BAR HARBOR BANKSHARES
For the period ended Dec 31, 2025. Filed Mar 13, 2026.
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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 13, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM****10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended****December 31, 2025
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period****from to
**Commission File Number:**001-13349
BAR HARBOR BANKSHARES
(Exact name of registrant as specified in its charter)
| | |
|---|---|
| Maine | 01-0393663 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| | |
| PO Box 400 | |
| 82 Main Street, Bar Harbor, ME | 04609-0400 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:**(207)**669-6784
Securities registered pursuant to Section 12(b) of the Act:
| | | | | |
|---|---|---|---|---|
| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Common Stock, par value $2.00 per share | | BHB | | NYSE American |
Securities registered pursuant to Section 12(g) of the Act:None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definition of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| | | | |
|---|---|---|---|
| | | | |
| Large Accelerated Filer ☐ | Accelerated Filer ☒ | Non-Accelerated Filer ☐ | Smaller Reporting Company ☐ |
| Emerging growth company ☐ | | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes☐ No ☒
The aggregate market value of the common stock held by non-affiliates of Bar Harbor Bankshares was $447,663,721 based on the closing sale price of the common stock on the NYSE American on June 30, 2025, the last trading day of the registrant’s most recently completed second quarter.
The Registrant had 16,742,104 shares of common stock, par value $2.00 per share, outstanding as of March 6, 2026.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Definitive Proxy Statement for the 2026 Annual Meeting of Shareholders, to be filed within 120 days after December 31, 2025 are incorporated by reference into Part III this Annual Report on Form 10-K.
FORM 10-K
INDEX
| | | |
|---|---|---|
| | | Page |
| PART I. | | |
| ITEM 1. | BUSINESS | 3 |
| ITEM 1A. | RISK FACTORS | 21 |
| ITEM 1B. | UNRESOLVED STAFF COMMENTS | 34 |
| ITEM 1C. | CYBERSECURITY | 34 |
| ITEM 2. | PROPERTIES | 36 |
| ITEM 3. | LEGAL PROCEEDINGS | 36 |
| ITEM 4. | MINE SAFETY DISCLOSURES | 36 |
| PART II. | | |
| ITEM 5. | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. | 37 |
| ITEM 6. | [RESERVED] | 39 |
| ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 39 |
| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 51 |
| ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. | 54 |
| ITEM 9. | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. | 133 |
| ITEM 9A. | CONTROLS AND PROCEDURES | 134 |
| ITEM 9B. | OTHER INFORMATION | 134 |
| ITEM 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. | 134 |
| PART III. | | |
| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE | 135 |
| ITEM 11. | EXECUTIVE COMPENSATION | 135 |
| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 135 |
| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | 135 |
| ITEM 14. | PRINCIPAL ACCOUNTING FEES AND SERVICES | 135 |
| PART IV. | | |
| ITEM 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | 136 |
| SIGNATURES | | |
The Company conducts business operations principally through Bar Harbor Bank & Trust, which may be referred to as the Bank and which is a subsidiary of Bar Harbor Bankshares. Unless the context requires otherwise, references in this Annual Report on Form 10-K to "our Company, "our," "us," "we" and similar terms refer to Bar Harbor Bankshares and its subsidiaries, including the Bank, collectively.
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