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Rhinebeck Bancorp, Inc. (RBKB)

CIK: 0001751783. SIC: 6036 Savings Institutions, Not Federally Chartered. Latest 10-K as of: 2026-03-13.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6036 Savings Institutions, Not Federally Chartered

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1751783. Latest filing source: 0001751783-26-000005.

Informational only - descriptive public-record data, not investment advice.

Business

Read RBKB's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read RBKB's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue68,873,000USD20252026-03-13
Net income10,045,000USD20252026-03-13
Assets1,301,766,000USD20252026-03-13

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-13. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001751783.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue27,887,00033,730,00040,986,00044,395,00043,700,00048,592,00060,659,00063,222,00068,873,000
Net income3,002,0004,357,0005,963,0005,917,00011,558,0006,997,0004,395,000-8,620,00010,045,000
Diluted EPS0.560.551.060.640.40-0.800.92
Operating cash flow5,387,0008,608,00012,111,00014,845,0007,652,00014,795,0007,048,0008,470,00011,743,000
Capital expenditures697,0001,146,0002,589,0001,867,0001,774,0001,132,000578,000791,000850,000
Share buybacks95,000
Assets742,103,000882,423,000973,946,0001,128,829,0001,281,166,0001,335,977,0001,313,202,0001,255,765,0001,301,766,000
Liabilities687,126,000823,146,000864,064,0001,012,330,0001,155,197,0001,227,845,0001,199,517,0001,133,932,0001,164,914,000
Stockholders' equity52,517,00054,977,00059,277,000109,882,000116,499,000125,969,000108,132,000113,685,000121,833,000136,852,000
Free cash flow4,690,0007,462,0009,522,00012,978,0005,878,00013,663,0006,470,0007,679,00010,893,000

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.

Metric2016201720182019202020212022202320242025
Net margin10.76%12.92%14.55%13.33%26.45%14.40%7.25%-13.63%14.58%
Return on equity5.46%7.35%5.43%5.08%9.18%6.47%3.87%-7.08%7.34%
Return on assets0.40%0.49%0.61%0.52%0.90%0.52%0.33%-0.69%0.77%
Liabilities / equity12.5013.897.868.699.1711.3610.559.318.51

Industry Peer Context

Each number-line places RBKB against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

RBKB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.RBKB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.16 SIC peersMin -4.0%Median 17.7%Max 28.8%RBKB 14.6%

ROE peer context

RBKB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.RBKB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.16 SIC peersMin -2.2%Median 7.3%Max 13.0%RBKB 7.3%

ROA peer context

RBKB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.RBKB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6036; peer count 16.16 SIC peersMin -0.2%Median 1.0%Max 2.2%RBKB 0.8%

Financial Bridges

Waterfall figures reconcile reported SEC companyfacts components. Missing bridges are omitted when required components are not present for the same fiscal year.

Free cash flow = operating cash flow - capital expenditures

RBKB FY2025 free cash flow bridge from reported figures.RBKB FY2025 free cash flow bridge from reported figures.RBKB free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$11.7MOperating cash flow-$850.0KCapex$10.9MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001751783-26-000005; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001751783-26-000005; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001751783-26-000005; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

RBKB revenue, last 5 periods. Source: SEC companyfacts FY2025.RBKB revenue, last 5 periods. Source: SEC companyfacts FY2025.RBKB RevenueLatest point: FY2025 = $68.9MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

RBKB net income, last 5 periods. Source: SEC companyfacts FY2025.RBKB net income, last 5 periods. Source: SEC companyfacts FY2025.RBKB Net incomeLatest point: FY2025 = $10.0MSource: SEC companyfacts FY2025.Fiscal yearNet income-$250.0M$0.0B$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

RBKB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.RBKB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.RBKB Diluted EPSLatest point: FY2025 = $0.92/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)-$1.00/share$0.00/share$1.50/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

RBKB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.RBKB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.RBKB Operating cash flowLatest point: FY2025 = $11.7MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

RBKB capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.RBKB capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.RBKB Capital expendituresLatest point: FY2025 = $850.0KSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

RBKB share buybacks, last 1 periods. Source: SEC companyfacts FY2025.RBKB share buybacks, last 1 periods. Source: SEC companyfacts FY2025.RBKB Share buybacksLatest point: FY2025 = $95.0KSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$125.0M$250.0MFY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

RBKB assets, last 5 periods. Source: SEC companyfacts FY2025.RBKB assets, last 5 periods. Source: SEC companyfacts FY2025.RBKB AssetsLatest point: FY2025 = $1.3BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: Assets. Source concepts: us-gaap:Assets.

RBKB liabilities, last 5 periods. Source: SEC companyfacts FY2025.RBKB liabilities, last 5 periods. Source: SEC companyfacts FY2025.RBKB LiabilitiesLatest point: FY2025 = $1.2BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

RBKB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.RBKB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.RBKB Stockholders' equityLatest point: FY2025 = $136.9MSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

RBKB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.RBKB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.RBKB Free cash flowLatest point: FY2025 = $10.9MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001751783-26-000005; filed 2026-03-13. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-14. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001751783.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.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-300.18reported discrete quarter
2022-Q32022-09-300.19reported discrete quarter
2023-Q12023-03-310.07reported discrete quarter
2023-Q22023-03-31798,000reported discrete quarter
2023-Q22023-06-3014,939,0000.13reported discrete quarter
2023-Q32023-06-301,431,000reported discrete quarter
2023-Q32023-09-3015,534,0000.11reported discrete quarter
2023-Q42023-12-3115,584,000930,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-3115,635,0001,121,0000.10reported discrete quarter
2024-Q22024-03-311,121,000reported discrete quarter
2024-Q22024-06-3015,776,0000.09reported discrete quarter
2024-Q32024-06-30975,000reported discrete quarter
2024-Q32024-09-3016,040,000-0.75reported discrete quarter
2024-Q42024-12-3116,307,000-2,654,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-3116,638,0002,288,0000.21reported discrete quarter
2025-Q22025-03-312,288,000reported discrete quarter
2025-Q22025-06-3016,755,0000.25reported discrete quarter
2025-Q32025-06-302,726,000reported discrete quarter
2025-Q32025-09-3017,759,0000.25reported discrete quarter
2025-Q42025-12-3117,721,0002,336,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3116,611,0002,216,0000.20reported discrete quarter

Quarterly Charts

RBKB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB Quarterly RevenueLatest point: 2026-Q1 = $16.6MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001751783-26-000018; filed 2026-05-14. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

RBKB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB Quarterly Net incomeLatest point: 2026-Q1 = $2.2MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income-$250.0M$0.0B$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001751783-26-000018; filed 2026-05-14. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

RBKB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.RBKB Quarterly Diluted EPSLatest point: 2026-Q1 = $0.20/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)-$1.00/share$0.00/share$0.50/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001751783-26-000018; filed 2026-05-14. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001751783-26-000018.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-14. Report date: 2026-03-31.

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

General

Management’s discussion and analysis of financial condition and results of operations at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025, is intended to assist in understanding the financial condition and results of operations of the Company and the Bank. The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto appearing in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Cautionary Note Regarding Forward-Looking Statements

This report may contain forward-looking statements, which can be identified by the use of words such as “estimate,” “approximate,” “project,” “believe,” “intend,” “anticipate,” “plan,” “seek,” “expect,” “intend,” “predict,” “forecast,” “improve,” “continue,” “will,” “would,” “should,” “could,” “may” and words of similar meaning. These forward-looking statements include, but are not limited to:

Column 1Column 2Column 3
·statements of our goals, intentions and expectations;
Column 1Column 2Column 3
·statements regarding our business plans, prospects, growth and operating strategies, and financial condition and results of operation;
Column 1Column 2Column 3
·statements regarding the quality of our loan and investment portfolios; and
Column 1Column 2Column 3
·estimates of our risks and future costs and benefits.

These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Forward-looking statements, by their nature, are subject to risks and uncertainties.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

Column 1Column 2Column 3
general economic conditions, either nationally or in our market area, including potential recessionary conditions or slowed economic growth caused by supply chain disruption or otherwise;
Column 1Column 2Column 3
changes in liquidity, including the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio;
Column 1Column 2Column 3
changes in the level and direction of loan delinquencies and charge-offs and changes in the estimates or methodology used in the calculation of the allowance for credit losses;
Column 1Column 2Column 3
our ability to access cost-effective funding;
Column 1Column 2Column 3
fluctuations in real estate values and both residential and commercial real estate market conditions;
Column 1Column 2Column 3
demand for loans and deposits in our market area;
Column 1Column 2Column 3
our ability to implement our business strategies;
Column 1Column 2Column 3
our ability to manage or reduce expenses;
Column 1Column 2Column 3
competition among depository and other financial institutions;

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Column 1Column 2Column 3
inflation and changes in market interest rates that affect our margins and yields, the fair value of financial instruments, our volume of loan originations and loan sales, or the level of defaults, losses and prepayments on loans, whether held in portfolio or sold in the secondary market;
Column 1Column 2Column 3
adverse changes in the securities markets;
Column 1Column 2Column 3
changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees, Federal Deposit Insurance Corporation premiums and capital requirements, and changes in the monetary and fiscal policies of the Board of Governors of the Federal Reserve System;
Column 1Column 2Column 3
the imposition of tariffs or other domestic or international governmental policies and retaliatory responses;
Column 1Column 2Column 3
the impact of a shutdown of the U.S. government;
Column 1Column 2Column 3
negative financial impact from potential supervisory action, regulatory penalties and/or settlements;
Column 1Column 2Column 3
our ability to manage interest rate risk, market risk, credit risk and operational risk;
Column 1Column 2Column 3
our ability to enter new markets successfully and capitalize on growth opportunities;
Column 1Column 2Column 3
our ability to successfully integrate into our operations any assets, liabilities or systems we may acquire, as well as new management personnel or customers, and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto;
Column 1Column 2Column 3
changes in investor sentiment and consumer spending, borrowing and savings habits;
Column 1Column 2Column 3
the current or anticipated impact of military conflict, terrorism or other geopolitical events;
Column 1Column 2Column 3
changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;
Column 1Column 2Column 3
our ability to attract or retain key employees;
Column 1Column 2Column 3
a failure in or breach of our operational or security systems or infrastructure, including cyberattacks;
Column 1Column 2Column 3
system failures or cybersecurity threats against our informational technology and those of our third-party providers and vendors;
Column 1Column 2Column 3
the failure to maintain current technologies and to successfully implement future information technology enhancements;
Column 1Column 2Column 3
our compensation expense associated with equity allocated or awarded to our employees;
Column 1Column 2Column 3
changes in the financial condition, results of operations or prospects of issuers of securities that we own; and
Column 1Column 2Column 3
conditions relating to pandemics, or other public health emergencies.

Additional factors that may affect our results are discussed in our Annual Report on Form 10-K under the heading “Risk Factors.” Because of these and other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements. Accordingly, you should not place undue reliance on such statements.

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Critical Accounting Policies

Our most significant accounting policies are described in Note 1 to the Consolidated Financial Statements in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 13, 2026 (the “Annual Report on Form 10-K”)  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities. We consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, and/or other factors that management believes to be reasonable.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations. We consider the allowance for credit losses to be our most critical accounting policy.

Allowance for Credit Losses

The Company's allowance for credit losses is its estimate of credit losses currently expected in the loan portfolio, on unfunded lending commitments, and on its available-for-sale securities portfolio over the expected life of those assets. While these estimates are based on substantive methods for determining the required allowance, actual outcomes may differ significantly from estimated results, especially when determining required allowances for larger, complex commercial credits or unfunded lending commitments to commercial borrowers. Consumer loans, including indirect automobile loans and single family residential real estate, are smaller and generally behave in a similar manner, and loss estimates for these credits are considered more predictable. Additionally, the Company estimates the allowance for credit losses as a calculation of expected lifetime credit losses utilizing a forward-looking forecast of macroeconomic conditions, which may differ significantly from actual results. Further discussion of the methodology used in establishing the allowance is provided in Note 3 to the Notes to the Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies” in the Annual Report on Form 10-K.

Comparison of Financial Condition at March 31, 2026 and December 31, 2025

Total Assets. Total assets decreased by $16.9 million, or 1.3%, to $1.28 billion as of March 31, 2026, due primarily to a decrease in loans receivable of $16.6 million, or 1.7%, to $936.8 million, a decrease in available for sale securities of $6.0 million, or 3.7%, and a decrease in other assets of $3.7 million, or 14.6%. This decrease was partially offset by an increase in cash and cash equivalents of $10.9 million, or 10.7%.

Cash and Cash Equivalents. Cash and cash equivalents increased $10.9 million, or 10.7%, to $112.9 million at March 31, 2026 from $102.0 million at December 31, 2025, primarily due to a $9.0 million, or 10.8%, increase in federal funds sold, as well as increases in deposits held at the FHLB, FRB and other interest-bearing depository accounts. The increase was primarily driven by deposit growth and proceeds from the decrease in available for sale securities.

Investment Securities Available for Sale. Available for sale securities declined $6.0 million, or 3.7%, to $156.2 million at March 31, 2026 from $162.2 million at December 31, 2025, primarily due to $6.6 million in paydowns, calls, and maturities and a $507,000 increase in unrealized losses, partially offset by $992,000 in purchases.

Net Loans. Net loans receivable decreased $16.6 million, or 1.7%, to $936.8 million at March 31, 2026, compared to $953.4 million at December 31, 2025 reflecting a strategic $17.7 million reduction in indirect automobile loans to reduce this concentration in the portfolio. At March 31, 2026, indirect automobile loans were 15.3% of total assets, compared to 16.4% at December 31, 2025. Non-accrual loans decreased by $235,000, or 6.4%, from $3.7 million at December 31, 2025 to $3.5 million at March 31, 2026.

Total Liabilities. Total liabilities decreased $18.7 million, or 1.6%, to $1.15 billion at March 31, 2026. The decrease was primarily driven by a decrease in FHLB advances of $20.0 million, or

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

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-03-13. Report date: 2025-12-31.

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

This discussion and analysis reflects information contained in 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 from the audited consolidated financial statements contained within this 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 on loans. The allowance for credit losses is a valuation allowance for the estimated lifetime credit losses. The allowance for credit losses is increased through charges to the provision for credit losses. 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 service charges on deposit accounts, investment advisory income, net gains in the cash surrender value of bank owned life insurance and other income.

Non-interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing, professional fees, marketing expenses, premium payments we make to the FDIC for insurance of our deposits and other general and administrative 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.

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Business Strategy

In October 2025, Matthew J. Smith was appointed President and Chief Executive Officer of Rhinebeck Bank and its holding companies, Rhinebeck Bancorp and Rhinebeck Bancorp, MHC, to lead Rhinebeck Bank into its next phase of growth and innovation. Mr. Smith’s executive leadership experience includes overseeing community bank operations, spearheading the implementation of digital banking and banking-as-a-service programs and integrating acquired financial institutions. As we realign our strategies for growth, we intend to continue to operate as a well-capitalized and profitable community bank dedicated to providing exceptional personal service to our individual and business customers. We believe that we have a competitive advantage in the markets we serve because of our knowledge of the local marketplace and our long-standing history of providing superior, relationship-based customer service.

Our current business strategy includes the following key components, which are designed to improve earnings by expanding our net interest margin, increasing non-interest income and improving efficiency:

Column 1Column 2Column 3
Emphasize relationship-based commercial lending. Following the completion of our holding company reorganization and minority stock issuance in 2019, we began our expansion as a commercial lender. Our commercial real estate loan portfolio (which includes multi-family real estate and commercial construction loans) and commercial business loan portfolio have grown from $223.0 million and $83.2 million, or 32.9% and 12.2% of our total loan portfolio, respectively, at December 31, 2019 to $534.7 million and $91.5 million, or 55.8% and 9.5% of our total loan portfolio, respectively, at December 31, 2025. We believe that commercial real estate and commercial business lending offer opportunities to invest in our community, increase the overall yield earned on our loan portfolio and manage interest rate risk. We intend to continue to increase originations of these types of loans in our primary market area and may consider hiring additional lenders as well as originating loans secured by properties located in areas that are contiguous to our current market area.

Increasing our commercial real estate loans and commercial business loans involves risk, as described in “Risk Factors—Risks Related to Our Lending Activities—Our emphasis on commercial real estate and commercial business lending involves risks that could adversely affect our financial condition and results of operations” and “—Our non-owner occupied commercial real estate loans may expose us to increased credit risk.”

Column 1Column 2Column 3
Grow and enhance our low-cost deposit base. Deposits are our primary source of funds for lending and investment. Core deposits, which we define as all non-time deposits, are a lower-cost and more stable source of funds than time deposits. We are making a concerted effort to increase these lower-cost transaction deposit accounts following a period of relatively higher interest rates during which customers migrated to higher-cost time deposits. As of December 31, 2025, core deposits totaled $720.4 million, or 65.6% of total deposits. We plan to continue to market our core transaction accounts, emphasizing our high-quality service and competitive pricing of these products.

We are also developing a full suite of treasury management services for business customers to encourage commercial borrowers to maintain deposit accounts with us and to generate recurring fee income. We view treasury management as a core strategic capability that will support both deposit growth and non-interest income diversification. We may also enter into strategic partnerships, including banking-as-a-service partnerships, to facilitate new account openings and provide a low-cost method to attract and retain core deposits.

Column 1Column 2Column 3
Invest in technology to improve efficiency and support scalable growth. We emphasize disciplined expense management to support sustainable profitability and operating leverage. We are investing in updated technology and digital capabilities to improve efficiency, enhance customer experience, and support scalable growth. We currently offer the convenience of certain technology-based products, such as mobile deposit capture, bill pay, card valet, and internet and mobile banking. We may invest in additional initiatives, including enhanced digital account opening, improved self-service capabilities, automation of

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Column 1Column 2Column 3
manual workflows, and selective use of advanced analytics to support operational efficiency and decision-making, including potential applications of artificial intelligence products. Management will monitor efficiency metrics relative to our peer institutions and aims to adjust our resource allocation to maintain competitiveness while preserving service quality.
Column 1Column 2Column 3
Increase household penetration and non-interest income through private banking services. We are focused on meeting the entire financial needs of our customer base by offering a full complement of banking solutions. Our customer relationships provide opportunities for cross-selling products to existing customers to deepen our “share of wallet.” Further, we plan to explore establishing a private banking offering, designed as a relationship-led, advice-driven financial services model for mass-affluent and emerging-affluent individuals, business owners, professionals, and families whose needs exceed traditional retail banking but who are underserved or excluded by the high minimums and rigid structures of larger regional and national banks. Our existing wealth management business will serve as a natural complement to private banking offerings and provide an opportunity for household-level relationship expansion among both bank customers and wealth management clientele.
Column 1Column 2Column 3
Continue to originate consumer loans and provide residential real estate loans through third party partnerships as a complementary offering to support deposit and multi-product relationships. Although we intend to emphasize commercial lending, our retail banking franchise serves as a primary engine for core deposit growth and long-term relationship expansion. Accordingly, we will continue to offer historic retail lending products with a focus on the acquisition, retention and optimization of stable, low-cost deposits, rather than transaction-driven consumer lending growth. Consumer lending products will be positioned as complementary offerings designed to support broader relationships.
Column 1Column 2Column 3
Manage credit risk to maintain a low level of non-performing assets. We believe that credit risk management is foundational to our strategy. We maintain a comprehensive enterprise risk management framework designed to identify, measure, monitor, and control risks across all business activities. Risk governance is supported by board oversight, management committees, documented risk appetite parameters, and independent testing and assurance functions. Policies, procedures, and internal controls are reviewed and enhanced as our business model evolves to ensure continued compliance with regulatory requirements and safe and sound operations. We have established an experienced credit team and implemented well-defined policies, a thorough and efficient loan underwriting process, and active credit monitoring. We emphasize conservative underwriting standards, and management believes that maintaining strong governance and control discipline enables us to pursue growth opportunities responsibly while protecting customers, shareholders, and the communities we serve. Our nonperforming assets were $3.7 million, or 0.28% of total assets, as of December 31, 2025. We intend to continue to support our investment in our commercial credit department as we grow our commercial loan portfolio.
Column 1Column 2Column 3
Expand our market area through organic growth, while also considering opportunistic acquisitions. We believe opportunities exist to both increase our market share in our historical markets and to continue our growth in contiguous or other counties with desirable characteristics. We intend to grow our balance sheet organically on a managed basis. We may also consider establishing de novo branches. In addition to organic growth, we will also consider acquisition opportunities that we believe would enhance the value of our franchise and yield potential financial benefits for our stockholders. These opportunities may include strategic acquisitions of other financial institutions, financial services companies, branch offices or lines of business, or lift-outs of lending or deposit-gathering teams from other financial institutions, although we have no current plans or understandings regarding any acquisitions.

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Critical Accounting Estimates

Our most significant accounting policies are described in Note 1 to the consolidated financial statements.  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities, and we consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, or other factors that management believes to be reasonable under the circumstances.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations.

The following accounting policy materially affects our reported earnings and financial condition and requires significant judgments and estimates.

Allowance for Credit Losses

The allowance for credit losses is an estimate of current expected credit losses considering available information relevant to assessing collectability of cash flows over the contractual term of the financial assets necessary to cover lifetime expected credit losses inherent in financial assets at the balance sheet date. The methodology for determining the allowance for credit losses is considered a critical accounting policy by management because of the high degree of judgment involved, the subjectivity of the assumptions used, and the potential for changes in the forecasted economic environment that could result in changes to the amount of the recorded allowance for credit losses. The loan portfolio also represents the largest asset type on the Company’s consolidated statements of financial condition.

Our methodology for estimating lifetime expected credit losses for our loan portfolio includes the following key components:

Column 1Column 2Column 3
a.Segmentation of loans into pools that share common risk characteristics;
Column 1Column 2Column 3
b.An economic forecast based on the relation of losses with key economic variables for each portfolio segment;
Column 1Column 2Column 3
c.Reversion period to historical loss experience using a straight-line method;
Column 1Column 2Column 3
d.Inclusion of qualitative adjustments to consider factors that have not been accounted for, may be changing, or are, by evidence, expected to change;
Column 1Column 2Column 3
e.Discounted cash flow methodologies to measure credit impairment on each of our loan portfolio segments;
Column 1Column 2Column 3
f.Evaluation of credit losses for loans that do not share similar risk characteristics are estimated on an individual basis. The lifetime losses for individually measured loans are estimated based on one of several methods, including the estimated fair value of the underlying collateral, observable market value of similar debt or the present value of expected cash flows; and
Column 1Column 2Column 3
g.The estimation methodologies for credit losses on unfunded lending-related commitments are similar to the process for estimating credit losses for loans, although with the addition of a probability of draw estimate that is applied to each loan portfolio segment.

Our allowance for credit losses for loans totaled $8.4 million and $8.5 million as of December 31, 2025 and December 31, 2024, respectively. The $186,000 decrease in our allowance for credit losses for loans was primarily driven by a decrease in our collectively evaluated loans, partially offset by an increase in the allowance for credit losses on individually analyzed loans.

The quantitative component of our allowance for credit losses on collectively evaluated loans, which is largely based on a selection of various economic forecasts, decreased by $181,000 as of December 31, 2025, when compared to December 31, 2024. The decrease was primarily attributable to decreased loan balances of indirect automobile loans, partially offset by an update to our loss driver analysis that had an unfavorable impact on the commercial real estate loan probability of default (“PD”) and loss given default (“LGD”) factors in the CECL model.

The qualitative component of our allowance for credit losses (“ACL”), which is largely based on management’s judgment of qualitative loss factors, decreased during 2025 to account for decreased delinquency and lower net charge-

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offs. A more conservative underwriting approach on our automobile loan portfolio has decreased delinquency rates, and this combined with a simultaneous increase in collateral values, has resulted in decreases to forecasted net charge-offs. Moderate qualitative adjustments were made to account for both of these risks. We also retained moderated qualitative adjustments related to economic conditions as inflationary pressures and higher interest rates continue to have an adverse effect on both consumers and businesses.

The following table shows the change in the ACL for collectively evaluated loans:

​ December 31, 2025​ December 31, 2024Increase/(Decrease)
(In thousands)
Commercial real estate:
Construction$$$
Non-residential$3,142$2,675$467
Multifamily$490$313$177
Commercial and industrial$580$664$(84)
Residential real estate$740$575$165
Consumer:
Indirect automobile$2,824$3,994$(1,170)
Home equity$90$84$6
Other consumer$66$75$(9)
Total$7,932$8,380$(448)

Our allowance for credit losses for collectively evaluated loans totaled $7.9 million as of December 31, 2025, which included $2.8 million of allowance related to indirect automobile loans. In comparison, our allowance related to indirect automobile loans totaled nearly $4.0 million as of December 31, 2024, a reduction of nearly $1.2 million. The allowance amount attributed to qualitative adjustments at year end for indirect automobile loans was $1.3 million, a decrease of approximately $410,000 from December 31, 2024. As previously mentioned, actual as well as forecasted decreases in delinquencies and net charge-offs for automobile loans drove management’s decrease in qualitative loss factors.

Our allowance for credit losses for individually analyzed loans is determined using the fair value of the collateral, less estimated selling costs, as applicable. As of December 31, 2025, our allowance for credit losses on individually analyzed loans increased $262,000 from December 31, 2024. This increase was primarily due to an increase of individually analyzed commercial and indirect automobile loans.

As noted above, we consider a number of variables in our evaluation of the adequacy of the allowance for credit losses. The most significant variables are portfolio growth and any changing historical loss trends within the specific business segments. As of December 31, 2025, $191,000 of the decrease in our allowance for credit losses reflected the reduction in indirect automobile loan originations. Based on our model, if all segments of the portfolio grew by an additional 5% on a year-over-year basis, our allowance for credit losses as of December 31, 2025 would have increased by $395,000 to $8.7 million, holding all other variables constant. Conversely, if all segment balances of our loan portfolio had fallen by 5% during the year ended December 31, 2025, our allowance for credit losses would have decreased by $395,000 to $8.0 million, holding all other variables constant.

The above hypothetical sensitivity calculation reflect the sensitivity of the allowance but lacks other qualitative adjustments that are part of the quarterly reserving process. As such, this does not necessarily reflect the nature and extent of future changes in the allowance for reasons including increases or decreases in qualitative adjustments, changes in the risk profile of the portfolio, changes in the macroeconomic scenario and/or the range of scenarios under management consideration.

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Selected Financial Data

The following selected consolidated financial data sets forth certain financial highlights of the Company and should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K for 2025 and 2024.

At December 31,
​ ​ ​2025​ ​ ​2024
(In thousands)
Selected Financial Condition Data:
Total assets$1,301,766$1,255,765
Cash and cash equivalents101,98637,484
Securities available-for-sale162,203159,947
Loans receivable, net953,385971,779
Bank owned life insurance30,99630,193
Goodwill and other intangibles2,3412,401
Total liabilities1,164,9141,133,932
Deposits1,097,3401,020,783
Federal Home Loan Bank advances25,15369,773
Subordinated debt5,1555,155
Total stockholders’ equity$136,852$121,833

For the Year Ended December 31,
​ ​ ​2025​ ​ ​2024
(In thousands, except per share data)
Selected Operating Data:
Interest and dividend income$68,873$63,222
Interest expense22,48025,527
Net interest income46,39337,695
Provision for credit losses1,6592,800
Net interest income after provision for credit losses44,73434,895
Non-interest income (loss)6,971(8,984)
Non-interest expense39,02036,848
Income (loss) before income tax expense12,685(10,937)
Income tax expense (benefit)2,640(2,317)
Net income (loss)$10,045$(8,620)
Earnings (loss) per share (diluted)$0.92$(0.80)

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At or For the Year Ended December 31,
​ ​ ​2025​ ​ ​2024​ ​ ​
Performance Ratios:
Return (loss) on average assets(1)0.78%(0.67)%
Return (loss) on average equity(2)7.77%(7.31)%
Interest rate spread(3)3.23%2.44%
Net interest margin(4)3.89%3.17%
Efficiency ratio(5)73.12%82.34%
Average interest-earning assets to average interest-bearing liabilities134.72%133.68%
Total loans to total assets73.61%77.64%
Equity to assets(6)10.09%9.23%
Capital Ratios(7):
Total capital (to risk-weighted assets)14.40%12.63%
Tier I capital (to risk-weighted assets)13.57%11.81%
Common equity Tier 1 capital (to risk-weighted assets)13.57%11.81%
Tier 1 capital (to adjusted total assets)10.62%10.07%
Asset Quality Ratios:
Allowance for credit losses as a percent of total loans0.87%0.88%
Allowance for credit losses as a percent of non-performing loans225.76%206.56%
Net charge-offs to average outstanding loans0.20%0.24%
Non-performing loans as a percent of total loans0.39%0.42%
Non-performing assets as a percent of total assets0.28%0.33%
Other Data:
Book value per common share$ 12.28$ 10.98
Number of offices(8)1515
Column 1Column 2
(1)Represents net income divided by average total assets.
Column 1Column 2
(2)Represents net income divided by average equity.
Column 1Column 2
(3)Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost on average interest-bearing liabilities.
Column 1Column 2
(4)Represents net interest income as a percent of average interest-earning assets.
Column 1Column 2
(5)Represents non-interest expense divided by the sum of net interest income and non-interest income.
Column 1Column 2
(6)Represents average equity divided by average total assets.
Column 1Column 2
(7)Capital ratios are for Rhinebeck Bank only. Rhinebeck Bancorp, Inc. is not subject to the minimum consolidated capital requirements as a small bank holding company with assets less than $3.0 billion.
Column 1Column 2
(8)Includes our corporate office, 12 branch offices and two representative offices.

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

Total Assets.  Total assets were $1.30 billion at December 31, 2025, representing an increase of $46.0 million, or 3.7%, compared to $1.26 billion at December 31, 2024. The increase was primarily due to increases in: cash and cash equivalents of $64.5 million, or 172.1%, available for sale securities of $2.3 million, or 1.4%, and other assets of $2.1 million, or 9.0%. The increase in total assets was partially offset by decreases in net loans of $18.4 million, or 1.9%, deferred tax assets of $3.2 million, or 39.1%, and FHLB stock of $2.0 million, or 50.6%.

Cash and Cash Equivalents.  Cash and cash equivalents increased by $64.5 million, or 172.1%, to $102.0 million as of December 31, 2025, compared to $37.5 million as of December 31, 2024. This increase was primarily driven by increases in interest-earning deposits and cash inflows from loan maturities during the year, offset by a decrease in Federal Home Loan Bank advances.

Investment Securities Available for Sale.  Investment securities available for sale increased $2.3 million, or 1.4%, to $162.2 million at December 31, 2025 from $159.9 million at December 31, 2024. The increase was due to $49.0 million in purchases and a $5.3 million reduction in unrealized losses, partially offset by $52.2 million in paydowns, calls, and maturities. The $5.3 million reduction in unrealized losses was primarily due to the balance sheet restructuring in 2024 in which we sold lower-yielding securities and reinvested the proceeds in higher-yielding securities with a shorter duration.

Net Loans.  Net loans receivable were $953.4 million at December 31, 2025, a decrease of $18.4 million, or 1.9%, as compared to $971.8 million at December 31, 2024. The decrease was primarily due to a decrease in indirect automobile loans of $81.9 million, or 27.7%, reflecting a strategic decision to decrease that loan portfolio as a percentage of the balance sheet. At December 31, 2025, indirect automobile loans were 16.4% of assets, compared to 23.5% at December 31, 2024. Partially offsetting the decrease in automobile loans were increases in commercial real estate loans of $52.1 million, or 10.8%, and residential real estate loans of $13.4 million, or 15.5%. The increase in commercial real estate loans was primarily due to four loans totaling $43.3 million secured by a 2-4 family unit, a retail shopping center, a medical building and an auto dealership. The increase in residential real estate loans reflected the strategic decision to hold new production in our portfolio instead of selling these loans.

Allowance for Credit Losses. During the year, the allowance for credit losses decreased $186,000, or 2.2%, reflecting a decrease of expected losses in our loan portfolio due to the decrease in loans, particularly automobile loans that carry a higher general reserve, partially offset by an increase in the allowance for credit losses on individually analyzed loans primarily due to the increase in commercial and industrial loans. Non-accrual loans decreased $434,000, or 10.5%, to $3.7 million at December 31, 2025 from $4.1 million at December 31, 2024. We had no other real estate owned as of December 31, 2025 or 2024. Past due loans decreased $2.2 million, or 13.0%, between December 31, 2024 and December 31, 2025, finishing at $14.5 million, or 1.52%, of total loans, down from $16.7 million, or 1.71%, of total loans at year-end 2024. The decrease was most notable in indirect automobile loans, reflecting the positive impact of more conservative underwriting standards. Our allowance for credit losses was 0.87% of total loans and 225.76% of non-performing loans at December 31, 2025 as compared to 0.88% of total loans and 206.56% of non-performing loans at December 31, 2024.

Federal Home Loan Bank Stock. FHLB stock decreased $2.0 million, or 50.6%, to $2.0 million at December 31, 2025, from $4.0 million at December 31, 2024, primarily due to a reduction in the shares required to support borrowing activity as advances from the FHLB decreased.

Deferred Tax Assets. Deferred tax assets decreased $3.2 million, or 39.1%, to $4.9 million at December 31, 2025, primarily due to a decrease in the unrealized loss on available for sale securities resulting from the balance sheet restructuring in 2024. The unrealized loss on available for sale securities, net of taxes, was $6.3 million at December 31, 2025 as compared to $10.5 million at December 31, 2024.

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Total Liabilities.  Total liabilities increased $31.0 million, or 2.7%, to $1.16 billion at December 31, 2025 from $1.13 billion at December 31, 2024 primarily due to an increase in deposits of $76.6 million, partially offset by a decrease in advances from the FHLB of $44.6 million, or 64.0%.

Deposits.  Deposits increased $76.6 million, or 7.5%, to $1.10 billion at December 31, 2025 from $1.02 billion at December 31, 2024. Interest bearing accounts increased $87.4 million, or 11.2%, to $870.1 million while non-interest bearing balances decreased $10.9 million, or 4.6%, finishing the year at $227.3 million. The increase in interest bearing accounts represented an increase in money market deposits of $53.4 million, or 28.3%, and time deposits of $39.3 million, or 11.6%, which was offset by a decrease in savings accounts of $5.4 million, or 4.1%. The growth in money market accounts and time deposits were primarily due to depositors seeking higher interest rates, which contributed to the decrease in non-interest bearing and lower interest-bearing deposits.

We participate in reciprocal deposit programs, obtained through the Certificate Deposit Account Registry Service (CDARS) and IntraFi Cash Service (ICS) networks, that provide access to FDIC-insured deposit products in aggregate amounts exceeding the current limits for depositors. This allows us to maintain deposits that might otherwise be uninsured. Our reciprocal deposits obtained through the CDARS and ICS networks totaled $21.9 million and $13.8 million, respectively, at December 31, 2025. At December 31, 2024, we had reciprocal deposits obtained through CDARS and ICS networks of $25.4 million and $13.5 million, respectively. We had no brokered deposits at December 31, 2025 and 2024.

Borrowed Funds.  Advances from the FHLB decreased $44.6 million, or 64.0%, from $69.8 million at December 31, 2024 to $25.2 million at December 31, 2025 primarily due to increased cash balances and deposit growth, which were used to reduce outstanding borrowings.

Stockholders’ Equity. Stockholders' equity increased $15.0 million, or 12.3%, to $136.9 million at December 31, 2025. The increase was primarily due to net income of $10.0 million and a decrease in accumulated other comprehensive loss of $5.0 reflecting the results of the balance sheet restructuring. Our ratio of average equity to average assets was 10.09% for the year ended December 31, 2025 and 9.23% for the year ended December 31, 2024.

Comparison of Operating Results for the Years Ended December 31, 2025 and December 31, 2024

Net Income.  Net income for the year ended December 31, 2025 was $10.0 million, compared to net loss of $8.6 million for the year ended December 31, 2024, an increase of $18.7 million. Diluted earnings per share was $0.92 for the year ended December 31, 2025, compared to diluted loss per share of $0.80 for the year ended December 31, 2024. The increase in net income for the year ended December 31, 2025 was primarily due to a balance sheet restructuring in 2024, which resulted in a $16.0 million loss on sale of securities. Net income was also impacted by an increase in net interest income, a decrease in the provision for credit losses and an increase in non-interest expense. Interest and dividend income increased $5.7 million, or 8.9%, interest expense decreased $3.0 million, or 11.9%, and the provision for credit losses decreased $1.1 million, or 40.8%. Non-interest income increased $16.0 million, reflecting the loss on securities in 2024, while non-interest expenses increased $2.2 million, or 5.9%, as compared to 2024. Taxes increased by $5.0 million due to the 2025 net income, in contrast to the net loss in 2024.

Net Interest Income.  Net interest income increased $8.7 million, or 23.1%, to $46.4 million for the year ended December 31, 2025, as compared to $37.7 million for the year ended December 31, 2024. The increase was primarily driven by higher yields on interest-earning asset balances, lower costs on interest-bearing liability balances, an increase in the average balance of cash and cash equivalents and a decrease in the average balance of Federal Home Loan Bank advances. The yield on interest earning assets increased 46 basis points to 5.77% in 2025 from 5.31% in 2024, primarily due to the balance sheet restructuring and a higher percentage of commercial real estate loans. The costs of interest bearing liabilities decreased 33 basis points to 2.54% in 2025 from 2.87% in 2024 driven by competitive market forces, a declining interest rate environment and a decrease in Federal Home Loan Bank advances. The interest rate spread increased by 79 basis points to 3.23%. The net interest margin was 3.89% for the year ended December 31, 2025 and 3.17% for the year ended December 31, 2024. The ratio of average interest-earning assets to average interest-bearing liabilities increased 0.8% to 134.72%.

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Interest Income.  Interest income increased $5.7 million, or 8.9%, to $68.9 million for 2025 from $63.2 million for 2024. The increase resulted primarily from increased asset yields and an increase in the average balance of cash and cash equivalents. The average yield on loans increased to 6.24% for 2025 from 5.86% in 2024. The average yield on investment securities increased to 3.25% for 2025 from 2.14% for 2024. The average yield on interest-bearing depository accounts decreased to 4.36% for 2025 from 5.29% for 2024. Average interest earning assets increased $3.0 million from $1.190 billion for the year ended December 31, 2024 to $1.193 billion for the year ended December 31, 2025. The increase in average interest earning assets during 2025 compared to 2024 included an increase in interest-bearing depository accounts of $38.8 million, partially offset by decreases of $27.2 million and $6.7 million in available for sale securities and average loan balances, respectively.

Interest Expense.  Interest expense decreased $3.0 million, or 11.9%, to $22.5 million for 2025 from $25.5 million for 2024. This was primarily due to a 33 basis point decrease in the overall cost of interest bearing liabilities to 2.54% for 2025 from 2.87% for 2024 along with a decrease in average interest bearing liability balances of $4.6 million, or 0.5%, year over year. The average balance of FHLB advances decreased $42.8 million, while the cost decreased 54 basis points. The average balance of the total interest-bearing deposits increased by $38.7 million (primarily in money market accounts and certificates of deposit), while the cost decreased 21 basis points.

Provision for Credit Losses.  We record a provision for credit losses, which is recognized in earnings. Under the CECL model, we are required to make assumptions of credit quality, macroeconomic factors and conditions, and loan composition. The calculation is inherently subjective due to the use of estimates that are susceptible to significant revision as more information becomes available or as future events occur. Although we believe that we use the best information available to establish the allowance for credit losses, based on industry standards and historical experience, future additions to the allowance may be necessary, as a result of changes in economic conditions and other factors. In addition, the FDIC and NYSDFS, as an integral part of their examination process, will periodically review our allowance for credit losses. These agencies may require us to recognize adjustments to the allowance, based on their judgments about information available to them at the time of their examination.

We recorded a provision for credit losses of $1.7 million for the year ended December 31, 2025, a decrease of $1.1 million, or 40.8%, as compared to $2.8 million for the year ended December 31, 2024. Of this decrease, $1.1 million is related to the provision for credit losses on loans, while the provision for credit losses on unfunded commitments decreased $78,000. The decrease to the provision was primarily attributable to lower net charge-offs and updates to assumptions on prepayments and other qualitative and quantitative components in our expected credit loss analysis.

Net charge-offs decreased $462,000, or 19.3%, to $1.9 million for the year ended December 31, 2025 as compared to $2.4 million for the year ended December 31, 2024. The decrease was primarily due to decreased net charge-offs on indirect automobile and commercial loans, partially offset by increased net charge-offs on commercial real estate loans. The percentage of overdue account balances to total loans decreased to 1.52% at December 31, 2025 from 1.71% at December 31, 2024, while non-performing assets decreased $434,000, or 10.5%, to $3.7 million at December 31, 2025.

Non-Interest Income. Non-interest income totaled $7.0 million for the year ended December 31, 2025, compared to a net loss of $9.0 million for 2024, representing an increase of $16.0 million. The net loss in 2024 was primarily attributable to a $16.0 million loss on the sale of investment securities in connection with our 2024 balance sheet restructuring. Excluding this loss, non-interest income would have decreased by $86,000, from $7.1 million for the year ended December 31, 2024, to $7.0 million for the year ended December 31, 2025. The decrease in non-interest income reflected a $413,000 decrease in income related to life insurance proceeds recognized during the fourth quarter of 2024, a $22,000 decrease in investment advisory income and an $18,000 decrease on service charges on deposit accounts. These decreases were largely offset by a $223,000, or 18.4%, increase in other non-interest income, primarily due to higher swap income, and a $92,000 increase in gain on the sales of loans.

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Non-Interest Expense. For the year ended December 31, 2025, non-interest expense totaled $39.0 million, representing an increase of $2.2 million, or 5.9%, compared to $36.8 million in 2024. The increase was driven primarily by higher compensation and operating costs across several categories. Salaries and employee benefits rose $1.2 million, or 6.1%, largely reflecting higher incentive-based compensation, production commissions, and annual merit increases implemented to attract and retain talent. Other non-interest expense increased $629,000, or 9.7%, primarily due to higher retail banking and administrative costs. Marketing expense increased $271,000, or 46.1%, data processing expense rose $145,000, or 7.1%, and occupancy expense increased $91,000, or 2.1%, reflecting higher facilities-related costs. These increases were partially offset by decreases in professional fees of $123,000, or 6.4%, and FDIC deposit insurance and other insurance costs of $63,000, or 5.7%.

Income Taxes.  Income tax provision increased by $5.0 million to an expense of $2.6 million for the year ended December 31, 2025 as compared to a benefit of $2.3 million for the year ended December 31, 2024, primarily due to pre-tax net income recorded in 2025 as compared to a pre-tax net loss recorded in 2024. Our effective tax rate for the year ended December 31, 2025 was 20.81% compared to 21.18% in 2024. The statutory tax rate was impacted by the benefits derived mainly from tax-exempt bond income and income received on the bank owned life insurance to arrive at the effective tax rate.

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Average Balance Sheets for the Years Ended December 31, 2025 and 2024

The following tables set forth average balance sheets, 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. The yields set forth below include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income. Loan balances include loans held for sale. Deferred loan fees included in interest income totaled $218,000 and $60,000 for the years ended December 31, 2025 and 2024, respectively.

For the Year Ended December 31,
20252024
​ ​ ​Average​ ​ ​Interest and​ ​ ​​ ​ ​Average​ ​ ​Interest and​ ​ ​​ ​ ​
BalanceDividendsYield/CostBalanceDividendsYield/Cost
(Dollars in thousands)
Assets:
Interest-bearing depository accounts$59,805$2,6064.36%$21,042$1,1135.29%
Loans(1)980,54061,1576.24%987,21257,8355.86%
Available-for-sale securities150,0634,8723.25%177,2143,7992.14%
Other interest-earning assets2,7842388.55%4,68947510.13%
Total interest-earning assets1,193,19268,8735.77%1,190,15763,2225.31%
Non-interest-earning assets88,38188,221
Total assets$1,281,573$1,278,378
Liabilities and equity:
NOW accounts$120,816$2450.20%$124,061$1750.14%
Money market accounts222,7195,8282.62%187,6154,9712.65%
Savings accounts132,1535200.39%141,1895110.36%
Certificates of deposit355,02713,8143.89%339,13315,5284.58%
Total interest-bearing deposits830,71520,4072.46%791,99821,1852.67%
Escrow accounts9,7051101.13%9,2101081.17%
Federal Home Loan Bank advances40,1171,6164.03%82,9153,7874.57%
Subordinated debt5,1553476.73%5,1553907.57%
Other interest-bearing liabilities%1,043575.47%
Total other interest-bearing liabilities54,9772,0733.77%98,3234,3424.42%
Total interest-bearing liabilities885,69222,4802.54%890,32125,5272.87%
Non-interest-bearing deposits236,431242,603
Other non-interest-bearing liabilities30,12727,515
Total liabilities1,152,2501,160,439
Total stockholders’ equity129,323117,939
Total liabilities and stockholders’ equity$1,281,573$1,278,378
Net interest income$46,393$37,695
Interest rate spread3.23%2.44%
Net interest margin(2)3.89%3.17%
Average interest-earning assets to average interest-bearing liabilities134.72%133.68%
Column 1Column 2
(1)Non-accruing loans are included in the outstanding loan balance.
Column 1Column 2
(2)Represents the difference between interest earned and interest paid, divided by average total interest earning assets.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the years 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 net column represents the sum of the prior 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. We do not have any excludable out-of-period items or adjustments.

Year Ended December 31, 2025
Compared to Year Ended
December 31, 2024
Increase (Decrease)
Due to
​ ​ ​Volume​ ​ ​Rate​ ​ ​Net​ ​ ​
Interest income:
Interest bearing depository accounts$1,721$(228)$1,493
Loans receivable(393)3,7153,322
Available for sale securities(651)1,7231,072
Other interest-earning assets(171)(65)(236)
Total interest-earning assets5065,1455,651
Interest expense:
Deposits1,004(1,782)(778)
Escrow accounts5(4)1
Federal Home Loan Bank advances(1,767)(404)(2,171)
Subordinated debt(43)(43)
Other interest-bearing liabilities(28)(28)(56)
Total interest-bearing liabilities(786)(2,261)(3,047)
Net increase in net interest income$1,292$7,406$8,698

Management of Market Risk

General.  The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, the board of directors maintains a management-level Asset/Liability Management Committee (the “ALCO”), which takes initial responsibility for reviewing the asset/liability management process and related procedures, establishing and monitoring reporting systems and ascertaining that established asset/liability strategies are being maintained. On at least a quarterly basis, the ALCO reviews and reports asset/liability management outcomes with the board of directors. This committee also implements any changes in strategies and reviews the performance of any specific asset/liability management actions that have been implemented.

We try to manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating loans with adjustable interest rates, holding more residential mortgage loans in our portfolio, promoting core deposit products and managing the interest rates and maturities of funding sources, as favorably as possible. By following these strategies, we believe that we can be better positioned to react to changes in market interest rates.

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Net Economic Value Simulation.  We analyze our sensitivity to changes in interest rates through a net economic value of equity (“EVE”) model. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. We estimate what our EVE would be at a specific date. We then calculate what the EVE would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate EVE under the assumptions that interest rates increase 100 to 400 basis points from current market rates and that interest rates decrease from 100 to 400 basis points from current market rates.

The following table presents the estimated changes in our EVE that would result from changes in market interest rates at December 31, 2025. All estimated changes presented in the table are within the policy limits approved by our board of directors.

Net Economic Value as a
Net Economic ValuePercentage of Assets
​ ​ ​Dollar​ ​ ​Dollar​ ​ ​Percent​ ​ ​EVE​ ​ ​Percent
Basis Point Change in Interest RatesAmountChangeChangeRatioChange
(Dollars in thousands)
400$192,105$6,6663.6%15.87%10.6%
300191,6576,2183.4%15.59%8.7%
200190,6205,1812.8%15.25%6.3%
100188,7163,2771.8%14.85%3.5%
0185,439%14.34%%
(100)179,879(5,560)(3.0)%13.69%(4.6)%
(200)169,813(15,626)(8.4)%12.71%(11.4)%
(300)154,136(31,303)(16.9)%11.36%(20.8)%
(400)136,930(48,509)(26.2)%9.88%(31.1)%

The table above shows that in the event of an instantaneous 200 basis point increase in interest rates, our EVE would increase by 2.8% and in the event of an instantaneous 200 basis point decrease in interest rates, our EVE would decrease by 8.4%. Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The table above assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and will differ from actual results.

Liquidity Management

We maintain liquid assets at levels we consider adequate to meet both our short and long-term liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings and to fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.

Our primary sources of liquidity are deposits, amortization and prepayment of loans and mortgage-backed securities, maturities of investment securities and other short-term investments, and earnings and funds provided from operations, as well as access to FHLB advances and other borrowings. While scheduled principal repayments on loans and mortgage-backed securities are a relatively predictable source of funds, deposit flows, loan sales and prepayments are greatly influenced by market interest rates, economic conditions, interest rate risk management and rates offered by our competition. We set the interest rates on our deposits in an attempt to maintain a desired level of total deposits.

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As reported in the consolidated statements of cash flows, our cash flows are classified for financial reporting purposes as operating, investing, or financing activities. Net cash provided by operating activities was $11.7 million and $8.5 million for the years ended December 31, 2025 and 2024, respectively. These amounts differ from net income due to certain non-cash items and changes in operating assets and liabilities that did not affect net income during the respective periods. Net cash provided by investing activities was $21.2 million in 2025 compared to $74.7 million in 2024. Investing cash flows primarily reflect activity in the securities portfolio and changes in loan balances. The $16.7 million decrease in loans was a significant contributor to cash provided by investing activities in 2025, while higher securities maturities, calls and purchases drove investing cash flows in 2024. Deposit and borrowing activity continues to comprise the majority of our financing cash flows. Net cash provided by financing activities was $31.6 million in 2025, compared to net cash used of $67.9 million in 2024, primarily reflecting deposit growth partially offset by reductions in short-term borrowings.

At December 31, 2025, we had the following main sources of availability of liquid funds and borrowings:

(In thousands)​ ​ ​Total
Available liquid funds:
Cash and cash equivalents$101,986
Unencumbered securities59,424
Availability of borrowings:
Zions Bank line of credit10,000
Pacific Coast Bankers Bank line of credit50,000
FHLB secured line of credit337,158
FRB secured line of credit155,646
Total available sources of funds$714,214

The Bank has access to a preapproved secured line of credit with the FHLB. At December 31, 2025, the Bank had pledged $514.8 million of assets to the FHLB, which resulted in a secured line of credit of $362.3 million. At December 31, 2025, the Bank had borrowed $25.2 million under this line, with remaining secured borrowing capacity of $337.2 million.

The following table summarizes our main contractual obligations and other commitments to make future payments as of December 31, 2025. The amount of the obligations presented in the table reflect principal amounts only and exclude the amount of interest we are obligated to pay. Also excluded from the table are a number of obligations to be settled in cash. These excluded items are reflected in our consolidated balance sheet and include deposits with no stated maturity, trade payables, and accrued interest payable.

December 31, 2025
(In thousands)​ ​ ​Total​ ​ ​One Year or Less​ ​ ​After One but within Five Years​ ​ ​After 5 Years
Payments Due:
Federal Home Loan Bank advances$25,153$1,614$23,539$
Operating lease agreements8,7396922,5505,497
Subordinated debt5,1555,155
Time deposits with stated maturity dates376,940335,78741,153
Total contractual obligations$415,987$338,093$67,242$10,652

Off-Balance Sheet Arrangements.  In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles (“GAAP”) are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For information about our loan commitments, letters of credit and unused lines of credit, see Note 11 to the Consolidated Financial Statements. For 2025, we did not engage in any off-balance-sheet transactions other than loan origination commitments and standby letters of credit in the normal course of our lending activities.

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Impact of Inflation and Changing Prices

The financial statements and related data presented herein have been prepared in accordance with U.S. 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 does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0001751783-25-000012.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-03-25. Report date: 2024-12-31.

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

This discussion and analysis reflects information contained in 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 from the audited consolidated financial statements contained within this 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. The allowance for credit losses is a valuation allowance for the estimated lifetime credit losses. The allowance for credit losses is increased through charges to the provision for credit losses. 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 service charges on deposit accounts, investment advisory income, net gains in the cash surrender value of bank owned life insurance and other income.

Non-Interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing, professional fees, marketing expenses, premium payments we make to the FDIC for insurance of our deposits and other general and administrative 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.

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Business Strategy

Based on an extensive review of the current opportunities in our primary market area as well as our resources and capabilities, we are pursuing the following business strategies:

Column 1Column 2Column 3
Prudent management of our indirect automobile loan portfolio. We originate automobile loans through a network of 91 automobile dealerships (61 in the Hudson Valley region and 30 in Albany, New York). Over the past three years, we have actively decreased our indirect automobile loan portfolio by decreasing loan originations through increased pricing and conservative underwriting criteria, and we plan to continue this strategy to further reduce exposure while focusing on higher-yielding opportunities within our portfolio. Our indirect automobile loan portfolio totaled $295.7 million, or 30.3% of our total loan portfolio and 23.5% of total assets, at December 31, 2024 as compared to $394.2 million, or 39.1% of our total loan portfolio and 30.0% of total assets, at December 31, 2023.
Column 1Column 2Column 3
Focus on commercial real estate, multi-family real estate and commercial business lending. We believe that commercial real estate, multi-family real estate and commercial business lending offer opportunities to invest in our community, increase the overall yield earned on our loan portfolio and manage interest rate risk. We intend to continue to increase our originations of these types of loans in our primary market area and may consider hiring additional lenders as well as originating loans secured by properties located in areas that are contiguous to our current market area. We also occasionally participate in commercial real estate loans originated in areas in which we do not have a market presence. The purchase of loan pools may be considered in the event our organic loan production does not meet our expectations.
Column 1Column 2Column 3
Increase core deposits, including demand deposits. Deposits are our primary source of funds for lending and investment. Our intention to expand our core deposits (which we define as all deposits except for certificates of deposit), was upended in 2023 with the rising interest rates as depositors sought higher rates causing our certificates of deposit to increase and our core deposits to decrease. Deposits were also impacted as some depositors withdrew funds in reaction to the highly publicized bank failures in the first quarter of 2023 in a perceived flight to safety; and as competition for deposits increased. Core deposits, which we define as all non time deposits, represented 66.9% of our total deposits at December 31, 2024 compared to 69.1% at December 31, 2023. We will focus on increasing our core deposits by increasing operating accounts related to commercial lending activities and enhancing our relationships with our retail customers through the introduction of new deposit products.
Column 1Column 2Column 3
Continue expense control. Management continues to focus on controlling our level of non-interest expense and identifying cost savings opportunities, such as reducing our staffing levels, renegotiating key third-party contracts and reducing other operating expenses. Our non-interest expense was $36.8 million and $36.4 million for the years ended December 31, 2024 and 2023, respectively.
Column 1Column 2Column 3
Manage credit risk to maintain a low level of non-performing assets. We believe that strong asset quality is a key to long-term financial success. Our strategy for credit risk management focuses on an experienced team of credit professionals, well-defined and implemented credit policies and procedures, conservative loan underwriting criteria and active credit monitoring. Our ratio of non-performing loans to total assets was 0.33% at December 31, 2024, which increased from 0.32% at December 31, 2023.
Column 1Column 2Column 3
Grow the balance sheet. We intend to again focus on growing the balance sheet. We believe that we will continue to reap the benefit of a customer base that prefers doing business with a local institution and may be reluctant to do business with larger institutions. By providing our customers with quality service, a home-town ambience and local decision making, we expect to return to a period of strong organic growth.

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Significant Accounting Policies, Critical Accounting Estimates

Our most significant accounting policies are described in Note 1 to the consolidated financial statements.  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities, and we consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, or other factors that management believes to be reasonable under the circumstances.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations.

The following accounting policies materially affect our reported earnings and financial condition and require significant judgments and estimates.

Allowance for Credit Losses

The allowance for credit losses is an estimate of current expected credit losses considering available information relevant to assessing collectability of cash flows over the contractual term of the financial assets necessary to cover lifetime expected credit losses inherent in financial assets at the balance sheet date. The methodology for determining the allowance for credit losses is considered a critical accounting policy by management because of the high degree of judgment involved, the subjectivity of the assumptions used, and the potential for changes in the forecasted economic environment that could result in changes to the amount of the recorded allowance for credit losses. The loan portfolio also represents the largest asset type on the Company’s Consolidated Statements of Financial Condition.

Our methodology for estimating lifetime expected credit losses for our loan portfolio includes the following key components:

Column 1Column 2Column 3
a.Segmentation of loans into pools that share common risk characteristics;
Column 1Column 2Column 3
b.An economic forecast based on the relation of losses with key economic variables for each portfolio segment;
Column 1Column 2Column 3
c.Reversion period to historical loss experience using a straight-line method;
Column 1Column 2Column 3
d.Inclusion of qualitative adjustments to consider factors that have not been accounted for, may be changing, or are, by evidence, expected to change;
Column 1Column 2Column 3
e.Discounted cash flow methodologies to measure credit impairment on each of our loan portfolio segments;
Column 1Column 2Column 3
f.Evaluation of credit losses for loans that do not share similar risk characteristics are estimated on an individual basis. The lifetime losses for individually measured loans are estimated based on one of several methods, including the estimated fair value of the underlying collateral, observable market value of similar debt or the present value of expected cash flows; and
Column 1Column 2Column 3
g.The estimation methodologies for credit losses on unfunded lending-related commitments are similar to the process for estimating credit losses for loans, although with the addition of a probability of draw estimate that is applied to each loan portfolio segment.

The Company’s allowance for credit losses for loans totaled $8.5 million and $8.1 million as of December 31, 2024 and December 31, 2023, respectively. The $415,000 increase in our allowance for credit losses for loans was primarily driven by an increase in our collectively evaluated loans, partially offset by a decrease in the allowance for credit losses on individually analyzed loans.

The quantitative component of our allowance for credit losses on collectively evaluated loans, which is largely based on a selection of various economic forecasts, decreased by $151,000 as of December 31, 2024, when compared to December 31, 2023. The decrease was primarily attributable to decreased loan balances of indirect automobile loans and an update to the Loss Driver Analysis that had a favorable impact on the Multifamily Real Estate Loan probability of default (“PD”) and loss given default (“LGD”) factors in the CECL model.

The qualitative component of our allowance for credit losses (“ACL”), which is largely based on management’s judgment of qualitative loss factors, was relatively unchanged during the first half of 2024, but was adjusted in the second half to account for increased delinquency and higher net charge-offs. The Company’s automobile loan portfolio

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has continued to experience elevated delinquency rates, and this combined with a simultaneous decrease in collateral values, has resulted in increases to forecasted net charge-offs. Moderate qualitative adjustments were made to account for both of these risks. The Company also retained moderated qualitative adjustments related to economic conditions as inflationary pressures and higher interest rates continue to have an adverse effect on both consumers and businesses.

The following table shows the change in the ACL for collectively evaluated loans:

​ December 31, 2024​ December 31, 2023Increase/(Decrease)
(In thousands)
Commercial real estate:
Construction$$$
Non-residential$2,675$2,313$362
Multifamily$313$387$(74)
Residential real estate$575$346$229
Commercial and industrial$664$574$90
Consumer:
Indirect automobile$3,994$4,182$(188)
Home equity$84$48$36
Other consumer$75$58$17
Total$8,380$7,908$472

The Company’s allowance for credit losses for collectively evaluated loans totaled $8.4 million as of December 31, 2024, which included nearly $4.0 million of allowance related to indirect automobile loans. In comparison, the Company’s allowance related to indirect automobile loans totaled nearly $4.2 million as of December 31, 2023, a reduction of nearly $200,000 from January 1, 2024. The allowance amount attributed to qualitative adjustments at year end for indirect automobile loans was $1.7 million, an increase of approximately $400,000 from January 1, 2024. As previously mentioned, actual as well as forecasted increases in delinquencies and net charge-offs for automobile loans drove management’s increase in qualitative loss factors.

Our allowance for credit losses for individually analyzed loans is determined using the fair value of the collateral, less estimated selling costs, as applicable. As of December 31, 2024, the Company’s allowance for credit losses on individually analyzed loans decreased $56,000 from December 31, 2023. This decrease was primarily due to a decrease of individually analyzed indirect automobile loans, with additional decreases in commercial and commercial real estate loans also contributing to the overall decrease.

As noted above, we consider a number of variables in our evaluation of the adequacy of the allowance for credit losses. The most significant variables are portfolio growth and any changing historical loss trends within the specific business segments. As of December 31, 2024, the $264,000 decrease in our allowance for credit losses reflected the reduction in indirect automobile loan originations. Based on our model, if all segments of the portfolio grew by an additional 5% on a year-over-year basis, our allowance for credit losses as of December 31, 2024 would have increased by $418,000 to $9.0 million, holding all other variables constant. Conversely, if all segment balances of our loan portfolio had fallen by 5% during the year ended December 31, 2024, our allowance for credit losses would have decreased by $418,000 to $8.1 million, holding all other variables constant.

The above hypothetical sensitivity calculation reflect the sensitivity of the allowance but lacks other qualitative adjustments that are part of the quarterly reserving process. As such, this does not necessarily reflect the nature and extent of future changes in the allowance for reasons including increases or decreases in qualitative adjustments, changes in the risk profile of the portfolio, changes in the macroeconomic scenario and/or the range of scenarios under management consideration.

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Goodwill and Intangible Assets

The assets (including identifiable intangible assets) and liabilities acquired in a business combination are recorded at fair value at the date of acquisition. Goodwill is recognized as the excess of the acquisition cost over the fair values of the net assets acquired and is not subsequently amortized. Identifiable intangible assets include customer lists and core deposit intangibles and are being amortized on a straight-line basis over their estimated lives. Goodwill is not amortized, but it is tested at least annually, or more frequently if indicators of impairment are present.

Management evaluated goodwill as of October 1, 2024, utilizing various methods including an income approach that incorporated a discounted cash flow model that involved management assumptions based upon future growth and earnings projections. A weighted average of the various methods was calculated to determine the estimated fair value of the reporting unit. The estimated fair value of the reporting unit was then compared to the current carrying value to determine if impairment had occurred. It is our opinion that, as of the measurement date, the aggregate fair value of the reporting unit exceeded the carrying value of the reporting unit. Therefore, management concluded that goodwill was not impaired. Although we believe our assumptions are reasonable, actual results may vary significantly. If for any future period it is determined that there has been impairment in the carrying value of our goodwill balances, the Company will record a charge to earnings, which could have a material adverse effect on net income, but not risk-based capital ratios.

Income Taxes

We are subject to the income tax laws of the United States, New York State, and the municipalities in which we operate.  These tax laws are complex and subject to different interpretations by the taxpayer and the relevant government taxing authorities.  We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  See Note 8 to the Consolidated Financial Statements for a further description of our provision and related income tax assets and liabilities.

In establishing a provision for income tax expense, we must make judgments and interpretations about the application of these inherently complex tax laws.  We must also make estimates about when in the future certain items will affect taxable income.  Disputes over interpretations of the tax laws may be subject to review/adjudication by the court systems of the various tax jurisdictions or may be settled with the taxing authority upon examination or audit.

If current available information raises doubt as to the realization of the deferred tax assets, a valuation allowance is established. We consider the determination of this valuation allowance to be a critical accounting policy because of the need to exercise significant judgment in evaluating the amount and timing of recognition of deferred tax liabilities and assets, including projections of future taxable income. These judgments and estimates are reviewed on a continual basis as regulatory and business factors change.

A valuation allowance for deferred tax assets may be required if the amount of taxes recoverable through loss carryback declines, or if we project lower levels of future taxable income. Such a valuation allowance would be established through a charge to income tax expense, which would adversely affect our operating results.

Although management believes that the judgments and estimates used are reasonable, actual results could differ and we may be exposed to losses or gains that could be material.  An unfavorable tax settlement would result in an increase in our effective income tax rate in the period of resolution.  A favorable tax settlement would result in a reduction in our effective income tax rate in the period of resolution.

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Selected Financial Data

The following selected consolidated financial data sets forth certain financial highlights of the Company and should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K for 2024 and 2023.

At December 31,
20242023
(In thousands)
Selected Financial Condition Data:
Total assets$1,255,765$1,313,202
Cash and cash equivalents37,48422,129
Securities available-for-sale159,947191,985
Loans receivable, net971,7791,008,851
Bank owned life insurance30,19330,031
Goodwill and other intangibles2,4012,481
Total liabilities1,133,9321,199,517
Deposits1,020,7831,030,503
Federal Home Loan Bank advances69,773128,064
Subordinated debt5,1555,155
Total stockholders’ equity$121,833$113,685

For the Year Ended December 31,
20242023
(In thousands, except per share data)
Selected Operating Data:
Interest and dividend income$63,758$60,659
Interest expense25,52722,694
Net interest income38,23137,965
Provision for credit losses2,8001,702
Net interest income after provision for credit losses35,43136,263
Non-interest income(9,520)5,780
Non-interest expense36,84836,429
(Loss) income before income tax expense(10,937)5,614
Income tax (benefit) expense(2,317)1,219
Net (loss) income$(8,620)$4,395
(Loss) earnings per share (diluted)$(0.80)$0.40

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At or For the Year Ended December 31,
20242023
Performance Ratios:
(Loss) return on average assets(1)(0.67)%0.33%
(Loss) return on average equity(2)(7.31)%4.03%
Interest rate spread(3)2.49%2.44%
Net interest margin(4)3.21%3.06%
Efficiency ratio(5)82.34%83.28%
Average interest-earning assets to average interest-bearing liabilities133.68%133.80%
Total gross loans to total assets77.64%76.80%
Equity to assets(6)9.23%8.19%
Capital Ratios(7):
Tier 1 capital (to adjusted total assets)10.07%10.10%
Tier I capital (to risk-weighted assets)11.81%11.96%
Total capital (to risk-weighted assets)12.63%12.70%
Common equity Tier 1 capital (to risk-weighted assets)11.81%11.96%
Asset Quality Ratios:
Allowance for credit losses as a percent of total loans0.88%0.81%
Allowance for credit losses as a percent of non-performing loans206.56%194.31%
Net charge-offs to average outstanding loans(0.24)%(0.21)%
Non-performing loans as a percent of total loans0.42%0.41%
Non-performing assets as a percent of total assets0.33%0.32%
Other Data:
Book value per common share$ 10.98$ 10.27
Number of offices1516
Column 1Column 2
(1)Represents net income divided by average total assets.
Column 1Column 2
(2)Represents net income divided by average equity.
Column 1Column 2
(3)Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost on average interest-bearing liabilities.
Column 1Column 2
(4)Represents net interest income as a percent of average interest-earning assets.
Column 1Column 2
(5)Represents non-interest expense divided by the sum of net interest income and non-interest income.
Column 1Column 2
(6)Represents average equity divided by average total assets.
Column 1Column 2
(7)Capital ratios are for Rhinebeck Bank only. Rhinebeck Bancorp, Inc. is not subject to the minimum consolidated capital requirements as a small bank holding company with assets less than $3.0 billion.

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

Total Assets.  Total assets were $1.26 billion at December 31, 2024, representing a decrease of $57.4 million, or 4.4%, compared to $1.31 billion at December 31, 2023. The decrease was primarily due to decreases in: (i) net loans receivable of $37.1 million, or 3.7%, (ii) available for sale securities of $32.0 million, or 16.7%, (iii) premises and equipment of $3.5 million, or 19.7%, (iv) Federal Home Loan Bank stock of $2.5 million, or 39.2%, and (v) deferred tax assets of $1.8 million, or 18.3%. The decrease in total assets was partially offset by an increase in cash and cash equivalents of $15.4 million, or 69.4%, and an increase in other assets of $4.3 million, or 22.4%

Cash and Cash Equivalents.  Cash and cash equivalents grew by $15.4 million, or 69.4%, to $37.5 million as of December 31, 2024, compared to $22.1 million at December 31, 2023. This increase was mainly driven by higher deposits at the Federal Reserve Bank of New York and the Federal Home Loan Bank of New York, as cash was generated from proceeds from maturing loans and securities sales.

Investment Securities Available for Sale.  Investment securities available for sale decreased $32.0 million, or 16.7%, to $159.9 million at December 31, 2024 from $192.0 million at December 31, 2023. The decrease was due to $75.0 million of sales and $32.1 million of paydowns and maturities, partially offset by purchases of $71.4 million and an unrealized holding gain of $3.7 million. The change in the securities portfolio reflected a balance sheet restructuring in which the Company sold lower-yielding securities and reinvested the proceeds in higher-yielding securities with a shorter duration. In September 2024, the Bank sold $58.6 million of available-for-sale securities. The proceeds from these sales were reinvested into new securities offering yields that were 3.11% higher than those of the securities sold. In December 2024, the Bank sold an additional $16.4 million of available-for-sale securities. The proceeds from these sales were reinvested into new securities offering yields that were 3.06% higher than those of the securities sold. The Company recognized a one-time pre-tax loss of $16.0 million as a result of these transactions.

Net Loans.  Net loans receivable were $971.8 million at December 31, 2024, a decrease of $37.1 million, or 3.7%, as compared to $1.01 billion at December 31, 2023. The decrease was primarily due to a decrease in indirect automobile loans of $98.6 million, or 25.0%, reflecting a strategic decision to decrease that loan portfolio as a percentage of the balance sheet. At December 31, 2024, indirect automobile loans were 23.5% of assets, compared to 30.0% at December 31, 2023. Partially offsetting the decrease in automobile loans were increases in commercial real estate loans of $54.5 million, or 12.7%, and residential real estate loans of $9.4 million, or 12.2%. The increase in commercial real estate loans was primarily due to the closing of three large loans secured by a retail shopping center and two hotels totaling $26.9 million. The increase in residential real estate loans reflected the strategic decision to hold new production in our portfolio instead of selling these loans.

Allowance for Credit Losses. During the year, the allowance for credit losses increased $415,000, or 5.1%, reflecting an increase of expected losses in our loan portfolio. Non-accrual loans decreased $47,000, or 1.1%, to $4.1 million at December 31, 2024 from $4.2 million at December 31, 2023. Non-performing assets decreased $72,000, or 1.7%. Non-performing assets included $25,000 in other real estate owned as of December 31, 2023. The Company had no other real estate owned as of December 31, 2024. Past due loans decreased $2.5 million, or 12.8%, between December 31, 2023 and December 31, 2024, finishing at $16.7 million, or 1.7%, of total loans, down from $19.2 million, or 1.9%, of total loans at year-end 2023. The decrease was most notable in non-residential commercial real-estate, as a few large loans were brought current and one loan was paid off. Our allowance for credit losses was 0.88% of total loans and 206.56% of non-performing loans at December 31, 2024 as compared to 0.81% of total loans and 194.31% of non-performing loans at December 31, 2023.

Federal Home Loan Bank Stock. FHLB stock decreased $2.6 million, or 39.2%, to $4.0 million at December 31, 2024, from $6.5 million at December 31, 2023, primarily due to a reduction in additional shares required to support borrowing activity as advances from the FHLB decreased.

Premises and Equipment. Premises and equipment decreased $3.5 million, or 19.7%, as our former Beacon, New York branch office was closed, and the property sold during the first quarter of 2024 for $2.9 million.

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Total Liabilities.  Total liabilities decreased $65.6 million, or 5.5%, to $1.13 billion at December 31, 2024 from $1.20 billion at December 31, 2023 primarily due to a decrease in advances from the FHLB of $58.3 million, or 45.5% and a decrease in deposits of $9.7 million, or 0.9%, partially offset by an increase in accrued expenses and other liabilities of $2.3 million, or 8.6%.

Deposits.  Deposits decreased $9.7 million, or 0.9%, to $1.02 billion at December 31, 2024 from $1.03 billion at December 31, 2023. Interest bearing accounts increased $1.9 million, or 0.2%, to $782.7 million while non-interest bearing balances decreased $11.7 million, or 4.7%, finishing the year at $238.1 million. The increase in interest bearing accounts represented an increase in time deposits of $19.6 million, or 6.2%, which was offset by a decrease transaction accounts including NOW, savings and money market accounts of $17.6 million, or 3.8%. The continued growth in time deposits was primarily due to depositors seeking higher interest rates, which contributed to the decrease in non-interest bearing and lower interest-bearing deposits.

We participate in reciprocal deposit programs, obtained through the Certificate Deposit Account Registry Service (CDARS) and IntraFi Cash Service (ICS) networks, that provide access to FDIC-insured deposit products in aggregate amounts exceeding the current limits for depositors. This allows us to maintain deposits that might otherwise be uninsured. Our reciprocal deposits obtained through the CDARS and ICS networks totaled $25.4 million and $13.5 million, respectively, at December 31, 2024. At December 31, 2023, we had reciprocal deposits obtained through CDARS and ICS networks of $23.4 million and $16.7 million, respectively. We had no brokered deposits at December 31, 2024 and 2023.

Borrowed Funds.  Advances from the FHLB decreased $58.3 million, or 45.5%, from $128.1 million at December 31, 2023 to $69.8 million at December 31, 2024 as proceeds from investment sales were used to pay down debt.

Stockholders’ Equity. Stockholders' equity increased $8.1 million, or 7.2%, to $121.8 million at December 31, 2024. The increase was primarily due to a $16.6 million decrease in accumulated other comprehensive loss reflecting the results of the balance sheet restructuring, which was partially offset by a net loss of $8.6 million. The Company's ratio of average equity to average assets was 9.23% for the year ended December 31, 2024 and 8.19% for the year ended December 31, 2023.

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

Net Income.  Net loss for the year ended December 31, 2024 was $8.6 million, compared to net income of $4.4 million for the year ended December 31, 2023, a decrease of $13.0 million, or 296.1%. Diluted loss per share was $0.80 for the year ended December 31, 2024, compared to diluted earnings per share of $0.40 for the year ended December 31, 2023. The decrease in net income for the year ended December 31, 2024 was primarily due to a balance sheet restructuring, which resulted in a $16.0 million loss on sale of securities. Net income was also impacted by an increase in net interest income, an increase in the provision for credit losses and an increase in non-interest expense. Interest and dividend income increased $3.1 million, or 5.1%, interest expense increased $2.8 million, or 12.5%, and the provision for credit losses increased $1.1 million, or 64.5%. Non-interest income decreased $15.3 million, reflecting the loss on securities, while non-interest expenses increased $419,000, or 1.2%, as compared to 2023. Taxes decreased by $3.5 million due to the 2024 net loss, in contrast to the net income in 2023.

Net Interest Income.  Net interest income increased $266,000, or 0.7%, to $38.2 million for the year ended December 31, 2024, as compared to $38.0 million for the year ended December 31, 2023. The increase was primarily driven by higher yields on interest-earning asset balances, which were partially offset by higher costs on interest-bearing liability balances. The yield on interest earning assets increased 48 basis points to 5.36% in 2024 from 4.88% in 2023, primarily due to the rising interest rate environment in 2024. The costs of interest bearing liabilities increased 43 basis points to 2.87% in 2024 from 2.44% in 2023 driven by increases in general market rates, competitive market forces and a greater percentage of higher-yielding certificates of deposits and FHLB advances. The interest rate spread increased by 5 basis points to 2.49%. The net interest margin was 3.21% for the year ended December 31, 2024 and 3.06% for the year ended December 31, 2023. The ratio of average interest-earning assets to average interest-bearing liabilities decreased 0.9% to 133.68%.

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Interest Income.  Interest income increased $3.1 million, or 5.1%, to $63.8 million for 2024 from $60.7 million for 2023. The increase resulted primarily from increased asset yields, offset by a decrease in the average balance. The average yield on interest-bearing depository accounts increased to 5.29% for 2024 from 5.19% for 2023. The average yield on loans increased to 5.91% for 2024 from 5.47% in 2023. The average yields on investment securities increased to 2.14% for 2024 from 1.91% for 2023. Average interest earning assets decreased $52.2 million from $1.24 billion for the year ended December 31, 2023 to $1.19 billion for the year ended December 31, 2024. The decrease in average interest earning assets during 2024 compared to 2023 included decreases of $19.3 million in average loan balances and $30.8 million in available for sale securities.

Interest Expense.  Interest expense increased $2.8 million, or 12.5%, to $25.5 million for 2024 from $22.7 million for 2023. This was primarily due to a 43 basis point increase in the overall cost of interest bearing liabilities to 2.87% for 2024 from 2.44% for 2023, partially offset by a decrease in average interest bearing liability balances of $38.3 million, or 4.1%, year over year. The average balance of the total interest-bearing deposits decreased by $23.8 million, while the cost increased 52 basis points. The average balance of FHLB advances decreased $13.5 million, while the cost decreased 24 basis points.

Provision for Credit Losses.  The Company records a provision for credit losses, which is recognized in earnings. The Company adopted the CECL model beginning on January 1, 2023, which requires that we make assumptions of credit quality, macroeconomic factors and conditions, and loan composition which are inherently subjective due to the use of estimates that are susceptible to significant revision as more information becomes available or as future events occur. Although we believe that we use the best information available to establish the allowance for credit losses, based on industry standards and historical experience, future additions to the allowance may be necessary, as a result of changes in economic conditions and other factors. In addition, the FDIC and NYSDFS, as an integral part of their examination process, will periodically review our allowance for credit losses. These agencies may require us to recognize adjustments to the allowance, based on their judgments about information available to them at the time of their examination.

The Company recorded a provision for credit losses of $2.8 million for the year ended December 31, 2024, an increase of $1.1 million, or 64.5%, as compared to $1.7 million for the year ended December 31, 2023. Of this $1.1 million increase, $1.1 million is related to the provision for credit losses on loans, while the provision for credit losses on unfunded commitments decreased $43,000. The increase to the provision was primarily attributable to higher charge-offs and updates to assumptions on prepayments and other qualitative and quantitative components in our expected credit loss analysis.

Net charge-offs increased $333,000, or 16.1%, to $2.4 million for the year ended December 31, 2024. The increase was primarily due to a $291,000 commercial real estate loan charged-off in 2024. Net charge-offs on indirect automobile loans remained relatively stable at $1.4 million in both 2024 and 2023. The percentage of overdue account balances to total loans decreased to 1.71% as of December 31, 2024, from 1.90% as of December 31, 2023 and non-performing assets decreased $72,000, or 1.7%, to $4.1 million at December 31, 2024.

Non-Interest Income. Non-interest loss totaled $9.5 million for the year ended December 31, 2024, a decrease of $15.3 million, from non-interest income of $5.8 million in 2023, due primarily to the $16.0 million loss on sale of investment securities resulting from the previously mentioned balance sheet restructuring. The Company recorded an increase of $368,000, or 31.6%, in investment advisory income resulting from the improved market and economic conditions, an increase of $192,000 related to gains on life insurance, an increase of $122,000, or 4.2%, in service charges on deposit accounts, an increase of $86,000, or 12.9%, in the cash surrender value of life insurance, and an increase in the gain on sales of loans of $42,000, partially offset by a decrease of $64,000 on the disposal of premises and equipment.

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Non-Interest Expense. Non-interest expense totaled $36.8 million for the year ended December 31, 2024, an increase of $419,000, or 1.2%, over 2023. The increase was primarily due to a $913,000 increase in salaries and benefits primarily due to higher production commissions and higher medical insurance costs, an increase of $33,000 in marketing expense and a $26,000 increase in data processing costs. These increases were partially offset by the $375,000 write-down of the Beacon, New York branch in the fourth quarter of 2023, which was sold in the first quarter of 2024. FDIC deposit insurance and other insurance decreased $127,000, or 10.3%, primarily due to a decreased assessment rate while other non-interest expense decreased $61,000 primarily due to decreased lending expenses.

Income Taxes.  Income tax provision decreased by $3.5 million, or 290.1%, to a net benefit of $2.3 million for the year ended December 31, 2024 as compared to an expense of $1.2 million for the year ended December 31, 2023, primarily due to a pre-tax net loss recorded in 2024. Our effective tax rate for the year ended December 31, 2024 was 21.18% compared to 21.71% in 2023. The statutory tax rate was impacted by the benefits derived mainly from tax-exempt bond income and income received on the bank owned life insurance to arrive at the effective tax rate.

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Average Balance Sheets for the Years Ended December 31, 2024 and 2023

The following tables set forth average balance sheets, 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. The yields set forth below include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income. Loan balances include loans held for sale. Deferred loan fees included in interest income totaled $60,000 and $67,000 for the years ended December 31, 2024 and 2023, respectively.

For the Year Ended December 31,
20242023
AverageInterest andAverageInterest and
BalanceDividendsYield/CostBalanceDividendsYield/Cost
(Dollars in thousands)
Assets:
Interest bearing depository accounts$21,042$1,1135.29%$22,612$1,1735.19%
Loans(1)987,21258,3715.91%1,006,50655,0775.47%
Available for sale securities177,2143,7992.14%208,0583,9641.91%
Other interest-earning assets4,68947510.13%5,2234458.52%
Total interest-earning assets1,190,15763,7585.36%1,242,39960,6594.88%
Non-interest-earning assets88,22190,389
Total assets$1,278,378$1,332,788
Liabilities and equity:
NOW accounts$124,061$1750.14%$138,515$1920.14%
Money market accounts187,6154,9712.65%232,6666,1542.64%
Savings accounts141,1895110.36%161,8125860.36%
Certificates of deposit339,13315,5284.58%282,83810,5743.74%
Total interest-bearing deposits791,99821,1852.67%815,83117,5062.15%
Escrow accounts9,2101081.17%10,0321111.11%
Federal Home Loan Bank advances82,9153,7874.57%96,4094,6344.81%
Subordinated debt5,1553907.57%5,1553817.39%
Other interest-bearing liabilities1,043575.47%1,146625.41%
Total other interest-bearing liabilities98,3234,3424.42%112,7425,1884.60%
Total interest-bearing liabilities890,32125,5272.87%928,57322,6942.44%
Non-interest-bearing deposits242,603268,103
Other non-interest-bearing liabilities27,51526,972
Total liabilities1,160,4391,223,648
Total stockholders’ equity117,939109,140
Total liabilities and stockholders’ equity$1,278,378$1,332,788
Net interest income$38,231$37,965
Interest rate spread2.49%2.44%
Net interest margin(2)3.21%3.06%
Average interest-earning assets to average interest-bearing liabilities133.68%133.80%
Column 1Column 2
(1)Non-accruing loans are included in the outstanding loan balance.
Column 1Column 2
(2)Represents the difference between interest earned and interest paid, divided by average total interest earning assets.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the years 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 net column represents the sum of the prior 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. The Company does not have any excludable out-of-period items or adjustments.

Year Ended December 31, 2024
Compared to Year Ended
December 31, 2023
Increase (Decrease)
Due to
VolumeRateNet
Interest income:
Interest bearing depository accounts$(83)$23$(60)
Loans receivable(1,072)4,3663,294
Available for sale securities(627)463(164)
Other interest-earning assets(48)7729
Total interest-earning assets(1,830)4,9293,099
Interest expense:
Deposits(524)4,2043,680
Escrow accounts(9)6(3)
Federal Home Loan Bank advances(625)(223)(848)
Subordinated debt99
Other interest-bearing liabilities(6)1(5)
Total interest-bearing liabilities(1,164)3,9972,833
Net (decrease) increase in net interest income$(666)$932$266

In 2024, net interest income increased by $266,000 driven by a $932,000 gain from improved rates, despite a $666,000 loss from declining volumes. Interest income rose by $3.1 million, with rate increases in loans receivable and securities offsetting volume losses. Interest expenses increased by $2.8 million due to higher deposit rates, despite volume declines in deposits and Federal Home Loan Bank advances. Rate improvements were the primary driver of the overall positive impact, outweighing the negative effects of reduced volumes. The net interest rate spread increased 5 basis points to 2.49% for the year ended December 31, 2024 as compared to 2.44% for the year ended December 31, 2023.  Net interest margin increased 15 basis points to 3.21% for 2024 from 3.06% for 2023.

Management of Market Risk

General.  The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, the Board of Directors maintains a management-level Asset/Liability Management Committee (the “ALCO”), which takes initial responsibility for reviewing the asset/liability management process and related procedures, establishing and monitoring reporting systems and ascertaining that established asset/liability strategies are being maintained. On at least a quarterly basis, the ALCO reviews and reports asset/liability management outcomes with the Board of Directors. This committee also implements any changes in strategies and reviews the performance of any specific asset/liability management actions that have been implemented.

We try to manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating loans with adjustable interest rates, holding more residential mortgage loans in our portfolio, promoting core deposit products and managing the interest rates and maturities of funding sources, as favorably as possible. By following these strategies, we believe that we can be better positioned to react to changes in market interest rates.

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Net Economic Value Simulation.  We analyze our sensitivity to changes in interest rates through a net economic value of equity (“EVE”) model. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. We estimate what our EVE would be at a specific date. We then calculate what the EVE would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate EVE under the assumptions that interest rates increase 100 to 400 basis points from current market rates and that interest rates decrease from 100 to 400 basis points from current market rates.

The following table presents the estimated changes in our EVE that would result from changes in market interest rates at December 31, 2024. All estimated changes presented in the table are within the policy limits approved by our Board of Directors.

Net Economic Value as a
Net Economic ValuePercentage of Assets
DollarDollarPercentEVEPercent
Basis Point Change in Interest RatesAmountChangeChangeRatioChange
(Dollars in thousands)
400$133,642$(39,731)(22.9)%11.64%(16.80)%
300143,022(30,351)(17.5)%12.24%(12.56)%
200152,913(20,460)(11.8)%12.84%(8.25)%
100163,272(10,101)(5.8)%13.44%(3.94)%
0173,373%13.99%%
(100)174,1427690.4%13.79%(1.49)%
(200)169,738(3,635)(2.1)%13.19%(5.75)%
(300)157,999(15,374)(8.9)%12.06%(13.81)%
(400)138,693(34,680)(20.0)%10.39%(25.78)%

The table above shows that in the event of an instantaneous 200 basis point increase in interest rates, our EVE would decrease by 11.8%; and in the event of an instantaneous 200 basis point decrease in interest rates, our EVE would decrease by 2.1%. Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The table above assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and will differ from actual results.

Liquidity Management

We maintain liquid assets at levels we consider adequate to meet both our short-term and long-term liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings and to fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.

Our primary sources of liquidity are deposits, amortization and prepayment of loans and mortgage-backed securities, maturities of investment securities and other short-term investments, and earnings and funds provided from operations, as well as access to FHLB advances and other borrowings. While scheduled principal repayments on loans and mortgage-backed securities are a relatively predictable source of funds, deposit flows, loan sales and prepayments are greatly influenced by market interest rates, economic conditions, interest rate risk management and rates offered by our competition. We set the interest rates on our deposits in an attempt to maintain a desired level of total deposits.

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As reported in the Consolidated Statements of Cash Flows, our cash flows are classified for financial reporting purposes as operating, investing, or financing cash flows. Net cash provided by operating activities was $8.5 million and $7.0 million for the years ended December 31, 2024 and 2023, respectively. These amounts differ from our net income because of certain cash receipts and disbursements that did not affect net income for the respective periods. Net cash provided by investing activities was $74.7 million in 2024 as compared to $14.7 million in 2023. Net cash provided by investing activities principally reflects our investment security and loan activities in the respective periods. Net cash inflows of $33.4 million for a decrease in loans was the primary contributor to the cash provided by investing activities for the year ended December 31, 2024, as loans increased $16.2 million in 2023. Deposit and borrowing cash flows have traditionally comprised most of our financing activities, which resulted in a net cash outflow $67.9 million in the year ended December 31, 2024, as compared to $31.0 million in fiscal year 2023.

At December 31, 2024, we had the following main sources of availability of liquid funds and borrowings:

(In thousands)Total
Available liquid funds:
Cash and cash equivalents$37,484
Unencumbered securities64,002
Availability of borrowings:
Zions Bank line of credit10,000
Pacific Coast Bankers Bank line of credit50,000
FHLB secured line of credit236,637
FRB secured line of credit215,573
Total available sources of funds$613,696

The Bank has access to a preapproved secured line of credit with the FHLB not to exceed $627.3 million at December 31, 2024. Additional funds available under this line are not included in the table above as we do not consider it to be as readily accessible as the funds above.

The following table summarizes our main contractual obligations and other commitments to make future payments as of December 31, 2024. The amount of the obligations presented in the table reflect principal amounts only and exclude the amount of interest we are obligated to pay. Also excluded from the table are a number of obligations to be settled in cash. These excluded items are reflected in our consolidated balance sheet and include deposits with no stated maturity, trade payables, and accrued interest payable.

December 31, 2024
(In thousands)TotalOne Year or LessAfter One but within Five YearsAfter 5 Years
Payments Due:
Federal Home Loan Bank advances$69,773$46,450$23,323$
Operating lease agreements10,4437572,8726,814
Subordinated debt5,1555,155
Time deposits with stated maturity dates337,639288,30349,336
Total contractual obligations$423,010$335,510$75,531$11,969

Off-Balance Sheet Arrangements.  In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles (“GAAP”) are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For information about our loan commitments, letters of credit and unused lines of credit, see Note 11 to the Consolidated Financial Statements. For 2024, we did not engage in any off-balance-sheet transactions other than loan origination commitments and standby letters of credit in the normal course of our lending activities.

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Impact of Inflation and Changing Prices

The financial statements and related notes of the Company have been prepared in accordance with United States GAAP. GAAP generally requires the measurement of financial position and operating results in terms of historical dollars without consideration for changes in the relative purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of our operations. Unlike industrial companies, our assets and liabilities are primarily monetary in nature. As a result, changes in market interest rates have a greater impact on performance than the effects of inflation.

FY 2023 10-K MD&A

SEC filing source: 0001751783-24-000009.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-03-26. Report date: 2023-12-31.

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

This discussion and analysis reflects information contained in 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 from the audited consolidated financial statements contained within this 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. The allowance for credit losses is a valuation allowance for the estimated lifetime credit losses. The allowance for credit losses is increased through charges to the provision for credit losses. 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 service charges on deposit accounts, investment advisory income and net gains in the cash surrender value of bank owned life insurance and other income.

Non-Interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing, professional fees, marketing expenses, premium payments we make to the FDIC for insurance of our deposits and other general and administrative 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.

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Business Strategy

Based on an extensive review of the current opportunities in our primary market area as well as our resources and capabilities, we are pursuing the following business strategies:

Column 1Column 2Column 3
Maintain our indirect automobile loan portfolio while limiting growth. We originate automobile loans through a network of 120 automobile dealerships (85 in the Hudson Valley region and 35 in Albany, New York). In 2023, we slowed the growth of our indirect automobile loan portfolio by decreasing loan originations through increased pricing and limiting risk selections. Our indirect automobile loan portfolio totaled $394.2 million, or 39.1% of our total loan portfolio and 30.0% of total assets, at December 31, 2023 as compared to $457.2 million, or 46.2% of our total loan portfolio and 34.2% of total assets, at December 31, 2022. In addition, our direct automobile portfolio totaled $7.0 million at December 31, 2023. Current management’s risk appetite limits our total indirect automobile loan portfolio to 45% of total assets.
Column 1Column 2Column 3
Focus on commercial real estate, multi-family real estate and commercial business lending. We believe that commercial real estate, multi-family real estate and commercial business lending offer opportunities to invest in our community, increase the overall yield earned on our loan portfolio and manage interest rate risk. We intend to continue to increase our originations of these types of loans in our primary market area and may consider hiring additional lenders as well as originating loans secured by properties located in areas that are contiguous to our current market area. We also occasionally participate in commercial real estate loans originated in areas in which we do not have a market presence. The purchase of loan pools may be considered in the event our organic loan production does not meet our expectations.
Column 1Column 2Column 3
Increase core deposits, including demand deposits. Deposits are our primary source of funds for lending and investment. Our intention to expand our core deposits (which we define as all deposits except for certificates of deposit), was upended in 2023 with the rising interest rates as depositors sought higher rates causing our certificates of deposit to increase and our core deposits to decrease. Deposits were also impacted as some depositors withdrew funds in reaction to the highly publicized bank failures in the first quarter of 2023 in a perceived flight to safety; and as competition for deposits increased. Core deposits, which we define as all non time deposits, represented 69.1% of our total deposits at December 31, 2023 compared to 80.9% at December 31, 2022. We will focus on increasing our core deposits by increasing operating accounts related to commercial lending activities and enhancing our relationships with our retail customers through the introduction of new deposit products.
Column 1Column 2Column 3
Continue expense control. Management continues to focus on controlling our level of non-interest expense and identifying cost savings opportunities, such as reducing our staffing levels, renegotiating key third-party contracts and reducing other operating expenses. Our non-interest expense was $36.4 million and $37.4 million for the years ended December 31, 2023 and 2022, respectively.
Column 1Column 2Column 3
Manage credit risk to maintain a low level of non-performing assets. We believe that strong asset quality is a key to long-term financial success. Our strategy for credit risk management focuses on an experienced team of credit professionals, well-defined and implemented credit policies and procedures, conservative loan underwriting criteria and active credit monitoring. Our ratio of non-performing loans to total assets was 0.32% at December 31, 2023, which decreased from 0.33% at December 31, 2022.
Column 1Column 2Column 3
Grow the balance sheet. We expect the balance sheet to decrease next year through the rebalancing of our portfolio and then stabilize in 2025. We then intend to again focus on growing the balance sheet. While our focus on developing Orange County remains a strategic priority for the Bank, we decided to close the Monroe branch at year-end 2022. The branch location and sheer number of financial institutions in the market made it difficult to gain any meaningful traction. We believe that the remaining offices, and the Bank overall, will continue to benefit from a large customer base that prefers doing business with a local institution and may be reluctant to do business with larger institutions. By providing our customers with quality service, coupled with a home-town ambience, we expect to return to a period of strong organic growth.

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Critical Accounting Policies

Our most significant accounting policies are described in Note 1 to the consolidated financial statements.  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities, and we consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, or other factors that management believes to be reasonable under the circumstances.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations.

The following accounting policies materially affect our reported earnings and financial condition and require significant judgments and estimates.

Allowance for Credit Losses

The allowance for credit losses is an estimate of current expected credit losses considering available information relevant to assessing collectability of cash flows over the contractual term of the financial assets necessary to cover lifetime expected credit losses inherent in financial assets at the balance sheet date. The methodology for determining the allowance for credit losses is considered a critical accounting policy by management because of the high degree of judgment involved, the subjectivity of the assumptions used, and the potential for changes in the forecasted economic environment that could result in changes to the amount of the recorded allowance for credit losses. The loan portfolio also represents the largest asset type on the Company’s Consolidated Statements of Financial Condition.

The Company adopted ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments effective January 1, 2023. The new accounting rule required the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Based on the Company’s portfolio balances and forecasted economic conditions as of December 31, 2022, the adoption of the CECL standard resulted in an increase in the reserves for loans of $580,000, and brought the allowance for credit losses on loans to $8.5 million at January 1, 2023, as compared to the Company’s December 31, 2022 reserve of $7.9 million.

Our methodology for estimating lifetime expected credit losses for our loan portfolios include the following key components:

Column 1Column 2Column 3
a.Segmentation of loans into pools that share common risk characteristics;
Column 1Column 2Column 3
b.An economic forecast based on the relation of losses with key economic variables for each portfolio segment;
Column 1Column 2Column 3
c.Reversion period to historical loss experience using a straight-line method;
Column 1Column 2Column 3
d.Inclusion of qualitative adjustments to consider factors that have not been accounted for, may be changing, or are, by evidence, expected to change;
Column 1Column 2Column 3
e.Discounted cash flow methodologies to measure credit impairment on each of our loan portfolio segments;
Column 1Column 2Column 3
f.Credit losses for loans that do not share similar risk characteristics are estimated on an individual basis. The lifetime losses for individually measured loans are estimated based on one of several methods, including the estimated fair value of the underlying collateral, observable market value of similar debt or the present value of expected cash flows; and
Column 1Column 2Column 3
g.The estimation methodologies for credit losses on unfunded lending-related commitments are similar to the process for estimating credit losses for loans, although with the addition of a probability of draw estimate that is applied to each loan portfolio segment.

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The following table shows the impact of adoption on the allowance for credit losses on loans:

As reported under ASU 2016-13 on January 1, 2023As reported prior to ASU 2016-13 on December 31, 2022Impact of adoption
(In thousands)
Commercial real estate:
Construction$$$
Non-residential$1,885$2,652$(767)
Multifamily$286$379$(93)
Residential real estate$157$103$54
Commercial and industrial$498$881$(383)
Consumer:
Indirect automobile$5,578$3,868$1,710
Home equity$31$18$13
Other consumer$88$42$46
Total$8,523$7,943$580

The Company’s allowance for credit losses for loans totaled $8.1 million and $8.5 million as of December 31, 2023 and January 1, 2023, respectively. The $400,000 decrease in our allowance for credit losses for loans was primarily driven by a decrease in our collectively evaluated loans, partially offset by an increase in the allowance for credit losses on individually analyzed loans.

The quantitative component of our allowance for credit losses on collectively evaluated loans, which is largely based on a selection of various economic forecasts, decreased by $506,000 as of December 31, 2023, when compared to January 1, 2023. The decrease was primarily attributable to decreased loan balances of indirect automobile loans and an update to the Loss Driver Analysis that had a favorable impact on the Consumer Loan probability of default (“PD”) and loss given default (“LGD”) factors in the CECL model. The qualitative component of our allowance for credit losses (“ACL”), which is largely based on management’s judgment of qualitative loss factors, was relatively unchanged during the first half of 2023, but was adjusted in the second half to account for anticipated increases in delinquencies and net charge-offs. Automobile loans are experiencing increased delinquencies and net charge-offs are forecast to grow so moderate qualitative adjustments were made to account for those factors. Recently, prolonged inflation and higher interest rates are forecast to have an adverse effect on both consumers and businesses so qualitative adjustments were made to account for those negative factors.

The following table shows the change in collectively evaluated loans between January 1, 2023 and December 31, 2023:

As reported under ASU 2016-13 on January 1, 2023As reported under ASU 2016-13 on December 31, 2023Increase/(Decrease)
(In thousands)
Commercial real estate:
Construction$$$
Non-residential$1,885$2,313$428
Multifamily$286$387$101
Residential real estate$157$346$189
Commercial and industrial$496$574$78
Consumer:
Indirect automobile$5,471$4,182$(1,289)
Home equity$31$48$17
Other consumer$88$58$(30)
Total$8,414$7,908$(506)

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The Company’s allowance for credit losses for collectively evaluated loans totaled $8.4 million as of January 1, 2023, which included nearly $5.5 million of allowance related to indirect automobile loans. Included in that allowance related to the indirect automobile loans was $386 thousand attributable to qualitative loss factors. In comparison, the Company’s allowance related to indirect automobile loans totaled $4.2 million as of December 31, 2023, a reduction of nearly $1.3 million from January 1, 2023. The allowance amount attributed to qualitative adjustments at year end for indirect automobile loans was $1.3 million, an increase of approximately $900,000 from January 1, 2023. As previously mentioned, actual as well as forecasted increases in delinquencies and net charge-offs for automobile loans drove management’s increase in qualitative loss factors.

Our allowance for credit losses for individually analyzed loans is determined on an individual basis using the fair value of the collateral, less estimated selling costs, as applicable. As of December 31, 2023, the Company’s allowance for credit losses on individually analyzed loans increased $106,000 from January 1, 2023. This increase was primarily due to the increase of individually analyzed indirect automobile loans.

As noted above, we consider a number of variables in our evaluation of the adequacy of the allowance for credit losses. One of the most significant variables being portfolio growth, evaluated for the changing historical loss trends within the specific business segments. As of December 31, 2023, $150,000 of our allowance for credit losses reflected the specific risk relative to portfolio growth trends. Based on our model, if all segments of the portfolio grew by an additional 5% on a year-over-year basis, our allowance for credit losses as of December 31, 2023, would have increased by $394,000 to $8.5 million, holding all other variables constant. Conversely, if all segment balances of our loan portfolio had fallen by 5% during the year ended December 31, 2023, our allowance for credit losses would have decreased by $394,000 to $7.7 million, holding all other variables constant.

Another variable in our evaluation of the allowance for credit losses is the forecasted unemployment rate sourced from the FOMC Summary of Economic Projections for the Civilian Unemployment Rate, Median (Percent). A hypothetical increase of 250 basis points in the unemployment rate would have increased our allowance by $85,000, holding all other variables constant.

The above hypothetical sensitivity calculations reflect the sensitivity of the allowance but lacks other qualitative adjustments that are part of the quarterly reserving process. As such, this does not necessarily reflect the nature and extent of future changes in the allowance for reasons including increases or decreases in qualitative adjustments, changes in the risk profile, changes in the severity of the macroeconomic scenario and the range of scenarios under management consideration.

Goodwill and Intangible Assets

The assets (including identifiable intangible assets) and liabilities acquired in a business combination are recorded at fair value at the date of acquisition. Goodwill is recognized as the excess of the acquisition cost over the fair values of the net assets acquired and is not subsequently amortized. Identifiable intangible assets include customer lists and core deposit intangibles and are being amortized on a straight-line basis over their estimated lives. Goodwill is not amortized, but it is tested at least annually, or more frequently if indicators of impairment are present.

Management evaluated goodwill as of October 1, 2023, utilizing various methods including an income approach that incorporated a discounted cash flow model that involved management assumptions based upon future growth and earnings projections. A weighted average of the various methods was calculated to determine the estimated fair value of the reporting unit. The estimated fair value of the reporting unit was then compared to the current carrying value to determine if impairment had occurred. It is our opinion that, as of the measurement date, the aggregate fair value of the reporting unit exceeded the carrying value of the reporting unit. Therefore, management concluded that goodwill was not impaired. Although we believe our assumptions are reasonable, actual results may vary significantly and it is impossible to know the future impact of evolving economic conditions. If for any future period it is determined that there has been impairment in the carrying value of our goodwill balances, the Company will record a charge to earnings, which could have a material adverse effect on net income, but not risk based capital ratios.

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Income Taxes

We are subject to the income tax laws of the United States, New York State, and the municipalities in which we operate.  These tax laws are complex and subject to different interpretations by the taxpayer and the relevant government taxing authorities.  We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  See Note 8 to the Consolidated Financial Statements for a further description of our provision and related income tax assets and liabilities.

In establishing a provision for income tax expense, we must make judgments and interpretations about the application of these inherently complex tax laws.  We must also make estimates about when in the future certain items will affect taxable income.  Disputes over interpretations of the tax laws may be subject to review/adjudication by the court systems of the various tax jurisdictions or may be settled with the taxing authority upon examination or audit.

If current available information raises doubt as to the realization of the deferred tax assets, a valuation allowance is established. We consider the determination of this valuation allowance to be a critical accounting policy because of the need to exercise significant judgment in evaluating the amount and timing of recognition of deferred tax liabilities and assets, including projections of future taxable income. These judgments and estimates are reviewed on a continual basis as regulatory and business factors change.

A valuation allowance for deferred tax assets may be required if the amount of taxes recoverable through loss carryback declines, or if we project lower levels of future taxable income. Such a valuation allowance would be established through a charge to income tax expense which would adversely affect our operating results.

Although management believes that the judgments and estimates used are reasonable, actual results could differ and we may be exposed to losses or gains that could be material.   An unfavorable tax settlement would result in an increase in our effective income tax rate in the period of resolution.  A favorable tax settlement would result in a reduction in our effective income tax rate in the period of resolution.

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Selected Financial Data

The following selected consolidated financial data sets forth certain financial highlights of the Company and should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K for 2023 and 2022.

At December 31,
20232022
(In thousands)
Selected Financial Condition Data:
Total assets$1,313,202$1,335,977
Cash and cash equivalents22,12931,384
Securities available-for-sale191,985223,659
Loans receivable, net1,008,851994,368
Bank owned life insurance30,03129,794
Goodwill and other intangibles2,4812,569
Total liabilities1,199,5171,227,845
Deposits1,030,5031,129,933
Federal Home Loan Bank advances128,06457,723
Subordinated debt5,1555,155
Total stockholders’ equity$113,685$108,132

For the Year Ended December 31,
20232022
(In thousands, except per share data)
Selected Operating Data:
Interest and dividend income$60,659$48,592
Interest expense22,6946,756
Net interest income37,96541,836
Provision for credit losses1,7021,414
Net interest income after provision for credit losses36,26340,422
Non-interest income5,7805,896
Non-interest expense36,42937,422
Income before income tax expense5,6148,896
Income tax expense1,2191,899
Net income$4,395$6,997
Earnings per share (diluted)$0.40$0.64

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At or For the Year Ended December 31,
20232022
Performance Ratios:
Return on average assets(1)0.33%0.54%
Return on average equity(2)4.03%6.06%
Interest rate spread(3)2.44%3.22%
Net interest margin(4)3.06%3.45%
Efficiency ratio(5)83.28%78.40%
Average interest-earning assets to average interest-bearing liabilities133.80%142.18%
Total gross loans to total assets76.80%74.14%
Equity to assets(6)8.19%8.91%
Capital Ratios(7):
Tier 1 capital (to adjusted total assets)10.10%9.75%
Tier I capital (to risk-weighted assets)11.96%11.55%
Total capital (to risk-weighted assets)12.70%12.25%
Common equity Tier 1 capital (to risk-weighted assets)11.96%11.55%
Asset Quality Ratios:
Allowance for credit losses as a percent of total loans0.81%0.80%
Allowance for credit losses as a percent of non-performing loans194.31%179.54%
Net charge-offs to average outstanding loans(0.21)%(0.11)%
Non-performing loans as a percent of total loans0.41%0.45%
Non-performing assets as a percent of total assets0.32%0.33%
Other Data:
Book value per common share$ 10.27$ 9.58
Tangible book value per common share(8)$ 10.04$ 9.35
Number of offices1617
Number of full-time equivalent employees171190
Column 1Column 2
(1)Represents net income divided by average total assets.
Column 1Column 2
(2)Represents net income divided by average equity.
Column 1Column 2
(3)Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost on average interest-bearing liabilities.
Column 1Column 2
(4)Represents net interest income as a percent of average interest-earning assets.
Column 1Column 2
(5)Represents non-interest expense divided by the sum of net interest income and non-interest income.
Column 1Column 2
(6)Represents average equity divided by average total assets.
Column 1Column 2
(7)Capital ratios are for Rhinebeck Bank only. Rhinebeck Bancorp, Inc. is not subject to the minimum consolidated capital requirements as a small bank holding company with assets less than $3.0 billion.
Column 1Column 2
(8)Represents a non-Generally Accepted Accounting Principles (“GAAP”) financial measure, see table below for a reconciliation of the non-GAAP financial measures.

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NON-GAAP FINANCIAL INFORMATION

This Report contains financial information determined by methods other than in accordance with GAAP. Such non-GAAP financial information includes the following measure: “tangible book value per common share.” Management uses this non-GAAP measure because we believe that it may provide useful supplemental information for evaluating our operations and performance, as well as in managing and evaluating our business and in discussions about our operations and performance. Management believes this non-GAAP measure may also provide users of our financial information with a meaningful measure for assessing our financial results, as well as a comparison to financial results for prior periods. This non-GAAP measure should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP and are not necessarily comparable to other similarly titled measures used by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable measures as reported in accordance with GAAP are included below.

December 31,
(In thousands, except per share amounts)20232022
Book value per common share reconciliation
Total shareholders' equity (book value) (GAAP)$113,685$108,132
Total shares outstanding11,07311,285
Book value per common share$10.27$9.58
Total common equity
Total shareholders' equity (book value) (GAAP)$113,685$108,132
Goodwill(2,235)(2,235)
Intangible assets, net(246)(334)
Tangible common equity (non-GAAP)$111,204$105,563
Tangible book value per common share
Tangible common equity (non-GAAP)$111,204$105,563
Total shares outstanding11,07311,285
Tangible book value per common share (non-GAAP)$10.04$9.35

Comparison of Financial Condition at December 31, 2023 and December 31, 2022

Total Assets.  Total assets were $1.313 billion at December 31, 2023, representing a decrease of $22.8 million, or 1.7%, compared to $1.336 billion at December 31, 2022. The decrease was primarily due to a decrease in available for sale securities of $31.7 million, or 14.2%, a decrease in cash and cash equivalents of $9.3 million, or 29.5%, and a decrease in premises and equipment of $1.2 million, or 6.2%, partially offset by an increase in net loans receivable of $14.5 million, or 1.5%, and an increase in Federal Home Loan Bank stock of $3.3 million, or 99.9%.

Cash and Cash Equivalents.  Cash and cash equivalents decreased $9.3 million, or 29.5%, to $22.1 million at December 31, 2023 from $31.4 million at December 31, 2022, primarily due to a decrease in deposits held at the Federal Reserve Bank of New York and the Federal Home Loan Bank of New York, as cash was used to help cover deposit outflows.

Investment Securities Available for Sale.  Investment securities available for sale decreased $31.7 million, or 14.2%, to $192.0 million at December 31, 2023 from $223.7 million at December 31, 2022. The decrease was primarily due to $34.1 million of paydowns and maturities, the proceeds of which were used to help offset deposit outflows. The decrease was partially offset by a decrease in unrealized loss on available for sale securities of $2.7 million.

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Net Loans.  Net loans receivable were $1.009 billion at December 31, 2023, an increase of $14.5 million, or 1.5%, as compared to $994.4 million at December 31, 2022. The increase was primarily due to increases of $57.5 million, or 15.5%, in commercial real estate loans and $23.5 million, or 43.8%, in residential real estate loans, while indirect automobile loans decreased $63.0 million, or 13.8%. The increase in commercial real estate loans was primarily due to the closing of three large loans totaling $28.7 million, secured by an auto dealership, a retail shopping center and a self-storage facility. The increase in residential real estate loans reflected the strategic decision to hold new production in our portfolio instead of selling these loans. The decrease in our indirect automobile portfolio was also due to a strategic decision to decrease that loan portfolio as a percentage of our balance sheet.

Allowance for Credit Losses. During the year, the allowance for credit losses increased $181,000, or 2.3%, reflecting an increase of expected losses in our loan portfolio. Non-accrual loans decreased $243,000, or 5.5%, to $4.2 million at December 31, 2023 from $4.4 million at December 31, 2022. Non-performing assets decreased $218,000, or 4.9%. Non-performing assets included $25,000 in other real estate owned as of December 31, 2023. The Company had no other real estate owned as of December 31, 2022. Past due loans decreased $3.5 million, or 15.6%, between December 31, 2022 and December 31, 2023, finishing at $19.2 million, or 1.90%, of total loans, down from $22.7 million, or 2.29%, of total loans at year-end 2022. Our allowance for credit losses was 0.81% of total loans and 194.31% of non-performing loans at December 31, 2023 as compared to 0.80% of total loans and 179.54% of non-performing loans at December 31, 2022.

Federal Home Loan Bank Stock. FHLB stock increased $3.3 million, or 99.9%, to $6.5 million at December 31, 2023, from $3.3 million at December 31, 2022, primarily due to the required purchase of additional shares to support additional borrowing activity.

Premises and Equipment. Premises and equipment decreased $1.2 million, or 6.2%, as overall purchases decreased substantially year-over-year as the Company significantly invested in on-line banking software in 2022. The Company also entered into an agreement for the property sale of our Beacon branch in Wappingers Falls, NY, resulting in an impairment charge of $375,000.

Total Liabilities.  Total liabilities decreased $28.3 million, or 2.3%, to $1.200 billion at December 31, 2023 from $1.228 billion at December 31, 2022 due to a decrease in deposits of $99.4 million, or 8.8%, partially offset by an increase in advances from the FHLB of $70.3 million, or 121.9%, to help offset deposit outflows.

Deposits.  Deposits decreased $99.4 million, or 8.8%, to $1.031 billion at December 31, 2023 from $1.130 billion at December 31, 2022. Interest bearing accounts decreased $65.7 million, or 7.8%, to $780.7 million while non-interest bearing balances decreased $33.8 million, or 11.9%, finishing the year at $249.8 million. Of the interest bearing accounts, transaction accounts including NOW, savings and money market accounts decreased $167.3 million, or 26.6%, which was partially offset by an increase in time deposits of $101.7 million, or 47.0%. The continued growth in time deposits was primarily due to depositors seeking higher interest rates, which contributed to the decrease in non-interest bearing and lower interest-bearing deposits. Deposits were also impacted as some depositors withdrew funds in reaction to the highly publicized bank failures in the first quarter of 2023 and as subsequent competition for deposits increased.

We participate in reciprocal deposit programs, obtained through the Certificate Deposit Account Registry Service (CDARS) and IntraFi Cash Service (ICS) networks, that provide access to FDIC-insured deposit products in aggregate amounts exceeding the current limits for depositors. This allows us to maintain deposits that might otherwise be uninsured. Our reciprocal deposits obtained through the CDARS and ICS networks totaled $23.4 million and $16.7 million, respectively, at December 31, 2023. At December 31, 2022, we had reciprocal deposits obtained through CDARS of $10.0 million. We had no brokered deposits at December 31, 2023 and $34.0 million in brokered deposits at December 31, 2022.

Borrowed Funds.  Advances from the FHLB increased $70.3 million, or 121.9%, from $57.7 million at December 31, 2022 to $128.1 million at December 31, 2023 to offset decreased deposits.

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Stockholders’ Equity. Stockholders' equity increased $5.6 million, or 5.1%, to $113.7 million at December 31, 2023. The increase was primarily due to net income of $4.4 million and a $2.7 million decrease in accumulated other comprehensive loss primarily reflecting valuation improvements in our available-for-sale securities portfolio and the defined benefit pension plan due to current financial market conditions. The increase was partially offset by the repurchase of 200,000 shares of the Company’s stock, totaling $1.4 million, and a reduction in retained earnings of $633,000 due to the adoption of the current expected credit loss standard on January 1, 2023. At December 31, 2023, the Company’s book value per share was $10.27 and the Company’s ratio of stockholders’ equity-to-total assets was 8.7%. Unearned common stock held by the Bank’s employee stock ownership plan was $3.3 million and $3.5 million at December 31, 2023 and 2022, respectively.

Comparison of Operating Results for the Years Ended December 31, 2023 and December 31, 2022

Net Income.  Net income for the year ended December 31, 2023 was $4.4 million ($0.41 per basic and $0.40 per diluted share), compared with $7.0 million ($0.65 per basic and $0.64 per diluted share) for the year ended December 31, 2022, a decrease of $2.6 million, or 37.2%. The decrease in net income for the year ended December 31, 2023 was primarily due to a decrease in net interest income, an increase in the provision for credit losses and a decrease in non-interest income, partially offset by a decrease in operating expenses. Interest and dividend income increased $12.1 million, or 24.8%, interest expense increased $15.9 million, or 235.9%, and the provision for credit losses increased $288,000, or 20.4%. Non-interest income decreased $116,000, or 2.0%, while non-interest expenses decreased $993,000, or 2.7%, as compared to 2022. Taxes decreased $680,000 or 35.8% on lower net income.

Net Interest Income.  Net interest income decreased $3.9 million, or 9.3%, to $38.0 million for the year ended December 31, 2023, as compared to $41.8 million for the year ended December 31, 2022. The decrease was primarily driven by higher costs on higher interest-bearing liability balances, which were partially offset by higher yields on higher interest-earning asset balances. The net interest margin was 3.06% for the year ended December 31, 2023 and 3.45% for the year ended December 31, 2022. The ratio of average interest-earning assets to average interest-bearing liabilities decreased 5.9% to 133.80%.  The costs of interest bearing liabilities increased 165 basis points to 2.44% in 2023 from 0.79% in 2022 driven by increases in general market rates, competitive forces and a greater percentage of higher-yielding certificates of deposits and FHLB advances. The yield on interest earning assets increased 87 basis points to 4.88% in 2023 from 4.01% in 2022, primarily due to the rising interest rate environment in 2023.

Interest Income.  Interest income increased $12.1 million, or 24.8%, to $60.7 million for 2023 from $48.6 million for 2022. The increase resulted primarily from increased yields and higher average earning asset balances. The average yield on interest-bearing depository accounts increased to 5.19% for 2023 from 1.11% for 2022. The average yield on loans increased to 5.47% for 2023 from 4.80% in 2022. The average yields on investment securities increased to 1.91% for 2023 from 1.46% for 2022. Average interest earning assets increased $30.7 million from $1.212 billion for the year ended December 31, 2022 to $1.242 billion for the year ended December 31, 2023. The increase in average interest earning assets during 2023 compared to 2022 included increases of $81.9 million in average loan balances and $3.2 million in other interest earning assets partially offset by decreases of $47.7 million in available for sale securities and $6.8 million in average interest bearing depository accounts.

Interest Expense.  Interest expense increased $15.9 million, or 235.9%, to $22.7 million for 2023 from $6.8 million for 2022. This was primarily due to a 165 basis point increase in the overall cost of interest bearing liabilities to 2.44% for 2023 from 0.79% for 2022, supplemented by an increase in average interest bearing liability balances of $76.4 million, or 9.0%, year over year. The average balance of FHLB advances increased $66.3 million, while the cost increased 166 basis points. The average balance of the total interest-bearing deposits increased by $8.8 million, while the cost increased 147 basis points.

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Provision for credit losses.  The Company establishes a provision for credit losses through the allowance for credit losses, which are charged to earnings. The Company adopted the CECL model beginning on January 1, 2023. The CECL model requires that we make assumptions of credit quality, macroeconomic factors and conditions, and loan composition which are inherently subjective due to the use of estimates that are susceptible to significant revision as more information becomes available or as future events occur. Although we believe that we use the best information available to establish the allowance for credit losses, based on industry standards and historical experience, future additions to the allowance may be necessary, as a result of changes in economic conditions and other factors. In addition, the FDIC and NYSDFS, as an integral part of their examination process, will periodically review our allowance for credit losses. These agencies may require us to recognize adjustments to the allowance, based on their judgments about information available to them at the time of their examination.

The Company recorded a provision for credit losses of $1.7 million for the year ended December 31, 2023, an increase of $288,000, or 20.4%, as compared to $1.4 million for the year ended December 31, 2022. Of this $288,000 increase, $252,000 is related to the provision for credit losses on loans, while the remaining $36,000 is related to the provision for credit losses on unfunded commitments. The increase to the provision was primarily attributable to an increase in loan balances and changes to qualitative factors in response to changing economic conditions.

Net charge-offs for the year ended December 31, 2023 totaled $2.1 million, compared to $1.0 for the year ended December 31, 2022. The increase was primarily due to a $710,000 charge-off of one commercial loan in the second quarter of 2023, a $126,000 charge-off of a commercial loan in the fourth quarter of 2023 and increased net charge-offs in indirect automobile loans of $642,000. The percentage of overdue account balances to total loans decreased to 1.90% as of December 31, 2023 from 2.29% as of December 31, 2022, while non-performing assets decreased $218,000, or 4.9%, to $4.2 million at December 31, 2023.

Non-Interest Income. Non-interest income totaled $5.8 million for the year ended December 31, 2023, a decrease of $116,000, or 2.0%, from the comparable period in the prior year, due primarily to a decrease in the net gain on sales of mortgage loans as activity decreased due to fewer originations in the increasing interest rate environment and a strategic decision to hold new production in our portfolio instead of selling these loans. Gain on sales of mortgage loans decreased $746,000, or 86.3%, compared to the prior year as we sold $4.8 million of residential mortgage loans in 2023 as compared to $23.8 million in 2022. Investment advisory income decreased $69,000, or 5.6%, primarily the result of a challenging investment market and economic conditions. These decreases were partially offset by a $221,000 gain on life insurance, the prior year period net realized loss on the sale of securities of $170,000 and a $148,000 increase in other non-interest income as the income from mortgage servicing rights increased.

Non-Interest Expense. For the year ended December 31, 2023, non-interest expense totaled $36.4 million, a decrease of $993,000, or 2.7%, over 2022. The decrease was primarily due to a decrease in salaries and benefits of $2.1 million as the number of employees decreased when the Company made the difficult decision to layoff approximately 5% of its workforce in the first quarter of 2023, a decrease in occupancy expense of $327,000 due to the closure of our Monroe branch at the end of 2022 and a decrease in marketing fees of $138,000 due to decreased advertising. These decreases were partially offset by the growth in other non-interest expense of $533,000, or 8.9%, primarily due to a decrease in deferred loan commitments and inflationary pressures on our service contracts, an increase in FDIC deposit insurance assessments of $403,000, or 48.6%, due to an increased assessment rate, and an impairment charge of $375,000 in the fourth quarter of 2023, as we entered into an agreement for the property sale of our Beacon Branch in Wappingers Falls, NY. The sale closed in the first quarter of 2024.

Income Taxes.  Income tax provision decreased by $680,000, or 35.8%, to $1.2 million for the year ended December 31, 2023 as compared to $1.9 million for the year ended December 31, 2022, primarily due to the decline in pre-tax income. Our effective tax rate for the year ended December 31, 2023 was 21.71% compared to 21.35% in 2022. The statutory tax rate is impacted by the benefits derived mainly from tax-exempt bond income and income received on the bank owned life insurance to arrive at the effective tax rate.

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Average Balance Sheets for the Years Ended December 31, 2023 and 2022

The following tables set forth average balance sheets, 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. The yields set forth below include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income. Loan balances include loans held for sale. Deferred loan fees included in interest income totaled $67,000 and $1.2 million for the years ended December 31, 2023 and 2022, respectively.

For the Year Ended December 31,
20232022
AverageInterest andAverageInterest and
BalanceDividendsYield/CostBalanceDividendsYield/Cost
(Dollars in thousands)
Assets:
Interest bearing depository accounts$22,612$1,1735.19%$29,368$3251.11%
Loans(1)1,006,50655,0775.47%924,58144,4194.80%
Available for sale securities208,0583,9641.91%255,7623,7331.46%
Other interest-earning assets5,2234458.52%1,9781155.81%
Total interest-earning assets1,242,39960,6594.88%1,211,68948,5924.01%
Non-interest-earning assets90,38984,310
Total assets$1,332,788$1,295,999
Liabilities and equity:
NOW accounts$138,515$1920.14%$160,172$2280.14%
Money market accounts232,6666,1542.64%315,2313,3951.08%
Savings accounts161,8125860.36%188,1884430.24%
Certificates of deposit282,83810,5743.74%143,4491,4351.00%
Total interest-bearing deposits815,83117,5062.15%807,0405,5010.68%
Escrow accounts10,0321111.11%9,9311101.11%
Federal Home Loan Bank advances96,4094,6344.81%30,0749483.15%
Subordinated debt5,1553817.39%5,1551973.82%
Other interest-bearing liabilities1,146625.41%
Total other interest-bearing liabilities112,7425,1884.60%45,1601,2552.78%
Total interest-bearing liabilities928,57322,6942.44%852,2006,7560.79%
Non-interest-bearing deposits268,103304,488
Other non-interest-bearing liabilities26,97223,865
Total liabilities1,223,6481,180,553
Total stockholders’ equity109,140115,446
Total liabilities and stockholders’ equity$1,332,788$1,295,999
Net interest income$37,965$41,836
Interest rate spread2.44%3.22%
Net interest margin(2)3.06%3.45%
Average interest-earning assets to average interest-bearing liabilities133.80%142.18%
Column 1Column 2
(1)Non-accruing loans are included in the outstanding loan balance.
Column 1Column 2
(2)Represents the difference between interest earned and interest paid, divided by average total interest earning assets.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the years 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 net column represents the sum of the prior 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. The Company does not have any excludable out-of-period items or adjustments.

Year Ended December 31, 2023
Compared to Year Ended
December 31, 2022
Increase (Decrease)
Due to
VolumeRateNet
(In thousands)
Interest income:
Interest bearing depository accounts$(91)$939$848
Loans receivable4,1496,50910,658
Available for sale securities(777)1,008231
Other interest-earning assets25773330
Total interest-earning assets3,5388,52912,067
Interest expense:
Deposits1,20710,79812,005
Escrow accounts11
Federal Home Loan Bank advances2,9777093,686
Subordinated debt184184
Other interest-bearing liabilities6262
Total interest-bearing liabilities4,24711,69115,938
Net decrease in net interest income$(709)$(3,162)$(3,871)

As the table above shows, net interest income for the year ended December 31, 2023 has been affected most by the increase in the rates on deposits and additional FHLB advances, which was partially offset by increases in both the rate and volume of loans. The net interest rate spread decreased 78 basis points to 2.44% for the year ended December 31, 2023 as compared to 3.22% for the year ended December 31, 2022.  Net interest margin decreased 39 basis points to 3.06% at December 31, 2023 from 3.45% at December 31, 2022.

Management of Market Risk

General.  The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, the Board of Directors maintains a management-level Asset/Liability Management Committee (the “ALCO”), which takes initial responsibility for reviewing the asset/liability management process and related procedures, establishing and monitoring reporting systems and ascertaining that established asset/liability strategies are being maintained. On at least a quarterly basis, the ALCO reviews and reports asset/liability management outcomes with the Board of Directors. This committee also implements any changes in strategies and reviews the performance of any specific asset/liability management actions that have been implemented.

We try to manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating loans with adjustable interest rates, holding more residential mortgage loans in our portfolio, promoting core deposit products and managing the interest rates and maturities of funding sources, as favorably as possible. By following these strategies, we believe that we can be better positioned to react to changes in market interest rates.

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Net Economic Value Simulation.  We analyze our sensitivity to changes in interest rates through a net economic value of equity (“EVE”) model. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. We estimate what our EVE would be at a specific date. We then calculate what the EVE would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate EVE under the assumptions that interest rates increase 100 to 400 basis points from current market rates and that interest rates decrease from 100 to 400 basis points from current market rates.

The following table presents the estimated changes in our EVE that would result from changes in market interest rates at December 31, 2023. All estimated changes presented in the table are within the policy limits approved by our Board of Directors.

Net Economic Value as a
Net Economic ValuePercentage of Assets
DollarDollarPercentEVEPercent
Basis Point Change in Interest RatesAmountChangeChangeRatioChange
(Dollars in thousands)
400$116,530$(46,056)(28.3)%9.90%(21.9)%
300127,355(35,231)(21.7)%10.60%(16.3)%
200138,410(24,176)(14.9)%11.28%(10.9)%
100150,465(12,121)(7.5)%12.00%(5.3)%
0162,586%12.67%%
(100)160,827(1,759)(1.1)%12.25%(3.3)%
(200)153,256(9,330)(5.7)%11.42%(9.9)%
(300)138,425(24,161)(14.9)%10.09%(20.4)%
(400)119,160(43,426)(26.7)%8.48%(33.1)%

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The above table assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and will differ from actual results.

Liquidity Management

We maintain liquid assets at levels we consider adequate to meet both our short-term and long-term liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings and to fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.

Our primary sources of liquidity are deposits, loan sales, amortization and prepayment of loans and mortgage-backed securities, maturities of investment securities and other short-term investments, and earnings and funds provided from operations, as well as access to FHLB advances and other borrowings. While scheduled principal repayments on loans and mortgage-backed securities are a relatively predictable source of funds, deposit flows and loan sales and prepayments are greatly influenced by market interest rates, economic conditions, and rates offered by our competition. We set the interest rates on our deposits in an attempt to maintain a desired level of total deposits.

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As reported in the Consolidated Statements of Cash Flows, our cash flows are classified for financial reporting purposes as operating, investing, or financing cash flows. Net cash provided by operating activities was $7.0 million and $14.8 million for the years ended December 31, 2023 and 2022, respectively. These amounts differ from our net income because of a variety of cash receipts and disbursements that did not affect net income for the respective periods. Net cash provided by investing activities was $14.7 million in 2023 as compared to net cash used for investing activities of $123.6 million in 2022. Net cash provided by or used in investing activities principally reflects our investment security and loan activities in the respective periods. Net cash outlays of $144.5 million for an increase in loans was the primary contributor to the cash used in investing activities for the year ended December 31, 2022, while that amount was only $16.2 million for 2023. Deposit and borrowing cash flows have traditionally comprised most of our financing activities, which resulted in a net cash outflow $31.0 million in the year ended December 31, 2023, as opposed to a net cash inflow of $68.1 million in fiscal year 2022.

At December 31, 2023, we had the following main sources of availability of liquid funds and borrowings:

(In thousands)Total
Available liquid funds:
Cash and cash equivalents$22,129
Unencumbered securities117,719
Amount available from the Paycheck Protection Plan Loan Facility276
Availability of borrowings:
Zions Bank line of credit10,000
Pacific Coast Bankers Bank line of credit50,000
FHLB secured line of credit100,118
FRB secured line of credit379,151
Total available sources of funds$679,393

The Bank has access to a preapproved secured line of credit with the FHLB which totaled $656,516 at December 31, 2023. Additional funds available under this line are not included in the table above as we do not consider it to be as readily accessible as the funds above.

The following table summarizes our main contractual obligations and other commitments to make future payments as of December 31, 2023. The amount of the obligations presented in the table reflect principal amounts only and exclude the amount of interest we are obligated to pay. Also excluded from the table are a number of obligations to be settled in cash. These excluded items are reflected in our consolidated balance sheet and include deposits with no stated maturity, trade payables, and accrued interest payable.

December 31, 2023
(In thousands)TotalOne Year or LessAfter One but within Five YearsAfter 5 Years
Payments Due:
Federal Home Loan Bank advances$128,064$80,000$48,064$
Operating lease agreements7,2937642,8123,717
Subordinated debt5,1555,155
Time deposits with stated maturity dates318,046291,21226,834
Total contractual obligations$458,558$371,976$77,710$8,872

Off-Balance Sheet Arrangements.  In the normal course of operations, we engage in a variety of financial transactions that, in accordance with GAAP are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For information about our loan commitments, letters of credit and unused lines of credit, see Note 11 to the Consolidated Financial Statements. For 2023, we did not engage in any off-balance-sheet transactions other than loan origination commitments and standby letters of credit in the normal course of our lending activities.

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Impact of Inflation and Changing Prices

The financial statements and related notes of the Company have been prepared in accordance with United States GAAP. GAAP generally requires the measurement of financial position and operating results in terms of historical dollars without consideration for changes in the relative purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of our operations. Unlike industrial companies, our assets and liabilities are primarily monetary in nature. As a result, changes in market interest rates have a greater impact on performance than the effects of inflation.

FY 2022 10-K MD&A

SEC filing source: 0001751783-23-000006.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-03-23. Report date: 2022-12-31.

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

This discussion and analysis reflects information contained in 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 from the audited consolidated financial statements contained within this 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 Loan Losses. The allowance for loan losses is a valuation allowance for probable incurred credit losses. The allowance for loan losses is increased through charges to the provision for loan losses. 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 loan losses when realized.

Non-interest Income. Our primary sources of non-interest income are mortgage banking income, service charges on deposit accounts, investment advisory income and net gains in the cash surrender value of bank owned life insurance and other income.

Non-Interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing, professional fees, marketing expenses, premium payments we make to the FDIC for insurance of our deposits and other general and administrative 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.

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Business Strategy

Based on an extensive review of the current opportunities in our primary market area as well as our resources and capabilities, we are pursuing the following business strategies:

Column 1Column 2Column 3
Maintain our indirect automobile loan portfolio. We originate automobile loans through a network of 95 automobile dealerships (63 in the Hudson Valley region and 32 in Albany, New York). In 2022, we exceeded our goals to grow this portfolio. Our indirect automobile loan portfolio totaled $457.2 million, or 46.2% of our total loan portfolio and 34.2% of total assets, at December 31, 2022 as compared to $382.1 million, or 44.8% of our total loan portfolio and 29.8% of total assets, at December 31, 2021. In addition, our direct automobile portfolio totaled $8.3 million at December 31, 2022. While we still plan to originate such loans, we plan to slow the growth of our indirect automobile loan portfolio by decreasing loan originations through increased pricing and limiting risk selections. Current management’s risk appetite limits our total indirect automobile loan portfolio to 45% of total assets.
Column 1Column 2Column 3
Focus on commercial real estate, multi-family real estate and commercial business lending. We believe that commercial real estate, multi-family real estate and general commercial business lending offer opportunities to invest in our community, while helping to increase the overall yield earned on our loan portfolio and assisting in managing interest rate risk. We intend to continue to increase our originations of these types of loans in our primary market area and may consider hiring additional lenders as well as originating loans secured by properties located in areas that are contiguous to our current market area. We also occasionally participate in commercial real estate loans originated in areas in which we do not have a market presence. The purchase of loan pools may be considered in the event our organic loan production does not meet our expectations.
Column 1Column 2Column 3
Increase core deposits, including demand deposits. Deposits are our primary source of funds for lending and investment. We intend to focus on expanding our core deposits (which we define as all deposits except for certificates of deposit), particularly non-interest-bearing demand deposits, because they have no cost and are less sensitive to withdrawal when interest rates fluctuate. Core deposits represented 80.9% of our total deposits at December 31, 2022 compared to 85.8% at December 31, 2021. Going forward, we will focus on increasing our core deposits by increasing our commercial lending activities and enhancing our relationships with our retail customers. We are also working to continue to increase our market share in Orange County, New York, having opened four new branches in the county in 2021.
Column 1Column 2Column 3
Continue expense control. Management continues to focus on controlling our level of non-interest expense and identifying cost savings opportunities, such as reducing our staffing levels, renegotiating key third-party contracts and reducing other operating expenses. Our non-interest expense was $37.4 million and $35.5 million for the years ended December 31, 2022 and 2021, respectively.
Column 1Column 2Column 3
Manage credit risk to maintain a low level of non-performing assets. We believe that strong asset quality is a key to long-term financial success. Our strategy for credit risk management focuses on an experienced team of credit professionals, well-defined and implemented credit policies and procedures, conservative loan underwriting criteria and active credit monitoring. Our ratio of non-performing loans to total assets was 0.33% at December 31, 2022, which decreased from 0.52% at December 31, 2021.
Column 1Column 2Column 3
Grow the balance sheet. During 2021 we opened four new branches in Orange County: two in Warwick and Monroe, as the result of a purchase from ConnectOne Bank, and two in Newburgh and Middletown, as de novo locations. While our focus on developing Orange County remains a strategic priority for the Bank, we made the business decision to permanently close the Monroe branch at year-end 2022. The branch location and sheer number of financial institutions in the market made it difficult to gain any meaningful traction. We believe that the remaining offices, and the Bank overall, will continue to benefit from a large customer base that prefers doing business with a local institution and may be reluctant to do business with larger institutions. By providing our customers with quality service, coupled with a home-town ambience, we expect to continue our strong organic growth. Also, as the pandemic retreats, we expect that the pent- up demand of commercial activity will return to a more normal pace providing renewed growth opportunities for our loan portfolio.

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Terms of Critical Accounting Policies

Our most significant accounting policies are described in Note 1 to the consolidated financial statements.  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities, and we consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, or other factors that management believes to be reasonable under the circumstances.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations.

The following accounting policies materially affect our reported earnings and financial condition and require significant judgments and estimates.

Allowance for loan losses

The allowance for loan losses is the estimated amount considered necessary to cover credit losses inherent in the loan portfolio at the balance sheet date. The allowance is established through the provision for loan losses which is charged against income. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future periods.

In determining the allowance for loan losses, management makes significant estimates and has identified this policy as one of our most critical. The methodology for determining the allowance for loan losses is considered a critical accounting policy by management due to the high degree of judgment involved, the subjectivity of the assumptions utilized and the potential for unanticipated changes in the economic environment that could result in changes to the amount of the recorded allowance for loan losses.

As a substantial amount of our loan portfolio is collateralized by real estate, appraisals of the underlying value of property securing loans and discounted cash flow valuations of properties are critical in determining the amount of the allowance required for specific impaired loans. Assumptions for appraisals and discounted cash flow valuations are instrumental in determining the value of properties.

Management performs a quarterly evaluation of the adequacy of the allowance for loan losses. Consideration is given to a variety of factors in establishing the allowance including, but not limited to, current economic conditions, delinquency statistics, geographic and industry concentrations, the adequacy of the underlying collateral, the financial strength of the borrower, results of internal and external loan reviews and other relevant factors. This evaluation is inherently subjective, as it requires material estimates that may be susceptible to significant revision based on changes in economic and real estate market conditions.

The analysis of the allowance for loan losses has two components: specific and general allocations. Specific allocations are made for loans that are determined to be impaired. Impairment is measured by determining the present value of expected future cash flows or, for collateral-dependent loans, the fair value of the collateral adjusted for market conditions and selling expenses. The general allocation is determined by segregating the remaining loans by type of loan and using applicable historical loss experience plus qualitative factors including, but not limited to, delinquency trends, general economic conditions and geographic and industry concentrations.

The allowance represents management’s best estimate, but worsening loan quality and economic conditions could result in an additional allowance.  Likewise, external events could potentially improve loan quality and economic conditions, which may allow a reduction in the required allowance.  In either instance, unanticipated and unforeseeable changes could have a significant impact on results of operations.

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Overly optimistic assumptions or negative changes to assumptions could significantly impact the valuation of a property securing a loan and the related allowance determined. The assumptions supporting such appraisals and discounted cash flow valuations are carefully reviewed by management to determine that the resulting values reasonably reflect amounts realizable on the related loans. Actual loan losses may be significantly more than the allowance for loan losses we have established, which could have a material negative effect on our financial results. In addition, our banking regulators, as an integral part of their examination process, periodically review our allowance for loan losses. Our banking regulators may require us to recognize adjustments to the allowance based on judgments about information available to them at the time of its examination.

The Company is adopting Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments effective January 1, 2023. The new accounting rule requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to enhance their credit loss estimates.

The Company’s CECL implementation efforts are continuing to focus on model validation, developing new disclosures, establishing formal policies and procedures and other governance and control documentation. Based on the Company’s portfolio balances and forecasted economic conditions as of December 31, 2022, management believes the adoption of the CECL standard will result in an increase in the current reserves of approximately $800,000, or 10%, bringing the reserve to $8.7 million at January 1, 2023, as compared to the Company’s current reserve levels of $7.9 million. This preliminary estimate is contingent upon continued testing and refinement of the model, methodologies and judgments utilized to determine the estimate. The actual impact of the adoption will be dependent upon the portfolio composition and credit quality at the adoption date, as well as economic conditions and forecasts at that time. At adoption, we expect to have a cumulative-effect adjustment to retained earnings, net of tax, for this change in the ACL, which would likely decrease our capital. We expect to continue to be well capitalized under the Basel III regulatory framework after the adoption of this standard.

Our methodology for estimating lifetime expected credit losses for our loan portfolios will include the following key components:

Column 1Column 2Column 3
a.Segmentation of loans into pools that share common risk characteristics;
Column 1Column 2Column 3
b.An economic forecast period based on the relation of losses with key economic variables for each portfolio segment;
Column 1Column 2Column 3
c.Reversion period to historical loss experience using a straight-line method;
Column 1Column 2Column 3
d.Inclusion of qualitative adjustments to consider factors that have not been accounted for;
Column 1Column 2Column 3
e.Discounted cash flow method to measure credit impairment on each of our loan portfolio segments;
Column 1Column 2Column 3
f.Credit losses for loans that do not share similar risk characteristics are estimated on an individual basis. The lifetime losses for individually measured loans are estimated based on one of several methods, including the estimated fair value of the underlying collateral, observable market value of similar debt or the present value of expected cash flows; and
Column 1Column 2Column 3
g.The estimation methodology for credit losses on unfunded lending-related commitments is similar to the process for estimating credit losses for loans, although with the addition of a probability of draw estimate that is applied to each loan portfolio segment.

As noted above, we consider a number of variables in our evaluation of the adequacy of the allowance for loan losses. One of the most significant variables being portfolio growth, evaluated for the changing historical loss trends within the specific business segments. As of December 31, 2022, $1.2 million of our allowance for loan losses reflected the specific risk relative to portfolio growth trends. Based on our model, if all segments of the portfolio grew by an additional 5% on a year-over-year basis, our allowance for loan losses as of December 31, 2022, would have increased by $408,000 to $8.2 million, holding all other variables constant. Conversely, if all segment balances of our loan portfolio had fallen by 5% during the year ended December 31, 2022, our allowance for loan losses would have decreased by $377,000 to $7.5 million, holding all other variables constant.

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Goodwill and Intangible Assets

The assets (including identifiable intangible assets) and liabilities acquired in a business combination are recorded at fair value at the date of acquisition. Goodwill is recognized as the excess of the acquisition cost over the fair values of the net assets acquired and is not subsequently amortized. Identifiable intangible assets include customer lists and core deposit intangibles and are being amortized on a straight-line basis over their estimated lives. Goodwill is not amortized, but it is tested at least annually for impairment in the fourth quarter, or more frequently if indicators of impairment are present.

The determination of fair values is based on valuations using management’s assumptions of future growth rates, future attrition, discount rates, multiples of earnings or other relevant factors. In evaluating whether it is more likely than not that the fair value is less than its carrying amount, management assessed seven qualitative factors including, but not limited to, macroeconomic conditions, industry and market considerations, overall financial performance and other relevant company-specific events.

Changes in these factors, as well as downturns in economic or business conditions, could have a significant adverse impact on the carrying value of goodwill and could result in impairment losses affecting our financial statements. A prolonged economic downturn or deterioration in the economic outlook may lead management to conclude that an interim quantitative impairment test of our goodwill is required prior to the annual impairment test. Based on our impairment tests, no impairment was recorded in 2022 or 2021.

Income Taxes

We are subject to the income tax laws of the United States, New York State, and the municipalities in which we operate.  These tax laws are complex and subject to different interpretations by the taxpayer and the relevant government taxing authorities.  We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  See Note 9 to the Consolidated Financial Statements for a further description of our provision and related income tax assets and liabilities.

In establishing a provision for income tax expense, we must make judgments and interpretations about the application of these inherently complex tax laws.  We must also make estimates about when in the future certain items will affect taxable income.  Disputes over interpretations of the tax laws may be subject to review/adjudication by the court systems of the various tax jurisdictions or may be settled with the taxing authority upon examination or audit.

If current available information raises doubt as to the realization of the deferred tax assets, a valuation allowance is established. We consider the determination of this valuation allowance to be a critical accounting policy because of the need to exercise significant judgment in evaluating the amount and timing of recognition of deferred tax liabilities and assets, including projections of future taxable income. These judgments and estimates are reviewed on a continual basis as regulatory and business factors change.

A valuation allowance for deferred tax assets may be required if the amount of taxes recoverable through loss carryback declines, or if we project lower levels of future taxable income. Such a valuation allowance would be established through a charge to income tax expense which would adversely affect our operating results.

Although management believes that the judgments and estimates used are reasonable, actual results could differ and we may be exposed to losses or gains that could be material.   An unfavorable tax settlement would result in an increase in our effective income tax rate in the period of resolution.  A favorable tax settlement would result in a reduction in our effective income tax rate in the period of resolution.

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Selected Financial Data

The following selected consolidated financial data sets forth certain financial highlights of the Company and should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K for 2022 and 2021.

At December 31,
20222021
(In thousands)
Selected Financial Condition Data:
Total assets$1,335,977$1,281,166
Cash and cash equivalents31,38472,091
Securities available-for-sale223,659280,283
Loans receivable, net994,368854,967
Bank owned life insurance29,79429,131
Goodwill and other intangibles2,5692,668
Total liabilities1,227,8451,155,197
Deposits1,129,9331,101,999
Federal Home Loan Bank advances57,72318,041
Subordinated debt5,1555,155
Total stockholders’ equity$108,132$125,969

For the Year Ended December 31,
20222021
(In thousands, except per share data)
Selected Operating Data:
Interest and dividend income$48,592$43,700
Interest expense6,7564,287
Net interest income41,83639,413
Provision for (credit to) loan losses1,414(3,667)
Net interest income after provision for (credit to) loan losses40,42243,080
Non-interest income5,8967,423
Non-interest expense37,42235,512
Income before income tax expense8,89614,991
Income tax expense1,8993,433
Net income$6,997$11,558
Earnings per share (diluted)$0.64$1.06

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At or For the Year Ended December 31,
20222021
Performance Ratios:
Return on average assets(1)0.54%0.95%
Return on average equity(2)6.06%9.49%
Interest rate spread(3)3.22%3.28%
Net interest margin(4)3.45%3.45%
Efficiency ratio(5)78.40%75.82%
Average interest-earning assets to average interest-bearing liabilities142.18%144.89%
Total loans to total assets74.14%66.62%
Equity to assets(6)8.91%10.02%
Capital Ratios(7):
Tier 1 capital (to adjusted total assets)9.75%9.65%
Tier I capital (to risk-weighted assets)11.55%12.76%
Total capital (to risk-weighted assets)12.25%13.54%
Common equity Tier 1 capital (to risk-weighted assets)11.55%12.76%
Asset Quality Ratios:
Allowance for loan losses as a percent of total loans0.80%0.89%
Allowance for loan losses as a percent of non-performing loans179.54%113.01%
Net charge-offs to average outstanding loans(0.11)%(0.05)%
Non-performing loans as a percent of total loans0.45%0.78%
Non-performing assets as a percent of total assets0.33%0.52%
Other Data:
Book value per common share$ 9.58$ 11.15
Tangible book value per common share(8)$ 9.35$ 10.92
Number of offices1718
Number of full-time equivalent employees190192
Column 1Column 2
(1)Represents net income divided by average total assets.
Column 1Column 2
(2)Represents net income divided by average equity.
Column 1Column 2
(3)Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost on average interest-bearing liabilities.
Column 1Column 2
(4)Represents net interest income as a percent of average interest-earning assets.
Column 1Column 2
(5)Represents non-interest expense divided by the sum of net interest income and non-interest income.
Column 1Column 2
(6)Represents average equity divided by average total assets.
Column 1Column 2
(7)Capital ratios are for Rhinebeck Bank only. Rhinebeck Bancorp, Inc. is not subject to the minimum consolidated capital requirements as a small bank holding company with assets less than $3.0 billion.
Column 1Column 2
(8)Represents a non-GAAP financial measure, see table below for a reconciliation of the non-GAAP financial measures.

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NON-GAAP FINANCIAL INFORMATION

This Report contains financial information determined by methods other than in accordance with GAAP. Such non-GAAP financial information includes the following measure: “tangible book value per common share.” Management uses this non-GAAP measure because we believe that it may provide useful supplemental information for evaluating our operations and performance, as well as in managing and evaluating our business and in discussions about our operations and performance. Management believes this non-GAAP measure may also provide users of our financial information with a meaningful measure for assessing our financial results, as well as a comparison to financial results for prior periods. This non-GAAP measure should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP and are not necessarily comparable to other similarly titled measures used by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable measures as reported in accordance with GAAP are included below.

December 31,
(In thousands, except per share amounts)20222021
Book value per common share reconciliation
Total shareholders' equity (book value) (GAAP)$108,132$125,969
Total shares outstanding11,28511,296
Book value per common share$9.58$11.15
Total common equity
Total shareholders' equity (book value) (GAAP)$108,132$125,969
Goodwill(2,235)(2,235)
Intangible assets, net(334)(433)
Tangible common equity (non-GAAP)$105,563$123,301
Tangible book value per common share
Tangible common equity (non-GAAP)$105,563$123,301
Total shares outstanding11,28511,296
Tangible book value per common share (non-GAAP)$9.35$10.92

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Comparison of Financial Condition at December 31, 2022 and December 31, 2021

Total Assets.  Total assets were $1.34 billion at December 31, 2022, representing an increase of $54.8 million, or 4.3%, compared to $1.28 billion at December 31, 2021. The increase was primarily related to an increase in net loans receivable of $139.4 million, or 16.3%, and an increase in deferred tax assets of $6.8 million, or 202.2%, partially offset by a decrease in available for sale securities of $56.6 million, or 20.2% and a decrease in cash and cash equivalents of $40.7 million, or 56.5%.

Cash and Cash Equivalents.  Cash and cash equivalents decreased $40.7 million, or 56.5%, to $31.4 million at December 31, 2022 from $72.1 million at December 31, 2021, primarily due to a decrease in deposits held at the Federal Reserve Bank of New York, as excess cash was used to fund loan growth.

Investment Securities Available for Sale.  Investment securities available for sale decreased $56.6 million, or 20.2%, to $223.7 million at December 31, 2022 from $280.3 million at December 31, 2021. The decrease was primarily due to $39.4 million of paydowns and maturities and $14.8 million of sales and calls, the proceeds of which were used to fund loan growth. A decrease of $32.2 million in unrealized market losses, due to the impact of an increasing interest rate environment on market valuations, also contributed to the decrease. The decrease was partially offset by $30.2 million in purchases, primarily in new U.S. government agency securities.

Net Loans.  Net loans receivable were $994.4 million at December 31, 2022, an increase of $139.4 million, or 16.3%, as compared to $855.0 million at December 31, 2021. The increase was primarily due to increases of $75.1 million, or 19.7%, in indirect automobile loans and $58.9 million, or 18.9%, in commercial real estate loans, while commercial and industrial loans decreased $16.3 million, or 15.7%. The decrease in commercial and industrial loans was due to a decrease in PPP loans of $28.9 million, primarily as a result of SBA loan forgiveness. Excluding PPP loans, commercial and industrial loans increased $12.6 million, or 16.8%.

During the year, the allowance for loan losses increased $384,000, or 5.1%, reflecting an increase in our loan portfolio. Non-accrual loans and non-performing assets decreased $2.3 million, or 33.9%, to $4.4 million at December 31, 2022 from $6.7 million at December 31, 2021. The Company had no other real estate owned at the end of either period.

Deferred Tax Assets. Deferred tax assets increased $6.8 million, or 202.2%, to $10.1 million at December 31, 2022, primarily due to an increase in the unrealized loss on available for sale securities, driven by the impacts of an increasing interest rate environment on market valuations. The unrealized loss on available for sale securities was $35.7 million at December 31, 2022 as compared to $3.5 million at December 31, 2021.

Total Liabilities.  Total liabilities increased $72.6 million, or 6.3%, in 2022 primarily due to an increase in FHLB advances of $39.7 million, or 220.0%, an increase in deposits of $27.9 million, or 2.5%, and an increase in accrued expenses and other liabilities of $4.4 million, or 21.2%.

Deposits.  Deposits increased $27.9 million, or 2.5%, to $1.13 billion at December 31, 2022. Interest bearing accounts grew 7.5%, or $59.2 million, to $846.4 million. The increase resulted from an increase in certificates of deposit of $59.5 million, or 37.9% and an increase in money market accounts of $7.7 million, or 2.7%. This was partially offset by decreases in savings accounts of $5.6 million, or 3.1% and NOW accounts of $2.3 million, or 1.5%. Included within certificates of deposit were $34.0 million in brokered certificates of deposit, which were utilized as their costs were more favorable than FHLB borrowings. Non-interest bearing balances decreased 9.9%, or $31.3 million, finishing the year at $283.6 million. Mortgagors’ escrow accounts increased $602,000, or 6.6%, to $9.7 million at December 31, 2022. The increase in deposits was primarily driven by the branch acquisitions and organic growth in customer relationships.

Borrowed Funds.  Advances from the FHLB increased $39.7 million, or 220.0%, from $18.0 million at December 31, 2021 to $57.7 million at December 31, 2022 as loan growth significantly outpaced deposit growth.

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Stockholders’ Equity. Stockholders' equity decreased $17.8 million to $108.1 million at December 31, 2022, primarily due to an increase in accumulated other comprehensive loss of $25.6 million partially offset by $7.0 million in net income. At December 31, 2022, the Company’s book value per share was $9.58 and the Company’s ratio of stockholders’ equity-to-total assets was 8.09%. At December 31, 2021, the Company’s book value per share was $11.15 and the Company’s ratio of stockholders’ equity-to-total assets was 9.83%. Unearned common stock held by the Bank’s employee stock ownership plan was $3.5 million and $3.7 million at December 31, 2022 and 2021, respectively.

Comparison of Operating Results for the Years Ended December 31, 2022 and December 31, 2021

Net Income.  Net income for the year ended December 31, 2022 was $7.0 million ($0.65 per basic and $0.64 per diluted share), compared with $11.6 million ($1.07 per basic and $1.06 per diluted share) for the year ended December 31, 2021, a decrease of $4.6 million, or 39.5%. Interest and dividend income increased $4.9 million, or 11.2%, interest expense increased $2.5 million, or 57.6%, and the provision for loan losses increased $5.1 million, or 138.6%. Non-interest income decreased $1.5 million, or 20.6%, while non-interest expenses increased $1.9 million, or 5.4%, as compared to 2021. Taxes decreased $1.5 million or 44.7% on lower net income. The overall decrease in net income came largely from the provision for loan losses of $1.4 million in 2022 as compared to a credit to the provision of $3.7 million in 2021.

Net Interest Income.  Net interest income increased $2.4 million, or 6.1%, to $41.8 million for the year ended December 31, 2022, as compared to $39.4 million for the year ended December 31, 2021. The increase was primarily driven by higher yields on higher interest-earning asset balances, which were partially offset by higher costs on interest-bearing liabilities. The net interest margin was 3.45% at both December 31, 2022 and 2021. The ratio of average interest-earning assets to average interest-bearing liabilities decreased 1.9% to 142.18%. The yield on interest earning assets increased 19 basis points to 4.01% in 2022 from 3.82%, primarily due to the rising interest rate environment in 2022. Deposit and borrowing costs increased 25 basis points to 0.79% in 2022 from 0.54% in 2021 driven by increases in general market rates and competitive forces.

Interest Income.  Interest income increased $4.9 million, or 11.2%, to $48.6 million for fiscal year 2022 from $43.7 million for fiscal year 2021. The increase resulted primarily from increased yields and higher average earning asset balances. The average yield on interest-bearing depository accounts increased to 1.11% for fiscal year 2022 from 0.13% for fiscal year 2021. The average yield on loans remained unchanged at 4.80% for the fiscal year 2022 and fiscal year 2021. The average yields on investment securities increased to 1.49% for the fiscal year 2022 from 1.12% for 2021. Average interest earning assets increased $68.5 million from $1.14 billion at December 31, 2021 to $1.21 billion at December 31, 2022. The increase in average interest earning assets during 2022 compared to 2021 included increases of $63.4 million in average loan balances and $58.9 million in available for sale securities partially offset by a decrease of $53.8 million in average interest bearing depository accounts.

Interest Expense.  Interest expense increased $2.5 million, or 57.6%, to $6.8 million for fiscal year 2022 from $4.3 million for fiscal year 2021. This was primarily due to a 25 basis point increase in the overall cost of interest bearing liabilities to 0.79% for fiscal 2022 from 0.54% for fiscal 2021, supplemented by an increase in average interest bearing liability balances of $63.2 million, or 8.0%, year over year. The average balance of the total interest-bearing deposits increased by $61.0 million, while the cost increased 21 basis points. The average balance of other interest-bearing liabilities increased $2.2 million, while the cost increased 94 basis points.

Provision for Loan Losses.  The Company establishes provisions for loan losses, which are charged to earnings, at a level necessary to absorb known and inherent losses that are both probable and reasonably estimable at the date of the financial statements. In evaluating the level of the allowance for loan losses, management considers historical loss experience, the types and amount of loans in the loan portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, and prevailing economic conditions, among other qualitative factors. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events occur.

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The Company recorded a provision for loan losses of $1.4 million for the year ended December 31, 2022, an increase of $5.1 million, or 138.6%, as compared to the year ended December 31, 2021. The credit to the provision in 2021 was primarily attributable to a decline in loan balances, exclusive of PPP loans, a reduction in specific allocations to the allowance for loan losses and a general improvement in economic conditions as our customers showed signs of recovering from the pandemic. An increase in indirect automobile loan balances, an increase in specific allocations to the allowance for loan losses and declining economic conditions, primarily due to high inflation, were the primary factors leading to the increase in the provision in 2022.

Net charge-offs for the year ended December 31, 2022 totaled $1.0 million, compared to $407,000 for the year ended December 31, 2021. The increase was primarily due to a $449,000 charge-off of one commercial loan in the fourth quarter and $230,000 in increased charge-offs in our indirect automobile portfolio. The percentage of overdue account balances to total loans increased to 2.29% as of December 31, 2022 from 1.58% as of December 31, 2021 while our non-performing assets decreased $2.3 million, or 33.9%, to $4.4 million.

Although we believe that we use the best information available to establish the allowance for loan losses, future additions to the allowance may be necessary, based on estimates that are susceptible to change as a result of changes in economic conditions and other factors. In addition, the FDIC and NYSDFS, as an integral part of their examination process, will periodically review our allowance for loan losses. These agencies may require us to recognize adjustments to the allowance, based on their judgments about information available to them at the time of their examination.

With the adoption of CECL beginning on January 1, 2023, provision expense may become more volatile due to changes in CECL model assumptions of credit quality, macroeconomic factors and conditions, and loan composition, which drive the allowance for credit losses balance. Based upon a fourth quarter parallel run, the Company expects the adoption to result in an approximate 10% increase to its current reserve of $7.9 million.

Non-Interest Income. For the year ended December 31, 2022, total non-interest income decreased $1.5 million, or 20.6%, from the prior year. The reduction between periods was mostly due to the decrease in the gain on the sale of mortgage loans of $1.7 million, or 66.5%. The decrease was primarily due to decreased activity as there were fewer loan originations in the increasing interest rate environment as well as a strategic decision that was made to hold most of our new production in our portfolio instead of selling these loans. The 2021 one-time gain from the collection of a life insurance claim of $195,000 and a net realized loss in 2022 from the sale of securities of $170,000 also contributed to the decrease in total non-interest income.  The decrease was partially offset by an increase in service charges on deposit accounts of $245,000, an improvement in investment advisory income of $103,000, a $69,000 increase in the cash value of life insurance, and a net improvement of $199,000 in other income items.

Non-Interest Expense.  For the year ended December 31, 2022, non-interest expense totaled $37.4 million, an increase of $1.9 million, or 5.4%, over 2021. The increase was primarily due to an increase in salaries and benefits of $1.5 million, or 7.4%, due to branch expansion, new hires, annual merit increases, production incentives and employee benefit increases, as well as the competitive pressures of the current job market. For the year ended December 31, 2022, occupancy expenses increased $459,000, or 11.1%, primarily as a result of the additional rent, depreciation and other expenses related to branch expansion. The one-time closure and lease cancellation costs for our Monroe branch in December 2022 also contributed to the increase in occupancy expenses. Our addition of four branches in 2021 was also primarily responsible for increased data processing costs of $138,000 and increased FDIC insurance costs of $60,000 during 2022. These increases were partially offset by decreased professional fees of $99,000 and a decrease in other non-interest expenses of $118,000 in 2022. The decrease in other non-interest expense was primarily due to a reserve put in place in 2021 for potential consumer compliance issues in the Bank’s indirect automobile portfolio. These issues were resolved in 2022 and no further material negative impact to earnings is expected.

Income Taxes.  Income tax provision decreased by $1.5 million, or 44.7%, to $1.9 million for the year ended December 31, 2022 as compared to $3.4 million in 2021, primarily due to the decline in pre-tax income. Our effective tax rate for the year ended December 31, 2022 was 21.35% compared to 22.90% in 2021. The statutory tax rate is impacted by the benefits derived mainly from tax-exempt bond income and income received on the bank owned life insurance to arrive at the effective tax rate.

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Average Balance Sheets for the Years Ended December 31, 2022 and 2021

The following tables set forth average balance sheets, 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. The yields set forth below include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income. Loan balances include loans held for sale. Deferred loan fees included in interest income totaled $1.2 million and $2.7 million for the years ended December 31, 2022 and 2021, respectively.

For the Year Ended December 31,
20222021
AverageInterest andAverageInterest and
BalanceDividendsYield/CostBalanceDividendsYield/Cost
(Dollars in thousands)
Assets:
Interest bearing depository accounts$29,368$3251.11%$83,169$1050.13%
Loans(1)924,58144,4194.80%861,20741,3634.80%
Available for sale securities257,7403,8481.49%198,7952,2321.12%
Total interest-earning assets1,211,68948,5924.01%1,143,17143,7003.82%
Non-interest-earning assets84,31072,091
Total assets$1,295,999$1,215,262
Liabilities and equity:
NOW accounts$160,172$2280.14%$148,851$2410.16%
Money market accounts315,2313,3951.08%244,4121,3950.57%
Savings accounts188,1884430.24%174,3692830.16%
Certificates of deposit143,4491,4351.00%178,3601,5770.88%
Total interest-bearing deposits807,0405,5010.68%745,9923,4960.47%
Escrow accounts9,9311101.11%9,0451051.16%
FHLB and FRB advances30,0749483.15%28,7925731.99%
Subordinated debt5,1551973.82%5,1551132.19%
Other interest-bearing liabilities45,1601,2552.78%42,9927911.84%
Total interest-bearing liabilities852,2006,7560.79%788,9844,2870.54%
Non-interest-bearing deposits304,488284,279
Other non-interest-bearing liabilities23,86520,250
Total liabilities1,180,5531,093,513
Total stockholders’ equity115,446121,749
Total liabilities and stockholders’ equity$1,295,999$1,215,262
Net interest income$41,836$39,413
Interest rate spread3.22%3.28%
Net interest margin(2)3.45%3.45%
Average interest-earning assets to average interest-bearing liabilities142.18%144.89%
Column 1Column 2
(1)Non-accruing loans are included in the outstanding loan balance.
Column 1Column 2
(2)Represents the difference between interest earned and interest paid, divided by average total interest earning assets.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the years 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 net column represents the sum of the prior 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. The Company does not have any excludable out-of-period items or adjustments.

Year Ended December 31, 2022
Compared to Year Ended
December 31, 2021
Increase (Decrease)
Due to
VolumeRateNet
(In thousands)
Interest income:
Interest bearing depository accounts$(108)$328$220
Loans receivable3,045113,056
Available for sale securities7648521,616
Total interest-earning assets3,7011,1914,892
Interest expense:
Deposits2021,8042,006
Escrow accounts9(5)4
Federal Home Loan Bank advances27348375
Subordinated debt8484
Total interest-bearing liabilities2382,2312,469
Net increase in net interest income$3,463$(1,040)$2,423

As the table above shows, net interest income for the year ended December 31, 2022 has been affected most significantly by the increase in volume of loans and securities, partially offset by the increase in interest-bearing liability balances and rates on interest-bearing liabilities. Net interest rate spread decreased 6 basis points to 3.22% for the year ended December 31, 2022 as compared to 3.28% for the year ended December 31, 2021.  Net interest margin was stable at 3.45% at both December 31, 2022 and 2021.

Management of Market Risk

General.  The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, the Board of Directors maintains a management-level Asset/Liability Management Committee (the “ALCO”), which takes initial responsibility for reviewing the asset/liability management process and related procedures, establishing and monitoring reporting systems and ascertaining that established asset/liability strategies are being maintained. On at least a quarterly basis, the ALCO reviews and reports asset/liability management outcomes with the Board of Directors. This committee also implements any changes in strategies and reviews the performance of any specific asset/liability management actions that have been implemented.

We try to manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating loans with adjustable interest rates, holding more residential mortgage loans, promoting core deposit products and managing the interest rates and maturities of funding sources, as favorably as possible. By following these strategies, we believe that we can be better positioned to react to changes in market interest rates.

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Net Economic Value Simulation.  We analyze our sensitivity to changes in interest rates through a net economic value of equity (“EVE”) model. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. We estimate what our EVE would be at a specific date. We then calculate what the EVE would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate EVE under the assumptions that interest rates increase 100, 200, 300 and 400 basis points from current market rates and that interest rates decrease 100 and 200 basis points from current market rates.

The following table presents the estimated changes in our EVE that would result from changes in market interest rates at December 31, 2022. All estimated changes presented in the table are within the policy limits approved by our Board of Directors.

Net Economic Value as a
Net Economic ValuePercentage of Assets
DollarDollarPercentEVEPercent
Basis Point Change in Interest RatesAmountChangeChangeRatioChange
(Dollars in thousands)
400$158,218$(30,594)(16.2)%13.27%(9.0)%
300165,896(22,916)(12.1)%13.64%(6.5)%
200172,773(16,039)(8.5)%13.93%(4.5)%
100181,239(7,573)(4.0)%14.31%(1.9)%
0188,812%14.58%%
(100)188,594(218)(0.1)%14.25%(2.3)%
(200)180,056(8,756)(4.6)%13.30%(8.8)%

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The above table assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and will differ from actual results.

Liquidity Management

We maintain liquid assets at levels we consider adequate to meet both our short-term and long-term liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings and to fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.

Our primary sources of liquidity are deposits, loan sales, amortization and prepayment of loans and mortgage-backed securities, maturities of investment securities and other short-term investments, and earnings and funds provided from operations, as well as access to FHLB advances and other borrowings. While scheduled principal repayments on loans and mortgage-backed securities are a relatively predictable source of funds, deposit flows and loan sales and prepayments are greatly influenced by market interest rates, economic conditions, and rates offered by our competition. We set the interest rates on our deposits to maintain a desired level of total deposits.

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As reported in the Consolidated Statements of Cash Flows, our cash flows are classified for financial reporting purposes as operating, investing, or financing cash flows. Net cash provided by operating activities was $14.8 million and $7.7 million for the years ended December 31, 2022 and 2021, respectively. These amounts differ from our net income because of a variety of cash receipts and disbursements that did not affect net income for the respective periods. Net cash used for investing activities was $123.6 million and $135.7 million in fiscal years 2022 and 2021, respectively, principally reflecting our investment security and loan activities in the respective periods. Cash outlays for the purchase of securities decreased from $244.6 million for the year ended December 31, 2021 to $30.2 million for the year ended December 31, 2022. We used cash to finance a net increase in loans of $144.5 million in 2022, compared to cash provided by a net decrease in loans of $23.7 million in 2021, as prepayments and maturities exceeded originations in 2021. We also received $32.8 million in cash from the acquisition of two branches and related deposits in 2021. Deposit and borrowing cash flows have traditionally comprised most of our financing activities which, together with other funding cash flows, resulted in net cash provided of $68.1 million in fiscal year 2022, and $106.7 million in fiscal year 2021.

At December 31, 2022, we had the following main sources of availability of liquid funds and borrowings:

(In thousands)Total
Available liquid funds:
Cash and cash equivalents$31,384
Unencumbered securities207,294
Amount available from the Paycheck Protection Plan Loan Facility537
Availability of borrowings:
Zions Bank line of credit10,000
Pacific Coast Bankers Bank line of credit50,000
Other secured FHLB credit facility142,729
Total available sources of funds$441,944

The following table summarizes our main contractual obligations and other commitments to make future payments as of December 31, 2022. The amount of the obligations presented in the table reflect principal amounts only and exclude the amount of interest we are obligated to pay. Also excluded from the table are a number of obligations to be settled in cash. These excluded items are reflected in our consolidated balance sheet and include deposits with no stated maturity, trade payables, and accrued interest payable.

December 31, 2022
(In thousands)TotalOne Year or LessAfter One but within Five YearsAfter 5 Years
Payments Due:
Federal Home Loan Bank advances$57,723$51,273$6,450$
Operating lease agreements8,0547612,8994,394
Subordinated debt5,1555,155
Time deposits with stated maturity dates216,382151,59164,791
Total contractual obligations$287,314$203,625$74,140$9,549

Off-Balance Sheet Arrangements.  In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For information about our loan commitments, letters of credit and unused lines of credit, see Note 12 to the Consolidated Financial Statements. For fiscal year 2022, we did not engage in any off-balance-sheet transactions other than loan origination commitments and standby letters of credit in the normal course of our lending activities.

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Impact of Inflation and Changing Prices

The financial statements and related notes of Rhinebeck Bancorp, Inc. have been prepared in accordance with United States GAAP. GAAP generally requires the measurement of financial position and operating results in terms of historical dollars without consideration for changes in the relative purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of our operations. Unlike industrial companies, our assets and liabilities are primarily monetary in nature. As a result, changes in market interest rates have a greater impact on performance than the effects of inflation.

FY 2021 10-K MD&A

SEC filing source: 0001751783-22-000008.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-03-22. Report date: 2021-12-31.

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

This discussion and analysis reflects information contained in 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 from the audited consolidated financial statements of this 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 Loan Losses. The allowance for loan losses is a valuation allowance for probable incurred credit losses. The allowance for loan losses is increased through charges to the provision for loan losses. 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 loan losses when realized.

Non-interest Income. Our primary sources of non-interest income are mortgage banking income, service charges on deposit accounts, investment advisory income and net gains in the cash surrender value of bank owned life insurance and other income.

Non-Interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing, professional fees, marketing expenses and other general and administrative expenses, including premium payments we make to the FDIC for insurance of our deposits.

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.

Impact of COVID-19

During 2021, the United States’ economy began to recover from the COVID-19 pandemic, as the distribution of COVID-19 vaccines allowed for the easing of restrictive measures that had previously been imposed by state and local governments. While progress has been made to combat the COVID-19 pandemic, the pandemic is not over and may continue to have a complex and significant adverse impact on the economy, the banking industry and the Company in future periods, all subject to a high degree of uncertainty, particularly if new variants of the virus continue to emerge.

Effects on Our Market Areas.

Our commercial and consumer banking products and services are offered primarily in the Hudson Valley of New York, where individual and governmental responses to the COVID-19 pandemic led to a broad curtailment of economic activity beginning in March 2020. In 2020, the Governor announced a statewide stay-at-home order, also known as the “NYS on PAUSE Program,” with a mandate that all non-essential workers work from home and only businesses declared as essential by the program were allowed to stay open. As cases of COVID-19 declined, New York began a phased-in reopening with the Hudson Valley reaching Phase 1 reopening on May 26, 2020 and reaching the final Phase 4 on July 7, 2020. Even with the Phase 4 reopening business operations remained limited and many people still engaged in limited activities. As vaccines became available in 2021, more pandemic related restrictions eased and New York is gradually returning to normal. The recent surge of the Omicron variant has been a setback, and certain previously-relaxed social distancing and safety protocols have been reinstated, however, the state is hesitant to enact strict restrictions with vaccines and masking remaining the best public health measures in protecting people from COVID-19. Statewide unemployment levels have decreased but remain higher than pre-pandemic levels, from an average of 3.7% in December 2019 to 6.2% in December 2021.

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Pandemic Operational Preparations and Status.

Various operational measures remain in effect to encourage social distancing and enhanced cleaning and sanitizing procedures continue at all offices, drive-thru locations and ATM terminals. We maintain a workplace safety program to provide employees a safe and healthy workplace. By September 30, 2021, the majority of our employees had returned to the office. On September 6, 2021, New York Governor Kathy Hochul announced the designation of COVID-19 as an airborne infectious disease under the New York Health and Essential Rights Act (“HERO Act”). This designation requires all private employers to implement workplace safety plans. The key change to current safety protocol followed by the Bank is that all employees, regardless of vaccination status must be masked while in common areas. We continue to watch the latest COVID-19 developments and are following guidance provided by the Centers for Disease Control, as well as federal, state and local agencies.

Effects on Our Business.

With regard to our December 31, 2021 financial condition and results of operations, improving conditions around COVID-19 had a material impact on our provision for loan losses as the provision is significantly impacted by changes in economic conditions. Given that the economic conditions have improved significantly since December 31, 2020, we recorded a credit to the provision for loan losses for the year ended December 31, 2021. Should economic conditions worsen as a result of a resurgence in the virus and resulting measures to curtail its spread, we could experience increases in our required provision.

The Company’s interest income could be reduced due to COVID-19. In keeping with guidance from regulators, the Company continues to work with COVID-19 affected borrowers to defer their payments, interest, and fees. While interest and fees continue to accrue to income, should eventual credit losses on these deferred payments emerge, the related loans would be placed on nonaccrual status and interest income and fees accrued would be reversed. In such a scenario, interest income in future periods could be negatively impacted.

U.S. Small Business Administration Paycheck Protection Program.

Section 1102 of the CARES Act created the PPP, a program administered by the Small Business Administration (“SBA”) to provide loans to small businesses for payroll and other basic expenses during the COVID-19 pandemic. We participated in the PPP as a lender. These loans are eligible to be forgiven if certain conditions are satisfied and are fully guaranteed by the SBA. Additionally, loan payments will also be deferred for the first ten months of the loan term. During 2020, we received SBA approval for 674 applications totaling $92.0 million all of which were funded.

On December 27, 2020, President Trump signed into law the Consolidated Appropriations Act, 2021 (the “CAA”). The CAA, among other things, extends the life of the PPP, creating a second round of PPP loans for eligible businesses. We participated in the CAA’s second round of PPP lending. During the year ended December 31, 2021, we received SBA approval for 376 applications totaling $48.2 million and all had been funded. At December 31, 2021, we had $29.5 million of PPP loans outstanding

Deferred loan origination fees related to the PPP loans, net of deferred loan origination costs, totaled $3.3 million at December 31, 2021. We recorded amortization of net deferred loan origination fees of $2.4 million and $2.1 million on PPP loans for the years ended December 31, 2021 and 2020, respectively. The remaining net deferred loan origination fees will be amortized over the life of the respective loans, or until forgiven by the SBA, and will be recognized in interest income.

To assure adequate funding of the additional loan demand, the Bank became a participant in the Federal Reserve’s Payroll Protection Program Lending Facility (“PPPLF”), which allowed us to present these loans as collateral for 100% principal credit at the Federal Reserve’s discount window. The term of these loans mirrored the actual maturity of the underlying collateral and had a fixed interest rate of 0.35%. In April 2020, we borrowed $70.1 million which was repaid in full on July 2, 2020. The Bank did not utilize the PPPLF to fund its second round of PPP loans.

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COVID-19 Loan Forbearance Programs

Section 4013 of the CARES Act provides that a qualified loan modification is exempt by law from classification as a TDR pursuant to GAAP.  In addition, the Office of the Comptroller of the Currency (“OCC”) in coordination with other federal agencies and in consultation with state financial regulators, issued OCC Bulletin 2020-35, which provided more limited circumstances in which a loan modification is not subject to classification as a TDR.

For consumer borrowers, the Bank deferred payments for indirect and direct automobile loans for up to 60 days and an additional 30 days, if needed. We also provided forbearance to our residential real estate borrowers which allowed them to defer their principal and interest payments for up to 90 days and an option for an additional 90 days, if needed. In addition, for commercial borrowers we provided deferment and forbearance options that include interest-only and tax escrow only payments. Some borrowers that met the Bank’s underwriting criteria were granted working capital loans to provide financial assistance. These deferrals were maintained within the CARES Act guidance and did not exceed twelve consecutive months of deferred payment.

Throughout 2020, the Bank had approved 2,095 loan deferrals totaling $122.6 million. During 2021, the Bank had approved 120 loan deferrals totaling $1.9 million. As of December 31, 2021, all of the modifications granted to customers had expired and there were no deferrals outstanding.

Business Strategy

Based on an extensive review of the current opportunities in our primary market area as well as our resources and capabilities, we are pursuing the following business strategies:

Column 1Column 2Column 3
Continue to grow our indirect automobile loan portfolio. We originate automobile loans through a network of 134 automobile dealerships (87 in the Hudson Valley region and 47 in Albany, New York). Our indirect automobile loan portfolio totaled $382.1 million, or 44.8% of our total loan portfolio and 29.8% of total assets, at December 31, 2021 as compared to $376.3 million, or 42.9% of our total loan portfolio and 33.3% of total assets, at December 31, 2020. In addition, our direct automobile portfolio totaled $6.8 million at December 31, 2021. We plan to continue to grow our indirect automobile loan portfolio by increasing loan originations and by further expanding our presence in the Albany, New York area; however, our current policy limits our total indirect automobile loan portfolio to 45% of total assets.
Column 1Column 2Column 3
Focus on commercial real estate, multi-family real estate and commercial business lending. We believe that commercial real estate, multi-family real estate and general commercial business lending offer opportunities to invest in our community, while increasing the overall yield earned on our loan portfolio and assisting in managing interest rate risk. We intend to continue to increase our originations of these types of loans in our primary market area and may consider hiring additional lenders as well as originating loans secured by properties located in areas that are contiguous to our current market area. We also occasionally participate in commercial real estate loans originated in areas in which we do not have a market presence. The purchase of loan pools may be considered in the event our organic loan production does not meet our expectations.
Column 1Column 2Column 3
Increase core deposits, including demand deposits. Deposits are our primary source of funds for lending and investment. We intend to focus on expanding our core deposits (which we define as all deposits except for certificates of deposit), particularly non-interest-bearing demand deposits, because they are the lowest cost funds and are less sensitive to withdrawal when interest rates fluctuate. Core deposits represented 85.8% of our total deposits at December 31, 2021 compared to 78.4% at December 31, 2020. Going forward, we will focus on increasing our core deposits by increasing our commercial lending activities and enhancing our relationships with our retail customers. We also increased our market share in Orange County, New York, opening four new branches in the county in 2021.
Column 1Column 2Column 3
Continue expense control. Management continues to focus on controlling our level of non-interest expense and identifying cost savings opportunities, such as monitoring our employee needs, renegotiating key third-

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Column 1Column 2Column 3
party contracts and reducing other operating expenses. Our non-interest expense was $35.5 million and $30.1 million for the years ended December 31, 2021 and 2020, respectively.
Column 1Column 2Column 3
Manage credit risk to maintain a low level of non-performing assets. We believe that strong asset quality is a key to long-term financial success. Our strategy for credit risk management focuses on an experienced team of credit professionals, well-defined and implemented credit policies and procedures, conservative loan underwriting criteria and active credit monitoring. Our ratio of non-performing loans to total assets was 0.52% at December 31, 2021, which decreased from 0.57% at December 31, 2020.
Column 1Column 2Column 3
Grow the balance sheet. During 2021 we opened four new branches in Orange County: two in Warwick and Montgomery, as the result of a purchase from ConnectOne Bank, and two in Newburgh and Middletown, as de novo locations. Previously stated as a geographical part of our service territory that we wish to develop, all four locations were fully operational by year-end. We believe that these offices, and the Bank overall, will continue to benefit from a large customer base that prefers doing business with a local institution and may be reluctant to do business with larger institutions. By providing our customers with quality service, coupled with a home-town ambience, we expect to continue our strong organic growth. Also, as the pandemic retreats in the face of the increasing availability of vaccinations, we expect that the pent- up demand of commercial activity will return to a more normal pace providing renewed growth opportunities for our loan portfolio.

Terms of Critical Accounting Policies

Our most significant accounting policies are described in Note 1 to the consolidated financial statements.  Certain of these accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities, and we consider these policies to be our critical accounting estimates.  The judgment and assumptions made are based upon historical experience, future forecasts, or other factors that management believes to be reasonable under the circumstances.  Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material effect on our financial condition and results of operations.

The following accounting policies materially affect our reported earnings and financial condition and require significant judgments and estimates.

Allowance for loan losses

The allowance for loan losses is the estimated amount considered necessary to cover credit losses inherent in the loan portfolio at the balance sheet date. The allowance is established through the provision for loan losses which is charged against income. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future periods.

In determining the allowance for loan losses, management makes significant estimates and has identified this policy as one of our most critical. The methodology for determining the allowance for loan losses is considered a critical accounting policy by management due to the high degree of judgment involved, the subjectivity of the assumptions utilized and the potential for unanticipated changes in the economic environment that could result in changes to the amount of the recorded allowance for loan losses.

As a substantial amount of our loan portfolio is collateralized by real estate, appraisals of the underlying value of property securing loans and discounted cash flow valuations of properties are critical in determining the amount of the allowance required for specific impaired loans. Assumptions for appraisals and discounted cash flow valuations are instrumental in determining the value of properties.

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Management performs a quarterly evaluation of the adequacy of the allowance for loan losses. Consideration is given to a variety of factors in establishing the allowance including, but not limited to, current economic conditions, delinquency statistics, geographic and industry concentrations, the adequacy of the underlying collateral, the financial strength of the borrower, results of internal and external loan reviews and other relevant factors. This evaluation is inherently subjective, as it requires material estimates that may be susceptible to significant revision based on changes in economic and real estate market conditions.

The analysis of the allowance for loan losses has two components: specific and general allocations. Specific allocations are made for loans that are determined to be impaired. Impairment is measured by determining the present value of expected future cash flows or, for collateral-dependent loans, the fair value of the collateral adjusted for market conditions and selling expenses. The general allocation is determined by segregating the remaining loans by type of loan and using applicable historical loss experience plus qualitative factors including, but not limited to, delinquency trends, general economic conditions and geographic and industry concentrations.

The allowance represents management’s best estimate, but significant downturns in circumstances relating to loan quality and economic conditions could result in a requirement for additional allowance.  Likewise, external events could potentially cause an upturn in loan quality and improved economic conditions may allow a reduction in the required allowance.  In either instance, unanticipated and unforeseeable changes could have a significant impact on results of operations.

Overly optimistic assumptions or negative changes to assumptions could significantly impact the valuation of a property securing a loan and the related allowance determined. The assumptions supporting such appraisals and discounted cash flow valuations are carefully reviewed by management to determine that the resulting values reasonably reflect amounts realizable on the related loans. Actual loan losses may be significantly more than the allowance for loan losses we have established, which could have a material negative effect on our financial results. In addition, our banking regulators, as an integral part of their examination process, periodically review our allowance for loan losses. Our banking regulators may require us to recognize adjustments to the allowance based on judgments about information available to them at the time of its examination.

Goodwill and Intangible Assets

The assets (including identifiable intangible assets) and liabilities acquired in a business combination are recorded at fair value at the date of acquisition. Goodwill is recognized as the excess of the acquisition cost over the fair values of the net assets acquired and is not subsequently amortized. Identifiable intangible assets include customer lists and core deposit intangibles and are being amortized on a straight-line basis over their estimated lives. Goodwill is not amortized, but it is tested at least annually for impairment in the fourth quarter, or more frequently if indicators of impairment are present.

The determination of fair values is based on valuations using management’s assumptions of future growth rates, future attrition, discount rates, multiples of earnings or other relevant factors. In evaluating whether it is more likely than not that the fair value is less than its carrying amount, management assessed seven qualitative factors including, but not limited to, macroeconomic conditions, industry and market considerations, overall financial performance and other relevant company-specific events.

Changes in these factors, as well as downturns in economic or business conditions, could have a significant adverse impact on the carrying value of goodwill and could result in impairment losses affecting our financial statements. A prolonged economic downturn or deterioration in the economic outlook may lead management to conclude that an interim quantitative impairment test of our goodwill is required prior to the annual impairment test. Based on our impairment tests, no impairment was recorded in 2021 or 2020.

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Income Taxes

We are subject to the income tax laws of the United States, New York State, and the municipalities in which we operate.  These tax laws are complex and subject to different interpretations by the taxpayer and the relevant government taxing authorities.  We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  See Note 9 to the Consolidated Financial Statements for a further description of our provision and related income tax assets and liabilities.

In establishing a provision for income tax expense, we must make judgments and interpretations about the application of these inherently complex tax laws.  We must also make estimates about when in the future certain items will affect taxable income.  Disputes over interpretations of the tax laws may be subject to review/adjudication by the court systems of the various tax jurisdictions or may be settled with the taxing authority upon examination or audit.

If current available information raises doubt as to the realization of the deferred tax assets, a valuation allowance is established. We consider the determination of this valuation allowance to be a critical accounting policy because of the need to exercise significant judgment in evaluating the amount and timing of recognition of deferred tax liabilities and assets, including projections of future taxable income. These judgments and estimates are reviewed on a continual basis as regulatory and business factors change.

A valuation allowance for deferred tax assets may be required if the amount of taxes recoverable through loss carryback declines, or if we project lower levels of future taxable income. Such a valuation allowance would be established through a charge to income tax expense which would adversely affect our operating results.

Although management believes that the judgments and estimates used are reasonable, actual results could differ and we may be exposed to losses or gains that could be material.   An unfavorable tax settlement would result in an increase in our effective income tax rate in the period of resolution.  A favorable tax settlement would result in a reduction in our effective income tax rate in the period of resolution.

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Selected Financial Data

The following selected consolidated financial data sets forth certain financial highlights of the Company and should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K for 2021 and 2020.

At December 31,
20212020
(In thousands)
Selected Financial Condition Data:
Total assets$1,281,166$1,128,829
Cash and due from banks72,09193,485
Securities available-for-sale280,283102,933
Loans receivable, net854,967873,813
Bank owned life insurance29,13118,877
Goodwill and other intangibles2,6681,609
Total liabilities1,155,1971,012,330
Deposits1,101,999929,364
Federal Home Loan Bank advances18,04150,674
Subordinated debt5,1555,155
Total stockholders’ equity$125,969$116,499

For the Year Ended December 31,
20212020
(In thousands, except per share data)
Selected Operating Data:
Interest and dividend income$43,700$44,395
Interest expense4,2878,019
Net interest income39,41336,376
(Credit to) provision for loan losses(3,667)7,138
Net interest income after (credit to) provision for loan losses43,08029,238
Non-interest income7,4238,303
Non-interest expense35,51230,065
Income before income tax expense14,9917,476
Income tax expense3,4331,559
Net income$11,558$5,917
Earnings per share (diluted)$1.06$0.55

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At or For the Year Ended December 31,
20212020
Performance Ratios:
Return on average assets(1)0.95%0.55%
Return on average equity(2)9.49%5.17%
Interest rate spread(3)3.28%3.24%
Net interest margin(4)3.45%3.56%
Efficiency ratio(5)75.82%67.29%
Average interest-earning assets to average interest-bearing liabilities144.89%140.37%
Total loans to total assets66.62%78.79%
Equity to assets(6)10.02%10.56%
Capital Ratios(7):
Tier 1 capital (to adjusted total assets)9.65%9.95%
Tier I capital (to risk-weighted assets)12.76%12.72%
Total capital (to risk-weighted assets)13.54%13.97%
Common equity Tier 1 capital (to risk-weighted assets)12.76%12.72%
Asset Quality Ratios:
Allowance for loan losses as a percent of total loans0.89%1.33%
Allowance for loan losses as a percent of non-performing loans113.01%183.63%
Net charge-offs to average outstanding loans(0.05)%(0.17)%
Non-performing loans as a percent of total loans0.78%0.72%
Non-performing assets as a percent of total assets0.52%0.57%
Other Data:
Book value per common share$ 11.15$ 10.31
Tangible book value per common share(8)$ 10.92$ 10.16
Number of offices1814
Number of full-time equivalent employees192171
Column 1Column 2
(1)Represents net income divided by average total assets.
Column 1Column 2
(2)Represents net income divided by average equity.
Column 1Column 2
(3)Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost on average interest-bearing liabilities.
Column 1Column 2
(4)Represents net interest income as a percent of average interest-earning assets.
Column 1Column 2
(5)Represents non-interest expense divided by the sum of net interest income and non-interest income.
Column 1Column 2
(6)Represents average equity divided by average total assets.
Column 1Column 2
(7)Capital ratios are for Rhinebeck Bank only. Rhinebeck Bancorp, Inc. is not subject to the minimum consolidated capital requirements as a small bank holding company with assets less than $3.0 billion.
Column 1Column 2
(8)Represents a non-GAAP financial measure, see table below for a reconciliation of the non-GAAP financial measures.

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NON-GAAP FINANCIAL INFORMATION

This Report contains financial information determined by methods other than in accordance with generally accepted accounting principles (“GAAP”). Such non-GAAP financial information includes the following measure: “tangible book value per common share.” Management uses this non-GAAP measure because we believe that it may provide useful supplemental information for evaluating our operations and performance, as well as in managing and evaluating our business and in discussions about our operations and performance. Management believes this non-GAAP measure may also provide users of our financial information with a meaningful measure for assessing our financial results, as well as a comparison to financial results for prior periods. This non-GAAP measure should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP and are not necessarily comparable to other similarly titled measures used by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable measures as reported in accordance with GAAP are included below.

December 31,
(In thousands, except per share amounts)20212020
Book value per common share reconciliation
Total shareholders' equity (book value) (GAAP)$125,969$116,499
Total shares outstanding11,29611,303
Book value per common share$11.15$10.31
Total common equity
Total equity (GAAP)$125,969$116,499
Goodwill(2,235)(1,410)
Intangible assets(433)(199)
Tangible common equity (non-GAAP)$123,301$114,890
Tangible book value per common share
Tangible common equity (non-GAAP)$123,301$114,890
Total shares outstanding11,29611,303
Tangible book value per common share$10.92$10.16

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Comparison of Financial Condition at December 31, 2021 and December 31, 2020

Total Assets.  Total assets were $1.28 billion at December 31, 2021, representing an increase of $152.3 million, or 13.5%, compared to $1.13 billion at December 31, 2020. The increase was primarily related to an increase in available for sale securities, which increased $177.4 million, or 172.3% and an increase of $10.3 million, or 54.3%, in the cash surrender value of life insurance. These increases were partially offset by a decrease in cash and due from banks of $21.4 million, or 22.9%, and a decrease in net loans receivable of $18.8 million, or 2.2%.

Cash and Due from Banks.  Cash and due from banks decreased $21.4 million, or 22.9%, to $72.1 million at December 31, 2021 from $93.5 million at December 31, 2020, primarily due to a decrease in deposits held at the Federal Reserve Bank of New York, as excess cash was used to purchase investment securities.

Investment Securities Available for Sale.  Investment securities available for sale increased $177.4 million, or 172.3%, to $280.3 million at December 31, 2021 from $102.9 million at December 31, 2020. The increase was primarily due to $244.7 million of new purchases, primarily of mortgage-backed securities and U.S. Treasury and government agency securities, as we deployed excess cash received mostly from PPP borrower-related accounts and government stimulus actions and the additional deposits acquired in our 2021 branch acquisition. The increase in available for sale securities was partially offset by paydowns, calls and maturities of $62.6 million and $4.7 million in unrealized market losses.

Net Loans.  Net loans receivable were $855.0 million at December 31, 2021, a decrease of $18.8 million, or 2.2%, when compared to December 31, 2020. The decrease was primarily due a decrease in PPP loans. Net PPP loans decreased $45.6 million, or 61.5%, reflecting the improvement in the economy as our customers showed signs of recovering from the pandemic. Excluding PPP loans, commercial loans decreased $3.8 million primarily on production shortfalls. Residential real estate loans decreased $3.6 million, or 9.2%, while non-residential real estate and home equity loans decreased $2.8 million and $2.3 million, respectively. These decreases were partially offset by an increase in multi-family real estate of $25.5 million, or 84.1%, an increase in our indirect automobile portfolio of $5.8 million, or 1.5%, and an increase in commercial real estate construction loans of $4.7 million, or 87.2%. During the year, our allowance for loan losses decreased $4.1 million, or 35.0%, to reflect the decrease in our portfolio and the improving economic conditions.

Cash Surrender Value of Life Insurance. Cash surrender value of life insurance increased $10.3 million, or 54.3%, as the Bank purchased $10.0 million in split-dollar life insurance policies for key employees.

Total Liabilities.  Total liabilities increased $142.9 million in 2021 primarily due to an increase in deposits of $172.6 million, or 18.6%, and partially offset by a decrease of $32.6 million, or 64.4%, in FHLB advances.

Deposits.  Deposits increased $172.6 million, or 18.6%, to $1.10 billion at December 31, 2021. Interest bearing accounts grew 14.9%, or $102.2 million, to $787.2 million. NOW accounts increased $17.0 million, or 12.0%, savings accounts increased $25.2 million, or 16.0%, and money market accounts increased $103.7 million, or 56.0%. Certificates of deposit decreased $43.7 million, or 21.8%, to $156.9 million at December 31, 2021. Non-interest bearing balances increased 28.8%, or $70.5 million, finishing the year at $314.8 million. Mortgagors’ escrow accounts increased 7.5% to $9.1 million at December 31, 2021.

Borrowed Funds.  Advances from the FHLB decreased $32.6 million, or 64.4%, from $50.7 million at December 31, 2020 to $18.0 million at December 31, 2021 as there was no need to replace maturing advances due to deposit growth.

Stockholders’ Equity. Stockholders' equity increased $9.5 million to $126.0 million at December 31, 2021, primarily due to net income of $11.6 million, partially offset by a $3.7 million increase in accumulated other comprehensive loss on available for sale securities, as a net unrealized gain turned to a net unrealized loss. The Company's ratio of average equity to average assets was 10.02% for the year ended December 31, 2021 and 10.56% for the year ended December 31, 2020. Book value per share was $11.15 and $10.31 for the years ended December 31, 2021

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and 2020, respectively. Tangible book value per share was $10.92 and $10.16 for the years ended December 31, 2021 and 2020, respectively (see reconciliation of Non-GAAP Financial Information shown above).

Comparison of Operating Results for the Years Ended December 31, 2021 and December 31, 2020

Net Income.  Net income for the year ended December 31, 2021 was $11.6 million ($1.07 per basic and $1.06 per diluted share), compared with $5.9 million ($0.55 per basic and diluted share) for the year ended December 31, 2020, an increase of $5.6 million, or 95.3%. Interest and dividend income decreased $695,000, or 1.6%, interest expense decreased $3.7 million, or 46.5%, and the provision for loan losses decreased $10.8 million, or 151.4%, ending the year with a credit balance. Noninterest income decreased $880,000, or 10.6%, while other expenses and taxes increased $7.3 million, or 23.2%, as compared to 2020. The increase in net income came largely from a credit to the provision for loan losses of $3.7 million in 2021 as compared to a provision for loan losses of $7.1 million for 2020.

Net Interest Income.  Net interest income increased $3.0 million, or 8.3%, to $39.4 million for the year ended December 31, 2021, as compared to $36.4 million in 2020. The increase was primarily driven by higher interest-earning asset balances and the favorable impact of lower rates on deposit costs, which were partially offset by lower yields on earning assets. An increase in lower yielding available for sale securities was the primary reason our net interest margin decline of 11 basis points to 3.45% for the year ended December 31, 2021 compared to 3.56% for 2020. The ratio of average interest-earning assets to average interest-bearing liabilities improved 3.2% to 144.89%. The yield on interest earning assets decreased 52 basis points to 3.82% in 2021 from 4.34%, primarily due to the large addition of lower yielding available for sale securities, while deposit and borrowing costs decreased 56 basis points to 0.54% in 2021 from 1.10% for 2020 driven by decreases in general market rates, a change in the composition of the deposit portfolio to more transaction accounts and less certificates of deposit, and efforts to maintain our margin.

Interest Income.  Interest income decreased $695,000, or 1.6%, to $43.7 million for fiscal year 2021 from $44.4 million for fiscal year 2020. The decrease resulted primarily from decreased yields and, to a lesser extent, a lower average loan balance, partially offset by a higher average balance of lower yielding available for sale securities. The average yield on loans decreased to 4.80% for the fiscal year 2021, from 4.86% for the fiscal year 2020. The average yields on investment securities decreased to 1.12% for the fiscal year 2021 from 1.88% for 2020. Average interest earning assets increased $120.0 million from $1.02 billion at December 31, 2020 to $1.14 billion at December 31, 2021. The increase in average interest earning assets during 2021 compared to 2020 included increases in available for sale securities of $85.6 million and an increase in average interest bearing depository accounts of $42.6 million, partially offset by a decrease of $8.2 million in average loan balances.

Interest Expense.  Interest expense decreased $3.7 million, or 46.5%, to $4.3 million for fiscal year 2021 from $8.0 million for fiscal year 2020. This was primarily due to a 56 basis point decrease in the overall cost of interest bearing liabilities to 0.54% for fiscal 2021 from 1.10% for fiscal 2020 partially offset by an increase in average interest bearing liability balances of $60.1 million, or 8.3%, year over year.

Provision for Loan Losses.  The Company establishes provisions for loan losses, which are charged to earnings, at a level necessary to absorb known and inherent losses that are both probable and reasonably estimable at the date of the financial statements. In evaluating the level of the allowance for loan losses, management considers historical loss experience, the types of loans and the amount of loans in the loan portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, peer group information and prevailing economic conditions, among other qualitative factors. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events occur.

The Company recorded a credit to the provision of $3.7 million for the year ended December 31, 2021, a decrease of $10.8 million, or 151.4%, as compared to the year ended December 31, 2020. The credit to the provision was mainly attributable to the positive impact of the change in both quantitative and qualitative factors reflecting the improved economic environment and the resultant decreased financial risk for the Bank’s borrowers. The decrease in our loan loss allowance related to the economic environment was based, in major part, on the number of loans that had their payments deferred in fiscal year 2020 which increased the risk of defaults. There were no deferrals remaining at December 31, 2021. Net charge-offs for the year ended December 31, 2021 totaled $407,000, compared to $1.5 million, for the year

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ended 2020. The decrease was primarily due to an improvement in the overall economic environment and pricing gains on the sales of repossessed vehicles as used car prices have risen significantly.

Although we believe that we use the best information available to establish the allowance for loan losses, future additions to the allowance may be necessary, based on estimates that are susceptible to change as a result of changes in economic conditions and other factors. In addition, the FDIC and NYSDFS, as an integral part of their examination process, will periodically review our allowance for loan losses. These agencies may require us to recognize adjustments to the allowance, based on their judgments about information available to them at the time of their examination.

Non-Interest Income. Non-interest income decreased $880,000, or 10.6%, to $7.4 million for the year ended December 31, 2021 as compared to $8.3 million in 2020. For the year ended December 31, 2021, the gain on sales of mortgage loans decreased $1.2 million, or 31.4%, and the net gain from sales of other real estate owned decreased $489,000, or 98.2%. The Company sold $72.9 million of residential mortgage loans in 2021 as compared to $95.0 million in 2020. Investment advisory income decreased $158,000, or 12.3%. These decreases were partially offset by service charges on deposit accounts, which increased $308,000, or 13.5%, as transaction volume increased, while the cash surrender value of life insurance increased $191,000. A gain related to the collection of life insurance proceeds of $195,000 and an increase in various other non-interest income items of $224,000 also served to reduce the overall decline in non-interest income.

Non-Interest Expense.  For the year ended December 31, 2021, non-interest expense increased $5.4 million, or 18.1%, to $35.5 million from $30.1 million for 2020. The increase was primarily due to an increase in salaries and benefits of $3.3 million, or 19.7%, due to new branch employees as well as annual merit increases, production incentives and employee benefit increases. Occupancy increased $579,000, or 16.3%, data processing increased $345,000, or 24.7%, marketing fees increased $202,000 and professional fees increased $194,000. Other non-interest expenses increased $935,000, or 18.1%, and included an additional estimated reserve of $600,000 for potential consumer compliance issues in the Bank’s indirect automobile portfolio. Additional reserves in the future may be required but cannot be estimated at this time.

Income Taxes.  Income tax provision increased by $1.9 million, or 120.2%, to $3.4 million for the year ended December 31, 2021 as compared to 2020. Our effective tax rate for the year ended December 31, 2021 was 22.9% compared to 20.9% in 2020.

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Average Balance Sheets for the Years Ended December 31, 2021 and 2020

The following tables set forth average balance sheets, 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. The yields set forth below include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income. Loan balances include loans held for sale. Deferred loan fees included in interest income totaled $2.7 million and $1.7 million for the years ended December 31, 2021 and 2020, respectively.

For the Year Ended December 31,
20212020
AverageInterest andAverageInterest and
BalanceDividendsYield/Cost(3)BalanceDividendsYield/Cost(3)
(Dollars in thousands)
Assets:
Interest bearing depository accounts$83,169$1050.13%$40,547$470.12%
Loans(1)861,20741,3634.80%869,42842,2154.86%
Available for sale securities198,7952,2321.12%113,1632,1331.88%
Total interest-earning assets1,143,17143,7003.82%1,023,13844,3954.34%
Non-interest-earning assets72,09160,435
Total assets$1,215,262$1,083,573
Liabilities and equity:
NOW accounts$148,851$2410.16%$114,305$2610.23%
Money market accounts244,4121,3950.57%169,9781,7171.01%
Savings accounts174,3692830.16%139,9463290.24%
Certificates of deposit178,3601,5770.88%222,0024,2631.92%
Total interest-bearing deposits745,9923,4960.47%646,2316,5701.02%
Escrow accounts9,0451051.16%8,8071011.15%
FHLB and FRB advances28,7925731.99%68,6851,2091.76%
Subordinated debt5,1551132.19%5,1551392.70%
Other interest-bearing liabilities42,9927911.84%82,6471,4491.75%
Total interest-bearing liabilities788,9844,2870.54%728,8788,0191.10%
Non-interest-bearing deposits284,279223,611
Other non-interest-bearing liabilities20,25016,665
Total liabilities1,093,513969,154
Total stockholders’ equity121,749114,419
Total liabilities and stockholders’ equity$1,215,262$1,083,573
Net interest income$39,413$36,376
Interest rate spread3.28%3.24%
Net interest margin(2)3.45%3.56%
Average interest-earning assets to average interest-bearing liabilities144.89%140.37%
Column 1Column 2
(1)Non-accruing loans are included in the outstanding loan balance.
Column 1Column 2
(2)Represents the difference between interest earned and interest paid, divided by average total interest earning assets.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the years 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 net column represents the sum of the prior 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. The Company does not have any excludable out-of-period items or adjustments.

Year Ended December 31, 2021
Compared to Year Ended
December 31, 2020
Increase (Decrease)
Due to
VolumeRateNet
Interest income:
Interest bearing depository accounts$53$5$58
Loans receivable(398)(454)(852)
Marketable securities1,189(1,090)99
Total interest-earning assets844(1,539)(695)
Interest expense:
Deposits7(3,081)(3,074)
Escrow accounts314
Federal Home Loan Bank advances(777)141(636)
Subordinated debt(26)(26)
Total interest-bearing liabilities(767)(2,965)(3,732)
Net increase in net interest income$1,611$1,426$3,037

Management of Market Risk

General.  The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage our exposure to changes in market interest rates. Accordingly, the Board of Directors maintains a management-level Asset/Liability Management Committee (the “ALCO”), which takes initial responsibility for reviewing the asset/liability management process and related procedures, establishing and monitoring reporting systems and ascertaining that established asset/liability strategies are being maintained. On at least a quarterly basis, the ALCO reviews and reports asset/liability management outcomes with the Board of Directors. This committee also implements any changes in strategies and reviews the performance of any specific asset/liability management actions that have been implemented.

We try to manage our interest rate risk to minimize the exposure of our earnings and capital to changes in market interest rates. We have implemented the following strategies to manage our interest rate risk: originating loans with adjustable interest rates, selling longer-term fixed-rate residential mortgage loans, promoting core deposit products and adjusting the interest rates and maturities of funding sources, as necessary. By following these strategies, we believe that we are better positioned to react to changes in market interest rates.

Net Economic Value Simulation.  We analyze our sensitivity to changes in interest rates through a net economic value of equity (“EVE”) model. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. We estimate what our EVE would be at a specific date. We then calculate what the EVE would be at the same date throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve. We currently calculate EVE under the assumptions that interest rates

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increase 100, 200, 300 and 400 basis points from current market rates and that interest rates decrease 100 basis points from current market rates.

The following table presents the estimated changes in our EVE that would result from changes in market interest rates at December 31, 2021. All estimated changes presented in the table are within the policy limits approved by our Board of Directors.

Net Economic
Value as Percent of
Net Economic Valueof Assets
DollarDollarPercentEVEPercent
Basis Point Change in Interest RatesAmountChangeChangeRatioChange
400$181,791$45,33733.2%15.70%47.5%
300167,61831,16422.8%14.15%32.9%
200151,67915,22511.2%12.49%17.3%
100136,5571030.1%10.95%2.9%
0136,454%10.65%%
(100)$113,481$(22,973)(16.8)%8.64%(18.8)%

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The above table assumes that the composition of our interest-sensitive assets and liabilities existing at the date indicated remains constant uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and will differ from actual results.

Liquidity Management

We maintain liquid assets at levels we consider adequate to meet both our short-term and long-term liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings and to fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.

Our primary sources of liquidity are deposits, loan sales, amortization and prepayment of loans and mortgage-backed securities, maturities of investment securities and other short-term investments, and earnings and funds provided from operations, as well as access to FHLB advances and other borrowings. While scheduled principal repayments on loans and mortgage-backed securities are a relatively predictable source of funds, deposit flows and loan sales and prepayments are greatly influenced by market interest rates, economic conditions, and rates offered by our competition. We set the interest rates on our deposits to maintain a desired level of total deposits.

As reported in the Consolidated Statements of Cash Flows, our cash flows are classified for financial reporting purposes as operating, investing, or financing cash flows. Net cash provided by operating activities was $7.7 million and $14.8 million for the years ended December 31, 2021 and 2020, respectively. These amounts differ from our net income because of a variety of cash receipts and disbursements that did not affect net income for the respective periods. Net cash used for investing activities was $135.7 million and $74.1 million in fiscal years 2021 and 2020, respectively, principally reflecting our investment security and loan activities in the respective periods. We also received $32.8 million in cash from the acquisition of two branches in 2021. Cash outlays for the purchase of securities increased from $39.2 million for the year ended December 31, 2020 to $244.6 million for the year ended December 31, 2020. Cash proceeds from principal repayments, maturities and sales of investment securities amounted to $62.2 million and $52.0 million in the years ended December 31, 2021 and 2020, respectively. We had cash flows from a net decrease in loans of $23.7 million in 2021 compared to a net increase of $89.3 million in 2020. Deposit and borrowing cash flows have traditionally comprised most of our financing activities which resulted in net cash provided of $106.7 million in fiscal year 2021, and $140.8 million in fiscal year 2020.

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At December 31, 2021, we had the following main sources of availability of liquid funds and borrowings:

(dollars in thousands)Total
Available liquid funds:
Cash and due from banks$72,091
Unencumbered securities272,141
Amount available from the PPPLF29,464
Availability of borrowings:
Zions Bank line of credit10,000
Atlantic Community Bankers Bank line of credit5,000
Pacific Community Bankers Bank line of credit50,000
Other secured FHLB credit facility152,343
Total available sources of funds$591,039

The following table summarizes our main contractual obligations and other commitments to make future payments as of December 31, 2021. The amount of the obligations presented in the table reflect principal amounts only and exclude the amount of interest we are obligated to pay. Also excluded from the table are a number of obligations to be settled in cash. These excluded items are reflected in our consolidated balance sheet and include deposits with no stated maturity, trade payables, and accrued interest payable.

December 31, 2021
(dollars in thousands)TotalOne Year or LessAfter One but within Five YearsAfter 5 Years
Payments Due:
Federal Home Loan Bank advances$18,041$16,768$1,273$
Operating lease agreements9,1928503,2725,070
Subordinated debt5,1555,155
Time deposits with stated maturity dates156,899122,86134,038
Total contractual obligations$189,287$140,479$38,583$10,225

Off-Balance Sheet Arrangements.  In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For information about our loan commitments, letters of credit and unused lines of credit, see Note 12 to the Consolidated Financial Statements. For fiscal year 2021, we did not engage in any off-balance-sheet transactions other than loan origination commitments and standby letters of credit in the normal course of our lending activities.

Impact of Inflation and Changing Prices

The financial statements and related notes of Rhinebeck Bancorp, Inc. have been prepared in accordance with United States GAAP. GAAP generally requires the measurement of financial position and operating results in terms of historical dollars without consideration for changes in the relative purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of our operations. Unlike industrial companies, our assets and liabilities are primarily monetary in nature. As a result, changes in market interest rates have a greater impact on performance than the effects of inflation.

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