Filed 2026-03-06 · Period ending 2025-12-31 · 67,737 words · SEC EDGAR
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# MUNCY COLUMBIA FINANCIAL Corp (CCFN) — 10-K
**Filed:** 2026-03-06
**Period ending:** 2025-12-31
**Accession:** 0001174947-26-000299
**Source:** [SEC EDGAR](https://www.sec.gov/Archives/edgar/data/731122/000117494726000299/)
**Origin leaf:** eed241de70d9656b31d1d98c04a4d2e1f99bf21a58c6c50756f2274f8029cf0a
**Words:** 67,737
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
| | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year-ended December 31, 2025
OR
| | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from _____________to________________
Commission file No. 000-19028
MUNCY COLUMBIA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
| Pennsylvania | 23-2254643 | |
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification Number) | |
| | | |
| 1199 Lightstreet Road, Bloomsburg, Pennsylvania | 17815 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrants telephone number, including area code: (570) 784-4400
Securities registered pursuant to Section12(b)of the Act:
| Title of Each Class | | Trading Symbol | | Name of Each Exchange on Which Registered | |
| None | | None | | None | |
Securities registered pursuant to section 12(g)of the Act:Common Stock, par value $1.25 per share
Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes No
Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes No
Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90days.YesNo
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (Section232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit such files).YesNo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of large accelerated filer, accelerated filer, smaller reporting company and emerging growth company in Rule12b-2 of the Exchange Act.
Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.
Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to 240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). YesNo
The aggregate market value of the registrants common stock held by non-affiliates at June30, 2025, the registrants most recently completed second fiscal quarter, was $146,993,764.
The number of shares of common stock outstanding at March6, 2026 was3,536,754.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrants proxy statement for the annual meeting of its shareholders to be held April23, 2026 are incorporated by reference into Parts III and IV of this Annual Report on Form 10-K. Except as expressly incorporated by reference, the registrants definitive proxy statement shall not be deemed to be part of this report.
MUNCY COLUMBIA FINANCIAL CORPORATION
FORM 10-K
TABLE OF CONTENTS
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Page | |
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PART I | |
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Item 1. |
Business |
3 | |
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Item 1A. |
Risk Factors |
8 | |
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Item 1B. |
Unresolved Staff Comments |
17 | |
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Item 1C. |
Cybersecurity |
17 | |
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Item 2. |
Properties |
18 | |
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Item 3. |
Legal Proceedings |
18 | |
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Item 4. |
Mine Safety Disclosures |
18 | |
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PART II | |
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Item 5. |
Market for the Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
19 | |
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Item 6. |
Reserved |
20 | |
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Item 7. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
20 | |
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Item 7A. |
Quantitative and Qualitative Disclosures about Market Risk |
37 | |
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Item 8. |
Financial Statements and Supplementary Data |
38 | |
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Item 9. |
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
77 | |
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Item 9A |
Controls and Procedures |
77 | |
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Item 9B. |
Other Information |
78 | |
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Item 9C. |
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections |
78 | |
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PART III | |
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Item 10. |
Directors, Executive Officers and Corporate Governance |
79 | |
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Item 11. |
Executive Compensation |
79 | |
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Item 12. |
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
79 | |
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Item 13. |
Certain Relationships and Related Transactions, and Director Independence |
79 | |
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Item 14. |
Principal Accounting Fees and Services |
79 | |
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PART IV | |
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Item 15. |
Exhibits and Financial Statements Schedules |
80 | |
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SIGNATURES |
81 | |
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INDEX TO EXHIBITS |
83 | |
2
PART I
Item 1. Business
**
*General*
Muncy Columbia Financial Corporation
(the Corporation) is a registered financial holding company, bank holding company, and Pennsylvania business corporation,
headquartered in Bloomsburg, Pennsylvania. The Corporation has one wholly-owned bank subsidiary, Journey Bank (the Bank).
A substantial part of the Corporations business consists of the management and supervision of the Bank. The Corporations
principal source of income is dividends paid by the Bank. At December 31, 2025, the Corporation, on a consolidated basis, had approximately:
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| $1.7 billion in total assets; | |
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| $1.2 billion in gross loans; | |
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| $1.4 billion in deposits; and | |
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| $193 million in stockholders equity. | |
The Corporation and Bank were
formed through a merger in 2023. On April 18, 2023, CCFNB Bancorp, Inc. (CCFNB) and Muncy Bank Financial, Inc. (MBF)
jointly announced the signing of a definitive merger agreement to combine the two companies in a strategic merger of equals. Effective
November 11, 2023, the merger was completed. Under the terms of the Merger Agreement, (i) MBF merged with and into CCFNB, with CCFNB being
the surviving entity, and (ii) The Muncy Bank & Trust Company merged with and into CCFNB's wholly-owned banking subsidiary, First
Columbia Bank & Trust Co. ("First Columbia Bank"), with First Columbia Bank being the surviving bank (the "Mergers").
In connection with the Mergers, CCFNB changed its name to Muncy Columbia Financial Corporation and First Columbia Bank changed its name
to Journey Bank. Total purchase consideration was $55.1 million, including 1,488,960 shares of the Corporations common stock issued
with a value of $55,092,000 and cash of $9,000 paid for fractional shares. Holders of MBF common stock prior to the consummation of the
merger held approximately 41.7% of the Corporations common stock outstanding immediately following the merger.
The Bank is a state-chartered,
nonmember bank, whose deposits are insured by the Deposit Insurance Fund of the Federal Deposit Insurance Corporation (FDIC).
The Bank is a full-service commercial bank providing a range of services and products, including time and demand deposit accounts, consumer,
commercial and mortgage loans to individuals and small to medium-sized businesses in its Northcentral Pennsylvania market area. The Bank
also operates a full-service trust department and offers brokerage services through a third-party networking agreement. At December 31,
2025, the Bank had twenty-two branch banking offices located in the Pennsylvania counties of Clinton, Columbia, Lycoming, Montour and
Northumberland.
Management has determined that
the Corporation hasonereportable segment, Community Banking. All of the Corporations activities are interrelated,
and each activity is dependent and assessed based on how each of the activities of the Corporation supports the others. The Corporation
considers its branch banking offices to be a single reporting segment, because these branches have similar:
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| economic characteristics, | |
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| products and services, | |
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| operating processes, | |
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| delivery systems, | |
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| customer bases, and | |
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| regulatory oversight. | |
As of December 31, 2025, the Corporation
had 253 employees on a full-time equivalent basis. The Corporation and the Bank are not parties to any collective bargaining agreement
and employee relations are considered to be good.
*The Bank*
The Banks legal headquarters
are located at 1199 Lightstreet Road, Bloomsburg, Columbia County, Pennsylvania 17815. The Bank is a locally managed community bank that
seeks to provide personal attention and professional financial assistance to its customers. The Bank serves the needs of individuals and
small to medium-sized businesses. The Banks business philosophy includes offering direct access to its President and other officers
and providing friendly, informed and courteous service, local and timely decision making, flexible and reasonable operating procedures
and consistently-applied credit policies.
**
3
**
*Regulation and Supervision*
**
The Corporation and the Bank operate
in a highly regulated industry and are subject to a variety of statutes, regulations, and policies, as well as ongoing regulatory supervision
and review. Significant federal statutes that apply to the Corporation and the Bank include the Gramm Leach Bliley Act (GLB Act),
the Bank Holding Company Act (BHCA), the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank
Act), the USA Patriot Act, the Federal Reserve Act and the Federal Deposit Insurance Act. The Bank is subject primarily to the
provisions of the Federal Deposit Insurance Act and, as a state-chartered financial institution, to the Pennsylvania Banking Code of 1965.
In general, these statutes, regulations promulgated in accordance with these statutes, and interpretations of the statutes and regulations
by the banking regulatory agenciesestablish the eligible business activities of the Corporation and the Bank, certain acquisition
and merger restrictions, limitations on intercompany transactions, such as loans and dividends, and capital adequacy requirements, among
other things. These laws, regulations and policies are subject to frequent change and the Corporation takes measures to comply with applicable
requirements. The following summarizes some of the more significant provisions of these laws as they relate to the Corporation and the
Bank. To the extent that the following information describes statutory or regulatory provisions, it is qualified in its entirety by reference
to the particular statutory provisions. Any change in applicable law or regulation may have a material effect on the business and prospects
of the Corporation and the Bank.
*Financial and Bank Holding Company Activities*
As a financial holding company,
the Corporation may engage in, and acquire companies engaged in, activities that are considered financial in nature, as
defined by the GLB Act and Federal Reserve Board interpretations. These activities include, among other things, securities underwriting,
dealing and market-making, sponsoring mutual funds and investment companies, insurance underwriting and agency activities, and merchant
banking. If any banking subsidiary of the Corporation ceases to be well capitalized or well managed under
applicable regulatory standards, the Federal Reserve Board may, among other things, place limitations on the Corporations ability
to conduct the broader financial activities permissible for financial holding companies or, if the deficiencies persist, require the Corporation
to divest the banking subsidiary. In addition, if any banking subsidiary of the Corporation receives a Community Reinvestment Act rating
of less than satisfactory, the Corporation would be prohibited from engaging in any additional activities other than those permissible
for bank holding companies that are not financial holding companies. The Corporation may engage directly or indirectly in activities considered
financial in nature, either de novo or by acquisition, as long as it gives the Federal Reserve Board after-the-fact notice of the new
activities.
*Interstate Banking and Branching*
The federal banking agencies are
generally authorized to approve interstate bank merger transactions. The Dodd-Frank Act amended federal banking law to permit banks to
establishde novobranches in other states to the same extent as a bank chartered by that state would be so permitted. The interstate
banking and branching provisions of the federal banking laws would permit the Bank to merge with banks in other states and branch into
other states and would also permit banks from other states to acquire banks in the Bank's market area and to establishde novobranches
in the Banks market area.
*Control Acquisitions*
The Change in Bank Control Act
prohibits a person or group of persons from acquiring control of a bank holding company, unless the Federal Reserve Board
has been notified and has not objected to the transaction.
Under a rebuttable presumption
established by the Federal Reserve Board, the acquisition of 10% or more of a class of voting stock of a bank holding company with a class
of securities registered under Section 12 of the Exchange Act would, under the circumstances set forth in the presumption, constitute
acquisition of control of the bank holding company. In addition, a company is required to obtain the approval of the Federal Reserve Board
under the Bank Holding Company Act before acquiring 25% (5% in the case of an acquirer that is a bank holding company) or more of any
class of outstanding voting stock of a bank holding company, or otherwise obtaining control or a controlling influence over
that bank holding company.
*Liability for Banking Subsidiaries*
Under Federal Reserve Board policy,
a bank holding company is expected to act as a source of financial and managerial strength to each of its subsidiary banks and to commit
resources to their support. This support may be required at times when the bank holding company may not have the resources to provide
it. Similarly, under the cross-guarantee provisions of the Federal Deposit Insurance Act, the FDIC can hold any FDIC-insured depository
institution liable for any loss suffered or anticipated by the FDIC in connection with (1) the default of a commonly controlled
FDIC-insured depository institution; or (2) any assistance provided by the FDIC to a commonly controlled FDIC-insured depository institution
in danger of default.
**
4
*Capital Requirements*
The federal banking agencies approved
final capital rules in July 2013 that substantially amend the existing capital rules for banks and bank holding companies. The new rules
reflect, in part, certain standards initially adopted by the Basel Committee on Banking and Supervision in December 2010 (commonly known
as Basel III), as well as requirements contemplated by the Dodd-Frank Act.
The new rules include a new minimum
ratio of common equity tier 1 capital to risk-weighted assets of 4.5% and a common equity tier 1 capital conservation buffer of 2.5% of
risk-weighted assets, raise the minimum ratio of tier 1 capital to risk-weighted assets from 4% to 6% and include a minimum leverage ratio
of 4%. Both the Corporation and the Bank comply with these ratios. The new rules also implement strict eligibility criteria for regulatory
capital instruments and improve the methodology for calculating risk-weighted assets to enhance risk sensitivity.
During 2018, the FRB raised the
threshold of its "Small Bank Holding Company" exemption to the application of consolidated capital requirements for qualifying
small bank holding companies from $1 billion to $3 billion of consolidated assets. Consequently, qualifying bank holding companies having
less than $3 billion of consolidated assets are not subject to the consolidated capital requirements unless otherwise directed by the
FRB. As of December 31, 2025, the Corporation qualifies as a small bank holding company and, while it complies with the consolidated capital
requirements, it is not subject to regulation in accordance with the consolidated capital requirements.
Additional information concerning
the Corporation and the Bank with respect to capital requirements is incorporated by reference from Note 13, Regulatory Matters,
of the Notes to Consolidated Financial Statements included under Item 8 of this report, and from the Capital Resources
section of the Managements Discussion and Analysis of Consolidated Financial Condition and Results of Operations,
included under Item 7 of this report.
*FDICIA*
The Federal Deposit Insurance
Corporation Improvement Act of 1991 (FDICIA), and the regulations promulgated under FDICIA, among other things, established
five capital categories for insured depository institutions well capitalized, adequately capitalized, undercapitalized, significantly
undercapitalized and critically undercapitalized and requires federal bank regulatory agencies to implement systems for prompt
corrective action for insured depository institutions that do not meet minimum capital requirements based on these categories.
Unless a bank is well capitalized, it is subject to restrictions on its ability to offer brokered deposits and on certain other aspects
of its operations. An undercapitalized bank must develop a capital restoration plan and its parent bank holding company must guarantee
the banks compliance with the plan up to the lesser of 5% of the banks assets at the time it became undercapitalized and
the amount needed to comply with the plan. As of December 31, 2025, the Bank was considered well capitalized based on the guidelines implemented
by the banks regulatory agencies.
*Dividend and Share Repurchase Restrictions*
The Corporation is a legal entity
separate and distinct from the Bank. The Corporations revenues (on a parent company only basis) and its ability to pay dividends
to its shareholders, or repurchase shares from its shareholders, are almost entirely dependent upon the receipt of dividends from the
Bank. The right of the Corporation, and consequently the rights of its creditors and shareholders to participate in any distribution of
the assets or earnings of any subsidiary through the payment of such dividends or otherwise is necessarily subject to the prior claims
of creditors of the subsidiary (including depositors) except to the extent that claims of the Corporation, in its capacity as a creditor,
may be recognized. Additionally, the ability of the Bank to pay dividends to the Corporation is subject to Pennsylvania state law and
various regulatory restrictions.
The declaration of cash dividends
on the Corporations common stock, or the repurchase of shares of its common stock,is at the discretion of its board of directors,
and any decision to declare a dividend, or repurchase shares, is based on a number of factors, including, but not limited to, earnings,
prospects, financial condition, regulatory capital levels, applicable covenants under any credit agreements, notes and other contractual
restrictions, Pennsylvania law, federal bank regulatory law, and other factors deemed relevant.
*Deposit or Preference Statute*
In the liquidation or other
resolution of an institution by any receiver, U.S. federal law provides that deposits and certain claims for administrative expenses
and employee compensation against the insured depository institution would be afforded a priority over the general unsecured claims against
that institution, including federal funds and letters of credit.
*Other Federal Laws and Regulations*
The Corporations operations
are subject to additional federal laws and regulations applicable to financial institutions, including, without limitation:
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| Privacy provisions of the GLB Act and related regulations, which require us to maintain privacy policies
intended to safeguard customer financial information, to disclose the policies to our customers and to allow customers to opt out
of having their financial service providers disclose their confidential financial information to non-affiliated third parties, subject
to certain exceptions; | |
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| Right to Financial Privacy Act, which imposes a duty to maintain confidentiality of consumer financial
records and prescribes procedures for complying with administrative subpoenas of financial records; | |
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| Consumer protection rules for the sale of insurance products by depository institutions, adopted pursuant
to the requirements of the GLB Act; and | |
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| USA Patriot Act, which requires financial institutions to take certain actions to help prevent, detect
and prosecute international money laundering and the financing of terrorism. | |
*Sarbanes-Oxley Act of 2002*
On July 30, 2002, the Sarbanes-Oxley
Act of 2002 was enacted. The Sarbanes-Oxley Act represents a comprehensive revision of laws affecting corporate governance, accounting
obligations and corporate reporting. The Sarbanes-Oxley Act is applicable to all companies, such as the Corporation, with equity securities
registered or that file reports under the Securities Exchange Act of 1934. In particular, the Sarbanes-Oxley Act established: (i) new
requirements for audit committees, including independence, expertise, and responsibilities; (ii) additional responsibilities regarding
financial statements for the chief executive officer and chief financial officer; (iii) new standards for auditors and regulation of audits;
(iv) increased disclosure and reporting obligations for the company and its directors and executive officers; and (v) new and increased
civil and criminal penalties for violations of the securities laws. Many of the provisions were effective immediately while other provisions
became effective over a period of time and are subject to rulemaking by the SEC.
*FDIC Insurance and Assessments*
Journey Bank is fully insured
by the FDIC up to the deposit insurance limit of $250,000 per depositor, per FDIC insured institution, and per ownership category, in
accordance with applicable laws and regulations. The assessment rate paid by each FDIC member institution is based on its relative risks
of default as measured by regulatory capital ratios and other factors. Specifically, the assessment rate is based on the institutions
capitalization risk category and supervisory subgroup category. An institutions capitalization risk category is based on the institutions
capitalization and supervisory ratings. An institutions supervisory subgroup category is based on the FDICs assessment of
the financial condition of the institution and the probability that FDIC intervention or other corrective action will be required. The
FDIC may terminate insurance of deposits upon a finding that an institution has engaged in unsafe and unsound practices, is in an unsafe
or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.
The base for deposit insurance
assessments is average consolidated total assets less average tangible equity. Assessment rates are calculated using formulas that take
into account the risk of the institution being assessed.
The FDIC may increase or decrease
the assessment rate schedule in order to manage the Deposit Insurance Fund (DIF) to prescribed statutory target levels.
An increase in the risk category for a subsidiary bank or in the assessment rates could have an adverse effect on such banks and,
consequently, the holding companys earnings. The FDIC may terminate deposit insurance if it determines the institution involved
has engaged in or is engaging in unsafe or unsound banking practices, is in an unsafe or unsound condition, or has violated applicable
laws, regulations or orders.
On May 11, 2023, the FDIC proposed
a special assessment to make up for losses to the deposit insurance fund caused by the decision of bank regulators to declare a systemic
exception in the failures of Silicon Valley Bank and Signature Bank. Starting with the first quarter of 2024, the FDIC would impose a
special assessment on the amount of an independent banks estimated uninsured deposits in excess of $5 billion as of December, 2022.
Banks with less than $5 billion in assets, such as Journey Bank, would not be subject to the special assessment.
*Dodd-Frank Wall Street Reform and Consumer Protection
Act*
On July 21, 2010, the Dodd-Frank
Act was signed into law. The Dodd-Frank Act is intended to affect a fundamental restructuring of federal banking regulation. Among other
things, the Dodd-Frank Act creates a new Financial Stability Oversight Council to identify systemic risks in the financial system and
gives federal regulators new authority to take control of and liquidate financial firms. The Dodd-Frank Act additionally creates a new
independent federal regulator to administer federal consumer protection laws. To date, the following provisions of the Dodd-Frank
Act are considered to be of the greatest significance to the Corporation:
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expands the authority of the FRB to examine bank holding companies and their subsidiaries, including insured depository institutions; | |
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requires a bank holding company to be well capitalized and well managed to receive approval of an interstate bank acquisition; | |
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provides mortgage reform provisions regarding a customers ability to pay and making more loans subject to provisions for higher-cost loans and new disclosures; | |
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created the Consumer Financial Protection Bureau (the CFPB) that has rulemaking authority for a wide range of consumer protection laws that apply to all banks and has broad powers to supervise and enforce consumer protection laws; | |
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madepermanent the $250,000 limit for federal deposit insurance at all insured depository institutions; | |
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includes additional corporate governance and executive compensation requirements on companies subject to the Exchange Act; | |
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permits FDIC-insured banks to pay interest on business demand deposits; | |
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requires that holding companies and other companies that directly or indirectly control an insured depository institution serve as a source of financial strength; | |
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createdthe Financial Stability Oversight Council with authority to identify institutions and practices that might pose a systemic risk; and | |
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permits national and state banks to establish interstate branches to the same extent as the branch host state allows establishment of in-state branches. | |
C*onsumer Financial Protection
Bureau and Consumer Lending Regulation.*The Dodd-Frank Act created the CFPB, which is granted broad rulemaking, supervisory and
enforcement powers under various federal consumer financial protection laws, including the Equal Credit Opportunity Act, Truth in Lending
Act (TILA), Real Estate Settlement Procedures Act (RESPA), Fair Credit Reporting Act, Fair Debt Collection
Practices Act, Consumer Financial Privacy provisions of the Gramm-Leach-Bliley Act, and certain other statutes. The CFPB has examination
and primary enforcement authority with respect to depository institutions with $10billion or more in assets. Smaller institutions
are subject to rules promulgated by the CFPBbut continue to be examined and supervised by federal banking regulators for consumer
compliance purposes. The CFPB has authority to prevent unfair, deceptive or abusive practices in connection with the offering of consumer
financial products. For example, the Dodd-Frank Act authorizes the CFPB to establish certain minimum standards for the origination of
residential mortgages including, in certain circumstances, a determination of the borrowers ability to repay. In addition, the
Dodd-Frank Act allows certain borrowers to raise certain defenses to foreclosure if they receive any loan other than a qualified
mortgage as defined by the CFPB. The Dodd-Frank Act permits states to adopt consumer protection laws and standards that are more
stringent than those adopted at the federal level and, in certain circumstances, permits state attorneys general to enforce compliance
with both the state and federal laws and regulations.
The CFPBs rulemaking, examination
and enforcement authority has and will continue to significantly affect financial institutions offering consumer financial products and
services, including the Corporation and the Bank. These regulatory activities may limit the types of financial services and products the
Bank may offer, which in turn may reduce the Corporations revenues.
*Community Reinvestment Act*
The Community Reinvestment Act
requires the FDIC to evaluate the Banks performance in helping to meet the credit needs of the entire community it serves, including
low- and moderate-income neighborhoods, consistent with safe and sound banking operations, and to take this record into consideration
when evaluating certain applications, such as applications to establish, relocate or close branch offices and applications in connection
with mergers and other acquisition transactions.The Bank achieved a rating of outstanding on its most recent CRA examination
dated December 5, 2022. On October 23, 2023, the FDIC and the other federal banking agencies approved changes to their CRA regulations.
The new CRA regulations were to become effective on January 1, 2026.On July 16, 2025, the FDIC and the other federal banking agencies
issued a joint notice of proposed rulemaking to amend their CRA regulations by rescinding theCRA
rule issued in October 2023and replacing it with the 1995 CRA regulations.
*Commercial Real Estate Concentrations*
Lending operations of commercial
banks may be subject to enhanced scrutiny by federal banking regulators based on a banks concentration of commercial real estate
loans. On December 6, 2006, the federal banking regulators issued final guidance to remind financial institutions of the risk posed by
commercial real estate, or CRE, lending concentrations, and on December 18, 2015, the federal bank regulators issued additional guidance
on prudent risk management for CRE lending. CRE loans generally include land development, construction loans, and loans secured by multifamily
property, and nonfarm, nonresidential real property where the primary source of repayment is derived from rental income associated with
the property. The guidance prescribes the following guidelines for examiners to help identify institutions that are potentially exposed
to significant CRE risk and may warrant greater supervisory scrutiny:
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total reported loans for construction, land development and other land, or C&D, represent 100% or more of the institutions total capital; or | |
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Total CRE loans represent 300% or more of the institutions total capital, and the outstanding balance of the institutions | |
7
CRE loan portfolio has increased over 50% or more.
As of December 31, 2025, the Bank
did not exceed either guideline threshold.
*Environmental*
The Corporation has no material
ongoing costs related to compliance with federal, state, or local environmental laws. From time to time, the Bank originates loans with
special environmental considerations. The Banks lending policy outlines policies and procedures related to loans with special environmental
considerations, including the need to obtain phase I/II environmental assessments. Generally, the cost of these assessments is covered
by the borrower.
**
*Future Legislation*
Changes to the laws and regulations
to which the Corporation and the Bank are subject can affect the operating environment of both the Corporation and the Bank in substantial
and unpredictable ways. The Corporation cannot accurately predict whether those changes in laws and regulations will occur, and, if those
changes occur, the ultimate effect they would have upon the financial condition or results of operations of the Corporation. This is also
*Human Capital Resources*
We recognize the importance
of human capital resources as a cornerstone of our business. The Corporations key human capital management objectives are to attract
and retain highly qualified individuals that fit our values and culture. The Corporation is an Equal Opportunity and Affirmative Action
Employer. We recruit, employ, train, compensate, and promote without regard to race, religion, creed, color, national origin, age, gender,
sexual orientation, gender identity, marital status, disability, veteran status, or any other basis protected by applicable federal, state
or local law.
*Available Information*
The Corporation
files reports, proxy and information statements and other information electronically with the SEC.The SEC maintains an Internet
site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the
SEC. The SECs website address ishttps://www.sec.gov. The Corporation makes its Annual Report on Form10-K, Quarterly
Reports on Form10-Q and Current Reports on Form 8-K and amendments thereto available through its website at https://www.journeybank.com.
The information contained on our website is not included as a part of, or incorporated by reference in, this Annual Report on Form 10-K.
These reports may also be obtained free of charge as soon as practicable after filing or furnishing them to the SEC upon request by sending
an email to investorrelations@journeybank.com. Information may also be obtained via written request to Muncy Columbia Financial
Corporation, Attention:Chief Financial Officer, 1199 Lightstreet Road, Bloomsburg, PA 17815.
Item 1A. Risk Factors
**
Theoperations and financial
resultsof the Corporation are subject to various risks and uncertainties, including those describedbelow. The risks and uncertaintiesdescribed
beloware not the only onesthe Corporationfaces. Additional risks and uncertaintiesthe Corporationisunaware
of, orcurrently believesare not material, may also become important factors affectingthe Corporation. If any of the
following risks occur,the Corporationsbusiness, financial condition, operating results and prospects could be materially
and adversely affected. In that event, the price ofthe Corporationscommon stock could decline.
**
Risks Relating to the Corporations Business
*Changes in economic conditions, in particular
an economic slowdown in central Pennsylvania, could materially and negatively affect the Corporations business.*
**
The Corporations business
is directly impacted by factors such as economic, political and market conditions, broad trends in industry and finance, legislative
and regulatory changes, changes in government monetary and fiscal policies and inflation, including, without limitation, the impacts
of tariffs, sanctions and other trade policies of the United States, a deterioration of the credit rating for United States long-term
sovereign debt or the impact of uncertain or changing political conditions, including federal government shutdowns and uncertainty regarding
United States fiscal debt, deficit and budget matters, all of which are beyond the Corporations control. Any deterioration in
economic conditions, whether caused by national or local concerns, and in particular in Pennsylvania, could result in the following consequences,
any of which could hurt the Corporations business, profitability and asset quality materially: loan delinquencies may increase;
problem assets and foreclosures may increase; demand for the Corporations products and services may decrease; low cost or noninterest
bearing deposits may decrease; and collateral for loans made by the Corporation, especially real estate, may decline in value, reducing
customers borrowing power and reducing the value of assets and collateral associated with the Corporations existing loans.
8
An economic downturn or prolonged
recession would likely result in further deterioration of the quality of the Corporations loan portfolio and reduce the Corporations
level of deposits, which in turn would hurt its business. If the Corporation experiences an economic downturn or a prolonged economic
recession occurs in the economy as a whole, borrowers will be less likely to repay their loans as scheduled. Unlike many larger institutions,
the Corporation is not able to spread the risks of unfavorable local economic conditions across a large number of diversified local economies.
An economic downturn could, therefore, result in losses that materially and adversely affect the Corporations business.
**
*The small- and medium-sized business target
market may have fewer financial resources to weather a downturn in the economy.*
The Corporation targets its commercial
development and marketing strategy to serve the banking and financial services needs of small- and medium-sized businesses. These businesses
generally have fewer financial resources in terms of capital or borrowing capacity than larger entities. If general economic conditions
negatively impact this major economic sector in the markets in which the Corporation operates, its results of operations and financial
condition, as well as the value of its securities, may be adversely affected.
**
*Competition with other financial institutions
may have an adverse effect on the Corporations ability to retain and grow its client base, which could have a negative effect on
its financial condition or results of operations.*
The banking and financial services
industry is very competitive and includes services offered from other banks, savings and loan associations, credit unions, mortgage companies,
other lenders, and institutions offering uninsured investment alternatives. Legal and regulatory developments have made it easier for
new and sometimes unregulated competitors to compete with the Corporation. The financial services industry has and is experiencing an
ongoing trend towards consolidation in which fewer large national and regional banks and other financial institutions are replacing many
smaller and more local banks. These larger banks and other financial institutions hold a large accumulation of assets and have significantly
greater resources and a wider geographic presence or greater accessibility. In some instances, these larger entities operate without the
traditional brick and mortar facilities that restrict geographic presence. Some competitors have more aggressive marketing campaigns and
better brand recognition, and are able to offer more services, more favorable pricing or greater customer convenience than the Corporation.
In addition, competition has increased from other banks and other financial services providers that target the Corporations existing
or potential customers. As consolidation continues among large banks, the Corporation expects other smaller institutions to try to compete
in the markets the Corporation plans to serve. This competition could reduce the Corporations net income by decreasing the number
and size of the loans that it originates and the interest rates it charges on these loans. Additionally, these competitors may offer higher
interest rates on deposits, which could decrease the deposits the Corporation attracts or require it to increase rates to retain existing
deposits or attract new deposits. Increased deposit competition could adversely affect the Corporations ability to generate the
funds necessary for lending operations which could increase its cost of funds.
The financial services industry
could become even more competitive as a result of legislative, regulatory and technological changes and continued consolidation. Banks,
securities firms and insurance companies can merge as part of a financial holding company, which can offer virtually any type of financial
service, including banking, securities underwriting, insurance (both agency and underwriting) and merchant banking. Technological developments
have allowed competitors, including some non-depository institutions, to compete more effectively in local markets and has expanded the
range of financial products, services and capital available to the Corporations target customers. If the Corporation is unable
to implement, maintain and use such technologies effectively, it may not be able to offer products or achieve cost-efficiencies necessary
to compete in the industry. In addition, some of these competitors have fewer regulatory constraints and lower cost structures.
*Liquidity needs could adversely affect the Corporations
financial condition and results of operation.*
**
The primary sources of funds of
the Corporation are customer deposits and loan repayments. While scheduled loan repayments are a relatively stable source of funds, they
are subject to the ability of borrowers to repay the loans. The ability of borrowers to repay loans can be adversely affected by a number
of factors, including changes in economic conditions, adverse trends or events affecting business industry groups, reductions in real
estate values or markets, business closings or lay-offs, inclement weather, which could be exacerbated by potential climate change, natural
disasters and international instability.
Additionally, deposit levels may
be affected by a number of factors, including rates paid by competitors, general interest rate levels, regulatory capital requirements,
returns available to customers on alternative investments and general economic conditions. Accordingly, the Corporation may be required
from time to time to rely on secondary sources of liquidity to meet withdrawal demands or otherwise fund operations. Such sources include
proceeds from Federal Home Loan Bank advances, sales of investment securities and loans, and federal funds lines of credit from correspondent
banks, as well as out-of-market time deposits. While the Corporation believes that these sources are currently adequate, there can be
no assurance they will be sufficient to meet future liquidity demands, particularly if the Corporation continues to grow and experience
increasing loan demand. The Corporation may be required to slow or discontinue loan growth, capital expenditures or other investments
or liquidate assets should such sources not be adequate.
9
*Changes in prevailing interest rates may reduce
the Corporations profitability.*
The Corporations results
of operations depend in large part upon the level of its net interest income, which is the difference between interest income from interest-earning
assets, such as loans and investment securities, and interest expense on interest-bearing liabilities, such as deposits and other borrowings.
Depending on the terms and maturities of the Corporations assets and liabilities, a significant change in interest rates could
have a material adverse effect on its profitability. Many factors cause changes in interest rates, including governmental monetary policies
and domestic and international economic and political conditions. While the Corporation intends to manage the effects of changes in interest
rates by adjusting the terms, maturities, and pricing of its assets and liabilities, its efforts may not be effective, and its financial
condition and results of operations could suffer.
**
*The Corporation may not be able to adequately
anticipate and respond to changes in market interest rates.*
The Corporation may be unable
to anticipate changes in market interest rates, which are affected by many factors beyond its control including, but not limited to, inflation,
recession, unemployment, money supply, monetary policy, and other changes that affect financial markets, both domestic and foreign. The
Corporations net interest income is affected not only by the level and direction of interest rates, but also by the shape of the
yield curve and relationships between interest sensitive instruments and key index rates, as well as balance sheet growth, customer loan
and deposit preferences, and the timing of changes in these variables. In the event interest rates increase, the Corporations interest
costs on liabilities may increase more rapidly than its income on interest earning assets, resulting in a deterioration of its net interest
margin. As such, fluctuations in interest rates could have a material adverse effect on the Corporations financial condition and
results of operations.
*Significant increases in interest rates may
affect customer loan demand and payment habits.*
Significant increases in market
interest rates, or the perception that an increase may occur, could adversely impact the Bank's ability to generate new loans. An increase
in market interest rates may also adversely impact the ability of adjustable-rate borrowers to meet repayment obligations, thereby causing
nonperforming loans and loan charge-offs to increase in these mortgage products.
*If the Banks loan growth exceeds that
of its deposit growth, then the Bank may be required to obtain higher cost sources of funds.*
Our growth strategy depends upon
generating an increasing level of loans at the Bank while maintaining a low level of loan losses for the Bank. As the Banks loans
grow, it is necessary for the Banks deposits to grow at a comparable pace in order to avoid the need for the Bank to obtain other
sources of loan funds at higher costs. If the Banks loan growth exceeds the deposit growth, the Bank may have to obtain other sources
of funds at higher costs which could adversely affect our earnings.
*The Corporations decisions regarding
allowance for credit losses and credit risk may materially and adversely affect its business.*
**
Making loans and other extensions
of credit is an essential element of the Corporations business. Although the Corporation seeks to mitigate risks inherent in lending
by adhering to specific underwriting practices, the Corporations loans and other extensions of credit may not be repaid. The risk
of nonpayment is affected by a number of factors, including:
|
| the duration of the credit; | |
|
| credit risks of a particular customer; | |
|
| changes in economic and industry conditions; and | |
|
| in the case of a collateralized loan, risks resulting from uncertainties about the future
value of the collateral. | |
The Corporation attempts to maintain
an appropriate allowance for credit losses to provide for probable losses in its loan portfolio. The Corporation periodically determines
the amount of the allowance based on consideration of several factors, including but not limited to:
|
| an ongoing review of the quality, mix, and size of the Corporations overall loan portfolio; | |
|
| the Corporations historical loan loss experience; | |
|
| evaluation of current and future economic conditions; | |
|
| regular reviews of loan delinquencies and loan portfolio quality; | |
|
| ongoing review of financial information provided by borrowers; and | |
|
| the amount and quality of collateral, including guarantees, securing the loans. | |
The determination of the appropriate
level of the allowance for credit losses inherently involves a high degree of subjectivity and requires the Corporation to make significant
estimates of current credit risks and future trends, all of which may undergo material changes. Deterioration in economic conditions
affecting borrowers, new information regarding existing loans, identification of additional problem loans and other factors, both within
and outside of the Corporations control, may require an increase in the allowance for credit losses. In addition, regulatory agencies
periodically review the Corporations allowance for credit losses and may require an increase in the provision for credit losses
or the recognition of further loan charge-offs, based on judgments different than those of management. If charge-offs in future periods
exceed the allowance for credit losses, the Corporation will need additional provisions to increase the allowance for credit losses.
Any increases in the allowance for credit losses will result in a decrease in net income and, possibly, capital, and may have a material
adverse effect on the Corporations financial condition and results of operations.
**
10
**
*The Corporation may have higher credit losses
than it has allowed for in its allowance for credit losses.*
**
The Corporations actual
credit losses could exceed its allowance for credit losses and therefore its allowance for credit losses may not be adequate. Industry
experience shows that a portion of loans will become delinquent and a portion of loans will require partial or entire charge-off. Regardless
of the underwriting criteria utilized, losses may be experienced as a result of various factors beyond the Corporations control,
including among other things, changes in market conditions affecting the value of loan collateral and problems affecting borrower credit.
**
*Our reliance upon the accuracy and completeness
of information about customers and counterparties could adversely affect our financial condition and results of operations.*
In deciding whether to extend
credit or enter into other transactions with customers and counterparties, we rely upon information furnished by or on behalf of customers
and counterparties, including financial statements, credit reports and other financial information. We also may rely upon representations
of those customers and counterparties, or third parties such as auditors or appraisers, as to the accuracy and completeness of that information.
If this information is inaccurate, we could experience a material adverse impact on our results of operations and financial condition.
*Adverse changes in the market value of securities
and investments that we manage for others may negatively impact the growth level of the Banks non-interest income.*
The Bank provides a broad range
of trust and investment management services for estates, trusts, agency accounts, and individual and employer sponsored retirement plans.
The market value of the securities and investments managed by the Bank may decline due to factors outside the Banks control. Any
such adverse changes in the market value of the securities and investments could negatively impact the growth of the non-interest income
generated from providing these services.
**
*The Banks branch locations may be negatively
affected by changes in demographics.*
The Bank has strategically selected
locations for bank branches based upon regional demographics. Any changes in regional demographics may impact the Banks ability
to reach or maintain profitability at its branch locations. Changes in regional demographics may also affect the perceived benefits of
certain branch locations and management may be required to reduce the number of locations of its branches.
*The Corporation is subject to extensive government
regulation and supervision that could interfere with its ability to conduct its business and may negatively impact its financial results,
restrict its activities, have an adverse impact on its operations, and impose financial requirements or limitations on the conduct of
its business.*
**
The Corporation, primarily through
the Bank, is subject to extensive federal and state regulation and supervision. Banking regulations are primarily intended to protect
depositors funds, the Federal Deposit Insurance Fund and the safety and soundness of the banking system as a whole, not stockholders.
These regulations affect the Corporations lending practices, capital structure, investment practices, dividend policy and growth,
among other things. Congress and federal regulatory agencies continually review banking laws, regulations and policies for possible changes.
Changes to statutes, regulations or regulatory policies, including changes in interpretation or implementation of statutes, regulations
or policies, could affect the Corporation in substantial and unpredictable ways. Such changes could subject the Corporation to additional
costs, limit the types of financial services and products it may offer, and/or limit the pricing it may charge on certain banking services,
among other things. The Corporation will have to apply resources to ensure that it is in compliance with any changes to statutes, regulations
or regulatory policies, including changes in interpretations or implementation, which may increase its costs of operations and adversely
impact its earnings.
**
*The Corporation faces a risk of noncompliance
and enforcement action with the Bank Secrecy Act and other anti-money laundering statutes and regulations.*
**
The Bank Secrecy Act, as amended
by the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, which
we refer to as the Patriot Act, and other laws and regulations require financial institutions, among other duties, to institute and maintain
effective anti-money laundering programs and file suspicious activity and currency transaction reports as appropriate. The Financial
Crimes Enforcement Network, established by the U.S. Treasury to administer the Bank Secrecy Act, is authorized to impose significant
civil money penalties for violations of those requirements and has recently engaged in coordinated enforcement efforts with the individual
federal banking regulators, as well as the U.S. Department of Justice, Drug Enforcement Administration and Internal Revenue Service.
There is also increased scrutiny of compliance with the rules enforced by the Office of Foreign Assets Control, which we refer to as
OFAC. Over the past several years, federal and state bank regulators also have increased their focus on compliance with Bank Secrecy
Act and anti-money laundering regulations. If the Corporations policies, procedures and systems are deemed deficient or the policies,
procedures and systems of the financial institutions that it has already acquired or may acquire in the future are deficient, it would
be subject to liability, including fines and regulatory actions such as restrictions on its ability to pay dividends and the necessity
to obtain regulatory approvals to proceed with certain aspects of its business plan, including its acquisition plans, which would negatively
impact its business, financial condition and results of operations. Failure to maintain and implement adequate programs to combat money
laundering and terrorist financing could also have serious reputational consequences for the Corporation.
**
11
**
*Regulations relating to privacy, information
security and data protection could increase the Corporations costs, affect or limit how it collects and uses personal information
and adversely affect its business opportunities.*
**
The Corporation is subject to
various privacy, information security and data protection laws, including requirements concerning security breach notification, and it
could be negatively impacted by these laws. For example, the Corporations business is subject to the Financial Services Modernization
Act of 1999, also known as the Gramm-Leach-Bliley Act, which, among other things: (i) imposes certain limitations on its ability to share
nonpublic personal information about its customers with nonaffiliated third parties; (ii) requires that it provide certain disclosures
to customers about its information collection, sharing and security practices and afford customers the right to opt out
of any information sharing by the Corporation with nonaffiliated third parties (with certain exceptions) and (iii) requires it to develop,
implement and maintain a written comprehensive information security program containing safeguards appropriately based on its size and
complexity, the nature and scope of its activities, and the sensitivity of customer information it processes, as well as plans for responding
to data security breaches. Various state and federal banking regulators have also enacted data security breach notification requirements
with varying levels of individual, consumer, regulatory or law enforcement notification in certain circumstances in the event of a security
breach. This includes increased privacy-related enforcement activity at the federal level, by the Federal Trade Commission, as well as
at the state level, such as with regard to mobile applications. Moreover, legislators and regulators in the United States are increasingly
adopting or revising privacy, information security and data protection laws that potentially could have a significant impact on the Corporations
current and planned privacy, data protection and information security-related practices, the Corporations collection, use, sharing,
retention and safeguarding of consumer or employee information, and some of its current or planned business activities. This could also
increase the Corporations costs of compliance and business operations and could reduce income from certain business initiatives.
Compliance with current or future
privacy, data protection and information security laws (including those regarding security breach notification) affecting customer or
employee data to which the Corporation is subject could result in higher compliance and technology costs and could restrict its ability
to provide certain products and services, which could have a material adverse effect on its business, financial condition or results of
operations. The Corporations failure to comply with privacy, data protection and information security laws could result in potentially
significant regulatory or governmental investigations or actions, litigation, fines, sanctions and damage to its reputation, which could
have a material adverse effect on its business, results of operations, financial condition, and the value of its securities.
**
*The Corporations use of third-party vendors
and other ongoing third-party business relationships are subject to increasing regulatory requirements and attention.*
The Corporation regularly uses
third party vendors as part of its business. The Corporation also has substantial ongoing business relationships with other third parties.
These types of third-party relationships are subject to increasingly demanding regulatory requirements and attention by the Corporations
federal bank regulators. Regulatory guidance requires all banking organizations to enhance due diligence, ongoing monitoring and control
over organizations third-party vendors and other ongoing third-party business relationships. The Corporation expects that its regulators
will hold it responsible for any deficiencies in its oversight and control of its third-party relationships and in the performance of
the parties with which it has these relationships. As a result, if the Corporations regulators conclude that it has not exercised
adequate oversight and control over its third party vendors or other ongoing third party business relationships or that such third parties
have not performed appropriately, the Corporation could be subject to enforcement actions, including civil money penalties or other administrative
or judicial penalties or fines as well as requirements for customer remediation, any of which could have a material adverse effect on
its business, results of operations, financial condition, and the value of its securities.
*Technological advances impact the Corporations
business; its information systems may experience an interruption or breach in security.*
To conduct the
Corporations business, it relies heavily on new technology-driven products and services, communications and information
systems. The Corporations future success will depend, in part, on its ability to address the needs of the Corporations
customers by using technology to provide products and services that will satisfy customer demands for convenience as well as to
create additional efficiencies in operations. Any failure, interruption or breach of the security of the Corporations
information systems could result in failures or disruptions in its customer relationship management, general ledger, deposit, loan
and other systems. While the Corporation has policies and procedures designed to prevent or limit the effect of the failure,
interruption or security breach of the Corporations information systems, there can be no assurance that the Corporation can
prevent any such failures, interruptions or security breaches or, if they do occur, that they will be adequately addressed. During
the normal course of the Corporations business, it has experienced and it expects to continue to experience attempts to
breach its systems, none of which has been material to the Corporation to date, and it may be unable to protect sensitive data and
the integrity of its systems. The occurrence of any failures, interruptions or security breaches of the Corporations
information systems could damage its reputation, result in a loss of customer business, subject it to additional regulatory
scrutiny, or expose it to civil litigation and possible financial liability, any of which could have a material adverse effect on
its financial condition and results of operations as well as the value of its securities.
12
*Artificial Intelligence introduces compliance,
operational, reputational, and information security risks.*
Unapproved or insecure Artificial
Intelligence (AI) tools may expose confidential information or create compliance violations. Errors, failures, or biased
outputs could lead to poor decision-making, regulatory breaches, or reputational damage. Oversight is required to ensure AI tools are
used responsibly and to prevent misuse that could threaten the confidentiality, integrity, or availability of information. The Corporation
has adopted an AI and Automated Tool Usage Policy to establish guidelines for the responsible, secure, and compliant use of AI systems,
automated bots, Application Programming Interfaces (APIs), and machine learning technologies within the organization. This
ensures that all AI-related activities support the Corporations strategic objectives, regulatory obligations, and risk management
practices while aligning with information security controls and protecting sensitive data, customer information, proprietary business
processes, and the Corporations reputation. Violations of the Corporations AI and Automated Tool Usage Policy could result
in compliance, operational and information security violations resulting in a material adverse effect on its business, results of operations
and financial condition.
**
*The Corporations controls and procedures
may fail or be circumvented.*
**
The Corporation regularly reviews
and updates its internal controls, disclosure controls and procedures, and corporate governance policies and procedures. Any system of
controls, however well-designed and operated, is based in part on certain assumptions and can provide only reasonable, not absolute, assurances
that the objectives of the system are met. Any failure or circumvention of the Corporations controls and procedures or failure
to comply with regulations related to controls and procedures could have a material adverse effect on its business, results of operations
and financial condition.
*Negative public opinion surrounding the Corporation
and the financial institutions industry generally could damage its reputation and adversely impact its earnings.*
**
Reputation risk, or the risk to
the Corporations business, earnings and capital from negative public opinion surrounding the Corporation and the financial institutions
industry generally, is inherent in its business. Negative public opinion can result from the Corporations actual or alleged conduct
in any number of activities, including lending practices, corporate governance and acquisitions, and from actions taken by government
regulators and community organizations in response to those activities. Negative public opinion regarding the banking and financial services
industries generally, such as the public reaction to the recent banking failures, also can negatively affect the Corporation. Negative
public opinion can adversely affect the Corporations ability to keep and attract clients and employees and can expose it to litigation
and regulatory action. Although the Corporation takes steps to minimize reputation risk in dealing with its clients and communities, this
risk will always be present given the nature of its business.
*The Corporation relies heavily on its senior
management team, and the unexpected loss of any of those personnel could adversely affect its operations.*
**
The Corporation is a customer-focused
and relationship-driven organization. The Corporation expects its future growth to be driven in a large part by the relationships maintained
with its customers by its chief executive officer and by other senior officers. The unexpected loss of any of the Corporations
key employees could have a material adverse effect on its business and operations, which would have an adverse effect on its business,
results of operations, financial condition, and the value of its securities.
**
*The success of the Corporations strategy
depends on its ability to identify and retain individuals with experience and relationships in its markets.*
**
In order to be successful, the
Corporation must identify and retain experienced key management members with local expertise and relationships. Competition for qualified
personnel is intense and there are a limited number of qualified persons with knowledge of and experience in the community banking industry
in the Corporations chosen geographic markets. Even if the Corporation identifies individuals that it believes could assist the
Corporation, the Corporation may be unable to recruit these individuals away from more established banks. In addition, the process of
identifying and recruiting individuals with the combination of skills and attributes required is often lengthy. The Corporations
inability to identify, recruit, and retain talented personnel could limit its growth and could materially adversely affect its business,
results of operations, financial condition, and the value of its securities.
**
13
**
*Higher FDIC deposit insurance premiums and assessments
could adversely impact the Corporations financial condition.*
**
The Corporations deposits
are insured up to applicable limits by the Deposit Insurance Fund of the FDIC and are subject to deposit insurance assessments to maintain
deposit insurance. As an FDIC-insured institution, the Corporation is required to pay quarterly deposit insurance premium assessments
to the FDIC. Although the Corporation cannot predict what the insurance assessment rates will be, either a deterioration in its risk-based
capital ratios or adjustments to the base assessment rates could have a material adverse impact on its business, financial condition,
results of operations, and cash flows.
*The Corporation is a holding company dependent
for liquidity on payments from the Bank, our only subsidiary, which are subject to restrictions.*
The Corporation is a financial
holding company and depends on dividends, distributions and other payments from the Bank, our subsidiary, to fund dividend payments to
shareholders and to fund all payments on obligations. The Bank is subject to laws that restrict dividend payments or authorize regulatory
bodies to block or reduce the flow of funds from it to us. Restrictions or regulatory action of that kind could impede access to funds
that we need to make payments on our obligations, dividend payments or stock repurchases. In addition, our right to participate in a distribution
of assets upon our subsidiarys liquidation or reorganization is subject to the prior claims of the subsidiarys creditors.
**
*Commercial real estate loans may increase the
Corporations exposure to credit risk.*
**
A portion of the Corporations
loan portfolio is secured by commercial real estate. Loans secured by commercial real estate are generally viewed as having more risk
of default than loans secured by residential real estate or consumer loans because repayment of the loans often depends on the successful
operation of the property, the income stream of the borrowers, the accuracy of the estimate of the propertys value at completion
of construction, and the estimated cost of construction. Such loans are generally more risky than loans secured by residential real estate
or consumer loans because those loans are typically not secured by commercial real estate collateral. An adverse development with respect
to one lending relationship could expose the Corporation to a significantly greater risk of loss compared with a single-family residential
mortgage loan because the Corporation typically has more than one loan with such borrowers. Additionally, these loans typically involve
larger loan balances to single borrowers or groups of related borrowers compared with single-family residential mortgage loans. Therefore,
the deterioration of one or a few of these loans could cause a significant decline in the related asset quality. If the Corporations
primary market areas experience an economic slowdown, these loans represent higher risk and could result in a sharp increase in loans
charged off and could require the Corporation to significantly increase its allowance for credit losses, which could have a material adverse
impact on its business, financial condition, results of operations, and cash flows.
**
*Repayment of commercial business loans is often
dependent on the cash flows of the borrower, which may be unpredictable, and the collateral securing these loans may fluctuate in value.*
**
The Corporation has commercial
business loans as part of its loan portfolio. The Corporations commercial business loans are originated primarily based on the
identified cash flow and general liquidity of the borrower and secondarily on the underlying collateral provided by the borrower and/or
repayment capacity of any guarantor. The borrowers cash flow may be unpredictable, and collateral securing these loans may fluctuate
in value. Although commercial business loans are often collateralized by equipment, inventory, accounts receivable or other business assets,
the liquidation of collateral in the event of default is often an insufficient source of repayment because accounts receivable may be
uncollectible and inventories may be obsolete or of limited use. In addition, business assets may depreciate over time, may be difficult
to appraise, and may fluctuate in value based on the success of the business. Accordingly, the repayment of commercial business loans
depends primarily on the cash flow and credit worthiness of the borrower and secondarily on the underlying collateral value provided by
the borrower and liquidity of the guarantor.
**
*The Corporation is limited in the amount it
can lend to one borrower.*
**
The Corporation is limited in
the amount that it can lend to a single borrower to 15% of the Banks capital and surplus, with an additional 10% available for
certain loans meeting heightened collateral requirements. However, the Corporation generally imposes an internal limit that is more conservative
than the legal maximum. The Corporations lending limit is significantly less than the limit for many of its competitors and may
affect its ability to seek relationships with larger businesses in its market area. From time to time, the Corporation attempts to accommodate
larger loans by selling participations in those loans to other financial institutions. However, the Corporation cannot ensure that it
will be able to attract or maintain customers seeking larger loans or that it will be able to sell participations in such loans on terms
it considers favorable. The Corporations inability to attract and maintain these customers or its inability to sell loan participations
on favorable terms could adversely impact its business, financial condition, results of operation, and the value of its securities.
**
14
**
*The Federal Reserve may require the Corporation
to commit capital resources to support the Bank.*
**
The Federal Reserve requires a
bank holding company to act as a source of financial and managerial strength to a subsidiary bank and to commit resources to support such
subsidiary bank. Under the source of strength doctrine, the Federal Reserve may require a bank holding company to make capital
injections into a troubled subsidiary bank and may charge the bank holding company with engaging in unsafe and unsound practices for failure
to commit resources to such a subsidiary bank. In addition, the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank
Act) directs the federal bank regulators to require that all companies that directly or indirectly control an insured depository
institution serve as a source of financial strength for the institution. Under these requirements, in the future, the Corporation could
be required to provide financial assistance to Journey Bank if it experiences financial distress.
A capital infusion may be required
at times when the Corporation does not have the resources to provide it, and therefore the Corporation may be required to borrow the funds.
In the event of a bank holding companys bankruptcy, the bankruptcy trustee will assume any commitment by the holding company to
a federal bank regulatory agency to maintain the capital of a subsidiary bank. Moreover, bankruptcy law provides that claims based on
any such commitment will be entitled to a priority of payment over the claims of the holding companys general unsecured creditors,
including the holders of its note obligations. Thus, any borrowing that must be done by the holding company in order to make the required
capital injection becomes more difficult and expensive and will adversely impact the holding companys cash flows, financial condition,
results of operations and prospects.
**
*The Corporation may be subject to more stringent
capital requirements in the future.*
**
From time to time, the Corporations
banking regulators change the regulatory capital adequacy guidelines applicable to it and its banking subsidiary. In December 2010 and
January 2011, the Basel Committee on Banking Supervision published the final texts of reforms on capital and liquidity generally referred
to as Basel III. The federal regulatory agencies adopted capital rules implementing the Basel III capital framework in the
United States. Under these rules, the Corporation is required to satisfy additional, more stringent, capital adequacy standards than it
has in the past. The Corporation has met all of the requirements of the Basel III-based capital rules to date, but the Corporation may
fail to do so in the future. In addition, these requirements could have a negative impact on the Corporations ability to lend,
grow deposit balances, make acquisitions or make capital distributions in the form of dividends or share repurchases. Higher capital levels
could also lower the Corporations return on equity, which may negatively impact its business, results of operations, financial
condition, and the value of its securities.
*The use of estimates and valuations in the preparation
of the Corporations consolidated financial statements requires the exercise of judgment, and may be different from actual results,
which could have a material adverse effect on the Corporations consolidated financial statements.*
**
The Corporation makes various
estimates that affect reported amounts and disclosures. Broadly, those estimates are used in measuring the fair value of certain financial
instruments, establishing the provision for credit losses and estimating potential litigation liability. Market volatility may make it
difficult to determine the fair value for certain of the Corporations assets and liabilities. Subsequent valuations, in light of
factors then prevailing, may result in significant changes in the values of these financial instruments in future periods. In addition,
at the time of any sales and settlements of these assets and liabilities, the price the Corporation ultimately realizes will depend on
the demand and liquidity in the market at that time for that particular type of asset or liability and may be materially lower than its
estimate of their current fair value. Estimates are based on available information and judgment. Therefore, actual values and results
could differ from the Corporations estimates, and that difference could have a material adverse effect on its consolidated financial
statements.
*Credit losses related to investment securities,
impairment charges related to goodwill, other intangible assets, or deferred tax assets could require charges to earnings, which could
result in a negative impact on our results of operations.*
In assessing investment securities
for credit losses, we consider the extent to which the fair value has been less than cost, the financial condition and near-term prospects
of the issuers, and the intent and ability to retain its investment in the issuer for a period of time sufficient to allow for an anticipated
recovery in fair value in the near term. Under current accounting standards, goodwill and certain other intangible assets with indeterminate
lives are no longer amortized but, instead, are assessed for impairment periodically or when impairment indicators are present. Assessment
of goodwill and such other intangible assets could result in circumstances where the applicable intangible asset is deemed to be impaired
for accounting purposes. Under such circumstances, the intangible assets impairment would be reflected as a charge to earnings
in the period during which such impairment is identified. In assessing the realizability of deferred tax assets, management considers
whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization
of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences
become deductible. The impact of each of these impairment matters could have a material adverse effect on our business, results of operations
and financial condition.
**
15
**
*If we want to, or are compelled to, raise additional
capital in the future, that capital may not be available when it is needed and on terms favorable to current shareholders.*
Federal banking regulators require
us and our banking subsidiary to maintain adequate levels of capital to support our operations. These capital levels are determined and
dictated by law, regulation and banking regulatory agencies. In addition, capital levels are also determined by our management and board
of directors based on capital levels that they believe are necessary to support our business operations. At December 31, 2025, all three
capital ratios for us and our banking subsidiary were above well capitalized levels under current bank regulatory guidelines.
To be well capitalized, banking companies generally must maintain a Tier 1 leverage ratio of at least 5%, a Tier 1 risk-based
capital ratio of at least 6.5% and a Total risk-based capital ratio of at least 10%. However, our regulators may require us or our banking
subsidiary to operate with higher capital levels.
Our ability to raise additional
capital will depend on conditions in the capital markets at that time, which are outside of our control, and on our financial performance.
Accordingly, we cannot assure you of our ability to raise additional capital on terms and time frames acceptable to us and to raise additional
capital at all. If we cannot raise additional capital in sufficient amounts when needed, our ability to comply with regulatory capital
requirements could be materially impaired. Additionally, the inability to raise capital in sufficient amounts may adversely affect our
operations, financial conditions and results of operations. Our ability to borrow could also be impaired by factors that are nonspecific
to us, such as severe disruption of the financial markets or negative news and expectations about the prospects for the financial services
industry as a whole as evidenced by recent turmoil in the domestic and worldwide credit markets. If we raise capital through the issuance
of additional shares of our common stock or other securities, we would likely dilute the ownership interests of current investors and
could dilute the per share book value or earnings per share of our common stock. Furthermore, a capital raise through issuance of additional
shares may have an adverse impact on our stock price.
**
*The Corporation may be adversely affected by
the soundness of other financial institutions.*
**
Financial services institutions
are interrelated as a result of trading, clearing, counterparty, or other relationships. The Corporation has exposure to many different
industries and counterparties, and routinely executes transactions with counterparties in the financial services industry, including commercial
banks, brokers and dealers, investment banks, and other institutional clients. Many of these transactions expose the Corporation to credit
risk in the event of a default by a counterparty or client. In addition, the Corporations credit risk may be exacerbated when the
collateral held by the Corporation cannot be realized upon or is liquidated at prices not sufficient to recover the full amount of the
credit or derivative exposure due to the Corporation. Any such losses could have a material adverse effect on the Corporations
financial condition and results of operations.
*The Federal Home Loan Bank of Pittsburghs
financial condition could deteriorate.*
**
The Bank is a member of
the Federal Home Loan Bank of Pittsburgh (FHLB-Pittsburgh), which is one of 11 regional Federal Home Loan Banks. The Bank has a line of
credit with the FHLB-Pittsburgh that is secured by a blanket lien on its loan portfolio. Access to this line of credit is critical if
a funding need arises. However, there can be no assurance that the FHLB-Pittsburgh will be able to provide funding when needed, nor can
there be assurance that the FHLB-Pittsburgh will provide funds specifically to the Bank should its financial condition deteriorate and/or
regulators prevent that access. The inability to access this source of funds could have a materially adverse effect on the Corporations
financial flexibility if alternate financing is not available at acceptable interest rates. The failure of the FHLB-Pittsburgh or the
FHLB system in general, may materially impair the Corporations ability to meet short- and long-term liquidity needs or to meet
growth plans.
The Corporation owns common stock
of the FHLB-Pittsburgh to qualify for membership in the FHLB system and access services from the FHLB-Pittsburgh. The FHLB-Pittsburgh
faces a variety of risks in its operations including interest rate risk, counterparty credit risk, and adverse changes in its regulatory
framework. In addition, the 11 Federal Home Loan Banks are jointly liable for the consolidated obligations of the FHLB system. To the
extent that one FHLB cannot meet its obligations, other FHLBs can be called upon to make required payments. Such risks affecting the FHLB-Pittsburgh
could adversely impact the value of the Corporations investment in the common stock of the FHLB-Pittsburgh and/or affect its access
to credit.
**
Risks Related to an Investment in the Corporations
Common Stock
**
*There is a limited trading market in the Corporation
common stock, which will hinder your ability to sell the Corporations common stock and may lower the market price of the stock.*
**
Although the Corporation common
stock is quoted on OTCQX, the Corporation common stock is traded only sporadically. An active trading market for shares of the Corporation
common stock may never develop or be sustained. Shareholders may not be able to sell shares when they desire if a liquid trading market
does not develop or sell them at a price equal to their cost basis even if a liquid trading market does develop. This limited trading
market for the Corporation common stock may also result in a lower market value of the Corporation common stock.
**
16
**
*The Corporation can provide no assurance regarding
whether, and if so when, it will make dividend payments in the future.*
**
All dividends paid by the Corporation
in the future will be dependent on the Corporations financial condition, results of operations, and cash flows, as well as capital
regulations and dividend restrictions imposed by the rules and regulations of the Pennsylvania Department of Banking and Securities (PADOBS),
the FDIC, and the Federal Reserve. The Federal Reserve and the FDIC have issued policy statements, which provide that bank holding companies
and insured banks should generally only pay dividends out of current operating earnings. The FDIC also has the authority under federal
law to enjoin a bank from engaging in what in its opinion constitutes an unsafe or unsound practice in conducting its business, including
the payment of a dividend under certain circumstances. The Corporation can provide no assurance regarding whether, and if so when, it
will make dividend payments in the future.
**
*The Corporation common stock is not FDIC insured
and may lose value.*
**
Shares of the
Corporation common stock are not savings accounts or deposits and are not insured or guaranteed by the FDIC, or any other governmental
agency, and involve investment risk, including the possible loss of the entire value of the investment.
*The Corporations shareholders
have limited control over changes in the Corporations policies and operations, which increases the uncertainty and risks that shareholders
face.*
**
The Board of Directors
of the Corporation determines the major policies of the Corporation, including its policies regarding growth and dividends. The Board
of Directors may amend or revise these and other policies without a vote of the shareholders. The Board of Directors broad discretion
in setting policies and shareholders inability to exert control over those policies increases the uncertainty and risks shareholders
face.
Item 1B. Unresolved Staff Comments
None.
Item 1C. Cybersecurity
We are exposed to various cybersecurity risks that could adversely affect our business, operations, and financial condition.
As a community bank, we rely heavily on information technology and telecommunications systems to conduct our business activities, such as processing transactions, maintaining records, communicating with customers and vendors, and providing online and mobile banking services. These systems are subject to various cybersecurity threats, such as unauthorized access, hacking, phishing, malware, ransomware, denial-of-service attacks, and other malicious or criminal activities, that could compromise the confidentiality, integrity, or availability of our systems, data, or customer information. Cybersecurity threats may originate from external sources, such as cybercriminals, hackers, terrorists, or foreign governments, or from internal sources, such as employees, contractors, or vendors. Cybersecurity threats may also target our third-party service providers, such as core processors, cloud providers, or payment processors, whose systems and data are interconnected with ours.
We have implemented various security measures and controls to protect our systems and data from unauthorized access, use, or disclosure, such as firewalls, encryption, authentication, backup, and recovery, both internally and with our third party managed service provider. We also have established policies and procedures to monitor and respond to cybersecurity incidents, and to comply with applicable laws and regulations regarding cybersecurity and data privacy. We regularly review and update our security measures and controls to address the evolving nature and sophistication of cybersecurity threats. We also provide training and education to our employees and customers on cybersecurity awareness and best practices. In addition, we maintain cyber liability insurance coverage to mitigate the potential financial impact of cybersecurity incidents. Furthermore, internal and external auditors and regulators periodically review our processes, systems, and controls, including with respect to our information security program, to assess their design and operating effectiveness and make recommendations to strengthen our risk management program.
We maintain a Business Continuity and Incident Response Program that provides a documented framework for responding to actual or potential incidents, including engagement of appropriate third parties such as insurance providers and incident response professionals, and timely reporting to our regulators, chief executive officer and board of directors as appropriate. The Business Continuity and Incident Response Program is coordinated by the information security officer and key members of management are embedded into the Plan by its design. The Business Continuity and Incident Response Program facilitates coordination across multiple areas of our organization and is evaluated at least annually.
Notwithstanding our defensive measures and processes, the threat posed by cyber-attacks is always present. Our internal systems, processes, and controls are designed to mitigate loss from cyber-attacks. Despite our efforts, we cannot guarantee that our security measures and controls will be sufficient or effective to prevent, detect, or mitigate all cybersecurity incidents or to protect our systems and data from unauthorized access, use, or disclosure. We may experience cybersecurity incidents in the future that could result in operational disruption, reputational damage, customer dissatisfaction, loss of business or revenue, legal liability, regulatory actions, fines, penalties, or remediation costs. Any of these outcomes could have a material adverse effect on our business, operations, and financial condition. While we have experienced cybersecurity incidents in the past, risks from cybersecurity threats have not materially affected the Corporation to date.
17
Item 2. Properties
The
Corporation and its subsidiary occupy twenty-two branch properties in Clinton, Columbia, Lycoming, Montour, and Northumberland Counties
in Pennsylvania, which are used principally as banking offices, as well as one ancillary facility. As of December 31, 2025, the Corporation
and its subsidiary bank owned twenty-one of such properties and leased two such properties.
We consider our facilities to
be suitable and adequate for our current and immediate future purposes.
Item 3. Legal Proceedings
The Corporation and the Bank are
involved in various legal proceedings incidental to their business. Management believes that any such legal proceedings will not have
a material adverse effect upon the Corporations financial condition or results of operations.
Item 4. Mine Safety Disclosures
Not applicable.
18
PART II
Item 5. Market for the Registrants Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
The Corporation had 928 stockholders
of record and 3,536,754 shares of common stock outstanding, par value of $1.25 per share, the only authorized class of common stock, outstanding
as of December 31, 2025. Quotations for the Corporations common stock appear under the symbol CCFN on the OTCQX,
a trading platform operated by OTC Markets Group for companies that are current in their reporting with federal banking regulators. These
quotations represent inter-dealer prices and do not include retail mark- up, markdown or commission. They may not necessarily represent
actual transactions. The high and low closing sale prices and dividends per share of our common stock for the four quarters of 2025 and
2024 are summarized in the following table.
|
2025: |
High ($) |
Low ($) |
Dividends
Declared ($) | |
|
First quarter |
45.00 |
41.40 |
0.45 | |
|
Second quarter |
47.50 |
38.61 |
0.95 | |
|
Third quarter |
50.99 |
46.05 |
0.45 | |
|
Fourth quarter |
56.82 |
49.32 |
0.45 | |
|
2024: |
High ($) |
Low ($) |
Dividends
Declared ($) | |
|
First quarter |
35.75 |
28.98 |
0.44 | |
|
Second quarter |
34.75 |
29.00 |
0.44 | |
|
Third quarter |
35.00 |
32.00 |
0.44 | |
|
Fourth quarter |
44.00 |
32.60 |
0.44 | |
We have paid cash dividends since
organization of the Corporation in 1983. It is our present intention to continue the dividend payment policy, although the payment of
future dividends must necessarily depend upon earnings, financial position, restrictions under applicable law and other factors relevant
at the time the Board of Directors considers any declaration of dividends. Our ability to pay dividends is subject to certain legal restrictions
described in Note 13, Regulatory Matters of the Notes to Consolidated Financial Statements included under
Item 8 of this report, and in the Capital Resources section of the Managements Discussion and Analysis of
Consolidated Financial Conditions and Results of Operations, included under Item 7 of this report.
Effective May 14, 2024, the Corporations
Board of Directors authorized a new treasury stock repurchase program. Under the program, the Corporation was authorized to repurchase
up to 178,614 shares of the Corporations common stock. The Board of Directors' authorization provides that the treasury stock repurchase
program shall continue until the earlier of the date an aggregate of 178,614 shares of common stock has been purchased or May 14, 2026,
or until suspended or terminated by the Board of Directors, in its sole discretion. The following table sets forth a summary of purchases
by the Corporation, in the open market, of its equity securities during the fourth quarter 2025:
|
| |
| | |
| | |
Total Number of | | |
Maximum | | |
|
| |
| | |
| | |
Shares | | |
Numberof | | |
|
| |
| | |
| | |
Purchased | | |
SharesthatMay | | |
|
| |
| | |
| | |
asPartof | | |
Yet | | |
|
| |
| | |
| | |
Publicly | | |
bePurchased | | |
|
| |
TotalNumber | | |
Average | | |
Announced | | |
Under | | |
|
| |
ofShares | | |
PricePaid | | |
Plans | | |
thePlansor | | |
|
Period | |
Purchased | | |
perShare | | |
orPrograms | | |
Programs | | |
|
October 1 - 31, 2025 | |
| | | |
$ | | | |
| | | |
| 134,589 | | |
|
November 1 - 30, 2025 | |
| | | |
$ | | | |
| | | |
| 134,589 | | |
|
December 1 - 31, 2025 | |
| | | |
$ | | | |
| | | |
| 134,589 | | |
The Corporation sells shares of
its $1.25 par value per share common stock to employee participants in its Employee Stock
Purchase Plan. The following table summarizes the quarterly sales of shares within the past three years pursuant to the plan:
19
|
Date of Sale | |
Number of
Shares Sold | | |
Offering Price | | |
Aggregate
Consideration
Received | | |
|
December 31, 2025 | |
| 777 | | |
$ | 45.01 | | |
$ | 34,973 | | |
|
September 30, 2025 | |
| 979 | | |
| 42.78 | | |
| 41,882 | | |
|
June 30, 2025 | |
| 1,032 | | |
| 37.69 | | |
| 38,896 | | |
|
March 31, 2025 | |
| 1,253 | | |
| 37.79 | | |
| 47,351 | | |
|
December 31, 2024 | |
| 1,211 | | |
| 30.52 | | |
| 36,960 | | |
|
September 30, 2024 | |
| 1,500 | | |
| 30.44 | | |
| 45,660 | | |
|
June 30, 2024 | |
| 1,739 | | |
| 27.97 | | |
| 48,640 | | |
|
March 31, 2024 | |
| 2,012 | | |
| 27.98 | | |
| 56,296 | | |
|
December 31, 2023 | |
| 593 | | |
| 32.09 | | |
| 19,029 | | |
|
September 30, 2023 | |
| 614 | | |
| 33.63 | | |
| 20,649 | | |
|
June 30, 2023 | |
| 460 | | |
| 38.22 | | |
| 17,581 | | |
|
March 31, 2023 | |
| 514 | | |
| 38.38 | | |
| 19,727 | | |
The shares in the table above issued on March 31, 2023,
and June 30, 2023, were issued without registration under the Securities Act of 1933, as amended, in reliance upon the exemption provided
by 17 CFR 230.701.
Item 6. Reserved
Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
Managements
Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, represents an overview of the financial condition
and results of operations of the Corporation and should be read in conjunction with our consolidated financial statements and notes thereto
included in Item 8, "Financial Statements and Supplementary Data"and Item 1A,"Risk Factors" of PartI
to this Annual Report on Form 10-K.
The Corporation
is in the business of providing customary retail, commercial banking and financial services to individuals, businesses and local governments
through its 22 branch offices operated by Journey Bank, the Corporations wholly-owned subsidiary.The Corporations
22 branch offices are operated in Clinton, Columbia, Lycoming, Montour and Northumberland counties in Northcentral Pennsylvania.
CAUTIONARY STATEMENT
Certain statements in this section
and elsewhere in this Annual Report on Form 10-K, other periodic reports filed by us under the Securities Exchange Act of 1934, as amended,
and any other written or oral statements made by or on behalf of us may include forward looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 which reflect our current views with respect to future events and financial performance.
Such forward looking statements are based on general assumptions and are subject to various risks, uncertainties, and other factors that
may cause actual results to differ materially from the views, beliefs and projections expressed in such statements. These risks, uncertainties
and other factors include, but are not limited to:
|
| Our business and financial results are affected by business and economic conditions, primarily
in the Northcentral Pennsylvania market in which we operate. | |
|
| Changes in interest rates and valuations in the debt, equity and other financial markets. | |
|
| Disruptions in the liquidity and other functioning of financial markets, including such disruptions in
the market for real estate and other assets commonly securing financial products. | |
|
| Actions by the Federal Reserve Board and other government agencies, including those that impact money
supply and market interest rates. | |
|
| Changes in our customers and suppliers performance in general and their creditworthiness
in particular. | |
|
| Changes in customer preferences and behavior, whether as a result of changing business and economic conditions
or other factors. | |
20
|
| A downturn in significant segments of the United States or global financial markets could impact our performance,
both directly by affecting our revenues and the value of our assets and liabilities and indirectly by affecting our customers and suppliers
and the economy generally. | |
|
| Our business and financial performance could be impacted as the financial industry restructures in the
current environment by changes in the competitive landscape. | |
|
| Given current economic and financial market conditions, our forward-looking statements are subject to
the risk that these conditions will be substantially different than we are currently expecting. | |
|
| Legal, regulatory and governmental developments could have an impact on our ability to operate our businesses,
our financial condition, results of operations, our competitive position or reputation. Reputational impacts, in turn, could affect matters
such as business generation and retention, our ability to attract and retain management, liquidity and funding. These legal and regulatory
developments could include: (a) the unfavorable resolution of legal proceedings or regulatory and other governmental inquiries; (b) increased
litigation risk from recent regulatory and other governmental developments; (c) the results of the regulatory examination process, and
regulators future use of supervisory and enforcement tools; (d) legislative and regulatory reforms, including changes to laws and
regulations involving tax, pension, education and mortgage lending, the protection of confidential customer information, and other aspects
of the financial institution industry; and (e) changes in accounting policies and principles. | |
|
| A deterioration of the credit rating for United States long-term sovereign debt or the impact of uncertain
or changing political conditions, including federal government shutdowns and uncertainty regarding United States fiscal debt, deficit
and budget matters. | |
|
| The impacts of tariffs, sanctions and other trade policies of the United States and its global trading
counterparts and the resulting impact on the our business and our customers. | |
|
| Our business and operating results are affected by our ability to identify and effectively manage risks
inherent in our businesses, including, where appropriate, through the effective use of third-party insurance and capital management techniques. | |
|
| Our ability to anticipate and respond to technological changes can have an impact on our ability to respond
to customer needs and to meet competitive demands. | |
|
| Our ability to implement our business initiatives and strategies could affect our financial performance
over the next several years. | |
|
| Competition can have an impact on customer acquisition, growth and retention, as well as on our credit
spreads and product pricing, which can affect market share, deposits and revenues. | |
|
| Our business and operating results can also be affected by widespread natural disasters, terrorist activities
or international hostilities, either as a result of the impact on the economy, capital and other financial markets generally, or on us
or our customers and suppliers. | |
The words believe,
expect, anticipate, project and similar expressions signify forward looking statements. Readers
are cautioned not to place undue reliance on any forward looking statements made by or on behalf of us. Any such statement speaks only
as of the date the statement was made. We undertake no obligation to update or revise any forward looking statements.
The following discussion and analysis
should be read in conjunction with the detailed information and consolidated financial statements, including notes thereto, included elsewhere
in this report. Our consolidated financial condition and results of operations are essentially those of our subsidiary, Journey Bank.
Therefore, the analysis that follows is directed to the performance of the Bank.
CRITICAL ACCOUNTING POLICIES
AND ESTIMATES
The Corporations financial
statements have been prepared in conformity with accounting principles generally accepted in the United States of America (U.S.
GAAP) and conform to general practices within the banking industry. In the preparation of its financial statements, the Corporation
is required to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses
as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates. The Corporations
critical accounting policies are fundamental to understanding this MD&A and are more fully described in Note 1 (Summary of
Significant Accounting Policies) within the Corporations Notes to the Consolidated
Financial Statements which are included in Part II of this Annual Report on Form 10-K.
21
The
Corporation defines its critical accounting policies in accordance with U.S. GAAP. U.S. GAAP requires the Corporation to make subjective
estimates and judgments about matters that are uncertain and are likely to have a material impact on its financial condition and results
of operations, as well as the specific manner in which those principles are applied. Application of assumptions different than those used
by the Corporation could result in material changes in the Corporations financial position or results of operations. The Corporation
believes its policies governing the determination of the allowance for credit losses, the fair value of available-for-sale debt securities
and the fair values of assets acquired and liabilities assumed in business combinations are critical accounting policies. The Corporations
management has reviewed and approved these critical accounting policies and has discussed these policies with its Audit Committee. The
Corporation believes the critical accounting policies used in the preparation of its financial statements that require significant estimates
and judgments are as follows:
*Allowance for Credit Losses
(ACL) Loans*
Financial
Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 326, *Financial Instruments
Credit Losses*, provides guidance on the accounting for credit losses for most financial assets and certain other instruments that
are not measured at fair value through net income. ASC 326 requires consideration of a broad range of reasonable and supportable information
to form credit loss estimates in an effort to provide financial statement users with more decision-useful information about the expected
credit losses on financial instruments and other commitments to extend credit. Commonly referred to as Current Expected Credit Losses
(CECL), ASC 326 requires a financial asset (or a group of financial assets) to be measured at an amortized cost basis and
presented at the net amount expected to be collected. ASC 326 affects financial assets and net investment in leases that arenotaccounted
for at fair value through net income, including such financial assets as loans, debt securities, trade receivables, net investments in
leases, off-balance sheet credit exposures, reinsurance receivables, and any other financial assetsnot excluded from the scope that
have the contractual right to receive cash.
Management
evaluates the credit quality of the Corporations loan portfolio on an ongoing basis and performs a formal review of the adequacy
of the ACL on a quarterly basis. The ACL is established through a provision for credit losses charged to earnings and is maintained at
a level that management considers to be an estimate of the lifetime expected credit losses of the portfolio as of the evaluation date.
Loans, or portions of loans, determined by management to be uncollectible are charged off against the ACL, while recoveries of amounts
previously charged off are credited to the ACL.
Determining
the amount of the ACL is considered a critical accounting estimate because it requires significant judgment and the use of estimates related
to the amount and timing of expected future cash flows, estimated losses on pools of homogeneous loans based on historical loss experience
and reasonable and supportable forecasts, as well asconsideration of current economic trends and conditions, all of which may be
susceptible to significant change. Banking regulators, as an integral part of their examination of the Corporation, also review the ACL,
and may require, based on information available to them at the time of their examination, that certain loan balances be charged off or
require that adjustments be made to the ACL. Additionally, the ACL is determined, in part, by the composition and size of the loan portfolio.
The ACL
consists of two components, a specific component and a general component. The specific component relates to loans that are individually
analyzed for impairment. For such loans, an allowance is established when the discounted cash flows, collateral value or observable market
price of the loan is lower than the carrying value of that loan. The general component covers all other loans and is based on historical
loss experience as adjusted for qualitative factors. The general reserve component of the ACL is based on pools of performing loans segregated
by loan segment. Historical loss factors are applied based on historical losses in each risk rating category to determine the appropriate
reserve related to those loans.
Although the Corporations
management uses the best information available, the level of the ACL remains an estimate which is subject to significant judgment and
short-term change which could have a significant impact on the Corporations financial condition or results of operations. From
January 1, 2025 to December 31, 2025, the level of the ACL increased from $9.9 million to $10.0 million and the ACL to total loans decreased
from 0.88% to 0.85%. The Corporations ACL is highly sensitive to the methods, assumptions and estimates underlying its calculation.
See Note 4 Loans and Allowance for Credit Losses within the Corporations Notes to the Consolidated Financial Statements
which are included in Part II of this Annual Report on Form 10-K for additional qualitative and quantitative information about the Corporations
ACL.
*Fair Value of Available-For-Sale
Debt Securities*
Another
material estimate is the calculation of fair values of the Corporations debt securities. For the Corporations debt securities,
the Corporation receives estimated fair values from an independent valuation service, or from brokers. In developing fair values, the
valuation service and the brokers compare securities that have similar maturities, coupon rates, and credit ratings. Estimated fair values
of debt securities may vary among brokers and other valuation services.
22
*Goodwill and Other
Intangible Assets*
Goodwill
arises from business combinations and is determined as the excess of the fair value of the consideration transferred over the fair value
of the net assets acquired and liabilities assumed as of the acquisition date. Goodwill is not amortized but is periodically evaluated
for impairment. Impairment testing is performed using either a qualitative or quantitative approach. The Corporation has selected September
30 as the date to perform the annual goodwill impairment test. Additionally, a goodwill impairment evaluation is performed on an interim
basis when events or circumstances indicate impairment potentially exists. Based on the annual goodwill impairment tests completed September
30, 2025 and 2024, no impairment was noted. No assurance can be given that future impairment tests will not result in a charge to earnings.
The Corporations
other intangible assets consist primarily of core deposit intangibles. The calculation of core deposit intangibles are based on significant
judgements. Core deposit intangibles are calculated using a discounted cash flow model based on various factors including discount rate,
attrition rate, interest rate, cost of alternative funds and net maintenance costs. Core deposit intangibles are amortized over the expected
life of each acquired core deposit type, discounted at a long-term market oriented after-tax rate of return. Core deposit intangibles
are reviewed for impairment when indicators of impairment are present. Indicators of impairment may include significant runoff or attrition.
Management is not aware of any indicators of impairment related to core deposit intangibles as of December 31, 2025 or 2024.
FINANCIAL CONDITION
Total assets at December 31, 2025
amounted to $1.673 billion, an increase of $77.2 million, or 4.8% from $1.596 billion at December 31, 2024. The change in total assets
primarily reflected increases in cash and cash equivalents, available-for-sale debt securities, and loans receivable, partially offset
by a decrease in deferred tax assets, net. Cash and cash equivalents increased $31.2 million, available-for-sale debt securities increased
$4.0 million and loans receivable, not held for sale, increased by $51.6 million. Deferred tax assets, net, decreased $4.0 million. Total
liabilities at December 31, 2025, were $1.481 billion, an increase of $51.1 million, or 3.6% from $1.430 billion at December 31, 2024.
Deposit balances increased by $120.3 million, short-term borrowings decreased $55.9 million and long-term borrowings decreased $15.0 million
since December 31, 2024.
Total average assets increased
2.0% from $1.593 billion for the year ended December 31, 2024, to $1.625 billion for the year ended December 31, 2025. Average earning
assets were $1.517 billion for the year ended December 31, 2025 and $1.491 billion for the year ended December 31, 2024. Average interest-bearing
liabilities were $1.159 billion for each of the years ended December 31, 2025 and 2024.
Cash and cash equivalents increased
$31.2 million or 179.3% from $17.4 million at December 31, 2024 to $48.5 million at December 31, 2025. This increase is primarily related
to increased correspondent bank balances resulting from cash flows from available-for-sale debt securities as well as strong deposit growth
during the year ended December 31, 2025.
Available-for-sale debt securities
increased $4.0 million to $327.2 million at December 31, 2025 from $323.2 million at December 31, 2024. The Corporation received proceeds
from sales, paydowns, calls and maturities of available-for-sale debt securities of $94.0 million during the year ended December 31, 2025.
Offsetting this activity were purchases of $84.6 million and an increase in fair value of available-for-sale debt securities of $12.5
million for year ended December 31, 2025.
Gross loans not held for sale
increased 4.6% to $1.178 billion at December 31, 2025 from $1.126 billion at December 31, 2024. This increase is related to strong loan
demand during the year ended December 31, 2025.
Deferred tax assets, net, decreased
$4.0 million to $6.0 million at December 31, 2025 from $10.0 million at December 31, 2024. This decrease is primarily related to decreases
in deferred tax assets related to unrealized losses on available-for-sale debt securities and purchase accounting adjustments for the
year ended December 31, 2025.
Interest-bearing deposits increased
$103.0 million to $1.136 billion at December 31, 2025 from $1.033 billion at December 31, 2024. Noninterest-bearing deposits increased
6.7% from $259.7 million at December 31, 2024 to $277.0 million at December 31, 2025. The increase in interest-bearing deposits during
the year ended December 31, 2025 was a result of strong organic deposit growth in combination with the continued execution of a strategic
initiative to reposition customer repurchase agreements, which are classified as short-term borrowings, into core deposit accounts. The
Bank anticipates the completion of this project in 2026 which will assist in optimizing the Banks long-term liquidity needs and
balance sheet management strategies. The increase in noninterest-bearing deposits was a result of continued growth in overall deposit
levels and changes in product mix for the year ended December 31, 2025.
Short-term borrowings decreased
$55.9 million to $12.5 million at December 31, 2025 from $68.4 million at December 31, 2024. This change was primarily related to the
migration of customer repurchase agreements as discussed above as well as a paydown in short-term FHLB borrowings during the year ended
December 31, 2025.
23
Long-term borrowings were $55.5
million at December 31, 2024 compared to $40.6 million at December 31, 2025. This decrease is primarily related to $15.2 million in long-term
borrowing maturities during the year ended December 31, 2025.
Total stockholders equity
increased by $26.1 million, or 15.7%, from $166.4 million at December 31, 2024, to $192.5 million at December 31, 2025. The increase is
primarily attributable to earnings, net of cash dividends, along with a decrease in accumulated other comprehensive loss due to changes
in the fair values of available-for-sale debt securities. Accumulated other comprehensive loss amounted to $4.0 million as of December
31, 2025 and $13.9 million as of December 31, 2024.
The loan-to-deposit ratio is a
key measurement of liquidity. Our loan-to-deposit ratio decreased from 86.4% as of December 31, 2024 to 82.6% as of December 31, 2025
due to the asset/liability mix changes noted above, and remains within internal policy limits.
It is our opinion that the asset/liability
mix and the interest rate risk associated with the balance sheet are within manageable parameters. Constant monitoring using asset/liability
reports and interest rate risk scenarios are in place along with quarterly asset/liability management meetings on the committee level
by the Banks Board of Directors. Additionally, the Banks Asset/Liability Committee meets quarterly with an investment consultant
and works with independent third parties regularly to review key assumptions and other metrics used in the modeling software.
Securities
The Corporations investment
securities portfolio provides a source of liquidity needed to meet expected loan demand and interest income to increase profitability.
Additionally, the investment securities portfolio is used to meet pledging requirements to secure public deposits, customer repurchase
agreements and for other purposes. Debt securities are classifiedas either available-for-sale or held-to-maturity at the time of
purchase based on management's intent. Available-for-sale securities are carried at fair value, with unrealized holding gains and losses
reported as a component of stockholders equity in accumulated other comprehensive income (loss), net of tax, whileheld-to-maturity
securities are carried at amortized cost.At December 31, 2025 and December 31, 2024, all debt securities were classified as available-for-sale.
Equity securities with readily determinable fair values are carried at fair value, with gains and losses due to fluctuations in market
value included in the Consolidated Statements of Income. Securities with limited marketability and/or restrictions, such as FHLB of Pittsburgh
stock, are carried at cost.Decisions to purchase or sell investment securities are based upon managements current assessment
of long- and short-term economic and financial conditions, including the interest rate environment and asset/liability management, liquidity
and tax-planning strategies.
At December 31, 2025, the investment
portfolio was comprised principally of available-for-sale debt securities including, fixed-rate, taxable and tax-exempt obligations of
state and political subdivisionsand fixed-rate and floating-ratesecurities issued by U.S. government or U.S. government-sponsored
agencies, which include agencies, mortgage-backed securities and collateralized mortgage obligations, or CMOs. Additionally, the Corporation
holds equity investments in the stock of certain publicly traded bank holding companies. Except for U.S. government and government-sponsored
agencies, there were no securities of any individual issuer that exceeded 10.0% of stockholders equity as of December 31, 2025.
The majority
ofthe Corporation'sdebt securities are fixed-rate instruments andinherently subject to interest rate risk, as the value
of fixed-rate securities fluctuates with changes in interest rates. Generally, a security's value reacts inversely with changes in interest
rates. Available-for-sale securities are carried at fair value, with unrealized gains or losses reported in the accumulated other comprehensive
income or loss component of stockholder's equity, net of deferred income taxes. At December 31, 2025, the Corporation reported a net unrealized
loss, included in accumulated other comprehensive loss, of $4.0million, net of deferred income taxes of $1.1million, a decrease
of $9.9million compared to the net unrealized holding loss of $13.9 million, net of deferred income taxes of $3.7 million, at December
31, 2024.Any future changes in interest rates could result in changes in the fair value of the Corporations securities portfolio
and capital position. However, accumulated other comprehensive income and loss related to available-for-sale debt securities is excluded
from regulatory capital and does not have an impact on the Corporation's regulatory capital ratios.
The following
table presents the carrying value ofavailable-for-sale debt securities, at fair value at December 31, 2025 and December 31, 2024:
24
|
| |
December 31, 2025 | | |
December 31, 2024 | | |
|
| |
Amortized | | |
Fair | | |
Amortized | | |
Fair | | |
|
(In Thousands) | |
Cost | | |
Value | | |
Cost | | |
Value | | |
|
AVAILABLE-FOR-SALE DEBT SECURITIES: | |
| | | |
| | | |
| | | |
| | | |
|
Obligation of U.S. Government Corporations and Agencies: | |
| | | |
| | | |
| | | |
| | | |
|
Mortgage-backed | |
$ | 190,299 | | |
$ | 182,347 | | |
$ | 128,631 | | |
$ | 113,707 | | |
|
Collateralized mortgage obligations | |
| 5,758 | | |
| 6,217 | | |
| 6,752 | | |
| 7,046 | | |
|
Other | |
| 54,500 | | |
| 53,603 | | |
| 123,500 | | |
| 119,454 | | |
|
Obligations of state and political subdivisions | |
| 81,625 | | |
| 84,890 | | |
| 81,680 | | |
| 82,762 | | |
|
Other debt securities | |
| 180 | | |
| 188 | | |
| 274 | | |
| 279 | | |
|
Total available-for-sale debt securities | |
$ | 332,362 | | |
$ | 327,245 | | |
$ | 340,837 | | |
$ | 323,248 | | |
|
| |
| | | |
| | | |
| | | |
| | | |
|
Aggregate Unrealized Loss | |
| | | |
$ | (5,117 | ) | |
| | | |
$ | (17,589 | ) | |
|
Aggregate Unrealized Loss as a % of Amortized Cost | |
| | | |
| (1.5% | ) | |
| | | |
| (5.2% | ) | |
The following
table presents the weighted-average yields onavailable-for-sale debt securities by major category and maturity period at December
31, 2025. Yields are calculated on the basis of the amortized cost and weighted for the scheduled maturity of each security. Because mortgage-backed
securities and collateralized mortgage obligations are not due at a single maturity date, they are not included in the maturity categories
in the following summary.
|
| |
Within | | |
| | |
One- | | |
| | |
Five- | | |
| | |
After | | |
| | |
| | |
| | |
|
| |
One | | |
| | |
Five | | |
| | |
Ten | | |
| | |
Ten | | |
| | |
| | |
| | |
|
(Dollars In Thousands) | |
Year | | |
Yield | | |
Years | | |
Yield | | |
Years | | |
Yield | | |
Years | | |
Yield | | |
Total | | |
Yield | | |
|
AVAILABLE-FOR-SALE DEBT
SECURITIES: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Obligation of U.S. Government Corporations and Agencies: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Other | |
$ | 54,500 | | |
| 1.09% | | |
$ | | | |
| | | |
$ | | | |
| | | |
$ | | | |
| | | |
$ | 54,500 | | |
| 1.09% | | |
|
Obligations of state and political subdivisions | |
| 1,641 | | |
| 4.16% | | |
| 8,871 | | |
| 4.05% | | |
| 29,662 | | |
| 4.36% | | |
| 41,451 | | |
| 4.56% | | |
| 81,625 | | |
| 4.42% | | |
|
Other debt securities | |
| | | |
| | | |
| 180 | | |
| 5.39% | | |
| | | |
| | | |
| | | |
| | | |
| 180 | | |
| 5.39% | | |
|
Sub-total | |
$ | 56,141 | | |
| 1.18% | | |
$ | 9,051 | | |
| 5.96% | | |
$ | 29,662 | | |
| 4.36% | | |
$ | 41,451 | | |
| 4.56% | | |
$ | 136,305 | | |
| 3.22% | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Mortgage-backed securities | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 190,299 | | |
| 3.14% | | |
|
Collateralized mortgage obligations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| 5,758 | | |
| 5.24% | | |
|
Total | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | 332,362 | | |
| 3.16% | | |
*Marketable Equity Securities*
**
At December 31, 2025, and December
31, 2024, the Corporation held $1.4 million in equity securities recorded at fair value. The following is a summary of unrealized and
realized gains and losses recognized in net income on equity securities during the years ended December 31, 2025 and 2024:
|
| |
For the Years Ended | | |
|
| |
December 31, | | |
|
(In Thousands) | |
2025 | | |
2024 | | |
|
Net gains recognized during the period on marketable equity securities | |
$ | 56 | | |
$ | 60 | | |
|
| |
| | | |
| | | |
|
Less: Net gains recognized during the period on marketable equity securities sold during the period | |
| | | |
| | | |
|
| |
| | | |
| | | |
|
Unrealized gains recognized during the period on marketable equity securities still held at the reporting date | |
$ | 56 | | |
$ | 60 | | |
See Note 3 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding Corporations
investment portfolio as of December 31, 2025.
25
Loans
Gross loans receivable increased
4.6% from $1.126 billion at December 31, 2024 to $1.178 billion at December 31, 2025. The percentage distribution in the loan portfolio
is shown in the tables below:
|
| |
December 31, 2025 | | |
December 31, 2024 | | |
|
(In Thousands) | |
Amount | | |
% | | |
Amount | | |
% | | |
|
Commercial and industrial | |
$ | 95,352 | | |
| 8.1% | | |
$ | 93,445 | | |
| 8.3% | | |
|
Commercial real estate: | |
| | | |
| | | |
| | | |
| | | |
|
Commercial mortgages | |
| 355,557 | | |
| 30.2% | | |
| 325,882 | | |
| 28.9% | | |
|
Student housing | |
| 48,043 | | |
| 4.1% | | |
| 45,808 | | |
| 4.1% | | |
|
Residential real estate | |
| 659,627 | | |
| 56.0% | | |
| 638,952 | | |
| 56.7% | | |
|
Consumer and other | |
| 19,002 | | |
| 1.6% | | |
| 21,850 | | |
| 1.9% | | |
|
Gross loans | |
$ | 1,177,581 | | |
| 100.0% | | |
$ | 1,125,937 | | |
| 100.0% | | |
Loan concentrations are considered
to exist when there are amounts loaned to a number of borrowers engaged in similar activities that would cause them to be similarly impacted
by economic or other conditions. Our lending activity is heavily concentrated in the geographic market areas we serve. This geographic
concentration subjects our loan portfolio to the general economic conditions within the state. The risks created by this concentration
have been considered by management and are monitored on an ongoing basis. As of December 31, 2025 and December 31, 2024, there were no
concentrations of loans exceeding 10% of total loans other than the categories of loans disclosed in the table above. We believe our loan
portfolio is diversified relative to industry concentrations across the various loan portfolio categories.
Banking regulators have established
guidelines of less than 100% of tier 1 capital plus allowance for credit losses in construction lending and less than 300% of tier 1 capital
plus allowance for credit losses in commercial real estate lending that management monitors as part of the risk management process. The
construction concentration ratio is a percentage of the outstanding construction and land development loans to total tier 1 capital plus
allowance for credit losses. The commercial real estate concentration ratio is a percentage of the outstanding balance of non-owner occupied
commercial real estate, multifamily, and construction and land development loans to tier 1 capital plus allowance for credit losses. At
December 31, 2025, the Banks exposure to commercial real estate was well below these guidelines.
As of December 31, 2025, commercial
real estate loans totaled $403.6 million or 34.3% of total gross loans. Of this amount commercial mortgage loans represented $355.6 million
or 30.2% of total gross loans and student housing loans represented $48.0 million or 4.1% of total gross loans. The
following table presentsthe distribution of commercial real estate loans and related percentage of the total loan portfolio as of
December 31, 2025 and December 31, 2024:
|
| |
December 31, 2025 | | |
December 31, 2024 | | |
|
(In Thousands) | |
Amount | | |
% | | |
Amount | | |
% | | |
|
Commercial real estate: | |
| | | |
| | | |
| | | |
| | | |
|
Commercial mortgages: | |
| | | |
| | | |
| | | |
| | | |
|
Commercial construction | |
$ | 19,105 | | |
| 1.6% | | |
$ | 24,664 | | |
| 2.2% | | |
|
Multifamily | |
| 74,392 | | |
| 6.3% | | |
| 74,463 | | |
| 6.6% | | |
|
Owner occupied nonfarm nonresidential | |
| 122,506 | | |
| 10.4% | | |
| 101,697 | | |
| 9.0% | | |
|
Non-owner occupied nonfarm nonresidential | |
| 90,548 | | |
| 7.7% | | |
| 83,882 | | |
| 7.4% | | |
|
Other commercial | |
| 49,006 | | |
| 4.2% | | |
| 41,176 | | |
| 3.7% | | |
|
Student housing | |
| 48,043 | | |
| 4.1% | | |
| 45,808 | | |
| 4.1% | | |
|
Total commercial real estate | |
$ | 403,600 | | |
| 34.3% | | |
$ | 371,690 | | |
| 33.0% | | |
The
following table presentsthe maturity distribution and interest rate information of the loan portfolio by major category as of December
31, 2025:
26
|
| |
AsofDecember 31,2025 | | |
|
| |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
| |
Fixed-RateLoans | | |
Variable-orAdjustable-RateLoans | | |
All Loans | | |
|
| |
1Year | | |
1-5 | | |
5-15 | | |
>15 | | |
| | |
1Year | | |
1-5 | | |
5-15 | | |
>15 | | |
| | |
| | |
|
(In Thousands) | |
orLess | | |
Years | | |
Years | | |
Years | | |
Total | | |
orLess | | |
Years | | |
Years | | |
Years | | |
Total | | |
Total | | |
|
Commercial and industrial | |
$ | 9,491 | | |
$ | 19,610 | | |
$ | 13,022 | | |
$ | 189 | | |
$ | 42,312 | | |
$ | 14,480 | | |
$ | 2,911 | | |
$ | 23,862 | | |
$ | 11,787 | | |
$ | 53,040 | | |
$ | 95,352 | | |
|
Commercial real estate: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Commercial mortgages | |
| 2,378 | | |
| 6,843 | | |
| 22,978 | | |
| 11,847 | | |
| 44,046 | | |
| 17,292 | | |
| 7,834 | | |
| 81,204 | | |
| 205,181 | | |
| 311,511 | | |
| 355,557 | | |
|
Student housing | |
| | | |
| 2,000 | | |
| 2,012 | | |
| | | |
| 4,012 | | |
| 617 | | |
| 5,393 | | |
| 15,070 | | |
| 22,951 | | |
| 44,031 | | |
| 48,043 | | |
|
Residential real estate | |
| 7,125 | | |
| 7,987 | | |
| 53,629 | | |
| 41,749 | | |
| 110,490 | | |
| 13,536 | | |
| 3,278 | | |
| 54,994 | | |
| 477,329 | | |
| 549,137 | | |
| 659,627 | | |
|
Consumer and other | |
| 1,406 | | |
| 4,966 | | |
| 2,313 | | |
| 357 | | |
| 9,042 | | |
| 9 | | |
| 748 | | |
| 3,137 | | |
| 6,066 | | |
| 9,960 | | |
| 19,002 | | |
|
Total | |
$ | 20,400 | | |
$ | 41,406 | | |
$ | 93,954 | | |
$ | 54,142 | | |
$ | 209,902 | | |
$ | 45,934 | | |
$ | 20,164 | | |
$ | 178,267 | | |
$ | 723,314 | | |
$ | 967,679 | | |
$ | 1,177,581 | | |
See Note 4 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding the
Corporations loan portfolio as of December 31, 2025.
Asset Quality
Loans
that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at the amount of
unpaid principal, net of deferred loan fees and costs, and reduced by the allowance for credit losses. The allowance for credit losses
is established through a provision for credit losses charged to earnings.
The Corporation
has established and consistently applies loan policies and procedures designed to foster sound underwriting and credit monitoring practices.
Credit risk is managed through the efforts of loan officers, the Chief Credit Officer, the loan review function, as well as oversight
from the Board of Directors. Management continually evaluates its credit risk management practices to ensureproblems in the loan
portfolio are addressed in a timely manner, although, as is the case with any financial institution, a certain degree of credit risk is
dependent in part on local and general economic conditions that are beyond managements control. Under the Corporations risk
rating system, loans are rated pass, special mention, substandard, doubtful, or loss, with all categories reviewed regularly as part of
the risk management practices.
Non-performing
loans are monitored on an ongoing basis as part of the Corporations loan review process. Additionally, work-outs for non-performing
loans and foreclosed assets held for sale are actively monitored through the Banks Credit Department. A potential loss on a non-performing
asset is generally determined by comparing the outstanding loan balance to the fair market value of the pledged collateral, less estimated
cost to sell.
Management
actively manages non-performing loans in an effort to mitigate loss to the Corporation by working with customers to develop strategies
to resolve borrower difficulties, through sale or liquidation of collateral, foreclosure and other appropriate means. In addition, management
monitors employment and economic conditions within its market area, as weakening of conditions could result in real estate devaluations
and an increase in loan delinquencies, which could negatively impact asset quality and cause an increase in the provision for credit losses.
The following
table presents information about non-performing assets, as of December 31, 2025 and December 31, 2024:
Non-performing Assets
|
| |
December 31, | | |
December 31, | | |
|
(dollars in thousands) | |
2025 | | |
2024 | | |
|
Non-accrual loans | |
$ | 11,523 | | |
$ | 10,047 | | |
|
Loans past due 90 days or more and still accruing | |
| 135 | | |
| | | |
|
Total non-performing loans | |
| 11,658 | | |
| 10,047 | | |
|
Foreclosed assets held for sale | |
| 320 | | |
| 70 | | |
|
Total non-performing assets | |
$ | 11,978 | | |
$ | 10,117 | | |
|
| |
| | | |
| | | |
|
Non-performing loans as a percentage of total loans, gross | |
| 0.99% | | |
| 0.89% | | |
|
Non-performing assets as a percentage of total assets | |
| 0.72% | | |
| 0.63% | | |
|
Allowance for credit losses as a percentage of total loans, gross | |
| 0.85% | | |
| 0.88% | | |
|
Allowance for credit losses to non-performing assets | |
| 83.14% | | |
| 97.44% | | |
Total non-performing assets amounted
to $12.0 million, or 0.72% of total assets at December 31, 2025, as compared to $10.1 million, or 0.63% of total assets at December 31,
2024. For the year ended December 31, 2025, the Corporation experienced increases in non-accrual loans in multiple loan classifications,
however, the most significant increase was in residential real estate loans which increased $1.3 million.
27
Residential real estate non-accrual
loans are generally related to a homogenous population of well secured loans collateralized by 1-4 family residential properties. With
respect to commercial real estate non-accrual loans, the Corporation has experienced a limited number of large commercial relationships
that have required significant monitoring and workout efforts. As a result, these relationships may significantly impact the total amount
of allowance required on individual loans and may significantly impact the provision for credit losses and the amount of total charge-offs
reported in any one period.
Management believes it has been
conservative in its decisions concerning identification of loans requiring individual evaluation for credit loss, estimates of loss, and
nonaccrual status; however, the actual losses realized from these relationships could vary materially from the allowances calculated as
of December 31, 2025. Management continues to closely monitor its loan relationships for credit losses and will adjust its estimates of
loss and decisions concerning nonaccrual status, if appropriate.
Allowance for Credit Losses
The allowance for credit losses
was $10.0 million at December 31, 2025, compared to $9.9 million at December 31, 2024. The allowance equaled 0.85% of total loans, net
of unearned fees and costs and unamortized fair value adjustments, at December 31, 2025 as compared to 0.88% of total loans at December
31, 2024. The allowance for credit losses is analyzed quarterly and reviewed by the Corporations Board of Directors. No concentration
or apparent deterioration in classes of loans or pledged collateral was evident. Regular loan meetings with the Corporations Board
of Directors reviewed new loans over specified thresholds. Delinquent loans, loan exceptions and certain large loans are addressed by
the full Board no less than monthly to determine compliance with policies.
The
following tables presentthe allocation of the allowance for credit losses as of December 31, 2025 and December 31, 2024:
|
| |
December 31, 2025 | | |
December 31, 2024 | | |
|
(dollars in thousands) | |
Allowance
for Credit
Losses | | |
Percent of
Allowance | | |
Percent
of Loans
to
Gross
Loans | | |
Allowance
for Credit
Losses | | |
Percent of
Allowance | | |
Percent
of Loans
to
Gross
Loans | | |
|
Commercial and industrial | |
$ | 1,037 | | |
| 10.4% | | |
| 8.1% | | |
$ | 931 | | |
| 9.4% | | |
| 8.3% | | |
|
Commercial real estate | |
| 6,148 | | |
| 61.7% | | |
| 34.3% | | |
| 6,869 | | |
| 69.7% | | |
| 33.0% | | |
|
Residential real estate | |
| 2,556 | | |
| 25.7% | | |
| 56.0% | | |
| 1,850 | | |
| 18.8% | | |
| 56.7% | | |
|
Consumer and other | |
| 218 | | |
| 2.2% | | |
| 1.6% | | |
| 208 | | |
| 2.1% | | |
| 1.9% | | |
|
Total | |
$ | 9,959 | | |
| 100.0% | | |
| 100.0% | | |
$ | 9,858 | | |
| 100.0% | | |
| 100.0% | | |
The most significant changes in
the allowance for credit losses on an individual segment basis from December 31, 2024 to December 31, 2025 include an increase in residential
real estate loans from $1,850,000, or 18.8% of the total allowance, at December 31, 2024 to $2,556,000, or 25.7% of the total allowance,
at December 31, 2025, as well as a decrease in commercial real estate loans from $6,869,000, or 69.7% of the total allowance, at December
31, 2024 to $6,148,000, or 61.7% of the total allowance, at December 31, 2025. The increase for residential real estate loans includes
the impact of increases in non-accrual loans which impacted probability of default calculations and levels of individually evaluated loans
and related individually evaluated allowance levels as well as changes in qualitative factors related to the nature of the loan portfolio,
volume and severity of past due loans, loan grade migration, changes in lending staff, changes in lending policies and procedures and
forecasted economic conditions. The decrease for commercial real estate loans includes the impact of lower individually evaluated allowances
related to student housing loans due to a decrease in loan balances, an increase in the volume of collateral dependent loans with no allowance
required due to higher overall nonperforming commercial real estate loan balances as well as a decrease in allowance levels for commercial
construction loans due to decreases in volume and loss rates utilized. The impact of these items was partially offset by changes in qualitative
factors consistent with residential real estate loans as noted above.
See Notes 1 and 4 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding the
Corporations allowance for credit losses as of December 31, 2025.
Deposits
Deposits are the primary source
of funds for the Corporations lending and investing activities. The Corporation provides a range of deposit services to businesses
and individuals, including noninterest-bearing checking accounts, interest-bearing checking accounts, savings accounts, money market
accounts and time deposits. These accounts generally earn interest at rates the Corporation establishes based on market factors and the
anticipated amount and timing of funding needs. The establishment or continuity of a core deposit relationship can be a factor in loan
pricing decisions. While the Corporations primary focus is on establishing customer relationships to attract core deposits, at
times, the Corporation may use brokered deposits and other wholesale deposits to supplement its funding sources. As of December 31, 2025,
the Corporation held no brokered deposits.
28
The following tables summarize
the average balances outstanding and average interest rates for each major category of deposits for years ended December 31, 2025 and
2024, respectively:
|
| |
For the Years Ended | | |
| | |
| | |
|
| |
December 31, 2025 | | |
December 31, 2024 | | |
| | |
| | |
|
| |
Average | | |
Average | | |
Average | | |
Average | | |
Balance Change | | |
|
| |
Balance | | |
Rate | | |
Balance | | |
Rate | | |
Amount | | |
% | | |
|
(In Thousands) | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Non-interest bearing | |
$ | 272,234 | | |
| | % | |
$ | 261,935 | | |
| | % | |
$ | 10,299 | | |
| 3.9 | % | |
|
Savings | |
| 194,195 | | |
| 0.03 | | |
| 198,175 | | |
| 0.03 | | |
| (3,980 | ) | |
| (2.0 | ) | |
|
Interest-bearing demand deposits | |
| 422,737 | | |
| 2.22 | | |
| 324,602 | | |
| 2.02 | | |
| 98,135 | | |
| 30.2 | | |
|
Money market deposits | |
| 105,084 | | |
| 1.91 | | |
| 109,584 | | |
| 2.08 | | |
| (4,500 | ) | |
| (4.1 | ) | |
|
Time deposits | |
| 362,173 | | |
| 3.50 | | |
| 341,740 | | |
| 3.95 | | |
| 20,433 | | |
| 6.0 | | |
|
Total deposits | |
$ | 1,356,423 | | |
| 1.78 | % | |
$ | 1,236,036 | | |
| 1.81 | % | |
$ | 120,387 | | |
| 9.7 | % | |
The Corporation believes its deposit
product offerings are properly structured to attract and retain core low-cost deposit relationships. The average cost of interest-bearing
deposits for the years ended December 31, 2025, and 2024, was 2.22% and 2.30%, respectively. The decreased cost was primarily attributable
to decreased market rates during 2024 and 2025.
At December
31, 2025, estimated uninsured deposits, or the portion of deposit accounts which exceeded the Federal Deposit Corporation insurance limit,
totaled $383.6 million. Of this amount, $146.9 million was collateralized by securities pledged by the Corporation or letters of credit
issued through the Federal Home Loan Bank of Pittsburgh. Time deposits of $250,000 or more totaled approximately $97.0 million at December
31, 2025.
See Note 6 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding the
Corporations deposits as of December 31, 2025.
Borrowings
Short-term borrowings consist
primarily of securities sold under agreements to repurchase and periodic overnight or short-term Federal Home Loan Bank advances. Average
short-term borrowings amounted to 2.4% and 10.3% of total interest-bearing liabilities for the years ended December 31, 2025 and 2024,
respectively. This change was primarily related to the migration of customer repurchase agreements as well as a paydown in short-term
FHLB borrowings during 2025.
Long-term borrowings consist of
advances due to the FHLB - Pittsburgh. Under terms of a blanket agreement, the loans are secured by certain qualifying assets of the Bank
which consist principally of first mortgage loans. The carrying value of these collateralized items was $856.5 million at December 31,
2025. The Bank has lines of credit with the Federal Reserve Bank Discount Window, FHLB Pittsburgh, and Atlantic Community Bankers
Bank in the aggregate amount of $613.4 million at December 31, 2025. The unused portion of these lines of credit was $557.2 million at
December 31, 2025.
See Note 7 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding the
Corporations borrowings as of December 31, 2025.
Capital Resources
Management
believes, as of December 31, 2025, that Journey Bank meets all capital adequacy requirements to which it is subject. Management annually
performs stress testing on its regulatory capital levels and expects Journey Bank to maintain capital levels that exceed the regulatory
standards for well-capitalized institutions for the next 12 months and for the foreseeable future.
Future
dividend payments and repurchases of common stock will depend upon maintenance of a strong financial condition, future earnings and capital
and regulatory requirements. In addition, Journey Bank is subject to restrictions on the amount of dividends that may be paid without
approval of banking regulatory authorities. Further, although Muncy Columbia Financial Corporation is not subject to the specific consolidated
capital requirements, its ability to pay dividends, repurchase stock or engage in other activities may be limited by the Federal Reserve
if it fails to hold sufficient capital commensurate with its overall risk profile.
29
The following table reflects the Banks actual
capital amounts and ratios at December 31, 2025 and 2024:
|
| |
Journey Bank | |
Minimum Required For Capital Adequacy Purposes | |
Minimum Required For Capital Adequacy Purposes with Conservation Buffer | |
Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations | |
|
(Dollars in Thousands) | |
Amount | |
Ratio | |
Ratio | |
Ratio | |
Ratio | |
|
December 31, 2025 | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total capital (to risk-weighted assets) | |
$ | 170,931 | | |
| 16.87 | % | |
| 8.00 | % | |
| 10.50 | % | |
| 10.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I capital (to risk-weighted assets) | |
| 161,300 | | |
| 15.92 | % | |
| 6.00 | % | |
| 8.50 | % | |
| 8.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I common equity (to risk-weighted assets) | |
| 161,300 | | |
| 15.92 | % | |
| 4.50 | % | |
| 7.00 | % | |
| 6.50 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I capital (to average assets) | |
| 161,300 | | |
| 9.93 | % | |
| 4.00 | % | |
| 4.00 | % | |
| 5.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total risk-weighted assets | |
| 1,013,109 | | |
| | | |
| | | |
| | | |
| | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total average assets | |
| 1,624,578 | | |
| | | |
| | | |
| | | |
| | | |
|
| |
Journey Bank | |
Minimum Required
For Capital
Adequacy Purposes | |
Minimum Required For
Capital Adequacy Purposes
with Conservation Buffer | |
Minimum Required To
Be Well Capitalized
Under Prompt
Corrective Action
Regulations | |
|
(Dollars in Thousands) | |
Amount | |
Ratio | |
Ratio | |
Ratio | |
Ratio | |
|
December 31, 2024 | |
| |
| |
| |
| |
| |
|
Total capital (to risk-weighted assets) | |
$ | 152,703 | | |
| 16.03 | % | |
| 8.00 | % | |
| 10.50 | % | |
| 10.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I capital (to risk-weighted assets) | |
| 143,417 | | |
| 15.06 | % | |
| 6.00 | % | |
| 8.50 | % | |
| 8.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I common equity (to risk-weighted assets) | |
| 143,417 | | |
| 15.06 | % | |
| 4.50 | % | |
| 7.00 | % | |
| 6.50 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Tier I capital (to average assets) | |
| 143,417 | | |
| 9.10 | % | |
| 4.00 | % | |
| 4.00 | % | |
| 5.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total risk-weighted assets | |
| 952,452 | | |
| | | |
| | | |
| | | |
| | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total average assets | |
| 1,576,746 | | |
| | | |
| | | |
| | | |
| | | |
RESULTS OF OPERATIONS
Net income in 2025 amounted
to $24.2 million, or $6.85 per share, an increase of $5.2 million compared to $19.0 million, or $5.33 per share, in 2024. The
increase innet income for 2025 compared to 2024 was primarily attributable to a significant increase in net interest income,
partially offset by increases in non-interest expense and income tax provision expense.
Net interest
income increased $10.1 million, or 20.1% to $60.6 million in 2025,from $50.5million in 2024.Non-interest income was
$10.4 million in both 2025 and 2024. Non-interest expensewas $41.0 million in 2025, an increase of$3.4 million, or 8.9%, from
$37.7 million in 2024, which was primarily related to increases in salaries and employee benefits, Pennsylvania shares tax and professional
fees. Income tax provision expense increased $1.6 million, or 47% to $4.9 million in 2025, from $3.3 million in 2024, due to higher pretax
earnings.
The annual
return on average assetswas 1.49% in 2025 compared to 1.19%in 2024.The annualized return on average equity was 13.57%
in 2025 compared to 11.88% in 2024. The Corporation declared and paid dividends to holders of common stockof $2.30per share
in 2025 and$1.76 per share in 2024.
Net Interest Income
Net interest
income is the difference between (i) interest income, interest and fees on interest-earning assets, and (ii) interest expense, interest
paid on deposits and borrowed funds. Net interest income represents the largest component of the Corporations operating income
and, as such, is the primary determinant of profitability. Net interest income is impacted by variations in the volume, rate and composition
of earning assets and interest-bearing liabilities, changes in general market interest rates and the level of non-performing assets. Interest
income is shown on a fully tax-equivalent basis using the corporate statutory tax rate of 21.0% in 2025 and 2024.
30
Tax-equivalent
net interest incomeincreased$10.2 million, or 19.7%, to $61.8 million in 2025compared to $51.6 million in 2024.
The increase in tax-equivalent net interest income was due to an increase in tax-equivalent interest income reflectinghigher earning
asset volumes and yields, along with a decrease in interest expense which resulted primarily froma significant decrease in average
borrowings coupled with a decrease in the average rate paid on total interest-bearing liabilities.Tax-equivalent net interest margin,a
key measurement used in the banking industry to measure income from earning assets relative to the cost to fund those assets,is
calculated by dividing tax-equivalent net interest income by average interest-earning assets. The Corporations tax-equivalent net
interest margin increased 62 basis points to 4.08% in 2025 compared to 3.46% in 2024, which was largely caused by increases in yields
on earning assets along with a decrease in total in cost of funds.Additionally, interest rate spread, the difference between the
average yield on interest-earning assets, shown on a fully tax-equivalent basis, and the average cost of interest-bearing liabilities,
increased 66 basis points to 3.52% in 2025 compared to 2.86% in 2024.
Tax-equivalent
interest income increased$6.3 million, or 7.6%, to $89.2 million for the year ended December 31, 2025from $82.9 million for
the same period in 2024, which was largely caused by growth inaverage earning assets, coupled with an increase in the tax-equivalent
yield on average earning assets.Average earning assets increased $25.1 million, or 1.7%,to $1.517 billion for year ended December
31, 2025from $1.491 billion for the same period in 2024, resulting in a corresponding increase to tax-equivalent interest income
of $3.4 million. Specifically, average loans increased $50.2million, or 4.5%, to $1.166 billion for the year ended December 31,
2025from $1.116 billion for the same period in 2024, which reflected strong organic loan growth. Total investment securities averaged
$331.6 million for the year ended December 31, 2025, a decreaseof $38.3 million, or 10.3%, compared to $369.9 million for the same
period in 2024, which contributed to a net decrease of$0.7 million in tax-equivalent interest income. The tax-equivalent yield on
earning assets increased 32 basis points to 5.88% for the year ended December 31, 2025 from 5.56% for the same period in 2024, which resulted
in a corresponding increase in tax-equivalent interest income of $2.9 million. The Corporation's tax-equivalent yield on loans increased
11 basis points to 6.69% for the year ended December 31, 2025compared to 6.58% for the same period in 2024, resulting in a corresponding
increase in tax-equivalent interest income of $1.2 million, due primarily to the origination of new loans at higher yields and the continued
repricing of existing variable rate loans in the Corporations portfolio. Meanwhile,the tax-equivalent yield on investment
securities increased67 basis points to 3.16% for the year ended December 31, 2025from 2.49% for the same period in 2024andcaused
a corresponding increase to tax-equivalent interest income of $1.9 million.
Interest
expense decreased $3.9 million, or 12.3%, to $27.4 million for the year ended December 31, 2025 from $31.3 million for the same period
in 2024, which was primarily from a significant decrease in average borrowings, coupled with a lower overall cost of funds. Average borrowed
funds, which is largely comprised of customer repurchase agreements and FHLB of Pittsburgh advances,averaged $75.0 million for the
year ended December 31, 2025, a decrease of $109.6 million from $184.5 million for the same period in 2024. Lower volumes of average borrowed
funds resulted in acorresponding decrease in interest expense of $5.3 million.Total average interest-bearing deposits increased
$110.1 million, or 11.3%, to $1.084 billion for the year ended December 31, 2025, compared to $974.1 million forthe same period
in 2024, which resulted in a corresponding increase in interest expense of $2.7 million. For the year ended December 31, 2025, the Corporation's
cost of funds decreased 33 basis points to 2.37% from 2.70% for the same period in 2024. The average rate paid on total borrowings decreased
40 basis points to 4.41% for the year ended December 31, 2025 from 4.81% for the same period in 2024. The average rate paid on total interest-bearing
deposits decreased 8 basis points to 2.22% for the year ended December 31, 2025 from 2.30% for the same period in 2024, which resulted
in a corresponding decrease in interest expense of $1.0 million.
The following Average Balance
Sheet and Rate Analysis tables presents the average assets, actual income or expense and the average yield on assets, liabilities and
stockholders' equity for the years ended December 31, 2025 and 2024.
31
AVERAGE BALANCE SHEET AND RATE ANALYSIS
YEAR ENDED DECEMBER
31,
|
| |
2025 | |
2024 | |
|
(In Thousands) | |
Average Balance | |
Interest | |
Average Rate | |
Average Balance | |
Interest | |
Average Rate | |
|
ASSETS: | |
| (1 | ) | |
| | | |
| | | |
| (1 | ) | |
| | | |
| | | |
|
Tax-exempt loans | |
$ | 40,965 | | |
$ | 1,976 | | |
| 4.82 | % | |
$ | 41,875 | | |
$ | 1,889 | | |
| 4.51 | % | |
|
All other loans | |
| 1,125,411 | | |
| 76,002 | | |
| 6.75 | % | |
| 1,074,344 | | |
| 71,513 | | |
| 6.66 | % | |
|
Total loans (2)(3)(4) | |
| 1,166,376 | | |
| 77,978 | | |
| 6.69 | % | |
| 1,116,219 | | |
| 73,402 | | |
| 6.58 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Taxable securities | |
| 252,245 | | |
| 6,205 | | |
| 2.46 | % | |
| 290,951 | | |
| 5,063 | | |
| 1.74 | % | |
|
Tax-exempt securities (3) | |
| 79,344 | | |
| 4,283 | | |
| 5.40 | % | |
| 78,907 | | |
| 4,145 | | |
| 5.25 | % | |
|
Total securities | |
| 331,589 | | |
| 10,488 | | |
| 3.16 | % | |
| 369,858 | | |
| 9,208 | | |
| 2.49 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Interest-bearing deposits in other banks | |
| 18,584 | | |
| 767 | | |
| 4.13 | % | |
| 5,339 | | |
| 288 | | |
| 5.39 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total interest-earning assets | |
| 1,516,549 | | |
| 89,233 | | |
| 5.88 | % | |
| 1,491,416 | | |
| 82,898 | | |
| 5.56 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Other assets | |
| 108,871 | | |
| | | |
| | | |
| 102,048 | | |
| | | |
| | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
TOTAL ASSETS | |
$ | 1,625,420 | | |
| | | |
| | | |
$ | 1,593,464 | | |
| | | |
| | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
LIABILITIES: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Savings | |
$ | 194,195 | | |
| 58 | | |
| 0.03 | % | |
$ | 198,175 | | |
| 61 | | |
| 0.03 | % | |
|
Now deposits | |
| 422,737 | | |
| 9,382 | | |
| 2.22 | % | |
| 324,602 | | |
| 6,564 | | |
| 2.02 | % | |
|
Money market deposits | |
| 105,084 | | |
| 2,005 | | |
| 1.91 | % | |
| 109,584 | | |
| 2,270 | | |
| 2.07 | % | |
|
Time deposits | |
| 362,173 | | |
| 12,670 | | |
| 3.50 | % | |
| 341,740 | | |
| 13,507 | | |
| 3.95 | % | |
|
Total interest-bearing deposits | |
| 1,084,189 | | |
| 24,115 | | |
| 2.22 | % | |
| 974,101 | | |
| 22,402 | | |
| 2.30 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Short-term borrowings | |
| 28,123 | | |
| 1,103 | | |
| 3.92 | % | |
| 119,908 | | |
| 5,741 | | |
| 4.79 | % | |
|
Long-term borrowings | |
| 46,849 | | |
| 2,201 | | |
| 4.70 | % | |
| 64,633 | | |
| 3,135 | | |
| 4.85 | % | |
|
Total borrowings | |
| 74,972 | | |
| 3,304 | | |
| 4.41 | % | |
| 184,541 | | |
| 8,876 | | |
| 4.81 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Total interest-bearing liabilities | |
| 1,159,161 | | |
| 27,419 | | |
| 2.37 | % | |
| 1,158,642 | | |
| 31,278 | | |
| 2.70 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Noninterest-bearing deposits | |
| 272,234 | | |
| | | |
| | | |
| 261,935 | | |
| | | |
| | | |
|
Other liabilities | |
| 15,567 | | |
| | | |
| | | |
| 12,752 | | |
| | | |
| | | |
|
Stockholders' equity | |
| 178,458 | | |
| | | |
| | | |
| 160,135 | | |
| | | |
| | | |
|
TOTAL LIABILITIES AND | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
STOCKHOLDERS' EQUITY | |
$ | 1,625,420 | | |
| | | |
| | | |
$ | 1,593,464 | | |
| | | |
| | | |
|
Interest rate spread (6) | |
| | | |
| | | |
| 3.52 | % | |
| | | |
| | | |
| 2.86 | % | |
|
Net interest income/margin (5) | |
| | | |
$ | 61,814 | | |
| 4.08 | % | |
| | | |
$ | 51,620 | | |
| 3.46 | % | |
|
(1) |
Average volume information was compared using daily averages for interest-earning and bearing accounts. | |
|
(2) |
Interest on loans includes loan fee income. | |
|
(3) |
Tax exempt interest revenue is shown on a tax-equivalent basis using a statutory federal income tax rate of 21 percent for 2025 and 2024. | |
|
(4) |
Nonaccrual loans have been included with loans for the purpose of analyzing net interest earnings. | |
|
(5) |
Net interest margin is computed by dividing annualized tax-equivalent net interest income by total interest earning assets. | |
|
(6) |
Interest rate spread represents the difference between the average rate earned on interest-earning assets and the average rate paid on
interest-bearing liabilities. | |
32
|
Reconcilement of Taxable Equivalent Net Interest Income | |
|
| |
For the Years Ended December 31, | |
|
| |
2025 | |
2024 | |
|
(In Thousands) | |
| |
| |
|
Total interest income | |
$ |
88,018 |
| |
$ |
81,743 |
| |
|
Total interest expense | |
| 27,419 | | |
| 31,278 | | |
|
| |
| | | |
| | | |
|
Net interest income | |
| 60,599 | | |
| 50,465 | | |
|
Tax equivalent adjustment | |
| 1,215 | | |
| 1,155 | | |
|
| |
| | | |
| | | |
|
Net interest income
(fully taxable equivalent) | |
$ | 61,814 | | |
$ | 51,620 | | |
Rate/Volume Analysis
To enhance the understanding of
the effects of volumes (the average balance of earning assets and costing liabilities) and average interest rate fluctuations on the Consolidated
Balance Sheets as it pertains to net interest income, the table below reflects these changes for the years ended December 31, 2025 versus
December 31, 2024:
|
| |
Years Ended December 31, | |
|
| |
2025 vs 2024 | |
|
| |
Increase (Decrease) | |
|
| |
Due to | |
|
(In Thousands) | |
Volume | |
Rate | |
Net | |
|
Interest income: | |
| | | |
| | | |
| | | |
|
Loans, tax-exempt | |
$ | (41 | ) | |
$ | 128 | | |
$ | 87 | | |
|
Loans | |
| 3,400 | | |
| 1,090 | | |
| 4,490 | | |
|
Taxable investment securities | |
| (674 | ) | |
| 1,816 | | |
| 1,142 | | |
|
Tax-exempt investment securities | |
| 23 | | |
| 114 | | |
| 137 | | |
|
Interest bearing deposits | |
| 714 | | |
| (235 | ) | |
| 479 | | |
|
Total interest-earning assets | |
| 3,422 | | |
| 2,913 | | |
| 6,335 | | |
|
| |
| | | |
| | | |
| | | |
|
Interest expense: | |
| | | |
| | | |
| | | |
|
Savings | |
| (1 | ) | |
| (2 | ) | |
| (3 | ) | |
|
NOW deposits | |
| 1,984 | | |
| 834 | | |
| 2,818 | | |
|
Money market deposits | |
| (93 | ) | |
| (172 | ) | |
| (265 | ) | |
|
Time deposits | |
| 808 | | |
| (1,645 | ) | |
| (837 | ) | |
|
Short-term borrowings | |
| (4,395 | ) | |
| (243 | ) | |
| (4,638 | ) | |
|
Long-term borrowings, FHLB | |
| (863 | ) | |
| (71 | ) | |
| (934 | ) | |
|
Total interest-bearing liabilities | |
| (2,560 | ) | |
| (1,299 | ) | |
| (3,859 | ) | |
|
Change in net interest income | |
$ | 5,982 | | |
$ | 4,212 | | |
$ | 10,194 | | |
Provision for Credit Losses
A summary of the provision for credit losses for the
years ended December 31, 2025 and 2024, is as follows:
|
| |
For the Years | |
|
| |
Ended December 31, | |
|
(In Thousands) | |
2025 | |
2024 | |
|
Provision for credit losses: | |
| | | |
| | | |
|
Loans receivable | |
$ | 834 | | |
$ | 847 | | |
|
Off-balance sheet exposures | |
| 5 | | |
| (10 | ) | |
|
Total provision for credit losses | |
$ | 839 | | |
$ | 837 | | |
33
For the year ended December 31,
2025, there was a provision for credit losses of $839,000, an increase of $2,000 in expense compared to a provision for credit losses
of $837,000 for the year ended December 31, 2024. The provision for the year ended December 31, 2025 included expense related to loans
receivable of $834,000 and expense related to off-balance sheet exposures of $5,000. The provision for the year ended December 31, 2024
included expense related to loans receivable of $847,000 and a credit related to off-balance sheet exposures of $10,000.
The provision amounts for the
years ended December 31, 2025 and 2024 primarily reflect an increase in volume in the loan portfolio, increases in non-accrual loans which
impacted probability of default calculations and changes in qualitative factors related to the nature of the loan portfolio, volume and
severity of past due loans, loan grade migration, changes in lending staff, changes in lending policies and procedures and forecasted
economic conditions.
See Notes 1 and 4 within the Corporations
Notes to the Consolidated Financial Statements which are included in this Annual Report on Form 10-K for more information regarding the
Corporations allowance for credit losses as of December 31, 2025.
Non-interest Income
Total non-interest income
was $10.4 million for each of the years ended December 31, 2025, and 2024. Service charges and fees increased $236,000 due primarily
to higher overdraft fee income. Brokerage income and trust income increased $131,000 and $168,000, respectively, due primarily to
higher assets under management. These changes were offset by realized losses on available-for-sale debt securities, net, which
totaled $422,000 for 2025 compared to $85,000 for 2024. The increase in realized losses on available-for-sale debt securities, net,
for 2025 was related to a strategic realignment of the investment portfolio to enhance net interest margin in future years.
Additionally, other non-interest income decreased $294,000 due to one-time events in the first quarter 2024 including incentives
received in conjunction with the launch of a debit card reissuance project as well as a governmental grant recorded in conjunction
with the completion of a solar energy project.
|
| |
For the Years Ended | |
|
| |
December 31, 2025 | |
December 31, 2024 | |
Change | |
|
(In Thousands) | |
Amount | |
% Total | |
Amount | |
% Total | |
Amount | |
% | |
|
Service charges and fees | |
$ | 2,968 | | |
| 28.6 | % | |
$ | 2,732 | | |
| 26.3 | % | |
$ | 236 | | |
| 8.6 | % | |
|
Interchange fees | |
| 2,641 | | |
| 25.5 | | |
| 2,640 | | |
| 25.4 | | |
| 1 | | |
| 0.0 | | |
|
Gain on sale of loans | |
| 503 | | |
| 4.9 | | |
| 413 | | |
| 4.0 | | |
| 90 | | |
| 21.8 | | |
|
Earnings on bank-owned life insurance | |
| 925 | | |
| 8.9 | | |
| 928 | | |
| 8.9 | | |
| (3 | ) | |
| (0.3 | ) | |
|
Brokerage | |
| 938 | | |
| 9.1 | | |
| 807 | | |
| 7.8 | | |
| 131 | | |
| 16.2 | | |
|
Trust | |
| 1,111 | | |
| 10.7 | | |
| 943 | | |
| 9.1 | | |
| 168 | | |
| 17.8 | | |
|
Gains on marketable equity securities | |
| 56 | | |
| 0.5 | | |
| 60 | | |
| 0.6 | | |
| (4 | ) | |
| (6.7 | ) | |
|
Realized losses on available-for-sale debt securities, net | |
| (422 | ) | |
| (4.1 | ) | |
| (85 | ) | |
| (0.8 | ) | |
| (337 | ) | |
| 396.5 | | |
|
Other non-interest income | |
| 1,643 | | |
| 15.9 | | |
| 1,937 | | |
| 18.7 | | |
| (294 | ) | |
| (15.2 | ) | |
|
Total non-interest income | |
$ | 10,363 | | |
| 100.0 | % | |
$ | 10,375 | | |
| 100.0 | % | |
$ | (12 | ) | |
| (0.1 | )% | |
Non-interest Expense
Total non-interest expense
increased $3.4 million or 8.9% from $37.7 million for the year ended December 31, 2024, to $41.0 million for the year ended December
31, 2025. Salaries and employee benefits expense of $21.7 million for the year ended December 31, 2025 increased $2.6 million from
$19.2 million for the same period of 2024. The Corporation recorded one-time pretax expenses totaling $1.3 million in conjunction
with the retirement of its Executive Chairman during the year ended December 31, 2025. Additionally, health insurance expenses
associated with the Corporations partially self-funded health insurance plan were $704,000 higher in the year ended December
31, 2025 than the same period of 2024. In addition to the increase in salaries and employee benefits expense, Pennsylvania shares tax
expense increased $298,000 or 31.7% due to increased capital levels, professional fees increased $417,000, due primarily to higher
overall marketing and advertising costs as well as higher foreclosure and loan workout expenses. These increases were partially
offset by decreases in merger-related expenses of $241,000 and amortization of intangibles of $179,000 due to lower core deposit
intangible amortization in 2025.
One standard to measure non-interest
expense is to express annualized non-interest expense as a percentage of average total assets. For the year ended December 31, 2025 this
percentage was 2.52% compared to 2.36% for the year ended December 31, 2024.
34
|
| |
For the Years Ended | |
|
| |
December 31, 2025 | |
December 31, 2024 | |
Change | |
|
(In Thousands) | |
Amount | |
% Total | |
Amount | |
% Total | |
Amount | |
% | |
|
Salaries and employee benefits | |
$ | 21,720 | | |
| 52.9 | % | |
$ | 19,167 | | |
| 50.9 | % | |
$ | 2,553 | | |
| 13.3 | % | |
|
Occupancy | |
| 2,623 | | |
| 6.4 | | |
| 2,459 | | |
| 6.5 | | |
| 164 | | |
| 6.7 | | |
|
Furniture and equipment | |
| 1,704 | | |
| 4.2 | | |
| 1,665 | | |
| 4.4 | | |
| 39 | | |
| 2.3 | | |
|
Pennsylvania shares tax | |
| 1,239 | | |
| 3.0 | | |
| 941 | | |
| 2.5 | | |
| 298 | | |
| 31.7 | | |
|
Professional fees | |
| 1,939 | | |
| 4.7 | | |
| 1,522 | | |
| 4.0 | | |
| 417 | | |
| 27.4 | | |
|
Director's fees | |
| 695 | | |
| 1.7 | | |
| 618 | | |
| 1.6 | | |
| 77 | | |
| 12.5 | | |
|
Federal deposit insurance | |
| 870 | | |
| 2.1 | | |
| 820 | | |
| 2.2 | | |
| 50 | | |
| 6.1 | | |
|
Data processing and telecommunications | |
| 3,645 | | |
| 8.9 | | |
| 3,595 | | |
| 9.5 | | |
| 50 | | |
| 1.4 | | |
|
Automated teller machine and interchange | |
| 779 | | |
| 1.9 | | |
| 671 | | |
| 1.8 | | |
| 108 | | |
| 16.1 | | |
|
Merger-related expenses | |
| | | |
| | | |
| 241 | | |
| 0.6 | | |
| (241 | ) | |
| (100.0 | ) | |
|
Amortization of intangibles | |
| 2,023 | | |
| 4.9 | | |
| 2,202 | | |
| 5.8 | | |
| (179 | ) | |
| (8.1 | ) | |
|
Other non-interest expense | |
| 3,783 | | |
| 9.3 | | |
| 3,761 | | |
| 10.2 | | |
| 22 | | |
| 0.6 | | |
|
Total non-interest expense | |
$ | 41,020 | | |
| 100.0 | % | |
$ | 37,662 | | |
| 100.0 | % | |
$ | 3,358 | | |
| 8.9 | % | |
LIQUIDITY
Liquidity is the ability to quickly
raise cash at a reasonable cost. An adequate liquidity position permits the Bank to pay creditors, compensate for unforeseen deposit fluctuations
and fund unexpected loan demand. The Banks primary sources of funds are deposits, securities sold under agreements to repurchase,
principal repayments of securities and outstanding loans, funds provided from operations, and day-to-day FHLB Pittsburgh borrowings.
In addition, the Bank invests excess funds in short-term interest-earning assets such as overnight deposits or U.S. agency securities,
which provide liquidity to meet lending requirements. While scheduled payments from the amortization of loans and securities and short-term
investments are relatively predictable sources of funds, general interest rates, economic conditions and competition greatly influence
deposit flows and repayments on loans and mortgage-backed securities.
The Bank strives to maintain sufficient
liquidity to fund operations, loan demand and to satisfy fluctuations in deposit levels. The Bank is required to have enough investments
that qualify as liquid assets in order to maintain sufficient liquidity to ensure safe and sound banking operations. Liquidity may increase
or decrease depending upon the availability of funds and comparative yields on investments in relation to the return on loans. The Bank
attempts to maintain adequate but not excessive liquidity, and liquidity management is both a daily and long-term function of its business
management. The Bank manages its liquidity in accordance with a board of directors-approved asset liability policy and liquidity contingency
plan, which are administered by its asset-liability committee (ALCO). ALCO reports interest rate sensitivity, liquidity,
capital and investment-related matters on a quarterly basis to the Banks board of directors.
The Bank reviews cash flow projections
regularly and updates them in order to maintain liquid assets at levels believed to meet the requirements of normal operations, including
loan commitments and potential deposit outflows from maturing certificates of deposit and savings withdrawals. While deposits and securities
sold under agreements to repurchase are its primary source of funds, when needed it is also able to generate cash through borrowings from
the FHLB. At December 31, 2025, the Bank had remaining available capacity with FHLB, subject to certain collateral restrictions, of $537.4
million.
Liquidity management is required
to ensure that adequate funds will be available to meet anticipated and unanticipated deposit withdrawals, debt service payments, investment
commitments, commercial and consumer loan demand, and ongoing operating expenses. Funding sources include principal repayments on loans,
sale of assets, growth in time and core deposits, short and long-term borrowings, investment securities coming due, loan prepayments and
repurchase agreements. Regular loan payments are a dependable source of funds, while the sale of investment securities, deposit growth
and loan prepayments are significantly influenced by general economic conditions and the level of interest rates.
The statement
of cash flows presents the change in cash and cash equivalents from operating, investing and financing activities. Cash and due from banks
and interest-bearing deposits in other banks, which comprise cash and cash equivalents,are the Corporations most liquid assets.
Cash and cash equivalents totaled $48.5 million at December 31, 2025,an increase of $31.2 million from $17.4 million at December
31, 2024, as net cash inflows reported fromoperating and financing activities outpaced net cash outflows from investing activities
for the year ended December 31, 2025.
Net
cash outflows frominvesting activities used $33.1 million of cash and cash equivalents during the year ended December 31, 2025.
Accounting for the majority of the net cash outflows was a net increase in loans of $43.1 million which was partially offset by a net
cash inflow from purchases, proceeds from sales, paydowns, calls and maturities of available-for-sale debt securities of $9.4 million.Financing
activities provided $40.9million in net cash, which resulted primarily from a decrease in short-termborrowings, consisting
of customer repurchase agreements and short-term FHLB borrowings, of $55.9 million along with a repayment of long-term borrowings of
$15.2 million. Theseoutflowswere offset bya $120.0 million increase in deposits. Operating activities include net income,
adjusted for the effects of non-cash transactions including, among others, depreciation and amortization and the provision for credit
losses, and is the primary source of cash flowsfrom operations.For the year ended December 31, 2025, operating activities
provided the Corporation with $23.3 million in net cash, which primarily reflectednet income of $24.2 million.
35
The Corporation
regularly analyzes its ability to generate adequate amounts of cash to meet its short and long-term cash requirements and plans. As part
of its quarterly asset liability management procedures, the Corporation performs liquidity cash flow forecasts in various base level and
stress scenarios to monitor future cash needs. The Corporation has not identified any known demands, commitments, events or uncertainties
that would result or that are reasonably likely to result in its liquidity position materially increasing or decreasing over the next
12 months. The Corporations long-term cash needs are regularly analyzed through its strategic planning process, which includes
a detailed review of liquidity and funding needs.
We manage liquidity on a daily
basis. We believe that our liquidity is sufficient to meet present and future financial obligations and commitments on a timely basis.
However, see potential liquidity risk factors at Item 1A Risk Factors and refer to the Consolidated Statements of Cash Flows contained
in this Annual Report on Form 10-K.
INTEREST RATE RISK MANAGEMENT
Interest rate risk management
involves managing the extent to which interest-sensitive assets and interest-sensitive liabilities are matched. Interest rate sensitivity
is the relationship between market interest rates and earnings volatility due to the repricing characteristics of assets and liabilities.
The Bank's net interest income is affected by changes in the level of market interest rates. In order to maintain consistent earnings
performance, the Bank seeks to manage, to the extent possible, the repricing characteristics of its assets and liabilities.
One major objective of the Bank
when managing the rate sensitivity of its assets and liabilities is to stabilize net interest income. The management of and authority
to assume interest rate risk is the responsibility of the Bank's ALCO, which is comprised of senior management and Board members. ALCO
meets quarterly to monitor the ratio of interest sensitive assets to interest sensitive liabilities. The process to review interest rate
risk is a regular part of management of the Bank. Consistent policies and practices of measuring and reporting interest rate risk exposure,
particularly regarding the treatment of noncontractual assets and liabilities, are in effect. In addition, there is an annual process
to review the interest rate risk policy with the Board of Directors which includes limits on the impact to earnings from shifts in interest
rates.
The ratio between assets and liabilities
repricing in specific time intervals is referred to as an interest rate sensitivity gap. Interest rate sensitivity gaps can be managed
to take advantage of the slope of the yield curve as well as forecasted changes in the level of interest rate changes.
To manage the interest sensitivity
position, an asset/liability model called "gap analysis" is used to monitor the difference in the volume of the Bank's interest
sensitive assets and liabilities that mature or reprice within given periods. A positive gap (asset sensitive) indicates that more assets
reprice during a given period compared to liabilities, while a negative gap (liability sensitive) has the opposite effect. The Bank employs
computerized net interest income simulation modeling to assist in quantifying interest rate risk exposure. This process measures and quantifies
the impact on net interest income through varying interest rate changes and balance sheet compositions. The use of this model assists
the ALCO to gauge the effects of the interest rate changes on interest sensitive assets and liabilities in order to determine what impact
these rate changes will have upon our net interest spread. At December 31, 2025, our cumulative gap positions were within the internal
risk management guidelines.
In addition
to gap analysis, the Bank uses net interest income simulations and economic value of equity (EVE) simulations as the primary
tools in measuring and managing the Banks position and considers balance sheet forecasts, the Banks liquidity position,
the economic environment, anticipated direction of interest rates and the Banks earnings sensitivity to changes in these rates
in its modeling. In addition, ALCO has established policy tolerance limits for acceptable negative changes in net interest income. Furthermore,
as part of its ongoing monitoring, ALCOrequires annual back testing of modeling results, which involves after-the-fact comparisons
of projections with the Banks actual performance to measure the validity of assumptions used in the modeling techniques.
The following
table illustrates the simulated impact of parallel and instantaneous interest rate shocks of +100, +200, +300, -100, -200, and -300 basis
points on net interest income and the change in economic value over a one-year time horizon from the December 31, 2025levels:
36
|
| |
Rates +100 | |
Rates +200 | |
Rates +300 | |
Rates -100 | |
Rates -200 | |
Rates -300 | |
|
| |
Simulation
Results | |
Policy
Limit | |
Simulation
Results | |
Policy
Limit | |
Simulation
Results | |
Policy
Limit | |
Simulation
Results | |
Policy
Limit | |
Simulation
Results | |
Policy
Limit | |
Simulation
Results | |
Policy
Limit | |
|
Earnings at risk: | |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Percent change in net interest income | |
| 2.12 | % | |
| -10.00 | % | |
| -1.58 | % | |
| -15.00 | % | |
| -5.55 | % | |
| -20.00 | % | |
| 6.59 | % | |
| -10.00 | % | |
| 7.41 | % | |
| -15.00 | % | |
| 10.04 | % | |
| -20.00 | % | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Economic value at risk: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
|
Percent change in economic value of equity | |
| -5.95 | % | |
| -15.00 | % | |
| -13.14 | % | |
| -25.00 | % | |
| -21.26 | % | |
| -30.00 | % | |
| 2.31 | % | |
| -15.00 | % | |
| 3.75 | % | |
| -25.00 | % | |
| 5.55 | % | |
| -30.00 | % | |
Model
results from the simulation at December 31, 2025indicated that the Bank was projected to see an increase in net interest income
over a one-year horizon in any of the rate shock scenarios, with the exception of the +200 and +300 scenarios, which showed 1.58% and
5.55% decreases, respectively. The percent change in EVE is expected to decrease in all rates up scenarios and increase in all rates down
scenarios.All modeled exposures to net interest income and EVE for the next twelve-month horizon are within internal ALCO policy
guidelines.
This
analysis does not represent a forecast for the Bank and should not be relied upon as being indicative of expected operating results. These
simulations are based on numerous assumptions, including but not limited to,the nature and timing of interest rate levels, prepayments
on loans and securities, deposit decay rates, pricing decisions on loans and deposits, reinvestment/replacements of asset and liability
cash flows, and other factors. While assumptions reflect current economic and local market conditions, the Bank cannot make any assurances
as to the predictive nature of these assumptions, including changes in interest rates, customer preferences, competition and liquidity
needs, or what actions ALCO might take in responding to these changes.
It is our opinion that the asset/liability
mix and the interest rate risk associated with the balance sheet is within manageable parameters. Additionally, the Banks ALCO
meets quarterly with an asset liability management consultant.
IMPACT OF INFLATION AND
CHANGING PRICES
The preparation
of financial statements in conformity with U.S. GAAP requires management to measure the Corporations financial position and operating
results primarily in terms of historic dollars. Changes in the relative value of money due to inflation or recession are generally not
considered. The primary effect of inflation on the Corporation's operations is primarily related to increases in operating expenses. Management
considers changes in interest rates to impact our financial condition and results of operations to a far greater degree than changes in
prices due to inflation. Although interest rates are greatly influenced by changes in the inflation rate, they do not necessarily change
at the same rate or in the same magnitude as the inflation rate. The Corporation manages interest rate risk in several ways. There can
be no assurance that the Corporation will not be materially adversely affected by future changes in interest rates, as interest rates
are highly sensitive to many factors that are beyond its control. Additionally, inflation may adversely impact the financial condition
of the Corporation's borrowers and could impact their ability to repay their loans, which could negatively affect the Corporation's asset
quality through higher delinquency rates and increased charge-offs. Management will carefully consider the impact of inflation and rising
interest rates on the Corporations borrowers in managing credit risk related to the loan portfolio.
Item 7A. Quantitative and Qualitative Disclosures
about Market Risk
The information called for by
this item can be found at Item 7 of this report on Form 10-K under the caption Interest Rate Risk Management and is incorporated
in its entirety by reference under this Item 7A.
37
Item 8. Financial Statements and Supplementary Data
Muncy Columbia Financial Corporation
Consolidated Balance
Sheets
|
(In Thousands, Except Share and Per Share Data) | |
December 31, 2025 | |
December 31, 2024 | |
|
ASSETS | |
| | | |
| | | |
| Cash and due from banks | | $ | 12,828 | | | $ | 11,200 | | |
| Interest-bearing deposits in other banks | | | 35,712 | | | | 6,180 | | |
| Total cash and cash equivalents | | | 48,540 | | | | 17,380 | | |
|
| |
| | | |
| | | |
| Available-for-sale debt securities, at fair value | | | 327,245 | | | | 323,248 | | |
| Marketable equity securities, at fair value | | | 1,411 | | | | 1,355 | | |
| Restricted investment in bank stocks, at cost | | | 5,412 | | | | 7,095 | | |
| Loans held for sale | | | 847 | | | | 1,691 | | |
|
| |
| | | |
| | | |
| Loans receivable | | | 1,177,581 | | | | 1,125,937 | | |
| Allowance for credit losses | | | (9,959 | ) | | | (9,858 | ) | |
| Loans, net | | | 1,167,622 | | | | 1,116,079 | | |
|
| |
| | | |
| | | |
| Premises and equipment, net | | | 26,263 | | | | 26,484 | | |
| Foreclosed assets held for sale | | | 320 | | | | 70 | | |
| Accrued interest receivable | | | 5,063 | | | | 4,850 | | |
| Bank-owned life insurance | | | 41,740 | | | | 40,953 | | |
| Investment in limited partnerships | | | 4,346 | | | | 5,092 | | |
| Deferred tax asset, net | | | 5,992 | | | | 10,012 | | |
| Goodwill | | | 25,609 | | | | 25,609 | | |
| Other intangible assets, net | | | 8,042 | | | | 10,047 | | |
| Other assets | | | 4,747 | | | | 5,993 | | |
| TOTAL ASSETS | | $ | 1,673,199 | | | $ | 1,595,958 | | |
|
| |
| | | |
| | | |
|
LIABILITIES | |
| | | |
| | | |
| Interest-bearing deposits | | $ | 1,135,740 | | | $ | 1,032,729 | | |
| Noninterest-bearing deposits | | | 277,012 | | | | 259,700 | | |
| Total deposits | | | 1,412,752 | | | | 1,292,429 | | |
|
| |
| | | |
| | | |
| Short-term borrowings | | | 12,455 | | | | 68,388 | | |
| Long-term borrowings | | | 40,584 | | | | 55,536 | | |
| Accrued interest payable | | | 1,644 | | | | 1,857 | | |
| Other liabilities | | | 13,223 | | | | 11,338 | | |
| TOTAL LIABILITIES | | | 1,480,658 | | | | 1,429,548 | | |
|
| |
| | | |
| | | |
|
STOCKHOLDERS' EQUITY | |
| | | |
| | | |
| Common stock, par value $1.25 per share; 15,000,000 shares authorized; issued 3,845,479 and outstanding 3,536,754 at December 31, 2025 issued 3,841,438 and outstanding 3,532,713 at December 31, 2024 | | | 4,807 | | | | 4,802 | | |
| Additional paid-in capital | | | 83,720 | | | | 83,543 | | |
| Retained earnings | | | 119,364 | | | | 103,268 | | |
| Accumulated other comprehensive loss | | | (4,043 | ) | | | (13,896 | ) | |
| Treasury stock, at cost; 308,725 shares at December 31, 2025 and 2024 | | | (11,307 | ) | | | (11,307 | ) | |
| TOTAL STOCKHOLDERS' EQUITY | | | 192,541 | | | | 166,410 | | |
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | | $ | 1,673,199 | | | $ | 1,595,958 | | |
See accompanying notes to the consolidated financial statements.
38
Muncy Columbia Financial Corporation
Consolidated Statements
of Income
|
| |
For the Years Ended | |
|
| |
December 31, | |
|
(In Thousands, Except Share and Per Share Data) | |
2025 | |
2024 | |
|
INTEREST AND DIVIDEND INCOME | |
| | | |
| | | |
|
Interest and fees on loans: | |
| | | |
| | | |
| Taxable | | $ | 76,002 | | | $ | 71,513 | | |
| Tax-exempt | | | 1,583 | | | | 1,518 | | |
|
Interest and dividends on investment securities: | |
| | | |
| | | |
| Taxable | | | 5,580 | | | | 4,256 | | |
| Tax-exempt | | | 3,461 | | | | 3,361 | | |
| Dividend and other interest income | | | 625 | | | | 807 | | |
| Deposits in other banks | | | 767 | | | | 288 | | |
| TOTAL INTEREST AND DIVIDEND INCOME | | | 88,018 | | | | 81,743 | | |
|
| |
| | | |
| | | |
|
INTEREST EXPENSE | |
| | | |
| | | |
| Deposits | | | 24,115 | | | | 22,402 | | |
| Short-term borrowings | | | 1,103 | | | | 5,741 | | |
| Long-term borrowings | | | 2,201 | | | | 3,135 | | |
| TOTAL INTEREST EXPENSE | | | 27,419 | | | | 31,278 | | |
|
| |
| | | |
| | | |
| NET INTEREST INCOME | | | 60,599 | | | | 50,465 | | |
|
| |
| | | |
| | | |
| PROVISION FOR CREDIT LOSSES | | | 839 | | | | 837 | | |
|
| |
| | | |
| | | |
| NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES | | | 59,760 | | | | 49,628 | | |
|
| |
| | | |
| | | |
|
NON-INTEREST INCOME | |
| | | |
| | | |
| Service charges and fees | | | 2,968 | | | | 2,732 | | |
| Interchange fees | | | 2,641 | | | | 2,640 | | |
| Gain on sale of loans | | | 503 | | | | 413 | | |
| Earnings on bank-owned life insurance | | | 925 | | | | 928 | | |
| Brokerage | | | 938 | | | | 807 | | |
| Trust | | | 1,111 | | | | 943 | | |
| Gains on marketable equity securities | | | 56 | | | | 60 | | |
| Realized losses on available-for-sale debt securities, net | | | (422 | ) | | | (85 | ) | |
| Other non-interest income | | | 1,643 | | | | 1,937 | | |
| TOTAL NON-INTEREST INCOME | | | 10,363 | | | | 10,375 | | |
|
| |
| | | |
| | | |
|
NON-INTEREST EXPENSE | |
| | | |
| | | |
| Salaries and employee benefits | | | 21,720 | | | | 19,167 | | |
| Occupancy | | | 2,623 | | | | 2,459 | | |
| Furniture and equipment | | | 1,704 | | | | 1,665 | | |
| Pennsylvania shares tax | | | 1,239 | | | | 941 | | |
| Professional fees | | | 1,939 | | | | 1,522 | | |
| Director's fees | | | 695 | | | | 618 | | |
| Federal deposit insurance | | | 870 | | | | 820 | | |
| Data processing and telecommunications | | | 3,645 | | | | 3,595 | | |
| Automated teller machine and interchange | | | 779 | | | | 671 | | |
| Merger-related expenses | | | | | | | 241 | | |
| Amortization of intangibles | | | 2,023 | | | | 2,202 | | |
| Other non-interest expense | | | 3,783 | | | | 3,761 | | |
| TOTAL NON-INTEREST EXPENSE | | | 41,020 | | | | 37,662 | | |
|
| |
| | | |
| | | |
| INCOME BEFORE INCOME TAX PROVISION | | | 29,103 | | | | 22,341 | | |
| INCOME TAX PROVISION | | | 4,878 | | | | 3,318 | | |
| NET INCOME | | $ | 24,225 | | | $ | 19,023 | | |
|
| |
| | | |
| | | |
| EARNINGS PER SHARE - BASIC AND DILUTED | | $ | 6.85 | | | $ | 5.33 | | |
| WEIGHTED AVERAGE SHARES OUTSTANDING | | | 3,534,435 | | | | 3,568,145 | | |
See accompanying notes to the consolidated financial statements.
39
Muncy Columbia Financial Corporation
Consolidated Statements
of Comprehensive Income
|
| |
For the Years Ended | |
|
| |
December 31, | |
|
(In Thousands) | |
2025 | |
2024 | |
| Net Income | | $ | 24,225 | | | $ | 19,023 | | |
|
Other comprehensive income: | |
| | | |
| | | |
| Unrealized holding gains on available-for-sale debt securities | | | 12,050 | | | | 1,360 | | |
| Tax effect | | | (2,530 | ) | | | (287 | ) | |
| Net realized losses included in net income | | | 422 | | | | 85 | | |
| Tax effect | | | (89 | ) | | | (18 | ) | |
| Other comprehensive income, net | | | 9,853 | | | | 1,140 | | |
| Comprehensive income | | $ | 34,078 | | | $ | 20,163 | | |
See accompanying notes to the consolidated financial statements.
40
Muncy Columbia Financial Corporation
Consolidated Statements
of Changes in Stockholders' Equity
|
| |
| |
| |
| |
| |
Accumulated | |
| |
| |
|
| |
Common | |
Additional | |
| |
Other | |
| |
Total | |
|
| |
Stock | |
Paid-In | |
Retained | |
Comprehensive | |
Treasury | |
Stockholders' | |
|
(In Thousands Except Share and Per Share Data) | |
| Shares | | |
Amount | | |
Capital | | |
Earnings | | |
Loss | |
Stock | |
Equity | |
| Balance, December 31, 2024 | | | 3,841,438 | | | $ | 4,802 | | | $ | 83,543 | | | $ | 103,268 | | | $ | (13,896 | ) | | $ | (11,307 | ) | | $ | 166,410 | | |
| Net income | | | | | | | | | | | | | | | 24,225 | | | | | | | | | | | | 24,225 | | |
| Other comprehensive income | | | | | | | | | | | | | | | | | | | 9,853 | | | | | | | | 9,853 | | |
| Common stock issuance under employee stock purchase plan | | | 4,041 | | | | 5 | | | | 158 | | | | | | | | | | | | | | | | 163 | | |
| Recognition of employee stock purchase plan expense | | | | | | | | | | | 19 | | | | | | | | | | | | | | | | 19 | | |
| Cash dividends ($2.30 per share) | | | | | | | | | | | | | | | (8,129 | ) | | | | | | | | | | | (8,129 | ) | |
| Balance, December 31, 2025 | | | 3,845,479 | | | $ | 4,807 | | | $ | 83,720 | | | $ | 119,364 | | | $ | (4,043 | ) | | $ | (11,307 | ) | | $ | 192,541 | | |
|
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| Balance, December 31, 2023 | | | 3,834,976 | | | $ | 4,794 | | | $ | 83,343 | | | $ | 90,514 | | | $ | (15,036 | ) | | $ | (9,790 | ) | | $ | 153,825 | | |
| Net income | | | | | | | | | | | | | | | 19,023 | | | | | | | | | | | | 19,023 | | |
| Other comprehensive income | | | | | | | | | | | | | | | | | | | 1,140 | | | | | | | | 1,140 | | |
| Common stock issuance under employee stock purchase plan | | | 6,462 | | | | 8 | | | | 179 | | | | | | | | | | | | | | | | 187 | | |
| Recognition of employee stock purchase plan expense | | | | | | | | | | | 21 | | | | | | | | | | | | | | | | 21 | | |
| Purchase of treasury stock (44,025 shares) | | | | | | | | | | | | | | | | | | | | | | | (1,517 | ) | | | (1,517 | ) | |
| Cash dividends ($1.76 per share) | | | | | | | | | | | | | | | (6,269 | ) | | | | | | | | | | | (6,269 | ) | |
| Balance, December 31, 2024 | | | 3,841,438 | | | $ | 4,802 | | | $ | 83,543 | | | $ | 103,268 | | | $ | (13,896 | ) | | $ | (11,307 | ) | | $ | 166,410 | | |
See accompanying notes to the consolidated financial statements.
41
Muncy Columbia Financial Corporation
Consolidated Statements
of Cash Flows
|
| |
For the Years Ended | |
|
| |
December 31, | |
|
(In Thousands) | |
2025 | |
2024 | |
|
OPERATING ACTIVITIES | |
| | | |
| | | |
| Net Income | | $ | 24,225 | | | $ | 19,023 | | |
|
Adjustments to reconcile net income to net cash provided by operating activities: | |
| | | |
| | | |
| Provision for credit losses | | | 839 | | | | 837 | | |
| Depreciation and amortization of premises and equipment | | | 1,498 | | | | 1,515 | | |
| Accretion of loan fair value adjustments, net | | | (9,601 | ) | | | (10,685 | ) | |
| Amortization of deposit fair value adjustments, net | | | 276 | | | | 1,185 | | |
| Gains on marketable equity securities | | | (56 | ) | | | (60 | ) | |
| Realized losses on available-for-sale debt securities, net | | | 422 | | | | 85 | | |
| Accretion of investment securities, net | | | (1,390 | ) | | | (719 | ) | |
| Losses on disposal of premises and equipment, net | | | 137 | | | | | | |
| Gain (loss) on sale of foreclosed assets held for sale, net | | | (10 | ) | | | 129 | | |
| Deferred income taxes | | | 1,401 | | | | 2,317 | | |
| Gain on sale of loans | | | (503 | ) | | | (413 | ) | |
| Earnings on bank-owned life insurance | | | (925 | ) | | | (928 | ) | |
| Proceeds from sale of mortgage loans | | | 22,919 | | | | 16,219 | | |
| Originations of mortgage loans held for resale | | | (21,572 | ) | | | (17,131 | ) | |
| Amortization of intangibles | | | 2,023 | | | | 2,202 | | |
| Amortization ofinvestment in limited partnerships | | | 746 | | | | 736 | | |
| Gain on settlement of bank-owned life insurance claims | | | (119 | ) | | | (66 | ) | |
| Decrease in accrued interest receivable and other assets | | | 1,033 | | | | 1,476 | | |
| Increase in accrued interest payable and other liabilities | | | 1,672 | | | | 890 | | |
| Other, net | | | 272 | | | | 288 | | |
| Net cash provided by operating activities | | | 23,287 | | | | 16,900 | | |
|
INVESTING ACTIVITIES | |
| | | |
| | | |
|
Available-for-sale debt securities: | |
| | | |
| | | |
| Purchases | | | (84,604 | ) | | | (14,924 | ) | |
| Proceeds from sales | | | 29,574 | | | | 51,734 | | |
| Proceeds from paydowns, calls and maturities | | | 64,473 | | | | 55,323 | | |
| Proceeds from maturities of interest-bearing time deposits | | | | | | | 989 | | |
| Purchase of bank-owned life insurance | | | (47 | ) | | | (44 | ) | |
| Proceeds from settlement of bank-owned life insurance claims | | | 304 | | | | | | |
| Proceeds from redemption of restricted investment in bank stocks | | | 4,699 | | | | 10,386 | | |
| Purchase of restricted investment in bank stocks | | | (3,016 | ) | | | (7,087 | ) | |
| Net increase in loans | | | (43,101 | ) | | | (47,381 | ) | |
| Proceeds from sale of foreclosed assets held for sale | | | 80 | | | | 248 | | |
| Acquisition of customer relationship intangibles | | | (18 | ) | | | (354 | ) | |
| Acquisition of premises and equipment | | | (1,395 | ) | | | (407 | ) | |
| Net cash (used for) provided by investing activities | | | (33,051 | ) | | | 48,483 | | |
|
FINANCING ACTIVITIES | |
| | | |
| | | |
| Net increase in deposits | | | 120,047 | | | | 140,575 | | |
| Net decrease in short-term borrowings | | | (55,933 | ) | | | (184,144 | ) | |
| Repayment of long-term borrowings | | | (15,224 | ) | | | (15,212 | ) | |
| Purchase of treasury stock | | | | | | | (1,517 | ) | |
| Proceeds from issuance of common stock | | | 163 | | | | 187 | | |
| Cash dividends paid | | | (8,129 | ) | | | (6,269 | ) | |
| Net cash provided by (used for) financing activities | | | 40,924 | | | | (66,380 | ) | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | 31,160 | | | | (997 | ) | |
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | | | 17,380 | | | | 18,377 | | |
| CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 48,540 | | | $ | 17,380 | | |
|
| |
| | | |
| | | |
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |
| | | |
| | | |
|
| |
| | | |
| | | |
| Interest paid | | $ | 27,632 | | | $ | 31,779 | | |
| Income taxes paid | | | 1,875 | | | | | | |
| Loans transferred to foreclosed assets held for sale | | | 320 | | | | 277 | | |
| Bank-owned life insurance death benefit receivable | | | | | | | 294 | | |
See accompanying notes to
the consolidated financial statements.
42
MUNCY COLUMBIA FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting and reporting policies of Muncy Columbia Financial Corporation (the "Corporation") are in accordance with the accounting principles generally accepted in the United States of America and conform to common practices within the banking industry. The more significant policies follow:
Principles of Consolidation
The consolidated financial statements include the accounts of Muncy Columbia Financial Corporation and its wholly-owned subsidiary, Journey Bank (the Bank). All significant inter-company balances and transactions have been eliminated in consolidation.
Nature of Operations
The Corporation is a financial holding company that provides full-service banking, including trust and financial services, through the Bank, to individuals and corporate customers. The Bank has twenty-two offices covering five Counties in Northcentral Pennsylvania. The Corporation and Bank are subject to the regulation of the Pennsylvania Department of Banking, the Federal Deposit Insurance Corporation, and the Federal Reserve Bank of Philadelphia.
Procuring deposits and making loans are the major lines of business. The deposits are mainly deposits of individuals and small businesses and include various types of checking accounts, statement savings, money market accounts, interest checking accounts, individual retirement accounts, and certificates of deposit. The Bank also offers non-insured Repo sweep accounts which are collateralized by pledged securities. Lending products include commercial, consumer, and mortgage loans. Trust services include administration of various estates, pension plans, self-directed IRA's and other services. Financial services are offered through a third-party brokerage arrangement. These services include a full line of stocks, bonds and other non-insured financial products which are offered through the Banks investment center.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of these consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ significantly from those estimates. Material estimates that are particularly susceptible to significant changes include the allowance for credit losses, fair values of available-for-sale debt securities based on estimates from independent valuation services or from brokers and goodwill and other intangible assets. Assumptions and factors used in the estimates are evaluated on an annual basis or whenever events or changes in circumstances indicate that the previous assumptions and factors have changed. The result of the analysis could result in adjustments to the estimates.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand and in banks and federal funds sold. Interest-earning deposits have original maturities of 90 days or less. Net cash flows are reported for loan, deposit, and short-term borrowing transactions.
Available-for-Sale Debt Securities
Debt securities classified as available-for-sale are carried at fair value with unrealized gains and losses, net of the related tax effects, reflected as a separate component of stockholders equity. Investment securities are classified at the time of purchase, based on managements intention and ability, as securities held-to-maturity, securities available-for-sale, or securities held for trading. Debt securities acquired with the intent and ability to hold to maturity are stated at cost, adjusted for amortization of premium and accretion of discount, which are computed using the interest method and recognized as adjustments of interest income. Debt securities which are held principally as a source of liquidity are classified as available-for-sale. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and reported at fair value, with unrealized gains and losses included in current earnings. Realized security gains and losses are computed using the specific identification method. The Corporation does not hold any held-to-maturity or trading securities as of December 31, 2025 and 2024. Interest and dividends on investment securities are recognized as income when earned.
43
Allowance for Credit Losses Available-for-Sale Debt Securities
The Bank measures expected credit losses on available-for-sale debt securities when the Bank does not intend to sell, or when it is not more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the securitys amortized cost basis is written down to fair value through income. For available-for-sale debt securities that do not meet the aforementioned criteria, the Bank evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Bank considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this evaluation indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, equal to the amount that the fair value is less than the amortized cost basis. Economic forecast data is utilized to calculate the present value of expected cash flows. The Bank obtains its forecast data through a subscription to a widely recognized and relied upon company who publishes various forecast scenarios. Management evaluates the various scenarios to determine a reasonable and supportable scenario, and utilizes a single scenario in the model. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.
The allowance for credit losses on available-for-sale debt securities is included within investment securities available-for-sale on the Consolidated Balance Sheets. Changes in the allowance for credit losses are recorded within provision for credit losses on the Consolidated Statements of Income. Losses are charged against the allowance for credit losses when the Bank believes the collectability of an available-for-sale security is in jeopardy or when either of the criteria regarding intent or requirement to sell is met.
Accrued interest receivable on available-for-sale debt securities totaled $1,198,000 and $1,160,000 at December 31, 2025 and 2024, respectively, and is included within accrued interest receivable on the Consolidated Balance Sheets. This amount is excluded from the estimate of expected credit losses. Available-for-sale debt securities are typically classified as non-accrual when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about the further collectability of principal or interest. When available-for-sale debt securities are placed on non-accrual status, unpaid interest credited to income is reversed.
Marketable Equity Securities
Marketable equity securities are carried at fair value with unrealized and realized gains and losses included in net income.
Restricted Investment in Bank Stocks
Restricted investment in bank stocks represent required investments in the common stock of correspondent banks and consists of common stock of the Federal Home Loan Bank of Pittsburgh (FHLB) of $5,312,000 and $6,995,000 at December 31, 2025 and 2024, respectively, and other correspondent banks of $100,000 at both December 31, 2025 and 2024. As no active market exists for this stock, it is carried at cost. As a member of the FHLB, the Bank is required to maintain an investment in FHLB stock based on advances and other criteria. The Bank evaluated its holding of restricted stock and noted no credit loss at December 31, 2025 and 2024.
Loans Held for Sale
Mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or estimated fair value, as determined by outstanding commitments from investors. Net unrealized losses, if any, are recorded as a valuation allowance and charged to earnings.
Mortgage loans held for sale are generally sold with servicing rights retained; the mortgage servicing rights are recognized as assets upon the sale. See further information for accounting for these assets under Mortgage Servicing Rights. Gains and losses on sales of mortgage loans are based on the difference between the selling price and the carrying value of the related loan sold.
Loans Receivable
Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff generally are reported at unpaid principal balance, net of unamortized deferred loan fees and costs, and an allowance for credit losses. Interest on fixed rate real estate loans and most business loans is accrued using a 360-day year. Interest on other loans is accrued over the term of each loan generally using the simple interest method based on a 365-day year. The Corporation recognizes nonrefundable loan origination fees and certain direct loan origination costs over the life of the related loans as an adjustment of loan yield using the interest method.
44
A loan is considered past due when a required payment is not received by the scheduled due date and is considered delinquent when it is 30 days or more past due. Loans are placed on nonaccrual status when principal or interest is past due 90 days or more and the collection of interest is doubtful, except for residential mortgage loans secured by 1-4 family dwellings. Residential mortgage loans are placed on nonaccrual status when it is established that funds are not available for repayment. Interest accrued but not collected as of the date of placement on nonaccrual status is reversed and charged against current income. While a loan is classified as nonaccrual and the future collectability of the recorded loan balance is doubtful, collections of interest and principal are generally applied as a reduction to the principal outstanding. Generally, loans are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time (generallysixmonths) and the ultimate collectability of the total contractual principal and interest is no longer in doubt.
Purchased Credit Deteriorated (PCD) Loans
The Corporation purchased loans in connection with its acquisition of Muncy Bank Financial, Inc. in 2023, some of which had, at the acquisition date, experienced more than insignificant credit deterioration since origination. The Corporation considers several factors as indicators that an acquired loan has evidence of deterioration in credit quality. These factors include loans classified as nonaccrual, loans with a risk rating of watch or worse, loans past due 30 days and over and still accruing, loans that are current but were more than 60 days past due at least once since origination and loans that are current but were delinquent 30 days, more than 3 times, since origination. PCD loans are recorded at the amount paid. An allowance for credit losses is determined on a collective basis and is allocated to individual loans. The sum of the loans purchase price and allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized costs basis and the par value of the loan is noncredit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through the provision for credit losses.
Allowance for Credit Losses Loans
The allowance for credit losses (ACL) is a valuation reserve established and maintained by charges against income and is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of the amounts previously charged-off and expected to be charged-off.
The ACL is an estimate of expected credit losses, measured over the contractual life of a loan that considers our historical loss experience, current conditions and forecasts of future economic conditions. Determination of an appropriated ACL inherently subjective and may have significant changes from period to period.
The methodology for determining the ACL has two main components: evaluation of expected credit losses for certain groups of homogeneous loans that share similar risk characteristics and evaluation of loans that do not share risk characteristics with other loans.
The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Bank has identified the following portfolio segments and measures the allowance for credit losses using the following methods:
| | Residential real estate | |
| | Commercial real estate | |
| | Commercial and industrial | |
| | Consumer and other | |
Historical credit loss experience is the basis for the estimation of expected credit losses. We apply historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management may apply qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date. Our reasonable and supportable forecast adjustment is based on various economic forecasts, unemployment forecast and management judgment. For periods beyond our reasonable and supportable forecast, we revert to historical loss rates utilizing a straight-line method over a one-year reversion period.
The Bank has elected to exclude accrued interest receivable from the measurement of its ACL totaling $3,865,000 and $3,690,000 at December 31, 2025 and 2024, respectively. When a loan is placed on non-accrual status, any outstanding accrued interest is reversed against interest income.
The ACL for individual loans begins with the use of normal credit review procedures to identify whether a loan no longer shares similar risk characteristics with other pooled loans and therefore, should be individually assessed. We evaluate all commercial loans that meet the following criteria: (1) when it is determined that foreclosure is probable; or (2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the operation or sale of the collateral; or (3) when it is determined by management that a loan does not share similar risk characteristics with other loans. Specific reserves are established based on the following three acceptable methods for measuring the ACL: (1) the present value of expected future cash flows discounted at the loans original effective interest rate; (2) the loans observable market price; or (3) the fair value of the collateral when the loan is collateral dependent. Our individual loan evaluations consist primarily of the fair value of collateral method because most of our loans are collateral dependent. Collateral values are discounted to consider dispositions costs when appropriate. A specific reserve is established or a charge-off is taken if the fair value of the loan is less than the loan balance.
45
Allowance for Credit Losses Off-Balance Sheet Credit Exposures
Financial instruments include off-balance sheet credit instruments, such as commitments to make loans and commercial letters of credit. The Corporations exposure to credit loss in the event of nonperformance by the other party to the financial instrument for off-balance sheet loan commitments is represented by the contractual amount of those instruments. Such financial instruments are recorded when they are funded.
The Corporation records an allowance for credit losses on off-balance sheet credit exposures, unless the commitments to extend credit are unconditionally cancelable, through a charge to provision for unfunded commitments in the Corporations Consolidated Statements of Income. The allowance for credit losses on off-balance sheet credit exposures is estimated by loan segment at each balance sheet date under the current expected credit loss model, taking into consideration the likelihood that funding will occur. The allowance for off-balance sheet exposures is included in other liabilities in the Corporations Consolidated Balance Sheets and the related credit loss expense is recorded in the Consolidated Statements of Income.
Mortgage Servicing Rights
When mortgage loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in gains on sale of loans. Fair value is based on market prices for comparable mortgage servicing contracts, when available or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income. All classes of servicing assets are subsequently measured using the amortization method which requires servicing rights to be amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans. Mortgage servicing rights are reported in other assets on the Consolidated Balance Sheets. Servicing rights are evaluated for impairment annually based upon the fair value of the rights as compared to the carrying amount. Significant inputs to the fair value of mortgage servicing rights include expected net servicing income to be received, the expected life of the underlying loans and the discount rate. No impairment losses on mortgage servicing rights were recorded for the years ended December 31, 2025 and 2024.
Total loans serviced for the benefit of others amounted to $238,435,000 and $245,517,000 at December 31, 2025 and 2024, respectively, and are not included in the Consolidated Balance Sheets. Servicing fee income, which is reported on the Consolidated Statements of Income as other non-interest income, is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of the outstanding principal; or a fixed amount per loan and are recorded as income when earned. The amortization of mortgage servicing rights is netted against loan servicing fee income. Net servicing fees totaled $371,000 and $441,000 for the years ended December 31, 2025 and 2024, respectively.
Transfers of Financial Assets
Transfers of financial assets are accounted for as sales, when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Corporation, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and (3) the Corporation does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.
Foreclosed Assets Held for Sale
Foreclosed assets are held for sale and are initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and assets are carried at the lower of the carrying amount or fair value less cost to sell. Net operating expenses and gains and losses realized from disposition are included in non-interest expense and income, respectively, within the Consolidated Statements of Income.
Premises and Equipment
Land is carried at cost. Premises and equipment are stated at cost less accumulated depreciation computed principally on the straight-line method over the estimated useful lives of the assets. Maintenance and minor repairs are charged to operations as incurred. The cost and accumulated depreciation of the premises and equipment retired or sold are eliminated from the property accounts at the time of retirement or sale, and the resulting gain or loss is reflected in current operations.
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Intangible Assets Goodwill
Goodwill arises from business combinations and is determined as the excess of the fair value of the consideration transferred over the fair value of the net assets acquired and liabilities assumed as of the acquisition date. The Corporation has recorded net goodwill of $25,609,000 at both December 31, 2025 and 2024, related to the 2023 acquisition of Muncy Bank Financial, Inc. and its subsidiary, The Muncy Bank & Trust Company, and the 2008 acquisition of Columbia Financial Corporation and its subsidiary, First Columbia Bank & Trust Co. Goodwill acquired in a business combination is determined to have an indefinite useful life and is not amortized, but tested for impairment at least annually or more frequently if events and circumstances exists that indicate an impairment test should be performed. Any impairment of goodwill results in a charge to income. Goodwill is tested for impairment at the reporting unit level and an impairment loss is recorded to the extent that the carrying amount of goodwill exceeds its implied fair value. The Corporation employs general industry practices in evaluating the impairment of its goodwill and other intangible assets. Based upon its evaluation, management determined there was no impairment of goodwill during 2025 or 2024. No assurance can be given that future impairment tests will not result in a charge to earnings.
Intangible Assets Other
The Corporations other intangible assets consist of core deposit and customer relationship intangibles. These intangibles are being amortized on a sum of the years digits method over 10 years and had a net carrying value of $8,042,000 and $10,047,000 as of December 31, 2025 and 2024, respectively. The recoverability of the carrying value is evaluated on an ongoing basis, and permanent declines in value, if any, are charged to expense. Amortization of the Corporations other intangible assets amounted to $2,023,000 and $2,202,000 for the years ended December 31, 2025 and 2024, respectively.
The estimated amortization expense of the other intangible assets over their remaining life is as follows:
| (In Thousands): | | Core Deposit Intangible | | Customer Relationship Intangible | | Total | |
| 2026 | | $ | 1,738 | | | $ | 58 | | | $ | 1,796 | | |
| 2027 | | | 1,519 | | | | 52 | | | | 1,571 | | |
| 2028 | | | 1,299 | | | | 45 | | | | 1,344 | | |
| 2029 | | | 1,080 | | | | 38 | | | | 1,118 | | |
| 2030 | | | 860 | | | | 31 | | | | 891 | | |
| Thereafter | | | 1,263 | | | | 59 | | | | 1,322 | | |
| Total | | $ | 7,759 | | | $ | 283 | | | $ | 8,042 | | |
Bank-Owned Life Insurance
The Corporation has purchased life insurance policies on certain officers and directors. Bank-owned life insurance is recorded at its cash surrender value, or the amount that can be realized. Increases in the cash surrender value, and gains received upon the death of an insured, are recognized as a component of non-interest income within the Consolidated Statements of Income. The policies can be liquidated, if necessary, with tax costs associated. However, the Corporation intends to hold these policies and accordingly, the Corporation has not provided for deferred income taxes on the earnings from the increase in cash surrender value.
Investments in Limited Partnerships
The Corporation is a limited partner in six partnerships at December 31, 2025 that provide low income housing in the Corporations geographic market area. The investments are accounted for under the proportional amortization method. The proportional amortization method results in the cost of the investments being amortized in proportion to the income tax credits and other income tax benefits received, with the amortization of the investments and the income tax credits being presented net in the Consolidated Statements of Income as a component of income tax expense. The amount of tax credits allocated to the Corporation was $840,000 and the amortization of the investments in limited partnerships was $746,000 in both 2025 and 2024. The carrying value of the Corporations investments in limited partnerships was $4,346,000 and $5,092,000 at December 31, 2025 and 2024, respectively.
Income Taxes
The provision for income taxes is based on the results of operations, adjusted primarily for tax-exempt income. Certain items of income and expense are reported in different periods for financial reporting and tax return purposes. Deferred tax assets and liabilities are determined based on the differences between the consolidated financial statement and income tax basis of assets and liabilities measured by using the enacted tax rates and laws expected to be in effect when the timing differences are expected to reverse. Deferred tax expense or benefit is based on the difference between deferred tax asset or liability from period to period.
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In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, the projected future taxable income and tax planning strategies in making this assessment. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.
A tax position is recognized as a benefit only if it is more likely than not that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the more likely than not test, no tax benefit is recorded.
The Corporation and the Bank are subject to U.S. federal income tax and Commonwealth of Pennsylvania tax. The Corporation and the Bank file a consolidated federal income tax return. The Corporation is also required to file a separate state income tax return. With limited exceptions, the Corporation is no longer subject to examination by Federal or State taxing authorities for years prior to 2022. At December 31, 2025 and December 31, 2024 the Corporation did not have any unrecognized tax benefits. The Corporation does not expect the amount of any unrecognized tax benefits to significantly increase in the next twelve months. The Corporation recognizes interest related to income tax matters as interest expense and penalties related to income tax matters as other noninterest expense. At December 31, 2025 and December 31, 2024, the Corporation does not have any amounts accrued for interest and/or penalties.
Per Share Data
Basic earnings per share are calculated by dividing net income by the weighted average number of shares of common stock outstanding at the end of each period. Diluted earnings per share are calculated by increasing the denominator for the assumed conversion of all potentially dilutive securities. The Corporation does not have any securities which have or will have a dilutive effect, so accordingly, basic and diluted per share data are the same. Treasury shares are not deemed outstanding for earnings per share calculations.
Cash Flow Information
For purposes of reporting consolidated cash flows, cash and cash equivalents include cash on hand and due from banks, interest-bearing deposits in other banks and federal funds sold. The Corporation considers cash classified as interest-bearing deposits with other banks as a cash equivalent because they are represented by cash accounts essentially on a demand basis. Federal funds are also included as a cash equivalent because they are generally purchased and sold for one-day periods.
Treasury Stock
The purchase of the Corporations common stock is recorded at cost. At the date of subsequent reissue, the treasury stock account is reduced by the cost of such stock on a last-in first-out basis.
Trust Assets and Income
Property held by the Corporation in a fiduciary or agency capacity for its customers is not included in the accompanying consolidated financial statements because such items are not assets of the Corporation and the Bank. Trust Department income is generally recognized on a cash basis and is not materially different than if it was reported on an accrual basis.
Advertising Costs
It is the Corporations policy to expense advertising costs in the period in which they are incurred. Advertising expenses for the years ended December 31, 2025 and 2024 were approximately $747,000 and $715,000, respectively.
Comprehensive Income
The Corporation is required to present comprehensive income and its components in a full set of general-purpose financial statements for all periods presented. The Corporations other comprehensive income is composed exclusively of the net unrealized gains and losses attributable to available-for-sale debt securities.
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Revenue Recognition
Under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 606, management determined that the primary sources of revenue associated with financial instruments, including interest income on loans and investments, along with certain noninterest revenue sources including investment security gains, loan servicing charges, gains on the sale of loans, and earnings on bank owned life insurance are not within the scope of Topic 606. The Corporations largest sources of noninterest income within the scope of Topic 606 are as follows:
| | Trust and Brokerage fees Trust and investment advisory income is primarily comprised of fees earned from the management and administration of trusts and customer investment portfolios. The Corporations performance obligation is generally satisfied over a period of time and the resulting fees are billed monthly or quarterly, based upon the month end market value of the assets under management. Payment is generally received after month end through a direct charge to customers accounts. Other performance obligations (such as delivery of account statements to customers) are generally considered immaterial to the overall transactions price. Commissions on transactions are recognized on a trade-date basis as the performance obligation is satisfied at the point in time in which the trade is processed. | |
| | Service charges and fees The Corporation has contracts with its deposit account customers where fees are charged if certain parameters are not met. These agreements can be cancelled at any time by either the Corporation or the deposit customer. Revenue from these transactions is recognized on a monthly basis as the Corporation has an unconditional right to the fee consideration. The Corporation also has transaction fees related to specific transactions or activities resulting from a customer request or activity that include overdraft fees, online banking fees, interchange fees, ATM fees and other transaction fees. All these fees are attributed to specific performance obligations of the Corporation where revenue is recognized at a defined point in time upon the completion of the requested service/transaction. | |
| | Interchange fees - The Corporation issues debit cards to consumer and business customers with checking deposit accounts. Debit card and ATM transactions are processed via electronic systems that involve several parties. The Corporations debit card and ATM transaction processing is executed via contractual arrangements with payment processing networks, a processor and a settlement bank. As described above, all deposit liabilities are considered to have one-day terms and therefore interchange revenue from customers use of their debit cards to initiate transactions are recognized in income at the time when the services are provided and related fees received in the Corporations deposit account with the settlement bank. Incremental costs associated with ATM and interchange processing are recognized as expense when incurred within noninterest expense in the Consolidated Statements of Income. | |
Segment Reporting
Management has determined that the Corporation hasonereportable segment, Community Banking. All of the Corporations activities are interrelated, and each activity is dependent and assessed based on how each of the activities of the Corporation supports the others.
The Community Banking segment derives revenues from traditional banking and related financial services to individual, business and government customers. Through its branch, remote capture, internet banking, telephone, mobile banking, and automated teller machine network, the Bank offers a full array of commercial and retail financial services, including the taking of time, savings, and demand deposits; the making of commercial, consumer and mortgage loans; and the providing of other financial services. The Bank also performs personal, corporate, pension and fiduciary services as well as offers diverse investment products through its investment center. The Corporation does not have intra-entity sales or transfers other than dividends paid to the Corporation from the Bank.
The accounting policies of the Community Banking segment are the same as those described in the summary of significant accounting policies above. The Corporations chief operating decision maker is the Chief Executive Officer. The Chief Executive Officer assesses performance for the Community Banking segment and decides how to allocate resources based on net income that is reported on the Consolidated Statements of Income. The measure of segment assets is reported on the Consolidated Balance Sheets as total assets.
The Chief Executive Officer uses net income to evaluate income generated from segment assets (return on average assets) in determining appropriate strategic initiatives and balance sheet management practices. Net income is used to monitor budget versus actual results. The Chief Executive Officer also uses net income in peer analysis by benchmarking the Corporations competitors. The peer analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing managements strategic outlook.
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Reclassifications
Certain amounts in the consolidated financial statements of the prior years have been reclassified to conform to presentations used in the 2025 consolidated financial statements. Such reclassifications had no effect on the Corporation's consolidated financial condition or net income.
Adoption of New Accounting Standards
In March 2023, the FASB issued Accounting Standards Update (ASU) No. 2023-02,*Investments Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.*ASU2023-02 is intended to improve the accounting for investments in tax credit structures. ASU 2023-02 allows entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. Previously, this method was only available for qualifying tax equity investments in low-income housing tax credit structures. The guidance is effective for fiscal years beginning after December 15, 2023. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporations consolidated financial statements.
In November 2023, the FASB issued ASU No. 2023-07,*Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.*ASU2023-07 expands segment disclosure requirements for public entities to require disclosure of significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segments profit or loss and assets that are currently required annually. This guidance is effective for fiscal years beginning after December15, 2023, and interim periods within fiscal years beginning after December15, 2024. Early adoption is permitted. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporations consolidated financial statements.
InDecember 2023,the FASB issued ASU2023-09,*Income Taxes (Topic740): Improvements to Income Tax Disclosures*, whichimproves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. ASU No. 2023-09is effective for public business entities for annual periods beginning after December 15, 2024. The ASUmaybe adopted on a prospective or retrospective basisand early adoption is permitted. The adoption of this ASU resulted in updated disclosures within our financial statements but otherwise did not have a material impact on the Corporations consolidated financial statements.
Recently Issued But Not Yet Effective Accounting Standards
InNovember 2024,the FASB issued ASU2024-03,*Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures*, whichrequires disclosure, in the notes to financial statements, of specified information about certain costs and expenses. InJanuary 2025,the FASB issued ASU2025-01,*Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures*, which clarifies the effective date of ASU 2024-03, which is effective for public business entities for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Corporation is currently evaluating the impact the new guidance will have onrelevant disclosures.
In November 2025, the FASB issuedASU 2025-08, *Financial Instruments Credit Losses (Topic 326)*: *Purchased Loans*,which amends the guidance in ASC 326on the accounting for certain purchased loans. Under the ASU, entities must account for acquired loans (excluding credit cards) that meet certain criteria at acquisition (purchased seasoned loans) by recognizing them at their purchase price plus an allowance for expected credit losses (i.e., the so-called gross-up approach). The ASUs amendments align the accounting for purchased seasoned loans with the treatment of financial assets purchased with more-than-insignificant credit deterioration since origination (PCD assets). Although the ASU expands the application of the gross-up approach, it does not amend the measurement, presentation, or disclosure requirements in ASC 326. The ASUs guidance is effective for annual reporting periods beginning after December 15, 2026, including interim reporting periods, and entities must apply it prospectively. To the extent the Corporation purchases loans after the effective date of this ASU, this new guidance would apply which would eliminate the day 1 ACL on non-PCD loans being recorded through the provision for credit losses within the Corporations Consolidated Statements of Income.
2. ACCUMULATED OTHER COMPREHENSIVE LOSS
The following table presents the changes in accumulated other comprehensive loss by component, net of the tax, for the years ended December 31, 2025 and 2024:
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| (In Thousands) | | Unrealized Loss on Available-for-Sale Debt Securities (a) | |
| Balance, December 31, 2023 | | $ | (15,036 | ) | |
| | | | | | |
| Other comprehensive income before reclassifications, net of tax | | | 1,073 | | |
| Amounts reclassified from accumulated other comprehensive loss, net of tax | | | 67 | | |
| Net change in accumulated other comprehensive loss | | | 1,140 | | |
| | | | | | |
| Balance, December 31, 2024 | | | (13,896 | ) | |
| | | | | | |
| Other comprehensive income before reclassifications, net of tax | | | 9,520 | | |
| Amounts reclassified from accumulated other comprehensive loss, net of tax | | | 333 | | |
| Net change in accumulated other comprehensive loss | | | 9,853 | | |
| | | | | | |
| Balance, December 31, 2025 | | $ | (4,043 | ) | |
(a) All amounts are net of tax. Amounts in parentheses indicate debits.
The following table presents the amounts reclassified out of accumulated other comprehensive loss by component, net of tax, for the years ended December 31, 2025 and 2024:
| (In Thousands) | | Amounts Reclassified from Accumulated Other Comprehensive Loss (a) | | Affected Line Item in the Consolidated | |
| Details about accumulated other comprehensive loss | | 2025 | | 2024 | | Statement of Income | |
| Net realized losses on available-for-sale debt securities | | $ | (422 | ) | | $ | (85 | ) | | Realized losses on available-for-sale debt securities, net | |
| Income tax effect | | | 89 | | | | 18 | | | Income tax provision | |
| | | $ | (333 | ) | | $ | (67 | ) | | | |
(a) All amounts are net of tax. Amounts in parentheses indicate debits.
3. SECURITIES
The amortized cost, related estimated fair value, and unrealized gains and losses of available-for-sale debt securities were as follows at December 31, 2025 and December 31, 2024:
| | | December 31, 2025 | |
| | | | | Gross | | Gross | | | |
| | | Amortized | | Unrealized | | Unrealized | | Fair | |
| (In Thousands) | | Cost | | Gains | | Losses | | Value | |
| Obligation of U.S. Government Corporations and Agencies: | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | 190,299 | | | $ | 1,132 | | | $ | (9,084 | ) | | $ | 182,347 | | |
| Collateralized mortgage obligations | | | 5,758 | | | | 459 | | | | | | | | 6,217 | | |
| Other | | | 54,500 | | | | | | | | (897 | ) | | | 53,603 | | |
| Obligations of state and political subdivisions | | | 81,625 | | | | 3,338 | | | | (73 | ) | | | 84,890 | | |
| Other debt securities | | | 180 | | | | 8 | | | | | | | | 188 | | |
| Total available-for-sale debt securities | | $ | 332,362 | | | $ | 4,937 | | | $ | (10,054 | ) | | $ | 327,245 | | |
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| | | December 31, 2024 | |
| | | | | Gross | | Gross | | | |
| | | Amortized | | Unrealized | | Unrealized | | Fair | |
| (In Thousands) | | Cost | | Gains | | Losses | | Value | |
| Obligation of U.S. Government Corporations and Agencies: | | | | | | | | | |
| Mortgage-backed | | $ | 128,631 | | | $ | 65 | | | $ | (14,989 | ) | | $ | 113,707 | | |
| Collateralized mortgage obligations | | | 6,752 | | | | 294 | | | | | | | | 7,046 | | |
| Other | | | 123,500 | | | | | | | | (4,046 | ) | | | 119,454 | | |
| Obligations of state and political subdivisions | | | 81,680 | | | | 1,666 | | | | (584 | ) | | | 82,762 | | |
| Other debt securities | | | 274 | | | | 5 | | | | | | | | 279 | | |
| Total available-for-sale debt securities | | $ | 340,837 | | | $ | 2,030 | | | $ | (19,619 | ) | | $ | 323,248 | | |
Securities available-for-sale with an aggregate fair value of $168,782,000 and $176,016,000 at December 31, 2025 and December 31, 2024, respectively, were pledged to secure public funds, trust funds, securities sold under agreements to repurchase and other balances as required by law.
The amortized cost and estimated fair value of investment securities, by expected maturity, are shown below at December 31, 2025. Expected maturities on debt securities will differ from contractual maturities, because some borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
| | | Amortized | | | |
| (In Thousands) | | Cost | | Fair Value | |
| Due in one year or less | | $ | 56,141 | | | $ | 55,246 | | |
| Due after one year to five years | | | 9,051 | | | | 9,257 | | |
| Due after five years to ten years | | | 29,662 | | | | 30,630 | | |
| Due after ten years | | | 41,451 | | | | 43,548 | | |
| Sub-total | | | 136,305 | | | | 138,681 | | |
| | | | | | | | | | |
| Mortgage-backed securities | | | 190,299 | | | | 182,347 | | |
| Collateralized mortgage obligations | | | 5,758 | | | | 6,217 | | |
| Total debt securities | | $ | 332,362 | | | $ | 327,245 | | |
The Corporations mortgage-backed securities and collateralized mortgage obligations have stated maturities that may differ from actual maturities due to borrowers ability to prepay obligations. Cash flows from such investments are dependent upon the performance of the underlying mortgage loans and are generally influenced by the level of interest rates. In the table above, mortgage-backed securities and collateralized mortgage obligations are shown in one period.
The following table presents the gross proceeds received, and gross realized gains and losses, on sales of available-for-sale debt securities for the years ended December 31, 2025 and 2024. Gains and losses realized on sales of available-for-sale debt securities are included in non-interest income in the Consolidated Statements of Income.
| | | For the Years Ended December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| Gross proceeds received on sales | | $ | 29,574 | | | $ | 51,734 | | |
| Gross realized gains | | | 4 | | | | 595 | | |
| Gross realized losses | | | (426 | ) | | | (680 | ) | |
The following summary shows the gross unrealized losses and fair value, aggregated by investment category of those individual securities for which an allowance for credit losses has not been recorded that have been in a continuous unrealized loss position for less than or more than 12 months as of December 31, 2025 and December 31, 2024:
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| | | December 31, 2025 | |
| | | Less than Twelve Months | | Twelve Months or Greater | | Total | |
| | | | | Gross | | | | Gross | | | | Gross | |
| | | Fair | | Unrealized | | Fair | | Unrealized | | Fair | | Unrealized | |
| (In Thousands) | | Value | | Losses | | Value | | Losses | | Value | | Losses | |
| Obligations of U.S. Government Corporations and Agencies: | | | | | | | | | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | 36,300 | | | $ | (208 | ) | | $ | 87,734 | | | $ | (8,876 | ) | | $ | 124,034 | | | $ | (9,084 | ) | |
| Other | | | | | | | | | | | 53,603 | | | | (897 | ) | | | 53,603 | | | | (897 | ) | |
| Obligations of state and political subdivisions | | | 2,995 | | | | (19 | ) | | | 2,498 | | | | (54 | ) | | | 5,493 | | | | (73 | ) | |
| Total | | $ | 39,295 | | | $ | (227 | ) | | $ | 143,835 | | | $ | (9,827 | ) | | $ | 183,130 | | | $ | (10,054 | ) | |
| | | December 31, 2024 | |
| | | Less than Twelve Months | | Twelve Months or Greater | | Total | |
| | | | | Gross | | | | Gross | | | | Gross | |
| | | Fair | | Unrealized | | Fair | | Unrealized | | Fair | | Unrealized | |
| (In Thousands) | | Value | | Losses | | Value | | Losses | | Value | | Losses | |
| Obligations of U.S. Government Corporations and Agencies: | | | | | | | | | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | 14,456 | | | $ | (332 | ) | | $ | 97,308 | | | $ | (14,657 | ) | | $ | 111,764 | | | $ | (14,989 | ) | |
| Other | | | | | | | | | | | 119,454 | | | | (4,046 | ) | | | 119,454 | | | | (4,046 | ) | |
| Obligations of state and political subdivisions | | | 31,646 | | | | (475 | ) | | | 3,138 | | | | (109 | ) | | | 34,784 | | | | (584 | ) | |
| Total | | $ | 46,102 | | | $ | (807 | ) | | $ | 219,900 | | | $ | (18,812 | ) | | $ | 266,002 | | | $ | (19,619 | ) | |
At December 31, 2025, the Corporation had a total of 16 debt securities that have been in a gross unrealized loss position for less than twelve months with depreciation of 0.6% from the Corporations amortized cost basis.
At December 31, 2025, the Corporation had a total of 99 debt securities that have been in a gross unrealized loss position for greater than twelve months with depreciation of 6.9% from the Corporations amortized cost basis.
At December 31, 2025, unrealized losses on debt securities have not been recognized into income because the issuers bonds are of high credit quality (rated BBB or higher), management does not intend to sell and it is likely that management will not be required to sell the securities prior to their anticipated recovery, and the decline in fair value is largely due to changes in interest rates and other market conditions. The fair value is expected to recover as the bonds approach maturity.
As of December 31, 2025 and 2024, no allowance for credit loss (ACL) was required for debt securities. The Bank does not have the intent to sell and does not believe it will be more likely than not to be required to sell any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.
As of December 31, 2025, all debt securities were rated above investment grade. Based on the payment status, rating and managements evaluation of these securities, no ACL was required for the debt securities as of December 31, 2025. As of December 31, 2025, the underlying issuers continue to make timely principal and interest payments on the securities.
Equity securities with a readily determinable fair value are stated at fair value with realized and unrealized gains and losses reported in income. At December 31, 2025 and 2024, the Corporation had $1,411,000 and $1,355,000, respectively, in marketable equity securities recorded at fair value. The following is a summary of unrealized and realized gains and losses recognized in net income on marketable equity securities during the years ended December 31, 2025 and 2024:
| | | For the Years Ended | |
| | | December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| Net gains recognized during the period on marketable equity securities | | $ | 56 | | | $ | 60 | | |
| | | | | | | | | | |
| Less: Net gains recognized during the period on marketable equity securities sold during the period | | | | | | | | | |
| | | | | | | | | | |
| Unrealized gains recognized during the period on marketable equity securities still held at the reporting date | | $ | 56 | | | $ | 60 | | |
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4. LOANS AND ALLOWANCE FOR CREDIT LOSSES
Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at their outstanding unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment to yield (interest income) over the life of the loan. Deferred fees and costs amounted to $747,000 at December 31, 2025 and $790,000 at December 31, 2024 and are netted against the outstanding unpaid principal balances.
The segments of the Corporations loan portfolio are disaggregated into classes that allow management to monitor risk and performance. The loan classes used are consistent with the internal reports evaluated by the Corporations management and Board of Directors to monitor risk and performance within the various segments of its loan portfolio.
Major classifications of loans at December 31, 2025 and December 31, 2024 consisted of:
| (In Thousands) | | December 31, 2025 | | December 31, 2024 | |
| Commercial and industrial | | $ | 95,352 | | | $ | 93,445 | | |
| Commercial real estate: | | | | | | | | | |
| Commercial mortgages | | | 355,557 | | | | 325,882 | | |
| Student housing | | | 48,043 | | | | 45,808 | | |
| Residential real estate | | | 659,627 | | | | 638,952 | | |
| Consumer and other | | | 19,002 | | | | 21,850 | | |
| Gross loans | | $ | 1,177,581 | | | $ | 1,125,937 | | |
*Allowance for Credit Losses and Recorded Investment in Financial Receivables*
The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Corporation has aligned our segmentation to internal loan reports. The Corporation has identified the following portfolio segments:
| | Commercial and Industrial | |
| | Commercial Real Estate | |
| | Residential Real Estate | |
| | Consumer and other | |
The following table presents the activity in the allowance for credit losses by portfolio segment for the years ended December 31, 2025 and 2024:
| | | For the Year Ended December 31, 2025 | |
| | | | | Commercial | | Residential | | | | | |
| | | Commercial and | | Real | | Real | | Consumer | | | |
| (In Thousands) | | Industrial | | Estate | | Estate | | and Other | | Total | |
| Balance, December 31, 2024 | | $ | 931 | | | $ | 6,869 | | | $ | 1,850 | | | $ | 208 | | | $ | 9,858 | | |
| Provision (credit) for credit losses on loans (a) | | | 96 | | | | (605 | ) | | | 1,159 | | | | 184 | | | | 834 | | |
| Loans charged off | | | (3 | ) | | | (120 | ) | | | (453 | ) | | | (186 | ) | | | (762 | ) | |
| Recoveries | | | 13 | | | | 4 | | | | | | | | 12 | | | | 29 | | |
| Balance, December 31, 2025 | | $ | 1,037 | | | $ | 6,148 | | | $ | 2,556 | | | $ | 218 | | | $ | 9,959 | | |
| | | For the Year Ended December 31, 2024 | |
| | | | | Commercial | | Residential | | | | | |
| | | Commercial and | | Real | | Real | | Consumer | | | |
| (In Thousands) | | Industrial | | Estate | | Estate | | and Other | | Total | |
| Balance, December 31, 2023 | | $ | 801 | | | $ | 6,847 | | | $ | 1,474 | | | $ | 180 | | | $ | 9,302 | | |
| Provision (credit) for credit losses on loans (a) | | | 210 | | | | 86 | | | | 440 | | | | 111 | | | | 847 | | |
| Loans charged off | | | (82 | ) | | | (64 | ) | | | (68 | ) | | | (92 | ) | | | (306 | ) | |
| Recoveries | | | 2 | | | | | | | | 4 | | | | 9 | | | | 15 | | |
| Balance, December 31, 2024 | | $ | 931 | | | $ | 6,869 | | | $ | 1,850 | | | $ | 208 | | | $ | 9,858 | | |
(a) Amounts do not include the provision (release) of credit losses related to off-balance sheet credit exposures of $5,000 and ($10,000), respectively, for the years ended December 31, 2025 and 2024.
54
The cumulative loss rate used as the basis for the estimate of credit losses is comprised of the Corporations historical loss experience. As of December 31, 2025, the Corporation expects that the markets in which it operates will experience no significant changes in economic conditions based primarily on housing indexes, interest rate stabilization, and a steady unemployment rate. Management adjusts historical loss experience as needed based upon economic expectations. No reversion adjustments were necessary, as the starting point for the Corporations estimate was a cumulative loss rate covering the expected contractual term of the loan portfolio.
For the year ended December 31, 2025, the Corporation recorded a $834,000 provision for credit losses on loans compared to $847,000 for the year ended December 31, 2024. The provision amounts for the years ended December 31, 2025 and 2024 primarily reflect an increase in volume in the loan portfolio, increases in non-accrual loans which impacted probability of default calculations and changes in qualitative factors related to the nature of the loan portfolio, volume and severity of past due loans, loan grade migration, changes in lending staff, changes in lending policies and procedures and forecasted economic conditions.
Historical credit loss experience is the basis for the estimation of expected credit losses. The Corporation applies historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management can apply qualitative adjustments to reflect the current conditions and reasonable and supportive forecasts not already captured in the historical loss information at the balance sheet date.
In accordance with Accounting Standards Codification (ASC) 326, the Corporation will evaluate individual loans for expected credit losses when those loans do not share similar risk characteristics with loans evaluated using a collective (pooled) basis. Loans will not be included in both collective and individual analysis. The individual analysis will establish a specific reserve for loans in scope.
Specific reserves are established based on the following three acceptable methods for measuring the ACL:1) the present value of expected future cash flows discounted at the loans original interest rate; 2) the loans observable market price; 3) the fair value of the collateral when the loan is collateral dependent. The method is selected on a loan-by-loan basis with the evaluation of the need and amount of a specific allocation of the allowance being made on a quarterly basis.
The need for an updated appraisal on collateral dependent loans is determined on a case-by-case basis. The useful life of an appraisal or evaluation will vary depending upon the circumstances of the property and the economic conditions in the marketplace. A new appraisal is not required if there is an existing appraisal which, along with other information, is sufficient to determine a reasonable value for the property and to support an appropriate and adequate allowance for credit losses. At a minimum, annual documented reevaluation of the property is completed by the Banks Chief Credit Officer to support the value of the property.
When receiving an appraisal associated with an existing real estate collateral dependent transaction, the Banks Chief Credit Officer must determine if there have been material changes to the underlying assumptions in the appraisal which affect the original estimate of value. Some of the factors that could cause material changes to reported values include:
| | the passage of time; | |
| | the volatility of the local market; | |
| | the availability of financing; | |
| | natural disasters; | |
| | the inventory of competing properties; | |
| | new improvements to, or lack of maintenance of, the subject property or competing properties upon physical inspection by the Bank; | |
| | changes in underlying economic and market assumptions, such as material changes in current and projected vacancy, absorption rates, capitalization rates, lease terms, rental rates, sales prices, concessions, construction overruns and delays, zoning changes, etc.; and/or | |
| | environmental contamination. | |
The value of the property is adjusted to appropriately reflect the above listed factors and the value is discounted to reflect the value impact of a forced distressed sale, any outstanding senior liens, any outstanding unpaid real estate taxes, transfer taxes and closing costs that would occur with sale of the real estate. If the Chief Credit Officer determines that a reasonable value cannot be derived based on the available information, a new appraisal is ordered. The determination of the need for a new appraisal rests with the Chief Credit Officer and not the originating account officer.
The following table summarizes the loan portfolio and allowance for credit losses as of December 31, 2025 and December 31, 2024:
55
| | | December 31, 2025 | |
| | | | | Commercial | | Residential | | | | | |
| | | Commercial and | | Real | | Real | | Consumer | | | |
| (In Thousands) | | Industrial | | Estate | | Estate | | and Other | | Total | |
| Loans: | | | | | | | | | | | | | | | | | | | | | |
| Individually evaluated | | $ | | | | $ | 12,883 | | | $ | 3,458 | | | $ | | | | $ | 16,341 | | |
| Collectively evaluated | | | 95,352 | | | | 390,717 | | | | 656,169 | | | | 19,002 | | | | 1,161,240 | | |
| Total loans | | $ | 95,352 | | | $ | 403,600 | | | $ | 659,627 | | | $ | 19,002 | | | $ | 1,177,581 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Allowance for credit losses: | | | | | | | | | | | | | | | | | | | | | |
| Individually evaluated | | $ | | | | $ | 3,637 | | | $ | 290 | | | $ | | | | $ | 3,927 | | |
| Collectively evaluated | | | 1,037 | | | | 2,511 | | | | 2,266 | | | | 218 | | | | 6,032 | | |
| Total allowance for credit losses | | $ | 1,037 | | | $ | 6,148 | | | $ | 2,556 | | | $ | 218 | | | $ | 9,959 | | |
| | | December 31, 2024 | |
| | | | | Commercial | | Residential | | | | | |
| | | Commercial and | | Real | | Real | | Consumer | | | |
| (In Thousands) | | Industrial | | Estate | | Estate | | and Other | | Total | |
| Loans: | | | | | | | | | | | |
| Individually evaluated | | $ | | | | $ | 12,712 | | | $ | 2,046 | | | $ | | | | $ | 14,758 | | |
| Collectively evaluated | | | 93,445 | | | | 358,978 | | | | 636,906 | | | | 21,850 | | | | 1,111,179 | | |
| Total loans | | $ | 93,445 | | | $ | 371,690 | | | $ | 638,952 | | | $ | 21,850 | | | $ | 1,125,937 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Allowance for credit losses: | | | | | | | | | | | | | | | | | | | | | |
| Individually evaluated | | $ | | | | $ | 4,011 | | | $ | 133 | | | $ | | | | $ | 4,144 | | |
| Collectively evaluated | | | 931 | | | | 2,858 | | | | 1,717 | | | | 208 | | | | 5,714 | | |
| Total allowance for credit losses | | $ | 931 | | | $ | 6,869 | | | $ | 1,850 | | | $ | 208 | | | $ | 9,858 | | |
As of December 31, 2025 and 2024, the amortized cost basis of individually evaluated loans that were deemed to be collateral dependent was $4,973,000 and $2,925,000, respectively. As of December 31, 2025 and December 31, 2024, the amortized cost basis of collateral dependent loans classified as Residential Real Estate were $3,458,000 and $2,046,000, respectively, and were collateralized by residential real estate properties. As of December 31, 2025 and December 31, 2024, the amortized cost basis of collateral dependent loans classified as Commercial Real Estate were $1,515,000 and $879,000, respectively, and were collateralized by commercial real estate properties.
*Age Analysis of Past-Due Loans Receivable*
The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due. The following table presents the classes of the loan portfolio summarized by the past-due status as of December 31, 2025 and 2024:
| | | December 31, 2025 | |
| | | | | 30-59 | | 60-89 | | | | | | | |
| | | | | Days | | Days | | 90+ Days | | Total | | Total | |
| (In Thousands) | | Current | | Past Due | | Past Due | | Past Due | | Past Due | | Loans | |
| Commercial and Industrial | | $ | 94,889 | | | $ | 74 | | | $ | 13 | | | $ | 376 | | | $ | 463 | | | $ | 95,352 | | |
| Commercial Real Estate | | | 401,876 | | | | 932 | | | | 198 | | | | 594 | | | | 1,724 | | | | 403,600 | | |
| Residential Real Estate | | | 648,942 | | | | 6,249 | | | | 1,707 | | | | 2,729 | | | | 10,685 | | | | 659,627 | | |
| Consumer and other | | | 18,833 | | | | 113 | | | | 16 | | | | 40 | | | | 169 | | | | 19,002 | | |
| | | $ | 1,164,540 | | | $ | 7,368 | | | $ | 1,934 | | | $ | 3,739 | | | $ | 13,041 | | | $ | 1,177,581 | | |
56
| | | December 31, 2024 | |
| | | | | 30-59 | | 60-89 | | | | | | | |
| | | | | Days | | Days | | 90+ Days | | Total | | Total | |
| (In Thousands) | | Current | | Past Due | | Past Due | | Past Due | | Past Due | | Loans | |
| Commercial and Industrial | | $ | 92,690 | | | $ | 43 | | | $ | 111 | | | $ | 601 | | | $ | 755 | | | $ | 93,445 | | |
| Commercial Real Estate | | | 367,171 | | | | 2,139 | | | | 1,115 | | | | 1,265 | | | | 4,519 | | | | 371,690 | | |
| Residential Real Estate | | | 625,201 | | | | 7,163 | | | | 2,326 | | | | 4,262 | | | | 13,751 | | | | 638,952 | | |
| Consumer and other | | | 21,532 | | | | 123 | | | | 128 | | | | 67 | | | | 318 | | | | 21,850 | | |
| | | $ | 1,106,594 | | | $ | 9,468 | | | $ | 3,680 | | | $ | 6,195 | | | $ | 19,343 | | | $ | 1,125,937 | | |
*Non-performing Loans*
The following tables present the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing interest as of December 31, 2025 and 2024:
| | | December 31, 2025 | |
| | | Nonaccrual | | Nonaccrual | | | | Loans Past | | | |
| | | with no | | with | | Total | | Due over 90 Days | | Total | |
| (In Thousands) | | ACL | | ACL | | Nonaccrual | | Still Accruing | | Nonperforming | |
| Commercial and Industrial | | $ | | | | $ | 989 | | | $ | 989 | | | $ | | | | $ | 989 | | |
| Commercial Real Estate | | | 781 | | | | 1,302 | | | | 2,083 | | | | | | | | 2,083 | | |
| Residential Real Estate | | | 2,427 | | | | 5,788 | | | | 8,215 | | | | 135 | | | | 8,350 | | |
| Consumer and other | | | | | | | 236 | | | | 236 | | | | | | | | 236 | | |
| Total | | $ | 3,208 | | | $ | 8,315 | | | $ | 11,523 | | | $ | 135 | | | $ | 11,658 | | |
| | | December 31, 2024 | |
| | | Nonaccrual | | Nonaccrual | | | | Loans Past | | | |
| | | with no | | with | | Total | | Due over 90 Days | | Total | |
| (In Thousands) | | ACL | | ACL | | Nonaccrual | | Still Accruing | | Nonperforming | |
| Commercial and Industrial | | $ | | | | $ | 734 | | | $ | 734 | | | $ | | | | $ | 734 | | |
| Commercial Real Estate | | | 139 | | | | 2,069 | | | | 2,208 | | | | | | | | 2,208 | | |
| Residential Real Estate | | | 1,458 | | | | 5,478 | | | | 6,936 | | | | | | | | 6,936 | | |
| Consumer and other | | | | | | | 169 | | | | 169 | | | | | | | | 169 | | |
| Total | | $ | 1,597 | | | $ | 8,450 | | | $ | 10,047 | | | $ | | | | $ | 10,047 | | |
*Credit Quality Indicators*
The Bank categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Bank analyzes loans individually to classify the loans as to credit risk. This analysis includes non-homogeneous loans, such as commercial real estate, commercial construction, and commercial and industrial loans. This analysis is performed on a quarterly basis. The Bank uses the following definitions for risk ratings:
Pass. Loans which are protected by the current net worth and paying capacity of the obligor or by the value of the underlying collateral.
Special Mention. Loans classified as special mention have a potential weakness that deserves managements close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institutions credit position at some future date.
Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
57
Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
Based on the most recent analysis performed, the following table presents the recorded investment in non-homogenous loans by internal risk rating system as of December 31, 2025 and 2024:
| | | December 31, 2025 | |
| | | | | | | | | | | | | | | Revolving | | | |
| | | | | | | | | | | | | | | Loans | | | |
| | | Term Loans Amortized Cost Basis by Origination Period | | Amortized | | | |
| (In Thousands) | | 2025 | | 2024 | | 2023 | | 2022 | | 2021 | | Prior | | Cost Basis | | Total | |
| Commercial and Industrial | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 16,740 | | | $ | 10,385 | | | $ | 7,331 | | | $ | 11,743 | | | $ | 10,054 | | | $ | 20,016 | | | $ | 14,452 | | | $ | 90,721 | | |
| Special Mention | | | | | | | | | | | | | | | | | | | | | | | | | | | 25 | | | | 25 | | |
| Substandard | | | | | | | 32 | | | | 127 | | | | 104 | | | | 80 | | | | 987 | | | | 3,276 | | | | 4,606 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 16,740 | | | $ | 10,417 | | | $ | 7,458 | | | $ | 11,847 | | | $ | 10,134 | | | $ | 21,003 | | | $ | 17,753 | | | $ | 95,352 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | 3 | | | $ | 3 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Commercial Real Estate | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 66,665 | | | $ | 42,242 | | | $ | 50,764 | | | $ | 55,460 | | | $ | 51,524 | | | $ | 99,688 | | | $ | 21,332 | | | $ | 387,675 | | |
| Special Mention | | | | | | | | | | | | | | | | | | | | | | | 1,319 | | | | | | | | 1,319 | | |
| Substandard | | | | | | | | | | | 977 | | | | 4,630 | | | | 2,106 | | | | 6,132 | | | | 761 | | | | 14,606 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 66,665 | | | $ | 42,242 | | | $ | 51,741 | | | $ | 60,090 | | | $ | 53,630 | | | $ | 107,139 | | | $ | 22,093 | | | $ | 403,600 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | | | | $ | | | | $ | 40 | | | $ | 67 | | | $ | 13 | | | $ | 120 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 83,405 | | | $ | 52,627 | | | $ | 58,095 | | | $ | 67,203 | | | $ | 61,578 | | | $ | 119,704 | | | $ | 35,784 | | | $ | 478,396 | | |
| Special Mention | | | | | | | | | | | | | | | | | | | | | | | 1,319 | | | | 25 | | | | 1,344 | | |
| Substandard | | | | | | | 32 | | | | 1,104 | | | | 4,734 | | | | 2,186 | | | | 7,119 | | | | 4,037 | | | | 19,212 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 83,405 | | | $ | 52,659 | | | $ | 59,199 | | | $ | 71,937 | | | $ | 63,764 | | | $ | 128,142 | | | $ | 39,846 | | | $ | 498,952 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | | | | $ | | | | $ | 40 | | | $ | 67 | | | $ | 16 | | | $ | 123 | | |
58
| | | December 31, 2024 | |
| | | | | | | | | | | | | | | Revolving | | | |
| | | | | | | | | | | | | | | Loans | | | |
| | | Term Loans Amortized Cost Basis by Origination Period | | Amortized | | | |
| (In Thousands) | | 2024 | | 2023 | | 2022 | | 2021 | | 2020 | | Prior | | Cost Basis | | Total | |
| Commercial and Industrial | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 13,008 | | | $ | 9,194 | | | $ | 13,658 | | | $ | 13,394 | | | $ | 7,057 | | | $ | 17,194 | | | $ | 14,898 | | | $ | 88,403 | | |
| Special Mention | | | | | | | 97 | | | | 32 | | | | 6 | | | | 348 | | | | 117 | | | | 332 | | | | 932 | | |
| Substandard | | | 103 | | | | 174 | | | | 171 | | | | 164 | | | | 91 | | | | 505 | | | | 2,902 | | | | 4,110 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 13,111 | | | $ | 9,465 | | | $ | 13,861 | | | $ | 13,564 | | | $ | 7,496 | | | $ | 17,816 | | | $ | 18,132 | | | $ | 93,445 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | 47 | | | $ | 21 | | | $ | 14 | | | $ | | | | $ | | | | $ | 82 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Commercial Real Estate | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 44,854 | | | $ | 53,940 | | | $ | 59,313 | | | $ | 59,533 | | | $ | 20,624 | | | $ | 102,581 | | | $ | 15,025 | | | $ | 355,870 | | |
| Special Mention | | | | | | | | | | | 2,757 | | | | | | | | 272 | | | | 3,276 | | | | 199 | | | | 6,504 | | |
| Substandard | | | | | | | 389 | | | | 1,250 | | | | 2,396 | | | | 521 | | | | 4,064 | | | | 696 | | | | 9,316 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 44,854 | | | $ | 54,329 | | | $ | 63,320 | | | $ | 61,929 | | | $ | 21,417 | | | $ | 109,921 | | | $ | 15,920 | | | $ | 371,690 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | 64 | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | 64 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Risk Rating | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Pass | | $ | 57,862 | | | $ | 63,134 | | | $ | 72,971 | | | $ | 72,927 | | | $ | 27,681 | | | $ | 119,775 | | | $ | 29,923 | | | $ | 444,273 | | |
| Special Mention | | | | | | | 97 | | | | 2,789 | | | | 6 | | | | 620 | | | | 3,393 | | | | 531 | | | | 7,436 | | |
| Substandard | | | 103 | | | | 563 | | | | 1,421 | | | | 2,560 | | | | 612 | | | | 4,569 | | | | 3,598 | | | | 13,426 | | |
| Doubtful | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | $ | 57,965 | | | $ | 63,794 | | | $ | 77,181 | | | $ | 75,493 | | | $ | 28,913 | | | $ | 127,737 | | | $ | 34,052 | | | $ | 465,135 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | 111 | | | $ | 21 | | | $ | 14 | | | $ | | | | $ | | | | $ | 146 | | |
The Bank monitors the credit risk profile by payment activity for residential real estate, consumer, and other loan classes. Loans past due 90 days or more and loans on nonaccrual status are considered non-performing. Non-performing loans are reviewed quarterly. The following table presents the amortized cost in residential real estate, and consumer and other loans based on payment activity as of December 31, 2025 and 2024:
59
| | | December 31, 2025 | |
| | | | | | | | | | | | | | | Revolving | | | |
| | | | | | | | | | | | | | | Loans | | | |
| | | Term Loans Amortized Cost Basis by Origination Period | | Amortized | | | |
| (In Thousands) | | 2025 | | 2024 | | 2023 | | 2022 | | 2021 | | Prior | | Cost Basis | | Total | |
| Residential Real Estate | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 78,798 | | | $ | 78,692 | | | $ | 71,279 | | | $ | 92,519 | | | $ | 70,724 | | | $ | 180,376 | | | $ | 78,889 | | | $ | 651,277 | | |
| Nonperforming | | | | | | | 326 | | | | 670 | | | | 913 | | | | 1,506 | | | | 3,683 | | | | 1,252 | | | | 8,350 | | |
| Total | | $ | 78,798 | | | $ | 79,018 | | | $ | 71,949 | | | $ | 93,432 | | | $ | 72,230 | | | $ | 184,059 | | | $ | 80,141 | | | $ | 659,627 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | 61 | | | $ | | | | $ | | | | $ | 35 | | | $ | 198 | | | $ | 159 | | | $ | 453 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Consumer and Other | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 3,699 | | | $ | 1,378 | | | $ | 1,977 | | | $ | 5,890 | | | $ | 577 | | | $ | 970 | | | $ | 4,275 | | | $ | 18,766 | | |
| Nonperforming | | | 7 | | | | 16 | | | | 16 | | | | 12 | | | | 4 | | | | 54 | | | | 127 | | | | 236 | | |
| Total | | $ | 3,706 | | | $ | 1,394 | | | $ | 1,993 | | | $ | 5,902 | | | $ | 581 | | | $ | 1,024 | | | $ | 4,402 | | | $ | 19,002 | | |
| Year-to-date gross charge-offs | | $ | 10 | | | $ | 16 | | | $ | 69 | | | $ | 9 | | | $ | 3 | | | $ | | | | $ | 79 | | | $ | 186 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 82,497 | | | $ | 80,070 | | | $ | 73,256 | | | $ | 98,409 | | | $ | 71,301 | | | $ | 181,346 | | | $ | 83,164 | | | $ | 670,043 | | |
| Nonperforming | | | 7 | | | | 342 | | | | 686 | | | | 925 | | | | 1,510 | | | | 3,737 | | | | 1,379 | | | | 8,586 | | |
| Total | | $ | 82,504 | | | $ | 80,412 | | | $ | 73,942 | | | $ | 99,334 | | | $ | 72,811 | | | $ | 185,083 | | | $ | 84,543 | | | $ | 678,629 | | |
| Year-to-date gross charge-offs | | $ | 10 | | | $ | 77 | | | $ | 69 | | | $ | 9 | | | $ | 38 | | | $ | 198 | | | $ | 238 | | | $ | 639 | | |
| | | December 31, 2024 | |
| | | | | | | | | | | | | | | Revolving | | | |
| | | | | | | | | | | | | | | Loans | | | |
| | | Term Loans Amortized Cost Basis by Origination Period | | Amortized | | | |
| (In Thousands) | | 2024 | | 2023 | | 2022 | | 2021 | | 2020 | | Prior | | Cost Basis | | Total | |
| Residential Real Estate | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 87,826 | | | $ | 81,836 | | | $ | 103,749 | | | $ | 77,766 | | | $ | 55,360 | | | $ | 153,775 | | | $ | 71,704 | | | $ | 632,016 | | |
| Nonperforming | | | 295 | | | | 480 | | | | 959 | | | | 1,506 | | | | 501 | | | | 2,219 | | | | 976 | | | | 6,936 | | |
| Total | | $ | 88,121 | | | $ | 82,316 | | | $ | 104,708 | | | $ | 79,272 | | | $ | 55,861 | | | $ | 155,994 | | | $ | 72,680 | | | $ | 638,952 | | |
| Year-to-date gross charge-offs | | $ | | | | $ | | | | $ | 22 | | | $ | | | | $ | | | | $ | 46 | | | $ | | | | $ | 68 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Consumer and Other | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 2,893 | | | $ | 3,558 | | | $ | 8,322 | | | $ | 1,263 | | | $ | 490 | | | $ | 1,060 | | | $ | 4,095 | | | $ | 21,681 | | |
| Nonperforming | | | 21 | | | | 25 | | | | 63 | | | | 8 | | | | | | | | 9 | | | | 43 | | | | 169 | | |
| Total | | $ | 2,914 | | | $ | 3,583 | | | $ | 8,385 | | | $ | 1,271 | | | $ | 490 | | | $ | 1,069 | | | $ | 4,138 | | | $ | 21,850 | | |
| Year-to-date gross charge-offs | | $ | 3 | | | $ | 28 | | | $ | 21 | | | $ | 1 | | | $ | 8 | | | $ | 31 | | | $ | | | | $ | 92 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payment Performance | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Performing | | $ | 90,719 | | | $ | 85,394 | | | $ | 112,071 | | | $ | 79,029 | | | $ | 55,850 | | | $ | 154,835 | | | $ | 75,799 | | | $ | 653,697 | | |
| Nonperforming | | | 316 | | | | 505 | | | | 1,022 | | | | 1,514 | | | | 501 | | | | 2,228 | | | | 1,019 | | | | 7,105 | | |
| Total | | $ | 91,035 | | | $ | 85,899 | | | $ | 113,093 | | | $ | 80,543 | | | $ | 56,351 | | | $ | 157,063 | | | $ | 76,818 | | | $ | 660,802 | | |
| Year-to-date gross charge-offs | | $ | 3 | | | $ | 28 | | | $ | 43 | | | $ | 1 | | | $ | 8 | | | $ | 77 | | | $ | | | | $ | 160 | | |
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*Modifications to Borrowers Experiencing Financial Difficulty*
**
Occasionally, the Bank may consider modifying loans to borrowers in financial distress by providing term extension, other-than-insignificant payment delay or interest rate reduction. In some cases, the Bank provides multiple types of concessions on one loan. Typically, one type of concession, such as an interest rate reduction, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as term extension, may be granted.
The following table presents the amortized cost basis of loans at December 31, 2025, that were both experiencing difficulty and modified during the year ended December 31, 2025, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers experiencing financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below:
| (In Thousands) | | Payment Delay | | Term Extension | | Total Modifications | | % of Total Class of Financing Receivable | |
| Commercial real estate: | | | | | | | | | | | | | | | | | |
| Commercial mortgages | | $ | 198 | | | $ | | | | $ | 198 | | | | 0.1 | % | |
| Residential real estate | | | 304 | | | | 271 | | | | 575 | | | | 0.1 | % | |
| Total | | $ | 502 | | | $ | 271 | | | $ | 773 | | | | 0.1 | % | |
For the year ended December 31, 2024, other than restructurings resulting in a delay in payment that is insignificant, the Bank did not grant any loan modifications to borrowers experiencing financial difficulty.
The Bank closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table presents the performance of such loans that have been modified in the last 12 months at December 31, 2025:
| | | | | 30-59 | | 60-89 | | | | | | | |
| | | | | Days | | Days | | 90+ Days | | Total | | Total | |
| (In Thousands) | | Current | | Past Due | | Past Due | | Past Due | | Past Due | | Loans | |
| Commercial real estate: | | | | | | | | | | | | | | | | | | | | | | | | | |
| Commercial mortgages | | $ | | | | $ | | | | $ | 198 | | | $ | | | | $ | 198 | | | $ | 198 | | |
| Residential real estate | | | 271 | | | | 134 | | | | 170 | | | | | | | | 304 | | | | 575 | | |
| Total | | $ | 271 | | | $ | 134 | | | $ | 368 | | | $ | | | | $ | 502 | | | $ | 773 | | |
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty, by class and type of modification, for the year ended December 31, 2025:
| Loan Type | | Payment Delay | | Term Extension | |
| Commercial real estate: | | | | | |
| Commercial mortgages | | Provided seven-month interest only period and forbearance period through March 6, 2026. | | N/A | |
| Residential real estate | | Provided nine-month interest only period and forbearance period through March 6, 2026 for one loan. Provided four-month payment deferral for one loan. | | Added a weighted-average 19.3 years to the life of loans. | |
Upon the Banks determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.
The Bank had no commitments to lend any additional funds on modified loans during year ended December 31, 2025, and the Bank hadnoloans that defaulted during the year ended December 31, 2025 that had been modified preceding the payment default when the borrower was experiencing financial difficulty at the time of modification.
The carrying amount of foreclosed residential real estate properties held as a result of obtaining physical possession were $320,000 and $70,000 at December 31, 2025 and 2024, respectively. The recorded investment of consumer mortgage loans secured by residential real properties for which formal foreclosure proceedings were in process were$1,935,000and$1,846,000 at December 31, 2025 and 2024, respectively.
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**
*Concentrations of Credit Risk*
**
Most of the Corporations lending activity occurs within the Banks primary market area which encompasses Clinton, Columbia, Lycoming, Montour and Northumberland counties in Northcentral Pennsylvania. The majority of the Corporations loan portfolio consists of commercial and consumer real estate loans. As of December 31, 2025 and 2024, there were no concentrations of loans related to any single industry in excess of 10% of total loans.
5. PREMISES AND EQUIPMENT
A summary of premises and equipment at December 31, 2025 and 2024 is as follows:
| (In Thousands) | | 2025 | | 2024 | |
| Land | | $ | 5,203 | | | $ | 5,203 | | |
| Construction in process | | | | | | | 62 | | |
| Premises | | | 31,985 | | | | 31,047 | | |
| Furniture and equipment | | | 14,501 | | | | 14,793 | | |
| Leasehold improvements | | | 253 | | | | 253 | | |
| Total | | | 51,942 | | | | 51,358 | | |
| Less accumulated depreciation and amortization | | | 25,679 | | | | 24,874 | | |
| Total | | $ | 26,263 | | | $ | 26,484 | | |
Depreciation amounted to $1,498,000 and $1,515,000 in 2025 and 2024, respectively.
6. DEPOSITS
Major classifications of deposits at December 31, 2025 and 2024 consisted of:
| (In Thousands) | | December 31, 2025 | | December 31, 2024 | |
| Demand deposits | | $ | 277,012 | | | $ | 259,700 | | |
| Interest-bearing demand deposits | | | 461,367 | | | | 380,801 | | |
| Savings | | | 192,311 | | | | 194,958 | | |
| Money market | | | 104,726 | | | | 108,263 | | |
| Time deposits | | | 377,336 | | | | 348,707 | | |
| Total deposits | | $ | 1,412,752 | | $ | 1,292,429 | | |
The following is a schedule reflecting scheduled maturities of time deposits at December 31, 2025:
| (In Thousands) | | | |
| 2026 | | $ | 336,458 | | |
| 2027 | | | 21,258 | | |
| 2028 | | | 9,725 | | |
| 2029 | | | 6,089 | | |
| 2030 | | | 3,119 | | |
| Thereafter | | | 687 | | |
| Total | | $ | 377,336 | | |
Time deposits of $250,000 or more totaled approximately $96,961,000 and $100,287,000 at December 31, 2025 and 2024, respectively.
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7. BORROWED FUNDS
Short-Term Borrowings
Short-term borrowings include repurchase agreements with customers and advances from the FHLB. As of December 31, 2025, the Bank was approved by the FHLB for borrowings of up to $593,655,000 of which $40,984,000 was outstanding in the form of advances and the FHLB had issued letters of credit on the Banks behalf totaling $13,000,000 against its borrowing capacity. Advances from the FHLB are secured by qualifying assets of the Bank. In addition to the outstanding balances noted below, the Bank also has additional lines of credit totaling $19,766,000 available from correspondent banks other than the FHLB. The outstanding balances and related information for short-term borrowings are summarized as follows:
| | | December 31, 2025 | |
| | | | | | | Maximum | | Average | | Weighted | |
| | | Ending | | Average | | Month End | | Rate During | | Average Rate | |
| (In Thousands) | | Balance | | Balance | | Balance | | Year | | At Period End | |
| Securities sold under agreements to repurchase | | $ | 12,455 | | | $ | 23,445 | | | $ | 39,810 | | | | 3.75 | % | | | 2.97 | % | |
| Other short-term borrowings | | | | | | | 4,678 | | | | 22,210 | | | | 4.77 | % | | | N/A | | |
| Total | | $ | 12,455 | | | $ | 28,123 | | | $ | 62,020 | | | | 3.92 | % | | | 2.97 | % | |
| | | December 31, 2024 | |
| | | | | | | Maximum | | Average | | Weighted | |
| | | Ending | | Average | | Month End | | Rate During | | Average Rate | |
| (In Thousands) | | Balance | | Balance | | Balance | | Year | | At Period End | |
| Securities sold under agreements to repurchase | | $ | 49,806 | | | $ | 102,589 | | | $ | 185,680 | | | | 4.66 | % | | | 3.76 | % | |
| Other short-term borrowings | | | 18,582 | | | | 17,319 | | | | 34,000 | | | | 5.54 | % | | | 4.71 | % | |
| Total | | $ | 68,388 | | | $ | 119,908 | | | $ | 219,680 | | | | 4.79 | % | | | 4.02 | % | |
The Corporation utilizes securities sold under agreements to repurchase to facilitate the needs of our customers and to facilitate secured short-term funding needs. Securities sold under agreements to repurchase are stated at the amount of cash received in connection with the transaction. We monitor collateral levels on a continuous basis. We may be required to provide additional collateral based on the fair value of the underlying securities. Securities pledged as collateral under repurchase agreements are maintained with our safekeeping agents.
The remaining contractual maturity of repurchase agreements in the Consolidated Balance Sheets as of December 31, 2025 and 2024 is presented in the following tables:
| | | Remaining Contractual Maturity of the Agreements | |
| | | Overnight and | | | | | | Greater than 90 | | | |
| (In Thousands) | | Continuous | | Up to 30 Days | | 30-90 Days | | Days | | Total | |
| December 31, 2025 | | | | | | | | | | | | | | | | | | | | | |
| Securities sold under agreements to repurchase: | | | | | | | | | | | | | | | | | | | | | |
| Obligation of U.S. Government Corporations and Agencies: | | | | | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | 8,509 | | | $ | | | | $ | | | | $ | | | | $ | 8,509 | | |
| Other | | | | | | | 600 | | | | | | | | 3,346 | | | | 3,946 | | |
| Total borrowings | | $ | 8,509 | | | $ | 600 | | | $ | | | | $ | 3,346 | | | $ | 12,455 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Gross amount of recognized liabilities for repurchase agreements | | | $ | 12,455 | | |
| Amounts related to agreements not included in offsetting disclosure above | | | $ | | | |
63
| | | Remaining Contractual Maturity of the Agreements | |
| | | Overnightand | | | | | | Greater than 90 | | | |
| (In Thousands) | | Continuous | | Up to 30 Days | | 30-90 Days | | Days | | Total | |
| December 31, 2024 | | | | | | | | | | | | | | | | | | | | | |
| Securities sold under agreements to repurchase: | | | | | | | | | | | | | | | | | | | | | |
| Obligation of U.S. Government Corporations and Agencies: | | | | | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | 37,385 | | | $ | | | | $ | | | | $ | | | | $ | 37,385 | | |
| Collateralized mortgage obligations | | | 628 | | | | | | | | | | | | | | | | 628 | | |
| Other | | | 4,511 | | | | 600 | | | | | | | | 4,088 | | | | 9,199 | | |
| Obligation of state and political subdivisions | | | 2,594 | | | | | | | | | | | | | | | | 2,594 | | |
| Total borrowings | | $ | 45,118 | | | $ | 600 | | | $ | | | | $ | 4,088 | | | $ | 49,806 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Gross amount of recognized liabilities for repurchase agreements | | | $ | 49,806 | | |
| Amounts related to agreements not included in offsetting disclosure above | | | $ | | | |
The fair value of securities pledged to secure repurchase agreements may decline. The Corporation manages this risk by having a policy to pledge securities valued at 110% of the gross outstanding balance of repurchase agreements. Securities sold under agreements to repurchase are secured by securities with a carrying amount of $20,317,000 and $60,099,000 at December 31, 2025 and 2024, respectively.
Long-Term Borrowings
Long-term FHLB borrowings consisted of the following at December 31, 2025 and 2024:
| (In Thousands) | | December 31, 2025 | | December 31, 2024 | |
| Loans maturing in 2025 with a weighted-average rate of 4.79% | | $ | | | | $ | 15,208 | | |
| Loans maturing in 2026 with a weighted-average rate of 4.05% | | | 15,359 | | | | 15,359 | | |
| Loans maturing in 2027 with a weighted-average rate of 3.93% | | | 15,417 | | | | 15,417 | | |
| Loans maturing in 2028 with a weighted-average rate of 3.85% | | | 10,208 | | | | 10,225 | | |
| Total long-term FHLB borrowings; weighted-average rate of 3.96% | | | 40,984 | | | | 56,209 | | |
| Unamortized fair value adjustments | | | (400 | ) | | | (673 | ) | |
| Total long-term borrowings | | $ | 40,584 | | | $ | 55,536 | | |
8. STOCKHOLDERS' EQUITY AND STOCK PURCHASE PLANS
The Amended Articles of Incorporation contain a provision that permits the Corporation to issue warrants for the purchase of shares of common stock, par value $1.25 per share (the "Common Stock"), at below market prices in the event any person or entity acquires 25% or more of the Common Stock. No such warrants were issued for the years ended December 31, 2025 and 2024.
The Corporation offers employees a stock purchase plan. The maximum number of shares of the Common Stock to be issued under this plan is 100,000. In addition, the Corporation may choose to purchase shares on the open market to facilitate this plan. The plan allows participating employees to elect quarterly deductions of at least 1% of base pay, but not more than 10% of base pay, to cover purchases of shares under this plan. A participating employee shall be deemed to have been granted an opportunity to purchase a number of shares of the Common Stock equal to the quarterly aggregate amount of payroll deductions elected by the employee divided by the lower of 90% of the fair market value of Common Stock on the average of the last ten days prior to the offering date or 90% of the fair market value of common Stock on the average of the last ten days prior to purchase date as defined by the plan. Stock issued to participating employees under the plan for the most recent two year period was:
64
| | | | | Average Per Share | |
| | | | | Employees' | | Market Value | |
| Year Issued | | Number of Shares | | Purchase Price | | of Shares | |
| 2025 | | | 4,041 | | | $ | 40.82 | | | $ | 45.35 | | |
| 2024 | | | 6,462 | | | $ | 29.23 | | | $ | 32.48 | | |
9. INCOME TAXES
The provision for income tax expense consisted of the following components for the years ended December 31, 2025 and 2024:
| | | For the Years Ended December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| | | | | | |
| Currently payable | | $ | 3,477 | | | $ | 1,001 | | |
| Deferred tax | | | 1,401 | | | | 2,317 | | |
| | | | | | | | | | |
| Total income tax provision | | $ | 4,878 | | | $ | 3,318 | | |
A reconciliation between the expected statutory income tax rate and the effective income tax rate on income before income taxes is as follows for the years ended December 31, 2025 and 2024:
| | | 2025 | | 2024 | |
| (In Thousands) | | Amount | | % | | Amount | | % | |
| | | | | | | | | | |
| Provision at statutory rate | | $ | 6,112 | | | | 21.0 | % | | $ | 4,692 | | | | 21.0 | % | |
| Tax-exempt income | | | (890 | ) | | | -3.1 | % | | | (871 | ) | | | -3.9 | % | |
| Bank-owned life insurance income, net | | | (219 | ) | | | -0.8 | % | | | (209 | ) | | | -0.9 | % | |
| Tax credit from limited partnerships less amortization, net | | | (94 | ) | | | -0.3 | % | | | (94 | ) | | | -0.4 | % | |
| Energy tax credit | | | | | | | 0.0 | % | | | (206 | ) | | | -0.9 | % | |
| Non-deductible interest expense | | | 126 | | | | 0.4 | % | | | 142 | | | | 0.6 | % | |
| Other, net | | | (157 | ) | | | -0.5 | % | | | (136 | ) | | | -0.6 | % | |
| | | | | | | | | | | | | | | | | | |
| Effective income tax and rate | | $ | 4,878 | | | | 16.8 | % | | $ | 3,318 | | | | 14.9 | % | |
The net deferred tax asset recorded by the Corporation consisted of the following tax effects of temporary timing differences at December 31, 2025 and 2024:
65
| (In Thousands) | | 2025 | | 2024 | |
| Deferred tax assets: | | | | | | | | | |
| Allowance for credit losses | | $ | 2,091 | | | $ | 2,071 | | |
| Purchase accounting adjustments on loans | | | 906 | | | | 2,922 | | |
| Purchase accounting adjustments on securities | | | 2,802 | | | | 3,121 | | |
| Purchase accounting adjustments on premises and equipment | | | 559 | | | | 587 | | |
| Allowance for off balance sheet losses | | | 4 | | | | 3 | | |
| Deferred compensation and director's fees | | | 2,301 | | | | 1,964 | | |
| Investment in limited partnerships | | | 285 | | | | 279 | | |
| Unrealized losses on available-for-sale debt securities | | | 1,075 | | | | 3,693 | | |
| Operating lease liability | | | 87 | | | | 95 | | |
| Other | | | 64 | | | | 62 | | |
| Total | | | 10,174 | | | | 14,797 | | |
| Deferred tax liabilities: | | | | | | | | | |
| Loan fees and costs | | | (157 | ) | | | (166 | ) | |
| Bond accretion | | | (373 | ) | | | (217 | ) | |
| Premises and equipment | | | (657 | ) | | | (755 | ) | |
| Core deposit intangibles | | | (1,629 | ) | | | (2,041 | ) | |
| Purchase accounting adjustments on deposits and borrowings | | | (138 | ) | | | (269 | ) | |
| Mortgage servicing rights | | | (251 | ) | | | (262 | ) | |
| Right of use assets | | | (84 | ) | | | (92 | ) | |
| Other | | | (893 | ) | | | (983 | ) | |
| Total | | | (4,182 | ) | | | (4,785 | ) | |
| Deferred tax asset, net | | $ | 5,992 | | | $ | 10,012 | | |
It is anticipated that all tax assets shown above will be realized and accordingly no valuation allowance was provided. The Corporation prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Benefits from tax positions should be recognized in the financial statements only when it is more likely than not that the tax position will be sustained upon examination by the appropriate taxing authority that would have full knowledge of all relevant information. A tax position that meets the more-likely-than-not recognition threshold is measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not recognition threshold should be derecognized in the first subsequent financial reporting period in which that threshold is no longer met. There is currently no liability for uncertain tax positions and no known unrecognized tax benefits. With limited exceptions, the Corporation is no longer subject to examination by Federal or State taxing authorities for years prior to 2022.
10. RELATED PARTY TRANSACTIONS
Certain directors and executive officers of the Corporation and the Bank, as well as their associates, family relationships and companies in which they are principal owners (i.e., at least 10% ownership), were indebted to the Bank at December 31, 2025 and 2024. These loans were made on substantially the same terms and conditions, including interest rates and collateral, as those prevailing at the time for comparable transactions with unrelated parties. These loans did not present more than the normal risk of collectability nor present other unfavorable features. A summary of the activity on these related party loans consisted of the following:
| | | Beginning | | | | | | Other | | Ending | |
| (In Thousands) | | Balance | | Additions | | Payments | | Changes | | Balance | |
| 2025 | | $ | 14,912 | | | $ | 8,819 | | | $ | (748 | ) | | $ | 2,170 | | | $ | 25,153 | | |
| 2024 | | | 18,049 | | | | 2,296 | | | | (2,740 | ) | | | (2,693 | ) | | | 14,912 | | |
Loans represent funds drawn and outstanding at the date of the accompanying consolidated financial statements. In the table above, other changes represent transfers in and out of the related party category. Commitments by the Bank to related parties on loan commitments and standby letters of credit for 2025 and 2024 presented an off-balance sheet risk to the extent of undisbursed funds in the amount of $4,851,000 and $4,268,000 respectively.
Deposits from related parties held by the Bank amounted to $28,827,000 and $17,629,000 at December 31, 2025 and 2024, respectively.
66
11. EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS
EMPLOYEE BENEFIT PLANS
The Bank maintains a 401K salary deferral profit sharing plan for the benefit of its employees. Under the salary deferral component, employees may elect to contribute a percentage of compensation up to the maximum amount allowable not to exceed the limits of IRS Code Section 401(K). The Corporation matches 100% of employee contributions up to 6% of compensation for the years ended December 31, 2025 and 2024. Under the profit sharing component, contributions are made at the discretion of the Banks Board of Directors. Matching contributions amounted to $711,000, and $682,000 for the years ended December 31, 2025 and 2024. There were no discretionary contributions for the years ended December 31, 2025 and 2024.
DEFERRED COMPENSATION PLANS
Directors
During 2003, the directors were given the option of receiving or deferring their directors fees under a non-qualified deferred compensation plan which allows the director to defer such fees until the year following the expiration of the directors term. Payments are then made over specified terms under these arrangements up to a ten-year period. Interest is to accrue on these deferred fees at a 5-year certificate of deposit rate, which was 0.90% in 2025 and 2024. The certificate of deposit rate will reset in January 2028. Three directors have elected to participate in this program and the total accrued liability as of December 31, 2025 and 2024 was $314,000, and $323,000, respectively.
Total directors fees, including amounts currently paid for the years ended December 31, 2025 and 2024 were $695,000 and $618,000, respectively.
During 2008, the directors were given the option of receiving or deferring their entire or partial directors fees under a non-qualified deferred compensation plan with the same features as the above plan. The interest rate that was paid was 1.54% in 2025 and 2024. The certificate of deposit rate will reset in January 2029. The total accrued liability as of December 31, 2025 and 2024 was $781,000 and $776,000, respectively.
Officers
The Bank sponsors non-qualified, non-funded supplemental retirement plans, for its executives, for which the Corporation has purchased cost recovery life insurance on the lives of the participants. The participant is the insured person under the policy and the Bank is the owner and beneficiary. The amount of the coverage is designed to provide sufficient revenues to cover all costs of the plans if assumptions made as to mortality experience, policy earnings, and other factors are realized. The Corporation incurred expenses related to the supplemental retirement plans of $1,593,000 and $1,078,000 for the years ended December 31, 2025 and 2024, respectively. At December 31, 2025 and 2024, the Corporation had an accrued liability related to the supplemental retirement plans of $7,446,000 and $6,330,000, respectively.
SPLIT-DOLLAR LIFE INSURANCE
The Bank provides endorsed split-dollar life insurance benefits to certain executives and directors. These benefits are accounted for under ASC Topic 715 Compensation Retirement Benefits. This pronouncement requires recognition of a liability for postretirement benefits provided through an endorsed split-dollar life insurance arrangement. The Bank incurred expenses related to these endorsed split-dollar life insurance arrangements of $492,000 and $215,000 for the years ended December 31, 2025 and 2024, respectively. At December 31, 2025 and 2024, the Corporation had an accrued liability related to these arrangements of $2,409,000 and $1,921,000, respectively.
12. OPERATING LEASE COMMITMENTS AND CONTINGENCIES
The Corporation leases two office locations under operating leases. The Corporation has elected to account for the variable nonlease components, such as common area maintenance charges, utilities, real estate taxes, and insurance, separately from the lease component. Such variable nonlease components are reported in net occupancy expense on the Consolidated Statements of Income when paid. These variable nonlease components were excluded from the calculation of the present value of the remaining lease payments, therefore, they are not included in the right-of-use assets and lease liabilities reported on the Consolidated Balance Sheets.
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As of December 31, 2025 and 2024, the Corporation had recorded right-of-use assets in other assets for operating leases of $400,000 and $437,000, respectively, and related lease liabilities totaling $413,000 and $450,000, respectively, in other liabilities in its Consolidated Balance Sheets.
Certain of the Corporations leases contain options to renew the lease after the initial term. Management considers the Corporations historical pattern of exercising renewal options on leases and the positive performance of the leased locations, when determining whether it is reasonably certain that the leases will be renewed. If management concludes that there is reasonable certainty about the renewal option, it is included in the calculation of the remaining term of each applicable lease. The discount rate utilized in calculating the present value of the remaining lease payments for each lease was the Federal Home Loan Bank of Pittsburgh advance rate corresponding to the remaining maturity of the lease as of January 1, 2019. The following table presents the weighted-average remaining lease term and discount rate for the leases outstanding at December 31, 2025 and 2024.
| | | 2025 | | 2024 | |
| Weighted-average remaining term (years) | | | 10.8 | | | | 11.6 | | |
| Weighted-average discount rate | | | 3.50 | % | | | 3.52 | % | |
The following table presents the undiscounted cash flows due related to operating leases as of December 31, 2025, along with a reconciliation to the discounted amount recorded on the Consolidated Balance Sheets:
| Undiscounted cash flows due (In thousands): | | | |
| 2026 | | $ | 52 | | |
| 2027 | | | 53 | | |
| 2028 | | | 53 | | |
| 2029 | | | 53 | | |
| 2030 | | | 53 | | |
| Thereafter | | | 231 | | |
| Total undiscounted cash flows | | | 495 | | |
| Discount on cash flows | | | (82 | ) | |
| Total lease liabilities | | $ | 413 | | |
Under Topic 842, the lessee can elect to not record on the Consolidated Balance Sheets a lease whose term is twelve months or less and does not include a purchase option that the lessee is reasonably certain to exercise. As of December 31, 2025, the Corporation had no leases that had a term of twelve months or less.
Rental expense under operating leases totaled approximately $59,000 in 2025 and $60,000 in 2024.
In the normal course of business, the Corporation is subject to pending and threatened litigation in which claims for monetary damages are asserted. In managements opinion, the Corporations financial position and results of operations would not be materially affected by the outcome of these legal proceedings.
13. REGULATORY MATTERS
In August 2018, the Federal Reserve Board issued an interim final rule that expanded applicability of the Boards small bank holding company policy statement. The interim final rule raised the policy statements asset threshold from $1 billion to $3 billion in total consolidated assets for a bank holding company or savings and loan holding company that: (1) is not engaged in significant nonbanking activities; (2) does not conduct significant off-balance sheet activities; and (3) does not have a material amount of debt or equity securities, other than trust-preferred securities, outstanding. The interim final rule provides that, if warranted for supervisory purposes, the Federal Reserve may exclude a company from the threshold increase. Management believes the Corporation meets the conditions of the Federal Reserves small bank holding company policy statement and is therefore excluded from consolidated capital requirements at December 31, 2025.
The Bank is subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgements by regulators. Failure to meet capital requirements can initiate regulatory action. The net unrealized gain or loss on available-for-sale debt securities is not included in computing regulatory capital. Management believes as of December 31, 2025, the Bank meets all capital adequacy requirements to which it is subject.
Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. At December 31, 2025 and 2024, the most recent regulatory notifications categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the institutions category.
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Current quantitative measures established by regulation to ensure capital adequacy require Journey Bank to maintain minimum amounts and ratios (set forth in the table below) of Total capital, Tier I capital, and Tier I common equity (as defined in the regulations) to risk-weighted assets (as defined), and of Tier I capital (as defined) to average assets (as defined). The following tables present summary information regarding the Banks risk-based capital and related ratios at December 31, 2025 and 2024:
| | | Journey Bank | | Minimum Required For Capital Adequacy Purposes | | Minimum Required For Capital Adequacy Purposes with Conservation Buffer | | Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations | |
| (Dollars in Thousands) | | Amount | | Ratio | | Ratio | | Ratio | | Ratio | |
| December 31, 2025 | | | | | | | | | | | |
| Total capital (to risk-weighted assets) | | $ | 170,931 | | | | 16.87 | % | | | 8.00 | % | | | 10.50 | % | | | 10.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I capital (to risk-weighted assets) | | | 161,300 | | | | 15.92 | % | | | 6.00 | % | | | 8.50 | % | | | 8.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I common equity (to risk-weighted assets) | | | 161,300 | | | | 15.92 | % | | | 4.50 | % | | | 7.00 | % | | | 6.50 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I capital (to average assets) | | | 161,300 | | | | 9.93 | % | | | 4.00 | % | | | 4.00 | % | | | 5.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Total risk-weighted assets | | | 1,013,109 | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Total average assets | | | 1,624,578 | | | | | | | | | | | | | | | | | | |
| | | Journey Bank | | Minimum Required For Capital Adequacy Purposes | | Minimum Required For Capital Adequacy Purposes with Conservation Buffer | | Minimum Required To Be Well Capitalized Under Prompt Corrective Action Regulations | |
| (Dollars in Thousands) | | Amount | | Ratio | | Ratio | | Ratio | | Ratio | |
| December 31, 2024 | | | | | | | | | | | |
| Total capital (to risk-weighted assets) | | $ | 152,703 | | | | 16.03 | % | | | 8.00 | % | | | 10.50 | % | | | 10.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I capital (to risk-weighted assets) | | | 143,417 | | | | 15.06 | % | | | 6.00 | % | | | 8.50 | % | | | 8.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I common equity (to risk-weighted assets) | | | 143,417 | | | | 15.06 | % | | | 4.50 | % | | | 7.00 | % | | | 6.50 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Tier I capital (to average assets) | | | 143,417 | | | | 9.10 | % | | | 4.00 | % | | | 4.00 | % | | | 5.00 | % | |
| | | | | | | | | | | | | | | | | | | | | | |
| Total risk-weighted assets | | | 952,452 | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Total average assets | | | 1,576,746 | | | | | | | | | | | | | | | | | | |
14. FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK AND CONCENTRATIONS OF CREDIT RISK
The Corporation is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Balance Sheets. The contract or notional amounts of those instruments reflect the extent of involvement the Corporation has in particular classes of financial instruments. The Corporation does not engage in trading activities with respect to any of its financial instruments with off-balance sheet risk.
The Corporation may require collateral or other security to support financial instruments with off-balance sheet credit risk. The contract or notional amounts at December 31, 2025 and 2024 were as follows:
| (In Thousands) | | 2025 | | 2024 | |
| Financial instruments whose contract amounts represents credit risk: | | | | | | | | | |
| Commitments to extend credit | | $ | 160,890 | | | $ | 169,217 | | |
| Standby letters of credit | | | 6,647 | | | | 4,828 | | |
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Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Because many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Corporation evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Corporation upon extension of credit, is based on management's credit evaluation of the counter-party. Collateral held varies but may include accounts receivable, inventory, property, plant, equipment and income-producing commercial properties.
Standby letters of credit and commercial letters of credit are conditional commitments issued by the Corporation to guarantee payment to a third party when a customer either fails to repay an obligation or fails to perform some non-financial obligation. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Corporation holds collateral supporting those commitments for which collateral is deemed necessary. The extent of collateral held for those commitments at December 31, 2025 varied from 0% to 100%. The average amount collateralized was 91.0%.
The Corporation's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and letters of credit is represented by the contractual notional amount of those instruments. The Corporation uses the same credit policies in making commitments and conditional obligations, as it does for on-balance sheet instruments.
The Corporation granted commercial, consumer and residential loans to customers primarily within Pennsylvania. Of the total loan portfolio, 89.7% was for real estate loans, principally residential. It was the opinion of management that this high concentration did not pose an adverse credit risk. Further, it is management's opinion that the remainder of the loan portfolio was balanced and diversified to the extent necessary to avoid any significant concentration of credit.
As of December31, 2025, the total reserve for unfunded commitments was $21,000 as compared to $16,000 at December31, 2024, and is accounted for in other liabilities in the Consolidated Balance Sheets. See Note 1 for more information on the accounting policy for the allowance for unfunded commitments.
15. PARENT COMPANY ONLY FINANCIAL INFORMATION
Condensed financial information for Muncy Columbia Financial Corporation (Parent Company only) was as follows:
| BALANCE SHEETS | | December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| Assets | | | | | | | | | |
| Cash | | $ | 715 | | | $ | 853 | | |
| Investment in subsidiary | | | 188,437 | | | | 162,334 | | |
| Available-for-sale debt securities | | | 1,477 | | | | 1,426 | | |
| Marketable equity securities | | | 1,411 | | | | 1,355 | | |
| Other assets | | | 501 | | | | 448 | | |
| Total Assets | | $ | 192,541 | | | $ | 166,416 | | |
| Liabilities and Stockholders' Equity | | | | | | | | | |
| Accrued expenses and other liabilities | | $ | | | | $ | 6 | | |
| Total Liabilities | | | | | | | 6 | | |
| Stockholders' Equity | | | | | | | | | |
| Common stock | | | 4,807 | | | | 4,802 | | |
| Additional paid-in capital | | | 83,720 | | | | 83,543 | | |
| Retained earnings | | | 119,364 | | | | 103,268 | | |
| Accumulated other comprehensive loss | | | (4,043 | ) | | | (13,896 | ) | |
| Treasury stock | | | (11,307 | ) | | | (11,307 | ) | |
| Total Stockholders' Equity | | | 192,541 | | | | 166,410 | | |
| Total Liabilities and Stockholders' Equity | | $ | 192,541 | | | $ | 166,416 | | |
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| STATEMENTS OF INCOME | | Years Ended December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| Income | | | | | |
| Dividends from subsidiary bank | | $ | 8,129 | | | $ | 6,269 | | |
| Interest & dividends - other | | | 87 | | | | 103 | | |
| Gains on marketable equity securities | | | 56 | | | | 60 | | |
| Realized losses on available-for-sale debt securities, net | | | | | | | (77 | ) | |
| Total Income | | | 8,272 | | | | 6,355 | | |
| Operating expenses | | | 398 | | | | 370 | | |
| Income Before Taxes and Equity in Undistributed | | | 7,874 | | | | 5,985 | | |
| Applicable income tax | | | (61 | ) | | | (68 | ) | |
| | | | | | | | | | |
| Income Before Equity in Undistributed Net Income of Subsidiary | | | 7,935 | | | | 6,053 | | |
| Equity in undistributed income of subsidiary | | | 16,290 | | | | 12,970 | | |
| Net Income | | $ | 24,225 | | | $ | 19,023 | | |
| | | | | | | | | | |
| | | | | | | | | | |
| STATEMENTS OF CASH FLOWS | | Years Ended December 31, | |
| (In Thousands) | | 2025 | | 2024 | |
| Operating Activities: | | | | | | | | | |
| Net income | | $ | 24,225 | | | $ | 19,023 | | |
| Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | | |
| Gains on marketable equity securities | | | (56 | ) | | | (60 | ) | |
| Realized losses on available-for-sale debt securities | | | | | | | 77 | | |
| Equity in undistributed net income of subsidiary | | | (16,290 | ) | | | (12,970 | ) | |
| Deferred income taxes | | | 12 | | | | 11 | | |
| Increase in other assets | | | (76 | ) | | | (97 | ) | |
| Other, net | | | 13 | | | | 7 | | |
| Net Cash Provided By Operating Activities | | | 7,828 | | | | 5,991 | | |
| Investing Activities: | | | | | | | | | |
| Proceeds from sales of available-for-sale debt securities | | | | | | | 1,424 | | |
| Net Cash Provided By Investing Activities | | | | | | | 1,424 | | |
| Financing Activities: | | | | | | | | | |
| Acquisition of treasury stock | | | | | | | (1,517 | ) | |
| Proceeds from issuance of common stock | | | 163 | | | | 187 | | |
| Cash dividends | | | (8,129 | ) | | | (6,269 | ) | |
| Net Cash Used In Financing Activities | | | (7,966 | ) | | | (7,599 | ) | |
| Decrease in Cash and Cash Equivalents | | | (138 | ) | | | (184 | ) | |
| Cash and Cash Equivalents at Beginning of Year | | | 853 | | | | 1,037 | | |
| Cash and Cash Equivalents at End of Year | | $ | 715 | | | $ | 853 | | |
16. FAIR VALUE MEASUREMENTS AND FAIR VALUES OF FINANCIAL INSTRUMENTS
The Corporation establishes a hierarchal disclosure framework associated with the level of pricing observability utilized in measuring assets and liabilities at fair value. The standard describes three levels of inputs that may be used to measure fair values:
| | Level I: | Quoted prices are available in active markets for identical assets or liabilities as of the reported date. | |
| | | | |
| | Level II: | Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date.The nature of these assets and liabilities include items for which quoted prices are available but traded less frequently, and items that are fair valued using other financial instruments of which can be directly observed. | |
| | | | |
| | Level III: | Assets and liabilities that have little to no pricing observability as of the reported date.These items do not have two-way markets and are measured using managements best estimate of fair value, where the inputs into the determination of fair value require significant management judgement or estimation. | |
This hierarchy requires the use of observable market data available.
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The following table presents the assets reported on the Consolidated Balance Sheets at their fair value on a recurring basis as of December 31, 2025 and December 31, 2024, by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
| | | December 31, 2025 | |
| (In Thousands) | | Level I | | Level II | | Level III | | Total | |
| Obligation of US Government Corporations and Agencies | | | | | | | | | | | | | | | | | |
| Mortgage-backed | | $ | | | | $ | 182,347 | | | $ | | | | $ | 182,347 | | |
| Collateralized mortgage obligations | | | | | | | 6,217 | | | | | | | | 6,217 | | |
| Other | | | | | | | 53,603 | | | | | | | | 53,603 | | |
| Obligations of state and political subdivisions | | | | | | | 84,890 | | | | | | | | 84,890 | | |
| Other debt securities | | | | | | | 188 | | | | | | | | 188 | | |
| Total available-for-sale debt securities | | $ | | | | $ | 327,245 | | | $ | | | | $ | 327,245 | | |
| | | | | | | | | | | | | | | | | | |
| Marketable equity securities | | $ | 1,411 | | | $ | | | | $ | | | | $ | 1,411 | | |
| | | | | | | | | | | | | | | | | | |
| Real estate loans held for sale | | $ | | | | $ | 847 | | | $ | | | | $ | 847 | | |
| | | December 31, 2024 | |
| (In Thousands) | | Level I | | Level II | | Level III | | Total | |
| Obligation of US Government Corporations and Agencies | | | | | | | | | |
| Mortgage-backed | | $ | | | | $ | 113,707 | | | $ | | | | $ | 113,707 | | |
| Collateralized mortgage obligations | | | | | | | 7,046 | | | | | | | | 7,046 | | |
| Other | | | | | | | 119,454 | | | | | | | | 119,454 | | |
| Obligations of state and political subdivisions | | | | | | | 82,762 | | | | | | | | 82,762 | | |
| Other debt securities | | | | | | | 279 | | | | | | | | 279 | | |
| Total available-for-sale debt securities | | $ | | | | $ | 323,248 | | | $ | | | | $ | 323,248 | | |
| | | | | | | | | | | | | | | | | | |
| Marketable equity securities | | $ | 1,355 | | | $ | | | | $ | | | | $ | 1,355 | | |
| | | | | | | | | | | | | | | | | | |
| Real estate loans held for sale | | $ | | | | $ | 1,691 | | | $ | | | | $ | 1,691 | | |
The fair values of equity securities classified as Level I are derived from quoted market prices in active markets; these assets consist entirely of stocks held in other banks. The fair values of all debt securities classified as Level II are obtained from nationally-recognized third-party pricing agencies. The fair values are derived primarily from cash flow models, which include assumptions for interest rates, credit losses, and prepayment speeds. The significant inputs utilized in the cash flow models are based on market data obtained from sources independent of the Corporation (observable inputs) and are therefore classified as Level II within the fair value hierarchy. The fair values of real estate loans held for sale classified as Level II are derived from observable pricing inputs for similar assets in active markets.
The following table presents the assets measured on a nonrecurring basis on the Consolidated Balance Sheets at their fair value as of December 31, 2025 and 2024, by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
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| | | December 31, 2025 | |
| (In Thousands) | | Level I | | Level II | | LevelIII | | Total | |
| Assets Measured on a Non-recurring Basis: | | | | | | | | | | | | | | | | | |
| Loans individually evaluated for credit loss | | $ | | | | $ | | | | $ | 7,654 | | | $ | 7,654 | | |
| Foreclosed assets held for sale | | | | | | | | | | | 320 | | | | 320 | | |
| Total nonrecurring fair value measurements | | $ | | | | $ | | | | $ | 7,974 | | | $ | 7,974 | | |
| | | December 31, 2024 | |
| (In Thousands) | | Level I | | Level II | | LevelIII | | Total | |
| Assets Measured on a Non-recurring Basis: | | | | | | | | | | | | | | | | | |
| Loans individually evaluated for credit loss | | $ | | | | $ | | | | $ | 7,398 | | | $ | 7,398 | | |
| Foreclosed assets held for sale | | | | | | | | | | | 70 | | | | 70 | | |
| Total nonrecurring fair value measurements | | $ | | | | $ | | | | $ | 7,468 | | | $ | 7,468 | | |
Loans are individually evaluated for credit loss when they do not share similar risk characteristics as similar loans within their loan pool. Foreclosed assets held for sale consist of real estate acquired by foreclosure. Loans individually evaluated for credit loss are reviewed and evaluated on at least a quarterly basis for individual reserve requirements and adjusted accordingly. The following table provides a listing of significant unobservable inputs used in the fair value measurement process for items valued utilizing level III techniques on a nonrecurring basis as of December 31, 2025 and 2024:
| | | December 31, 2025 | |
| | | Quantitative Information about Level III Fair Value Measurements | |
| (In Thousands) | | Fair Value Estimate | | Valuation Technique | | Unobservable Input | | Range | | Weighted Average | |
| Loans individually evaluated for credit loss: | | | | | | | | | | | | | |
| Commercial Real Estate | | $ | 6,377 | | | Discounted cash flows | | Charge-off rates | | 0-100% | | 18.32% | |
| Commercial Real Estate | | | 537 | | | Sales comparison | | Discount to appraised value | | 28-33% | | 30.71% | |
| Residential Real Estate | | | 740 | | | Sales comparison | | Discount to appraised value | | 10-57% | | 30.03% | |
| Total loans individually evaluated for credit loss | | $ | 7,654 | | | | | | | | | | |
| | | | | | | | | | | | | | |
| Foreclosed assets held for sale: | | | | | | | | | | | | | |
| Residential Real Estate | | $ | 320 | | | Sales comparison | | Discount to appraised value | | 33-66% | | 52.94% | |
| | | December 31, 2024 | |
| | | Quantitative Information about Level III Fair Value Measurements | |
| (In Thousands) | | Fair Value Estimate | | Valuation Technique | | Unobservable Input | | Range | | Weighted Average | |
| Loans individually evaluated for credit loss: | | | | | | | | | | | | | |
| Commercial Real Estate | | $ | 6,429 | | | Discounted cash flows | | Charge-off rates | | 0-100% | | 21.25% | |
| Commercial Real Estate | | | 513 | | | Sales comparison | | Discount to appraised value | | 26-31% | | 26.44% | |
| Residential Real Estate | | | 456 | | | Sales comparison | | Discount to appraised value | | 21-41% | | 29.40% | |
| Total loans individually evaluated for credit loss | | $ | 7,398 | | | | | | | | | | |
| | | | | | | | | | | | | | |
| Foreclosed assets held for sale: | | | | | | | | | | | | | |
| Residential Real Estate | | $ | 70 | | | Sales comparison | | Discount to appraised value | | 30.69% | | N/A | |
At December 31, 2025 and 2024, the carrying values and fair values of financial instruments that are not recorded at fair value on the Consolidated Balance Sheets are presented in the table below:
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| | | December 31, 2025 | |
| | | Carrying | | | | | | | | | |
| (In Thousands) | | Amount | | Fair Value | | Level I | | Level II | | Level III | |
| Financial assets: | | | | | | | | | | | | | | | | | | | | | |
| Cash and cash equivalents | | $ | 48,540 | | | $ | 48,540 | | | $ | 48,540 | | | $ | | | | $ | | | |
| Restricted investment in bank stocks, at cost | | | 5,412 | | | | 5,412 | | | | | | | | 5,412 | | | | | | |
| Loans, net | | | 1,167,622 | | | | 1,110,730 | | | | | | | | | | | | 1,110,730 | | |
| Accrued interest receivable | | | 5,063 | | | | 5,063 | | | | | | | | 5,063 | | | | | | |
| Mortgage servicing rights | | | 1,490 | | | | 2,074 | | | | | | | | | | | | 2,074 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Financial liabilities: | | | | | | | | | | | | | | | | | | | | | |
| Interest-bearing deposits | | $ | 1,135,740 | | | $ | 1,134,312 | | | $ | | | | $ | 758,406 | | | $ | 375,906 | | |
| Noninterest-bearing deposits | | | 277,012 | | | | 277,012 | | | | | | | | 277,012 | | | | | | |
| Short-term borrowings | | | 12,455 | | | | 12,455 | | | | | | | | 12,455 | | | | | | |
| Long-term borrowings | | | 40,584 | | | | 40,536 | | | | | | | | | | | | 40,536 | | |
| Accrued interest payable | | | 1,644 | | | | 1,644 | | | | | | | | 1,644 | | | | | | |
| | | December 31, 2024 | |
| | | Carrying | | | | | | | | | |
| (In Thousands) | | Amount | | Fair Value | | Level I | | Level II | | Level III | |
| Financial assets: | | | | | | | | | | | | | | | | | | | | | |
| Cash and cash equivalents | | $ | 17,380 | | | $ | 17,380 | | | $ | 17,380 | | | $ | | | | $ | | | |
| Restricted investment in bank stocks, at cost | | | 7,095 | | | | 7,095 | | | | | | | | 7,095 | | | | | | |
| Loans, net | | | 1,116,079 | | | | 1,042,090 | | | | | | | | | | | | 1,042,090 | | |
| Accrued interest receivable | | | 4,850 | | | | 4,850 | | | | | | | | 4,850 | | | | | | |
| Mortgage servicing rights | | | 1,756 | | | | 2,041 | | | | | | | | | | | | 2,041 | | |
| | | | | | | | | | | | | | | | | | | | | | |
| Financial liabilities: | | | | | | | | | | | | | | | | | | | | | |
| Interest-bearing deposits | | $ | 1,032,729 | | | $ | 1,031,198 | | | $ | | | | $ | 684,022 | | | $ | 347,176 | | |
| Noninterest-bearing deposits | | | 259,700 | | | | 259,700 | | | | | | | | 259,700 | | | | | | |
| Short-term borrowings | | | 68,388 | | | | 68,388 | | | | | | | | 68,388 | | | | | | |
| Long-term borrowings | | | 55,536 | | | | 55,032 | | | | | | | | | | | | 55,032 | | |
| Accrued interest payable | | | 1,857 | | | | 1,857 | | | | | | | | 1,857 | | | | | | |
Fair value is defined as a financial instrument which could be exchanged in a current transaction between willing parties other than in a forced or liquidation sale. If a quoted market price is available for a financial instrument, the estimated fair value would be calculated based upon the market price per trading unit of the instrument, but focuses on the exit price of the asset and liability.
If no readily available market exists, the fair value estimates for financial instruments should be based upon managements judgment regarding current economic conditions, interest rate risk, expected cash flows, future estimate losses, and other factors as determined through various option pricing formulas. As many of these assumptions result from judgments made by management based upon estimates that are inherently uncertain, the resulting estimated fair values may not be indicative of the amount realizable in the sale of a particular financial instrument. In addition, changes in assumptions on which the estimate fair values are based may have a significant impact on the resulting estimated fair values.
17. SUBSEQUENT EVENT
On January 29, 2026, the Corporation
filed a Current Report on Form 8-K announcing that it had entered into an Asset Purchase and Interim Servicing Agreement (the Agreement)
with RCF II Loan Acquisition, LP (the Purchaser) and Raymond James Mortgage Company, Inc. (the Facilitator),
pursuant to which the Bank agreed to sell a portfolio of 82 individual delinquent, nonperforming or reperforming 1-4 family residential
mortgage loans. The purchase price was approximately $9.1 million and was paid in cash. The outstanding principal balance of the loans
was approximately $9.8 million. The resulting pretax charge of approximately $0.7 million was recognized during the month ended January
31, 2026. The Agreement contains customary representations, warranties, covenants, repurchase obligations and indemnification provisions.
74
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
To the Stockholders and the Board of Directors
of Muncy Columbia Financial Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated
balance sheets of Muncy Columbia Financial Corporation and subsidiary (the Company) as of December 31, 2025 and 2024; the
related consolidated statements of income, comprehensive income, changes in stockholders equity, and cash flows for the years then
ended; and the related notes to the consolidated financial statements (collectively,
the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of
the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity
with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility
of the Companys management. Our responsibility is to express an opinion on the Companys financial statements based on our
audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are
required to be independent, with respect to the Company, in accordance with U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with
the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we
engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding
of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Companys
internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess
the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond
to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating
the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
75
Critical Audit Matters
The critical audit matters communicated below
are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to
the Audit Committee and that: (1) relate to accounts or disclosures that are material to the financial statements; and (2) involve our
especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter, in any way, our
opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate
opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Allowance for Credit Losses (ACL) Loans
The Companys loan portfolio totaled $1.2
billion as of December 31, 2025, and the associated ACL was $10.0 million. As described in Notes 1 and 4 to the consolidated financial
statements, the determination of the ACL requires significant judgement about the expected future losses, which is based on baseline lifetime
loss rates, which are calculated using either a discounted cash flow model or a probability of default methodology, and then adjusted
as applicable for current qualitative conditions and the forecasted environment, based upon both internal and external factors that are
different from the conditions that existed during the historical loss calculation period.
We identified the adjustments to the historical
loss factor components of the allowance for credit losses as a critical audit matter, as auditing the underlying adjustments required
significant auditor judgment, as amounts determined by management rely on analysis that is highly subjective and includes significant
estimation uncertainty.
The primary procedures we performed to address
this critical audit matter included:
|
| Testing the design, implementation, and operating effectiveness of internal controls over the calculation
of the allowance for credit losses, | |
|
| Testing the completeness and accuracy of the significant data points that management uses in their modeling
of the ACL, | |
|
| Evaluating the directional consistency and reasonableness of managements conclusions regarding
assessment of qualitative factors based on the trends identified in the underlying supporting data, and | |
|
| Testing the valuations for individually evaluated loans by evaluating assumptions on repayment and verifying
the mathematical accuracy of calculations. | |
We have served as the Companys auditor
since 2014.
/s/ S.R. Snodgrass, P.C.
Cranberry Township, Pennsylvania
March 6, 2026
76
Item 9. Changes in and Disagreements With Accountants on Accounting
and Financial Disclosure
None
Item 9A. Controls and Procedures
Our Chief Executive Officer (CEO)
and Chief Financial Officer (CFO) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities Exchange Act of 1934, as amended), based on their evaluation of these controls and procedures as of the end of the
period covered by this Report, were effective as of such date at the reasonable assurance level as discussed below to ensure that information
required to be disclosed by us in the reports we file under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized
and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and that such information
is accumulated and communicated to our management, including its principal executive officer and principal financial officer, as appropriate
to allow timely decisions regarding required disclosure.
Our management, including the
CEO and CFO, does not expect that our disclosure controls and internal controls will prevent all errors and all fraud. A control system,
no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the system are
met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control
issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments
in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. In addition, controls can be circumvented
by the individual acts of some persons, by collusion of two or more people or by management override of the controls.
The CEO and CFO have evaluated
the changes to our internal controls over financial reporting that occurred during our fiscal Quarter Ended December 31, 2025, as required
by Rules 13a-15(d) and 15d-15(d) under the Securities Exchange Act of 1934, as amended. There were no significant changes in the Corporations
internal control over financial reporting that occurred during the period covered by this report that have materially affected, or that
are reasonably likely to affect, our internal control over financial reporting.
Managements Report
on Internal Control Over Financial Reporting
Management
is responsible for establishing and maintaining adequate internal control over financial reporting for Muncy Columbia Financial Corporation
(the Corporation). Internal control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles in the United States and is not intended to provide absolute assurance that a misstatement of the Corporations
financial statements would be prevented or detected.
Internal
control over financial reporting includes those policies and procedures that pertain to the maintenance of records that in reasonable
detail accurately and fairly reflect the transactions and dispositions of the assets of the Corporation; provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Corporation are only being made in accordance with authorizations of management
and directors of the Corporation; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the Corporations assets that could have a material effect on the financial statements.
Any control
system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control
system are met. The design of a control system inherently has limitations and the benefits of controls must be weighed against their costs.
Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management
override of the controls. Therefore, no assessment of a cost-effective system of internal controls can provide absolute assurance that
all control issues and instances of fraud, if any, will be detected.
As ofDecember
31, 2025, management of the Corporation conducted an assessment of the effectiveness of the Corporations internal control over
financial reporting based on criteria established in*Internal Control Integrated Framework (2013)*issued by the
Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation under the criteria in the Framework, management
concluded that the Corporations system of internal control over financial reporting was effective as ofDecember 31, 2025.
|
/s/ Lance O. Diehl |
/s/ Joseph K. ONeill, Jr., CPA | |
|
Lance O. Diehl
President and Chief Executive Officer |
Joseph K. ONeill, Jr., CPA
Executive Vice President and Chief Financial Officer | |
77
Item 9B. Other Information
|
(a) | There was no information the Corporation was required to disclose in a report on Form 8-K during the fourth quarter of 2025 that was
not disclosed. | |
|
(b) | During the three months ended December 31, 2025, no director or officer of the Corporation adopted or terminated a Rule 10b5-1
trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation
S-K. | |
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not Applicable
78
PART III
Item 10. Directors, Executive Officers and Corporate Governance
**
Information
concerning Directors, Executive Officers and Corporate Governance is incorporated herein by reference to disclosure under the headings
Proposal No. 1 Election of Four (4) Directors to Class 1, and the captions Information as to Nominees
and Directors, Executive Officers of the Company and Significant Employees of Journey Bank, and Corporate
Governance and under the heading Proposal No. 2 Ratification of Approval of the Independent Registered Public Accounting
Firm, of the Corporations proxy statement dated March6, 2026 for the annual meeting of stockholders to be held on
April23, 2026.
The Corporations
Board of Directors has adopted a Code of Conduct and Ethics for the Corporations employees, officers and directors. The provisions
of the Code of Conduct and Ethics are available on the Corporations website at https://ir.journeybank.com/governance/governance-documents/default.aspx.
The Corporations
Board of Directors has adopted an Insider Trading Policy that prohibits the directors, officers, employees, agents, independent advisors
and consultants of the Corporation and the Bank, and their related persons, from purchasing or selling any of the Corporations
securities or the securities of any other company while in possession of material nonpublic information about the Corporation or any other
company, as applicable. The policy prohibits such persons from communicating such nonpublic information to any other person, except to
persons who need to know such information for purposes of Corporation business. The policy contains anti-hedging provisions that prohibit
directors and officers of the Corporation and the Bank from purchasing financial instruments or engaging in transactions that are designed
to hedge or offset any decrease in the market value of equity securities of the Corporation, including, without limitation, puts, calls,
prepaid variable forward contracts, equity swaps, collars, exchange funds and other derivative securities or transactions with economic
consequences comparable to the foregoing.
Item 11. Executive Compensation
Information
concerning director and executive compensation is incorporated herein by reference to disclosure under the headings Proposal No.
1 Election of Four (4) Directors to Class 1 and the captions Director
Compensation and Executive Compensation of the Corporations proxy statement dated March6, 2026 for the
annual meeting of stockholders to be held on April23, 2026.
Item 12. Security Ownership of Certain Beneficial
Owners and Management and Related Stockholder Matters
Information
concerning security ownership of certain beneficial owners and management is incorporated herein by reference to disclosure under the
heading Proposal No. 1 Election of Four (4) Directors to Class 1 and the caption Share Ownership of Directors,
Named Executive Officers and Certain Beneficial Owners of the Corporations proxy statement dated March6, 2026 for
the annual meeting of stockholders to be held on April23, 2026.
Item 13. Certain Relationships and Related Transactions,
Director Independence
Information
concerning loans and deposit balances with Directors and Executive Officers is provided in Note10 to the Consolidated Financial
Statements, which is included in PartII, Item8 of this Annual Report on Form10-K. Additional information, including
information concerning director independence, is incorporated herein by reference to disclosure appearing under heading Proposal
No. 1 Election of Four (4) Directors to Class 1 and the captions Director Independence and Transactions
with Directors and Executive Officers of the Corporations proxy statement dated March6, 2026 for the annual meeting
of stockholders to be held on April23, 2026.
Item 14. Principal Accounting Fees and Services
Information concerning services
provided by the Corporations independent auditor S.R. Snodgrass P.C., the audit committees pre-approval policies and procedures
for such services, and fees paid by the Corporation to that firm, is incorporated herein by reference to disclosure under the heading
Proposal No. 2 Ratification of Approval of the Independent Registered Public Accounting Firm of the Corporations
proxy statement dated March6, 2026 for the annual meeting of stockholders to be held on April23, 2026.
79
PART IV
Item 15. Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this
report:
(1) The following financial statements are
filed herewith in Item 8:
Report of Independent
Registered Public Accounting Firm (PCAOB ID 74)
Consolidated Balance
Sheets as of December 31, 2025 and 2024
Consolidated Statements of Income for the
Years Ended December 31, 2025 and 2024
Consolidated Statements of Comprehensive Income
for the Years Ended December 31, 2025 and 2024
Consolidated Statements of Changes in Stockholders
Equity for the Years Ended December 31, 2025 and 2024
Consolidated Statements of Cash Flows for
the Years Ended December 31, 2025 and 2024
Notes to Consolidated Financial Statements
(2) All financial statement schedules are
omitted because the required information is either not applicable, not required or is shown in the respective financial statement or in
the notes thereto, which are incorporated by reference at subsection (a)(1) of this item.
(3) Refer to the Exhibit Index following
the signature page of this report, which is incorporated herein by reference.
(b) See item 15(a) (3)
(c) None.
80
SIGNATURES
Pursuant to the requirements of
Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Muncy Columbia Financial Corporation
(Registrant)
|
By: |
/s/ Lance O. Diehl |
Date: March 6, 2026 | |
|
|
Lance O. Diehl
President and Chief Executive Officer
(Principal Executive Officer)
|
| |
|
By: |
/s/ Joseph K. ONeill, Jr. |
Date: March 6, 2026 | |
|
|
Joseph K. ONeill, Jr.
Executive Vice President and Chief
Financial Officer (Principal Financial
and Accounting
Officer)
|
| |
Pursuant to the requirements of
the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.
81
BOARD OF DIRECTORS
|
By: |
/s/ Todd M. Arthur |
Date: March 6, 2026 | |
|
|
Todd M. Arthur |
| |
|
|
|
| |
|
By: |
/s/ Lance O. Diehl |
Date: March 6, 2026 | |
|
|
Lance O. Diehl |
| |
|
|
|
| |
|
By: |
/s/ Robert W. Dillon |
Date: March 6, 2026 | |
|
|
Robert W. Dillon |
| |
|
|
|
| |
|
By: |
/s/ Robert J. Glunk |
Date: March 6, 2026 | |
|
|
Robert J. Glunk |
| |
|
|
|
| |
|
By: |
/s/ Robert P. Hager |
Date: March 6, 2026 | |
|
|
Robert P. Hager |
| |
|
|
|
| |
|
By: |
/s/ Willard H. Kile, Jr. |
Date: March 6, 2026 | |
|
|
Willard H. Kile, Jr. |
| |
|
|
|
| |
|
By: |
/s/ Brian D. Klingerman |
Date: March 6, 2026 | |
|
|
Brian D. Klingerman |
| |
|
|
|
| |
|
By: |
/s/ W. Bruce McMichael, Jr. |
Date: March 6, 2026 | |
|
|
W. Bruce McMichael, Jr. |
| |
|
|
|
| |
|
By: |
/s/ Robert M. Rabb |
Date: March 6, 2026 | |
|
|
Robert M. Rabb |
| |
|
|
|
| |
|
By: |
/s/ Steven H. Shannon |
Date: March 6, 2026 | |
|
|
Steven H. Shannon |
| |
|
|
|
| |
|
By: |
/s/ Bonnie M. Tompkins |
Date: March 6, 2026 | |
|
|
Bonnie M. Tompkins |
| |
|
|
|
| |
|
By: |
/s/ Edwin A. Wenner |
Date: March 6, 2026 | |
|
|
Edwin A. Wenner |
| |
|
|
|
| |
|
By: |
/s/ Brenda R. H. Williams |
Date: March 6, 2026 | |
|
|
Brenda R. H. Williams |
| |
82
INDEX TO EXHIBITS
The following exhibits are filed herewith, or, as
indicated, incorporated by reference as a part of this report.
|
3.1 |
Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K (filed on August 18, 2025)) | |
|
|
| |
|
3.2 |
Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to Registrants Current Report on Form 8-K (filed on December 11, 2024) | |
|
|
| |
|
4.1 |
Form of common stock certificate (Filed herewith) | |
|
|
| |
|
4.2 |
Description of Registrants Common Stock (Filed herewith) | |
|
|
| |
|
10.1 |
Amended and Restated Employment Agreement dated as of February 13, 2024 by and among Registrant, Journey Bank and Robert J. Glunk (incorporated by reference to Exhibit 10.2 to the Registrants Current Report on Form 8-K (filed on February 14, 2024)) | |
|
|
| |
|
10.2 |
Employment Agreement dated as of April17, 2023 by and among CCFNB Bancorp, Inc., First Columbia Bank & Trust Co. and Joseph K. ONeill, Jr. (incorporated by reference to Exhibit 10.4 to the Registrants Registration Statement on Form S-4 (File No. 333-273023 filed on June 29, 2023)) | |
|
|
| |
|
10.3 |
Amended and Restated Employment Agreement dated as of February 13, 2024 by and among Registrant, Journey Bank and Lance O. Diehl (incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K (filed on February 14, 2024)) | |
|
|
| |
|
10.4 |
First Amendment to Amended and Restated Employment Agreement dated as of December 10, 2024 by and among Registrant, Journey Bank and Lance O. Diehl (incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K (filed on December 12, 2024)) | |
|
|
| |
|
10.5 |
Amended and Restated Employment Agreement dated as of August 2, 2023 by and among CCFNB Bancorp, Inc., First Columbia Bank & Trust Co. and Jeffrey T. Arnold (incorporated by reference to Exhibit 10.7 to the Registrants Registration Statement on Form S-4 Amendment No. 1 (File No. 333-273023 filed on August 7, 2023)) | |
|
|
| |
|
10.6 |
Supplemental Executive Retirement Plan Agreement dated April15, 2003, between First Columbia Bank & Trust Co. (formerly Columbia County Farmers National Bank) and Lance O. Diehl, as amended (incorporated by reference to Exhibit 10.10 to the Registrants Registration Statement on Form S-4 (File No. 333-273023 filed on June 29, 2023)) | |
|
|
| |
|
10.7 |
Third Amendment to Supplemental Executive Retirement Agreement dated April15, 2003 for Lance O. Diehl dated December 10, 2024 between Journey Bank and Lance O. Diehl (incorporated by reference to Exhibit 10.2 to the Registrants Current Report on Form 8-K (filed on December 12, 2024)) | |
|
|
| |
|
10.8 |
2022 Supplemental Executive Retirement Plan dated March15, 2022 between First Columbia Bank& Trust Co. and Lance O. Diehl, as amended (incorporated by reference to Exhibit 10.11 to the Registrants Registration Statement on Form S-4 (File No. 333-273023 filed on June 29, 2023)) | |
|
|
| |
|
10.9 |
Supplemental Executive Retirement Benefit Agreement dated December15, 2010 between First Columbia Bank& Trust Co. and Jeffrey T. Arnold, as amended (incorporated by reference to Exhibit 10.12 to the Registrants Registration Statement on Form S-4 (File No. 333-273023 filed on June 29, 2023)) | |
|
|
| |
|
10.10 |
Supplemental Executive Retirement Agreement dated May 17, 2016, as amended, by and between Journey Bank, as successor by merger to The Muncy Bank and Trust Company, and Robert J. Glunk (incorporated by reference to Exhibit 10.3 to Registrations Current Report on Form 8-K (filed on November 16, 2023)) | |
|
|
| |
|
10.11 |
Third Amendment to Supplemental Executive Retirement Plan dated February 13, 2024, between Journey Bank and Robert J. Glunk (incorporated by reference to Exhibit 10.3 to Registrants Current Report on Form 8-K (filed on February 14, 2024)) | |
|
|
| |
|
10.12 |
Supplemental Executive Retirement Agreement dated September 24, 2020, as amended, by and between Journey Bank, as successor by merger to The Muncy Bank and Trust Company, and Joseph K. ONeill, Jr. (incorporated by reference to Exhibit 10.4 to Registrants Current Report on Form 8-K (filed on November 16, 2023)) | |
|
|
| |
|
10.13 |
Employment Separation Agreement and Release dated February 11, 2025 between Robert J. Glunk, Muncy Columbia Financial Corporation and Journey Bank (incorporated by reference to Exhibit 10.1 to Registrants Current Report on Form 8-K (filed on February 12, 2025)) | |
|
|
| |
|
10.14 |
Fourth Amendment to Supplemental Executive Retirement Agreement dated February 11, 2025 between Journey Bank and Robert Glunk (incorporated by reference to Exhibit 10.2 to Registrants Current Report on Form 8-K (filed on February 12, 2025)) | |
83
|
10.15 |
Second Amendment to 2022 Supplemental Executive Retirement Plan dated March 15, 2022 between Lance Diehl and Journey Bank (incorporated by reference to Exhibit 10.1 to Registrants Current Report on Form 8-K (filed on July 9, 2025)) | |
|
|
| |
|
10.16 |
Fourth Amendment to Supplemental Executive Retirement Agreement dated April 15, 2003 between Lance Diehl and Journey Bank (incorporated by reference to Exhibit 10.2 to Registrants Current Report on Form 8-K (filed on July 9, 2025)) | |
|
|
| |
|
10.17 |
Fifth Amendment to Supplemental Executive Retirement Agreement dated December 15, 2010 between Jeffrey Arnold and Journey Bank (incorporated by reference to Exhibit 10.3 to Registrants Current Report on Form 8-K (filed on July 9, 2025)) | |
|
|
| |
|
10.18 |
The Muncy Bank and Trust Company 2019 Executive Split Dollar Life Insurance Plan (incorporated by reference to Exhibit 10.4 to Registrants Current Report on Form 8-K (filed on July 9, 2025)) | |
|
|
| |
|
10.19 |
Form of Participation Agreement under The Muncy Bank and Trust Company 2019 Executive Split Dollar Life Insurance Plan (incorporated by reference to Exhibit 10.5 to Registrants Current Report on Form 8-K (filed on July 9, 2025)) | |
|
|
| |
|
14. |
Code of Conduct and Ethics The Code of Conduct and Ethics is available through the Registrants website at https://ir.journeybank.com/governance/governance-documents/default.aspx | |
|
|
| |
|
19. |
Insider Trading Policy (incorporated by reference to Exhibit 19 to Registrants Annual Report on Form 10-K (filed on March 7, 2025)) | |
|
|
| |
|
21.1 |
Subsidiaries of Muncy Columbia Financial Corporation (Filed herewith) | |
|
|
| |
|
23. |
Consent of Independent Registered Public Accounting Firm (Filed herewith) | |
|
|
| |
|
31.1 |
Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer (Filed herewith) | |
|
|
| |
|
31.2 |
Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer (Filed herewith) | |
|
|
| |
|
32.1 |
Section 1350 Certification of Chief Executive Officer (Filed herewith) | |
|
|
| |
|
32.2 |
Section 1350 Certification of Chief Financial Officer (Filed herewith) | |
|
|
| |
|
99.1 |
Additional information mailed or made available to shareholders with the proxy statement and annual report on Form 10-K on March 6, 2026 (Filed herewith) | |
|
|
| |
|
101. |
Interactive data file (Filed herewith) | |
|
|
| |
|
104. |
Cover page interactive data file (embedded in the cover page formatted in Inline XBRL) | |
84