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Q - UWHARRIE CAPITAL

For the period ended Jun 30, 2025. Filed Aug 5, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 5, 2025

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Notes to Consolidated Financial Statements

Notes to Consolidated Financial Statements (Unaudited)

Note 1 – Basis of Presentation

The financial statements and accompanying notes are presented on a consolidated basis including Uwharrie Capital Corp (the “Company”) and its subsidiaries, Uwharrie Bank (the “Bank”), Uwharrie Investment Advisors, Inc. (“UIA”), and Uwharrie Mortgage, Inc. The Bank consolidates its subsidiaries, The Strategic Alliance Corporation (“TSAC”), BOS Agency, Inc. (“BOS Agency”) and Gateway Mortgage, Inc., each of which is wholly owned by the Bank.

The information contained in the consolidated financial statements is unaudited. In the opinion of management, the consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”) and material adjustments necessary for a fair presentation of results of interim periods, all of which are of a normal recurring nature, have been made. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for an entire year. Management is not aware of additional economic events, outside influences or changes in concentrations of business that would require additional clarification or disclosure in the consolidated financial statements.

The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to consolidated financial statements filed as part of the Company’s 2024 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on March 6, 2025. This Quarterly Report should be read in conjunction with such Annual Report.

Use of Estimates

The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses.

The allowance for credit losses calculation utilizes a forecast model for the collectively assessed population. Effective June 30, 2025, after multiple periods of parallel modeling using the National Unemployment Rate and the NC Unemployment rate as indices, compared to the National Unemployment Rate and the 10-Year T-Bill which had previously been utilized for this purpose, a change in estimate was incorporated into the model. The change in estimate incorporated more recent data to enhance and maintain reliable results.

In conjunction with this change, it was also necessary to update the framework we use for establishing qualitative reserves, which has likewise been modified to use new indices and metrics. The change in estimate of the forecast model for the collectively assessed population also increased the maximum potential allowance allocated to the qualitative factors. While these changes altered the overall composition of the allowance model, the overall impact is not material.

Accounting Changes and Reclassifications

The Company’s significant accounting policies followed in the preparation of the unaudited consolidated financial statements are disclosed in Note 1 of the audited financial statements for the year ended December 31, 2024 and are contained in the Company’s Annual Report on Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2024.

Note 2 – Comprehensive Income (Loss)

The Company reports as comprehensive income all changes in shareholders’ equity during the year from sources other than shareholders. Other comprehensive income refers to all components (revenues, expenses, gains, and losses) of comprehensive income that are excluded from net income. The Company’s only component of other comprehensive income is unrealized gains and losses, net of income tax, on investment securities available for sale.

The following table presents the changes in accumulated other comprehensive loss for thethree and six months ended June 30, 2025 and 2024:

For the Three Months Ended June 30,For the Six Months Ended June 30,
2025202420252024
(dollars in thousands)
Beginning balance$(22,328)$(26,213)$(24,727)$(25,100)
Other comprehensive income (loss) before reclassifications, net of ($245), $22, ($947) and $354 tax effect, respectively825(75)3,224(1,188)
Amounts reclassified from accumulated other comprehensive loss, net of $0, $0, $0, and $0 tax effect, respectively————
Net current-period other comprehensive income (loss)825(75)3,224(1,188)
Ending balance$(21,503)$(26,288)$(21,503)$(26,288)

Note 3 – Noncontrolling Interest

In 2013, the Company’s subsidiary bank issued a total of $10.7 million of Fixed Rate Noncumulative Perpetual Preferred Stock, Series B and Series C. The preferred stock qualifies as Tier 1 capital at the Bank and pays dividends at an annual rate of 5.30%. The preferred stock has no voting rights. This capital is presented as noncontrolling interest in the consolidated balance sheets. Dividends declared on this preferred stock are presented as earnings allocated to the noncontrolling interest in the consolidated statements of income.

Note 4 – Per Share Data

Basic and diluted net income per common share is computed based on the weighted average number of shares outstanding during each period after retroactively adjusting for stock dividends. Diluted net income per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the net income of the Company. The Company hadno stock options outstanding at June 30, 2025 or December 31, 2024. The number of shares and earnings per share for the 2024 periods have been adjusted for the 2% stock dividend declared on October 15, 2024.

Basic and diluted net income per common share have been computed based upon net income available to common shareholders as presented in the accompanying consolidated statements of income divided by the weighted average number of common shares outstanding or assumed to be outstanding.

Note 5 – Investment and Equity Securities

Carrying amounts and fair values of securities available for sale and held to maturity are summarized below:

June 30, 2025AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
(dollars in thousands)
Securities available for sale:
U.S. Treasury$25,872$—$2,167$23,705
U.S. government agencies46,65413973946,054
GSE - Mortgage-backed securities and CMOs172,7095929,931163,370
Asset-backed securities21,97423813722,075
State and political subdivisions95,7086315,81779,954
Corporate bonds6,000—1735,827
Total securities available for sale$368,917$1,032$28,964$340,985
June 30, 2025AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValueAllowance for Credit LossesNet CarryingAmount
(dollars in thousands)
Securities held to maturity:
State and political subdivisions$11,753$—$1,680$10,073$—$11,753
Corporate bonds12,000—1,02610,9745411,946
Total securities held to maturity$23,753$—$2,706$21,047$54$23,699
December 31, 2024AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
(dollars in thousands)
Securities available for sale:
U.S. Treasury$32,961$—$3,067$29,894
U.S. government agencies42,667971,035$41,729
GSE - Mortgage-backed securities and CMOs165,56119812,970$152,789
Asset-backed securities23,21540744$23,578
State and political subdivisions94,684515,436$79,253
Corporate bonds6,000—257$5,743
Total securities available for sale$365,088$707$32,809$332,986
December 31, 2024AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValueAllowance for Credit LossesNet CarryingAmount
(dollars in thousands)
Securities held to maturity:
State and political subdivisions$11,813$—$1,078$10,735$—$11,813
Corporate bonds15,000—1,17413,8266814,932
Total securities held to maturity$26,813$—$2,252$24,561$68$26,745

The Company owned Federal Reserve Bank (FRB) stock reported at cost of $959,000 at June 30, 2025 and December 31, 2024. The Company owned Federal Home Loan Bank (FHLB) stock reported at cost of $789,000 and $750,000 at June 30, 2025 and December 31, 2024, respectively. The investments in FRB stock and FHLB stock are required investments related to the Company’s membership in, and borrowings with, these banks and are classified as restricted stock on the consolidated balance sheet. These investments are carried at cost since there is no ready market and redemption has historically been made at par value. The Company estimated that the fair value approximated cost and that these investments were not impaired at June 30, 2025.

There isno allowance for credit losses on available for sale securities. The following table shows a rollforward of the allowance for credit losses on held to maturity securities for thesix months ended June 30, 2025.

State and political subdivisionsCorporate bondsTotal
(dollars in thousands)
Balance, December 31, 2024$—$68$68
Recovery of credit losses—(14)(14)
Charge-offs of securities———
Recoveries———
Balance, June 30, 2025$—$54$54

On a quarterly basis, the Company monitors the credit quality of the debt securities held to maturity through the use of credit ratings. For unrated securities, primarily corporate bonds consisting of subordinated debt of bank holding companies, individual financial reports are reviewed quarterly. Capital, profitability, liquidity and other ratios are reviewed to assist in determining credit quality.

The following table summarizes the credit ratings of debt securities held to maturity, presented at amortized cost, by major security type at June 30, 2025.

June 30, 2025State and political subdivisionsCorporate bondsTotal
(dollars in thousands)
Aaa$—$—$—
Aa1/Aa2/Aa311,144—11,144
A1/A2———
BBB———
Not rated60912,00012,609
Total$11,753$12,000$23,753

At June 30, 2025, the Company hadno securities held to maturity that were past due 30 days or more as to principal or interest payments. The Company hadno securities held to maturity classified as nonaccrual for thesix months ended June 30, 2025.

The Company had no sales of securities available for sale during the six-month periods ended June 30, 2025 and 2024.

At June 30, 2025 and December 31, 2024, securities available for sale with a carrying amountof $151.1 million and $161.5 million, respectively, were pledged as collateral on public deposits and for other purposes as required or permitted by law.

We believe the unrealized losses on investment securities are a result of a volatile market and fluctuations in market prices due to a rise in interest rates, which will adjust if rates decline. Management does not believe these fluctuations are a reflection of the credit quality of the investments.

The following tables show the gross unrealized losses and estimated fair value of available for sale securities, for which an allowance has not been recorded, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2025 and December 31, 2024.

Less than 12 Months · 12 Months or More · Total
June 30, 2025Number of SecuritiesFair ValueUnrealizedLossesNumber of SecuritiesFair ValueUnrealizedLossesFair ValueUnrealizedLosses
(dollars in thousands)
Securities available for sale:
U.S. Treasury—$—$—5$23,705$2,167$23,705$2,167
U.S. government agencies44,240292720,43771024,677739
GSE-Mortgage-backed securities and CMOs1533,6372895788,5619,642122,1989,931
Asset-backed securities44,2827944,237588,519137
State and political subdivisions87,6042665668,80815,55176,41215,817
Corporate bonds———35,8271735,827173
Total securities available for sale31$49,763$663152$211,575$28,301$261,338$28,964
Less than 12 Months · 12 Months or More · Total
December 31, 2024Number of SecuritiesFair ValueUnrealized LossesNumber of SecuritiesFair ValueUnrealizedLossesFair ValueUnrealizedLosses
(dollars in thousands)
Securities available for sale
U.S. Treasury—$—$—7$29,894$3,067$29,894$3,067
U.S. government agencies99,9561342419,99590129,9511,035
GSE-Mortgage-backed securities and CMOs1932,5803135797,79812,657130,37812,970
Asset-backed securities22,8722134,189237,06144
State and political subdivisions57,7732535770,16915,18377,94215,436
Corporate bonds———35,7432575,743257
Total securities available for sale35$53,181$721151$227,788$32,088$280,969$32,809

Declines in the fair value of the available for sale investment portfolio are believed by management to be temporary in nature. When evaluating an investment for credit loss, management considers, among other things, the extent to which the fair value has been in a loss position; the financial condition of the issuer through the review of credit ratings and, if necessary, corporate financial statements; adverse conditions specifically related to the security such as past due principal or interest; underlying assets that collateralize the debt security; other economic conditions and demographics; and the intent and ability of the Company to hold the investment until the loss position is recovered. Any unrealized losses were largely due to increases in market interest rates over the yields available at the time of purchase. The fair value is expected to recover as the bonds approach their maturity date or market yields for such investments decline. Management does not believe any of the securities are impaired due to reasons of credit quality. At June 30, 2025, the Company did not intend to sell and believed it was not likely to be required to sell the available for sale securities that were in a loss position prior to full recovery.

The following tables show contractual maturities of the investment portfolio as of June 30, 2025:

AmortizedCostEstimatedFair ValueBookYield
(dollars in thousands)
Securities available for sale:
Due within twelve months2,1052,1044.96%
Due after one but within five years68,42564,0741.93%
Due after five but within ten years50,14345,1412.62%
Due after ten years248,244229,6663.79%
$368,917$340,9853.29%
AmortizedCostEstimatedFair ValueBookYield
(dollars in thousands)
Securities held to maturity:
Due after one but within five years3,0002,9518.52%
Due after five but within ten years11,62010,5164.02%
Due after ten years9,1337,5803.38%
$23,753$21,0474.34%

The portion of unrealized gains and losses for thethree and six months ended June 30, 2025 and 2024 related to equity securities still held at the reporting date is calculated as follows:

Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
(dollars in thousands)
Gross proceeds from sales$—$—$—$—
Net gains (losses) recognized during the period on equity securities$14$(19)$(9)$22
Less: Net gains (losses) recognized from equity securities sold during the period————
Unrealized gains (losses) recognized during the period on equity securities still held at the reporting date$14$(19)$(9)$22

Note 6 – Loans Held for Investment

The composition of net loans held for investment by class as of June 30, 2025 and December 31, 2024 was as follows:

June 30, 2025December 31, 2024
(dollars in thousands)
Commercial
Commercial$107,449$104,872
Real estate - commercial259,418245,569
Other real estate construction loans48,02450,940
Other loans4,8046,408
Noncommercial
Real estate 1-4 family construction21,24527,789
Real estate - residential154,807150,667
Home equity71,07768,287
Consumer loans9,95911,020
676,783665,552
Less:
Allowance for credit losses(6,231)(5,824)
Deferred loan costs net773825
Loans held for investment, net$671,325$660,553

Note 7 – Allowance for Credit Losses on Loans

The following tables summarize the activity related to the allowance for credit losses on loans for thethree and six months ended June 30, 2025 and 2024.

Commercial Loans · Noncommercial Loans
CommercialReal estate commercialOtherreal estateconstructionOtherloansReal estate1-4 familyconstructionReal estateresidentialHomeequityConsumerTotal
(dollars in thousands)
Balance, March 31, 2025$1,699$2,324$340$20$57$809$652$164$6,065
Provision for (recovery of) credit losses(284)3769(5)42455(2)(70)242
Charge-offs(97)——————(6)(103)
Recoveries15—————11127
Net (charge-offs) recoveries(82)—————15(76)
Balance, June 30, 2025$1,333$2,361$409$15$99$1,264$651$99$6,231
Commercial Loans · Noncommercial Loans
CommercialReal estate commercialOtherreal estateconstructionOtherloansReal estate1-4 familyconstructionReal estateresidentialHomeequityConsumerTotal
(dollars in thousands)
Balance, March 31, 2024$1,480$2,033$323$11$34$855$600$187$5,523
Provision for (recovery of) credit losses(63)17545(1)81076970410
Charge-offs(17)—————(1)(73)(91)
Recoveries54—————11166
Net (charge-offs) recoveries37——————(62)(25)
Balance, June 30, 2024$1,454$2,208$368$10$42$962$669$195$5,908
Commercial Loans · Noncommercial Loans
CommercialReal estatecommercialOtherreal estateconstructionOtherloansReal estate1-4 familyconstructionReal estateresidentialHomeequityConsumerTotal
(dollars in thousands)
Balance, December 31, 2024$1,528$2,266$412$18$56$781$588$175$5,824
Provision for (recovery of) credit losses(130)95(3)(3)4348262(16)530
Charge-offs(113)——————(78)(191)
Recoveries48————111868
Net (charge-offs) recoveries(65)————11(60)(123)
Balance, June 30, 2025$1,333$2,361$409$15$99$1,264$651$99$6,231
Commercial Loans · Noncommercial Loans
CommercialReal estatecommercialOtherreal estateconstructionOtherloansReal estate1-4 familyconstructionReal estateresidentialHomeequityConsumerTotal
(dollars in thousands)
Balance, December 31, 2023$1,493$2,057$389$9$31$796$582$204$5,561
Provision for (recovery of) credit losses(79)151(21)1111658790405
Charge-offs(17)—————(1)(118)(136)
Recoveries57————111978
Net (charge-offs) recoveries40————1—(99)(58)
Balance, June 30, 2024$1,454$2,208$368$10$42$962$669$195$5,908

Past due loan information is used by management when assessing the adequacy of the allowance for credit losses. The following tables summarize the past due information of the loan portfolio by class as of the dates indicated:

June 30, 2025Loans30-89 DaysPast DueNonaccrual LoansTotal PastDue LoansCurrentLoansTotalLoansAccruing Loans90 Days orMore Past Due
(dollars in thousands)
Commercial$—$—$—$107,448$107,448$—
Real estate - commercial———259,520259,520—
Other real estate construction———48,02448,024—
Real estate 1-4 family construction———21,24521,245—
Real estate - residential534204738154,741155,479—
Home equity15610726370,81471,077—
Consumer loans23—239,9369,959—
Other loans———4,8044,804—
Total$713$311$1,024$676,532$677,556$—
December 31, 2024Loans30-89 DaysPast DueNonaccrual LoansTotal PastDue LoansCurrentLoansTotalLoansAccruing Loans90 Days orMore Past Due
(dollars in thousands)
Commercial$9$88$97$104,773$104,870$—
Real estate - commercial43—43245,636245,679—
Other real estate construction———50,94050,940—
Real estate 1-4 family construction———27,78927,789—
Real estate - residential42964493150,891151,384—
Home equity1764021668,07168,287—
Consumer loan42—4210,97811,020—
Other loans———6,4086,408—
Total$699$192$891$665,486$666,377$—

Once a loan becomes 90 days past due, the loan is automatically transferred to a nonaccrual status. The exception to this policy is credit card loans that remain in accruing status 90 days or more until they are paid current or charged off.

The carrying value of foreclosed properties held as other real estate was $0 at June 30, 2025 and December 31, 2024. The Company had no foreclosed residential real estate and no residential real estate in process of foreclosure at June 30, 2025. At December 31, 2024, the Company hadno foreclosed residential real estate and $93,000 of residential real estate in process of foreclosure.

The composition of nonaccrual loans by class as of June 30, 2025 and December 31, 2024 was as follows:

Six Months Ended
June 30, 2025 · June 30, 2025
Nonaccrual Loans with No AllowanceNonaccrual Loans with an AllowanceTotal Nonaccrual LoansInterest Income
(dollars in thousands)
Commercial$—$—$—$—
Real estate - commercial————
Other real estate construction————
Real estate 1-4 family construction————
Real estate - residential—2042049
Home equity—107107—
Consumer loans————
Other loans————
$—$311$311$9
Six Months Ended
December 31, 2024 · June 30, 2024
Nonaccrual Loans with No AllowanceNonaccrual Loans with an AllowanceTotal Nonaccrual LoansInterest Income
(dollars in thousands)
Commercial$—$88$88$—
Real estate - commercial————
Other real estate construction————
Real estate 1-4 family construction————
Real estate - residential—646417
Home equity—40402
Consumer loans————
Other loans————
$—$192$192$19

A loan may be individually assessed for determining the allowance for credit losses when it is determined that it does not share similar risk characteristics with other loans. Loans that are on nonaccrual status will be reviewed to determine if they will be individually, rather than collectively, assessed. If the loan is deemed to be collateral dependent and the relationship’s outstanding balance is $100,000 or greater, it will be individually assessed. Collateral dependent loans are loans for which the repayment is expected to be provided substantially through the operation or sale of the collateral and the borrower is experiencing financial difficulty. Collateral dependent loans require an analysis of the collateral. The fair value of the collateral is discounted by liquidation costs. If the discounted fair value of the collateral is greater than the amortized loan balance, no allowance is required. Otherwise the difference between the balance and the collateral is charged off if deemed uncollectible.

The following table details the amortized cost of collateral dependent loans and any related allowance at June 30, 2025 and December 31, 2024.

June 30, 2025December 31, 2024
Amortized CostAllowance forCredit LossesAmortized CostAllowance forCredit Losses
(dollars in thousands)
Commercial$—$—$—$—
Real estate - commercial————
Other real estate construction————
Real estate 1-4 family construction————
Real estate - residential13518——
Home equity————
Consumer loans————
Other loans————
Total$135$18$—$—

Management uses a risk-grading program to facilitate the evaluation of probable inherent loan losses and to measure the adequacy of the allowance for credit losses on loans. In this program, risk grades are initially assigned by the loan officers and reviewed and monitored by the lenders and credit administration. The program has nine risk grades summarized in six categories as follows:

Pass: Loans that are pass grade credits include loans that are fundamentally sound, with risk factors that are reasonable and acceptable. They generally conform to policy with only minor exceptions; any major exceptions are clearly mitigated by other economic factors.

Watch: Loans that are acceptable but show signs of weakness in either adequate sources of repayment or collateral but have demonstrated mitigating factors that minimize the risk of delinquency or loss. These loans may deserve management’s attention.

Special Mention: Loans that exhibit potential weakness that deserves management’s close attention. Credits within this category exhibit risk that is increasing beyond the point where the loan would have been originally approved.

Substandard: Loans that are considered substandard are loans that are inadequately protected by the current sound net worth and paying capacity of the obligor or the value of the collateral pledged. All nonaccrual loans are graded as substandard.

Doubtful: Loans that are considered to be doubtful have all weaknesses inherent in loans classified substandard, plus the added characteristic that the weaknesses make the collection or liquidation in full on the basis of current existing facts, conditions and values highly questionable and improbable.

Loss: Loans that are considered to be a loss are considered to be uncollectible and of such little value that their continuance as bankable assets is not warranted.

The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of June 30, 2025:

June 30, 2025Term Loans by Year of Origination
20252024202320222021PriorRevolvingTotal
(dollars in thousands)
Commercial
Pass$20,865$23,389$19,271$11,321$9,293$7,987$15,238$107,364
Watch5374———3884
Special Mention————————
Substandard————————
Total commercial20,87023,42619,27511,3219,2937,98715,276107,448
Real estate - commercial
Pass18,70544,98236,08440,30932,18250,24229,802252,306
Watch——6,225——58—6,283
Special Mention————54428—572
Substandard—————359—359
Total real estate - commercial18,70544,98242,30940,30932,72650,68729,802259,520
Other real estate construction
Pass3,62418,37013,3793,1831,5754,3543,53948,024
Watch————————
Special Mention————————
Substandard————————
Total other real estate construction3,62418,37013,3793,1831,5754,3543,53948,024
Real estate 1-4 family construction
Pass2,9114,467————13,86721,245
Watch————————
Special Mention————————
Substandard————————
Total real estate 1-4 family construction2,9114,467————13,86721,245
Real estate - residential
Pass10,95212,78218,47918,96911,79813,26267,294153,536
Watch323———202696—1,221
Special Mention——102—11964—285
Substandard—————437—437
Total real estate - residential11,27512,78218,58118,96912,11914,45967,294155,479
Home equity
Pass2,7977,1884,7516,3073,2649,09537,25870,660
Watch———16—99—115
Special Mention——75100—20—195
Substandard————107——107
Total home equity2,7977,1884,8266,4233,3719,21437,25871,077
Consumer loans
Pass1,0931,415682266164066,0169,894
Watch—65—————65
Special Mention————————
Substandard————————
Total consumer loans1,0931,480682266164066,0169,959
Other loans
Pass—636—1,5989371,4711624,804
Watch————————
Special Mention————————
Substandard————————
Total other loans—636—1,5989371,4711624,804
Total Pass60,947113,22992,64681,95359,06586,817173,176667,833
Total Watch3281026,22916202853387,768
Total Special Mention——177100663112—1,052
Total Substandard————107796—903
Total loans$61,275$113,331$99,052$82,069$60,037$88,578$173,214$677,556

During the six months ended June 30, 2025, fifty-one loans totaling $5.5 million were converted from revolving to term loans.

The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of December 31, 2024:

December 31, 2024Term Loans by Year of Origination
20242023202220212020PriorRevolvingTotal
(dollars in thousands)
Commercial
Pass$25,634$18,992$14,319$11,948$2,292$10,270$20,964$104,419
Watch48117————182347
Special Mention————————
Substandard—15—88———103
Total commercial25,68219,12414,31912,0362,29210,27021,146104,869
Real estate - commercial
Pass38,68455,09048,60030,38320,72248,1273,040244,646
Watch—————63—63
Special Mention———561—32—593
Substandard————113264—377
Total real estate - commercial38,68455,09048,60030,94420,83548,4863,040245,679
Other real estate construction
Pass22,44715,0044,9812,2873,2112,17279550,897
Watch—————44—44
Special Mention————————
Substandard————————
Total other real estate construction22,44715,0044,9812,2873,2112,21679550,941
Real estate 1-4 family construction
Pass19,8457,944—————27,789
Watch————————
Special Mention————————
Substandard————————
Total real estate 1-4 family construction19,8457,944—————27,789
Real estate - residential
Pass29,93637,44834,01821,61310,47314,3971,829149,714
Watch———204365490—1,059
Special Mention—104—122—83—309
Substandard—————302—302
Total real estate - residential29,93637,55234,01821,93910,83815,2721,829151,384
Home equity
Pass572551591924021,67965,15867,902
Watch—————84140224
Special Mention——100——20—120
Substandard—————41—41
Total home equity572552591924021,82465,29868,287
Consumer loans
Pass3,9341,944985170703203,58611,009
Watch11——————11
Special Mention————————
Substandard————————
Total consumer loans3,9451,944985170703203,58611,020
Other loans
Pass644—1,5982,6021,211353—6,408
Watch————————
Special Mention————————
Substandard————————
Total other loans644—1,5982,6021,211353—6,408
Total Pass141,181136,677104,66069,19538,38177,31895,372662,784
Total Watch59117—2043656813221,748
Total Special Mention—104100683—135—1,022
Total Substandard—15—88113607—823
Total loans$141,240$136,913$104,760$70,170$38,859$78,741$95,694$666,377

The following tables present gross charge-offs by origination date as of June 30, 2025 and December 31, 2024:

June 30, 2025Gross Loan Charge-offs by Year of Origination
20252024202320222021PriorRevolvingTotal
(dollars in thousands)
Commercial
Commercial$—$9$—$16$88$—$—$113
Real estate - commercial————————
Other real estate construction————————
Other loans————————
Noncommercial
Real estate 1-4 family construction————————
Real estate - residential————————
Home equity————————
Consumer loans—2952—24078
Total charge-offs$—$38$5$18$88$2$40$191
December 31, 2024Gross Loan Charge-offs by Year of Origination
20242023202220212020PriorRevolvingTotal
(dollars in thousands)
Commercial
Commercial$—$10$—$137$164$—$10$321
Real estate - commercial————————
Other real estate construction————————
Other loans————————
Noncommercial
Real estate 1-4 family construction————————
Real estate - residential————————
Home equity—————1—1
Consumer loans12517127465158
Total charge-offs$12$61$7$149$171$5$75$480

Loans that are in nonaccrual status or 90 days past due and still accruing are considered to be nonperforming. At both June 30, 2025 and December 31, 2024 there wereno loans 90 days past due and still accruing. The following tables show the breakdown between performing and nonperforming loans by class at June 30, 2025 and December 31, 2024:

June 30, 2025PerformingNon-PerformingTotal
(dollars in thousands)
Commercial$107,448$—$107,448
Real estate - commercial259,520—259,520
Other real estate construction48,024—48,024
Real estate 1-4 family construction21,245—21,245
Real estate - residential155,275204155,479
Home equity70,97010771,077
Consumer loans9,959—9,959
Other loans4,804—4,804
Total$677,245$311$677,556
December 31, 2024PerformingNon-PerformingTotal
(dollars in thousands)
Commercial$104,782$88$104,870
Real estate - commercial245,679—245,679
Other real estate construction50,940—50,940
Real estate 1-4 family construction27,789—27,789
Real estate - residential151,32064151,384
Home equity68,2474068,287
Consumer loans11,020—11,020
Other loans6,408—6,408
Total$666,185$192$666,377

Modifications to Borrowers Experiencing Financial Difficulty

The allowance for credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon asset origination or acquisition. The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. The Company uses a probability of default/loss given default model to determine the allowance for credit losses. An assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification.

Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses due to the measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification. The Company rarely modifies loans by providing principal forgiveness. When principal forgiveness is provided, the amortized cost basis of the asset is written off against the allowance for credit losses. The amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses. In some cases, the Company will modify a loan by providing multiple types of concessions. Typically one type of concession is granted initially. If the borrower continues to experience financial difficulty, another concession may be granted. Types of concessions include term extensions beyond customary terms, capitalization of accrued interest, interest rate reductions to below current market rates, payment deferrals or principal forgiveness.

There wereno loans modified for borrowers experiencing financial difficulty during the six months ended June 30, 2025 or during the twelve months ended December 31, 2024. As such, the Company didnot have any loans made to borrowers experiencing financial difficulty that were modified during the six months ended June 30, 2025 or during the twelve months ended December 31, 2024 that subsequently defaulted. A default on a modified loan is defined as being past due 90 days or being out of compliance with the modification agreement. The Company closely monitors the performance of the loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

Note 8 - Leases

Operating leases in which we are the lessee are recorded as operating lease right of use (“ROU”) assets and operating lease liabilities, included in premises and equipment and other liabilities, respectively, on our consolidated balance sheets. Operating lease ROU assets represent our right to use an underlying asset during the lease term and operating lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and operating lease liabilities are recognized at lease commencement based on the present value of the remaining lease payments using a discount rate that represents our incremental collateralized borrowing rate at the lease commencement date. ROU assets are further adjusted for any lease incentives. Operating lease expense, which is composed 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 the net occupancy expense in the consolidated statements of income. We do not currently have any finance leases in which we are the lessee.

Our leases relate tofour office locations, three of which are branch locations, with remaining terms of one tofour years. Certain lease arrangements contain extension options which range from five toten years at the then fair market rental rates. As these extension options are not generally considered reasonably certain of exercise, they are not included in the lease term. As of June 30, 2025, operating lease ROU assets were $912,000 and the operating lease liability was $985,000, compared tooperating lease ROU assets of $1.1 million and an operating lease liability of $1.2 million at December 31, 2024. Lease costs associated with all leases was$106,000 and $212,000 for the three and six months ended June 30, 2025, respectively.

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

Six Months Ended June 30,
20252024
(in thousands except percent and period data)
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases$226$221
Right-of-use assets obtained in exchange for new operating lease liabilities——
Weighted-average remaining lease term - operating leases, in years2.63.5
Weighted-average discount rate - operating leases2.70%2.61%

The table below summarizes the maturity of remaining lease liabilities:

(dollars in thousands)
2025$230
2026416
2027260
202897
202920
Thereafter-
Total lease payments1,023
Less: Interest(38)
Present value of lease liabilities$985

Note 9 - Commitments and Contingencies

The Company’s subsidiary 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 include commitments to extend credit, lines of credit and standby letters of credit. These instruments involve elements of credit risk in excess of amounts recognized in the accompanying financial statements.

The Bank’s risk of loss with unfunded loans and lines of credit or standby letters of credit is represented by the contractual amount of these instruments. The Bank uses the same credit policies in making commitments under such instruments as it does for on-balance sheet instruments. The amount of collateral obtained, if any, is based on management’s credit evaluation of the borrower. Collateral held varies, but may include accounts receivable, inventory, real estate and time deposits with financial institutions. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Credit card commitments are unsecured.

At June 30, 2025 and December 31, 2024, outstanding financial instruments whose contract amounts represent credit risk were approximately:

June 30, 2025December 31, 2024
(dollars in thousands)
Commitments to extend credit$221,847$224,708
Credit card commitments26,34426,715
Standby letters of credit8,1368,141
Total commitments$256,327$259,564

The Company maintains an allowance for off-balance sheet credit exposures such as unfunded balances for existing lines of credit, commitments to extend future credit, as well as both standby and commercial letters of credit when there is a contractual obligation to extend credit and when this extension of credit is not unconditionally cancelable. The allowance for off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur, which is based on a historical funding study derived from internal information, and an estimate of expected credit losses on commitments expected to be funded over its estimated life, which are the same loss rates that are used in computing the allowance for credit losses on loans. The allowance for credit losses for unfunded loan commitments of $186,000 and $167,000 at June 30, 2025 and December 31, 2024, respectively, is separately classified on the balance sheet within Other Liabilities.

The following table presents the balance and activity in the allowance for credit losses for unfunded loan commitments for the six months ended June 30, 2025.

Total Allowance for Credit Losses - Unfunded Loan Commitments
(dollars in thousands)
Balance, December 31, 2024$167
Provision for credit losses19
Balance, June 30, 2025$186

Note 10 – Fair Value Disclosures

Accounting Standards Codification (“ASC”) 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements but clarifies and standardizes some divergent practices that have emerged since prior guidance was issued. ASC 820 creates a three-level hierarchy under which individual fair value estimates are to be ranked based on the relative reliability of the inputs used in the valuation.

ASC 820 defines fair value as the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, the Company considers the principal or most advantageous market in which those assets or liabilities are sold and considers assumptions that market participants would use when pricing those assets or liabilities. Fair values determined using Level 1 inputs rely on active and observable markets to price identical assets or liabilities. In situations where identical assets and liabilities are not traded in active markets, fair values may be determined based on Level 2 inputs, which exist when observable data exists for similar assets and liabilities. Fair values for assets and liabilities for which identical or similar assets and liabilities are not actively traded in observable markets are based on Level 3 inputs, which are considered to be unobservable.

Among the Company’s assets and liabilities, investment securities available for sale and mortgage banking derivatives are reported at their fair values on a recurring basis. Certain other assets are adjusted to their fair value on a nonrecurring basis, including other real estate owned, individually evaluated loans, loans held for sale, which are carried at the lower of cost or market, and loan servicing rights, where fair value is determined using similar assets with similar characteristics, when available, or based upon discounted cash flows using market-based assumptions. Deposits, short-term borrowings and long-term obligations are not reported at fair value.

Prices for U.S. Treasury and marketable equity securities are readily available in the active markets in which those securities are traded, and the resulting fair values are shown in the Level 1 input column. Prices for government agency securities, mortgage-backed securities, asset-backed securities and state, county and municipal securities are obtained for similar securities, and the resulting fair values are shown in the Level 2 input column. Prices for all other non-marketable investments are determined based on various assumptions that are not observable. The fair values for these investment securities are shown in the Level 3 input column. Non-marketable investment securities, which are carried at their purchase price, include those that may only be redeemed by the issuer. The changes in securities between Level 1 and Level 2 were related to the purchase and sale of several securities and not the transfer of securities.

Mortgage banking derivatives, which are composed of interest rate lock commitments, or IRLCs, mortgage forward sales commitments and to-be-announced mortgage-backed securities trades (TBAs), are recorded at fair value on a recurring basis. Fair value of the IRLCs is based on projected pull-through rates and anticipated margins based on changes in market interest rates. The Company considers these to be Level 3 valuations. The fair value of mortgage forward sales commitments and TBAs is based on the gain or loss that would occur if the Company were to pair-off the transaction at the measurement date and is considered to be a Level 2 input.

The Company does not record loans at fair value on a recurring basis. However, certain nonaccrual loans are individually evaluated in connection with determining the allowance for credit losses. If the loan is deemed to be collateral dependent and the relationship’s outstanding balance is $100,000 or greater, it will be individually evaluated. Collateral dependent loans are loans for which the repayment is expected to be provided substantially through the operation or sale of the collateral and the borrower is experiencing financial difficulty. Collateral dependent loans require an analysis of the collateral. The fair value of the collateral is based on appraised values discounted by liquidation costs which the Company considers Level 3 valuations.

Foreclosed assets are adjusted to fair value upon transfer of the loans to other real estate owned. Real estate acquired in settlement of loans is recorded initially at the estimated fair value of the property less estimated selling costs at the date of foreclosure. The initial recorded value may be subsequently reduced by additional allowances, which are charged to earnings if the estimated fair value of the property less estimated selling costs declines below the initial recorded value. Fair value is based upon independent market prices, appraised values of the collateral or management’s estimation of the value of the collateral. The Company typically bases the fair value of the collateral on appraised values, which the Company considers Level 3 valuations.

Loans originated and intended for sale in the secondary market are carried at the lower of cost or estimated fair value in the aggregate, based on secondary market prices. Net unrealized losses, if any, are recognized through a valuation allowance by charges to income. These loans are recorded in Level 2.

The following tables provide fair value information for assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024:

(dollars in thousands)
TotalLevel 1Level 2Level 3
Securities available for sale:
U.S. Treasury$23,705$23,705$—$—
U.S. government agencies46,054—46,054—
GSE - Mortgage-backed securities and CMOs163,370—163,370—
Asset-backed securities22,075—22,075—
State and political subdivisions79,954—79,954—
Corporate bonds5,827—5,827—
Equity securities325325——
Mortgage banking derivatives1,076—104972
Total assets at fair value on a recurring basis$342,386$24,030$317,384$972
Mortgage banking derivatives$170$—$170$—
Total liabilities at fair value on a recurring basis$170$—$170$—
(dollars in thousands)
TotalLevel 1Level 2Level 3
Securities available for sale:
U.S. Treasury$29,894$29,894$—$—
U.S. government agencies41,729—41,729—
GSE - Mortgage-backed securities and CMOs152,789—152,789—
Asset-backed securities23,578—23,578—
State and political subdivisions79,253—79,253—
Corporate bonds5,743—5,743—
Equity securities334334——
Mortgage banking derivatives795—204591
Total assets at fair value on a recurring basis$334,115$30,228$303,296$591
Mortgage banking derivatives$—$—$—$—
Total liabilities at fair value on a recurring basis$—$—$—$—

The following table provides a rollforward for recurring Level 3 fair value measurements:

Mortgage banking derivatives:Interest rate lock commitmentsTotal
(dollars in thousands)
Balance at December 31, 2024$591$591
Change in fair value:
Included in income from mortgage banking381381
Change in observability of significant inputs:
Included in income from mortgage banking——
Balance at June 30, 2025$972$972

The fair value of mortgage IRLCs at June 30, 2025 was calculated based on a notional amount of $33.6 million. Significant unobservable inputs are used to determine the fair value of these derivatives. At June 30, 2025, such inputs included anticipated margins to be earned based on market movement from the original lock date and a weighted average projected pull-through rate of 84.7% determined by loan product, loan stage, and loan purpose. The fair value of mortgage IRLCs at December 31, 2024 was calculated based on a notional amount of $32.4 million. Significant unobservable inputs were the same as those used for the six months ended June 30, 2025 and assumed a weighted average projected pull-through rate of 90.1% at December 31, 2024. Changes in interest rates and other assumptions could significantly change these estimated values.

The Company may be required, from time to time, to measure certain assets at fair value on a nonrecurring basis in accordance with U.S. generally accepted accounting principles. These include assets, such as other real estate owned and individually evaluated loans, that are measured at the lower of cost or market value that were recognized at fair value less cost to sell at the end of the period. Assets measured at fair value on a nonrecurring basis are included in the table below as of June 30, 2025. There were no assets for which a nonrecurring fair value adjustment was required as of December 31, 2024.

(dollars in thousands)
TotalLevel 1Level 2Level 3
Individually evaluated loans$118$—$—$118
Total assets at fair value on a nonrecurring basis$118$—$—$118

The following table provides quantitative information about Level 3 fair value measurements:

Valuation TechniqueUnobservable InputGeneralRange
Nonrecurring measurements:
Individually evaluated loansDiscounted appraisalsCollateral discounts and estimated costs to sell10 - 25%

Note 11– Fair Values of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or non-recurring basis.

The fair value estimates presented at June 30, 2025 and December 31, 2024 are based on relevant market information and information about the financial instruments. Fair value estimates are intended to represent the price an asset could be sold at or the price at which a liability could be settled. However, given there is no active market or observable market transactions for many of the Company’s financial instruments, the Company has made estimates of many of these fair values which are subjective in nature, involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimated values. The estimated fair values disclosed in the following table do not represent market values of all assets and liabilities of the Company and should not be interpreted to represent the underlying value of the Company.

The following tables reflect a comparison of carrying amounts and the estimated fair value of the financial instruments as of June 30, 2025 and December 31, 2024:

June 30, 2025CarryingValueEstimatedFair ValueLevel 1Level 2Level 3
(dollars in thousands)
FINANCIAL ASSETS
Cash and cash equivalents$73,274$73,274$73,274$—$—
Securities available for sale340,985340,98523,705317,280—
Securities held to maturity23,69921,047—10,07310,974
Equity securities325325325——
Loans held for investment, net671,325642,928——642,928
Loans held for sale9,1479,147—9,147—
Restricted stock1,7491,7491,749——
Loan servicing assets3,8287,447—7,447—
Mortgage banking derivatives1,0761,076—104972
Accrued interest receivable4,3004,300——4,300
FINANCIAL LIABILITIES
Deposits$1,062,3641,061,735—1,061,735—
Short-term borrowings1,1321,132—1,132—
Long-term borrowings29,20026,150——26,150
Mortgage banking derivatives170170—170—
Accrued interest payable468468——468
December 31, 2024CarryingValueEstimatedFair ValueLevel 1Level 2Level 3
(dollars in thousands)
FINANCIAL ASSETS
Cash and cash equivalents$52,267$52,267$52,267$—$—
Securities available for sale332,986332,98629,894303,092—
Securities held to maturity26,74524,561—10,73513,826
Equity securities334334334——
Loans held for investment, net660,553629,111——629,111
Loans held for sale4,5614,561—4,561—
Restricted stock1,7091,7091,709——
Loan servicing assets3,9037,323—7,323—
Mortgage banking derivatives795795—204591
Accrued interest receivable4,3554,355——4,355
FINANCIAL LIABILITIES
Deposits$1,030,236$1,029,696$—$1,029,696$—
Short-term borrowings1,4141,414—1,414—
Long-term borrowings29,16125,725——25,725
Accrued interest payable505505——505

At June 30, 2025 the Company’s subsidiary bank had outstanding standby letters of credit and commitments to extend credit. These off-balance sheet financial instruments are generally exercisable at the market rate prevailing at the date the underlying transaction will be completed; therefore, the fair value is the fee the Bank is expected to receive. This amount is deemed immaterial by management. See Note 9 (Commitments and Contingencies) to the Company’s Notes to Consolidated Financial Statements.

Note 12– Mortgage Banking Derivatives

The Company enters into commitments to originate loans whereby the interest rate on the loan is determined prior to funding, otherwise known as Interest Rate Lock Commitments (IRLCs). IRLCs on mortgage loans that will be held for resale are considered to be derivatives and must be accounted for at fair value on the balance sheet. Accordingly, such commitments are recorded at fair value in the mortgage banking derivatives asset or liability with changes in fair value recorded in income from mortgage banking within the consolidated statement of income. Fair value is based on anticipated margins determined by market movement from the original lock date and projected pull-through rates on a loan-by-loan basis based on loan product, loan stage, and loan purpose.

During the term of the IRLC, the Company is exposed to the risk that the interest rate will change from the rate quoted to the borrower. In an effort to mitigate interest rate risk, the Company also enters into mortgage forward sales commitments on a mandatory basis for future delivery of residential mortgage loans after an interest rate lock is committed to the borrower. Mandatory commitments require that the loan must be delivered to the investor or a pair-off fee be paid. These forward commitments are recorded at fair value in the mortgage banking derivatives asset or liability, and changes in fair value are recorded to income from mortgage banking within the consolidated statement of income. The fair value of the forward commitments is based on the gain or loss that would occur if the Company were to pair-off the transaction at the measurement date.

The Company also enters into purchase and sale agreements of to-be-announced mortgage-backed securities trades (TBAs). A TBA trade is a contract to buy or sell mortgage-backed securities on a specific date while the underlying mortgages are not announced until just prior to settlement. These TBA trades provide an economic hedge against the effect of changes in interest rates resulting from IRLCs. TBAs are accounted for as derivatives when either of the following conditions exist: (i) when settlement of the TBA trade is not expected to occur at the next regular settlement date (which is typically the next month) or (ii) a mechanism exists to settle the contract on a net basis. As a result, these instruments are recorded at fair value in the mortgage banking derivatives asset or liability with changes in fair value recorded in income from mortgage banking within the consolidated statement of income. The fair value of the TBA trades is based on the gain or loss that would occur if the Company were to pair-off the trade at the measurement date.

The following table reflects the notional amount and fair value of mortgage banking derivatives included in the balance sheet at fair value as of June 30, 2025 and December 31, 2024.

Notional AmountFair Value
(dollars in thousands)
Included in mortgage banking derivative assets:
Interest rate lock commitments$33,610$972
Forward sales commitments5,474104
Included in mortgage banking derivative liabilities:
To-be-announced mortgage-backed securities trades38,500170
Included in mortgage banking derivative assets:
Interest rate lock commitments$32,352$591
Forward sales commitments2,17344
To-be-announced mortgage-backed securities trades25,500160

Note 13 – Recent Accounting Pronouncements and Other Changes

The Inflation Reduction Act of 2022 (“IRA”) created a new nondeductible 1% excise tax on repurchases of corporate stock by

certain publicly traded corporations or their specified affiliates after December 31, 2022. The tax is imposed on the fair value of the

stock of a covered corporation that is repurchased in a given year, less the fair market value of any stock issued in that year. A

“covered corporation” is any domestic corporation whose stock is traded on an established securities market, such as an OTC market.

The excise tax applies to all of the stock of a covered corporation regardless of whether the corporation has profits or losses. The IRA

contains several exceptions to the excise tax, including, but not limited to, any repurchase of stock: in which the total value of the

repurchased stock in a given year does not exceed $1,000,000; that is contributed to an employer-sponsored retirement plan or other

similar stock compensation plan; or that is taxed as a dividend. The impact of the IRA on our consolidated financial statements is

dependent on the extent of stock repurchases.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which enhances income tax disclosure requirements. Under the new guidance, entities must disclose additional information in specified categories for federal, state and foreign income taxes with respect to the reconciliation of the effective tax rate to the statutory rate (rate reconciliation). Greater detail is also required about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold. Additionally, the amendments require that entities must disaggregate income taxes paid, net of refunds received, for federal, state and foreign taxes and further disaggregate for specific jurisdictions to the extent the related amounts exceed a quantitative threshold. The quantitative threshold is equal to 5% or more of the amount determined by multiplying pretax income (loss) from continuing operations by the applicable statutory rate. Public business entities must apply the guidance to annual periods beginning after December 15, 2024. ASU 2023-09 is effective for the Company on January 1, 2025, though early adoption is permitted. Entities may apply the amendments prospectively or may elect retrospective application. The Company does not expect the adoption of the ASU to have a material impact on the Company's financial statements.

In November 2024, the FASB issued ASU 2024-03 “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” requiring public business entities to disclose, in the notes to financial statements, specified information about certain costs and expenses at each interim and annual reporting period. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted, and the amendments should be applied prospectively. The Company is currently evaluating the impact of this ASU but does not expect it to have a material effect on its consolidated financial statements.

On July 4, 2025, President Trump signed into law the legislation formally titled “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” and commonly referred to as the One Big Beautiful Bill (“the Act”). The Company is currently evaluating income tax implications of the Act. The Company does not expect the Act to have a material impact on the Company's financial statements.

From time to time the FASB issues exposure drafts of proposed statements of financial accounting standards. Such exposure drafts are subject to comment from the public, to revisions by the FASB and to final issuance by the FASB as statements of financial accounting standards. Management considers the effect of the proposed statements on the consolidated financial statements of the Company and monitors the status of changes to and proposed effective dates of exposure drafts.

Note 14 - Segment Reporting

The chief operating decision maker (“CODM”) of the Company is a group of individuals, also referred to as the Executive Management Team, consisting of the Chief Executive Officer, Chief Financial Officer, Chief Operations Officer and Chief Risk Officer. The Executive Management Team is responsible for allocating resources and assessing the performance of the Company.

Segments are defined as components of an enterprise for which discrete financial information is available and evaluated regularly by the CODM. The Executive Management Team has identified three operating segments within the Company, each with a manager that reports directly to the CODM. The Company’s business operating segments are determined based on the nature of the products or services provided and reflect the manner in which financial information is currently evaluated by the Executive Management Team. The three operating segments of the Company are as follows:

Banking Operations - This segment provides financial products and services to consumer and commercial customers in the form of deposit products, loan products and cash management services through branches, online banking, mobile banking and telephone banking. This segment is also responsible for the management of the investment portfolio. Significant components of noninterest income for this segment are service charges on deposits and interchange fees on card transactions. Significant noninterest expense is salaries and employee benefits.

Mortgage Banking - This segment reflects Uwharrie Bank Mortgage, a division of the Bank that specializes in originating and

servicing one-to-four family residential mortgage loans which are primarily sold on the secondary market. Loans sold to Fannie Mae or Freddie Mac are sold with servicing rights retained. Significant noninterest income for this segment is gain or loss on the sale of loans. Significant noninterest expense is salaries and employee benefits.

Wealth Management - This segment reflects investment advisory, broker-dealer and insurance services of UIA, TSAC and BOS

Agency, respectively. Significant noninterest income for this segment is service fees and commissions. Significant noninterest expense is salaries and employee benefits.

While the CODM monitors each segment’s pre-tax, pre-provision profit or loss, the primary measure for allocating resources to the operating segments during the annual budgeting process is Net Income. This measure is also used to assess the performance of each segment, with a focus on net interest income, noninterest income, and noninterest expense. The CODM conducts monthly income review meetings, where budget-to-actual variances for Net Income and pre-tax, pre-provision profit or loss and its components are analyzed. The Company provides a broad range of financial services as described above and aims to provide one place for its customers to satisfy all of their financial services needs. As such, many customers are shared under the “Uwharrie” umbrella as are certain costs to conduct business. Management regularly reviews the different revenue streams, but is aware that shared resources and costs of key corporate functions may not be fully allocated among the operating segments. The Executive Management Team believes it is appropriate to aggregate thethree operating segments intoone reportable segment. A review of quantitative thresholds was performed, and the CODM has determined that the Company’s operations are not considered to constitute more than one reportable segment. Non-segment operations are classified as Other below and include assets and activity of the parent holding company. Management will continue to evaluate the operating segments for separate reporting as facts and circumstances change.

Banking, Mortgage and Wealth ManagementOtherConsolidated
(dollars in thousands)
Interest income$14,331$5$14,336
Interest expense4,2703354,605
Net interest income10,061(330)9,731
Noninterest income3,023613,084
Noninterest expense8,8341468,980
Pre-tax, pre-provision income4,250(415)3,835
Provision for (recovery of) credit losses254—254
Provision for income taxes841(84)757
Net income (loss)$3,155$(331)$2,824
Interest income$28,128$10$28,138
Interest expense8,6256789,303
Net interest income19,503(668)18,835
Noninterest income5,393725,465
Noninterest expense16,63127716,908
Pre-tax, pre-provision income8,265(873)7,392
Provision for (recovery of) credit losses535—535
Provision for income taxes1,656(176)1,480
Net income (loss)$6,074$(697)$5,377
Total assets as of June 30, 2025$1,166,175$3,579$1,169,754
Interest income$13,316$5$13,321
Interest expense4,1583474,505
Net interest income9,158(342)8,816
Noninterest income2,21882,226
Noninterest expense7,6991337,832
Pre-tax, pre-provision income3,677(467)3,210
Provision for (recovery of) credit losses431—431
Provision for income taxes660(94)566
Net income (loss)$2,586$(373)$2,213
Interest income$25,969$10$25,979
Interest expense7,9346918,625
Net interest income18,035(681)17,354
Noninterest income4,468874,555
Noninterest expense15,45326115,714
Pre-tax, pre-provision income7,050(855)6,195
Provision for (recovery of) credit losses401—401
Provision for income taxes1,369(171)1,198
Net income (loss)$5,280$(684)$4,596
Total assets as of December 31, 2024$1,123,764$5,044$1,128,808
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