Bank of Marin Bancorp
For the period ended Sep 30, 2025. Filed Nov 7, 2025.
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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.
Sep 30, 2025 · Filed Nov 7, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2025
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________________ to __________________
Commission File Number 001-33572
Bank of Marin Bancorp
(Exact name of Registrant as specified in its charter)
| California | 20-8859754 | |||
|---|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) | |||
| 504 Redwood Blvd. | Suite 100 | Novato | CA | 94947 |
| (Address of principal executive office) | (Zip Code) | |||
Registrant’s telephone number, including area code:(415)763-4520
Not Applicable
(Former name, former address and formal fiscal year, if changed since last report)
| Securities registered pursuant to 12(b) of the Act: | ||
|---|---|---|
| Title of each class | Trading symbol | Name of each exchange on which registered |
| Common stock, no par value | BMRC | The Nasdaq Stock Market |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☒ |
|---|---|---|---|
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| Emerging growth company | ☐ | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes☐ No☒
As of October 31, 2025, therewere 16,094,686 shares of common stock outstanding.
TABLE OF CONTENTS
| PART I | FINANCIAL INFORMATION | 3 |
|---|---|---|
| ITEM 1. | Financial Statements (Unaudited) | 3 |
| Consolidated Statements of Condition | 3 | |
| Consolidated Statements of Comprehensive Income | 4 | |
| Consolidated Statements of Changes in Stockholders' Equity | 5 | |
| Consolidated Statements of Cash Flows | 6 | |
| Notes to Consolidated Financial Statements | 7 | |
| ITEM 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 32 |
| ITEM 3. | Quantitative and Qualitative Disclosure about Market Risk | 50 |
| ITEM 4. | Controls and Procedures | 51 |
| PART II | OTHER INFORMATION | 52 |
| ITEM 1. | Legal Proceedings | 52 |
| ITEM 1A. | Risk Factors | 52 |
| ITEM 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 52 |
| ITEM 3. | Defaults Upon Senior Securities | 53 |
| ITEM 4. | Mine Safety Disclosures | 53 |
| ITEM 5. | Other Information | 53 |
| ITEM 6. | Exhibits | 54 |
| SIGNATURES | ||
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