BayCom Corp

NOTE 1 – BASIS OF PRESENTATION

BayCom Corp (the “Company”) is a bank holding company headquartered in Walnut Creek, California. United Business Bank (the “Bank”), the Company’s wholly owned banking subsidiary, is a California state-chartered bank which provides a broad range of financial services primarily to local small and mid-sized businesses, service professionals and individuals. In its 22 years of operation, the Bank has grown to 34 full-service banking branches at September 30, 2026, with 16 locations in California, one in Nevada, one in Washington, five in New Mexico and 11 in Colorado. The condensed consolidated financial statements include the accounts of the Company and the Bank.

All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements include all adjustments of a normal and recurring nature, which are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations for the periods presented. Dollar amounts presented in the consolidated financial statements and related footnote tables are rounded to the nearest thousand dollars except per share amounts. Amounts of $1.0 million or more, but less than $1.0 billion, are rounded to one decimal place, and amounts of $1.0 billion and above are rounded to two decimal places.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all information and footnotes normally included in annual financial statements prepared in conformity with accounting principles generally accepted in the United States of America. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Results of operations for interim periods are not necessarily indicative of results for the full year. Certain prior year information has been reclassified to conform to the current year presentation. None of the reclassifications impacted consolidated net income, earnings per share or shareholders’ equity.

NOTE 2 - ACCOUNTING GUIDANCE NOT YET EFFECTIVE AND ADOPTED ACCOUNTING GUIDANCE

Recent Accounting Guidance Not Yet Effective

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03,Income Statement (Topic 220) – Reporting Comprehensive Income – Expense Disaggregation Disclosures, which requires public business entities to disclose disaggregated information about specific natural expense categories included in relevant expense captions presented on the face of the income statement within continuing operations, including employee compensation, depreciation, and amortization of intangible assets. The amendments are effective for public business entities for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Entities are required to adopt the amendments prospectively.

In January 2025, the FASB issued ASU 2025-01,Income Statement (Topic 220) – Reporting Comprehensive Income – Expense Disaggregation Disclosures: Clarifying the Effective Date, to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual periods beginning after December 15, 2027. The Company is currently evaluating the impact of these amendments on its consolidated financial statements and related disclosures.

In November 2025, the FASB issued ASU 2025-08,*Financial Instruments – Credit losses (Topic 326) – Purchased Loans,*to improve the accounting for certain purchased loans, specifically purchased seasoned loans (“PSLs”). The amendments expand the application of the gross-up approach to qualifying purchased loans acquired without significant credit deterioration. Under the amendments, an allowance for credit losses is recorded at acquisition with a corresponding adjustment to the loan’s amortized cost basis, thereby eliminating the recognition of a Day 1 provision for credit losses for such loans. The amendments are effective for annual reporting periods beginning after December 15, 2026, including interim reporting periods within those annual periods, with early adoption permitted. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

In December 2025, the FASB issued ASU 2025-11,Interim Reporting (Topic 270), to clarify interim disclosure requirements by providing a comprehensive list of disclosures that are required in interim reporting periods. The amendments also introduce a disclosure principle requiring entities to disclose events and changes occurring after the

end of the most recent annual reporting period that have a material impact on the entity. The amended guidance is effective for the Company on January 1, 2028, with early adoption permitted. The amendments may be applied on either a prospective or retrospective basis. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.

NOTE 3 – INVESTMENT SECURITIES

The amortized cost, gross unrealized gains and losses, and estimated fair values of securities AFS at the dates indicated are summarized as follows:

No allowance for credit losses was recognized on investment debt securities AFS in an unrealized loss position at both September 30, 2026 and December 31, 2025.

Amortized cost and fair value exclude accrued interest receivable of $1.1 million at September 30, 2026 and $1.3 million at December 31, 2025, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

The Company sold securities AFS totaling $106.8 million, resulting in a net realized loss of $6.8 million, consisting of gross realized gains of $270,000 and gross realized losses of $7.1 million, during both the three and nine months ended September 30, 2026. There wereno sales of securities AFS during the three and nine months ended September 30, 2025.

The amortized cost and estimated fair value of securities AFS at the dates indicated by contractual maturity are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

At both September 30, 2026 and December 31, 2025, there wereno securities pledged.

The estimated fair value and gross unrealized losses for securities AFS aggregated by the length of time that individual securities have been in a continuous unrealized loss position at the dates indicated were as follows:

At September 30, 2026, the Company held 118 securities AFS, of which 36 were in an unrealized loss position for more than twelve months and 36 were in an unrealized loss position for less than twelve months. The Company anticipates full recovery of amortized cost with respect to these securities at maturity or sooner in the event of a more favorable market interest rate environment.

Allowance for credit losses on investment debt securities available-for-sale

Investment debt securities in an unrealized loss position as of September 30, 2026 were evaluated to determine whether the decline in fair value below amortized cost basis resulted from credit losses or changes in required yields by

investors in these types of securities, among other factors. This assessment first includes a determination of whether the Company intends to sell the security, or whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, less any current-period credit losses. In making this assessment, management considers the nature of the security and any related government guarantees, any changes to the rating of the security by a rating agency, the creditworthiness of the issuers and guarantors, the underlying collateral, the financial conditions and prospects of the issuer, and any adverse conditions specifically related to the security, among other factors.

As of September 30, 2026, the Company expected to recover the amortized cost basis of its securities. The Company has no present intent to sell any investment securities with unrealized losses, and it is not more likely than not that the Company will be required to sell such securities before recovery of their amortized cost. The decline in fair value is largely attributed to changes in interest rates and other market conditions. The issuers of these securities continue to make timely principal and interest payments. No allowance for credit losses was recognized on investment debt securities AFS in an unrealized loss position, as management has determined that the decline in fair value is not attributable to credit losses at September 30, 2026.

Equity Securities

The Company recognized a net loss on equity securities of $589,000 and $436,000 for the three and nine months ended September 30, 2026, and a net gain of $771,000 and $523,000 for the three and nine months ended September 30, 2025, respectively. Equity securities were $2.7 million at September 30, 2026 compared to $12.6 million at December 31, 2025. The decrease was primarily due to sale of $7.8 million of equity securities and the redemption oftwo equity securities for $1.7 million at par, withno gain or loss recognized on redemption.

NOTE 4 – LOANS

The Company’s loan portfolio at the dates indicated is summarized below:

Net loans exclude accrued interest receivable of $7.0 million and $6.6 million at September 30, 2026 and December 31, 2025, respectively, which is included in interest receivable and other assets in the condensed consolidated balance sheets.

The Company’s total individually evaluated loans, including collateral dependent loans, nonaccrual loans, modified loans to borrowers experiencing financial difficulty, and purchase credit deteriorated (“PCD”) loans, are summarized as follows:

The recorded investment in individually evaluated loans on nonaccrual were $10.5 million and $13.4 million at September 30, 2026 and December 31, 2025, respectively.

The Company may modify the contractual terms of a loan to a borrower experiencing financial difficulty as a part of ongoing loss mitigation strategies. These modifications may result in an interest rate reduction, term extension, an other-than-insignificant payment delay, or a combination thereof. The Company typically does not offer principal forgiveness. An assessment of whether a borrower is experiencing financial difficulty is made on the date of modification. The effect of most modifications made for borrowers experiencing financial difficulty is already included in the allowance for credit losses on loans because of the measurement methodologies used to estimate the allowance.

During the three and nine months ended September 30, 2026, there wereno modifications of loans to borrowers experiencing financial difficulty andone such modification, for a $1.5 million loan, respectively. During both the three and nine months ended September 30, 2025, there wereno modifications of loans to borrowers experiencing financial difficulty. The loan modified during the nine months ended September 30, 2026 was a term extension, which extended the maturity date by approximately nine months.

A summary of previously modified loans to borrowers experiencing financial difficulty by type of concession and type of loan, as of the dates indicated, is set forth below:

For the three and nine months ended September 30, 2026 and 2025, the Company recordedno charge-offs for modified loans to borrowers experiencing financial difficulty.

At September 30, 2026 and December 31, 2025, individually evaluated modified loans to borrowers experiencing financial difficulty had a specific allowance of $607,000 andnone, respectively. At both dates, none of the modified loans to borrowers experiencing financial difficulty were performing in accordance with their modified terms. All accruing modified loans to borrowers experiencing financial difficulty, if any, are included in the loans individually evaluated in the calculation of the allowance for credit losses.

Risk Rating System

The Company evaluates and assigns a risk grade to each loan based on criteria designed to assess the credit quality of the loan. Each loan is assigned a risk grade at origination and continually reviewed until the debt is repaid. Any material adverse or beneficial trends will trigger a review of the assigned risk grade. Loans with low to average credit risk are assigned a lower risk grade than those with higher credit risk as determined by the individual loan characteristics.

The Company’s Pass loans include loans with acceptable business or individual credit risk where the borrower’s operations, cash flow, collateral or financial condition support repayment in accordance with the contractual terms and indicate low to average levels of risk.

Loans assigned higher risk grades are loans that generally exhibit the following characteristics:

Special Mention loans have potential weaknesses that deserve close attention. If left uncorrected, these potential weaknesses may result in a deterioration of the repayment prospects for the loan or in the Company’s credit position at some future date. Special Mention loans are not adversely classified and do not expose the Company to sufficient risk to warrant adverse classification. Special Mention is a temporary rating, pending the occurrence of an event that would cause the risk rating either to improve or to be downgraded.

Loans in this category would be characterized by any of the following situations:

Substandard loans are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged. Loans classified substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. A loan may be classified as Substandard even though a specific loss has not yet been identified. A loan can be fully and adequately secured and still be considered Substandard.

Some characteristics of Substandard loans are:

Doubtful loans possess all the weaknesses inherent in loans classified as Substandard with the added characteristic that collection or liquidation in full, based on currently existing facts, conditions, and values, is highly questionable and improbable. Doubtful loans have a high probability of loss, yet certain specific and identifiable factors may strengthen the credit and improve the prospects for repayment.

Losses are recognized as charges to the allowance when the loan or portion of the loan is considered uncollectible or at the time of foreclosure. Recoveries on loans previously charged off are credited to the allowance for credit losses.

Revolving loans that are converted to term loans are treated as new originations for purposes of the tables below but continue to be presented based on the year of the original revolving loan’s initial origination. During the nine months ended September 30, 2026, and the year ended December 31, 2025, $3.9 million andnone, respectively, of the Company’s revolving loans were converted to term loans.

The following tables present the internally assigned risk grade by class of loans at the dates indicated:

The following tables provide an aging of the Company’s loans receivable as of the dates indicated:

Nonaccrual loans totaled $10.5 million and $13.4 million at September 30, 2026 and December 31, 2025, respectively. Nonaccrual loans guaranteed by a government agency, which reduces the Company’s credit exposure, were $849,000 at September 30, 2026 compared to $1.7 million at December 31, 2025. At September 30, 2026, nonaccrual loans included $3.7 million of loans 30-89 days past due and $2.8 million of loans less than 30 days past due. At December 31, 2025, nonaccrual loans included $562,000 of loans 30-89 days past due and $9.4 million of loans less than 30 days past due. The decrease in nonaccrual loans from December 31, 2025 was primarily due to the payoff often nonaccrual loans totaling $4.1 million and the sale oftwo nonaccrual loans totaling $7.7 million, partially offset byfour new nonaccrual commercial real estate loans totaling $9.6 million.

At September 30, 2026, the $3.7 million of nonaccrual loans 30-89 days past due were comprised oftwo loans and the $2.8 million of loans less than 30 days past due were comprised ofnine loans. All of these loans were placed on nonaccrual due to concerns over the financial condition of the borrowers.

At September 30, 2026, there wasone loan that was 90 days or more past due and still accruing, with a balance of $623,000 compared tono loans 90 days or more past due and still accruing at December 31, 2025.

Interest foregone on nonaccrual loans was approximately $270,000 and $693,000 for the three and nine months ended September 30, 2026, compared to $257,000 and $896,000 for the three and nine months ended September 30, 2025. Interest income recognized on nonaccrual loans was approximately $155,000 and $633,000 for the three and nine months ended September 30, 2026, compared to $70,000 and $136,000 for the three and nine months ended September 30, 2025.

Pledged Loans

The Bank’s FHLB line of credit is secured under terms of a blanket collateral agreement by a pledge of certain qualifying loans with unpaid principal balances of $1.12 billion and $1.10 billion at September 30, 2026 and December 31, 2025, respectively. At September 30, 2026 and December 31, 2025,$72.9 million and$88.0 million of loans were

pledged to the FRB of San Francisco, respectively. For additional information, see “Note 11 - Borrowings” of the Notes to Condensed Consolidated Financial Statements.

NOTE 5 – ALLOWANCE FOR CREDIT LOSSES FOR LOANS

The following tables summarize the Company’s allowance for credit losses for loans, reserve for unfunded commitments, and loan balances individually and collectively evaluated by type of loan, as of the dates and for the periods indicated:

For the three months ended September 30, 2026, the provision for credit losses reflected loan growth and higher historical loss rates, partially offset by modest improvements in forecasted national unemployment and gross domestic product relative to the prior quarter’s forecasts, decreased specific reserves on certain individually evaluated loans, and the revision of the lending policies and procedures qualitative factor described below.

For the nine months ended September 30, 2026, the provision for credit losses was primarily driven by $2.9 million of net charge-offs, loan growth and increased specific reserves on certain individually evaluated loans, partially offset by improvements in macroeconomic forecasts. The provision exceeded net charge-offs, resulting in an increase in the allowance for credit losses at September 30, 2026 compared to December 31, 2025. During the third quarter of 2026 the qualitative factor for lending policies and procedures was revised from minor risk to neutral, reflecting improvement in loan exception metrics. All other qualitative factors were unchanged during the three and nine months ended September 30, 2026.

Net charge-offs were $13,000 and $2.9 million for the three and nine months ended September 30, 2026, compared to net charge-offs of $833,000 and $948,000 for the three and nine months ended September 30, 2025, respectively.

The following table summarizes the amortized cost basis of individually evaluated collateral-dependent loans, including nonaccrual loans, modified loans to borrowers experiencing financial difficulty, and PCD loans, by loan and collateral type as of the dates indicated.

The following table shows the amortized cost and allowance for credit losses for loans on nonaccrual status as of the dates indicated:

The Company holds certain small business loans to borrowers qualified under The California Capital Access Program for Small Business, a state guaranteed loan program sponsored by the California Pollution Control Financing Authority (“CalCAP”). Under this loan program, the borrower, CalCAP and the participating lender contributed funds to a loss reserve account held in a demand deposit account at the participating lender. The borrower’s contributions to the loss reserve account are attributed to the participating lender. Losses on qualified loans are charged to this account after approval by CalCAP. Under the program, if a loan defaults, the participating lender has immediate coverage of 100% of the loss. The participating lender must return recoveries from the borrower, less expenses, to the credit loss reserve account. The funds in the loss reserve account are the property of CalCAP; however, in the event that the participating lender leaves the program any excess funds, after all loans have been repaid or unenrolled from the program by the participating lender and provided there are no pending claims for reimbursement, the remaining excess funds are distributed to CalCAP and the participating lender based on their respective contributions to the loss reserve account. Funds contributed by the participating lender to the loss reserve account are treated as a receivable from CalCAP and evaluated for credit losses quarterly. As of September 30, 2026 and December 31, 2025, the Company had $3.0 million and $9.3 million, respectively, of loans enrolled in this loan program. The Company had a loss reserve account of $2.0 million and $4.9 million as of September 30, 2026 and December 31, 2025, respectively.

In addition, the Company is approved by under the CalCAP program, in partnership with the California Air Resources Board, to originate loans to California truckers in the On-Road Heavy-Duty Vehicle Air Quality Loan Program. Under this loan program, CalCAP solely contributes funds to a loss reserve account held in a demand deposit account at the participating lender. Losses are handled in the same manner as described above. The funds are the property of CalCAP and are payable upon termination of the program. When the loss reserve account balance exceeds the total associated loan balance, the excess is to be remitted to CalCAP. The Company originated loans under this program of $2.0 million and $2.8 million during the three and nine months ended September 30, 2026, and $3.3 million and $12.1 million during the three and nine months ended September 30, 2025, respectively. As of September 30, 2026, the Company had $13.0 million of loans enrolled in this program and a loss reserve account of $3.2 million. As of December 31, 2025, the Company had $19.0 million of loans enrolled in this program and a loss reserve account of $4.9 million.

NOTE 6 – PREMISES AND EQUIPMENT

Premises and equipment consisted of the following at the dates indicated:

Depreciation and amortization included in occupancy and equipment expense totaled $558,000 and $1.6 million for the three and nine months ended September 30, 2026, and $493,000 and $1.4 million for the three and nine months ended September 30, 2025, respectively.

NOTE 7 – LEASES

The Company leased 19 branches under noncancelable operating leases as of September 30, 2026. These leases expire on various dates through 2030. Many of these lease agreements include one or more renewal options, exercisable at the Company’s discretion. When the Company determines at lease commencement that it is reasonably certain to exercise a renewal option, the extended lease term is included in the measurement of the ROU asset and corresponding lease liability.

The Company uses the discount rate implicit in the lease when it is readily determinable. In instances where the implicit rate is not available, which is typically the case, the Company applies its incremental borrowing rate, determined on a collateralized basis and over a term comparable to the lease term, as of the lease commencement date.

The below maturity schedule presents, as of September 30, 2026, the undiscounted lease payments for the next five years and thereafter:

The following table presents the weighted average lease term and discount rate at the dates indicated:

The following table presents certain information related to the operating lease costs included in occupancy and equipment expense on the Condensed Consolidated Statements of Income for the periods indicated:

NOTE 8 – GOODWILL AND INTANGIBLE ASSETS

Goodwill is determined as the excess of the fair value of the consideration transferred, plus the fair value of any noncontrolling interests in the acquiree, over the fair value of the net assets acquired and the liabilities assumed as of the acquisition date. Goodwill and other intangible assets are assessed for impairment annually or whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Intangible assets with definite useful lives are amortized over their estimated useful lives to their estimated residual values. Core deposit intangible represents the estimated future benefit of deposits related to an acquisition and is recorded separately from the related deposits and amortized over an estimated useful life ofseven toten years.

Goodwill

The Company’s policy is to assess goodwill for impairment at the reporting unit level on an annual basis or between annual assessments if a triggering event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Impairment exists when a reporting unit’s fair value is less than its carrying amount, including goodwill.

Changes in the Company's goodwill during the periods indicated were as follows:

Core Deposit Intangible

Changes in the Company’s core deposit intangible during the periods indicated were as follows:

Estimated annual amortization expense at September 30, 2026 was as follows:

NOTE 9 – INTEREST RECEIVABLE AND OTHER ASSETS

The Company’s interest receivable and other assets at the dates indicated consisted of the following:

NOTE 10 – DEPOSITS

The Company’s deposits at the dates indicated consisted of the following:

Time deposits includedno brokered deposits as of September 30, 2026 and December 31, 2025. At September 30, 2026, uninsured deposits totaled $1.11 billion, or 48.4% of total deposits, compared to $1.03 billion, or 46.6% of total deposits at December 31, 2025. The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank’s regulatory reporting requirements.

NOTE 11 – BORROWINGS

Other borrowings – The Bank has an approved secured borrowing facility with the Federal Home Loan Bank of San Francisco (the “FHLB”) for up to 25% of total assets for a term not to exceed five years under a blanket lien of certain types of loans. At September 30, 2026 and December 31, 2025, the Bank had the ability to borrow up to$579.8 million

and$580.7 million, respectively, from the FHLB of San Francisco. At both September 30, 2026 and December 31, 2025, the Bank hadno FHLB borrowings outstanding.

The Bank has been approved for discount window advances from the FRB of San Francisco secured by certain types of loans. At September 30, 2026 and December 31, 2025, the Bank had the ability to borrow up to$41.8 million and$49.3 million, respectively, from the FRB of San Francisco. At both September 30, 2026 and December 31, 2025, the Bank hadno FRB of San Francisco advances outstanding.

The Bank has Federal Funds lines with four correspondent banks. Cumulative available commitments totaled $65.0 million at both September 30, 2026 and December 31, 2025. There wereno amounts outstanding under these facilities at both September 30, 2026 and December 31, 2025.

*Junior subordinated deferrable interest debentures –In connection with its previous acquisitions, the Company assumed junior subordinated deferrable interest debentures, totaling$5.9 million, net of fair value adjustments, with a weighted average rate of 6.66% at September 30, 2026, compared to$8.7 million, net of fair value adjustments, with a weighted average rate of 6.56% at December 31, 2025.The decrease in the amount of debentures reflects the Company’s redemption ofone junior subordinated debenture during the first quarter of 2026, which included$222,000 of accelerated amortization of previously deferred debt issuance costs. *The junior subordinated deferrable interest debentures mature in 2034, subject to earlier redemption by the Company at its option.

Subordinated debt – On August 10, 2020, the Company issued and sold $65.0 million aggregate principal amount of 5.25% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Notes”) at a public offering price equal to 100% of the aggregate principal amount of the Notes. During the third quarter of 2025, the Company redeemed all the outstanding Notes. Consequently, at both September 30, 2026 and December 31, 2025, the Company hadno outstanding Notes.

NOTE 12 – INTEREST PAYABLE AND OTHER LIABILITIES

The Company’s interest payable and other liabilities at the dates indicated consisted of the following:

NOTE 13 – OTHER EXPENSES

The Company’s other expenses for the periods indicated consisted of the following:

The Company recognizes marketing and promotion expenses as they are incurred. Advertising expense included in marketing and promotions totaled $16,000 and $63,000 for the three and nine months ended September 30, 2026 and $12,000 and $26,000 for the three and nine months ended September 30, 2025, respectively.

NOTE 14 – EQUITY INCENTIVE PLANS

Equity Incentive Plans

2024 Omnibus Equity Incentive Plan

The Company’s shareholders approved the Company’s 2024 Omnibus Equity Incentive Plan (“2024 Plan”) in June 2024. The 2024 Plan provides for the grant of equity incentive awards to employees and directors (including emeritus and advisory directors) of the Company and its subsidiaries. The 2024 Plan permits the granting of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance shares and performance units. Factors generally considered by the Board in awarding equity incentives to employees include the performance of the Company, the employee’s job performance, the importance of his or her position, and his or her contribution to the organization’s goals for the award period.

Generally, awards under the 2024 Plan are subject to a minimum vesting period ofone year (at least three years for full vesting for the chief executive officer), provided that awards for up to 5% of the maximum shares available under the 2024 Plan (for any participant other than the chief executive officer) may provide for a shorter vesting period. Subject to adjustment as provided in the 2024 Plan, the maximum number of shares of common stock available for issuance under the 2024 Plan is 500,000, and awards granted under the 2024 Plan to any one participant in any one calendar year are subject to the following limitations: (i) aggregate grants of stock options or stock appreciation rights to any one participant are subject to an annual limit of the lesser of 100,000 shares or $2.0 million in fair market value as of the date of grant; (ii) aggregate grants of restricted stock or restricted stock units to any one participant are subject to an annual limit of the lesser of 50,000 shares or $2.0 million in fair market value as of the date of grant; and (iii) aggregate grants of performance shares or performance units to any one participant are subject to an annual limit of the lesser of 50,000 shares or $2.0 million in fair market value as of the date of grant. In addition, subject to adjustment as provided in the 2024 Plan, the maximum aggregate number of shares that may be covered by awards granted under the 2024 Plan to any non-employee director in any one calendar year is 25,000 shares. As of September 30, 2026, a total of 337,992 shares were available for future issuance under the 2024 Plan.

Restricted Stock Awards

The following table provides the restricted stock grant activity for the periods indicated:

In July 2026, the Company vested 47,205 shares of restricted stock awards totaling approximately $1.2 million in connection with the previously announced departures ofthree senior executives, in accordance with the terms of the applicable award agreements.

The compensation expense recorded for restricted stock awards was $148,000 and $1.5 million for the three and nine months ended September 30, 2026, respectively. Unrecognized stock-compensation expense related to restricted stock awards was $777,000 at September 30, 2026. As of September 30, 2026, the cost is expected to be recognized over the remaining weighted-average vesting period of approximately 2.3 years.

Performance Stock Units

The Company grants performance stock units ("PSUs"), which become “Banked PSUs” when the volume-weighted average price per share of the Company's common stock equals or exceeds a specified threshold price for twenty (20) consecutive trading days (the “Market Vesting Condition”) over a three-year measurement period from the grant date. Banked PSUs will vest on the third anniversary of the grant date, subject to continued service. Each unit represents the right to receive one-half of one share of the Company's common stock, no par value, and a cash payment equal to the fair market value of one-half of one share of common stock on the applicable settlement date. For the stock component, compensation cost is measured at the grant date fair value and is recognized on a straight-line basis over the requisite service period, regardless of whether the Market Vesting Condition is achieved. For the cash component, which is classified as a liability, fair value is remeasured at each reporting date until settlement, and compensation cost equals the proportionate amount of the award attributable to service rendered to date. The fair value of the PSUs at grant date, and of the cash component at each period-end prior to achievement of the Market Vesting Condition, is calculated based on a Monte Carlo simulation. The Company accounts for forfeitures as they occur.

The following table provides performance stock units activity for the periods indicated:

The compensation expense recorded for PSUs was $226,000 for both the three and nine months ended September 30, 2026. Such amounts are included in "Salaries and employee benefits" on the consolidated statements of operations. At September 30, 2026, the cash component liability is $101,000 and included in “Interest payable and other liabilities” on the consolidated balance sheet. Unrecognized stock-compensation expense related to PSUs was $3.6 million at September 30, 2026. As of September 30, 2026, these costs were expected to be recognized over approximately 2.8 years.

NOTE 15 – FAIR VALUE MEASUREMENT

ASC Topic 820, “Fair Value Measurement,” defines fair value, establishes a framework for measuring fair value including a three-level valuation hierarchy, and expands disclosures about fair value measurements. Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date reflecting assumptions that a market participant would use when pricing an asset or liability. The hierarchy uses three levels of inputs to measure the fair value of assets and liabilities, as follows:

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

Level 2 – Observable prices in active markets for similar assets and liabilities; prices for identical or similar assets or liabilities in markets that are not active; directly observable market inputs for substantially the full term of the asset and liability; market inputs that are not directly observable but are derived from or corroborated by observable market data.

Level 3 – Unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.

The Company uses fair value to measure certain assets and liabilities on a recurring basis, primarily securities AFS. For assets measured at the lower of cost or fair value, the fair value measurement criteria may or may not be met during a reporting period and such measurements are therefore considered “nonrecurring” for purposes of disclosing fair value measurements. Fair value is used on a nonrecurring basis to adjust carrying values for individually evaluated loans and other real estate owned and to record impairment on certain assets, such as goodwill, core deposit intangible, and other long-lived assets.

In certain cases, the inputs used to measure fair value may fall into different levels of the hierarchy. In such cases, the lowest level of inputs that is significant to the measurement is used to determine the hierarchy for the entire asset or liability. Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally coincides with the Company’s quarterly valuation process. There wereno transfers between levels during the three and nine months ended September 30, 2026 or 2025.

At both September 30, 2026 and December 31, 2025, there wereno liabilities measured at fair value on a recurring or non-recurring basis.

The following assets were measured at fair value on a recurring basis as of the dates indicated:

The following assets were measured at fair value on a nonrecurring basis as of the dates indicated:

The Company does not record loans at fair value on a recurring basis. However, from time to time, certain loans have individual risk characteristics not consistent with a pool of loans and are individually evaluated for credit reserves. Loans for which it is probable that payment of interest and principal will not be made in accordance with the original contractual terms of the loan agreement are typically individually evaluated. The fair value of individually evaluated loans is estimated using one of several methods, including collateral value, market value of similar debt, enterprise and liquidation value and discounted cash flows. Those individually evaluated loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. When the fair value of the collateral is based on an observable market price or a current appraised value that uses substantially observable data, the Company records the individually evaluated loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is less than the appraised value or the appraised value contains a significant assumption and there is no observable market price, the Company records the individually

evaluated loan as nonrecurring Level 3. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between comparable sales and income data available. Management also incorporates assumptions regarding market trends or other relevant factors and selling and commission costs ranging from 5% to 10%. Such adjustments and assumptions are typically significant and result in a Level 3 classification of the inputs for determining fair value.

NOTE 16 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts and fair values of the Company’s financial instruments at the dates indicated are presented below:

NOTE 17 – COMMITMENTS AND CONTINGENCIES

Lending and Letter of Credit Commitments

The Company operates in a highly regulated environment. From time to time, the Company is a party to various claims and litigation matters incidental to the conduct of its business. The Company is not presently party to any legal proceedings where it believes the resolution would have a material adverse effect on its business, financial condition, or results of operations.

Nevertheless, given the nature, scope and complexity of the extensive legal and regulatory landscape applicable to the Company’s business (including laws and regulations governing consumer protection, fair lending, fair labor, privacy, information security, and anti-money laundering and anti-terrorism laws), the Company, like all banking organizations, is subject to heightened legal and regulatory compliance and litigation risk.

In the normal course of business, the Company enters into various commitments to extend credit which are not reflected in the financial statements. These commitments consist of the undisbursed balance on home equity and unsecured personal lines of credit and commercial lines of credit, including commercial real estate secured lines of credit, and undisbursed funds on construction and development loans. The Company also issues standby letter of credit commitments, primarily for the third-party performance obligations of clients.

The following table presents a summary of commitments described above as of the dates indicated:

Commitments generally have fixed expiration dates or other termination clauses. The actual liquidity needs or the credit risk that the Company will experience will likely be lower than the contractual amount of commitments to extend credit because a significant portion of these commitments is expected to expire without being drawn upon. The commitments are generally variable rate and include unfunded home equity lines of credit, commercial real estate construction loans where disbursement is made over the course of construction, commercial revolving lines of credit, and unsecured personal lines of credit. The Company’s outstanding loan commitments are made using the same underwriting standards as comparable outstanding loans. The reserve associated with these commitments included in interest payable and other liabilities on the consolidated balance sheets was $460,000 at September 30, 2026 and $410,000 at December 31, 2025.

Commercial Real Estate Concentrations

At September 30, 2026 and December 31, 2025, in management’s judgment, a concentration of loans existed in commercial real-estate related loans. The Company’s commercial real estate loans are secured by owner occupied and non-owner occupied commercial real estate and multifamily properties. Although management believes that loans within these concentrations have no more than the normal risk of collectability, a decline in the performance of the economy in general, or a decline in real estate values in the Company’s primary market areas in particular, could have an adverse impact on collectability.

Other Assets

The Company has commitments to fund investments in LIHTC partnerships and an SBIC fund. At September 30, 2026, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $3.5 million and $122,000, respectively. At December 31, 2025, the remaining commitments to the LIHTC partnerships and the SBIC fund were approximately $4.7 million and $122,000, respectively.

Deposit Concentrations

At September 30, 2026 and December 31, 2025, approximately $338.2 million, or 14.7%, and approximately $235.8 million, or 11.7%, of the Company's deposits were derived from its top ten depositors.

Local Agency Deposits and Other Advances

In the normal course of business, the Company accepts deposits from local agencies. The Company is required to provide collateral for certain local agency deposits in the states of California, Colorado, New Mexico and Washington. At September 30, 2026 and December 31, 2025, the FHLB had issued letters of credit on behalf of the Company totaling $42.1 million and $41.6 million, respectively, as collateral for local agency deposits.

NOTE 18 – SEGMENT INFORMATION

The Company operates asone reportable segment: banking operations. The Company’s banking operations generate revenue primarily from loans and securities, deposits, and non-interest income. Loan products generate a significant portion of interest and fee income, while deposit products provide fee and service charge income. The Company also earns interest and dividend income from securities and generates net gains from the sale of loans to third parties. Interest expense, provisions for credit losses, salaries and employee benefits, data processing, and occupancy expense typically represent the significant expenses in banking operations. These expenses align with those reported in the Company’s Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Cash Flows. Noncash items, such as depreciation and amortization, are also reflected in both the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements of Cash Flows.

The Company’s Chief Operating Decision Maker (CODM) is identified as the Chief Executive Officer, who is responsible for assessing the financial performance of the Company and allocating resources accordingly. The CODM is provided with consolidated balance sheets, income statements, and net interest margin analyses in order to evaluate revenue streams, significant expenses, and budget-to-actual results in assessing the Company’s segment and determining the allocation of resources, as well as evaluating return on assets. In addition, the CODM utilizes consolidated net income, return on assets, and net interest margin as benchmarks to compare the Company’s performance against competitors. All operations are domestic and align with a single operating segment. Information reported internally for performance assessment by the CODM is identical to that shown in the Condensed Consolidated Statements of Income.

The following table presents the Company’sone operating segment for the periods indicated:

NOTE 19 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that no events have occurred that would require adjustments to its disclosures in the condensed consolidated financial statements.