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FNRN · Quarterly Report (Form 10-Q) · Filed May 7, 2026

First Northern Community Bancorp — Quarterly Report (Form 10-Q)

Form
10-Q
Filed
May 7, 2026
Period
Mar 31, 2026
Ticker
FNRN
Accession
0001437749-26-015475
About First Northern Community Bancorp
Market cap
$281M
Sector
Financial Services
CEO
Louise A Walker
Last annual meeting: May 19, 2026 · View full First Northern Community Bancorp profile →
fnrn20260331_10q.htm
 

 

Table of Contents



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

(Mark one)

 

☒          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended March 31, 2026

 

OR

 

☐          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________ to _______________

 

Commission File Number 000-30707

 

First Northern Community Bancorp

(Exact name of registrant as specified in its charter)

 

California

68-0450397

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification Number)

 

195 N. First Street, Dixon, California

95620

(Address of principal executive offices)

(Zip Code)

 

707-678-3041

(Registrant’s telephone number including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading symbols(s)

 

Name of each exchange on which registered

Common stock, without par value

 FNRN The Nasdaq Stock Market

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or Section 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

 

Yes

No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

 

Yes

No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒ 

Smaller reporting company ☒

 Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

Yes

No

 

The number of shares of Common Stock outstanding as of May 4, 2026 was 16,407,006.

 



 

  

 

FIRST NORTHERN COMMUNITY BANCORP

 

INDEX

 

 

Page

PART I  – Financial Information

3

   

ITEM I. – Financial Statements (Unaudited)

3

   

Condensed Consolidated Balance Sheets (Unaudited)

3

   

Condensed Consolidated Statements of Income (Unaudited)

4

   

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

5

   

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)

6

   

Condensed Consolidated Statements of Cash Flows (Unaudited)

7

   

Notes to Condensed Consolidated Financial Statements

8

   

ITEM 2. – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

32

   

ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

48

   

ITEM 4. – CONTROLS AND PROCEDURES

48

   

PART II – OTHER INFORMATION

48

   

ITEM 1. – LEGAL PROCEEDINGS

48

   

ITEM 1A. – RISK FACTORS

48

   

ITEM 2. – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

49

   

ITEM 3. – DEFAULTS UPON SENIOR SECURITIES

49

   

ITEM 4. – MINE SAFETY DISCLOSURES

49

   

ITEM 5. – OTHER INFORMATION

49

   

ITEM 6. – EXHIBITS

50

   

SIGNATURES

51

 

 

 

PART I FINANCIAL INFORMATION

 

FIRST NORTHERN COMMUNITY BANCORP

 

ITEM I. – FINANCIAL STATEMENTS (UNAUDITED)

 

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

 

(in thousands, except share amounts)

 

March 31, 2026

  

December 31, 2025

 
         

Assets

        
         

Cash and cash equivalents

 $139,584  $145,554 

Certificates of deposit

  10,172   10,180 

Investment securities – available-for-sale, at estimated fair value, net of allowance for credit losses of $0; amortized cost of $649,921 at March 31, 2026 and $639,532 at December 31, 2025

  623,282   617,243 

Loans, net of allowance for credit losses of $14,803 at March 31, 2026 and $14,519 at December 31, 2025

  1,064,622   1,050,473 

Stock in Federal Home Loan Bank and other equity securities, at cost

  10,871   10,871 

Premises and equipment, net

  8,968   8,711 

Other real estate owned

  1,241   1,241 

Intangible assets, net

  4,079   4,332 

Interest receivable and other assets

  61,729   62,345 
         

Total Assets

 $1,924,548  $1,910,950 
         

Liabilities and Stockholders’ Equity

        
         

Liabilities:

        

Deposits:

        

Demand deposits

 $627,854  $632,128 

Interest-bearing transaction deposits

  444,163   438,901 

Savings and MMDA's

  482,722   466,453 

Time, $250,000 or less

  84,737   88,031 

Time, over $250,000

  55,222   53,630 

Total deposits

  1,694,698   1,679,143 
         

Interest payable and other liabilities

  16,051   19,789 
         

Total Liabilities

  1,710,749   1,698,932 
         

Commitments and contingencies (Note 7)

          
         

Stockholders' Equity:

        

Common stock, no par value; 32,000,000 shares authorized; 16,409,660 shares issued and outstanding at March 31, 2026 and 16,406,281 shares issued and outstanding at December 31, 2025

  134,069   134,566 

Additional paid-in capital

  977   977 

Retained earnings

  97,309   91,953 

Accumulated other comprehensive loss, net

  (18,556)  (15,478)

Total Stockholders’ Equity

  213,799   212,018 
         

Total Liabilities and Stockholders’ Equity

 $1,924,548  $1,910,950 

 

See notes to unaudited condensed consolidated financial statements.

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

 

  

Three months ended

  

Three months ended

 

(in thousands, except per share amounts)

 

March 31, 2026

  

March 31, 2025

 

Interest and dividend income:

        

Loans

 $14,322  $13,602 

Due from banks interest bearing accounts

  1,204   888 

Investment securities:

        

Taxable

  4,434   4,348 

Non-taxable

  447   393 

Other earning assets

  555   272 

Total interest and dividend income

  20,962   19,503 

Interest expense:

        

Deposits

  3,758   3,560 

Total interest expense

  3,758   3,560 

Net interest income

  17,204   15,943 

Provision for credit losses

  300   850 

Net interest income after provision for credit losses

  16,904   15,093 

Non-interest income:

        

Service charges on deposit accounts

  416   422 

Gains on sales of loans held-for-sale

  18   14 

Investment and brokerage services income

  384   151 

Loan servicing income

  69   76 

Debit card income

  645   653 

Losses on sales/calls of available-for-sale securities

     (53)

Other income

  208   190 

Total non-interest income

  1,740   1,453 

Non-interest expenses:

        

Salaries and employee benefits

  6,559   6,374 

Occupancy and equipment

  1,036   1,139 

Data processing

  1,133   1,096 

Stationery and supplies

  69   83 

Advertising

  82   133 

Directors’ fees

  53   47 

Amortization of intangible assets

  253   189 

Other expense

  1,847   2,529 

Total non-interest expenses

  11,032   11,590 

Income before provision for income taxes

  7,612   4,956 

Provision for income taxes

  1,706   1,285 
         

Net income

 $5,906  $3,671 
         

Basic earnings per common share

 $0.37  $0.22 

Diluted earnings per common share

 $0.36  $0.22 

See notes to unaudited condensed consolidated financial statements.

 

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

 

  

Three months ended

  

Three months ended

 

(in thousands)

 

March 31, 2026

  

March 31, 2025

 

Net income

 $5,906  $3,671 

Other comprehensive (loss) income, net of tax:

        

Unrealized holding (losses) gains arising during the period, net of tax effect of $(1,272) and $3,713 for the three months ended March 31, 2026 and March 31, 2025, respectively

  (3,078)  8,849 

Less: reclassification adjustment due to losses realized on sales of securities, net of tax effect of $0 and $16 for the three months ended March 31, 2026 and March 31, 2025, respectively

     37 

Other comprehensive (loss) income, net of tax

 $(3,078) $8,886 
         

Comprehensive income

 $2,828  $12,557 

 

See notes to unaudited condensed consolidated financial statements.

 

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (UNAUDITED)

 

                  

Accumulated

     
          

Additional

      

Other

     

(in thousands, except share data)

 

Common Stock

  

Paid-in

  

Retained

  

Comprehensive

     
  

Shares

  

Amounts

  

Capital

  

Earnings

  

Loss, net of tax

  

Total

 
                         

Balance at December 31, 2024

  15,943,051  $127,902  $977  $81,304  $(33,851) $176,332 

Net income

              3,671       3,671 

Other comprehensive income, net of taxes

                  8,886   8,886 

Stock dividend adjustment

  (616)  352       (352)       

Cash in lieu of fractional shares

  (129)          (8)      (8)

Stock-based compensation

      198               198 

Common shares issued related to restricted stock grants

  64,807                   

Stock options exercised, net of swapped shares

  17,936                   

Stock repurchase and retirement

  (127,120)  (1,274)              (1,274)

Balance at March 31, 2025

  15,897,929  $127,178  $977  $84,615  $(24,965) $187,805 
                         

Balance at December 31, 2025

  16,406,281  $134,566  $977  $91,953  $(15,478) $212,018 

Net income

              5,906       5,906 

Other comprehensive loss, net of taxes

                  (3,078)  (3,078)

Stock dividend adjustment

  2,472   540       (540)       

Cash in lieu of fractional shares

  (138)          (10)      (10)

Stock-based compensation

      115               115 

Common shares issued related to restricted stock grants, net of forfeited shares

  49,660                   

Stock options exercised, net of swapped shares

  32,254                   

Stock repurchase and retirement

  (80,869)  (1,152)              (1,152)

Balance at March 31, 2026

  16,409,660  $134,069  $977  $97,309  $(18,556) $213,799 

 

See notes to unaudited condensed consolidated financial statements.

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 

  

Three months ended

  

Three months ended

 

(in thousands)

 

March 31, 2026

  

March 31, 2025

 

Cash Flows From Operating Activities

        

Net income

 $5,906  $3,671 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Depreciation

  241   250 

Accretion and amortization of investment securities premiums and discounts, net

  (457)  (336)

Increase in deferred loan origination costs, net

  (254)  (226)

Amortization of core deposit intangible

  253   189 

Provision for credit losses

  300   850 

Stock-based compensation

  115   198 

Losses on sales/calls of available-for-sale securities

     53 

Amortization of operating lease right-of-use asset

  217   218 

Gains on sales of loans held-for-sale

  (18)  (14)

Proceeds from sales of loans held-for-sale

  1,437   1,083 

Originations of loans held-for-sale

  (1,419)  (1,484)

Gain on purchase of tax credits

  (191)   

Changes in assets and liabilities:

        

Increase in interest receivable and other assets

  1,862   1,181 

Decrease in interest payable and other liabilities

  (3,738)  (2,213)

Net cash provided by operating activities

  4,254   3,420 
         

Cash Flows From Investing Activities

        

Proceeds from calls or maturities of available-for-sale securities

  12,500   11,000 

Proceeds from sales of available-for-sale securities

     3,367 

Principal repayments on available-for-sale securities

  21,808   20,615 

Purchases of available-for-sale securities

  (44,240)  (25,399)

Proceeds from maturities of certificates of deposit

  1,448   493 

Purchases of certificates of deposit

  (1,440)   

Net (increase) decrease in loans

  (14,195)  5,433 

Purchases of premises and equipment

  (498)  (96)

Net cash (used in) provided by investing activities

  (24,617)  15,413 
         

Cash Flows From Financing Activities

        

Net increase (decrease) in deposits

  15,555   (25,282)

Cash dividends paid in lieu of fractional shares

  (10)  (8)

Repurchases of common stock

  (1,152)  (1,274)

Net cash provided by (used in) financing activities

  14,393   (26,564)
         

Net decrease in Cash and Cash Equivalents

  (5,970)  (7,731)

Cash and Cash Equivalents, beginning of period

  145,554   119,448 

Cash and Cash Equivalents, end of period

 $139,584  $111,717 
         

Supplemental Disclosures of Cash Flow Information:

        

Cash paid during the period for:

        

Interest

 $3,822  $4,163 

Supplemental disclosures of non-cash investing and financing activities:

        

Stock dividend distributed

  10,659   7,510 

Unrealized holding (losses) gains on available-for-sale securities, net of taxes

  (3,078)  8,886 

Market value of shares tendered in-lieu of cash to pay for exercise of options

  257   184 

Transfer of premises and equipment to other real estate owned

     1,241 

See notes to unaudited condensed consolidated financial statements.

 

FIRST NORTHERN COMMUNITY BANCORP

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

March 31, 2026 and 2025 and December 31, 2025

 

 

1.         BASIS OF PRESENTATION

 

The accompanying unaudited condensed consolidated financial statements of First Northern Community Bancorp (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. The results of operations for any interim period are not necessarily indicative of results expected for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the Securities and Exchange Commission ("SEC"). The preparation of financial statements in conformity 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 financial statements as well as reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. All material intercompany balances and transactions have been eliminated in consolidation.

  

 

2.         ACCOUNTING POLICIES

 

The most significant accounting policies followed by the Company are presented in Note 1 to the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. These policies, along with the disclosures presented in the other financial statement notes and in this discussion, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

 

Recently Issued Accounting Pronouncements

 

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires public companies to disclose, in the notes to financial statements, specified information about certain costs and expenses at each interim and annual reporting period. In January 2025, the FASB issued ASU 2025-01, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. ASU 2025-01 amends the effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption of ASU 2024-03 is permitted. The Company is evaluating the accounting and disclosure requirements of this update and the impact of adopting the new guidance on the consolidated financial statements.

 

In November 2025, the FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326): Purchased Loans.  This ASU expands the population of acquired financial assets accounted for using the gross-up approach.  Acquired loans (excluding credit cards) are deemed purchased seasoned loans and accounted for using the gross-up approach upon acquisition if criteria established by the new guidance are met. This change aims to enhance comparability, consistency, and better reflect the economics of acquiring financial assets.  This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods.  Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance.  The Company is evaluating the accounting and disclosure requirements of this update and the impact of adopting the new guidance on the consolidated financial statements.

 

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements.  This ASU enables entities to apply hedge accounting to a greater number of highly effective economic hedges in the following five areas:  similar risk assessment for cash flow hedges, hedging forecasted interest payments on choose-your-rate debt instruments, cash flow hedges of nonfinancial forecasted transactions, net written options as hedging instruments, foreign-currency-denominated debt instrument as hedging instrument and hedged item (dual hedge).  This ASU is effective for public business entities for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods.  Early adoption is permitted on any date on or after the issuance of ASU No. 2025-09.  The Company is evaluating the accounting and disclosure requirements of this update and the impact of adopting the new guidance on the consolidated financial statements.  

 

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements.  This ASU does not change the fundamental nature of interim reporting or expand or reduce current interim disclosure requirements.  The amendments in this ASU:  clarify that the guidance in Topic 270 applies to all entities that provide interim financial statements and notes in accordance with GAAP; create a comprehensive list in FASB Accounting Standards Codification Topic 270 of interim disclosures that are required in interim financial statements and notes in accordance with GAAP; incorporate a disclosure principle, which is modeled after previous SEC guidance, that requires entities to disclose events and changes that occur after the end of the most recent fiscal year that have a material impact on the entity; and improve guidance about information included in and the format of interim financial statements.  The amendments in this ASU are effective for pubic business entities for interim periods within annual periods beginning after December 15, 2027.  Early adoption is permitted for all entities. The amendments can be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements.  The Company is evaluating the disclosure requirements of this update and the impact of adopting the new guidance on the consolidated financial statements.  

 

In December 2025, the FASB issued ASU 2025-12, Codification Improvements.  The amendments in this ASU update the FASB ASC for a broad range of Topics arising from technical corrections, unintended application of the ASC, clarifications, and other minor improvements.  The amendments in this ASU, which addresses 33 issues, affect a wide variety of Topics in the ASC and apply to all reporting entities within the scope of the affected accounting guidance.  The amendments in this ASU are effective for all entities for annual periods beginning after December 15, 2026, and interim periods within those annual periods.  Early adoption is permitted in both interim and annual periods in which financial statements have not yet been issued or made available for issuance.  The Company is evaluating the accounting and disclosure requirements of this update and the impact of adopting the new guidance on the consolidated financial statements.  

 

 

8

  
 

3.         INVESTMENT SECURITIES

 

The amortized cost, unrealized gains and losses, estimated fair values, and allowance for credit losses (ACL) of investments in debt and other securities at March 31, 2026 are summarized as follows:

 

  

Amortized

  

Unrealized

  

Unrealized

  

Estimated

     

(in thousands)

 

cost

  

gains

  

losses

  

fair value

  

ACL

 

Investment securities available-for-sale:

                    

U.S. Treasury securities

 $90,689  $186  $(563) $90,312  $ 

Securities of U.S. government agencies and corporations

  85,803   292   (2,081)  84,014    

Obligations of states and political subdivisions

  77,766   181   (3,859)  74,088    

Collateralized mortgage obligations

  106,603   80   (12,378)  94,305    

Mortgage-backed securities

  289,060   795   (9,292)  280,563    
                     

Total debt securities

 $649,921  $1,534  $(28,173) $623,282  $ 

 

The amortized cost, unrealized gains and losses and estimated fair values of investments in debt and other securities at December 31, 2025 are summarized as follows:

 

  

Amortized

  

Unrealized

  

Unrealized

  

Estimated

     

(in thousands)

 

cost

  

gains

  

losses

  

fair value

  

ACL

 

Investment securities available-for-sale:

                    

U.S. Treasury securities

 $87,578  $420  $(442) $87,556  $ 

Securities of U.S. government agencies and corporations

  86,831   462   (1,949)  85,344    

Obligations of states and political subdivisions

  77,796   448   (3,241)  75,003    

Collateralized mortgage obligations

  103,364   155   (11,235)  92,284    

Mortgage-backed securities

  283,963   1,640   (8,547)  277,056    
                     

Total debt securities

 $639,532  $3,125  $(25,414) $617,243  $ 

 

The Company generated $0 and $3,367,000 in proceeds from sales of available-for-sale securities for the three-month periods ended March 31, 2026 and 2025, respectively. There were no gross realized gains on sales or calls of available-for-sale securities for the three-month periods ended March 31, 2026 and 2025, respectively. Gross realized losses on sales or calls of available-for-sale securities were $0 and $53,000 for the three-month periods ended March 31, 2026 and 2025, respectively.

 

The amortized cost and estimated fair value of debt and other securities at March 31, 2026, by contractual maturity, are shown in the following table:

 

  

Amortized

  

Estimated

 

(in thousands)

 

cost

  

fair value

 
         

Maturity in years:

        

Due in one year or less

 $54,245  $53,954 

Due after one year through five years

  120,597   118,692 

Due after five years through ten years

  38,253   36,721 

Due after ten years

  41,163   39,047 

Subtotal

  254,258   248,414 

Mortgage-backed securities & collateralized mortgage obligations

  395,663   374,868 

Total

 $649,921  $623,282 

 

Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.  In addition, factors such as prepayments and interest rates may affect the yield on the carrying value of mortgage-related securities.

 

9

 

An analysis of gross unrealized losses of the available-for-sale investment securities portfolio as of March 31, 2026, follows:

 

(in thousands)

 

Less than 12 months

  

12 months or more

  

Total

 
      

Unrealized

      

Unrealized

      

Unrealized

 
  

Fair Value

  

losses

  

Fair Value

  

losses

  

Fair Value

  

losses

 
                         

U.S. Treasury securities

  29,025  $(135) $23,391  $(428) $52,416  $(563)

Securities of U.S. government agencies and corporations

  20,667   (228)  41,840   (1,853)  62,507   (2,081)

Obligations of states and political subdivisions

  23,030   (382)  37,765   (3,477)  60,795   (3,859)

Collateralized mortgage obligations

  22,939   (245)  55,122   (12,133)  78,061   (12,378)

Mortgage-backed securities

  81,441   (781)  115,490   (8,511)  196,931   (9,292)

Total

 $177,102  $(1,771) $273,608  $(26,402) $450,710  $(28,173)

 

One hundred and twenty-two securities, all considered investment grade, which had an aggregate fair value of $177,102,000 and a total unrealized loss of $1,771,000, have been in an unrealized loss position for less than twelve months as of March 31, 2026. Three hundred and twenty-six securities, all considered investment grade, which had an aggregate fair value of $273,608,000 and a total unrealized loss of $26,402,000, have been in an unrealized loss position for more than twelve months as of March 31, 2026.  The unrealized losses on the Company's investment securities were caused by market conditions for these types of investments, particularly changes in risk-free interest rates.  The decline in fair value is attributable to changes in interest rates and not credit quality, and the Company does not intend to sell the securities. The Company has concluded it is not more likely than not that the Company will be required to sell these securities prior to recovery of their anticipated cost basis. Therefore, as of March 31, 2026, the Company had not recorded an allowance for credit losses on these securities and the unrecognized or unrealized losses on these securities have not been recognized into income.

 

The fair value of investment securities could decline in the future if the general economy deteriorates, inflation and interest rates increase, credit ratings decline, the issuer's financial condition deteriorates, or the liquidity for securities declines. As a result, an allowance for credit loss may occur in the future.

 

An analysis of gross unrealized losses of the available-for-sale investment securities portfolio as of December 31, 2025, follows:

 

(in thousands)

 

Less than 12 months

  

12 months or more

  

Total

 
      

Unrealized

      

Unrealized

      

Unrealized

 
  

Fair Value

  

losses

  

Fair Value

  

losses

  

Fair Value

  

losses

 
                         

U.S. Treasury Securities

 $7,664  $(7) $25,834  $(435) $33,498  $(442)

Securities of U.S. government agencies and corporations

  14,168   (46)  41,820   (1,903)  55,988   (1,949)

Obligations of states and political subdivisions

  1,144   (1)  47,845   (3,240)  48,989   (3,241)

Collateralized Mortgage obligations

  13,402   (51)  58,408   (11,184)  71,810   (11,235)

Mortgage-backed securities

  21,385   (33)  127,245   (8,514)  148,630   (8,547)

Total

 $57,763  $(138) $301,152  $(25,276) $358,915  $(25,414)

 

Investment securities carried at $92,313,000 and $95,479,000 at March 31, 2026 and December 31, 2025, respectively, were pledged to secure public deposits or for other purposes as required or permitted by law.

 

10

  
 

4.         LOANS AND ALLOWANCE FOR CREDIT LOSSES

 

The composition of the Company’s loan portfolio, by loan class, as of March 31, 2026 and December 31, 2025 was as follows:

 

(in thousands)

 

March 31, 2026

  

December 31, 2025

 
         

Commercial

 $178,015  $146,178 

Commercial Real Estate

  697,845   702,455 

Agriculture

  86,434   93,627 

Residential Mortgage

  96,754   100,684 

Residential Construction

  5,569   5,837 

Consumer

  13,821   15,478 
         
   1,078,438   1,064,259 

Allowance for credit losses

  (14,803)  (14,519)

Deferred origination fees and costs, net

  987   733 
         

Loans, net

 $1,064,622  $1,050,473 

 

At March 31, 2026 and December 31, 2025, all loans were pledged under a blanket collateral lien to secure actual or potential borrowings from the Federal Home Loan Bank (“FHLB”).

 

Allowance for Credit Losses

 

The following tables summarize the activity in the allowance for credit losses on loans which is recorded as a contra asset, and the reserve for unfunded commitments which is recorded on the condensed consolidated balance sheet within other liabilities, as of and for the three months ended March 31, 2026 and March 31, 2025.

 

  

Allowance for Credit Losses – Three months ended March 31, 2026

 
  

Beginning

          

Provision

  

Ending

 

(in thousands)

 

Balance

  

Charge-offs

  

Recoveries

  

(Recovery)

  

Balance

 

Commercial

 $2,425  $(139) $3  $319  $2,608 

Commercial Real Estate

  9,343         (158)  9,185 

Agriculture

  1,074      20   55   1,149 

Residential Mortgage

  1,005         207   1,212 

Residential Construction

  376         (12)  364 

Consumer

  296   (1)  1   (11)  285 

Allowance for credit losses on loans

  14,519   (140)  24   400   14,803 

Reserve for unfunded commitments

  1,200         (100)  1,100 

Total

 $15,719  $(140) $24  $300  $15,903 

 

 

11

 
  

Allowance for Credit Losses – Three months ended March 31, 2025

 
  

Beginning

          

Provision

  

Ending

 

(in thousands)

 

Balance

  

Charge-offs

  

Recoveries

  

(Recovery)

  

Balance

 

Commercial

 $1,622  $(10) $65  $387  $2,064 

Commercial Real Estate

  10,245         (1,374)  8,871 

Agriculture

  1,555         2,377   3,932 

Residential Mortgage

  1,779         (799)  980 

Residential Construction

  433         (26)  407 

Consumer

  251   (6)  1   35   281 

Allowance for credit losses on loans

  15,885   (16)  66   600   16,535 

Reserve for unfunded commitments

  700         250   950 

Total

 $16,585  $(16) $66  $850  $17,485 

 

The Company utilizes three economic variables, forecasted unemployment, gross domestic product and single-family home prices, as loss drivers for its allowance for credit losses. During the quarter ended March 31, 2026, the levels of forecasted gross domestic product and single-family home prices improved. The Company recorded provision expense totaling $300,000 for the three months ended March 31, 2026, primarily due to an increase in qualitative factors to incorporate additional risk related to geopolitical matters. Management believes the allowance for credit losses at March 31, 2026 appropriately reflected expected credit losses in the loan portfolio at that date.

12

 

Collateral Dependent Loans

 

In accordance with ASC 326, a loan is considered collateral dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. All loans individually analyzed were collateral dependent loans as of March 31, 2026 and December 31, 2025. The following table presents the amortized cost basis of collateral dependent loans by class, which are individually evaluated to determine expected credit losses, as of March 31, 2026 and December 31, 2025:

 

March 31, 2026

 

(in thousands)

 

Secured by 1-4 Family Residential Properties-1st lien

  

Secured by 1-4 Family Residential Properties-junior lien

  

Secured by 1-4 Family Residential Properties-revolving

  

Commercial

  

Construction and Land Development

 

Commercial

 $  $  $  $139  $ 

Commercial Real Estate

               

Agriculture

               

Residential Mortgage

  162             

Residential Construction

               

Consumer

     213   283       

Total

 $162  $213  $283  $139  $ 

 

          

Secured by

  

Secured by

     
          

Owner-occupied,

  

Other

     
          

Nonfarm

  

Nonfarm

     
  

Secured by

  

Agriculture

  

Nonresidential

  

Nonresidential

     

(in thousands)

 

Farmland

  

Production

  

Properties

  

Properties

  

Total

 

Commercial

 $  $  $  $  $139 

Commercial Real Estate

        909      909 

Agriculture

  538   2,674         3,212 

Residential Mortgage

              162 

Residential Construction

               

Consumer

              496 

Total

 $538  $2,674  $909  $  $4,918 

 

December 31, 2025

 

(in thousands)

 

Secured by 1-4 Family Residential Properties-1st lien

  

Secured by 1-4 Family Residential Properties-junior lien

  

Secured by 1-4 Family Residential Properties-revolving

  

Commercial

  

Construction and Land Development

 

Commercial

 $  $  $  $139  $ 

Commercial Real Estate

               

Agriculture

               

Residential Mortgage

  174             

Residential Construction

               

Consumer

     255   382       

Total

 $174  $255  $382  $139  $ 

 

          

Secured by

  

Secured by

     
          

Owner-occupied,

  

Other

     
          

Nonfarm

  

Nonfarm

     
  

Secured by

  

Agriculture

  

Nonresidential

  

Nonresidential

     

(in thousands)

 

Farmland

  

Production

  

Properties

  

Properties

  

Total

 

Commercial

 $  $  $  $  $139 

Commercial Real Estate

           657   657 

Agriculture

  662   3,761         4,423 

Residential Mortgage

              174 

Residential Construction

               

Consumer

              637 

Total

 $662  $3,761  $  $657  $6,030 

 

Foreclosure Proceedings

 

The Company had no residential real estate property in the process of foreclosure at March 31, 2026 and December 31, 2025.

 

13

 

Non-accrual and Past Due Loans

 

The Company’s loans by delinquency and non-accrual status, as of March 31, 2026 and December 31, 2025, was as follows:

 

          

90 days

      

Total

             
  30-59 days  60-89 days  or More      Past Due &  Current &      Nonaccrual 
  

Past Due &

  

Past Due &

  

Past Due &

  

Nonaccrual

  

Nonaccrual

  

Accruing

  

Total

  

Loans with

 

(in thousands)

 

Accruing

  

Accruing

  

Accruing

  

Loans

  

Loans

  

Loans

  

Loans

  

No ACL

 

March 31, 2026

                                

Commercial

 $328  $397  $  $139  $864  $177,151  $178,015  $139 

Commercial Real Estate

  715         909   1,624   696,221   697,845   909 

Agriculture

           3,212   3,212   83,222   86,434   3,212 

Residential Mortgage

  457         162   619   96,135   96,754   162 

Residential Construction

                 5,569   5,569    

Consumer

           496   496   13,325   13,821   496 

Total

 $1,500  $397  $  $4,918  $6,815  $1,071,623  $1,078,438  $4,918 
                                 

December 31, 2025

                                

Commercial

 $470  $597  $  $139  $1,206  $144,972  $146,178  $139 

Commercial Real Estate

  231         657   888   701,567   702,455   657 

Agriculture

     1      4,423   4,424   89,203   93,627   4,423 

Residential Mortgage

  691         174   865   99,819   100,684   174 

Residential Construction

                 5,837   5,837    

Consumer

           637   637   14,841   15,478   637 

Total

 $1,392  $598  $  $6,030  $8,020  $1,056,239  $1,064,259  $6,030 

 

The Company recognized $2,000 and $0 of interest income on nonaccrual loans during the three months ended March 31, 2026 and March 31, 2025, respectively.

 

Loan Modifications

 

Occasionally, the Company modifies loans to borrowers in financial difficulty by providing principal forgiveness, term extension, payment delays or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL.

 

In some cases, the Company provides multiple types of concessions on one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. For the loans included in the “combination” columns below, multiple types of modifications have been made on the same loan within the current reporting period. The combination is at least two of the following: a term extension, principal forgiveness, an other-than-insignificant payment delay and/or an interest rate reduction.

 

14

 

The following tables present the amortized cost basis of loans that were experiencing both financial difficulty and modification during the periods indicated, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below.

 

The amortized cost basis of loans that were experiencing both financial difficulty and modification during the three months ended March 31, 2026 were as follows:

 

(in thousands, except percentages)

 

Term Extension

  

Payment Delay

  

Total Class of Financing Receivable

 
             

Commercial

 $855  $   0.48%

Commercial Real Estate

     888   0.13%

Agriculture

  1,141      1.32%

Residential Mortgage

         

Residential Construction

         

Consumer

         

Total

 $1,996  $888   0.27%

 

The amortized cost basis of loans that were experiencing both financial difficulty and modification during the three months ended March 31, 2025 were as follows:

 

      

Combination

     
      

Term Extension and

  

Total Class of

 

(in thousands, except percentages)

 

Term Extension

  

Payment Delay

  

Financing Receivable

 
             

Commercial

 $73  $91   0.12%

Commercial Real Estate

         

Agriculture

         

Residential Mortgage

         

Residential Construction

         

Consumer

         

Total

 $73  $91   0.02%

 

The Company had no commitments to lend additional funds to borrowers whose loans were modified at March 31, 2026 and March 31, 2025.

 

15

 

The following table presents the financial effect of the loan modifications to borrowers experiencing financial difficulty during the three-month period ended March 31, 2026:

 

  

Weighted-Average

  

Weighted-Average

 
  

Interest Rate

  

Term Extension

 
  

Reduction

  

(in months)

 

Commercial

     5 

Commercial Real Estate

      

Agriculture

     6 

Residential Mortgage

      

Residential Construction

      

Consumer

      

Total

     6 

 

The following table presents the financial effect of the loan modifications to borrowers experiencing financial difficulty during the three-month period ended March 31, 2025:

 

  

Weighted-Average

  

Weighted-Average

 
  

Interest Rate

  

Term Extension

 
  

Reduction

  

(in months)

 

Commercial

     40 

Commercial Real Estate

      

Agriculture

      

Residential Mortgage

      

Residential Construction

      

Consumer

      

Total

     40 

 

Loans that were modified within the previous twelve months were current on payments as of March 31, 2026 and March 31, 2025.  There were no loans modified within the previous twelve months and for which there was a payment default during the three month periods ended March 31, 2026 and March 31, 2025.

 

Upon the Company's determination that a modified loan (or portion of a loan) has subsequently become 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 ACL is adjusted by the same amount.

 

16

 

Credit Quality Indicators

 

All loans are rated using the credit risk ratings and criteria adopted by the Company.  Risk ratings are adjusted as future circumstances warrant.  All credits risk rated 1, 2, 3, 4 or 5 equate to a Pass as indicated by Federal and State bank regulatory agencies; a 6 equates to a Special Mention; a 7 equates to Substandard; an 8 equates to Doubtful; and a 9 equates to a Loss.  For the definitions of each risk rating, see Note 3 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

 

The following tables present the loan portfolio by loan class, origination year, and internal risk rating as of March 31, 2026. Generally, existing term loans that were re-underwritten are reflected in the table in the year of renewal. Lines of credit that have a conversion feature at the time of origination, such as construction to permanent loans, are presented by year of origination. Revolving loans converted to term loans totaled $5,954,000 and $1,780,000 as of March 31, 2026 and December 31, 2025, respectively.

 

                                 
  

Term Loans Amortized Cost Basis by Origination Year - As of March 31, 2026

         
                          

Revolving

     
                          

Loans

     
                          

Amortized

     

(in thousands)

  2026   2025   2024   2023   2022   Prior   Cost Basis   Total 

Commercial

                                

Pass

 $43,663  $45,697  $36,081  $9,376  $8,216  $9,541  $20,993  $173,567 

Special Mention

  400   40               1,670   2,110 

Substandard

     115   109         604   1,510   2,338 

Doubtful/Loss

                        

Total Commercial loans

 $44,063  $45,852  $36,190  $9,376  $8,216  $10,145  $24,173  $178,015 

Year-to-date Charge-offs

        (70)           (69)  (139)

Year-to-date Recoveries

        2   1            3 

Year-to-date Net Charge-offs

        (68)  1         (69)  (136)
                                 

Commercial Real Estate

                                

Pass

 $3,188  $50,263  $60,911  $106,218  $150,861  $294,707  $355  $666,503 

Special Mention

        2,840      12,281   5,303      20,424 

Substandard

           643   3,398   6,877      10,918 

Doubtful/Loss

                        

Total Commercial Real Estate loans

 $3,188  $50,263  $63,751  $106,861  $166,540  $306,887  $355  $697,845 

Year-to-date Charge-offs

                        

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

                        
                                 

Agriculture

                                

Pass

 $5,877  $7,845  $2,846  $6,102  $15,406  $27,182  $12,085  $77,343 

Special Mention

                        

Substandard

              2,617   4,616   1,858   9,091 

Doubtful/Loss

                        

Total Agriculture loans

 $5,877  $7,845  $2,846  $6,102  $18,023  $31,798  $13,943  $86,434 

Year-to-date Charge-offs

                        

Year-to-date Recoveries

              20         20 

Year-to-date Net Charge-offs

              20         20 

 

17

 
                                 
  

Term Loans Amortized Cost Basis by Origination Year - As of March 31, 2026

         
                          

Revolving

     
                          

Loans

     
                          

Amortized

     

(in thousands)

  2026   2025   2024   2023   2022   Prior   Cost Basis   Total 

Residential Mortgage

                                

Pass

 $  $3,435  $4,383  $16,141  $22,047  $50,316  $  $96,322 

Special Mention

                        

Substandard

              267   165      432 

Doubtful/Loss

                        

Total Residential Mortgage loans

 $  $3,435  $4,383  $16,141  $22,314  $50,481  $  $96,754 

Year-to-date Charge-offs

                        

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

                        
                                 

Residential Construction

                                

Pass

 $1,310  $1,769  $  $1,089  $484  $917  $  $5,569 

Special Mention

                        

Substandard

                        

Doubtful/Loss

                        

Total Residential Construction loans

 $1,310  $1,769  $  $1,089  $484  $917  $  $5,569 

Year-to-date Charge-offs

                        

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

                        
                                 

Consumer

                                

Pass

 $  $218  $53  $56  $1,054  $460  $11,394  $13,235 

Special Mention

                        

Substandard

                    586   586 

Doubtful/Loss

                        

Total Consumer loans

 $  $218  $53  $56  $1,054  $460  $11,980  $13,821 

Year-to-date Charge-offs

     (1)                 (1)

Year-to-date Recoveries

                 1      1 

Year-to-date Net Charge-offs

     (1)           1       
                                 

Total Loans

                                

Pass

 $54,038  $109,227  $104,274  $138,982  $198,068  $383,123  $44,827  $1,032,539 

Special Mention

  400   40   2,840      12,281   5,303   1,670   22,534 

Substandard

     115   109   643   6,282   12,262   3,954   23,365 

Doubtful/Loss

                        

Total Loans

 $54,438  $109,382  $107,223  $139,625  $216,631  $400,688  $50,451  $1,078,438 

Year-to-date Charge-offs

 $  $(1) $(70) $  $  $  $(69) $(140)

Year-to-date Recoveries

 $  $  $2  $1  $20  $1  $  $24 

Year-to-date Net Charge-offs

 $  $(1) $(68) $1  $20  $1  $(69) $(116)

 

18

 
                                 
  

Term Loans Amortized Cost Basis by Origination Year - As of December 31, 2025

         
                          

Revolving

     
                          

Loans

     
                          

Amortized

     

(in thousands)

  2025   2024   2023   2022   2021   Prior   Cost Basis   Total 

Commercial

                                

Pass

 $53,724  $37,264  $9,628  $9,008  $4,473  $4,964  $24,740  $143,801 

Special Mention

  73                  324   397 

Substandard

  45   83   1   44      635   1,172   1,980 

Doubtful/Loss

                        

Total Commercial loans

 $53,842  $37,347  $9,629  $9,052  $4,473  $5,599  $26,236  $146,178 

Year-to-date Charge-offs

     (119)  (83)     (13)     (433)  (648)

Year-to-date Recoveries

     1   256         16      273 

Year-to-date Net Charge-offs

     (118)  173      (13)  16   (433)  (375)
                                 

Commercial Real Estate

                                

Pass

 $48,023  $60,279  $109,879  $152,463  $158,456  $141,544  $373  $671,017 

Special Mention

  1,084   2,854      12,487   2,013   2,786      21,224 

Substandard

  372      657   3,415      5,770      10,214 

Doubtful/Loss

                        

Total Commercial Real Estate loans

 $49,479  $63,133  $110,536  $168,365  $160,469  $150,100  $373  $702,455 

Year-to-date Charge-offs

        (26)              (26)

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

        (26)              (26)
                                 

Agriculture

                                

Pass

 $11,029  $2,970  $3,426  $15,496  $17,593  $13,004  $19,121  $82,639 

Special Mention

                        

Substandard

        58   2,717   4,739      3,474   10,988 

Doubtful/Loss

                        

Total Agriculture loans

 $11,029  $2,970  $3,484  $18,213  $22,332  $13,004  $22,595  $93,627 

Year-to-date Charge-offs

           (176)        (298)  (474)

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

           (176)        (298)  (474)

 

19

 
                                 
  

Term Loans Amortized Cost Basis by Origination Year - As of December 31, 2025

         
                          

Revolving

     
                          

Loans

     
                          

Amortized

     

(in thousands)

  2025   2024   2023   2022   2021   Prior   Cost Basis   Total 

Residential Mortgage

                                

Pass

 $3,451  $4,755  $17,156  $22,718  $24,516  $27,642  $  $100,238 

Special Mention

                        

Substandard

           270   32   144      446 

Doubtful/Loss

                        

Total Residential Mortgage loans

 $3,451  $4,755  $17,156  $22,988  $24,548  $27,786  $  $100,684 

Year-to-date Charge-offs

  (5)                    (5)

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

  (5)                    (5)
                                 

Residential Construction

                                

Pass

 $1,665  $1,451  $1,176  $487  $1,058  $  $  $5,837 

Special Mention

                        

Substandard

                        

Doubtful/Loss

                        

Total Residential Construction loans

 $1,665  $1,451  $1,176  $487  $1,058  $  $  $5,837 

Year-to-date Charge-offs

                        

Year-to-date Recoveries

                        

Year-to-date Net Charge-offs

                        
                                 

Consumer

                                

Pass

 $233  $59  $69  $1,063  $94  $376  $12,923  $14,817 

Special Mention

                        

Substandard

                    661   661 

Doubtful/Loss

                        

Total Consumer loans

 $233  $59  $69  $1,063  $94  $376  $13,584  $15,478 

Year-to-date Charge-offs

  (16)  (3)                 (19)

Year-to-date Recoveries

  8                  25   33 

Year-to-date Net Charge-offs

  (8)  (3)              25   14 
                                 

Total Loans

                                

Pass

 $118,125  $106,778  $141,334  $201,235  $206,190  $187,530  $57,157  $1,018,349 

Special Mention

  1,157   2,854      12,487   2,013   2,786   324   21,621 

Substandard

  417   83   716   6,446   4,771   6,549   5,307   24,289 

Doubtful/Loss

                        

Total Loans

 $119,699  $109,715  $142,050  $220,168  $212,974  $196,865  $62,788  $1,064,259 

Year-to-date Charge-offs

 $(21) $(122) $(109) $(176) $(13) $  $(731) $(1,172)

Year-to-date Recoveries

 $8  $1  $256  $  $  $16  $25  $306 

Year-to-date Net Charge-offs

 $(13) $(121) $147  $(176) $(13) $16  $(706) $(866)

 

20

  
 

5.         MORTGAGE OPERATIONS

 

Transfers and servicing of financial assets and extinguishments of liabilities are accounted for and reported based on consistent application of a financial-components approach that focuses on control.  Transfers of financial assets that are sales are distinguished from transfers that are secured borrowings.  Retained servicing rights on loans sold are measured by allocating the previous carrying amount of the transferred assets between the loans sold and retained interest, if any, based on their relative fair value at the date of transfer.  Fair values are estimated using discounted cash flows based on a current market interest rate.

 

The Company recognizes a gain and a related asset for the fair value of the rights to service loans for others when loans are sold.  The Company sold a substantial portion of its portfolio of conforming long-term residential mortgage loans originated during the three months ended March 31, 2026 for cash proceeds equal to the fair value of the loans. The Company serviced real estate mortgage loans for others totaling $158,935,000 and $162,644,000 at March 31, 2026 and December 31, 2025, respectively.

 

The recorded value of mortgage servicing rights is amortized in proportion to, and over the period of, estimated net servicing revenues.  The Company assesses capitalized mortgage servicing rights for impairment based upon the fair value of those rights at each reporting date. For purposes of measuring impairment, the rights are stratified based upon the product type, term and interest rates.  Fair value is determined by discounting estimated net future cash flows from mortgage servicing activities using discount rates that approximate current market rates and estimated prepayment rates, among other assumptions.  The amount of impairment recognized, if any, is the amount by which the capitalized mortgage servicing rights for a stratum exceeds their fair value.  Impairment, if any, is recognized through a valuation allowance for each individual stratum.  Changes in the carrying amount of mortgage servicing rights are reported in earnings under loan servicing income on the condensed consolidated statements of income.

 

Key assumptions used in measuring the fair value of mortgage servicing rights as of March 31, 2026 and December 31, 2025 were as follows:

 

  

March 31, 2026

  

December 31, 2025

 
         

Constant prepayment rate

  7.56%  7.53%

Discount rate

  9.50%  9.50%

Weighted average life (years)

  7.10   7.24 

 

The following table summarizes the changes to the Company’s mortgage servicing rights assets as of the periods presented.  Mortgage servicing rights are included in Interest Receivable and Other Assets on the condensed consolidated balance sheets.

 

(in thousands)

 

December 31, 2025

  

Additions

  

Reductions

  

March 31, 2026

 
                 

Mortgage servicing rights

 $1,159  $12  $(45) $1,126 

Valuation allowance

            

Mortgage servicing rights, net of valuation allowance

 $1,159  $12  $(45) $1,126 

 

At March 31, 2026 and December 31, 2025, the estimated fair market value of the Company’s mortgage servicing rights assets was $1,743,000 and $1,748,000, respectively. The fair value of mortgage servicing rights during 2026 remained relatively stable, reflecting minimal movement in key assumptions and minimal additions during the three months ended March 31, 2026.

 

The Company received contractually specified servicing fees of $102,000 and $109,000 for the three months ended March 31, 2026 and March 31, 2025, respectively. Loan servicing income on the condensed consolidated statements of income includes contractually specified servicing fees, mortgage servicing rights additions, amortization and changes in the valuation allowance.

 

21

  
 

6.         FAIR VALUE MEASUREMENTS

 

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.  Securities available-for-sale are recorded at fair value on a recurring basis.  Additionally, from time to time, the Company may be required to record at fair value other assets on a non-recurring basis, such as loans held-for-sale, loans held-for-investment and certain other assets.  These non-recurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.  Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally corresponds with the Company’s quarterly valuation process.

  

Assets Recorded at Fair Value on a Recurring Basis

 

The table below presents the recorded amount of assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025.

 

                 
      

Quoted Prices

  

Significant

     
      

in Active

  

Other

  

Significant

 
      

Markets for

  

Observable

  

Unobservable

 

(in thousands)

     

Identical Assets

  

Inputs

  

Inputs

 

March 31, 2026

 

Fair Value

  

(Level 1)

  

(Level 2)

  

(Level 3)

 

U.S. Treasury securities

 $90,312  $90,312  $  $ 

Securities of U.S. government agencies and corporations

  84,014      84,014    

Obligations of states and political subdivisions

  74,088      74,088    

Collateralized mortgage obligations

  94,305      94,305    

Mortgage-backed securities

  280,563      280,563    

Total investments at fair value

 $623,282  $90,312  $532,970  $ 

 

                 
      

Quoted Prices

  

Significant

     
      

in Active

  

Other

  

Significant

 
      

Markets for

  

Observable

  

Unobservable

 

(in thousands)

     

Identical Assets

  

Inputs

  

Inputs

 

December 31, 2025

 

Fair Value

  

(Level 1)

  

(Level 2)

  

(Level 3)

 

U.S. Treasury securities

 $87,556  $87,556  $  $ 

Securities of U.S. government agencies and corporations

  85,344      85,344    

Obligations of states and political subdivisions

  75,003      75,003    

Collateralized mortgage obligations

  92,284      92,284    

Mortgage-backed securities

  277,056      277,056    

Total investments at fair value

 $617,243  $87,556  $529,687  $ 

 

22

 

Assets Recorded at Fair Value on a Non-Recurring Basis

 

Assets measured at fair value on a non-recurring basis are included in the table below by level within the fair value hierarchy as of March 31, 2026 and December 31, 2025.

 

                 

(in thousands)

 

Carrying

             

March 31, 2026

 

Value

  

Level 1

  

Level 2

  

Level 3

 

Collateral dependent loans

 $815  $  $  $815 

Total assets at fair value

 $815  $  $  $815 

 

                 

(in thousands)

 

Carrying

             

December 31, 2025

 

Value

  

Level 1

  

Level 2

  

Level 3

 

Collateral dependent loans

 $835  $  $  $835 

Total assets at fair value

 $835  $  $  $835 

 

There were no liabilities measured at fair value on a recurring or non-recurring basis at March 31, 2026 and December 31, 2025.

 

Key methods and assumptions used in measuring the fair value of collateral dependent loans as of March 31, 2026 were as follows:

 

  

Method

 

Assumption Inputs

     

Collateral dependent loans

 

Collateral, market, income, enterprise, liquidation

 

External appraised values, management assumptions regarding market trends or other relevant factors, selling costs generally ranging from 6% to 10%

 

The following section describes the valuation methodologies used for assets and liabilities recorded at fair value.

 

Investment Securities Available-for-Sale

 

Investment securities available-for-sale are recorded at fair value on a recurring basis.  Fair value measurement is based upon quoted market prices, if available.  If quoted market prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions, and other factors such as credit loss assumptions.  Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds.  Level 2 securities include mortgage-backed securities issued by government sponsored entities, municipal bonds and corporate debt securities.  Securities classified as Level 3 include asset-backed securities in less liquid markets where valuations include significant unobservable assumptions.

 

Collateral Dependent Loans

 

The Company does not record loans at fair value on a recurring basis.  Loans that do not share similar risk characteristics are individually evaluated by management for potential impairment. Included in loans individually evaluated are collateral dependent loans. A loan is considered to be collateral dependent when repayment is expected to be provided substantially through the operation or sale of the collateral. Collateral dependent loans are considered to have unique risk characteristics and are individually evaluated. The ACL on collateral dependent loans is measured using the fair value of the underlying collateral, adjusted for costs to sell when applicable, less the amortized cost basis of the financial asset. If the value of underlying collateral is determined to be less than the recorded amount of the loan, a charge-off will be taken. Collateral dependent loans where a charge-off is recorded based on the fair value of collateral require classification in the fair value hierarchy.  When a loan is evaluated based on the fair value of the underlying collateral securing the loan, the Company records the collateral dependent loan as non-recurring Level 3 given the valuation includes significant unobservable assumptions.

 

23

 

Disclosures about Fair Value of Financial Instruments

 

The estimated fair values of the Company’s financial instruments for the periods ended March 31, 2026 and December 31, 2025 were approximately as follows:

 

      

March 31, 2026

  

December 31, 2025

 
      

Carrying

  

Fair

  

Carrying

  

Fair

 
  

Level

  

amount

  

value

  

amount

  

value

 

(in thousands)

                    

Financial assets:

                    

Cash and cash equivalents

  1  $139,584  $139,584  $145,554  $145,554 

Certificates of deposit

  2   10,172   10,217   10,180   10,243 

Stock in Federal Home Loan Bank and other equity securities

  3   10,871   10,871   10,871   10,871 

Loans receivable:

                    

Net loans

  3   1,064,622   1,000,128   1,050,473   990,239 

Interest receivable

  2   7,299   7,299   7,348   7,348 

Mortgage servicing rights

  3   1,126   1,743   1,159   1,748 

Financial liabilities:

                    

Time deposits

  3   139,959   139,912   141,661   141,713 

Interest payable

  2   660   660   724   724 

 

Limitations

 

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument and expected exit prices. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision.  Changes in assumptions could significantly affect the estimates.

 

Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets and liabilities that are not considered financial assets or liabilities include deferred tax liabilities and premises and equipment.  In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in many of the estimates.

 

24

  
 

7.         COMMITMENTS AND CONTINGENCIES

 

The Company 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 in the form of loans or through standby letters of credit.  These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the balance sheet.  The contract amounts of those instruments reflect the extent of involvement the Company has in particular classes of financial instruments.

 

The Bank’s exposure to credit loss in the event of non-performance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual notional amount of those instruments.  The Bank uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

 

Financial instruments, whose contract amounts represent credit risk at the indicated periods, were as follows:

 

(in thousands)

 

March 31, 2026

  

December 31, 2025

 

Undisbursed loan commitments

 $139,306  $131,306 

Standby letters of credit

  1,038   1,038 

Commitments to sell loans

  770    
  $141,114  $132,344 

 

 

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.  Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.  The Bank evaluates each customer’s creditworthiness on a case-by-case basis.  The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on management’s credit evaluation.  The types of collateral held varies but may include accounts receivable, inventory, property, plant and equipment, and income-producing commercial properties.

 

Standby letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party.  The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.  The Bank issues both financial and performance standby letters of credit.  The financial standby letters of credit are primarily to guarantee payment to third parties.  At March 31, 2026 and December 31, 2025, there were no financial standby letters of credit outstanding.  The performance standby letters of credit are typically issued to municipalities as specific performance bonds.  Performance standby letters of credit totaled $1,038,000 for each of the periods ended  March 31, 2026 and December 31, 2025.  The Bank had experienced no draws on outstanding letters of credit, resulting in no related liability included on its balance sheet; however, should a triggering event occur, the Bank either has collateral in excess of the letter of credit or embedded agreements of recourse from the customer. The Bank has set aside a reserve for unfunded commitments in the amount of $1,100,000 and $1,200,000 at March 31, 2026 and December 31, 2025, respectively, which is recorded in "interest payable and other liabilities" on the condensed consolidated balance sheets.

 

Commitments to extend credit and standby letters of credit bear similar credit risk characteristics as outstanding loans.  As of March 31, 2026 and December 31, 2025, the Company had no off-balance sheet derivatives requiring additional disclosure.

 

The Company may enter into interest rate lock commitments in connection with its mortgage banking activities to fund residential mortgage loans within specified times in the future. These commitments expose the Company to the risk that the price of the loan underlying the interest rate lock commitment might decline from the inception of the interest rate lock to the funding of the mortgage loan. To protect against this risk, the Company may enter into commitments to sell loans to economically hedge the risk of potential changes in the value of the loans that would result from the commitment. These commitments totaled $770,000 and $0 at  March 31, 2026 and  December 31, 2025, respectively. Mortgage loans sold to investors may be sold with servicing rights retained, for which the Company makes only standard legal representations and warranties as to meeting certain underwriting and collateral documentation standards. Management believes that any liabilities that may result from such recourse provisions are not significant.

  

25

  
 

8.         STOCK PLANS

 

On January 22, 2026, the Board of Directors of the Company declared a 5% stock dividend payable as of March 25, 2026 to shareholders of record as of February 27, 2026.  All stock options and restricted stock amounts outstanding have been adjusted to give retroactive effect to stock dividends.

 

The following table presents the activity related to stock options for the three months ended March 31, 2026.

 

              

Weighted

 
      

Weighted

      

Average

 
      

Average

  

Aggregate

  

Remaining

 
  

Number of

  

Exercise

  

Intrinsic

  

Contractual

 
  

Shares

  

Price

  

Value

  

Term (in years)

 

Options outstanding at Beginning of Period

  422,527  $7.80         

Granted

              

Expired

              

Cancelled / Forfeited

              

Exercised

  (52,552)  4.90         

Options outstanding at End of Period

  369,975  $8.21  $2,842,951   3.25 

Exercisable (vested) at End of Period

  369,975  $8.21  $2,842,951   3.25 

 

The intrinsic value of options exercised was $466,000 and $179,000 during the three months ended March 31, 2026 and March 31, 2025, respectively. The fair value of awards vested was $25,000 during each of the three months ended March 31, 2026 and March 31, 2025.

 

As of March 31, 2026, there was no unrecognized compensation cost related to non-vested stock options.

 

There was $6,000 of recognized compensation cost related to stock options granted for each of the three months ended March 31, 2026 and March 31, 2025.

 

The following table presents the activity related to non-vested restricted stock for the three months ended March 31, 2026.

 

              

Weighted

 
      

Weighted

      

Average

 
      

Average

  

Aggregate

  

Remaining

 
  

Number of

  

Grant Date

  

Intrinsic

  

Contractual

 
  

Shares

  

Fair Value

  

Value

  

Term (in years)

 

Non-vested Restricted stock outstanding at Beginning of Period

  283,907  $8.05         

Granted

  60,079   13.99         

Cancelled / Forfeited

  (7,936)  8.26         

Exercised/Released/Vested

  (49,776)  8.49         

Non-vested restricted stock outstanding at End of Period

  286,274  $9.21  $4,548,894   3.20 

 

The weighted average fair value of restricted stock granted during the three months ended March 31, 2026 was $13.99 per share.

 

As of March 31, 2026, there was $1,557,000 of total unrecognized compensation cost related to non-vested restricted stock.  This cost is expected to be recognized over a weighted average period of approximately 3.20 years. 

 

There was $94,000 and $184,000 of recognized compensation cost related to restricted stock awards for the three months ended March 31, 2026 and March 31, 2025, respectively.

 

26

 

The Company has an Employee Stock Purchase Plan (“ESPP”).  There are 315,000 shares authorized for issuance under the ESPP. The total number of shares authorized has been adjusted to give retroactive effect to stock dividends and stock splits, including the 5% stock dividend declared on January 22, 2026, payable March 25, 2026 to shareholders of record as of February 27, 2026. The ESPP will expire on March 15, 2036.

 

The ESPP is implemented by participation periods of not more than twenty-seven months each.  The Board of Directors determines the commencement date and duration of each participation period. The Board of Directors approved the current participation period of December 2, 2025 to November 23, 2026.  An eligible employee is one who has been continually employed for at least 90 days prior to commencement of a participation period. Under the terms of the ESPP, employees can choose to have up to 10 percent of their compensation withheld to purchase the Company’s common stock each participation period.  The purchase price of the stock is 85 percent of the lower of the fair value on the last trading day before the date of participation or the fair value on the last trading day during the participation period.

 

As of March 31, 2026, there was $46,000 unrecognized compensation cost related to ESPP issuances. This cost is expected to be recognized over a weighted average period of approximately 0.75 years.

 

There was $15,000 and $8,000 of recognized compensation cost related to ESPP issuances for the three months ended March 31, 2026 and March 31, 2025, respectively.

 

The weighted average fair value at issuance date during the three months ended March 31, 2026 was $2.79 per share.

 

A summary of the weighted average assumptions used in valuing ESPP issuances during the three months ended March 31, 2026 is presented below.

 

  

Three Months Ended

 
  

March 31, 2026

 

Risk Free Interest Rate

  3.59%
     

Expected Dividend Yield

  0.00%
     

Expected Life in Years

  1.00 
     

Expected Price Volatility

  13.67%

 

27

  
 

9.         ACCUMULATED OTHER COMPREHENSIVE LOSS

 

The following table details activity in accumulated other comprehensive income (loss) for the three months ended March 31, 2026.

 

              

Accumulated

 
  

Unrealized

  

Officers’

  

Directors’

  

other

 
  

losses on

  

retirement

  

retirement

  

comprehensive

 

(in thousands)

 

securities

  

plan

  

plan

  

loss

 

Balance as of December 31, 2025

 $(15,769) $221  $70  $(15,478)

Current period other comprehensive loss

  (3,078)        (3,078)

Balance as of March 31, 2026

 $(18,847) $221  $70  $(18,556)

 

The following table details activity in accumulated other comprehensive income (loss) for the three months ended  March 31, 2025.

 

              

Accumulated

 
  

Unrealized

  

Officers’

  

Directors’

  

other

 
  

gains (losses)

  

retirement

  

retirement

  

comprehensive

 

(in thousands)

 

on securities

  

plan

  

plan

  

gain (loss)

 

Balance as of December 31, 2024

 $(34,157) $207  $99  $(33,851)

Current period other comprehensive income

  8,886         8,886 

Balance as of March 31, 2025

 $(25,271) $207  $99  $(24,965)

 

28

  
 

10.       OUTSTANDING SHARES AND EARNINGS PER SHARE

 

On January 22, 2026, the Board of Directors of the Company declared a 5% stock dividend payable March 25, 2026 to shareholders of record as of February 27, 2026.  All income per share amounts have been adjusted to give retroactive effect to stock dividends.

 

Earnings Per Share (EPS)

 

Basic EPS includes no dilution and is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding for the respective period.  Diluted EPS is computed by dividing net income available to common shareholders by the weighted average number of shares outstanding plus dilutive shares for the quarter.  Diluted shares include all common stock equivalents (“in-the-money” stock options, unvested restricted stock, stock units, warrants and rights, convertible bonds and preferred stock), which reflects the potential dilution of securities that could share in the earnings of the Company.

 

The following table presents a reconciliation of basic and diluted EPS for the three months ended March 31, 2026 and 2025:

 

  

Three months ended

 
  

March 31,

 

(in thousands, except share and per share amounts):

 

2026

  

2025

 

Basic earnings per share:

        

Net income

 $5,906  $3,671 
         

Weighted average common shares outstanding

  16,133,555   16,420,431 

Basic EPS

 $0.37  $0.22 
         

Diluted earnings per share:

        

Net income

 $5,906  $3,671 
         

Weighted average common shares outstanding

  16,133,555   16,420,431 
         

Effect of dilutive shares

  356,607   241,128 
         

Adjusted weighted average common shares outstanding

  16,490,162   16,661,559 

Diluted EPS

 $0.36  $0.22 

 

Stock options not included in the computation of diluted earnings per share because they would have had an anti-dilutive effect amounted to 0 shares and 29,653 shares for the three months ended March 31, 2026 and 2025, respectively.  Restricted stock not included in the computation of diluted earnings per share because they would have had an anti-dilutive effect amounted to 26,949 shares and 1,225 shares for the three months ended March 31, 2026 and 2025, respectively.

 

29

  
 

11.       LEASES

 

The Company leases ten branch and administrative locations under operating leases expiring on various dates through 2035. Leases with an initial term of 12 months or less are not recorded on the balance sheet and lease expense is recognized on a straight-line basis over the lease term.  The Company had no financing leases as of March 31, 2026.

 

Most leases include options to renew, with renewal terms that can extend the lease term from 3 to 10 years. The exercise of lease renewal options is at the Company’s sole discretion. Most leases are currently in the extension period. For the remaining leases with options to renew, the Company has not included the extended lease terms in the calculation of lease liabilities as the options are not reasonably certain of being exercised. Certain lease agreements include rental payments that are adjusted periodically for inflation. The Company's lease agreements do not contain any residual value guarantees or restrictive covenants.

 

The Company uses its FHLB advance fixed rates, which are its incremental borrowing rates for secured borrowings, as the discount rates to calculate lease liabilities.

 

The Company had right-of-use assets totaling $5,072,000 and $5,393,000 as of March 31, 2026 and December 31, 2025, respectively. Right-of-use assets are included in Interest receivable and other assets on the condensed consolidated balance sheets. The Company had lease liabilities totaling $5,567,000 and $5,795,000 as of March 31, 2026 and December 31, 2025, respectively. Lease liabilities are included in Interest payable and other liabilities on the condensed consolidated balance sheets. The Company recognized lease expense totaling $292,000 and $283,000 for the three-month periods ended March 31, 2026 and 2025, respectively. Lease expense includes operating lease costs, short-term lease costs and variable lease costs. Lease expense is included in occupancy and equipment expense on the condensed consolidated statements of income.

 

The table below summarizes the maturity of remaining lease liabilities at March 31, 2026:

 

(in thousands)

 

March 31, 2026

 

2026 (remaining 9 months)

 $810 

2027

  1,029 

2028

  1,074 

2029

  1,025 

2030

  697 

2031 and thereafter

  1,672 

Total lease payments

  6,307 

Less: interest

  (740)

Present value of lease liabilities

 $5,567 

 

The following table presents supplemental cash flow information related to leases for the three months ended March 31, 2026:

 

  

Three months ended

 
  

March 31,

 

(in thousands)

 

2026

  

2025

 
         

Cash paid for amounts included in the measurement of lease liabilities

        

Operating cash flows from operating leases

 $278  $260 

Right-of-use assets obtained in exchange for new operating lease liabilities

 $  $ 

 

The following table presents the weighted average operating lease term and discount rate as of March 31, 2026 and December 31, 2025:

 

  

March 31, 2026

  

December 31, 2025

 
         

Weighted-average remaining lease term – operating leases, in years

  6.33   6.52 

Weighted-average discount rate – operating leases

  3.53%  3.51%

 

30

  
 

12.       SEGMENT DISCLOSURES

 

The Company evaluated its operating segments in accordance with ASC 280, Segment Reporting, and determined it has one reportable segment, banking operations. The Company is engaged in a single line of business, indicative of a traditional banking institution, gathering deposits and originating loans in its primary market areas.

 

The Company manages its operations, allocates resources and monitors and reports its financials as a single operating segment. The Company's Chief Executive Officer is considered the Chief Operating Decision Maker. The Chief Operating Decision Maker evaluates segment performance using consolidated net income.

 

Loans, interest bearing accounts, investment securities, deposits, and non-interest income provide the revenues in banking operations and are presented in the Company's consolidated balance sheets. Interest expense, provisions for credit losses, salaries and employee benefits, occupancy and equipment, and data processing provide significant expenses in banking operations and are presented in the Company's consolidated statements of income. Segment performance is evaluated using consolidated net income with the majority of the Company's net income derived from net interest income.

 

The accounting policies for the segment is consistent with those described in Note 1 - Summary of Significant Accounting Policies to the consolidated financial statements in the Company’s 2025 Form 10-K.

 

31

 
 

FIRST NORTHERN COMMUNITY BANCORP

 

ITEM 2. – MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

FORWARD-LOOKING STATEMENTS

 

This report may include forward-looking statements, which may include forecasts of our financial results and condition, expectations for our operations and business, and our assumptions for those forecasts and expectations. Do not rely unduly on forward-looking statements. Actual results might differ significantly compared to our forecasts, if any, and expectations. See Part I, Item 1A. “Risk Factors,” and the other risks described in our 2025 Form 10-K and Part II, Item 1A "Risk Factors" in this Quarterly Report on Form 10-Q and the other risks described in our Quarterly Reports on Form 10-Q, for factors to be considered when reading any forward-looking statements in this filing.

 

This report and other reports or statements which we may release may include forward-looking statements, which are subject to the “safe harbor” created by section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. We may make forward-looking statements in our Securities and Exchange Commission (SEC) filings, press releases, news articles and when we are speaking on behalf of the Company. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Often, they include the words “believe,” “expect,” “target,” “anticipate,” “intend,” “plan,” “seek,” “strive,” “estimate,” “potential,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” or “may.” These forward-looking statements are intended to provide investors with additional information with which they may assess our future potential. All of these forward-looking statements are based on assumptions about an uncertain future and are based on information available to us at the date of these statements. We do not undertake to update forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date any forward-looking statements are made, except as may be required by law.

 

In this document and in other SEC filings or other public statements, for example, we make forward-looking statements relating to the following topics, among others:

 

 

Our business objectives, strategies and initiatives, our organizational structure, the growth of our business and our competitive position and prospects, and the effect of competition on our business and strategies

 

 

Legal and regulatory actions, and future legislative and regulatory developments

 

 

Regulatory and compliance controls, processes and requirements and their impact on our business

 

 

The costs and effects of legal or regulatory actions

 

 

Expectations regarding draws on performance letters of credit and liabilities that may result from recourse provisions in standby letters of credit

 

 

Our intent to sell or hold, and the likelihood that we would be required to sell, various investment securities

 

 

Our regulatory capital requirements, including the capital rules established after the 2008 financial crisis by the U.S. federal banking agencies and our current intention not to elect to use the community bank leverage ratio framework

 

 

Expectations regarding our non-payment of a cash dividend on our common stock in the foreseeable future

 

 

Credit quality and provision for credit losses and management of asset quality and credit risk, expectations regarding collections and the timing thereof

 

 

Our allowances for credit losses, including the conditions we consider in determining the unallocated allowance and our portfolio credit quality, the adequacy of the allowance for credit losses, underwriting standards, and risk grading

 

 

Our assessment of economic conditions and trends and credit cycles and their impact on our business including the imposition of tariffs on imported goods to the U.S.

 

 

 

The seasonal nature of our business

 

 

The impact of changes in interest rates and our strategy to manage our interest rate risk profile and the possible effect of changes in residential mortgage interest rates on new originations and refinancing of existing residential mortgage loans

 

 

Loan portfolio composition and risk grade trends, expected charge-offs, portfolio credit quality, loan demand, our strategy regarding loan modifications, delinquency rates and our underwriting standards and our expectations regarding our recognition of interest income on loans that were provided payment deferrals upon completion of the payment forbearance period

 

 

Our deposit base including renewal of time deposits and the outlook for deposit balances

 

 

The impact on our net interest income and net interest margin of changes in interest rates

 

 

The effect of possible changes in the initiatives and policies of the federal and state bank regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, the Securities and Exchange Commission and other standard setters

 

 

Tax rates and the impact of changes in the U.S. tax laws

 

 

Our pension and retirement plan costs

 

 

Our liquidity strategies and beliefs concerning the adequacy of our liquidity, sources and amounts of funds and ability to satisfactorily manage our liquidity

 

 

Critical accounting policies and estimates, the impact or anticipated impact of recent accounting pronouncements or changes in accounting principles

 

 

Expected rates of return, maturities, loss exposure, growth rates, yields, and projected results

 

 

The possible impact of weather-related or other natural conditions, including drought, fire or flooding, seismic events, and related governmental responses, including related electrical power outages, on economic conditions, especially in the agricultural sector

 

 

Maintenance of insurance coverages appropriate for our operations

 

 

Threats to the banking sector and our business due to cybersecurity issues and attacks and regulatory expectations related to cybersecurity

 

 

The possible effects on community banks and our business from the failures of other banks

 

 

The possible adverse impacts on the banking industry and our business from a period of significant, prolonged inflation

   

 

 

Descriptions of assumptions underlying or relating to any of the foregoing 

 

Readers of this document should not rely on any forward-looking statements, which reflect only our management’s belief as of the date of this report. There are numerous risks and uncertainties that could and will cause actual results to differ materially from those discussed in our forward-looking statements. Many of these factors are beyond our ability to control or predict and could have a material adverse effect on our financial condition and results of operations or prospects. Such risks and uncertainties include, but are not limited to those listed in Item 1A “Risk Factors” of Part II of this Form 10-Q, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Part I of this Form 10-Q and "Risk Factors" and “Supervision and Regulation” in our 2025 Form 10-K, and in our other reports to the SEC.

 

 

INTRODUCTION

 

This overview of Management’s Discussion and Analysis highlights selected information in this report and may not contain all of the information that is important to you.  For a more complete understanding of trends, events, commitments, uncertainties, liquidity, capital resources and critical accounting estimates, you should carefully read this entire report and our other reports to the SEC, together with our Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in our 2025 Form 10-K.

 

Our subsidiary, First Northern Bank of Dixon (the “Bank”), is a California state-chartered bank that derives most of its revenues from lending and deposit taking in the Sacramento Valley region of Northern California. Interest rates, business conditions and customer confidence all affect our ability to generate revenues. In addition, the regulatory and compliance environment and competition can present challenges to our ability to generate those revenues.

 

Significant results and developments during the first quarter and year-to-date 2026 included:

 

Net income of $5.9 million for the three months ended March 31, 2026, up 60.9% from net income of $3.7 million earned for the same period last year. 

 

Diluted income per share of $0.36 for the three months ended March 31, 2026, up 63.6% from diluted income per share of $0.22 for the same period last year. 

 

Net interest income of $17.2 million for the three months ended March 31, 2026, up 7.9% from net interest income of $15.9 million for the same period last year. 

 

Net interest margin of 3.83% for the three months ended March 31, 2026, up 5.2% from net interest margin of 3.64% for the same period last year. 

 

Provision for credit losses of $0.3 million for the three months ended March 31, 2026, down 64.7% from provision for credit losses of $0.9 million for the same period last year. 

 

Total assets of $1.92 billion as of March 31, 2026, up 0.7% from $1.91 billion as of December 31, 2025.

 

Total net loans (including loans held-for-sale) of $1.06 billion as of March 31, 2026, up 1.3% from $1.05 billion as of December 31, 2025.

 

Total investment securities of $623.3 million as of March 31, 2026, up 1.0% from $617.2 million as of December 31, 2025.

 

Total deposits of $1.69 billion as of March 31, 2026, up 0.9% from $1.68 billion as of December 31, 2025.

 

 

SUMMARY FINANCIAL DATA

 

The Company recorded net income of $5,906,000 for the three months ended March 31, 2026, representing an increase of $2,235,000, or 60.9%, from net income of $3,671,000 for the same period in 2025. 

 

The following tables present a summary of the results for the three months ended March 31, 2026 and 2025, and a summary of financial condition at March 31, 2026 and December 31, 2025.

 

   

Three Months Ended

   

Three Months Ended

 
   

March 31, 2026

   

March 31, 2025

 

(in thousands, except per share amounts and ratios)

               

For the Period:

               

Net Income

  $ 5,906     $ 3,671  

Basic Earnings Per Common Share

  $ 0.37     $ 0.22  

Diluted Earnings Per Common Share

  $ 0.36     $ 0.22  

Return on Average Assets (annualized)

    1.24 %     0.79 %

Return on Average Equity (annualized)

    11.21 %     8.23 %

Average Equity to Average Assets

    11.10 %     9.65 %

 

   

March 31, 2026

   

December 31, 2025

 

(in thousands, except ratios)

               

At Period End:

               

Total Assets

  $ 1,924,548     $ 1,910,950  

Total Investment Securities, at fair value

  $ 623,282     $ 617,243  

Total Loans, Net (including loans held-for-sale)

  $ 1,064,622     $ 1,050,473  

Total Deposits

  $ 1,694,698     $ 1,679,143  

Loan-To-Deposit Ratio

    62.8 %     62.6 %

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

Distribution of Average Statements of Condition and Analysis of Net Interest Income

 

   

Three months ended

   

Three months ended

 
   

March 31, 2026

   

March 31, 2025

 
   

Average

           

Yield/

   

Average

           

Yield/

 

(in thousands, except percentages)

  Balance     Interest     Rate (4)     Balance     Interest     Rate (4)  

Assets

                                               

Interest-earning assets:

                                               

Loans (1)

  $ 1,044,166     $ 14,322       5.56 %   $ 1,042,559     $ 13,602       5.29 %

Certificate of deposits

    10,558       106       4.07 %     15,868       161       4.11 %

Interest bearing due from banks

    125,045       1,098       3.56 %     70,468       727       4.18 %

Investment securities, taxable

    573,637       4,434       3.13 %     587,332       4,348       3.00 %

Investment securities, non-taxable (2)

    57,685       447       3.14 %     50,403       393       3.16 %

Other interest earning assets

    10,870       555       20.71 %     10,518       272       10.49 %

Total average interest-earning assets

    1,821,961       20,962       4.67 %     1,777,148       19,503       4.45 %

Non-interest-earning assets:

                                               

Cash and due from banks

    29,481                       34,338                  

Premises and equipment, net

    8,693                       9,145                  

Interest receivable and other assets

    65,134                       52,755                  

Total average assets

  $ 1,925,269                     $ 1,873,386                  
                                                 

Liabilities and Stockholders’ Equity:

                                               

Interest-bearing liabilities:

                                               

Interest-bearing transaction deposits

    444,368       766       0.70 %     432,335       691       0.65 %

Savings and MMDA’s

    475,494       1,809       1.54 %     451,198       1,550       1.39 %

Time, $250,000 or less

    85,614       723       3.42 %     99,503       973       3.97 %

Time, over $250,000

    55,793       460       3.34 %     44,028       346       3.19 %

Total average interest-bearing liabilities

    1,061,269       3,758       1.44 %     1,027,064       3,560       1.41 %

Non-interest-bearing liabilities:

                                               

Non-interest-bearing demand deposits

    632,800                       651,590                  

Interest payable and other liabilities

    17,462                       13,919                  

Total liabilities

    1,711,531                       1,692,573                  

Total average stockholders’ equity

    213,738                       180,813                  

Total average liabilities and stockholders’ equity

  $ 1,925,269                     $ 1,873,386                  

Net interest income and net interest margin (3)

          $ 17,204       3.83 %           $ 15,943       3.64 %

 

(1)

Average balances for loans include loans held-for-sale and non-accrual loans and are net of the allowance for credit losses, but non-accrued interest thereon is generally excluded. Loan interest income includes loan fees, net of deferred costs of approximately $5 and $(8) for the three months ended March 31, 2026 and 2025, respectively.

(2)

Interest income and yields on tax-exempt securities are not presented on a taxable-equivalent basis.

(3)

Net interest margin is computed by dividing net interest income by total average interest-earning assets.

(4)

For disclosure purposes, yield /rates are annualized by dividing the number of days in the reported period by 365.

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

Distribution of Average Statements of Condition and Analysis of Net Interest Income

 

   

Three months ended

   

Three months ended

 
   

March 31, 2026

   

December 31, 2025

 
   

Average

           

Yield/

   

Average

           

Yield/

 

(in thousands, except percentages)

  Balance     Interest     Rate     Balance     Interest     Rate (4)  

Assets

                                               

Interest-earning assets:

                                               

Loans (1)

  $ 1,044,166     $ 14,322       5.56 %   $ 1,050,919     $ 15,179       5.73 %

Certificates of deposit

    10,558       106       4.07 %     11,709       122       4.13 %

Interest bearing due from banks

    125,045       1,098       3.56 %     139,963       1,465       4.15 %

Investment securities, taxable

    573,637       4,434       3.13 %     557,389       4,230       3.01 %

Investment securities, non-taxable (2)

    57,685       447       3.14 %     56,151       439       3.10 %

Other interest earning assets

    10,870       555       20.71 %     10,871       251       9.16 %

Total average interest-earning assets

    1,821,961       20,962       4.67 %     1,827,002       21,686       4.71 %

Non-interest-earning assets:

                                               

Cash and due from banks

    29,481                       31,324                  

Premises and equipment, net

    8,693                       8,466                  

Interest receivable and other assets

    65,134                       66,699                  

Total average assets

  $ 1,925,269                     $ 1,933,491                  
                                                 

Liabilities and Stockholders’ Equity:

                                               

Interest-bearing liabilities:

                                               

Interest-bearing transaction deposits

    444,368       766       0.70 %     427,612       770       0.71 %

Savings and MMDA’s

    475,494       1,809       1.54 %     471,222       1,928       1.62 %

Time, $250,000 and under

    85,614       723       3.42 %     89,058       973       4.33 %

Time, over $250,000

    55,793       460       3.34 %     54,256       286       2.09 %

Total average interest-bearing liabilities

    1,061,269       3,758       1.44 %     1,042,148       3,957       1.51 %

Non-interest-bearing liabilities:

                                               

Non-interest-bearing demand deposits

    632,800                       665,760                  

Interest payable and other liabilities

    17,462                       17,496                  

Total liabilities

    1,711,531                       1,725,404                  

Total average stockholders’ equity

    213,738                       208,087                  

Total average liabilities and stockholders’ equity

  $ 1,925,269                     $ 1,933,491                  

Net interest income and net interest margin (3)

          $ 17,204       3.83 %           $ 17,729       3.85 %

 

(1)

Average balances for loans include loans held-for-sale and non-accrual loans and are net of the allowance for credit losses, but non-accrued interest is generally excluded. Loan interest income includes loan fees, net of deferred costs of approximately $5 and $(212) for the three months ended March 31, 2026 and December 31, 2025, respectively.

(2)

Interest income and yields on tax-exempt securities are not presented on a taxable equivalent basis.

(3)

Net interest margin is computed by dividing net interest income by total average interest-earning assets.

(4)

For disclosure purposes, yield/rates are annualized by dividing the number of days in the reported period by 365.

 

 

Analysis of Changes

in Interest Income and Interest Expense

 

Following is an analysis of changes in interest income and expense (dollars in thousands) for the three months ended March 31, 2026 over the three months ended March 31, 2025 and the three months ended March 31, 2026 over the three months ended December 31, 2025.  Changes not solely due to interest rate or volume have been allocated proportionately to interest rate and volume.

 

   

Three Months Ended

   

Three Months Ended

 
   

March 31, 2026

   

March 31, 2026

 
   

Over

   

Over

 
   

Three Months Ended

   

Three Months Ended

 
   

March 31, 2025

   

December 31, 2025

 
           

Interest

                   

Interest

         
   

Volume

   

Rate

   

Change

   

Volume

   

Rate

   

Change

 

(in thousands)

                                               

Increase (Decrease) in Interest Income:

                                               
                                                 

Loans

  $ 21     $ 699     $ 720     $ (152 )   $ (705 )   $ (857 )

Certificates of Deposit

    (53 )     (2 )     (55 )     (14 )     (2 )     (16 )

Due From Banks

    494       (123 )     371       (158 )     (209 )     (367 )

Investment Securities - Taxable

    (104 )     190       86       86       118       204  

Investment Securities - Non-taxable

    57       (3 )     54       5       3       8  

Other Assets

    9       274       283             304       304  
    $ 424     $ 1,035     $ 1,459     $ (233 )   $ (491 )   $ (724 )
                                                 

Increase (Decrease) in Interest Expense:

                                               
                                                 

Deposits:

                                               

Interest-Bearing Transaction Deposits

  $ 20     $ 55     $ 75     $ 13     $ (17 )   $ (4 )

Savings & MMDAs

    86       173       259       11       (130 )     (119 )

Time Certificates

    (29 )     (107 )     (136 )     (64 )     (12 )     (76 )

FHLB advances

                                   
                                                 
    $ 77     $ 121     $ 198     $ (40 )   $ (159 )   $ (199 )
                                                 

Increase (Decrease) in Net Interest Income:

  $ 347     $ 914     $ 1,261     $ (193 )   $ (332 )   $ (525 )

 

 

CHANGES IN FINANCIAL CONDITION

 

The assets of the Company set forth in the Unaudited Condensed Consolidated Balance Sheets reflect a $5,970,000, or 4.1%, decrease in cash and cash equivalents, a $6,039,000, or 1.0%, increase in investment securities available-for-sale, and a $14,149,000, or 1.3%, increase in net loans held-for-investment from December 31, 2025 to March 31, 2026. The decrease in cash and cash equivalents was primarily due to an increase in investment securities due to purchases of investment securities and an increase in loans due to net loan originations, which was partially offset by an increase in deposit balances. The increase in investment securities was due to purchases of available-for-sale securities, which was partially offset by paydowns and maturities of available-for-sale securities.  The increase in net loans held-for-investment was primarily due to net originations of commercial loans, which was partially offset by net payoffs of commercial real estate, agriculture, residential mortgage and consumer loans.

 

The liabilities of the Company set forth in the Unaudited Condensed Consolidated Balance Sheets reflect an increase in total deposits of $15,555,000, or 0.9%, from December 31, 2025 to March 31, 2026. The overall increase in total deposits was primarily due to seasonal fluctuations due to changes in market conditions and monetary policy.

 

CHANGES IN RESULTS OF OPERATIONS

 

Interest Income

 

The Federal Open Market Committee kept the Federal Reserve's benchmark rate range at 3.50% to 3.75% during the three months ended March 31, 2026.

 

Interest income on loans for the three months ended March 31, 2026 was up 5.3% from the same period in 2025, increasing from $13,602,000 to $14,322,000. The increase in interest income on loans for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to a 27 basis point increase in yield on loans coupled with an increase in average balance of loans.

 

Interest income on certificates of deposit for the three months ended March 31, 2026 was down 34.2% from the same period in 2025, decreasing from $161,000 to $106,000. The decrease in interest income on certificates of deposit for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to a decrease in average balances of certificates of deposit coupled with a 4 basis point decrease in yield on certificates of deposit. 

 

Interest income on interest-bearing due from banks for the three months ended March 31, 2026 was up 51.0% from the same period in 2025, increasing from $727,000 to $1,098,000. The increase in interest income on interest-bearing due from banks for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to an increase in average balances of interest-bearing due from banks, which was partially offset by a 62 basis point decrease in yield on interest-bearing due from banks.

 

Interest income on investment securities available-for-sale for the three months ended March 31, 2026 was up 3.0% from the same period in 2025, increasing from $4,741,000 to $4,881,000. The increase in interest income on investment securities for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to a 13 basis point increase in investment yields, which was partially offset by a decrease in average investment securities.

 

Interest income on other earning assets for the three months ended March 31, 2026 was up 104.0% from the same period in 2025, increasing from $272,000 to $555,000. This income is primarily derived from dividends received from the Federal Home Loan Bank. The increase in interest income on other earning assets for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to a special cash dividend issued by the Federal Home Loan Bank during the three months ended March 31, 2026.

 

The Company had no Federal Funds sold balances during the three months ended March 31, 2026 and March 31, 2025.

 

Interest Expense

 

Interest expense on interest-bearing liabilities for the three months ended March 31, 2026 was up 5.6% from the same period in 2025, increasing from $3,560,000 to $3,758,000. The increase in interest expense for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to an increase in average balance of interest-bearing liabilities coupled with a 3 basis point increase in average interest-bearing deposit yield.

 

 

Provision for Credit Losses

 

Provision for credit losses for the three months ended March 31, 2026 was down 64.7% from the same period in 2025, decreasing from $850,000 to $300,000. The decrease was primarily due to a decrease in nonaccrual loans requiring specific reserves, which was partially offset by an increase in reserves on pooled loans due to an increase in qualitative factors due to geopolitical risks.

 

Non-Interest Income

 

Non-interest income was up 19.8% for the three months ended March 31, 2026 from the same period in 2025, increasing from $1,453,000 to $1,740,000. The increase was primarily driven by an increase in investment and brokerage services income due to the Beacon Wealth client acquisition in the fourth quarter of 2025.

 

Non-Interest Expenses

 

Total non-interest expenses were down 4.8% for the three months ended March 31, 2026 from the same period in 2025, decreasing from $11,590,000 to $11,032,000. The decrease was primarily due to decreases in occupancy and equipment expense and other expenses, which was partially offset by increases in salaries and employee benefits and amortization of intangible assets.  The decrease in occupancy and equipment expense was primarily due to the prior year upgrades to facilities which were not repeated in the current year. The decrease in other expenses was primarily due to decreases in consulting fees and loan collection expense.  The increase in salaries and employee benefits was primarily due to an increase in full-time equivalent employees. The increase in amortization of intangible assets was due to the acquisition of a customer-related intangible asset during the fourth quarter of 2025.

 

The following table sets forth other non-interest expenses by category for the three months ended March 31, 2026 and 2025.

 

   

Three months ended

   

Three months ended

 

(in thousands)

 

March 31, 2026

   

March 31, 2025

 

Other non-interest expenses

               

FDIC assessments

  $ 218     $ 223  

Contributions

    70       130  

Legal fees

    79       67  

Accounting and audit fees

    158       173  

Consulting fees

    199       458  

Postage expense

    26       44  

Telephone expense

    66       45  

Public relations

    102       75  

Training expense

    13       39  

Loan origination expense (recovery)

    65       (5 )

Sundry losses

    94       111  

Loan collection expense

    50       159  

Debit card expense

    240       264  

Other non-interest expense

    467       746  
                 

Total other non-interest expenses

  $ 1,847     $ 2,529  

 

 

Income Taxes

 

The Company’s tax rate, the Company’s income before taxes and the amount of tax relief provided by non-taxable earnings affect the Company’s provision for income taxes. Provision for income taxes increased 32.8% for the three months ended March 31, 2026 from the same period in 2025, increasing from $1,285,000 to $1,706,000. The effective tax rate was 22.4% and 25.9% for the three months ended March 31, 2026 and March 31, 2025, respectively. The increase in provision for income taxes for the three months ended March 31, 2026 as compared to the same period a year ago was primarily due to an increase in pre-tax income.  The decrease in the effective tax rate was primarily due to the execution of a tax planning strategy that involved purchasing investment tax credits tied to alternative energy projects.  The investment tax credits were acquired at a discount and the majority was recognized as a reduction to income tax expense in the third quarter of 2025, with the remaining credits recognized in the first quarter of 2026.

 

Off-Balance Sheet Commitments

 

The following table shows the distribution of the Company’s undisbursed loan commitments at the dates indicated.

 

(in thousands)

 

March 31, 2026

   

December 31, 2025

 

Undisbursed loan commitments

  $ 139,306     $ 131,306  

Standby letters of credit

    1,038       1,038  

Commitments to sell loans

    770        
    $ 141,114     $ 132,344  

 

The reserve for unfunded lending commitments amounted to $1,100,000 and $1,200,000 as of March 31, 2026 and December 31, 2025, respectively. The reserve for unfunded lending commitments is included in other liabilities on the Condensed Consolidated Balance Sheets. See Note 7 of the Notes to Condensed Consolidated Financial Statements of this Form 10-Q, "Commitments and Contingencies," for additional information.

 

 

Asset Quality

 

The Company manages asset quality and credit risk by maintaining diversification in its loan portfolio and through review processes that include analysis of credit requests and ongoing examination of outstanding loans and delinquencies, with particular attention to portfolio dynamics and loan mix. The Company strives to identify loans experiencing difficulty early enough to correct the problems, to record charge-offs promptly based on realistic assessments of collectability and current collateral values and to maintain an adequate allowance for credit losses at all times.  Asset quality reviews of loans and other non-performing assets are administered using credit risk-rating standards and criteria similar to those employed by state and federal banking regulatory agencies. The federal bank regulatory agencies utilize the following definitions for assets adversely classified for supervisory purposes:

 

 

Substandard Assets – A substandard asset is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Assets so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

 

 

Doubtful Assets – An asset classified doubtful has all the weaknesses inherent in one classified 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 or improbable.

 

Other Real Estate Owned and loans rated Substandard and Doubtful are deemed "classified assets". This category, which includes both performing and non-performing assets, receives an elevated level of attention regarding collection.

 

The following table summarizes the Company’s non-accrual loans net of guarantees of the State of California and U.S. Government by loan category at March 31, 2026 and December 31, 2025:

 

   

At March 31, 2026

   

At December 31, 2025

 
   

Gross

   

Guaranteed

   

Net

   

Gross

   

Guaranteed

   

Net

 

(in thousands)

                                               
                                                 

Commercial

  $ 139     $ 139     $     $ 139     $ 139     $  

Commercial real estate

    909             909       657             657  

Agriculture

    3,212       793       2,419       4,423       809       3,614  

Residential mortgage

    162             162       174             174  

Residential construction

                                   

Consumer

    496             496       637             637  

Total non-accrual loans

  $ 4,918     $ 932     $ 3,986     $ 6,030     $ 948     $ 5,082  

 

It is generally the Company’s policy to discontinue interest accruals once a loan is past due for a period of 90 days as to interest or principal payments unless the loan is well secured and in process of collection.  When a loan is placed on non-accrual, interest accruals cease and uncollected accrued interest is reversed and charged against current income.  Payments received on non-accrual loans are applied against principal.  A loan may only be restored to an accruing basis when it again becomes well secured and in the process of collection or all past due amounts have been collected or there is an extended period of positive performance and a high probability that the loan will continue to pay according to original terms.

 

Non-accrual loans amounted to $4,918,000 at March 31, 2026 and were comprised of one commercial loan totaling $139,000, two commercial real estate loans totaling $909,000, four agriculture loans totaling $3,212,000, three residential mortgage loans totaling $162,000 and four consumer loans totaling $496,000. Non-accrual loans amounted to $6,030,000 at December 31, 2025 and were comprised of one commercial loan totaling $139,000, one commercial real estate loan totaling $657,000, four agriculture loans totaling $4,423,000, three residential mortgage loans totaling $174,000 and five consumer loans totaling $637,000.

 

A loan is considered to be collateral dependent when repayment is expected to be provided substantially through the operation or sale of the collateral. The ACL on collateral dependent loans is measured using the fair value of the underlying collateral, adjusted for costs to sell when applicable, less the amortized cost basis of the financial asset. It is generally the Company’s policy that if the value of the underlying collateral is determined to be less than the recorded amount of the loan, a charge-off will be taken.

 

 

As the following table illustrates, total non-performing assets, net of guarantees of the State of California and U.S. Government, including its agencies and its government-sponsored agencies, decreased $1,096,000, or 17.3%, to $5,227,000 during the first three months of 2026. Non-performing assets, net of guarantees, represented 0.3% of total assets at March 31, 2026.

 

   

At March 31, 2026

   

At December 31, 2025

 
   

Gross

   

Guaranteed

   

Net

   

Gross

   

Guaranteed

   

Net

 

(dollars in thousands)

                                               
                                                 

Non-accrual loans

  $ 4,918     $ 932     $ 3,986     $ 6,030     $ 948     $ 5,082  

Loans 90 days past due and still accruing

                                   
                                                 

Total non-performing loans

    4,918       932     $ 3,986       6,030       948     $ 5,082  

Other real estate owned

    1,241             1,241       1,241             1,241  

Total non-performing assets

  $ 6,159     $ 932     $ 5,227     $ 7,271     $ 948     $ 6,323  
                                                 

Non-performing loans (net of guarantees) to total loans

                    0.4 %                     0.5 %

Non-performing assets (net of guarantees) to total assets

                    0.3 %                     0.3 %

Allowance for credit losses to non-performing loans (net of guarantees)

                    371.4 %                     285.7 %

 

The Company had no loans that were 90 days or more past due and still accruing as of March 31, 2026 and December 31, 2025.

 

Excluding non-performing loans, loans totaling $18,447,000 and $18,259,000 were classified as substandard or doubtful loans, representing potential problem loans at March 31, 2026 and December 31, 2025, respectively. Management believes that the allowance for credit losses at March 31, 2026 and December 31, 2025 appropriately reflected expected credit losses in the loan portfolio at that date.  The ratio of the allowance for credit losses to total loans was 1.37% and 1.36% at  March 31, 2026 and December 31, 2025, respectively.

 

Other real estate owned (“OREO”) consists of property that the Company has acquired by deed in lieu of foreclosure or through foreclosure proceedings, and property that the Company does not hold title to but is in actual control of, known as in-substance foreclosure. OREO can also consist of Company owned properties that the Company has determined are no longer intended for use or future development. The estimated fair value of the property is determined prior to transferring the balance to OREO.  The balance transferred to OREO is the estimated fair value of the property less estimated cost to sell.  Impairment may be deemed necessary to bring the book value of the loan equal to the appraised value.  Appraisals or loan officer evaluations are then conducted periodically thereafter charging any additional impairment to the appropriate expense account. The Company had OREO totaling $1,241,000 for each of the periods ended  March 31, 2026 and December 31, 2025. As of March 31, 2026 and December 31, 2025, OREO represented land, transferred from premises and equipment, that the Company determined is no longer intended for future development and is actively marketing for sale.

 

 

Allowance for Credit Losses (ACL)

 

The Company's ACL is maintained at a level believed by management to appropriately reflect expected credit losses inherent in the loan portfolio.  The ACL is increased by provisions charged to operating expense and reduced by net charge-offs.  The Company contracts with vendors for credit reviews of the loan portfolio and utilizes historical loss trends and the remaining contractual lives of the loan portfolios to determine estimated credit losses through a reasonable and supportable forecast period. The ACL is based on estimates, and actual losses may vary from current estimates.

 

The following table summarizes the ACL of the Company during the three months ended March 31, 2026 and 2025, and for the year ended December 31, 2025:

 

Analysis of the Allowance for Credit Losses

 

   

Three months ended

   

Year ended

 
   

March 31,

   

December 31,

 
   

2026

   

2025

   

2025

 

(in thousands, except ratios)

                       

Balance at beginning of period

  $ 14,519     $ 15,885     $ 15,885  

Provision for credit losses

    400       600       (500 )

Loans charged-off:

                       

Commercial

    (139 )     (10 )     (648 )

Commercial Real Estate

                (26 )

Agriculture

                (474 )

Residential Mortgage

                (5 )

Residential Construction

                 

Consumer

    (1 )     (6 )     (19 )
                         

Total charged-off

    (140 )     (16 )     (1,172 )
                         

Recoveries:

                       

Commercial

    3       65       273  

Commercial Real Estate

                 

Agriculture

    20              

Residential Mortgage

                 

Residential Construction

                 

Consumer

    1       1       33  
                         

Total recoveries

    24       66       306  
                         

Net (charge-offs) recoveries

    (116 )     50       (866 )
                         

Balance at end of period

  $ 14,803     $ 16,535     $ 14,519  
                         

Ratio of net (charge-offs) recoveries to average loans outstanding during the period (annualized)

    (0.05 )%     0.02 %     (0.08 )%

Allowance for credit losses to total loans

    1.37 %     1.56 %     1.36 %

Nonaccrual loans to total loans

    0.46 %     1.31 %     0.57 %

Allowance for credit losses to nonaccrual loans

    301.00 %     119.43 %     240.78 %

 

Deposits

 

Deposits are one of the Company’s primary sources of funds.  At March 31, 2026 and December 31, 2025, the Company had the following deposit mix:

   

March 31, 2026

   

December 31, 2025

 
                 

Non-interest bearing transaction

    37.0 %     37.7 %

Interest-bearing transaction

    26.2 %     26.1 %

Savings and MMDA

    28.5 %     27.8 %

Time

    8.3 %     8.4 %

 

The Company obtains deposits primarily from the communities it serves. The Company believes that no material portion of its deposits has been obtained from or is dependent on any one person or industry. The Company accepts deposits in excess of $250,000 from customers.  These deposits are priced to remain competitive.

 

Maturities of time certificates of deposit of over $250,000 outstanding at March 31, 2026 and December 31, 2025 are summarized as follows:

       

(in thousands)

  March 31, 2026     December 31, 2025  

Three months or less

  $ 17,723     $ 18,034  

Over three to six months

    16,405       14,471  

Over six to twelve months

    14,846       14,924  

Over twelve months

    6,248       6,201  

Total

  $ 55,222     $ 53,630  

 

Approximately 43% and 40% of our deposits were uninsured as of March 31, 2026 and December 31, 2025, respectively.

 

Liquidity and Capital Resources

 

In order to serve our market area and comply with banking regulations, the Company must maintain adequate liquidity and adequate capital. Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet.   

 

Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Condensed Consolidated Statements of Cash Flows. For the three months ended March 31, 2026, net liquidity used in investing activities totaled $24,617,000.

 

The Company’s available-for-sale investment securities plus cash and cash equivalents in excess of reserve requirements and certificates of deposit totaled $773,038,000 on March 31, 2026, which was 40.2% of assets at that date. This was a decrease of $61,000 from $772,977,000 and 40.4% of assets as of December 31, 2025. The Company’s investment securities are generally shorter term in nature to provide ongoing cash flows for liquidity needs and/or reinvestment for interest rate risk management. On March 31, 2026, the effective duration of our investment securities was 3.11 with projected principal cashflow of $116,255,000 for the remainder of 2026 available for reinvestment or liquidity needs. The Company had no held-to-maturity securities as of March 31, 2026 and December 31, 2025.

 

Liquidity may also be impacted from liabilities through changes in deposits and borrowings outstanding. These activities are included under financing activities in the Condensed Consolidated Statements of Cash Flows. As of March 31, 2026, the Company had $0 in borrowings outstanding. For the three months ended March 31, 2026, net liquidity provided by financing activities totaled $14,393,000, primarily due to a net increase in deposits. While these sources of funds are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market conditions.

 

Liquidity is also provided or used through the results of operating activities. For the three months ended March 31, 2026, net cash provided by operating activities totaled $4,254,000, primarily as a result of net income during the three months ended March 31, 2026.

 

 

Liquidity is measured by various ratios, in management’s opinion, the most common being the ratio of net loans to deposits (including loans held-for-sale).  This ratio was 62.8% and 62.6% as of March 31, 2026 and December 31, 2025, respectively.  

 

Loan demand during the remainder of 2026 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest-bearing demand deposits and money market checking accounts, which are the least sensitive to interest rates. The outlook for deposit balances during the remainder of 2026 is subject to actions by the Federal Reserve and heightened competition.

 

To meet unanticipated funding requirements, the Company maintains short-term unsecured lines of credit with other banks which totaled $130,000,000 at March 31, 2026.  Additionally, the Company has a line of credit with the FHLB, with a remaining borrowing capacity at March 31, 2026 of $354,702,000; credit availability is subject to certain collateral requirements.

 

The Company’s primary source of liquidity on a stand-alone basis is dividends from the Bank.  Dividends from the Bank are subject to regulatory restrictions.

 

In July 2013, the Federal Reserve and the other U.S. federal banking agencies adopted final rules making significant changes to the U.S. regulatory capital framework for U.S. banking organizations and to conform this framework to the guidelines published by the Basel Committee known as the Basel III Global Regulatory Framework for Capital and Liquidity. The Basel Committee is a committee of banking supervisory authorities from major countries in the global financial system which formulates broad supervisory standards and guidelines relating to financial institutions for implementation on a country-by-country basis. These rules adopted by the Federal Reserve and the other federal banking agencies (the U.S. Basel III Capital Rules) replaced the federal banking agencies’ general risk-based capital rules, advanced approaches rule, market risk rule, and leverage rules, in accordance with certain transition provisions.

 

Banks, such as First Northern, became subject to the final rules on January 1, 2015. The final rules implemented higher minimum capital requirements, included a new common equity Tier 1 capital requirement, and established criteria that instruments must meet in order to be considered common equity Tier 1 capital, additional Tier 1 capital, or Tier 2 capital. The final rules provide for increased minimum capital ratios as follows: (a) a common equity Tier 1 capital ratio of 4.5%; (b) a Tier 1 capital ratio of 6%; (c) a total capital ratio of 8%; and (d) a Tier 1 leverage ratio to average consolidated assets of 4%. Under these rules, in order to avoid certain limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, a banking organization must hold a capital conservation buffer composed of common equity Tier 1 capital above its minimum risk-based capital requirements (equal to 2.5% of total risk-weighted assets). The capital conservation buffer is designed to absorb losses during periods of economic stress.

 

Pursuant to the Economic Growth, Regulatory Relief and Consumer Protection Act ("EGRRCPA"), the FRB adopted a final rule, effective August 31, 2018, amending the Small Bank Holding Company and Savings and Loan Holding Company Policy Statement (the “policy statement”) to increase the consolidated assets threshold to qualify to utilize the provisions of the policy statement from $1 billion to $3 billion. Bank holding companies, such as the Company, are subject to capital adequacy requirements of the FRB; however, bank holding companies which are subject to the policy statement are not subject to compliance with the regulatory capital requirements until they hold $3 billion or more in consolidated total assets. As a consequence, as of December 31, 2018, the Company was not required to comply with the FRB’s regulatory capital requirements until such time that its consolidated total assets equal $3 billion or more or if the FRB determines that the Company is no longer deemed to be a small bank holding company. However, if the Company had been subject to these regulatory capital requirements, it would have exceeded all regulatory requirements.

 

In August of 2020, the Federal banking agencies adopted the final version of the community bank leverage ratio framework rule (the “CBLR”), implementing two interim final rules adopted in April of 2020. The rule provides an optional, simplified measure of capital adequacy. Under the optional CBLR framework, the CBLR was 8.5% through calendar year 2021 and is 9% thereafter. The rule is applicable to all non-advanced approaches FDIC-supervised institutions with less than $10 billion in total consolidated assets. Banks not electing the CBLR framework will continue to be subject to the generally applicable risk-based capital rule.  On April 23, 2026, the US federal banking regulators issued a final rule implementing changes to the CBLR framework intended to encourage additional community banks to opt into the CBLR framework.  The final rule, which is effective July 1, 2026, reduces the CBLR requirement from 9% to 8% and extends the grace period for qualifying institutions that fall below the 8% ratio to return to compliance from the current two quarters to four quarters (subject to a limit of eight quarters in the previous five-year period).  At the present time, the Company and the Bank do not intend to elect to use the CBLR framework.

 

 

As of March 31, 2026, the Bank’s capital ratios exceeded applicable regulatory requirements. The following table presents the capital ratios for the Bank, compared to the regulatory standards for well-capitalized depository institutions, as of March 31, 2026.

 

   

Actual

   

Well Capitalized

 
                   

Ratio

 

(in thousands except ratios)

 

Capital

   

Ratio

   

Requirement

 

Leverage

  $ 226,932       11.7 %     5.0 %

Common Equity Tier 1

  $ 226,932       17.8 %     6.5 %

Tier 1 Risk-Based

  $ 226,932       17.8 %     8.0 %

Total Risk-Based

  $ 242,835       19.1 %     10.0 %

 

 

ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

The Company believes that there have been no material changes in the quantitative and qualitative disclosures about market risk as of March 31, 2026, from those presented in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which are incorporated by reference herein.

 

ITEM 4. – CONTROLS AND PROCEDURES

 

(a)  We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Our disclosure controls and procedures have been designed to meet reasonable assurance standards. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.  Our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) have concluded that the design and operation of our disclosure controls and procedures are effective as of March 31, 2026.  This conclusion is based on an evaluation conducted under the supervision and with the participation of management.

 

(b)  During the quarter ended March 31, 2026, there were no changes in our internal controls over financial reporting that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 

 

PART II – OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

Neither the Company nor the Bank is a party to any material pending legal proceeding, nor is any of their property the subject of any material pending legal proceeding, except ordinary routine litigation arising in the ordinary course of the Bank’s business and incidental to its business, none of which is expected to have a material adverse impact upon the Company’s or the Bank’s business, financial position or results of operations.

 

ITEM 1A. RISK FACTORS

 

We are subject to various risks and uncertainties, which could materially affect our business, results of operations, financial condition, future results, and the trading price of our common stock. There have been no material changes in the risk factors previously disclosed in Part I, Item 1A, “Risk Factors” in our 2025 Form 10-K. These risk factors, as well as our condensed consolidated financial statements and notes thereto and the other information appearing in this Report, should be reviewed carefully for important information regarding risks that affect us.

 

 

 

 

 

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Issuer Purchases of Equity Securities

 

The Company made the following purchases of its common stock during the three months ended March 31, 2026:

 

   

(a)

   

(b)

   

(c)

   

(d)

 

Period

  Total number of shares purchased     Average price paid per share     Number of shares purchased as part of publicly announced plans or programs     Maximum number of shares that may yet be purchased under the plans or programs(1)  

January 1 - January 31, 2026

                      147,142  

February 1 - February 28, 2026

    37,265     $ 13.88       37,265       109,877  

March 1 - March 31, 2026

    47,643     $ 13.33       47,643       62,234  

Total

    84,908               84,908          

 

(1)

On March 27, 2024, the Company approved a stock repurchase program effective May 1, 2024. The stock repurchase program, which remains in effect until April 30, 2026 unless terminated sooner, allows for repurchases by the Company in an aggregate amount of no more than 6% of the Company’s 17,144,680 outstanding shares of common stock as of March 21, 2024. This represented total shares of 1,028,680 eligible for repurchase at May 1, 2024. The total number of shares outstanding and shares eligible for repurchase have been adjusted to give retroactive effect to stock dividends and stock splits, including the 5% stock dividend declared on January 22, 2026, payable on March 25, 2026 to shareholders of record as of February 27, 2026.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

 

ITEM 5. OTHER INFORMATION

 

During the three months ended March 31, 2026, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.

  

 

 

 

ITEM 6. – EXHIBITS

 

Exhibit

Number

 

Description of Document

 

 

 

31.1

 

Rule 13a — 14(a) Certification of Chief Executive Officer

 

 

 

31.2

 

Rule 13a — 14(a) Certification of Chief Financial Officer

 

 

 

32.1**

 

Statement of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 

 

 

32.2**

 

Statement of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

 

 

 

101

 

Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Comprehensive Income/Loss, (iv) the Condensed Consolidated Statement of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows and (vi) the Notes to Condensed Consolidated Financial Statements. The XBRL instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

     

104

 

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

 

* Management contract or compensatory plan, contract or arrangement.

 

** In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release No. 34-47986, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act.

 

 

SIGNATURES

 

Pursuant to the requirements 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.

 

 

 

 

FIRST NORTHERN COMMUNITY BANCORP

 

 

 

 

Date:

May 7, 2026

By:

/s/  Kevin Spink

 

 

 

 

 

 

 

Kevin Spink, Executive Vice President / Chief Financial Officer

 

 

 

(Principal Financial Officer and Duly Authorized Officer)

 

51
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Frequently asked questions

When did First Northern Community Bancorp file this 10-Q?
First Northern Community Bancorp (FNRN) filed this Quarterly Report (Form 10-Q) with the SEC on May 7, 2026. The accession number assigned by EDGAR is 0001437749-26-015475.
What does a 10-Q disclose?
Form 10-Q is the SEC's quarterly report. Public companies file it after each of the first three fiscal quarters to disclose unaudited financial statements and management's discussion of operations. The fourth-quarter results are rolled into the annual 10-K instead.
How is a 10-Q different from a 10-K?
Form 10-Q is filed three times a year (after Q1, Q2, and Q3 — the fourth quarter rolls into the 10-K). 10-Qs contain unaudited interim financial statements and a shorter MD&A. They're due 40 or 45 days after quarter end depending on filer size.
Where can I find First Northern Community Bancorp's prior quarterly reports on EDGAR?
The SEC EDGAR browser lists every 10-Q First Northern Community Bancorp has filed under CIK 1114927, sortable by date. Use the "View on SEC EDGAR" link in the page header, or browse directly via https://www.sec.gov/cgi-bin/browse-edgar.
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