EXHIBIT 99.2
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
WEST MILTON, PENNSYLVANIA
SEPTEMBER 30, 2025
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 2025
Page
Number
Financial Statements
Consolidated Balance Sheet - September 30, 2025 (unaudited) and December 31, 20243
Consolidated Statement of Operations (unaudited)4
Consolidated Statement of Comprehensive Income (unaudited)5
Consolidated Statement of Changes in Stockholders’ Equity (unaudited)6
Consolidated Statement of Cash Flows (unaudited)7
Notes to the Unaudited Consolidated Financial Statements8–25
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED BALANCE SHEET (UNAUDITED)
| | | | | | |
|
| September 30, |
| December 31, | ||
(In Thousands, Except Share and Per Share Data) | | 2025 | | 2024 | ||
ASSETS |
| |
|
| |
|
Cash and due from banks |
| $ | 6,080 | | $ | 5,549 |
Available-for-sale debt securities, at fair value | |
| 148,243 | |
| 155,058 |
Marketable equity securities, at fair value | | | 37 | | | 915 |
Restricted investment in bank stocks, at cost | | | 7,275 | | | 6,210 |
Loans, net of allowance for credit losses of $3,208 and $3,437 | | | 396,851 | |
| 389,126 |
Bank premises and equipment, net | |
| 10,163 | |
| 10,582 |
Other real estate owned | |
| 50 | |
| 0 |
Accrued interest receivable | |
| 3,028 | |
| 2,742 |
Cash surrender value of life insurance | |
| 7,953 | |
| 7,815 |
Other assets | |
| 7,702 | |
| 9,696 |
TOTAL ASSETS | | $ | 587,382 | | $ | 587,693 |
| | | | | | |
LIABILITIES | |
| | |
| |
Interest-bearing deposits | | $ | 470,677 | | $ | 460,373 |
Noninterest-bearing deposits | |
| 30,360 | |
| 27,624 |
Total Deposits | |
| 501,037 | |
| 487,997 |
Other borrowings | |
| 45,800 | |
| 62,200 |
Dividends payable | | | 0 | | | 682 |
Accrued interest payable | |
| 1,537 | |
| 1,035 |
Other liabilities | |
| 2,621 | |
| 2,404 |
TOTAL LIABILITIES | |
| 550,995 | |
| 554,318 |
| | | | | | |
STOCKHOLDERS' EQUITY | |
| | |
| |
Common stock, par value $1.00 per share; authorized 5,000,000 shares; | |
| | |
| |
3,375,000 shares issued and 2,841,314 shares outstanding at September 30, 2025 and December 31, 2024 | |
| 3,375 | |
| 3,375 |
Additional paid-in capital | |
| 455 | |
| 455 |
Retained earnings | |
| 53,110 | |
| 55,234 |
Accumulated other comprehensive loss | | | (13,672) | |
| (18,808) |
Treasury stock, at cost; 533,686 shares at September 30, 2025 and December 31, 2024 | |
| (6,881) | |
| (6,881) |
TOTAL STOCKHOLDERS' EQUITY | |
| 36,387 | |
| 33,375 |
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY | | $ | 587,382 | | $ | 587,693 |
See Notes to Unaudited Consolidated Financial Statements
3
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| | | | | | | |
| | Nine Months Ended | | ||||
| | September 30, | | ||||
(In Thousands, Except Per Share Data) | | 2025 | | 2024 | | ||
INTEREST INCOME: | | |
|
| |
| |
Interest and fees on loans | | $ | 18,337 | | $ | 16,526 | |
Income from available-for-sale debt securities: | |
| | |
| | |
Taxable | |
| 2,164 | |
| 2,939 | |
Tax-exempt | |
| 1,251 | |
| 1,396 | |
Dividends on marketable equity securities | | | 35 | | | 46 | |
Interest on deposits with other banks | |
| 65 | |
| 59 | |
Total interest and dividend income | |
| 21,852 | |
| 20,966 | |
INTEREST EXPENSE: | |
|
| |
|
| |
Interest on deposits | |
| 7,641 | |
| 7,976 | |
Interest on other borrowings | |
| 1,831 | |
| 2,730 | |
Total interest expense | |
| 9,472 | |
| 10,706 | |
Net interest income | |
| 12,380 | |
| 10,260 | |
Provision for credit loss expenses- Loans | |
| 1,954 | |
| 94 | |
Net interest income after credit loss expense | |
| 10,426 | |
| 10,166 | |
OTHER INCOME: | |
|
| |
|
| |
Service charges on deposit accounts | |
| 364 | |
| 364 | |
Realized losses on available-for-sale debt securities, net | |
| (142) | |
| 0 | |
Gains on marketable equity securities, net | |
| 30 | |
| 86 | |
Loss on interest rate swap | |
| (205) | |
| 0 | |
Realized gains on loans sales, net | |
| 257 | |
| 248 | |
Bank card and credit card interchange fees | | | 437 | | | 441 | |
Brokerage fees and commissions | | | 222 | | | 309 | |
Increase in cash surrender value of life insurance | | | 138 | | | 135 | |
Other operating income | |
| 967 | |
| 714 | |
Total other income | |
| 2,068 | |
| 2,297 | |
OTHER EXPENSES: | |
|
| |
|
| |
Salaries and employee benefits | | | 6,155 | | | 6,401 | |
Occupancy expense | | | 616 | | | 532 | |
Furniture and equipment expense | | | 847 | | | 958 | |
Automated teller machine expense | |
| 270 | |
| 257 | |
Data processing expenses | |
| 1,274 | |
| 900 | |
Pennsylvania corporate and shares taxes | |
| 276 | |
| 198 | |
Merger-related expenses | | | 1,460 | | | 0 | |
Other operating expenses | |
| 1,955 | |
| 1,505 | |
Total other expenses | |
| 12,853 | |
| 10,751 | |
(Loss) Income before income tax provision | |
| (359) | |
| 1,712 | |
(Credit) Provision for income taxes | |
| (281) | |
| 57 | |
NET (LOSS) INCOME | | $ | (78) | | $ | 1,655 | |
(LOSS) EARNINGS PER COMMON SHARE - BASIC AND DILUTED | | $ | (0.03) | | $ | 0.58 | |
See Notes to Unaudited Consolidated Financial Statements
4
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
| | | | | | | |
| | Nine Months Ended | | ||||
| | September 30, | | September 30, | | ||
(In Thousands) | | 2025 |
| 2024 | | ||
Net (loss) income | | $ | (78) | | $ | 1,655 | |
| | | | | | | |
Unrealized gains on available-for-sale debt securities: | | | | | | | |
| | | | | | | |
Unrealized holding gains on available-for-sale debt securities | | | 6,359 | | | 4,091 | |
Reclassification adjustment for losses realized in earnings (a) | | | 142 | | | 0 | |
Other comprehensive gain on available-for-sale debt securities | | | 6,501 | | | 4,091 | |
| | | | | | | |
Taxes | |
| (1,365) | |
| (859) | |
| | | | | | | |
Net other comprehensive income | |
| 5,136 | |
| 3,232 | |
| | | | | | | |
Total comprehensive income | | $ | 5,058 | | $ | 4,887 | |
| (a) | Realized losses on available-for-sale debt securities are included in the Consolidated Statements of Operations as a separate element of Other Income. |
See Notes to Unaudited Consolidated Financial Statements
5
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)
| | | | | | | | | | | | | | | | | | |
|
| | |
| | |
| | |
| Accumulated |
| | |
| | | |
|
| | |
| Additional |
| | |
| Other |
| | | | | | ||
Nine Months Ended |
| Common |
| Paid-in |
| Retained |
| Comprehensive |
| Treasury |
| | | |||||
September 30, 2025 |
| Stock |
| Capital |
| Earnings |
| Loss |
| Stock |
| Total | ||||||
Balance, December 31, 2024 |
| $ | 3,375 | | $ | 455 | | $ | 55,234 | | $ | (18,808) | | $ | (6,881) | | $ | 33,375 |
Net loss |
| | | | | | | | (78) | | | | | | | | | (78) |
Other comprehensive income |
| | | | | | | | | | | 5,136 | | | | | | 5,136 |
Dividends declared, $0.72 per share |
| | | | | | | | (2,046) | | | | | | | | | (2,046) |
Balance, September 30, 2025 |
| $ | 3,375 | | $ | 455 | | $ | 53,110 | | $ | (13,672) | | $ | (6,881) | | $ | 36,387 |
| | | | | | | | | | | | | | | | | | |
Nine Months Ended September 30, 2024 |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
|
Balance, December 31, 2023 |
| $ | 3,375 | | $ | 455 | | $ | 55,612 | | $ | (17,119) | | $ | (6,881) | | $ | 35,442 |
Net income |
|
|
| |
|
| |
| 1,655 | |
|
| |
|
| |
| 1,655 |
Other comprehensive income |
|
|
| |
|
| |
| | |
| 3,232 | |
|
| |
| 3,232 |
Dividends declared, $0.72 per share |
|
|
| |
|
| |
| (2,045) | |
|
| |
|
| |
| (2,045) |
Balance, September 30, 2024 |
| $ | 3,375 | | $ | 455 | | $ | 55,222 | | $ | (13,887) | | $ | (6,881) | | $ | 38,284 |
See Notes to Unaudited Consolidated Financial Statements
6
SUSQUEHANNA COMMUNITY FINANCIAL, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
| | | | | | | |
|
| Nine Months Ended |
| ||||
| | September 30, | | September 30, |
| ||
(In Thousands) | 2025 |
| 2024 |
| |||
CASH FLOWS FROM OPERATING ACTIVITIES: |
| |
|
| |
| |
Net (loss) income | | $ | (78) | | $ | 1,655 | |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |
| | |
| | |
Provision for depreciation | |
| 510 | |
| 592 | |
Provision for credit losses | | | 1,954 | | | 94 | |
Increase in cash surrender value of life insurance | |
| (138) | |
| (135) | |
Gain on bank-owned life insurance benefits | | | 0 | | | (59) | |
Amortization and accretion of available-for-sale debt securities, net | |
| 181 | |
| 217 | |
Realized losses on available-for-sale debt securities | |
| 142 | |
| 0 | |
Gains on marketable equity securities, net | |
| (30) | |
| (86) | |
Gain on sales of loans, net | |
| (257) | |
| (248) | |
Origination of loans for sale | |
| (7,820) | |
| (9,270) | |
Proceeds from sales of loans | |
| 7,151 | |
| 8,809 | |
Change in: | |
| | | | | |
Accrued interest receivable | |
| (286) | |
| 108 | |
Other assets | |
| 629 | |
| 900 | |
Accrued interest payable | |
| 502 | |
| 551 | |
Other liabilities | |
| 217 | |
| 116 | |
Net Cash Provided by Operating Activities | |
| 2,677 | |
| 3,244 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |
| | |
|
| |
Proceeds from maturities of available-for-sale debt securities | |
| 9,079 | |
| 9,236 | |
Proceeds from sales of available-for-sale debt securities | |
| 3,914 | |
| 0 | |
Proceeds from sales of equity securities | |
| 908 | |
| 133 | |
Proceeds from bank-owned life insurance | |
| 0 | |
| 1,576 | |
Purchase of restricted investment in bank stocks | | | (4,826) | | | (1,895) | |
Redemption of restricted investment in bank stocks | | | 3,761 | | | 1,507 | |
Net increase in loans | |
| (8,803) | |
| (19,227) | |
Acquisition of bank premises and equipment | |
| (91) | |
| (426) | |
Net Cash Provided by (Used in) Investing Activities | |
| 3,942 | |
| (9,096) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |
| | |
|
| |
Net increase (decrease) in deposits | |
| 13,040 | |
| (2,341) | |
Net (decrease) increase in Federal Home Loan Bank line-of-credit | |
| (14,400) | |
| 9,500 | |
Net (decrease) increase in Atlantic Community Bankers Bank line-of-credit | | | (2,000) | | | 1,300 | |
Dividends paid | |
| (2,728) | |
| (2,045) | |
Net Cash (Used for) Provided by Financing Activities | |
| (6,088) | |
| 6,414 | |
NET INCREASE IN CASH AND CASH EQUIVALENTS | |
| 531 | |
| 562 | |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | |
| 5,549 | |
| 6,058 | |
CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 6,080 | | $ | 6,620 | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |
| | |
| | |
Foreclosure of real estate loan | | $ | 50 | | $ | 0 | |
Interest paid | | $ | 8,970 | | $ | 10,155 | |
Income taxes paid | | $ | 275 | | $ | 25 | |
See Notes to Unaudited Consolidated Financial Statements
7
SUSQUEHANNA FINANCIAL COMMUNITY, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation and Basis of Financial Statement Presentation
The consolidated financial statements include the accounts of Susquehanna Community Financial, Inc., and its wholly-owned subsidiaries, Susquehanna Community Bank (“Bank”) and Susquehanna Financial Investment Corporation (collectively, the “Corporation”). All significant intercompany balances and transactions have been eliminated.
Accounting principles generally accepted in the United States of America (“GAAP”) require a corporation’s consolidated financial statements to include subsidiaries in which the corporation has a controlling financial interest. This requirement usually has been applied to subsidiaries in which a corporation has a majority voting interest.
Investments in companies in which the Corporation controls operating and financing decisions (principally defined as owning a voting or economic interest greater than 50%) are consolidated. Investments in companies in which the Corporation has significant influence over operating and financing decisions (principally defined as owning a voting or economic interest of 20% to 50%) are generally accounted for by the equity method of accounting.
The unaudited Interim Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information. The preparation of consolidated financial statements in accordance with 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 the consolidated balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, the interim statements reflect all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows of the Corporation. All such adjustments are of a normal recurring nature. Certain information and footnote disclosure normally included in the financial statements prepared in accordance with GAAP and industry practice have been omitted from interim reporting pursuant to SEC rules. These Interim Consolidated Financial Statements and the accompanying notes should be read in conjunction with the Corporation’s audited consolidated financial statements for the years ended December 31, 2024 and 2023.
Significant Accounting Policies
The significant accounting policies followed by the Corporation and used in the preparation of these unaudited Interim Consolidated Financial Statements are disclosed in the Corporation’s annual report for the year ended December 31, 2024 and are unchanged at September 30, 2025. These policies are in accordance with principles generally accepted in the United States of America and conform to common practices in the banking industry.
8
2. SECURITIES
Debt Securities
The amortized cost and fair value of available-for-sale debt securities at September 30, 2025 and December 31, 2024 are as follows:
| | | | | | | | | | | | | | | |
(In Thousands) |
| September 30, 2025 | |||||||||||||
| | | | | Gross | | Gross | | | | | | | ||
| | | | | Unrealized | | Unrealized | | | | | | | ||
|
| Amortized |
| Holding |
| Holding | | Allowance for | | Fair | |||||
|
| Cost |
| Gains |
| Losses | | Credit Losses | | Value | |||||
Obligations of the U.S. Treasury | | $ | 2,098 | | $ | 0 | | $ | (139) | | $ | 0 | | $ | 1,959 |
Obligations of U.S. Government agencies | | | 30,541 | | | 0 | | | (3,322) | | | 0 | | | 27,219 |
Mortgage-backed securities | | | 63,409 | | | 7 | | | (8,202) | | | 0 | | | 55,214 |
Obligations of states and political subdivisions | |
| 66,300 | |
| 9 | |
| (5,582) | |
| 0 | |
| 60,727 |
Corporate debt securities | |
| 3,201 | | | 7 | |
| (84) | |
| 0 | |
| 3,124 |
Total available-for-sale debt securities | | $ | 165,549 | | $ | 23 | | $ | (17,329) | | $ | 0 | | $ | 148,243 |
| | | | | | | | | | | | | | | |
(In Thousands) |
| December 31, 2024 | |||||||||||||
| | | | | Gross | | Gross | | | | | | | ||
| | | | | Unrealized | | Unrealized | | | | | | | ||
|
| Amortized |
| Holding |
| Holding | | Allowance for | | Fair | |||||
|
| Cost |
| Gains |
| Losses | | Credit Losses | | Value | |||||
Obligations of the U.S. Treasury | | $ | 2,123 | | $ | 0 | | $ | (221) | | $ | 0 | | $ | 1,902 |
Obligations of U.S. Government agencies | | | 33,447 | | | 0 | | | (4,737) | | | 0 | | | 28,710 |
Mortgage-backed securities | | | 68,922 | | | 0 | | | (11,357) | | | 0 | | | 57,565 |
Obligations of states and political subdivisions | |
| 68,157 | |
| 0 | |
| (7,308) | |
| 0 | |
| 60,849 |
Corporate debt securities | |
| 6,216 | | | 4 | |
| (188) | |
| 0 | |
| 6,032 |
Total available-for-sale debt securities | | $ | 178,865 | | $ | 4 | | $ | (23,811) | | $ | 0 | | $ | 155,058 |
At September 30, 2025 and December 31, 2024, investment securities with a carrying value of $95,143,000 and $97,638,000, respectively, were pledged to secure certain deposits and for other purposes as required law.
The amortized cost and fair value of available-for-sale securities by contractual maturity are shown below (in thousands). Excepted maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Because mortgage-backed securities are not due at a single maturity date, they are not included in the maturity categories in the following maturity summary:
| | | | | | |
(In Thousands) | | September 30, 2025 | ||||
| | Amortized | | Fair | ||
|
| Cost |
| Value | ||
Due in one year or less | | $ | 0 | | $ | 0 |
Due from one year through five years | |
| 16,862 | |
| 15,893 |
Due from five years through ten years | |
| 32,591 | |
| 28,858 |
Due after ten years | |
| 52,687 | |
| 48,278 |
Sub-total | |
| 102,140 | |
| 93,029 |
Mortgage-backed securities | |
| 63,409 | |
| 55,214 |
Total | | $ | 165,549 | | $ | 148,243 |
9
There is no concentration of investments that exceed 10 precent of shareholders’ equity of any individual issuer, excluding those guaranteed by the U.S government or its agencies.
Gross realized gains and gross realized losses on sales of available-for-sale debt securities for the nine months ended September 30, 2025 and 2024, were as follows:
| | | | | | |
(In Thousands) | | Nine Months Ended | ||||
| | September 30, | | September 30, | ||
|
| 2025 |
| 2024 | ||
Gross realized gains from sales | | $ | 0 | | $ | 0 |
Gross realized losses from sales | |
| 142 | |
| 0 |
Proceeds from sales | | | 3,914 | | | 0 |
Equity Securities
A summary of realized and unrealized gains and (losses) on equity securities for the nine months ended September 30, 2025 and 2024, were as follows:
| | | | | | |
|
| | ||||
(In Thousands) | | September 30, | | September 30, | ||
|
| 2025 |
| 2024 | ||
Net unrealized (losses) gains recognized during the reporting period on equity securities still held at the reporting date | | $ | (13) | | $ | 82 |
| | | | | | |
Net realized gains recognized during the period on equity securities sold during the period | | | 43 | | | 4 |
| | | | | | |
Gains recognized during the reporting period on equity securities | | $ | 30 | | $ | 86 |
The following tables present gross unrealized losses and fair value of available-for-sale debt securities with unrealized losses, for which no allowance for credit losses has been recorded, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at September 30, 2025 and December 31, 2024:
| | | | | | | | | | | | | | | | | | |
September 30, 2025 |
| Less Than 12 Months |
| 12 Months or More |
| Total | ||||||||||||
(In Thousands) | | Fair | | Unrealized | | Fair | | Unrealized | | Fair | | Unrealized | ||||||
|
| Value |
| Losses |
| Value |
| Losses |
| Value |
| Losses | ||||||
Obligations of the U.S. Treasury | | $ | 0 | | $ | 0 | | $ | 1,959 | | $ | 139 | | $ | 1,959 | | $ | 139 |
Obligations of U.S. Government agencies | | | 0 | | | 0 | | | 27,219 | | | 3,322 | | | 27,219 | | | 3,322 |
Mortgage-backed securities | | | 0 | | | 0 | | | 54,105 | | | 8,202 | | | 54,105 | | | 8,202 |
Obligations of states and political subdivisions | | | 2,464 | | | 35 | | | 56,418 | | | 5,547 | | | 58,882 | | | 5,582 |
Corporate debt securities | | | 0 | | | 0 | | | 2,129 | | | 84 | | | 2,129 | | | 84 |
Total | | $ | 2,464 | | $ | 35 | | $ | 141,830 | | $ | 17,294 | | $ | 144,294 | | $ | 17,329 |
| | | | | | | | | | | | | | | | | | |
December 31, 2024 |
| Less Than 12 Months |
| 12 Months or More |
| Total | ||||||||||||
(In Thousands) | | Fair | | Unrealized | | Fair | | Unrealized | | Fair | | Unrealized | ||||||
|
| Value |
| Losses |
| Value |
| Losses |
| Value |
| Losses | ||||||
Obligations of the U.S. Treasury | | $ | 0 | | $ | 0 | | $ | 1,902 | | $ | 221 | | $ | 1,902 | | $ | 221 |
Obligations of U.S. Government agencies | | | 0 | | | 0 | | | 28,710 | | | 4,737 | | | 28,710 | | | 4,737 |
Mortgage-backed securities | | | 1,088 | | | 26 | | | 56,477 | | | 11,331 | | | 57,565 | | | 11,357 |
Obligations of states and political subdivisions | | | 5,255 | | | 163 | | | 55,594 | | | 7,145 | | | 60,849 | | | 7,308 |
Corporate debt securities | | | 0 | | | 0 | | | 5,527 | | | 188 | | | 5,527 | | | 188 |
Total | | $ | 6,343 | | $ | 189 | | $ | 148,210 | | $ | 23,622 | | $ | 154,553 | | $ | 23,811 |
10
Obligations of U.S. Treasury
Obligations of U.S. Treasuries consist of medium and long-term notes issued by the U.S. Treasury. These securities have interest rates that are largely fixed-rate, have varying mid- to long-term maturity dates and have contractual cash flows guaranteed by the U.S. Government.
At September 30, 2025, one U.S. Treasury security had an unrealized loss, and this security was in a continuous loss position for twelve months or more. This unrealized loss relates principally to changes in interest rates subsequent to the acquisition of this specific security.
Obligations of U.S. Government Agencies
Obligations of U.S. government agencies consist of medium and long-term notes issued by Federal Home Loan Mortgage Corporation (FHLMC), Federal National Mortgage Association (FNMA), and Federal Home Loan Bank (FHLB). These securities have interest rates that are largely fixed-rate, have varying mid- to long-term maturity dates and have contractual cash flows guaranteed by the U.S. Government or agencies of the U.S. Government.
At September 30, 2025, twenty-four U.S. government agency and sponsored agency securities had unrealized losses, and these securities had been in a continuous loss position for twelve months or more. These unrealized losses relate principally to changes in interest rates subsequent to the acquisition of the specific securities.
Mortgage-Backed Securities
Mortgage-backed securities consist of medium and long-term pools of securitized residential mortgages issued by FHLMC, FNMA, and Government National Mortgage Association (GNMA). These securities have interest rates that are largely fixed-rate, have varying mid- to long-term maturity dates and have contractual cash flows guaranteed by the U.S. Government or agencies of the U.S. Government.
At September 30, 2025, forty-seven mortgage-backed securities had unrealized losses, and these securities had been in a continuous loss position for twelve months or more. These unrealized losses relate principally to changes in interest rates subsequent to the acquisition of the specific securities.
Obligations of State and Political Subdivisions
The municipal securities are bank qualified general obligation or revenue-based bonds; rated as investment grade by various credit rating agencies and have fixed rates of interest with mid- to long-term maturities. Fair values of these securities are highly driven by interest rates. Management performs ongoing credit quality reviews on these issues.
At September 30, 2025, one hundred forty-four state and political subdivision securities had unrealized losses, and one hundred thirty-nine of the securities had been in a continuous loss position for twelve months or more. These unrealized losses relate principally to changes in interest rates subsequent to the acquisition of the specific securities.
Corporate Debt Securities
Corporate debt securities consist of debt securities issued by U.S. corporations. These securities have interest rates that are largely fixed-rate and have short- and medium-term maturity dates. The majority of the corporate issuers are rated investment grade by crediting rating agencies and those issuers that are rated below investment grade have received some type of government support to bolster their creditworthiness. Management performs ongoing credit quality reviews on these issues.
At September 30, 2025, six corporate debt securities had unrealized losses, and these securities had been in a continuous loss position for twelve months or more. These unrealized losses relate principally to changes in interest rates subsequent to the acquisition of the specific securities.
The Corporation recognized no credit losses during 2025 and 2024.
11
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES
The composition of the Corporation’s loan portfolio at September 30, 2025 and December 31, 2024 is as follows:
| | | | | | |
|
| September 30, |
| December 31, | ||
|
| 2025 | | 2024 | ||
Commercial real estate | | $ | 130,680 | | $ | 130,877 |
Commercial real estate - construction | | | 21,854 | | | 13,415 |
Commercial and industrial | | | 20,690 | | | 22,400 |
Acquisition, construction & development | | | 215 | | | 215 |
Agricultural | | | 46,622 | | | 48,623 |
Residential mortgage | | | 133,977 | | | 128,407 |
Home equity | | | 33,585 | | | 35,193 |
Consumer - other | | | 4,605 | | | 5,845 |
Obligation of state & political subdivisions | | | 7,831 | | | 7,588 |
Total | | | 400,059 | | | 392,563 |
Less: allowance for credit losses on loans | | | (3,208) | | | (3,437) |
Loans, net | | $ | 396,851 | | $ | 389,126 |
The following tables summarize the activity in the allowance for credit losses by loan class for the nine months ended September 30, 2025 and 2024 and information in regards to the allowance of credit losses and the recorded investment in loans receivable by loan class of September 30, 2025 and 2024 (in thousands):
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | Ending | | Ending | ||||||
| | | | | | | | | | | Balance: | | Balance: | |||||||
Allowance for Credit Losses | Beginning | | | | | | Provision | | Ending | | Individually | | Collectively | |||||||
Nine Months Ended September 30, 2025 | Balance | | Charge-offs | | Recoveries | | (Reduction) | | Balance | | Evaluated | | Evaluated | |||||||
Commercial real estate | $ | 2,610 | | $ | 0 | | $ | 0 | | $ | (54) | | $ | 2,556 | | $ | 0 | | $ | 2,556 |
Commercial real estate construction | | 0 | | | (2,100) | | | 0 | | | 2,100 | | | 0 | | | 0 | | | 0 |
Commercial and industrial | | 117 | | | (27) | | | 0 | | | (30) | | | 60 | | | 0 | | | 60 |
Acquisition, construction & development | | 215 | | | 0 | | | 0 | | | 0 | | | 215 | | | 215 | | | 0 |
Agricultural | | 150 | | | 0 | | | 0 | | | (38) | | | 112 | | | 0 | | | 112 |
Residential mortgage | | 83 | | | 0 | | | 0 | | | 1 | | | 84 | | | 17 | | | 67 |
Home equity | | 14 | | | 0 | | | 0 | | | (6) | | | 8 | | | 0 | | | 8 |
Consumer - Other | | 157 | | | (73) | | | 17 | | | (15) | | | 86 | | | 35 | | | 51 |
Obligations of state & political subdivisions | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Unallocated |
| 91 | |
| 0 | |
| 0 | |
| (4) | |
| 87 | |
| 0 | |
| 87 |
Totals | $ | 3,437 | | $ | (2,200) | | $ | 17 | | $ | 1,954 | | $ | 3,208 | | $ | 267 | | $ | 2,941 |
12
| | | | | | | | | |
| |
| | ||||||
| | | | | Ending Balance: | | Ending Balance: | ||
| | Ending | | Individually | | Collectively | |||
September 30, 2025 | | Balance | | Evaluated | | Evaluated | |||
Commercial real estate | | $ | 130,680 | | $ | 507 | | $ | 130,173 |
Commercial real estate construction | | | 21,854 | | | 400 | | | 21,454 |
Commercial and industrial | | | 20,690 | | | 30 | | | 20,660 |
Acquisition, construction & development | | | 215 | | | 215 | | | 0 |
Agricultural | | | 46,622 | | | 519 | | | 46,103 |
Residential mortgage | | | 133,977 | | | 454 | | | 133,523 |
Home equity | | | 33,585 | | | 195 | | | 33,390 |
Consumer - Other | | | 4,605 | | | 146 | | | 4,459 |
Obligations of state & political subdivisions | | | 7,831 | | | 0 | | | 7,831 |
Total | | $ | 400,059 | | $ | 2,466 | | $ | 397,593 |
As reflected in the table above, in the nine-month period ended September 30, 2025, the Corporation recorded a partial charge-off of $2,100,000 on a commercial construction loan. At September 30, 2025, the amortized cost balance of this loan, net of the partial charge-off was $400,000. This loan was in nonaccrual status at September 30, 2025.
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | Ending | | Ending | ||||||
| | | | | | | | | | | Balance: | | Balance: | |||||||
Allowance for Credit Losses | Beginning | | | | | | Provision | | Ending | | Individually | | Collectively | |||||||
Nine Months Ended September 30, 2024 | Balance | | Charge-offs | | Recoveries | | (Reduction) | | Balance | | Evaluated | | Evaluated | |||||||
Commercial real estate | $ | 2,518 | | $ | 0 | | $ | 0 | | $ | 203 | | $ | 2,721 | | $ | 0 | | $ | 2,721 |
Commercial real estate construction | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Commercial and industrial | | 89 | | | 0 | | | 0 | | | 15 | | | 104 | | | 31 | | | 73 |
Acquisition, construction & development | | 215 | | | 0 | | | 0 | | | 0 | | | 215 | | | 215 | | | 0 |
Agricultural | | 151 | | | 0 | | | 0 | | | (4) | | | 147 | | | 0 | | | 147 |
Residential mortgage | | 70 | | | 0 | | | 0 | | | 10 | | | 80 | | | 0 | | | 80 |
Home equity | | 94 | | | 0 | | | 0 | | | (80) | | | 14 | | | 1 | | | 13 |
Consumer - Other | | 131 | | | (35) | | | 4 | | | (50) | | | 50 | | | 49 | | | 1 |
Obligations of state & political subdivisions | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Unallocated |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Totals | $ | 3,268 | | $ | (35) | | $ | 4 | | $ | 94 | | $ | 3,331 | | $ | 296 | | $ | 3,035 |
| | | | | | | | | |
|
| | |
| Ending Balance: | | Ending Balance: | ||
| | Ending | | Individually | | Collectively | |||
September 30, 2024 | | Balance | | Evaluated | | Evaluated | |||
Commercial real estate | | $ | 128,645 | | $ | 0 | | $ | 128,645 |
Commercial real estate construction | | | 13,582 | | | 0 | | | 13,582 |
Commercial and industrial | | | 24,036 | | | 129 | | | 23,907 |
Acquisition, construction & development | | | 215 | | | 215 | | | 0 |
Agricultural | | | 47,545 | | | 867 | | | 46,678 |
Residential mortgage | | | 123,978 | | | 94 | | | 123,884 |
Home equity | | | 35,329 | | | 239 | | | 35,090 |
Consumer - Other | | | 5,777 | | | 209 | | | 5,568 |
Obligations of state & political subdivisions | | | 8,457 | | | 0 | | | 8,457 |
Total | | $ | 387,564 | | $ | 1,753 | | $ | 385,811 |
13
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
Collateral-Dependent Loans
The following tables presents the amortized cost basis of collateral-dependent loans (in thousands) as of September 30, 2025 and December 31, 2024. Changes in the fair value of the collateral for individually evaluated loans as reported a provision for credit losses or a reversal of provision for credit losses in the period of change.
| | | | | | |
| | | ||||
| | Type of Collateral | | | ||
September 30, 2025 | | Business Assets | | Real Estate | ||
Commercial real estate | | $ | 0 | | $ | 507 |
Commercial real estate construction | |
| 0 | | | 400 |
Commercial and industrial | | | 30 | | | 0 |
Acquisition, construction & development | | | 0 | | | 0 |
Agricultural | | | 0 | | | 519 |
Residential mortgage | | | 0 | | | 453 |
Home equity | | | 0 | | | 196 |
Consumer - Other | | | 0 | | | 0 |
Obligations of state & political subdivisions | | | 0 | | | 0 |
Total | | $ | 30 | | $ | 2,075 |
| | | | | | |
| | Type of Collateral | | | ||
December 31, 2024 | | Business Assets | | Real Estate | ||
Commercial real estate | | $ | 0 | | $ | 0 |
Commercial real estate construction | |
| 0 | |
| 0 |
Commercial and industrial | | | 115 | | | 0 |
Acquisition, construction & development | | | 0 | | | 0 |
Agricultural | | | 0 | | | 867 |
Residential mortgage | | | 0 | | | 90 |
Home equity | | | 0 | | | 273 |
Consumer - Other | | | 0 | | | 0 |
Obligations of state & political subdivisions | | | 0 | | | 0 |
Total | | $ | 115 | | $ | 1,230 |
14
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
Credit Quality Indicators
Based on the most recent analysis performed, the following table presents recorded investment in homogenous loans by internal risk rating system as of September 30, 2025 (in thousands):
| | | | | | | | | | | | | | | | | | | | | |
| | | | Revolving Loans | | | | ||||||||||||||
| | | | | | | | | | | | | | | | | Amortized | | | | |
| | 2025 | | 2024 | | 2023 | | 2022 | | Prior | | Cost Basis | | Total | |||||||
Commercial real estate | |
| | |
| | |
| | |
| | |
|
| |
|
| |
|
|
Pass | | $ | 14,379 | | $ | 21,999 | | $ | 35,724 | | $ | 14,963 | | $ | 34,922 | | $ | 3,294 | | $ | 125,281 |
Special Mention | |
| 0 | |
| 0 | |
| 2,437 | |
| 396 | |
| 0 | |
| 578 | |
| 3,411 |
Substandard | | | 0 | | | 0 | | | 369 | | | 520 | | | 901 | | | 198 | | | 1,988 |
Total | | $ | 14,379 | | $ | 21,999 | | $ | 38,530 | | $ | 15,879 | | $ | 35,823 | | $ | 4,070 | | $ | 130,680 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Commercial real estate - construction | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Pass | | $ | 5,145 | | $ | 4,822 | | $ | 229 | | $ | 24 | | $ | 821 | | $ | 10,413 | | $ | 21,454 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 400 | | | 0 | | | 0 | | | 400 |
Total | | $ | 5,145 | | $ | 4,822 | | $ | 229 | | $ | 424 | | $ | 821 | | $ | 10,413 | | $ | 21,854 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 2,100 | | $ | 0 | | $ | 0 | | $ | 2,100 |
Commercial and industrial | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Pass | | $ | 3,338 | | $ | 3,121 | | $ | 1,748 | | $ | 959 | | $ | 8,055 | | $ | 1,725 | | $ | 18,946 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 44 | |
| 0 | |
| 1,377 | |
| 1,421 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 112 | | | 211 | | | 323 |
Total | | $ | 3,338 | | $ | 3,121 | | $ | 1,748 | | $ | 1,003 | | $ | 8,167 | | $ | 3,313 | | $ | 20,690 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 27 | | $ | 27 |
Acquisition, construction & development | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 215 | | | 0 | | | 215 |
Total | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 215 | | $ | 0 | | $ | 215 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Agricultural | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 3,976 | | $ | 3,381 | | $ | 2,730 | | $ | 2,988 | | $ | 27,413 | | $ | 1,575 | | $ | 42,063 |
Special Mention | |
| 0 | |
| 435 | |
| 0 | |
| 0 | |
| 2,194 | |
| 24 | |
| 2,653 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 1,906 | | | 0 | | | 1,906 |
Total | | $ | 3,976 | | $ | 3,816 | | $ | 2,730 | | $ | 2,988 | | $ | 31,513 | | $ | 1,599 | | $ | 46,622 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Residential Mortgage | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 15,996 | | $ | 18,613 | | $ | 28,618 | | $ | 26,860 | | $ | 41,351 | | $ | 0 | | $ | 131,438 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 277 | |
| 0 | |
| 277 |
Substandard | | | 0 | | | 0 | | | 226 | | | 0 | | | 2,036 | | | 0 | | | 2,262 |
Total | | $ | 15,996 | | $ | 18,613 | | $ | 28,844 | | $ | 26,860 | | $ | 43,664 | | $ | 0 | | $ | 133,977 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Home equity | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 552 | | $ | 878 | | $ | 1,048 | | $ | 74 | | $ | 64 | | $ | 30,774 | | $ | 33,390 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 195 | | | 195 |
Total | | $ | 552 | | $ | 878 | | $ | 1,048 | | $ | 74 | | $ | 64 | | $ | 30,969 | | $ | 33,585 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
15
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | Amortized | | | | |
| | 2025 | | 2024 | | 2023 | | 2022 | | Prior | | Cost Basis | | Total | |||||||
Consumer - Other | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 54 | | $ | 90 | | $ | 119 | | $ | 99 | | $ | 1,857 | | $ | 2,240 | | $ | 4,459 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 2 | | | 6 | | | 0 | | | 124 | | | 14 | | | 146 |
Total | | $ | 54 | | $ | 92 | | $ | 125 | | $ | 99 | | $ | 1,981 | | $ | 2,254 | | $ | 4,605 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 10 | | $ | 5 | | $ | 49 | | $ | 9 | | $ | 73 |
Obligations of state & political subdivisions | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 899 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 6,932 | | $ | 0 | | $ | 7,831 |
Special Mention | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Total | | $ | 899 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 6,932 | | $ | 0 | | $ | 7,831 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Totals | | $ | 44,339 | | $ | 53,341 | | $ | 73,254 | | $ | 47,327 | | $ | 129,180 | | $ | 52,618 | | $ | 400,059 |
Current period gross charge-off totals | | $ | 0 | | $ | 0 | | $ | 10 | | $ | 2,105 | | $ | 49 | | $ | 36 | | $ | 2,200 |
16
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
Credit Quality Indicators
Based on the most recent analysis performed, the following table presents recorded investment in homogenous loans by internal risk rating system as of December 31, 2024 (in thousands):
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | Revolving Loans | | | | |
| | | | | | | | | | | | | | | | | Amortized | | | | |
| | 2024 | | 2023 | | 2022 | | 2021 | | Prior | | Cost Basis | | Total | |||||||
Commercial real estate | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 22,491 | | $ | 34,602 | | $ | 16,296 | | $ | 16,258 | | $ | 32,393 | | $ | 3,527 | | $ | 125,567 |
Special Mention | | | 0 | |
| 2,492 | |
| 0 | |
| 0 | |
| 0 | |
| 1,680 | |
| 4,172 |
Substandard | | | 0 | | | 0 | | | 0 | | | 457 | | | 520 | | | 161 | | | 1,138 |
Total | | $ | 22,491 | | $ | 37,094 | | $ | 16,296 | | $ | 16,715 | | $ | 32,913 | | $ | 5,368 | | $ | 130,877 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Commercial real estate - construction | | | | |
| | |
| | |
| | |
| | |
| | |
| |
Pass | | $ | 4,438 | | $ | 235 | | $ | 204 | | $ | 280 | | $ | 1,186 | | $ | 7,072 | | $ | 13,415 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard |
| | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Total | | $ | 4,438 | | $ | 235 | | $ | 204 | | $ | 280 | | $ | 1,186 | | $ | 7,072 | | $ | 13,415 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Commercial and industrial | | | | |
| | |
| | |
| | |
| | |
| | |
| |
Pass | | $ | 4,113 | | $ | 2,690 | | $ | 1,883 | | $ | 7,497 | | $ | 2,194 | | $ | 1,537 | | $ | 19,914 |
Special Mention | | | 0 | |
| 0 | |
| 19 | |
| 0 | |
| 0 | |
| 2,050 | |
| 2,069 |
Substandard | | | 0 | | | 0 | | | 34 | | | 146 | | | 0 | | | 237 | | | 417 |
Total | | $ | 4,113 | | $ | 2,690 | | $ | 1,936 | | $ | 7,643 | | $ | 2,194 | | $ | 3,824 | | $ | 22,400 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Acquisition, construction & development | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 215 | | | 0 | | | 215 |
Total | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 215 | | $ | 0 | | $ | 215 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Agricultural | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 3,570 | | $ | 3,140 | | $ | 3,467 | | $ | 12,078 | | $ | 19,322 | | $ | 1,667 | | $ | 43,244 |
Special Mention | | | 442 | |
| 0 | |
| 0 | |
| 353 | |
| 1,931 | |
| 49 | |
| 2,775 |
Substandard | | | 0 | | | 0 | | | 0 | | | 1,412 | | | 1,168 | | | 24 | | | 2,604 |
Total | | $ | 4,012 | | $ | 3,140 | | $ | 3,467 | | $ | 13,843 | | $ | 22,421 | | $ | 1,740 | | $ | 48,623 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Residential Mortgage | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 19,305 | | $ | 29,303 | | $ | 27,539 | | $ | 12,625 | | $ | 34,417 | | $ | 0 | | $ | 123,189 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 133 | |
| 209 | |
| 0 | |
| 342 |
Substandard | | | 0 | | | 0 | | | 2,916 | | | 1,870 | | | 90 | | | 0 | | | 4,876 |
Total | | $ | 19,305 | | $ | 29,303 | | $ | 30,455 | | $ | 14,628 | | $ | 34,716 | | $ | 0 | | $ | 128,407 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Home equity | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 939 | | $ | 1,112 | | $ | 80 | | $ | 0 | | $ | 44 | | $ | 32,587 | | $ | 34,762 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 158 | |
| 158 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 273 | | | 273 |
Total | | $ | 939 | | $ | 1,112 | | $ | 80 | | $ | — | | $ | 44 | | $ | 33,018 | | $ | 35,193 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
17
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | Revolving Loans | | | | |
| | | | | | | | | | | | | | | | | Amortized | | | | |
| | 2024 | | 2023 | | 2022 | | 2021 | | Prior | | Cost Basis | | Total | |||||||
Consumer - Other | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 124 | | $ | 162 | | $ | 176 | | $ | 115 | | $ | 2,863 | | $ | 2,209 | | $ | 5,649 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 5 | | | 20 | | | 1 | | | 18 | | | 119 | | | 33 | | | 196 |
Total | | $ | 129 | | $ | 182 | | $ | 177 | | $ | 133 | | $ | 2,982 | | $ | 2,242 | | $ | 5,845 |
Current Period gross charge-off | | $ | 7 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 13 | | $ | 52 | | $ | 72 |
Obligations of state & political subdivisions | | | | | | | | | | | | | | | | | | | | | |
Pass | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 7,588 | | $ | 0 | | $ | 7,588 |
Special Mention | | | 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 0 |
Substandard | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 | | | 0 |
Total | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 7,588 | | $ | 0 | | $ | 7,588 |
Current Period gross charge-off | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 0 |
Totals | | $ | 55,427 | | $ | 73,756 | | $ | 52,615 | | $ | 53,242 | | $ | 104,259 | | $ | 53,264 | | $ | 392,563 |
Current period gross charge-off totals | | $ | 7 | | $ | 0 | | $ | 0 | | $ | 0 | | $ | 13 | | $ | 52 | | $ | 72 |
18
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
Nonperforming loans
The following tables present the amortized cost basis of loans by loan portfolio class on nonaccrual status and loans past due over 90 days still accruing interest (in thousands):
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | Loans Past | | | | |
| | | | | | | | | | | | | Due Over 90 | | | | |
| | Nonaccrual | | Nonaccrual | | | Total | | | Days Still | | Total | |||||
September 30, 2025 | | with no ACL | | with ACL | | | Nonaccrual | | | Accruing | | Nonperforming | |||||
Commercial real estate | | $ | 507 | | $ | 0 | | | $ | 507 | | | $ | 0 | | $ | 507 |
Commercial real estate construction | | | 400 | | | 0 | | | | 400 | | | | 0 | | | 400 |
Commercial and industrial | | | 30 | | | 0 | | | | 30 | | | | 0 | | | 30 |
Agricultural | | | 519 | | | 0 | | | | 519 | | | | 0 | | | 519 |
Residential mortgage | | | 147 | | | 307 | | | | 454 | | | | 0 | | | 454 |
Home equity | |
| 195 | |
| 0 | | |
| 195 | | |
| 0 | |
| 195 |
Consumer - Other | | | 80 | | | 66 | | | | 146 | | | | 0 | | | 146 |
Total | | $ | 1,878 | | $ | 373 | | | $ | 2,251 | | | $ | 0 | | $ | 2,251 |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | Loans Past | | | | |
| | | | | | | | | | | Due Over 90 | | | | |
|
| Nonaccrual | | Nonaccrual | | | Total | Days Still | | Total | |||||
December 31, 2024 |
| with no ACL | | with ACL | | | Nonaccrual | Accruing | | Nonperforming | |||||
Commercial and industrial | | $ | 73 | | $ | 42 | | $ | 115 | | $ | 0 | | $ | 115 |
Agricultural | |
| 867 | |
| 0 | |
| 867 | |
| 0 | |
| 867 |
Residential mortgage | | | 90 | | | 0 | | | 90 | | | 0 | | | 90 |
Home equity | | | 223 | | | 50 | | | 273 | | | 0 | | | 273 |
Consumer - Other | |
| 29 | |
| 164 | |
| 193 | |
| 0 | |
| 193 |
Total | | $ | 1,282 | | $ | 256 | | $ | 1,538 | | $ | 0 | | $ | 1,538 |
19
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (continued)
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 tables present the classes of the loan portfolio summarized by the past due status as of September 30, 2025 and December 31, 2024 ( in thousands):
| | | | | | | | | | | | | | | | | | |
| | | | | | Greater | | | | | | | | |||||
| | 30-59 Days | | 60-89 Days | | than 90 | | Total Past | | Current | | Total Loans | ||||||
As of September 30, 2025 | | Past Due | | Past Due | | Days | | Due | | Loans | | Receivable | ||||||
Commercial real estate | | $ | 454 | | $ | 967 | | $ | 0 | | $ | 1,421 | | $ | 129,259 | | $ | 130,680 |
Commercial real estate construction | | | 0 | | | 0 | | | 400 | | | 400 | | | 21,454 | | | 21,854 |
Commercial and industrial | | | 243 | | | 129 | | | 0 | | | 372 | | | 20,318 | | | 20,690 |
Acquisition, construction & development | | | 0 | | | 0 | | | 0 | | | 0 | | | 215 | | | 215 |
Agricultural | |
| 2,056 | |
| 1,483 | |
| 454 | |
| 3,993 | |
| 42,629 | |
| 46,622 |
Residential mortgage | | | 1,428 | | | 266 | | | 85 | | | 1,779 | | | 132,198 | | | 133,977 |
Home equity | | | 401 | | | 19 | | | 27 | | | 447 | | | 33,138 | | | 33,585 |
Consumer - Other | | | 76 | | | 44 | | | 63 | | | 183 | | | 4,422 | | | 4,605 |
Obligations of state & political subdivisions | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 7,831 | |
| 7,831 |
Total | | $ | 4,658 | | $ | 2,908 | | $ | 1,029 | | $ | 8,595 | | $ | 391,464 | | $ | 400,059 |
| | | | | | | | | | | | | | | | | | |
| | | | | | Greater | | | | | | | | |||||
| | 30-59 Days | | 60-89 Days | | than 90 | | Total Past | | Current | | Total Loans | ||||||
As of December 31, 2024 | | Past Due | | Past Due | | Days | | Due | | Loans | | Receivable | ||||||
Commercial real estate | | $ | 35 | | $ | 538 | | $ | 0 | | $ | 573 | | $ | 130,304 | | $ | 130,877 |
Commercial real estate construction | | | 0 | | | 0 | | | 0 | | | 0 | | | 13,415 | | | 13,415 |
Commercial and industrial | | | 324 | | | 0 | | | 0 | | | 324 | | | 22,076 | | | 22,400 |
Acquisition, construction & development | | | 0 | | | 0 | | | 0 | | | 0 | | | 215 | | | 215 |
Agricultural | |
| 380 | |
| 474 | |
| 866 | |
| 1,720 | |
| 46,903 | |
| 48,623 |
Residential mortgage | | | 961 | | | 106 | | | 0 | | | 1,067 | | | 127,340 | | | 128,407 |
Home equity | | | 17 | | | 58 | | | 149 | | | 224 | | | 34,969 | | | 35,193 |
Consumer - Other | | | 103 | | | 58 | | | 66 | | | 227 | | | 5,618 | | | 5,845 |
Obligations of state & political subdivisions | |
| 0 | |
| 0 | |
| 0 | |
| 0 | |
| 7,588 | |
| 7,588 |
Total | | $ | 1,820 | | $ | 1,234 | | $ | 1,081 | | $ | 4,135 | | $ | 388,428 | | $ | 392,563 |
Borrowers Having Financial Difficulty
Consistent with accounting and regulator guidance, the Corporation recognizes when a borrower is having financial difficulty and determines if certain modifications are necessary. The Corporation may, for economic or legal reasons related to a borrower’s financial difficulties, grant a concession to the borrower that would not normally be considered. Regardless of the form of concession granted, the Corporation’s objective in offering a modification is to increase the probability of repayment of the borrower’s loan. There were no modifications to borrowers experiencing financial difficulties during the nine months ended September 30, 2025 or the year ended December 31, 2024.
Foreclosed Assets Held for Sale
At September 30, 2025, there were no consumer mortgage loans and at December 31, 2024, there were five consumer mortgage loans totaling $339,000, respectively, in the process of foreclosure.
Loans Held For Sale
Included in residential loans are $1,031,000 at September 30, 2025 and $105,000 at December 31, 2024 of loans held for sale.
20
4. DEPOSITS
Major classifications of deposits at September 30, 2025 and December 31, 2024 consisted of:
| | | | | | |
(In Thousands) | | 2025 | | 2024 | ||
Demand Deposits | | $ | 30,360 | | $ | 27,624 |
Interest-bearing demand deposits | | | 149,945 | | | 142,890 |
Savings & Money Markets | | | 198,909 | | | 212,567 |
Time deposits | | | 121,823 | | | 104,916 |
Total | | $ | 501,037 | | $ | 487,997 |
Time deposits that meet or exceed the FDIC insurance limit of $250,000 at September 30, 2025 and December 31, 2024 were $21,315,000 and $18,718,000, respectively.
At September 30, 2025, the scheduled maturities of time deposits are as follows:
| | | |
(In Thousands) | | | |
2025 | | $ | 38,652 |
2026 | | | 76,623 |
2027 | | | 2,872 |
2028 | | | 1,743 |
2029 | | | 1,417 |
2030 | | | 516 |
Total | | $ | 121,823 |
5. OTHER BORROWINGS
Other borrowings are summarized as follows:
| | | | | | |
(In Thousands) |
| September 30, |
| December 31, | ||
| | 2025 | | 2024 | ||
Federal Home Loan Bank of Pittsburgh ("FHLB"): Line of Credit (1) | | $ | 0 | | $ | 60,200 |
Fixed-rate at 4.533%, maturing 10/01/2025 | | | 45,800 | | | 0 |
Atlantic Community Bankers Bank ("ACBB"): Line of Credit (2) | |
| 0 | |
| 2,000 |
Total | | $ | 45,800 | | $ | 62,200 |
The borrowings with the FHLB are secured by the Corporation's FHLB stock, U.S. government agency and mortgage-backed securities, and first mortgage loans under a collateral pledge and security agreement. The borrowings with the ACBB were secured by Susquehanna Community Bank stock.
(1) The Corporation had an open-ended $96,500,000 line of credit at a variable interest rate. Related information for this short-term borrowing during the nine-months ended September 30, 2025 and 2024 is summarized as follows (in thousands):
| | | | | | | |
| | 2025 | | 2024 | | ||
Average balance outstanding during the period | | $ | 47,921 | | $ | 60,673 | |
Maximum amount outstanding at any month end | | | 76,500 | | | 67,000 | |
Weighted average interest rate at period end | | | N/A | | | 5.18 | % |
Average interest rate during the period | | | 4.75 | % | | 5.66 | % |
21
(2) The Corporation had an open-ended $2,000,000 line of credit at a variable interest rate. Related information for the nine months ended September 30, 2025 and 2024 is as follows (in thousands):
| | | | | | | | |
| | 2025 | | 2024 | ||||
Average balance outstanding during the period | | $ | 2,000 | | | $ | 1,697 | |
Maximum amount outstanding at any month end | | | 2,000 | | | | 2,000 | |
Weighted average interest rate at period end | | | N/A | | | | 9.00 | % |
Average interest rate during the period | | | 7.99 | % | | | 9.00 | % |
The line of credit with ACBB was terminated, effective September 30, 2025.
6. FAIR VALUE MEASUREMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS
The Corporation measures certain assets at fair value on a recurring basis. Fair value is defined as the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date.
GAAP establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The hierarchy prioritizes the inputs used in determining valuations into three levels. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:
Level 1 - Fair value is based on unadjusted quoted prices in active markets that are accessible to the Corporation for identical assets. These generally provide the most reliable evidence and are used to measure fair value whenever available.
Level 2 - Fair value is based on significant inputs, other than Level 1 inputs, that are observable either directly or indirectly for substantially the full term of the asset through corroboration with observable market data. Level 2 inputs include quoted market prices in active markets for similar assets, quoted market prices in markets that are not active for identical or similar assets and other observable inputs.
Level 3 - Fair value is based on significant unobservable inputs. Examples of valuation methodologies that would result in level 3 classification included option pricing models, discounted cash flows and other similar techniques.
Assets measured at fair value on a recurring basis and the valuation methods used at September 30, 2025 and December 31, 2024 are as follows:
| | | | | | | | | | | | |
| | September 30, 2025 | ||||||||||
| | Quoted Prices | | Other Observable | | Unobservable | | | ||||
| | in Active Markets | | Inputs | | Inputs | | Total | ||||
(In Thousands) | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value | ||||
AVAILABLE-FOR-SALE DEBT SECURITIES: |
| |
|
| |
|
| |
|
| |
|
U.S. Treasury Securities | | $ | 1,959 | | $ | 0 | | $ | 0 | | $ | 1,959 |
U.S. Government agency and sponsored agency securities | | | 0 | | | 27,219 | | | 0 | | | 27,219 |
Mortgage-backed securities | | | 0 | | | 55,214 | | | 0 | | | 55,214 |
Obligations of states and political subdivisions | |
| 0 | |
| 60,727 | |
| 0 | |
| 60,727 |
Corporate debt securities | |
| 0 | |
| 3,124 | |
| 0 | |
| 3,124 |
Total available-for-sale debt securities | | $ | 1,959 | | $ | 146,284 | | $ | 0 | | $ | 148,243 |
Marketable equity securities | | $ | 37 | | $ | 0 | | $ | 0 | | $ | 37 |
22
6. FAIR VALUE MEASUREMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
| | | | | | | | | | | | |
| | December 31, 2024 | ||||||||||
| | Quoted Prices | | Other Observable | | Unobservable | | | ||||
| | in Active Markets | | Inputs | | Inputs | | Total | ||||
(In Thousands) | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value | ||||
AVAILABLE-FOR-SALE DEBT SECURITIES: |
| |
|
| |
|
| |
|
| |
|
U.S. Treasury Securities | | $ | 1,902 | | $ | 0 | | $ | 0 | | $ | 1,902 |
U.S. Government agency and sponsored agency securities | | | 0 | | | 28,710 | | | 0 | | | 28,710 |
Mortgage-backed securities | | | 0 | | | 57,565 | | | 0 | | | 57,565 |
Obligations of states and political subdivisions | |
| 0 | |
| 60,849 | |
| 0 | |
| 60,849 |
Corporate debt securities | |
| 0 | |
| 6,032 | |
| 0 | |
| 6,032 |
Total available-for-sale debt securities | | $ | 1,902 | | $ | 153,156 | | $ | 0 | | $ | 155,058 |
Marketable equity securities | | $ | 915 | | $ | 0 | | $ | 0 | | $ | 915 |
The Corporation made no transfers between levels in 2025 or 2024.
Assets measured at fair value on a nonrecurring basis and the valuation methods used at September 30, 2025 and December 31, 2024 are as follows (in thousands):
| | | | | | | | | | | | |
|
| | |
|
| |
|
| |
| |
|
| | Quoted Prices | | Other Observable | | Unobservable | | | | |||
| | in Active Markets | | Inputs | | Inputs | | Total | ||||
September 30, 2025 | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value | ||||
Collateral-dependent loans | | $ | 0 | | $ | 0 | | $ | 721 |
| $ | 721 |
Other real estate owned | | $ | 0 | | $ | 0 | | $ | 50 |
| $ | 50 |
| | | | | | | | | | | | |
|
| | |
|
| |
|
| |
| |
|
| | Quoted Prices | | Other Observable | | Unobservable | | | | |||
| | in Active Markets | | Inputs | | Inputs | | Total | ||||
December 31, 2024 | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value | ||||
Collateral-dependent loans | | $ | 0 | | $ | 0 | | $ | 138 |
| $ | 138 |
The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which the Corporation has utilized Level 3 inputs to determine fair value (in thousands):
| | | | | | | | | | |
|
| |
|
|
|
|
| |
| |
| | Fair Value | | Valuation | | Unobservable | | Range | ||
September 30, 2025 | | Estimates | | Technique | | Input | | (Weighted Average) | ||
Collateral dependent loans | | $ | 721 | | Appraisal of Collateral (1) | | Appraisal Adjustments (2) | | | 0% -100% |
| | | | | | | Liquidation Expenses (2) | | | 0% -35% |
Other real estate owned | | | 50 |
| Appraisal of Collateral (1) | | Appraisal Adjustments (2) | | | 28% |
| |
| |
| | | Liquidation Expenses (2) | | | 7% |
| | | | | | | | | | |
| | Fair Value | | Valuation | | Unobservable | | Range | ||
December 31, 2024 | | Estimates | | Technique | | Input | | (Weighted Average) | ||
Collateral dependent loans | | $ | 138 |
| Appraisal of Collateral (1) |
| Appraisal Adjustments (2) |
| | 0% -100% |
| |
| |
| | | Liquidation Expenses (2) | | | 0% -35% |
(1) Fair value is generally determined through independent appraisals of the underlying collateral, which generally include various Level 3 inputs which are not observable.
(2) Appraisals may be adjusted for qualitative factors such as economic conditions and estimated liquidation expenses. The range of liquidation expenses and other appraisal adjustments are presented as a percentage of the appraisal.
23
6. FAIR VALUE MEASUREMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
GAAP requires disclosure of fair value information about financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. GAAP excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented are not intended to and do not represent the underlying value of the Corporation.
The estimated fair values of the Corporation's financial instruments not carried at fair value are as follows at September 30, 2025 and December 31, 2024 (in thousands):
| | | | | | | | | | | | | | |
| | Valuation | | September 30, 2025 | | December 31, 2024 | ||||||||
| | Method (s) | | Carrying | | Fair | | Carrying | | Fair | ||||
|
| Used |
| Amount |
| Value |
| Amount |
| Value | ||||
Financial assets: |
|
|
| |
|
| |
|
| |
|
| |
|
Cash and due from banks |
| Level 1 | | $ | 6,080 | | $ | 6,080 | | $ | 5,549 | | $ | 5,549 |
Restricted investments in bank stock |
| Level 2 | |
| 7,275 | |
| 7,275 | |
| 6,210 | |
| 6,210 |
Loans, net |
| Level 3 | |
| 396,851 | |
| 388,997 | |
| 389,126 | |
| 369,958 |
Accrued interest receivable |
| Level 2 | |
| 3,028 | |
| 3,028 | |
| 2,742 | |
| 2,742 |
Mortgage servicing rights (included in Other Assets) |
| Level 3 | |
| 504 | |
| 952 | |
| 538 | |
| 972 |
| | | | | | | | | | | | | | |
Financial liabilities: |
|
| |
| | |
| | |
| | |
| |
Deposits |
| Level 2 | |
| 501,037 | | | 433,321 | |
| 487,997 | |
| 418,542 |
Other borrowings |
| Level 2 | |
| 45,800 | | | 45,800 | |
| 62,200 | | | 62,200 |
Accrued interest payable |
| Level 2 | |
| 1,537 | | | 1,537 | |
| 1,035 | |
| 1,035 |
7. ACCUMULATED OTHER COMPREHENSIVE LOSS
The following table presents the changes in accumulated other comprehensive loss by component net of tax for the nine months ended September 30, 2025 and 2024:
| | | | | | | | | |
(Dollars in thousands) |
| | | | | | |||
| | | | | | | |||
|
| | | | | | |||
|
| Pretax |
| Tax Effect |
| After-tax | |||
Nine Months Ended September 30, 2025 |
| |
|
| |
|
| |
|
Balance, beginning of period | | $ | (23,807) | | $ | 4,999 | | $ | (18,808) |
Unrealized holding gain on available-for-sale securities arising during the period | |
| 6,501 | |
| (1,365) | |
| 5,136 |
Total other comprehensive income | | | 6,501 | | | (1,365) | |
| 5,136 |
Balance, end of period | | $ | (17,306) | | $ | 3,634 | | $ | (13,672) |
| | | | | | | | | |
Nine Months Ended September 30, 2024 | |
|
| |
|
| |
|
|
Balance, beginning of period | | $ | (21,670) | | $ | 4,551 | | $ | (17,119) |
Unrealized holding gain on available-for-sale securities arising during the period | |
| 4,091 | |
| (859) | |
| 3,232 |
Total other comprehensive income | | | 4,091 | | | (859) | |
| 3,232 |
Balance, end of period | | $ | (17,579) | | $ | 3,692 | | $ | (13,887) |
24
8. DERIVATIVE FINANCIAL INSTRUMENT
At December 31, 2024, the Corporation was a party to an interest rate swap agreement with a third party. The interest rate swap agreement was part of a fair value hedge of a closed pool of the Corporation’s fixed-rate securities. The notional amount of the interest rate swap was $50,000,000 at December 31, 2024.
In the nine-month period ended September 30, 2025, the interest rate swap was terminated, resulting in a loss of $205,000 that is included in other income in the unaudited Consolidated Statement of Income.
At September 30, 2025, the Corporation was not a party to any derivative financial instruments.
9. BUSINESS COMBINATION – MERGER WITH CITIZENS & NORTHERN CORPORATION
On April 23, 2025, Citizens & Northern Corporation (“C&N”) and Susquehanna Community Financial, Inc. announced the signing of an Agreement and Plan of Merger. Effective October 1, 2025, the merger was completed. Under the terms of the Agreement and Plan of Merger, Susquehanna Community Financial, Inc. merged with and into C&N, with C&N remaining as the surviving entity and Susquehanna Community Bank merged with and into Citizens & Northern Bank (C&N’s wholly-owned banking subsidiary) with Citizens & Northern Bank as the surviving entity.
At the effective time of the merger, Susquehanna Community Financial, Inc.’s shareholders became entitled to exchange each share of Susquehanna common stock owned for 0.80 shares of C&N common stock.
In the nine months ended September 30, 2025, the Corporation incurred pre-tax merger-related expenses of $1,460,000, including investment banking, legal and other professional expenses and compensation-related expense.
25