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Avidia Bancorp, Inc.

For the period ended Mar 31, 2026. Filed May 14, 2026.

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

Mar 31, 2026 · Filed May 14, 2026

AVBC$22.42-0.8%Stored close · as of Nov 6, 2026

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Notes to Consolidated Financial Statements (unaudited)

Notes to Consolidated Financial Statements

(Unaudited)

NOTE 1. NATURE OF OPERATIONS AND CONVERSION

Avidia Bancorp, Inc. (the “Company”) is the bank holding company for Avidia Bank that was created upon the conversion of Assabet Valley Bancorp, the mutual holding company and sole stockholder of Avidia Bank (the "Bank"), from the mutual form of organization to the stock form of organization. The conversion was completed on July 31, 2025. Prior to July 31, 2025, the conversion had not yet been completed and the Company had no assets or liabilities and had not conducted any business activities other than organizational activities. Accordingly, the unaudited consolidated financial statements, and related notes, and other financial information included in this report at or for any period prior to July 31, 2025 relate to Assabet Valley Bancorp.

Conversion and Change in Corporate Form

Effective July 31, 2025, Assabet Valley Bancorp, the former mutual holding company of Avidia Bank and the predecessor to Avidia Bancorp, Inc., consummated its mutual to stock conversion and the Company consummated its related stock offering. In the offering, the Company sold 19,176,250 shares of common stock at a per share price of $10.00, including 1,606,100 shares of common stock purchased by the Bank's employee stock ownership plan, for net offering proceeds of approximately $185.8 million. Additionally, the Company donated $1.0 million of cash and 900,000 shares of common stock to the Avidia Bank Charitable Foundation (the "Foundation"). A total of 20,076,250 shares of common stock of the Company were issued and outstanding immediately after the donation to the Foundation. The purchase of the common stock by the ESOP was financed by a loan from the Company.

In connection with the conversion, the Company and the Bank established liquidation accounts in an amount equal to Assabet Valley Bancorp’s total equity as reflected in the latest consolidated balance sheets contained in the final offering prospectus for the conversion. The liquidation accounts will be maintained for the benefit of eligible account holders (as defined in the Plan) and supplemental eligible account holders (as defined in the Plan) (collectively, “eligible depositors”) who continue to maintain their deposit accounts in the Bank after the conversion. In the event of a complete liquidation of either (i) the Bank or (ii) the Bank and the Company (and only in such events), eligible depositors who continue to maintain their deposit accounts will be entitled to receive a distribution from the liquidation accounts before any distribution may be made with respect to the common stock of the Company.

The Company may not declare or pay a cash dividend if the effect thereof would cause its equity to be reduced below either the amount required for the liquidation accounts or the regulatory capital requirements imposed by its respective bank regulators.

NOTE 2. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations.

The interim consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Avidia Bank (the “Bank”), and its subsidiaries, Hudson Security Corporation, Eli Whitney Securities Corporation and 42 Main Street Corporation. The Bank is a state-chartered savings bank that provides depository and loan products to individual and corporate customers primarily in the central Massachusetts region. Hudson Security Corporation and Eli Whitney Securities Corporation engage in the investment of securities. 42 Main Street Corporation was established to hold, manage, and sell the Bank’s foreclosed real estate property. All significant intercompany balances and transactions have been eliminated in consolidation.

Management has evaluated subsequent events through the date these consolidated financial statements were issued. On April 23, 2026, the Company's Board declared a cash dividend of $0.05 per common share, payable on or about May 28, 2026, to shareholders of record as of May 19, 2026. This dividend has been recorded in the Company's consolidated financial statements as of the declaration date. There were no other subsequent events that require recognition and/or disclosure in the consolidated financial statements.

In the opinion of management, the accompanying interim consolidated financial statements of the Company include all normal and recurring adjustments necessary for a fair presentation. Such adjustments are the only adjustments included in such financial statements. The results for any interim period are not necessarily indicative of results for the full year. These unaudited consolidated financial statements and notes hereto should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2025 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.

The significant accounting policies used in preparation of the Company's consolidated financial statements are disclosed in its 2025 audited consolidated financial statements, contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.

Use of Estimates

In preparing consolidated financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for credit losses and the realizability of deferred tax assets.

Reclassification

Certain items in prior financial statements have been reclassified to conform to the current presentation.

Tax Credit Investments

The Company invests in qualified affordable housing projects through limited liability entities to obtain tax benefits and to contribute to its local community. The Company has elected to account for these investments using the proportional amortization method whereby the amortization of the investment in the limited liability entity is in proportion to the tax credits utilized each year and amortization is recognized in the consolidated statements of operations as a component of income tax expense (benefit). These investments are reported inother assets in the consolidated balance sheets in the amounts of $851 thousand and $911 thousand at March 31, 2026 and December 31, 2025, respectively.

Segment Information

The Company's reportable segment is determined by the Chief Financial Officer, who is the designated chief operating decision maker, based upon information provided about the Company's products and services offered, primarily banking operations. The segment is also distinguished by the level of information provided by the chief operating decision maker, who uses such information to review performance of various components of the business, which are then aggregated if operating performance, products/services, and customers are similar. The chief operating decision maker will evaluate the financial performance of the Company's business components such as by evaluating revenue streams, significant expenses, and budget to actual results in assessing the Company's segment and in the determination of allocating resources. The chief operating decision maker uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision maker uses consolidated net income to benchmark the Company against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessing performance and in establishing compensation. Loans, investments, and deposit product service fees provide the revenues in the banking operation. Interest expense, credit loss expense, and salaries and employee benefits, as reported on the consolidated statements of operations, provide the significant expenses in the banking operation. All operations are domestic.

Accounting policies for segments are the same as those described herein. Segment performance is evaluated using consolidated net income. The measure of segment assets is reported on the consolidated balance sheets as total consolidated assets. Noncash items, such as depreciation and amortization, as well as expenditures for premises and equipment, are reported on the consolidated statements of cash flows.

Employee Stock Ownership Plan ("ESOP")

ESOP shares are shown as a reduction of shareholders' equity and are presented in the consolidated statements of changes in shareholders’ equity as unallocated ESOP common stock. Compensation expense for the Company’s ESOP is recorded at an amount equal to the shares committed to be allocated by the ESOP multiplied by the average fair market value of the shares during the period. The Company recognizes compensation expense ratably over the period based upon the Company’s estimate of the number of shares committed to be allocated by the ESOP. When the shares are released, unallocated ESOP common stock is reduced by the cost of the ESOP shares released and the difference between the average fair market value and the cost of the shares committed to be allocated by the ESOP is recorded as an adjustment to additional paid-in capital. The loan receivable from the ESOP is not reported as an asset nor is the Company’s guarantee to fund the ESOP reported as a liability on the Company’s consolidated balance sheet. The employees of the Bank are the participants in the ESOP. Dividends paid on unallocated shares are used to repay the loan to the Company.

NOTE 3. RECENT ACCOUNTING DEVELOPMENTS

Recently Adopted Accounting Standards

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. The ASU provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information, such as requiring the disclosure of specific categories in the rate reconciliation and the disaggregation of income tax expense and income taxes paid by federal, state, and foreign taxes. This ASU was adopted December 31, 2025, and it did not have a material impact on the Company’s consolidated financial statements.

Future Accounting Pronouncements

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU will require public companies to disclose, in the notes to financial statements, specified information about certain costs and expenses at each interim and annual reporting period. The amendments in this ASU are effective for fiscal years beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company does not expect this ASU to have a material impact on the Company's consolidated financial statements.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326): Purchased Loans. This ASU revises Topic 326 to simplify and improve the accounting for acquired financial assets. The update expands the application of the gross-up approach to include purchased seasoned loans, eliminating the complexity and inconsistency created by having separate models for purchased credit deteriorated ("PCD") and non-PCD assets. Under the new guidance, the initial allowance for credit losses is added to the amortized cost basis rather than recorded as a Day 1 provision expense. The amendments in this update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company does not expect this ASU to have a material impact on the Company's consolidated financial statements.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements. This ASU introduces clarifications to Topic 815 building on improvements from ASU 2017‑12, and addresses challenges arising from the global reference rate reform (i.e., the LIBOR transition). The new guidance aims to reduce complexity in applying hedge accounting to transactions tied to an entity’s risk management activities and promotes consistency in accounting for forecasted transactions, interest rate flexibility, and nonfinancial components. The update expands eligibility for hedge accounting by allowing groups of forecasted transactions with similar risk exposures, provides guidance for hedging interest payments on debt with selectable interest rate indexes, clarifies hedging of specified components of nonfinancial assets, and eases restrictions related to net written options and certain compound derivatives. It also resolves presentation mismatches for certain foreign currency hedging relationships. The amendments in this update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company does not expect this ASU to have a material impact on the Company's consolidated financial statements.

NOTE 4. INVESTMENT SECURITIES

The following tables summarize the amortized cost and fair value of securities available for sale and held to maturity, with gross unrealized gains and losses at the dates indicated:

(In thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFair Value
Securities Available for Sale
U.S. Government and government-sponsored enterprise obligations$91,857$83$(4,995)$86,945
Municipal securities7,598—(527)7,071
Mortgage-backed securities(1)213,931600(12,623)201,908
Total securities available for sale$313,386$683$(18,145)$295,924
Securities Held to Maturity
Corporate bonds$500$—$(40)$460
Subordinated debt securities12,50018(371)12,147
Total securities held to maturity$13,000$18$(411)$12,607
(In thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFair Value
Securities Available for Sale
U.S. Government and government-sponsored enterprise obligations$92,844$157$(4,810)$88,191
Municipal securities7,6071(458)7,150
Mortgage-backed securities(1)184,801986(11,989)173,798
Total securities available for sale$285,252$1,144$(17,257)$269,139
Securities Held to Maturity
Corporate bonds$500$—$(35)$465
Subordinated debt securities12,50014(378)12,136
Total securities held to maturity$13,000$14$(413)$12,601

(1)

Mortgage-backed securities are issued by government-sponsored enterprises or federal agencies.

Management determined there wasno allowance for credit losses ("ACL") required for securities available for sale and securities held to maturity as of March 31, 2026 or December 31, 2025.

The amortized cost and fair value of debt securities by contractual maturity at March 31, 2026 follows. Expected maturities will differ from contractual maturities because the issuers have, in certain instances, the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately.

Available for SaleHeld to Maturity
(In thousands)AmortizedCostFairValueAmortizedCostFairValue
Within 1 year$9,991$9,931$1,000$1,018
After 1 year through 5 years70,93767,4952,0001,972
After 5 years through 10 years13,46811,8979,5009,157
Over 10 years5,0594,693500460
Total securities with defined maturities99,45594,01613,00012,607
Mortgage-backed securities213,931201,908——
Total$313,386$295,924$13,000$12,607

Investment securities with a carrying value of $92.8 million and $78.5 million were pledged as collateral at March 31, 2026 and December 31, 2025, respectively, for borrowings available through the Federal Reserve Bank of Boston discount window (see Note 8). Investment securities with a carrying value of $208.9 millionand $188.7 million were pledged as collateral at March 31, 2026 and December 31, 2025, respectively, for borrowings available with the Federal Home Loan Bank (see Note 8).

During the three months ended March 31, 2026, there wereno sales of securities available for sale. During thethree months ended March 31, 2025, proceeds from sales of securities available for sale amounted to $7.9 million. During thethree months ended March 31, 2026, there wereno gross gains or losses. During the three months ended March 31, 2025, there were gross losses of $541 thousand andno gross gains.

The following table summarizes securities in an unrealized loss position for which an ACL has not been recorded. Information pertaining to securities with gross unrealized losses at March 31, 2026 and December 31, 2025 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:

Less Than Twelve MonthsTwelve Months or GreaterTotal
(In thousands)GrossUnrealizedLossesFair ValueGrossUnrealizedLossesFair ValueGrossUnrealizedLossesFair Value
Securities Available for Sale
U.S. Government and government-sponsored enterprise obligations$—$—$4,995$71,855$4,995$71,855
Municipal securities163,0065114,0655277,071
Mortgage-backed securities66557,74511,95874,81312,623132,558
Total securities available for sale$681$60,751$17,464$150,733$18,145$211,484
Less Than Twelve MonthsTwelve Months or GreaterTotal
(In thousands)GrossUnrealizedLossesFair ValueGrossUnrealizedLossesFair ValueGrossUnrealizedLossesFair Value
Securities Available for Sale
U.S. Government and government-sponsored enterprise obligations$—$—$4,810$72,028$4,810$72,028
Municipal securities——4585,1494585,149
Mortgage-backed securities11116,47811,87884,46211,989100,940
Total securities available for sale$111$16,478$17,146$161,639$17,257$178,117

The unrealized losses on the Company’s available for sale mortgage-backed securities (MBS) and debt securities have not been recognized into income because management does not intend to sell, nor does it anticipate that it will be required to sell, any of the available for sale securities before recovery of its amortized cost basis. Furthermore, the unrealized losses were due to changes in market interest rates and other market conditions, were not reflective of credit events, and the issuers continue to make timely principal and interest payments on the MBS and debt security instruments. Agency-backed and government-sponsored enterprise securities have a long history with no credit losses, including during times of severe stress. The principal and interest payments on agency guaranteed debt and MBS are backed by the U.S. government. Government-sponsored enterprises similarly guarantee principal and interest payments and carry an implicit guarantee from the U.S. Department of the Treasury. Additionally, government-sponsored enterprise securities are exceptionally liquid, readily marketable, and provide a substantial amount of price transparency and price parity, indicating a perception of zero credit risk. The Company’s unrealized losses from municipal bonds were due to changes in the market interest rate environment and not reflective of credit events. The issuers of these bonds are all Massachusetts based and have no history of credit losses. The contractual terms of these investments do not permit the issuers to settle the security at a price less than the par value of the investments. The Company does not believe it is probable that it will be unable to collect all amounts due according to the contractual terms of the municipal bonds.

Held to maturity corporate bond and subordinated debt holdings are comprised of high credit quality financial institutions. High credit quality corporate bonds and subordinated debt obligations have a history of zero to near-zero credit loss. Corporate bonds are primarily comprised of well capitalized and strong performing financial institutions. Accordingly, the Company determined that the expected credit loss on its held to maturity portfolio was immaterial, and therefore, an allowance was not carried on its held to maturity debt securities at March 31, 2026 and December 31, 2025.

NOTE 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES

The composition of net loans as of March 31, 2026 and December 31, 2025 was as follows:

(In thousands)March 31, 2026December 31, 2025
Real estate loans
One to four family residential$513,146$518,225
Home equity and second mortgages83,37178,350
Commercial real estate537,752534,855
Commercial real estate multi-family104,253104,695
Construction & land47,46757,005
Total real estate loans1,285,9891,293,130
Commercial loans
Condominium associations497,503506,683
Other commercial & industrial494,514491,765
PPP loans—11
Total commercial loans992,017998,459
Consumer loans
Consumer3,4563,877
Total consumer loans3,4563,877
Total loans2,281,4622,295,466
Allowance for credit losses(22,761)(22,018)
Net deferred loan costs3,0933,000
Loans, net$2,261,794$2,276,448

The Company manages its loan portfolio proactively to effectively identify problem credits and assess trends early,implement effective work-out strategies, and take charge-offs as promptly as practical. In addition, the Company continuously reassesses its underwriting standards in response to credit risk posed by changes in economic conditions.The Company monitors and manages credit risk through the following governance structure: The Chief Credit Officer ("CCO") maintains the Credit Risk Rating System, which is comprised of 10 levels of risk, inclusive of 5 Criticized and Classified ratings that align with regulatory definitions of Special Mention, Substandard, Doubtful and Loss. The CCO or the Credit Manager reviews all recommended risk rating changes and controls the final assessment of risk rating. The Company maintains a Loan Review Policy which addresses internal and external review requirements and process, which is approved annually by the Board of Director’s Risk Committee and the Board of Directors. The CCO provides quarterly reporting and updates to the Risk Committee, including the presentation of the ACL calculation and balance.

For purposes of determining the ACL on loans, the Company disaggregates its loans into portfolio segments. Each portfolio segment possesses unique risk characteristics that are considered when determining the appropriate level of allowance. As of March 31, 2026 and December 31, 2025, the Company’s loan portfolio segments, as determined based on the unique risk characteristics of each, included the following:

One to Four Family Residential: Loans in this segment consist of 1-4 family residential real estate loans. The Company generally does not originate loans with a loan-to-value ratio greater than 80 percent and does not generally grant loans that would be classified as subprime upon origination. Loans in this segment are collateralized by owner-occupied residential real estate and repayment is dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment rates and housing prices, will have an effect on the credit quality in this segment, along with impacts from higher interest rates on adjustable rate loans.

Home Equity and Second Mortgages: The Company generally has first or second liens on the property securing the loans in this segment and repayment is dependent on the credit quality of the individual borrower.

Commercial Real Estate (CRE): Loans in this segment are primarily owner-occupied or income-producing properties. The underlying cash flows generated by the properties are adversely impacted by a downturn in the economy, which in turn, will have an effect on the credit quality in this segment.

Commercial Real Estate Multi-Family (CRE MF): Loans in this segment are primarily income-producing properties. The underlying cash flows generated by the properties are impacted by the economy and vacancy rates, which thus will have an effect on the credit quality in this segment. Credit quality can also be impacted by the effects of interest rate increases on maturing loans and by changes in occupancy for income-producing properties.

Construction & Land: Loans in this segment include speculative construction loans for residential properties, construction loans for commercial properties and land loans for residential or commercial development for which payment is derived from sale of the property. Credit risk is affected by cost overruns, time to sell at an adequate price, and market conditions.

Condominium Associations: Loans in this segment are secured by the assignment of association fees and dues paid by the individual condominium unit owners. The funds are typically used for major improvements and repairs to the structures, landscape and parking lots or garages, and are repaid over 5 to 30 years. This portfolio has experienced almost no delinquency, with no non-accruals or charge-offs since the Company has entered this niche. Credit quality would be affected if there is a significant population decline locally or regionally.

Other Commercial & Industrial: Loans in this segment are made to businesses and are generally secured by assets of the business such as accounts receivable, inventory, marketable securities, other liquid collateral, equipment and other business assets. Repayment is expected from the cash flows of the business. Loans in this segment also include business manager loans, which are actively followed borrowing base lines of credit, secured by accounts receivable that have been purchased from the bank’s customer with recourse. A weakened economy, and resultant decreased consumer spending, will have an effect on the credit quality in this segment.

Paycheck Protection Program (PPP) Loans: Loans in this segment are unsecured business term loans 100 percent guaranteed by the Small Business Administration (SBA) under the PPP. Repayment is dependent on the credit quality of the business borrower and the SBA honoring its guaranty.

Consumer: Loans in this segment primarily consist of personal loans that are fully amortizing over a fixed term, such as auto loans, education loans, or home improvement loans. This segment also includes personal lines of credit. These loans may be secured or unsecured. The overall health of the economy, including unemployment rates and the credit quality of the individual borrower, will have an effect on the credit quality in this segment.

The following tables present the activity in the ACL by portfolio segment for thethree months ended March 31, 2026 and 2025:

(In thousands)Balance December 31, 2025Credit lossexpense /(reversal)Loanscharged-offRecoveriesBalance March 31, 2026
Real estate loans
One to four family residential$3,437$(65)$—$—$3,372
Home equity and second mortgages33637—1374
Commercial real estate5,872244——6,116
Commercial real estate multi-family984127——1,111
Construction & land390(41)—75424
Total real estate loans11,019302—7611,397
Commercial loans
Condominium associations2,967(112)——2,855
Other commercial & industrial7,939641(177)238,426
Total commercial loans10,906529(177)2311,281
Consumer loans
Consumer9331(44)383
Credit cards—(3)—3—
Total consumer loans9328(44)683
Total ACL on loans:$22,018$859$(221)$105$22,761
Balance · Credit loss · Balance
December 31, · expense / · Loans · March 31,
(In thousands)2024(reversal)charged-offRecoveries2025
Real estate loans
One to four family residential$2,364$(1)$—$—$2,363
Home equity and second mortgages1892—1192
Commercial real estate7,522414—107,946
Commercial real estate multi-family326(10)——316
Construction & land58616,605(16,749)—442
Total real estate loans10,98717,010(16,749)1111,259
Commercial loans
Condominium associations2,839(528)——2,311
Other commercial & industrial7,889704(444)158,164
PPP loans—2——2
Total commercial loans10,728178(444)1510,477
Consumer loans
Consumer26121(37)2112
Credit cards—(4)—51
Total consumer loans26117(37)7113
Total ACL on loans:$21,741$17,305$(17,230)$33$21,849

The Company's ACL on unfunded commitments is recognized as a liability and is included in accrued expenses and other liabilities on the consolidated balance sheets. The following table presents the activity in the ACL on unfunded commitments for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,
(In thousands)20262025
Balance at beginning of period$693$998
Credit loss expense230311
Balance at end of period$923$1,309

Credit Quality Indicators

To further identify loans with similar risk profiles, the Company categorizes each portfolio segment into classes by credit risk characteristic and applies a credit quality indicator to each portfolio segment. The indicators for commercial and commercial real estate segments are represented by Grades 1 through 10 as outlined below. In general, risk ratings are adjusted periodically throughout the year as updated analysis and review warrants. This process may include, but is not limited to, annual credit and loan reviews, periodic reviews of loan performance metrics, such as delinquency rates, and quarterly reviews of adversely risk rated loans. The Company uses the following definitions when assessing grades for the purpose of evaluating the risk and adequacy of the ACL on loans:

Loans rated 1 – 5: Loans in these categories are considered “pass” rated loans with low to average risk.

Loans rated M: Loans in this category are typically smaller loans that have met the Company’s underwriting criteria and are monitored based on repayment history. Financial statements and other data may or may not be requested from the borrower.

Loans rated P: Loans in this category are considered 100 percent SBA guaranteed loans issued under the SBA's PPP.

Loans rated 6 – 7: Loans in this category are considered “marginally acceptable” and “special mention” respectively. These loans are starting to show signs of potential weakness and are being closely monitored by management.

Loans rated 8: Loans in this category are considered “substandard.” Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.

Loans rated 9: Loans in this category are considered “doubtful.” Loans classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable. All loans rated 9 are individually evaluated.

Loans rated 10: Loans in this category are considered uncollectible and of such little value that their continuance as a loan asset is not warranted.

On an annual basis, or more often if needed, the Company formally reviews the ratings on substantially all commercial real estate, construction, and commercial loans. Annually, the Company engages an independent third-party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process. Loans considered transactional in nature, such as residential and consumer are reviewed on an exception basis with emphasis placed on debt repayment performance.

The Company periodically reassesses asset quality indicators to appropriately reflect the risk composition of the Company’s loan portfolio. Home equity and consumer loans are not individually risk rated, but rather analyzed as groups taking into account delinquency rates and other economic conditions that may affect the ability of borrowers to meet debt service requirements, including interest rates and energy costs. Performing loans include loans that are current and loans that are past due less than 90 days. Loans that are past due 90 days or more and nonaccrual loans are considered nonperforming.

The risk ratings within the loan portfolio and current period charge-offs for thethree months ended March 31, 2026, by loan segment and origination year were as follows:

Term Loans Amortized Cost Basis by Origination Year
(In thousands)20262025202420232022PriorRevolvingLoansTotal
One to four family residential:
Risk Rating
Pass (Rated 1-5, M, P)$14,920$54,387$32,240$66,363$128,992$216,244$—$513,146
Total$14,920$54,387$32,240$66,363$128,992$216,244$—$513,146
Current period gross charge-offs$—$—$—$—$—$—$—$—
Home equity and second mortgages:
Risk Rating
Pass (Rated 1-5, M, P)$100$152$746$1,387$716$2,062$78,208$83,371
Total$100$152$746$1,387$716$2,062$78,208$83,371
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate:
Risk Rating
Pass (Rated 1-5, M, P)$9,89886,33749,255$22,630$85,729$243,297$—$497,146
Special Mention (6-7)————13,72119,740—33,461
Substandard (8)———-—7,145—7,145
Total$9,898$86,337$49,255$22,630$99,450$270,182$—$537,752
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate multi-family:
Risk Rating
Pass (Rated 1-5, M, P)$2,298$25,438$6,866$9,543$18,818$41,290$—$104,253
Total$2,298$25,438$6,866$9,543$18,818$41,290$—$104,253
Current period gross charge-offs$—$—$—$—$—$—$—$—
Construction & land:
Risk Rating
Pass (Rated 1-5, M, P)$—$10,595$9,368$1,646$13,844$276$4,306$40,035
Special Mention (6-7)————7,432——7,432
Total$—$10,595$9,368$1,646$21,276$276$4,306$47,467
Current period gross charge-off$—$—$—$—$—$—$—$—
Condominium associations:
Risk Rating
Pass (Rated 1-5, M, P)$395$17,791$8,800$45,189$234,028$191,300$—$497,503
Total$395$17,791$8,800$45,189$234,028$191,300$—$497,503
Current period gross charge-off$—$—$—$—$—$—$—$—
Other commercial & industrial:
Risk Rating
Pass (Rated 1-5, M, P)$13,225$40,168$49,816$38,872$45,965$154,576$108,240$450,862
Special Mention (6-7)————1,0828,37511,99221,449
Substandard (8)—12———4,06113,36117,434
Doubtful (9)——2911,353—3,125—4,769
Total$13,225$40,180$50,107$40,225$47,047$170,137$133,593$494,514
Current period gross charge-off$—$—$—$—$—$128$49$177
Consumer:
Risk Rating
Pass (Rated 1-5, M, P)$209$534$462$743$286$1,133$89$3,456
Total$209$534$462$743$286$1,133$89$3,456
Current period gross charge-offs$—$—$4$—$2$37$1$44

The risk ratings within the loan portfolio and current period charge-offs for the year ended December 31, 2025, by loan segment and origination year were as follows:

Term Loans Amortized Cost Basis by Origination Year
(In thousands)20252024202320222021PriorRevolvingLoansTotal
One to four family residential:
Risk Rating
Pass (Rated 1-5, M, P)$55,170$38,384$71,586$131,680$85,884$135,521$—$518,225
Total$55,170$38,384$71,586$131,680$85,884$135,521$—$518,225
Current period gross charge-offs$—$—$—$—$—$—$—$—
Home equity and second mortgages:
Risk Rating
Pass (Rated 1-5, M, P)$196$754$1,407$725$141$1,278$73,849$78,350
Total$196$754$1,407$725$141$1,278$73,849$78,350
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate:
Risk Rating
Pass (Rated 1-5, M, P)$86,36251,37623,474$82,940$85,395$161,894$—$491,441
Special Mention (6-7)———17,11585517,551—35,521
Substandard (8)———2481,5196,126—7,893
Total$86,362$51,376$23,474$100,303$87,769$185,571$—$534,855
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate multi-family:
Risk Rating
Pass (Rated 1-5, M, P)$25,422$7,818$9,922$17,520$15,533$27,030$—$103,245
Special Mention (6-7)———1,450———1,450
Total$25,422$7,818$9,922$18,970$15,533$27,030$—$104,695
Current period gross charge-offs$—$—$—$—$—$—$—$—
Construction & land:
Risk Rating
Pass (Rated 1-5, M, P)$10,201$9,290$1,648$13,848$—$280$7,805$43,072
Special Mention (6-7)———7,455———7,455
Substandard (8)——1,052————1,052
Doubtful (9)——5,426————5,426
Total$10,201$9,290$8,126$21,303$—$280$7,805$57,005
Current period gross charge-off$—$—$19,202$—$—$—$—$19,202
Condominium associations:
Risk Rating
Pass (Rated 1-5, M, P)$16,793$9,222$46,244$238,879$85,208$110,337$—$506,683
Total$16,793$9,222$46,244$238,879$85,208$110,337$—$506,683
Current period gross charge-off$—$—$—$—$—$—$—$—
Other commercial & industrial:
Risk Rating
Pass (Rated 1-5, M, P)$40,885$50,576$39,909$48,940$47,271$115,826$103,447$446,854
Special Mention (6-7)———1,1175,7593,74428,19038,810
Substandard (8)12————7874521,251
Doubtful (9)—2991,338——3,213—4,850
Total$40,897$50,875$41,247$50,057$53,030$123,570$132,089$491,765
Current period gross charge-off$—$280$14$468$11$1,535$334$2,642
PPP loans:
Risk Rating
Pass (Rated 1-5, M, P)$—$—$—$—$11$—$—$11
Total$—$—$—$—$11$—$—$11
Current period gross charge-offs$—$—$—$—$—$—$—$—
Consumer:
Risk Rating
Pass (Rated 1-5, M, P)$733$521$912$362$77$1,179$93$3,877
Total$733$521$912$362$77$1,179$93$3,877
Current period gross charge-offs$—$—$—$—$—$37$1$38

Commercial loans include factored accounts receivable in the recorded amount of $2.2 million and $2.2 million at March 31, 2026 and December 31, 2025, respectively, which is gross of cash reserves. At March 31, 2026 and December 31, 2025, cash reserves established from purchase price adjustments in total were $480 thousand and $352 thousand, respectively. The aging status of these loans and underlying receivables is not presented in the delinquency and nonaccrual disclosure tables. The financing agreements permit the Company to create and maintain from the purchase price of funded receivables a cash reserve in an operating deposit account controlled by the Company. The amount of the cash reserve is determined based on the risk profile of the borrower and the aging of outstanding funded accounts receivable. The Company may require borrowers to repurchase any funded accounts receivable that remains unpaid following 120 days after its invoice date.

At March 31, 2026 and December 31, 2025, funded accounts receivable unpaid 120 days or more in total were $969 thousand and $1.2 million, respectively. There wereno impairments at March 31, 2026 and December 31, 2025.

The following table presents the amortized cost basis of loans on nonaccrual status as of the dates presented. There wereno loans past due 90 days or more and still accruing as of March 31, 2026. As of December 31, 2025, there was one loan with a balance of $2 thousand past due 90 days or more and still accruing. The Company didnot recognize any interest income on nonaccrual loans during thethree months ended March 31, 2026 and 2025.

(In thousands)Nonaccrualwith No ACLTotalNonaccrual
One to four family residential$325$977
Commercial real estate—6,041
Other commercial & industrial1,6896,610
Total$2,014$13,628
(In thousands)Nonaccrualwith No ACLTotalNonaccrual
One to four family residential$720$720
Commercial real estate—6,126
Construction & land6,4786,478
Other commercial & industrial1,7766,884
Total$8,974$20,208

The following is an aging analysis of past due loans (including non-accrual) as of the balance sheet dates, by portfolio segment:

(In thousands)Loans Receivable (Amortized Cost)Current30-89 DaysPast Due90 Days orMore Past DueTotalPast Due
One to four family residential$513,146$507,858$4,453$835$5,288
Home equity and second mortgages83,37183,182189—189
Commercial real estate537,752537,752———
Commercial real estate multi-family104,253104,253———
Construction & land47,46747,467———
Condominium associations497,503497,503———
Other commercial & industrial494,514489,4704,6384065,044
Consumer3,4563,4506—6
Total loans$2,281,462$2,270,935$9,286$1,241$10,527
(In thousands)Loans Receivable (Amortized Cost)Current30-89 Days Past Due90 Days orMore PastDueTotal PastDue
One to four family residential$518,225$514,916$2,589$720$3,309
Home equity and second mortgages78,35077,953397—397
Commercial real estate534,855534,855———
Commercial real estate multi-family104,695104,695———
Construction & land57,00550,527—6,4786,478
Condominium associations506,683506,683———
Other commercial & industrial491,765491,15459552611
PPP loans1111———
Consumer3,8773,81857259
Total loans$2,295,466$2,284,612$3,102$7,752$10,854

For all loan segments, loans over 30 days contractually past due are considered delinquent.

The following table presents the amortized cost basis of collateral-dependent loans by collateral type as of the balance sheet dates:

(In thousands)Real EstateAll BusinessAssetsAll Business Assets and Real EstateEquipmentAccounts Receivable and Real EstateTotal
One to four family residential$325$—$—$—$—$325
Commercial real estate6,041————6,041
Construction & land——————
Other commercial & industrial—551,389562241,724
Total$6,366$55$1,389$56$224$8,090
(In thousands)Real EstateAll BusinessAssetsAll Business Assets and Real EstateAccounts ReceivableTotal
One to four family residential$761$—$—$—$761
Commercial real estate6,126———6,126
Construction & land6,478———6,478
Other commercial & industrial—1621,3902611,813
Total$13,365$162$1,390$261$15,178

Collateral-dependent loans are loans for which the repayment is expected to be provided substantially by the underlying collateral and there are no other available and reliable sources of repayment.

Modified Loans

Occasionally, the Company modifies loans to borrowers in financial distress by providing principal forgiveness, term extension, an other-than-insignificant payment delay or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL.

In some cases, the Company provides multiple types of concessions on one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. For loans included in a "combination" column, multiple types of modifications have been made on the same loan within the current reporting period.

There wereno loans modified to borrowers experiencing financial difficulty during the three months ended March 31, 2026. The following tables present the amortized cost basis of loans as of March 31, 2025, that were both experiencing financial difficulty and modified during the three months ended March 31, 2025, by class and by type of modification. Only segments displayed in the table below have modified loans; there were no other loans experiencing financial difficulty and modified. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.

(Dollars in thousands)PaymentDelayPercent of Loan Segment
Commercial real estate$1,8530.36%
Other commercial and industrial2890.06
Total$2,1420.10%

The Company doesnot have any additional commitments to the borrowers included in the previous table. All modifications related to payment delays had minimal financial effect.

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to evaluate the effectiveness of its modification efforts. The following tables present the performance of such loans that have been modified in the last 12 months as of March 31, 2026 and 2025.

(In thousands)30 - 59Days PastDue60 - 89Days PastDue90 Days or More Past DueTotal PastDue
Other commercial & industrial$4,390$—$—$4,390
Total$4,390$—$—$4,390
(In thousands)30 - 59Days PastDue60 - 89Days PastDue90 Days or More Past DueTotal PastDue
One to four family residential$399$—$2$401
Total$399$—$2$401

There wereno loans that had a payment default during the three months ended March 31, 2026, and were modified in the 12 months prior to that default to borrowers experiencing financial difficulty. The following table presents the amortized cost basis of loans that had a payment default during the three months ended March 31, 2025, and were modified in the 12 months prior to that default to borrowers experiencing financial difficulty.

(In thousands)PaymentDelayTotal
One to four family residential$2$2
Total:$2$2

Upon the Company’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 ACL is adjusted by the same amount.

At March 31, 2026, residential real estate loans in process of foreclosure totaled $434 thousand. At December 31, 2025, residential real estate loans in process of foreclosure totaled $153 thousand.

Servicing Rights

The Company has transferred a portion of its originated commercial mortgage loans to participating lenders. The amounts transferred have been accounted for as sales and are therefore not included in the Company’s accompanying consolidated balance sheets. The Company and participating lenders share ratably in any gains or losses that may result from a borrower’s lack of compliance with contractual terms of the loan. The Company continues to service the loans on behalf of the participating lenders and, as such, collects cash payments from the borrowers, remits payments (net of servicing fees) to participating lenders and disburses required escrow funds to relevant parties. At March 31, 2026 and December 31, 2025, the Company was servicing commercial and commercial mortgage loans for participants aggregating $119.9 million and $123.6 million, respectively.

Residential real estate mortgage loans serviced for others are not included in the accompanying consolidated balance sheets. The unpaid principal balances of these loans serviced for others were$258.9 million and $261.1 million at March 31, 2026 and December 31, 2025, respectively. Servicing fee income was $189 thousand for thethree months ended March 31, 2026. Servicing fee income was $216 thousand for thethree months ended March 31, 2025. Certain of these loans were sold with recourse provisions. At March 31, 2026, the related maximum contingent recourse liability was $894 thousand, which is not recorded in the consolidated financial statements.

The Company records mortgage servicing rights (“MSRs”) on residential real estate loans sold and serviced for others. The risks inherent in MSRs relate primarily to changes in prepayments that result from shifts in mortgage interest rates. The Company accounts for MSRs at fair value. The Company obtains valuations from independent third parties to determine the fair value of servicing rights. Key assumptions and inputs used in the estimation of fair value include prepayment speeds, discount rates, default rates, cost to service, and contractual servicing fees. At March 31, 2026, the following weighted average assumptions were used in the calculation of fair value of MSRs: prepayment speed 7.22% and discount rate 9.5% to 12.5%.

The following summarizes changes to MSRs:

Three Months Ended March 31,
(In thousands)20262025
Beginning balance$3,033$3,488
Payoffs(26)(56)
Changes in fair value79(143)
Ending balance$3,086$3,289

NOTE 6. DERIVATIVE FINANCIAL INSTRUMENTS

The Company is party to International Swap and Derivative Association (ISDA) interest rate swap contracts to manage its exposure to interest rate changes. The Company may execute “back-to-back” swap agreements with select commercial banking customers who are eligible and desire to manage their interest rate exposure. Policy also allows the Company to execute macro level swap agreements.

Derivatives Not Designated As Hedges: The Company enters into interest rate swap agreements executed with commercial banking customers to facilitate customer risk management strategies. In addition to the swap agreement with the borrower, the Company enters into a second “back-to-back” swap agreement with a third party; the general terms of this swap mirror those of the first swap agreement. In entering into this transaction, the Company has offset its interest rate risk exposure to the swap agreement with the borrower. All interest rate swaps are valued at observable market prices for similar instruments or observable market interest rates.

Cash Flow Hedges: The Company is party to interest rate swaps to manage its exposure to interest rate changes. Interest rate swaps with notional amounts totaling $110.0 million and $135.0 millionas of March 31, 2026 and December 31, 2025, respectively, were designated as cash flow hedges and were determined to be effective during all periods presented. The Company expects the hedges to remain effective during the remaining terms of the swaps. Fair value of the contracts are reported on consolidated balance sheets as an asset or liability, with an offset to accumulated other comprehensive income (AOCI), net of income tax impacts, and with changes reflected in other comprehensive income.

The Company presents derivative positions gross on the consolidated balance sheets. The following table reflects the derivatives recorded on the consolidated balance sheets as of March 31, 2026 and December 31, 2025:

March 31, 2026 · December 31, 2025
(In thousands) · NotionalAmount · Fair Value · NotionalAmount · Fair Value
Included in other assets:
Derivatives not designated as hedging instruments:
Interest rate swaps related to customer loans$104,748$5,791$105,318$5,958
Total included in other assets$5,791$5,958
Included in accrued expense and other liabilities:
Derivatives designated as hedging instruments:
Interest rate swaps related to FHLB advances and agency securities$110,000$78$135,000$391
Derivatives not designated as hedging instruments:
Interest rate swaps related to customer loans104,7485,791105,3185,958
Total included in accrued expense and other liabilities$5,869$6,349

NOTE 7. DEPOSITS

A summary of deposit balances, by type is as follows:

(In thousands)March 31, 2026December 31, 2025
NOW and demand$1,122,200$1,130,169
Money market262,773250,062
Regular and other savings435,332425,400
Total non-certificate accounts1,820,3051,805,631
Term certificate accounts of $250,000 and greater153,645152,589
Term certificate accounts less than $250,000172,210170,063
Term certificate accounts325,855322,652
Total deposits$2,146,160$2,128,283

As of March 31, 2026, the aggregate amount of deposits, excluding subsidiary deposits, that meet or exceed the FDIC insurance limit of $250 thousand was $863.5 million.

Scheduled maturities and weighted average rates of time deposits for the next five years were as follows:

March 31, 2026December 31, 2025
(Dollars in thousands)AmountWeightedAverageRateAmountWeightedAverageRate
Within 1 year$275,6023.45%$270,3133.51%
Over 1 year to 2 years42,5983.6744,0293.71
Over 2 years to 3 years3,3713.243,8503.28
Over 3 years to 4 years3,9253.202,8843.34
Over 4 years to 5 years3592.731,5763.01
Total$325,8553.47%$322,6523.53%

All deposits are fully insured due to the additional insurance provided to Massachusetts member banks, such as the Bank, under the Depositors Insurance Fund, a private industry-sponsored insurance fund in Massachusetts that insures all deposits at the Company above FDIC limits.

NOTE 8. FEDERAL HOME LOAN BANK ADVANCES AND OTHER BORROWINGS

FHLB of Boston advances consist of the following:

March 31, 2026December 31, 2025
MaturityAmountWeighted Average RateAmountWeighted Average Rate
(Dollars in thousands)
Within 1 year$205,0004.27%$240,0004.34%
Over 1 year to 2 years——20,0004.15
Total FHLB advances$205,0004.27%$260,0004.33%

The Bank also has an available $500 thousand line-of-credit with the FHLB at an interest rate that adjusts daily. There wereno advances outstanding under this line-of-credit at March 31, 2026 and December 31, 2025. All borrowings from the FHLB are secured by a blanket lien on the Company’s residential real estate loans and certain commercial real estate loans in accordance with the FHLB’s policy requirements for qualified collateral.

The Bank also has$25.0 millionin available lines-of-credit with correspondent banks. There wereno advances outstanding under these lines-of-credit at March 31, 2026 and December 31, 2025.

The Bank has agreements with the Federal Reserve Bank of Boston for borrowings at the discount window and through the borrower-in-custody program. The terms of these agreements call for the pledging of assets as security for all obligations of the Bank under these agreements (See Note 4). At March 31, 2026 and December 31, 2025, there wereno borrowings outstanding under either agreement.

NOTE 9. SUBORDINATED DEBT

On May 17, 2022, the Company (as successor to Assabet Valley Bancorp) issued$28.0 million of subordinated debt to institutional investors. The subordinated debt is unsecured and subordinated on liquidation as to principal and interest to all claims against the Company that have the same or higher priority as deposit accounts. The subordinated debt is included in capital of the Bank. At the Company, the subordinated debt is classified as a liability but included in Tier 2 capital for regulatory capital. The Company used the subordinated debt to infuse capital into the Bank in the form of common equity to support capital levels and further growth and for general corporate purposes.

The subordinated debt is payable in full by June 2032; earlier prepayment is permitted after five years. Interest is paid semi-annually at a fixed rate of 4.50% until June 1, 2027 and thereafter the interest rate resets quarterly to an interest rate per annum equal to the then current three-month SOFR (provided, however, that in the event three-month SOFR is less than zero, three-month SOFR shall be deemed to be zero) plus 167 basis points. For both the three months ended March 31, 2026 and March 31, 2025, contractual interest expense on the subordinated debt amounted to $315 thousand. For both thethree months ended March 31, 2026 and March 31, 2025, amortization of debt issuance costs was $37 thousand. The recorded balance of this debt, net of debt issuance costs, was $27.9 million and $27.8 million at March 31, 2026 and December 31, 2025, respectively.

NOTE 10. OTHER COMMITMENTS AND CONTINGENCIES

Leases

The Company has leases pertaining to bank premises and vehicles with remaining lease terms of 3 to 14 years, some of which include renewal or termination options to extend the lease. Most of the Company’s leases are classified as operating leases. Lease expense for the operating leases is recognized on a straight-line basis over the lease term. Right-of-use ("ROU") assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.

The following table represents the classification of the Company’s ROU assets and lease liabilities on the consolidated balance sheets:

(In thousands) · March 31, 2026 · December 31, 2025
Lease right-of-use assets:
Operating leasesPremises and equipment, net$5,047$5,163
Finance leasesPremises and equipment, net440445
Total lease right-of-use assets$5,487$5,608
Lease liabilities:
Operating leasesAccrued expenses and other liabilities$5,193$5,297
Finance leasesAccrued expenses and other liabilities387397
Total lease liabilities$5,580$5,694

The Company uses its incremental borrowing rate at lease commencement to calculate the present value of lease payments when the rate implicit in a lease is not known. The Company’s incremental borrowing rate is based on the FHLB amortizing advance rate, adjusted for the lease term and other factors. The following table presents the weighted average remaining lease term and the weighted average discount rate:

March 31, 2026December 31, 2025
Weighted-average remaining lease term (in years)
Operating leases9.7110.01
Finance leases7.257.58
Weighted-average discount rate
Operating leases liabilities6.47%6.47%
Finance lease liabilities4.00%4.00%

The following table presents the components of lease expense for operating leases:

Three Months Ended March 31,
(In thousands)20262025
Operating lease expense:
Operating lease cost$199$202
Variable lease cost76
Total lease cost, net$206$208

The following table presents the components of lease expense for finance leases:

Three Months Ended March 31,
(In thousands)20262025
Finance lease expense:
Amortization of right-of-use asset$5$5
Interest on lease liabilities44
Total lease cost, net$9$9

Supplemental cash flow information related to leases was as follows:

Three Months Ended March 31,
(In thousands)20262025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$186$200
Operating cash flows from finance leases109
Financing cash flows from finance leases44

Future undiscounted lease payments for operating leases with initial terms of one year or more as of March 31, 2026 are as follows:

(In thousands)Operating LeasesFinance Leases
2026$564$42
202776557
202877859
202976560
203067362
Thereafter3,363168
Total undiscounted lease payments$6,908$448
Less: imputed interest1,71561
Net lease liabilities$5,193$387

Employment Agreements

The Company has entered into employment agreements with certain executives. The agreements generally provide for specified minimum levels of annual compensation and benefits for a certain period of time. In addition, the agreements provide for specified lump sum payments and the continuation of benefits upon certain events of termination, as defined in the agreements.

Litigation

The Company is involved in various legal proceedings arising in the normal course of business, none of which is believed by management to have merit. Based on the advice of legal counsel, management believes that these matters are not material to the consolidated financial condition or results of operations of the Company.

Financial Instruments with Off-Balance-Sheet Risk

The Company 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. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the accompanying consolidated balance sheets.

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

Off-balance-sheet financial instruments whose contract amounts represent credit risk include the following:

(In thousands)March 31, 2026December 31, 2025
Unadvanced lines of credit$251,130$258,739
Unadvanced construction loans32,94327,799
Residential mortgage loan commitments4,2583,976
Commercial and mortgage loan commitments89,70451,947
Standby letters of credit4,1284,726
Total$382,163$347,187

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. Since some of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained upon extension of the credit is based on management’s credit evaluation of the customer.

Collateral held varies but may include residential real estate, inventory, property, plant and equipment, and income-producing commercial real estate.

Letters-of-credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Substantially all letters-of-credit have expiration dates within one year. The credit risk involved in issuing letters-of-credit is essentially the same as that involved in extending loan facilities to customers. The Company fully collateralized those commitments for which collateral is deemed necessary.

NOTE 11. MINIMUM REGULATORY CAPITAL REQUIREMENTS

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. Prompt corrective action provisions are not applicable to bank holding companies.

The regulations require minimum ratios of total capital, common equity Tier 1 capital and Tier 1 capital to risk-weighted assets and a minimum leverage ratio for all banking organizations as set forth in the following table. Additionally, community banking institutions must maintain a capital conservation buffer of common equity Tier 1 capital in an amount greater than 2.5% of total risk-weighted assets to avoid being subject to limitations on capital distributions and discretionary bonuses. At March 31, 2026, the Bank exceeded each of the applicable regulatory capital requirements including the capital conservation buffer.

As of March 31, 2026 and December 31, 2025, the most recent notification from the FDIC categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To remain categorized as well capitalized, the Bank must maintain minimum Total Risk-Based Capital, Common Equity Tier 1 Risk-based, Tier 1 Risk-based, and Tier 1 Leverage Ratios as set forth in the following table. There are no conditions or events since the notification that management believes have changed the Bank’s category.

The Company’s and the Bank’s actual capital amounts and ratios as of March 31, 2026 and December 31, 2025 are presented in the following tables:

ActualMinimum CapitalRequirementMinimum To BeWell CapitalizedUnder PromptCorrective ActionProvisions
(Dollars in thousands)AmountRatioAmountRatioAmountRatio
Company
Total Risk-Based Capital:$436,41519.7%$176,7918.0%N/AN/A
Common Equity Tier 1 Risk-Based Capital384,88017.499,4454.5N/AN/A
Tier 1 Risk-Based Capital:384,88017.4132,5936.0N/AN/A
Tier 1 Leverage Capital:384,88013.788,3954.0N/AN/A
Bank
Total Risk-Based Capital:$356,40216.3%$175,3058.0%$219,13110.0%
Common Equity Tier 1 Risk-Based Capital332,71815.298,6094.5142,4356.5
Tier 1 Risk-Based Capital:332,71815.2131,4796.0175,3058.0
Tier 1 Leverage Capital:332,71811.987,6524.0109,5665.0
ActualMinimum CapitalRequirementMinimum To BeWell CapitalizedUnder PromptCorrective ActionProvisions
(Dollars in thousands)AmountRatioAmountRatioAmountRatio
Company
Total Risk-Based Capital:$430,41419.7%$175,1248.0%N/AN/A
Common Equity Tier 1 Risk-Based Capital379,88817.498,5074.5N/AN/A
Tier 1 Risk-Based Capital:379,88817.4131,3436.0N/AN/A
Tier 1 Leverage Capital:379,88813.887,5624.0N/AN/A
Bank
Total Risk-Based Capital:$349,16015.9%$176,2328.0%$220,29010.0%
Common Equity Tier 1 Risk-Based Capital326,44814.899,1304.5143,1886.5
Tier 1 Risk-Based Capital:326,44814.8132,1746.0176,2328.0
Tier 1 Leverage Capital:326,44811.988,1164.0110,1455.0

The Bank may not declare or pay a dividend if the total of all dividends declared during the calendar year, including the proposed dividend, exceeds the sum of the Bank’s net income during the current calendar year and the retained net income of the prior two calendar years, unless the dividend has been approved by the FDIC and the Massachusetts Division of Banks.

NOTE 12. ACCUMULATED OTHER COMPREHENSIVE LOSS

Components of accumulated other comprehensive loss are as follows:

(In thousands)March 31,2026December 31,2025
Net unrealized loss on securities available for sale$(17,462)$(16,113)
Tax effect3,8653,565
Net loss on swaps(78)(391)
Tax effect22110
Accumulated other comprehensive loss$(13,653)$(12,829)

NOTE 13. EMPLOYEE BENEFIT PLANS

401(k) Plan

The Company offers a 401(k) Plan to employees. Employees may contribute a percentage of their compensation subject to certain limits based on federal tax laws. The Company makes 401(k) Plan matching contributions equal to 100% of the first 5% of an employee’s compensation contributed to the Plan. For thethree months ended March 31, 2026 and 2025, expense attributable to the 401(k) Plan amounted to $441 thousand and $475 thousand, respectively.

Director and Executive Retirement Plans

The Company has adopted retirement benefit plans for the benefit of all members of the Board of Trustees of the Company and certain senior executives. Benefits are being accrued over the directors’ and executives’ required service periods. At March 31, 2026 and December 31, 2025, the Company has accrued $9.1 million and $8.9 million, respectively, related to these plans. For the three months ended March 31, 2026 and 2025, expenses related to these plans amounted to$226 thousand and $552 thousand, respectively.

Incentive Compensation Plan

The Company has an Employee Bonus and Management Incentive Compensation Plan (the “Bonus Plan”) in which employees are eligible to participate. The Bonus Plan provides for awards based on a combination of Company and individual performance objectives being met subject to the approval of the Board of Directors. For the three months ended March 31, 2026 and 2025, the amount charged to expense under the Bonus Plan amounted to $1.2 million and $830 thousand, respectively.

Employee Stock Ownership Plan

As part of the Initial Public Offering ("IPO") completed on July 31, 2025, the Bank established a tax-qualified Employee Stock Ownership Plan ("ESOP") to provide eligible employees the opportunity to own Company shares. The ESOP borrowed $16.1 million from the Company to purchase 1,606,100 common shares in the IPO. The loan is payable in annual installments over 20 years. As the loan is repaid to the Company, shares are released and allocated proportionally to eligible participants on the basis of each participant’s proportional share of compensation relative to the compensation of all participants. The unallocated ESOP shares are pledged as collateral on the loan.

The Company accounts for its ESOP in accordance with FASB Accounting Standards Codification ("ASC") 718-40, Compensation – Stock Compensation. Under this guidance, unreleased shares are deducted from shareholders’ equity as unearned ESOP shares in the accompanying consolidated balance sheets.

The Company recognizes compensation expense equal to the fair value of the ESOP shares during the periods in which they are committed to be released. To the extent that the fair value of the Company’s ESOP shares differs from the cost of such shares, the difference will be credited or debited to shareholders' equity. As the loan is internally leveraged, the loan receivable from the ESOP to the Company is not reported as an asset nor is the debt of the ESOP shown as a liability on the Company’s consolidated balance sheets.

For the three months ended March 31, 2026, the Company recognized$359 thousandof compensation expense related to the ESOP. The following table presents share information held by the ESOP:

(Dollars in thousands)March 31, 2026December 31, 2025
Allocated shares80,305—
Shares committed to be released20,07680,305
Unallocated shares1,505,7191,525,795
Total shares1,606,1001,606,100
Fair value of unallocated shares$29,617$25,649

NOTE 14. FAIR VALUE MEASUREMENTS

The Company determines the fair value of its instruments based on the requirements established in the Accounting Standards Codification Topic 820: Fair Value Measurements (“ASC 820”), which provides a framework for measuring fair value under U.S. GAAP and requires an entity to maximize the use of observable inputs when measuring fair value. ASC 820 defines fair value as the exit price, the price that would be received for an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date under current market conditions. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument.

ASC 820 establishes a hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The Company groups assets and liabilities which are recorded at fair value in three levels, based on the markets in which the assets and liabilities are traded, and the reliability of the assumptions used to determine fair value. The fair value hierarchy is as follows:

Level 1 –Quoted prices (unadjusted) in active markets for identical assets or liabilities. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.
Level 2 –Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liability. An adjustment to a Level 2 input that is significant to the fair value measurement in its entirety might render the measurement into a Level 3 measurement, depending on the level in the fair value hierarchy within which the inputs used to determine the adjustment fall.
Level 3 –Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the asset or liability. Level 3 assets or liabilities include financial instruments whose value is determined using unobservable inputs to pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

The following methods and assumptions are used by the Company in estimating its fair value measurements:

Securities – Securities represent securities available for sale. Fair value measurements are obtained from a third-party pricing service and are not adjusted by management. The securities measured at fair value in Level 2 are based on pricing models that consider standard observable input factors such as benchmark yields, interest rate volatilities, broker/dealer quotes, credit spreads and new issue data for debt securities.

MSRs – The Company accounts for MSRs at fair value. The Company obtains loan level valuations from independent third parties to determine the fair value of servicing rights. The Company classifies MSRs as recurring Level 2.

Interest rate swaps – The fair value of derivative arrangements is estimated by the Company using a third- party derivative valuation expert who relies on Level 2 inputs, namely interest cash flow models to determine a fair value by calculating a settlement termination value with the counterparty.

Individually analyzed loans - Certain individually analyzed loans were adjusted to the fair value, less costs to sell, of the underlying collateral securing these loans resulting in losses. The loss is not recorded directly as an adjustment to current earnings, but rather as a component in determining the ACL. Fair value was measured using appraised values of collateral and adjusted as necessary by management based on unobservable Level 3 inputs for specific properties. The ACL calculated for the collateral-based individually analyzed loans outstanding at March 31, 2026 and December 31, 2025 was $1.1 million and $805 thousand, respectively.

Loans held for sale – Loans held for sale are carried at the lower of cost or fair value, which is evaluated on a pool-level basis. The fair value of loans held for sale is determined using quoted prices for similar assets, adjusted for specific attributes of that loan or other observable market data. Management has estimated fair values of loans held for sale using Level 2 inputs.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below:

(In thousands)Level 1Level 2Level 3Total FairValue
Assets
Securities
Debt securities$—$295,924$—$295,924
MSRs—3,086—3,086
Interest rate swaps—5,791—5,791
Total assets$—$304,801$—$304,801
Liabilities
Interest rate swaps$—$5,869$—$5,869
Total liabilities$—$5,869$—$5,869
(In thousands)Level 1Level 2Level 3Total FairValue
Assets
Securities
Debt securities$—$269,139$—$269,139
MSRs—3,033—3,033
Interest rate swaps—5,958—5,958
Total assets$—$278,130$—$278,130
Liabilities
Interest rate swaps$—$6,349$—$6,349
Total liabilities$—$6,349$—$6,349

Assets Measured at Fair Value on a Non-recurring Basis

The Company may also be required, from time to time, to measure certain other assets at fair value on a nonrecurring basis in accordance with U.S. GAAP. These adjustments to fair value usually result from application of lower-of-cost-or-market accounting or write-downs of individual assets. There areno liabilities measured at fair value on a non-recurring basis at March 31, 2026 or December 31, 2025.

The following table summarizes the fair value hierarchy used to determine each adjustment and the carrying value of the related individual assets:

(In thousands)Level 1Level 2Level 3Total FairValue
Assets
Individually analyzed loans$—$—$6,503$6,503
Loans held for sale—188—188
Total$—$188$6,503$6,691
(In thousands)Level 1Level 2Level 3Total FairValue
Assets
Individually analyzed loans$—$—$6,873$6,873
Loans held for sale—400—400
Total$—$400$6,873$7,273

There were no transfers between levels during the three months ended March 31, 2026.

Fair Value of Financial Instruments

FASB ASC 825, “Financial Instruments”, requires disclosures of fair value information about financial instruments, whether or not recognized in the balance sheet, if the fair values can be reasonably determined. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques using observable inputs when available. Those techniques are significantly affected but the assumptions used, including discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. ASC 825 excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.

The carrying amounts and estimated fair values of the Company’s consolidated financial instruments as of the balance sheet dates were as follows:

(In thousands)CarryingAmountFairValueLevel 1Level 2Level 3
Financial assets:
Cash and due from banks$93,024$93,024$93,024$—$—
Securities available for sale295,924295,924—295,924—
Securities held to maturity13,00012,607—12,607—
Federal Home Loan Bank stock9,8179,817—9,817—
Loans, net2,261,7942,163,816——2,163,816
Loans held for sale188188—188—
Accrued interest receivable8,6838,683—8,683—
Bank-owned life insurance46,92946,929—46,929—
MSRs3,0863,086—3,086—
Financial liabilities:
Deposits, other than certificates of deposit1,820,3051,820,305—1,820,305—
Certificates of deposit325,855324,988—324,988—
Federal Home Loan Bank advances205,000205,392—205,392—
Subordinated debt27,85225,385—25,385—
Accrued interest payable1,6431,643—1,643—
(In thousands)CarryingAmountFairValueLevel 1Level 2Level 3
Financial assets:
Cash and due from banks$145,454$145,454$145,454$—$—
Securities available for sale269,139269,139—269,139—
Securities held to maturity13,00012,601—12,601—
Federal Home Loan Bank stock11,80111,801—11,801—
Loans, net2,276,4482,155,617——2,155,617
Loans held for sale400400—400—
Accrued interest receivable8,5378,537—8,537—
Bank-owned life insurance36,66036,660—36,660—
MSRs3,0333,033—3,033—
Financial liabilities:
Deposits, other than certificates of deposit1,805,6311,805,631—1,805,631—
Certificates of deposit322,652322,172—322,172—
Federal Home Loan Bank advances260,000260,687—260,687—
Subordinated debt27,81525,242—25,242—
Accrued interest payable1,5051,505—1,505—

The following methods and assumptions were used to estimate the fair value of financial instruments:

Cash and cash equivalents – The carrying amount of these items is a reasonable estimate of their fair value. Cash and cash equivalents are reported in the Level 1 fair value category.

Securities available for sale and held to maturity – Securities are primarily priced using model pricing based on the securities’ relationship to other benchmark quoted prices as provided by an independent third-party and are considered a Level 2 input method.

Federal Home Loan Bank Stock – The fair value is based upon the par value of the stock that equates to its carrying value and are reported in the Level 2 fair value category.

Loans – Fair value for these instruments is calculated using FASB’s exit pricing guidelines and are considered Level 3.

Accrued interest receivable – The carrying amount approximates fair value for these instruments and are reported in the Level 2 category.

Bank-owned life insurance (BOLI) – BOLI is carried at net cash surrender value of the policies which approximates fair value since that is the approximate liquidation value of these assets. BOLI is reported in the Level 2 fair value category.

MSRs –MSRs are accounted for at fair value. The Company obtains loan level valuations from independent third parties to determine the fair value of servicing rights. MSRs are considered Level 2.

Deposits – The fair value of deposits with no stated maturity date, such as noninterest-bearing demand deposits, savings, NOW, and money market accounts, is based on the carrying value. The fair value of certificates of deposit is based upon the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar maturities. Deposits are reported in the Level 2 fair value category.

Federal Home Loan Bank advances – Fair value is estimated based on discounted cash flows using current market rates for borrowings with similar terms and are considered Level 2.

Subordinated debt - Fair value is estimated based on discounted cash flows using current market rates for borrowings with similar terms and are considered Level 2.

Accrued interest payable – The carrying amount approximates fair value for these instruments and are reported in the Level 2 category.

NOTE 15. EARNINGS PER SHARE

Basic earnings per share ("EPS") represents net income available to common shareholders divided by the weighted-average number of common shares outstanding during the year. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common shares (such as stock options) were exercised or converted into additional common shares that would then share in the earnings of the entity. Diluted EPS is computed by dividing net income attributable to common shareholders by the weighted-average number of common shares outstanding for the year, plus the effect of potential dilutive common share equivalents computed using the treasury stock method. There wereno securities that had a dilutive effect during the three months ended March 31, 2026, and therefore the weighted-average common shares outstanding used to calculate both basic and diluted EPS are the same. Unallocated ESOP shares are not deemed outstanding for earnings per share calculations. Earnings per share data is not applicable for the three months ended March 31, 2025 as the Company hadno shares outstanding.

(Dollars in thousands, except per share data)Three Months Ended March 31, 2026
Net income$5,996
Average number of common shares outstanding20,076,250
Less: average unallocated ESOP shares1,518,880
Average number of basic and diluted shares outstanding18,557,370
Earnings per common share:
Basic$0.32
Diluted$0.32
ContentsView on SEC.gov

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