Statements included in this report and in future filings by TrustCo with the Securities and Exchange Commission, in TrustCo’s press releases, and in oral statements made with the approval of an authorized executive officer that are not historical or current facts, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. Forward-looking statements can be identified by the use of such words as may, will, should, could, would, estimate, project, believe, intend, anticipate, plan, seek, expect and similar expressions. TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.
In addition to factors described under Part II, Item 1A, Risk Factors, and under the Risk Factor discussion in TrustCo’s Annual Report on Form 10-K for the year ended December 31, 2023, the factors listed below, among others, in some cases have affected and in the future could affect TrustCo’s actual results and could cause TrustCo’s actual financial performance to differ materially from that expressed in any forward-looking statement. Additionally, many of these risks and uncertainties are currently elevated by and may or will continue to be heightened by volatility in financial markets and macroeconomic or geopolitical concerns related to ongoing inflation, continued elevated interest rates and ongoing armed conflicts (including the Russia/Ukraine conflict and the conflict in Israel and surrounding areas).
Risks Related to Our Operations
| • | changes in interest rates have impacted and may continue to impact our financial condition and results of operations; |
| • | ongoing inflationary pressures and continued elevated prices have affected and may continue to affect our results of operations and financial condition; |
| • | exposure to credit risk in our lending activities; |
| • | our commercial loan portfolio is increasing and the inherently higher risk of loss may lead to additional provisions for credit losses or charge-offs, which would negatively impact earnings and capital; |
| • | the allowance for credit losses on loans (“ACLL”) is not sufficient to cover expected loan losses, resulting in a decrease in earnings; |
| • | our inability to meet the cash flow requirements of our depositors or borrowers or meet our operating cash needs to fund corporate expansion and other activities; |
| • | we have been and may in the future be subject to claims and litigation pertaining to fiduciary responsibility and lender liability; |
| • | our dependency upon the services of the management team; |
| • | if the business continuity and disaster recovery plans that we have in place are not adequate to continue our operations in the event of a disaster, the business disruption can adversely impact its operations; |
| • | our risk management framework may not be effective in mitigating risk and loss; |
| • | we are exposed to climate risk; |
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Risks Related to Market Conditions
| • | a prolonged economic downturn, especially one affecting our geographic market area, will adversely affect our operations and financial results; |
| • | instability in global economic conditions and geopolitical matters, as well as volatility in financial markets, could have a material adverse effect on our results of operations and financial condition; |
| • | any downgrade in the credit rating of the U.S. government or default by the U.S. government as a result of political conflicts over legislation to raise the U.S. government’s debt limit may have a material adverse effect on us; |
| • | any government shutdown could adversely affect the U.S. and global economy and our liquidity, financial condition and earnings; |
| • | the trust wealth management fees we receive may decrease as a result of poor investment performance, in either relative or absolute terms, which could decrease our revenues and net earnings; |
Risks Related to Compliance and Regulation
| • | regulatory capital rules could slow our growth, cause us to seek to raise additional capital, or both; |
| • | changes in laws and regulations and the cost of regulatory compliance with new laws and regulations may adversely affect our operations and our income; |
| • | changes in cybersecurity or privacy regulations may increase our compliance costs, limit our ability to gain insight from data and lead to increased scrutiny; |
| • | restrictions on data collection and use may limit opportunities to gain business insights useful to running our business and offering innovative products and services; |
| • | changes in tax laws may adversely affect us, and the Internal Revenue Service or a court may disagree with our tax positions, which may result in adverse effects on our business, financial condition, and results of operations or cash flows; |
| • | our ability to pay dividends is subject to regulatory limitations and other limitations that may affect our ability to pay dividends to our stockholders or to repurchase our common stock; |
| • | we may be subject to a higher effective tax rate if Trustco Realty Corp. (“Trustco Realty”) fails to qualify as a real estate investment trust (“REIT”); |
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Risks Related to Competition
| • | strong competition within the Bank’s market areas could hurt profits and slow growth; |
| • | consumers and businesses are increasingly using non-banks to complete their financial transactions, which could adversely affect our business and results of operations; |
Risks Related to Cybersecurity, Third Parties, and Technology
| • | our business could be adversely affected by third-party service providers, data breaches, and cyber-attacks; |
| • | a failure in or breach of our operational or security systems or infrastructure, or those of third parties, could disrupt our businesses, and adversely impact our results of operations, liquidity and financial condition, as well as cause reputational harm; |
| • | unauthorized disclosure of sensitive or confidential client or customer information, whether through a breach of our computer systems or otherwise, could severely harm our business; |
| • | we could suffer a material adverse impact from interruptions in the effective operation of, or security breaches affecting, our computer systems; |
Risks Related to Ownership of Our Securities
| • | provisions in our articles of incorporation and bylaws and New York law may discourage or prevent takeover attempts, and these provisions may have the effect of reducing the market price of our stock; and |
| • | we cannot guarantee that the allocation of capital to various alternatives, including stock repurchase plans, will enhance long-term stockholder value. |
You should not rely upon forward-looking statements as predictions of future events. Although TrustCo believes that the expectations reflected in the forward‑looking statements are reasonable, it cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. The foregoing list should not be construed as exhaustive, and the Company disclaims any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements, or to reflect the occurrence of anticipated or unanticipated events, except to the extent required by law.
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ConsolidatedStatements of Income
