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| PART I | | |
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| Item 1. | Business | 4 |
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| Item 1A. | Risk Factors | 31 |
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| Item 1B. | Unresolved Staff Comments | 44 |
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| Item 1C. | Cybersecurity | 44 |
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| Item 2. | Properties | 45 |
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| Item 3. | Legal Proceedings | 46 |
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| Item 4. | Mine Safety Disclosures | 46 |
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| PART II | | |
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| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 47 |
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| Item 6. | [Reserved] | 47 |
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| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 48 |
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| Item 7A. | Quantitative and Qualitative Disclosures about Market Risk | 61 |
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| Item 8. | Financial Statements and Supplementary Data | 63 |
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| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 108 |
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| Item 9A. | Controls and Procedures | 108 |
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| Item 9B. | Other Information | 108 |
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| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 108 |
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| PART III | | |
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| Item 10. | Directors, Executive Officers and Corporate Governance | 109 |
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| Item 11. | Executive Compensation | 109 |
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| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 110 |
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| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 110 |
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| Item 14. | Principal Accountant Fees and Services | 110 |
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| PART IV | | |
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| Item 15. | Exhibits and Financial Statement Schedules | 111 |
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| | | |
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| Signatures | | 112 |
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References in this document to “Riverview” refer to Riverview Bancorp, Inc. and references to the “Bank” refer to Riverview Bank. References to “we,” “our,” “us,” or the “Company” refer to Riverview and its consolidated subsidiaries, including the Bank, unless the context indicates otherwise.
Forward-Looking Statements
“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995 (“PSLRA”): When used in this Form 10-K, the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook,” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the PSLRA. Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions, future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed or implied by our forward-looking statements, including, but not limited to:
| ● | Adverse economic conditions in our local markets or other markets where we have lending relationships. |
| ● | Changes in employment levels, labor shortages, persistent inflation, recessionary pressures, or slowing economic growth. |
| ● | Changes in interest rate levels and volatility, and the timing and pace of such changes, including actions by the Board of Governors of the Federal Reserve System (“Federal Reserve”). |
| ● | The impact of inflation and related monetary and fiscal policy responses. |
| ● | Effect of a federal government shutdown, debt ceiling standoff, or other fiscal uncertainty. |
| ● | Bank failures or adverse developments at other banks, and any governmental or societal responses. |
| ● | Credit risks of lending activities, including loan delinquencies, write-offs, changes in our allowance for credit losses and provision for credit losses. |
| ● | Changes in the general interest rates, short and long-term interest rate differentials, deposit interest rates, our net interest margin and funding sources. |
| ● | Fluctuations in loan demand, unsold homes, land and property values and secondary market conditions for loans. |
| ● | The ability to adapt to rapid technological changes, including advancements related to artificial intelligence, (“AI”), digital banking platforms, and cybersecurity. |
| ● | Risks associated with the use of AI in credit underwriting, customer service, and operations, including model error, algorithmic bias, regulatory scrutiny under fair lending laws, and reliance on third-party AI providers. |
| ● | Results of examinations by regulatory authorities and potential requirements to increase credit loss allowances, write-down assets, reclassify assets, change our regulatory or capital position or affect our liquidity and earnings. |
| ● | Legislative or regulatory changes, including but not limited to changes in capital requirements, banking regulation, tax laws, or consumer protection laws. |
| ● | Our ability to attract and retain deposits and manage operating costs and expenses. |
| ● | Use of estimates in determining the fair value of assets, which may prove incorrect. |
| ● | Staffing fluctuations in response to product demand or corporate strategy implementation. |
| ● | Vulnerabilities in information systems or third-party service providers, including disruptions, breaches or attacks. |
| ● | Retention of key senior management members. |
| ● | Costs and effects of litigation. |
| ● | Expectations regarding key growth initiatives and strategic priorities. |
| ● | Future goodwill impairment. |
| ● | Increased competitive pressures among financial services companies, including repricing and competitors’ pricing initiatives, and their impact on our market position, loan and deposit products; |
| ● | Changes in consumer spending, borrowing and savings habits. |
| ● | Resource availability to address changes in laws, rules, or regulations or to respond to regulatory actions. |
| ● | Our ability to pay dividends on common stock. |
| ● | Quality and composition of our securities portfolio and adverse changes in securities markets. |
| ● | Inability of key third-party providers to fulfill obligations. |
| ● | Changes in accounting policies and practices. |
| ● | Geopolitical developments and international conflicts, including but not limited to tensions or instability in Eastern Europe, the Middle East, and Asia, or the effects of new or increased tariffs and trade restrictions, which may disrupt financial markets, global supply chains, commodity prices, or economic activity. |
| ● | Effects of climate change, severe weather, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, domestic political unrest and other external events. |
| ● | Other economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products and services, and the other risks described from time to time in our reports filed with or furnished to the U.S. Securities and Exchange Commission (“SEC”). |
The Company cautions readers not to place undue reliance on any forward-looking statements. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. The Company does not undertake and specifically disclaims any obligation to revise any forward-looking statements included in this report or the reasons why actual results could differ from those contained in such statements, whether as a result of new information or to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for fiscal 2027 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Company’s consolidated financial condition and consolidated results of operations as well as its stock price performance.
