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Pioneer Bancorp, Inc./MD

For the period ended Dec 31, 2025. Filed Mar 12, 2026.

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About this filing

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

FY2025 · Filed Mar 12, 2026

PBFS$18.54+1.0%Stored close · as of Nov 9, 2026

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Notes to consolidated financial statements

For the year ended December 31, 2025, six months ended December 31, 2024 and 2023 (2023 unaudited) and the fiscal year ended June 30, 2024

  1. NATURE OF OPERATIONS

Nature of Operations

Pioneer Bancorp, Inc. (the “Company”) is a mid-tier stock holding company whose wholly owned subsidiary is Pioneer Bank, National Association (the “Bank”). The Bank was a New York State chartered savings bank and following approval by the Office of the Comptroller of the Currency (“OCC”) converted to a national bank on April 1, 2024. The Bank’s wholly owned subsidiaries are Pioneer Insurance Agency, Inc. and Pioneer Financial Services, Inc. The Company’s wholly owned subsidiary Pioneer Capital Markets, Inc., is a Financial Industry Regulatory Authority (“FINRA”)registered broker-dealer focused on municipal bond trading and commenced operations on January 2, 2026.

On October 15, 2024, the board of directors of the Company approved an amendment to Article VI, Section 5 of its Bylaws to change its fiscal year end from June 30 to December 31. Transition period comparative financial information presented for the six months ended December 31, 2023 is unaudited.

The Company provides diversified financial services through the Bank and its subsidiaries, with 22 offices in the Capital Region of New York State. The Company, through its subsidiaries, offers a broad array of deposit, lending, and other financial services to individuals, businesses, and municipalities. There are no significant concentrations of loans to any one customer or industry. However, the customers’ ability to repay their loans is dependent on the real estate and general economic conditions in the Bank’s market area.

  1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, the Bank, the Bank’s wholly owned subsidiaries, and Pioneer Capital Markets, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ substantially from those estimates. The allowance for credit losses, valuation of securities and other financial instruments, the funded status and expense of employee benefit plans, legal proceedings and other contingent liabilities, and the realizability of deferred tax assets are particularly subject to change.

Subsequent Events

Subsequent events are events or transactions that occur after the statement of condition date but before financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the statement of condition, including the estimates inherent in the process of preparing the consolidated financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the statement of condition but arose after that date.

Management has reviewed events occurring through the date the consolidated financial statements were issued and, when appropriate, recognized or disclosed in the consolidated financial statements or notes to the consolidated financial statements.

Cash and Cash Equivalents

Cash and cash equivalents consists of cash and due from banks, federal funds sold with maturities less than three months, and interest-bearing deposits with banks. Net cash flows are reported for customer loan and deposit transactions, changes in mortgagor’s escrow deposits, and short-term borrowings.

Securities Available for Sale, Securities Held to Maturity and Equity Securities

Management determines the appropriate classification of debt securities at the time of purchase. If management has the positive intent and ability to hold debt securities to maturity, they are classified as securities held to maturity and are stated at amortized cost. If debt securities are purchased for the purpose of selling them in the near term, they are classified as trading securities and are reported at fair value with unrealized gains and losses reflected in current earnings. All other debt securities are classified as securities available for sale and reported at fair value, with net unrealized gains or losses reported, net of income taxes, in accumulated other comprehensive income (loss), a component of shareholders’ equity. All marketable equity securities are reported at fair value, with changes in fair value recognized through net income in the consolidated statements of operations. At December 31, 2025 and 2024 and during the year ended December 31, 2025, six months ended December 31, 2024 and fiscal year ended June 30, 2024, the Company did not hold any securities considered to be trading securities.

Gains or losses on the sale or call of securities are based on the net proceeds received and the amortized cost of the securities sold or called, using the specific identification method. The cost of securities is adjusted for amortization of premiums and accretion of discounts, which is calculated on an effective interest method over the period to the call date or over the terms of the securities, if there is no call date.

Allowance for Credit Losses on Securities Held to Maturity

With respect to its held to maturity debt securities, the Company is required to utilize the Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“CECL”) approach to estimate expected credit losses. Management measures expected credit losses on held to maturity debt securities on a collective basis by major security types that share similar risk characteristics. Management classifies the held to maturity debt securities portfolio into the following major security types: Corporate debt securities and municipal obligations. Expected losses are calculated on a pooled basis using a probability of default/loss given default model, based on historical credit loss data from a reliable source. Management utilizes corporate and municipal default and loss rates which provides decades of data across all corporate and municipal sectors and geographies. Management may exercise discretion to make adjustments based on environmental factors. The model calculates the expected loss for each security over the contractual life. If the risk of a held to maturity debt security no longer matches the collective assessment pool, it is removed and individually assessed for credit deterioration.

Allowance for Credit Losses on Securities Available for Sale

The impairment model for available for sale debt securities differs from the CECL approach utilized for held to maturity debt securities because available for sale debt securities are measured at fair value rather than amortized cost. For available for sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more than likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities available for sale that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost and adverse conditions 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 are compared to the amortized cost basis of the security. If the present value of the 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 by the amount that the fair value is less than the amortized cost. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of tax. Changes in the allowance for credit losses are recorded as provision for, or reversal of, credit loss expense. Losses are charged against the allowance when

management believes the uncollectibility of an available for sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain securities, it is at least reasonably possible that changes in the values of securities will occur in the near term and that such changes could materially affect the amounts reported in the accompanying consolidated financial statements.

Federal Home Loan Bank of New York (“FHLBNY”) and Federal Reserve Bank of New York (“FRBNY”) Stock

The Bank is a member of both the FHLBNY and FRBNY. FHLBNY members are required to own a certain amount of stock based on the level of borrowings and other factors, while FRBNY members are required to own a certain amount of stock based on a percentage of the Bank’s capital stock and surplus. FHLBNY and FRBNY stock are carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends, if any, are reported as income.

Loans Held for Sale

Management determines the appropriate classification of mortgage loans at the time of commitment for new loan originations or, for convertible adjustable rate loans, at the time of conversion to a fixed interest rate. Mortgage loans held for sale are recorded at the lower of aggregate cost or fair value as determined by outstanding commitments from investors or fair value based upon recent sales for loans with no commitments. In order to limit the interest rate risk associated with loans held for sale, the Company may enter into various agreements to sell loans in the secondary mortgage market at fixed rates.

Gains and losses on the disposition of loans held for sale are determined based on the difference between the selling price and the carrying value of the loan sold plus the value of servicing rights, if retained.

At December 31, 2025 and 2024, the Company hadno loans held for sale.

Net Loans Receivable

Loans receivable are reported at the principal amount outstanding, plus net deferred loan costs and net of the allowance for credit losses on loans. Interest income accrues on the unpaid principal balance. Interest income on loans is not recognized when considered doubtful of collection by management (generally, when principal or interest payments are ninety days or more past due). Past due status is based on the contractual terms of the loan. A loan is moved to non-accrual status in accordance with the Company’s policy, typically after 90 days of non-payment, unless the loan is well secured and in the process of collection. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful.

All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest received on such loans is accounted for on a cost recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

Fees received from loan originations and certain direct origination costs are deferred and amortized into interest income to provide for a level-yield on the underlying loans without anticipating prepayments.

Allowance for Credit Losses on Loans

The CECL approach requires an estimate of the credit losses expected over the life of a loan (or pool of loans). The allowance for credit losses is a valuation account deducted from the amortized cost basis of loans to present the net, lifetime amount expected to be collected on the loans. Expected losses are evaluated and calculated on a collective, or pooled, basis for those loans which share similar risk characteristics. If the loan does not share risk characteristics with other loans, the Company will evaluate the loan on an individual basis. Individually evaluated loans are primarily non-accrual and collateral dependent loans. Loan losses are charged off against the allowance when

management believes a loan balance is confirmed to be uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and amounts expected to be charged-off.

The loan portfolio is segmented at the level at which the Company develops and documents a systematic methodology to determine its allowance for credit losses. Upon adoption of CECL, management revised the manner in which loans were pooled for similar risk characteristics. Management developed the following segments for estimating loss based on type of borrower and collateral which is generally based upon federal call report segmentation and have been combined or subsegmented as needed to ensure loans of similar risk profiles are appropriately pooled: commercial (commercial real estate, commercial and industrial, and commercial construction), residential mortgages, home equity loans and lines, and consumer loans.

Management estimates the allowance for credit losses on loans by using relevant available information, from internal and external sources, related to past events, current conditions, and reasonable and supportable forecasts that affect the collectability of loans. Historical loss experience was considered by the Company for estimating expected credit losses and determined the need to use peer data, with similar risk profiles, to develop and calculate the CECL reserve models.

Historical credit loss experience for the Company and peer losses by loan segments, provide a foundation for estimating an expected credit loss. The observed credit losses are converted to probability of default (“PD”) rate curves through the use of loss given default (“LGD”) risk factors that convert default rates to estimated loss for each loan segment. This is based on industry-level, observed relationships between the PD and LGD variables for each segment. The historical PD curves correspond to economic variables through historical economic cycles, which establishes a quantitative relationship between forecasted economic conditions and loan performance.

Using the historical quantitative relationship between economic conditions and loan performance, management developed a model, using selected external economic forecasts that is highly correlated for each loan segment. These forecasts are then applied over a period that management has determined to be reasonable and supportable. Beyond the period over which management can develop or source a reasonable and supportable forecast, the model will revert to long-term average economic conditions using a straight-line methodology.

The allowance for credit losses on loans is measured on a collective basis, when similar risk characteristics are present, with both a quantitative and qualitative analysis that is applied on a quarterly basis. The respective quantitative reserve for each segment is calculated using a PD/LGD modeling methodology, with segment-specific regression models. The discounted cash flows methodology uses expected credit losses estimated over the effective life of each loan by measuring the difference between the net present value of modeled cash flows and amortized cost basis. Contractual cash flows over the contractual life of the loans are the basis for modeled cash flows, adjusted for modeled defaults and expected prepayments and discounted at the loan-level stated interest rate.

Management applies a qualitative adjustment for each segment as of the consolidated statements of condition date. The qualitative adjustments include limitations inherent in the quantitative model; changes in lending policies and procedures; changes in international, national, regional, and local economic conditions; changes in the nature and volume of the portfolio and terms of loans; the experience, ability and depth of lending management and staff; changes in the volume and severity of past due loans; changes in value of underlying collateral; existence and effect of any concentrations of credit and changes in the levels of such concentrations; and the effect of external factors; such as competition, legal and regulatory requirements.

On a case-by-case basis, the Company may conclude that a loan should be evaluated on an individual basis based on its disparate risk characteristics. When the Company determines that a loan no longer shares similar risk characteristics with other loans in the portfolio, the allowance will be determined on an individual basis using the present value of expected cash flows or, for collateral-dependent loans, the estimated fair value of the collateral, as applicable.

The following are the portfolio and class segments and the risk characteristics of each:

Commercial – Commercial real estate loans are secured by multi-family and nonresidential real estate and generally have larger balances and involve a greater degree of risk than residential real estate loans. Commercial real estate loans depend on the global cash flow analysis of the borrower and the net operating income of the property, the borrower’s expertise, credit history and profitability, and the value of the underlying property. Of primary concern in commercial real estate lending is the borrower’s creditworthiness and the cash flow from the property. Payments on loans secured by income properties often depend on successful operation and management of the properties. As a result, repayment of such loans may be subject, to a greater extent than residential real estate loans, to adverse conditions in the real estate market or the economy. Commercial real estate is also subject to adverse market conditions that cause a decrease in market value or lease rates, obsolescence in location or function and market conditions associated with oversupply in a specific region.

Commercial and industrial loans are commercial loans other than those secured by real estate. Commercial and industrial loans are generally of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flow of the borrower’s business. As a result, the availability of funds for the repayment of commercial loans may depend substantially on the success of the business itself. Furthermore, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value.

Commercial construction financing is generally considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real estate. Risk of loss on a construction loan depends largely upon the accuracy of the initial estimate of the property’s value at completion of construction and the estimated cost of construction. During the construction phase, a number of factors could result in delays and cost overruns. If the estimate of construction costs proves to be inaccurate, additional funds may be required to be advanced in excess of the amount originally committed to permit completion of the building. If the estimate of value proves to be inaccurate, the value of the building may be insufficient to assure full repayment if liquidation is required. If foreclosure is required on a building before or at completion due to a default, there can be no assurance that all of the unpaid balance of, and accrued interest on, the loan as well as related foreclosure and holding costs will be recovered.

Residential Mortgages– Residential mortgage loans are generally made on the basis of the borrower’s ability to make repayment from his or her employment or other income, and which are secured by real property whose value tends to be more easily ascertainable. Repayment of residential mortgage loans is subject to adverse employment conditions in the local economy leading to increased default rate and decreased market values from oversupply in a geographic area. In general, residential mortgage loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Home Equity Loans and Lines – Home equity loans secured by real estate may entail greater risk than first-lien residential mortgage loans due to a lower lien position. In general, repayment of home equity loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Consumer - Consumer loans, particularly unsecured loans and loans secured by assets that depreciate rapidly, such as motor vehicles, are subject to greater risk. In all cases, collateral for a defaulted consumer loan may not provide an adequate source of repayment for the outstanding loan and a small remaining deficiency often does not warrant further substantial collection efforts against the borrower.

Allowance for Credit Losses on Unfunded Commitments

The Company estimates expected credit losses over the contractual period in which the Company has exposure to a contractual obligation to extend credit unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments exposure is recognized in other liabilities on the consolidated statement of condition and is adjusted by the provision for credit losses on the consolidated statement of operations. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over the estimated contractual life. The probable funding amount by segment is multiplied by the respective reserve percentage calculated in the allowance for credit losses on loans to calculate a reserve on unfunded commitments.

Accrued Interest Receivable

Accrued interest receivable balances are presented separately on the consolidated statements of financial condition and are not included in amortized cost when determining the allowance for credit losses. The Company does not estimate expected credit losses on accrued interest receivable on loans and investment securities, as accrued interest receivable is reversed or written off when the full collection of the accrued interest receivable related to a loan or investment security becomes doubtful.

Derivatives

In the normal course of business, the Company utilizes interest rate swaps with certain commercial borrowers and third-party counterparties. These transactions are accounted for as derivatives. The derivatives are entered into in connection with the Company’s asset and liability management activities and not for trading purposes.

The derivatives are not designated as hedges for accounting purposes and therefore all derivatives are recorded at fair value as derivative assets and derivative liabilities, included in other assets and other liabilities, respectively, in the consolidated statements of condition, with changes in fair value recognized as non-interest income in the consolidated statements of operations.

Premises and Equipment

Premises and equipment are carried at cost, net of accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (39 years for buildings,15 years for land improvements and 3 to 10 years for furniture, fixtures and equipment). Leasehold improvements are amortized on a straight-line basis over the shorter of the term of the related leases or the estimated useful lives of the assets. Land is carried at cost.

Leases

The Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets and liabilities for operating leases and finance leases are recognized at the commencement date based on the present value of lease payments over the lease term. If the rate implicit in the lease is not known or determinable, the incremental borrowing rate is used to determine the present value of lease payments. The incremental borrowing rates are based on information provided by FHLBNY for a secured borrowing arrangement of a comparable term. The lease term may include an option to extend or terminate early when exercise of that option is considered reasonably certain. Reductions to finance lease ROU assets are recognized as amortization on a straight-line basis over the lease term and the interest on the related lease liability is expensed through interest expense on borrowings and other on the accompanying consolidated statements of operations. Reductions to operating lease ROU assets are recognized as lease cost on a straight-line basis over the lease term.

Other Real Estate Owned

Other real estate owned (“OREO”) is initially recorded at fair value of the asset acquired less an estimate of the costs to sell, establishing a new cost basis. Fair value of OREO is generally determined through independent appraisals. At the time of foreclosure or when the Company obtains legal title to the property, the excess, if any, of the recorded investment in the loan over the fair value of the asset received is charged to the allowance for credit losses on loans. Subsequent declines in the fair value of such assets, or increases in the estimated costs to sell the

properties and net operating expenses of such assets, are charged directly to other expenses. OREO is included in other assets in the consolidated statements of condition.

Bank-Owned Life Insurance

The Company is the beneficiary of a policy that insures the lives of certain current and former officers of the Company. The Company has recognized the cash surrender value, or the amount that can be realized under the insurance policy, as an asset in the consolidated statements of condition. Changes in the cash surrender value and insurance benefit payments are recorded in noninterest income.

Goodwill and Other Intangible Assets

The excess of the cost of acquired entities over the fair value of identifiable tangible and intangible assets acquired, less liabilities assumed, is recorded as goodwill. Goodwill is carried at its acquired value and is reviewed annually for impairment, or when events or changes in circumstances indicate that carrying amounts may be impaired.

Acquired identifiable intangible assets that have finite lives are amortized over their useful economic life. Customer relationship intangibles are generally amortized over fifteen years based upon the projected discounted cash flows of the accounts acquired. Core deposit premium related to the Company’s assumption of certain deposit liabilities is being amortized over fifteen years. Acquired identifiable intangible assets that are amortized are reviewed for impairment when events or changes in circumstances indicate that the carrying amounts may be impaired.

Advertising

The Company expenses costs associated with advertising as they are incurred.

Income Taxes

Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The Company recognizes interest and/or penalties related to income tax matters in other expense.

A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded.

Financial Instruments

In the normal course of business, the Company is a party to certain financial instruments with off-balance-sheet risk such as commitments to extend credit, unused lines of credit and standby letters of credit. The face amount for these items represents exposure to loss, before considering customer collateral, or ability to repay. The Company’s policy is to record such instruments when funded.

Mortgage Servicing Rights

Mortgage servicing rights are recognized in other assets when loans are sold with servicing retained based on their estimated fair values. The cost allocated to the servicing right is capitalized as a separate asset and amortized in proportion to, and over the period of, estimated net servicing income. Capitalized mortgage servicing rights are assessed for impairment based on the fair value of those rights, and any impairment loss is recognized through a valuation allowance.

Comprehensive Income

Comprehensive income represents the sum of net income and items of other comprehensive income or loss, which are reported directly in shareholders’ equity, net of tax. Other comprehensive income or loss includes the unrealized gain or loss on securities available for sale and changes in the funded status of the Company’s defined benefit pension and other post-retirement plans, net of tax.

Cash Reserve Requirement

The Company may be required to maintain certain reserves of cash and/or deposits with the Federal Reserve Bank. The Company hadno reserve requirement at December 31, 2025 and 2024.

Employee Benefits

The Company has a defined benefit pension plan covering substantially all of its employees hired before September 1, 2019. The benefits are developed from actuarial valuations and are based on the employee’s years of service and compensation. Actuarial assumptions such as interest rates, expected return on plan assets, turnover, mortality and rates of future compensation increases have a significant impact on the costs, assets and liabilities of the plan. Pension expense is the net of service cost, interest cost, return on plan assets and amortization of gains and losses not immediately recognized.

The Company also provides post-retirement medical and life insurance benefits to certain employees and retirees. The cost of post-retirement benefits is recognized on an accrual basis as employees perform services. Effective October 1, 2006, the post-retirement medical portion of the plan was frozen. Accordingly, after that date there have been no new plan participants.

The Company maintains a defined contribution 401(k) plan covering substantially all employees meeting certain eligibility requirements. Employer 401(k) expense is the amount of matching contributions.

The Company maintains an Employee Stock Ownership Plan (“ESOP”) covering substantially all employees meeting certain eligibility requirements. The cost of shares issued to the ESOP, but not yet allocated to participants, is shown as a reduction of shareholders’ equity. Compensation expense is based on the market price of shares as they are committed to be released to participant accounts.

Deferred compensation and supplemental retirement plan expense principally represents investment performance on the various plan assets.

Stock-Based Compensation

The Company maintains a stock-based compensation plan under which stock options and restricted stock awards are granted to certain directors and key employees. The Company expenses the grant date fair value of stock options and restricted stock awards granted. For stock options and restricted stock awards, the expense is recognized over the vesting period of the grant on a straight-line basis, and is included within salaries and employee benefits expense on the accompanying consolidated statement of operations. The expense is adjusted for forfeitures as they occur. For restricted stock awards fair value is measured using the closing price of the Company common stock at the grant date. Stock option awards use the Black-Scholes Option-Pricing Model to measure fair value at the grant date.

Earnings per Share

Basic earnings per share (“EPS”) excludes dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity (such as the Company’s dilutive stock options and restricted stock awards). Unallocated ESOP shares are not deemed outstanding for earnings per share calculations.

Shareholders’ Equity

The Company accounts for stock repurchases by allocating the repurchase price to common stock and retained earnings. Under Maryland law, the Company's state of incorporation, there are no treasury shares. All repurchased shares are authorized but unissued shares and these shares may be issued in the future for general corporate and other purposes. The Company may terminate or limit the stock repurchase program at any time. The Company records the shares purchased under the share repurchase plan based on the trade date.

Segment Reporting

The Company’s reportable segments are determined by the Chief Executive Officer, who is designated as the chief operating decision maker, based on information provided about the Company’s products and services offered. The Company’s operations are primarily in the community banking industry and includes retail and commercial banking services. The Company also sells commercial and consumer insurance products and employee benefit products and services through Pioneer Insurance Agency, Inc. and provides wealth management services through Pioneer Financial Services, Inc. The segment is also distinguished by the level of information provided to the chief operating decision maker, who uses that information to review performance of various components of the business. 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 consolidated net income to benchmark the Company against its competitors. The benchmarking analysis along with monitoring budget to actual results are used in assessing performance. The financial information used for performance assessment by the chief operating decision maker is the same as the financial information included in the consolidated statements of condition and consolidated statements of operations.

Reclassifications

Amounts in the prior year’s consolidated financial statements are reclassified whenever necessary to conform to the current year’s presentation.

Adoption of Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, to provide more transparency about income tax information through improvements to income tax disclosures. Specifically, the update requires enhancements to the rate reconciliation, including disclosure of specific categories and additional information for reconciling items meeting a quantitative threshold, and greater disaggregation of income tax disclosures related to income taxes paid. The amendments in this update are effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. Other than meeting the new disclosure requirements, the adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

Impact of Recent Accounting Pronouncements

In November 2024, the FASB issued ASU No. 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The amendments in this ASU require disclosure, in the notes to the consolidated financial statements, of specified information about certain costs and expenses. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is evaluating the impact this will have on the consolidated financial statements.

**3.**ACQUISITIONS

On October 28, 2025, the Company, through its subsidiary, Pioneer Financial Services, Inc., completed the acquisition of certain assets of Brown Financial Management Group, LLC a wealth management firm in the Capital Region of New York. The Company paid$480,000 in cash and recorded$720,000 in contingent consideration payable to acquire the assets and recorded a $480,000 customer list intangible asset and goodwill in the amount of $720,000 in conjunction with the acquisition. The goodwill from the acquisition is expected to be deductible for tax purposes. No contingent consideration was paid during the year ended December 31, 2025. The effects of the acquired assets have been included in the consolidated financial statements since the acquisition date. The above referenced acquisition was made to expand the Company’s wealth management services activities.

On July 13, 2023, the Company, through its subsidiary, Pioneer Financial Services, Inc., completed the acquisition of certain assets of Hudson Financial LLC, a company engaged in the wealth management services business in the Hudson Valley Region of New York. The Company paid an aggregate of $2.0 million in cash and recorded $1.5 million in contingent consideration payable to acquire the assets and recorded a $1.4 million customer list intangible asset and goodwill in the amount of $2.1 million in conjunction with the acquisition. The goodwill from the acquisition is expected to be deductible for tax purposes. During the year ended December 31, 2025, contingent consideration of$750,000 was paid. During the six months ended December 31, 2024, contingent consideration of$750,000 was paid. No contingent consideration was paid during the fiscal year ended June 30, 2024. The effects of the acquired assets have been included in the consolidated financial statements since the acquisition date. The above referenced acquisition was made to expand the Company’s wealth management services activities.

  1. INVESTMENT SECURITIES

The amortized cost and estimated fair value of securities available for sale are as follows (dollars in thousands):

​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · Gross · ​ · Gross · ​ · ​ · ​
​ · ​ · Amortized · ​ · Unrealized · ​ · Unrealized · ​ · Estimated
​ · ​ ​ ​ · Cost · ​ ​ ​ · Gains · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value
December 31, 2025 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
U.S. Treasury​$54,483​$275​$(6)​$54,752
Mortgage-backed securities:​​​​​​​​​​​​
U.S. Government agency securities​​36,743​​384​​(423)​​36,704
Government-sponsored enterprises​​38,955​​828​​—​​39,783
Collateralized mortgage obligations:​​​​​​​​​​​​
U.S. Government agency securities​​21,009​​374​​—​​21,383
Government-sponsored enterprises​​47,929​​465​​(104)​​48,290
Municipal obligations​19,477​42​—​19,519
Total available for sale securities​$218,596​$2,368​$(533)​$220,431
​​​​​​​​​​​​​
December 31, 2024​​​​​​​​​
U.S. Treasury​$217,412​$162​$(868)​$216,706
Mortgage-backed securities:​​​​​​​​​​​​
U.S. Government agency securities​​20,517​​—​​(1,189)​​19,328
Government-sponsored enterprises​​17,522​​—​​(633)​​16,889
Collateralized mortgage obligations:​​​​​​​​​​​​
U.S. Government agency securities​​18,009​​—​​(461)​​17,548
Government-sponsored enterprises​​33,489​​1​​(249)​​33,241
Municipal obligations​17,782​51​(8)​17,825
Total available for sale securities​$324,731​$214​$(3,408)​$321,537

The Company elected to exclude accrued interest receivable from the amortized cost basis of debt securities. Accrued interest receivable on available for sale debt securities totaled$1.2 million and$1.3 million at December 31, 2025 and 2024, respectively, and is excluded from the estimate of credit losses and reported in accrued interest receivable in the consolidated statement of condition.

There wasno allowance for credit losses for securities available for sale as of December 31, 2025 and 2024.

The amortized cost and estimated fair value of securities held to maturity are as follows (dollars in thousands):

​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · Gross · ​ · Gross · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Amortized · ​ · Unrealized · ​ · Unrealized · ​ · Estimated · ​ · Allowance for · ​ · Net Carrying
​ · ​ ​ ​ · Cost · ​ ​ ​ · Gains · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value · ​ ​ ​ · Credit Losses · ​ ​ ​ · Value
December 31, 2025 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Corporate debt securities​$39,637​​648​​(2,441)​$37,844​$452​$39,185
Municipal obligations​​2,336​​—​​(5)​​2,331​​—​​2,336
Total held to maturity securities​$41,973​$648​$(2,446)​$40,175​$452​$41,521
​​​​​​​​​​​​​​​​​​​
December 31, 2024​​​​​​​​​​​​
Corporate debt securities​$22,000​​59​​(3,181)​$18,878​$216​$21,784
Municipal obligations​​3,616​​—​​(37)​​3,579​​—​​3,616
Total held to maturity securities​$25,616​$59​$(3,218)​$22,457​$216​$25,400

Accrued interest receivable on held to maturity debt securities totaled $382,000 and $254,000 at December 31, 2025 and 2024, respectively, and is excluded from the estimate of credit losses and is reported in accrued interest receivable in the consolidated statement of condition.

The following tables present the activity in the allowance for credit losses on securities held-to-maturity (dollars in thousands):

​​​​​​​​​​​​​​​​
​For the Year Ended December 31, 2025
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Corporate debt securities​$216​$236​$—​$—​$452
Municipal obligations​​—​​—​​—​​—​​—
Total​$216​$236​$—​$—​$452
​​​​​​​​​​​​​​​​
​For the Fiscal Year Ended June 30, 2024
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Corporate debt securities​$—​$262​$—​$—​$262
Municipal obligations​​—​​—​​—​​—​​—
Total allowance for credit losses on securities held to maturity​$—​$262​$—​$—​$262
​​​​​​​​​​​​​​​​
​For the Six Months Ended December 31, 2024
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Corporate debt securities​$262​$(46)​$—​$—​$216
Municipal obligations​​—​​—​​—​​—​​—
Total​$262​$(46)​$—​$—​$216
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​For the Six Months Ended December 31, 2023
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Corporate debt securities​$—​$238​$—​$—​$238
Municipal obligations​—​​—​​—​​—​—
Total​$—​$238​$—​$—​$238

The estimated fair value and gross unrealized losses aggregated by security category and length of time such securities have been in a continuous unrealized loss position, is summarized as follows (dollars in thousands):

​​​​​​​​​​​​​​​​​​​
​ · ​ · December 31, 2025
​ · ​ · Less than 12 Months · ​ · 12 Months or Longer · ​ · Total
​ · ​ · Estimated · ​ · Unrealized · ​ · Estimated · ​ · Unrealized · ​ · Estimated · ​ · Unrealized
​ · ​ ​ ​ · Fair Value · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value · ​ ​ ​ · Losses
Securities available for sale: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
U.S. Treasury​$—​$—​$4,994​$(6)​$4,994​$(6)
Mortgage-backed securities:​​​​​​​​​​​​​​​​​​
U.S. Government agency securities​​—​​—​​18,183​​(423)​​18,183​​(423)
Government-sponsored enterprises​​—​​—​​—​​—​​—​​—
Collateralized mortgage obligations:​​​​​​​​​​​​​​​​​​
U.S. Government agency securities​​—​​—​​—​​—​​—​​—
Government-sponsored enterprises​6,661​​(11)​​27,763​​(93)​34,424​(104)
​​$6,661​$(11)​$50,940​$(522)​$57,601​$(533)
​​​​​​​​​​​​​​​​​​​
Securities held to maturity:​​​​​​​​​​​​​​​​​​
Corporate debt securities​$2,483​$(17)​$10,326​$(2,424)​$12,809​$(2,441)
Municipal obligations​​2,331​​(5)​​—​​—​​2,331​​(5)
​​$4,814​$(22)​$10,326​$(2,424)​$15,140​$(2,446)
​​​​​​​​​​​​​​​​​​​
​ · ​ · December 31, 2024
​ · ​ · Less than 12 Months · ​ · 12 Months or Longer · ​ · Total
​ · ​ · Estimated · ​ · Unrealized · ​ · Estimated · ​ · Unrealized · ​ · Estimated · ​ · Unrealized
​ · ​ ​ ​ · Fair Value · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value · ​ ​ ​ · Losses · ​ ​ ​ · Fair Value · ​ · Losses
Securities available for sale: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
U.S. Treasury​$14,432​$(4)​$128,283​$(864)​$142,715​$(868)
Mortgage-backed securities:​​​​​​​​​​​​​​​​​​
U.S. Government agency securities​​19,328​​(1,189)​​—​​—​​19,328​​(1,189)
Government-sponsored enterprises​​16,889​​(633)​​—​​—​​16,889​​(633)
Collateralized mortgage obligations:​​​​​​​​​​​​​​​​​​
U.S. Government agency securities​​17,548​​(461)​​—​​—​​17,548​​(461)
Government-sponsored enterprises​31,128​​(248)​​11​​(1)​31,139​(249)
Municipal obligations​6,437​(8)​—​—​6,437​(8)
​​$105,762​$(2,543)​$128,294​$(865)​$234,056​$(3,408)
​​​​​​​​​​​​​​​​​​​
Securities held to maturity:​​​​​​​​​​​​​​​​​​
Corporate debt securities​$—​$—​$16,819​$(3,181)​$16,819​$(3,181)
Municipal obligations​​—​​—​​3,579​​(37)​​3,579​​(37)
​​$—​$—​$20,398​$(3,218)​$20,398​$(3,218)

Unrealized losses on securities available for sale have not been recognized into income because the issuers' debt securities are of high credit quality (rated AA or higher), management does not intend to sell, and it is likely that management will not be required to sell the securities prior to their anticipated recovery, and the decline in fair value is largely due to changes in interest rates and other market conditions. The issuers continue to make timely principal and interest payments on the securities. The fair value is expected to recover as the securities approach maturity.

As a result of the Company adopting the CECL guidance using the prospective transition approach for debt securities for which other-than-temporary impairment had been recognized prior to July 1, 2023, the amortized cost basis remains the same before and after the effective date of the CECL guidance. The effective interest rate on these debt securities was not changed. Amounts previously recognized in accumulated other comprehensive income as

of July 1, 2023 relating to improvements in cash flows expected to be collected will be accreted into income over the remaining life of the asset. Recoveries of amounts previously written off relating to improvements in cash flows after July 1, 2023 will be recorded in earnings when received.

The Company does not believe the available for sale securities that were in an unrealized loss position as of December 31, 2025 and 2024, which consisted of 16 and 52 individual securities, respectively, represented a credit loss impairment. Available for sale debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. As of December 31, 2025 and 2024, the majority of the available for sale securities in an unrealized loss position consisted of debt securities issued by U.S. government agencies or U.S. government-sponsored enterprises that carry the explicit and/or implicit guarantee of the U.S. government, which are widely recognized as “risk-free” and have a long history of zero credit losses. Total gross unrealized losses were primarily attributable to changes in interest rates, relative to when the investment securities were purchased, and not due to the credit quality of the investment securities. The Company does not intend to sell, nor is it more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, which may be at maturity.

None of the Company’s held to maturity debt securities were past due or on nonaccrual status as of December 31, 2025 and 2024. There wasno accrued interest reversed against interest income for the year ended December 31, 2025, six months ended December 31, 2024 and the fiscal year ended June 30, 2024, as all securities remained on accrual status. In addition, there were no collateral dependent held to maturity debt securities as of December 31, 2025 and 2024. An allowance for credit losses on held to maturity debt securities is recorded to account for expected lifetime credit losses.

The following table sets forth information with regard to contractual maturities of debt securities (dollars in thousands).

​​​​​​​
​December 31, 2025
​ · Amortized · Estimated
​ · ​ ​ ​ · Cost · ​ ​ ​ · Fair Value
Securities available for sale: · ​ · ​ · ​ · ​
Due in one year or less​$54,221​$54,366
Due after one to five years​33,053​33,191
Due after five to ten years​​9,599​​9,550
Due after ten years​​121,723​​123,324
​​$218,596​$220,431
​​​​​​​
Securities held to maturity:​​​​
Due in one year or less​$2,148​$2,143
Due after one to five years​8,938​9,062
Due after five to ten years​30,887​28,970
​​$41,973​$40,175

Maturities of mortgage-backed securities and collateralized mortgage obligations are included based on their contractual lives. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

There wereno sales of securities available for sale during the year ended December 31, 2025. During the six months ended December 31, 2024, the Company received $350,000 in proceeds from the sale of securities available for sale, realizing net gains of $165,000. The realized net gains was comprised of$253,000 of gross gains and$88,000 of gross losses. During the fiscal year ended June 30, 2024, the Company received $74.5 million in proceeds from the sale of securities available for sale, realizing gross losses of $5.6 million.

There wereno sales of securities held to maturity for the year ended December 31, 2025, the six months ended December 31, 2024 and the fiscal year ended June 30, 2024.

During the fiscal year ended June 30, 2024, the Company received $3.1 million in proceeds from the sale of equity securities.

As of December 31, 2025 and 2024, there were no holdings of securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of the Company’s equity. As of December 31, 2025 and 2024, the carrying value of available for sale securities pledged to secure FHLBNY advances and municipal deposits was $216.4 million and $313.6 million, respectively.

  1. NET LOANS RECEIVABLE

A summary of net loans receivable is as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · ​ · ​ · ​ · ​ · ​
​​December 31, 2025​ ​ ​December 31, 2024
Commercial:​​​​
Real estate​$466,449​$414,835
Commercial and industrial​124,895​108,474
Construction​169,724​130,959
Total commercial​761,068​654,268
Residential mortgages​793,657​689,569
Home equity loans and lines​97,629​94,928
Consumer​19,206​17,564
​​1,671,560​1,456,329
Allowance for credit losses​(25,305)​(21,754)
Net loans receivable​$1,646,255​$1,434,575

Accrued interest receivable on loans totaled $7.4 million and $6.3 million at December 31, 2025 and 2024, respectively. Accrued interest receivable on loans is included in accrued interest receivable on the consolidated statements of condition, and is excluded from the estimate of credit losses.

Net deferred loan costs totaled $11.7 million and $9.8 million at December 31, 2025 and 2024, respectively, and are included in net loans receivable.

The allowance for credit losses on loans is established through a provision for credit losses based on the results of life of loan quantitative models, reserves associated with collateral-dependent loans evaluated individually and adjustments for the impact of current economic conditions not accounted for in the quantitative models. The discounted cash flow methodology is used to calculate the CECL reserve for the commercial, residential mortgages, and home equity loans and lines of credit segments. The allowance for credit losses on loans estimate uses a four-quarter reasonable and supportable forecast period based on economic forecast from the Federal Open Market Committee (“FOMC”) of the Federal Reserve's projections of civilian unemployment and year-over-year U.S. GDP growth. The forecast will revert to long-term economic conditions over a four quarter reversion period on a straight-

line basis. A qualitative factor framework has been developed to adjust the quantitative loss rates for asset-specific risk characteristics or current conditions at the reporting date.

The following table presents the activity in the allowance for credit losses by portfolio segment (dollars in thousands):

​​​​​​​​​​​​​​​​
​For the Year Ended December 31, 2025
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Commercial​$12,067​$2,694​$(96)​$44​$14,709
Residential mortgages​7,930​863​​(4)​​48​8,837
Home equity loans and lines of credit​​1,185​​(20)​​(23)​​12​​1,154
Consumer​​572​​109​(109)​33​​605
Allowance for credit losses - loans​21,754​3,646​(232)​137​25,305
Allowance for credit losses - off-balance sheet credit exposures​2,190​(187)​—​—​2,003
Total​$23,944​$3,459​$(232)​$137​$27,308
​​​​​​​​​​​​​​​​
​ · ​ · For the Six Months Ended December 31, 2024
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Beginning · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Commercial​$12,504​​(540)​​(111)​​214​$12,067
Residential mortgages​7,706​​269​​(45)​​—​7,930
Home equity loans and lines of credit​​1,244​​(59)​​—​​—​​1,185
Consumer​​347​​305​​(100)​​20​​572
Allowance for credit losses - loans​21,801​(25)​(256)​234​21,754
Allowance for credit losses - off-balance sheet credit exposures​1,899​​291​​—​​—​2,190
Total​$23,700​$266​$(256)​$234​$23,944
​​​​​​​​​​​​​​​​​​​
​For the Six Months Ended December 31, 2023
​ · ​ · ​ · ​ · Cumulative Effect · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Beginning · ​ · Adjustment for the · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ ​ ​ · Balance · ​ ​ ​ · Adoption of ASU 2016-13 · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Commercial​$14,288​​(1,307)​​(5)​​(345)​​43​$12,674
Residential mortgages​6,222​​(670)​​1,418​​—​​—​6,970
Home equity loans and lines of credit​​1,470​​(265)​​145​​(12)​​1​​1,339
Consumer​​489​​(69)​​17​​(69)​​11​​379
Allowance for credit losses - loans​22,469​(2,311)​1,575​(426)​55​21,362
Allowance for credit losses - off-balance sheet credit exposures​—​​1,624​​57​​—​​—​1,681
Total​$22,469​$(687)​$1,632​$(426)​$55​$23,043
​​​​​​​​​​​​​​​​​​​
​ · ​ · For the Fiscal Year Ended June 30, 2024
​ · ​ · ​ · ​ · Cumulative Effect · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · Beginning · ​ · Adjustment for the · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Ending
​ · ​ · Balance · ​ ​ ​ · Adoption of ASU 2016-13 · ​ ​ ​ · Provisions · ​ ​ ​ · Charge-offs · ​ ​ ​ · Recoveries · ​ ​ ​ · Balance
Commercial​$14,288​​(1,307)​​(205)​​(345)​​73​$12,504
Residential mortgages​6,222​​(670)​​2,272​​(118)​​—​7,706
Home equity loans and lines of credit​​1,470​​(265)​​48​​(12)​​3​​1,244
Consumer​​489​​(69)​​48​​(135)​​14​​347
Allowance for credit losses - loans​22,469​(2,311)​2,163​(610)​90​21,801
Allowance for credit losses - off-balance sheet credit exposures​—​​1,624​​275​​—​​—​1,899
Total​$22,469​$(687)​$2,438​$(610)​$90​$23,700

The following table presents the balance in the allowance for credit losses and allowance for loan losses and the recorded investment in loans by portfolio segment (dollars in thousands):

​​​​​​​​​​​​​​​​
​December 31, 2025
​ · ​ · ​ · ​ · Residential · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · Commercial · ​ ​ ​ · Mortgages · ​ ​ ​ · Home Equity · ​ ​ ​ · Consumer · ​ ​ ​ · Total
Allowance for credit losses: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Related to loans individually evaluated​$123​$—​$—​$—​$123
Related to loans collectively evaluated​14,586​8,837​​1,154​​605​25,182
Ending balance​$14,709​$8,837​$1,154​$605​$25,305
​​​​​​​​​​​​​​​​
Loans:​​​​​​​​​​
Individually evaluated​$6,074​$521​$—​$—​$6,595
Loans collectively evaluated​754,994​793,136​97,629​19,206​1,664,965
Ending balance​$761,068​$793,657​$97,629​$19,206​$1,671,560
​​​​​​​​​​​​​​​​
​ · ​ · December 31, 2024
​ · ​ · ​ · ​ · Residential · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · Commercial · ​ ​ ​ · Mortgages · ​ ​ ​ · ​ · Home Equity · ​ ​ ​ · Consumer · ​ ​ ​ · Total
Allowance for credit losses: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Related to loans individually evaluated​$—​$—​$—​$—​$—
Related to loans collectively evaluated​12,067​7,930​​1,185​​572​21,754
Ending balance​$12,067​$7,930​$1,185​$572​$21,754
​​​​​​​​​​​​​​​​
Loans:​​​​​​​​​​
Individually evaluated​$—​$1,541​$—​$—​$1,541
Loans collectively evaluated​654,268​688,028​94,928​17,564​1,454,788
Ending balance​$654,268​$689,569​$94,928​$17,564​$1,456,329

Interest income on nonaccrual loans is recognized using the cost recovery method. Interest income on loans that were on nonaccrual status and cash-basis interest income for the year ended December 31, 2025, the six months ended December 31, 2024 and fiscal year ended June 30, 2024 was nominal.

At various times, certain loan modifications are executed for economic or legal reasons related to a borrower’s financial condition that it would not otherwise consider resulting in a modified loan. Substantially all of these modifications include one or a combination of the following: extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk; temporary reduction in the interest rate; change in scheduled payment amount including interest only; or extensions of additional credit for payment of delinquent real estate taxes or other costs.

The Company may occasionally make modifications to loans where the borrower is considered to be experiencing financial difficulty. Types of modifications considered include principal reductions, interest rate reductions, other-than-insignificant payment delay, term extensions, or a combination.

The following tables show the amortized cost basis at the end of the reporting period of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted.

​ · ​ · ​ · ​ · ​ · ​ · ​
​ · For the Year Ended December 31, 2025 · ​
​​OtherTotal​
​​PaymentClass Segment​
​​Delayof Loans​
Commercial:​​​​
Real estate​$4,410​0.95%
Commercial and industrial​—​—%
Construction​—​—%
Residential mortgages​—​—%
Home equity loans and lines​—​—%
Consumer​—​—%
​​$4,410​0.26%

The modifications to borrowers experiencing financial difficulty during the year ended December 31, 2025 provided partial payment deferrals for a weighted average of 0.3 years.

The Company closely monitors the performance of the loans that are modified. The loans that were modified during the prior twelve months preceding December 31, 2025 were all performing within their modified terms with no payment defaults.

At December 31, 2025, loans modified to borrowers experiencing financial difficulty were on non-accrual status. Non-accrual loans that are modified to borrowers experiencing financial difficulty remain on non-accrual status until the borrower has demonstrated performance under the modified terms.

There wereno modifications to loans where the borrower was considered to be experiencing financial difficulty for the six months ended December 31, 2024 and fiscal year ended June 30, 2024.

The following table presents the recorded investment in nonaccrual loans and loans past due over 90 days still on accrual by class of loans (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​December 31, 2025
​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Nonaccrual · ​ ​ ​ · Past Due · ​ ​ ​ · ​
​ · ​ · ​ · ​ · Loans With · 90 Days · ​
​ · ​ · ​ · ​ · No Related · Still on · Recognized
​ · ​ · Nonaccrual · Allowance · Accrual · Interest Income
Commercial:​​​​​​​​
Real estate​$6,074​$5,231​$6​$—
Commercial and industrial​3​—​—​—
Construction​—​—​—​—
Residential mortgages​3,860​521​—​—
Home equity loans and lines​1,307​—​—​—
Consumer​—​—​—​—
​​$11,244​$5,752​$6​$—
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​December 31, 2024
​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Nonaccrual · ​ ​ ​ · Past Due · ​ ​ ​ · ​
​ · ​ · ​ · ​ · Loans With · 90 Days · ​
​ · ​ · ​ · ​ · No Related · Still on · Recognized
​ · ​ · Nonaccrual · Allowance · Accrual · Interest Income
Commercial:​​​​​​​​
Real estate​$—​$—​$1​$—
Commercial and industrial​10​—​—​—
Construction​—​—​—​—
Residential mortgages​4,127​1,541​—​—
Home equity loans and lines​1,109​—​—​—
Consumer​—​—​—​—
​​$5,246​$1,541​$1​$—

Nonaccrual loans and loans past due 90 days still on accrual include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually evaluated loans.

A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be provided substantially through the operation or sale of the collateral.

The following table presents the amortized cost basis of collateral-dependent loans by class of loans (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​
​December 31, 2025
​ · ​ · Amortized Cost · Collateral Type
Commercial: · ​ · ​ · ​
Real estate​$6,074​Commercial real estate property
Commercial and industrial​—​​
Construction​—​​
Residential mortgages​521​Residential real estate property
Home equity loans and lines​—​​
Consumer​—​​
​​$6,595​​
​ · ​ · ​ · ​ · ​ · ​
​December 31, 2024
​ · ​ · Amortized Cost · Collateral Type
Commercial: · ​ · ​ · ​
Real estate​$—​​
Commercial and industrial​—​​
Construction​—​​
Residential mortgages​1,541​Residential real estate property
Home equity loans and lines​—​​
Consumer​—​​
​​$1,541​​

The following table presents the aging of the recorded investment in loans by class of loans (dollars in thousands):

​​​​​​​​​​​​​​​​​​​
​December 31, 2025
​30 - 5960 - 8990 or more​​​​​​​​​
​DaysDaysDaysTotalLoans Not​​​
​​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Total
Commercial:​​​​​​​​​​​​
Real estate​$1​$3​$6,080​$6,084​$460,365​$466,449
Commercial and industrial​23​—​—​23​124,872​124,895
Construction​—​—​—​—​169,724​169,724
Residential mortgages​—​2,322​471​2,793​790,864​793,657
Home equity loans and lines​660​216​392​1,268​96,361​97,629
Consumer​2,585​—​—​2,585​16,621​19,206
Total​$3,269​$2,541​$6,943​$12,753​$1,658,807​$1,671,560
​​​​​​​​​​​​​​​​​​​
​December 31, 2024
​30 - 5960 - 89​90 or more​​​​​​​​​
​DaysDaysDaysTotalLoans Not​​​
​​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Past Due​ ​ ​Total
Commercial:​​​​​​​​​​​​
Real estate​$6,734​$—​$1​$6,735​$408,100​$414,835
Commercial and industrial​5​—​—​5​108,469​108,474
Construction​—​—​—​—​130,959​130,959
Residential mortgages​—​888​1,515​2,403​687,166​689,569
Home equity loans and lines​1,198​67​567​1,832​93,096​94,928
Consumer​7​6​—​13​17,551​17,564
Total​$7,944​$961​$2,083​$10,988​$1,445,341​$1,456,329

The Company categorizes commercial loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes commercial loans individually by classifying the loans as to credit risk. The Company uses the following definitions for risk ratings:

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

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

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

Commercial loans not meeting the criteria above are considered to be pass rated loans.

The Company grades residential mortgages, home equity loans and lines of credit and consumer loans as either non-performing or performing.

Non-performing– Loans that are over 90 days past due and still accruing interest or on nonaccrual.

Performing– Loans not meeting any of the above criteria are considered to be performing loans.

The following table presents loans summarized by segment and class, and the risk category (dollars in thousands):

​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · Term Loans Amortized Cost Basis by Origination Year · Revolving · Revolving · ​
​ · ​ · ​ · ​ · ​ · 2024 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Loans · Loans · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · Transition · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Amortized · ​ · Converted · ​ · ​ · ​
December 31, 2025 · ​ · 2025 · ​ · Period · ​ · 2024 · ​ · 2023 · ​ · 2022 · ​ · Prior · ​ · Cost Basis · ​ · to Term · ​ · Total
Commercial real estate​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$58,001​$13,931​$49,810​$43,497​$53,003​$221,781​$804​$—​$440,827
Special mention​​—​​—​​—​​451​​—​​5,571​​—​​—​​6,022
Substandard​​—​​—​​—​​224​​2,072​​15,442​​1,018​​—​​18,756
Doubtful​​—​​—​​—​​—​​—​​844​​—​​—​​844
Total commercial real estate​$58,001​$13,931​$49,810​$44,172​$55,075​$243,638​$1,822​$—​$466,449
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$69​$—​$—​$—​$69
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Commercial and industrial​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$31,169​$9,030​$12,433​$3,588​$2,533​$7,307​$55,233​$—​$121,293
Special mention​​—​​—​​—​​—​​—​​1,382​​—​​—​​1,382
Substandard​​—​​—​​—​​—​​12​​2,130​​3​​—​​2,145
Doubtful​​—​​—​​—​​—​​—​​75​​—​​—​​75
Total commercial and industrial​$31,169​$9,030​$12,433​$3,588​$2,545​$10,894​$55,236​$—​$124,895
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$27​$—​$—​$27
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Commercial construction​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$34,766​$49,481​$46,500​$5,237​$18,007​$15,733​$—​$—​$169,724
Special mention​​—​​—​​—​​—​​—​​—​​—​​—​​—
Substandard​​—​​—​​—​​—​​—​​—​​—​​—​​—
Doubtful​​—​​—​​—​​—​​—​​—​​—​​—​​—
Total commercial construction​$34,766​$49,481​$46,500​$5,237​$18,007​$15,733​$—​$—​$169,724
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$—​$—​$—​$—
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Residential mortgages​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$144,861​$88,510​$172,024​$179,426​$38,112​$166,745​$119​$—​$789,797
Non-performing​​—​​—​​495​​1,104​​483​​1,778​​—​​—​​3,860
Total residential mortgages​$144,861​$88,510​$172,519​$180,530​$38,595​$168,523​$119​$—​$793,657
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$4​$—​$—​$—​$—​$4
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Home equity loans and lines of credit​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$2,791​$2,214​$5,178​$5,141​$8,088​$14,306​$56,032​$2,572​$96,322
Non-performing​​—​​—​​—​​—​​—​​135​​1,172​​—​​1,307
Total home equity loans and lines of credit​$2,791​$2,214​$5,178​$5,141​$8,088​$14,441​$57,204​$2,572​$97,629
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$23​$—​$—​$23
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Consumer​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$1,595​$4,265​$3,317​$303​$25​$2,910​$6,791​$—​$19,206
Non-performing​​—​​—​​—​​—​​—​​—​​—​​—​​—
Total consumer​$1,595​$4,265​$3,317​$303​$25​$2,910​$6,791​$—​$19,206
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$98​$—​$—​$6​$4​$1​$—​$—​$109
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · Term Loans Amortized Cost Basis by Origination Year · Revolving · Revolving · ​
​ · ​ · 2024 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Loans · Loans · ​ · ​ · ​
​ · ​ · Transition · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Amortized · ​ · Converted · ​ · ​ · ​
December 31, 2024 · ​ · Period · ​ · 2024 · ​ · 2023 · ​ · 2022 · ​ · 2021 · ​ · Prior · ​ · Cost Basis · ​ · to Term · ​ · Total
Commercial real estate​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$11,873​$33,387​$46,482​$54,961​$22,212​$223,547​$531​$—​$392,993
Special mention​​—​​—​​—​​—​​—​​4,918​​—​​—​​4,918
Substandard​​—​​—​​—​​2,198​​—​​13,634​​1,092​​—​​16,924
Doubtful​​—​​—​​—​​—​​—​​—​​—​​—​​—
Total commercial real estate​$11,873​$33,387​$46,482​$57,159​$22,212​$242,099​$1,623​$—​$414,835
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$—​$—​$—​$—
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Commercial and industrial​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$11,089​$13,794​$5,472​$4,377​$2,459​$9,354​$59,342​$—​$105,887
Special mention​​—​​—​​—​​—​​—​​—​​—​​—​​—
Substandard​​—​​—​​—​​15​​—​​2,304​​151​​—​​2,470
Doubtful​​—​​—​​—​​—​​—​​117​​—​​—​​117
Total commercial and industrial​$11,089​$13,794​$5,472​$4,392​$2,459​$11,775​$59,493​$—​$108,474
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$21​$66​$24​$—​$111
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Commercial construction​​​​​​​​​​​​​​​​​​​​​​​​​​​
Risk Rating​​​​​​​​​​​​​​​​​​​​​​​​​​​
Pass​$19,210​$51,227​$8,814​$31,700​$17,582​$1,489​$937​$—​$130,959
Special mention​​—​​—​​—​​—​​—​​—​​—​​—​​—
Substandard​​—​​—​​—​​—​​—​​—​​—​​—​​—
Doubtful​​—​​—​​—​​—​​—​​—​​—​​—​​—
Total commercial construction​$19,210​$51,227​$8,814​$31,700​$17,582​$1,489​$937​$—​$130,959
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$—​$—​$—​$—
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Residential mortgages​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$71,164​$187,372​$198,502​$41,117​$54,754​$132,419​$114​$—​$685,442
Non-performing​​—​​—​​1,140​​516​​—​​2,471​​—​​—​​4,127
Total residential mortgages​$71,164​$187,372​$199,642​$41,633​$54,754​$134,890​$114​$—​$689,569
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$41​$—​$—​$4​$—​$—​$45
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Home equity loans and lines of credit​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$2,465​$6,219​$5,949​​8,955​$3,209​$13,561​$51,312​$2,149​$93,819
Non-performing​​—​​—​​—​​95​​—​​194​​820​​—​​1,109
Total home equity loans and lines of credit​$2,465​$6,219​$5,949​$9,050​$3,209​$13,755​$52,132​$2,149​$94,928
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$—​$—​$—​$—​$—​$—​$—​$—​$—
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Consumer​​​​​​​​​​​​​​​​​​​​​​​​​​​
Performing​$1,226​$5,249​$556​$73​$45​$3,222​$7,193​$—​$17,564
Non-performing​​—​​—​​—​​—​​—​​—​​—​​—​​—
Total consumer​$1,226​$5,249​$556​$73​$45​$3,222​$7,193​$—​$17,564
​​​​​​​​​​​​​​​​​​​​​​​​​​​​
Current period gross charge-offs​$46​$15​$7​$3​$—​$29​$—​$—​$100

At December 31, 2025 and 2024, the Company had residential real estate loans in process of foreclosure of $377,000 and $948,000, respectively.

As of December 31, 2025 and 2024, the Company had pledged $777.1 million and $672.3 million, respectively, of residential mortgage, home equity and commercial loans as collateral for FHLBNY borrowings and stand-by letters of credit.

At December 31, 2025 and 2024, loans to executive officers, directors, or to associates of such persons, as well as activity in such loans for the years then ended were immaterial as a percentage of total loans receivable.

The Company retains the servicing rights on certain mortgage loans sold, and may release the servicing rights on others. Total residential mortgage loans serviced by the Company for unrelated third parties were approximately $16.9 million and $15.7 million at December 31, 2025 and 2024, respectively. At December 31, 2025 and 2024, the unamortized balance of mortgage servicing rights on loans sold with servicing retained was approximately $157,000 and $140,000, respectively. The estimated fair value of these mortgage servicing rights was in excess of their carrying value at December 31, 2025 and 2024, and thereforeno valuation reserve was necessary. At December 31, 2025 and 2024, the Company held escrow funds in trust on loans serviced for others of $358,000 and $336,000, respectively.

  1. DERIVATIVES

In the normal course of servicing commercial customers, the Company acts as an interest rate swap counterparty for certain commercial borrowers. The Company manages its exposure to such interest rate swaps by entering into corresponding and offsetting interest rate swaps with third parties that match the terms of the interest rate swap with the commercial borrowers. These positions directly offset each other and the Company’s exposure is the fair value of the derivatives due to potential changes in credit risk of our commercial borrowers and third parties.

The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. At December 31, 2025, the Company held derivatives not designated as hedging instruments, comprised of back-to-back interest rate swaps, with a total notional amount of $408.4 million, consisting of $204.2 million of interest rate swaps with commercial borrowers and $204.2 million of offsetting interest rate swaps with third-party counterparties on substantially the same terms. At December 31, 2024, the Company held derivatives not designated as hedging instruments, comprised of back-to-back interest rate swaps, with a total notional amount of $376.6 million, consisting of $188.3 million of interest rate swaps with commercial borrowers and $188.3 million of offsetting interest rate swaps with third-party counterparties on substantially the same terms.

The fair value of derivatives are classified as a component of other assets and other liabilities on the consolidated statements of condition. Derivative assets and derivative liabilities with the same counterparty are presented on a net basis when master netting agreements are in place. The estimated fair value of derivatives not designated as hedging instruments are as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​December 31, 2025
​​ ​ ​Derivative​ ​ ​Derivative
​ · Assets · Liabilities
Gross interest rate swaps​$7,919​$7,919
Less: master netting arrangements​(572)​(572)
Less: cash collateral applied​(6,480)​—
Net amount​$867​$7,347
​ · ​ · ​ · ​ · ​ · ​ · ​
​December 31, 2024
​​ ​ ​Derivative​ ​ ​Derivative
​ · Assets · Liabilities
Gross interest rate swaps​$13,735​$13,735
Less: master netting arrangements​—​—
Less: cash collateral applied​(13,735)​—
Net amount​$—​$13,735

Under terms of the agreements with the third-party counterparties, the Company provides cash collateral to the counterparty, when required, for the initial trade. Subsequent to the trade, the margin is exchanged in either direction, based upon the estimated fair value of the underlying contracts. At December 31, 2025, the Company had received $6.5 million and deposited none as collateral for swap agreements with third-party counterparties. At December 31, 2024, the Company had received $13.7 million and deposited none as collateral for swap agreements with third-party counterparties.

  1. PREMISES AND EQUIPMENT

Premises and equipment consists of the following (dollars in thousands):

​​​​​​​
​ · ​ ​ ​ · December 31,
​ · 2025 · ​ · 2024
Land​$5,721​$5,721
Leaseholds and land improvements​​2,659​2,878
Buildings​​27,599​27,008
Furniture, fixtures, and equipment​​16,992​15,686
Construction in progress​​763​371
Accumulated depreciation and amortization​​(22,198)​(21,016)
Premises and equipment, excluding ROU assets​​31,536​​30,648
ROU assets, net​​4,040​​4,832
Premises and equipment, net​$35,576​$35,480

Depreciation and amortization included in occupancy and equipment expense amounted to $1.9 million, $1.0 million and $1.0 million for the year ended December 31, 2025 and the six months ended December 31, 2024 and 2023, respectively, and $2.1 million for the fiscal year ended June 30, 2024, respectively. During the six months ended December 31, 2024, $466,000 inimpairment expense related to branch renovation strategic initiatives and a $730,000 loss on the sale of a non-branch property were included in net occupancy and equipment expense. There wasno such expense for the year ended December 31, 2025, the six months ended December 31, 2023, and the fiscal year ended June 30, 2024.

  1. GOODWILL AND OTHER INTANGIBLE ASSETS

Changes in goodwill were as follows (dollars in thousands):

​​​​
Balance, July 1, 2024​​10,879
Acquired​​—
Balance, December 31, 2024​​10,879
Acquired​​720
Impairment Charge​​(2,000)
Balance, December 31, 2025​$9,599

During the year ended December 31, 2025 a $2.0 million impairment charge was recognized for goodwill related to Pioneer Insurance Agency based on the annual impairment testing performed during the three months ended

December 31, 2025. The fair value of the reporting unit was estimated using the expected present value of future cash flows.

There wereno impairment charges on goodwill or intangible assets for the six months ended December 31, 2024 and 2023 and for the fiscal years ended June 30, 2024.

Acquired other intangible assets were as follows (dollars in thousands):

​​​​​​​
​ · ​ ​ ​ · December 31,
​ · ​ · 2025 · ​ · 2024
Customer relationship intangibles: · ​ · ​ · ​ · ​
Gross carrying amount​$5,523​$5,042
Less: accumulated amortization​(2,899)​(2,455)
Net carrying amount​2,624​2,587
Weighted average remaining useful life (in years)​​3.98​​4.02
​​​​​​​
Core deposit intangibles:​​​​
Gross carrying amount​​562​​562
Less: accumulated amortization​(475)​(444)
Net carrying amount​87​118
Weighted average remaining useful life (in years)​​2.06​​2.39
​​​​​​​
Total other intangible assets:​​​​
Gross carrying amount​​6,085​​5,604
Less: accumulated amortization​(3,374)​(2,899)
Net carrying amount​$2,711​$2,705

Estimated amortization expense for the next five years is as follows (dollars in thousands):

​ · ​ · ​ · ​
Year ending December 31, · ​ ​ ​ · ​ · ​
2026​$477
2027​426
2028​375
2029​325
2030​274

Aggregate amortization expense was $474,000 for the year ended December 31, 2025, $246,000 and $270,000 for the six months ended December 31, 2024 and 2023, respectively, and $534,000 for the fiscal year ended June 30, 2024, respectively.

  1. DEPOSITS

Deposit account balances are summarized as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · December 31,
​ · 2025 · 2024
Non-interest bearing demand accounts​$456,114​$454,296
Interest-bearing accounts:​​​​
Interest-bearing demand accounts​130,354​138,427
Savings accounts​249,733​260,178
Money market accounts​633,516​558,484
Time deposits​269,461​174,798
Total interest bearing accounts​1,283,064​1,131,887
Total deposits​$1,739,178​$1,586,183

Overdrawn demand deposit balances of $102,000 and $238,000 were reclassified as loan balances as of December 31, 2025 and 2024, respectively.

Time deposits outstanding that had balances of $250,000 and over amounted to approximately $27.4 million and $19.1 million at December 31, 2025 and 2024, respectively.

Scheduled maturities of time deposits for the next five years are as follows (dollars in thousands):

​ · ​ · ​ · ​
Year ending December 31, · ​ ​ ​ · ​ · ​
2026​$263,783
2027​3,370
2028​895
2029​765
2030​648
​​$269,461

Deposits of related parties amounted to $1.4 million and $1.2 million at December 31, 2025 and 2024, respectively.

  1. BORROWINGS

The Company has the ability to borrow (Non-Repo Advances) in an amount up to 30% of its total assets from the FHLBNY. All borrowings from the FHLBNY are collateralized by FHLBNY stock, certain qualifying loans, and certain available for sale securities. In addition, overall credit exposure, including Non-Repo Advances, cannot exceed 50% of total assets. FHLBNY borrowings have prepayment penalties.

At December 31, 2025, the Company pledged approximately $777.1 million of residential mortgage, home equity and commercial loans as collateral for borrowings and stand-by letters of credit at the FHLBNY. At December 31, 2025, the maximum amount of funding available from the FHLBNY was $622.0 million, of which $50.0 million was utilized for borrowings and $245.0 million was utilized for irrevocable stand-by letters of credit issued to secure municipal deposits.

Borrowings outstanding at December 31, 2025 represented FHLBNY Advances of $50.0 million with a rate of 3.96% with an original maturity ofone year or less.

At December 31, 2024, the Company pledged approximately $672.3 million of residential mortgage, home equity and commercial loans as collateral for borrowings and stand-by letters of credit at the FHLBNY. At December 31, 2024, the maximum amount of funding available from the FHLBNY was $536.1 million, of which $40.0 million was utilized for borrowings and $150.0 million was utilized for irrevocable stand-by letters of credit issued to secure municipal deposits.

Borrowings outstanding at December 31, 2024 represented FHLBNY Advances of$40.0 million with a rate of 4.57% with an original maturity ofone year or less.

At December 31, 2025 and 2024, the Company had an unsecured $20.0 million line of credit available with an unrelated financial institution; there wereno outstanding draws on the line at December 31, 2025 and 2024.

  1. OTHER COMPREHENSIVE INCOME

Reclassifications out of accumulated other comprehensive income (loss) were as follows (dollars in thousands):

​​​​​​​​​​​​​​​
Details About Accumulated Other​​​​​​​​​​​​​Affected Line Item in the Statement
Comprehensive Income Components​​​​​​​​​​​​​Where Net Income is Presented
​ · ​ · Year Ended · ​ · ​ · Six Months Ended · ​ · Fiscal Year Ended · ​ · ​
​ · ​ ​ ​ · December 31, · ​ · ​ · December 31, · ​ · June 30, · ​ ​ ​ · ​
​ · ​ ​ ​ · 2025 · ​ · 2024 · ​ · 2023 · ​ · 2024 · ​ ​ ​ · ​
Unrealized gains/losses on securities (before tax):​​​​​​​​​​​​​​
Net (gains) losses included in net income​$—​$(165)​$5,645$5,645Net gain (loss) on securities available for sale transactions
Tax expense (benefit)​—​43​(1,475)(1,475)Income tax expense
Net of tax​—​(122)​4,1704,170​
​​​​​​​​​​​​​​​
Amortization of defined benefit plan items (before tax):​​​​​​​​
Net actuarial gain​​(548)​​(175)​​—​(30)Other noninterest expense
Tax benefit​144​46​—8Income tax expense
Net of tax​(404)​(129)​—(22)​
Total reclassification for the period, net of tax​$(404)​$(251)​$4,170$4,148​

The balances and changes in the components of accumulated other comprehensive income (loss), net of tax are as follows (dollars in thousands):

​​​​​​​​​​
​ · ​ · For the Year Ended,
​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated
​ · ​ · Unrealized · ​ · ​ · ​ · ​ · Other
​ · ​ · Gains/Losses · ​ · Defined · ​ · Comprehensive
​ · ​ · on Securities · ​ · Benefit Plans · ​ · Income (Loss)
December 31, 2025:​​​​​​​​​
Accumulated other comprehensive income (loss) as of January 1, 2025​$(2,360)​$7,903​$5,543
Other comprehensive income before reclassifications​​3,715​​5,179​​8,894
Amounts reclassified from accumulated other comprehensive income​​—​​(404)​​(404)
Accumulated other comprehensive income as of December 31, 2025​$1,355​$12,678​$14,033
​​​​​​​​​​
June 30, 2024:​​​​​​​​​
Accumulated other comprehensive income (loss) as of July 1, 2023​$(13,702)​$4,134​$(9,568)
Other comprehensive income before reclassifications​6,798​3,564​10,362
Amounts reclassified from accumulated other comprehensive income​​4,170​​(22)​​4,148
Accumulated other comprehensive income (loss) as of June 30, 2024​$(2,734)​$7,676​$4,942
​​​​​​​​​​
​ · ​ · For the Six Months Ended December 31,
​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated
​ · ​ · Unrealized · ​ · ​ · ​ · ​ · Other
​ · ​ · Gains/Losses · ​ · Defined · ​ · Comprehensive
​ · ​ · on Securities · ​ · Benefit Plans · ​ · Income (Loss)
2024:​​​​​​​​​
Accumulated other comprehensive income (loss) as of July l, 2024​$(2,734)​$7,676​$4,942
Other comprehensive income before reclassifications​496​356​852
Amounts reclassified from accumulated other comprehensive income​(122)​​(129)​(251)
Accumulated other comprehensive income (loss) as of December 31, 2024​$(2,360)​$7,903​$5,543
​​​​​​​​​​
2023:​​​​​​​​​
Accumulated other comprehensive income (loss) as of July 1, 2023​$(13,702)​$4,134​$(9,568)
Other comprehensive income before reclassifications​​5,579​—​5,579
Amounts reclassified from accumulated other comprehensive income​​4,170​​—​​4,170
Accumulated other comprehensive income (loss) as of December 31, 2023​$(3,953)​$4,134​$181

The amounts of income tax expense (benefit) allocated to each component of other comprehensive income (loss) were as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​​Year Ended​Fiscal Year Ended
​​December 31,​June 30,
​​ ​ ​2025​ ​ ​2024
Unrealized gains on securities:​​​​
Unrealized holdings gains arising during the period​$1,314​$2,406
Reclassification adjustment for losses included in net income​—​1,475
​​1,314​3,881
Defined benefit plans:​​​​
Change in funded status​1,835​1,262
Reclassification adjustment for amortization of net actuarial gain​(144)​(8)
​​1,691​1,254
​​$3,005​$5,135
​​​​​​​
​ · ​ · For the Six Months Ended
​ · ​ · December 31,
​ · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
Unrealized gains on securities:​​​​​​
Unrealized holdings gains arising during the period​$176​$1,975
Reclassification adjustment for (gains) losses included in net income​(43)​1,475
​​133​3,450
Defined benefit plans:​​​​​​
Change in funded status​126​—
Reclassification adjustment for amortization of net actuarial gain​​(46)​​—
​​80​—
​​$213​$3,450
  1. EMPLOYEE BENEFIT PLANS

The Company maintains a noncontributory defined benefit pension plan and a defined benefit post-retirement plan. Plan assets and obligations that determine the funded status are measured as of the end of the calendar year for December 31, 2025 and 2024.

Amounts recognized in the consolidated statement of condition related to the Company’s plans are as follows as of dates indicated (dollars in thousands):

​​​​​​​
​ · ​ ​ ​ · December 31,
​ · ​ · 2025 · ​ · 2024
Other assets · ​ · ​ · ​ · ​ · ​
Pension asset​$25,289​$18,498
​​​​​​​
Other liabilities​​​​
Accumulated post-retirement benefit obligation​$1,062​$1,177
​​​​​​​
Accumulated other comprehensive income, net of taxes​​​​
Pension plan​$(12,163)​$(7,446)
Post-retirement benefit plan​(515)​(457)
​​$(12,678)​$(7,903)

Pension Plan

The Company maintains a noncontributory defined benefit pension plan covering substantially all of its full-time employees hired before September 1, 2019. Through December 31, 2009, pensions were paid as an annuity using a pension formula of 2.0% of the average of thefive highest consecutive years of total compensation over the lastten years multiplied by credited service up tothirty years. Effective January 1, 2010, the plan was amended and service rendered thereafter is paid using a pension formula of 1.5%. Amounts contributed to the plan are determined annually on the basis of (a) the maximum amount allowable under Internal Revenue Service regulations and (b) the amount certified by a consulting actuary as necessary to avoid an accumulated funding deficiency as defined by the Employee Retirement Income Security Act of 1974 (“ERISA”). The defined benefit pension plan was amended, effective August 31, 2019, to close the plan to new employees hired on or after September 1, 2019, therefore, no new employees hired on or after September 1, 2019 would be eligible to participate in the defined benefit pension plan.

The following table sets forth information on the Company’s defined benefit pension plan as of the dates indicated (dollars in thousands):

​​​​​​​
​ · ​ ​ ​ · December 31,
​ · ​ · 2025 · ​ ​ ​ · 2024
Change in projected benefit obligation:​​​​​​
Projected benefit obligation at beginning of year​$40,870​$39,363
Service cost​1,203​589
Interest cost​2,282​1,139
Actuarial (gain) loss​(1,231)​654
Benefits paid​(2,289)​(875)
Projected benefit obligation at end of year​40,835​40,870
​​​​​​​
Change in fair value of plan assets:​​​​
Fair value of plan assets at beginning of year​​59,368​​57,630
Actual return on plan assets​9,045​2,638
Benefits paid and actual expenses​(2,289)​(900)
Fair value of plan assets at end of year​66,124​59,368
Funded status of plan at end of year​$25,289​$18,498

The actuarial (gain) loss in the projected benefit obligation resulted primarily from actual demographic experience and changes to the discount rate.

Net periodic pension (income) cost included the following components (dollars in thousands):

​​​​​​​​​​​​​
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023 · ​ ​ ​ · 2024
Service cost​$1,203​$589​$647​$1,235
Interest cost​2,282​1,139​920​2,033
Expected return on plan assets​(3,417)​(1,668)​(1,313)​(2,862)
Amortization of net actuarial gain​​(472)​​(141)​​—​​—
Net periodic pension (income) cost​$(404)​$(81)​$254​$406

The service cost component of the net periodic (income) cost is included in salaries and employee benefits and the interest cost, expected return on plan assets and amortization of net actuarial gain components are included in other noninterest expense on the consolidated statements of operations.

Amounts recognized in accumulated other comprehensive loss, before tax effect consist of net actuarial gains of $16.5 million and $10.1 million at December 31, 2025 and 2024, respectively.

The actuarial assumptions used in determining the present value of the projected benefit obligations and net periodic pension cost as of and for the dates indicated were as follows:

​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · December 31, · ​
​ · ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​
Weighted average assumptions – benefit obligations · ​ · ​ · ​ · ​ · ​
Discount rate5.42%5.67%
Annual rate of compensation increase4.00%4.00%
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · December 31, · ​ · June 30, · ​
​ · ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2024 · ​
Weighted average assumptions – net periodic benefit cost · ​ · ​ · ​ · ​
Discount rate5.67%5.51%5.23%
Annual rate of compensation increase4.00%4.00%3.00%
Expected long-term rate of return on plan assets6.00%6.00%5.75%

For the calendar year ended December 31, 2025, the six months period ended December 31, 2024 and the fiscal year ended June 30, 2024, the discount rate assumption used was the above median curve.

Accumulated Benefit Obligation

The accumulated benefit obligation (the actuarial present value of benefits, vested and nonvested, earned by employees based on current and past compensation levels) for the Company’s defined benefit pension plan totaled $35.8 million and $35.8 million as of December 31, 2025 and 2024, respectively.

Investment Policies and Strategies

Pension plan assets are invested in various mutual funds and are held in trust by Charles Schwab Corporation. The Employer, as the Plan Sponsor, determines the appropriate strategic asset allocation versus plan liabilities.

Currently, the pension plan asset allocation targets 65% of assets to equity securities, and 35% to fixed income through a combination of short-term and long-term bond funds. The overall long-term investment objectives are to maintain plan assets at a level that will sufficiently cover long-term obligations and to generate a return on plan assets that will meet or exceed the rate at which long-term obligations will grow. The strategy is designed to provide long-term growth of assets with the objective of achieving an investment return in excess of the costs of funding active lives, deferred vested, and all longer-term obligations. In addition, the plan’s assets are rebalanced quarterly to the target percentages for each investment option no later than the 10 th business day following the end of each calendar quarter.

Determination of Long-Term Rate-of-Return

The long-term rate-of-return-on-assets assumption was set based on historical returns earned by equities and fixed-income securities, adjusted to reflect expectations of future returns as applied to the plan’s target allocation of asset classes. Equities and fixed-income securities were assumed to earn real rates of return in the ranges of 5-9% and 1-4%, respectively. The long-term inflation rate was estimated to be 2.3%.

Contributions

The Company is not required to make a cash contribution to the plan during the year ended December 31, 2026, but may elect to do so.

Estimated Future Benefit Payments

The benefit payments expected to be paid over the next ten years are as follows (dollars in thousands):

​ · ​ · ​ · ​
Year ending December 31, · ​ ​ ​ · ​ · ​
2026​$2,980
2027​2,718
2028​2,887
2029​3,316
2030​3,186
Years 2031 – 2035​16,841

The Company’s pension plan asset allocation at the dates indicated, target allocation for 2025, and expected long-term rate of return by asset category are as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Percentage of · ​ · Weighted- · ​
​ · ​ · Target · ​ · Plan Assets at · ​ · Average Expected · ​
​ · Allocation · December 31, · ​ · Long-Term Rate · ​
Asset Category · ​ ​ ​ · 2025 · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · of Return · ​
Equity securities65.0%63.1%62.3%5.00 – 9.00%
Fixed income securities35.0%36.9%37.7%1.00 – 4.00%
Total​​100.0%100.0%​​

Fair Value of Plan Assets

Fair value is the exchange price that would be received for an asset in the principal or most advantageous market for the asset in an orderly transaction between market participants on the measurement date.

The Company used the following methods and significant assumptions to estimate the fair value of each type of plan asset:

Equity, Debt, Investment Funds and Other Securities

The fair values for securities are determined by quoted market prices, if available (Level 1). For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3). Discounted cash flows are calculated using spread to swap and the Secured Overnight Financing Rate (“SOFR”) curves that are updated to incorporate loss severities, volatility, credit spread and optionality. During times when trading is more liquid, broker quotes are used (if available) to validate the model. Rating agency and industry research reports as well as defaults and deferrals on individual securities are reviewed and incorporated into the calculations.

The fair values of the pension plan assets at the dates indicated, by asset category, are as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · December 31, 2025
​ · ​ · ​ · ​ · Fair Value Measurements
​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Significant · ​ · Significant
​ · ​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · Carrying · Identical Assets · Inputs · ​ · Inputs
​​ ​ ​Value​ ​ ​(Level 1)​ ​ ​(Level 2)​ ​ ​(Level 3)
Mutual funds​​​​​​​​
American Funds New World R6​$3,363​$3,363​$—​$—
Cohen & Steers Real Estate SECS I​1,938​1,938​—​—
Fidelity Capital & Income Fund​3,336​3,336​—​—
PIMCO Commodities Plus Strat Fd Inst​2,032​2,032​—​—
PIMCO Long Term Credit Bond Inst​9,676​9,676​—​—
PIMCO Low Duration Incm Fd I​2,676​2,676​—​—
Vanguard Developed Mkts Index Inst​8,944​8,944​—​—
Vanguard Growth Index Fund Instl​9,275​9,275​—​—
Vanguard Mid Cap Index Funds Admiral​4,568​4,568​—​—
Vanguard Small Cap I​3,968​3,968​—​—
Vanguard Value Index Instl Shares​9,437​9,437​—​—
Western Asset Core Bd Fd I​6,573​6,573​—​—
Cash​338​338​—​—
Total plan assets​$66,124​$66,124​$—​$—
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · December 31, 2024
​ · ​ · ​ · ​ · Fair Value Measurements
​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Significant · ​ · Significant
​ · ​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · Carrying · Identical Assets · Inputs · ​ · Inputs
​​ ​ ​Value​ ​ ​(Level 1)​ ​ ​(Level 2)​ ​ ​(Level 3)
Mutual funds​​​​​​​​
American Funds New World R6​$2,932​$2,932​$—​$—
Cohen & Steers Real Estate SECS I​1,732​1,732​—​—
Fidelity Capital & Income Fund​2,995​2,995​—​—
PIMCO Commodities Plus Strat Fd Inst​1,845​1,845​—​—
PIMCO Long Term Credit Bond Inst​8,731​8,731​—​—
PIMCO Low Duration Incm Fd I​2,419​2,419​—​—
Vanguard Developed Mkts Index Inst​7,614​7,614​—​—
Vanguard Growth Index Fund Instl​8,315​8,315​—​—
Vanguard Mid Cap Index Funds Admiral​4,053​4,053​—​—
Vanguard Small Cap I​3,448​3,448​—​—
Vanguard Value Index Instl Shares​8,216​8,216​—​—
Western Asset Core Bd Fd I​5,952​5,952​—​—
Cash​1,116​1,116​—​—
Total plan assets​$59,368​$59,368​$—​$—

There were no significant transfers between Level 1 and Level 2 during the year ended December 31, 2025 and the six months period ended December 31, 2024.

Post-Retirement Healthcare Plan

The Company offers a defined benefit post-retirement plan which provides medical and life insurance benefits to employees meeting certain requirements. Effective October 1, 2006, the plan was amended so that there have been no new plan participants for medical benefits. The cost of post-retirement plan benefits is recognized on an accrual basis as employees perform services. Active employees are eligible for retiree medical coverage upon reaching agesixty with twenty-five or more years of service. Employees with a minimum ofthirty years of service are eligible for individual and spousal coverage. Retirees are eligible to participate in any Company-sponsored health insurance programs. The Company’s contributions for retiree medical are limited to a monthly premium of $210 for individual coverage and $420 for employee and spousal coverage. The Company’s funding policy is to pay insurance premiums as they come due.

The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated financial statements at the dates indicated (dollars in thousands):

​​​​​​​​
​ · ​ ​ ​ · December 31, · ​
​ · ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​
Change in accumulated post-retirement benefit obligation:​​​​​​​
Accumulated benefit obligation at beginning of year​$1,177​$1,354​
Service cost​16​8​
Interest cost​64​32​
Actuarial gain​(154)​(191)​
Benefits paid​(41)​(26)​
Accumulated benefit obligation at end of year​1,062​1,177​
​​​​​​​​
Change in plan assets:​​​​​
Fair value of plan assets at beginning of year​—​—​
Employer contributions​41​26​
Benefits paid​(41)​(26)​
Fair value of plan assets at end of year​—​—​
Unfunded status at end of year​$(1,062)​$(1,177)​

The increase in the actuarial gain in the accumulated benefit obligation resulted primarily from the decrease in the discount rate.

Net periodic post-retirement benefit cost included the following components (dollars in thousands):

​​​​​​​​​​​​​
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023 · ​ ​ ​ · 2024
Service cost​$16​$8​$12​$19
Interest cost​64​32​38​72
Amortization of net actuarial gain​​(76)​​(34)​​(20)​​(30)
Net periodic post-retirement benefit cost​$4​$6​$30​$61

The service cost component of the net periodic post-retirement benefit cost is included in salaries and employee benefits and the interest cost and amortization of net actuarial gain components are included in other noninterest expense on the consolidated statements of operations.

Amounts recognized in accumulated other comprehensive loss, before tax effect, at the dates indicated, consist of (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ ​ ​ · December 31, · ​
​​2025​ ​ ​2024​ ​ ​
Net actuarial gain​$(697)​$(618)​

The discount rates used in determining the accumulated post-retirement benefit obligation were 5.42% and 5.67% at December 31, 2025 and 2024, respectively.

For the year ended December 31, 2025 and the six months ended December 31, 2024 the discount rate assumption used was the above median curve.

For measurement purposes, the medical care cost trend rate has no effect on the Company’s cost since the insurance premiums are a fixed amount (capped). However, increasing or decreasing the benefit cost cap for plan participants could have a significant impact on the accumulated benefit obligation and employer cost.

The projected benefit payments under the plan over the next ten years are as follows (dollars in thousands):

​ · ​ · ​ · ​
Year ending December 31, · ​ ​ ​ · ​ · ​
2026​$69
2027​62
2028​57
2029​60
2030​65
Years 2031 – 2035​391

401(k) Plan

The Company maintains a defined contribution 401(k) plan covering substantially all employees meeting certain eligibility requirements. Participants may contribute up to the maximum amount allowed under the Internal Revenue Code. The Company matches 100% on the first 1% of employee contributions and 50% on the next 5% after the employee has completed one year of service. The 401(k) plan contribution expense is included in salaries and employee benefits in the consolidated statements of operations and was approximately $655,000 and $498,000 for the year ended December 31, 2025 and the fiscal year ended June 30, 2024, respectively, and $238,000 and $216,000 for the six months ended December 31, 2024 and 2023, respectively.

Employee Stock Ownership Plan

On July 17, 2019, the Company established an ESOP to provide eligible employees the opportunity to own Company stock. The ESOP is a tax-qualified retirement plan for the benefit of Company employees. The Company granted loans to the ESOP for the purchase of 1,018,325 shares of the Company’s common stock at an average price of $13.40 per share. The loan obtained by the ESOP from the Company to purchase the common stock is payable annually over 20 years at a rate per annum equal to the Prime Rate. Loan payments are principally funded by cash contributions from the Bank. The loan is secured by the shares purchased, which are held in a suspense account for allocation among participants as the loan is repaid. The balance of the ESOP loan at December 31, 2025 and 2024 was $10.1 million and $10.6 million, respectively. Contributions are allocated to eligible participants on the basis of compensation, subject to federal tax limits. The number of shares committed to be released annually is 50,916 through the year 2038. Participants receive the shares at the end of employment.

Shares held by the ESOP include the following:

​​​​​
​ · ​ · As of December 31,
​​ ​ ​2025​ ​ ​2024
Allocated​256,381​219,921
Committed to be allocated​50,916​50,916
Unallocated​661,913​712,829
Total shares​969,210​983,666

Total compensation expense recognized in connection with the ESOP for the year ended December 31, 2025 and the fiscal year ended June 30, 2024 was $627,000 and $472,000, respectively, andfor the six months ended December 31, 2024 and 2023 was$283,000 and$229,000, respectively.

Deferred Compensation Plans

The Company has a Deferred Compensation Plan for directors and certain of its officers. Under the plan, participants can elect to defer all, or portion of their directors fees, or salaries and/or bonuses, and invest those funds in various investment fund options. At December 31, 2025 and 2024, the Company had an accrued benefit liability of $458,000 and $404,000, respectively included in other liabilities in the consolidated statements of condition. Changes in the accrued benefit liability equal the changes in the fair values of the invested assets, additional deferrals, less participant payments, if any.

  1. INCOME TAXES

The components of income tax expense were as follows (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ · 2025 · 2024 · 2023 · 2024
Current tax expense​$8,437​ ​ ​$2,469​ ​ ​$1,708​ ​ ​$4,337
Deferred tax expense (benefit)​(2,235)​342​4​(188)
Total income tax expense​$6,202​$2,811​$1,712​$4,149

Income tax expense differs from the amount expected based on the federal income tax statutory rate due to the following (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · For the Year Ended · ​ · ​ · For the Six Months Ended · ​ · For the Fiscal Year Ended · ​
​ · ​ · December 31, · ​ · ​ · December 31, · ​ · ​ · June 30, · ​
​ · 2025 · ​ · 2024 · ​ · 2023 · ​ · 2024
​​ ​ ​Amount​ ​ ​Rate​ ​ ​​Amount​ ​ ​Rate​ ​ ​​Amount​ ​ ​Rate​ ​ ​​Amount​ ​ ​Rate​ ​ ​
Income before tax at the federal tax rate​$5,563​21.0%​$2,606​21.0%​$1,748​21.0%​$4,07621.0%
State expense, net of federal benefit​420​1.6%​234​1.9%​62​0.8%​2321.2%
Goodwill impairment​​420​1.6%​​—​—%​​—​—%​​—​—%
Tax-exempt income​(183)​(0.7)%​(81)​(0.7)%​(134)​(1.6)%​(249)(1.3)%
Bank-owned life insurance​(103)​(0.4)%​11​0.1%​26​0.3%​660.4%
Other, net​85​0.3%​41​0.3%​10​0.1%​240.1%
Total income tax expense​$6,20223.4%​$2,81122.6%​$1,71220.6%​$4,14921.4%

The tax effects that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (dollars in thousands):

​​​​​​​
​ · ​ ​ ​ · December 31,
​ · 2025 · 2024
Deferred tax assets · ​ · ​ · ​ · ​
Allowance for credit losses​$8,131​$7,002
Net operating loss carryforward​144​144
Post-retirement benefit obligations​482​492
Unrealized losses on securities available for sale​​—​​835
Deferred compensation​83​77
Lease liabilities​​1,070​​1,276
Other​922​748
Total deferred tax assets​10,832​10,574
​​​​​​​
Deferred tax liabilities​​​​
Depreciation​(1,420)​(1,420)
Net deferred loan origination costs​(644)​(637)
Prepaid pension​(2,426)​(2,315)
Prepaid expenses​(293)​(293)
Unfunded defined benefit and postretirement benefit plan assets​(4,487)​(2,797)
Unrealized gains on securities available for sale​​(480)​​—
ROU assets​​(995)​​(1,197)
Other​(1,137)​(2,198)
Total deferred tax liabilities​(11,882)​(10,857)
Net deferred tax liability at end of year​$(1,050)​$(283)

Net deferred tax (liability) asset as of December 31, 2025 and 2024 are included in other assets in the consolidated statements of condition.

Management determines the need for a deferred tax valuation allowance based upon the realizability of tax benefits from the reversal of temporary differences creating the deferred tax assets, as well as the amount of available open tax carrybacks, if any. As of December 31, 2025 and 2024, no valuation allowance was required.

For the year ended December 31, 2025 income taxes paid was $9.3 million, of which $8.0 million was paid related to federal income tax and $1.3 million was paid related to state of New York income tax.

For the year ended December 31, 2025 and fiscal year ended June 30, 2024, there wereno amounts accrued and/or paid for interest and penalties.

For the six months ended December 31, 2024 and 2023, there wereno amounts accrued and/or paid for interest and penalties.

As a thrift institution, the Company is subject to special provisions in the Federal income tax laws regarding its allowable bad debt deduction and related tax basis bad debt reserves. Deferred income tax liabilities are to be recognized with respect to any base-year reserves which are to become taxable (or “recaptured”) in the foreseeable future.

Under current income tax laws, the base-year reserves would be subject to recapture if the Company pays a cash dividend in excess of earnings and profits or liquidates. The Company does not expect to take any actions in the foreseeable future that would require the recapture of any base-year reserves.

A deferred tax liability has not been recognized with respect to the Federal base-year reserve of $9.3 million at December 31, 2025 and 2024, because the Company does not expect that this amount will become taxable in the

foreseeable future. The unrecognized deferred tax liability with respect to the Federal base-year reserve was $2.4 million at December 31, 2025 and 2024. It is more likely than not that this liability will never be incurred because, as noted above, the Company does not expect to take any action in the future that would result in this liability being incurred.

The Company is subject to routine audits of its tax returns by the Internal Revenue Service and New York State Department of Taxation and Finance. The Company is no longer subject to examination by either taxing authority for years before calendar 2022.

  1. COMMITMENTS AND CONTINGENT LIABILITIES

Off-Balance-Sheet Financing and Concentrations of Credit

The Company is a party to certain financial instruments with off-balance-sheet risk to meet the financing needs of its customers. These financial instruments include the Company’s commitments to extend credit. Those instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized on the consolidated statement of condition. The contract amounts of those instruments reflect the extent of involvement the Company has in particular classes of financial instruments.

The Company’s exposure to credit loss in the event of nonperformance by the other party to the commitments to extend credit is represented by the contractual notional amounts of those instruments which are presented in the tables below (dollars in thousands). The Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments.

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · December 31, 2025
​​ ​ ​Fixed Rate​ ​ ​Variable Rate​ ​ ​Total
Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):​​​​​​
Commitments to extend credit​$49,895​$300,183​$350,078
Standby letters of credit​—​27,398​27,398
​​$49,895​$327,581​$377,476
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · December 31, 2024
​​ ​ ​Fixed Rate​ ​ ​Variable Rate​ ​ ​Total
Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):​​​​​​
Commitments to extend credit​$31,804​$285,464​$317,268
Standby letters of credit​—​22,552​22,552
​​$31,804​$308,016​$339,820

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 require payment of a fee. Since certain commitments are expected to expire without being fully drawn, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral, if any, required by the Company for the extension of credit is based on management’s credit evaluation of the customer.

Commitments to extend credit may be written on a fixed rate basis thus exposing the Company to interest rate risk, given the possibility that market rates may change between commitment and actual extension of credit.

Standby letters of credit are conditional commitments issued by the Company to guarantee payment on behalf of a customer or to guarantee the performance of a customer to a third party. The credit risk involved in issuing these instruments is essentially the same as that involved in extending loans to customers. Since a portion of these instruments will expire unused, the total amounts do not necessarily represent future cash requirements. Each customer is evaluated individually for creditworthiness under the same underwriting standards used for

commitments to extend credit and on-balance-sheet instruments. Bank policies governing loan collateral apply to standby letters of credit at the time of credit extension.

Certain residential mortgage loans are written on an adjustable basis and include interest rate caps which limit annual and lifetime increases in interest rates. Generally, adjustable rate mortgages have an annual rate increase cap of 2% to 5% and lifetime rate increase cap of 5% to 6% above the initial loan rate. These caps expose the Company to interest rate risk should market rates increase above these limits. At December 31, 2025 and 2024, approximately $328.9 million and $304.0 million of adjustable rate residential mortgage loans had interest rate caps, respectively. In addition, certain adjustable rate residential mortgage loans have a conversion option whereby the borrower may elect to convert the loan to a fixed rate during a designated time period. At December 31, 2025 and 2024, approximately $201,000 and $275,000 of the adjustable rate mortgage loans had conversion options, respectively.

The Company periodically sells residential mortgage loans to the Federal National Mortgage Association (“FNMA”). At December 31, 2025, the Company hadno loans held for sale. In addition, the Company hasno loan commitments with borrowers at December 31, 2025 with rate lock agreements which are intended to be held for sale, if closed. The Company generally determines whether or not a loan is held for sale at the time that loan commitments are entered into or at the time a convertible adjustable rate mortgage loan converts to a fixed interest rate. In order to reduce the interest rate risk associated with the portfolio of loans held for sale, as well as loan commitments with locked interest rates which are intended to be held for sale if closed, the Company enters into agreements to sell loans in the secondary market. At December 31, 2025, the Company hadno commitments to sell loans to unrelated investors.

Concentrations of Credit

The Company primarily grants loans to customers located in the New York State counties of Albany, Greene, Rensselaer, Schenectady, Saratoga, and Warren. Although the Company has a diversified loan portfolio, a substantial portion of its debtors’ ability to honor their contracts is dependent upon the real estate and construction-related sectors of the economy.

Legal Proceedings and****Other Contingent Liabilities

In the ordinary course of business, the Company and the Bank are involved in a number of legal, regulatory, governmental and other proceedings, claims or investigations that could result in losses, including damages, fines and/or civil penalties, which could be significant concerning matters arising from the conduct of their business, including the matters described below. In view of the inherent difficulty of predicting the outcome of such matters, particularly where the claimants seek large or indeterminate damages, the Company generally cannot predict the eventual outcome of the pending matters, timing of the ultimate resolution of these matters, or eventual loss, fines or penalties related to each pending matter. In accordance with applicable accounting guidance, the Company establishes an accrued liability when those matters present loss contingencies that are both probable and estimable. The Company’s estimates of potential losses change over time, and the actual losses may vary significantly, and there may be an exposure to loss in excess of any amount accrued. As a matter develops, management, in conjunction with any outside counsel handling the matter, evaluate on an ongoing basis whether such matter presents a loss contingency that is probable and estimable; or where a loss is reasonably possible, whether in excess of a related accrued liability or where there is no accrued liability, whether it is possible to estimate a range of possible loss. Once the loss contingency is deemed to be both probable and estimable, the Company establishes an accrued liability and records a corresponding amount of litigation-related expense. The Company continues to monitor the matters for further developments that could affect the amount of the accrued liability that has been previously established. Excluding legal fees and expenses, litigation-related expense of $3.2 million was recognized for the year ended December 31, 2025, andno litigation-related expense recognized for the six months ended December 31, 2024 and the fiscal year ended June 30, 2024. For those matters for which a loss is reasonably possible and estimable, whether in excess of an accrued liability or where there is no accrued liability, the Company’s estimated range of possible loss is $0 to $38.8 million in excess of the accrued liability, if any, as of December 31, 2025. These estimates are based upon currently available information and are subject to significant judgment, a variety of assumptions and known and unknown uncertainties. The matters underlying the accrued liability and estimated range of possible losses are unpredictable and may change from time to time, and actual losses may vary

significantly from the current estimate and accrual. The estimated range of possible losses does not represent the Company’s maximum loss exposure.

Information is provided below regarding the nature of the matters and associated claimed damages. The Company and the Bank are defending each of these matters vigorously, dispute the assertions and claims in each of the matters noted below, and the Company believes that it and the Bank have substantial defenses, including affirmative defenses, counterclaims and crossclaims to the various allegations that have been asserted. In light of the significant judgment, variety of assumptions and uncertainties involved in the matters described below, some of which are beyond the Company’s control, and the large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters, or matters related to or resulting from the matters described below, could have an adverse material impact on the Company’s business, prospects, financial condition, results of operations, cash flows, or cause significant reputational harm and subject the Company to face civil litigation, significant fines, damage awards or other material regulatory consequences.

Mann Entities Related Fraudulent Activity

During the quarter ended September 30, 2019, the Company became aware of potentially fraudulent activity associated with transactions by an established business customer of the Bank. The customer and various affiliated entities (collectively, the “Mann Entities”) had numerous accounts with the Bank. The transactions in question related both to deposit and lending activity with the Mann Entities.

The ultimate timing and outcome of the proceedings described herein, involving the Company, or the Bank, cannot be predicted with any certainty. The Company’s and the Bank’s legal fees and expenses related to these actions are significant and are expected to continue being significant. The Bank does not expect to recognize any insurance recoveries in the future, as the applicable policy limits and deductibles have been exceeded.

Legal Proceedings

On October 31, 2019, Southwestern Payroll Services, Inc. (“Southwestern”) filed a complaint against the Company and the Bank (“Pioneer Parties”), Michael T. Mann, Valuewise Corporation, MyPayrollHR, LLC and Cloud Payroll, LLC (collectively, the “Mann Parties”) in the United States District Court for the Northern District of New York. Subsequently, Southwestern amended its complaint and added Granite Solutions Groupe, Inc. (“Granite Solutions”) as a plaintiff. The parties are asserting claims against the Pioneer Parties for declaratory judgment, conversion, fraud, negligence/gross negligence, unjust enrichment/money had and received, violations of the Racketeer Influenced and Corrupt Organizations (“RICO”) Act, aiding and abetting conversion, and aiding and abetting fraud. The parties are seeking a monetary judgment of at least $39.0 million, allegedly comprised of compensatory damages in excess of $13.0 million, penalties and interest, treble damages, and punitive damages. The trial date is currently set for August 17, 2026.

On December 10, 2019, National Payment Corp. (“NatPay”) filed a motion to intervene as a plaintiff in Southwestern’s lawsuit against the Pioneer Parties and the Mann Parties as described above. On April 13, 2023, NatPay filed an amended complaint asserting claims against the Pioneer Parties for declaratory judgment, conversion, fraud, negligence/gross negligence, unjust enrichment/money had and received, violations of RICO, aiding and abetting conversion, and aiding and abetting fraud. The amended complaint seeks a monetary judgment of at least $11.4 million, allegedly comprised of compensatory damages in excess of $3.8 million, penalties and interest, treble damages, and punitive damages. The trial date is currently set for August 17, 2026.

On January 20, 2022, Cachet Financial Services (“Cachet”), a third-party automated clearing house service provider filed an adversary proceeding complaint against the Pioneer Parties in the United States Bankruptcy Court for the Central District of California, Los Angeles Division (“Bankruptcy Court”). Currently, the parties are litigating Cachet’s claims for conversion, unjust enrichment, and money had and received, which are the claims that remain following motion practice with respect to Cachet’s second amended complaint in 2024. Cachet seeks to recover approximately $8.5 million in alleged damages with respect to the remaining claims. This matter is currently in discovery.

On February 4, 2020, Berkshire Hills Bancorp Inc.’s wholly owned subsidiary Berkshire Bank (“Berkshire Bank”) filed a complaint against the Bank in the Supreme Court of the State of New York for Albany County resulting from Berkshire Bank’s participation interest in the commercial loan relationship to the Mann Entities. On December 16, 2025, the parties filed a stipulation discontinuing the action in its entirety with prejudice, in light of their entry into a confidential settlement resolving all claims and counterclaims asserted in the action.

On February 4, 2020, Chemung Financial Corporation’s wholly owned subsidiary, Chemung Canal Trust Company (“Chemung”), filed a complaint against the Bank in the Supreme Court of the State of New York for Albany County resulting from Chemung’s participation interest in the commercial loan relationship to the Mann Entities. Chemung asserts that the Bank breached the participation agreement between the Bank and Chemung, engaged in fraudulent activities, engaged in constructive fraud, and further asserts claims for breach of contract, unjust enrichment, and breach of the covenant of good faith and fair dealing arising out of the Bank’s recovery of settlement proceeds in connection with the Bank’s claims against outside auditors for alleged professional malpractice in auditing the annual consolidated financial statements of Valuewise Corporation and its subsidiaries for the fiscal years 2010 to 2018. The complaint seeks to recover approximately $4.6 million and additional damages. This matter is currently in discovery.

On August 31, 2020, AXH Air-Coolers, LLC (“AXH”) filed a complaint against the Pioneer Parties, and unnamed employees of the Pioneer Parties in the United States District Court for the Northern District of New York. The complaint alleges that the Pioneer Parties wrongfully converted certain tax funds belonging to AXH, were unjustly enriched by the wrongful taking of tax funds belonging to AXH and were grossly negligent in allowing AXH’s tax funds to be misappropriated, offset, converted, or stolen. The prayer for relief in AXH’s complaint seeks $336,000, plus penalties and interest, attorney’s fees, and punitive damages. On December 7, 2025, the Court entered an order staying the action pending the outcome of the anticipated trial in the Southwestern Payroll and NatPay matters described above.

On May 14, 2021, the Bank filed a verified petition for a hearing, pursuant to 21 U.S.C. § 853(n)(2), to adjudicate the validity of the Bank’s interest in approximately $14.9 million in cash and securities forfeited by Michael Mann pursuant to a preliminary order of forfeiture in a proceeding in the United States District Court for the Northern District of New York. The Bank’s petition alleges that it has a valid security interest in the forfeited property, and that the forfeited property should thus be turned over to the Bank.

On September 2, 2022, two substantially similar putative class action complaints were filed against the Pioneer Parties in the Supreme Court of the State of New York for Albany County. The first complaint was filed by Brandes & Yancy PLLC and Ricardo’s Restaurant, Inc., two alleged clients of Southwestern which seek to assert claims on behalf of all current or former Southwestern clients based on the same set of facts as the AXH, and Granite Solutions complaints as described above, and the alleged taxes sought in the Southwestern, and NatPay complaints. The second complaint was filed by O’Malley’s Oven LLC and Legat Architects, Inc., two alleged clients of MyPayrollHR.Com, LLC and ProData Payroll Services, Inc., affiliates of Cloud Payroll, LLC (collectively, “Cloud Payroll”). Similar to the first complaint described above, the two named plaintiffs in the second complaint seek to assert claims on behalf of all current or former Cloud Payroll clients based on the same set of facts as the AXH, and Granite Solutions complaints as described above, and the alleged taxes sought in the Southwestern, and NatPay complaints. Both complaints assert claims against the Pioneer Parties for conversion, gross negligence, unjust enrichment, money had and received, tortious interference with contract, aiding and abetting fraud, and a declaratory judgment. Both complaints also seek to recover compensatory and punitive damages, plus pre-judgment interest, costs, expenses, disbursements, and reasonable attorneys’ fees.

Historically, the Bank was regulated by the New York State Department of Financial Services (the “NYSDFS”), and as such, NYSDFS took certain investigatory actions with respect to the Bank’s practices associated with the Mann Parties. As of April 1, 2024, the Bank converted from a New York chartered savings bank to a national bank, with the approval ofthe Office of the Comptroller of the Currency (the “OCC”). The OCC has now assumed the regulatory oversight responsibilities previously held by NYSDFS.

  1. FAIR VALUE

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (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. There are three levels of inputs that may be used to measure fair values:

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

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.

Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The fair values of securities are determined by obtaining quoted prices on nationally recognized securities exchanges (Level 1 inputs) or matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs).

The fair value of interest rate swaps are based on valuation models using observable market data as of the measurement date (Level 2). The fair value of derivatives are classified as a component of other assets and other liabilities on the consolidated statements of condition.

The fair value of individually evaluated loans are valued at the lower of cost or fair value. Individually evaluated loans carried at fair value have been partially charged-off or receive a specific allocation of the allowance for credit losses on loans. For collateral dependent loans, fair value is generally based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value.

Nonrecurring adjustments to certain commercial and residential real estate properties classified as OREO are measured at fair value, less costs to sell. Fair values are based on recent real estate appraisals. These appraisals may use a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value.

Assets and Liabilities Measured on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below (dollars in thousands):

​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · Fair Value Measurements at
​ · ​ · ​ · ​ · ​ · December 31, 2025 Using
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Other · ​ · Significant
​ · ​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · ​ · ​ · ​ · Identical Assets · ​ · Inputs · ​ · Inputs
​ · ​ ​ ​ · Fair Value · ​ ​ ​ · (Level 1) · ​ ​ ​ · (Level 2) · ​ ​ ​ · (Level 3)
Assets: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Available for sale securities: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
U.S. Treasury​$54,752​$54,752​$—​$—
Mortgage-backed securities:​​​​​​​​​​​​
U.S. Government agency securities​​36,704​​—​​36,704​​—
Government-sponsored enterprises​​39,783​​—​​39,783​​—
Collateralized mortgage obligations:​​​​​​​​​​​​
U.S. Government agency securities​​21,383​​—​​21,383​​—
Government-sponsored enterprises​​48,290​​—​​48,290​​—
Municipal obligations​19,519​—​19,519​—
Total available for sale securities​220,431​54,752​165,679​—
Derivative assets (1)​7,919​—​7,919​—
Total​$228,350​$54,752​$173,598​$—
​​​​​​​​​​​​​
Liabilities:​​​​​​​​
Derivative liabilities (1)​$7,919​$—​$7,919​$—
Total​$7,919​$—​$7,919​$—
​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · Fair Value Measurements at
​ · ​ · ​ · ​ · ​ · December 31, 2024 Using
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Other · ​ · Significant
​ · ​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · ​ · ​ · ​ · Identical Assets · ​ · Inputs · ​ · Inputs
​ · ​ ​ ​ · Fair Value · ​ ​ ​ · (Level 1) · ​ ​ ​ · (Level 2) · ​ ​ ​ · (Level 3)
Assets: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Available for sale securities: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
U.S. Treasury​$216,706​$216,706​$—​$—
Mortgage-backed securities:​​​​​​​​​​​​
U.S. Government agency securities​​19,328​​—​​19,328​​—
Government-sponsored enterprises​​16,889​​—​​16,889​​—
Collateralized mortgage obligations:​​​​​​​​​​​​
U.S. Government agency securities​​17,548​​—​​17,548​​—
Government-sponsored enterprises​​33,241​​—​​33,241​​—
Municipal obligations​17,825​—​17,825​—
Total available for sale securities​321,537​216,706​104,831​—
Derivative assets (1)​13,735​—​13,735​—
Total​$335,272​$216,706​$118,566​$—
​​​​​​​​​​​​​
Liabilities:​​​​​​​​
Derivative liabilities (1)​$13,735​$—​$13,735​$—
Total​$13,735​$—​$13,735​$—
(1)Additional information regarding the impact of offsetting cash collateral can be found in Note 6 – Derivatives.

Assets and Liabilities Measured on a Non-Recurring Basis

Assets and liabilities measured at fair value on a non-recurring basis are summarized below (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · Fair Value Measurements Using
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Other · ​ · Significant
​ · ​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · ​ · ​ · ​ · ​ · Identical Assets · ​ · Inputs · ​ · Inputs
​​ ​ ​Fair Value​ ​ ​(Level 1)​ ​ ​(Level 2)​ ​ ​(Level 3)
December 31, 2025 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Individually evaluated loans: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Commercial loans​$721​$—​$—​$721
​​​​​​​​​​​​​

Loans individually evaluated for credit losses where the amortized cost was adjusted to fair value had a carrying amount of$844,000 with a valuation allowance of$123,000 resulting in an estimated fair value of$721,000 as of December 31, 2025. There wereno loans individually evaluated for credit losses where the amortized cost was adjusted to fair value as of December 31, 2024.

The Company hadno other real estate owned at December 31, 2025 and 2024. There wereno write-downs for the calendar year ended December 31, 2025, the six months ended December 31, 2024 and 2023 and the fiscal year ended June 30, 2024.

The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which the Company has utilized Level 3 inputs to determine fair value (dollars in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · Significant Unobservable
​ · ​ · ​ · ​ · ​ · Valuation · ​ · Unobservable · ​ · Input Range
​ · ​ ​ ​ · Fair Value · ​ ​ ​ · Technique · ​ ​ ​ · Inputs · ​ ​ ​ · (Weighted Average)
December 31, 2025 · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Individually evaluated loans: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Commercial loans​$721​​Appraisal of collateral (1)​​Liquidation expense (2)​​11.0%
(1)Fair value is generally determined through independent appraisals of the underlying collateral that generally include various level 3 inputs which are not identifiable.
(2)Estimated selling costs.

The fair value of individually evaluated loans is based on the fair value of the collateral. Individually evaluated loans were determined to be collateral dependent and categorized as Level 3 due to ongoing real estate market conditions resulting in inactive market data, which in turn required the use of unobservable inputs and assumptions in fair value measurements. There were no changes in valuation techniques used during the year ended December 31, 2025.

The carrying and estimated fair values of financial assets and liabilities as of the dates indicated were as follows (dollars in thousands):

​​​​​​​​​​​​​​​​
​ · ​ · December 31, 2025
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Fair Value Measurements Using
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Other · ​ · Significant
​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · ​ ​ ​ · Carrying · ​ ​ ​ · Estimated · ​ ​ ​ · Identical Assets · ​ · Inputs · ​ · Inputs
​ · ​ · Amount · ​ · Fair Value · ​ · (Level 1) · … · (Level 2) · … · (Level 3)
Financial assets · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Cash and cash equivalents​$133,675​$133,675​$133,675​$—​$—
Securities available for sale​220,431​​220,431​​54,752​165,679​​—
Securities held to maturity​41,521​40,175​​—​​40,175​​—
FHLBNY and FRBNY stock​6,090​6,090​​—​​6,090​​—
Net loans receivable​1,646,255​1,622,637​​—​​—​​1,622,637
Accrued interest receivable​8,889​8,889​​—​​8,889​​—
Derivative assets (1)​7,919​​7,919​​—​​7,919​​—
​​​​​​​​​​​​​​​​
Financial liabilities​​​​​​​​​​​​​
Deposits​​​​​​​​​​​​​
Savings, money market, and demand accounts​$1,469,717​$1,469,717​$—​$1,469,717​$—
Time deposits​269,461​​268,924​​—​​268,924​​—
Mortgagors’ escrow deposits​9,129​9,129​​—​​9,129​​—
FHLB advances​​50,000​​49,995​​—​​49,995​​—
Derivative liabilities (1)​7,919​​7,919​​—​​7,919​​—
​​​​​​​​​​​​​​​​
​ · ​ · December 31, 2024
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Fair Value Measurements Using
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Significant · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Quoted Prices in · ​ · Other · ​ · Significant
​ · ​ · ​ · ​ · Active Markets for · ​ · Observable · ​ · Unobservable
​ · ​ ​ ​ · Carrying · ​ ​ ​ · Estimated · ​ ​ ​ · Identical Assets · ​ · Inputs · ​ · Inputs
​ · ​ · Amount · ​ · Fair Value · ​ · (Level 1) · … · (Level 2) · … · (Level 3)
Financial assets · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Cash and cash equivalents​$96,521​$96,521​$96,521​$—​$—
Securities available for sale​321,537​​321,537​​216,706​104,831​​—
Securities held to maturity​25,400​22,457​​—​​22,457​​—
FHLBNY and FRBNY stock​5,283​5,283​​—​​5,283​​—
Net loans receivable​1,434,575​1,373,719​​—​​—​​1,373,719
Accrued interest receivable​7,937​7,937​​—​​7,937​​—
Derivative assets (1)​13,735​​13,735​​—​​13,735​​—
​​​​​​​​​​​​​​​​
Financial liabilities​​​​​​​​​​​​​
Deposits​​​​​​​​​​​​​
Savings, money market, and demand accounts​$1,411,385​$1,411,385​$—​$1,411,385​$—
Time deposits​174,798​​173,881​​—​​173,881​​—
Mortgagors’ escrow deposits​8,097​8,097​​—​​8,097​​—
FHLB advances​​40,000​​39,995​​—​​39,995​​—
Derivative liabilities (1)​13,735​​13,735​​—​​13,735​​—
(1)Additional information regarding the impact of offsetting cash collateral can be found in Note 6 – Derivatives.

Short-Term Financial Instruments

The fair value of certain financial instruments are estimated to approximate their carrying amounts because the remaining term to maturity or period to repricing of the financial instrument is less than ninety days. Such financial instruments include cash and cash equivalents, accrued interest receivable and payable and mortgagor’s escrow deposits.

Securities

Fair values of securities available for sale and securities held to maturity securities are determined as outlined earlier in this footnote.

FHLBNY and FRBNY Stock

The fair value of FHLBNY and FRBNY stock approximates its carrying value due to transferability restrictions.

Loans

Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type, including residential real estate, commercial real estate, and consumer loans and whether the interest rates are fixed and/or variable.

The estimated fair values of performing loans is calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates that reflect the credit and interest rate risk inherent in the respective loan portfolio.

Estimated fair values for nonperforming loans are based on estimated cash flows discounted using a rate commensurate with the credit risk involved. Assumptions regarding credit risk, cash flows, and discount rates are judgmentally determined using available market information and specific borrower information.

Derivatives

Fair values of derivative assets and liabilities are determined as outlined earlier in this footnote.

Deposits

The estimated fair value of deposits with no stated maturity, such as savings, money market and demand deposits, is regarded to be the amount payable on demand. The estimated fair value of time deposits is based on the discounted value of contractual cash flows. The discount rate is estimated using market rates for time deposits with similar maturities. The fair value estimates for deposits do not include the benefit that results from the low-cost funding provided by the deposits as compared to the cost of borrowing funds in the market.

Borrowings

The estimated fair value of FHLBNY advances, if any, is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for borrowings with similar remaining maturities.

The fair values of commitments to extend credit, unused lines of credit, and standby letters of credit are not considered material.

  1. REGULATORY CAPITAL

The Bank is subject to various regulatory capital requirements administered by 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 Bank’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, banks must meet specific capital guidelines that involve quantitative measures of the bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgements by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum capital amounts and ratios (set forth in the table below) of Tier 1 capital (as defined in the regulations) to average assets (as defined), and common equity Tier 1, Tier 1 and total capital (as defined) to risk-weighted assets (as defined). Under Basel III rules, banks must hold a capital conservation buffer above the adequately capitalized risk-based capital ratios. The required capital conservation buffer is 2.50% for 2025 and 2024.

As of December 31, 2025 and 2024, the Bank met all capital adequacy requirements which it was subject to. Further, the most recent OCC and FDIC notifications categorized the Bank as a well capitalized institution under the prompt corrective action regulations. There have been no conditions or events since the notification that management believes have changed the Bank’s capital classification.

The actual capital amounts and ratios for the Bank are presented in the following table (dollars in thousands):

​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · To be Well
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · For Capital · ​ · Capitalized Under
​ · ​ · ​ · ​ · ​ · ​ · ​ · For Capital · ​ · Adequacy Purposes · ​ · Prompt
​ · ​ · Actual · ​ · Adequacy Purposes · ​ · with Capital Buffer · ​ · Corrective Action
​ · ​ ​ ​ · Amount · ​ ​ ​ · Ratio · ​ ​ ​ · Amount · ​ ​ ​ · Ratio · ​ ​ ​ · Amount · ​ ​ ​ · Ratio · ​ ​ ​ · Amount · ​ ​ ​ · Ratio
Pioneer Bank, National Association:​​​​​​​​​​​​​​​​​​​​​
As of December 31, 2025​​​​​​​​​​​​​​​​​​​​​
​​​​​​​​​​​​​​​​​​​​​​
Tier 1 (leverage) capital​$240,647​11.53%$83,4924.00%​N/AN/A​$104,365​5.00%
Risk-based capital​​​​​​​​​​​​​​​
Common Tier 1​$240,647​16.30%$66,4414.50%$103,353​7.00%$95,970​6.50%
Tier 1​$240,647​16.30%$88,5886.00%$125,500​8.50%$118,117​8.00%
Total​$259,218​17.56%$118,1178.00%$155,029​10.50%$147,647​10.00%
​​​​​​​​​​​​​​​​​​​​​​
As of December 31, 2024​​​​​​​​​​​​​​​​​​​​​
​​​​​​​​​​​​​​​​​​​​​​
Tier 1 (leverage) capital​$231,140​12.07%$76,6234.00%​N/AN/A​$95,779​5.00%
Risk-based capital​​​​​​​​​​​​​​​
Common Tier 1​$231,140​17.99%$57,8334.50%$89,962​7.00%$83,536​6.50%
Tier 1​$231,140​17.99%$77,1106.00%$109,240​8.50%$102,814​8.00%
Total​$247,305​19.24%$102,8148.00%$134,943​10.50%$128,517​10.00%
  1. REVENUE RECOGNITION

In general, for revenue not associated with financial instruments, guarantees and lease contracts, we apply the following steps when recognizing revenue from contracts with customers: (i) identify the contract, (ii) identify the performance obligations, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when performance obligation is satisfied. Our contracts with customers are generally short term in nature, typically due within one year or less or cancellable by us or our customer upon a short notice period. Performance obligations for our customer contracts are generally satisfied at a single point in time, typically when the transaction is complete. In some cases, we act in an agent capacity, deriving revenue through assisting other entities in transactions with our customers. In such transactions, we recognized revenue and the related costs to provide our services on a net basis in our financial statements. These transactions primarily relate to insurance and brokerage commissions, and fees derived from our customers' use of various interchange and ATM/debit card networks.

Revenue associated with financial instruments, including revenue from loans and securities is excluded from the scope of the accounting guidance for revenue from contracts with customers. In addition, certain noninterest income streams such as fees associated with mortgage servicing rights, financial guarantees, derivatives, and certain credit card fees are also not in scope of the accounting guidance for revenue from contracts with customers. The accounting guidance for revenue from contracts with customers is applicable to noninterest revenue streams such as deposit related fees, interchange fees, and insurance and wealth management services commissions.

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of the accounting guidance for revenue from contracts with customers, for the dates indicated.

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ ​ ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ · 2025 · ​ · 2024 · ​ · 2023 · ​ · 2024
​ · ​ · (Dollars in thousands)
Noninterest Income · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
In scope · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Insurance services​$2,561​$1,486​​1,732​$3,031
Wealth management services​7,542​3,452​​3,005​6,282
Service charges on deposit accounts​2,456​1,286​​1,250​2,427
Card services income​2,796​1,437​​1,464​2,843
Other​459​736​​206​370
Noninterest income in scope​15,814​8,397​7,657​14,953
​​​​​​​​​
Noninterest income out of scope​1,326​412​752​1,377
​​​​​​​​​
Total noninterest income​$17,140​$8,809​$8,409​$16,330

Insurance Services Income: The Company earns revenue associated with the issuance of policies is recognized upon the effective date of the associated policy regardless of the billing method. Revenue is accrued based upon the completion of the performance obligation creating a current asset for the unbilled revenue until such time as an invoice is generated, typically not to exceed twelve months. Contingent commissions represent a form of variable consideration associated with the same performance obligation, which is the placement of coverage, for which we earn core commissions. The Company records a monthly accrual for contingent commissions.

Wealth Management Services Income: The Company earns fees from investment brokerage services provided to its customers by a third-party service provider. The Company receives commissions from the third-party service provider on a monthly basis based upon customer activity for the respective month. The Company acts as an agent in arranging the relationship between the customer and the third-party service provider. Investment brokerage fees are presented net of related costs.

Service Charges on Deposit Accounts: The Company earns fees from its deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees, which included services such as ATM use fees and stop payment charges, are recognized at the time the transaction is executed as that is the point in time the Company fulfills the customer’s request. Account maintenance fees, which relate primarily to monthly maintenance, are recognized at the time the maintenance occurs. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer’s account balance.

Card Services Fee Income: The Company earns interchange fees from debit cardholder transactions conducted through the Mastercard payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to cardholder.

Other service charges include revenue from processing wire transfers, check orders, and safe deposit box rental. Wire transfer fees are charged on per item basis, and are charged at the time of transfer and charged directly to the customer account. Check order charges are charged to the customer at the time the order is placed directly to the customer account. Safe deposit box rental fees are charged to the customer on an annual basis and recognized upon receipt of payment. The Company determined that since rentals and renewals occur fairly consistently over time, revenue is recognized on a basis consistent with the duration of the performance obligation.

18.** LEASES**

The Company leases certain branches under various non-cancelable operating leases that may contain extension options. Reasonably certain extension options are included in the determination of lease term for accounting purposes. The Company has also entered into a long-term ground lease with a bargain purchase option and into office equipment leases which have been classified as finance leases. The leases may require additional payments for maintenance, taxes, insurance, service, and other costs which are not included in calculating the lease liability.

For all asset classes the Company made an accounting policy election to not separate lease components and non-lease components and treat both as a single lease component for lease accounting purposes. The ROU assets and lease liabilities are based on the stated lease consideration as identified in the underlying agreements.

When known or determinable, the Company uses the rate implicit in the lease in determining the present value of lease payments. Otherwise, the incremental borrowing rate is used which is based on information provided by FHLBNY for a secured borrowing arrangement of a comparable term.

The Company made an accounting policy election to not apply the lease accounting requirements to short-term lease arrangements with an initial term of 12 months or less.

The ROU assets are included in premises and equipment and lease liabilities are included in other liabilities in the Company’s consolidated statements of condition.

The following tables include quantitative data related to the Company’s operating and finance leases:

​​​​​​​​
​ · ​ · December 31, · ​
​ · ​ · 2025 · ​ · 2024 · ​
​ · ​ · (In thousands, except weighted-average information)
Right of use assets:​​​​​​​
Finance leases​$420​$480​
Operating leases​3,620​4,352​
​​$4,040​$4,832​
Lease liabilities:​​​​​
Finance leases​$530​$596​
Operating leases​​3,891​​4,640​
​​$4,421​$5,236​
​​​​​​​​
Other information:​​​​​​​
Weighted-average remaining lease term for finance leases (in years)​​86.4​​77.8​
Weighted-average remaining lease term for operating leases (in years)​​12.8​​13.2​
Weighted-average discount rate for finance leases​​5.99%​5.87%
Weighted-average discount rate for operating leases​​4.26%​3.96%
​​​​​​​​​​​​​
​ · ​ · For the Year Ended · ​ · For the Six Months Ended · ​ · For the Fiscal Year Ended
​ · ​ ​ ​ · December 31, · ​ · December 31, · ​ ​ ​ · June 30,
​ · ​ · 2025 · ​ · 2024 · ​ · 2023 · ​ · 2024
​ · ​ · (Dollars in thousands)
Lease expense: · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Finance lease expense​​​​​​​​​​​​
Amortization of ROU assets​$82​$52​$49​$101
Interest on lease liabilities​​32​​16​​16​​32
Operating lease expense​​597​​325​​321​​647
Variable lease expense​​648​​118​​119​​241
Total​$1,359​$511​$505​$1,021
​​​​​​​​​​​​​
Other information:​​​​​​​​​​​​
Cash paid for amounts included in the measurement of lease liabilities:​​​​​​​​​​​​
Operating cash flows from finance leases (i.e. interest)​$32​$1​$1​$32
Finance cash flows from finance leases (i.e. principal portion)​$88​$53​$50​$102
Operating cash flows from operating leases​$603​$319​$309​$627
ROU assets obtained in exchange for new finance lease liabilities​$—​$—​$—​$26
ROU assets obtained in exchange for new operating lease liabilities​$88​$—​$199​$199

During the year ended December 31, 2025 the Company modified operating leases due to a change in the lease term. The modifications resulted in a decrease in the ROU asset and operating lease liability of $355,000 during the year ended December 31, 2025.

During the six months ended December 31, 2024 the Company modified an operating lease due to a change in the lease term. The modification resulted in a decrease in the ROU asset and operating lease liability of $792,000 during the six months ended December 31, 2024.

Maturities of finance and operating lease liabilities are as follows:

​​​​​​​
​ · ​ · Finance leases · ​ · Operating leases
​ · ​ · (Dollars in thousands)
Within the twelve months ended December 31,​​​​​​
2026​$36​$569
2027​​36​​484
2028​​36​​421
2029​​30​​341
2030​​30​​346
Thereafter​​2,520​​2,913
Total undiscounted cash flows​​2,688​​5,074
Less: present value discount​​(2,158)​​(1,183)
Total lease liabilities​$530​$3,891

19. STOCK-BASED COMPENSATION

In May 2021, the Company adopted the Pioneer Bancorp, Inc. 2020 Equity Incentive Plan (the “Stock Plan”). Under the terms of the Stock Plan, equity-based awards are granted to directors and employees to better align the interests of its employees and directors with those of the stockholders. Stock options and restricted stock awards granted typically vest over a period offive years. The total number of shares of the Company common stock authorized for issuance under the plan is 1,782,068 shares. At December 31, 2025, there were 542,068 shares available to be granted. There wereno shares issued under the Stock Plan prior to the year ended June 30, 2024.

Stock Options

Stock options may be granted at a price no less than the greater of the par value or fair market value of such shares on the date on which such option is granted, and generally expireten years from the date of grant. The options usually vest over afive-year period unless forfeited prior to vesting in accordance with the term of the award.

The following table summarizes information about stock option activity for the year ended December 31, 2025.

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Weighted Average · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Remaining · ​ · Aggregate
​ · ​ · ​ · ​ · ​ · ​ · Weighted Average · ​ · Contractual · ​ · Intrinsic Value
​ · ​ · Shares · ​ · ​ · Exercise Price · ​ · Life (in years) · ​ · (000)'s
Outstanding at January 1, 2025​​840,000​​$9.42​​​​​​
Granted​​65,000​​$13.63​​​​​​
Exercised​​(10,500)​​$9.39​​​​​​
Forfeited​​(62,000)​​$9.39​​​​​​
Outstanding at December 31, 2025​​832,500​​$9.75​​8.50​$3,105
Vested at period-end​​157,500​​$9.42​​8.39​$639
Expected to vest​​675,000​​$9.83​​8.52​$2,466

The following is the schedule of stock options granted under the Stock Plan by exercise price range.

​​​​​​​​​​​​​
​ · ​ · ​ · Exercise Price Ranges · ​ · ​ · ​
​​​$9.39​​$11.77 to $12.62​​$14.46​​Total
Outstanding at December 31, 2025​​​​​​​​​​​​
Number of Stock Options Outstanding​​757,500​​35,000​​40,000​​832,500
Weighted-Average Remaining Contractual Life (in years)​​8.38​​9.26​​9.95​​8.50
Weighted-Average Exercise Price​$9.39​$12.15​$14.46​$9.75

The fair value of each option is estimated on the date of grant using a Black-Scholes Option-Pricing Model that uses the assumptions noted in the following table. Expected volatilities are based on the historical volatility of the Company stock and other factors. The expected term of options granted is derived by using the simplified method as the Company has no relevant exercise experience from other stock-based compensation plans prior to the awards granted during the year ended June 30, 2024 under the Stock Plan. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

The following is the schedule of other information on stock options granted.

​​​​​​​​​​​​​
​​​During the year ended​​​During the six months ended​​​During the fiscal year ended​
​​​December 31, 2025​​​December 31, 2024​​​June 30, 2024​
Weighted average grant date information​​​​​​​​​​​​
Stock options granted​​65,000​​​10,000​​​830,000​
Fair value of options granted​$5.21​​$4.69​​$3.85​
Fair value assumptions:​​​​​​​​​​​​
Expected volatility​​29.06%​​30.19%​​31.34%
Dividend yield​​-%​​-%​​-%
Risk free interest rate​​3.93%​​4.18%​​4.31%
Expected lives (in years)​​6.50​​​6.50​​​6.50​
​​​​​​​​​​​​​
Amount expensed during the period (in thousands)​$589​​$320​​$72​
Compensation costs for non-vested awards not yet recognized (in thousands)​$2,362​​$2,851​​$3,124​
Weighted average expected vesting period, in years​​1.96​​​2.40​​​2.89​
Proceeds from stock options exercised (in thousands)​$76​​$-​​$-​
Tax benefits related to stock options exercised (in thousands)​$-​​$-​​$-​
Intrinsic value of stock options exercised (in thousands)​$45​​$-​​$-​

Restricted Stock

Granted restricted stock awards gives the recipient the right to receive shares of Company stock upon vesting. The fair value of each restricted stock award is the market value of the Company stock on the date of the grant. Generally the restricted stock awards vest over afive-year period unless forfeited prior to vesting in accordance with the term of the award.

The following table summarizes information about restricted stock activity for the year ended December 31, 2025.

​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​
​​​​Weighted Average
​​​​Grant Date
​​Shares​Fair Value
Non-vested at January 1, 2025​395,000​$9.42
Granted​30,000​$13.74
Vested​(79,000)​$9.42
Forfeited​(28,000)​$9.39
Non-vested at December 31, 2025​318,000​$9.83

The following table presents information on the amounts expensed related to restricted stock awarded pursuant to the Stock Plan for the year ended December 31, 2025.

​​​​
Amount expensed during the year (in thousands)​$678
Compensation costs for non-vested awards not yet recognized (in thousands)​$2,744
Weighted average expected vesting period, in years​​1.96

20. EARNINGS PER SHARE

The following table summarizes the calculation of basic and diluted earnings per common share (in thousands, except for share and per share amounts):

​​​​​​​​​​​​​
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ · 2025 · ​ · 2024 · ​ · 2023 · ​ · 2024
​ · ​ · (Dollars in thousands, except share and per share amounts)
Net income applicable to common stock​$20,287​$9,600​$6,611​$15,260
​​​​​​​​​​​​​
Average number of common shares outstanding​​25,158,550​​25,736,880​​25,977,679​​25,951,228
Less: Average unallocated ESOP shares​​687,371​​725,558​​776,474​​757,380
Weighted-average number of common shares outstanding - basic​​24,471,179​​25,011,322​​25,201,205​​25,193,848
Add: Effect of dilutive stock options and restricted stock​​95,479​​87,062​​—​​29,266
Weighted-average number of common shares outstanding - diluted​​24,566,658​​25,098,384​​25,201,205​​25,223,114
​​​​​​​​​​​​​
Net earnings per common share:​​​​​​​​​​​​
Basic​$0.83​$0.38​$0.26​$0.61
Diluted​$0.83​$0.38​$0.26​$0.61

Potential common shares from stock options that were not included in the computation of diluted earnings per common share, because they were anti-dilutive under the treasury stock method, were approximately 75,000 for the

year ended December 31, 2025,840,000 for the six months ended December 31, 2024 and 830,000 for the fiscal year ended June 30, 2024. There wereno anti-dilutive shares for the six months ended December 31, 2023. Additional information regarding stock options and restricted stock awards can be found within Note 19 – Stock-Based Compensation.

  1. CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.

The following condensed financial statements summarize the financial position and the results of operations and cash flows of Pioneer Bancorp, Inc. as of and for the dates indicated.

​​​​​​​
Pioneer Bancorp, Inc.
Condensed Statements of Condition
(in thousands)
​ · ​ · As of December 31,
​ · ​ · 2025 · ​ · 2024
Assets​​​​​​
Cash and cash equivalents​$30,759​$44,052
Investment in subsidiary​​283,511​​250,267
Loan receivable​​10,143​​10,596
Other assets​​21​​6
Total assets​$324,434​$304,921
​​​​​​​
Liabilities and Shareholders’ Equity​​​​​​
Total liabilities​$573​$368
Total shareholders’ equity​​323,861​​304,553
Total liabilities and shareholders’ equity​$324,434​$304,921
​​​​​​​​​​​​​
Pioneer Bancorp, Inc.
Condensed Statements of Operations
(in thousands)
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ ​ ​ · 2025 · ​ · 2024 · ​ ​ ​ · 2023 · ​ ​ ​ · 2024
Income​​​​​​​​​​​​
Interest-earning assets​$1,943​$941​$444​$930
Total income​​1,943​​941​​444​​930
​​​​​​​​​​​​​
Operating Expenses​​​​​​​​​​​​
Other​​216​​130​​116​​192
Total operating expenses​​216​​130​​116​​192
​​​​​​​​​​​​​
Income before tax expense and equity in undistributed net income of subsidiary​​1,727​​811​​328​​738
Income tax expense​​461​​217​​88​​198
Income before equity in undistributed net income of subsidiary​​1,266​​594​​240​​540
Equity in undistributed net income of subsidiary​​19,021​​9,006​​6,371​​14,720
Net income​$20,287​$9,600​$6,611​$15,260
​​​​​​​​​​​​​
Pioneer Bancorp, Inc.
Condensed Statements of Cash Flow
(in thousands)
​ · ​ · For the · ​ · For the · ​ · For the
​ · ​ · Calendar Year Ended · ​ · Six Months Ended · ​ · Fiscal Year Ended
​ · ​ · December 31, · ​ · December 31, · ​ · June 30,
​ · ​ ​ ​ · 2025 · ​ · 2024 · ​ ​ ​ · 2023 · ​ ​ ​ · 2024
Cash flow from operating activities:​​​​​​​​​​​​
Net income​$20,287​$9,600​$6,611​$15,260
​​​​​​​​​​​​​
Adjustments to reconcile net income to cash provided by operating activities:​​​​​​​​​​​​
Undistributed income of subsidiary​​(19,021)​​(9,006)​​(6,371)​​(14,720)
Net (increase) decrease in other assets​​(15)​​532​​367​​200
Net increase in other liabilities​​205​​357​​184​​11
Net cash provided by operating activities​​1,456​​1,483​​791​​751
​​​​​​​​​​​​​
Cash flow from investing activities:​​​​​​​​​​​​
Decrease in loan receivable​​453​​387​​393​​393
Investment in subsidiaries​​(5,050)​​—​​—​​—
Net cash provided by investing activities​​(4,597)​​387​​393​​393
​​​​​​​​​​​​​
Cash flow from financing activities:​​​​​​​​​​​​
Repurchase of common stock​​(11,294)​​(3,146)​​—​​(1,075)
Proceeds from exercise of options, net​​76​​—​​—​​—
Purchase of employee restricted shares to fund statutory tax withholding​​(145)​​—​​—​​—
Other​​1,211​​629​​(113)​​(55)
Net cash used in financing activities​​(10,152)​​(2,517)​​(113)​​(1,130)
Net (decrease) increase in cash and cash equivalents​​(13,293)​​(647)​​1,071​​14
Cash and cash equivalents at beginning of year​​44,052​​44,699​​44,685​​44,685
Cash and cash equivalents at end of year​$30,759​$44,052​$45,756​$44,699
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.