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Equity Bancshares (NYSE: EQBK) files detailed Frontier merger financials

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Rhea-AI Filing Summary

Equity Bancshares, Inc. filed an amended current report to add detailed financial information for its completed merger with Frontier Holdings, LLC, which became effective on January 1, 2026.

The amendment supplies audited consolidated financial statements for Frontier as of September 30, 2025 and 2024, including a balance sheet showing total assets of 1,420,376 (thousands) and members’ equity of 119,066 (thousands) in 2025. Frontier generated net income of 12,902 (thousands) for the year ended September 30, 2025, up from 7,024 (thousands) in 2024, with comprehensive income of 13,378 (thousands).

The filing also includes unaudited pro forma condensed consolidated combined financial statements for Equity Bancshares and Frontier as of and for the year ended December 31, 2025, helping readers see how the merged company might look on a combined basis.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 01, 2026

 

 

EQUITY BANCSHARES, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Kansas

001-37624

72-1532188

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

7701 East Kellogg Drive

Suite 300

 

Wichita, Kansas

 

67207

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 316 612-6000

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A, Common Stock, par value $0.01 per share

 

EQBK

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

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

 


Explanatory Note
 

On January 2, 2026, Equity Bancshares, Inc. (the “Company”) filed with the Securities and Exchange Commission a Current Report on Form 8-K (the “Initial 8-K”) to disclose that it had completed its previously announced merger (the “Merger”) with Frontier Holdings, LLC (“Frontier”) pursuant to an Agreement and Plan of Reorganization, dated August 29, 2025, by and among the Company, Winston Merger Sub, Inc, and Frontier effective January 1, 2026.

 

This 8-K/A amends the Initial 8-K to provide financial statements and pro forma financial information for the Merger that are described in parts (a) and (b) of Item 9.01 below. Except as provided in this Form 8-K/A, the Initial 8-K remains unchanged.

Item 9.01 Financial Statements and Exhibits.

(a)
Financial Statements of Businesses Acquired

 

The audited consolidated balance sheets of Frontier as of September 30, 2025 and 2024, and the related consolidated statements of income, comprehensive income, changes in members’ equity and cash flows for each of the two years in the period ended September 30, 2025, and the related notes and report of independent auditors thereto, required by this item are included as Exhibit 99.1 and incorporated by reference herein.

 

(b)
Pro Forma Financial Information

 

The unaudited pro forma condensed consolidated combined balance sheet as of December 31, 2025 and the unaudited pro forma condensed consolidated combined statements of income for the years ended December 31, 2025, required by this item are included as exhibit 99.2 and incorporate by reference herein.

 

(d) Exhibits

 

Exhibit No.

Description

23.1

Consent of Forvis Mazars, LLP

 

99.1

Audited consolidated financial statement of Frontier as of September 30, 2025 and 2024, and for each of the two year in the period ended September 30, 2025 as well as the accompanying notes and the related Report of Independent Registered Public Accounting Firm.

99.2

Unaudited pro forma condensed consolidated combined balance sheet as of December 31, 2025 and unaudited pro forma condensed consolidated combined statement of income for the year ended December 31, 2025.

104

Cover Page Interactive Data File (formatted as inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Equity Bancshares, Inc.

 

 

 

 

Date:

March 18, 2026

By:

/s/ Chris M. Navratil

 

 

 

Chris M. Navratil
Executive Vice President and Chief Financial Officer

 


Exhibit 99.1

Frontier Holdings, LLC

Independent Auditor’s Report and
Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 


 

Frontier Holdings, LLC

September 30, 2025 and 2024

 

 

Contents

 

 

Independent Auditor’s Report

 

1

 

Consolidated Financial Statements

 

Balance Sheets

4

Statements of Income

6

Statements of Comprehensive Income

7

Statements of Members’ Equity

8

Statements of Cash Flows

9

Notes to Financial Statements

11

 

 

 


 

Independent Auditor’s Report

Audit Committee and Board of Directors

Frontier Holdings, LLC

Omaha, Nebraska

Opinion

 

We have audited the consolidated financial statements of Frontier Holdings, LLC and its subsidiaries, which comprise the consolidated balance sheets as of September 30, 2025 and 2024, and the related consolidated statements of income, comprehensive income, members' equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of Frontier Holdings, LLC and its subsidiaries as of September 30, 2025 and 2024, and the results of their operations and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion

 

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements” section of our report. We are required to be independent of Frontier Holdings, LLC and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Consolidated Financial Statements

 

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about Frontier Holdings, LLC’s ability to continue as a going concern within one year after the date that these consolidated financial statements are available to be issued.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

 

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with GAAS, we:

Exercise professional judgment and maintain professional skepticism throughout the audit.

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

 


 

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.

Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about Frontier Holdings, LLC’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

/s/ Forvis Mazars, LLP

Omaha, Nebraska

January 28, 2026

 

 


Frontier Holdings, LLC

Consolidated Balance Sheets

September 30, 2025 and 2024

(amounts in thousands)

 

 

Assets

2025

 

2024

Cash and due from banks

$

11,021

 

$

15,994

Cash and cash equivalents

 

11,021

 

 

15,994

 

 

 

 

 

 

Interest-bearing time deposits in banks

 

100

 

 

348

Securities available-for-sale

 

84,260

 

 

89,738

 

 

 

 

 

 

Loans, including loans held for sale of $903 and $1,827

 

 

 

 

 

and net of allowance for credit losses of $14,492 and

 

 

 

 

 

$13,496, respectively

 

1,276,277

 

 

1,169,632

 

 

 

 

 

 

Operating lease right-of-use asset

 

8,087

 

 

8,498

Premises and equipment, net

 

3,407

 

 

3,336

 

 

 

 

 

 

Interest receivable

 

10,902

 

 

9,393

Nonmarketable equity securities, at cost

 

6,908

 

 

7,311

Goodwill

 

15,213

 

 

15,213

Other assets

 

4,201

 

 

4,383

Total assets

$

1,420,376

 

$

1,323,846

 

4

 


 

 

 

 

 

 

Liabilities and Members’ Equity

 

 

 

 

2025

 

2024

Liabilities

 

 

 

 

 

Deposits

 

 

 

 

 

Demand

$

94,637

 

$

105,898

Demand-interest bearing

 

401,962

 

 

402,357

Savings

 

39,950

 

 

43,572

Time

 

558,919

 

 

476,321

Total Deposits

 

1,095,468

 

 

1,028,148

 

 

 

 

 

 

Short-term borrowings

 

35,000

 

 

Federal Home Loan Bank advances

 

135,280

 

 

145,615

Other borrowed funds

 

18,618

 

 

24,012

Operating lease liabilities

 

8,426

 

 

8,741

Interest payable and other liabilities

 

8,518

 

 

7,985

Total liabilities

 

1,301,310

 

 

1,214,501

Members’ Equity

 

 

 

 

 

Members’ equity

 

119,066

 

 

109,345

 

 

 

 

 

 

Total members’ equity

 

119,066

 

 

109,345

Total liabilities and members’ equity

$

1,420,376

 

$

1,323,846

 

 

5

 


Frontier Holdings, LLC

Consolidated Statements of Income

Years Ended September 30, 2025 and 2024

(amounts in thousands)

 

 

Interest and Dividend Income

2025

 

2024

Loans, including fees

$

77,217

 

$

69,651

Securities

 

2,956

 

 

3,330

Federal funds sold and deposits with other financial

institutions

 

 

688

 

 

 

771

 

 

 

 

 

 

Total interest and dividend income

 

80,861

 

 

73,752

 

 

 

 

 

 

Interest Expense

 

 

 

 

 

Deposits

 

33,736

 

 

33,487

Federal funds purchased

 

692

 

 

94

Federal Home Loan Bank advances and other borrowed funds

 

6,696

 

 

6,738

 

 

 

 

 

 

Total interest expense

 

41,124

 

 

40,319

 

 

 

 

 

 

Net Interest Income

 

39,737

 

 

33,433

 

 

 

 

 

 

Provision for Credit Losses

 

 

 

 

 

Loans

 

1,193

 

 

961

Off-balance sheet credit exposures

 

70

 

 

315

 

 

 

 

 

 

Total provision for credit loss expense

 

1,263

 

 

1,276

 

 

 

 

 

 

Net Interest Income After Provision for Credit Losses

 

38,474

 

 

32,157

 

 

 

 

 

 

Noninterest income

 

 

 

 

 

Net gain on loan sales

 

1,075

 

 

770

Net realized gain (loss) on available-for-sale securities

 

 

 

(314)

Other

 

1,333

 

 

1,812

 

 

 

 

 

 

Total noninterest income

 

2,408

 

 

2,268

 

 

 

 

 

 

Noninterest Expense

 

 

 

 

 

Salaries and employee benefits

 

17,600

 

 

16,315

Occupancy and equipment

 

3,359

 

 

3,157

Other

 

7,021

 

 

7,929

 

 

 

 

 

 

Total noninterest expense

 

27,980

 

 

27,401

Net Income

$

12,902

 

$

7,024

 

6

 


Frontier Holdings, LLC

Consolidated Statements of Comprehensive Income

Years Ended September 30, 2025 and 2024

(amounts in thousands)

 

 

 

2025

 

2024

 

 

 

 

Net Income

$

12,902

 

$

7,024

 

 

 

 

 

 

Other Comprehensive Income

 

 

 

 

 

Unrealized appreciation on

 

 

 

 

 

available-for-sale securities

 

476

 

 

5,748

Reclassification adjustment for (gains) losses

 

 

 

 

 

included in net income

 

 

 

314

 

 

476

 

 

6,062

Comprehensive Income

 

13,378

 

 

13,086

 

 

 

 

7

 


Frontier Holdings, LLC

Consolidated Statements of Members’ Equity

Years Ended September 30, 2025 and 2024

(amounts in thousands except unit data)

 

 

 

Members’ Equity

 

Retained

Earnings

 

Accumulated

Other

Comprehensive

(Loss)

 

Total

Units

 

Amounts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, October 1, 2023

 

43,047

$

55,882

$

57,542

$

(15,461)

$

97,963

Issuance of members’ units

 

82

 

246

 

 

 

246

Net income

 

 

 

7,024

 

 

7,024

Other comprehensive income

 

 

 

 

6,062

 

6,062

Distributions to members

 

 

 

(1,950)

 

 

(1,950)

 

 

 

 

 

 

 

 

 

 

 

Balance, September 30, 2024

 

43,129

 

56,128

 

62,616

 

(9,399)

 

109,345

 

 

 

 

 

 

 

 

 

 

 

Issuance of members’ units

 

145

 

443

 

 

 

443

Net income

 

 

 

12,902

 

 

12,902

Other comprehensive income

 

 

 

 

476

 

476

Distributions to members

 

 

 

(4,100)

 

 

(4,100)

 

 

 

 

 

 

 

 

 

 

 

Balance, September 30, 2025

 

43,274

$

56,571

$

71,418

$

(8,923)

$

119,066

 

8

 


Frontier Holdings, LLC

Consolidated Statements of Cash Flows

Years Ended September 30, 2025 and 2024

(amounts in thousands)

 

 

 

2025

 

2024

Operating Activities

$

12,902

 

$

7,024

Net income

 

 

 

 

 

 

 

 

 

 

 

Items not requiring (providing) cash

 

 

 

 

 

Depreciation and amortization

 

609

 

 

648

Amortization of operating lease right-of-use asset

 

411

 

 

394

Issuance of member incentive plan units

 

443

 

 

246

Provision for credit losses

 

1,263

 

 

1,276

Amortization and accretion of securities, net

 

357

 

 

457

Net realized loss on available-for-sale securities

 

 

 

314

Net realized loss on equity securities

 

22

 

 

Net realized loss on property, plant & equipment

 

 

 

21

Net realized gain on sale of other real estate owned

 

(16)

 

 

Net realized gain on sale of Frontier Insurance Services, LLC

 

 

 

(337)

Changes in

 

 

 

 

 

Interest receivable

 

(1,509)

 

 

(212)

Other assets

 

30

 

 

614

Operating lease liability

 

(315)

 

 

(286)

Interest payable and other liabilities

 

463

 

 

1,480

 

 

 

 

 

 

Net cash provided by operating activities

 

14,660

 

 

11,639

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

Net change in interest-bearing deposits with banks

 

248

 

 

245

Purchases of securities

 

(671)

 

 

(4,862)

Proceeds from sales of securities

 

 

 

4,280

Proceeds from maturities and paydowns of securities

 

6,268

 

 

6,689

Purchases of Federal Home Loan Bank stock

 

(6,730)

 

 

(5,283)

Redemptions of Federal Home Loan Bank stock

 

7,111

 

 

6,815

Net changes in loans

 

(107,838)

 

 

(52,723)

Purchases of premises and equipment

 

(680)

 

 

(129)

Proceeds from sale of foreclosed assets

 

168

 

 

Proceeds from sale of Frontier Insurance Services, LLC

 

 

 

1,787

 

 

 

 

 

 

Net cash used in investing activities

 

(102,124)

 

 

(43,181)

 

 

 

 

9

See Notes to Consolidated Financial Statements


Frontier Holdings, LLC

Consolidated Statements of Cash Flows - Continued

Years Ended September 30, 2025 and 2024

(amounts in thousands)

 

 

 

2025

 

2024

Financings Activities

 

 

 

 

 

Net change in deposit accounts

$

67,320

 

$

54,124

Proceeds from Federal Home Loan Bank advances

 

545,055

 

 

394,768

Repayment of Federal Home Loan Bank advances

 

(555,390)

 

 

(417,690)

Proceeds from other borrowed funds

 

3,465

 

 

5,290

Repayment of other borrowed funds

 

(8,859)

 

 

(4,823)

Net change in short-term borrowings

 

35,000

 

 

Distributions to members

 

(4,100)

 

 

(1,950)

 

 

 

 

 

 

Net cash provided by financing activities

 

82,491

 

 

29,719

 

 

 

 

 

 

Decrease in cash and cash equivalents

 

(4,973)

 

 

(1,823)

 

 

 

 

 

 

Cash and cash equivalents, beginning of year

 

15,994

 

 

17,817

 

 

 

 

 

 

Cash and cash equivalents, end of year

$

11,021

 

$

15,994

 

 

 

 

 

 

Supplemental cash flows information

 

 

 

 

 

 

 

 

 

 

 

Interest paid

$

41,114

 

$

38,716

 

 

 

 

 

 

State deposit taxes paid

 

420

 

 

561

 

 

10

See Notes to Consolidated Financial Statements


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1:
Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations

Frontier Holdings, LLC (“the Company”) is a financial holding company whose principal activity is ownership and management of its wholly-owned subsidiaries.

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Frontier Bank, Omaha, Nebraska (“the Bank”) and FH REM 1, LLC, a real estate holding company.

In November 2023, the Company sold Frontier Insurance Services for $1,787,000 which resulted in a gain (included in other income on the consolidated statement of income) of approximately $337,000.

The Company is engaged in banking services in the midwestern United States, primarily in the state of Nebraska. The Bank is subject to competition from other financial institutions. The Bank is subject to the regulation of certain federal and state agencies and undergoes periodic examinations by those regulatory authorities.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, its subsidiary, and the subsidiary Bank. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses and fair values of financial instruments.

Cash and Cash Equivalents

For purposes of the consolidated statements of cash flows, cash and cash equivalents include cash and balances due from banks and federal funds sold, all which have original maturities of three months or less.

At September 30, 2025, the Company’s cash accounts exceeded federally insured limits by approximately $599,000.

 

11

 


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Interest-bearing Time Deposits in Banks

Interest-bearing time deposits in banks have original maturities of one to five years and are carried at cost.

Securities

Available for sale securities are recorded at fair value, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss). Purchase premiums and discounts are recognized in interest income using the interest method over the terms of the securities. Gains and losses on the sale of securities are recorded on the trade date and are determined using the specific identification method.

Allowance for Credit Losses – Available-for-Sale Debt Securities

For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more-likely-than-not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security's amortized cost basis is written down to fair value through other expense. For available-for-sale securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In such assessment, the Company considers the extent to which fair value is less than amortized cost, if there are any changes to the investment grade of the security by a rating agency, and if there are any adverse conditions that impact the security. If this assessment indicates a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses (ACL) is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any estimated unrealized losses that have not been recorded through ACL are recognized in other comprehensive income/(loss).

The Company has elected to exclude accrued interest from the estimate of credit losses for available-for-sale debt securities which totaled $422,000 and $451,000 as of September 30, 2025 and 2024, respectively. As part of its non-accrual policy, the Company charges-off uncollectible interest at the time it is determined to be uncollectable. There were no credit losses for available-for-sale debt securities recorded at September 30, 2025 and 2024.

Loans Held for Sale

Mortgage loans originated and intended for sale in the secondary market are carried at the lower of cost or fair value in the aggregate. Net unrealized losses, if any, are recognized through a valuation allowance by charges to noninterest income. Gains and losses on loan sales are recorded in noninterest income, and direct loan origination costs and fees are recognized in noninterest income upon sale of the loan.

12


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Loans

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoffs are reported at their outstanding principal balances adjusted for charge-offs and the allowance for credit losses.

The accrual of interest on mortgage and commercial loans is discontinued at the time the loan is 90 days past due unless the credit is well secured and in process of collection. Past-due status is based on contractual terms of the loan. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of principal or interest is considered doubtful.

All interest accrued but not collected for loans that are placed on nonaccrual or charged off are reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

Allowance for Credit Losses - Loans

The allowance for credit losses is a valuation account that is deducted from loan’s amortized cost basis to present the net amount expected to be collected on loans. The provision for credit losses is charged to income. Credit losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The allowance for credit losses is evaluated on a regular basis by management and is based upon management’s periodic review of the collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral and current and forecasted economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

Groups of loans with similar risk characteristics are collectively evaluated. Loans that do not share risk characteristics are evaluated on an individual basis. Loans with similar risk characteristics are grouped into homogeneous segments, or pools, for analysis.

A loan is individually evaluated for allowance for credit loss when the loan is assigned a substandard rating and is considered impaired by management. Factors considered by management in determining individual evaluation include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due.

 

 

13


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Allowance for Credit Losses – Loans - Continued

A weighted average remaining maturity, or WARM method is used to determine the allowance for credit losses for loan pools. The WARM method requires the use of historic loan loss data across a comparable data set and the application of an adjusted loss rate applied to each loan over their expected remaining term, taking into consideration loan segmentation and expected economic conditions over the relevant timeframe.

Application of the WARM method to estimate a current expected credit loss (CECL) reserve requires judgement, including (i) the appropriate historical loss rate reference data, (ii) the expected timing and amount of future loan fundings and repayments and (iii) the current quality of our portfolio and our expectations of performance and market conditions over the relevant time period. The internal risk rating of each loan is considered the primary credit quality indicator underlying the CECL assessment.

The CECL reserve is measured on a collective basis wherever similar risk characteristics exist within a pool of similar assets. We have identified the following pools and measure the reserve for credit losses based on these identified loan segments.

Commercial
Commercial Real Estate
Residential Real Estate
Agricultural
Agricultural Real Estate
Consumer and Other

In addition, qualitative factors are used that are determined to be relevant in assessing expected credit losses within the loan portfolio. Various risks that may be considered are as follows.

i) Changes in the value of the underlying collateral for loans that are non-collateral dependent.

ii) Actual and expected changes in international, national, regional, and local economic and business conditions and developments that affect the collectability of the loan pools.

iii) Changes in lending policies and procedures, including changes in underwriting standards and practices for collections, write-offs, and recoveries.

iv) Changes in the nature and volume of the loan pools and in the terms of the underlying loans.

v) Changes in the volume and severity of past due financial assets, the volume of nonaccrual assets, and the volume and severity of adversely classified or graded assets.

14


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Allowance for Credit Losses – Loans - Continued

vi) The existence, growth, and effect of any concentration of credit

vii) Changes in the experience, ability, and depth of our lending management and staff

viii) Changes in the quality of our credit review function

ix) Changes in legal/regulatory environment.

Allowance for Credit Losses - Off-Balance-Sheet Credit Exposures

The allowance for credit losses on off-balance-sheet credit exposure is a liability account, representing expected credit losses over the contractual period for which the company is exposed to credit risk resulting from a contractual obligation to extend credit. Commitments are evaluated in pools under a WARM methodology, similar to what is done for the loan portfolio, while incorporating managements assumptions for funding. No allowance is recognized if the Company has the unconditional right to cancel the obligation. The allowance is reported as a component of interest payable and other liabilities in the consolidated balance sheets. Adjustments to the allowance are reported in the consolidated statement of income as a component of provision for credit loss expense which totaled $70,000 and $315,000 for the year ended September 30, 2025 and 2024, respectively. The Company has an allowance for credit loss on off-balance-sheet exposure of $385,000 and $315,000 as of September 30, 2025 and 2024, respectively.

Premises and Equipment

Land is carried at cost. Depreciable assets are stated at cost less accumulated depreciation. Depreciation is charged to expense using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are capitalized and depreciated using the straight-line method over the terms of the respective leases or the estimated useful lives of the improvements, whichever is shorter. Expected terms include lease option periods to the extent that the exercise of such options is reasonably assured.

Maintenance and repairs, which neither materially add to the value of the property nor appreciably prolong its life are charged to expense as incurred. Gains or losses on dispositions of premises and equipment are included in income.

The estimated useful lives for each major depreciable classification of premises and equipment are as follows:

Buildings and improvements 35-40 years

Leasehold improvements 5-10 years

Furniture and fixtures 3-7 years

 

 

15


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Long-Lived Asset Impairment

The Company evaluates the recoverability of the carrying value of long-lived assets whenever events or circumstances indicate the carrying amount may not be recoverable. If a long-lived asset is tested for recoverability and the undiscounted estimated future cash flows expected to result from the use and eventual disposition of the asset is less than the carrying amount of the asset, the asset cost is adjusted to fair value and an impairment loss is recognized as the amount by which the carrying amount of a long-lived asset exceeds its fair value. No asset impairment was recognized during the years ended September 30, 2025 and 2024.

Nonmarketable Equity Securities

The Company, as a member of one of the Federal Home Loan Banks (FHLB), is required to maintain an investment in capital stock of the FHLB. Based on redemption provisions of the FHLB, the stock has no quoted market value and is carried at cost. Management reviews for impairment based on the ultimate recoverability of the cost basis in the FHLB stock.

Foreclosed Assets Held for Sale

Assets acquired through, or in lieu of, loan foreclosure are held for sale (included in other assets) and are initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less cost to sell. Revenue and expenses from operations and changes in the valuation allowance are included in noninterest income or expense.

Goodwill

Goodwill is evaluated annually for impairment or more frequently if impairment indicators are present. If the implied fair value of goodwill is lower than its carrying amount, a goodwill impairment is indicated and goodwill is written down to its implied fair value. Subsequent increases in goodwill value are not recognized in the financial statements.

Income and State Depository Taxes

The Company’s members have elected to have the Company’s income taxed as an “S” Corporation under provisions of the Internal Revenue Code and a similar section of the state income tax laws. Therefore, taxable income or loss is reported to the individual stockholders for inclusion in their respective tax returns and no provision for federal and state income taxes is included in these

 

 

 

16


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

statements. The provision for income taxes reflected in these statements is for state income taxes only and shown in other noninterest expenses.

Transfers of Financial Assets

Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Company—put presumptively beyond the reach of the transferor and its creditors, even in bankruptcy or other receivership, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity or the ability to unilaterally cause the holder to return specific assets.

Comprehensive Income

Comprehensive income consists of net income and other comprehensive income or loss. Other comprehensive income or loss includes unrealized gains or losses on securities available for sale.

Member Unit Incentive Plan

At September 30, 2025 and 2024, the Company recognizes the calculated price of unit-based awards to employees as compensation over the requisite service period. The unit-based employee compensation plan is described more fully in Note 14.

 

Revenue Recognition

The Company applies Financial Accounting Standards Board Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606) to some of its revenue. The majority of the

Company’s revenues come from interest income from securities and loans that are outside the scope of Topic 606. The Company’s services that fall within the scope of Topic 606 are presented within non-interest income in the accompanying statements of income and are recognized as revenue as the Company satisfies its obligation to the customer. Services within the scope of Topic 606 include service charges on deposits (e.g., overdraft fees and ATM fees) and the gain on sale of foreclosed assets.

 

A description of the Company’s revenue streams accounted for under Topic 606 are as follows:

 

Deposit Services. The Company generates revenues through fees charged to depositors related to deposit account maintenance fees, overdrafts, ATM fees, wire transfers, and additional miscellaneous services provided at the request of the depositor. For deposit-related services, revenue is recognized when performance obligations are satisfied, which is, generally, at a point in time.

17


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 1: Nature of Operations and Summary of Significant Accounting Policies - Continued

Gains/Losses on Sales of Foreclosed Assets. The Company records a gain or loss from the sale of foreclosed assets when control of the property transfers to the buyer, which generally occurs at the time of an executed deed. When the Company finances the sale of foreclosed assets to the buyer, the Company assesses whether the buyer is committed to perform their obligations under the contract and whether collectability of the transaction price is probable. Once these criteria are met, the foreclosed asset is derecognized and the gain or loss on sale is recorded upon the transfer of control of the property to the buyer.

 

Reclassifications

Certain reclassifications have been made to the 2024 consolidated financial statements to conform to the 2025 consolidated financial statement presentation. These reclassifications had no effect on net earnings.

 

Nebraska Department of Banking and Finance Requirements

The audits of the Company were designed to meet the minimum requirements of 45 NAC 25-001 of the Nebraska Department of Banking and Finance for Nebraska.

Adoption of New Accounting Standard in Prior Period

On October 1, 2023, the Company adopted ASU 2016-13: Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires credit losses to be measured using a current expected credit loss (CECL) methodology over the expected life of certain financial assets. The Company adopted ASC 326 using a modified retrospective method. Reporting periods beginning after October 1, 2023 are presented under ASC 326 while prior periods amounts continue to be reported in accordance with previously applicable GAAP. The standard applies to loans, debt securities, and off-balance sheet credit exposures. The Company did not record an adjustment in relation to the cumulative effect of adopting ASC 326.

 

 

 

 

 

 

 

 

 

18


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 2: Securities

The amortized cost and fair value, with gross unrealized gains and losses at September 30, 2025 and 2024 are as follows:

 

 

Amortized

Cost

 

Gross

Unrealized

Gains

 

Gross

Unrealized

Losses

 

Fair

Value

 

 

 

 

 

 

 

 

 

 

2025

 

(in thousands)

Securities available for sale

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasuries

 

$

17,470

$

 

$

 

(1,163)

$

 

16,307

State and political subdivisions

 

 

34,531

 

 

 

 

(6,230)

 

 

28,301

Mortgage-backed (GSE residential/commercial)

 

 

41,182

 

 

15

 

 

(1,545)

 

 

39,652

 

 

$

93,183

$

 

15

$

 

(8,938)

$

 

84,260

 

 

 

 

 

 

 

 

 

 

 

 

 

2024

 

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasuries

 

$

17,620

$

 

$

 

(1,487)

$

 

16,133

State and political subdivisions

 

 

34,768

 

 

 

 

(6,078)

 

 

28,690

Mortgage-backed (GSE residential/commercial)

 

 

46,749

 

 

10

 

 

(1,844)

 

 

44,915

 

 

$

99,137

$

 

10

$

 

(9,409)

$

 

89,738

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The carrying value of securities pledged as collateral to secure public deposits and for other purposes, was $26,505,000 and $27,793,000 at September 30, 2025 and 2024, respectively.

The amortized cost and fair value of available for sale securities by contractual maturity at September 30, 2025 are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

Amortized

Cost

 

Fair

Value

 

 

 

 

 

(in thousands)

 

 

 

 

 

 

 

Within one year

 

$

2,620

 

$

2,551

One to five years

 

 

16,573

 

 

15,449

Five to ten years

 

 

11,456

 

 

10,087

After ten years

 

 

21,352

 

 

16,521

 

 

 

52,001

 

 

44,608

Mortgage-backed securities

 

 

41,182

 

 

39,652

 

 

 

 

 

 

 

Totals

 

$

93,183

 

$

84,260

 

 

 

 

 

 

 

 

19


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 2: Securities – Continued

 

For the years ended September 30, 2025 and 2024 there were no gross gains. For the year ended September 30, 2025 there were no gross losses. For the year ended September 30, 2024 there were gross losses of $314,000, resulting from the sales of available-for-sale securities that were realized.

Certain investments in debt securities are reported in the financial statements at an amount less than their historical cost. Total fair value of these investments at September 30, 2025 and 2024, was $80,086,000 and $89,591,000, respectively, which is approximately 95% and 99%, respectively, of the Company’s available-for-sale investment portfolio.

The following tables show the investment’s gross unrealized losses and fair value of the investments for which an allowance for credit losses has not been recorded, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at September 30, 2025 and 2024:

 

Description of

Available-for-sale

Securities

Less than 12 Months

 

12 Months or More

Total

 

 

Fair

Value

 

Unrealized

Losses

 

 

Fair

Value

 

Unrealized

Losses

 

Fair

Value

 

Unrealized

Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S Treasuries

 

$

 

$

 

$

16,307

 

 

$

(1,163)

 

$

16,307

 

$

(1,163)

State and political subdivisions

 

 

 

 

 

 

26,408

 

 

 

(6,230)

 

 

26,408

 

 

(6,230)

Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GSE residential/commercial)

 

 

5

 

 

(1)

 

 

37,366

 

 

 

(1,544)

 

 

37,371

 

 

(1,545)

Total temporarily impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

securities

 

$

5

 

$

(1)

 

$

80,081

 

 

$

(8,937)

 

$

80,086

 

$

(8,938)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S Treasuries

 

$

 

 

 

$

16,133

 

 

$

(1,487)

 

$

16,133

 

$

(1,487)

State and political subdivisions

 

 

 

 

 

 

28,690

 

 

 

(6,078)

 

 

28,690

 

 

(6,078)

Mortgage-backed securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(GSE residential/commercial)

 

 

3,279

 

 

(25)

 

 

41,489

 

 

 

(1,819)

 

 

44,768

 

 

(1,844)

Total temporarily impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

securities

 

$

3,279

 

 

(25)

 

$

86,312

 

 

$

(9,384)

 

$

89,591

 

$

(9,409)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

Note 2: Securities – Continued

U. S. Treasury Securities

The unrealized losses on the Company’s investment in U. S. Treasury securities were caused by interest rate changes. The Company expects to recover the amortized cost basis over the term of the securities. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost bases, which may be maturity, the Company has not recorded an allowance for credit losses on those investments at September 30, 2025 and 2024, respectively.

Mortgage-backed Securities

The unrealized losses on the Company’s investment in mortgage-backed securities, including private-labeled mortgage-backed securities, were caused by interest rate changes. The Company expects to recover the amortized cost basis over the term of the securities. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost bases, which may be maturity, the Company has not recorded an allowance for credit losses on those investments at September 30, 2025 and 2024, respectively.

State and Political Subdivisions

The unrealized losses on the Company’s investments in securities of state and political subdivisions were caused by interest rate increases. The contractual terms of those investments do not permit the issuer to settle the securities at a price less than the amortized cost bases of the investments. Because the Company does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost bases, which may be maturity, the Company has not recorded an allowance for credit losses on those investments at September 30, 2025 and 2024, respectively.

 

 

 

 

 

 

 

 

 

21


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

Note 3: Loans and Allowance for Credit Losses

Classes of loans at September 30, 2025 and 2024, include:

 

 

2025

 

2024

 

 

 

 

 

 

 

(in thousands)

 

 

 

 

 

 

 

Commercial

 

$

165,914

 

$

164,427

Commercial real estate

 

 

492,330

 

 

437,052

Residential real estate

 

 

387,101

 

 

345,947

Agricultural

 

 

68,576

 

 

59,141

Agricultural real estate

 

 

168,404

 

 

167,364

Consumer and other

 

 

8,444

 

 

9,197

 

 

 

 

 

 

 

Gross loans

 

 

1,290,769

 

 

1,183,128

 

 

 

 

 

 

 

Less: Allowance for credit losses

 

 

14,492

 

 

13,496

 

 

 

 

 

 

 

Net loans

 

 

1,276,277

 

 

1,169,632

 

 

The following tables present the balance and activity in the allowance for credit losses based on portfolio segment as of and for years ended September 30, 2025 and 2024, respectively, (in thousands):

 

Commercial

Commercial Real Estate

 

Residential Real Estate

Agricultural

Agricultural Real Estate

Consumer and Other

Total

 

 

 

 

 

 

 

 

 

2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Credit Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

$

1,956

$

5,067

$

3,853

 

$

657

$

1,858

$

105

$

13,496

Provision charged to

expense

 

 

(24)

 

 

616

 

 

476

 

 

 

67

 

 

(102)

 

 

160

 

 

1,193

Loans charged off

 

(40)

 

(121)

 

(50)

 

 

(2)

 

 

 

(213)

Recoveries

 

6

 

 

 

 

1

 

 

9

 

16

Balance, end of year

$

1,898

$

5,562

$

4,279

 

$

723

$

1,756

$

274

$

14,492

 

 

 

22


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses - Continued

 

Commercial

Commercial Real Estate

 

Residential Real Estate

Agricultural

Agricultural Real Estate

Consumer and Other

Total

 

 

 

 

 

 

 

 

 

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Credit Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning balance prior to

adoption of ASC326

 

$

 

1,677

 

$

 

5,126

 

$

 

3,575

 

 

$

 

597

 

$

 

1,395

 

$

 

161

 

$

 

12,531

Impact of ASC326 adoption

 

120

 

(281)

 

(124)

 

 

26

 

306

 

(47)

 

Balance, beginning of year

 

1,797

 

4,845

 

3,451

 

 

623

 

1,701

 

114

 

12,531

Provision charged to expense

 

151

 

222

 

414

 

 

33

 

157

 

(16)

 

961

Losses charged off

 

 

 

(313)

 

 

 

 

(6)

 

(19)

Recoveries

 

8

 

 

1

 

 

1

 

 

13

 

23

Balance, end of year

$

1,956

$

5,067

$

3,853

 

$

657

$

1,858

$

105

$

13,496

Internal Risk Categories

Loan grades are numbered 1 through 8. Grades 1 through 4 are considered satisfactory grades. The grade of 5, or Watch or Special Mention, represents loans of lower quality and is considered criticized. The grades of 6, or Substandard, and 7, or Doubtful, refer to assets that are classified. The use and application of these grades by the Bank will be uniform and shall conform to the Bank’s policy.

Prime (1) loans are of superior quality with excellent credit strength and repayment ability providing a nominal credit risk.

Good (2) loans are of above average credit strength and repayment ability providing only a minimal credit risk.

Satisfactory (3) loans of reasonable credit strength and repayment ability providing an average credit risk due to one or more underlying weaknesses.

Acceptable (4) loans of the lowest acceptable credit strength and weakened repayment ability providing a cautionary credit risk due to one or more underlying weaknesses. New borrowers are typically not underwritten within this classification.

Special Mention (5) assets have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification. Ordinarily, special mention credits have characteristics which corrective management action would remedy.

23

 


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

 

Note 3: Loans and Allowance for Credit Losses - Continued

Internal Risk Categories - Continued

Substandard (6) loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.

Doubtful (7) loans classified as doubtful have all the weaknesses inherent in those classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of current known facts, conditions, and values, highly questionable and improbable.

Loss (8) loans classified as loss are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value but rather it is not practical or desirable to defer writing off even though partial recovery may be affected in the future.

Risk characteristics applicable to each segment of the loan portfolio are described as follows.

Commercial and Financing Leases: The commercial and financing lease portfolios include loans to commercial customers for use in financing working capital needs and equipment purchases and expansions. The loans in this category are repaid primarily from the cash flow of a borrower’s principal business operation. Credit risk in these loans is driven by creditworthiness of a borrower and the economic conditions that impact the cash flow stability from business operations.

Commercial Real Estate: Commercial real estate loans typically involve larger principal amounts, and repayment of these loans is generally dependent on the successful operations of the property securing the loan or the business conducted on the property securing the loan. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Credit risk in these loans may be impacted by the creditworthiness of a borrower, property values, and the local economies in the Company’s market areas.

Residential Real Estate: The residential 1-4 family real estate loans are generally collateralized by owner-occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers. Credit risk in these loans can be impacted by economic conditions within the Company’s market areas that might impact either property values or a borrower’s personal income. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Agricultural and Agriculture Real Estate: Agricultural and agricultural real estate loans are generally collateralized by livestock, equipment and real estate used for farm production or grazing. Repayment of agricultural loans is dependent on the successful operation or management of the farm property collateralizing the loan. The success of the loan may also be affected by many

24


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

Note 3: Loans and Allowance for Credit Losses - Continued

factors outside the control of the farm borrower. Weather presents one of the greatest risks as hail; drought, floods, or other conditions can severely limit crop yields and thus impair loan repayments and the value of the underlying collateral. This risk can be reduced with a variety of insurance coverages which can help to ensure loan repayment. Government support programs and the Company generally require farm borrowers to procure crop insurance coverage. Grain and livestock prices also present a risk as prices may decline prior to sale resulting in a failure to cover production costs. These risks may be reduced by the farmer with the use of futures contracts or hedges to mitigate price risk.

Consumer and Other: The consumer and other loan portfolios consist of various term and line of credit loans such as automobile loans and loans for other personal purposes. Repayment for these types of loans will come from borrowers’ income sources that are typically independent of the loan purpose. Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s market area) and the creditworthiness of a borrower.

25


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses - Continued

The following tables present the amortized cost basis within each credit quality indicator by year of origination as of September 30, 2025 and 2024 (in thousands):

 

2025

 

2024

 

2023

 

2022

 

2021

 

Prior

 

Revolving

Loans

 

Total

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

14,919

 

16,720

 

18,763

 

5,941

 

3,854

 

13,954

 

82,194

 

156,345

Watch

 

 

 

74

 

1,130

 

 

415

 

1,619

Substandard

41

 

39

 

135

 

874

 

1,006

 

35

 

5,820

 

7,950

Total commercial

14,960

 

16,759

 

18,898

 

6,889

 

5,990

 

13,989

 

88,429

 

165,914

Commercial real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

91,593

 

55,391

 

45,759

 

110,956

 

51,911

 

121,503

 

9,955

 

487,068

Watch

 

2,161

 

 

 

 

 

 

2,161

Substandard

 

1,215

 

 

 

 

1,886

 

 

3,101

Total commercial real

estate

 

91,593

 

 

58,767

 

 

45,759

 

 

110,956

 

 

51,911

 

 

123,389

 

 

9,955

 

 

492,330

Residential real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

60,082

 

68,836

 

38,181

 

51,424

 

51,336

 

36,333

 

72,494

 

378,686

Watch

 

331

 

860

 

721

 

 

4,309

 

1,075

 

7,296

Substandard

 

11

 

389

 

561

 

1

 

157

 

 

1,119

Total residential real

estate

 

60,082

 

 

69,178

 

 

39,430

 

 

52,706

 

 

51,337

 

 

40,799

 

 

73,569

 

 

387,101

Agriculture

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

4,017

 

3,102

 

2,370

 

2,207

 

680

 

3,230

 

50,506

 

66,112

Watch

74

 

 

55

 

21

 

169

 

63

 

620

 

1,002

Substandard

45

 

35

 

 

8

 

8

 

74

 

1,292

 

1,462

Total agriculture

4,136

 

3,137

 

2,425

 

2,236

 

857

 

3,367

 

52,418

 

68,576

Agriculture real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

27,416

 

7,062

 

13,706

 

21,909

 

22,355

 

46,348

 

21,776

 

160,572

Watch

500

 

 

108

 

2,699

 

545

 

19

 

1,306

 

5,177

Substandard

512

 

882

 

 

1,226

 

 

35

 

 

2,655

Total agriculture real

estate

 

28,428

 

 

7,944

 

 

13,814

 

 

25,834

 

 

22,900

 

 

46,402

 

 

23,082

 

 

168,404

Consumer and other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

1,882

 

1,652

 

821

 

1,262

 

63

 

904

 

1,860

 

8,444

Watch

 

 

 

 

 

 

 

Substandard

 

 

 

 

 

 

 

Total consumer and other

1,882

 

1,652

 

821

 

1,262

 

63

 

904

 

1,860

 

8,444

Total loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

199,909

 

152,763

 

119,600

 

193,699

 

130,199

 

222,272

 

238,785

 

1,257,227

Watch

574

 

2,492

 

1,023

 

3,515

 

1,844

 

4,391

 

3,416

 

17,255

Substandard

598

 

2,182

 

524

 

2,669

 

1,015

 

2,187

 

7,112

 

16,287

Total loans

201,081

 

157,437

 

121,147

 

199,883

 

133,058

 

228,850

 

249,313

 

1,290,769

 

 

26

 


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses – Continued

 

2024

 

2023

 

2022

 

2021

 

2020

 

Prior

 

Revolving

Loans

 

Total

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

19,640

 

22,108

 

8,179

 

7,956

 

11,694

 

7,565

 

74,215

 

151,357

Watch

183

 

 

1,140

 

1,302

 

 

 

215

 

2,840

Substandard

58

 

1,350

 

1,372

 

1,536

 

140

 

34

 

5,740

 

10,230

Total commercial

19,881

 

23,458

 

10,691

 

10,794

 

11,834

 

7,599

 

80,170

 

164,427

Commercial real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

54,287

 

70,115

 

109,874

 

46,190

 

39,248

 

104,623

 

2,664

 

427,001

Watch

64

 

 

 

3,951

 

4,576

 

 

 

8,591

Substandard

500

 

 

943

 

 

 

17

 

 

1,460

Total commercial real

estate

 

54,851

 

 

70,115

 

 

110,817

 

 

50,141

 

 

43,824

 

 

104,640

 

 

2,664

 

 

437,052

Residential real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

42,449

 

46,583

 

77,404

 

68,112

 

22,953

 

31,651

 

47,668

 

336,820

Watch

344

 

 

 

441

 

5,106

 

358

 

1,300

 

7,549

Substandard

 

339

 

 

1

 

 

50

 

1,188

 

1,578

Total residential real

estate

 

42,793

 

 

46,922

 

 

77,404

 

 

68,554

 

 

28,059

 

 

32,059

 

 

50,156

 

 

345,947

Agriculture

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

3,066

 

3,263

 

3,953

 

1,416

 

3,356

 

546

 

40,804

 

56,404

Watch

500

 

186

 

18

 

242

 

207

 

32

 

766

 

1,951

Substandard

 

 

 

 

9

 

3

 

774

 

786

Total agriculture

3,566

 

3,449

 

3,971

 

1,658

 

3,572

 

581

 

42,344

 

59,141

Agriculture real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

8,377

 

16,194

 

24,242

 

27,793

 

11,620

 

46,530

 

26,805

 

161,561

Watch

454

 

109

 

2,746

 

545

 

 

26

 

478

 

4,358

Substandard

 

 

1,365

 

80

 

 

 

 

1,445

Total agriculture real

estate

 

8,831

 

 

16,303

 

 

28,353

 

 

28,418

 

 

11,620

 

 

46,556

 

 

27,283

 

 

167,364

Consumer and other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

2,189

 

1,802

 

2,003

 

325

 

138

 

1,009

 

1,710

 

9,176

Watch

 

 

 

 

 

 

 

Substandard

 

 

 

 

4

 

17

 

 

21

Total consumer and other

2,189

 

1,802

 

2,003

 

325

 

142

 

1,026

 

1,710

 

9,197

Total loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

130,008

 

160,065

 

225,655

 

151,792

 

89,009

 

191,924

 

193,866

 

1,142,319

Watch

1,545

 

295

 

3,904

 

6,481

 

9,889

 

416

 

2,759

 

25,289

Substandard

558

 

1,689

 

3,680

 

1,617

 

153

 

121

 

7,702

 

15,520

Total loans

132,111

 

162,049

 

233,239

 

159,890

 

99,051

 

192,461

 

204,327

 

1,183,128

 

27


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses – Continued

The Company evaluates the loan risk grading system definitions on an ongoing basis. No significant changes were made during 2025 or 2024.

The following tables present the Company’s loan portfolio aging analysis as of September 30, 2025 and 2024 (in thousands):

2025

 

30-59 Days

Past Due

 

60-90 Days

Past Due

 

Greater Than

90 Days

 

Total Past

Due

 

Current

 

Total

Loans

Commercial

 

$

15

 

$

1,240

 

$

142

 

$

1,397

 

$

164,517

 

$

165,914

Commercial real estate

 

 

1,315

 

 

 

 

1,873

 

 

3,188

 

 

489,142

 

 

492,330

Residential real estate

 

 

8,060

 

 

222

 

 

961

 

 

9,243

 

 

377,858

 

 

387,101

Agriculture

 

 

74

 

 

43

 

 

 

 

117

 

 

68,459

 

 

68,576

Agriculture real estate

 

 

 

 

 

 

 

 

 

 

168,404

 

 

168,404

Consumer and other

 

 

80

 

 

 

 

 

 

80

 

 

8,364

 

 

8,444

Total

 

$

9,544

 

$

1,505

 

$

2,976

 

$

14,025

 

$

1,276,744

 

$

1,290,769

 

2024

 

30-59 Days

Past Due

 

60-90 Days

Past Due

 

Greater Than

90 Days

 

Total Past

Due

 

Current

 

Total

Loans

Commercial

 

$

84

 

$

 

$

 

$

84

 

$

164,343

 

$

164,427

Commercial real estate

 

 

 

 

 

 

 

 

 

 

437,052

 

 

437,052

Residential real estate

 

 

620

 

 

410

 

 

1,217

 

 

2,247

 

 

343,700

 

 

345,947

Agriculture

 

 

 

 

 

 

 

 

 

 

59,141

 

 

59,141

Agriculture real estate

 

 

484

 

 

 

 

26

 

 

510

 

 

166,854

 

 

167,364

Consumer and other

 

 

40

 

 

 

 

 

 

40

 

 

9,157

 

 

9,197

Total

 

$

1,228

 

$

410

 

$

1,243

 

$

2,881

 

$

1,180,247

 

$

1,183,128

 

 

 

28


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses – Continued

The following table presents the Company’s nonaccrual loans at September 30, 2025 & 2024 (in thousands).

2025

 

Nonaccrual Loans

Without a Specific

Reserve

 

Total Nonaccrual

 

Loans Past Due

Over 89 Days and

Still Accruing

Commercial

 

$

142

 

$

142

 

$

Commercial real estate

 

 

1,873

 

 

1,873

 

 

Residential real estate

 

 

1,111

 

 

1,111

 

 

Agriculture

 

 

51

 

 

51

 

 

Agriculture real estate

 

 

 

 

 

 

Consumer and other

 

 

4

 

 

4

 

 

 

 

$

3,181

 

$

3,181

 

$

 

 

2024

 

Nonaccrual Loans

Without a Specific

Reserve

 

Total Nonaccrual

 

Loans Past Due

Over 89 Days and

Still Accruing

Commercial

 

$

 

$

 

$

Commercial real estate

 

 

 

 

 

 

Residential real estate

 

 

10

 

 

1,228

 

 

Agriculture

 

 

2

 

 

2

 

 

Agriculture real estate

 

 

 

 

 

 

26

Consumer and other

 

 

 

 

 

 

 

 

$

12

 

$

1,230

 

$

26

 

29


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 3: Loans and Allowance for Credit Losses - Continued

The following tab presents the amortized cost basis of collateral-dependent loans as of September 30, 2025 and 2024, respectively, by collateral type (in thousands).

 

2025

 

Real

Estate

 

2025

Business

Assets

 

Total

Commercial

 

$

 

$

1,229

 

$

1,229

Commercial real estate

 

 

1,873

 

 

 

 

1,873

Residential real estate

 

 

1,108

 

 

 

 

1,108

Agriculture

 

 

 

 

51

 

 

51

Agriculture real estate

 

 

35

 

 

 

 

35

Consumer and other

 

 

 

 

 

 

 

 

$

3,016

 

$

1,280

 

$

4,296

2024

 

Real

Estate

 

2024

Business

Assets

 

Total

Commercial

 

$

 

$

2,663

 

$

2,663

Commercial real estate

 

 

2,134

 

 

 

 

2,134

Residential real estate

 

 

376

 

 

 

 

376

Agriculture

 

 

 

 

2

 

 

2

Agriculture real estate

 

 

 

 

 

 

Consumer and other

 

 

 

 

 

 

 

 

$

2,510

 

$

2,665

 

$

5,175

 

 

The Company had no loans at September 30, 2025 and 2024 that were modified with borrowers having financial difficulty.

 

 

 

 

 

 

 

30

 


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

Note 4: Leases

The Company leases certain office space in various cities in Nebraska. The company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (ROU) assets, and operating lease liabilities on the consolidated balance sheets. The Company leases for office space expire in various years through 2041. These leases generally contain renewal options for periods ranging from 5-10 years and require the Company to pay all executory costs (property taxes, maintenance, and insurance). Lease payments have an escalating fee schedule, which range from a 2% to 5% increase each year. Termination of the leases is generally prohibited unless there is a violation under the lease agreement.

 

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain the Company will exercise this option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

 

The Company has no material related party leases. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

 

In determining the discount rate used to measure the right-of-use asset and lease liability, the Company uses rates implicit in the lease, or if not readily available, the Company uses its incremental borrowing rate based on information available at the commencement date of the lease to determine the present value of lease payments. Incremental borrowing rates were used to determine the present value of lease payments and were derived by utilizing the FHLB long term debt rates, corresponding to lease commencement date and estimated term, which are similar to the Company’s secured debt yields.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 4: Leases - Continued

The lease cost and other required information for the year ended September 30, 2025 and 2024 are:

 

 

2025

 

2024

 

 

(in thousands)

Lease Cost

 

 

 

 

 

 

Operating lease cost

 

$

888

 

$

927

Other information

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

792

 

$

819

Weighted Average Reaming Lease Term

 

 

 

 

 

 

Operating leases

 

 

14 years

 

 

15 years

Weighted Average Discount Rate

 

 

 

 

 

 

Operating leases

 

 

5.51%

 

 

5.51%

 

Future minimum lease payments under non-cancellable leases as of September 30, 2025 were as follows:

 

Year Ending September 30,

 

 

2026

$

806

2027

 

833

2028

 

847

2029

 

861

2030

 

875

Thereafter

 

8,106

Total future minimum lease payments

$

12,328

Less imputed interest

 

3,902

Lease liabilities

$

8,426

 

 

 

 

 

 

 

 

32


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 5: Premises and Equipment

A summary of the cost and accumulated depreciation of premises and equipment at September 30, 2025 and 2024 is as follows:

 

 

2025

 

2024

 

 

 

 

 

 

 

(in thousands)

Land

 

$

306

 

$

306

Buildings and improvements

 

 

2,842

 

 

2,464

Furniture and fixtures

 

 

4,683

 

 

4,380

Leasehold improvements

 

 

2,206

 

 

2,207

 

 

 

10,037

 

 

9,357

Less accumulated depreciation and amortization

 

 

(6,630)

 

 

(6,021)

 

 

 

 

 

 

 

Net premises and equipment

 

$

3,407

 

$

3,336

 

 

Note 6: Goodwill

The changes in the carrying amount of goodwill for the years ended September 30, 2025 and 2024 were:

 

 

 

 

2025

 

 

2024

Beginning balance

 

 

 

 

 

 

Goodwill

 

$

15,213

 

$

16,270

Goodwill related to sale of Frontier

Insurance Services, LLC

 

 

 

 

 

 

1,057

Ending balance

 

$

15,213

 

$

15,213

 

 

 

Note 7: Time Deposits

Time deposits in denominations of greater than $250,000 totaled $84,698,000 and $71,768,000 at September 30, 2025 and 2024, respectively.

 

 

 

33


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 7: Time Deposits - Continued

At September 30, 2025, the scheduled annual maturities of time deposits (in thousands) are as follows:

2026

$

366,234

2027

 

83,679

2028

 

35,202

2029

 

20,151

2030

 

18,462

Thereafter

 

35,191

 

$

558,919

 

Brokered and reciprocal deposits totaled approximately $406,039,000 and $369,484,000 at September 30, 2025 and 2024, respectively.

 

Note 8: Borrowed Funds

Borrowed funds at September 30, 2025 and 2024 consist of the following:

 

 

September 30,

2025

 

September 30,

2024

 

 

 

 

 

(in thousands)

 

 

 

 

 

 

 

Long-term Federal Home Loan Bank advances

 

$

100,580

 

$

107,315

Lines of credit with Federal Home Loan Bank

 

 

34,700

 

 

38,300

Federal Funds Purchased

 

 

35,000

 

 

Line of credit with a bank

 

 

9,718

 

 

14,753

Notes payable to a bank

 

 

8,900

 

 

9,259

Total

 

$

188,898

 

$

169,627

 

 

 

 

 

 

 

 

The Federal Home Loan Bank advances are secured by mortgage loans totaling $428,081,000 and $395,639,000 at September 30, 2025 and 2024, respectively. Advances, at interest rates from .82% to 5.08% maturing through March 2035 are subject to restrictions or penalties in the event of prepayment.

At September 30, 2025, the Company had a line of credit with the FHLB to meet short-term borrowing needs that matures and automatically renews daily at the discretion of the FHLB. The line of credit has a variable interest rate that adjusts daily (4.33% at September 30, 2025 and 5.04% at September 30, 2024) with interest payable monthly. At September 30, 2025 and 2024, the

34


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 8: Borrowed Funds - Continued

Company had combined remaining borrowing availability for FHLB advances and the line of credit of $282,794,000 and $250,024,000, respectively. The FHLB has sole discretion to deny additional advances.

In January of 2025, the Company opened a line of credit with the Federal Reserve Bank. The advances are secured by Commercial (non-real estate) loans totaling $130,874,000 at September 30, 2025. The advance had a maturity date of October 8, 2025 with a variable interest rate equal to the Fed Funds Rate.

At September 30, 2025 and 2024, the Company has a note payable with a bank with an outstanding principal balance of $8,900,000 and $9,259,000, respectively. The note has a maturity date of May 4, 2027 with a fixed interest rate of 4.25%. Principal and interest payments are due quarterly. The note is secured by 100% of the stock of the Company’s subsidiary bank.

At September 30, 2025 and 2024, the Company has a revolving line of credit with a bank, with maximum available credit of $27,500,000 maturing April 15, 2026. Interest is payable quarterly. The interest rate is the prime rate (7.0% at September 30, 2025 and 8.0% at September 30, 2024) with a floor of 4.25%. The line is collateralized by 100% of the common stock of the Company’s subsidiary bank and had an outstanding balance of $9,718,000 and $14,753,000 at September 30, 2025 and 2024, respectively.

Aggregate annual maturities of the long-term borrowed funds at September 30, 2025 are (in thousands):

 

2026

$

12,841

2027

 

22,869

2028

 

54,350

2029

 

3,795

2030

 

6,110

Thereafter

 

9,515

Total

$

109,480

 

 

 

Note 9: Employee Benefit Plans

The Company has a 401(k) profit sharing plan covering substantially all employees with one month of service. Contributions to the plan are determined by the Board of Directors with certain limitations. Plan expense was approximately $590,000 and $538,000 for the years ended September 30, 2025 and 2024, respectively.

35


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 10: Changes in Accumulated Comprehensive Income (AOCI) by Component

There were no amounts reclassified from AOCI to the consolidated statements of income during the year ended September 30, 2025 and there were net realized losses on available-for-sale securities of approximately $314,000 during the year end September 30, 2024.

 

Note 11: Related Party Transactions

At September 30, 2025 and 2024, certain officers, directors, stockholders, employees, their immediate families and companies in which they have significant beneficial ownership were indebted to the Company in the aggregate amount of approximately $5,940,000 and $6,000,000, respectively. Deposits from related parties held by the Company at September 30, 2025 and 2024, totaled $22,016,000 and $22,385,000, respectively.

In management’s opinion, such loans, other extensions of credit, and deposits were made in the ordinary course of business and were made on substantially the same terms (including interest rates and collateral) as those prevailing at the time for comparable transactions with other persons. Further, in management’s opinion, these loans did not involve more than normal risk of collectability or present other unfavorable features.

 

Note 12: Minimum Regulatory Capital Requirements

The Company’s subsidiary bank is subject to various regulatory capital requirements administered by the federal and state banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of its assets, liabilities, and certain off-balance-sheet items as calculated under U.S. GAAP, regulatory reporting requirements, and regulatory capital standards. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. Furthermore, the Bank’s regulators could require adjustments to regulatory capital not reflected in these financial statements. Prompt corrective actions are not applicable to bank holding companies.

Quantitative measures established by regulatory reporting standards to ensure capital adequacy require the Company to maintain minimum amounts and ratios (set forth in the table below) of total and Tier I capital (as defined) to risk-weighted assets (as defined), common equity Tier I capital (as defined) to total risk-weighted assets (as defined) and of Tier I capital (as defined) to average assets (as defined). Management believes, as of September 30, 2025 and 2024, that the Bank met all capital adequacy requirements to which it is subject.

 

 

36


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 12: Minimum Regulatory Capital Requirements - Continued

As of September 30, 2025, the most recent notification from the regulators categorized the Company’s subsidiary bank as well capitalized under the regulatory framework for prompt corrective

action. To be categorized as well capitalized, the bank must maintain minimum total risk-based capital, Tier I risk-based capital, common equity Tier I risk-based capital and Tier I leverage ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the Bank’s categories.

The Bank is subject to certain restrictions on the amount of dividends that it may declare without prior regulatory approval. The Bank’s actual capital amounts and ratios are also presented in the table.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Actual

Minimum Capital Requirement

Minimum to Be Well Capitalized Under Prompt Corrective Action Provisions

Minimum Capital Requirements including Capital Conversation Buffer of 2.50

Amount

Ratio

Amount

Ratio

Amount

Ratio

Amount

Ratio

September 30, 2025

Total capital to risk weighted assets

 $

  144,655

11.1%

 $

  104,621

8.0%

$

  130,776

10.0%

 $

  137,315

10.5%

Tier 1 capital to risk weighted assets

    130,163

10.0%

      78,466

6.0%

    104,621

8.0%

    111,160

8.5%

Common equity Tier 1 capital to risk weighted assets

    130,163

10.0%

      58,849

4.5%

      85,004

6.5%

      91,543

7.0%

Tier 1 capital to average assets

    130,163

9.4%

      55,642

4.0%

      69,553

5.0%

      90,419

6.5%

September 30, 2024

Total capital to risk weighted assets

$

  139,891

11.5%

 $

    97,155

8.0%

 $

  121,444

10.0%

 $

 127,516

10.5%

Tier 1 capital to risk weighted assets

    126,395

10.4%

      72,866

6.0%

      97,155

8.0%

    103,227

8.5%

38


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Common equity Tier 1 capital to risk weighted assets

    126,395

10.4%

      54,650

4.5%

      78,938

6.5%

      85,011

7.0%

Tier 1 capital to average assets

    126,395

9.8%

      51,755

4.0%

      64,693

5.0%

      84,101

6.5%

 

39


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 13: Financial Instruments with Off-Balance-Sheet or Concentration-of Credit Risk

Credit Related Financial Instruments

The Company is party to credit related financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and Small Business Investment commitments.

Such commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.

The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company follows the same credit policies in making commitments as it does for on-balance sheet instruments.

At September 30, 2025 and 2024, the following financial instruments were outstanding whose contract amounts represent credit risk:



 

Contract Amount

 

 

 

2025

 

 2024

 

 

 

(in thousands)

 

 

 

Commitments to extend credit

 

$

263,083

 

$

266,992

 

 

Standby letters of credit

 

 

2,285

 

 

3,011

 

Unfunded Small Business Investment Company (SBIC)

Commitments

 

 

378

 

 

378

 

 

Commitments to extend credit are agreements to lend to customers as long as there is no violation of any condition established in the contracts. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Commitments may expire without being drawn upon. Therefore, total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary by the Company, is based on management’s credit assessment of the customer.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of customers to third parties. The credit risk involved when issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Company generally holds collateral supporting those commitments if deemed necessary.

Unfunded SBIC commitments are unconditional obligations to invest as a Limited Partner in qualified small business investments. The credit risk to the Company is limited to its commitment of capital contributions.

 

40


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 13: Financial Instruments with Off-Balance-Sheet or Concentration-of Credit Risk - Continued

Collateral Requirements

To reduce credit risk related to credit-related financial instruments, the Company might deem it necessary to obtain collateral. The amount and nature of the collateral obtained is based on the Company’s credit evaluation of the customer. Collateral held varies but may include cash, securities, accounts receivable, inventory, property and equipment, various agricultural products, and real estate.

Other Credit Risks

The Company grants primarily agribusiness, commercial, installment and residential loans to customers in the trade areas surrounding the Company’s physical locations. Although the Company has a diversified loan portfolio, a substantial portion of its debtors’ ability to honor their contracts is dependent on the agribusiness economic sector.

At September 30, 2025 and 2024, approximately 37% and 38%, respectively, of the Company’s total deposits consisted of short-term certificates of deposit which were issued through a broker and reciprocal balances, which generally had denominations less than $250,000

 

Note 14: Member Unit Incentive Plan

The Company’s Member Incentive Plan, which is member approved, permits the grant of member units to its employees. The Company believes that such awards better align the interests of its employees with those of its members. Units awarded are generally granted with an exercise price equal to book value. Each year units awarded will vest into an exercise price based on prevailing market conditions of the Company at the vesting date and is estimated by management. Units vest 10% a year for seven years with the remaining 30% vesting upon a change in control of the Company, an employee’s death or disability, or an employee becoming retirement eligible. The Company defines retirement eligible as the date when the sum of the employee’s age and years of service reaches 75.

As of September 30, 2024, the Company had 747.1 nonvested shares with weighted-average grant-date fair value of $2,590 per share. During 2024, 81.6 shares were granted and 48.8 shares were vested with weighted-average grand-date fair value of $2,908 and $2,932 per share, respectively. During 2025, 145.4 shares were granted at an weighted-average grant-date fair value of $2,849. Subsequent to year ending September 30, 2025, all shares were fully vested with change of control.

41


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 15: Disclosures About Fair Value of Assets and Liabilities

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair value:

Level 1 Quoted prices in active markets for identical assets or liabilities

Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3 Unobservable inputs supported by little or no market activity and are significant to the fair value of the assets or liabilities

Recurring Measurements

The following table presents the fair value measurements of assets recognized in the accompanying consolidated balance sheets measured at fair value on a recurring basis and the level within Topic 820 fair value hierarchy in which the fair value measurements fall at September 30, 2025 and 2024:

Fair Value Measurements Using

Quoted Prices

in Active

Significant

Markets for

Other

Significant

Identical

Observable

Unobservable

Fair

Assets

Inputs

Inputs

Value

(Level 1)

(Level 2)

(Level 3)

September 30, 2025

U.S. Treasuries

 $ 16,307

 $ -

 $ 16,307

 $ -

State and political subdivisions

                   28,301

-

            26,408

                       1,893

Mortgage-backed (GSE residential/commercial)

                   39,652

-

            39,652

-

September 30, 2024

U.S. Treasuries

 $ 16,133

 $ -

 $ 16,133

 $ -

State and political subdivisions

                   28,690

-

            27,030

                       1,660

Mortgage-backed (GSE residential/commercial)

                   44,915

-

            44,915

-

 

42

 


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 15: Disclosures about Fair Value of Assets and Liabilities - Continued

Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the year ended September 30, 2025. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.

Securities Available for Sale

Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities include marketable equity securities. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. Level 2 securities include U.S. government agencies, state and political subdivisions, corporates, and mortgage-backed securities. In cases where Level 1 and Level 2 inputs are not available, securities are classified as Level 3 of the hierarchy and include private equity securities and certain state and political subdivisions.

For Level 3 securities available for sale using significant unobservable inputs in their pricing methodology, there were $233,000 in purchases in the year ended September 30, 2025 and $1,000,000 in purchases in the year ended September 30, 2024. There were no maturities and paydowns for the years ended September 30, 2025 and 2024. There were no transfers in the year ended September 30, 2025 and 2024. There were no gains or losses for the periods ended September 30, 2025 and 2024 included in net income attributable to the change in unrealized gains or losses related to assets still held at the reporting date.

Unobservable (Level 3) Inputs

The following table presents quantitative information about unobservable inputs used in Level 3 fair value measurements at September 30, 2025 and 2024:

Fair Value at 9/30/2025

Valuation Technique

Unobservable inputs

State & Political Subdivisions

$ 1,893

Discounted Cash Flows

Unrated security yield and adjustment Marketability yield discount

Fair Value at 9/30/2024

Valuation Technique

Unobservable inputs

State & Political Subdivisions

$ 1,660

Discounted Cash Flows

Unrated security yield and adjustment Marketability yield discount

 

 

43


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 15: Disclosures about Fair Value of Assets and Liabilities - Continued

Nonrecurring Measurements

There were no assets or liabilities measured on a nonrecurring basis at September 30, 2025 and 2024.

 

Fair Value of Financial Instruments

The following tables present estimated fair values of the Company’s financial instruments at September 30, 2025 and 2024:

 

2025

 

 

 

 

Carrying

Amount

 

Estimated

Fair Value

 

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

 

         (in thousands)

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

11,121

 

$

11,121

 

$

11,121

 

 

$

-

 

$

-

Interest-bearing time deposits in

banks

 

 

 

 

 

100

 

 

 

100

 

 

 

100

 

 

 

 

-

 

 

 

-

Available-for-sale securities

 

 

84,260

 

 

84,260

 

 

-

 

 

 

82,367

 

 

1,893

Loans held for sale

 

 

903

 

 

903

 

 

-

 

 

 

903

 

 

-

Loans, net of allowance for credit

losses

 

 

 

1,275,374

 

 

 

1,253,679

 

 

 

-

 

 

 

 

-

 

 

 

1,253,679

Interest receivable

 

 

10,902

 

 

10,902

 

 

-

 

 

 

10,902

 

 

-

Nonmarketable equity securities

 

 

6,908

 

 

6,908

 

 

-

 

 

 

6,908

 

 

-

Total assets

 

$

1,389,568

 

$

1,367,873

 

$

11,221

 

 

$

101,080

 

$

1,255,572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

 

1,095,468

 

 

1,015,999

 

 

-

 

 

 

1,015,999

 

 

-

Federal funds purchased

 

 

35,000

 

 

35,000

 

 

-

 

 

 

35,000

 

 

-

Federal Home Loan Bank

advances

 

 

 

135,280

 

 

 

134,874

 

 

 

-

 

 

 

 

134,874

 

 

 

-

Other borrowed funds

 

 

18,618

 

 

18,204

 

 

-

 

 

 

18,204

 

 

-

Interest payable

 

 

3,620

 

 

3,620

 

 

-

 

 

 

3,620

 

 

-

Total liabilities

 

$

1,287,986

 

$

1,207,697

 

$

-

 

 

$

1,207,697

 

$

-

 

 

 

44


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 15: Disclosures about Fair Value of Assets and Liabilities – Continued

 

2024

 

 

 

 

Carrying

Amount

 

Estimated

Fair Value

 

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

 

         (in thousands)

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

15,944

 

$

15,944

 

$

15,944

 

 

$

-

 

$

-

Interest-bearing time deposits in

banks

 

 

 

 

 

348

 

 

 

348

 

 

 

348

 

 

 

 

-

 

 

 

-

Available-for-sale securities

 

 

89,738

 

 

89,738

 

 

-

 

 

 

88,078

 

 

1,660

Loans held for sale

 

 

1,827

 

 

1,827

 

 

-

 

 

 

1,827

 

 

-

Loans, net of allowance for credit

losses

 

 

 

1,167,805

 

 

 

1,119,173

 

 

 

-

 

 

 

 

-

 

 

 

1,119,173

Interest receivable

 

 

9,393

 

 

9,393

 

 

-

 

 

 

9,393

 

 

-

Nonmarketable equity securities

 

 

7,311

 

 

7,311

 

 

-

 

 

 

7,311

 

 

-

Total assets

 

$

1,292,366

 

$

1,243,734

 

$

16,292

 

 

$

106,609

 

$

1,120,833

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

 

1,028,148

 

 

939,646

 

 

-

 

 

 

939,646

 

 

-

Federal funds purchased

 

 

-

 

 

-

 

 

-

 

 

 

-

 

 

-

Federal Home Loan Bank

advances

 

 

 

145,615

 

 

 

144,885

 

 

 

-

 

 

 

 

144,885

 

 

 

-

Other borrowed funds

 

 

24,012

 

 

23,193

 

 

-

 

 

 

23,193

 

 

-

Interest payable

 

 

3,610

 

 

3,610

 

 

-

 

 

 

3,610

 

 

-

Total liabilities

 

$

1,201,385

 

$

1,111,334

 

$

-

 

 

$

1,111,334

 

$

-

 

Fair Value of Financial Instruments

The following methods were used to estimate the fair value of all other financial instruments

recognized in the accompanying balance sheets at amounts other than fair value.

 

Cash and Cash Equivalents

 

The carrying amount approximates fair value.

 

Interest-Bearing Time Deposits in Banks

 

The carrying amount approximates fair value.

 

Nonmarketable Securities

45


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 15: Disclosures about Fair Value of Assets and Liabilities – Continued

Fair value is estimated at book value due to restrictions that limit the sale or transfer of such

Securities but where a price can be determined, the fair value was determined based on the quoted market price on the New York Stock Exchange as of the reporting date.

 

Loans

 

The fair value of loans is estimated by discounting the future cash flows using the market rates at

which similar loans would be made to borrowers with similar credit ratings and for the same

remaining maturities. The market rates used are based on current rates the Banks would impose for

similar loans and reflect a market participant assumption about risks associated with

nonperformance, illiquidity, and the structure and term of the loans along with local economic and

market conditions.

 

Deposits

 

Fair value of term deposits is estimated by discounting the future cash flows using rates of similar

deposits with similar maturities. The market rates used were obtained from similar-sized

institutions reviewed by the Company. The estimated fair value of demand, NOW, savings and money market deposits is the book value since rates are regularly adjusted to market rates and amounts are payable on demand at the reporting date.

 

Federal Funds Purchased

The carrying amounts of federal funds purchased approximate the estimated fair values of such

liabilities.

 

Federal Home Loan Bank Advances and Other Borrowed Funds

Fair value is estimated by discounting the future cash flows using rates of similar advances with

similar maturities. These rates were obtained from current rates offered by FHLB and the Wall Street Journal Prime Rate.

 

Interest Payable and Interest Receivable

The carrying amount approximates fair value.

 

Off-Balance-Sheet Instruments

Due to the short-term nature of such instruments and the relative insignificance of fees currently

charged to enter into similar agreements, no fair value has been assigned to off-balance-sheet

items.

 

The Company’s remaining assets and liabilities are not considered financial instruments or are not

material.

46


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 16: General Litigation

The Company is subject to claims and lawsuits that arise primarily in the ordinary course of business. It is the opinion of management that the disposition or ultimate resolution of such claims and lawsuits will not have material adverse effects on the financial position, results of operations and cash flows of the Company.

Note 17: Future Change in Accounting Principle

Issued but not yet adopted as of September 30, 2025.

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40). The amendments in this update improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The new guidance is effective for public business entities for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. Management is currently evaluating the impact of this standard on the Company’s consolidated financial statements and related disclosures.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments – Credit Losses (Topic 326). The amendments in this update expand the use of the gross-up approach to certain acquired loans beyond purchased financial assets with credit deterioration. The new guidance is effective for annual reporting periods beginning after December 15, 2026, with early adoption permitted. The amendments in this update must be adopted prospectively to loans that are acquired on or after the initial application date. Management is evaluating the provisions of this ASU and do not expect this ASU to have a material impact on the Company’s consolidated financial statements.

The Company has determined that all other recently issued accounting pronouncements will not have a material impact on the Company’s consolidated financial statements or do not apply to its operations.

Note 18: Change in Accounting Principle

The Company has recorded a change in accounting principle as of and for the year ended September 30, 2024, as the Company now meets the definition of a public business entity based on Accounting Standards Update (“ASU”) No. 2013-12 since the financial statements will be included in a 8-K filing of Equity Bancshares, Inc. and therefore, must be prepared in accordance with Regulation S-X requirements. The consolidated financial statements have been updated to reverse prior elections to apply certain private company guidance related to leases. The following summarizes the impact

 

47


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 18: Change in Accounting Principle - Continued

on the financial statement amounts. There was no change to the statement of operations as a result of the change in accounting principle.

The following illustrates the impact on the consolidated balance sheet:

 

 

As of September 30, 2024

(amount in thousands)

 

 

As previously

reported

 

Restated

Operating lease right-of-use asset

 

$

9,430

 

$

8,498

Operating lease liabilities

 

 

9,673

 

 

8,741

 

 

The following illustrates the impact on the consolidated statement of cash flows:

 

 

As of September 30, 2024

(amount in thousands)

 

 

As previously

reported

 

Restated

Amortization of operating lease right-of-use asset

 

$

525

 

$

394

Operating lease liabilities

 

 

(417)

 

 

(286)

 

 

 

 

 

 

 

 

 

 

 

48


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 19: Condensed Financial Information - Parent Company Only

Presented below is the condensed financial information as to financial position, results of operations and cash flows of the Parent Company.

 

Frontier Holdings, LLC

CONDENSED BALANCE SHEET

September 30, 2025 and 2024

(Dollar amounts in thousands, except per share data)

 

 

2025

 

2024

ASSETS

 

 

 

Cash and due from banks

$

236

 

$

54

Investment in bank subsidiary

 

136,194

 

 

131,969

Investment in nonbank subsidiary

 

4

 

 

4

Other assets

 

2,492

 

 

2,645

Total assets

$

138,926

 

$

134,672

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Short-term borrowings

$

9,718

 

$

14,753

Long-term borrowings

 

8,900

 

 

9,259

Interest payable and other liabilities

 

1,242

 

 

1,315

Total liabilities

 

19,860

 

 

25,327

Stockholders’ equity

 

119,066

 

 

109,345

Total liabilities and stockholders’ equity

$

138,926

 

$

134,672

 

 

 

 

 

 

 

 

 

 

 

 

 

 

49


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

 

Note 19: Condensed Financial Information - Parent Company Only – Continued

 

Frontier Holdings, LLC

CONDENSED STATEMENTS OF INCOME

Twelve Months ended September 30, 2025 and 2024

(Dollar amounts in thousands, except per share data)

 

 

2025

 

2024

Dividends from subsidiary bank

$

14,300

 

$

3,550

Gain on sale of nonbank subsidiary

 

-

 

 

424

Other income

 

15

 

 

16

Total income

 

14,315

 

 

3,990

Expenses

 

 

 

 

 

Interest expense

 

1,288

 

 

1,683

Other expenses

 

3,875

 

 

4,877

Total expenses

 

5,163

 

 

6,560

Income (loss) before applicable income taxes

 

9,152

 

 

(2,570)

Income tax

 

-

 

 

-

Income before undistributed income of subsidiaries

 

9,152

 

 

(2,570)

Equity in undistributed income of subsidiaries

 

 

 

 

 

Bank subsidiary

 

3,750

 

 

9,662

Nonbank subsidiary

 

-

 

 

(68)

Net income

$

12,902

 

$

7,024

 

 

 

 

 

 

 

 

 

 

 

 

 

50


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 19: Condensed Financial Information - Parent Company Only – Continued

CONDENSED STATEMENTS OF CASH FLOWS

Years Ended September 30, 2025 and 2024

(Dollar amounts in thousands)

 

 

 

2025

 

2024

Operating Activities

 

 

 

 

 

Net income

$

12,902

 

$

7,024

 

 

 

 

 

 

Items not requiring (providing) cash

 

 

 

 

 

Investment in Bank subsidiary

 

(3,747)

 

 

(9,662)

Investment in nonbank subsidiary

 

1

 

 

1,819

Issuance of members’ units

 

443

 

 

246

Depreciation and amortization

 

74

 

 

74

Amortization of operating lease right-of-use asset

 

128

 

 

38

Net changes in:

 

 

 

 

 

Other assets

 

(50)

 

 

1,252

Operating lease liability

 

(120)

 

 

(29)

Interest payable and other liabilities

 

46

 

 

21

Net cash provided by operating activities

 

9,676

 

 

783

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Net cash used in investing activities

 

-

 

 

-

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Proceeds from other borrowed funds

 

3,465

 

 

5.290

Repayment of other borrowed funds

 

(8,859)

 

 

(4,823)

Distributions to members

 

(4,100)

 

 

(1,950)

Net cash provided by financing activities

 

(9,494)

 

 

(1,483)

 

 

 

 

 

 

Net change in cash and cash equivalents

 

182

 

 

(700)

 

 

 

 

 

 

Cash and cash equivalents, beginning of year

 

54

 

 

754

Cash and cash equivalents, end of year

$

236

 

$

54

 

 

 

 

 

 

 

 

 

 

 

51


Frontier Holdings, LLC

Notes to Consolidated Financial Statements

September 30, 2025 and 2024

 

 

Note 20: Subsequent Events

Subsequent events have been evaluated through January 28, 2026 which is the date the financial statements were available to be issued.

On August 29, 2025, Equity Bancshares, Inc. (“Equity”) and the Company, entered into an Agreement and Plan of Reorganization (the “merger agreement”). Subject to the terms and conditions of the merger agreement, the Company will be merged with and into Equity. The Merger closed January 1, 2026.

52


Exhibit 99.2

 

SELECTED UNAUDITED PRO FORMA FINANCIAL DATA

 

 

The following unaudited pro forma condensed consolidated combined financial information of Equity Bancshares, Inc. ("Equity") as of and for the year ended December 31, 2025, is presented to show the impact on Equity’s historical financial position and results of operations of:

• the merger; and

 

• the issuance of common stock of Equity to Frontier Holdings, LLC ("Frontier") unitholders and the cash consideration to be paid to Frontier unitholders in connection with the merger.

 

As a result of the merger, Frontier unitholders were entitled to receive an aggregate of 2,220,000 shares of Equity common stock and aggregate cash of approximately $32,500,000, subject to downward adjustment as described in the merger agreement. The calculation of the aggregate merger consideration assumes that no cash is paid in lieu of issuing fractional shares of Equity common stock and that no downward adjustment was made as described in the merger agreement:

• a closing price of Equity common stock of $44.65, which was the closing price of Equity common stock on December 31, 2025, the close price on the date immediately preceding the closing of the transaction; and

• Frontier’s consolidated capital, surplus and retained earnings accounts less all intangible assets and Frontier merger costs prior to the closing was greater than $99,416,508.

 

The unaudited Pro Forma Condensed Consolidated Combined Balance Sheet reflects the historical position of Equity and Frontier as of the most recent fiscal year end for each (see Note (a) to Notes Pro Forma Condensed Consolidated Combined Financial Statements below), with pro forma adjustments based on the assumption that the merger was completed on December 31, 2025. The pro forma adjustments are based on the acquisition method of accounting. The unaudited Pro Forma Condensed Consolidated Combined Statements of Income assume that the merger was completed on January 1, 2025. The adjustments are based on information available and certain assumptions that Equity believes are reasonable. The pro forma does not consider any potential impacts of current market conditions on revenues, potential revenue enhancements, anticipated cost savings and expense efficiencies, or asset dispositions among other factors. The final allocation of the purchase price for Frontier between stockholders’ equity and goodwill will be determined after the merger is completed and after completion of thorough analyses to determine the fair values of Frontier’s tangible and identifiable intangible assets and liabilities as of the date the merger is completed. Any change in the fair value of the net assets of Frontier will change the amount of the purchase price allocable to goodwill. Further, changes that would affect stockholders’ equity at Frontier, such as net income from December 31, 2025 through the date the merger is completed, will also change the amount of goodwill recorded. In addition, the final adjustments may be different from the unaudited pro forma adjustments presented in this filing.

The following unaudited pro forma condensed combined financial information and related notes are based on and should be read in conjunction with (i) the historical audited consolidated financial statements of Equity and the related notes included in Equity’s Annual Report on Form 10-K for the year ended December 31, 2025, and (ii) the historical audited consolidated financial statements of Frontier and the related notes included in Exhibit 99.1 to this Form 8-K.

 

The unaudited pro forma condensed consolidated combined financial information is intended for illustrative purposes only and is not necessarily indicative of the actual financial position or actual operating results of the combined company or of the financial position or operating results of the combined company that would have occurred had the merger been in effect as of the date or for the periods presented.

 

 

 

 


Exhibit 99.2

 

 

Unaudited Pro Forma Condensed Consolidated Combined Balance Sheet

As of December 31, 2025

(Dollars in thousands)

 

ASSETS

 

Equity

Historical

 

Frontier

Historical (a)

 

Pro Forma

Adjustments

 

Pro Forma

Combined

Cash and due from banks

$

 607,562

$

 11,021

$

 (43,520)

(b) $

575,063

Federal funds sold

 

255

 

 

 

255

Cash and cash equivalents

 

607,817

 

11,021

 

(43,520)

 

575,318

Interest-bearing time deposits in other

banks

 

 

575

 

 

100

 

 

 

 

675

Investment securities

 

1,035,816

 

84,260

 

 

1,120,076

Loans held for sale

 

1,392

 

903

 

 

2,295

Loans held for investment

 

4,198,180

 

1,289,866

 

(25,662)

(c)

5,462,384

Allowance for loan losses

 

(52,756)

 

(14,492)

 

(d)

(67,248)

Loans, net

 

4,145,424

 

1,275,374

 

(25,662)

 

5,395,136

Other real estate owned, net

 

5,388

 

 

 

5,388

Premises and equipment, net

 

136,720

 

3,407

 

 

140,127

Bank owned life insurance

 

148,301

 

 

 

148,301

Federal Reserve Bank and Federal Home

Loan Bank stock

 

 

34,053

 

 

6,908

 

 

 

 

40,961

Interest receivable

 

33,322

 

10,902

 

 

44,224

Goodwill

 

82,101

 

15,213

 

14,053

(e)

111,367

Core deposit intangible, net

 

21,634

 

 

11,000

(f)

32,634

Other assets

 

120,629

 

12,288

 

9,127

(g)

142,044

Total assets

$

 6,373,172

$

 1,420,376

$

 (35,002)

$

7,758,546

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’

EQUITY

Non-interest-bearing deposits

$

1,148,409

$

94,637

$

$

1,243,036

Interest-baring transaction and savings

 

3,004,987

 

441,912

 

 

3,446,899

Time deposits

 

984,868

 

558,919

 

(4,542)

(h)

1,539,245

Total deposits

 

5,138,264

 

1,095,468

 

(4,542)

 

6,299,190

Federal funds purchased and retail

repurchase agreements

 

 

39,864

 

 

 

 

 

 

39,864

Federal Home Loan Bank advances

 

300,000

 

170,280

 

(1,309)

(i)

468,971

Back stock loan

 

 

18,618

 

(401)

(j)

18,217

Subordinated debentures

 

98,145

 

 

 

98,145

Contractual obligations

 

10,208

 

 

 

10,208

Interest payable and other liabilities

 

54,637

 

16,944

 

 

71,581

Total liabilities

 

5,641,118

 

1,301,310

 

(6,252)

 

6,936,176

Stockholders’ equity

 

 

 

 

 

 

 

 

Common stock

 

249

 

 

22

(k)

271

Additional paid-in capital

 

664,906

 

56,571

 

42,530

(k)

764,007

Retained earnings

 

205,328

 

71,418

 

(80,225)

(l)

196,521

Accumulated other comprehensive

income(loss)

 

 

7,032

 

 

(8,923)

 

 

8,923

 

(l)

 

7,032

Treasury stock

 

(145,461)

 

 

 

(145,461)

Total stockholders’ equity

 

732,054

 

119,066

 

(28,750)

 

822,370

Total liabilities and stockholders’ equity

$

6,373,172

$

1,420,376

$

(35,002)

$

7,758,546

 

 

 


Exhibit 99.2

 

 

 

Unaudited Pro Forma Condensed Consolidated Combined Statement of Income

For the year ended December 31, 2025

(Dollars in thousands, except per share data)

 

Interest and dividend income

 

Equity

Historical

 

Frontier

Historical (a)

 

Pro Forma

Adjustments

 

Pro Forma

Combined

Loans, including fees

$

277,138

$

77,217

$

6,011

(aa) $

360,366

Securities

 

40,022

 

2,956

 

1,657

(bb)

44,635

Other interest income

 

13,675

 

688

 

 

14,363

Total interest and dividend income

 

330,835

 

80,861

 

7,668

 

419,364

Interest expense

 

 

 

 

 

 

 

 

Deposits

 

88,455

 

33,736

 

1,782

(cc)

123,973

Federal funds purchased and retail

repurchase agreements

 

 

936

 

 

692

 

 

 

 

1,628

Federal Home Loan bank advances

 

8,208

 

5,433

 

514

(dd)

14,155

Federal Reserve Bank borrowings

 

 

 

 

Bank stock loan

 

 

1,263

 

262

(ee)

1,525

Subordinated debentures

 

7,155

 

 

 

7,155

Total interest expense

 

104,754

 

41,124

 

2,558

 

148,436

Net interest income

 

226,081

 

39,737

 

5,242

 

270,928

Provision for loan losses

 

8,953

 

1,263

 

 

10,216

Net interest income after provision for

loan losses

 

 

217,128

 

 

38,474

 

 

5,110

 

 

260,712

Non-interest income

 

 

 

 

 

 

 

 

Service charges and fees

 

9,321

 

364

 

 

9,685

Debit card income

 

11,414

 

735

 

 

12,149

Mortgage banking

 

567

 

1,075

 

 

1,642

Increase in value of bank owned life

Insurance

 

 

7,717

 

 

 

 

 

 

7,717

Net gains on investment securities

Transactions

 

 

(53,174)

 

 

 

 

 

 

(53,174)

Other non-interest income

 

8,127

 

234

 

 

8,361

Total non-interest income

 

(16,028)

 

2,408

 

 

(13,620)

Non-interest expense

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

84,786

 

17,600

 

 

102,386

Net occupancy and equipment

 

15,801

 

3,359

 

 

19,160

Data processing

 

20,279

 

2,597

 

 

22,876

Professional fees

 

6,467

 

440

 

 

6,907

Amortization of core deposit intangible

 

4,503

 

 

1,962

(ff)

6,465

Other real estate owned, net

 

1,029

 

(28)

 

 

1,001

Loss on debt extinguishment

 

1,361

 

 

 

1,361

Merger expenses

 

8,065

 

 

11,020

(hh)

19,085

Other non-interest expense

 

32,429

 

3,262

 

 

35,691

Total non-interest expense

 

174,720

 

27,230

 

12,982

 

214,932

Income before income taxes

 

26,380

 

13,652

 

 (7,872)

 

32,160

Provision for income taxes

 

3,654

 

750

 

1,066

(gg)

5,470

Net income allocable to common

stockholders

 

$

 

22,726

 

$

 

12,902

 

$

 

(8,938)

 

$

 

26,690

Basic earnings per share

$

1.24

 

 

 

 

$

1.30

Weighted average shares outstanding

 

18,296,090

 

 

 

 

 

20,516,090

Diluted earnings per share

$

1.23

 

 

 

 

$

1.29

Weighted average shares outstanding

 

18,456,676

 

 

 

 

 

20,676,676

 


Exhibit 99.2

 

 

 

Notes to Unaudited Pro Forma Condensed Consolidated Combined Financial Information

(Dollars in thousands, except per share amounts)

 

The following pro forma adjustments have been reflected in the unaudited pro forma condensed consolidated combined financial information. All adjustments are based on current assumptions and valuations which are subject to change.

 

(a) Frontier has a fiscal year end of September 30. For the purposes of the disclosures as of and for the periods ended December 31, 2025 Frontier results include audited financial results as of and for the most recently completed fiscal year.

 

 

Frontier financial information includes immaterial reclassifications to align with Equity financial reporting.

 

(b) This adjustment includes the cash portion of the merger consideration of $32.5 million and pre-tax direct-incremental merger and stock issuance costs of $11.0 million ($8.8 million, after-tax).

 

(c) This adjustment represents the $25.7 million interest-rate fair value adjustments on loans.

 

(d) This adjustment represents the elimination of Frontier’s allowance offset by a $14.5 million credit adjustment on acquired loans.

 

(e) This adjustment represents the purchase price allocation for the merger, calculated as follows:

 

Issue 2,220,000 Equity shares valued at the closing price for Equity common stock on December 31, 2025

 

$

 

99,123

 

Cash merger consideration, including cash in lieu of fractional shares

 

 

32,500

Total purchase price

 

131,623

Frontier’s equity at book value

 

(119,066)

Frontier’s beginning goodwill balance

 

15,213

Allocated to loan fair value, less Frontier’s ending allowance

 

25,662

Allocated to core deposit intangibles

 

(11,000)

Allocated to time deposit fair value

 

(4,542)

Allocated to debt

 

(1,710)

Allocated to net deferred tax assets

 

(6,914)

 

Estimated goodwill from transaction

 

$

 

29,266

 

Frontier beginning goodwill balance

 

$

 

15,213

 

Net goodwill adjustment

 

$

 

14,053

 

(f) This adjustment represents the recognition of core deposit intangibles.

 

 

 

 

 

 

 

 

 

 

 


Exhibit 99.2

 

 

 

(g) This adjustment represents the impact on deferred income taxes and income tax benefits created in the accounting for the transaction, calculated as follows:

 

Loan fair value adjustments

$

25,662

Core deposit intangibles

 

(11,000)

Deposits fair value adjustments

 

(4,542)

Debt fair value adjustments

 

(1,710)

 

Subtotal of fair value adjustments

 

 

8,410

 

Calculated deferred taxes at an estimated rate of 21%

 

 

1,768

 

S Corp to C Corp adjustment at an estimated rate of 21%

 

 

5,146

 

Total deferred taxes adjustment

 

$

 

6,914

Tax effect of merger expenses (item (b) above)

 

2,213

 

 

 

 

Total Other asset adjustment

 

$

 

9,127

 

(h) This adjustment reflects interest-bearing time deposits at their estimated fair values.

(i) This adjustment reflects Federal Home Loan Bank advances at their estimated fair values.

(j) This adjustment reflects the term Bank stock loan at its estimated fair value.

 

(k) This adjustment represents the elimination of the historical equity of Frontier, net of the issuance of

2,220,000 shares of Equity common stock, par value $0.01 per share, to unitholders of Frontier. Value of the shares issued is based on the closing price for Equity common stock on December 31, 2025.

 

(l) This adjustment represents the elimination of the historical equity of Frontier, net of after-tax merger expenses.

 

 

For the Year Ended

December 31, 2025

 

(aa) Adjustment to loan interest income to reflect accretion of loan discount

from interest rate and accretable credit fair value adjustments over an

estimated 6.3 years.

 

 

$ 6,011

 

(bb) Adjustment to security interest income to reflect accretion of discount

over an expected 6 years.

 

$ 1,657

 

(cc) Adjustment to deposit interest expense to reflect the amortization of the

time deposit interest rate fair value mark over an estimated 2.5 years.

 

$ 1,782

 

(dd) Adjustment to debt interest expense to reflect the amortization of the fair

value mark on FHLB term borrowings over an estimated 2.5 years.

 

$ 514

 

(ee) Adjustment to debt interest expense to reflect the amortization of the fair

value mark on bank stock term borrowings over an estimated 1.5 years.

 

$ 262

 

(ff) Adjustment to reflect amortization of the acquired Core Deposit Intangible

using sum of years digits over 10 years.

 

$ 1,962

 

(gg) Adjustment to reflect income taxes on Frontier earnings as well as the

proforma adjustment at an estimated rate of approximately 21%. Frontier

was a S Corp as of each disclosed period.

 

 

$ 1,066

 

(hh) Recognition of the aggregate level of costs expected to be incurred by

Frontier and Equity in facilitating the transaction. These expenses are

expected to be realized in the first year and not be recurring.

 

 

$ 11,020

 

 

 

 

 


FAQ

What is Equity Bancshares (EQBK) disclosing in this 8-K/A amendment?

Equity Bancshares is adding detailed financial information for its completed merger with Frontier Holdings. The amendment provides audited Frontier financial statements and unaudited pro forma combined results, giving investors a clearer view of the merged banking business’s scale and performance.

When did Equity Bancshares complete its merger with Frontier Holdings, LLC?

The merger between Equity Bancshares and Frontier Holdings, LLC became effective on January 1, 2026. It was carried out under an Agreement and Plan of Reorganization dated August 29, 2025, and was initially reported in a prior Form 8-K before this financial information amendment.

How profitable was Frontier Holdings, LLC before merging with Equity Bancshares?

Frontier Holdings reported net income of 12,902 (thousands) for the year ended September 30, 2025, compared with 7,024 (thousands) in 2024. Comprehensive income reached 13,378 (thousands) in 2025, reflecting both earnings and changes in unrealized gains on available-for-sale securities.

What was Frontier Holdings, LLC’s balance sheet size before the merger?

As of September 30, 2025, Frontier Holdings reported total assets of 1,420,376 (thousands) and total members’ equity of 119,066 (thousands). Deposits were 1,095,468 (thousands), with additional funding from Federal Home Loan Bank advances and other borrowed funds supporting its regional banking operations.

What pro forma information does Equity Bancshares include for the Frontier merger?

The amendment includes an unaudited pro forma condensed consolidated combined balance sheet as of December 31, 2025 and unaudited pro forma combined income statements for the year ended December 31, 2025. These schedules illustrate how Equity Bancshares and Frontier would appear on a combined basis financially.

Who audited Frontier Holdings, LLC’s financial statements now included by Equity Bancshares?

Frontier’s consolidated financial statements were audited by Forvis Mazars, LLP, which issued an unmodified opinion. The auditor concluded the 2025 and 2024 statements present fairly, in all material respects, Frontier’s financial position and results in conformity with U.S. generally accepted accounting principles.

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