Avidia Bancorp, Inc.
For the period ended Jun 30, 2025. Filed Aug 14, 2025.
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Jun 30, 2025 · Filed Aug 14, 2025
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Notes to Consolidated Financial Statements (unaudited)
Notes to Consolidated Financial Statements
(Unaudited)
NOTE 1. NATURE OF OPERATIONS AND CONVERSION PLAN
Avidia Bancorp, Inc. (the “Company,” “we” or “us”) was incorporated on February 28, 2025, to serve as the bank holding company for Avidia Bank upon the consummation of the conversion of Assabet Valley Bancorp, the mutual holding company and sole stockholder of Avidia Bank, from the mutual form of organization to the stock form of organization. As of June 30, 2025, the conversion had not yet been completed and the Company had no assets or liabilities and had not conducted any business activities other than organizational activities. Accordingly, the unaudited consolidated financial statements, and related notes, and other financial information included in this report relate to Assabet Valley Bancorp.
Plan of Conversion and Change in Corporate Form - On March 11, 2025, Assabet Valley Bancorp and Avidia Bank adopted a Plan of Conversion (the “Plan”) pursuant to which Assabet Valley Bancorp will convert from the mutual to stock form of organization and Avidia Bank will become the wholly-owned subsidiary of a new stock holding company incorporated under Maryland law and known as Avidia Bancorp, Inc. (the “Holding Company"). Pursuant to the Plan:
(i)
Assabet Valley Bancorp will establish a Massachusetts stock corporation as a first-tier subsidiary and Assabet Valley Bancorp will merge with and into the Massachusetts stock corporation, with the Massachusetts stock corporation as the surviving entity;
(ii)
Immediately thereafter the Massachusetts stock corporation will merge with and into the Holding Company, with the Holding Company as the surviving entity and Avidia Bank becoming a wholly owned subsidiary of the Holding Company; and
(iii)
The Holding Company will offer and sell shares of its common stock to depositors of Avidia Bank and other persons in the manner set forth in the Plan pursuant to a prospectus contained in a registration statement declared effective by the U.S. Securities and Exchange Commission.
Avidia Bank will adopt an employee stock ownership plan which will subscribe for 8% of the sum of the number of shares of common stock sold in the stock offering and contributed to a charitable foundation that will be established and funded in connection with the conversion.
At the time of conversion, the Holding Company and Avidia Bank will establish liquidation accounts in an amount equal to Assabet Valley Bancorp’s total equity as reflected in the latest consolidated balance sheets contained in the final offering prospectus for the conversion. The liquidation accounts will be maintained for the benefit of eligible account holders (as defined in the Plan) and supplemental eligible account holders (as defined in the Plan) (collectively, “eligible depositors”) who continue to maintain their deposit accounts in Avidia Bank after the conversion. In the event of a complete liquidation of either (i) Avidia Bank or (ii) Avidia Bank and the Holding Company (and only in such events), eligible depositors who continue to maintain their deposit accounts will be entitled to receive a distribution from the liquidation account before any distribution may be made with respect to the common stock of the Holding Company or Avidia Bank.
Neither the Holding Company nor Avidia Bank may declare or pay a cash dividend if the effect thereof would cause its equity to be reduced below either the amount required for the liquidation account or the regulatory capital requirements imposed by its respective bank regulators.
The transactions contemplated by the Plan are subject to approval by the corporators of Assabet Valley Bancorp, the Massachusetts Division of Banks and the Board of Governors of the Federal Reserve System. The corporators of Assabet Valley Bancorp approved the Plan at a special meeting of corporators held on April 28, 2025. The conversion and stock offering was completed on July 31, 2025, and eligible conversion and offering costs were deducted from the stock offering proceeds. As of June 30, 2025, the Company had incurred $2.2 million in costs related to the conversion and stock offering.
NOTE 2. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Assabet Valley Bancorp have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations.
The interim consolidated financial statements include the accounts of Assabet Valley Bancorp (the “Company”), a mutual holding company, and its wholly owned subsidiary, Avidia Bank (the “Bank”), and its subsidiaries, Hudson Security Corporation, Eli Whitney Securities Corporation and 42 Main Street Corporation. The Bank is a state-chartered savings bank that provides depository and loan products to individual and corporate customers primarily in the central Massachusetts region. Hudson Security Corporation and Eli Whitney Securities Corporation engage in the investment of securities. 42 Main Street Corporation was established to hold, manage, and sell the Bank’s foreclosed real estate property. All significant intercompany balances and transactions have been eliminated in consolidation.
Management has evaluated subsequent events through the date these financial statements were issued. As previously disclosed, Avidia Bancorp, Inc. was incorporated on February 28, 2025, to serve as the bank holding company for Avidia Bank upon the consummation of the conversion of Assabet Valley Bancorp, the mutual holding company and sole stockholder of Avidia Bank, from the mutual form of organization to the stock form of organization. The conversion was completed on July 31, 2025. Besides the conversion, there were no other subsequent events that require recognition and/or disclosure in the consolidated financial statements.
In the opinion of management, the accompanying interim consolidated financial statements of Assabet Valley Bancorp include all normal and recurring adjustments necessary for a fair presentation. Such adjustments are the only adjustments included in such financial statements. The results for any interim period are not necessarily indicative of results for the full year. These consolidated financial statements and notes hereto should be read in conjunction with the audited consolidated financial statements, and related notes, of Assabet Valley Bancorp as of and for each of the years ended December 31, 2024 and 2023, contained in the Company’s definitive prospectus dated May 13, 2025, as filed with the Securities and Exchange Commission on May 21, 2025.
The significant accounting policies used in preparation of the Company's consolidated financial statements are disclosed in its 2024 Audited Consolidated Financial Statements, contained in the Company's definitive prospectus.
Use of Estimates
In preparing consolidated financial statements in conformity with U.S GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and 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 in the near term relate to the determination of the allowance for credit losses and the realizability of deferred tax assets.
Reclassification
Certain items in prior financial statements have been reclassified to conform to the current presentation.
Tax Credit Investments
The Company invests in qualified affordable housing projects through limited liability entities to obtain tax benefits and to contribute to its local community. The Company has elected to account for these investments using the proportional amortization method whereby the amortization of the investment in the limited liability entity is in proportion to the tax credits utilized each year and amortization is recognized in the consolidated statements of operations as a component of incometax expense (benefit). These investments are reported in other assets in the consolidated balance sheets in the amounts of $1.0 million and $1.2 million at June 30, 2025 and December 31, 2024, respectively.
Segment Information
The Company's reportable segment is determined by the Chief Financial Officer, who is the designated chief operating decision maker, based upon information provided about the Company's products and services offered, primarily banking operations. The segment is also distinguished by the level of information provided by the chief operating decision maker, who uses such information to review performance of various components of the business, which are then aggregated if operating performance, products/services, and customers are similar. The chief operating decision maker will evaluate the financial performance of the Company's business components such as by evaluating revenue streams, significant expenses, and budget to actual results in assessing the Company's segment and in the determination of allocating resources. The chief operating decision maker uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision maker uses consolidated net (loss) income to benchmark the Company against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessing performance and in establishing compensation. Loans, investments, and deposit product service fees provide the revenues in the banking operation. Interest expense, credit loss expense, and salaries and employee benefits, as reported on the consolidated statements of operations, provide the significant expenses in the banking operation. All operations are domestic.
Accounting policies for segments are the same as those described herein. Segment performance is evaluated using consolidated net income. The measure of segment assets is reported on the consolidated balance sheets as total consolidated assets. Noncash items, such as depreciation and amortization, as well as expenditures for premises and equipment, are reported on the consolidated statements of cash flows.
Sale of Direct Merchant Portfolio
During the second quarter of 2025, the Company sold the Direct Merchant Processing Book, which had gross sales volume of approximately $17.0 million for the quarter ended June 30, 2025.
NOTE 3. RECENT ACCOUNTING DEVELOPMENTS
In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. The ASU provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information, such as requiring the disclosure of specific categories in the rate reconciliation and the disaggregation of income tax expense and income taxes paid by federal, state, and foreign taxes. The ASU is effective for annual periods beginning after December 15, 2024. The Company does not believe the ASU will have a material impact on the Company’s consolidated financial statements.
In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU will require public companies to disclose, in the notes to financial statements, specified information about certain costs and expenses at each interim and annual reporting period. The amendments in this ASU are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company does not expect this ASU to have a material impact on the consolidated financial statements.
NOTE 4. INVESTMENT SECURITIES
The following tables summarize the amortized cost and fair value of securities available for sale and held to maturity, with gross unrealized gains and losses at the dates indicated:
| (In thousands) | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | Fair Value |
|---|---|---|---|---|
| Securities Available for Sale | ||||
| U.S. Government and government-sponsored enterprise obligations | $96,814 | $119 | $(6,162) | $90,771 |
| Municipal securities | 8,784 | — | (685) | 8,099 |
| Residential mortgage-backed securities(1) | 179,606 | 756 | (14,244) | 166,118 |
| Other | 1,500 | — | (239) | 1,261 |
| Total securities available for sale | $286,704 | $875 | $(21,330) | $266,249 |
| Securities Held to Maturity | ||||
| Corporate bonds | $500 | $— | $(43) | $457 |
| Subordinated debt securities | 16,247 | — | (728) | 15,519 |
| Total securities held to maturity | $16,747 | $— | $(771) | $15,976 |
| (In thousands) | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | Fair Value |
|---|---|---|---|---|
| Securities Available for Sale | ||||
| U.S. Government and government-sponsored enterprise obligations | $122,673 | $36 | $(9,720) | $112,989 |
| Municipal securities | 8,823 | — | (684) | 8,139 |
| Residential mortgage-backed securities(1) | 160,152 | 100 | (17,104) | 143,148 |
| Other | 2,001 | — | (344) | 1,657 |
| Total securities available for sale | $293,649 | $136 | $(27,852) | $265,933 |
| Securities Held to Maturity | ||||
| Corporate bonds | $500 | $— | $(35) | $465 |
| Subordinated debt securities | 16,247 | — | (82) | 16,165 |
| Total securities held to maturity | $16,747 | $— | $(117) | $16,630 |
(1)
Residential mortgage-backed securities are issued by government-sponsored enterprises or federal agencies.
Management determined there was no ACL required for securities available for sale and securities held to maturity as of June 30, 2025 and December 31, 2024.
The amortized cost and fair value of debt securities by contractual maturity at June 30, 2025 follows. Expected maturities will differ from contractual maturities because the issuers have, in certain instances, the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately.
| Available for Sale · Held to Maturity | ||||||
|---|---|---|---|---|---|---|
| (In thousands) · AmortizedCost · FairValue · AmortizedCost · FairValue | ||||||
| Within 1 year | $5,104 | $5,095 | $— | - | $— | |
| After 1 year through 5 years | 72,684 | 69,180 | 1,000 | 999 | ||
| After 5 years through 10 years | 19,729 | 17,457 | 15,247 | 14,519 | ||
| Over 10 years | 8,081 | 7,138 | 500 | 458 | ||
| Total securities with defined maturities | 105,598 | 98,870 | 16,747 | 15,976 | ||
| Other | 1,500 | 1,261 | — | — | ||
| Residential mortgage-backed securities | 179,606 | 166,118 | — | — | ||
| Total | $286,704 | $266,249 | $16,747 | $15,976 | ||
Investment securities with a carrying value of $79.4 million and $86.3 million were pledged as collateral at June 30, 2025 and December 31, 2024, respectively, for borrowings available through the Federal Reserve Bank of Boston discount window (see Note 8). Investment securities with a carrying value of $186.6 millionand $196.5 million were pledged as collateral at June 30, 2025 and December 31, 2024, respectively, for borrowings available with the Federal Home Loan Bank (see Note 8).
During the three and six months ended June 30, 2025, proceeds from sales of securities available for sale amounted to $400 thousand and $8.3 million, respectively. During thethree and six months ended June 30, 2024, proceeds from sales of securities available for sale amounted to $19.2 million. During thethree months ended June 30, 2025, there were gross losses of $78 thousand andno gross gains. During thesix months ended June 30, 2025, there were gross losses of $619 thousand andno gross gains. During thethree and six months ended June 30, 2024, there were gross losses of $1.4 million and gross gains of $4 thousand.
The following table summarizes securities in an unrealized loss position for which an ACL has not been recorded. Information pertaining to securities with gross unrealized losses at June 30, 2025 and December 31, 2024 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:
| Less Than Twelve Months | Twelve Months or Greater | Total | ||||
|---|---|---|---|---|---|---|
| (In thousands) | GrossUnrealizedLosses | Fair Value | GrossUnrealizedLosses | Fair Value | GrossUnrealizedLosses | Fair Value |
| Securities Available for Sale | ||||||
| U.S. Government and government-sponsored enterprise obligations | $1 | $2,496 | $6,161 | $70,650 | $6,162 | $73,146 |
| Municipal securities | — | — | 685 | 8,099 | 685 | 8,099 |
| Residential mortgage-backed securities | 99 | 12,235 | 14,145 | 84,340 | 14,244 | 96,575 |
| Other | — | — | 239 | 1,261 | 239 | 1,261 |
| Total securities available for sale | $100 | $14,731 | $21,230 | $164,350 | $21,330 | $179,081 |
| Less Than Twelve Months | Twelve Months or Greater | Total | ||||
|---|---|---|---|---|---|---|
| (In thousands) | GrossUnrealizedLosses | Fair Value | GrossUnrealizedLosses | Fair Value | GrossUnrealizedLosses | Fair Value |
| Securities Available for Sale | ||||||
| U.S. Government and government-sponsored enterprise obligations | $43 | $20,440 | $9,677 | $80,057 | $9,720 | $100,497 |
| Municipal securities | 28 | 1,005 | 656 | 7,134 | 684 | 8,139 |
| Residential mortgage-backed securities | 260 | 44,007 | 16,844 | 78,044 | 17,104 | 122,051 |
| Other | — | — | 344 | 1,657 | 344 | 1,657 |
| Total securities available for sale | $331 | $65,452 | $27,521 | $166,892 | $27,852 | $232,344 |
The unrealized losses on the Company’s available for sale residential mortgage-backed securities (residential MBS) and debt securities have not been recognized into income because management does not intend to sell, and it is not more-likely-than-not it will be required to sell any of the available for sale securities before recovery of its amortized cost basis. Furthermore, the unrealized losses were due to changes in market interest rates and other market conditions, were not reflective of credit events, and the issuers continue to make timely principal and interest payments on the residential MBS and debt security instruments. Agency-backed and government-sponsored enterprise securities have a long history with no credit losses, including during times of severe stress. The principal and interest payments on agency guaranteed debt and residential MBS are backed by the U.S. government. Government-sponsored enterprises similarly guarantee principal and interest payments and carry an implicit guarantee from the U.S. Department of the Treasury. Additionally, government-sponsored enterprise securities are exceptionally liquid, readily marketable, and provide a substantial amount of price transparency and price parity, indicating a perception of zero credit risk. The Company’s unrealized losses from municipal bonds were due to changes in the market interest rate environment and not reflective of credit events. The issuers of these bonds are all Massachusetts based and have no history of credit losses. The contractual terms of these investments do not permit the issuers to settle the security at a price less than the par value of the investments. The Company does not believe it is probable that it will be unable to collect all amounts due according to the contractual terms of the municipal bonds.
Held to maturity corporate bond and subordinated debt holdings are comprised of high credit quality financial institutions. High credit quality corporate bonds and subordinated debt obligations have a history of zero to near-zero credit loss. Corporate bonds are primarily comprised of well capitalized and strong performing financial institutions. Accordingly, the Company determined that the expected credit loss on its held to maturity portfolio was immaterial, and therefore, an allowance was not carried on its held to maturity debt securities at June 30, 2025 and December 31, 2024.
NOTE 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES
During the first quarter of 2025, the Company's loan portfolio segments were updated to more closely align with regulatory call report classifications. This change resulted in a $295 thousand expense to credit loss expense for the quarter ended March 31, 2025.
The following tables show the impact of the segment updates to the loan portfolio and the allowance for credit losses ("ACL"):
| (In thousands) | December 31, 2024 Portfolio Balance(As Reported) | Updated Segment | January 1, 2025 Portfolio Balance(Updated Segments) |
|---|---|---|---|
| Business manager | $1,939 | ||
| Dental commercial & industrial | 190,519 | ||
| Other business | 203,570 | ||
| Solar | 76,888 | ||
| Vehicle financing | 27,004 | ||
| 499,920 | Commercial & industrial | $499,920 | |
| Condominium associations | 494,875 | Condominium associations | 494,875 |
| Construction & land | 49,028 | Construction & land | 49,028 |
| Commercial real estate | 484,106 | Commercial real estate | 484,106 |
| Commercial real estate multi-family | 83,905 | Commercial real estate multi-family | 83,905 |
| PPP loans | 264 | PPP loans | 264 |
| Home equity | 66,326 | Home equity and second mortgages | 66,326 |
| Residential | 511,495 | One to four family residential | 511,495 |
| Overdraft and unsecured | 887 | ||
| Consumer installment | 3,715 | ||
| Passbook CD loans | 458 | ||
| 5,060 | Consumer | 5,060 | |
| Total loans | $2,194,979 | Total loans | $2,194,979 |
| (In thousands) | December 31, 2024 ACL (As Reported) | Updated Segment | January 1, 2025 ACL(Updated Segments) |
|---|---|---|---|
| Business manager | $40 | ||
| Dental commercial & industrial | 2,652 | ||
| Other business | 4,671 | ||
| Solar | 179 | ||
| Vehicle financing | 347 | ||
| 7,889 | Commercial & industrial | $7,889 | |
| Condominium associations | 2,839 | Condominium associations | 2,839 |
| Construction & land | 586 | Construction & land | 586 |
| Commercial real estate | 7,522 | Commercial real estate | 7,522 |
| Commercial real estate multi-family | 326 | Commercial real estate multi-family | 326 |
| Home equity | 189 | Home equity and second mortgages | 189 |
| Residential | 2,364 | One to four family residential | 2,364 |
| Overdraft and unsecured | 14 | ||
| Consumer installment | 12 | ||
| 26 | Consumer | 26 | |
| Total | $21,741 | Total | $21,741 |
The composition of net loans as of June 30, 2025 was as follows:
| (In thousands) | |
|---|---|
| Real estate loans | |
| Home equity and second mortgages | $74,439 |
| One to four family residential | 514,108 |
| Commercial real estate | 512,509 |
| Commercial real estate multi-family | 91,845 |
| Construction & land | 48,900 |
| Total real estate loans | 1,241,801 |
| Commercial loans | |
| Commercial & industrial | 502,434 |
| Condominium associations | 496,161 |
| PPP loans | 68 |
| Total commercial loans | 998,663 |
| Consumer loans | |
| Consumer | 4,543 |
| Total consumer loans | 4,543 |
| Total loans | 2,245,007 |
| Allowance for credit losses | (23,425) |
| Net deferred loan costs | 3,014 |
| Loans, net | $2,224,596 |
The composition of net loans as of December 31, 2024 was as follows:
| (In thousands) | ||
|---|---|---|
| Commercial loans: | ||
| Business manager | $1,939 | |
| Condominium associations | 494,875 | |
| Construction & land | 49,028 | |
| Commercial real estate | 484,106 | |
| Commercial real estate multi-family | 83,905 | |
| Dental commercial & industrial | 190,519 | |
| Other business | 203,570 | |
| PPP loans | 264 | |
| Solar | 76,888 | |
| Vehicle financing | 27,004 | |
| Total commercial loans | 1,612,098 | |
| Residential real estate: | ||
| Home equity | 66,326 | |
| Residential | 511,495 | |
| Total residential real estate | 577,821 | |
| Consumer: | ||
| Overdraft and unsecured | 887 | |
| Consumer installment | 3,715 | |
| Passbook CD loans | 458 | |
| Total consumer loans | 5,060 | |
| Total loans | 2,194,979 | |
| Allowance for credit losses | (21,741) | |
| Net deferred loan costs | 3,221 | |
| Loans, net | $2,176,459 | |
The Company manages its loan portfolio proactively to effectively identify problem credits and assess trends early, implement effective work-out strategies, and take charge-offs as promptly as practical. In addition, the Company continuously reassesses its underwriting standards in response to credit risk posed by changes in economic conditions. The Company monitors and manages credit risk through the following governance structure: The Chief Credit Officer (CCO) maintains the Credit Risk Rating System, which is comprised of 10 levels of risk, inclusive of 4 Criticized and Classified ratings that align with regulatory definitions of Special Mention, Substandard, Doubtful and Loss. The CCO or the Credit Manager reviews all recommended risk rating changes and controls the final assessment of risk rating. The Company maintains a Loan Review Policy which addresses internal and external review requirements and process, which is approved annually by the Board of Director’s Risk Committee and the Board of Directors. The CCO provides quarterly reporting and updates to the Risk Committee, including the presentation of the ACL calculation and balance.
For purposes of determining the ACL on loans, the Company disaggregates its loans into portfolio segments. Each portfolio segment possesses unique risk characteristics that are considered when determining the appropriate level of allowance. As noted above, the Company's loan portfolio segments were updated during the first quarter of 2025. As of June 30, 2025 the Company’s loan portfolio segments, as determined based on the unique risk characteristics of each, included the following:
Home Equity and Second Mortgages: The Company generally has first or second liens on the property securing the loans in this segment and repayment is dependent on the credit quality of the individual borrower.
One to Four Family Residential: Loans in this segment consist of 1-4 family residential real estate loans. The Company generally does not originate loans with a loan-to-value ratio greater than 80 percent and does not generally grant loans that would be classified as subprime upon origination. Loans in this segment are collateralized by owner-occupied residential real estate and repayment is dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment rates and housing prices, will have an effect on the credit quality in this segment.
Commercial Real Estate (CRE): Loans in this segment are primarily owner-occupied or income-producing properties. The underlying cash flows generated by the properties are adversely impacted by a downturn in the economy, which in turn, will have an effect on the credit quality in this segment.
Commercial Real Estate Multi-Family (CRE MF): Loans in this segment are primarily income-producing properties. The underlying cash flows generated by the properties are impacted by the economy and vacancy rates, which thus will have an effect on the credit quality in this segment.
Construction & Land: Loans in this segment include speculative construction loans for residential properties, construction loans for commercial properties and land loans for residential or commercial development for which payment is derived from sale of the property. Credit risk is affected by cost overruns, time to sell at an adequate price, and market conditions.
Commercial & Industrial: Loans in this segment are made to businesses and are generally secured by assets of the business such as accounts receivable, inventory, marketable securities, other liquid collateral, equipment and other business assets. Repayment is expected from the cash flows of the business. Loans in this segment also include business manager loans, which are actively followed borrowing base lines of credit, secured by accounts receivable that have been purchased from the bank’s customer with recourse. A weakened economy, and resultant decreased consumer spending, will have an effect on the credit quality in this segment.
Condominium Associations: Loans in this segment are secured by the assignment of association fees and dues paid by the individual condominium unit owners. The funds are typically used for major improvements and repairs to the structures, landscape and parking lots or garages, and are repaid over 5 to 30 years. This portfolio has experienced almost no delinquency, with no non-accruals or charge-offs since the Company has entered this niche. Credit quality would be affected if there is a significant population decline locally or regionally.
Paycheck Protection Program (PPP) Loans: Loans in this segment are unsecured business term loans 100 percent guaranteed by the Small Business Administration (SBA) under the PPP. Repayment is dependent on the credit quality of the business borrower and the SBA honoring its guaranty.
Consumer: Loans in this segment primarily consist of personal loans that are fully amortizing over a fixed term, such as auto loans, education loans, or home improvement loans. This segment also includes personal lines of credit. These loans may be secured or unsecured. The overall health of the economy, including unemployment rates and the credit quality of the individual borrower, will have an effect on the credit quality in this segment.
As of December 31, 2024, the Company’s loan portfolio segments, as determined based on the unique risk characteristics of each, included the following:
Business Manager: Loans in this segment are actively followed borrowing base lines of credit, secured by accounts receivable that have been purchased from the bank’s customer with recourse. The account creditors pay each invoice via a direct credit to our customer’s deposit account at the Company or via the US Post Office to the Company lockbox. The deposit account is not accessible by the Company's’s customer and is swept nightly to paydown the line of credit. These customers may or may not be eligible for traditional lines of credit (which are not subject to the same controls), as they may be experiencing tighter liquidity and / or equity positions due to life stage of the business. These lines are considered to have somewhat elevated risk over the Commercial and Industrial (C&I) portfolio due to (generally)90% advance rates on the collateral, and weaker financial wherewithal. Credit quality is affected by general economic conditions for manufacturing and services.
Condominium Associations: Loans in this segment are secured by the assignment of association fees and dues paid by the individual condominium unit owners. The funds are typically used for major improvements and repairs to the structures, landscape and parking lots or garages, and are repaid over 5 to 25 years. This portfolio has experienced almost no delinquency, with no non-accruals or charge-offs since the Company has entered this niche. Credit quality would be affected if there is a significant population decline locally or regionally.
Construction & Land: Loans in this segment include speculative construction loans for residential properties, construction loans for commercial properties and land loans for residential or commercial development for which payment is derived from sale of the property. Credit risk is affected by cost overruns, time to sell at an adequate price, and market conditions.
Commercial Real Estate (CRE): Loans in this segment are primarily owner-occupied or income-producing properties. The underlying cash flows generated by the properties are adversely impacted by a downturn in the economy, which in turn, will have an effect on the credit quality in this segment.
Commercial Real Estate Multi-Family (CRE MF): Loans in this segment are primarily income-producing properties. The underlying cash flows generated by the properties are impacted by the economy and vacancy rates, which thus will have an effect on the credit quality in this segment.
Dental Commercial & Industrial (Dental C&I): Loans in this segment are made to finance dental practice acquisitions, expansions, equipment purchases or to refinance existing debt. They are secured by all business assets and carry the guarantees of the owners. Credit risk is affected by declining population or a weakened economy, and resultant decreased consumer spending.
Other Business: Loans in this segment are made to businesses and are generally secured by assets of the business. Repayment is expected from the cash flows of the business. A weakened economy, and resultant decreased consumer spending, will have an effect on the credit quality in this segment.
Paycheck Protection Program (PPP) Loans: Loans in this segment are unsecured business term loans 100 percent guaranteed by the Small Business Administration (SBA) under the PPP. Repayment is dependent on the credit quality of the business borrower and the SBA honoring its guaranty.
Solar: Loans in this segment are secured by the solar generation rights and equipment of commercial solar farms and systems. The credit quality is affected by the credit quality of the borrower and environmental conditions.
Vehicle Financing: Loans in this segment are secured by the assignment of vehicles and other modes of personal transportation and carry the guarantees of the individual company owners as well as the associated dealerships. Repayment is dependent on the credit quality of the underlying borrower; the liquidation proceeds of any repossessions and the Bank customer honoring its guaranty.
Home Equity: The Company generally has first or second liens on the property securing the loans in this segment and repayment is dependent on the credit quality of the individual borrower.
Residential Real Estate: Loans in this segment consist of 1-4 family residential real estate loans. The Company generally does not originate loans with a loan-to-value ratio greater than 80 percentand does not generally grant loans that would be classified as subprime upon origination. Loans in this segment are collateralized by owner-occupied residential real estate and repayment is dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment rates and housing prices, will have an effect on the credit quality in this segment.
Consumer Overdraft and Unsecured (Cons OD and Unsec): Loans in this segment consist of personal lines of credit or single pay notes. These loans are unsecured and repayment is dependent on the credit quality of the individual borrower.
Consumer Installment: Loans in this segment consist of personal loans that are fully amortizing over a fixed term, such as auto loans, education loans, or home improvement loans. These loans may be secured or unsecured and repayment is dependent on the credit quality of the individual borrower.
Passbook CD Loans: Loans in this segment are personal loans secured by a Bank deposit (DDA or Certificate) account. Credit risk is limited to internal operational risk that results in the accidental release of collateral.
The following tables present the activity in the ACL by portfolio segment for thethree months ended June 30, 2025 and 2024:
| Balance · Credit loss · Balance | |||||
|---|---|---|---|---|---|
| March 31, · expense / · Loans · June 30, | |||||
| (In thousands) | 2025 | (reversal) | charged-off | Recoveries | 2025 |
| Real estate loans | |||||
| Home equity and second mortgages | $192 | $17 | $— | $1 | $210 |
| One to four family residential | 2,363 | 262 | — | — | 2,625 |
| Commercial real estate | 7,946 | (230) | — | 25 | 7,741 |
| Commercial real estate multi-family | 316 | 3 | — | — | 319 |
| Construction & land | 442 | 1,117 | — | — | 1,559 |
| Total real estate loans | 11,259 | 1,169 | — | 26 | 12,454 |
| Commercial loans | |||||
| Commercial & industrial | 8,164 | 376 | (18) | 38 | 8,560 |
| Condominium associations | 2,311 | (10) | — | — | 2,301 |
| PPP loans | 2 | (1) | — | — | 1 |
| Total commercial loans | 10,477 | 365 | (18) | 38 | 10,862 |
| Consumer loans | |||||
| Consumer | 112 | (7) | — | 4 | 109 |
| Credit cards | 1 | (4) | — | 3 | - |
| Total consumer loans | 113 | (11) | — | 7 | 109 |
| Total ACL on loans: | $21,849 | $1,523 | $(18) | $71 | $23,425 |
| Balance · Credit loss · Balance | |||||
|---|---|---|---|---|---|
| March 31, · expense / · Loans · June 30, | |||||
| (In thousands) | 2024 | (reversal) | charged-off | Recoveries | 2024 |
| Business manager | $32 | $4 | $— | $— | $36 |
| Condominium associations | 2,445 | 65 | — | — | 2,510 |
| Construction & land | 701 | (28) | — | 43 | 716 |
| Corporate credit card | 27 | 52 | (81) | 2 | - |
| Commercial real estate | 7,618 | 101 | — | 10 | 7,729 |
| Commercial real estate multi-family | 135 | 10 | — | — | 145 |
| Dental commercial and industrial | 2,610 | 136 | — | — | 2,746 |
| Other business | 4,329 | (278) | (42) | 11 | 4,020 |
| Solar | 197 | (16) | — | — | 181 |
| Vehicle financing | 500 | (32) | — | — | 468 |
| Home equity | 200 | (124) | — | 132 | 208 |
| Residential real estate | 2,087 | 11 | — | — | 2,098 |
| Overdraft and unsecured | 15 | — | — | — | 15 |
| Consumer credit card | 6 | (7) | (6) | 7 | — |
| Consumer installment | 4 | (24) | - | 23 | 3 |
| Total ACL on loans: | $20,906 | $(130) | $(129) | $228 | $20,875 |
The following tables present the activity in the ACL by portfolio segment for the six months ended June 30, 2025 and 2024:
| Balance · Credit loss · Balance | |||||
|---|---|---|---|---|---|
| Decmeber 31, · expense / · Loans · June 30, | |||||
| (In thousands) | 2024 | (reversal) | charged-off | Recoveries | 2025 |
| Real estate loans | |||||
| Home equity and second mortgages | $189 | $19 | $— | $2 | $210 |
| One to four family residential | 2,364 | 261 | — | — | 2,625 |
| Commercial real estate | 7,522 | 184 | — | 35 | 7,741 |
| Commercial real estate multi-family | 326 | (7) | — | — | 319 |
| Construction & land | 586 | 17,722 | (16,749) | — | 1,559 |
| Total real estate loans | 10,987 | 18,179 | (16,749) | 37 | 12,454 |
| Commercial loans | |||||
| Commercial & industrial | 7,889 | 1,080 | (462) | 53 | 8,560 |
| Condominium associations | 2,839 | (538) | — | — | 2,301 |
| PPP loans | — | 1 | — | — | 1 |
| Total commercial loans | 10,728 | 543 | (462) | 53 | 10,862 |
| Consumer loans | |||||
| Consumer | 26 | 114 | (38) | 7 | 109 |
| Credit cards | — | (8) | — | 8 | - |
| Total consumer loans | 26 | 106 | (38) | 15 | 109 |
| Total ACL on loans: | $21,741 | $18,828 | $(17,249) | $105 | $23,425 |
| Balance · Credit loss · Balance | |||||
|---|---|---|---|---|---|
| December 31, · expense / · Loans · June 30, | |||||
| (In thousands) | 2023 | (reversal) | charged-off | Recoveries | 2024 |
| Business manager | $48 | $(12) | $— | $— | $36 |
| Condominium associations | 2,467 | 43 | — | — | 2,510 |
| Construction & land | 707 | (34) | — | 43 | 716 |
| Corporate credit card | 88 | (8) | (84) | 4 | - |
| Commercial real estate | 7,504 | 215 | — | 10 | 7,729 |
| Commercial real estate multi-family | 132 | 13 | — | — | 145 |
| Dental commercial and industrial | 2,633 | 113 | — | — | 2,746 |
| Other business | 4,208 | 35 | (238) | 15 | 4,020 |
| Solar | 137 | 44 | — | — | 181 |
| Vehicle financing | 603 | (135) | — | — | 468 |
| Home equity | 193 | (119) | — | 134 | 208 |
| Residential real estate | 2,019 | 79 | — | — | 2,098 |
| Overdraft and unsecured | 15 | 1 | (1) | — | 15 |
| Consumer credit card | 22 | (23) | (10) | 11 | — |
| Consumer installment | 5 | (32) | — | 30 | 3 |
| Total ACL on loans: | $20,781 | $180 | $(333) | $247 | $20,875 |
Credit Quality Indicators
To further identify loans with similar risk profiles, the Company categorizes each portfolio segment into classes by credit risk characteristic and applies a credit quality indicator to each portfolio segment. The indicators for commercial and commercial real estate segments are represented by Grades 1 through 10 as outlined below. In general, risk ratings are adjusted periodically throughout the year as updated analysis and review warrants. This process may include, but is not limited to, annual credit and loan reviews, periodic reviews of loan performance metrics, such as delinquency rates, and quarterly reviews of adversely risk rated loans. The Company uses the following definitions when assessing grades for the purpose of evaluating the risk and adequacy of the ACL on loans:
Loans rated 1 – 5: Loans in these categories are considered “pass” rated loans with low to average risk.
Loans rated M: Loans in this category are typically smaller loans that have met the Company’s underwriting criteria and are monitored based on repayment history. Financial statements and other data may or may not be requested from the borrower.
Loans rated P: Loans in this category are considered 100 percent SBA guaranteed loans issued under the SBA's PPP.
Loans rated 6 – 7: Loans in this category are considered “marginally acceptable” and “special mention” respectively. These loans are starting to show signs of potential weakness and are being closely monitored by management.
Loans rated 8: Loans in this category are considered “substandard.” Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.
Loans rated 9: Loans in this category are considered “doubtful.” Loans classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable. All loans rated 9 are individually evaluated.
Loans rated 10: Loans in this category are considered uncollectible and of such little value that their continuance as a loan asset is not warranted.
On an annual basis, or more often if needed, the Company formally reviews the ratings on substantially all commercial real estate, construction, and commercial loans. Annually, the Company engages an independent third-party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process. Loans considered transactional in nature, such as residential and consumer are reviewed on an exception basis with emphasis placed on debt repayment performance. Factored accounts receivable included in commercial loans are not risk rated unless determined to be impaired.
The Company periodically reassesses asset quality indicators to appropriately reflect the risk composition of the Company’s loan portfolio. Home equity and consumer loans are not individually risk rated, but rather analyzed as groups taking into account delinquency rates and other economic conditions that may affect the ability of borrowers to meet debt service requirements, including interest rates and energy costs. Performing loans include loans that are current and loans that are past due less than 90 days. Loans that are past due 90 days or more and nonaccrual loans are considered nonperforming.
The risk ratings within the loan portfolio and current period charge-offs for thesix months ended June 30, 2025, by loan segment and origination year were as follows:
| Term Loans Amortized Cost Basis by Origination Year | ||||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | Prior | RevolvingLoans | Total |
| Home equity and second mortgages: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $84 | $990 | $1,479 | $882 | $157 | $1,635 | $69,212 | $74,439 |
| Total | $84 | $990 | $1,479 | $882 | $157 | $1,635 | $69,212 | $74,439 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| One to four family residential: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $29,893 | $42,784 | $73,600 | $136,743 | $88,638 | $142,450 | $— | $514,108 |
| Total | $29,893 | $42,784 | $73,600 | $136,743 | $88,638 | $142,450 | $— | $514,108 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Commercial real estate: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $57,990 | $45,124 | $24,389 | $103,235 | $89,066 | $187,757 | $— | $507,561 |
| Special Mention (6-7) | — | — | — | — | — | 4,283 | — | 4,283 |
| Substandard (8) | — | — | — | 255 | 410 | — | — | 665 |
| Total | $57,990 | $45,124 | $24,389 | $103,490 | $89,476 | $192,040 | $— | $512,509 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Commercial real estate multi-family: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $13,050 | $7,885 | $8,537 | $19,262 | $16,386 | $26,725 | $— | $91,845 |
| Total | $13,050 | $7,885 | $8,537 | $19,262 | $16,386 | $26,725 | $— | $91,845 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Construction & land: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $2,911 | $8,521 | $1,651 | $14,255 | $— | $287 | $4,852 | $32,477 |
| Special Mention (6-7) | — | — | — | 7,493 | — | — | — | 7,493 |
| Substandard (8) | — | — | 8,930 | — | — | — | — | 8,930 |
| Total | $2,911 | $8,521 | $10,581 | $21,748 | $— | $287 | $4,852 | $48,900 |
| Current period gross charge-off | $— | $— | $16,749 | $— | $— | $— | $— | $16,749 |
| Commercial & Industrial: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $54,159 | $53,940 | $41,897 | $50,320 | $50,824 | $131,574 | $93,016 | $475,730 |
| Special Mention (6-7) | — | — | — | 1,085 | 6,043 | 2,625 | 8,350 | 18,103 |
| Substandard (8) | — | 579 | 1,338 | — | — | 3,430 | 685 | 6,032 |
| Doubtful (9) | — | — | 14 | 294 | — | 1,102 | — | 1,410 |
| Loss (10) | — | 693 | 97 | — | — | 319 | 50 | 1,159 |
| Total | $54,159 | $55,212 | $43,346 | $51,699 | $56,867 | $139,050 | $102,101 | $502,434 |
| Current period gross charge-off | $— | $— | $— | $162 | $11 | $289 | $— | $462 |
| Condominiumn associations: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $2,873 | $9,953 | $45,193 | $231,490 | $87,922 | $118,730 | $— | $496,161 |
| Total | $2,873 | $9,953 | $45,193 | $231,490 | $87,922 | $118,730 | $— | $496,161 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| PPP Loans | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $— | $— | $— | $— | $64 | $4 | $— | $68 |
| Total | $— | $— | $— | $— | $64 | $4 | $— | $68 |
| Current period gross charge-off | $— | $— | $— | $— | $— | $— | $— | $— |
| Consumer: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $610 | $715 | $1,133 | $578 | $110 | $1,306 | $91 | $4,543 |
| Total | $610 | $715 | $1,133 | $578 | $110 | $1,306 | $91 | $4,543 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $38 | $— | $38 |
The risk ratings within the loan portfolio and current period charge-offs for the year ended December 31, 2024, by loan segment and origination year were as follows:
| Term Loans Amortized Cost Basis by Origination Year | ||||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | RevolvingLoans | Total |
| Business manager: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $— | $— | $— | $— | $— | $— | $1,939 | $1,939 |
| Total | $— | $— | $— | $— | $— | $— | $1,939 | $1,939 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Condominium associations: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $9,700 | $38,452 | $228,814 | $90,387 | $68,371 | $55,148 | $— | $490,872 |
| Special Mention (6-7) | — | — | 4,003 | — | — | — | — | 4,003 |
| Total | $9,700 | $38,452 | $232,817 | $90,387 | $68,371 | $55,148 | $— | $494,875 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Construction & land: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $8,076 | $28,220 | $10,688 | $1,200 | $— | $293 | $551 | $49,028 |
| Total | $8,076 | $28,220 | $10,688 | $1,200 | $— | $293 | $551 | $49,028 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Corporate credit card: | ||||||||
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $84 | $84 |
| Commercial real estate: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $46,807 | $24,770 | $103,710 | $89,739 | $71,710 | $112,596 | $— | $449,332 |
| Special Mention (6-7) | — | — | 3,706 | 1,318 | — | 27,230 | — | 32,254 |
| Substandard (8) | — | — | 262 | 425 | — | 1,833 | — | 2,520 |
| Total | $46,807 | $24,770 | $107,678 | $91,482 | $71,710 | $141,659 | $— | $484,106 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Commercial real estate multi-family: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $7,452 | $8,633 | $20,192 | $16,966 | $11,664 | $17,056 | $— | $81,963 |
| Special Mention (6-7) | — | — | — | 794 | 1,039 | 109 | — | 1,942 |
| Total | $7,452 | $8,633 | $20,192 | $17,760 | $12,703 | $17,165 | $— | $83,905 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Dental commercial & industrial: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $19,783 | $22,320 | $28,021 | $29,864 | $23,008 | $52,484 | $5,138 | $180,618 |
| Special Mention (6-7) | — | — | 1,139 | 6,301 | 598 | 495 | 599 | 9,132 |
| Substandard (8) | — | — | — | — | — | 320 | 100 | 420 |
| Doubtful (9) | — | — | 57 | 12 | — | 280 | — | 349 |
| Total | $19,783 | $22,320 | $29,217 | $36,177 | $23,606 | $53,579 | $5,837 | $190,519 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Other business: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $40,560 | $11,008 | $24,977 | $12,309 | $8,997 | $26,564 | $63,185 | $187,600 |
| Special Mention (6-7) | — | 39 | — | 74 | 1,548 | 2,945 | 4,996 | 9,602 |
| Substandard (8) | 579 | 1,338 | 106 | 33 | — | 3,428 | 679 | 6,163 |
| Doubtful (9) | — | — | 41 | — | — | 164 | — | 205 |
| Total | $41,139 | $12,385 | $25,124 | $12,416 | $10,545 | $33,101 | $68,860 | $203,570 |
| Current period gross charge-offs | $— | $101 | $29 | $89 | $— | $971 | $61 | $1,251 |
| Solar: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $— | $11,590 | $9,078 | $10,637 | $18,837 | $14,233 | $12,513 | $76,888 |
| Total | $— | $11,590 | $9,078 | $10,637 | $18,837 | $14,233 | $12,513 | $76,888 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Term Loans Amortized Cost Basis by Origination Year | ||||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | RevolvingLoans | Total |
| Vehicle financing: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $— | $— | $— | $— | $— | $— | $19,097 | $19,097 |
| Special Mention (6-7) | — | — | — | — | — | — | 7,280 | 7,280 |
| Doubtful (9) | — | — | — | — | — | 628 | — | 628 |
| Total | $— | $— | $— | $— | $— | $628 | $26,376 | $27,004 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $225 | $225 |
| Home equity: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $1,006 | $1,517 | $903 | $194 | $130 | $638 | $61,238 | $65,626 |
| Substandard (8) | — | — | — | — | — | — | 700 | 700 |
| Total | $1,006 | $1,517 | $903 | $194 | $130 | $638 | $61,938 | $66,326 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Residential: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $45,751 | $79,415 | $142,220 | $91,405 | $60,457 | $91,856 | $— | $511,104 |
| Substandard (8) | 6 | — | — | — | — | 385 | — | 391 |
| Total | $45,757 | $79,415 | $142,220 | $91,405 | $60,457 | $92,241 | $— | $511,495 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Overdraft and unsecured: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $173 | $248 | $100 | $41 | $5 | $224 | $96 | $887 |
| Total | $173 | $248 | $100 | $41 | $5 | $224 | $96 | $887 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $2 | $2 |
| Consumer credit card: | ||||||||
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $10 | $10 |
| Consumer installment: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $629 | $1,106 | $666 | $129 | $4 | $1,181 | $— | $3,715 |
| Total | $629 | $1,106 | $666 | $129 | $4 | $1,181 | $— | $3,715 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| Passbook CD loans: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $211 | $154 | $32 | $— | $— | $61 | $— | $458 |
| Total | $211 | $154 | $32 | $— | $— | $61 | $— | $458 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
| PPP loans: | ||||||||
| Risk Rating | ||||||||
| Pass (Rated 1-5, M, P) | $— | $— | $— | $110 | $154 | $— | $— | $264 |
| Total | $— | $— | $— | $110 | $154 | $— | $— | $264 |
| Current period gross charge-offs | $— | $— | $— | $— | $— | $— | $— | $— |
Commercial loans include factored accounts receivable in the recorded amount of $2.9 million and $1.9 million at June 30, 2025 and December 31, 2024, respectively, which is gross of cash reserves. At June 30, 2025 and December 31, 2024, cash reserves established from purchase price adjustments in total were $490 thousand and $206 thousand, respectively. The aging status of these loans and underlying receivables is not presented in the delinquency and nonaccrual disclosure tables. The financing agreements permit the Company to create and maintain from the purchase price of funded receivables a cash reserve in an operating deposit account controlled by the Company. The amount of the cash reserve is determined based on the risk profile of the borrower and the aging of outstanding funded accounts receivable. The Company may require borrowers to repurchase any funded accounts receivable that remains unpaid following 120 days after its invoice date.
At June 30, 2025 and December 31, 2024, funded accounts receivable unpaid 120 days or more in total were$580 thousand and $367 thousand, respectively. There wereno impairments at June 30, 2025 and December 31, 2024.
The following table presents the amortized cost basis of loans on nonaccrual status as of the dates presented. There wereno loans past due 90 days or more and still accruing as of June 30, 2025, or December 31, 2024.
| (In thousands) | Nonaccrualwith No ACL | TotalNonaccrual |
|---|---|---|
| One to four family residential | $255 | $255 |
| Construction & land | 1,052 | 8,930 |
| Commercial & industrial | 595 | 2,111 |
| Total | $1,902 | $11,296 |
| (In thousands) | Nonaccrualwith NoACL | TotalNonaccrual |
|---|---|---|
| Dental commercial & industrial | $— | $670 |
| Home equity | 700 | 700 |
| Other business | 313 | 1,349 |
| Residential | 650 | 650 |
| Vehicle financing | 628 | 628 |
| Total | $2,291 | $3,997 |
The Company didnot recognize any interest income on nonaccrual loans during thethree and six months ended June 30, 2025 and 2024.
The following is an aging analysis of past due loans (including non-accrual) as of the balance sheet dates, by portfolio segment:
| (In thousands) | Loans Receivable (Amortized Cost) | Current | 30-89 DaysPast Due | 90 Days orMore Past Due | TotalPast Due |
|---|---|---|---|---|---|
| Home equity and second mortgages | $74,439 | $73,808 | $631 | $— | $631 |
| One to four family residential | 514,108 | 513,886 | 117 | 105 | 222 |
| Commercial real estate | 512,509 | 511,748 | 761 | — | 761 |
| Commercial real estate multi-family | 91,845 | 91,845 | — | — | — |
| Construction & land | 48,900 | 39,970 | — | 8,930 | 8,930 |
| Commercial & industrial | 502,434 | 500,048 | 715 | 1,671 | 2,386 |
| Condominium associations | 496,161 | 496,161 | — | — | — |
| PPP loans | 68 | 68 | — | — | — |
| Consumer | 4,543 | 4,539 | 4 | — | 4 |
| Total Loans | $2,245,007 | $2,232,073 | $2,228 | $10,706 | $12,934 |
| (In thousands) | Loans Receivable (Amortized Cost) | Current | 30-89 Days Past Due | 90 Days orMore PastDue | Total PastDue |
|---|---|---|---|---|---|
| Business manager | $1,939 | $1,939 | $— | $— | $— |
| Condominium associations | 494,875 | 494,875 | — | — | — |
| Contruction & land | 49,028 | 47,522 | 1,506 | — | 1,506 |
| Commercial real estate | 484,106 | 483,477 | 629 | — | 629 |
| Commercial real estate multi-family | 83,905 | 83,905 | — | — | — |
| Dental commercial & industrial | 190,519 | 189,986 | 533 | — | 533 |
| Other business | 203,570 | 202,011 | 251 | 1,308 | 1,559 |
| PPP loans | 264 | 264 | — | — | — |
| Solar | 76,888 | 76,812 | 76 | — | 76 |
| Vehicle financing | 27,004 | 27,004 | — | — | — |
| Home equity | 66,326 | 65,231 | 395 | 700 | 1,095 |
| Residential | 511,495 | 509,695 | 1,381 | 419 | 1,800 |
| Overdraft and unsecured | 887 | 887 | — | — | — |
| Consumer installment | 3,715 | 3,715 | — | — | — |
| Passbook CD loans | 458 | 420 | 38 | — | 38 |
| Total | 2,194,979 | 2,187,743 | $4,809 | $2,427 | $7,236 |
For all loan segments, loans over 30 day contractually past due are considered delinquent.
The following table presents the amortized cost basis of collateral-dependent loans by collateral type as of the balance sheet date:
| (In thousands) | Real Estate | All BusinessAssets | Cash | Accounts Receivable | Total |
|---|---|---|---|---|---|
| One to four family residential | $379 | $— | $— | $— | $379 |
| Commercial real estate | — | 351 | — | — | 351 |
| Construction & land | 8,930 | — | — | — | 8,930 |
| Commercial & industrial | 2,193 | 932 | 266 | 418 | 3,809 |
| Total | $11,502 | $1,283 | $266 | $418 | $13,469 |
| (In thousands) | Real Estate | All BusinessAssets | Total |
|---|---|---|---|
| Construction & land | $1,506 | $— | $1,506 |
| Commercial real estate | 165 | 355 | 520 |
| Commercial real estate multi-family | 109 | — | 109 |
| Dental commercial & industrial | — | 769 | 769 |
| Other business | 497 | 921 | 1,418 |
| Vehicle financing | — | 628 | 628 |
| Home equity | 783 | — | 783 |
| Residential | 804 | — | 804 |
| Total | $3,864 | $2,673 | $6,537 |
Collateral-dependent loans are loans for which the repayment is expected to be provided substantially by the underlying collateral and there are no other available and reliable sources of repayment.
Modified Loans
Occasionally, the Company modifies loans to borrowers in financial distress by providing principal forgiveness, term extension, an other-than-insignificant payment delay or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL.
In some cases, the Company provides 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. For the loans included in the "combination" columns below, multiple types of modifications have been made on the same loan within the current reporting period.
The following tables present the amortized cost basis of loans on June 30, 2025 and June 30, 2024, that were both experiencing financial difficulty and modified during the three and six months ended June 30, 2025 and 2024, respectively, by class and by type of modification. Only segments displayed in the table below have modified loans; there were no other loans experiencing financial difficulty and modified. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
| (In thousands) | Principal Re-Advance | Combination Payment Delay and Term Extension | Percent of Loan Segment |
|---|---|---|---|
| Commercial & industrial | $3,344 | $19 | 0.67% |
| Total | $3,344 | $19 | 0.15% |
| (In thousands) | PaymentDelay | Percent of Loan Segment |
|---|---|---|
| Other business | $194 | 0.10% |
| Total | $194 | 0.01% |
| (In thousands) | Payment Delay | Principal Re-Advance | Combination Payment Delay and Term Extension | Percent of Loan Segment |
|---|---|---|---|---|
| Commercial real estate | $1,904 | $— | $— | 0.37% |
| Commercial & industrial | 354 | 3,344 | 19 | 0.74% |
| Total | $2,258 | $3,344 | $19 | 0.25% |
| (In thousands) | PaymentDelay | Percent of Loan Segment |
|---|---|---|
| Other business | $1,026 | 0.54% |
| Residential | 113 | 0.02% |
| Total | $1,139 | 0.05% |
The Company doesnot have any additional commitments to the borrowers included in the previous tables.
The following tables present the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for thethree and six months ended June 30, 2025. For the three and six months ended June 30, 2025 and three and six months ended June 30, 2024, modifications related to payment delays had minimal financial effect.
| (In thousands) | Weighted-AverageTermExtension (months) |
|---|---|
| Commercial & industrial | 39 |
| (In thousands) | Weighted-AverageTermExtension (months) |
|---|---|
| Commercial & industrial | 39 |
The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to evaluate the effectiveness of its modification efforts. The following tables present the performance of such loans that have been modified in the last 12 months as of June 30, 2025 and 2024.
| (In thousands) | 30 - 59Days PastDue | 60 - 89Days PastDue | 90 Days or More Past Due | Total PastDue |
|---|---|---|---|---|
| One to four family residential | $— | $— | $2 | $2 |
| Total | $— | $— | $2 | $2 |
| (In thousands) | 30 - 59Days PastDue | 60 - 89Days PastDue | 90 Days or More Past Due | Total PastDue |
|---|---|---|---|---|
| Other business | $— | $— | $620 | $620 |
| Residential | — | — | 3 | 3 |
| Total | $— | $— | $623 | $623 |
The following tables present the amortized cost basis of loans that had a payment default during the three and six months ended June 30, 2025 and 2024, and were modified in the 12 months prior to that default to borrowers experiencing financial difficulty.
| (In thousands) | PaymentDelay | Total |
|---|---|---|
| One to four family residential | $— | $— |
| Total: | $— | $— |
| (In thousands) | PaymentDelay | Total |
|---|---|---|
| Residential | $3 | $3 |
| Total: | $3 | $3 |
| (In thousands) | PaymentDelay | Total |
|---|---|---|
| One to four family residential | $2 | $2 |
| Total: | $2 | $2 |
| (In thousands) | PaymentDelay | Total |
|---|---|---|
| Other business | $620 | $620 |
| Residential | 3 | 3 |
| Total: | $623 | $623 |
Upon the Company’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL is adjusted by the same amount.
At June 30, 2025, residential real estate loans in process of foreclosure totaled $117 thousand. At December 31, 2024, there wereno residential real estate loans in process of foreclosure.
The Company has transferred a portion of its originated commercial mortgage loans to participating lenders. The amounts transferred have been accounted for as sales and are therefore not included in the Company’s accompanying consolidated balance sheets. The Company and participating lenders share ratably in any gains or losses that may result from a borrower’s lack of compliance with contractual terms of the loan. The Company continues to service the loans on behalf of the participating lenders and, as such, collects cash payments from the borrowers, remits payments (net of servicing fees) to participating lenders and disburses required escrow funds to relevant parties. At June 30, 2025 and December 31, 2024, the Company was servicing commercial and commercial mortgage loans for participants aggregating $133.5 million and $137.6 million, respectively.
Residential real estate mortgage loans serviced for others are not included in the accompanying consolidated balance sheets. The unpaid principal balances of these loans serviced for others were$277.5 million and $289.8 million at June 30, 2025 and December 31, 2024, respectively. Servicing fee income was $206 thousand and $422 thousand for thethree and six months ended June 30, 2025, respectively. Servicing fee income was $211 thousand and $427 thousand for thethree and six months ended June 30, 2024, respectively. Certain of these loans were sold with recourse provisions. At June 30, 2025, the related maximum contingent recourse liability was $1.2 million, which is not recorded in the consolidated financial statements.
The Company records mortgage servicing rights (“MSRs”) on residential real estate loans sold and serviced for others. The risks inherent in MSRs relate primarily to changes in prepayments that result from shifts in mortgage interest rates. The Company accounts for MSRs at fair value. The Company obtains valuations from independent third parties to determine the fair value of servicing rights. Key assumptions and inputs used in the estimation of fair value include prepayment speeds, discount rates, default rates, cost to service, and contractual servicing fees. At June 30, 2025, the following weighted average assumptions were used in the calculation of fair value of MSRs: prepayment speed 6.67%, discount rate 10.0% to 14.0%, and default rate 0.15%.
The following summarizes changes to MSRs:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| (In thousands) | 2025 | 2024 | 2025 | 2024 |
| Beginning balance | $3,289 | $3,409 | $3,488 | $3,327 |
| (Payoffs) additions | (96) | (8) | (152) | 1 |
| Changes in fair value | 60 | 82 | (83) | 155 |
| Ending balance | $3,253 | $3,483 | $3,253 | $3,483 |
NOTE 6. DERIVATIVES
The Company is party to International Swap and Derivative Association (ISDA) interest rate swap contracts to manage its exposure to interest rate changes. The Company may execute “back-to-back” swap agreements with select commercial banking customers who are eligible and desire to manage their interest rate exposure. Policy also allows the Company to execute macro level swap agreements.
Derivatives Not Designated As Hedges: The Company enters into interest rate swap agreements executed with commercial banking customers to facilitate customer risk management strategies. In addition to the swap agreement with the borrower, the Company enters into a second “back-to-back” swap agreement with a third party; the general terms of this swap mirror those of the first swap agreement. In entering into this transaction, the Company has offset its interest rate risk exposure to the swap agreement with the borrower. All interest rate swaps are valued at observable market prices for similar instruments or observable market interest rates.
Cash Flow Hedges: The Company is party to interest rate swaps to manage its exposure to interest rate changes. Interest rate swaps with notional amounts totaling $135.0 million and $160.0 millionas of June 30, 2025 and December 31, 2024, respectively, were designated as cash flow hedges and were determined to be effective during all periods presented. The Company expects the hedges to remain effective during the remaining terms of the swaps. Fair value of the contracts are reported on consolidated balance sheets as an asset or liability, with an offset to accumulated other comprehensive income (AOCI), net of income tax impacts, and with changes reflected in other comprehensive income.
The Company presents derivative positions gross on the consolidated balance sheets. The following table reflects the derivatives recorded on the consolidated balance sheets as of June 30, 2025 and December 31, 2024:
| June 30, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| (In thousands) · NotionalAmount · Fair Value · NotionalAmount · Fair Value | ||||||
| Included in other assets: | ||||||
| Derivatives designated as hedging instruments: | ||||||
| Interest rate swaps related to FHLB advances and agency securities | $135,000 | $(299) | $160,000 | $175 | ||
| Derivatives not designated as hedging instruments: | ||||||
| Interest rate swaps related to customer loans | 105,319 | 6,309 | 88,154 | 7,492 | ||
| Total included in other assets | $6,010 | $7,667 | ||||
| Included in other liabilities: | ||||||
| Derivatives not designated as hedging instruments: | ||||||
| Interest rate swaps related to customer loans | $105,319 | $6,309 | $88,154 | $7,492 | ||
| Total included in other liabilities | $6,309 | $7,492 | ||||
NOTE 7. DEPOSITS
A summary of deposit balances, by type is as follows:
| (In thousands) | June 30, 2025 | December 31, 2024 |
|---|---|---|
| NOW and demand | $1,423,409 | $1,038,635 |
| Money market | 269,275 | 250,878 |
| Regular and other savings | 408,492 | 383,139 |
| Total non-certificate accounts | 2,101,176 | 1,672,652 |
| Term certificate accounts of $250,000 and greater | 161,937 | 201,817 |
| Term certificate accounts less than $250,000 | 176,495 | 188,743 |
| Term certificate accounts | 338,432 | 390,560 |
| Total deposits | $2,439,608 | $2,063,212 |
As of June 30, 2025, the aggregate amount of deposits, excluding subsidiary deposits, that meet or exceed the FDIC insurance limit of $250 thousand was$811.6 million.
Scheduled maturities and weighted average rates of timed deposits for the next five years were as follows:
| June 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (Dollars in thousands) | Amount | WeightedAverageRate | Amount | WeightedAverageRate |
| Within 1 year | $282,821 | 3.88% | $338,449 | 4.49% |
| Over 1 year to 2 years | 27,215 | 3.52 | 21,095 | 3.70 |
| Over 2 years to 3 years | 23,347 | 3.99 | 25,726 | 3.99 |
| Over 3 years to 4 years | 1,782 | 3.72 | 2,532 | 3.60 |
| Over 4 years to 5 years | 3,267 | 3.11 | 2,758 | 3.37 |
| Total | $338,432 | 3.85% | $390,560 | 4.40% |
All deposits are fully insured due to the additional insurance provided to Massachusetts member banks, such as, Avidia Bank, under the Depositor's Insurance Fund, a private industry-sponsored insurance fund in Massachusetts that insures all deposits at the Company above FDIC limits.
NOTE 8. FEDERAL HOME LOAN BANK ADVANCES AND OTHER BORROWINGS
FHLB of Boston advances consist of the following:
| June 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Maturity | Amount | Weighted Average Rate | Amount | Weighted Average Rate |
| (Dollars in thousands) | ||||
| Within 1 year | $150,000 | 4.53% | $165,000 | 4.53% |
| Over 1 year to 2 years | 90,000 | 4.45 | 140,000 | 4.53 |
| Over 2 years to 3 years | 20,000 | 4.15 | 20,000 | 4.15 |
| Total FHLB advances | $260,000 | 4.48% | $325,000 | 4.50% |
The Bank also has an available $500 thousand line-of-credit with the FHLB at an interest rate that adjusts daily. There wereno advances outstanding under this line-of-credit at June 30, 2025 and December 31, 2024. Borrowings under the line are limited to 2% of the Bank’s total assets. All borrowings from the FHLB are secured by a blanket lien on the Company’s residential real estate loans and certain commercial real estate loans in accordance with the FHLB’s policy requirements for qualified collateral.
The Bank also has$18.0 millionin available lines-of-credit with correspondent banks. There wereno advances outstanding under these lines-of-credit at June 30, 2025 and December 31, 2024.
The Bank has agreements with the Federal Reserve Bank of Boston for borrowings at the discount window and through the borrower-in-custody program. The terms of these agreements call for the pledging of assets as security for all obligations of the Bank under these agreements (See Note 4). At June 30, 2025 and December 31, 2024, there wereno borrowings outstanding under either agreement.
NOTE 9. SUBORDINATED DEBT
On May 17, 2022, the Company issued$28.0 million of subordinated debt to institutional investors. The subordinated debt is unsecured and subordinated on liquidation as to principal and interest to all claims against the Company that have the same or higher priority as deposit accounts. The subordinated debt is included in capital of the Bank. At the Company, the subordinated debt is classified as a liability but included in Tier 2 capital for regulatory capital. The Company used the subordinated debt to infuse capital into the Bank in the form of common equity to support capital levels and further growth and for general corporate purposes.
The subordinated debt is payable in full by June 2032; earlier prepayment is permitted after five years. Interest is paid semi-annually at a fixed rate of 4.50% until June 1, 2027 and thereafter the interest rate resets quarterly to an interest rate per annum equal to the then current three-month SOFR (provided, however, that in the event three-month SOFR is less than zero, three-month SOFR shall be deemed to be zero) plus 167 basis points. For the three and six months ended June 30, 2025 and 2024, contractual interest expense on the subordinated debt amounted to $315 thousand and $630 thousand, respectively. For thethree and six months ended June 30, 2025, amortization of debt issuance costs was $23 thousand and $59 thousand, respectively. For thethree and six months ended June 30, 2024, amortization of debt issuance costs was $26 thousand and $63 thousand, respectively. The recorded balance of this debt, net of debt issuance costs, was $27.7 million at June 30, 2025 and December 31, 2024.
NOTE 10. OTHER COMMITMENTS AND CONTINGENCIES
Leases
The Company has leases pertaining to bank premises and vehicles with remaining lease terms of 4 to 15 years, some of which include renewal or termination options to extend the lease. Most of the Company’s leases are classified as operating leases. Lease expense for the operating leases is recognized on a straight-line basis over the lease term. Right-of-use ("ROU") assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.
The following table represents the classification of the Company’s ROU assets and lease liabilities on the consolidated balance sheets:
| (In thousands) · June 30, 2025 · December 31, 2024 | |||
|---|---|---|---|
| Lease right-of-use assets: | |||
| Operating leases | Premises and equipment, net | $5,386 | $6,074 |
| Finance leases | Premises and equipment, net | 455 | — |
| Total lease right-of-use assets | $5,841 | $6,074 | |
| Lease liabilities: | |||
| Operating leases | Accrued expenses and other liabilities | $5,492 | $6,119 |
| Finance leases | Accrued expenses and other liabilities | 416 | — |
| Total lease liabilities | $5,908 | $6,119 | |
The Company uses its incremental borrowing rate at lease commencement to calculate the present value of lease payments when the rate implicit in a lease is not known. The Company’s incremental borrowing rate is based on the FHLB amortizing advance rate, adjusted for the lease term and other factors. The following table presents the weighted average remaining lease term and the weighted average discount rate:
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Weighted-average remaining lease term (in years) | ||
| Operating leases | 10.36 | 10.66 |
| Finance leases | 8.00 | - |
| Weighted-average discount rate | ||
| Operating leases liabilities | 6.48% | 6.33% |
| Finance lease liabilities | 4.00% | 0.00% |
The following table presents the components of lease expense for operating leases:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| (In thousands) | 2025 | 2024 | 2025 | 2024 |
| Operating lease expense: | ||||
| Operating lease cost | $199 | $204 | $401 | $407 |
| Variable lease cost | 6 | 3 | 13 | 6 |
| Total lease cost, net | $205 | $207 | $414 | $413 |
The following table presents the components of lease expense for finance leases:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| (In thousands) | 2025 | 2024 | 2025 | 2024 |
| Finance lease expense: | ||||
| Amortization of right-of-use asset | $5 | $— | $10 | $— |
| Interest on lease liabilities | 4 | — | 8 | — |
| Total lease cost, net | $9 | $— | $18 | $— |
Supplemental cash flow information related to leases was as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| (In thousands) | 2025 | 2024 | 2025 | 2024 |
| Cash paid for amounts included in the measurement of lease liabilities: | ||||
| Operating cash flows from operating leases | $184 | $213 | $371 | $395 |
| Operating cash flows from finance leases | 9 | — | 18 | — |
| Financing cash flows from finance leases | 4 | — | 8 | — |
Future undiscounted lease payments for operating leases with initial terms of one year or more as of June 30, 2025 are as follows:
| (In thousands) | Operating Leases | Finance Leases |
|---|---|---|
| 2025 | $370 | $27 |
| 2026 | 752 | 55 |
| 2027 | 765 | 57 |
| 2028 | 778 | 59 |
| 2029 | 765 | 60 |
| Thereafter | 4,036 | 231 |
| Total undiscounted lease payments | $7,466 | $489 |
| Less: imputed interest | 1,974 | 73 |
| Net lease liabilities | $5,492 | $416 |
Employment Agreements
The Company has entered into employment agreements with certain executives. The agreements generally provide for specified minimum levels of annual compensation and benefits for a certain period of time. In addition, the agreements provide for specified lump sum payments and the continuation of benefits upon certain events of termination, as defined in the agreements.
Litigation
The Company is involved in various legal proceedings arising in the normal course of business, none of which is believed by management to have merit. Based on the advice of legal counsel, management believes that these matters are not material to the consolidated financial condition or results of operations of the Company.
Financial Instruments with Off-Balance-Sheet Risk
The Company is a 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. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the accompanying consolidated balance sheets.
The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.
Off-balance-sheet financial instruments whose contract amounts represent credit risk include the following:
| (In thousands) | June 30, 2025 | December 31, 2024 |
|---|---|---|
| Unadvanced lines of credit | $301,468 | $314,578 |
| Unadvanced construction loans | 40,109 | 32,613 |
| Residential mortgage loan commitments | 3,179 | 8,090 |
| Commercial and mortgage loan commitments | 77,225 | 50,845 |
| Standby letters of credit | 4,906 | 4,542 |
| Total | $426,887 | $410,668 |
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. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since some of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained upon extension of the credit is based on management’s credit evaluation of the customer.
Collateral held varies but may include residential real estate, inventory, property, plant and equipment, and income-producing commercial real estate.
Letters-of-credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Substantially all letters-of-credit have expiration dates within one year. The credit risk involved in issuing letters-of-credit is essentially the same as that involved in extending loan facilities to customers. The Company fully collateralized those commitments for which collateral is deemed necessary.
NOTE 11. MINIMUM REGULATORY CAPITAL REQUIREMENTS
The Company is subject to various regulatory capital requirements administered by the federal 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 consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of their 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. Prompt corrective action provisions are not applicable to bank holding companies.
The regulations require minimum ratios of total capital, common equity Tier 1 capital and Tier 1 capital to risk-weighted assets and a minimum leverage ratio for all banking organizations as set forth in the following table. Additionally, community banking institutions must maintain a capital conservation buffer of common equity Tier 1 capital in an amount greater than 2.5%of total risk-weighted assets to avoid being subject to limitations on capital distributions and discretionary bonuses. The capital conservation buffer and certain deductions from and adjustments to regulatory capital and risk-weighted assets were phased in over several years. The required minimum conservation buffer was 2.5% on June 30, 2025 and December 31, 2024. The Company’s capital conservation buffer was 3.1% and 4.2% at June 30, 2025 and December 31, 2024, respectively.
As of June 30, 2025 and December 31, 2024, the most recent notification from the FDIC categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To remain categorized as well capitalized, the Bank must maintain minimum Total Risk-Based Capital, Common Equity Tier 1 Risk-based, Tier 1 Risk-based, and Tier 1 Leverage Ratios as set forth in the following table. There are no conditions or events since the notification that management believes have changed the Bank’s category.
The Company’s and the Bank’s actual capital amounts and ratios as of June 30, 2025 and December 31, 2024 are presented in the following tables:
| Actual | Minimum CapitalRequirement | Minimum To BeWell CapitalizedUnder PromptCorrective ActionProvisions | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Ratio | Amount | Ratio | Amount | Ratio |
| Company | ||||||
| Total Risk-Based Capital: | $247,639 | 11.6% | $217,221 | 8.0% | N/A | N/A |
| Common Equity Tier 1 Risk-Based Capital | 195,619 | 9.1% | 122,187 | 4.5% | N/A | N/A |
| Tier 1 Risk-Based Capital: | 195,619 | 9.1% | 162,916 | 6.0% | N/A | N/A |
| Tier 1 Leverage Capital: | 195,619 | 7.2% | 108,610 | 4.0% | N/A | N/A |
| Bank | ||||||
| Total Risk-Based Capital: | $242,696 | 11.4% | $170,190 | 8.0% | $212,737 | 10.0% |
| Common Equity Tier 1 Risk-Based Capital | 218,414 | 10.3% | 95,732 | 4.5% | 138,279 | 6.5% |
| Tier 1 Risk-Based Capital: | 218,414 | 10.3% | 127,642 | 6.0% | 170,190 | 8.0% |
| Tier 1 Leverage Capital: | 218,414 | 8.0% | 85,095 | 4.0% | 106,369 | 5.0% |
| Actual | Minimum CapitalRequirement | Minimum To BeWell CapitalizedUnder PromptCorrective ActionProvisions | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Ratio | Amount | Ratio | Amount | Ratio |
| Company | ||||||
| Total Risk-Based Capital: | $253,074 | 12.2% | $165,460 | 8.0% | N/A | N/A |
| Common Equity Tier 1 Risk-Based Capital | 203,333 | 9.8% | 93,071 | 4.5% | N/A | N/A |
| Tier 1 Risk-Based Capital: | 231,333 | 9.8% | 124,095 | 6.0% | N/A | N/A |
| Tier 1 Leverage Capital: | 231,333 | 8.7% | 106,298 | 4.0% | N/A | N/A |
| Bank | ||||||
| Total Risk-Based Capital: | $248,301 | 11.9% | $167,391 | 8.0% | $209,238 | 10.0% |
| Common Equity Tier 1 Risk-Based Capital | 225,561 | 10.8% | 94,157 | 4.5% | 136,005 | 6.5% |
| Tier 1 Risk-Based Capital: | 225,561 | 10.8% | 125,543 | 6.0% | 167,391 | 8.0% |
| Tier 1 Leverage Capital: | 225,561 | 8.4% | 108,052 | 4.0% | 135,064 | 5.0% |
The Bank may not declare or pay a dividend if the total of all dividends declared during the calendar year, including the proposed dividend, exceeds the sum of the Bank’s net income during the current calendar year and the retained net income of the prior two calendar years, unless the dividend has been approved by the FDIC and the Massachusetts Division of Banks.
NOTE 12. ACCUMULATED OTHER COMPREHENSIVE (LOSS)
Components of accumulated other comprehensive (loss) are as follows:
| (In thousands) | June 30,2025 | December 31,2024 |
|---|---|---|
| Net unrealized loss on securities available for sale | $(20,455) | $(27,716) |
| Tax effect | 4,541 | 6,147 |
| Net (loss) gain on swaps | (299) | 175 |
| Tax effect | 84 | (49) |
| Accumulated other comprehensive loss | $(16,129) | $(21,443) |
NOTE 13. EMPLOYEE BENEFIT PLANS
Director and Executive Retirement Plans
The Company has adopted retirement benefit plans for the benefit of all members of the Board of Trustees of the Company and certain senior executives. Benefits are being accrued over the directors’ and executives’ required service periods. At June 30, 2025 and December 31, 2024, the Company has accrued$8.3 million and $7.6 million, respectively, related to these plans. For thethree and six months ended June 30, 2025, expenses related to these plans amounted to$258 thousand and $810 thousand, respectively. For the three and six months ended June 30, 2024, expenses related to these plans amounted to$52 thousand and $113 thousand, respectively.
NOTE 14. FAIR VALUE MEASUREMENTS
The Company determines the fair value of its instruments based on the requirements established in the Accounting Standards Codification Topic 820: Fair Value Measurements (“ASC 820”), which provides a framework for measuring fair value under U.S. GAAP and requires an entity to maximize the use of observable inputs when measuring fair value. ASC 820 defines fair value as the exit price, the price that would be received for an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date under current market conditions. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument.
ASC 820 establishes a hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company groups assets and liabilities which are recorded at fair value in three levels, based on the markets in which the assets and liabilities are traded, and the reliability of the assumptions used to determine fair value. The fair value hierarchy is as follows:
| Level 1 – | Quoted prices (unadjusted) in active markets for identical assets or liabilities. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities. |
|---|---|
| Level 2 – | Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liability. An adjustment to a Level 2 input that is significant to the fair value measurement in its entirety might render the measurement into a Level 3 measurement, depending on the level in the fair value hierarchy within which the inputs used to determine the adjustment fall. |
| Level 3 – | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the asset or liability. Level 3 assets or liabilities include financial instruments whose value is determined using unobservable inputs to pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. |
The following methods and assumptions are used by the Company in estimating its fair value measurements:
Securities – Securities represent securities available for sale. Fair value measurements are obtained from a third-party pricing service and are not adjusted by management. The securities measured at fair value in Level 2 are based on pricing models that consider standard observable input factors such as benchmark yields, interest rate volatilities, broker/dealer quotes, credit spreads and new issue data for debt securities.
MSRs – The Company accounts for MSRs at fair value using the amortized method. The Company obtains loan level valuations from independent third parties to determine the fair value of servicing rights. The Company classifies MSRs as recurring Level 2.
Interest rate swaps – The fair value of derivative arrangements is estimated by the Company using a third- party derivative valuation expert who relies on Level 2 inputs, namely interest cash flow models to determine a fair value by calculating a settlement termination value with the counterparty.
Individually analyzed loans - Certain individually analyzed loans were adjusted to the fair value, less costs to sell, of the underlying collateral securing these loans resulting in losses. The loss is not recorded directly as an adjustment to current earnings, but rather as a component in determining the ACL. Fair value was measured using appraised values of collateral and adjusted as necessary by management based on unobservable Level 3 inputs for specific properties. The ACL calculated for the collateral-based individually analyzed loans outstanding at June 30, 2025 and December 31, 2024 was $3.3 million and $1.1 million, respectively.
Loans held for sale – Loans held for sale are carried at the lower of cost or fair value, which is evaluated on a pool-level basis. The fair value of loans held for sale is determined using quoted prices for similar assets, adjusted for specific attributes of that loan or other observable market data. Management has estimated fair values of loans held for sale using Level 2 inputs.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Assets and liabilities measured at fair value on a recurring basis are summarized below:
| (In thousands) | Level 1 | Level 2 | Level 3 | Total FairValue |
|---|---|---|---|---|
| Assets | ||||
| Securities | ||||
| Debt securities | $— | $266,249 | $— | $266,249 |
| MSRs | — | 3,253 | — | 3,253 |
| Interest rate swaps | — | 6,010 | — | 6,010 |
| Total assets | $— | $275,512 | $— | $275,512 |
| Liabilities | ||||
| Interest rate swaps | $— | $6,309 | $— | $6,309 |
| Total liabilities | $— | $6,309 | $— | $6,309 |
| (In thousands) | Level 1 | Level 2 | Level 3 | Total FairValue |
|---|---|---|---|---|
| Assets | ||||
| Securities | ||||
| Debt securities | $— | $265,933 | $— | $265,933 |
| MSRs | — | 3,488 | — | 3,488 |
| Interest rate swaps | — | 7,667 | — | 7,667 |
| Total assets | $— | $277,088 | $— | $277,088 |
| Liabilities | ||||
| Interest rate swaps | $— | $7,492 | $— | $7,492 |
| Total liabilities | $— | $7,492 | $— | $7,492 |
Assets Measured at Fair Value on a Non-recurring Basis
The Company may also be required, from time to time, to measure certain other assets at fair value on a nonrecurring basis in accordance with U.S. GAAP. These adjustments to fair value usually result from application of lower-of-cost-or-market accounting or write-downs of individual assets. There areno liabilities measured at fair value on a non-recurring basis at June 30, 2025 or December 31, 2024.
The following table summarizes the fair value hierarchy used to determine each adjustment and the carrying value of the related individual assets:
| (In thousands) | Level 1 | Level 2 | Level 3 | Total FairValue |
|---|---|---|---|---|
| Assets | ||||
| Individually analyzed loans | $— | $— | $7,635 | $7,635 |
| Loans held for sale | — | — | — | — |
| Total | $— | $— | $7,635 | $7,635 |
| (In thousands) | Level 1 | Level 2 | Level 3 | Total FairValue |
|---|---|---|---|---|
| Assets | ||||
| Individually analyzed loans | $— | $— | $375 | $375 |
| Loans held for sale | — | 850 | — | 850 |
| Total | $— | $850 | $375 | $1,225 |
There were no transfers between levels during the six months ended June 30, 2025.
Fair Value of Financial Instruments
FASB ASC Topic 825, “Financial Instruments”, requires disclosures of fair value information about financial instruments, whether or not recognized in the balance sheet, if the fair values can be reasonably determined. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques using observable inputs when available. Those techniques are significantly affected but the assumptions used, including discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. Topic 825 excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.
The carrying amounts and estimated fair values of the Company’s consolidated financial instruments as of the balance sheet dates were as follows:
| (In thousands) | CarryingAmount | FairValue | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|---|
| Financial assets: | |||||
| Cash and due from banks | $308,586 | $308,586 | $308,586 | $— | $— |
| Securities available for sale | 266,249 | 266,249 | — | 266,249 | — |
| Securities held to maturity | 16,747 | 15,976 | — | 15,976 | — |
| Federal Home Loan Bank stock | 12,083 | 12,083 | — | 12,083 | — |
| Loans, net | 2,224,596 | 2,038,573 | — | — | 2,038,573 |
| Accrued interest receivable | 8,922 | 8,922 | — | 8,922 | — |
| Bank-owned life insurance | 36,093 | 36,093 | — | 36,093 | — |
| MSRs | 3,253 | 3,253 | — | 3,253 | — |
| Financial liabilities: | |||||
| Deposits, other than certificates of deposit | 2,101,176 | 2,101,176 | — | 2,101,176 | — |
| Certificates of deposit | 338,432 | 337,299 | — | 337,299 | — |
| Federal Home Loan Bank advances | 260,000 | 260,983 | — | 260,983 | — |
| Subordinated debt | 27,738 | 28,001 | — | 28,001 | — |
| Accrued interest payable | 1,288 | 1,288 | — | 1,288 | — |
| (In thousands) | CarryingAmount | FairValue | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|---|
| Financial assets: | |||||
| Cash and due from banks | $62,444 | $62,444 | $62,444 | $— | $— |
| Securities available for sale | 265,933 | 265,933 | — | 265,933 | — |
| Securities held to maturity | 16,747 | 16,630 | — | 16,630 | — |
| Federal Home Loan Bank stock | 14,729 | 14,729 | — | 14,729 | — |
| Loans, net | 2,176,459 | 2,002,458 | — | — | 2,002,458 |
| Loans held for sale | 850 | 850 | — | 850 | — |
| Accrued interest receivable | 8,897 | 8,897 | — | 8,897 | — |
| Bank-owned life insurance | 35,526 | 35,526 | — | 35,526 | — |
| MSRs | 3,488 | 3,488 | — | 3,488 | — |
| Financial liabilities: | |||||
| Deposits, other than certificates of deposit | 1,672,652 | 1,672,652 | — | 1,672,652 | — |
| Certificates of deposit | 390,560 | 389,633 | — | 389,633 | — |
| Federal Home Loan Bank advances | 325,000 | 325,527 | — | 325,527 | — |
| Subordinated debt | 27,679 | 30,797 | — | 30,797 | — |
| Accrued interest payable | 1,697 | 1,697 | — | 1,697 | — |
The following methods and assumptions were used to estimate the fair value of financial instruments:
Cash and cash equivalents – The carrying amount of these items is a reasonable estimate of their fair value. Cash and cash equivalents are reported in the Level 1 fair value category.
Securities available for sale and held to maturity – Securities are primarily priced using model pricing based on the securities’ relationship to other benchmark quoted prices as provided by an independent third-party and are considered a Level 2 input method.
Federal Home Loan Bank Stock – The fair value is based upon the par value of the stock that equates to its carry value and are reported in the Level 2 fair value category.
Loans – Fair value for these instruments is calculated using FASB’s exit pricing guidelines and are considered Level 3.
Accrued interest receivable – The carrying amount approximates fair value for these instruments and are reported in the Level 2 category.
Bank-owned life insurance (BOLI) – BOLI is carried at net cash surrender value of the policies which approximates fair value since that is the approximate liquidation value of these assets. BOLI is reported in the Level 2 fair value category.
Deposits – The fair value of deposits with no stated maturity date, such as noninterest-bearing demand deposits, savings, NOW, and money market accounts, is based on the carrying value. The fair value of certificates of deposit is based upon the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar maturities. Deposits are reported in the Level 2 fair value category
Federal Home Loan Bank advances – Fair value is estimated based on discounted cash flows using current market rates for borrowings with similar terms and are considered Level 2.
Subordinated debt - Fair value is estimated based on discounted cash flows using current market rates for borrowings with similar terms and are considered Level 2.
Accrued interest payable – The carrying amount approximates fair value for these instruments and are reported in the Level 2 category.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.