# Pioneer Bancorp, Inc./MD (PBFS)

Informational only - not investment advice.

CIK: 0001769663
SIC: 6036 Savings Institutions, Not Federally Chartered
SIC breadcrumb: [Finance, Insurance, And Real Estate](/division/H/) > [Depository Institutions](/major-group/60/) > [SIC 6036 Savings Institutions, Not Federally Chartered](/industry/6036/)
Latest 10-K filed: 2026-03-12
SEC page: https://www.sec.gov/edgar/browse/?CIK=1769663
Filing source: https://www.sec.gov/Archives/edgar/data/1769663/000110465926027092/pbfs-20251231x10k.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 109530000 | USD | 2025 | 2026-03-12 |
| Net income | 20287000 | USD | 2025 | 2026-03-12 |
| Assets | 2150684000 | USD | 2025 | 2026-03-12 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-12. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001769663.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  | 46,486,000 | 54,159,000 | 53,519,000 | 43,927,000 | 43,842,000 | 71,033,000 | 88,316,000 | 109,530,000 |
| Net income |  | 11,499,000 | 7,309,000 | 5,198,000 | 1,077,000 | 10,279,000 | 21,948,000 | 15,260,000 | 20,287,000 |
| Diluted EPS |  |  |  | 0.21 | 0.04 | 0.41 | 0.87 | 0.61 | 0.83 |
| Operating cash flow |  | 23,005,000 | 6,129,000 | 2,025,000 | 32,653,000 | 49,967,000 | 26,269,000 | 23,847,000 | 11,117,000 |
| Share buybacks |  |  |  |  |  |  |  | 1,075,000 | 11,294,000 |
| Assets |  | 1,284,128,000 | 1,468,285,000 | 1,526,412,000 | 1,796,252,000 | 1,964,229,000 | 1,856,191,000 | 1,979,730,000 | 2,150,684,000 |
| Liabilities |  | 1,166,065,000 | 1,345,027,000 | 1,302,446,000 | 1,558,430,000 | 1,721,602,000 | 1,589,491,000 | 1,675,177,000 | 1,826,823,000 |
| Stockholders' equity | 104,012,000 | 118,063,000 | 123,258,000 | 223,966,000 | 237,822,000 | 242,627,000 | 266,700,000 | 304,553,000 | 323,861,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  | 24.74% | 13.50% | 9.71% | 2.45% | 23.45% | 30.90% | 17.28% | 18.52% |
| Return on equity |  | 9.74% | 5.93% | 2.32% | 0.45% | 4.24% | 8.23% | 5.01% | 6.26% |
| Return on assets |  | 0.90% | 0.50% | 0.34% | 0.06% | 0.52% | 1.18% | 0.77% | 0.94% |
| Liabilities / equity |  | 9.88 | 10.91 | 5.82 | 6.55 | 7.10 | 5.96 | 5.50 | 5.64 |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-11. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001769663.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q2 | 2021-12-31 |  |  | 0.25 | reported discrete quarter |
| 2022-Q3 | 2022-03-31 |  |  | 0.01 | reported discrete quarter |
| 2023-Q1 | 2022-09-30 |  |  | 0.21 | reported discrete quarter |
| 2023-Q2 | 2022-09-30 |  | 5,234,000 |  | reported discrete quarter |
| 2023-Q2 | 2022-12-31 | 17,979,000 |  | 0.25 | reported discrete quarter |
| 2023-Q3 | 2022-12-31 |  | 6,183,000 |  | reported discrete quarter |
| 2023-Q3 | 2023-03-31 | 18,779,000 |  | 0.24 | reported discrete quarter |
| 2023-Q4 | 2023-06-30 | 19,084,000 | 4,507,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2023-09-30 | 20,156,000 | 3,419,000 | 0.14 | reported discrete quarter |
| 2024-Q2 | 2023-09-30 |  | 3,419,000 |  | reported discrete quarter |
| 2024-Q2 | 2023-12-31 | 21,486,000 |  | 0.13 | reported discrete quarter |
| 2024-Q3 | 2023-12-31 |  | 3,192,000 |  | reported discrete quarter |
| 2024-Q3 | 2024-03-31 | 23,115,000 |  | 0.19 | reported discrete quarter |
| 2024-Q4 | 2024-06-30 | 23,558,000 | 3,930,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 25,848,000 | 5,763,000 | 0.23 | reported discrete quarter |
| 2025-Q2 | 2025-03-31 |  | 5,763,000 |  | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 27,006,000 |  | 0.26 | reported discrete quarter |
| 2025-Q3 | 2025-06-30 |  | 6,451,000 |  | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 28,287,000 |  | 0.18 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 28,389,000 | 3,743,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 28,372,000 | 5,290,000 | 0.22 | reported discrete quarter |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1769663/000110465926058663/pbfs-20260331x10q.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary.
Confidence: high
Filing date: 2026-05-11
Report date: 2026-03-31

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations

Statement Regarding Forward-Looking Statements

Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). These forward-looking statements are generally identified by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project” or similar expressions, or future or conditional verbs, such as “will,” “would,” “should,” “could,” or “may.” The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. No assurance can be given that the future results covered by forward-looking statements will be achieved. Certain forward-looking statements are included in this Form 10-Q, principally in the section captioned “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” In addition to the factors described in Item 1A – Risk Factors, factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to:

●

inflation and changes in market interest rates that could reduce our margins and yields, reduce the fair value of financial instruments or reduce our volume of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make, whether held in our portfolio or sold in the secondary market;

●

risks related to the variety of litigation, investigations, and other proceedings described in the “Legal Proceedings” section of this report, including associated legal expenses;

●

general economic conditions, either nationally or in our market area, that are worse than expected, including any resulting changes in consumer spending, borrowing and savings habits;

●

increased competition, including competition among other institutions within our market area as well as other non-traditional competitors;

●

changes in the level and direction of loan delinquencies and charge-offs and changes in estimates of the adequacy of our allowance for credit losses;

●

our ability to access cost-effective funding;

●

fluctuations in real estate values and both residential and commercial real estate market conditions;

36

Table of Contents

●

demand for loans and deposits in our market area;

●

changes in our partnership with a third-party mortgage banking company;

●

our ability to continue to implement our business strategies, including entering new markets successfully, capitalizing on growth opportunities, and attracting and retaining key employees;

●

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements, and any future FDIC insurance premium increases or special assessments;

●

our ability to manage market risk, credit risk and operational risk;

●

the imposition of tariffs or other domestic or international governmental polices;

●

our ability to successfully integrate into our operations any assets, liabilities, systems, personnel or customers we have or may in the future acquire such as our recent acquisitions of Targeted Lending Co., LLC, Reiser Consulting Group, Inc. and Wyndham Benefits, LLC, including our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto;

●

our ability to maintain our reputation;

●

our ability to prevent or mitigate fraudulent activity;

●

fluctuations or adverse changes in the stock market, which may have a significant adverse effect on transaction fees, client activity and client investment portfolio gains and losses related to our wealth management business;

●

certain events in the recent past involving the failure of financial institutions which have adversely affected market sentiment toward regional banks, which may result in decreased deposits and increased regulatory costs that could adversely affect our liquidity, our business, and the market price of our common stock;

●

a breach in security of our information systems, including the occurrence of a cyber incident or a deficiency in cyber security;

●

political instability or civil unrest, acts of war or terrorism or pandemics;

●

changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board (the “FASB”), the Securities and Exchange Commission (the “SEC”) or the Public Company Accounting Oversight Board;

●

our ability to attract and retain key employees;

●

our ability to evaluate the amount and timing of recognition of future tax assets and liabilities;

●

our compensation expense associated with equity benefits allocated or awarded to our employees; and

●

changes in the financial condition, results of operations or future prospects of issuers of securities that we own.

​

Additional factors that may affect our results are discussed in the annual report on Form 10-K for the year ended December 31, 2025, under the heading “Risk Factors” and this Form 10-Q, under the heading “Risk Factors.” The Company disclaims any obligation to revise or update any forward-looking statements contained in this quarterly report on Form 10-Q to reflect future events or developments, except as required by applicable law.

Overview

Net Interest Income. Our primary source of income is net interest income. Net interest income is the difference between interest income, which is the income we earn on our loans and investments, and interest expense, which is the interest we pay on our deposits and borrowings.

Provision for Credit Losses. We charge provisions for credit losses to operations in order to maintain our allowance for credit losses on loans, securities held to maturity and unfunded commitments at a level that is considered reasonable and necessary to absorb expected credit losses inherent in the loan portfolio and securities held to maturity portfolio, as well as expected losses on commitments to grant loans that are expected to be advanced at the statements of condition date. Loans are charged against the allowance when management believes that the collectability of the principal loan amount is not probable. Recoveries on loans previously charged-off, if any, are credited to the allowance for credit losses when realized.

37

Table of Contents

Non-interest Income. Our primary sources of non-interest income are banking fees and service charges, and insurance and wealth management services income. Our non-interest income also includes net gains or losses on trading securities, other gains and losses, and miscellaneous income.

Non-Interest Expense. Our non-interest expense consist of salaries and employee benefits, net occupancy and equipment, data processing, advertising and marketing, insurance premiums, federal deposit insurance premiums, professional fees, and other general and administrative expenses.

Salaries and employee benefits consist primarily of salaries and wages paid to our employees, payroll taxes, and expenses for worker’s compensation and disability insurance, health insurance, retirement plans and other employee benefits, as well as commissions, share-based compensation and other incentives.

Net occupancy and equipment expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of depreciation charges, rental expenses, furniture and equipment expenses, maintenance, real estate taxes, net gain or loss on disposal or impairment of premises and equipment, and costs of utilities. Depreciation of premises and equipment is computed using a straight-line method based on the estimated useful lives of the related assets or the expected lease terms, if shorter.

Data processing expenses are fees we pay to third parties for use of their software and for processing customer information, deposits and loans.

Advertising and marketing includes most marketing expenses including multi-media advertising (public and in-store), promotional events and materials, civic and sales focused memberships, and community support.

Insurance premiums include expense related to various insurance policies, excluding federal deposit insurance premiums.

Federal deposit insurance premiums are payments we make to the FDIC for insurance of our deposit accounts.

Professional fees include legal fees and other consulting expenses.

Other general and administrative expenses include expenses for office supplies, postage, telephone, insurance, litigation-related expense, which includes expenses related to legal proceedings, and other miscellaneous operating expenses.

Income Tax Expense. Our income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between the carrying amounts and the tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amounts expected to be realize.

​

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Table of Contents

“More Than a Bank” Strategy

At the heart of our success is our distinctive business strategy to operate as a diversified financial institution focused on our relationship-based model of creating client advocacy through our highly engaged employees.

We have continued to thrive through our focused approach to executing on key elements of our business strategy, including strategically growing through deepening client relationships, maintaining an appropriate balance in the overall loan portfolio, diversifying and growing our products and services, working to increase our share of lower-cost core deposits, evaluating opportunities for selective acquisitions, and our ongoing focus on our commitment to an engaged workforce.  

Recent Acquisitions:

Targeted Lending Co., LLC

As we continue to execute on our business strategy, on April 24, 2026 we completed the acquisition of 100% of the membership interests of Targeted Lending Co., LLC, (“Targeted Lending”), an independent equipment financing company with approximately $120 million of loans on its balance sheet.

The all-cash transaction was valued at approximately $140 million in enterprise value, subject to potential adjustments for performance-based earn-out over a three-year period. The aggregate consideration for Targeted Lending consisted of a base purchase price of approximately $54 million, subject to a customary post-closing purchase price adjustment mechanism based on the final determination of closing indebtedness of Targeted Lending and transaction expenses. In connection with the transaction, we also repaid approximately $88 million in then-outstanding credit facility indebtedness of Targeted Lending.

Targeted Lending, as a wholly owned subsidiary of Pioneer Bank, National Bank, will operate as the newly formed Specialty Financing division, expanding our commercial lending capabilities and extending our reach into nationwide equipment finance markets. Targeted Lending through its originator-centric equipment finance platform provides financing solutions for essential, income-producing equipment, offering loans up to $400,000 to small and mid-sized businesses across diverse industries.

Expansion of Employee Benefits Division

On April 20, 2026, we completed the acquisitions of Reiser Consulting Group, Inc. of Albany, NY and Wyndham Benefits, LLC of Ballston Spa, NY. The acquisitions are expected to significantly increase the size of our Employee Benefits division and are expected to strengthen our ability to deliver expanded services and product offerings for both current and prospective clients throughout the Capital region.

These acquisitions are intended to build on

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted from Item 7 to the first post-MD&A boundary after HTML sanitization.
Confidence: high

ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations

This discussion and analysis reflects our audited consolidated financial statements and other relevant statistical data, and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived in part from the audited consolidated financial statements that appear beginning on page 75 of this Annual Report on Form 10-K. Please read the information in this section in conjunction with the business and financial information regarding the Company, the Bank and the audited consolidated financial statements that appear starting on page 75 of this Annual Report on Form 10-K.

Overview

Net Interest Income. Our primary source of income is net interest income. Net interest income is the difference between interest income, which is the income we earn on our loans and investments, and interest expense, which is the interest we pay on our deposits and borrowings.

Provision for Credit Losses. We charge provisions for credit losses to operations in order to maintain our allowance for credit losses on loans, securities held to maturity and unfunded commitments at a level that is considered reasonable and necessary to absorb expected credit losses inherent in the loan portfolio and securities held to maturity portfolio, as well as expected losses on commitments to grant loans that are expected to be advanced at the statements of condition date. Loans are charged against the allowance when management believes that the collectability of the principal loan amount is not probable. Recoveries on loans previously charged-off, if any, are credited to the allowance for credit losses when realized.

Non-interest Income. Our primary sources of non-interest income are banking fees and service charges, and insurance and wealth management services income. Our non-interest income also includes litigation-related income, net gain or losses on equity securities, net gain or losses on sales and calls of available for sale securities, other gains and losses, and miscellaneous income.

Non-Interest Expense. Our non-interest expense consist of salaries and employee benefits, net occupancy and equipment, data processing, advertising and marketing, insurance premiums, federal deposit insurance premiums, professional fees, goodwill impairment loss, and other general and administrative expenses.

Salaries and employee benefits consist primarily of salaries and wages paid to our employees, payroll taxes, and expenses for worker’s compensation and disability insurance, health insurance, retirement plans and other employee benefits, as well as commissions, share-based compensation and other incentives.

Net occupancy and equipment expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of depreciation charges, rental expenses, furniture and equipment expenses, maintenance, real estate taxes, net gain or loss on disposal or impairment of premises and equipment, and costs of utilities. Depreciation of premises and equipment is computed using a straight-line method based on the estimated useful lives of the related assets or the expected lease terms, if shorter.

Data processing expenses are fees we pay to third parties for use of their software and for processing customer information, deposits and loans.

Advertising and marketing includes most marketing expenses including multi-media advertising (public and in-store), promotional events and materials, civic and sales focused memberships, and community support.

Insurance premiums include expense related to various insurance policies, excluding federal deposit insurance premiums.

Federal deposit insurance premiums are payments we make to the FDIC for insurance of our deposit accounts.

Professional fees include legal and other consulting expenses.

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Table of Contents

Other general and administrative expenses include expenses for office supplies, postage, telephone, insurance, litigation-related expense, which includes expenses related to legal proceedings, and other miscellaneous operating expenses.

Income Tax Expense. Our income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between the carrying amounts and the tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amounts expected to be realized.

Select Financial Data

The following tables set forth selected historical financial and other data for the Company on a consolidated basis at and for the dates indicated.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

At December 31, 2025

  ​ ​ ​

At December 31, 2024

​

​

(In thousands)

Selected Financial Condition Data:

​

  ​

​

  ​

Total assets

​

$

2,150,684

​

$

1,979,730

Cash and cash equivalents

​

133,675

​

96,521

Securities available for sale

​

220,431

​

321,537

Securities held to maturity

​

41,521

​

25,400

Federal Reserve Bank of New York and Federal Home Loan Bank of New York stock

​

6,090

​

5,283

Net loans receivable

​

1,646,255

​

1,434,575

Premises and equipment, net

​

35,576

​

35,480

Bank-owned life insurance

​

15,306

​

15,956

Deposits

​

1,739,178

​

1,586,183

Shareholders’ equity

​

323,861

​

304,553

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the

​

For the

​

For the

​

​

Year Ended

​

Six Months Ended

​

Fiscal Year Ended

​

​

December 31,

​

December 31,

​

June 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

  ​ ​ ​

2024

​

​

(In thousands except for per share amounts)

Selected Operating Data:

​

  ​

​

  ​

​

  ​

​

  ​

Interest and dividend income

​

$

109,530

​

$

48,832

​

$

41,642

​

$

88,316

Interest expense

​

30,382

​

13,362

​

9,659

​

21,803

Net interest income

​

79,148

​

35,470

​

31,983

​

66,513

Provision for credit losses

​

3,695

​

220

​

1,870

​

2,700

Net interest income after provision for credit losses

​

75,453

​

35,250

​

30,113

​

63,813

Noninterest income

​

17,140

​

8,809

​

8,409

​

16,330

Noninterest expense

​

66,104

​

31,648

​

30,199

​

60,734

Income before income taxes

​

26,489

​

12,411

​

8,323

​

19,409

Income tax expense

​

6,202

​

2,811

​

1,712

​

4,149

Net income

​

​

20,287

​

​

9,600

​

​

6,611

​

​

15,260

Net earnings per common share:

​

​

​

​

​

​

​

​

​

​

​

​

Basic

​

$

0.83

​

$

0.38

​

$

0.26

​

$

0.61

Diluted

​

$

0.83

​

$

0.38

​

$

0.26

​

$

0.61

​

​

59

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

At or For the

​

At or For the

​

​

At or For the

​

​

​

Year Ended

​

Six Months Ended

​

​

Fiscal Year Ended

​

​

​

December 31,

​

December 31,

​

​

June 30,

​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

  ​ ​ ​

​

2024

​

​

​

​

​

​

​

​

​

​

​

​

Performance Ratios:

  ​

  ​

  ​

​

  ​

Return on average assets (1)

0.98

%  

0.99

%  

0.70

%  

​

0.80

%  

Return on average equity (1)

6.47

%  

6.31

%  

4.80

%  

​

5.42

%  

Interest rate spread (1) (2)

3.22

%  

3.14

%  

3.01

%  

​

3.01

%  

Net interest margin (1) (3)

4.07

%  

3.99

%  

3.71

%  

​

3.78

%  

Non-interest expenses to average assets (1)

3.18

%  

3.28

%  

3.19

%  

​

3.18

%  

Efficiency ratio (4)

68.65

%  

71.47

%  

74.76

%  

​

73.31

%  

Average interest-earning assets to average interest-bearing liabilities

154.53

%  

158.84

%  

164.48

%  

​

161.98

%  

​

​

​

​

​

​

​

​

​

​

​

Capital Ratios (5):

  ​

​

  ​

​

  ​

Average equity to average assets

15.08

%  

15.74

%  

14.55

%  

​

14.77

%  

Total capital to risk weighted assets

17.56

%  

19.24

%  

19.57

%  

​

19.66

%  

Tier 1 capital to risk weighted assets

16.30

%  

17.99

%  

18.31

%  

​

18.40

%  

Common equity Tier 1 capital to risk weighted assets

16.30

%  

17.99

%  

18.31

%  

​

18.40

%  

Tier 1 capital to average assets

11.53

%  

12.07

%  

11.30

%  

​

11.65

%  

​

​

​

​

​

​

​

​

​

​

​

Asset Quality Ratios:

  ​

​

  ​

​

  ​

Allowance for credit losses as a percentage of total loans

1.51

%  

1.49

%  

1.66

%  

​

1.60

%  

Allowance for credit losses as a percentage of non-performing loans

224.93

%  

414.60

%  

178.27

%  

​

240.92

%  

Net charge-offs to average outstanding loans during the period (1)

0.01

%  

—

%  

0.06

%  

​

0.04

%  

Non-performing loans as a percentage of total loans

0.67

%  

0.36

%  

0.93

%  

​

0.66

%  

Non-performing loans as a percentage of total assets

0.52

%  

0.27

%  

0.65

%  

​

0.48

%  

Total non-performing assets as a percentage of total assets

0.52

%  

0.27

%  

0.65

%  

​

0.49

%  

​

​

​

​

​

​

​

​

​

​

​

Other:

  ​

​

  ​

​

  ​

Number of offices

23

23

23

​

23

Number of full-time equivalent employees

269

272

262

​

270

(1)

Annualized for the six month periods ended December 31, 2024 and 2023.

(2)

Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost of interest-bearing liabilities for the periods.

(3)

Represents net interest income as a percentage of average interest-earning assets.

(4)

Represents non-interest expenses divided by the sum of net interest income and non-interest income.

(5)

Capital ratios are for the Bank.

​

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Table of Contents

Change in Fiscal Year End

On October 15, 2024, the board of directors of the Company approved an amendment to Article VI, Section 5 of its Bylaws to change its fiscal year end from June 30 to December 31. Accordingly, our discussion and analysis will present the significant factors affecting our financial condition at December 31, 2025 and December 31, 2024 and for the results of operations, our discussion and analysis will present the significant factors affecting the year ended December 31, 2025 compared to the fiscal year ended June 30, 2024, and the six months transition period ended December 31, 2024 compared to the six months ended December 31, 2023.

Business Strategy

Our business strategy is to operate as a well-capitalized and profitable diversified financial institution focused on our relationship-based model of creating customer advocacy by way of our highly engaged employees, which we believe will result in growth through new customer acquisition, deepened existing customer relationships, and further market penetration.  At Pioneer, we are “More Than a Bank” which means that we are focused on growing our broad range of financial products and services for individual, business and municipal customers by continuing to expand our banking, insurance, consulting, and wealth management businesses.  We are fully grounded in the belief the future of financial services relies heavily on providing an unparalleled level of personal service and a comprehensive approach to our customer’s finances. Our sales enablement strategy reflects that approach and through this client-centric endeavor, we bring our products, services, and expertise to our customers in a seamless and efficient manner. We distinguish ourselves by maintaining the culture of a local community financial institution, emphasizing an engaged workforce, creating positive community impact all while offering a full range of comprehensive financial products and services, in a consultative approach. We believe that we have a competitive advantage in the markets we serve because of our over 130-year history in the community, our knowledge of the local marketplace and our long-standing reputation for providing superior, relationship-based customer service.  The following are the key elements of our business strategy:

Strategically grow through deepening customer relationships. Integral to our strategy is our belief that there is a large customer base in our market that prefers doing business with local institutions that are grounded in the success of their customers and communities. These customers are seeking more relationship-based service than they receive from the larger regional banks and other financial services providers. By offering personalized relationship-based customer service, along with our extensive knowledge of our local markets and a wide range of product offerings, we believe it has allowed us to establish strong relationships with our customers. We believe we can continue to leverage these strengths to attract and retain customers. We have embarked on a sales enablement strategy that is focused on engaging in a multidisciplinary approach to customer interaction. Based on the foregoing, our attractive market area and strategic investment in technology to enhance the customer experience, we believe we are well-positioned to strategically grow our customer relationships.

Continue our emphasis on commercial customer acquisition, with a targeted focus on commercial lending while maintaining an appropriate balance in the overall loan portfolio. We view the long term growth of our commercial loan portfolio, consistent with safe and sound underwriting practices, as a means of increasing our interest income and establishing relationships with local businesses. These relationships will offer a recurring and we believe broader source of fee income through commercial deposits, commercial insurance and employee benefits products and consulting. We generally require that commercial borrowers establish a commercial deposit account with us, which assists our efforts to grow core deposits and cross-sell our other products and services. Our focus on commercial lending also has the benefits of increasing the yield on our loan portfolio while reducing the average term to repricing of our loans. However, we will continue to maintain an appropriate balance in the overall loan portfolio between our commercial and non-commercial loans to diversify our credit risk. Through our strategic partnership with the Mortgage Banking Company, we are able to decide whether we want to purchase residential mortgage loans originated by the Mortgage Banking Company for our portfolio. During the calendar year ended December 31, 2025, we strategically increased our portfolio of non-commercial loans, in part to take advantage of the higher interest rate environment, through the purchases of residential mortgage loans, increasing that portfolio by $104.1 million or 15.1% as compared to December 31, 2024.

​

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Table of Contents

Diversify our products and services to increase non-interest income. Our strategy includes further expansion of our customer base, deepening relationships and a focus on non-interest income by growing our financial services businesses. We sell commercial and personal insurance products and provide employee benefits products and services through our wholly-owned subsidiary, Pioneer Insurance Agency, Inc., which we acquired in 2016, and grew with our acquisition of Capital Region Strategic Employee Benefits Services, LLC employee benefits and consulting business in 2017. We entered into the wealth management services business by establishing Pioneer Financial Services, Inc. in 1997 as a wholly-owned subsidiary of the Bank (which operates under the name Pioneer Wealth Management). We substantially grew our wealth management services business with the acquisitions of Ward Financial Management, LTD’s business in 2018, three wealth management practices’ businesses in fiscal year 2022 and Hudson Financial, LLC’s business in fiscal year 2024. On October 28, 2025, Pioneer Financial Services, Inc., completed the acquisition of certain assets of Brown Financial Management Group, LLC, a wealth management firm in the Capital Region of New York. The acquisition was made to expand the Company’s wealth management services activities and added $73 million of assets under management. At December 31, 2025, Pioneer Financial Services, Inc. had $1.4 billion of assets under management.

We believe that there will be opportunities to cross-sell these products to our deposit and borrower customers which may further increase our non-interest income, and also to cross-sell our banking services and products to customers and clients of Pioneer Insurance Agency, Inc., Pioneer Financial Services, Inc., and Pioneer Consulting Solutions, Inc. We intend to consider future acquisition opportunities to expand our insurance, wealth management, HR consulting or other complementary financial services businesses.

On December 11, 2025, the Company announced the formation of Pioneer Capital Markets, Inc., a wholly owned broker-dealer subsidiary. With an initial focus on proprietary trading of investment-grade municipal bonds, this marks the Company’s entry into regulated broker-dealer operations, enhancing the Company’s financial services capabilities. This launch underscores the Company’s ongoing strategy of diversifying our products and services to increase non-interest income. Pioneer Capital Markets, Inc. is registered with FINRA, SIPC and the SEC, and is based in North Carolina, leveraging a collaborative environment that allows compliance and operations to work closely together. Pioneer Capital Markets, Inc. commenced operations in January 2026.

Selective Acquisition Growth. While organic growth is a consistent and focused strategy for us, our strategy to continue to grow may include acquisitions. Selective acquisitions may be a part of our strategy to be able to gain immediate access to new markets and expand our customer base and to be able to diversify our products and services. Selective acquisitions also provides us the ability to expand revenue opportunities, create synergies and access to new lines of business, technology, and expertise that might be difficult or costly to develop internally.

Increase our Share of Lower-Cost Core Deposits. Core deposits represent our best opportunity to develop customer relationships that enable us to cross-sell the products and services of our complementary subsidiaries. We continue to emphasize offering core deposits (demand deposit accounts, savings accounts and money market accounts) to individuals, businesses and municipalities located in our market area. We attract and retain transaction accounts by offering competitive products and rates and providing quality customer service. At December 31, 2025, core deposits comprised 84.5% of our total deposits. Core deposits are our least costly source of funds which improves our interest rate spread and also contributes non-interest income from account- related services.

Ongoing focus on our commitment to an engaged workforce.  We maintain our focus on ways to further enhance the employee engagement of our team.  We seek to retain our position as an employer of choice for top talent in the Capital Region through a focus on career and leadership development opportunities, and attention to providing a robust and competitive benefits package for our employees.  We provide opportunities for our employees to engage in meaningful ways in the community and expect to enhance this engagement through the philanthropic efforts of the Pioneer Bank Charitable Foundation.

​

62

Table of Contents

Critical Accounting Policies and Estimates

The discussion and analysis of the financial condition and results of operations are based on our financial statements, which are prepared in conformity with GAAP. The preparation of these financial statements requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the reported amounts of income and expenses. We consider the accounting policies and estimates discussed below to be critical accounting policies and estimates. The estimates and assumptions that we use are based on historical experience and various other factors and are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions, resulting in a change that could have a material impact on the carrying value of our assets and liabilities and our results of operations.

The following represent our critical accounting policies and estimates:

Allowance for Credit Losses. The allowance for credit losses consists of the allowance for credit losses on loans, securities held to maturity and unfunded commitments. The measurement of Current Expected Credit Losses (“CECL”) on financial instruments requires an estimate of the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses under the CECL approach is based on relevant information about past events, current conditions, macroeconomic variables (e.g., civilian unemployment and U.S. gross domestic product (“GDP”)), and reasonable and supportable forecasts from the Federal Open Market Committee (“FOMC”) that affect the collectability of the reported amounts. Historical loss experience is generally the starting point for estimating expected credit losses. The Company then considers whether the historical loss experience should be adjusted for asset-specific risk characteristics or current conditions at the reporting date that did not exist over the period from which historical experience was used. Finally, the Company considers forecasts about future economic conditions that are reasonable and supportable. On a case-by-case basis, the Company may conclude that a loan should be evaluated on an individual basis based on its disparate risk characteristics. When the Company determines that a loan no longer shares similar risk characteristics with other loans in the portfolio, the allowance will be determined on an individual basis using the present value of expected cash flows or, for collateral-dependent loans, the estimated fair value of the collateral, as applicable. The allowance for credit losses on loans and securities held to maturity, as reported in our consolidated statements of condition, are adjusted by a provision for credit losses, which is recognized in earnings, and reduced by the charge-offs, net of recoveries. The allowance for credit losses on unfunded commitments represents the expected credit losses on off-balance sheet commitments such as unfunded commitments to extend credit and standby letters of credit. However, a liability is not recognized for commitments unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments is determined by estimating future draws and applying the expected loss rates on those draws and is included in other liabilities on the Company’s consolidated statements of condition.

As a substantial percentage of our loan portfolio is collateralized by real estate, appraisals of the underlying value of property securing loans are critical in determining the amount of the allowance required for specific loans. Assumptions are instrumental in determining the value of properties. Overly optimistic assumptions or negative changes to assumptions could significantly affect the valuation of a property securing a loan and the related allowance determined. Management carefully reviews the assumptions supporting such appraisals to determine that the resulting values reasonably reflect amounts realizable on the related loans.

Management of the Company considers the accounting policy relating to the allowance for credit losses to be a critical accounting estimate given the uncertainty in evaluating the level of the allowance required to cover management’s estimate of all expected credit losses over the expected contractual life of our loan portfolios. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain, including making significant estimates of current credit risks and trends using existing quantitative and qualitative information, and reasonable and supportable forecasts of future economic conditions, which may undergo frequent and material changes. Subsequent evaluations of the then-existing loan portfolios, in light of changes in economic conditions, new information regarding existing loans and other factors, may result in significant changes in the allowance for credit losses in those future periods. For example, changes to the FOMC’s forecasted civilian unemployment rate and year-over-year U.S. GDP growth could have a material impact on the model’s estimation of the allowance for credit losses on loans. An immediate increase of 100 basis points in the FOMC’s projected rate of civilian unemployment and a decrease of 100 basis points in the FOMC’s projected rate of U.S. GDP growth would increase the model’s total calculated

63

Table of Contents

allowance for credit losses on loans by $1.5 million, or 5.9%, assuming qualitative adjustments are kept at current levels. While management’s current evaluation of the allowance for credit losses indicates that the allowance is appropriate, the allowance may need to be increased under adversely different conditions or assumptions. Additionally, changes in those factors and inputs may not occur at the same rate and inputs may be directionally inconsistent, such that improvements in one factor may offset deterioration in in others. Going forward, the impact of utilizing the CECL approach to calculate the allowance for credit losses will be significantly influenced by the composition, characteristics and quality of our loan portfolios, as well as the prevailing economic conditions and forecasts utilized. Material changes to these and other relevant factors may result in greater volatility to the allowance for credit losses, and therefore, greater volatility to our reported earnings.

Actual loan losses may be significantly more than the allowance we have established which could have a material negative effect on our financial results.

Legal Proceedings and Other Contingent Liabilities.  In the ordinary course of business, we are involved in a number of legal, regulatory, governmental and other proceedings, claims or investigations that could result in losses, including damages, fines and/or civil penalties, which could be significant concerning matters arising from the conduct of our business. In view of the inherent difficulty of predicting the outcome of such matters, particularly where the claimants seek large or indeterminate damages, we generally cannot predict the eventual outcome of the pending matters, timing of the ultimate resolution of these matters, or eventual loss, fines or penalties related to each pending matter. In accordance with applicable accounting guidance, we establish an accrued liability when those matters present loss contingencies that are both probable and estimable. Our estimate of potential losses will change over time and the actual losses may exceed these estimates, and there may be an exposure to loss in excess of any amounts accrued. As a matter develops, management, in conjunction with any outside counsel handling the matter, evaluate on an ongoing basis whether such matter presents a loss contingency that is probable and estimable; or where a loss is reasonably possible, whether in excess of a related accrued liability or where there is no accrued liability, whether it is possible to estimate a range of possible loss. Once the loss contingency is deemed to be both probable and estimable, we establish an accrued liability and record a corresponding amount of litigation-related expense. We continue to monitor the matters for further developments that could affect the amount of the accrued liability that has been previously established. These estimates are based upon currently available information and are subject to significant judgment, a variety of assumptions and known and unknown uncertainties.  The matters underlying the accrued liability and estimated range of possible losses are unpredictable and may change from time to time, and actual losses may vary significantly from the current estimate and accrual which could have a material negative effect on our financial results.  The estimated range of possible loss does not represent our maximum loss exposure.

​

​

​

​

​

​

​

​

​

​

64

Table of Contents

​

Average Balances and Yields  

The following tables set forth average balances, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. All average balances are daily average balances. Non-accrual loans were included in the computation of average balances. The yields set forth below include the effect of deferred costs and fees, discounts, and premiums that are amortized or accreted to interest income or interest expense, as applicable.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the Year Ended

​

​

For the Fiscal Year Ended

​

​

​

December 31, 2025

​

June 30, 2024

​

  ​ ​ ​

Average

  ​ ​ ​

​

​

  ​ ​ ​

​

​

Average

  ​ ​ ​

​

​

  ​ ​ ​

​

​

​

Outstanding

​

​

​

​

Average

​

Outstanding

​

​

​

​

Average

​

​

Balance

​

Interest

​

Yield/Cost

​

Balance

​

Interest

​

Yield/Cost

​

​

(Dollars in thousands)

Interest-earning assets:

​

  ​

​

  ​

  ​

​

​

​

  ​

​

  ​

  ​

​

Loans

​

$

1,552,647

​

$

91,639

5.90

%  

​

$

1,265,455

​

$

72,378

5.72

%

Securities

​

326,025

​

14,816

4.54

%  

​

382,258

​

9,750

2.55

%

Interest-earning deposits

​

67,476

​

3,075

4.56

%  

​

113,092

​

6,188

5.47

%

Total interest-earning assets

​

1,946,148

​

109,530

5.63

%  

​

1,760,805

​

88,316

5.02

%

Non-interest-earning assets

​

132,660

​

​

​

  ​

​

​

146,575

​

​

​

  ​

​

Total assets

​

$

2,078,808

​

​

​

  ​

​

​

$

1,907,380

​

​

​

  ​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing liabilities:

​

  ​

​

  ​

  ​

​

​

  ​

​

  ​

  ​

​

Demand deposits

​

$

135,356

​

$

2,757

2.04

%  

​

$

167,498

​

$

3,153

1.88

%

Savings deposits

​

257,420

​

347

0.13

%  

​

275,317

​

199

0.07

%

Money market deposits

​

620,087

​

17,974

2.90

%  

​

493,187

​

12,968

2.63

%

Certificates of deposit

​

190,851

​

7,057

3.70

%  

​

124,632

​

4,352

3.49

%

Total interest-bearing deposits

​

1,203,714

​

28,135

2.34

%  

​

1,060,634

​

20,672

1.95

%

Borrowings and other

​

55,697

​

2,247

4.03

%  

​

26,399

​

1,131

4.28

%

Total interest-bearing liabilities

​

1,259,411

​

30,382

2.41

%  

​

1,087,033

​

21,803

2.01

%

Non-interest-bearing deposits

​

476,731

​

​

​

​

​

​

​

​

494,916

​

​

​

​

​

​

Other non interest-bearing liabilities

​

​

29,252

​

​

​

  ​

​

​

43,758

​

​

​

  ​

​

Total liabilities

​

1,765,394

​

​

​

  ​

​

​

1,625,707

​

​

​

  ​

​

Total shareholders’ equity

​

313,414

​

​

​

  ​

​

​

281,673

​

​

​

  ​

​

Total liabilities and shareholders’ equity

​

$

2,078,808

​

​

​

  ​

​

​

$

1,907,380

​

​

​

  ​

​

Net interest income

​

​

​

$

79,148

  ​

​

​

​

​

$

66,513

  ​

​

Net interest rate spread (1)

​

​

​

​

​

3.22

%  

​

​

​

​

​

3.01

%  

Net interest-earning assets (2)

​

$

686,737

​

​

​

  ​

​

​

$

673,772

​

​

​

  ​

​

Net interest margin (3)

​

​

​

​

​

4.07

%  

​

​

​

​

​

3.78

%  

Average interest-earning assets to interest-bearing liabilities

​

154.53

%  

​

​

  ​

​

​

161.98

%  

​

​

  ​

​

​

(1)

Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.

(2)

Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3)

Net interest margin represents net interest income divided by average total interest-earning assets.

​

65

Table of Contents

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the Six Months Ended December 31,

​

​

2024

​

​

2023

​

​

  ​ ​ ​

Average

  ​ ​ ​

​

​

  ​ ​ ​

Average

  ​ ​ ​

​

Average

  ​ ​ ​

​

​

  ​ ​ ​

Average

  ​ ​ ​

​

​

Outstanding

​

​

​

​

Yield/Cost

​

​

Outstanding 

​

​

​

​

Yield/Cost

​

​

​

Balance

​

Interest

​

(4)

​

​

Balance

​

Interest

​

(4)

​

​

​

(Dollars in thousands)

​

Interest-earning assets:

​

  ​

​

  ​

  ​

​

​

  ​

​

  ​

  ​

Loans

​

$

1,399,105

​

$

41,773

​

6.01

%  

​

$

1,206,348

​

$

34,255

5.71

%

Securities

​

298,032

​

4,909

​

3.29

%  

​

438,324

​

5,169

2.35

%

Interest-earning deposits

​

81,934

​

2,150

​

5.27

%  

​

80,069

​

2,218

5.57

%

Total interest-earning assets

​

1,779,071

​

48,832

5.52

%  

​

1,724,741

​

41,642

4.85

%

Non-interest-earning assets

​

136,471

​

​

​

  ​

​

​

152,212

​

​

​

  ​

​

Total assets

​

$

1,915,542

​

​

​

  ​

​

​

$

1,876,953

​

​

​

  ​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing liabilities:

​

  ​

​

  ​

  ​

​

​

  ​

​

  ​

  ​

​

Demand deposits

​

$

143,595

​

$

1,671

2.32

%  

​

$

152,007

​

$

1,397

1.83

%

Savings deposits

​

261,337

​

137

0.10

%  

​

280,822

​

93

0.07

%

Money market deposits

​

549,880

​

8,347

3.03

%  

​

471,664

​

5,658

2.39

%

Certificates of deposit

​

144,255

​

2,818

3.91

%  

​

116,404

​

1,894

3.25

%

Total interest-bearing deposits

​

1,099,067

​

12,973

2.36

%  

​

1,020,897

​

9,042

1.76

%

Borrowings and other

​

21,006

​

​

389

​

3.71

%  

​

27,693

​

617

4.47

%

Total interest-bearing liabilities

​

1,120,073

​

13,362

2.38

%  

​

1,048,590

​

9,659

1.84

%

Non-interest-bearing deposits

​

​

461,270

​

​

​

​

​

​

​

​

508,361

​

​

​

​

​

​

Other non interest-bearing liabilities

​

32,604

​

​

​

  ​

​

​

46,942

​

​

​

  ​

​

Total liabilities

​

1,613,947

​

​

​

  ​

​

​

1,603,893

​

​

​

  ​

​

Total shareholders’ equity

​

301,595

​

​

​

  ​

​

​

273,060

​

​

​

  ​

​

Total liabilities and shareholders’ equity

​

$

1,915,542

​

​

​

  ​

​

​

$

1,876,953

​

​

​

  ​

​

Net interest income

​

​

​

​

$

35,470

  ​

​

​

​

​

$

31,983

  ​

​

Net interest rate spread (1)

​

​

​

​

​

​

3.14

%  

​

​

​

​

​

3.01

%  

Net interest-earning assets (2)

​

$

658,998

​

​

​

  ​

​

​

$

676,151

​

​

​

  ​

​

Net interest margin (3)

​

​

​

​

​

​

3.99

%  

​

​

​

​

​

3.71

%  

Average interest-earning assets to interest-bearing liabilities

​

158.84

%  

​

​

  ​

​

​

164.48

%  

​

​

  ​

​

(1)

Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.

(2)

Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3)

Net interest margin represents net interest income divided by average total interest-earning assets.

(4)

Annualized.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

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Table of Contents

Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior two columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Twelve Months Ended

Six Months Ended

​

​

December 31, 2025 vs. June 30, 2024

December 31, 2024 vs. December 31, 2023

​

​

​

​

​

​

​

​

Total

​

​

​

​

​

​

Total

​

​

Increase (Decrease) Due to

​

Increase

Increase (Decrease) Due to

​

Increase

​

​

Volume

​

Rate

​

(Decrease)

Volume

​

Rate

​

(Decrease)

​

​

(In thousands)

Interest-earning assets:

  ​ ​ ​

​

  ​

  ​ ​ ​

​

  ​

  ​ ​ ​

​

  ​

​

​

  ​

  ​ ​ ​

​

  ​

  ​ ​ ​

​

  ​

Loans

​

$

16,886

​

$

2,376

​

$

19,261

​

$

5,667

​

$

1,851

​

$

7,518

Securities

​

(1,612)

​

6,678

​

5,066

​

(3,783)

​

3,523

​

(260)

Interest-earning deposits

​

(2,201)

​

(912)

​

(3,113)

​

124

​

(192)

​

(68)

Total interest-earning assets

​

13,073

​

8,141

​

21,214

​

2,008

​

5,182

​

7,190

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Interest-bearing liabilities:

​

  ​

​

  ​

​

  ​

​

  ​

​

  ​

​

  ​

Demand deposits

​

(640)

​

244

​

(396)

​

(208)

​

​

482

​

274

Savings deposits

​

(14)

​

162

​

148

​

(18)

​

​

62

​

44

Money market deposits

​

3,581

​

1,424

​

5,006

​

1,029

​

​

1,660

​

2,689

Certificates of deposit

​

2,435

​

270

​

2,705

​

500

​

​

424

​

924

Total interest-bearing deposits

​

5,363

​

2,101

​

7,463

​

1,303

​

2,628

​

3,931

Borrowings and other

​

1,186

​

(70)

​

1,116

​

(134)

​

​

(94)

​

(228)

Total interest-bearing liabilities

​

6,548

​

2,031

​

8,579

​

1,169

​

2,534

​

3,703

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Change in net interest income

​

$

6,525

​

$

6,110

​

$

12,635

​

$

838

​

$

2,649

​

$

3,487

​

Comparison of Financial Condition at December 31, 2025 and December 31, 2024

Total Assets. Total assets of $2.15 billion at December 31, 2025 increased $171.0 million, or 8.6%, from $1.98 billion at December 31, 2024. The increase was due primarily to an increase of $211.7 million, or 14.8%, in net loans receivable and an increase of $37.2 million, or 38.5%, in cash and cash equivalents, offset in part by a decrease of $101.1 million, or 31.4%, in securities available for sale.

Cash and Cash Equivalents. Total cash and cash equivalents of $133.7 million at December 31, 2025, increased $37.2 million, or 38.5%, from $96.5 million at December 31, 2024.

Securities Available for Sale. Total securities available for sale of $220.4 million at December 31, 2025 decreased $101.1 million, or 31.4%, from $321.5 million at December 31, 2024. The decrease was primarily due to maturities, paydowns and calls of $212.7 million, offset in part by purchases of $102.0 million of securities during the year ended December 31, 2025.

Securities Held to Maturity. Total securities held to maturity of $41.5 million at December 31, 2025 increased $16.1 million, or 63.5%, from $25.4 million at December 31, 2024. The increase was primarily due to purchases of $37.0 million, offset in part by maturities, paydowns and calls of $20.8 million during the year ended December 31, 2025.

​

​

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Table of Contents

Net Loans Receivable. Net loans receivable of $1.65 billion at December 31, 2025 increased $211.7 million, or 14.8%, from $1.43 billion at December 31, 2024. By loan category, residential mortgage loans increased by $104.1 million, or 15.1%, to $793.7 million at December 31, 2025 from $689.6 million at December 31, 2024; commercial real estate loans increased by $51.7 million, or 12.4%, to $466.5 million at December 31, 2025 from $414.8 million at December 31, 2024; commercial construction loans increased by $38.7 million, or 29.6%, to $169.7 million at December 31, 2025 from $131.0 million at December 31, 2024; commercial and industrial loans increased by $16.4 million, or 15.1%, to $124.9 million at December 31, 2025 from $108.5 million at December 31, 2024; home equity loans and lines of credit increased by $2.7 million, or 2.8%, to $97.6 million at December 31, 2025 from $94.9 million at December 31, 2024; and consumer loans increased by $1.6 million, or 9.3%, to $19.2 million at December 31, 2025 from $17.6 million at December 31, 2024.

The increase in residential mortgage loans was primarily related to the Bank’s relationship with the third-party Mortgage Banking Company which facilitated an increase in residential mortgage loan volume. The increase in commercial real estate and commercial and industrial loans was due to loan funding outpacing loan payoffs. The increase in commercial construction loans was due to funding of increased construction commitments. 

Deposits. Total deposits of $1.74 billion at December 31, 2025 increased $153.0 million, or 9.6%, from $1.59 billion at December 31, 2024. By deposit category, certificate of deposits increased by $94.7 million, or 54.2%, to $269.5 million at December 31, 2025 from $174.8 million at December 31, 2024; money market accounts increased by $75.0 million, or 13.4%, to $633.5 million at December 31, 2025 from $558.5 million at December 31, 2024; and non-interest-bearing demand accounts increased by $1.8 million, or 0.4%, to $456.1 million at December 31, 2025 from $454.3 million at December 31, 2024, offset in part by a decrease in savings accounts of $10.5 million, or 4.0%, to $249.7 million at December 31, 2025 from $260.2 million at December 31, 2024 and a decrease in interest-bearing demand accounts of $8.0 million, or 5.8%, to $130.4 million at December 31, 2025 from $138.4 million at December 31, 2024.

The increase in certificates of deposit was primarily due to an increase in brokered deposits, and by a migration of funds from savings and other lower rate interest-bearing accounts. The increase in money market accounts was primarily due to a migration of funds from savings and other lower rate interest-bearing accounts. The decrease in savings accounts and interest-bearing demand accounts was primarily due to a migration of funds to higher rate interest-bearing accounts.  

Borrowings from Federal Home Loan Bank of New York. Borrowings from the FHLBNY of $50.0 million at December 31, 2025 increased by $10.0 million, from $40.0 million at December 31, 2024. At December 31, 2025, borrowings consisted of FHLBNY advances with original maturities of one year or less.

Total Shareholders’ Equity. Shareholders’ equity of $323.9 million at December 31, 2025 increased $19.3 million, or 6.3%, from $304.6 million at December 31, 2024 primarily as a result of net income of $20.3 million and an increase in accumulated other comprehensive income of $8.5 million, partially offset by the repurchase of common stock of $11.3 million.

Comparison of Operating Results for the Year Ended December 31, 2025 and the Fiscal Year Ended June 30, 2024

General.  Net income increased by $5.0 million, or 32.9%, to $20.3 million for the year ended December 31, 2025 from $15.3 million for the fiscal year ended June 30, 2024. The increase was primarily due to a $21.2 million increase in interest and dividend income, partially offset by a $8.6 million increase in interest expense, a $5.4 million increase in non-interest expense and a $2.1 million increase in income tax expense.

Interest and Dividend Income.  Interest and dividend income increased $21.2 million, or 24.0%, to $109.5 million for the year ended December 31, 2025 from $88.3 million for the fiscal year ended June 30, 2024. The increase was the result of a 61 basis points increase in the average yield on interest-earning assets to 5.63% for the year ended December 31, 2025, from 5.02% for the fiscal year ended June 30, 2024 and due to a $185.3 million increase in the average balance of interest-earning assets to $1.95 billion for the year ended December 31, 2025 from $1.76 billion for the fiscal year ended June 30, 2024. The increase in the average yield on interest-earning assets was driven by market-related increases in interest rates on new loans and on investment securities purchased. The increase in average interest-earning assets was primarily due to the increase in the average balance of loans.

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Table of Contents

Interest income on loans increased $19.2 million, or 26.6%, to $91.6 million for the year ended December 31, 2025 from $72.4 million for the fiscal year ended June 30, 2024. Interest income on loans increased due to a 18 basis points increase in the average yield on loans to 5.90% for the year ended December 31, 2025 from 5.72% for the fiscal year ended June 30, 2024, coupled with a $287.2 million increase in the average balance of loans to $1.55 billion for the year ended December 31, 2025 from $1.27 billion for the fiscal year ended June 30, 2024. The increase in average yield on loans was primarily due to market-related increases in interest rates on new loans. The increase in the average balance of loans was principally due to purchases of residential mortgage loans and an increase in originations of commercial real estate, commercial construction and commercial and industrial loans.

Interest income on securities increased $5.0 million, or 52.0%, to $14.8 million for the year ended December 31, 2025 from $9.8 million for the fiscal year ended June 30, 2024. Interest income on securities increased due to a 199 basis points increase in the average yield on securities to 4.54% for the year ended December 31, 2025 from 2.55% for the fiscal year ended June 30, 2024, partially offset by a $56.3 million decrease in the average balance of securities to $326.0 million for the year ended December 31, 2025 from $382.3 million for the fiscal year ended June 30, 2024. The increase in average yield on securities was due to higher market rates of interest for new securities that were purchased during the year ended December 31, 2025, partially replacing the sale and scheduled maturities of lower yielding U.S. government and agency and municipal obligation securities. The decrease in the average balance of securities was due to the maturities of U.S. government and agency and municipal obligation securities, outpacing purchases during the year ended December 31, 2025 and due to the sales of U.S. government and agency securities during the fiscal year ended June 30, 2024 as part of a balance sheet repositioning in which the Company sold $74.5 million of lower-yielding available for sale securities with an average book yield of approximately 0.83%, in conjunction with an asset allocation shift, using investment securities’ cash flow to fund higher yielding assets.

Interest income on interest-earning deposits with banks and other decreased $3.1 million, or 50.3%, to $3.1 million for the year ended December 31, 2025 from $6.2 million for the fiscal year ended June 30, 2024. Interest income on interest-earning deposits with banks and other decreased due to a 91 basis points decrease in the average yield on interest-earning deposits with banks and other to 4.56% for the year ended December 31, 2025 from 5.47% for the fiscal year ended June 30, 2024, primarily due to changes in market interest rates, and a decrease of $45.6 million in average balances on interest-earning deposits with banks and other to $67.5 million for the year ended December 31, 2025 from $113.1 million for the fiscal year ended June 30, 2024, primarily due to an increase in the average balances of loans.

Interest Expense.  Interest expense increased $8.6 million, or 39.3%, to $30.4 million for the year ended December 31, 2025 from $21.8 million for the fiscal year ended June 30, 2024 as a result of an increase in interest expense on deposits, borrowings and other. The increase was primarily due to an increase in the average balance of interest-bearing liabilities of $172.4 million, or 15.9%, to $1.26 billion for the year ended December 31, 2025 from $1.09 billion for the fiscal year ended June 30, 2024, and a 40 basis points increase in the average cost of interest-bearing liabilities to 2.41% for the year ended December 31, 2025 from 2.01% for the fiscal year ended June 30, 2024.

Interest expense on interest-bearing deposits increased $7.4 million, or 36.1%, to $28.1 million for the year ended December 31, 2025 from $20.7 million for the fiscal year ended June 30, 2024. Interest expense on interest-bearing deposits increased primarily due to a 39 basis points increase in the average cost of interest-bearing deposits to 2.34% for the year ended December 31, 2025 from 1.95% for the fiscal year ended June 30, 2024 and an increase in average interest-bearing deposits of $143.1 million to $1.20 billion for the year ended December 31, 2025 from $1.06 billion for the fiscal year ended June 30, 2024. The increase in the average cost of interest-bearing deposits was due primarily to the repricing of certain interest-bearing deposit accounts in response to changes in market interest rates, as well as a shift in the mix of deposits towards higher cost interest-bearing accounts.

Interest expense on borrowings and other liabilities increased $1.1 million, or 98.7%, to $2.2 million for the year December 31, 2025 from $1.1 million for the fiscal year ended June 30, 2024 due primarily to a $29.3 million increase in average borrowings and other liabilities to $55.7 million for the year ended December 31, 2025 from $26.4 million for the fiscal year ended June 30, 2024, partially offset by a decrease in the average cost of borrowings and other liabilities of 25 basis points, to 4.03% for the year ended December 31, 2025 from 4.28% for the fiscal year ended June 30, 2024.

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Table of Contents

Net Interest Income.  Net interest income increased $12.6 million, or 19.0%, to $79.1 million for the year ended December 31, 2025 from $66.5 million for the fiscal year ended June 30, 2024. The increase in net interest income for the year ended December 31, 2025 was primarily due to an increase in the average yield on interest-earning assets of 61 basis points and an increase in the average balance of interest-earning assets of $185.3 million, partially offset by an increase in the average cost of interest-bearing liabilities of 40 basis points and an increase in the average balance of interest-bearing liabilities of $172.4 million. The net interest rate spread increased 21 basis points to 3.22% for the year ended December 31, 2025 from 3.01% for the fiscal year ended June 30, 2024. Net interest margin increased 29 basis points to 4.07% for the year ended December 31, 2025 from 3.78% for the fiscal year ended June 30, 2024. Net interest-earning assets increased by $12.9 million to $686.7 million for the year ended December 31, 2025 from $673.8 million for the fiscal year ended June 30, 2024.

Provision for Credit Losses.  The provision for credit losses was $3.7 million for the year ended December 31, 2025, compared to $2.7 million for the fiscal year ended June 30, 2024. The provision for credit losses for the calendar year ended December 31, 2025 was primarily due to growth in the loan portfolio and changes in current economic conditions. Net charge-offs decreased to $95,000 for the year ended December 31, 2025, compared to $520,000 for the fiscal year ended June 30, 2024. Net charge-offs were 0.01% of average loans for the year ended December 31, 2025, compared to net charge-offs of 0.04% of average loans for the fiscal year ended June 30, 2024.

Non-Interest Income.  Non-interest income increased $810,000, or 5.0%, to $17.1 million for the year ended December 31, 2025 from $16.3 million for the fiscal year ended June 30, 2024. The increase in noninterest income for the year ended December 31, 2025 was primarily due to an increase in insurance and wealth management services income and other noninterest income, and a $5.6 million loss on the sale of securities available for sale as part of a balance sheet repositioning during the fiscal year ended June 30, 2024, offset in part by $6.0 million of income from the previously announced settlement of litigation and net gain on equity securities sales during the fiscal year ended June 30, 2024.

The increase in insurance and wealth management services income for the year ended December 31, 2025 was primarily as a result of organic growth and positive market performance related to our wealth management assets. The increase in other noninterest income for the year ended December 31, 2025 was primarily due to an increase in bank-owned life insurance income as a result of a death benefit. 

Non-Interest Expense.  Non-interest expense increased $5.4 million, or 8.8%, to $66.1 million for the year ended December 31, 2025 from $60.7 million for the fiscal year ended June 30, 2024. The increase in noninterest expense for the year ended December 31, 2025 was primarily due to an increase in salaries and employee benefits, a goodwill impairment expense and an increase in other noninterest expenses, offset in part by decreases in professional fees and data processing.

Salaries and employee benefits increased for the year ended December 31, 2025 primarily due to compensation expense from annual merit increases as well as due to share-based compensation costs recognized during the year ended December 31, 2025 for the stock awards granted during the three months ended June 30, 2024. The $2.0 million goodwill impairment expense for the year ended December 31, 2025 was due to an impairment recognized for goodwill related to the insurance subsidiary based on the annual impairment testing performed during the three months ended December 31, 2025. Other expenses increased for the year ended December 31, 2025 primarily due to litigation-related expense, offset in part by a benefit for the other cost components of the net periodic pension and post-retirement benefits cost. The decrease in professional fees for the year ended December 31, 2025 was primarily due to lower legal fees and expenses.

Income Tax Expense. Income tax expense increased $2.1 million, or 49.5%, to $6.2 million for the year ended December 31, 2025 from $4.1 million for the fiscal year ended June 30, 2024, due to an increase in income before income taxes. Our effective tax rate was 23.4% for the year ended December 31, 2025, compared to 21.4% for the fiscal year ended June 30, 2024. The increase in our effective tax rate was primarily due to the $2.0 million goodwill impairment expense that is not deductible for income tax purposes.

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Table of Contents

Comparison of Operating Results for the Six Months Ended December 31, 2024 and December 31, 2023

General.  Net income increased by $3.0 million, or 45.2%, to $9.6 million for the six months ended December 31, 2024 from $6.6 million for the six months ended December 31, 2023. The increase was primarily due to a $3.5 million increase in net interest income, a $1.7 million decrease in the provision for credit losses, and a $400,000 increase in non-interest income, partially offset by a $1.4 million increase in non-interest expense and a $1.1 million increase in income tax expense.

Interest and Dividend Income.  Interest and dividend income increased $7.2 million, or 17.3%, to $48.8 million for the six months ended December 31, 2024, from $41.6 million for the six months ended December 31, 2023 due to an increase in interest income on loans. The increase was the result of a 67 basis points increase in the average yield on interest-earning assets to 5.52% for the six months ended December 31, 2024, from 4.85% for the six months ended December 31, 2023 and an increase in the average balance of interest-earning assets of $54.3 million. The increase in the average yield on interest-earning assets was driven by market related increases in interest rates on new loans and an asset allocation shift, using investment securities’ cash flow to fund higher yielding assets. Average interest-earning assets of $1.78 billion for the six months ended December 31, 2024 increased by $54.3 million from the six months ended December 31, 2023 primarily due to the increase in the average balance of loans.

Interest income on loans increased $7.5 million, or 21.9%, to $41.8 million for the six months ended December 31, 2024 from $34.3 million for the six months ended December 31, 2023. Interest income on loans increased due to a 30 basis points increase in the average yield on loans to 6.01% for the six months ended December 31, 2024 from 5.71% for the six months ended December 31, 2023, coupled with a $192.8 million increase in the average balance of loans to $1.40 billion for the six months ended December 31, 2024 from $1.21 billion for the six months ended December 31, 2023. The increase in average yield on loans was primarily due to market related increases in interest rates on new loans. The increase in the average balance of loans was principally due to purchases of residential mortgage loans.

Interest income on securities decreased $260,000, or 5.0%, to $4.9 million for the six months ended December 31, 2024 from $5.2 million for the six months ended December 31, 2023. Interest income on securities decreased due to a $140.3 million decrease in the average balance of securities to $298.0 million for the six months ended December 31, 2024 from $438.3 million for the six months ended December 31, 2023, partially offset by a 94 basis points increase in the average yield on securities to 3.29% for the six months ended December 31, 2024 from 2.35% for the six months ended December 31, 2023. The decrease in the average balance of securities was primarily due to the sales of U.S. government and agency securities during the six months ended December 31, 2023 as part of a balance sheet repositioning in which the Company sold $74.5 million of lower-yielding available for sale securities with an average book yield of approximately 0.83%, and maturities of U.S. government and agency and municipal obligation securities, in conjunction with an asset allocation shift, using investment securities’ cash flow to fund higher yielding assets. The increase in average yield on securities was due to higher market rates of interest for new securities that were purchased replacing lower yielding available for sale securities.

Interest income on interest-earning deposits with banks and other was flat at $2.2 million for the six months ended December 31, 2024 and 2023. The average yield on interest-earning deposits with banks and other decreased by 30 basis points to 5.27% for the six months ended December 31, 2024 from 5.57% for the six months ended December 31, 2023 primarily due to a decrease in yields on interest-earning deposits with banks due to changes in market interest rates, partially offset by an increase of $1.8 million in average balances on interest-earning deposits with banks and other to $81.9 million for the six months ended December 31, 2024 from $80.1 million for the six months ended December 31, 2023.

Interest Expense.  Interest expense increased $3.7 million, or 38.3%, to $13.4 million for the six months ended December 31, 2024 from $9.7 million for the six months ended December 31, 2023 as a result of an increase in interest expense on deposits. The increase was primarily due to a 54 basis points increase in the average cost of interest-bearing liabilities to 2.38% for the six months ended December 31, 2024 from 1.84% for the six months ended December 31, 2023, as well as a shift in the mix of interest-bearing liabilities to higher interest rate liability accounts.

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Table of Contents

Interest expense on interest-bearing deposits increased $4.0 million, or 43.5%, to $13.0 million for the six months ended December 31, 2024 from $9.0 million for the six months ended December 31, 2023. Interest expense on interest-bearing deposits increased primarily due to a 60 basis points increase in the average cost of interest-bearing deposits to 2.36% for the six months ended December 31, 2024 from 1.76% for the six months ended December 31, 2023 and an increase in average interest-bearing deposits of $78.2 million to $1.10 billion for the six months ended December 31, 2024 from $1.02 billion for the six months ended December 31, 2023. The average cost of interest-bearing liabilities increased for the six months ended December 31, 2024 due primarily to the upward repricing of certain interest-bearing deposit accounts in response to changes in market interest rates, as well as a shift in the mix of deposits towards higher cost interest-bearing accounts.

Interest expense on borrowings and other liabilities decreased $228,000 to $389,000 for the six months ended December 31, 2024 from $617,000 for the six months ended December 31, 2023 due primarily to a decrease in average borrowings and other liabilities of $6.7 million to $21.0 million for the six months ended December 31, 2024 from $27.7 million for the six months ended December 31, 2023, and by a decrease in the average cost of borrowings and other liabilities of 76 basis points to 3.71% for the six months ended December 31, 2024 from 4.47% for the six months ended December 31, 2023.

Net Interest Income.  Net interest income increased $3.5 million, or 10.9%, to $35.5 million for the six months ended December 31, 2024 compared to $32.0 million for the six months ended December 31, 2023. The increase was primarily due to an increase in the average yield on interest-earning assets of 67 basis points and an increase in the average balance of interest-earning assets of $54.3 million, partially offset by an increase in the average cost of interest-bearing liabilities of 54 basis points and an increase in the average balance of interest-bearing liabilities of $71.5 million. The net interest rate spread increased 13 basis points to 3.14% for the six months ended December 31, 2024 from 3.01% for the six months ended December 31, 2023. Net interest margin increased 28 basis points to 3.99% for the six months ended December 31, 2024 from 3.71% for the six months ended December 31, 2023. Net interest-earning assets decreased by $17.2 million to $659.0 million for the six months ended December 31, 2024 from $676.2 million for the six months ended December 31, 2023 as a result of a shift in deposit mix which increased interest-bearing deposits. The effect on net interest income of the decrease in the average balance of net interest-earning assets for the six months ended December 31, 2024 was offset by the asset allocation shift to higher yielding assets.

Provision for Credit Losses.  The provision for credit losses was $220,000 for the six months ended December 31, 2024, as compared to a $1.9 million provision for credit losses for the six months ended December 31, 2023. The decrease in the provision for credit losses for the six months ended December 31, 2024 was primarily due to improvements in asset quality and economic conditions, offset in part by growth in the loan portfolio. Net charge-offs were $22,000 for the six months ended December 31, 2024, compared to net charge-offs of $371,000 for the six months ended December 31, 2023. Annualized net charge-offs were 0.00% of average loans for the six months ended December 31, 2024, compared to annualized net charge-offs of 0.06% of average loans for the six months ended December 31, 2023. Non-performing assets were $5.2 million, or 0.27% of total assets, at December 31, 2024, compared to $9.2 million, or 0.49% of total assets, at June 30, 2024. The allowance for credit losses on loans was $21.8 million at December 31, 2024 and at June 30, 2024, representing 1.49% and 1.60% of total loans outstanding, respectively.

Non-Interest Income.  Noninterest income of $8.8 million for the six months ended December 31, 2024 increased $400,000, or 4.8%, as compared to $8.4 million for the six months ended December 31, 2023. Noninterest income increased primarily due to an increase in insurance and wealth management services income of $201,000 and other noninterest income of $678,000 during the six months ended December 31, 2024, and a $5.6 million loss on sale of securities available for sale as part of a balance sheet repositioning during the six months ended December 31, 2023, offset in part by $6.0 million of income from the previously announced settlement of litigation and $349,000 of net gain on equity securities during the six months ended December 31, 2023. The increase in insurance and wealth management services income for the six months ended December 31, 2024 was primarily as a result of organic growth and positive market performance related to our wealth management services.

Non-Interest Expense.  Noninterest expense of $31.6 million for the six months ended December 31, 2024 increased $1.4 million, or 4.8%, as compared to $30.2 million for the six months ended December 31, 2023. The increase in noninterest expense for the six months ended December 31, 2024 was primarily due to an increase in salaries and

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employee benefits of $1.5 million, an increase in occupancy and equipment of $1.2 million and an increase in other expenses of $739,000, offset in part by a decrease in professional fees of $1.5 million. Salaries and employee benefits increased due to compensation expense from annual merit increases, hiring talent to fill open positions, an enhanced annual bonus, as well as due to share-based compensation costs recognized during the six months ended December 31, 2024 for the stock awards granted during the three months ended June 30, 2024. Occupancy expense increased for the six months ended December 31, 2024 primarily due to $466,000 in impairment expense related to branch renovation strategic initiatives and a $730,000 loss on the sale of a non-branch property. The non-branch property sold was acquired in 2017 as part of a transaction to acquire a separate branch location that was previously leased and the $2.25 million in proceeds from the sale will be redeployed to ongoing branch renovation projects. Other expenses increased for the six months ended December 31, 2024 primarily due to a tax-deductible contribution to the Pioneer Bank Charitable Foundation. Professional fees decreased due to lower legal fees and expenses as compared to the prior-year period.

Income Tax Expense. Income tax expense increased $1.1 million to $2.8 million for the six months ended December 31, 2024 as compared to $1.7 million for the six months ended December 31, 2023 primarily due to an increase in income before income taxes. Our effective tax rate was 22.6% for the six months ended December 31, 2024 compared to 20.6% for the six months ended December 31, 2023. The increase in our effective tax rate was primarily due to the decrease in tax-exempt income for the six months ended December 31, 2024 as compared to the prior-year period.

Liquidity and Capital Resources

Liquidity. Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities, and proceeds from calls, maturities and sales of securities. We also have the ability to borrow from the FHLBNY. At December 31, 2025, we had the ability to borrow up to $622.0 million, of which $50.0 million was utilized for borrowings and $245.0 million was utilized as collateral for letters of credit issued to secure municipal deposits. At December 31, 2025, we had a $20.0 million unsecured line of credit with a correspondent bank with no outstanding balance, as well as the ability to borrow from the Federal Reserve Bank of New York through the discount window lending program, and access to the reciprocal and brokered deposit markets.

We cannot accurately predict what the impact of the events described in the “Legal Proceedings” section may have on our liquidity and capital resources. For example, costs associated with prosecuting, litigating or settling any litigation, satisfying any adverse judgments, if any, could be significant. We continue to monitor these matters for further developments that could affect the amount of the accrued liability that has been established. See Item 3 – “Legal Proceedings” and “Part II, Item 8 – Financial Statements and Supplementary Data – Note 14 – Commitments and Contingent Liabilities – Legal Proceedings and Other Contingent Liabilities” elsewhere in this report for more information. For those matters for which a loss is reasonably possible and estimable, whether in excess of an accrued liability or where there is no accrued liability, the Company’s estimated range of possible loss is $0 to $38.8 million in excess of the accrued liability, if any, as of December 31, 2025. These estimates are based upon currently available information and are subject to significant judgment, a variety of assumptions and known and unknown uncertainties. The matters underlying the accrued liability and estimated range of possible losses are unpredictable and may change from time to time, and actual losses may vary significantly from the current estimate and accrual. The estimated range of possible loss does not represent the Company’s maximum loss exposure. These legal, regulatory, governmental and other proceedings, claims or investigations, costs, settlements, judgments, sanctions or other expenses could have a material adverse effect on our business, prospects, financial condition, results of operations or cash flows or cause significant reputational harm and subject us to civil litigation, significant fines, damage awards or other material regulatory consequences.

The board of directors is responsible for establishing and monitoring our liquidity targets and strategies in order to ensure that sufficient liquidity exists for meeting the borrowing needs and deposit withdrawals of our customers as well as unanticipated contingencies. We believe that we had enough sources of liquidity to satisfy our short and long-term liquidity needs as of December 31, 2025.

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While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. Our most liquid assets are cash and cash equivalents. The levels of these assets are dependent on our operating, financing, lending and investing activities during any period. At December 31, 2025, cash and cash equivalents totaled $133.7 million. Securities classified as available-for-sale, which provide additional sources of liquidity, totaled $220.4 million at December 31, 2025.

We are committed to maintaining a strong liquidity position. We monitor our liquidity position on a daily basis. We anticipate that we will have sufficient funds to meet our current funding commitments. Certificates of deposit due within one year of December 31, 2025 totaled $263.8 million, or 15.2%, of total deposits. If these deposits do not remain with us, we will be required to seek other sources of funds, including other deposits and FHLBNY advances. Depending on market conditions, we may be required to pay higher rates on such deposits or borrowings than we currently pay. We believe, however, based on past experience that a significant portion of such deposits will remain with us. We have the ability to attract and retain deposits by adjusting the interest rates offered.

Capital Resources. The Bank is subject to various regulatory capital requirements administered by the OCC. At December 31, 2025, we exceeded all applicable regulatory capital requirements, and were considered “well capitalized” under regulatory guidelines. See Note 16 in the Notes to the consolidated financial statements for further information.

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

Off-Balance Sheet Arrangements. We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. The financial instruments include commitments to originate loans, unused lines of credit and standby letters of credit, which involve elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of condition. Our exposure to credit loss is represented by the contractual amount of the instruments. We use the same credit policies in making commitments as we do for on-balance sheet instruments.

At December 31, 2025, we had $350.1 million of commitments to originate loans, comprised of $210.1 million of commitments under commercial loans and lines of credit (including $66.4 million of unadvanced portions of commercial construction loans), $78.3 million of commitments under home equity loans and lines of credit, $54.8 million of commitments to purchase residential mortgage loans, and $6.9 million of unfunded commitments under consumer lines of credit. In addition, at December 31, 2025, we had $27.4 million in standby letters of credit outstanding. See Note 14 in the Notes to the consolidated financial statements for further information.

Contractual Obligations. In the ordinary course of our operations, we enter into certain contractual obligations. Such obligations include data processing services, operating leases for premises and equipment, agreements with respect to borrowed funds and deposit liabilities.

Recent Accounting Pronouncements

Please refer to Note 2 in the Notes to the consolidated financial statements that appear in this Annual Report on Form 10-K for a description of recent accounting pronouncements that may affect our financial condition and results of operations.

Impact of Inflation and Changing Prices

The financial statements and related data presented herein have been prepared in accordance with GAAP, which requires the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant impact on a financial institution’s performance than inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

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