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CHEMUNG FINANCIAL CORP

For the period ended Mar 31, 2026. Filed May 7, 2026.

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About this filing

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 7, 2026

CHMG$84.75-0.2%Stored close · as of Nov 6, 2026

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Notes to Unaudited Consolidated Financial Statements

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

The Corporation, through its wholly-owned subsidiaries, the Bank and CFS, provides a wide range of banking, financing, fiduciary, and other financial services to its clients. The Corporation and the Bank are subject to the regulations of certain federal and state agencies and undergo periodic examinations by those regulatory authorities.

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in conformity with GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 8 of Regulation S-X of the Exchange Act. These financial statements include the accounts of the Corporation and its subsidiaries, and all significant intercompany balances and transactions are eliminated in consolidation.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions based on available information. These estimates and assumptions affect the amounts reported in the financial statements and disclosures provided, and actual results could differ. In the opinion of management, all adjustments (consisting of normal recurring adjustments) and disclosures necessary for the fair presentation of the accompanying consolidated financial statements have been included. The unaudited consolidated financial statements should be read in conjunction with the Corporation's 2025 Annual Report on Form 10-K for the year ended December 31, 2025. The results of operations for any interim periods are not necessarily indicative of the results which may be expected for the entire year or any other period.

Reclassifications

Amounts in the prior year financial statements are reclassified whenever necessary to conform to the current year's presentation.

Accounting Standards Pending Adoption

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), which will require enhanced disaggregation of certain expense categories in the notes to the financial statements. The standard is effective for public business entities for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Corporation is evaluating the impact the standard will have on its disclosures and expects to provide additional disclosures upon adoption.

NOTE 2 EARNINGS PER COMMON SHARE

Basic earnings per share is calculated using the two-class method, which is net income available to common shareholders divided by the weighted average number of common shares outstanding during the period, excluding participating securities. All outstanding unvested share-based payment awards, including those related to directors' and employee stock awards, contain rights to non-forfeitable dividends and are considered participating securities for this calculation. Restricted stock awards are grants of participating securities and are considered outstanding at grant date. There were no dilutive securities issuable or outstanding for the three month periods ended March 31, 2026 and 2025, respectively.

The calculation of basic earnings per share for the three month periods ended March 31, 2026 and 2025 is shown below (in thousands, except share and per share data):

For the Three Months Ended
March 31, 2026March 31, 2025
Net income$9,199$6,023
(Less) allocation of earnings & dividends to participating securities(117)(75)
Net income available to common shareholders$9,082$5,948
Weighted average common shares outstanding4,824,8214,790,880
(Less) participating securities(61,316)(59,599)
Weighted average number of shares outstanding used in the calculation of basic earnings per share4,763,5054,731,281
Basic earnings per common share$1.91$1.26

NOTE 3 SECURITIES

The following tables present the amortized cost and estimated fair value of securities available for sale as of March 31, 2026 and December 31, 2025 (in thousands):

Amortized CostGross Unrealized GainsGross Unrealized LossesAllowance for Credit LossesEstimated Fair Value
Mortgage-backed securities, residential$290,415$62$44,795$—$245,682
Collateralized mortgage obligations2,984—81—2,903
Obligations of states and political subdivisions10,020—457—9,563
Corporate bonds and notes18,750—1,580—17,170
Total$322,169$62$46,913$—$275,318
Amortized CostGross Unrealized GainsGross Unrealized LossesAllowance for Credit LossesEstimated Fair Value
Mortgage-backed securities, residential295,5957645,296—250,375
Collateralized mortgage obligations2,990—59—2,931
Obligations of states and political subdivisions10,553—243—10,310
Corporate bonds and notes18,750—1,768—16,982
Total$327,888$76$47,366$—$280,598

The following tables present the amortized cost and estimated fair value of securities held to maturity as of March 31, 2026 and December 31, 2025 (in thousands):

Amortized CostUnrecognized GainsUnrecognized LossesAllowance for Credit LossesEstimated Fair Value
Obligations of states and political subdivisions$640$—$—$—$640
Amortized CostUnrecognized GainsUnrecognized LossesAllowance for Credit LossesEstimated Fair Value
Obligations of states and political subdivisions$640$—$—$—$640

There were no proceeds from sales and calls of securities resulting in gains or losses for the three month periods ended March 31, 2026 and 2025.

The amortized cost and estimated fair value of debt securities are shown below by contractual maturity (in thousands). Expected maturities may differ from contractual maturities if borrowers have 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
AmortizedCostFairValueAmortizedCostFairValue
Within one year$466$463$—$—
After one, but within five years2,5732,375160160
After five, but within ten years25,58123,755480480
After ten years150140——
28,77026,733640640
Mortgage-backed securities, residential290,415245,682——
Collateralized mortgage obligations2,9842,903——
Total$322,169$275,318$640$640

Securities pledged as of March 31, 2026 and December 31, 2025 had a carrying value of $209.0 million and $178.2 million respectively, and were pledged to secure public deposits.

The following tables summarize the investment securities available for sale with unrealized losses as of March 31, 2026 and December 31, 2025 by aggregated major security type and length of time in a continuous unrealized loss position (in thousands):

Less than 12 months12 months or longerTotal
March 31, 2026Fair ValueUnrealized LossesFair ValueUnrealized LossesFair ValueUnrealized Losses
Mortgage-backed securities, residential$—$—$240,646$44,795$240,646$44,795
Collateralized mortgage obligations2,90381——2,90381
Obligations of states and political subdivisions2,537687,0263899,563457
Corporate bonds and notes——16,1701,58016,1701,580
Total$5,440$149$263,842$46,764$269,282$46,913
Less than 12 months12 months or longerTotal
December 31, 2025Fair ValueUnrealized LossesFair ValueUnrealized LossesFair ValueUnrealized Losses
Mortgage-backed securities, residential$—$—$245,329$45,296$245,329$45,296
Collateralized mortgage obligations2,93159——2,93159
Obligations of states and political subdivisions——9,8452439,845243
Corporate bonds and notes9841615,9981,75216,9821,768
Total$3,915$75$271,172$47,291$275,087$47,366

Assessment of Available for Sale Debt Securities for Credit Risk

Management assesses the decline in fair value of investment securities on a regular basis. Unrealized losses on debt securities may occur from current market conditions, increases in interest rates since the time of purchase, a structural change in an investment, volatility in earnings of a specific issuer, or deterioration in credit quality of the issuer. Management evaluates both qualitative and quantitative factors to assess whether potential credit losses exist. The following is a discussion of the credit quality characteristics of portfolio segments carrying material unrealized losses as of March 31, 2026.

Oblig ations of U.S. Governmental agencies and sponsored enterprises:

As of March 31, 2026, the majority of the Corporation’s unrealized losses in available for sale investment securities related to mortgage-backed securities, issued by government-sponsored entities and agencies. Unrealized losses attributable to mortgage-backed securities were 95.5% of total unrealized losses on available for sale securities as of March 31, 2026. Declines in fair value were attributable to changes in interest rates, not credit quality. The Corporation does not have the intent, and is not likely to be required, to sell these securities prior to anticipated recovery. Due to affiliations with U.S. governmental agencies and or enterprises, the Corporation considers these obligations to carry zero loss estimates, and has not recorded an allowance for credit losses as of March 31, 2026.

Corporate bonds and notes:

The Corporation's corporate bonds and notes portfolio is comprised of subordinated debt issues of community and regional banks. Unrealized losses attributable to corporate bonds and notes were 3.4% of total unrealized losses on available for sale securities as of March 31, 2026. Management considers the credit quality of these investments on an individual basis. Management reviewed the collectability of these securities, taking into consideration such factors as the financial condition of issuers, reported regulatory capital ratios of issuers, and credit ratings when available, among other pertinent factors. All corporate bond debt securities continue to accrue interest and make payments as expected with no defaults or deferrals on the part of the issuers. The decreases in fair value were attributable to changes in interest rates. Therefore, the Corporation considers the potential credit risk of these issuers to be immaterial, and has not recorded an allowance for credit losses as of March 31, 2026.

Equity Investments

The Corporation holds a non-qualified deferred compensation plan to allow a select group of management and employees the opportunity to defer all or a portion of their annual compensation, and treats assets held under this plan as equity investments. As of both March 31, 2026 and December 31, 2025, the fair value of investments held in relation to the deferred compensation plan was $3.2 million. The Corporation also held $0.6 million of marketable securities as equity investments as of both March 31, 2026 and December 31, 2025.

NOTE 4 LOANS AND ALLOWANCE FOR CREDIT LOSSES

The composition of the loan portfolio, net of deferred origination fees and costs, is summarized as follows (in thousands):

March 31, 2026December 31, 2025
Commercial and industrial$323,274$324,185
Commercial real estate:
Construction123,261120,418
Owner occupied commercial real estate177,648178,620
Non-owner occupied commercial real estate1,162,3581,110,689
Residential mortgages285,990286,885
Consumer loans:
Home equity lines and loans111,364109,723
Indirect consumer loans121,793132,699
Direct consumer loans6,0176,342
Total loans, net of deferred loan fees and costs2,311,7052,269,561
Allowance for credit losses(24,890)(24,209)
Loans, net$2,286,815$2,245,352

The Corporation's concentrations of credit risk by loan type are reflected in the preceding table. The concentrations of credit risk with standby letters of credit, committed lines of credit, and commitments to originate new loans generally follow the loan classifications in the table above.

Accrued interest receivable on loans totaled $9.0 million as of March 31, 2026 and $8.9 million as of December 31, 2025, and is included in the accrued interest receivable and other assets line item on the Corporation's Consolidated Balance Sheets, and is excluded from the amortized cost basis of loans and estimate of the allowance for credit losses, as presented in this Note. Deferred loan costs, net of deferred loan fees, included in the amortized cost basis of loans as presented in this Note, totaled $3.8 million as of March 31, 2026 and $4.1 million as of December 31, 2025.

As of March 31, 2026, loans held for sale included $2.3 million in commercial credit card balances and $0.4 million in residential mortgages. Loans held for sale are excluded from the amortized cost basis of loans, as presented in this Note.

The following tables present the activity in the allowance for credit losses by portfolio segment for the three month periods ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31, 2026
Allowance for credit lossesCommercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotal
Beginning balance, January 1, 2026$4,524$14,363$2,788$2,534$24,209
Charge-offs(1)(310)—(427)(738)
Recoveries677129125832
Net recoveries (charge-offs)676(309)29(302)94
Provision (1)(861)1,589(420)279587
Ending balance, March 31, 2026$4,339$15,643$2,397$2,511$24,890

(1)Additional provision related to off-balance sheet exposure was $14 thousand for the three months ended March 31, 2026.

Three Months Ended March 31, 2025
Allowance for credit lossesCommercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotal
Beginning balance, January 1, 2025$4,520$11,214$2,259$3,395$21,388
Charge-offs(5)——(393)(398)
Recoveries415126136
Net recoveries (charge-offs)(1)15(267)(262)
Provision (1)634874209(321)1,396
Ending balance, March 31, 2025$5,153$12,089$2,473$2,807$22,522

(1)Additional provision related to off-balance sheet exposure was a $304 thousand credit for the three months ended March 31, 2025.

The Corporation performs an annual update to the loss drivers used in modeling its estimate of the allowance for credit losses. Annual updates for the model were completed during the three month periods ended March 31, 2026 and 2025.

Unfunded Commitments

The allowance for credit losses on unfunded commitments represents amounts held against credit exposures which are not represented on the Consolidated Balance Sheets. The allowance is recognized as a liability, a component of other liabilities on the Consolidated Balance Sheets, with adjustments to the allowance recognized in the provision for credit losses line item on the Consolidated Statements of Income.

The following table presents the activity in the allowance for credit losses on unfunded commitments for the three month periods ended March 31, 2026 and 2025 (in thousands):

For the Three Months Ended
Allowance for credit losses on unfunded commitmentsMarch 31, 2026March 31, 2025
Beginning balance$586$842
Provision for credit losses on unfunded commitments14(304)
Ending balance$600$538

The following table presents the provision for credit losses on loans and unfunded commitments for the three month periods ended March 31, 2026 and 2025 (in thousands):

For the Three Months Ended
Provision for credit lossesMarch 31, 2026March 31, 2025
Provision for credit losses on loans$587$1,396
Provision for credit losses on unfunded commitments14(304)
Total provision for credit losses$601$1,092

The following tables present the balance in the allowance for credit losses by portfolio segment, as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026
Allowance for credit lossesCommercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotal
Ending allowance balance attributable to loans:
Individually analyzed$750$1,236$—$—$1,986
Collectively analyzed3,58914,4072,3972,51122,904
Total ending allowance balance$4,339$15,643$2,397$2,511$24,890
December 31, 2025
Allowance for credit lossesCommercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotals
Ending allowance balance attributable to loans:
Individually analyzed$641$506$—$—$1,147
Collectively analyzed3,88313,8572,7882,53423,062
Total ending allowance balance$4,524$14,363$2,788$2,534$24,209

The following tables present the amortized cost basis of loans by portfolio segment, as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026
Amortized cost basis of loans:Commercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotal
Individually analyzed$800$2,711$—$317$3,828
Collectively analyzed322,4741,460,556285,990238,8572,307,877
Total ending loans balance$323,274$1,463,267$285,990$239,174$2,311,705
December 31, 2025
Amortized cost basis of loans:Commercial and IndustrialCommercial Real EstateResidential MortgagesConsumer LoansTotal
Individually analyzed$693$3,167$—$327$4,187
Collectively analyzed323,4921,406,560286,885248,4372,265,374
Total ending loans balance$324,185$1,409,727$286,885$248,764$2,269,561

Modifications to Loans Made to Borrowers Experiencing Financial Difficulty

The Corporation may occasionally make modifications to loans where the borrower is considered to be experiencing financial difficulty, and which may require disclosure in accordance with Financial Instruments-Credit Losses (Topic 326)-Troubled Debt Restructurings and Vintage Disclosures. Types of modifications considered under ASU 2022-02 include principal reductions, interest rate reductions, term extensions, significant payment delays, or a combination thereof.

The following table summarizes the amortized cost basis of loans modified during the three month period ended March 31, 2026 (in thousands):

Three Months Ended March 31, 2026
Loans modified under ASU 2022-02:Principal ReductionInterest Rate ReductionTerm ExtensionPayment DelayCombinationTotal(%) of Loan Class (1)
Commercial and industrial$—$—$119$—$—$1190.04%
Total$—$—$119$—$—$119

(1)Represents amortized cost basis of loans modified during the period as a percentage of the period-end loan balances by class.

There were no loan modifications to borrowers experiencing financial difficulty during three month period ended March 31, 2025.

The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty during three month period ended March 31, 2026 (in thousands):

Three Months Ended March 31, 2026
Effect of loan modifications under ASU 2022-02:Principal Reduction (in thousands)Weighted-average interest rate reduction (%)Weighted-average term extension (in months)Weighted-average payment delay (in months)
Commercial and industrial$——%36 months0 months

There wereno loans that experienced a payment default within twelve months of modification during the three month periods ended March 31, 2026 and 2025.

The Corporation had no outstanding commitments to lend additional amounts to borrowers for which modifications subject to ASU 2022-02 were made during the three month periods ended March 31, 2026 and 2025.

The Corporation monitors the performance of loans that have previously been modified under the guidance of ASU 2022-02 in order to gauge the effectiveness of modifications, and to determine the degree to which borrowers continue to demonstrate financial weakness following modification. The following tables present the performance of such loans that were modified in the twelve month periods preceding March 31, 2026 and March 31, 2025 (in thousands):

Twelve Months Ended March 31, 2026
Past Due Status of Modifications under ASU 2022-02:30-59 Days Past Due60-89 Days Past DueGreater Than 89 Days Past DueLoans Not Past DueTotal
Commercial and industrial$—$—$—$119$119
Commercial real estate:
Non-owner occupied commercial real estate———4,3424,342
Residential mortgages———160160
Total$—$—$—$4,621$4,621
Twelve Months Ended March 31, 2025
Past Due Status of Modifications under ASU 2022-02: · 30-59 Days Past Due · 60-89 Days Past Due · Greater Than 89 Days Past Due · Loans Not Past Due · Total
Commercial and industrial$—$—$—$367$367
Commercial real estate:
Owner occupied commercial real estate———374374
Residential mortgages——436436
Total$—$—$—$1,177$1,177

Collateral-Dependent Individually Analyzed Loans

As of March 31, 2026, the amortized cost basis of individually analyzed loans totaled $3.8 million, of which $1.0 million were considered collateral-dependent, and as of December 31, 2025, the amortized cost basis of individually analyzed loans totaled $4.2 million, of which $2.2 million were considered collateral-dependent. For collateral-dependent loans where the borrower is experiencing financial difficulty and repayment is likely to be substantially provided through the sale or operation of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date.

Certain assets held as collateral may be exposed to future deterioration in fair value, particularly due to changes in real estate markets or usage. The Corporation closely monitors trends in real estate values throughout its market area to determine whether collateral values, after appropriate discounting, are likely to be sufficient to extinguish existing borrower indebtedness.

The following table presents the amortized cost basis and related allowance for credit loss of individually analyzed loans considered to be collateral-dependent as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026December 31, 2025
Amortized Cost BasisRelated AllowanceAmortized Cost BasisRelated Allowance
Commercial and industrial (3)$49$—$50$—
Commercial real estate:
Owner occupied commercial real estate (1)15316294
Non-owner occupied commercial real estate (1) (2)5252101,167199
Consumer loans:
Home equity lines and loans (2)317—327—
Total$1,044$211$2,173$203

(1) Secured by commercial real estate.

(2) Secured by residential real estate.

(3) Secured by business assets.

The following table presents the amortized cost basis of nonaccrual loans without an associated allocation in the allowance for credit losses, total nonaccrual loans, and loans past due greater than 90 days and still accruing, by class of loan as of March 31, 2026 and December 31, 2025 (in thousands):

Nonaccrual with No Allowance for Credit LossesNonaccrualLoans Past Due 90 Days or More and Still Accruing
March 31, 2026December 31, 2025March 31, 2026December 31, 2025March 31, 2026December 31, 2025
Commercial and industrial$128$136$879$779$4$17
Commercial real estate:
Construction——————
Owner occupied commercial real estate153625154629——
Non-owner occupied commercial real estate22232,5592,538——
Residential mortgages1,6471,7531,6471,753——
Consumer loans:
Home equity lines and loans9661,0059661,005——
Indirect consumer loans1,3391,1171,3391,117——
Direct consumer loans83878387——
Total$4,338$4,746$7,627$7,908$4$17

There was an immaterial amount of interest income recognized on nonaccrual loans for the three month periods ended March 31, 2026 and 2025. Payments received on nonaccrual loans are generally applied to principal using the cost recovery method.

The following tables present the aging of the amortized cost basis of loans as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026
30 - 59 Days Past Due60 - 89 Days Past Due90 Days or More Past DueTotal Past DueLoans Not Past DueTotal
Commercial and industrial$1,945$24$8$1,977$321,297$323,274
Commercial real estate:
Construction————123,261123,261
Owner occupied commercial real estate103—97200177,448177,648
Non-owner occupied commercial real estate378—5259031,161,4551,162,358
Residential mortgages1,923386442,605283,385285,990
Consumer loans:
Home equity lines and loans823303221,175110,189111,364
Indirect consumer loans1,6763397212,736119,057121,793
Direct consumer loans139136,0046,017
Total$6,849$434$2,326$9,609$2,302,096$2,311,705
December 31, 2025
30 - 59 Days Past Due60 - 89 Days Past Due90 Days or More Past DueTotal Past DueLoans Not Past DueTotal
Commercial and industrial$817$55$36$908$323,277$324,185
Commercial real estate:
Construction————120,418120,418
Owner occupied commercial real estate105—96201178,419178,620
Non-owner occupied commercial real estate——2,5382,5381,108,1511,110,689
Residential mortgages1,2776939012,871284,014286,885
Consumer loans:
Home equity lines and loans747262491,022108,701109,723
Indirect consumer loans2,3126566163,584129,115132,699
Direct consumer loans23165446,2986,342
Total$5,281$1,446$4,441$11,168$2,258,393$2,269,561

Credit Quality Indicators

The Corporation establishes a risk rating at origination for all commercial loans. The primary factors considered in assigning risk ratings include, but are not limited to: historic and future debt service coverage, collateral position, operating performance, liquidity, leverage, payment history, management ability, and the customer’s industry. Commercial relationship managers monitor all loans in their respective portfolios for any changes in the borrower’s ability to service its debt and affirm the risk ratings for the loans at least annually.

For retail loans, which include residential mortgages, indirect and direct consumer loans, and home equity lines and loans, once a loan is properly approved and closed, the Corporation evaluates credit quality based upon loan repayment. Retail loans that have been modified subject to ASU 2022-02, but are otherwise performing, are assigned a risk rating of Special Mention, as defined below. Retail loans are not rated until they become 90 days past due, or are modified under ASU 2022-02.

The Corporation uses the risk rating system to identify criticized and classified loans. Commercial relationships within the criticized and classified risk ratings are analyzed quarterly. The Corporation uses the following definitions for criticized and classified loans (which are consistent with regulatory guidelines):

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 the institution’s credit position at some future date.

Substandard – Loans classified as substandard are inadequately protected by the current net worth and paying capability of the obligor or of the collateral pledged, if any. Loans so classified have a 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.

Commercial loans not meeting the criteria above to be considered criticized or classified, are considered to be pass rated loans. Loans listed as not rated are included in groups of homogeneous loans performing under terms of the loan notes.

Based on the analyses performed as of March 31, 2026, the amortized cost basis of loans by class, risk category, and vintage, as well as gross charge-offs by class and vintage for the three month period ended March 31, 2026, were as follows (in thousands):

Term Loans Amortized Cost by Origination Year · Revolving Loans Amortized Cost · Revolving Loans Converted to Term · Total
2026 · 2025 · 2024 · 2023 · 2022 · Prior
Commercial & industrial
Pass$8,829$49,999$20,079$21,651$24,551$27,146$135,058$2,404$289,717
Special mention—1,348274962,1407,92714,1663,62629,730
Substandard——2998—442,634643,049
Doubtful—————55814575778
Total8,82951,34720,40522,15526,69135,675152,0036,169323,274
Gross charge-offs—————1——1
Construction
Pass13,76448,96725,86629,4222732,4691,703—122,464
Special mention——797—————797
Substandard—————————
Doubtful—————————
Total13,76448,96726,66329,4222732,4691,703—123,261
Gross charge-offs—————————
Owner occupied commercial real estate
Pass1,58348,91822,79319,51022,70542,67274735158,963
Special mention———2,1161,63210,1772,996—16,921
Substandard—1,201—971464——1,763
Doubtful—————1——1
Total1,58350,11922,79321,72324,33853,3143,74335177,648
Gross charge-offs—————————
Non-owner occupied commercial real estate
Pass50,071161,184102,731101,040254,611399,3558,7847161,078,492
Special mention—1,05313215,25219,53245,157——81,126
Substandard—2,034———203——2,237
Doubtful———503————503
Total50,071164,271102,863116,795274,143444,7158,7847161,162,358
Gross charge-offs———310————310
Residential mortgages
Not rated6,01640,60722,39616,99449,819147,897——283,729
Special mention—————427——427
Substandard———692261,539——1,834
Total6,01640,60722,39617,06350,045149,863——285,990
Gross charge-offs—————————
Home equity lines and loans
Not rated1,5647,63310,7558,33210,64913,46856,3961,551110,348
Special mention————113———113
Substandard——6520153168110387903
Total1,5647,63310,8208,35210,91513,63656,5061,938111,364
Gross charge-offs—————————
Indirect consumer
Not rated5,52622,03823,25829,42033,6576,493——120,392
Substandard—17848135430979——1,401
Total5,52622,21623,73929,77433,9666,572——121,793
Gross charge-offs—141791127324——402
Direct consumer
Not rated4831,3901,1505863471791,85945,998
Substandard—9————10—19
Total4831,3991,1505863471791,86946,017
Gross charge-offs—215431——25
Total loans$87,836$386,559$230,829$245,870$420,718$706,423$224,608$8,862$2,311,705
Total gross charge-offs$—$16$194$426$76$26$—$—$738

Based on the analyses performed as of December 31, 2025, the amortized cost basis of loans by class, risk category, and vintage, as well as gross charge-offs by class and vintage for the year ended December 31, 2025, were as follows (in thousands):

Term Loans Amortized Cost by Origination Year · Revolving Loans Amortized Cost · Revolving Loans Converted to Term · Total
2025 · 2024 · 2023 · 2022 · 2021 · Prior
Commercial & industrial
Pass$52,419$25,663$22,131$25,382$11,367$15,765$135,641$2,726$291,094
Special mention1,616314962,1631,4126,85213,1393,63129,340
Substandard—31713—42—2,645753,092
Doubtful—————584—75659
Total54,03526,01122,64027,54512,82123,201151,4256,507324,185
Gross charge-offs—19——772—6—797
Construction
Pass38,26629,67033,25914,7541,2131,3231,933—120,418
Special mention—————————
Substandard—————————
Doubtful—————————
Total38,26629,67033,25914,7541,2131,3231,933—120,418
Gross charge-offs—————————
Owner occupied commercial real estate
Pass48,35023,18617,53123,05012,96631,44159039157,153
Special mention——4,6811,6466,9123,5672,000—18,806
Substandard1,207—96468—886——2,657
Doubtful—————4——4
Total49,55723,18622,30825,16419,87835,8982,59039178,620
Gross charge-offs—————————
Non-owner occupied commercial real estate
Pass162,357102,75999,585242,886133,385279,9019,1027261,030,701
Special mention——15,30118,85213,00627,806——74,965
Substandard2,039—2,515——469——5,023
Doubtful—————————
Total164,396102,759117,401261,738146,391308,1769,1027261,110,689
Gross charge-offs—————6——6
Residential mortgages
Not rated38,89224,30717,59050,86650,380102,421——284,456
Special mention————426———426
Substandard——692953091,330——2,003
Total38,89224,30717,65951,16151,115103,751——286,885
Gross charge-offs—————————
Home equity lines and loans
Not rated7,88212,0048,84911,1384,11310,12453,2191,275108,604
Special mention———114————114
Substandard——22207—1921124721,005
Total7,88212,0048,87111,4594,11310,31653,3311,747109,723
Gross charge-offs—————————
Indirect consumer
Not rated23,87226,32633,27139,6446,1972,207——131,517
Substandard823953862492644——1,182
Total23,95426,72133,65739,8936,2232,251——132,699
Gross charge-offs1234564135812178——1,555
Direct consumer
Not rated1,5911,339750460601541,96946,327
Substandard2——3——10—15
Total1,5931,339750463601541,97946,342
Gross charge-offs122723123—21—98
Total loans$378,575$245,997$256,545$432,177$241,814$485,070$220,360$9,023$2,269,561
Total gross charge-offs$24$391$664$370$896$84$27$—$2,456

NOTE 5 FAIR VALUE

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants as of the measurement date. There are three levels of inputs that may be used to measure fair value:

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

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.

Level 3: Significant unobservable inputs that reflect a reporting entity's own assumptions about the assumptions market participants would use in pricing an asset or liability.

The Corporation used the following methods and significant assumptions to estimate fair value:

Available for Sale Securities: The fair values of securities available for sale are usually determined by obtaining quoted prices on nationally recognized securities exchanges (Level 1 inputs), or matrix pricing, which is a mathematical technique widely used to value debt securities without relying exclusively on quoted prices for the specific securities, but rather by relying on the securities' relationship to other benchmark quoted securities (Level 2 inputs). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3 inputs).

Equity Investments: Securities that are held to fund a non-qualified deferred compensation plan and securities that have a readily determinable fair market value, are recorded with changes in fair value included in earnings. The fair value of equity investments is determined by quoted market prices (Level 1 inputs).

Collateral-Dependent Loans: Individually analyzed loans which receive a specific allocation as part of the allowance for credit losses or have been partially charged-off and are considered collateral-dependent are carried at fair value. For collateral-dependent loans, fair value is commonly based on real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of inputs for determining fair value. Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, typically resulting in the utilization of Level 3 inputs. These loans are analyzed on a quarterly basis for additional credit loss and adjusted accordingly.

Other Real Estate Owned (OREO): Assets acquired through or in lieu of loan foreclosures are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis. Fair value is commonly based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value. Subsequent declines in fair value are recorded through the establishment of a valuation allowance, which may be reversed should fair value increase after the establishment of the valuation allowance.

Appraisals for both collateral-dependent individually analyzed loans and OREO are performed by certified general appraisers (commercial properties) or certified residential appraisers (residential properties) whose qualifications and licenses have been reviewed and verified by the Corporation. Once received, appraisals are reviewed for reasonableness of assumptions, approaches utilized, Uniform Standards of Professional Appraisal Practice and other regulatory compliance, as well as the overall resulting fair value in comparison with independent data sources such as recent market data or industry-wide statistics. Appraisals are generally completed within the 12 month period prior to a property being placed into OREO and updated appraisals are typically completed for collateral-dependent loans when management determines analysis on an individual basis is required. For individually analyzed loans, appraisal values are adjusted based on the age of the appraisal, the position of the lien, the type of the property, and its condition.

Derivatives: The fair value of interest rate swaps is based on valuation models using observable market data as of the measurement date (Level 2 inputs). Derivatives are traded in an over-the-counter market where quoted market prices are not always available. Therefore, the fair value of derivatives is determined using quantitative models utilizing multiple market inputs. The inputs will vary based on the type of derivative, but could include interest rates, prices, and indices to generate continuous yield or pricing curves, prepayment rates, and volatility factors to value the position. The Corporation also incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counter-party's nonperformance risk in fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Corporation has considered the impact of any applicable credit enhancements, such as collateral postings. Although the Corporation has determined the majority of inputs used to value its derivatives are considered Level 2 inputs, credit valuation adjustments are based on credit default rate assumptions, which are considered Level 3 inputs. As of March 31, 2026, the Corporation evaluated the effect of credit valuation adjustments on the fair value of its derivative positions, and determined their impact was not significant; accordingly, the Corporation classifies the entirety of its derivative valuations within Level 2 of the hierarchy.

Assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands):

Fair Value Measurement as of March 31, 2026 Using
Financial Assets:Fair ValueQuoted Prices in Active Markets for Identical Assets(Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)
Mortgage-backed securities, residential$245,682$—$245,682$—
Collateralized mortgage obligations2,903—2,903—
Obligations of states and political subdivisions9,563—9,563—
Corporate bonds and notes17,170—12,6224,548
Total available for sale securities$275,318$—$270,770$4,548
Equity investments, at fair value$3,299$3,299$—$—
Derivative assets$16,671$—$16,671$—
Financial Liabilities:
Derivative liabilities$16,798$—$16,798$—
Fair Value Measurement as of December 31, 2025 Using
Financial Assets:Fair ValueQuoted Prices in Active Markets for Identical Assets(Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)
Mortgage-backed securities, residential$250,375$—$250,375$—
Collateralized mortgage obligations2,931—2,931—
Obligations of states and political subdivisions10,310—10,310—
Corporate bonds and notes16,982—12,6204,362
Total available for sale securities$280,598$—$276,236$4,362
Equity investments, at fair value$3,288$3,288$—$—
Derivative assets$17,280$—$17,280$—
Financial Liabilities:
Derivative liabilities$17,412$—$17,412$—

The Corporation transfers assets and liabilities between levels within the fair value inputs hierarchy when methodologies to obtain fair value change such that there are either more or fewer unobservable inputs as of the end of the indicated reporting period. The Corporation utilizes a "beginning of reporting period" timing assumption when recognizing transfers between hierarchy levels, consistent with ASC 820-10-50-2.

There were no transfers between Level 1 and Level 2 during the three month periods ended March 31, 2026 and 2025.

There were no transfers between Level 2 and Level 3 during the three month period ended March 31, 2026. During the three month period ended March 31, 2025, the Corporation transferred its investment inseven corporate subordinated debt issuances into Level 3 from Level 2 due to the lack of available market data for the issuances or issuances of similar size and structure. There wasone corporate subordinated debt issuance previously classified using Level 3 inputs which was redeemed by the issuer prior to its initial call date due to merger-related regulatory requirements during the three month period ended March 31, 2025, totaling $1.0 million.

The following tables present a reconciliation of assets measured at fair value on a recurring basis using unobservable inputs (Level 3) for the three month periods ended March 31, 2026 and 2025, and qualitative information regarding Level 3 significant unobservable inputs as of March 31, 2026 and December 31, 2025 (in thousands):

For the Three Months Ended
Level 3 Financial Assets - Corporate bonds and notesMarch 31, 2026March 31, 2025
Balance of recurring Level 3 assets as of beginning of period$4,362$12,132
Total gains or losses for the period:
Included in other comprehensive income186843
Repayments, calls, and maturities—(1,000)
Transfers into Level 3—9,884
Transfers out of Level 3——
Balance of recurring Level 3 assets as of end of period$4,548$21,859
March 31, 2026Fair ValueValuation TechniqueUnobservable InputRange [Weighted Average] as of March 31, 2026
Corporate bonds and notes$4,548Discounted cash flowMarket discount rate10.00% -10.00% [10.00%]
December 31, 2025Fair ValueValuation TechniqueUnobservable InputRange [Weighted Average] as of December 31, 2025
Corporate bonds and notes$4,362Discounted cash flowMarket discount rate10.00% - 10.00%[10.00%]

Assets and liabilities measured at fair value on a non-recurring basis as of March 31, 2026 and December 31, 2025 are summarized below (in thousands):

Fair Value Measurement as of March 31, 2026 Using
Financial Assets:Fair ValueQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Collateral-dependent loans:
Commercial real estate:
Non-owner occupied commercial real estate$294$—$—$294
Other real estate owned:
Commercial real estate:
Non-owner occupied commercial real estate$1,724$—$—$1,724
Residential mortgages171——171
Total other real estate owned, net$1,895$—$—$1,895
Fair Value Measurement as of December 31, 2025 Using
Financial Assets:Fair ValueQuoted Prices in Active Markets for Identical Assets(Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)
Collateral-dependent loans:
Commercial real estate:
Non-owner occupied commercial real estate$945$—$—$945

The following tables present quantitative information regarding Level 3 significant unobservable inputs for assets and liabilities measured at fair value on a non-recurring basis as of March 31, 2026 and December 31, 2025 (in thousands):

DescriptionFair Value as of March 31, 2026Valuation TechniqueUnobservable InputsRange [Weighted Average] as of March 31, 2026
Collateral-dependent loans:
Commercial real estate:
Non-owner occupied commercial real estate$294Sales comparisonAdjustment to appraised value10.00% - 10.00% [10.00%]
Other real estate owned:
Commercial real estate:
Non-owner occupied commercial real estate$374Sales comparisonAdjustment to appraised value10.00% - 10.00%[10.00%]
Non-owner occupied commercial real estate1,350Income approachAdjustment to appraised value10.00% - 10.00% [10.00%]
Residential mortgages171Sales comparisonAdjustment to appraised value20.80% - 20.80%[20.80%]
Total other real estate owned, net$1,895
DescriptionFair Value as of December 31, 2025Valuation TechniqueUnobservable InputsRange [Weighted Average] as of December 31, 2025
Collateral-dependent loans:
Commercial real estate:
Non-owner occupied commercial real estate$945Income approachAdjustment to appraised value10.00% - 10.00%[10.00%]

FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts and estimated fair values of financial instruments, as of March 31, 2026 and December 31, 2025, are as follows (in thousands):

March 31, 2026
Financial assets:Carrying AmountQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs(Level 3)Estimated Fair Value (1)
Cash and due from financial institutions$27,679$27,679$—$—$27,679
Interest-earning deposits in other financial institutions25,69125,691——25,691
Equity investments3,7763,776——3,776
Securities available for sale275,318—270,7704,548275,318
Securities held to maturity640——640640
FHLBNY and FRBNY stock8,964———N/A
Loans, net and loans held for sale2,314,413——2,244,0822,244,082
Derivative assets16,671—16,671—16,671
Financial liabilities:
Deposits:
Demand, savings, and insured money market deposits$1,855,955$1,855,955$—$—$1,855,955
Time deposits457,941—458,485—458,485
FHLBNY advances75,710—75,710—75,710
Subordinated debt, net of deferred issuance costs44,054—46,746—46,746
Derivative liabilities16,798—16,798—16,798

(1) Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

December 31, 2025
Financial assets:Carrying AmountQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs(Level 3)Estimated Fair Value (1)
Cash and due from financial institutions$22,772$22,772$—$—$22,772
Interest-earning deposits in other financial institutions27,32527,325——27,325
Equity investments3,7653,765——3,765
Securities available for sale280,598—276,2364,362280,598
Securities held to maturity640——640640
FHLBNY and FRBNY stock9,466———N/A
Loans, net and loans held for sale2,271,663——2,209,0592,209,059
Derivative assets17,280—17,280—17,280
Financial liabilities:
Deposits:
Demand, savings, and insured money market deposits$1,807,058$1,807,058$—$—$1,807,058
Time deposits463,616—464,144—464,144
FHLBNY overnight advances87,110—87,126—87,126
Subordinated debt, net of issuance costs44,028—46,350—46,350
Derivative liabilities17,412—17,412—17,412

(1) Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

NOTE 6 LEASES

Operating Leases

The Corporation leases certain properties under long-term, operating lease agreements. The leases expire at various dates through 2033 and generally include renewal options. As of March 31, 2026, the weighted average remaining lease term was 5.76 years with a weighted average discount rate of 3.59%. Rent expense was $0.3 million for the three months ended March 31, 2026. Certain leases provide for increases in future minimum annual rent payments as defined in the lease agreements. The Corporation’s operating lease agreements contain both lease and non-lease components, which are generally accounted for separately. The Corporation’s lease agreements do not contain any residual value guarantees.

Leased properties as of March 31, 2026 and December 31, 2025 classified as operating leases consist of the following (in thousands):

March 31, 2026December 31, 2025
Operating lease right-of-use assets$4,755$5,446
Less: accumulated amortization(211)(771)
Add: new leases/lease modifications94180
Operating lease right-of-use-assets, net$5,485$4,755

The following is a schedule by year of the undiscounted cash flows of the operating lease liabilities, excluding CAM charges, as of March 31, 2026 (in thousands):

YearAmount
2026$871
20271,178
20281,051
20291,038
2030913
2031 and thereafter1,232
Total minimum lease payments6,283
Less: amount representing interest(604)
Present value of net minimum lease payments$5,679

As of March 31, 2026, the Corporation hadno operating leases that were signed but had not yet commenced.

Finance Leases

The Corporation leases certain buildings under finance leases. The lease arrangements require monthly payments through 2044. As of March 31, 2026, the weighted average remaining lease term of finance leases was 10.58 years with a weighted average discount rate of 4.10%. The Corporation has included these leases inpremises and equipment as of March 31, 2026 and December 31, 2025 as follows (in thousands):

March 31, 2026December 31, 2025
Buildings$6,507$6,507
Less: accumulated amortization(3,710)(3,615)
Net book value$2,797$2,892

The following is a schedule by year of future minimum lease payments under finance leases, together with the present value of net minimum lease payments as of March 31, 2026 (in thousands):

YearAmount
2026$379
2027505
2028505
2029511
2030317
2031 and thereafter2,119
Total minimum lease payments4,336
Less: amount representing interest(980)
Present value of net minimum lease payments$3,356

As of March 31, 2026, the Corporation hadone finance lease for a branch in West Seneca, New York that was signed, but had not yet commenced.

Related Party Transactions

The Bank leases its branch located at 2 Rush Street, Schenectady, New York, under a lease agreement through February, 2033 from a member of the Corporation's Board of Directors with monthly rent and CAM related expenses totaling$9 thousand per month. Rent and CAM related expenses paid to this Board member totaled $28 thousand for each of the three month periods ended March 31, 2026 and 2025, respectively.

NOTE 7 GOODWILL AND INTANGIBLE ASSETS

The changes in goodwill included in the core banking segment during the three month periods ended March 31, 2026 and 2025 were as follows (in thousands):

20262025
Beginning of year$21,824$21,824
Acquired goodwill——
Ending balance March 31,$21,824$21,824

The Corporation hadno aggregate amortization expense for the three month periods ended March 31, 2026 and 2025.

The amount of goodwill reflected in the Corporation's Unaudited Consolidated Financial Statements is required to be tested by management for impairment on at least an annual basis. Goodwill impairment testing is performed annually as of December 31 andno impairment charges were incurred as of the last test on December 31, 2025.

NOTE 8 COMMITMENTS AND CONTINGENCIES

Some financial instruments, such as loan commitments, credit lines, letters of credit, and overdraft protection are issued by the Corporation to manage clients' requests for funding and other needs. These are agreements to provide credit or to support the credit of others, as long as conditions established in the contract are met, and usually have expiration dates. Commitments may expire without being used and off-balance sheet risk of credit loss exists up to the face amount of these instruments. The same credit policies are used to make such commitments as are used for loans, including obtaining collateral at exercise of the commitment. These transactions involve, to varying degrees, elements of credit, interest rate, and liquidity risk.

The following table presents the contractual amounts of financial instruments with off-balance sheet risk as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026December 31, 2025
Fixed RateVariable RateFixed RateVariable Rate
Commitments to make loans$9,405$65,208$12,410$63,654
Unused lines of credit$5,755$412,429$5,183$404,939
Standby letters of credit$—$18,990$—$18,952

Commitments to make real estate and home equity loans are generally made for periods ofsixty days or less. As of March 31, 2026, the fixed rate real estate and home equity commitments to make loans have interest rates ranging from 5.88% to 7.38% and maturities ranging from five years tothirty years. Commitments to fund commercial draw notes are generally made for periods ofthree months totwenty-four months. As of March 31, 2026, the fixed rate commercial draw commitments have interest rates ranging from 4.00% to 7.88%.

Because many commitments and almost all standby letters of credit expire without being funded in whole or in part, the contract amounts are not estimates of future cash flows. Loan commitments and unused lines of credit have off-balance sheet credit risk because only origination fees are recognized on the Corporation's Consolidated Balance Sheets until commitments are fulfilled or expire. The credit risk amounts are equal to the contractual amounts, assuming the amounts are fully advanced and collateral or other security is of no value. These commitments also have off-balance sheet interest rate risk in that the interest rate at which these commitments were made may not be at market rates on the date the commitments are fulfilled.

The Corporation maintains an allowance for credit losses on unfunded commitments in accordance with ASU 2016-13, Financial Instruments-Credit Losses (Topic 326). The allowance represents expected future credit losses on financial instruments with off-balance sheet credit risk which are not unconditionally cancellable by the Corporation. As of both March 31, 2026 and December 31, 2025, the allowance for credit losses on unfunded commitments was $0.6 million.

In the normal course of business, there are various outstanding claims and legal proceedings involving the Corporation or its subsidiaries. As of March 31, 2026, the Corporation believes that it is not a party to any pending legal, arbitration, or regulatory proceedings that could have a material adverse impact on its financial results or liquidity.

NOTE 9 BORROWED FUNDS

The following tables summarize the Corporation's borrowed funds outstanding as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026
BalanceMaturityRate
FHLBNY overnight advances$15,710April 1, 20263.89%
FHLBNY term advances:
Fixed rate advance30,000May 12, 20263.83%
Fixed rate advance30,000May 26, 20263.83%
Subordinated notes, net44,054June, 15, 20357.75%
Total borrowed funds$119,764
December 31, 2025
BalanceMaturityRate
FHLBNY overnight advances$87,110January 2, 20263.96%
Subordinated notes, net44,028June, 15, 20357.75%
Total borrowed funds$131,138

On June 10, 2025, the Corporation issued $45.0 million of 7.75% fixed-to-floating rate subordinated notes due June 15, 2035 in a private offering (the "Notes"). The Notes bear interest at a fixed rate of 7.75% per year, payable semi-annually, for the first five years. From June 15, 2030 to the June 15, 2035 maturity date, the interest rate will adjust to a floating rate equal to a benchmark rate which is expected to be the then-current three-month term SOFR plus 415 basis points, payable quarterly. If the then three-month term SOFR is below zero, the three-month term SOFR for the note will be deemed zero. The Notes constitute unsecured and subordinated obligations of the Corporation and rank junior in right of payment to any senior indebtedness and obligations to general and secured creditors. Subject to limited exceptions, the Corporation cannot redeem the Notes before the fifth anniversary of the issuance date. Proceeds, net of debt issuance costs of $1.0 million, were $44.0 million. The Corporation intends to use the net proceeds from the issuance and sale of the Notes for general corporate purposes and to support regulatory capital ratios for growth initiatives. The Notes qualify at the holding company level as Tier 2 capital under the capital guidelines of the Federal Reserve Board, when applicable. Interest expense for the three months ended March 31, 2026 was $0.9 million.

Collateral at the FHLBNY consisted of $258.8 million and $255.1 million of residential mortgage loans and home equity loans under a blanket lien arrangement as of March 31, 2026 and December 31, 2025, respectively. Based on this available collateral, the Corporation was eligible to borrow up to a total of $182.7 million as of March 31, 2026 at the FHLBNY with $107.0 million available as of March 31, 2026.

NOTE 10 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Accumulated other comprehensive income (loss) represents the net unrealized holding gains or losses on securities available for sale and the funded status of the Corporation's defined benefit pension plan and other benefit plans, as of the Consolidated Balance Sheet dates, net of the related tax effect.

The following is a summary of the changes in accumulated other comprehensive income (loss) by component, net of tax, for the periods indicated (in thousands):

Unrealized Gains and Losses on Securities Available for SaleDefined Benefit and Other Benefit PlansTotal
Balance at January 1, 2026$(34,803)$(1,250)$(36,053)
Other comprehensive income before reclassification323—323
Amounts reclassified from accumulated other comprehensive income—66
Net current period other comprehensive income3236329
Balance at March 31, 2026$(34,480)$(1,244)$(35,724)
Unrealized Gains and Losses on Securities Available for SaleDefined Benefit and Other Benefit PlansTotal
Balance at January 1, 2025$(63,339)$(1,726)$(65,065)
Other comprehensive income before reclassification8,140—8,140
Amounts reclassified from accumulated other comprehensive income—66
Net current period other comprehensive income8,14068,146
Balance at March 31, 2025$(55,199)$(1,720)$(56,919)

The following is the reclassification out of accumulated other comprehensive income for the periods indicated (in thousands):

Details about Accumulated Other Comprehensive Income (Loss) Components · Three Months Ended March 31, · Affected Line Itemin the Statement WhereNet Income (Loss) is Presented
2026 · 2025
Amortization of defined pension plan and other benefit plan items:
Actuarial losses (a)$8$8Other components of net periodic pension and postretirement benefits
Tax effect(2)(2)Income tax expense (benefit)
Net of tax66
Total reclassification for the period, net of tax$6$6

(a) These accumulated other comprehensive income components are included in the computation of net periodic pension and other benefit plan costs (see Note 12 for additional information).

NOTE 11 REVENUE FROM CONTRACTS WITH CUSTOMERS

All of the Corporation's revenue from contracts with customers in the scope of ASC 606 is recognized within non-interest income. The following tables present the Corporation's non-interest income by revenue stream and reportable segment for the three month periods ended March 31, 2026 and 2025 (in thousands). Items outside the scope of ASC 606 are noted as such.

Revenue by Operating Segment: Non-interest incomeCore Banking (b)WMGHolding Company and CFSTotal
Service charges on deposit accounts
Overdraft fees$679$—$—$679
Other372——372
Interchange revenue from debit card transactions1,014——1,014
WMG fee income—3,145—3,145
CFS fee and commission income——477477
Net gains on sales of loans(a)21——21
Loan servicing fees(a)39——39
Changes in fair value of equity investments(a)(67)—(4)(71)
Income from bank-owned life insurance(a)7——7
Other(a)637——637
Total non-interest income$2,702$3,145$473$6,320

(a)Not within scope of ASC 606.

(b) The Core Banking column above includes amounts to eliminate transactions between segments.

Revenue by Operating Segment: Non-interest incomeCore Banking (b)WMGHolding Company and CFSTotal
Service charges on deposit accounts
Overdraft fees$731$—$—$731
Other389——389
Interchange revenue from debit card transactions1,037——1,037
WMG fee income—2,867—2,867
CFS fee and commission income——223223
Net gains (losses) on sales of OREO(11)——(11)
Net gains on sales of loans(a)40——40
Loan servicing fees(a)36——36
Changes in fair value of equity investments(a)(33)—(14)(47)
Income from bank-owned life insurance(a)8——8
Other(a)616——616
Total non-interest income$2,813$2,867$209$5,889

(a) Not within scope of ASC 606.

(b) The Core Banking column above includes amounts to eliminate transactions between segments.

A description of the Corporation's revenue streams accounted for under ASC 606 follows:

Service Charges on Deposit Accounts: The Corporation earns fees from its deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees, which included services such as ATM use fees, stop payment charges, statement rendering, and ACH fees, are recognized at the time the transaction is executed as that is the point in time the Corporation fulfills the customer's request. Account maintenance fees, which relate primarily to monthly maintenance, are recognized at the time the maintenance occurs. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer's account balance.

Interchange Revenue from Debit Card Transactions: The Corporation earns interchange fees from debit cardholder transactions conducted through the Mastercard payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to cardholders.

WMG Fee Income (Gross): The Corporation earns wealth management fees from its contracts with trust customers to manage assets for investment, and/or to conduct transactions on their accounts. These fees are primarily earned over time as the Corporation provides the contracted monthly or quarterly services and are generally assessed based on a tiered scale of the market value of assets under management (AUM).

CFS Fee and Commission Income (Net): The Corporation earns fees from investment brokerage services provided to its customers by a third-party service provider. The Corporation receives commissions from the third-party service provider on a monthly basis based upon customer activity for the month. The Corporation (i) acts as an agent in arranging the relationship between the customer and the third-party service provider and (ii) does not control the services rendered to the customers. Investment brokerage fees are presented net of related costs. The Corporation also earns fees from tax services provided to its customers.

Net Gains (Losses) on Sales of OREO: The Corporation records a gain or loss from the sale of OREO when control of the property transfers to the buyer, which generally occurs at the time of an executed deed. When the Corporation finances the sale of OREO to the buyer, the Corporation assesses whether the buyer is committed to perform their obligations under the contract and whether collectability of the transaction price is probable. Once these criteria are met, the OREO asset is derecognized and the gain or loss on sale is recorded upon the transfer of control of the property to the buyer. In determining the gain or loss on the sale, the Corporation adjusts the transaction price and related gain (loss) on sale if a significant financing component is present.

NOTE 12 COMPONENTS OF QUARTERLY AND YEAR TO DATE NET PERIODIC BENEFIT COSTS

The components of net periodic expense for the Corporation’s pension and other benefit plans for the periods indicated are as follows (in thousands):

Three Months Ended March 31,
20262025
Qualified Pension Plan
Service cost, benefits earned during the period$—$—
Interest cost on projected benefit obligation378391
Expected return on plan assets(539)(524)
Amortization of unrecognized transition obligation——
Amortization of unrecognized prior service cost——
Amortization of unrecognized net loss——
Net periodic pension benefit$(161)$(133)
Supplemental Pension Plan
Service cost, benefits earned during the period$—$—
Interest cost on projected benefit obligation1011
Expected return on plan assets——
Amortization of unrecognized prior service cost——
Amortization of unrecognized net loss33
Net periodic supplemental pension cost$13$14
Postretirement Plan, Medical and Life
Service cost, benefits earned during the period$—$—
Interest cost on projected benefit obligation11
Expected return on plan assets——
Amortization of unrecognized prior service cost——
Amortization of unrecognized net loss55
Net periodic postretirement, medical and life cost$6$6

NOTE 13 SEGMENT REPORTING

The Corporation manages its operations throughtwo primary business segments: core banking and WMG. The core banking segment provides revenues by attracting deposits from the general public and using such funds to originate consumer, commercial, commercial real estate, and residential mortgage loans, primarily in the Corporation’s local markets, and to invest in securities. The WMG services segment provides revenues by providing trust and investment advisory services to clients.

The Corporation's reportable segments are determined by the Executive Management Team (EMT), who collectively are designated Chief Operating Decision Maker (CODM). The CODM evaluates the financial performance of each business segment, which is based upon the business segment's net income. Components of net income for the business segments that are reviewed by the CODM include net interest income, provision for credit losses, non-interest income, non-interest expense and income tax expense. The CODM, in conjunction with management committees (such as ALCO and Corporate loan committees) evaluates financial performance to make decisions related to the products and services that are offered, pricing, and the allocation of resources for each business segment.

Accounting policies for the segments are the same as those described in Note 1 of the Corporation’s 2025 Annual Report on Form 10-K, which was filed with the SEC on March 13, 2026. Summarized financial information concerning the Corporation’s reportable segments and the reconciliation to the Corporation’s consolidated results are shown in the following tables. Income taxes are allocated based on the separate taxable income of each entity and indirect overhead expenses are allocated based on reasonable and equitable allocations applicable to the reportable segment.

The Holding Company and CFS columns below includes income and expenses related to insurance products, mutual funds, and brokerage services (in thousands).

Core BankingWMGHolding Company and CFSInter-Segment EliminationsConsolidated Totals
Interest and dividend income$33,584$—$3$(2)$33,585
Interest expense9,105—898(2)10,001
Net interest income24,479—(895)—23,584
Provision for credit losses601———601
Net interest income after provision for credit losses23,878—(895)—22,983
Non-interest income2,7063,145473(4)6,320
Non-interest expenses:
Compensation expense and benefits7,8541,410316—9,580
Net occupancy expense1,445834(4)1,528
Furniture and equipment expense393142—409
Data processing & software expense2,2183108—2,536
Other non-interest expenses3,16115197—3,409
Total non-interest expense15,0711,968427(4)17,462
Income before income tax expense (benefit)11,5131,177(849)—11,841
Income tax expense (benefit)2,609266(233)—2,642
Segment net income (loss)$8,904$911$(616)$—$9,199
Supplemental Information:
Total assets as of March 31, 2026$2,631,706$3,045$307,172$(193,201)$2,748,722
Capital expenditures$111$22$—$—$133
Depreciation expense (1)$471$13$—$—$484

(1) Included in net occupancy and furniture and equipment expense in the table above.

Core BankingWMGHolding Company, and CFSInter-Segment EliminationsConsolidated Totals
Interest and dividend income$31,698$—$1$(1)$31,698
Interest expense11,882——(1)11,881
Net interest income19,816—1—19,817
Provision for credit losses1,092———1,092
Net interest income after provision for credit losses18,724—1—18,725
Non-interest income2,8162,867209(3)5,889
Non-interest expenses:
Compensation expense and benefits7,3491,413256—9,018
Net occupancy expense1,470633(3)1,533
Furniture and equipment expense351193—373
Data processing & software expense2,21031311—2,534
Other non-interest expenses3,27410689—3,469
Total non-interest expense14,6541,914362(3)16,927
Income before income tax expense (benefit)6,886953(152)—7,687
Income tax expense (benefit)1,505208(49)—1,664
Segment net income (loss)$5,381$745$(103)$—$6,023
Supplemental Information:
Total assets as of March 31, 2025$2,766,339$3,005$228,017$(200,636)$2,796,725
Capital expenditures$328$—$—$—$328
Depreciation expense (1)$452$15$—$—$467

(1) Included in net occupancy and furniture and equipment expense in the table above.

NOTE 14 STOCK COMPENSATION

On June 3, 2025, the Corporation's shareholders approved the Corporation's 2025 Equity Incentive Plan (the "2025 Plan") which provides for the grant of stock-based awards to officers, employees and directors of the Corporation and the Bank. Compensation expense is recognized over the vesting period of the awards based on the fair value of the common stock at issue date.

Pursuant to the 2025 Plan, the Corporation may make discretionary grants of restricted shares of the Corporation’s common stock to or for the benefit of employees selected to participate in the 2025 Plan, the chief executive officer and members of the Board of Directors. Awards are based on the performance, responsibility, and contributions of the individual and are targeted at an average of the peer group. The maximum number of shares of the Corporation’s common stock that may be awarded as restricted shares related to the 2025 Plan may not exceed 160,000, upon which time a new plan may be created.

During the three months ended March 31, 2026 and 2025,30,223 and 33,872 shares, respectively, were re-issued from treasury to fund stock compensation. Effective for the 2024 fiscal year and thereafter, annual stock compensation is awarded the second month after the close of the fiscal year for the Corporation's employees and Chief Executive Officer. The expense related to these grants is recognized over aone year or afive year vesting period. Total expense related to stock compensation of $0.3 million was recognized during both the three month periods ended March 31, 2026 and 2025.

A summary of restricted stock activity for the three months ended March 31, 2026 is presented below:

SharesWeighted–Average Grant Date Fair Value
Nonvested at January 1, 202655,200$48.97
Granted30,223$58.70
Vested(15,917)$49.53
Forfeited or cancelled(2,096)$49.65
Nonvested at March 31, 202667,410$53.18

As of March 31, 2026, there was $3.3 million of total unrecognized compensation cost related to nonvested shares granted under the Corporation's equity incentive plans. The cost is expected to be recognized over a weighted-average period of 3.22 years. The total fair value of shares vested was $0.9 million and $0.6 million for the three month periods ended March 31, 2026 and 2025, respectively.

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