Skip to main content

GLEN BURNIE BANCORP

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

View on SEC.gov

About this filing

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

Sep 30, 2025 · Filed Nov 14, 2025

GLBZ$4.57+0.4%Stored close · as of Jul 8, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Consolidated Financial Statements

NOTE 1 – ORGANIZATIONAL

Nature of Business

Glen Burnie Bancorp (the “Company”) is a bank holding company organized in 1990 under the laws of the State of Maryland. The Company owns all the outstanding shares of capital stock of The Bank of Glen Burnie (the “Bank”), a commercial bank organized in 1949 under the laws of the State of Maryland (the “State”). The Bank provides financial services to individuals and corporate customers located in Anne Arundel County and surrounding areas of Central Maryland and is subject to competition from other financial institutions. The Bank is also subject to the regulations of certain federal and state agencies and undergoes periodic examinations by those regulatory authorities.

As of the close of business on August 15, 2025, The Bank of Glen Burnie completed the acquisition of VA Wholesale Mortgage Incorporated (“VAWM”), a Virginia corporation engaged in residential mortgage banking, lending, and brokerage services. VAWM currently is licensed to operate in four states, including Maryland, and is expected to enhance overall mortgage lending products and services through the Company’s footprint.

NOTE 2 – BASIS OF PRESENTATION

In management’s opinion, the accompanying unaudited consolidated financial statements, which have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim period reporting, reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of the financial position at September 30, 2025 and December 31, 2024, the results of operations for the three- and nine-month periods ended September 30, 2025 and 2024, and the statements of cash flows for the nine-month periods ended September 30, 2025 and 2024. The operating results for the three- and nine-month periods ended September 30, 2025, are not necessarily indicative of the results that may be expected for the full year ended December 31, 2025, or any future interim period. The consolidated balance sheet at December 31, 2024 has been derived from the audited financial statements included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission (the “SEC”) on April 8, 2025. The unaudited consolidated financial statements for September 30, 2025 and 2024, the consolidated balance sheet at December 31, 2024, and accompanying notes should be read in conjunction with the Company’s audited consolidated financial statements and the accompanying notes thereto that are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Summary of Significant Accounting Policies

The significant accounting policies used in preparation of the Company's consolidated financial statements are disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024. There have not been any material changes in the Company's significant accounting policies.

Allowance for Credit Losses – Loans Receivable

The Company applies ASU 2016-13, Financial Instruments - Credit Losses ("ASC 326"), such that the allowance calculation is based on the current expected credit loss (“CECL”) methodology. The Company maintains an allowance for credit losses (“ACL”) for the expected credit losses of the loan portfolio as well as unfunded loan commitments. The amount of ACL is based on ongoing, quarterly assessments by management. The CECL methodology requires an estimate of the credit losses expected over the life of an exposure (or pool of exposures) and replaces the incurred loss methodology’s threshold that delayed the recognition of a credit loss until it was probable that a loss event was incurred.

The ACL consists of the allowance for credit losses and the reserve for unfunded commitments. The estimate of expected credit losses under the CECL methodology is based on relevant information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. Historical loss experience is generally the starting point for estimating expected credit losses. We then consider whether the

  • 9 -

historical loss experience should be adjusted for asset-specific risk characteristics or current conditions at the reporting date that did not exist over the period that historical experience was based on for each loan type. Finally, we consider forecasts about future economic conditions or changes in collateral values that are reasonable and supportable.

Portfolio segment is defined as the level at which the Company develops and documents a systematic methodology to determine its ACL. The Company has designated three loan portfolio segments: loans secured by real estate, commercial and industrial loans, and consumer loans. These loan portfolio segments are further disaggregated into classes, which represent loans of similar type, risk characteristics, and methods for monitoring and assessing credit risk. The loans secured by the real estate portfolio segment are disaggregated into five classes: construction and land, farmland, single-family residential, multi-family, and commercial. The commercial and industrial loan portfolio segment is disaggregated into two classes: commercial and industrial, and SBA guaranty. The risk of loss for the commercial and industrial loan portfolio segment is generally most indicated by the credit risk rating assigned to each borrower. Commercial and industrial loan risk ratings are determined by experienced senior credit officers based on specific facts and circumstances and are subject to periodic review by an independent internal team of credit specialists. The consumer loan portfolio segment is disaggregated into two classes: consumer and automobile. The risk of loss for the consumer loan portfolio segment is generally most indicated by delinquency status and general economic factors. Each of the three loan portfolio segments may also be further segmented based on risk characteristics.

For most of our loan portfolio classes, the historical loss experience is determined using the Average Charge-Off Method. This method pools loans into groups (“cohorts”) sharing similar risk characteristics and tracks each cohort’s net charge-offs over the lives of the loans. The Average Charge-Off Method uses historical values by period (20-year look-back) to calculate losses and then applies the historical average to future balances over the life of the account. The historical loss rates for each cohort are then averaged to calculate an overall historical loss rate which is applied to the current loan balance to arrive at the quantitative baseline portion of the allowance for credit losses for the respective loan portfolio class. For certain loan portfolio classes, the Company determined there was not sufficient historical loss information to calculate a meaningful historical loss rate using the average charge-off methodology. For any such loan portfolio class, peer group history contributes to the Company’s weighted average loss history. The peer group data is included in the weighted average loss history that is developed for each loan pool.

The Company also considers qualitative adjustments to the historical loss rate for each loan portfolio class. The qualitative adjustments for each loan class consider the conditions over the 20-year look-back period from which historical loss experience was based and are split into two components: 1) asset or class specific risk characteristics or current conditions at the reporting date related to portfolio credit quality, remaining payments, volume and nature, credit culture and management, business environment or other management factors; and 2) reasonable and supportable forecasts of future economic conditions and collateral values.

The Company performs a quarterly asset quality review which includes a review of forecasted gross charge-offs and recoveries, nonperforming assets, criticized loans, risk rating migration, delinquencies, etc. The asset quality review is performed by management and the results are used to consider a qualitative overlay to the quantitative baseline.

When management deems it to be appropriate, the Company establishes a specific reserve for individually evaluated loans that do not share similar risk characteristics with the loans included in each respective loan pool. These individually evaluated loans are removed from their respective pools and typically represent collateral dependent loans but may also include other non-performing loans or restructured loans to borrowers experiencing financial difficulty.

Allowance for Credit Losses – Held-to-Maturity Debt Securities

For held-to-maturity (“HTM”) debt securities, the Company is required to utilize a CECL methodology to estimate expected credit losses. The Company does not own any HTM debt securities. Therefore, the Company did not record an allowance for credit losses for these types of securities.

  • 10 -

Allowance for Credit Losses – Available for Sale Debt Securities

The impairment model for available for sale (“AFS”) debt securities differs from the CECL methodology applied for HTM debt securities because AFS debt securities are measured at fair value rather than amortized cost. Although ASC 326 replaced the legacy other-than-temporary impairment (“OTTI”) model with a credit loss model, it retained the fundamental nature of the legacy OTTI model. For AFS debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either criterion is met, the security’s amortized cost basis is written down to fair value through income. For AFS debt securities where neither of the criteria are met, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the credit rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited to the amount that the fair value is less than the amortized cost basis. Any remaining discount that has not been recorded through an allowance for credit losses is recognized in other comprehensive income. Under the new guidance, an entity may no longer consider the length of time fair value has been less than amortized cost. Changes in the allowance for credit losses are recorded as a provision (or release) for credit losses. Losses are charged against the allowance when management believes the collectability of an AFS security is considered below the amortized cost basis of the security. As of December 31, 2024 and September 30, 2025, the Company determined that the unrealized loss positions in AFS securities were not the result of credit losses, and therefore, an allowance for credit losses was not recorded.

Off-Balance-Sheet Credit Exposures

The only material off-balance-sheet credit exposures are unfunded loan commitments, which had a combined balance of $37.5 million on September 30, 2025. The reserve for unfunded commitments is recognized as a liability (Accrued expenses and other liabilities in the consolidated statements of financial condition), with adjustments to the reserve recognized through provision for credit losses in the consolidated statements of income. The reserve for unfunded commitments represents the expected lifetime credit losses on off-balance sheet obligations such as commitments to extend credit and standby letters of credit. However, a liability is not recognized for commitments that are unconditionally cancellable by the Company. The reserve for unfunded commitments is determined by estimating future draws, including the effects of risk mitigation actions, and applying the expected loss rates on those draws. Loss rates are estimated by utilizing the same loss rates calculated for the allowance for credit losses related to the respective loan portfolio class.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, The Bank of Glen Burnie. Consolidation resulted in the elimination of all intercompany accounts and transactions.

Cash Flow Presentation

In the statements of cash flows, cash and cash equivalents include cash on hand, amounts due from banks, Federal Home Loan Bank of Atlanta (“FHLB Atlanta”) overnight deposits, and federal funds sold. Generally, federal funds are sold for one-day periods.

Reclassifications

Certain items in the fiscal year 2024 consolidated financial statements have been reclassified to conform to the fiscal year 2025 classifications. The reclassifications had no effect on previously reported results of operations or retained earnings.

Use of Estimates

  • 11 -

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Material estimates that are particularly susceptible to significant change in the near term include the determination of the ACL; the fair value of financial instruments, such as loans and investment securities; benefit plan obligations and expenses; and the valuation of deferred tax assets.

NOTE 3 – EARNINGS (LOSS) PER SHARE

Basic earnings per common share (“EPS”) is computed by dividing net income available to common stockholders by the weighted average common shares outstanding during the period. Diluted EPS is computed by dividing net income available to common stockholders by the weighted average common shares outstanding, plus the effect of common stock equivalents (for example, stock options computed using the treasury stock method).

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Three Months Ended · ​ · Nine Months Ended · ​
​ · ​ · September 30, · ​ · September 30, · ​
​ · 2025 · 2024 · 2025 · 2024
Basic and diluted income (loss) per share: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Net income (loss)​$125,280​$129,191​$66,277​$(72,131)​
Weighted average common shares outstanding​2,919,695​2,897,929​2,916,051​2,891,585​
Basic and dilutive net income (loss) per share​$0.04​$0.04​$0.02​$(0.02)​

Diluted earnings per share calculations were not required for the three- and nine-month periods ended September 30, 2025 and 2024, as there wereno stock options outstanding.

NOTE 4 – INVESTMENT SECURITIES

Investment securities are accounted for according to their purpose and holding period. Trading securities are those that are bought and held principally for the purpose of selling them in the near term. The Company heldno trading securities at September 30, 2025 or December 31, 2024. Available for sale investment securities, comprised of debt and mortgage-backed securities, are those that may be sold before maturity due to changes in the Company's interest rate risk profile or funding needs, and are reported at fair value with unrealized gains and losses, net of taxes, reported as a component of other comprehensive income. Held-to-maturity investment securities are those that management has the positive intent and ability to hold to maturity and are reported at amortized cost. The Company hadno held-to-maturity securities at September 30, 2025 or December 31, 2024.

Realized gains and losses are recorded in noninterest income and are determined on a trade date basis using the specific identification method. Interest and dividends on investment securities are recognized in interest income on an accrual basis. Premiums and discounts are amortized or accreted into interest income using the interest method over the expected lives of the individual securities.

  • 12 -

The following table summarizes the amortized cost and estimated fair value of the Company’s investment securities portfolio at September 30, 2025 and December 31, 2024:

​​​​​​​​​​​​​
​At September 30, 2025
​ · ​ · ​ · ​ · Gross · Gross · ​ · ​
​ · ​ · Amortized · ​ · Unrealized · ​ · Unrealized · ​ · Fair
(dollars in thousands) · ​ · Cost · ​ · Gains · ​ · Losses · ​ · Value
​​​​​​​​​​​​​
Collateralized mortgage obligations​$13,251​$13​$(2,084)​$11,180
Agency mortgage-backed securities​​39,347​​—​​(4,101)​​35,246
Municipal securities​​41,024​​7​​(9,634)​​31,397
U.S. Government agency securities​​31,334​​—​​(6,393)​​24,941
Corporate Securities​​1,500​​—​​(123)​​1,377
​​​​​​​​​​​​​
Total securities available for sale​$126,456​$20​$(22,335)​$104,141
​​​​​​​​​​​​​
​At December 31, 2024
​ · ​ · ​ · ​ · Gross · Gross · ​ · ​
​ · ​ · Amortized · ​ · Unrealized · ​ · Unrealized · ​ · Fair
(dollars in thousands) · ​ · Cost · ​ · Gains · ​ · Losses · ​ · Value
​​​​​​​​​​​​​
Collateralized mortgage obligations​$14,439​$21​$(2,402)​$12,058
Agency mortgage-backed securities​​44,252​—​(5,651)​38,601
Municipal securities​​42,607​​5​​(10,201)​​32,411
U.S. Government agency securities​​31,368​​—​​(7,830)​​23,538
Corporate Securities​​1,500​​—​​(159)​​1,341
​​​​​​​​​​​​​
Total securities available for sale​$134,166​$26​$(26,243)​$107,949

The gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at September 30, 2025 and December 31, 2024 are as follows:

​​​​​​​​​​​​​​​​​​​
September 30, 2025 · ​ · Less than 12 months · ​ · 12 months or more · ​ · Total
Securities available for sale: · ​ · Fair · ​ · Unrealized · ​ · Fair · ​ · Unrealized · ​ · Fair · ​ · Unrealized
(dollars in thousands) · Value · Loss · Value · Loss · Value · Loss
​ · ​ · ​
Collateralized mortgage obligations$992$—$8,918​$(2,084)$9,910$(2,084)
Agency mortgage-backed securities​​—​​—​​35,246​​(4,101)​​35,246​​(4,101)
Municipal securities​​—​​—​​29,780​​(9,634)​​29,780​​(9,634)
U.S. Government agency securities​​—​​—​​24,941​​(6,393)​​24,941​​(6,393)
Corporate Securities​​—​​—​​1,377​​(123)​​1,377​​(123)
​$992$—$100,262​$(22,335)$101,254$(22,335)
​​​​​​​​​​​​​​​​​​​
December 31, 2024 · ​ · Less than 12 months · ​ · 12 months or more · ​ · Total
Securities available for sale: · ​ · Fair · ​ · Unrealized · ​ · Fair · ​ · Unrealized · ​ · Fair · ​ · Unrealized
(dollars in thousands) · Value · Loss · Value · Loss · Value · Loss
​ · ​ · ​
Collateralized mortgage obligations$118​$—​$9,456​$(2,402)​$9,574​$(2,402)
Agency mortgage-backed securities​​66​​(1)​​38,535​​(5,650)​​38,601​​(5,651)
Municipal securities​​1,615​​(20)​​30,291​​(10,181)​​31,906​​(10,201)
U.S. Government agency securities​​—​​—​​23,538​​(7,830)​​23,538​​(7,830)
Corporate Securities​​—​​—​​1,341​​(159)​​1,341​​(159)
​$1,799$(21)$103,161​$(26,222)$104,960$(26,243)
  • 13 -

The Company does not believe that the available for sale debt securities that were in an unrealized loss position have any credit loss impairment as of September 30, 2025. As of September 30, 2025, the Company did not intend to sell the investment securities that were in an unrealized loss position. It is more likely than not that the Company will not be required to sell the investment securities before recovery of their amortized cost basis, which may be at maturity. Available for sale debt securities issued by U.S. government agencies or U.S. government sponsored enterprises carry the explicit and/or implicit guarantee of the U.S. government and have a long history of zero credit loss. Municipal bonds are considered to have issuer(s) of high credit quality (rated A or higher) and the decline in fair value is due to changes in interest rates and other market conditions. Corporate securities are non-rated investments that are booked as a debt security where rating agencies do not provide a rating. The absence of a rating does not imply substandard quality. Non-rated corporate securities may be purchased from issuers operating in and around the Company’s operating footprint. The issuer(s) continues to make timely principal and interest payments on the bonds. The fair value is expected to recover as the bond(s) approach maturity.

At September 30, 2025, the Company recorded unrealized losses in its portfolio of debt securities totaling $22.3 million related to 223 securities, which resulted from decreases in market value, spread volatility, and other factors that management deems to be temporary. Management does not believe the securities are impaired due to reasons of credit quality. Since management believes that it is more likely than not that the Company will not be required to sell these securities prior to maturity or a full recovery of the amortized cost, the Company does not consider these securities to have a credit loss impairment.

At December 31, 2024, the Company recorded unrealized losses in its portfolio of debt securities totaling $26.2 million related to 230 securities, which resulted from decreases in market interest rates, spread volatility, and other factors that management deems to be temporary. Management does not believe the securities are impaired due to reasons of credit quality. Since management believes that it is more likely than not that the Company will not be required to sell these securities prior to maturity or a full recovery of the amortized cost, the Company does not consider these securities to have a credit loss impairment.

Shown below are contractual maturities of debt securities at September 30,2025. Actual maturities may differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties.

​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Mortgage Backed · ​ · Municipals · ​ · U.S. Government Agencies · ​ · Corporates
​ · ​ · ​ · ​ · Weighted · ​ · ​ · ​ · ​ · Weighted · ​ · ​ · ​ · ​ · Weighted · ​ · ​ · ​ · ​ · Weighted · ​
​ · ​ · Amortized · ​ · Average · ​ · ​ · Amortized · ​ · Average · ​ · ​ · Amortized · ​ · Average · ​ · ​ · Amortized · ​ · Average · ​
(dollars in thousands) · ​ · Cost · ​ · Yield · ​ · ​ · Cost · ​ · Yield · ​ · ​ · Cost · ​ · Yield · ​ · ​ · Cost · ​ · Yield · ​
​​​​​​​​​​​​​​​​​​​​​​​​​
Due within one year​$17​4.01%​$—​—%​$—​—%​$—​—%
Due over one to five years​927​2.28​​235​1.06​​3,743​1.29​​—​—​
Due over five to ten years​​13,919​2.17​​​5,686​3.12​​​16,793​1.74​​​1,500​3.75​
Due over ten years​​37,735​2.41​​​35,103​2.52​​​10,798​1.95​​​—​—​
​​​​​​​​​​​​​​​​​​​​​​​​​
Total securities available for sale​$52,598​2.34%​$41,024​2.59%​$31,334​1.76%​$1,500​3.75%

(1) Yields are stated as book yields which are adjusted for amortization and accretion of purchase premiums and discounts, respectively.

(2) Yields on tax-exempt obligations are computed on a tax-equivalent basis.

NOTE 5 – LOANS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES

The fundamental lending business of the Company is based on understanding, measuring, and controlling the credit risk inherent in the loan portfolio. The Company's loan portfolio is subject to varying degrees of credit risk.

  • 14 -

These risks entail both general risks, which are inherent in the lending process, and risks specific to individual borrowers. The Company's credit risk is mitigated through portfolio diversification, which limits exposure to any single customer, industry, or collateral type.

The Company currently manages its credit products and the respective exposure to credit losses by specific portfolio segments and classes, which are levels at which the Company develops and documents its systematic methodology to determine the allowance for credit losses. The Company believes each portfolio segment has unique risk characteristics. The Company's loans held for investment is divided into three portfolio segments: loans secured by real estate, commercial and industrial loans, and consumer loans. Each of these segments is further divided into loan classes for the purpose of estimating the allowance for credit losses.

The following table is a summary of loans receivable by loan portfolio segment and class.

​​​​​​​​​​​
​ · ​ · September 30, · ​ · December 31,
​ · ​ · 2025 · 2024
(dollars in thousands) · Amount · % · Amount · %
Loans Secured by Real Estate​​​​​​​​​​
Construction and land​$4,480​2​$8,882​4
Farmland​​308​—​​315​—
Single-family residential​​103,440​48​​98,993​49
Multi-family​​4,909​2​​5,022​2
Commercial​​46,954​22​​48,726​24
Total loans secured by real estate​​160,091​​​​161,938​​
Commercial and Industrial​​​​​​​​​​
Commercial and industrial​​25,679​12​​16,705​8
SBA guaranty​​5,462​3​​5,691​3
Total commercial and industrial loans​​31,141​​​​22,396​​
Consumer Loans​​​​​​​​​​
Consumer credit cards​​31​—​​—​​
Consumer​​2,571​1​​2,880​1
Automobile​​21,486​10​​18,005​9
Total consumer loans​​24,088​​​​20,885​​
​​​​​​​​​​​
Loans, net of deferred fees and costs​​215,320​100​​205,219​100
Less: Allowance for credit losses​​(2,568)​​​​(2,839)​​
Loans, net​$212,752​​​$202,380​​

Credit Risk and Allowance for Credit Losses. Credit risk is the risk of loss arising from the inability of a borrower to meet his or her obligations and entails both general risks, which are inherent in the process of lending, and risks specific to individual borrowers. Credit risk is mitigated through portfolio diversification, which limits exposure to any single customer, industry, or collateral type. Residential mortgage and home equity loans and lines generally have the lowest credit loss experience. Loans secured by personal property, such as auto loans, generally experience medium credit losses. Unsecured loan products, such as personal revolving credit, have the highest credit loss experience and for that reason, the Bank has chosen not to engage in a significant amount of this type of lending. Credit risk in commercial lending can vary significantly, as losses as a percentage of outstanding loans can shift widely during economic cycles and are particularly sensitive to changing economic conditions. Generally, improving economic conditions result in improved operating results on the part of commercial customers, enhancing their ability to meet their particular debt service requirements. Improvements, if any, in operating cash flows can be offset by the impact of rising interest rates that may occur during improved economic times. Inconsistent economic conditions may have an adverse effect on the operating results of commercial customers, reducing their ability to meet debt service obligations.

  • 15 -

The Company applies ASU 2016-13, Financial Instruments - Credit Losses (“ASC 326”) for estimating credit losses. The CECL model requires the immediate recognition of expected credit losses over the contractual term for financial instruments that fall within the scope of CECL at the date of origination or purchase of the financial instrument. The CECL model, which is applicable to the measurement of credit losses on financial assets measured at amortized cost and certain off-balance sheet credit exposures, affects the Company’s estimates of the allowance for credit losses for our loan portfolio and the reserve for our off-balance sheet credit exposures related to loan commitments. The allowance for credit losses is established through a provision for credit losses charged to expense. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. The allowance, based on all available information from internal and external sources, relevant to assessing the collectability of loans over their contractual terms, adjusted for expected prepayments when appropriate, is an amount that management believes will be adequate to absorb possible losses on existing loans that may become uncollectible. The evaluations are performed for each class of loans and take into consideration factors such as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, value of collateral securing the loans and current economic conditions and trends that may affect the borrowers’ ability to pay. For example, delinquencies in unsecured loans and indirect automobile installment loans may be reserved for at higher ratios than loans secured by real estate. Finally, the Company considers forecasts about future economic conditions or changes in collateral values that are reasonable and supportable. Based on that analysis, the Bank deems its allowance for credit losses in proportion to the total impaired loans and past due loans to be sufficient.

Transactions in the allowance for credit losses for the nine months ended September 30, 2025, and the year ended December 31, 2024 were as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Loans Secured By Real Estate · ​ · Commercial and Industrial Loans · ​ · Consumer Loans · ​ · ​
September 30, 2025 · ​ · Construction · ​ · ​ · ​ · Single-family · ​ · ​ · ​ · ​ · ​ · Commercial · ​ · ​ · ​ · ​ · Consumer · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · and Land · ​ · Farmland · ​ · Residential · ​ · Multi-family · ​ · Commercial · and Industrial · ​ · SBA Guaranty · ​ · & Credit Cards · ​ · Automobile · ​ · Total
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Balance, beginning of year​$40​$16​$1,529​$224​$507​$272​$38​$45​$168​$2,839
Charge-offs​​—​​—​​—​​—​​—​​—​​—​​(23)​(249)​​(272)
Recoveries​—​—​—​—​—​—​—​—​129​129
(Release) provision for credit losses​(17)​(5)​(121)​(163)​(180)​198​(8)​14​154​(128)
​​​​​​​​​​​
Balance, end of quarter​$23​$11​$1,408​$61​$327​$470​$30​$36​$202​$2,568
​​​​​​​​​​​
Individually evaluated for impairment:​​​​​​​​​​
Balance in allowance​$—​$—​$—​$—​$—​$—​$—​$—​$—​$—
Related loan balance​—​—​979​—​841​—​454​—​203​2,477
​​​​​​​​​​​
Collectively evaluated for impairment:​​​​​​​​​​
Balance in allowance​$23​$11​$1,408​$61​$327​$470​$30​$36​$202​$2,568
Related loan balance​4,480​308​102,461​4,909​46,113​25,679​5,008​2,602​21,283​212,843
  • 16 -
​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Loans Secured By Real Estate · ​ · Commercial and Industrial Loans · ​ · Consumer Loans · ​ · ​
December 31, 2024 · ​ · Construction · ​ · ​ · ​ · Single-family · ​ · ​ · ​ · ​ · ​ · Commercial · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · and Land · ​ · Farmland · ​ · Residential · ​ · Multi-family · ​ · Commercial · and Industrial · ​ · SBA Guaranty · ​ · Consumer · ​ · Automobile · ​ · Total
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Balance, beginning of year​$31​$18​$1,290​$96​$190​$304​$21​$30​$177​$2,157
Charge-offs​​—​​—​​—​​—​​—​​—​​(299)​​(18)​​(67)​​(384)
Recoveries​—​—​—​—​—​—​—​133​89​222
Provision (release) for credit losses​9​(2)​239​128​317​(32)​316​(100)​(31)​844
​​​​​​​​​​​
Balance, end of the year​$40​$16​$1,529​$224​$507​$272​$38​$45​$168​$2,839
​​​​​​​​​​​​
Individually evaluated for impairment:​​​​​​​​​​
Balance in allowance​$—​$—​$18​$—​$—​$121​$—​$—​$—​$139
Related loan balance​—​​—​26​—​—​773​—​—​—​799
​​​​​​​​​​​
Collectively evaluated for impairment:​​​​​​​​​​
Balance in allowance​$40​$16​$1,511​$224​$507​$151​$38​$45​$168​$2,700
Related loan balance​8,882​315​98,967​5,022​48,726​15,932​5,691​2,880​18,005​204,420
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · September 30, · ​ · September 30,
(dollars in thousands) · ​ · 2025 · ​ · 2024
Average loans​$210,361​​$188,627​
Net charge offs to average loans (annualized)​0.05%​0.13%

During the nine-month period ended September 30, 2025, loans to 15 borrowers and related entities totaling approximately $272,000 were determined to be uncollectible and were charged off.

The following table provides current period gross charge-offs by the year of origination for each period shown:

​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Gross Charge-offs
September 30, 2025 · ​ · ​ · Term Loans by Origination Year · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Revolving · ​ · ​ · ​
​ · 2025 · ​ · 2024 · 2023 · 2022 · 2021 · Prior · Loans · Total
Consumer Loans​​​​​​​​​​​​​​​​​​​​​​​​
Consumer​$—​$23​$—​$—​$—​$—​$—​$23
Automobile​​—​​135​​—​​24​​22​​68​​—​​249
Total Consumer​​—​​158​​—​​24​​22​​68​​—​​272
​​​​​​​​​​​​​​​​​​​​​​​​​
Total gross charge-offs this period​$—​$158​$—​$24​$22​$68​$—​$272
​​​​​​​​​​​​​​​​​​​​​​​​​
​​​​​​​​​​​​​​​​​​​​​​​​​
​​Gross Charge-offs
December 31, 2024​​Term Loans by Origination Year​​​​​​
(dollars in thousands)​​​​​​​​​​​​​​​​​Revolving​​​
​20242023​202220212020PriorLoansTotal
Commercial and Industrial Loans​​​​​​​​​​​​​​​​​​​​​​​​
Commercial and industrial​$—​$—​$—​$299​$—​$—​$—​$299
​​​​​​​​​​​​​​​​​​​​​​​​​
Consumer Loans​​​​​​​​​​​​​​​​​​​​​​​​
Consumer​$—​$—​$13​$—​$—​$5​$—​$18
Automobile​​—​​—​​—​​—​​51​​16​​—​​67
Total Consumer​​—​​—​​13​​—​​51​​21​​—​​85
​​​​​​​​​​​​​​​​​​​​​​​​​
Total gross charge-offs this period​$—​$—​$13​$299​$51​$21​$—​$384

Reserve for Unfunded Commitments. Loan commitments and unused lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. The Bank generally requires collateral to support financial instruments with credit risk on the same basis as it does for on-balance sheet instruments.

  • 17 -

The collateral requirement is based on management's credit evaluation of the counter-party. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. Each customer's creditworthiness is evaluated on a case-by-case basis.

Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.

As of September 30, 2025, the Bank had outstanding commitments totaling $37.5 million, or $5.9 million more than the $31.6 million outstanding one year ago. The reserve for unfunded commitments represents the expected lifetime credit losses on off-balance sheet obligations such as commitments to extend credit and standby letters of credit. However, a liability is not recognized for commitments that are unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments is determined by estimating future draws, including the effects of risk mitigation actions, and applying the expected loss rates on those draws. Loss rates are estimated by utilizing the same loss rates calculated for the allowance for credit losses related to the respective loan portfolio class. The decrease for the nine-month period ended September 30, 2025, when compared to the nine-month period ended September 30, 2024, primarily reflects changes in the data, assumptions and processes between periods.

The following table shows the Bank’s reserve for unfunded commitments arising from these transactions:

​​​​​​​
​ · ​ · Nine Months Ended
​ · ​ · September 30,
(dollars in thousands) · 2025 · 2024
Beginning balance$584$473
Reduction of unfunded reserve​​(369)​​(157)
Provisions charged to operations​​—​​281
​​​​​​​
Ending balance$215$597

Contractual Obligations and Commitments. No material changes, outside the normal course of business, have been made during the first nine months of 2025.

  • 18 -

Asset Quality. The following tables set forth the amount of the Bank’s current, past due, and non-accrual loans by categories of loans and restructured loans, at the dates indicated.

​​​​​​​​​​​​​​​​
At September 30, 2025 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · 90 Days or · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · ​ · ​ · ​ · ​ · 30-89 Days · ​ · More and · ​ · ​ · ​ · ​ · ​ · ​
​CurrentPast DueStill AccruingNonaccrualTotal
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$4,480​$—​$—​$—​$4,480
Farmland​308​—​—​—​308
Single-family residential​​102,499​​51​​—​​890​​103,440
Multi-family​​4,909​​—​​—​​—​​4,909
Commercial​​46,812​​31​​—​​111​​46,954
Total loans secured by real estate​159,008​82​—​1,001​160,091
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​25,679​​—​​—​​—​​25,679
SBA guaranty​​5,462​​—​​—​​—​​5,462
Total commercial and industrial loans​​31,141​​—​​—​​—​​31,141
Consumer Loans​​​​​​​​​​​​​​​
Consumer​​2,532​​39​​—​​—​​2,571
Automobile​​20,777​​509​​—​​200​​21,486
Total consumer loans​23,340​548​—​200​24,088
​​​​​​​​​​​​​​​​
​​$213,489​$630​$—​$1,201​$215,320
​​​​​​​​​​​​​​​​
At December 31, 2024 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · 90 Days or · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · ​ · ​ · ​ · ​ · 30-89 Days · ​ · More and · ​ · ​ · ​ · ​ · ​ · ​
​CurrentPast DueStill AccruingNonaccrualTotal
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$8,882​$—​$—​$—​$8,882
Farmland​315​—​—​—​315
Single-family residential​​97,742​​1,102​​—​​149​​98,993
Multi-family​​5,022​​—​​—​​—​​5,022
Commercial​​48,602​​—​​—​​124​​48,726
Total loans secured by real estate​160,563​1,102​—​273​161,938
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​16,233​​472​​—​​—​​16,705
SBA guaranty​​5,691​​—​​—​​—​​5,691
Total commercial and industrial loans​​21,924​​472​​—​​—​​22,396
Consumer Loans​​​​​​​​​​​​​​​
Consumer​​2,879​​1​​—​​—​​2,880
Automobile​​17,613​​305​​—​​87​​18,005
Total consumer loans​20,492​306​—​87​20,885
​​​​​​​​​​​​​​​​
​​$202,979​$1,880​$—​$360​$205,219

The balances in the above tables have not been reduced by the allowance for credit losses. For the period ended September 30, 2025, the allowance for credit loss is $2.6 million. For the period ended December 31, 2024, the allowance for credit loss was$2.8 million.

There wereno non-accrual loans with specific reserves at September 30, 2025.

  • 19 -

Below is a summary of the recorded investment amount and related allowance for losses of the Bank’s impaired loans at September 30, 2025 and December 31, 2024.

​​​​​​​​​​​​​​​​
September 30, 2025 · ​ · ​ · Unpaid · ​ · Interest · ​ · ​ · ​ · ​ · Average
(dollars in thousands) · ​ · Recorded · ​ · Principal · ​ · Income · ​ · Specific · ​ · Recorded
​ · ​ · Investment · ​ · Balance · ​ · Recognized · ​ · Reserve · ​ · Investment
Impaired loans with specific reserves:​​​​​
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$—​$—​$—​$—​$—
Farmland​—​—​—​—​—
Single-family residential​—​—​—​—​—
Multi-family​​—​​—​​—​​—​​—
Commercial​​—​​—​—​—​—
Total loans secured by real estate​​—​​—​​—​​—​​—
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​—​​—​​—​​—​​—
SBA guaranty​​—​​—​​—​​—​​—
Total commercial and industrial loans​​—​​—​​—​​—​​—
Consumer Loans​​​​​​​​​​​​​​​
Consumer​​—​​—​​—​​—​​—
Automobile​​—​​—​​—​​—​​—
Total consumer loans​​—​​—​​—​​—​​—
Total impaired loans with specific reserves​$—​$—​$—​$—​$—
​​​​​​​​​​​​​​​​
Impaired loans with no specific reserve:​​​​​​
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$—​$—​$—​$n/a​$—
Farmland​—​—​—​n/a​—
Single-family residential​979​979​8​n/a​1,139
Multi-family​​—​​—​​—​​n/a​​—
Commercial​​841​​841​​43​​n/a​​881
Total loans secured by real estate​​1,820​​1,820​​51​​—​​2,020
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​—​​—​​—​​n/a​​—
SBA guaranty​​454​​454​​33​​n/a​​462
Total commercial and industrial loans​​454​​454​​33​​—​​462
Consumer Loans​​​​​​​​​​​​​​​
Consumer and credit card​​—​​—​​—​​n/a​​—
Automobile​​203​​203​​14​​n/a​​340
Total consumer loans​​203​​203​​14​​n/a​​340
Total impaired loans with no specific reserve​$2,477​$2,477​$98​$—​$2,822
  • 20 -
​​​​​​​​​​​​​​​​
December 31, 2024 · ​ · ​ · Unpaid · ​ · Interest · ​ · ​ · ​ · ​ · Average
(dollars in thousands) · ​ · Recorded · ​ · Principal · ​ · Income · ​ · Specific · ​ · Recorded
​ · ​ · Investment · ​ · Balance · ​ · Recognized · ​ · Reserve · ​ · Investment
Impaired loans with specific reserves:​​​​​
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$—​$—​$—​$—​$—
Farmland​—​—​—​—​—
Single-family residential​8​26​4​18​48
Multi-family​​—​​—​​—​​—​​—
Commercial​​652​​773​​—​​121​​2,270
Total loans secured by real estate​​660​​799​​4​​139​​2,318
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​—​​—​​—​​—​​—
SBA guaranty​​—​​—​​—​​—​​—
Total commercial and industrial loans​​—​​—​​—​​—​​—
Consumer Loans​​​​​​​​​​​​​​​
Consumer​​—​​—​​—​​—​​—
Automobile​​—​​—​​—​​—​​—
Total consumer loans​​—​​—​​—​​—​​—
Total impaired loans with specific reserves​$660​$799​$4​$139​$2,318
​​​​​​​​​​​​​​​​
Impaired loans with no specific reserve:​​​​​
Loans Secured by Real Estate​​​​​​​​​​​​​​​
Construction and land​$—​$—​$—​$n/a​$—
Farmland​—​—​—​n/a​—
Single-family residential​123​123​12​n/a​91
Multi-family​​—​​—​​—​​n/a​​—
Commercial​​125​​125​​8​​n/a​​138
Total loans secured by real estate​​248​​248​​20​​—​​229
Commercial and Industrial​​​​​​​​​​​​​​​
Commercial and industrial​​—​​—​​—​​n/a​​—
SBA guaranty​​—​​—​​—​​n/a​​—
Total commercial and industrial loans​​—​​—​​—​​—​​—
Consumer Loans​​​​​​​​​​​​​​​
Consumer​​—​​—​​—​​n/a​​—
Automobile​​86​​86​​6​​n/a​​102
Total consumer loans​​86​​86​​6​​—​​102
Total impaired loans with no specific reserve​$334​$334​$26​$—​$331
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · September 30, · ​ · December 31,
(dollars in thousands) · 2025 · ​ · 2024
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Restructured loans to borrowers with financial difficulty$114​​$26​
Non-accrual and 90+ days past due and still accruing loans to average loans​​0.56%​​0.19%
Allowance for credit losses to nonaccrual & 90+ days past due and still accruing loans​​213.9%​​789.1%

At September 30, 2025, there weretwo restructured loans to borrowers with financial difficulty consisting ofone single-family residential loan in the amount of $23,000 that is in nonaccrual status andone commercial real estate loan in the amount of $91,000 that is still performing in accordance with revised terms.

  • 21 -

The following table shows the activity for non-accrual loans for the nine months ended September 30, 2025 and 2024.

​​​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · Commercial and · ​ · ​ · ​ · ​
​ · Loans Secured By Real Estate · ​ · Industrial Loans · ​ · ​ · Consumer Loans · ​ · ​
​ · Single-family · ​ · ​ · ​ · Commercial · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · Residential · ​ · Commercial · and Industrial · SBA Guaranty · Consumer · Automobile · ​ · Total
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
December 31, 2023$145​$—​$299​$—​$—​$83​$527
Transfers into nonaccrual​—​​141​​—​​—​​—​​50​​191
Loans paid down/payoffs​(44)​(12)​—​—​—​(30)​(86)
Loans returned to accrual status—​​—​​—​​—​​—​​—​​—
Loans charged off—​—​(299)​—​—​(40)​(339)
​​​​​​​​​​​​​​
September 30, 2024$101​$129​$—​$—​$—​$63​$293
​​​​​​​
​​​​​​​
December 31, 2024$149​$124​$—​$—​$—​$87​$360
Transfers into nonaccrual​770​​—​​—​​—​​—​​255​​1,025
Loans paid down/payoffs(8)​(13)​—​—​—​(26)​(47)
Loans returned to accrual status​(21)​​—​​—​​—​​—​​(1)​​(22)
Loans charged off—​—​—​—​—​(115)​(115)
​​​​​​​​​​​​​​​​​​​​​
September 30, 2025$890​$111​$—​$—​$—​$200​$1,201

*Other Real Estate Owned.*The Company had no real estate acquired in partial or total satisfaction of debt as of September 30, 2025 and December 31, 2024. All such properties are initially recorded at a lower of cost or fair value (net realizable value) at the date acquired and carried on the balance sheet as other real estate owned. Losses arising at the date of acquisition are charged against the allowance for credit losses. Subsequent write-downs that may be required and the expense of operation are included in noninterest expense. Gains and losses realized from the sale of other real estate owned were included in noninterest income.

Credit Quality Information

In addition to monitoring the performance status of the loan portfolio, the Company utilizes a risk rating scale (1-8) to evaluate loan asset quality for all loans. Loans that are rated 1-4 are classified as pass credits. For the pass-rated loans, management believes there is a low risk of loss related to these loans and, as necessary, credit may be strengthened through improved borrower performance and/or additional collateral.

The Bank’s internal risk ratings are as follows:

1 – 4 (Pass) - Pass credits are loans in grades “superior” through “acceptable”. These are at least considered to be credits with acceptable risks and would be granted in the normal course of lending operations.

5 (Special Mention) - Special mention credits have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the credits or in the Bank’s credit position at some future date. If weaknesses cannot be identified, classification as special mention is not appropriate. Special mention credits are not adversely classified and do not expose the Bank to sufficient risk to warrant an adverse classification. No apparent loss of principal or interest is expected.

6 (Substandard) - Substandard credits are inadequately protected by the current worth and paying capacity of the obligor or by the collateral pledged. Financial statements normally reveal some or all of the following: poor trends, lack of earnings and cash flow, excessive debt, lack of liquidity, and the absence of creditor protection. Credits so classified must have a well-defined weakness, or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

7 (Doubtful) - A doubtful credit has all the weaknesses inherent in a substandard asset with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions,

  • 22 -

and values, highly questionable and improbable. The possibility of loss is extremely high, but because of certain important and reasonably specific pending factors that may work to the advantage and strengthening of the asset, its classification as an estimated loss is deferred until its more exact status may be determined. Pending factors include proposed merger, acquisition, or liquidation procedures, capital injection, perfecting liens on additional collateral, and refinancing plans. Doubtful classification for an entire credit should be avoided when collection of a specific portion appears highly probable with the adequately secured portion graded Substandard.

The following tables provides information with respect to the Company's credit quality indicators by loan portfolio segment on September 30, 2025, and December 31, 2024:

​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Loans Secured By Real Estate · ​ · Commercial and Industrial Loans · ​ · Consumer Loans · ​ · ​
September 30, 2025 · ​ · Construction · ​ · ​ · ​ · Single-family · ​ · ​ · ​ · ​ · ​ · Commercial · ​ · ​ · ​ · ​ · Consumer · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · ​ · and Land · ​ · Farmland · ​ · Residential · ​ · Multi-family · ​ · Commercial · and Industrial · ​ · SBA Guaranty · ​ · & credit card · ​ · Automobile · ​ · Total
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Pass​$4,480​$308​$102,461​$4,909​$46,113​$25,679​$5,008​$2,602​$21,283​$212,843
Special mention​​—​​—​​—​​—​​—​​—​​—​​—​​—​​—
Substandard​​—​​—​​979​​—​​841​​—​​454​​—​​203​​2,477
Doubtful​​—​​—​​—​​—​​—​​—​​—​​—​​—​​—
Loss​​—​​—​​—​​—​​—​​—​​—​​—​​—​​—
​​​​​​​​​​​
​​$4,480​$308​$103,440​$4,909​$46,954​$25,679​$5,462​$2,602​$21,486​$215,320
​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Nonaccrual​$—​$—​$890​$—​$111​$—​$—​$—​$200​$1,201
Restructured loans to borrowers with financial difficulty​$—​$—​$23​$—​$91​$—​$—​$—​$—​$114
Number restructured loans to borrowers with financial difficulty​​—​​—​​1​​—​​1​​—​​—​​—​​—​​2
Non-performing restructured loans to borrowers with financial difficulty​$—​$—​$23​$—​$—​$—​$—​$—​$—​$23
Number of non-performing restructured loan accounts​​—​​—​​1​​—​​—​​—​​—​​—​​—​​1
​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Loans Secured By Real Estate · ​ · Commercial and Industrial Loans · ​ · Consumer Loans · ​ · ​
December 31, 2024 · ​ · Construction · ​ · ​ · ​ · Single-family · ​ · ​ · ​ · ​ · ​ · Commercial · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
(dollars in thousands) · and Land · ​ · Farmland · ​ · Residential · ​ · Multi-family · ​ · Commercial · and Industrial · ​ · SBA Guaranty · ​ · Consumer · ​ · Automobile · ​ · Total
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Pass​$8,882​$315​$98,844​$5,022​$47,829​$16,705​$5,219​$2,880​$17,918​$203,614
Special mention​​—​​—​​—​​—​​—​​—​​472​​—​​—​​472
Substandard​​—​​—​​149​​—​​897​​—​​—​​—​​87​​1,133
Doubtful​​—​​—​​—​​—​​—​​—​​—​​—​​—​​—
Loss​​—​​—​​—​​—​​—​​—​​—​​—​​—​​—
​​​​​​​​​​​
​​$8,882​$315​$98,993​$5,022​$48,726​$16,705​$5,691​$2,880​$18,005​$205,219
​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Nonaccrual​$—​$—​$149​$—​$124​$—​$—​$—​$87​$360
Restructured loans to borrowers with financial difficulty​$—​$—​$26​$—​$—​$—​$—​$—​$—​$26
Number restructured loans to borrowers with financial difficulty​​—​​—​​1​​—​​—​​—​​—​​—​​—​​1
Non-performing restructured loans to borrowers with financial difficulty​$—​$—​$26​$—​$—​$—​$—​$—​$—​$26
Number of non-performing restructured loan accounts​​—​​—​​1​​—​​—​​—​​—​​—​​—​​1

NOTE 6 – FAIR VALUE

ASC Topic 820 provides a framework for measuring and disclosing fair value under GAAP. ASC 820 requires disclosures about the fair value of assets and liabilities recognized in the balance sheet in periods subsequent to initial recognition, whether the measurements are made on a recurring basis (for example, available for sale investment securities) or a nonrecurring basis (for example, impaired loans).

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

  • 23 -

The Fair Value Hierarchy

ASC 820-10 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. In accordance with ASC 820-10, these inputs are summarized in the three broad levels listed below:

●Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date.
●Level 2 – Other significant observable inputs (including quoted prices in active markets for similar securities).
●Level 3 – Significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).

The following is a description of valuation methodologies used for assets and liabilities recorded at fair value:

Investment Securities Available for Sale. Investment securities available for sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those traded on an active exchange such as the New York Stock Exchange, Treasury securities that are traded by dealers or brokers in active over-the-counter markets, and money market funds. Level 2 securities include mortgage-backed securities issued by government sponsored entities, municipal bonds and corporate debt securities. Securities classified as Level 3 include asset-backed securities in illiquid markets.

The Bank may be required, from time to time, to measure certain other financial and non-financial assets and liabilities at fair value on a non-recurring basis in accordance with GAAP.

Loans. Impaired loans totaled$2.5 million with $0 of specific reserves as of September 30, 2025. These assets included single-family residential, commercial and industrial, and automobile loans. They have been classified as impaired and include nonaccrual, past due 90 days or more and still accruing, and a homogeneous pool of indirect loans all considered to be impaired loans, which are valued under Level 3 inputs. Foreclosed real estate assets are primarily valued on a nonrecurring basis at the fair values of the underlying real estate collateral. The Company is predominantly a cash flow lender with real estate serving as collateral on a majority of loans. On a quarterly basis, the Company determines such fair values through a variety of data points and mostly relies on appraisals from independent appraisers. We obtain an appraisal of properties when they become impaired and conduct new appraisals at least every year. Typically, these appraisals do not include an inside inspection of the property as our loan documents do not require the borrower to allow access to the property. Therefore, the most significant unobservable inputs are the details of the amenities included within the property and the condition of the property. Further, we cannot always accurately assess the amount of time it takes to gain ownership of our collateral through the foreclosure process and the damage, as well as potential looting, of the property further decreasing our value. Thus, in determining the fair values we discount the current independent appraisals, within a range of 0% to 20%, based on individual circumstances.

  • 24 -

The changes in the assets subject to fair value measurements are summarized below by level:

​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Fair
(dollars in thousands)Level 1Level 2Level 3Value
September 30, 2025​​​​​​​​​​​​
Recurring:​​​​​​​​​​​​
Securities available for sale​​​​​​​​​​​​
State and municipal​$11,190​$20,207​$—​$31,397
Mortgage-backed​3,204​68,163​—​71,367
Corporate​​—​​1,377​​—​​1,377
​​​​​​​​​​​​​
Non-recurring:​​​​​​​​​​​​
Impaired loans​—​—​2,477​2,477
​​$14,394​$89,747​$2,477​$106,618
December 31, 2024​​​​​​​​​​​​
Recurring:​​​​​​​​​​​​
Securities available for sale​​​​​​​​​​​​
State and municipal​$11,182​$21,229​$—​$32,411
Mortgage-backed​3,006​71,191​—​74,197
Corporate​​—​​1,341​​—​​1,341
​​​​​​​​​​​​​
Non-recurring:​​​​​​​​​​
Impaired loans​—​—​994​994
​​$14,188​$93,761​$994​$108,943

The estimated fair values of the Company’s financial instruments at September 30, 2025 and December 31, 2024 are summarized in the following table. The fair values of a significant portion of these financial instruments are estimates derived using present value techniques and may not be indicative of the net realizable or liquidation values. Also, the calculation of estimated fair values is based on market conditions at a specific point in time and may not reflect current or future fair values.

​​​​​​​​​​​​​
​ · ​ · September 30, 2025 · ​ · December 31, 2024
(dollars in thousands) · ​ · Carrying · ​ · Fair · ​ · Carrying · ​ · Fair
​AmountValueAmountValue
Financial assets:​​​​​​​​​​​​
Cash and due from banks​$2,359​$2,359​$2,012​$2,012
Interest-bearing deposits in other financial institutions​8,340​8,340​22,134​22,134
Federal funds sold​1,528​1,528​318​318
Investment securities available for sale​104,141​104,141​107,949​107,949
Investments in restricted stock​​251​​251​​1,671​​1,671
Ground rents​118​118​123​123
Loans, less allowance for credit losses​212,752​205,573​202,380​191,685
Accrued interest receivable​1,340​1,340​1,345​1,345
Cash value of life insurance​8,966​8,966​8,834​8,834
​​​​​​​​​​​​​
Financial liabilities:​​​​​​​​​​​​
Deposits​329,069​286,177​309,189​260,368
Short-term borrowings​​—​​—​​30,000​​30,053
Accrued interest payable​45​45​153​153
Unrecognized financial instruments:​​​​​​​​​​​​
Commitments to extend credit​36,779​36,779​31,332​31,332
Standby letters of credit​683​683​255​255
  • 25 -

The following table presents the carrying amount, fair value, and placement in the fair value hierarchy of the Company’s financial instruments that were estimated using an exit pricing notion.

​​​​​​​​​​​​​​​​
(dollars in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Carrying · ​ · Fair · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
September 30, 2025AmountValueLevel 1Level 2Level 3
​​​​​​​​​​​​​​​​
Financial instruments - Assets​​​​​​​​​​​​​​​
Cash and cash equivalents​$12,227​$12,227​$12,227$—​$—
Loans receivable, net​212,752​205,573​——​205,573
Cash value of life insurance​8,966​8,966​—8,966​—
Financial instruments - Liabilities​​​​​​​​​​​​​​​
Deposits​329,069​286,177​25,536260,641​—
Short-term debt​—​—​——​—

Fair values are based on quoted market prices for similar instruments or estimated using discounted cash flows. The discounts used are estimated using comparable market rates for similar types of instruments adjusted to be commensurate with the credit risk, overhead costs, and optionality of such instruments.

The fair value of cash and due from banks, federal funds sold, investments in restricted stocks and accrued interest receivable are equal to the carrying amounts. The fair values of investment securities are determined using market quotations, if available, or measured using pricing models or other model-based valuation techniques such as present value and future value cash flows. The fair value of loans receivable is estimated using discounted cash flow analysis. For cash surrender value of life insurance, the carrying value is a reasonable estimate of fair value. The cash surrender value of life insurance is reported in the Level 2 fair value category. The fair value of FHLB borrowings is estimated based upon discounted future cash flows using a discounted rate comparable to the current market rate for such borrowings. FHLB borrowings are reported in the Level 2 fair value category.

The fair value of noninterest-bearing deposits, interest-bearing checking, savings, and money market deposit accounts, securities sold under agreements to repurchase, and accrued interest payable are equal to the carrying amounts. The fair value of fixed-maturity time deposits is estimated using discounted cash flow analysis.

NOTE 7 – RECENT ACCOUNTING PRONOUNCEMENTS

New accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") with required effective dates. The accounting pronouncements should be read in conjunction with "Critical Accounting Policies" of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s 2024 Form 10-K.

The Company reviews new accounting standards as issued and evaluates their potential impact on our consolidated financial statements. During the quarter ended September 30, 2025, no new accounting pronouncements were issued or became effective that had a material effect on our financial statements and disclosures.

NOTE 8 – BUSINESS COMBINATION

As of the close of business on August 15, 2025, The Bank of Glen Burnie (the “Bank”), a wholly owned subsidiary of Glen Burnie Bancorp (the “Company”), completed the acquisition of VA Wholesale Mortgage Incorporated, a Virginia-based residential mortgage banking and brokerage company (“VA Wholesale” or the “acquired company”). The transaction was affected pursuant to a Stock Purchase Agreement dated March 5, 2025, between the Bank and Eric Tan, the sole shareholder of VA Wholesale.

Under the terms of the agreement, the Bank acquired 100 percent of the outstanding common stock of VA Wholesale for consideration of $750,000, payable in advance and subject to a 36-month service obligation in the form of a forgivable promissory note. The note provides for monthly forgiveness of one-thirty-sixth of the principal balance

  • 26 -

contingent upon the continued employment of the Seller and satisfaction of specified performance and conduct conditions. The amortization of the note will be treated as compensation expense. In the event of noncompliance, the unamortized portion of the note would become immediately due and payable.

In addition, the Seller is eligible to receive contingent consideration (“earn-out”) equal to 33% of the net earnings of the acquired company plus 0.04 percent of total closed-loan volume during thethree-year period following closing. Earn-out payments, if any, will be determined annually based on the acquired company’s audited financial results for each measurement year.

The acquisition was accounted for under the acquisition method of accounting in accordance with ASC 805, Business Combinations. The purchase price was allocated to the identifiable assets acquired and liabilities assumed based on their estimated fair values at the acquisition date and the probable contingent consideration which was estimated at $298,000. The excess of the purchase price above the fair value of net assets acquired was recorded as goodwill in the amount of $317,000. No value was assigned to any identifiable intangible assets.

The results of operations of VA Wholesale have been included in the Company’s consolidated financial statements beginning on August 16, 2025. The acquisition enhances the Bank’s mortgage origination capabilities and expands its presence in the Mid-Atlantic market area.

NOTE 9 – SUBSEQUENT EVENTS

None.

ContentsView on SEC.gov

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