands)20242023
Commitments to extend credit$285,090$277,553
Letters of credit3,9794,379

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Consumer commitments generally have fixed expiration dates and commercial commitments are generally due on demand and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral, obtained if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer. Collateral held varies, but may include residential real estate, accounts receivable, recognized inventory, property, plant and equipment, and income-producing commercial properties.

Letters of credit are written conditional commitments issued by the Company to guarantee the performance of a customer to a third party and are reviewed for renewal at expiration. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The Company requires collateral supporting these commitments when deemed appropriate.

The Company had $524 thousand allowance for credit losses for unfunded loan commitments as of December 31,2024, and $736 thousand as of December 31,2023. The decrease in the ACL for unfunded loan commitments was primarily due the removal of a specific allocation to a substandard relationship that is no longer outstanding and a decrease in unfunded commitments on commercial construction loans as of December 31, 2024.

NOTE 11 – RELATED-PARTY TRANSACTIONS

In the ordinary course of business, loans are made by the Bank to executive officers, directors, their immediate family members, and their related business interests consistent with Federal Reserve Regulation O, SEC Regulation S-X, and GAAP definition of related parties.

The following is an analysis of activity of related-party loans for the years ended December 31:

(Dollars in thousands)20242023
Balance at beginning of year$305$332
New loans and advances723
Repayments, including loans sold2550
Balance at end of year$287$305

Deposits from executive officers, directors, their immediate family members, and their related business interests on December 31, 2024, and 2023 were approximately $18.4 million and $9.3 million.

NOTE 12 – REGULATORY MATTERS

The Company (on a consolidated basis) and Bank are subject to various regulatory capital requirements administered by the federal and state banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s and Bank’s financial performance. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and Bank must meet specific capital guidelines involving quantitative measures of the assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Company and Bank to maintain minimum amounts and ratios (set forth in the following table) of Total capital, Tier 1 capital and Common equity tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined), and of Tier 1 capital to average assets (as defined). Management believes as of December 31, 2024 and 2023, the Company and Bank met or exceeded all capital adequacy requirements to which they are subject.

As of December 31, 2024, the most recent notification from federal and state banking agencies categorized the Bank as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized” an institution must maintain minimum Total risk-based, Tier 1 risk-based, Common equity Tier 1, and Tier 1 leverage ratios as set forth in the following tables. There are no known conditions or events since that notification that Management believes have changed the Bank’s category.

The actual capital amounts and ratios of the Company and Bank as of December 31 are presented in the following tables:

Actual · MinimumRequired ForCapital AdequacyPurposes · Minimum RequiredTo Be Well CapitalizedUnder PromptCorrective Action
(Dollars in thousands) · Amount · Ratio · Amount · Ratio · Amount · Ratio
Total capital to risk-weighted assets
Consolidated$126,64616.4%$61,8918.0%$77,36410.0%
Bank125,77416.361,8558.077,31910.0
Tier 1 capital to risk-weighted assets
Consolidated118,52715.346,4196.061,8918.0
Bank117,65515.246,3916.061,8558.0
Common equity tier 1 capital to risk-weighted assets
Consolidated118,52715.334,8144.550,2876.5
Bank117,65515.234,7934.550,2576.5
Tier 1 leverage ratio
Consolidated118,5279.748,6444.060,8055.0
Bank117,6559.748,6274.060,7835.0
Total capital to risk-weighted assets
Consolidated$120,82416.3%$59,4808.0%$74,34910.0%
Bank120,18416.259,4468.074,30810.0
Tier 1 capital to risk-weighted assets
Consolidated113,48115.344,6106.059,4808.0
Bank112,84115.244,5856.059,4468.0
Common equity tier 1 capital to risk-weighted assets
Consolidated113,48115.333,4574.548,3276.5
Bank112,84115.233,4394.548,3006.5
Tier 1 leverage ratio
Consolidated113,4819.647,3404.059,1755.0
Bank112,8419.547,3244.059,1555.0

The Company’s primary source of funds with which to pay dividends, are dividends received from the Bank. The payment of dividends by the Bank to the Company is subject to restrictions by its regulatory agencies. These restrictions generally limit dividends to current year net income and priortwo-years’ net retained earnings. Also, dividends may not reduce capital levels below the minimum regulatory requirements disclosed in the prior table. Under these provisions, on January 1, 2025, the Bank could dividend $24.3 million to the Company. The Company does not anticipate the financial need to obtain regulatory approval to pay dividends. Federal law prevents the Company from borrowing from the Bank unless loans are secured by specific obligations. Further, such secured loans are limited to an amount not exceedingten percent of the Bank’s common stock and capital surplus.

NOTE 13 – CONDENSED PARENT COMPANY FINANCIAL INFORMATION

A summary of condensed financial information of the parent company as of December 31,2024, and 2023, and for each of the two years in the period ended December 31, 2024, follows:

(Dollars in thousands)20242023
CONDENSED BALANCE SHEETS
ASSETS
Cash deposited with subsidiary bank$496$271
Investment in subsidiary bank113,963107,299
Equity securities266259
Other assets207174
TOTAL ASSETS$114,932$108,003
LIABILITIES AND SHAREHOLDERS’ EQUITY
Total liabilities$97$64
Total shareholders’ equity114,835107,939
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$114,932$108,003
(Dollars in thousands)20242023
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
Dividends on securities$11$9
Dividends from subsidiary5,5005,200
Unrealized gain on equity securities815
Other income4—
Total income5,5235,224
Operating expenses407391
Income before taxes and undistributed equity income of subsidiary5,1164,833
Income tax benefit8274
Equity earnings in subsidiary, net of dividends4,8149,849
NET INCOME$10,012$14,756
COMPREHENSIVE INCOME$11,862$17,405
(Dollars in thousands)20242023
CONDENSED STATEMENTS OF CASH FLOWS
Cash flows from operating activities
Net income$10,012$14,756
Adjustments to reconcile net income to net cash provided by operating activities:
Equity earnings in subsidiary, net of dividends(4,814)(9,849)
Unrealized gain on equity securities(8)(15)
Change in other assets and liabilities112
Net cash provided by operating activities5,1914,904
Cash flows from financing activities
Cash dividends paid(4,204)(4,013)
Purchase of treasury stock(762)(1,425)
Net cash used in financing activities(4,966)(5,438)
Increase (decrease) in cash225(534)
Cash at beginning of year271805
Cash at end of year$496$271

NOTE 14 – FAIR VALUE MEASUREMENTS

The Company provides disclosures about assets and liabilities carried at fair value. The framework provides a fair value hierarchy prioritizing the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs. The three broad levels of the fair value hierarchy are described below:

Level I:Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets the Company has the ability to access.
Level II:Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; inputs other than quoted prices observable for the asset or liability; inputs derived principally from or corroborated by observable market data by or other means including certified appraisals. If the asset or liability has a specified (contractual) term, the Level II input must be observable for substantially the full term of the asset or liability.
Level III:Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The following table presents the assets reported on the consolidated statements of financial condition at their fair value on a recurring basis as of December 31,2024, and December 31, 2023, by level within the fair value hierarchy. No liabilities were carried at fair value. As required by the accounting standards, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Equity securities with readily determinable values and U.S. Treasury Notes are valued at the closing price reported on the active market on which the individual securities are traded. Obligations of U.S. government agencies, mortgage-backed securities, asset-backed securities, obligations of states and political subdivisions and corporate bonds are valued at observable market data for similar assets. Equity securities without readily determinable values are carried at amortized cost, adjusted for impairment and observable price changes.

(Dollars in thousands) · Level I · Level II · Level III · Total
Assets:December 31,2024
Securities available-for-sale
U.S. Treasury securities$—$13,414$—$13,414
U.S. Government agencies—5,698—5,698
Mortgage-backed securities of government agencies—62,698—62,698
Asset-backed securities of government agencies—398—398
State and political subdivisions—14,246—14,246
Corporate bonds—28,980—28,980
Total available-for-sale securities$—$125,434$—$125,434
Equity securities$221$—$—$221
Assets:December 31,2023
Securities available-for-sale
U.S. Treasury securities$—$17,689$—$17,689
U.S. Government agencies—13,152—13,152
Mortgage-backed securities of government agencies—65,045—65,045
Asset-backed securities of government agencies—523—523
State and political subdivisions—16,586—16,586
Corporate bonds—27,085—27,085
Total available-for-sale securities$—$140,080$—$140,080
Equity securities$213$—$—$213

NOTE 15 – FAIR VALUES OF FINANCIAL INSTRUMENTS

The estimated fair values of recognized financial instruments carried at amortized cost as of December 31 were as follows:

Carrying · Total Fair
(Dollars in thousands) · Value · Level I · Level II · Level III · Value
Financial assets
Securities held-to-maturity$204,309$—$172,603$—$172,603
Loans held for sale283290——290
Net loans730,046——691,816691,816
Mortgage servicing rights621——621621
Financial liabilities
Deposits$1,044,887$801,634$—$242,413$1,044,047
Other borrowings1,266——1,1111,111
Carrying · Total Fair
(Dollars in thousands)ValueLevel ILevel IILevel IIIValue
Financial assets
Securities held-to-maturity$226,279$—$194,730$—$194,730
Net loans694,797——663,510663,510
Mortgage servicing rights600——600600
Financial liabilities
Deposits$1,027,427835,847—193,1261,028,973
Other borrowings1,754$—$—$1,546$1,546

Other financial instruments carried at amortized cost include cash and cash equivalents, restricted stock, bank-owned life insurance, accrued interest receivable, short-term borrowings, and accrued interest payable, all of which have a level 1 fair value that approximates their carrying value.

NOTE 16 – ACCUMULATED OTHER COMPREHENSIVE LOSS

The following table presents the changes in accumulated other comprehensive loss by component net of tax for the years ended December 31,2024, and 2023:

(Dollars in thousands)PretaxTax EffectAfter-Tax
BALANCE AS OF DECEMBER 31, 2022$(16,354)$3,435$(12,919)
Unrealized holding gain on available-for-sale securities arising during the period3,168(666)2,502
Amortization of held-to-maturity discount resulting from transfer187(40)147
Total other comprehensive income3,355(706)2,649
BALANCE AS OF DECEMBER 31, 2023$(12,999)$2,729$(10,270)
Unrealized holding gain on available-for-sale securities arising during the period2,166(455)1,711
Amortization of held-to-maturity discount resulting from transfer176(37)139
Total other comprehensive income2,342(492)1,850
BALANCE AS OF DECEMBER 31, 2024$(10,657)$2,237$(8,420)

NOTE 17 – CONTINGENT LIABILITIES

In the normal course of business, the Company is subject to pending and threatened legal actions. Although, the Company is not able to predict the outcome of such actions, after reviewing pending and threatened actions, management believes that the outcome of any or all such actions will not have a material adverse effect on the results of operations or shareholders’ equity of the Company.

The Company has an employment agreement with an officer. Upon the occurrence of certain types of termination of employment, the Company may be required to make specified severance payments if termination occurs within a specified period of time, generallytwo years from the date of the agreement, or pursuant to certain change in control transactions.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.