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MUNCY COLUMBIA FINANCIAL Corp

For the period ended Dec 31, 2025. Filed Mar 6, 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 6, 2026

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Item 8. Financial Statements and Supplementary Data

Consolidated Balance Sheets

(In Thousands, Except Share and Per Share Data)December 31, 2025December 31, 2024
ASSETS
Cash and due from banks$12,828$11,200
Interest-bearing deposits in other banks35,7126,180
Total cash and cash equivalents48,54017,380
Available-for-sale debt securities, at fair value327,245323,248
Marketable equity securities, at fair value1,4111,355
Restricted investment in bank stocks, at cost5,4127,095
Loans held for sale8471,691
Loans receivable1,177,5811,125,937
Allowance for credit losses(9,959)(9,858)
Loans, net1,167,6221,116,079
Premises and equipment, net26,26326,484
Foreclosed assets held for sale32070
Accrued interest receivable5,0634,850
Bank-owned life insurance41,74040,953
Investment in limited partnerships4,3465,092
Deferred tax asset, net5,99210,012
Goodwill25,60925,609
Other intangible assets, net8,04210,047
Other assets4,7475,993
TOTAL ASSETS$1,673,199$1,595,958
LIABILITIES
Interest-bearing deposits$1,135,740$1,032,729
Noninterest-bearing deposits277,012259,700
Total deposits1,412,7521,292,429
Short-term borrowings12,45568,388
Long-term borrowings40,58455,536
Accrued interest payable1,6441,857
Other liabilities13,22311,338
TOTAL LIABILITIES1,480,6581,429,548
STOCKHOLDERS' EQUITY
Common stock, par value $1.25 per share; 15,000,000 shares authorized; issued 3,845,479 and outstanding 3,536,754 at December 31, 2025 issued 3,841,438 and outstanding 3,532,713 at December 31, 20244,8074,802
Additional paid-in capital83,72083,543
Retained earnings119,364103,268
Accumulated other comprehensive loss(4,043)(13,896)
Treasury stock, at cost; 308,725 shares at December 31, 2025 and 2024(11,307)(11,307)
TOTAL STOCKHOLDERS' EQUITY192,541166,410
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$1,673,199$1,595,958

Consolidated Statements of Income

For the Years Ended
December 31,
(In Thousands, Except Share and Per Share Data)20252024
INTEREST AND DIVIDEND INCOME
Interest and fees on loans:
Taxable$76,002$71,513
Tax-exempt1,5831,518
Interest and dividends on investment securities:
Taxable5,5804,256
Tax-exempt3,4613,361
Dividend and other interest income625807
Deposits in other banks767288
TOTAL INTEREST AND DIVIDEND INCOME88,01881,743
INTEREST EXPENSE
Deposits24,11522,402
Short-term borrowings1,1035,741
Long-term borrowings2,2013,135
TOTAL INTEREST EXPENSE27,41931,278
NET INTEREST INCOME60,59950,465
PROVISION FOR CREDIT LOSSES839837
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES59,76049,628
NON-INTEREST INCOME
Service charges and fees2,9682,732
Interchange fees2,6412,640
Gain on sale of loans503413
Earnings on bank-owned life insurance925928
Brokerage938807
Trust1,111943
Gains on marketable equity securities5660
Realized losses on available-for-sale debt securities, net(422)(85)
Other non-interest income1,6431,937
TOTAL NON-INTEREST INCOME10,36310,375
NON-INTEREST EXPENSE
Salaries and employee benefits21,72019,167
Occupancy2,6232,459
Furniture and equipment1,7041,665
Pennsylvania shares tax1,239941
Professional fees1,9391,522
Director's fees695618
Federal deposit insurance870820
Data processing and telecommunications3,6453,595
Automated teller machine and interchange779671
Merger-related expenses—241
Amortization of intangibles2,0232,202
Other non-interest expense3,7833,761
TOTAL NON-INTEREST EXPENSE41,02037,662
INCOME BEFORE INCOME TAX PROVISION29,10322,341
INCOME TAX PROVISION4,8783,318
NET INCOME$24,225$19,023
EARNINGS PER SHARE - BASIC AND DILUTED$6.85$5.33
WEIGHTED AVERAGE SHARES OUTSTANDING3,534,4353,568,145

Consolidated Statements of Comprehensive Income

For the Years Ended
December 31,
(In Thousands)20252024
Net Income$24,225$19,023
Other comprehensive income:
Unrealized holding gains on available-for-sale debt securities12,0501,360
Tax effect(2,530)(287)
Net realized losses included in net income42285
Tax effect(89)(18)
Other comprehensive income, net9,8531,140
Comprehensive income$34,078$20,163

Consolidated Statements of Changes in Stockholders' Equity

Accumulated
Common · Additional · Other · Total
Stock · Paid-In · Retained · Comprehensive · Treasury · Stockholders'
(In Thousands Except Share and Per Share Data)SharesAmountCapitalEarningsLossStockEquity
Balance, December 31, 20243,841,438$4,802$83,543$103,268$(13,896)$(11,307)$166,410
Net income———24,225——24,225
Other comprehensive income————9,853—9,853
Common stock issuance under employee stock purchase plan4,0415158———163
Recognition of employee stock purchase plan expense——19———19
Cash dividends ($2.30 per share)———(8,129)——(8,129)
Balance, December 31, 20253,845,479$4,807$83,720$119,364$(4,043)$(11,307)$192,541
Balance, December 31, 20233,834,976$4,794$83,343$90,514$(15,036)$(9,790)$153,825
Net income———19,023——19,023
Other comprehensive income————1,140—1,140
Common stock issuance under employee stock purchase plan6,4628179———187
Recognition of employee stock purchase plan expense——21———21
Purchase of treasury stock (44,025 shares)—————(1,517)(1,517)
Cash dividends ($1.76 per share)———(6,269)——(6,269)
Balance, December 31, 20243,841,438$4,802$83,543$103,268$(13,896)$(11,307)$166,410

Consolidated Statements of Cash Flows

For the Years Ended
December 31,
(In Thousands)20252024
OPERATING ACTIVITIES
Net Income$24,225$19,023
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses839837
Depreciation and amortization of premises and equipment1,4981,515
Accretion of loan fair value adjustments, net(9,601)(10,685)
Amortization of deposit fair value adjustments, net2761,185
Gains on marketable equity securities(56)(60)
Realized losses on available-for-sale debt securities, net42285
Accretion of investment securities, net(1,390)(719)
Losses on disposal of premises and equipment, net137—
Gain (loss) on sale of foreclosed assets held for sale, net(10)129
Deferred income taxes1,4012,317
Gain on sale of loans(503)(413)
Earnings on bank-owned life insurance(925)(928)
Proceeds from sale of mortgage loans22,91916,219
Originations of mortgage loans held for resale(21,572)(17,131)
Amortization of intangibles2,0232,202
Amortization of investment in limited partnerships746736
Gain on settlement of bank-owned life insurance claims(119)(66)
Decrease in accrued interest receivable and other assets1,0331,476
Increase in accrued interest payable and other liabilities1,672890
Other, net272288
Net cash provided by operating activities23,28716,900
INVESTING ACTIVITIES
Available-for-sale debt securities:
Purchases(84,604)(14,924)
Proceeds from sales29,57451,734
Proceeds from paydowns, calls and maturities64,47355,323
Proceeds from maturities of interest-bearing time deposits—989
Purchase of bank-owned life insurance(47)(44)
Proceeds from settlement of bank-owned life insurance claims304—
Proceeds from redemption of restricted investment in bank stocks4,69910,386
Purchase of restricted investment in bank stocks(3,016)(7,087)
Net increase in loans(43,101)(47,381)
Proceeds from sale of foreclosed assets held for sale80248
Acquisition of customer relationship intangibles(18)(354)
Acquisition of premises and equipment(1,395)(407)
Net cash (used for) provided by investing activities(33,051)48,483
FINANCING ACTIVITIES
Net increase in deposits120,047140,575
Net decrease in short-term borrowings(55,933)(184,144)
Repayment of long-term borrowings(15,224)(15,212)
Purchase of treasury stock—(1,517)
Proceeds from issuance of common stock163187
Cash dividends paid(8,129)(6,269)
Net cash provided by (used for) financing activities40,924(66,380)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS31,160(997)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD17,38018,377
CASH AND CASH EQUIVALENTS, END OF PERIOD$48,540$17,380
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid$27,632$31,779
Income taxes paid1,875—
Loans transferred to foreclosed assets held for sale320277
Bank-owned life insurance death benefit receivable—294

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

  1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting and reporting policies of Muncy Columbia Financial Corporation (the "Corporation") are in accordance with the accounting principles generally accepted in the United States of America and conform to common practices within the banking industry. The more significant policies follow:

Principles of Consolidation

The consolidated financial statements include the accounts of Muncy Columbia Financial Corporation and its wholly-owned subsidiary, Journey Bank (the “Bank”). All significant inter-company balances and transactions have been eliminated in consolidation.

Nature of Operations

The Corporation is a financial holding company that provides full-service banking, including trust and financial services, through the Bank, to individuals and corporate customers. The Bank has twenty-two offices covering five Counties in Northcentral Pennsylvania. The Corporation and Bank are subject to the regulation of the Pennsylvania Department of Banking, the Federal Deposit Insurance Corporation, and the Federal Reserve Bank of Philadelphia.

Procuring deposits and making loans are the major lines of business. The deposits are mainly deposits of individuals and small businesses and include various types of checking accounts, statement savings, money market accounts, interest checking accounts, individual retirement accounts, and certificates of deposit. The Bank also offers non-insured “Repo sweep” accounts which are collateralized by pledged securities. Lending products include commercial, consumer, and mortgage loans. Trust services include administration of various estates, pension plans, self-directed IRA's and other services. Financial services are offered through a third-party brokerage arrangement. These services include a full line of stocks, bonds and other non-insured financial products which are offered through the Bank’s investment center.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of these consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ significantly from those estimates. Material estimates that are particularly susceptible to significant changes include the allowance for credit losses, fair values of available-for-sale debt securities based on estimates from independent valuation services or from brokers and goodwill and other intangible assets. Assumptions and factors used in the estimates are evaluated on an annual basis or whenever events or changes in circumstances indicate that the previous assumptions and factors have changed. The result of the analysis could result in adjustments to the estimates.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and in banks and federal funds sold. Interest-earning deposits have original maturities of 90 days or less. Net cash flows are reported for loan, deposit, and short-term borrowing transactions.

Available-for-Sale Debt Securities

Debt securities classified as available-for-sale are carried at fair value with unrealized gains and losses, net of the related tax effects, reflected as a separate component of stockholders’ equity. Investment securities are classified at the time of purchase, based on management’s intention and ability, as securities held-to-maturity, securities available-for-sale, or securities held for trading. Debt securities acquired with the intent and ability to hold to maturity are stated at cost, adjusted for amortization of premium and accretion of discount, which are computed using the interest method and recognized as adjustments of interest income. Debt securities which are held principally as a source of liquidity are classified as available-for-sale. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and reported at fair value, with unrealized gains and losses included in current earnings. Realized security gains and losses are computed using the specific identification method. The Corporation does not hold any held-to-maturity or trading securities as of December 31, 2025 and 2024. Interest and dividends on investment securities are recognized as income when earned.

Allowance for Credit Losses – Available-for-Sale Debt Securities

The Bank measures expected credit losses on available-for-sale debt securities when the Bank does not intend to sell, or when it is not more 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 available-for-sale debt securities that do not meet the aforementioned criteria, the Bank evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Bank considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this evaluation 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 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, equal to the amount that the fair value is less than the amortized cost basis. Economic forecast data is utilized to calculate the present value of expected cash flows. The Bank obtains its forecast data through a subscription to a widely recognized and relied upon company who publishes various forecast scenarios. Management evaluates the various scenarios to determine a reasonable and supportable scenario, and utilizes a single scenario in the model. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.

The allowance for credit losses on available-for-sale debt securities is included within investment securities available-for-sale on the Consolidated Balance Sheets. Changes in the allowance for credit losses are recorded within provision for credit losses on the Consolidated Statements of Income. Losses are charged against the allowance for credit losses when the Bank believes the collectability of an available-for-sale security is in jeopardy or when either of the criteria regarding intent or requirement to sell is met.

Accrued interest receivable on available-for-sale debt securities totaled $1,198,000 and $1,160,000 at December 31, 2025 and 2024, respectively, and is included within accrued interest receivable on the Consolidated Balance Sheets. This amount is excluded from the estimate of expected credit losses. Available-for-sale debt securities are typically classified as non-accrual when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about the further collectability of principal or interest. When available-for-sale debt securities are placed on non-accrual status, unpaid interest credited to income is reversed.

Marketable Equity Securities

Marketable equity securities are carried at fair value with unrealized and realized gains and losses included in net income.

Restricted Investment in Bank Stocks

Restricted investment in bank stocks represent required investments in the common stock of correspondent banks and consists of common stock of the Federal Home Loan Bank of Pittsburgh (“FHLB”) of $5,312,000 and $6,995,000 at December 31, 2025 and 2024, respectively, and other correspondent banks of $100,000 at both December 31, 2025 and 2024. As no active market exists for this stock, it is carried at cost. As a member of the FHLB, the Bank is required to maintain an investment in FHLB stock based on advances and other criteria. The Bank evaluated its holding of restricted stock and notedno credit loss at December 31, 2025 and 2024.

Loans Held for Sale

Mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or estimated fair value, as determined by outstanding commitments from investors. Net unrealized losses, if any, are recorded as a valuation allowance and charged to earnings.

Mortgage loans held for sale are generally sold with servicing rights retained; the mortgage servicing rights are recognized as assets upon the sale. See further information for accounting for these assets under “Mortgage Servicing Rights.” Gains and losses on sales of mortgage loans are based on the difference between the selling price and the carrying value of the related loan sold.

Loans Receivable

Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff generally are reported at unpaid principal balance, net of unamortized deferred loan fees and costs, and an allowance for credit losses. Interest on fixed rate real estate loans and most business loans is accrued using a 360-day year. Interest on other loans is accrued over the term of each loan generally using the simple interest method based on a 365-day year. The Corporation recognizes nonrefundable loan origination fees and certain direct loan origination costs over the life of the related loans as an adjustment of loan yield using the interest method.

A loan is considered past due when a required payment is not received by the scheduled due date and is considered delinquent when it is 30 days or more past due. Loans are placed on nonaccrual status when principal or interest is past due 90 days or more and the collection of interest is doubtful, except for residential mortgage loans secured by 1-4 family dwellings. Residential mortgage loans are placed on nonaccrual status when it is established that funds are not available for repayment. Interest accrued but not collected as of the date of placement on nonaccrual status is reversed and charged against current income. While a loan is classified as nonaccrual and the future collectability of the recorded loan balance is doubtful, collections of interest and principal are generally applied as a reduction to the principal outstanding. Generally, loans are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time (generally six months) and the ultimate collectability of the total contractual principal and interest is no longer in doubt.

Purchased Credit Deteriorated (“PCD”) Loans

The Corporation purchased loans in connection with its acquisition of Muncy Bank Financial, Inc. in 2023, some of which had, at the acquisition date, experienced more than insignificant credit deterioration since origination. The Corporation considers several factors as indicators that an acquired loan has evidence of deterioration in credit quality. These factors include loans classified as nonaccrual, loans with a risk rating of watch or worse, loans past due 30 days and over and still accruing, loans that are current but were more than 60 days past due at least once since origination and loans that are current but were delinquent 30 days, more than 3 times, since origination. PCD loans are recorded at the amount paid. An allowance for credit losses is determined on a collective basis and is allocated to individual loans. The sum of the loan’s purchase price and allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized costs basis and the par value of the loan is noncredit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through the provision for credit losses.

Allowance for Credit Losses – Loans

The allowance for credit losses (“ACL”) is a valuation reserve established and maintained by charges against income and is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of the amounts previously charged-off and expected to be charged-off.

The ACL is an estimate of expected credit losses, measured over the contractual life of a loan that considers our historical loss experience, current conditions and forecasts of future economic conditions. Determination of an appropriated ACL inherently subjective and may have significant changes from period to period.

The methodology for determining the ACL has two main components: evaluation of expected credit losses for certain groups of homogeneous loans that share similar risk characteristics and evaluation of loans that do not share risk characteristics with other loans.

The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Bank has identified the following portfolio segments and measures the allowance for credit losses using the following methods:

·Residential real estate
·Commercial real estate
·Commercial and industrial
·Consumer and other

Historical credit loss experience is the basis for the estimation of expected credit losses. We apply historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management may apply qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date. Our reasonable and supportable forecast adjustment is based on various economic forecasts, unemployment forecast and management judgment. For periods beyond our reasonable and supportable forecast, we revert to historical loss rates utilizing a straight-line method over a one-year reversion period.

The Bank has elected to exclude accrued interest receivable from the measurement of its ACL totaling $3,865,000 and $3,690,000 at December 31, 2025 and 2024, respectively. When a loan is placed on non-accrual status, any outstanding accrued interest is reversed against interest income.

The ACL for individual loans begins with the use of normal credit review procedures to identify whether a loan no longer shares similar risk characteristics with other pooled loans and therefore, should be individually assessed. We evaluate all commercial loans that meet the following criteria: (1) when it is determined that foreclosure is probable; or (2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the operation or sale of the collateral; or (3) when it is determined by management that a loan does not share similar risk characteristics with other loans. Specific reserves are established based on the following three acceptable methods for measuring the ACL: (1) the present value of expected future cash flows discounted at the loan’s original effective interest rate; (2) the loan’s observable market price; or (3) the fair value of the collateral when the loan is collateral dependent. Our individual loan evaluations consist primarily of the fair value of collateral method because most of our loans are collateral dependent. Collateral values are discounted to consider dispositions costs when appropriate. A specific reserve is established or a charge-off is taken if the fair value of the loan is less than the loan balance.

Allowance for Credit Losses – Off-Balance Sheet Credit Exposures

Financial instruments include off-balance sheet credit instruments, such as commitments to make loans and commercial letters of credit. The Corporation’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for off-balance sheet loan commitments is represented by the contractual amount of those instruments. Such financial instruments are recorded when they are funded.

The Corporation records an allowance for credit losses on off-balance sheet credit exposures, unless the commitments to extend credit are unconditionally cancelable, through a charge to provision for unfunded commitments in the Corporation’s Consolidated Statements of Income. The allowance for credit losses on off-balance sheet credit exposures is estimated by loan segment at each balance sheet date under the current expected credit loss model, taking into consideration the likelihood that funding will occur. The allowance for off-balance sheet exposures is included in other liabilities in the Corporation’s Consolidated Balance Sheets and the related credit loss expense is recorded in the Consolidated Statements of Income.

Mortgage Servicing Rights

When mortgage loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in gains on sale of loans. Fair value is based on market prices for comparable mortgage servicing contracts, when available or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income. All classes of servicing assets are subsequently measured using the amortization method which requires servicing rights to be amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans. Mortgage servicing rights are reported in other assets on the Consolidated Balance Sheets. Servicing rights are evaluated for impairment annually based upon the fair value of the rights as compared to the carrying amount. Significant inputs to the fair value of mortgage servicing rights include expected net servicing income to be received, the expected life of the underlying loans and the discount rate. No impairment losses on mortgage servicing rights were recorded for the years ended December 31, 2025 and 2024.

Total loans serviced for the benefit of others amounted to $238,435,000 and $245,517,000 at December 31, 2025 and 2024, respectively, and are not included in the Consolidated Balance Sheets. Servicing fee income, which is reported on the Consolidated Statements of Income as other non-interest income, is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of the outstanding principal; or a fixed amount per loan and are recorded as income when earned. The amortization of mortgage servicing rights is netted against loan servicing fee income. Net servicing fees totaled $371,000 and $441,000 for the years ended December 31, 2025 and 2024, respectively.

Transfers of Financial Assets

Transfers of financial assets are accounted for as sales, when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Corporation, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and (3) the Corporation does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.

Foreclosed Assets Held for Sale

Foreclosed assets are held for sale and are initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and assets are carried at the lower of the carrying amount or fair value less cost to sell. Net operating expenses and gains and losses realized from disposition are included in non-interest expense and income, respectively, within the Consolidated Statements of Income.

Premises and Equipment

Land is carried at cost. Premises and equipment are stated at cost less accumulated depreciation computed principally on the straight-line method over the estimated useful lives of the assets. Maintenance and minor repairs are charged to operations as incurred. The cost and accumulated depreciation of the premises and equipment retired or sold are eliminated from the property accounts at the time of retirement or sale, and the resulting gain or loss is reflected in current operations.

Intangible Assets – Goodwill

Goodwill arises from business combinations and is determined as the excess of the fair value of the consideration transferred over the fair value of the net assets acquired and liabilities assumed as of the acquisition date. The Corporation has recorded net goodwill of $25,609,000 at both December 31, 2025 and 2024, related to the 2023 acquisition of Muncy Bank Financial, Inc. and its subsidiary, The Muncy Bank & Trust Company, and the 2008 acquisition of Columbia Financial Corporation and its subsidiary, First Columbia Bank & Trust Co. Goodwill acquired in a business combination is determined to have an indefinite useful life and is not amortized, but tested for impairment at least annually or more frequently if events and circumstances exists that indicate an impairment test should be performed. Any impairment of goodwill results in a charge to income. Goodwill is tested for impairment at the reporting unit level and an impairment loss is recorded to the extent that the carrying amount of goodwill exceeds its implied fair value. The Corporation employs general industry practices in evaluating the impairment of its goodwill and other intangible assets. Based upon its evaluation, management determined there wasno impairment of goodwill during 2025 or 2024. No assurance can be given that future impairment tests will not result in a charge to earnings.

Intangible Assets – Other

The Corporation’s other intangible assets consist of core deposit and customer relationship intangibles. These intangibles are being amortized on a sum of the years digits method over 10 years and had a net carrying value of $8,042,000 and $10,047,000 as of December 31, 2025 and 2024, respectively. The recoverability of the carrying value is evaluated on an ongoing basis, and permanent declines in value, if any, are charged to expense. Amortization of the Corporation’s other intangible assets amounted to $2,023,000 and $2,202,000 for the years ended December 31, 2025 and 2024, respectively.

The estimated amortization expense of the other intangible assets over their remaining life is as follows:

(In Thousands):Core Deposit IntangibleCustomer Relationship IntangibleTotal
2026$1,738$58$1,796
20271,519521,571
20281,299451,344
20291,080381,118
203086031891
Thereafter1,263591,322
Total$7,759$283$8,042

Bank-Owned Life Insurance

The Corporation has purchased life insurance policies on certain officers and directors. Bank-owned life insurance is recorded at its cash surrender value, or the amount that can be realized. Increases in the cash surrender value, and gains received upon the death of an insured, are recognized as a component of non-interest income within the Consolidated Statements of Income. The policies can be liquidated, if necessary, with tax costs associated. However, the Corporation intends to hold these policies and accordingly, the Corporation has not provided for deferred income taxes on the earnings from the increase in cash surrender value.

Investments in Limited Partnerships

The Corporation is a limited partner in six partnerships at December 31, 2025 that provide low income housing in the Corporation’s geographic market area. The investments are accounted for under the proportional amortization method. The proportional amortization method results in the cost of the investments being amortized in proportion to the income tax credits and other income tax benefits received, with the amortization of the investments and the income tax credits being presented net in the Consolidated Statements of Income as a component of income tax expense. The amount of tax credits allocated to the Corporation was $840,000 and the amortization of the investments in limited partnerships was $746,000 in both 2025 and 2024. The carrying value of the Corporation’s investments in limited partnerships was $4,346,000 and $5,092,000 at December 31, 2025 and 2024, respectively.

Income Taxes

The provision for income taxes is based on the results of operations, adjusted primarily for tax-exempt income. Certain items of income and expense are reported in different periods for financial reporting and tax return purposes. Deferred tax assets and liabilities are determined based on the differences between the consolidated financial statement and income tax basis of assets and liabilities measured by using the enacted tax rates and laws expected to be in effect when the timing differences are expected to reverse. Deferred tax expense or benefit is based on the difference between deferred tax asset or liability from period to period.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, the projected future taxable income and tax planning strategies in making this assessment. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

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.

The Corporation and the Bank are subject to U.S. federal income tax and Commonwealth of Pennsylvania tax. The Corporation and the Bank file a consolidated federal income tax return. The Corporation is also required to file a separate state income tax return. With limited exceptions, the Corporation is no longer subject to examination by Federal or State taxing authorities for years prior to 2022. At December 31, 2025 and December 31, 2024 the Corporation didnot have any unrecognized tax benefits. The Corporation does not expect the amount of any unrecognized tax benefits to significantly increase in the next twelve months. The Corporation recognizes interest related to income tax matters as interest expense and penalties related to income tax matters as other noninterest expense. At December 31, 2025 and December 31, 2024, the Corporation does not have any amounts accrued for interest and/or penalties.

Per Share Data

Basic earnings per share are calculated by dividing net income by the weighted average number of shares of common stock outstanding at the end of each period. Diluted earnings per share are calculated by increasing the denominator for the assumed conversion of all potentially dilutive securities. The Corporation does not have any securities which have or will have a dilutive effect, so accordingly, basic and diluted per share data are the same. Treasury shares are not deemed outstanding for earnings per share calculations.

Cash Flow Information

For purposes of reporting consolidated cash flows, cash and cash equivalents include cash on hand and due from banks, interest-bearing deposits in other banks and federal funds sold. The Corporation considers cash classified as interest-bearing deposits with other banks as a cash equivalent because they are represented by cash accounts essentially on a demand basis. Federal funds are also included as a cash equivalent because they are generally purchased and sold for one-day periods.

Treasury Stock

The purchase of the Corporation’s common stock is recorded at cost. At the date of subsequent reissue, the treasury stock account is reduced by the cost of such stock on a last-in first-out basis.

Trust Assets and Income

Property held by the Corporation in a fiduciary or agency capacity for its customers is not included in the accompanying consolidated financial statements because such items are not assets of the Corporation and the Bank. Trust Department income is generally recognized on a cash basis and is not materially different than if it was reported on an accrual basis.

Advertising Costs

It is the Corporation’s policy to expense advertising costs in the period in which they are incurred. Advertising expenses for the years ended December 31, 2025 and 2024 were approximately $747,000 and $715,000, respectively.

Comprehensive Income

The Corporation is required to present comprehensive income and its components in a full set of general-purpose financial statements for all periods presented. The Corporation’s other comprehensive income is composed exclusively of the net unrealized gains and losses attributable to available-for-sale debt securities.

Revenue Recognition

Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, management determined that the primary sources of revenue associated with financial instruments, including interest income on loans and investments, along with certain noninterest revenue sources including investment security gains, loan servicing charges, gains on the sale of loans, and earnings on bank owned life insurance are not within the scope of Topic 606. The Corporation’s largest sources of noninterest income within the scope of Topic 606 are as follows:

·Trust and Brokerage fees – Trust and investment advisory income is primarily comprised of fees earned from the management and administration of trusts and customer investment portfolios. The Corporation’s performance obligation is generally satisfied over a period of time and the resulting fees are billed monthly or quarterly, based upon the month end market value of the assets under management. Payment is generally received after month end through a direct charge to customers’ accounts. Other performance obligations (such as delivery of account statements to customers) are generally considered immaterial to the overall transactions price. Commissions on transactions are recognized on a trade-date basis as the performance obligation is satisfied at the point in time in which the trade is processed.
·Service charges and fees – The Corporation has contracts with its deposit account customers where fees are charged if certain parameters are not met. These agreements can be cancelled at any time by either the Corporation or the deposit customer. Revenue from these transactions is recognized on a monthly basis as the Corporation has an unconditional right to the fee consideration. The Corporation also has transaction fees related to specific transactions or activities resulting from a customer request or activity that include overdraft fees, online banking fees, interchange fees, ATM fees and other transaction fees. All these fees are attributed to specific performance obligations of the Corporation where revenue is recognized at a defined point in time upon the completion of the requested service/transaction.
·Interchange fees - The Corporation issues debit cards to consumer and business customers with checking deposit accounts. Debit card and ATM transactions are processed via electronic systems that involve several parties. The Corporation’s debit card and ATM transaction processing is executed via contractual arrangements with payment processing networks, a processor and a settlement bank. As described above, all deposit liabilities are considered to have one-day terms and therefore interchange revenue from customers’ use of their debit cards to initiate transactions are recognized in income at the time when the services are provided and related fees received in the Corporation’s deposit account with the settlement bank. Incremental costs associated with ATM and interchange processing are recognized as expense when incurred within noninterest expense in the Consolidated Statements of Income.

Segment Reporting

Management has determined that the Corporation hasone reportable segment, “Community Banking.” All of the Corporation’s activities are interrelated, and each activity is dependent and assessed based on how each of the activities of the Corporation supports the others.

The Community Banking segment derives revenues from traditional banking and related financial services to individual, business and government customers. Through its branch, remote capture, internet banking, telephone, mobile banking, and automated teller machine network, the Bank offers a full array of commercial and retail financial services, including the taking of time, savings, and demand deposits; the making of commercial, consumer and mortgage loans; and the providing of other financial services. The Bank also performs personal, corporate, pension and fiduciary services as well as offers diverse investment products through its investment center. The Corporation does not have intra-entity sales or transfers other than dividends paid to the Corporation from the Bank.

The accounting policies of the Community Banking segment are the same as those described in the summary of significant accounting policies above. The Corporation’s chief operating decision maker is the Chief Executive Officer. The Chief Executive Officer assesses performance for the Community Banking segment and decides how to allocate resources based on net income that is reported on the Consolidated Statements of Income. The measure of segment assets is reported on the Consolidated Balance Sheets as total assets.

The Chief Executive Officer uses net income to evaluate income generated from segment assets (return on average assets) in determining appropriate strategic initiatives and balance sheet management practices. Net income is used to monitor budget versus actual results. The Chief Executive Officer also uses net income in peer analysis by benchmarking the Corporation’s competitors. The peer analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s strategic outlook.

Reclassifications

Certain amounts in the consolidated financial statements of the prior years have been reclassified to conform to presentations used in the 2025 consolidated financial statements. Such reclassifications had no effect on the Corporation's consolidated financial condition or net income.

Adoption of New Accounting Standards

In March 2023, the FASB issued Accounting Standards Update (“ASU”) No. 2023-02,* Investments – Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.* ASU 2023-02 is intended to improve the accounting for investments in tax credit structures. ASU 2023-02 allows entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. Previously, this method was only available for qualifying tax equity investments in low-income housing tax credit structures. The guidance is effective for fiscal years beginning after December 15, 2023. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporation’s consolidated financial statements.

In November 2023, the FASB issued ASU No. 2023-07,*Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.*ASU 2023-07 expands segment disclosure requirements for public entities to require disclosure of significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporation’s consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09,Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which improves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. ASU No. 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024. The ASU may be adopted on a prospective or retrospective basis and early adoption is permitted. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporation’s consolidated financial statements.

Recently Issued But Not Yet Effective Accounting Standards

In November 2024, the FASB issued ASU 2024-03,Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures, which requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses. In January 2025, the FASB issued ASU 2025-01,Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures, which clarifies the effective date of ASU 2024-03, which is effective for public business entities for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Corporation is currently evaluating the impact the new guidance will have on relevant disclosures.

In November 2025, the FASB issued ASU 2025-08,Financial Instruments – Credit Losses (Topic 326):Purchased Loans, which amends the guidance in ASC 326 on the accounting for certain purchased loans. Under the ASU, entities must account for acquired loans (excluding credit cards) that meet certain criteria at acquisition (“purchased seasoned loans”) by recognizing them at their purchase price plus an allowance for expected credit losses (i.e., the so-called gross-up approach). The ASU’s amendments align the accounting for purchased seasoned loans with the treatment of financial assets purchased with more-than-insignificant credit deterioration since origination (“PCD assets”). Although the ASU expands the application of the gross-up approach, it does not amend the measurement, presentation, or disclosure requirements in ASC 326. The ASU’s guidance is effective for annual reporting periods beginning after December 15, 2026, including interim reporting periods, and entities must apply it prospectively. To the extent the Corporation purchases loans after the effective date of this ASU, this new guidance would apply which would eliminate the day 1 ACL on non-PCD loans being recorded through the provision for credit losses within the Corporation’s Consolidated Statements of Income.

  1. ACCUMULATED OTHER COMPREHENSIVE LOSS

The following table presents the changes in accumulated other comprehensive loss by component, net of the tax, for the years ended December 31, 2025 and 2024:

(In Thousands)Unrealized Loss on Available-for-Sale Debt Securities (a)
Balance, December 31, 2023$(15,036)
Other comprehensive income before reclassifications, net of tax1,073
Amounts reclassified from accumulated other comprehensive loss, net of tax67
Net change in accumulated other comprehensive loss1,140
Balance, December 31, 2024(13,896)
Other comprehensive income before reclassifications, net of tax9,520
Amounts reclassified from accumulated other comprehensive loss, net of tax333
Net change in accumulated other comprehensive loss9,853
Balance, December 31, 2025$(4,043)

(a)All amounts are net of tax. Amounts in parentheses indicate debits.

The following table presents the amounts reclassified out of accumulated other comprehensive loss by component, net of tax, for the years ended December 31, 2025 and 2024:

(In Thousands) · Amounts Reclassified from Accumulated Other Comprehensive Loss (a) · Affected Line Item in the Consolidated
Details about accumulated other comprehensive loss20252024Statement of Income
Net realized losses on available-for-sale debt securities$(422)$(85)Realized losses on available-for-sale debt securities, net
Income tax effect8918Income tax provision
$(333)$(67)

(a) All amounts are net of tax. Amounts in parentheses indicate debits.

  1. SECURITIES

The amortized cost, related estimated fair value, and unrealized gains and losses of available-for-sale debt securities were as follows at December 31, 2025 and December 31, 2024:

Gross · Gross
AmortizedUnrealizedUnrealizedFair
(In Thousands)CostGainsLossesValue
Obligation of U.S. Government Corporations and Agencies:
Mortgage-backed$190,299$1,132$(9,084)$182,347
Collateralized mortgage obligations5,758459—6,217
Other54,500—(897)53,603
Obligations of state and political subdivisions81,6253,338(73)84,890
Other debt securities1808—188
Total available-for-sale debt securities$332,362$4,937$(10,054)$327,245
Gross · Gross
AmortizedUnrealizedUnrealizedFair
(In Thousands)CostGainsLossesValue
Obligation of U.S. Government Corporations and Agencies:
Mortgage-backed$128,631$65$(14,989)$113,707
Collateralized mortgage obligations6,752294—7,046
Other123,500—(4,046)119,454
Obligations of state and political subdivisions81,6801,666(584)82,762
Other debt securities2745—279
Total available-for-sale debt securities$340,837$2,030$(19,619)$323,248

Securities available-for-sale with an aggregate fair value of $168,782,000 and $176,016,000 at December 31, 2025 and December 31, 2024, respectively, were pledged to secure public funds, trust funds, securities sold under agreements to repurchase and other balances as required by law.

The amortized cost and estimated fair value of investment securities, by expected maturity, are shown below at December 31, 2025. Expected maturities on debt securities will differ from contractual maturities, because some borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Amortized
(In Thousands)CostFair Value
Due in one year or less$56,141$55,246
Due after one year to five years9,0519,257
Due after five years to ten years29,66230,630
Due after ten years41,45143,548
Sub-total136,305138,681
Mortgage-backed securities190,299182,347
Collateralized mortgage obligations5,7586,217
Total debt securities$332,362$327,245

The Corporation’s mortgage-backed securities and collateralized mortgage obligations have stated maturities that may differ from actual maturities due to borrowers’ ability to prepay obligations. Cash flows from such investments are dependent upon the performance of the underlying mortgage loans and are generally influenced by the level of interest rates. In the table above, mortgage-backed securities and collateralized mortgage obligations are shown in one period.

The following table presents the gross proceeds received, and gross realized gains and losses, on sales of available-for-sale debt securities for the years ended December 31, 2025 and 2024. Gains and losses realized on sales of available-for-sale debt securities are included in non-interest income in the Consolidated Statements of Income.

For the Years Ended December 31,
(In Thousands)20252024
Gross proceeds received on sales$29,574$51,734
Gross realized gains4595
Gross realized losses(426)(680)

The following summary shows the gross unrealized losses and fair value, aggregated by investment category of those individual securities for which an allowance for credit losses has not been recorded that have been in a continuous unrealized loss position for less than or more than 12 months as of December 31, 2025 and December 31, 2024:

Less than Twelve Months · Twelve Months or Greater · Total
GrossGrossGross
FairUnrealizedFairUnrealizedFairUnrealized
(In Thousands)ValueLossesValueLossesValueLosses
Obligations of U.S. Government Corporations and Agencies:
Mortgage-backed$36,300$(208)$87,734$(8,876)$124,034$(9,084)
Other——53,603(897)53,603(897)
Obligations of state and political subdivisions2,995(19)2,498(54)5,493(73)
Total$39,295$(227)$143,835$(9,827)$183,130$(10,054)
Less than Twelve Months · Twelve Months or Greater · Total
GrossGrossGross
FairUnrealizedFairUnrealizedFairUnrealized
(In Thousands)ValueLossesValueLossesValueLosses
Obligations of U.S. Government Corporations and Agencies:
Mortgage-backed$14,456$(332)$97,308$(14,657)$111,764$(14,989)
Other——119,454(4,046)119,454(4,046)
Obligations of state and political subdivisions31,646(475)3,138(109)34,784(584)
Total$46,102$(807)$219,900$(18,812)$266,002$(19,619)

At December 31, 2025, the Corporation had a total of 16 debt securities that have been in a gross unrealized loss position for less than twelve months with depreciation of 0.6% from the Corporation’s amortized cost basis.

At December 31, 2025, the Corporation had a total of 99 debt securities that have been in a gross unrealized loss position for greater than twelve months with depreciation of 6.9% from the Corporation’s amortized cost basis.

At December 31, 2025, unrealized losses on debt securities have not been recognized into income because the issuers bonds are of high credit quality (rated BBB 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 fair value is expected to recover as the bonds approach maturity.

As of December 31, 2025 and 2024, no allowance for credit loss (“ACL”) was required for debt securities. The Bank does not have the intent to sell and does not believe it will be more likely than not to be required to sell any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.

As of December 31, 2025, all debt securities were rated above investment grade. Based on the payment status, rating and management’s evaluation of these securities, no ACL was required for the debt securities as of December 31, 2025. As of December 31, 2025, the underlying issuers continue to make timely principal and interest payments on the securities.

Equity securities with a readily determinable fair value are stated at fair value with realized and unrealized gains and losses reported in income. At December 31, 2025 and 2024, the Corporation had $1,411,000 and $1,355,000, respectively, in marketable equity securities recorded at fair value. The following is a summary of unrealized and realized gains and losses recognized in net income on marketable equity securities during the years ended December 31, 2025 and 2024:

For the Years Ended
December 31,
(In Thousands)20252024
Net gains recognized during the period on marketable equity securities$56$60
Less: Net gains recognized during the period on marketable equity securities sold during the period——
Unrealized gains recognized during the period on marketable equity securities still held at the reporting date$56$60
  1. LOANS AND ALLOWANCE FOR CREDIT LOSSES

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at their outstanding unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment to yield (interest income) over the life of the loan. Deferred fees and costs amounted to $747,000 at December 31, 2025 and $790,000 at December 31, 2024 and are netted against the outstanding unpaid principal balances.

The segments of the Corporation’s loan portfolio are disaggregated into classes that allow management to monitor risk and performance. The loan classes used are consistent with the internal reports evaluated by the Corporation’s management and Board of Directors to monitor risk and performance within the various segments of its loan portfolio.

Major classifications of loans at December 31, 2025 and December 31, 2024 consisted of:

(In Thousands)December 31, 2025December 31, 2024
Commercial and industrial$95,352$93,445
Commercial real estate:
Commercial mortgages355,557325,882
Student housing48,04345,808
Residential real estate659,627638,952
Consumer and other19,00221,850
Gross loans$1,177,581$1,125,937

Allowance for Credit Losses and Recorded Investment in Financial Receivables

The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Corporation has aligned our segmentation to internal loan reports. The Corporation has identified the following portfolio segments:

·Commercial and Industrial
·Commercial Real Estate
·Residential Real Estate
·Consumer and other

The following table presents the activity in the allowance for credit losses by portfolio segment for the years ended December 31, 2025 and 2024:

Commercial · Residential
Commercial and · Real · Real · Consumer
(In Thousands)IndustrialEstateEstateand OtherTotal
Balance, December 31, 2024$931$6,869$1,850$208$9,858
Provision (credit) for credit losses on loans (a)96(605)1,159184834
Loans charged off(3)(120)(453)(186)(762)
Recoveries134—1229
Balance, December 31, 2025$1,037$6,148$2,556$218$9,959
Commercial · Residential
Commercial and · Real · Real · Consumer
(In Thousands)IndustrialEstateEstateand OtherTotal
Balance, December 31, 2023$801$6,847$1,474$180$9,302
Provision (credit) for credit losses on loans (a)21086440111847
Loans charged off(82)(64)(68)(92)(306)
Recoveries2—4915
Balance, December 31, 2024$931$6,869$1,850$208$9,858

(a) Amounts do not include the provision (release) of credit losses related to off-balance sheet credit exposures of $5,000 and ($10,000), respectively, for the years ended December 31, 2025 and 2024.

The cumulative loss rate used as the basis for the estimate of credit losses is comprised of the Corporation’s historical loss experience. As of December 31, 2025, the Corporation expects that the markets in which it operates will experience no significant changes in economic conditions based primarily on housing indexes, interest rate stabilization, and a steady unemployment rate. Management adjusts historical loss experience as needed based upon economic expectations. No reversion adjustments were necessary, as the starting point for the Corporation’s estimate was a cumulative loss rate covering the expected contractual term of the loan portfolio.

For the year ended December 31, 2025, the Corporation recorded a $834,000 provision for credit losses on loans compared to $847,000 for the year ended December 31, 2024. The provision amounts for the years ended December 31, 2025 and 2024 primarily reflect an increase in volume in the loan portfolio, increases in non-accrual loans which impacted probability of default calculations and changes in qualitative factors related to the nature of the loan portfolio, volume and severity of past due loans, loan grade migration, changes in lending staff, changes in lending policies and procedures and forecasted economic conditions.

Historical credit loss experience is the basis for the estimation of expected credit losses. The Corporation applies historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management can apply qualitative adjustments to reflect the current conditions and reasonable and supportive forecasts not already captured in the historical loss information at the balance sheet date.

In accordance with Accounting Standards Codification (“ASC”) 326, the Corporation will evaluate individual loans for expected credit losses when those loans do not share similar risk characteristics with loans evaluated using a collective (pooled) basis. Loans will not be included in both collective and individual analysis. The individual analysis will establish a specific reserve for loans in scope.

Specific reserves are established based on the following three acceptable methods for measuring the ACL:1) the present value of expected future cash flows discounted at the loan’s original interest rate; 2) the loan’s observable market price; 3) the fair value of the collateral when the loan is collateral dependent. The method is selected on a loan-by-loan basis with the evaluation of the need and amount of a specific allocation of the allowance being made on a quarterly basis.

The need for an updated appraisal on collateral dependent loans is determined on a case-by-case basis. The useful life of an appraisal or evaluation will vary depending upon the circumstances of the property and the economic conditions in the marketplace. A new appraisal is not required if there is an existing appraisal which, along with other information, is sufficient to determine a reasonable value for the property and to support an appropriate and adequate allowance for credit losses. At a minimum, annual documented reevaluation of the property is completed by the Bank’s Chief Credit Officer to support the value of the property.

When receiving an appraisal associated with an existing real estate collateral dependent transaction, the Bank’s Chief Credit Officer must determine if there have been material changes to the underlying assumptions in the appraisal which affect the original estimate of value. Some of the factors that could cause material changes to reported values include:

·the passage of time;
·the volatility of the local market;
·the availability of financing;
·natural disasters;
·the inventory of competing properties;
·new improvements to, or lack of maintenance of, the subject property or competing properties upon physical inspection by the Bank;
·changes in underlying economic and market assumptions, such as material changes in current and projected vacancy, absorption rates, capitalization rates, lease terms, rental rates, sales prices, concessions, construction overruns and delays, zoning changes, etc.; and/or
·environmental contamination.

The value of the property is adjusted to appropriately reflect the above listed factors and the value is discounted to reflect the value impact of a forced distressed sale, any outstanding senior liens, any outstanding unpaid real estate taxes, transfer taxes and closing costs that would occur with sale of the real estate. If the Chief Credit Officer determines that a reasonable value cannot be derived based on the available information, a new appraisal is ordered. The determination of the need for a new appraisal rests with the Chief Credit Officer and not the originating account officer.

The following table summarizes the loan portfolio and allowance for credit losses as of December 31, 2025 and December 31, 2024:

Commercial · Residential
Commercial and · Real · Real · Consumer
(In Thousands)IndustrialEstateEstateand OtherTotal
Loans:
Individually evaluated$—$12,883$3,458$—$16,341
Collectively evaluated95,352390,717656,16919,0021,161,240
Total loans$95,352$403,600$659,627$19,002$1,177,581
Allowance for credit losses:
Individually evaluated$—$3,637$290$—$3,927
Collectively evaluated1,0372,5112,2662186,032
Total allowance for credit losses$1,037$6,148$2,556$218$9,959
Commercial · Residential
Commercial and · Real · Real · Consumer
(In Thousands)IndustrialEstateEstateand OtherTotal
Loans:
Individually evaluated$—$12,712$2,046$—$14,758
Collectively evaluated93,445358,978636,90621,8501,111,179
Total loans$93,445$371,690$638,952$21,850$1,125,937
Allowance for credit losses:
Individually evaluated$—$4,011$133$—$4,144
Collectively evaluated9312,8581,7172085,714
Total allowance for credit losses$931$6,869$1,850$208$9,858

As of December 31, 2025 and 2024, the amortized cost basis of individually evaluated loans that were deemed to be collateral dependent was $4,973,000 and $2,925,000, respectively. As of December 31, 2025 and December 31, 2024, the amortized cost basis of collateral dependent loans classified as Residential Real Estate were $3,458,000 and $2,046,000, respectively, and were collateralized by residential real estate properties. As of December 31, 2025 and December 31, 2024, the amortized cost basis of collateral dependent loans classified as Commercial Real Estate were $1,515,000 and $879,000, respectively, and were collateralized by commercial real estate properties.

Age Analysis of Past-Due Loans Receivable

The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due. The following table presents the classes of the loan portfolio summarized by the past-due status as of December 31, 2025 and 2024:

30-5960-89
Days · Days · 90+ Days · Total · Total
(In Thousands)CurrentPast DuePast DuePast DuePast DueLoans
Commercial and Industrial$94,889$74$13$376$463$95,352
Commercial Real Estate401,8769321985941,724403,600
Residential Real Estate648,9426,2491,7072,72910,685659,627
Consumer and other18,833113164016919,002
$1,164,540$7,368$1,934$3,739$13,041$1,177,581
30-5960-89
Days · Days · 90+ Days · Total · Total
(In Thousands)CurrentPast DuePast DuePast DuePast DueLoans
Commercial and Industrial$92,690$43$111$601$755$93,445
Commercial Real Estate367,1712,1391,1151,2654,519371,690
Residential Real Estate625,2017,1632,3264,26213,751638,952
Consumer and other21,5321231286731821,850
$1,106,594$9,468$3,680$6,195$19,343$1,125,937

Non-performing Loans

The following tables present the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing interest as of December 31, 2025 and 2024:

Nonaccrual · Nonaccrual · Loans Past
with nowithTotalDue over 90 DaysTotal
(In Thousands)ACLACLNonaccrualStill AccruingNonperforming
Commercial and Industrial$—$989$989$—$989
Commercial Real Estate7811,3022,083—2,083
Residential Real Estate2,4275,7888,2151358,350
Consumer and other—236236—236
Total$3,208$8,315$11,523$135$11,658
Nonaccrual · Nonaccrual · Loans Past
with nowithTotalDue over 90 DaysTotal
(In Thousands)ACLACLNonaccrualStill AccruingNonperforming
Commercial and Industrial$—$734$734$—$734
Commercial Real Estate1392,0692,208—2,208
Residential Real Estate1,4585,4786,936—6,936
Consumer and other—169169—169
Total$1,597$8,450$10,047$—$10,047

Credit Quality Indicators

The Bank categorizes 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 Bank analyzes loans individually to classify the loans as to credit risk. This analysis includes non-homogeneous loans, such as commercial real estate, commercial construction, and commercial and industrial loans. This analysis is performed on a quarterly basis. The Bank uses the following definitions for risk ratings:

Pass. Loans which are protected by the current net worth and paying capacity of the obligor or by the value of the underlying collateral.

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 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.

Based on the most recent analysis performed, the following table presents the recorded investment in non-homogenous loans by internal risk rating system as of December 31, 2025 and 2024:

Revolving
Loans
Term Loans Amortized Cost Basis by Origination Period · Amortized
(In Thousands)20252024202320222021PriorCost BasisTotal
Commercial and Industrial
Risk Rating
Pass$16,740$10,385$7,331$11,743$10,054$20,016$14,452$90,721
Special Mention——————2525
Substandard—32127104809873,2764,606
Doubtful————————
Total$16,740$10,417$7,458$11,847$10,134$21,003$17,753$95,352
Year-to-date gross charge-offs$—$—$—$—$—$—$3$3
Commercial Real Estate
Risk Rating
Pass$66,665$42,242$50,764$55,460$51,524$99,688$21,332$387,675
Special Mention—————1,319—1,319
Substandard——9774,6302,1066,13276114,606
Doubtful————————
Total$66,665$42,242$51,741$60,090$53,630$107,139$22,093$403,600
Year-to-date gross charge-offs$—$—$—$—$40$67$13$120
Total
Risk Rating
Pass$83,405$52,627$58,095$67,203$61,578$119,704$35,784$478,396
Special Mention—————1,319251,344
Substandard—321,1044,7342,1867,1194,03719,212
Doubtful————————
Total$83,405$52,659$59,199$71,937$63,764$128,142$39,846$498,952
Year-to-date gross charge-offs$—$—$—$—$40$67$16$123
Revolving
Loans
Term Loans Amortized Cost Basis by Origination Period · Amortized
(In Thousands)20242023202220212020PriorCost BasisTotal
Commercial and Industrial
Risk Rating
Pass$13,008$9,194$13,658$13,394$7,057$17,194$14,898$88,403
Special Mention—97326348117332932
Substandard103174171164915052,9024,110
Doubtful————————
Total$13,111$9,465$13,861$13,564$7,496$17,816$18,132$93,445
Year-to-date gross charge-offs$—$—$47$21$14$—$—$82
Commercial Real Estate
Risk Rating
Pass$44,854$53,940$59,313$59,533$20,624$102,581$15,025$355,870
Special Mention——2,757—2723,2761996,504
Substandard—3891,2502,3965214,0646969,316
Doubtful————————
Total$44,854$54,329$63,320$61,929$21,417$109,921$15,920$371,690
Year-to-date gross charge-offs$—$—$64$—$—$—$—$64
Total
Risk Rating
Pass$57,862$63,134$72,971$72,927$27,681$119,775$29,923$444,273
Special Mention—972,78966203,3935317,436
Substandard1035631,4212,5606124,5693,59813,426
Doubtful————————
Total$57,965$63,794$77,181$75,493$28,913$127,737$34,052$465,135
Year-to-date gross charge-offs$—$—$111$21$14$—$—$146

The Bank monitors the credit risk profile by payment activity for residential real estate, consumer, and other loan classes. Loans past due 90 days or more and loans on nonaccrual status are considered non-performing. Non-performing loans are reviewed quarterly. The following table presents the amortized cost in residential real estate, and consumer and other loans based on payment activity as of December 31, 2025 and 2024:

Revolving
Loans
Term Loans Amortized Cost Basis by Origination Period · Amortized
(In Thousands)20252024202320222021PriorCost BasisTotal
Residential Real Estate
Payment Performance
Performing$78,798$78,692$71,279$92,519$70,724$180,376$78,889$651,277
Nonperforming—3266709131,5063,6831,2528,350
Total$78,798$79,018$71,949$93,432$72,230$184,059$80,141$659,627
Year-to-date gross charge-offs$—$61$—$—$35$198$159$453
Consumer and Other
Payment Performance
Performing$3,699$1,378$1,977$5,890$577$970$4,275$18,766
Nonperforming7161612454127236
Total$3,706$1,394$1,993$5,902$581$1,024$4,402$19,002
Year-to-date gross charge-offs$10$16$69$9$3$—$79$186
Total
Payment Performance
Performing$82,497$80,070$73,256$98,409$71,301$181,346$83,164$670,043
Nonperforming73426869251,5103,7371,3798,586
Total$82,504$80,412$73,942$99,334$72,811$185,083$84,543$678,629
Year-to-date gross charge-offs$10$77$69$9$38$198$238$639
Revolving
Loans
Term Loans Amortized Cost Basis by Origination Period · Amortized
(In Thousands)20242023202220212020PriorCost BasisTotal
Residential Real Estate
Payment Performance
Performing$87,826$81,836$103,749$77,766$55,360$153,775$71,704$632,016
Nonperforming2954809591,5065012,2199766,936
Total$88,121$82,316$104,708$79,272$55,861$155,994$72,680$638,952
Year-to-date gross charge-offs$—$—$22$—$—$46$—$68
Consumer and Other
Payment Performance
Performing$2,893$3,558$8,322$1,263$490$1,060$4,095$21,681
Nonperforming2125638—943169
Total$2,914$3,583$8,385$1,271$490$1,069$4,138$21,850
Year-to-date gross charge-offs$3$28$21$1$8$31$—$92
Total
Payment Performance
Performing$90,719$85,394$112,071$79,029$55,850$154,835$75,799$653,697
Nonperforming3165051,0221,5145012,2281,0197,105
Total$91,035$85,899$113,093$80,543$56,351$157,063$76,818$660,802
Year-to-date gross charge-offs$3$28$43$1$8$77$—$160

Modifications to Borrowers Experiencing Financial Difficulty

Occasionally, the Bank may consider modifying loans to borrowers in financial distress by providing term extension, other-than-insignificant payment delay or interest rate reduction. In some cases, the Bank provides multiple types of concessions on one loan. Typically, one type of concession, such as an interest rate reduction, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as term extension, may be granted.

The following table presents the amortized cost basis of loans at December 31, 2025, that were both experiencing difficulty and modified during the year ended December 31, 2025, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers experiencing financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below:

(In Thousands)Payment DelayTerm ExtensionTotal Modifications% of Total Class of Financing Receivable
Commercial real estate:
Commercial mortgages$198$—$1980.1%
Residential real estate3042715750.1%
Total$502$271$7730.1%

For the year ended December 31, 2024, other than restructurings resulting in a delay in payment that is insignificant, the Bank did not grant any loan modifications to borrowers experiencing financial difficulty.

The Bank closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table presents the performance of such loans that have been modified in the last 12 months at December 31, 2025:

30-5960-89
Days · Days · 90+ Days · Total · Total
(In Thousands)CurrentPast DuePast DuePast DuePast DueLoans
Commercial real estate:
Commercial mortgages$—$—$198$—$198$198
Residential real estate271134170—304575
Total$271$134$368$—$502$773

The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty, by class and type of modification, for the year ended December 31, 2025:

Loan TypePayment DelayTerm Extension
Commercial real estate:
Commercial mortgagesProvided seven-month interest only period and forbearance period through March 6, 2026.N/A
Residential real estateProvided nine-month interest only period and forbearance period through March 6, 2026 for one loan. Provided four-month payment deferral for one loan.Added a weighted-average 19.3 years to the life of loans.

Upon the Bank’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

The Bank had no commitments to lend any additional funds on modified loans during year ended December 31, 2025, and the Bank had no loans that defaulted during the year ended December 31, 2025 that had been modified preceding the payment default when the borrower was experiencing financial difficulty at the time of modification.

The carrying amount of foreclosed residential real estate properties held as a result of obtaining physical possession were $320,000 and $70,000 at December 31, 2025 and 2024, respectively. The recorded investment of consumer mortgage loans secured by residential real properties for which formal foreclosure proceedings were in process were $1,935,000 and $1,846,000 at December 31, 2025 and 2024, respectively.

Concentrations of Credit Risk

Most of the Corporation’s lending activity occurs within the Bank’s primary market area which encompasses Clinton, Columbia, Lycoming, Montour and Northumberland counties in Northcentral Pennsylvania. The majority of the Corporation’s loan portfolio consists of commercial and consumer real estate loans. As of December 31, 2025 and 2024, there were no concentrations of loans related to any single industry in excess of 10% of total loans.

  1. PREMISES AND EQUIPMENT

A summary of premises and equipment at December 31, 2025 and 2024 is as follows:

(In Thousands)20252024
Land$5,203$5,203
Construction in process—62
Premises31,98531,047
Furniture and equipment14,50114,793
Leasehold improvements253253
Total51,94251,358
Less accumulated depreciation and amortization25,67924,874
Total$26,263$26,484

Depreciation amounted to $1,498,000 and $1,515,000 in 2025 and 2024, respectively.

  1. DEPOSITS

Major classifications of deposits at December 31, 2025 and 2024 consisted of:

(In Thousands)December 31, 2025December 31, 2024
Demand deposits$277,012$259,700
Interest-bearing demand deposits461,367380,801
Savings192,311194,958
Money market104,726108,263
Time deposits377,336348,707
Total deposits$1,412,752$1,292,429

The following is a schedule reflecting scheduled maturities of time deposits at December 31, 2025:

(In Thousands)
2026$336,458
202721,258
20289,725
20296,089
20303,119
Thereafter687
Total$377,336

Time deposits of $250,000 or more totaled approximately $96,961,000 and $100,287,000 at December 31, 2025 and 2024, respectively.

  1. BORROWED FUNDS

Short-Term Borrowings

Short-term borrowings include repurchase agreements with customers and advances from the FHLB. As of December 31, 2025, the Bank was approved by the FHLB for borrowings of up to $593,655,000 of which $40,984,000 was outstanding in the form of advances and the FHLB had issued letters of credit on the Bank’s behalf totaling $13,000,000 against its borrowing capacity. Advances from the FHLB are secured by qualifying assets of the Bank. In addition to the outstanding balances noted below, the Bank also has additional lines of credit totaling $19,766,000 available from correspondent banks other than the FHLB. The outstanding balances and related information for short-term borrowings are summarized as follows:

Maximum · Average · Weighted
EndingAverageMonth EndRate DuringAverage Rate
(In Thousands)BalanceBalanceBalanceYearAt Period End
Securities sold under agreements to repurchase$12,455$23,445$39,8103.75%2.97%
Other short-term borrowings—4,67822,2104.77%N/A
Total$12,455$28,123$62,0203.92%2.97%
Maximum · Average · Weighted
EndingAverageMonth EndRate DuringAverage Rate
(In Thousands)BalanceBalanceBalanceYearAt Period End
Securities sold under agreements to repurchase$49,806$102,589$185,6804.66%3.76%
Other short-term borrowings18,58217,31934,0005.54%4.71%
Total$68,388$119,908$219,6804.79%4.02%

The Corporation utilizes securities sold under agreements to repurchase to facilitate the needs of our customers and to facilitate secured short-term funding needs. Securities sold under agreements to repurchase are stated at the amount of cash received in connection with the transaction. We monitor collateral levels on a continuous basis. We may be required to provide additional collateral based on the fair value of the underlying securities. Securities pledged as collateral under repurchase agreements are maintained with our safekeeping agents.

The remaining contractual maturity of repurchase agreements in the Consolidated Balance Sheets as of December 31, 2025 and 2024 is presented in the following tables:

Remaining Contractual Maturity of the Agreements
Overnight and · Greater than 90
(In Thousands) · Continuous · Up to 30 Days · 30-90 Days · Days · Total
Securities sold under agreements to repurchase:
Obligation of U.S. Government Corporations and Agencies:
Mortgage-backed$8,509$—$—$—$8,509
Other—600—3,3463,946
Total borrowings$8,509$600$—$3,346$12,455
Gross amount of recognized liabilities for repurchase agreements$12,455
Amounts related to agreements not included in offsetting disclosure above$—
Remaining Contractual Maturity of the Agreements
Overnight and · Greater than 90
(In Thousands) · Continuous · Up to 30 Days · 30-90 Days · Days · Total
Securities sold under agreements to repurchase:
Obligation of U.S. Government Corporations and Agencies:
Mortgage-backed$37,385$—$—$—$37,385
Collateralized mortgage obligations628———628
Other4,511600—4,0889,199
Obligation of state and political subdivisions2,594———2,594
Total borrowings$45,118$600$—$4,088$49,806
Gross amount of recognized liabilities for repurchase agreements$49,806
Amounts related to agreements not included in offsetting disclosure above$—

The fair value of securities pledged to secure repurchase agreements may decline. The Corporation manages this risk by having a policy to pledge securities valued at 110% of the gross outstanding balance of repurchase agreements. Securities sold under agreements to repurchase are secured by securities with a carrying amount of $20,317,000 and $60,099,000 at December 31, 2025 and 2024, respectively.

Long-Term Borrowings

Long-term FHLB borrowings consisted of the following at December 31, 2025 and 2024:

(In Thousands)December 31, 2025December 31, 2024
Loans maturing in 2025 with a weighted-average rate of 4.79%$—$15,208
Loans maturing in 2026 with a weighted-average rate of 4.05%15,35915,359
Loans maturing in 2027 with a weighted-average rate of 3.93%15,41715,417
Loans maturing in 2028 with a weighted-average rate of 3.85%10,20810,225
Total long-term FHLB borrowings; weighted-average rate of 3.96%40,98456,209
Unamortized fair value adjustments(400)(673)
Total long-term borrowings$40,584$55,536
  1. STOCKHOLDERS' EQUITY AND STOCK PURCHASE PLANS

The Amended Articles of Incorporation contain a provision that permits the Corporation to issue warrants for the purchase of shares of common stock, par value $1.25 per share (the "Common Stock"), at below market prices in the event any person or entity acquires 25% or more of the Common Stock. No such warrants were issued for the years ended December 31, 2025 and 2024.

The Corporation offers employees a stock purchase plan. The maximum number of shares of the Common Stock to be issued under this plan is 100,000. In addition, the Corporation may choose to purchase shares on the open market to facilitate this plan. The plan allows participating employees to elect quarterly deductions of at least 1% of base pay, but not more than 10% of base pay, to cover purchases of shares under this plan. A participating employee shall be deemed to have been granted an opportunity to purchase a number of shares of the Common Stock equal to the quarterly aggregate amount of payroll deductions elected by the employee divided by the lower of 90% of the fair market value of Common Stock on the average of the last ten days prior to the offering date or 90% of the fair market value of common Stock on the average of the last ten days prior to purchase date as defined by the plan. Stock issued to participating employees under the plan for the most recent two year period was:

Average Per Share
Employees' · Market Value
Year IssuedNumber of SharesPurchase Priceof Shares
20254,041$40.82$45.35
20246,462$29.23$32.48
  1. INCOME TAXES

The provision for income tax expense consisted of the following components for the years ended December 31, 2025 and 2024:

For the Years Ended December 31,
(In Thousands)20252024
Currently payable$3,477$1,001
Deferred tax1,4012,317
Total income tax provision$4,878$3,318

A reconciliation between the expected statutory income tax rate and the effective income tax rate on income before income taxes is as follows for the years ended December 31, 2025 and 2024:

20252024
(In Thousands)Amount%Amount%
Provision at statutory rate$6,11221.0%$4,69221.0%
Tax-exempt income(890)-3.1%(871)-3.9%
Bank-owned life insurance income, net(219)-0.8%(209)-0.9%
Tax credit from limited partnerships less amortization, net(94)-0.3%(94)-0.4%
Energy tax credit—0.0%(206)-0.9%
Non-deductible interest expense1260.4%1420.6%
Other, net(157)-0.5%(136)-0.6%
Effective income tax and rate$4,87816.8%$3,31814.9%

The net deferred tax asset recorded by the Corporation consisted of the following tax effects of temporary timing differences at December 31, 2025 and 2024:

(In Thousands)20252024
Deferred tax assets:
Allowance for credit losses$2,091$2,071
Purchase accounting adjustments on loans9062,922
Purchase accounting adjustments on securities2,8023,121
Purchase accounting adjustments on premises and equipment559587
Allowance for off balance sheet losses43
Deferred compensation and director's fees2,3011,964
Investment in limited partnerships285279
Unrealized losses on available-for-sale debt securities1,0753,693
Operating lease liability8795
Other6462
Total10,17414,797
Deferred tax liabilities:
Loan fees and costs(157)(166)
Bond accretion(373)(217)
Premises and equipment(657)(755)
Core deposit intangibles(1,629)(2,041)
Purchase accounting adjustments on deposits and borrowings(138)(269)
Mortgage servicing rights(251)(262)
Right of use assets(84)(92)
Other(893)(983)
Total(4,182)(4,785)
Deferred tax asset, net$5,992$10,012

It is anticipated that all tax assets shown above will be realized and accordingly no valuation allowance was provided. The Corporation prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Benefits from tax positions should be recognized in the financial statements only when it is more likely than not that the tax position will be sustained upon examination by the appropriate taxing authority that would have full knowledge of all relevant information. A tax position that meets the more-likely-than-not recognition threshold is measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not recognition threshold should be derecognized in the first subsequent financial reporting period in which that threshold is no longer met. There is currently no liability for uncertain tax positions and no known unrecognized tax benefits. With limited exceptions, the Corporation is no longer subject to examination by Federal or State taxing authorities for years prior to 2022.

  1. RELATED PARTY TRANSACTIONS

Certain directors and executive officers of the Corporation and the Bank, as well as their associates, family relationships and companies in which they are principal owners (i.e., at least 10% ownership), were indebted to the Bank at December 31, 2025 and 2024. These loans were made on substantially the same terms and conditions, including interest rates and collateral, as those prevailing at the time for comparable transactions with unrelated parties. These loans did not present more than the normal risk of collectability nor present other unfavorable features. A summary of the activity on these related party loans consisted of the following:

Beginning · Other · Ending
(In Thousands)BalanceAdditionsPaymentsChangesBalance
2025$14,912$8,819$(748)$2,170$25,153
202418,0492,296(2,740)(2,693)14,912

Loans represent funds drawn and outstanding at the date of the accompanying consolidated financial statements. In the table above, other changes represent transfers in and out of the related party category. Commitments by the Bank to related parties on loan commitments and standby letters of credit for 2025 and 2024 presented an off-balance sheet risk to the extent of undisbursed funds in the amount of $4,851,000 and $4,268,000 respectively.

Deposits from related parties held by the Bank amounted to $28,827,000 and $17,629,000 at December 31, 2025 and 2024, respectively.

  1. EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS

EMPLOYEE BENEFIT PLANS

The Bank maintains a 401K salary deferral profit sharing plan for the benefit of its employees. Under the salary deferral component, employees may elect to contribute a percentage of compensation up to the maximum amount allowable not to exceed the limits of IRS Code Section 401(K). The Corporation matches 100% of employee contributions up to 6% of compensation for the years ended December 31, 2025 and 2024. Under the profit sharing component, contributions are made at the discretion of the Bank’s Board of Directors. Matching contributions amounted to $711,000, and $682,000 for the years ended December 31, 2025 and 2024. There wereno discretionary contributions for the years ended December 31, 2025 and 2024.

DEFERRED COMPENSATION PLANS

Directors

During 2003, the directors were given the option of receiving or deferring their directors’ fees under a non-qualified deferred compensation plan which allows the director to defer such fees until the year following the expiration of the directors’ term. Payments are then made over specified terms under these arrangements up to a ten-year period. Interest is to accrue on these deferred fees at a 5-year certificate of deposit rate, which was 0.90% in 2025 and 2024. The certificate of deposit rate will reset in January 2028. Three directors have elected to participate in this program and the total accrued liability as of December 31, 2025 and 2024 was $314,000, and $323,000, respectively.

Total directors’ fees, including amounts currently paid for the years ended December 31, 2025 and 2024 were $695,000 and $618,000, respectively.

During 2008, the directors were given the option of receiving or deferring their entire or partial directors’ fees under a non-qualified deferred compensation plan with the same features as the above plan. The interest rate that was paid was 1.54% in 2025 and 2024. The certificate of deposit rate will reset in January 2029. The total accrued liability as of December 31, 2025 and 2024 was $781,000 and $776,000, respectively.

Officers

The Bank sponsors non-qualified, non-funded supplemental retirement plans, for its executives, for which the Corporation has purchased cost recovery life insurance on the lives of the participants. The participant is the insured person under the policy and the Bank is the owner and beneficiary. The amount of the coverage is designed to provide sufficient revenues to cover all costs of the plans if assumptions made as to mortality experience, policy earnings, and other factors are realized. The Corporation incurred expenses related to the supplemental retirement plans of $1,593,000 and $1,078,000 for the years ended December 31, 2025 and 2024, respectively. At December 31, 2025 and 2024, the Corporation had an accrued liability related to the supplemental retirement plans of $7,446,000 and $6,330,000, respectively.

SPLIT-DOLLAR LIFE INSURANCE

The Bank provides endorsed split-dollar life insurance benefits to certain executives and directors. These benefits are accounted for under ASC Topic 715 “Compensation – Retirement Benefits”. This pronouncement requires recognition of a liability for postretirement benefits provided through an endorsed split-dollar life insurance arrangement. The Bank incurred expenses related to these endorsed split-dollar life insurance arrangements of $492,000 and $215,000 for the years ended December 31, 2025 and 2024, respectively. At December 31, 2025 and 2024, the Corporation had an accrued liability related to these arrangements of $2,409,000 and $1,921,000, respectively.

  1. OPERATING LEASE COMMITMENTS AND CONTINGENCIES

The Corporation leases two office locations under operating leases. The Corporation has elected to account for the variable nonlease components, such as common area maintenance charges, utilities, real estate taxes, and insurance, separately from the lease component. Such variable nonlease components are reported in net occupancy expense on the Consolidated Statements of Income when paid. These variable nonlease components were excluded from the calculation of the present value of the remaining lease payments, therefore, they are not included in the right-of-use assets and lease liabilities reported on the Consolidated Balance Sheets.

As of December 31, 2025 and 2024, the Corporation had recorded right-of-use assets inother assets for operating leases of $400,000 and $437,000, respectively, and related lease liabilities totaling $413,000 and $450,000, respectively, inother liabilities in its Consolidated Balance Sheets.

Certain of the Corporation’s leases contain options to renew the lease after the initial term. Management considers the Corporation’s historical pattern of exercising renewal options on leases and the positive performance of the leased locations, when determining whether it is reasonably certain that the leases will be renewed. If management concludes that there is reasonable certainty about the renewal option, it is included in the calculation of the remaining term of each applicable lease. The discount rate utilized in calculating the present value of the remaining lease payments for each lease was the Federal Home Loan Bank of Pittsburgh advance rate corresponding to the remaining maturity of the lease as of January 1, 2019. The following table presents the weighted-average remaining lease term and discount rate for the leases outstanding at December 31, 2025 and 2024.

20252024
Weighted-average remaining term (years)10.811.6
Weighted-average discount rate3.50%3.52%

The following table presents the undiscounted cash flows due related to operating leases as of December 31, 2025, along with a reconciliation to the discounted amount recorded on the Consolidated Balance Sheets:

Undiscounted cash flows due (In thousands):
2026$52
202753
202853
202953
203053
Thereafter231
Total undiscounted cash flows495
Discount on cash flows(82)
Total lease liabilities$413

Under Topic 842, the lessee can elect to not record on the Consolidated Balance Sheets a lease whose term is twelve months or less and does not include a purchase option that the lessee is reasonably certain to exercise. As of December 31, 2025, the Corporation had no leases that had a term of twelve months or less.

Rental expense under operating leases totaled approximately $59,000 in 2025 and $60,000 in 2024.

In the normal course of business, the Corporation is subject to pending and threatened litigation in which claims for monetary damages are asserted. In management’s opinion, the Corporation’s financial position and results of operations would not be materially affected by the outcome of these legal proceedings.

  1. REGULATORY MATTERS

In August 2018, the Federal Reserve Board issued an interim final rule that expanded applicability of the Board’s small bank holding company policy statement. The interim final rule raised the policy statement’s asset threshold from $1 billion to $3 billion in total consolidated assets for a bank holding company or savings and loan holding company that: (1) is not engaged in significant nonbanking activities; (2) does not conduct significant off-balance sheet activities; and (3) does not have a material amount of debt or equity securities, other than trust-preferred securities, outstanding. The interim final rule provides that, if warranted for supervisory purposes, the Federal Reserve may exclude a company from the threshold increase. Management believes the Corporation meets the conditions of the Federal Reserve’s small bank holding company policy statement and is therefore excluded from consolidated capital requirements at December 31, 2025.

The Bank is subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgements by regulators. Failure to meet capital requirements can initiate regulatory action. The net unrealized gain or loss on available-for-sale debt securities is not included in computing regulatory capital. Management believes as of December 31, 2025, the Bank meets all capital adequacy requirements to which it is subject.

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. At December 31, 2025 and 2024, the most recent regulatory notifications categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the institution’s category.

Current quantitative measures established by regulation to ensure capital adequacy require Journey Bank to maintain minimum amounts and ratios (set forth in the table below) of Total capital, Tier I capital, and Tier I common equity (as defined in the regulations) to risk-weighted assets (as defined), and of Tier I capital (as defined) to average assets (as defined). The following tables present summary information regarding the Bank’s risk-based capital and related ratios at December 31, 2025 and 2024:

Journey Bank · Minimum Required For Capital Adequacy Purposes · Minimum Required For Capital Adequacy Purposes with Conservation Buffer · Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations
(Dollars in Thousands)AmountRatioRatioRatioRatio
Total capital (to risk-weighted assets)$170,93116.87%8.00%10.50%10.00%
Tier I capital (to risk-weighted assets)161,30015.92%6.00%8.50%8.00%
Tier I common equity (to risk-weighted assets)161,30015.92%4.50%7.00%6.50%
Tier I capital (to average assets)161,3009.93%4.00%4.00%5.00%
Total risk-weighted assets1,013,109
Total average assets1,624,578
Journey Bank · Minimum Required For Capital Adequacy Purposes · Minimum Required For Capital Adequacy Purposes with Conservation Buffer · Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations
(Dollars in Thousands)AmountRatioRatioRatioRatio
Total capital (to risk-weighted assets)$152,70316.03%8.00%10.50%10.00%
Tier I capital (to risk-weighted assets)143,41715.06%6.00%8.50%8.00%
Tier I common equity (to risk-weighted assets)143,41715.06%4.50%7.00%6.50%
Tier I capital (to average assets)143,4179.10%4.00%4.00%5.00%
Total risk-weighted assets952,452
Total average assets1,576,746
  1. FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK AND CONCENTRATIONS OF CREDIT RISK

The Corporation is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Balance Sheets. The contract or notional amounts of those instruments reflect the extent of involvement the Corporation has in particular classes of financial instruments. The Corporation does not engage in trading activities with respect to any of its financial instruments with off-balance sheet risk.

The Corporation may require collateral or other security to support financial instruments with off-balance sheet credit risk. The contract or notional amounts at December 31, 2025 and 2024 were as follows:

(In Thousands)20252024
Financial instruments whose contract amounts represents credit risk:
Commitments to extend credit$160,890$169,217
Standby letters of credit6,6474,828

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 may require payment of a fee. Because many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Corporation evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Corporation upon extension of credit, is based on management's credit evaluation of the counter-party. Collateral held varies but may include accounts receivable, inventory, property, plant, equipment and income-producing commercial properties.

Standby letters of credit and commercial letters of credit are conditional commitments issued by the Corporation to guarantee payment to a third party when a customer either fails to repay an obligation or fails to perform some non-financial obligation. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Corporation holds collateral supporting those commitments for which collateral is deemed necessary. The extent of collateral held for those commitments at December 31, 2025 varied from 0% to 100%. The average amount collateralized was 91.0%.

The Corporation's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and letters of credit is represented by the contractual notional amount of those instruments. The Corporation uses the same credit policies in making commitments and conditional obligations, as it does for on-balance sheet instruments.

The Corporation granted commercial, consumer and residential loans to customers primarily within Pennsylvania. Of the total loan portfolio,89.7% was for real estate loans, principally residential. It was the opinion of management that this high concentration did not pose an adverse credit risk. Further, it is management's opinion that the remainder of the loan portfolio was balanced and diversified to the extent necessary to avoid any significant concentration of credit.

As of December 31, 2025, the total reserve for unfunded commitments was $21,000 as compared to $16,000 at December 31, 2024, and is accounted for in other liabilities in the Consolidated Balance Sheets. See Note 1 for more information on the accounting policy for the allowance for unfunded commitments.

  1. PARENT COMPANY ONLY FINANCIAL INFORMATION

Condensed financial information for Muncy Columbia Financial Corporation (Parent Company only) was as follows:

BALANCE SHEETSDecember 31,
(In Thousands)20252024
Assets
Cash$715$853
Investment in subsidiary188,437162,334
Available-for-sale debt securities1,4771,426
Marketable equity securities1,4111,355
Other assets501448
Total Assets$192,541$166,416
Liabilities and Stockholders' Equity
Accrued expenses and other liabilities$—$6
Total Liabilities—6
Stockholders' Equity
Common stock4,8074,802
Additional paid-in capital83,72083,543
Retained earnings119,364103,268
Accumulated other comprehensive loss(4,043)(13,896)
Treasury stock(11,307)(11,307)
Total Stockholders' Equity192,541166,410
Total Liabilities and Stockholders' Equity$192,541$166,416
STATEMENTS OF INCOMEYears Ended December 31,
(In Thousands)20252024
Income
Dividends from subsidiary bank$8,129$6,269
Interest & dividends - other87103
Gains on marketable equity securities5660
Realized losses on available-for-sale debt securities, net—(77)
Total Income8,2726,355
Operating expenses398370
Income Before Taxes and Equity in Undistributed7,8745,985
Applicable income tax(61)(68)
Income Before Equity in Undistributed Net Income of Subsidiary7,9356,053
Equity in undistributed income of subsidiary16,29012,970
Net Income$24,225$19,023
STATEMENTS OF CASH FLOWSYears Ended December 31,
(In Thousands)20252024
Operating Activities:
Net income$24,225$19,023
Adjustments to reconcile net income to net cash provided by operating activities:
Gains on marketable equity securities(56)(60)
Realized losses on available-for-sale debt securities—77
Equity in undistributed net income of subsidiary(16,290)(12,970)
Deferred income taxes1211
Increase in other assets(76)(97)
Other, net137
Net Cash Provided By Operating Activities7,8285,991
Investing Activities:
Proceeds from sales of available-for-sale debt securities—1,424
Net Cash Provided By Investing Activities—1,424
Financing Activities:
Acquisition of treasury stock—(1,517)
Proceeds from issuance of common stock163187
Cash dividends(8,129)(6,269)
Net Cash Used In Financing Activities(7,966)(7,599)
Decrease in Cash and Cash Equivalents(138)(184)
Cash and Cash Equivalents at Beginning of Year8531,037
Cash and Cash Equivalents at End of Year$715$853
  1. FAIR VALUE MEASUREMENTS AND FAIR VALUES OF FINANCIAL INSTRUMENTS

The Corporation establishes a hierarchal disclosure framework associated with the level of pricing observability utilized in measuring assets and liabilities at fair value. The standard describes three levels of inputs that may be used to measure fair values:

Level I:Quoted prices are available in active markets for identical assets or liabilities as of the reported date.
Level II:Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these assets and liabilities include items for which quoted prices are available but traded less frequently, and items that are fair valued using other financial instruments of which can be directly observed.
Level III:Assets and liabilities that have little to no pricing observability as of the reported date. These items do not have two-way markets and are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgement or estimation.

This hierarchy requires the use of observable market data available.

The following table presents the assets reported on the Consolidated Balance Sheets at their fair value on a recurring basis as of December 31, 2025 and December 31, 2024, by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

(In Thousands)Level ILevel IILevel IIITotal
Obligation of US Government Corporations and Agencies
Mortgage-backed$—$182,347$—$182,347
Collateralized mortgage obligations—6,217—6,217
Other—53,603—53,603
Obligations of state and political subdivisions—84,890—84,890
Other debt securities—188—188
Total available-for-sale debt securities$—$327,245$—$327,245
Marketable equity securities$1,411$—$—$1,411
Real estate loans held for sale$—$847$—$847
(In Thousands)Level ILevel IILevel IIITotal
Obligation of US Government Corporations and Agencies
Mortgage-backed$—$113,707$—$113,707
Collateralized mortgage obligations—7,046—7,046
Other—119,454—119,454
Obligations of state and political subdivisions—82,762—82,762
Other debt securities—279—279
Total available-for-sale debt securities$—$323,248$—$323,248
Marketable equity securities$1,355$—$—$1,355
Real estate loans held for sale$—$1,691$—$1,691

The fair values of equity securities classified as Level I are derived from quoted market prices in active markets; these assets consist entirely of stocks held in other banks. The fair values of all debt securities classified as Level II are obtained from nationally-recognized third-party pricing agencies. The fair values are derived primarily from cash flow models, which include assumptions for interest rates, credit losses, and prepayment speeds. The significant inputs utilized in the cash flow models are based on market data obtained from sources independent of the Corporation (observable inputs) and are therefore classified as Level II within the fair value hierarchy. The fair values of real estate loans held for sale classified as Level II are derived from observable pricing inputs for similar assets in active markets.

The following table presents the assets measured on a nonrecurring basis on the Consolidated Balance Sheets at their fair value as of December 31, 2025 and 2024, by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

(In Thousands)Level ILevel IILevel IIITotal
Assets Measured on a Non-recurring Basis:
Loans individually evaluated for credit loss$—$—$7,654$7,654
Foreclosed assets held for sale——320320
Total nonrecurring fair value measurements$—$—$7,974$7,974
(In Thousands)Level ILevel IILevel IIITotal
Assets Measured on a Non-recurring Basis:
Loans individually evaluated for credit loss$—$—$7,398$7,398
Foreclosed assets held for sale——7070
Total nonrecurring fair value measurements$—$—$7,468$7,468

Loans are individually evaluated for credit loss when they do not share similar risk characteristics as similar loans within their loan pool. Foreclosed assets held for sale consist of real estate acquired by foreclosure. Loans individually evaluated for credit loss are reviewed and evaluated on at least a quarterly basis for individual reserve requirements and adjusted accordingly. The following table provides a listing of significant unobservable inputs used in the fair value measurement process for items valued utilizing level III techniques on a nonrecurring basis as of December 31, 2025 and 2024:

Quantitative Information about Level III Fair Value Measurements
(In Thousands)Fair Value EstimateValuation TechniqueUnobservable InputRangeWeighted Average
Loans individually evaluated for credit loss:
Commercial Real Estate$6,377Discounted cash flowsCharge-off rates0-100%18.32%
Commercial Real Estate537Sales comparisonDiscount to appraised value28-33%30.71%
Residential Real Estate740Sales comparisonDiscount to appraised value10-57%30.03%
Total loans individually evaluated for credit loss$7,654
Foreclosed assets held for sale:
Residential Real Estate$320Sales comparisonDiscount to appraised value33-66%52.94%
Quantitative Information about Level III Fair Value Measurements
(In Thousands)Fair Value EstimateValuation TechniqueUnobservable InputRangeWeighted Average
Loans individually evaluated for credit loss:
Commercial Real Estate$6,429Discounted cash flowsCharge-off rates0-100%21.25%
Commercial Real Estate513Sales comparisonDiscount to appraised value26-31%26.44%
Residential Real Estate456Sales comparisonDiscount to appraised value21-41%29.40%
Total loans individually evaluated for credit loss$7,398
Foreclosed assets held for sale:
Residential Real Estate$70Sales comparisonDiscount to appraised value30.69%N/A

At December 31, 2025 and 2024, the carrying values and fair values of financial instruments that are not recorded at fair value on the Consolidated Balance Sheets are presented in the table below:

Carrying
(In Thousands)AmountFair ValueLevel ILevel IILevel III
Financial assets:
Cash and cash equivalents$48,540$48,540$48,540$—$—
Restricted investment in bank stocks, at cost5,4125,412—5,412—
Loans, net1,167,6221,110,730——1,110,730
Accrued interest receivable5,0635,063—5,063
Mortgage servicing rights1,4902,074——2,074
Financial liabilities:
Interest-bearing deposits$1,135,740$1,134,312$—$758,406$375,906
Noninterest-bearing deposits277,012277,012—277,012—
Short-term borrowings12,45512,455—12,455—
Long-term borrowings40,58440,536——40,536
Accrued interest payable1,6441,644—1,644—
Carrying
(In Thousands)AmountFair ValueLevel ILevel IILevel III
Financial assets:
Cash and cash equivalents$17,380$17,380$17,380$—$—
Restricted investment in bank stocks, at cost7,0957,095—7,095—
Loans, net1,116,0791,042,090——1,042,090
Accrued interest receivable4,8504,850—4,850
Mortgage servicing rights1,7562,041——2,041
Financial liabilities:
Interest-bearing deposits$1,032,729$1,031,198$—$684,022$347,176
Noninterest-bearing deposits259,700259,700—259,700—
Short-term borrowings68,38868,388—68,388—
Long-term borrowings55,53655,032——55,032
Accrued interest payable1,8571,857—1,857—

Fair value is defined as a financial instrument which could be exchanged in a current transaction between willing parties other than in a forced or liquidation sale. If a quoted market price is available for a financial instrument, the estimated fair value would be calculated based upon the market price per trading unit of the instrument, but focuses on the exit price of the asset and liability.

If no readily available market exists, the fair value estimates for financial instruments should be based upon management’s judgment regarding current economic conditions, interest rate risk, expected cash flows, future estimate losses, and other factors as determined through various option pricing formulas. As many of these assumptions result from judgments made by management based upon estimates that are inherently uncertain, the resulting estimated fair values may not be indicative of the amount realizable in the sale of a particular financial instrument. In addition, changes in assumptions on which the estimate fair values are based may have a significant impact on the resulting estimated fair values.

  1. SUBSEQUENT EVENT

On January 29, 2026, the Corporation filed a Current Report on Form 8-K announcing that it had entered into an Asset Purchase and Interim Servicing Agreement (the “Agreement”) with RCF II Loan Acquisition, LP (the “Purchaser”) and Raymond James Mortgage Company, Inc. (the “Facilitator”), pursuant to which the Bank agreed to sell a portfolio of 82 individual delinquent, nonperforming or reperforming 1-4 family residential mortgage loans. The purchase price was approximately $9.1 million and was paid in cash. The outstanding principal balance of the loans was approximately $9.8 million. The resulting pretax charge of approximately $0.7 million was recognized during the month ended January 31, 2026. The Agreement contains customary representations, warranties, covenants, repurchase obligations and indemnification provisions.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Muncy Columbia Financial Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Muncy Columbia Financial Corporation and subsidiary (the “Company”) as of December 31, 2025 and 2024; the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the years then ended; and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent, with respect to the Company, in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the Audit Committee and that: (1) relate to accounts or disclosures that are material to the financial statements; and (2) involve our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter, in any way, our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Allowance for Credit Losses (ACL) – Loans

The Company’s loan portfolio totaled $1.2 billion as of December 31, 2025, and the associated ACL was $10.0 million. As described in Notes 1 and 4 to the consolidated financial statements, the determination of the ACL requires significant judgement about the expected future losses, which is based on baseline lifetime loss rates, which are calculated using either a discounted cash flow model or a probability of default methodology, and then adjusted as applicable for current qualitative conditions and the forecasted environment, based upon both internal and external factors that are different from the conditions that existed during the historical loss calculation period.

We identified the adjustments to the historical loss factor components of the allowance for credit losses as a critical audit matter, as auditing the underlying adjustments required significant auditor judgment, as amounts determined by management rely on analysis that is highly subjective and includes significant estimation uncertainty.

The primary procedures we performed to address this critical audit matter included:

·Testing the design, implementation, and operating effectiveness of internal controls over the calculation of the allowance for credit losses,
·Testing the completeness and accuracy of the significant data points that management uses in their modeling of the ACL,
·Evaluating the directional consistency and reasonableness of management’s conclusions regarding assessment of qualitative factors based on the trends identified in the underlying supporting data, and
·Testing the valuations for individually evaluated loans by evaluating assumptions on repayment and verifying the mathematical accuracy of calculations.

We have served as the Company’s auditor since 2014.

/s/ S.R. Snodgrass, P.C.

Cranberry Township, Pennsylvania

March 6, 2026

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