STOCK TITAN

[10-Q] Riverview Bancorp Inc Quarterly Earnings Report

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
10-Q
Rhea-AI Filing Summary

Riverview Bancorp, Inc. reported results for the quarter ended June 30, 2025 showing modest profitability and stable core lending activity. Net income was $1,225 (in thousands) compared with $966 a year earlier, producing basic and diluted earnings per share of $0.06 versus $0.05. Net interest income rose to $9,841 from $8,821, driven by higher interest and dividend income of $15,375 versus $14,399, while interest expense was essentially flat at $5,534.

The balance sheet remained large and largely unchanged quarter-to-quarter with total assets of $1,516,643, loans receivable net of allowance of $1,052,654, deposits of $1,209,893 (down from $1,232,328), and total shareholders' equity of $162,001. The allowance for credit losses on loans was $15,426 and no provision for credit losses was recorded in the quarter. Investment securities showed unrealized losses recorded in AOCI and on held-to-maturity positions, and the Company authorized an April 2025 stock repurchase program of up to $2.0 million.

Positive
  • Net income increased to $1,225 (thousands) from $966, reflecting year-over-year profitability improvement
  • Net interest income rose to $9,841, supported by higher interest and dividend income of $15,375
  • Total shareholders' equity of $162,001 provides a capital base; company authorized a $2.0M stock repurchase program
Negative
  • Deposits declined by $22,435 (to $1,209,893), increasing reliance on wholesale funding
  • FHLB advances increased to $102,500, up from $76,400, indicating higher borrowings
  • Investment portfolios show sizeable unrealized losses: available-for-sale unrealized loss $16,111 and held-to-maturity unrealized loss $25,702
  • Non-interest expense rose to $11,720, reducing operating leverage versus the revenue increase

Insights

TL;DR: Earnings and net interest income improved year-over-year; deposit outflows and higher non-interest expense offset some gains.

Riverview delivered a clear quarter-over-quarter profitability improvement with net income of $1,225 (thousands) and NII of $9,841, reflecting higher loan income. The bank’s balance sheet shows stable loan balances (net loans $1,052,654) and modestly lower deposits (-$22,435), with increased wholesale funding (FHLB advances rose to $102,500), suggesting liquidity management actions. Non-interest expense increased to $11,720, tempering operating leverage. The April 2025 repurchase authorization up to $2.0M is a small capital-return action. Overall, operating results are positive but margin for further improvement depends on deposit stability and expense control.

TL;DR: Credit metrics appear stable but large unrealized securities losses and funding shifts warrant monitoring.

The Company reported an allowance for credit losses of $15,426 with no provision recorded in the quarter and no modified troubled loans during the period, indicating current loan-loss recognition remained steady. However, investment portfolios show material unrealized losses (available-for-sale unrealized loss $16,111; held-to-maturity unrealized loss $25,702) reflected in AOCI and HTM disclosures. Deposits decreased by $22,435 while FHLB advances increased to $102,500, signaling a shift toward wholesale funding. These elements are not immediate charge-offs but are meaningful risk indicators for liquidity and interest-rate exposure.

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2025

OR

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

For the transition period from                to              

Commission File Number: 000-22957

RIVERVIEW BANCORP, INC.

(Exact name of registrant as specified in its charter)

Washington

91-1838969

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer I.D. Number)

900 Washington St., Ste. 900, Vancouver, Washington

98660

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

(360) 693-6650

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.01 per share

RVSB

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes       No 

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

Large accelerated filer 

Accelerated filer 

Non-accelerated filer 

Smaller reporting company 

Emerging growth company 

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes      No 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:  Common Stock, $.01 par value per share, 20,948,378 shares outstanding, as of August 8, 2025.

Table of Contents

Form 10-Q

RIVERVIEW BANCORP, INC. AND SUBSIDIARY

INDEX

Page

Part I.

Financial Information

4

 

 

Item 1: 

Financial Statements (Unaudited)

4

 

Consolidated Balance Sheets as of June 30, 2025 and March 31, 2025

4

 

Consolidated Statements of Income for the Three Months Ended June 30, 2025 and 2024

5

 

Consolidated Statements of Comprehensive Income for the Three Months Ended June 30, 2025 and 2024

6

 

Consolidated Statements of Shareholders’ Equity for the Three Months Ended June 30, 2025 and 2024

7

 

Consolidated Statements of Cash Flows for the Three Months Ended June 30, 2025 and 2024

8

 

Notes to Consolidated Financial Statements 

9

 

 

Item 2:

Management's Discussion and Analysis of Financial Condition and Results of Operations 

31

 

 

Item 3:

Quantitative and Qualitative Disclosures About Market Risk 

45

 

 

Item 4: 

Controls and Procedures 

45

 

 

Part II.

Other Information

46

 

 

Item 1:

Legal Proceedings

46

 

 

Item 1A:

Risk Factors

46

 

 

Item 2: 

Unregistered Sales of Equity Securities and Use of Proceeds

46

 

 

Item 3: 

Defaults Upon Senior Securities

46

 

 

Item 4: 

Mine Safety Disclosures

46

 

 

Item 5:

Other Information

46

 

 

Item 6: 

Exhibits

47

 

 

SIGNATURES

48

 

 

Certifications 

 

     Exhibit 31.1

     Exhibit 31.2

     Exhibit 32

Table of Contents

Forward-Looking Statements

As used in this Form 10-Q, the terms “we,” “our,” “us,” “Riverview” and “Company” refer to Riverview Bancorp, Inc. and its consolidated subsidiaries, including its wholly-owned subsidiary, Riverview Bank (the “Bank”), unless the context indicates otherwise.

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995 (“PSLRA”): When used in this Form 10-Q, the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook,” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the PSLRA. Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions, future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements, including, but not limited to:

Adverse impacts on economic conditions in our local markets or, other markets where we have lending relationships.
Effects of employment levels, labor shortages, persistent inflation, recessionary pressures, or slowing economic growth.
Changes in interest rate levels and the duration of such changes, including actions by the Board of Governors of the Federal Reserve System (“Federal Reserve”).
The impact of inflation and monetary and fiscal policy responses thereto.
Effects of a federal government shutdown, debt ceiling standoff, or other fiscal uncertainty.
Bank failures or adverse developments at other banks, and any governmental or societal responses.
Credit risks of lending activities, including loan delinquencies, write-offs, changes in our allowance for credit losses and provision for credit losses.
Changes in the general interest rates, short and long-term interest rate differentials, deposit interest rates, our net interest margin and funding sources.
Fluctuations in loan demand, unsold homes, land and property values and secondary market conditions for loans.
Results of examinations by regulatory authorities and potential requirements to increase credit loss allowances, write-down assets, reclassify assets, change our regulatory or capital position or affect our liquidity and earnings.
The ability to adapt to rapid technological changes, including advancements in artificial intelligence, digital banking, and cybersecurity.
Legislation or regulatory changes, including but not limited to shifts in capital requirements, banking regulation, tax laws, or consumer protection laws.
Our ability to attract and retain deposits and manage operating costs and expenses.
Use of estimates in determining the fair value of assets, which may prove incorrect.
Staffing fluctuations in response to product demand or corporate strategy implementation.
Vulnerabilities in information systems or third-party service providers, including disruptions, breaches, or attacks.
Retention of key senior management members.
Costs and effects of litigation.
Expectations regarding key growth initiatives and strategic priorities.
Future goodwill impairment.
Increased competitive pressures among financial services companies, including repricing and competitors’ pricing initiatives, and their impact on our market position, loan and deposit products;
Changes in consumer spending, borrowing and savings habits.
Resource availability to address changes in laws, rules, or regulations or to respond to regulatory actions.
Our ability to pay dividends on common stock.
Quality and composition of our securities portfolio and adverse changes in securities markets.
Inability of key third-party providers to fulfill obligations.  
Changes in accounting policies and practices.
Geopolitical developments and international conflicts, including but not limited to tensions or instability in Eastern Europe, the Middle East, and Asia, or the imposition of new or increased tariffs and trade restrictions, which may disrupt financial markets, global supply chains, energy prices, or economic activity in specific industry sectors.
Effects of climate change, severe weather, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, domestic political unrest and other external events; and
Other economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products and services, and the other risks described from time to time in our reports filed with and furnished to the U.S. Securities and Exchange Commission (“SEC”).

The Company cautions readers not to place undue reliance on any forward-looking statements. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. The Company does not undertake and specifically disclaims any obligation to revise any forward-looking statements included in this report or the reasons why actual results could differ from those contained in such statements, whether as a result of new information or to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for fiscal 2026 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Company’s consolidated financial condition and consolidated results of operations as well as its stock price performance.

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Part I. Financial Information

Item 1. Financial Statements (Unaudited)

RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2025 AND MARCH 31, 2025

June 30, 

March 31, 

(In thousands, except share and per share data) (Unaudited)

    

2025

    

2025

ASSETS

 

  

 

  

Cash and cash equivalents (including interest earning deposits in other banks of $15,192 and $14,375)

$

34,172

$

29,414

Investment securities:

 

Available for sale, at estimated fair value

118,777

 

119,436

Held to maturity, at amortized cost (estimated fair value of $171,776 and $175,392)

197,478

 

203,079

Loans receivable (net of allowance for credit losses of $15,426 and $15,374)

1,052,654

 

1,047,086

Prepaid expenses and other assets

12,455

 

12,523

Accrued interest receivable

4,493

 

4,525

Federal Home Loan Bank (“FHLB”) stock, at cost

5,516

 

4,342

Premises and equipment, net

21,867

 

22,304

Financing lease right-of-use ("ROU") asset

1,106

1,125

Deferred income taxes, net

8,286

 

8,625

Goodwill

27,076

 

27,076

Core deposit intangible ("CDI"), net

147

 

171

Bank owned life insurance ("BOLI")

32,616

 

33,617

TOTAL ASSETS

$

1,516,643

$

1,513,323

LIABILITIES AND SHAREHOLDERS' EQUITY

 

LIABILITIES:

 

Deposits

$

1,209,893

$

1,232,328

Accrued expenses and other liabilities

12,498

 

14,777

Advance payments by borrowers for taxes and insurance

558

 

614

FHLB advances

102,500

76,400

Junior subordinated debentures

27,113

 

27,091

Finance lease liability

2,080

 

2,099

Total liabilities

1,354,642

 

1,353,309

COMMITMENTS AND CONTINGENCIES (See Note 13)

 

  

 

  

SHAREHOLDERS' EQUITY:

 

  

 

  

Serial preferred stock, $.01 par value; 250,000 shares authorized; issued and outstanding: none

 

Common stock, $.01 par value; 50,000,000 shares authorized

 

June 30, 2025 – 20,976,200 shares issued and outstanding

208

208

March 31, 2025 – 20,976,200 shares issued and outstanding

Additional paid-in capital

53,501

 

53,392

Retained earnings

120,522

 

119,717

Accumulated other comprehensive loss

(12,230)

 

(13,303)

Total shareholders' equity

162,001

 

160,014

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$

1,516,643

$

1,513,323

See accompanying notes to consolidated financial statements.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

FOR THE THREE MONTHS ENDED JUNE 30, 2025 AND 2024

Three Months Ended

June 30, 

(In thousands, except share and per share data) (Unaudited)

    

2025

    

2024

    

INTEREST AND DIVIDEND INCOME:

 

  

 

  

 

Interest and fees on loans receivable

$

13,352

$

12,052

Interest on investment securities – taxable

 

1,667

1,972

Interest on investment securities – nontaxable

 

65

65

Other interest and dividends

 

291

310

Total interest and dividend income

 

15,375

14,399

INTEREST EXPENSE:

 

Interest on deposits

 

3,774

3,447

Interest on borrowings

 

1,760

2,131

Total interest expense

 

5,534

5,578

Net interest income

 

9,841

8,821

Provision for credit losses

 

Net interest income after provision for credit losses

 

9,841

8,821

NON-INTEREST INCOME:

 

Fees and service charges

 

1,572

1,540

Asset management fees

 

1,552

1,558

Income from BOLI

 

222

211

Other, net

 

80

58

Total non-interest income, net

 

3,426

3,367

NON-INTEREST EXPENSE:

 

Salaries and employee benefits

 

7,247

6,388

Occupancy and depreciation

 

1,868

1,895

Data processing

 

742

764

Amortization of CDI

 

24

25

Advertising and marketing

 

237

310

FDIC insurance premium

 

164

178

State and local taxes

 

225

216

Telecommunications

 

46

47

Professional fees

 

416

490

Other

 

751

656

Total non-interest expense

 

11,720

10,969

INCOME BEFORE INCOME TAXES

 

1,547

1,219

PROVISION FOR INCOME TAXES

 

322

253

NET INCOME

$

1,225

$

966

Earnings per common share:

 

Basic

$

0.06

$

0.05

Diluted

 

0.06

0.05

Weighted average number of common shares outstanding:

 

Basic

 

20,976,200

21,111,043

Diluted

 

20,976,200

21,111,043

See accompanying notes to consolidated financial statements.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED JUNE 30, 2025 AND 2024

Three Months Ended

June 30, 

(In thousands) (Unaudited)

    

2025

    

2024

    

Net income

$

1,225

$

966

Other comprehensive income (loss):

 

Net unrealized holding gains (losses) from available for sale investment securities arising during the period, net of tax (expense) benefit of ($339) and $79, respectively

1,073

(250)

Total comprehensive income, net

$

2,298

$

716

See accompanying notes to consolidated financial statements.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED JUNE 30, 2025 AND 2024

    

    

    

    

    

    

Accumulated

    

Additional

Other

Paid-In

Retained

Comprehensive

(In thousands, except share and per share data) (Unaudited)

Common Stock

Capital

Earnings

Loss

Total

Shares

Amount

For the three months ended June 30, 2024

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Balance April 1, 2024

 

21,111,043

$

211

$

55,005

$

116,499

$

(16,127)

$

155,588

 

  

 

  

 

  

 

  

 

  

 

  

Net income

 

966

 

966

Cash dividends on common stock ($0.02 per share)

 

(422)

 

(422)

Stock-based compensation, net

 

26

 

26

Other comprehensive loss, net

(250)

(250)

Balance June 30, 2024

 

21,111,043

$

211

$

55,031

$

117,043

$

(16,377)

$

155,908

 

  

 

  

 

  

 

  

 

  

 

  

For the three months ended June 30, 2025

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Balance April 1, 2025

 

20,976,200

$

208

$

53,392

$

119,717

$

(13,303)

$

160,014

 

  

 

  

 

  

 

  

 

  

 

  

Net income

 

1,225

 

1,225

Cash dividends on common stock ($0.02 per share)

 

(420)

 

(420)

Stock-based compensation, net

 

109

 

109

Other comprehensive income, net

 

1,073

 

1,073

Balance June 30, 2025

 

20,976,200

$

208

$

53,501

$

120,522

$

(12,230)

$

162,001

 

  

 

  

 

  

 

  

 

  

 

  

See accompanying notes to consolidated financial statements.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED JUNE 30, 2025 AND 2024

(In thousands) (Unaudited)

    

2025

    

2024

CASH FLOWS FROM OPERATING ACTIVITIES:

 

  

 

  

Net income

$

1,225

$

966

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

 

Depreciation and amortization

 

873

779

Purchased loans amortization (accretion), net

 

(46)

19

Stock-based compensation expense

 

109

26

Decrease in deferred loan origination fees, net of amortization

 

(125)

(66)

Income from BOLI

 

(222)

(211)

Changes in certain other assets and liabilities:

 

 

Prepaid expenses and other assets

 

195

207

Accrued interest receivable

 

32

(383)

Accrued expenses and other liabilities

 

(2,738)

4,099

Net cash provided by (used in) operating activities

 

(697)

5,436

CASH FLOWS FROM INVESTING ACTIVITIES:

 

Loan (originations) repayments, net

 

5,172

(15,452)

Purchases of loans receivable

 

(10,570)

(5,553)

Principal repayments on investment securities available for sale

 

1,965

2,216

Proceeds from calls and maturities of investment securities available for sale

 

3,000

Principal repayments on investment securities held to maturity

 

5,497

3,594

Proceeds from sale of shares in trading asset - VISA stock

248

193

Purchases of premises and equipment and capitalized software

 

(76)

(110)

Purchase of FHLB stock, net

 

(1,174)

(1,134)

Proceeds from sales of premises and equipment

 

86

Proceeds from death benefit on BOLI

1,223

Net cash provided by (used in) investing activities

 

2,285

(13,160)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

  

 

  

Net decrease in deposits

 

(22,435)

(12,000)

Dividends paid

 

(420)

(1,267)

Proceeds from borrowings

 

237,400

151,800

Repayment of borrowings

 

(211,300)

(126,600)

Net decrease in advance payments by borrowers for taxes and insurance

 

(56)

(30)

Principal payments on finance lease liability

 

(19)

(17)

Net cash provided by financing activities

 

3,170

11,886

NET INCREASE IN CASH AND CASH EQUIVALENTS

 

4,758

4,162

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

 

29,414

23,642

CASH AND CASH EQUIVALENTS, END OF PERIOD

$

34,172

$

27,804

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

 

Cash paid during the period for:

 

Interest

$

5,624

$

5,094

Income taxes

 

24

24

NONCASH INVESTING AND FINANCING ACTIVITIES:

 

Dividends declared and accrued in other liabilities

$

420

$

422

Net unrealized holding gains (losses) from available for sale investment securities

 

1,412

(329)

Income tax effect related to other comprehensive income (loss)

 

(339)

79

Right-of-use lease asset obtained in exchange for operating lease liability

459

Conversion of shares in trading asset - VISA Stock

248

190

See accompanying notes to consolidated financial statements.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

Notes to Consolidated Financial Statements

(Unaudited)

1.      BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Quarterly Reports on Form 10-Q and, therefore, do not include all disclosures necessary for a complete presentation of financial condition, results of operations and cash flows in conformity with accounting principles generally accepted in the United States of America (“generally accepted accounting principles” or “GAAP”). However, all adjustments that are, in the opinion of management, necessary for a fair presentation of the interim unaudited consolidated financial statements have been included. All such adjustments are of a normal recurring nature.

The accompanying unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Riverview Bancorp, Inc. Annual Report on Form 10-K for the year ended March 31, 2025 (“2025 Form 10-K”). The unaudited consolidated results of operations for the three months ended June 30, 2025 are not necessarily indicative of the results which may be expected for the entire fiscal year ending March 31, 2026.

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Certain prior period amounts have been reclassified to conform to the current period presentation; such reclassifications had no effect on previously reported net income or total shareholders’ equity.

2.      PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements include the accounts of Riverview Bancorp, Inc.; its wholly-owned subsidiary, Riverview Bank (the “Bank”); and the Bank’s wholly-owned subsidiaries, Riverview Services, Inc. and Riverview Trust Company (the “Trust Company”) (collectively referred to as the “Company”). All inter-company transactions and balances have been eliminated in consolidation.

3.      STOCK PLAN AND STOCK-BASED COMPENSATION

Stock Option Plan - In July 2017, the shareholders of the Company approved the Riverview Bancorp, Inc. 2017 Equity Incentive Plan (“2017 Plan”). The 2017 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock and restricted stock units. The Company reserved 1,800,000 shares of its common stock for issuance under the 2017 Plan. At June 30, 2025, there were ­­­­1,308,215 shares available for grant under the 2017 Plan.

The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes stock option valuation model. The fair value of all awards is amortized on a straight-line basis over the requisite service periods, which are generally the vesting periods. The expected life of options granted represents the period of time that they are expected to be outstanding. The expected life is determined based on historical experience with similar options, considering the contractual terms and vesting schedules. Expected volatility is estimated at the date of grant based on the historical volatility of the Company's common stock. Expected dividends are based on dividend trends and the market value of the Company's common stock at the time of grant. The risk-free interest rate for periods within the contractual life of the options is based on the U.S. Treasury yield curve in effect at the time of the grant. There were no stock options granted under the 2017 Plan during the three months ended June 30, 2025 and 2024. As of June 30, 2025 and 2024, there were no stock options outstanding.

The Company may grant restricted stock pursuant to the 2017 Plan of which vesting can either be time based or performance based. Performance based awards are subject to attaining certain performance metrics and all, or a portion of, the performance based awards can subsequently be cancelled for not attaining the predetermined performance metrics.

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The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the date of grant. The related stock-based compensation expense is recorded over the requisite service period.

Stock-based compensation related to restricted stock grants was $109,000 and $26,000 for the three months ended June 30, 2025 and 2024, respectively. The increase in the stock-based compensation expense was primarily due to the new grants issued during the quarter ended December 31, 2024. The unrecognized stock-based compensation related to restricted stock was $998,000 and $145,000 at June 30, 2025 and 2024, respectively. The weighted average vesting period for the restricted stock was 2.25 years and 1.11 years at June 30, 2025 and 2024, respectively.

The following tables present the activity related to restricted stock for the periods shown:

    

Time Based

    

Performance Based

    

Total

Number 

Weighted 

Number 

Weighted 

Number 

Weighted 

of

Average 

of

Average 

of

Average 

 Unvested 

Grant Date

 Unvested 

Grant Date

 Unvested 

Grant Date

Three Months Ended June 30, 2025

    

Shares

    

Fair Value

    

Shares

    

Fair Value

    

Shares

    

Fair Value

Balance, beginning of period

 

155,034

$

5.74

 

125,169

$

5.66

 

280,203

$

5.71

Balance, end of period

 

155,034

$

5.74

 

125,169

$

5.66

 

280,203

$

5.71

    

Time Based

    

Performance Based

    

Total

Number 

Weighted 

Number 

Weighted 

Number 

Weighted 

of

Average 

of

Average 

of

Average 

 Unvested 

Grant Date

 Unvested 

Grant Date

 Unvested 

Grant Date

Three Months Ended June 30, 2024

    

Shares

    

Fair Value

    

Shares

    

Fair Value

    

Shares

    

Fair Value

Balance, beginning of period

 

15,779

$

5.72

 

63,397

$

5.68

 

79,176

$

5.69

Balance, end of period

 

15,779

$

5.72

 

63,397

$

5.68

 

79,176

$

5.69

4.      EARNINGS PER SHARE

Basic earnings per share (“EPS”) is computed by dividing net income or loss applicable to common stock by the weighted average number of common shares outstanding during the period, without considering any dilutive items. Nonvested shares of restricted stock are included in the computation of basic EPS because the holder has voting rights and shares in non-forfeitable dividends during the vesting period. Diluted EPS is computed by dividing net income applicable to common stock by the weighted average number of common shares and common stock equivalents for items that are dilutive, net of shares assumed to be repurchased using the treasury stock method at the average share price for the Company’s common stock during the period. Common stock equivalents arise from the assumed exercise of outstanding stock options. For the three months ended June 30, 2025 and 2024, there were no stock options excluded in computing diluted EPS.

On April 29, 2025, the Company’s Board of Director adopted a stock repurchase program (the “April 2025 repurchase program”), authorizing the Company to purchase up to $2.0 million of the Company’s outstanding shares of common stock, in the open market, based on prevailing market prices, or in privately negotiated transactions. The April 2025 repurchase program will continue until the earlier of the completion of the repurchase or 12 months after the effective date, depending on market conditions.

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The following table presents a reconciliation of the components used to compute basic and diluted EPS for the periods indicated:

    

Three Months Ended June 30, 

    

2025

    

2024

(Dollars and share data in thousands, except per share data)

 

Basic EPS computation:

 

  

 

  

Numerator-net income

$

1,225

$

966

Denominator-weighted average common shares outstanding

 

20,976

 

21,111

Basic EPS

$

0.06

$

0.05

Diluted EPS computation:

 

  

 

  

Numerator-net income

$

1,225

$

966

Denominator-weighted average common shares outstanding

 

20,976

 

21,111

Diluted EPS

$

0.06

$

0.05

5.      INVESTMENT SECURITIES

The amortized cost and approximate fair value of investment securities consisted of the following at the dates indicated (in thousands):

    

    

Gross

    

Gross

    

Estimated 

Amortized

Unrealized

Unrealized 

Fair

Cost

 Gains

Losses

Value

June 30, 2025

 

  

 

  

 

  

 

  

Available for sale:

 

 

  

 

  

 

  

Municipal securities

$

36,966

$

3

$

(5,878)

$

31,091

Agency securities

 

32,948

(2,371)

30,577

Real estate mortgage investment conduits (1)

 

27,977

(4,843)

23,134

Residential mortgage-backed securities (1)

 

10,153

13

(488)

9,678

Other mortgage-backed securities (2)

 

26,825

3

(2,531)

24,297

Total available for sale

$

134,869

$

19

$

(16,111)

$

118,777

Held to maturity:

 

Municipal securities

$

10,290

$

$

(2,707)

$

7,583

Agency securities

42,303

(2,354)

39,949

Real estate mortgage investment conduits (1)

27,625

(3,871)

23,754

Residential mortgage-backed securities (1)

98,927

(14,398)

84,529

Other mortgage-backed securities (3)

18,333

(2,372)

15,961

Total held to maturity

$

197,478

$

$

(25,702)

$

171,776

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Gross

    

Gross

    

Amortized

Unrealized 

Unrealized

Estimated 

Cost

Gains

 Losses

Fair Value

March 31, 2025

 

  

 

  

 

  

 

  

Available for sale:

 

  

 

  

 

  

 

  

Municipal securities

$

37,280

$

1

$

(6,262)

$

31,019

Agency securities

 

32,944

(2,741)

30,203

Real estate mortgage investment conduits (1)

 

28,597

(5,107)

23,490

Residential mortgage-backed securities (1)

 

10,802

13

(589)

10,226

Other mortgage-backed securities (2)

 

27,317

4

(2,823)

24,498

Total available for sale

$

136,940

$

18

$

(17,522)

$

119,436

Held to maturity:

 

Municipal securities

$

10,296

$

$

(2,667)

$

7,629

Agency securities

42,279

(2,723)

39,556

Real estate mortgage investment conduits (1)

28,499

(4,231)

24,268

Residential mortgage-backed securities (1)

101,933

(15,448)

86,485

Other mortgage-backed securities (3)

20,072

(2,618)

17,454

Total held to maturity

$

203,079

$

$

(27,687)

$

175,392

(1)Comprised of Federal Home Loan Mortgage Corporation (“FHLMC”), Federal National Mortgage Association (“FNMA”) and Ginnie Mae (“GNMA”) issued securities.
(2)Comprised of U.S. Small Business Administration (“SBA”) issued securities and commercial real estate (“CRE”) secured securities issued by FNMA and FHLMC.
(3)Comprised of FHLMC and FNMA issued securities.

The contractual maturities of investment securities as of June 30, 2025 are as follows (in thousands):

Available for Sale

Held to Maturity

    

    

Estimated

    

    

Estimated

Amortized

Fair 

Amortized

Fair 

Cost

Value

Cost

Value

Due in one year or less

$

248

$

247

$

12,109

$

11,980

Due after one year through five years

 

48,153

 

44,935

 

25,530

 

24,123

Due after five years through ten years

 

35,165

 

30,652

 

23,808

 

20,770

Due after ten years

 

51,303

 

42,943

 

136,031

 

114,903

Total

$

134,869

$

118,777

$

197,478

$

171,776

Expected maturities of investment securities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties.

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The fair value of temporarily impaired investment securities, the amount of unrealized losses and the length of time these unrealized losses existed are as follows at the dates indicated (in thousands):

Less than 12 months

12 months or longer

Total

    

Estimated

    

    

Estimated

    

    

Estimated

    

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

June 30, 2025

 Value

Losses

 Value

Losses

 Value

Losses

Available for sale:

 

  

 

  

 

  

 

  

 

  

 

  

Municipal securities

$

$

$

29,918

$

(5,878)

$

29,918

$

(5,878)

Agency securities

 

 

 

30,577

 

(2,371)

 

30,577

 

(2,371)

Real estate mortgage investment conduits (1)

 

 

 

23,134

 

(4,843)

 

23,134

 

(4,843)

Residential mortgage-backed securities (1)

 

 

 

9,047

 

(488)

 

9,047

 

(488)

Other mortgage-backed securities (2)

 

493

 

(4)

 

23,507

 

(2,527)

 

24,000

 

(2,531)

Total available for sale

$

493

$

(4)

$

116,183

$

(16,107)

$

116,676

$

(16,111)

Held to maturity:

Municipal securities

$

$

$

7,583

$

(2,707)

$

7,583

$

(2,707)

Agency securities

39,949

(2,354)

39,949

(2,354)

Real estate mortgage investment conduits (1)

23,754

(3,871)

23,754

(3,871)

Residential mortgage-backed securities (1)

84,529

(14,398)

84,529

(14,398)

Other mortgage-backed securities (3)

15,961

(2,372)

15,961

(2,372)

Total held to maturity

$

$

$

171,776

$

(25,702)

$

171,776

$

(25,702)

March 31, 2025

 

  

 

  

 

  

 

  

 

  

 

  

Available for sale:

 

  

 

  

 

  

 

  

 

  

 

  

Municipal securities

$

$

$

29,849

$

(6,262)

$

29,849

$

(6,262)

Agency securities

 

 

30,203

 

(2,741)

 

30,203

 

(2,741)

Real estate mortgage investment conduits (1)

 

 

 

23,490

 

(5,107)

 

23,490

 

(5,107)

Residential mortgage-backed securities (1)

 

 

 

9,540

 

(589)

 

9,540

 

(589)

Other mortgage-backed securities (2)

 

418

 

(3)

 

23,816

 

(2,820)

 

24,234

 

(2,823)

Total available for sale

$

418

$

(3)

$

116,898

$

(17,519)

$

117,316

$

(17,522)

Held to maturity:

Municipal securities

$

$

$

7,629

$

(2,667)

$

7,629

$

(2,667)

Agency securities

39,556

(2,723)

39,556

(2,723)

Real estate mortgage investment conduits (1)

24,268

(4,231)

24,268

(4,231)

Residential mortgage-backed securities (1)

86,485

(15,448)

86,485

(15,448)

Other mortgage-backed securities (3)

17,454

(2,618)

17,454

(2,618)

Total held to maturity

$

$

$

175,392

$

(27,687)

$

175,392

$

(27,687)

(1)Comprised of FHLMC, FNMA and GNMA issued securities.
(2)Comprised of SBA and CRE secured securities issued by FHLMC and FNMA.
(3)Comprised of FHLMC and FNMA issued securities.

Allowance for Credit Losses (“ACL”) on Available for Sale Debt Securities – Each reporting period, the Company assesses each available for sale debt security that is in an unrealized loss position to determine whether the decline in fair value below the amortized cost basis results from a credit loss or other factors. The Company did not record an ACL on available for sale debt securities at June 30, 2025 and March 31, 2025. As of both dates, the Company considered the unrealized losses across the classes of major security-type to be related to fluctuations in market conditions, primarily interest rates, and not reflective of a deterioration in credit value.

For available for sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If the Company intends to sell the security or it is more likely than not that the Company will be required to sell the security before recovering its cost basis, the entire impairment loss would be recognized in earnings. If the Company does not intend to sell the security and it is not more likely than not that the Company will be required to sell the security, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this

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assessment, management considers the extent to which fair value is less than amortized costs, any changes to the rating of the security by a rating agency and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security.  Projected cash flows are discounted by the current effective interest rate.  If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an ACL is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. The remaining impairment related to all other factors, the difference between the present value of the cash flows expected to be collected and fair value, is recognized as a charge to accumulated other comprehensive income (loss) (“AOCI”).

ACL on Held to Maturity Debt Securities – The Company separately evaluates its held to maturity debt securities for any credit losses based on probability of default and loss given default utilizing historical industry data based on investment category. The probability of default and loss given default are incorporated into the present value of expected cash flows and compared against amortized cost. The Company did not record an ACL on held to maturity debt securities at June 30, 2025 and March 31, 2025 as the impact was insignificant.

The Company had no sales and realized no gains or losses on sales of investment securities for the three months ended June 30, 2025 and 2024. Investment securities available for sale with an amortized cost of $2.0 million and $2.1 million and an estimated fair value of $1.8 million and $2.0 million at June 30, 2025 and March 31, 2025, respectively, were pledged as collateral for government public funds held by the Bank. Investment securities held to maturity with an amortized cost of $11.9 million and $12.2 million and a fair value of $10.2 million and $10.4 million at June 30, 2025 and March 31, 2025, respectively, were pledged as collateral for government public funds held by the Bank. Investment securities held to maturity with an amortized cost of $138.4 million and $141.3 million and a fair value of $119.3 million and $120.5 million at June 30, 2025 and March 31, 2025, respectively, were pledged as collateral to the Federal Reserve Bank of San Francisco (“FRB”) pursuant to borrowing agreements.

6.      LOANS AND ACL

Loans receivable is reported net of deferred loan fees and discounts, and inclusive of premiums. Deferred loan fees totaled $4.2 million and $4.3 million at June 30, 2025 and March 31, 2025, respectively. Discounts and premiums on loans receivable totaled $1.1 million and $1.7 million, respectively, at June 30, 2025, compared to $1.2 million and $1.7 million, respectively, at March 31, 2025. Loans receivable consisted of the following at the dates indicated (in thousands):

    

June 30, 

    

March 31, 

2025

2025

Commercial and construction

 

  

 

  

Commercial business

$

231,826

$

232,935

Commercial real estate

 

599,617

592,185

Land

 

3,659

4,610

Multi-family

 

90,606

91,451

Real estate construction

 

20,133

29,182

Total commercial and construction

 

945,841

950,363

Consumer

 

Real estate one-to-four family

 

98,147

97,683

Other installment

 

24,092

14,414

Total consumer

 

122,239

112,097

Total loans

 

1,068,080

1,062,460

Less: ACL for loans

 

15,426

15,374

Loans receivable, net

$

1,052,654

$

1,047,086

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The Company considers its loan portfolio to have very little exposure to sub-prime mortgage loans since the Company has not historically engaged in this type of lending. At June 30, 2025, loans carried at $765.8 million were pledged as collateral to the FHLB of Des Moines and FRB pursuant to borrowing agreements.

Substantially all the Company’s business activity is with clients located in the states of Washington and Oregon. Loans and extensions of credit outstanding at one time to one borrower are generally limited by federal regulation to 15% of the Bank’s shareholders’ equity, excluding AOCI. As of June 30, 2025 and March 31, 2025, the Bank had no loans to any one borrower in excess of the regulatory limit.

Troubled Loan Modifications (“TLM”) – Occasionally, the Company offers modifications of loans to borrowers experiencing financial difficulty by providing principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions or any combination of these. When principal forgiveness is provided, the amount of the forgiveness is charged-off against the ACL for loans. Upon the Company’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is charged off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL for loans is adjusted by the same amount. The ACL on modified loans is measured using the same credit loss estimation methods used to determine the ACL for all other loans held for investment. These methods incorporate the post-modification loan terms, as well as defaults and charge-offs associated with historical modified loans.

There were no loans modified related to borrowers experiencing financial difficulty during the three months ended June 30, 2025. There were no loans past due at June 30, 2025 that had been modified in the previous 12 months.

Credit quality indicators: The Company monitors credit risk in its loan portfolio using a risk rating system (on a scale of one to nine) for all commercial (non-consumer) loans. The risk rating system is a measure of the credit risk of the borrower based on their historical, current and anticipated future financial characteristics. The Company assigns a risk rating to each commercial loan at origination and subsequently updates these ratings, as necessary, so that the risk rating continues to reflect the appropriate risk characteristics of the loan. Application of appropriate risk ratings is key to management of loan portfolio risk. In determining the appropriate risk rating, the Company considers the following factors: delinquency, payment history, quality of management, liquidity, leverage, earnings trends, alternative funding sources, geographic risk, industry risk, cash flow adequacy, account practices, asset protection and extraordinary risks. Consumer loans, including custom construction loans, are not assigned a risk rating but rather are grouped into homogeneous pools with similar risk characteristics. When a consumer loan is delinquent 90 days, it is placed on non-accrual status and assigned a substandard risk rating. Loss factors are assigned to each risk rating and homogeneous pool based on historical loss experience for similar loans. This historical loss experience is adjusted for qualitative factors that are likely to cause the estimated credit losses to differ from the Company’s historical loss experience. The Company uses these loss factors to estimate the general component of its ACL.

Pass – These loans have a risk rating between 1 and 4 and are to borrowers that meet normal credit standards. Any deficiencies in satisfactory asset quality, liquidity, debt servicing capacity and coverage are offset by strengths in other areas. The borrower currently has the capacity to perform according to the loan terms. Any concerns about risk factors such as stability of margins, stability of cash flows, liquidity, dependence on a single product/supplier/client, depth of management, etc. are offset by strengths in other areas. Typically, these loans are secured by the operating assets of the borrower and/or real estate. The borrower’s management is considered competent. The borrower has the ability to repay the debt in the normal course of business.

Watch – These loans have a risk rating of 5 and are included in the “pass” rating. However, there would typically be some reason for additional management oversight, such as the borrower’s recent financial setbacks and/or deteriorating financial position, industry concerns and failure to perform on other borrowing obligations. Loans with this rating are monitored closely in an effort to correct deficiencies.

Special mention – These loans have a risk rating of 6 and are rated in accordance with regulatory guidelines. These loans 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 loan or in the credit position at some future date. These loans pose elevated risk but their weakness does not yet justify a “substandard” classification.

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Table of Contents

Substandard – These loans have a risk rating of 7 and are rated in accordance with regulatory guidelines, for which the accrual of interest may or may not be discontinued. Under regulatory guidelines, a “substandard” loan has defined weaknesses which make payment default or principal exposure likely but not yet certain. Repayment of such loans is likely to be dependent upon collateral liquidation, a secondary source of repayment, or an event outside of the normal course of business.

Doubtful – These loans have a risk rating of 8 and are rated in accordance with regulatory guidelines. Such loans are placed on non-accrual status and repayment may be dependent upon collateral which has value that is difficult to determine or upon some near-term event which lacks certainty.

Loss – These loans have a risk rating of 9 and are rated in accordance with regulatory guidelines. Such loans are charged-off or charged-down when payment is acknowledged to be uncertain or when the timing or value of payments cannot be determined. “Loss” is not intended to imply that the loan or some portion of it will never be paid, nor does it in any way imply that there has been a forgiveness of debt.

16

Table of Contents

The following table sets forth the Company’s loan portfolio at June 30, 2025 and March 31, 2025 by risk attribute and year of origination as well as current period gross charge-offs (in thousands). Revolving loans that are converted to term loans are treated as new originations in the table below and are presented by year of origination. Term loans that are renewed or extended for periods longer than 90 days are presented as a new origination in the year of the most recent renewal or extension.

    

June 30, 2025

 

Term Loans Amortized Cost Basis by Origination Fiscal Year

 

Total

 

Revolving

Loans

2026

2025

2024

2023

2022

Prior

 

Loans

Receivable

Commercial business

Risk rating

Pass

$

2,208

$

12,437

$

18,010

$

53,711

$

84,230

$

42,903

$

10,843

$

224,342

Special Mention

 

 

1,791

 

530

394

4,094

6,809

Substandard

 

 

 

675

675

Total commercial business

$

2,208

$

14,228

$

18,010

$

53,711

$

84,760

$

43,972

$

14,937

$

231,826

Current YTD gross write-offs

$

$

$

$

$

$

$

$

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commercial real estate

Risk rating

Pass

$

10,001

$

47,954

$

48,040

$

57,820

$

136,253

$

251,052

$

$

551,120

Special Mention

 

 

 

3,162

6,352

5,207

23,805

38,526

Substandard

 

 

 

30

9,941

9,971

Total commercial real estate

$

10,001

$

47,954

$

51,232

$

64,172

$

141,460

$

284,798

$

$

599,617

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Land

Risk rating

Pass

$

$

611

$

$

2,545

$

81

$

435

$

(13)

$

3,659

Total land

$

$

611

$

$

2,545

$

81

$

435

$

(13)

$

3,659

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Multi-family

Risk rating

Pass

$

158

$

1,127

$

941

$

39,016

$

35,606

$

13,341

$

$

90,189

Special Mention

 

 

 

181

134

315

Substandard

 

 

 

18

84

102

Total multi-family

$

158

$

1,127

$

941

$

39,197

$

35,624

$

13,559

$

$

90,606

Current YTD gross write-offs

$

$

$

$

$

$

$

$

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June 30, 2025

 

    

Term Loans Amortized Cost Basis by Origination Fiscal Year

 

Total

 

Revolving

Loans

2026

2025

2024

2023

2022

Prior

 

Loans

Receivable

Real estate construction

Risk rating

Pass

$

237

$

10,092

$

6,454

$

3,350

$

$

$

$

20,133

Total real estate construction

$

237

$

10,092

$

6,454

$

3,350

$

$

$

$

20,133

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Real estate one-to-four family

Risk rating

Pass

$

$

5

$

$

$

56,841

$

20,688

$

20,584

$

98,118

Substandard

 

 

 

29

29

Total real estate one-to-four family

$

$

5

$

$

$

56,841

$

20,717

$

20,584

$

98,147

Current YTD gross write-offs

$

$

$

$

$

$

$

$

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Other installment

Risk rating

Pass

$

7,600

$

15,236

$

343

$

291

$

77

$

48

$

497

$

24,092

Total other installment

$

7,600

$

15,236

$

343

$

291

$

77

$

48

$

497

$

24,092

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Total loans receivable, gross

Risk rating

Pass

$

20,204

$

87,462

$

73,788

$

156,733

$

313,088

$

328,467

$

31,911

$

1,011,653

Special Mention

 

 

1,791

 

3,162

6,533

5,737

24,333

4,094

45,650

Substandard

 

 

 

30

18

10,729

10,777

Total loans receivable, gross

$

20,204

$

89,253

$

76,980

$

163,266

$

318,843

$

363,529

$

36,005

$

1,068,080

Total current YTD gross write-offs

$

$

$

$

$

$

$

$

18

Table of Contents

    

March 31, 2025

 

Term Loans Amortized Cost Basis by Origination Fiscal Year

 

Total

 

Revolving

Loans

2025

2024

2023

2022

2021

Prior

 

Loans

Receivable

Commercial business

Risk rating

Pass

$

10,840

$

17,592

$

56,013

$

85,632

$

20,918

$

24,198

$

12,822

$

228,015

Special Mention

 

1,964

 

 

571

456

1,166

4,157

Substandard

 

 

 

472

291

763

Total commercial business

$

12,804

$

17,592

$

56,013

$

86,203

$

21,390

$

24,945

$

13,988

$

232,935

Current YTD gross write-offs

$

$

$

$

$

$

$

$

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commercial real estate

Risk rating

Pass

$

44,477

$

42,181

$

61,005

$

138,354

$

86,768

$

173,364

$

$

546,149

Special Mention

 

 

3,164

 

3,638

5,246

31,920

43,968

Substandard

 

 

30

 

2,038

2,068

Total commercial real estate

$

44,477

$

45,375

$

64,643

$

143,600

$

86,768

$

207,322

$

$

592,185

Current YTD gross write-offs

$

$

80

$

$

$

$

$

$

80

Land

Risk rating

Pass

$

615

$

$

2,570

$

84

$

$

457

$

884

$

4,610

Total land

$

615

$

$

2,570

$

84

$

$

457

$

884

$

4,610

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Multi-family

Risk rating

Pass

$

1,132

$

947

$

39,279

$

35,831

$

4,257

$

9,583

$

$

91,029

Special Mention

 

 

 

183

18

155

356

Substandard

 

 

 

66

66

Total multi-family

$

1,132

$

947

$

39,462

$

35,831

$

4,275

$

9,804

$

$

91,451

Current YTD gross write-offs

$

$

$

$

$

$

$

$

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March 31, 2025

 

    

Term Loans Amortized Cost Basis by Origination Fiscal Year

 

Total

 

Revolving

Loans

2025

2024

2023

2022

2021

Prior

 

Loans

Receivable

Real estate construction

Risk rating

Pass

$

14,092

$

11,784

$

3,306

$

$

$

$

$

29,182

Total real estate construction

$

14,092

$

11,784

$

3,306

$

$

$

$

$

29,182

Current YTD gross write-offs

$

$

$

$

$

$

$

$

Real estate one-to-four family

Risk rating

Pass

$

133

$

$

$

58,107

$

4,041

$

17,115

$

18,257

$

97,653

Substandard

 

 

 

30

30

Total real estate one-to-four family

$

133

$

$

$

58,107

$

4,041

$

17,145

$

18,257

$

97,683

Current YTD gross write-offs

$

$

$

$

$

$

$

11

$

11

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Other installment

Risk rating

Pass

$

13,185

$

337

$

336

$

96

$

48

$

6

$

406

$

14,414

Total other installment

$

13,185

$

337

$

336

$

96

$

48

$

6

$

406

$

14,414

Current YTD gross write-offs

$

$

6

$

$

25

$

$

$

1

$

32

Total loans receivable, gross

Risk rating

Pass

$

84,474

$

72,841

$

162,509

$

318,104

$

116,032

$

224,723

$

32,369

$

1,011,052

Special Mention

 

1,964

 

3,164

 

3,821

5,817

18

32,531

1,166

48,481

Substandard

 

 

30

 

472

2,425

2,927

Total loans receivable, gross

$

86,438

$

76,035

$

166,330

$

323,921

$

116,522

$

259,679

$

33,535

$

1,062,460

Total current YTD gross write-offs

$

$

86

$

$

25

$

$

$

12

$

123

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ACL on Loans - The ACL for loans is an estimate of the expected credit losses on financial assets measured at amortized cost. The ACL for loans is evaluated based on relevant information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. Historical loss experience is generally the starting point for estimating expected credit losses. The Company then considers whether the historical loss experience should be adjusted for asset-specific risk characteristics or current conditions at the reporting date that did not exist over the period that historical experience was based for each loan type. Finally, the Company considers forecasts about future economic conditions or changes in collateral values that are reasonable and supportable.  The Company estimates the expected credit losses over the loans’ contractual terms, adjusted for expected prepayments. The ACL for loans is calculated for loan segments utilizing loan level information and relevant information from internal and external sources related to past events and current conditions.

The methodology for estimating the amount of expected credit losses has two basic components: (i) a general component for pools of loans that share similar risk characteristics; and (ii) an individual component for loans that do not share risk characteristics with other loans and are evaluated individually. The Company's ACL model methodology is to build a reserve rate using historical life of loan default rates combined with assessments of current loan portfolio information and current and forecasted economic environment and business cycle information. The model uses statistical analysis to determine the life of loan default rates for the quantitative component and analyzes qualitative factors (Q-Factors) that assess the current loan portfolio conditions and forecasted economic environment and collateral values. For loans that are individually evaluated, an allowance is established when the discounted cash flows or collateral value (less estimated selling costs, if applicable) is lower than the carrying value of the loan.

When available information confirms that specific loans or portions thereof are uncollectible, identified amounts are charged against the ACL. The existence of some or all of the following criteria will generally confirm that a loss has been incurred: the loan is significantly delinquent and the borrower has not demonstrated the ability or intent to bring the loan current; the Company has no recourse to the borrower, or if it does, the borrower has insufficient assets to pay the debt; and/or the estimated fair value of the loan collateral is significantly below the current loan balance, and there is little or no near-term prospect for improvement.

Management’s evaluation of the ACL for loans is based on ongoing, quarterly assessments of the known and inherent risks in the loan portfolio. In addition, regulatory agencies, as an integral part of their examination process, periodically review the Company’s ACL for loans and may require the Company to make additions to the ACL for loans based on their judgment about information available to them at the time of their examinations.

The following tables detail activity in the ACL for loans at or for the three months ended June 30, 2025 and 2024, by loan category (in thousands):

Three months ended

    

Commercial

    

Commercial

    

    

Multi-

    

Real Estate

    

    

June 30, 2025

Business

Real Estate

Land

Family

Construction

Consumer

Total

Beginning balance

$

5,033

$

7,492

$

83

$

444

$

480

$

1,842

$

15,374

(Recapture of) provision for credit losses

 

(174)

158

(11)

(4)

(147)

178

Charge-offs

 

Recoveries

 

52

52

Ending balance

$

4,859

$

7,650

$

72

$

440

$

333

$

2,072

$

15,426

Three months ended

June 30, 2024

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Beginning balance

$

5,280

$

7,391

$

106

$

367

$

636

$

1,584

$

15,364

(Recapture of) provision for credit losses

 

(139)

(88)

14

35

87

91

 

Charge-offs

 

(1)

 

(1)

Recoveries

 

1

 

1

Ending balance

$

5,141

$

7,303

$

120

$

402

$

723

$

1,675

$

15,364

Non-accrual loans: Loans are reviewed regularly and it is the Company’s general policy that a loan is past due when it is 30 to 89 days delinquent. In general, when a loan is 90 days or more delinquent or when collection of principal or interest

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appears doubtful, it is placed on non-accrual status, at which time the accrual of interest ceases and a reserve for unrecoverable accrued interest is established and charged against operations. As a general practice, payments received on non-accrual loans are applied to reduce the outstanding principal balance on a cost recovery method. Also, as a general practice, a loan is not removed from non-accrual status until all delinquent principal, interest and late fees have been brought current and the borrower has demonstrated a history of performance based upon the contractual terms of the note. A history of repayment performance generally would be a minimum of six months. Interest income foregone on non-accrual loans was $4,000 and $2,000 for the three months ended June 30, 2025 and 2024, respectively.

The following tables present an analysis of loans by aging category at the dates indicated (in thousands):

    

    

    

    

Total 

    

    

90 Days

Past

and

Due and

Total

30-89 Days

Greater

Non-

 Loans

June 30, 2025

Past Due

Past Due

Non-accrual

accrual

Current

Receivable

Commercial business

$

3,662

$

$

32

$

3,694

$

228,132

$

231,826

Commercial real estate

 

 

 

82

82

599,535

599,617

Land

 

 

 

3,659

3,659

Multi-family

 

 

 

90,606

90,606

Real estate construction

 

 

 

20,133

20,133

Consumer

 

 

 

29

29

122,210

122,239

Total

$

3,662

$

$

143

$

3,805

$

1,064,275

$

1,068,080

March 31, 2025

 

  

 

  

 

  

 

  

 

  

 

  

Commercial business

$

3,793

$

$

37

$

3,830

$

229,105

$

232,935

Commercial real estate

 

242

 

 

88

330

591,855

592,185

Land

 

 

 

4,610

4,610

Multi-family

 

 

 

91,451

91,451

Real estate construction

 

 

 

29,182

29,182

Consumer

 

47

 

 

30

77

112,020

112,097

Total

$

4,082

$

$

155

$

4,237

$

1,058,223

$

1,062,460

Included in the 30-89 days past due loans at June 30, 2025 and March 31, 2025 are $2.1 million and $3.1 million, respectively, of fully guaranteed SBA or United States Department of Agriculture (“USDA”) loans. These government guaranteed loans are classified as pass rated loans and are not considered to be either nonaccrual or classified loans because based on the guarantee, the Company expects to receive all principal and interest according to the contractual terms of the loan agreement and there are no well-defined weaknesses or risk of loss. As a result, these loans were omitted from the required calculation of the ACL for loans. Interest income foregone on non-accrual loans was $4,000 and $16,000 for the three months ended June 30, 2025 and the year ended March 31, 2025, respectively.

At June 30, 2025, the Company had $84,000 of non-accrual loans with no ACL and $59,000 of non-accrual loans with an ACL of $1,000. At March 31, 2025, the Company had $94,000 of non-accrual loans with no ACL and $61,000 of non-accrual loans with an ACL of $1,000. The amortized cost of collateral dependent loans as of June 30, 2025, were $32,000 and $52,000 for commercial business and commercial real estate, respectively, compared to $37,000 and $57,000 for March 31, 2025, respectively.

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7.      GOODWILL

Goodwill and certain other intangibles generally arise from business combinations accounted for under the purchase method of accounting. Goodwill and other intangibles deemed to have indefinite lives generated from business combinations are not subject to amortization and are instead tested for impairment not less than annually. The Company has two reporting units, the Bank and the Trust Company, for purposes of evaluating goodwill for impairment. All the Company’s goodwill has been allocated to the Bank reporting unit.

The Company performed an impairment assessment as of October 31, 2024 and determined that no impairment of goodwill exists. The quantitative goodwill impairment test is used to identify the existence of impairment and the amount of impairment loss and compares the reporting unit’s estimated fair value, including goodwill, to its carrying amount. If the fair value exceeds the carrying amount, then goodwill is not considered impaired. If the carrying amount exceeds its fair value, an impairment loss would be recognized equal to the amount of excess, limited to the amount of total goodwill allocated to that reporting unit.

The Company completed a qualitative assessment of goodwill as of June 30, 2025, and concluded that it is more likely than not that the fair value of the Bank (the reporting unit), exceeds its carrying value at that date. No assurances can be given that the Company’s goodwill will not be written down in future periods. If adverse economic conditions or any decreases in the Company’s stock price and market capitalization were deemed to be other than temporary, it may significantly affect the fair value of the Company’s goodwill and may trigger impairment charges. Any impairment charge could have a material adverse affect on the Company’s results of operations and financial condition.

8.      FEDERAL HOME LOAN BANK ADVANCES

FHLB advances are summarized at the dates indicated (dollars in thousands):

    

June 30, 2025

    

March 31, 2025

 

FHLB advances

$

102,500

$

76,400

Weighted average interest rate on FHLB advances (1)

 

4.59

%    

 

5.17

%

(1) Computed based on the borrowing activity for the three months ended June 30, 2025 and the fiscal year ended March 31, 2025, respectively.

The Bank has a credit line with the FHLB equal to 45% of total assets, limited by available collateral. At June 30, 2025, based on collateral values, the Bank had additional borrowing capacity of $155.9 million from the FHLB. FHLB advances are collateralized with loans secured by real estate. At June 30, 2025, loans carried at $471.6 million were pledged as collateral to the FHLB.

9.      JUNIOR SUBORDINATED DEBENTURES

The Company has wholly-owned subsidiary grantor trusts that were established for the purpose of issuing trust preferred securities and common securities. The trust preferred securities accrue and pay distributions periodically at specified annual rates as provided in each trust agreement. The trusts used the net proceeds from each of the offerings to purchase a like amount of junior subordinated debentures (the “Debentures”) of the Company. The Debentures are the sole assets of the trusts. The Company’s obligations under the Debentures and related documents, taken together, constitute a full and unconditional guarantee by the Company of the obligations of the trusts. The trust preferred securities are mandatorily redeemable upon maturity of the Debentures or upon earlier redemption as provided in the indentures. The Company has the right to redeem the Debentures in whole or in part on or after specific dates, at a redemption price specified in the indentures governing the Debentures plus any accrued but unpaid interest to the redemption date. The Company also has the right to defer the payment of interest on each of the Debentures for a period not to exceed 20 consecutive quarters, provided that the deferral period does not extend beyond the stated maturity. During such deferral period, distributions on the corresponding trust preferred securities will also be deferred and the Company may not pay cash dividends to the holders of shares of the Company’s common stock.

The Debentures issued by the Company to the grantor trusts, which totaled $27.1 million at both June 30, 2025 and March 31, 2025, are reported as “junior subordinated debentures” in the consolidated balance sheets. The common securities issued by the grantor trusts were purchased by the Company, and the Company’s investment in the common securities of

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$836,000 at both June 30, 2025 and March 31, 2025, is included in prepaid expenses and other assets in the consolidated balance sheets. The Company records interest expense on the Debentures in the consolidated statements of income.

The following table is a summary of the terms and the amounts outstanding of the Debentures at June 30, 2025 (dollars in thousands):

Issuance Trust

    

Issuance Date

    

Amount Outstanding

    

Rate Type

    

Initial Rate

    

Current Rate

    

Maturity Date

Riverview Bancorp Statutory Trust I

 

12/2005

$

7,217

 

Variable

(1)

5.88

%  

5.92

%  

3/2036

Riverview Bancorp Statutory Trust II

 

06/2007

 

15,464

 

Variable

(2)

7.03

%  

5.91

%  

9/2037

Merchants Bancorp Statutory Trust I (4)

 

06/2003

 

5,155

 

Variable

(3)

4.16

%  

7.66

%  

6/2033

 

27,836

Fair value adjustment (4)

 

(723)

 

  

 

  

 

  

 

  

Total Debentures

$

27,113

 

  

 

  

 

  

 

  

(1)The trust preferred securities reprice quarterly based on the three-month Chicago Mercantile Exchange (“CME”) Term SOFR plus 1.36%.
(2)The trust preferred securities reprice quarterly based on the three-month CME Term SOFR plus 1.35%.
(3)The trust preferred securities reprice quarterly based on the three-month CME Term SOFR plus 3.10%.
(4)Amount, net of accretion, attributable to a prior year’s business combination.

10.      FAIR VALUE MEASUREMENTS

Fair value is defined under GAAP as the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. GAAP requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. GAAP also establishes a fair value hierarchy which prioritizes the valuation inputs into three broad levels. Based on the underlying inputs, each fair value measurement in its entirety is reported in one of three levels. These levels are:

Quoted prices in active markets for identical assets (Level 1): Inputs that are quoted unadjusted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Other observable inputs (Level 2): Inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets and inputs derived principally from or corroborated by observable market data by correlation or other means.

Significant unobservable inputs (Level 3): Inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the circumstances.

Financial instruments are presented in the tables that follow by recurring or nonrecurring measurement status. Recurring assets are initially measured at fair value and are required to be remeasured at fair value in the consolidated financial statements at each reporting date. Assets measured on a nonrecurring basis are assets that, as a result of an event or circumstance, were required to be remeasured at fair value after initial recognition in the consolidated financial statements at some time during the reporting period.

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The following tables present assets that are measured at estimated fair value on a recurring basis at the dates indicated (in thousands):

Total Estimated 

Estimated Fair Value Measurements Using

June 30, 2025

    

 Fair Value

    

Level 1

    

Level 2

    

Level 3

Investment securities available for sale:

 

  

 

  

 

  

 

  

Municipal securities

$

31,091

$

$

31,091

$

Agency securities

 

30,577

 

 

30,577

 

Real estate mortgage investment conduits

 

23,134

 

 

23,134

 

Residential mortgage-backed securities

 

9,678

 

 

9,678

 

Other mortgage-backed securities

 

24,297

 

 

24,297

 

Total assets measured at fair value on a recurring basis

$

118,777

$

$

118,777

$

    

Total Estimated 

    

Estimated Fair Value Measurements Using

March 31, 2025

    

 Fair Value

    

Level 1

    

Level 2

    

Level 3

Investment securities available for sale:

 

  

 

  

 

  

 

  

Municipal securities

$

31,019

$

$

31,019

$

Agency securities

 

30,203

 

 

30,203

 

Real estate mortgage investment conduits

 

23,490

 

 

23,490

 

Residential mortgage-backed securities

 

10,226

 

 

10,226

 

Other mortgage-backed securities

 

24,498

 

 

24,498

 

Total assets measured at fair value on a recurring basis

$

119,436

$

$

119,436

$

There were no transfers of assets into or out of Levels 1, 2 or 3 for both the three months ended June 30, 2025 and the year ended March 31, 2025.

The following methods were used to estimate the fair value of financial instruments above:

Investment securities are included within Level 1 of the hierarchy when quoted prices in an active market for identical assets are available. The Company uses a third-party pricing service to assist the Company in determining the fair value of its Level 2 securities, which incorporates pricing models and/or quoted prices of investment securities with similar characteristics. Investment securities are included within Level 3 of the hierarchy when there are significant unobservable inputs.

For Level 2 securities, the independent pricing service provides pricing information by utilizing evaluated pricing models supported with market data information. Standard inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data from market research publications. The Company’s third-party pricing service has established processes for the Company to submit inquiries regarding the estimated fair value. In such cases, the Company’s third-party pricing service will review the inputs to the evaluation in light of any new market data presented by the Company. The Company’s third-party pricing service may then affirm the original estimated fair value or may update the evaluation on a go-forward basis.

Management reviews the pricing information received from the third-party pricing service through a combination of procedures that include an evaluation of methodologies used by the pricing service, analytical reviews and performance analysis of the prices against statistics and trends. Based on this review, management determines whether the current placement of the security in the fair value hierarchy is appropriate or whether transfers may be warranted. As necessary, management compares prices received from the pricing service to discounted cash flow models or by performing independent valuations of inputs and assumptions similar to those used by the pricing service in order to help ensure prices represent a reasonable estimate of fair value.

There were no assets measured at estimated fair value on a nonrecurring basis at either June 30, 2025 or March 31, 2025.

The following disclosure of the estimated fair value of financial instruments is made in accordance with GAAP. The Company, using available market information and appropriate valuation methodologies, has determined the estimated fair

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value amounts. However, considerable judgment is necessary to interpret market data in the development of the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in the future. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

The carrying amount and estimated fair value of financial instruments is as follows at the dates indicated (in thousands):

Carrying

Estimated

June 30, 2025

 Amount

  

Level 1

Level 2

Level 3

  

Fair Value

Assets:

    

  

    

  

    

  

    

  

    

  

Cash and cash equivalents

$

34,172

$

34,172

$

$

$

34,172

Investment securities available for sale

 

118,777

 

 

118,777

 

 

118,777

Investment securities held to maturity

 

197,478

 

 

171,776

 

 

171,776

Loans receivable, net

 

1,052,654

 

 

 

979,705

 

979,705

FHLB stock

 

5,516

 

 

5,516

 

 

5,516

Liabilities:

 

 

 

 

 

Certificates of deposit

 

232,193

 

 

231,114

 

 

231,114

FHLB advances

 

102,500

 

 

102,387

 

 

102,387

Junior subordinated debentures

 

27,113

 

 

 

19,437

 

19,437

Carrying

Estimated

March 31, 2025

Amount

Level 1

Level 2

Level 3

Fair Value

    

   

    

    

    

Assets:

 

  

 

  

 

  

 

  

 

  

Cash and cash equivalents

$

29,414

$

29,414

$

$

$

29,414

Investment securities available for sale

 

119,436

 

 

119,436

 

 

119,436

Investment securities held to maturity

 

203,079

 

 

175,392

 

 

175,392

Loans receivable, net

 

1,047,086

 

 

 

974,523

 

974,523

FHLB stock

 

4,342

 

 

4,342

 

 

4,342

Liabilities:

 

 

 

 

 

Certificates of deposit

 

227,459

 

 

226,392

 

 

226,392

FHLB advances

76,400

 

 

76,316

 

 

76,316

Junior subordinated debentures

 

27,091

 

 

 

19,650

 

19,650

Fair value estimates were based on existing financial instruments without attempting to estimate the value of anticipated future business. The fair value was not estimated for assets and liabilities that were not considered financial instruments.

11.      NEW ACCOUNTING PRONOUNCEMENTS

In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40): Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures. The amendments in this ASU require disclosure, in notes to the financial statements, of specified information about certain costs and expenses. In conjunction with recent standards that enhanced the disaggregation of revenue and income tax information, the disaggregated expense information will enable investors to better understand the major components of an entity's income statement. The new standard is effective for annual periods beginning after December 15, 2026, with early adoption permitted. The Company expects this ASU to only impact its disclosure requirements and does not expect the adoption of the ASU to have a material impact on its business operations or the Company's consolidated financial statements.

In January 2025, the FASB issued ASU 2025-01, Income Statement (Subtopic 220-40): Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures: Clarifying the Effective Date. The amendments in this ASU amends the effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption of ASU 2025-01 is permitted.

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Other accounting standards that have been issued by the FASB are not currently expected to have a material effect on the Company’s business operations or consolidated financial statements.

12.      REVENUE FROM CONTRACTS WITH CUSTOMERS

In accordance with ASC Topic 606 “Revenues from Contracts with Customers” (“ASC 606”), revenues are recognized when goods or services are transferred to the client in exchange for the consideration the Company expects to be entitled to receive. The largest portion of the Company’s revenue is from interest income, which is not within the scope of ASC 606. All of the Company’s revenue from contracts with clients within the scope of ASC 606 is recognized in non-interest income except for gains on sales of REO and premises and equipment, which are included in non-interest expense.

If a contract is determined to be within the scope of ASC 606, the Company recognizes revenue as it satisfies a performance obligation. Payments from clients are generally collected at the time services are rendered, monthly, or quarterly. For contracts with clients within the scope of ASC 606, revenue is either earned at a point in time or revenue is earned over time. Examples of revenue earned at a point in time are automated teller machine (“ATM”) transaction fees, wire transfer fees, overdraft fees and interchange fees. Revenue earned at a point in time is primarily based on the number and type of transactions that are generally derived from transactional information accumulated by the Company’s systems and is recognized immediately as the transactions occur or upon providing the service to complete the client’s transaction. The Company is generally the principal in these contracts, except for interchange fees, in which case the Company is acting as the agent and records revenue net of expenses paid to the principal. Examples of revenue earned over time, which generally occur monthly, are deposit account maintenance fees, investment advisory fees, merchant revenue, trust and investment management fees and safe deposit box fees. Revenue is generally derived from transactional information accumulated by the Company’s systems or those of third-parties and is recognized as the related transactions occur or services are rendered to the client. For the three months ended June 30, 2025 and 2024, substantially all of the Company’s revenues within the scope of ASC 606 are for performance obligations satisfied at a point in time.

Disaggregation of Revenue

The following table includes the Company’s non-interest income, net disaggregated by type of service for the periods shown (in thousands):

Three Months Ended

    

2025

    

2024

    

Asset management fees

$

1,552

$

1,558

Debit card and ATM fees

 

762

 

821

Deposit related fees

 

528

 

461

Loan related fees

 

110

 

88

Income from BOLI (1)

 

222

 

211

FHLMC loan servicing fees (1)

 

17

 

19

Other, net

 

235

 

209

Total non-interest income, net

$

3,426

$

3,367

(1)Not within scope of ASC 606

Revenues recognized within scope of ASC 606

Asset management fees: Asset management fees are variable, since they are based on the underlying portfolio value, which is subject to market conditions and amounts invested by clients through the Trust Company. Asset management fees are recognized over the period that services are provided, and when the portfolio values are known or can be estimated at the end of each quarter.

Debit card and ATM fees: Debit and ATM interchange income represents fees earned when a debit card issued by the Bank is used. The Bank earns interchange fees from debit cardholder transactions through the MasterCard® payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to the cardholder. The performance

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obligation is satisfied and the fees are earned when the cost of the transaction is charged to the cardholders’ debit card. Certain expenses directly associated with the debit cards are recorded on a net basis with the interchange income.

Deposit related fees: Fees are earned on the Bank’s deposit accounts for various products offered to or services performed for the Bank’s clients. Fees include business account fees, non-sufficient fund fees, stop payment fees, wire services, safe deposit box and others. These fees are recognized on a daily, monthly or quarterly basis, depending on the type of service.

Loan related fees: Non-interest loan fee income is earned on loans that the Bank services, excluding loans serviced for the FHLMC which are not within the scope of ASC 606. Loan related fees include prepayment fees, late charges, brokered loan fees, maintenance fees and others. These fees are recognized on a daily, monthly, quarterly or annual basis, depending on the type of service.

Other: Fees earned on other services, such as merchant services or occasional non-recurring type services, are recognized at the time of the event or the applicable billing cycle.

Contract Balances

As of June 30, 2025 and 2024, the Company had no significant contract liabilities where the Company had an obligation to transfer goods or services for which the Company had already received consideration. In addition, the Company had no material unsatisfied performance obligations as of June 30, 2025 and 2024.

13.      COMMITMENTS AND CONTINGENCIES

Off-balance sheet arrangements – In the normal course of business, the Company is a party to financial instruments with off-balance sheet risk in order to meet the financing needs of its clients. These financial instruments generally include commitments to originate mortgage, commercial and consumer loans, and involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the consolidated balance sheets. The Company’s maximum exposure to credit loss in the event of nonperformance by the borrower is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments as it does for on-balance sheet instruments. Commitments to originate loans are conditional and are honored for up to 45 days subject to the Company’s usual terms and conditions. Collateral is not required to support commitments.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a client to a third-party. These guarantees are primarily used to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to clients. Collateral held varies and is required in instances where the Company deems it necessary.

Significant off-balance sheet commitments at June 30, 2025 are listed below (in thousands):

Contract or Notional

Amount

June 30, 

    

2025

Commitments to extend credit:

 

  

Adjustable-rate

$

14,124

Fixed-rate

 

Standby letters of credit

 

1,600

Undisbursed loan funds and unused lines of credit

 

85,146

Total

$

100,870

Other contractual obligations In connection with certain asset sales, the Company typically makes representations and warranties about the underlying assets conforming to specified guidelines. If the underlying assets do not conform to the specifications, the Company may have an obligation to repurchase the assets or indemnify the purchaser against loss. At June 30, 2025, loans under warranty totaled $27.3 million, which substantially represents the unpaid principal balance of

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the Company’s loans serviced for the FHLMC. The Company believes that the potential for loss under these arrangements is remote. At June 30, 2025, the Company had an ACL for FHLMC loans of $12,000.

The Bank is a public depository and, accordingly, accepts deposit and other public funds belonging to, or held for the benefit of, Washington and Oregon states, political subdivisions thereof, and municipal corporations. In accordance with applicable state law, in the event of default of a participating bank, all other participating banks in the state collectively assure that no loss of funds are suffered by any public depositor. Generally, in the event of default by a public depository, the assessment attributable to all public depositories is allocated on a pro rata basis in proportion to the maximum liability of each depository as it existed on the date of loss. The Company did not incur any losses related to public depository funds for the three months ended June 30, 2025 and 2024.

The Bank has entered into employment contracts with certain key employees, which provide for contingent payments subject to future events.

Litigation – The Company is periodically involved in litigation arising from the ordinary course of business, some of which may involve claims for substantial or uncertain amounts. At least quarterly, we assess liabilities and contingencies in connection with all outstanding or new legal matters, utilizing the most recent information available. For matters where a loss is not probable, or the amount of the loss cannot be estimated, no accrual is established. If we determine that a loss from a matter is probable and the amount of the loss can be reasonably estimated, we will establish an accrual for the loss. Once established, an accrual is adjusted as appropriate to reflect any subsequent developments in the specific legal matter. It is inherently difficult to estimate the amount of loss and there may be matters for which a loss is probable or reasonably possible but not currently estimable. Actual losses may be in excess of any established accrual or the range of reasonably possible loss. Management’s estimates may change from time to time. Any estimate or determination relating to the future resolution of legal matters is uncertain and involves significant judgment. We usually are unable to determine whether a favorable or unfavorable outcome is remote, reasonably likely, or probable, or to estimate the amount or range of a probable or reasonably likely loss, until relatively late in the process.

14.      LEASES

The Company has a finance lease for the shell of the building constructed as the Company’s operations center which expires in November 2039. The Company is also obligated under various noncancelable operating lease agreements for land, buildings and equipment that require future minimum rental payments. For each operating lease with an initial term of more than 12 months, the Company records an operating lease right-of-use (“ROU”) asset (representing the right to use the underlying asset for the lease term) and an operating lease liability (representing the obligation to make lease payments required under the terms of the lease). ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate – derived from information available at the lease commencement date – as the discount rate when determining the present value of lease payments. The Company does not have any operating leases with an initial term of 12 months or less. Certain operating leases contain various provisions for increases in rental rates, based either on changes in the published Consumer Price Index or a predetermined escalation schedule. Certain operating leases provide the Company with the option to extend the lease term one or more times following expiration of the initial term. Lease extensions are not reasonably certain and the Company generally does not include payments occurring during option periods in the calculation of its operating lease ROU assets and operating lease liabilities.

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The table below presents the ROU assets and lease liabilities recorded in the consolidated balance sheets at the dates indicated (in thousands):

    

June 30, 

March 31, 

    

Classification in the

Leases

    

2025

    

2025

    

consolidated balance sheets

Finance lease ROU asset

$

1,106

 

$

1,125

 

Financing lease ROU asset

Finance lease liability

$

2,080

 

$

2,099

 

Finance lease liability

Finance lease remaining lease term

 

14.43

years

 

14.68

years

Finance lease discount rate

 

7.16

%  

 

7.16

%  

  

Operating lease ROU assets

$

4,437

 

$

4,245

 

Prepaid expenses and other assets

Operating lease liabilities

$

4,652

 

$

4,465

 

Accrued expenses and other liabilities

Operating lease weighted-average remaining lease term

 

4.49

years

 

4.65

years

Operating lease weighted-average discount rate

 

1.90

%  

 

1.67

%  

  

The table below presents certain information related to the lease costs for financing and operating leases, which are recorded in occupancy and depreciation in the accompanying consolidated statements of income at the dates indicated (in thousands):

Three months ended

Three months ended

Lease Costs

    

June 30, 2025

    

June 30, 2024

Finance lease amortization of ROU asset

$

19

$

19

Finance lease interest on lease liability

 

37

 

39

Operating lease costs

 

288

 

283

Variable lease costs

 

 

52

Total lease cost (1)

$

344

$

393

(1)Income related to sub-lease activity is not significant and not presented herein.

Supplemental cash flow information - Operating cash flows paid for operating lease amounts included in the measurement of lease liabilities was $288,000 for the three months ended June 30, 2025, compared to $347,000 for the three months ended June 30, 2024. During the three months ended June 30, 2025, the Company recorded an operating lease ROU asset that was exchanged for an operating lease liability of $459,000. During the three months ended June 30, 2024, the Company did not record any operating lease ROU assets that were exchanged for operating lease liabilities.

The following table reconciles the undiscounted cash flows for the periods presented related to the Company’s lease liabilities as of June 30, 2025 (in thousands):

Fiscal Year Ending March 31:

    

Operating

    

Finance

Leases

Lease

Remainder of 2026

$

915

$

170

2027

 

1,219

 

230

2028

 

1,002

 

232

2029

 

787

 

232

2030

 

796

 

232

Thereafter

 

272

 

2,247

Total minimum lease payments

 

4,991

 

3,343

Less: amount of lease payments representing interest

 

(339)

 

(1,263)

Lease liabilities

$

4,652

$

2,080

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

This report contains certain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These measures include net interest income on a fully tax equivalent basis and net interest margin on a fully tax equivalent basis. Management uses these non-GAAP measures in its analysis of the Company’s performance. The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets. Management believes that it is a standard practice in the banking industry to present net interest income and net interest margin on a fully tax equivalent basis, and accordingly believes that providing these measures may be useful for peer comparison purposes. These disclosures should not be viewed as substitutes for the results determined to be in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

Critical Accounting Policies and Estimates

Critical accounting policies and estimates are discussed in our 2025 Form 10-K under Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates” and Part II. Item 8, “Note 1. Summary of Significant Accounting Policies” in the Notes to the Consolidated Financial Statements.” That discussion highlights estimates that the Company makes that involve uncertainty or potential for substantial change. There have not been any material changes in the Company’s critical accounting policies and estimates as compared to the disclosures contained in the Company’s 2025 Form 10-K.

Executive Overview

As a progressive, community-oriented financial services business, the Company emphasizes local, personal service to residents of its primary market area. The Company considers Clark, Klickitat and Skamania counties of Washington, and Multnomah, Washington and Marion counties of Oregon as its primary market area.

The Company is engaged primarily in attracting deposits from the general public and using those funds within its primary market area to originate commercial business, commercial real estate, multi-family real estate, land, real estate construction, residential real estate and other consumer loans. In addition, the Company, periodically purchases commercial business loans originated by a third party located outside the Company’s primary market area to supplement loan originations and diversify the commercial loan portfolio. The Company also purchases the guaranteed portion of SBA loans, originated by another financial institution and serviced by the seller, to further diversify the loan portfolio, supplement originations, and achiever higher yields than short-term investments. These SBA loans are also originated outside the Company’s primary market area. The Company’s loans receivable, net, totaled $1.05 billion at both June 30, 2025 and March 31, 2025.

The Bank's subsidiary, Riverview Trust Company (the “Trust Company”), is a trust and financial services company with offices located in downtown Vancouver, Washington, and Lake Oswego, Oregon. The Trust Company provides full-service brokerage, trust and asset management services. The Bank’s Business and Professional Banking Division, which operates out of two lending offices in Vancouver and one in Portland, offers commercial and business banking services.

The Company’s strategic plan is centered on five priorities: being the employer of choice, profitable growth, digital experience, data empowerment and client experience.

-Employer of choice: With the vision “to be the preferred place to bank and work in the Pacific Northwest,” - the Company focuses on recruiting, investing in, and retaining top talent across all areas of Riverview.
-Profitable growth: Aiming for sustainable, well-managed expansion that supports long-term financial health and market competitiveness by increasing revenues, deepening client relationships, growing market share, and acquiring new clients, while enhancing profitability through strategic investments, prudent risk management, and cost control.
-Digital experience: Delivering seamless, intuitive, and secure online interactions by leveraging leading technologies to provide personalized services, easy access to solutions, and efficient transactions.

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-Data empowerment: Utilizing data to support  informed decision-making and deliver tailored client experiences. Effective data use provides insights into client behavior, market trends, and operational efficiencies.
-Client experience: Enhancing every client interaction across all channels, from initial contact through ongoing relationship with a goal of delivering a best-in-class banking experience that builds trust and advocacy within the community.

The Company targets commercial banking clients, including businesses, professionals, and wealth-building individuals, for both loan originations and deposit growth within its primary market area. Consistent with its strategic, asset/liability, and capital management objectives, the Company seeks to increase its loan portfolio with an emphasis on commercial business and commercial real estate loans. These loans typically feature adjustable rates, higher yields, shorter terms, and higher credit risk, relative to traditional fixed-rate one-to-four family consumer real estate loans.

Our strategic plan also includes a focus on increasing non-interest income, including higher fee income from asset management services through the Trust Company and enhanced deposit-related service charges. The plan is designed to support earnings growth, reduce interest rate risk, and expand the Company’s financial service offerings to clients and the communities the Company serves.

With 17 branch locations, 10 in Clark County, three in the Portland metropolitan area, and three lending centers, management believes the Company is well positioned to attract new clients and increase market share.

Operating Strategy

Fiscal year 2026 marks the 102nd anniversary for Riverview Bank, which opened for business in 1923. Our primary business strategy is to provide comprehensive banking and related financial services within our primary market area. The Company’s goal is to deliver returns to shareholders by increasing higher-yielding assets (in particular, commercial real estate, commercial business and business banking loans), increasing core deposit balances, managing problem assets, reducing expenses, hiring experienced employees with a commercial lending focus and exploring expansion opportunities. The Company seeks to achieve these results by focusing on the following objectives:

Execution of our Business Plan. The Company remains focused on expanding its loan portfolio, particularly higher-yielding commercial and construction loans, and growing its core deposit base by deepening client relationships throughout its primary market areas. While residential real estate lending was historically a primary focus, the Company has diversified its loan portfolio in recent years through the strategic growth of its commercial and construction loan portfolios. At June 30, 2025, commercial and construction loans represented 88.6% of total loans. Commercial lending, including CRE, generally involves greater credit risk than residential lending. However, these risks are often compensated by higher interest margins and fee income, contributing to enhanced loan portfolio profitability. To support its growth and profitability objectives, the Company is committed to a relationship-based banking model designed to strengthen client loyalty, identify new lending opportunities, and improve client-level profitability through cross-selling deposit, treasury management, and other banking services. The Company continues to build its core deposit base by offering competitive products, enhancing digital banking capabilities, and prioritizing high-quality client service. Additionally, the Company seeks to expand its banking franchise through de novo branch development, selective acquisitions of branches or loan portfolios, and whole bank transactions that align with its strategic and financial goals.  

Maintaining Strong Asset Quality. The Company believes that strong asset quality is a key to long-term financial success. The Company has actively managed delinquent loans and nonperforming assets by aggressively pursuing the collection of consumer debts, marketing saleable properties upon foreclosure or repossession, and through work-outs of classified assets and loan charge-offs. The Company’s approach to credit management uses well defined policies and procedures and disciplined underwriting criteria resulting in our strong asset quality and credit metrics in fiscal year 2026. Although the Company intends to prudently increase the percentage of its assets consisting of higher-yielding commercial real estate, real estate construction and commercial business and business banking loans, which offer higher risk-adjusted returns, shorter maturities and more sensitivity to interest rate fluctuations, the Company intends to manage credit exposure using experienced bankers in these areas and a conservative approach to its lending.

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Introduction of New Products and Services. The Company continuously reviews new products and services to provide its clients more financial options. All new technology and services are generally reviewed for business development and cost saving purposes. The Company continues to experience growth in client use of its online banking services, where the Bank provides a full array of traditional cash management products as well as online banking products including mobile banking, mobile deposit, bill pay, e-statements, and new deposit products. The products are tailored to meet the needs of businesses and households in the markets we serve. The Company intends to selectively add other products to further diversify revenue sources and to capture more of each client’s banking relationship by cross selling loan and deposit products and additional services, including services provided through the Trust Company to increase its fee income. Assets under management by the Trust Company totaled $900.1 million and $877.9 million at June 30, 2025 and March 31, 2025, respectively. The Company also offers a third-party identity theft product to its clients. The identity theft product assists our clients in monitoring their credit and includes an identity theft restoration service.

Attracting Core Deposits and Other Deposit Products. The Company offers a variety of deposit products, including personal checking, savings, and money market accounts, which generally represent lower-cost and more stable sources of funding compared to certificates of deposit. These core deposits are less sensitive to interest rate fluctuations and play a key role in supporting the Company’s funding and liquidity strategy. To strengthen its funding base, the Company continues to prioritize the growth of core deposits over higher-cost funding sources, such as brokered deposits, FHLB advances, and FRB borrowings. This approach supports loan growth while helping to manage interest expense and reduce reliance on more volatile wholesale funding sources.  A key element of this strategy is enhancing and deepening client relationships. The Company believes its continued focus on relationship banking will support the expansion of both core deposits and locally sourced retail certificates of deposit. In particular, the Company seeks to grow demand deposits by building business banking relationships, supported by a suite of expanded product offerings tailored to meet the specific needs of its business clients. To further encourage growth in lower-cost deposits, the Company has invested in technology-based solutions designed to improve the client experience and support cash management needs. These include personal financial management tools, business cash management services, and remote deposit capture products, which allow the Company to effectively compete with financial institutions of all sizes. As of June 30, 2025, core branch deposits decreased $18.9 million compared to March 31, 2025. Core branch deposits accounted for 98.4% of total deposits at June 30, 2025 compared to 98.1% at March 31, 2025.

Recruiting and Retaining Highly Competent Personnel with a Focus on Commercial Lending. The Company’s ability to continue to attract and retain banking professionals with strong community relationships and significant knowledge of its markets will be a key to its success. The Company believes that it enhances its market position and adds profitable growth opportunities by focusing on hiring and retaining experienced bankers focused on owner occupied commercial real estate and commercial lending, and the deposit balances that accompany these relationships. The Company emphasizes to its employees the importance of delivering exemplary client service and seeking opportunities to build further relationships with its clients. The goal is to compete with other financial service providers by relying on the strength of the Company’s client service and relationship banking approach. The Company believes that one of its strengths is that its employees are also shareholders through the Company’s ESOP and 401(k) plans.

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Commercial and Construction Loan Composition

The following tables set forth the composition of the Company’s commercial and construction loan portfolios based on loan purpose at the dates indicated (in thousands):

Commercial Business

Commercial Real Estate Mortgage

Real Estate Construction

Commercial and Construction Total

June 30, 2025

Commercial business

$

231,826

$

$

$

231,826

Commercial construction

 

 

 

9,994

 

9,994

Office buildings

 

 

108,610

 

 

108,610

Warehouse/industrial

 

 

113,361

 

 

113,361

Retail/shopping centers/strip malls

 

 

87,742

 

 

87,742

Assisted living facilities

 

 

353

 

 

353

Single purpose facilities

 

 

289,551

 

 

289,551

Land

 

 

3,659

 

 

3,659

Multi-family

 

 

90,606

 

 

90,606

One-to-four family construction

 

 

 

10,139

 

10,139

Total

$

231,826

$

693,882

$

20,133

$

945,841

March 31, 2025

    

Commercial business

    

$

232,935

$

$

$

232,935

Commercial construction

 

 

 

18,368

 

18,368

Office buildings

 

 

110,949

 

 

110,949

Warehouse/industrial

 

 

114,926

 

 

114,926

Retail/shopping centers/strip malls

 

 

88,815

 

 

88,815

Assisted living facilities

 

 

358

 

 

358

Single purpose facilities

 

 

277,137

 

 

277,137

Land

 

 

4,610

 

 

4,610

Multi-family

 

 

91,451

 

 

91,451

One-to-four family construction

 

 

 

10,814

 

10,814

Total

$

232,935

$

688,246

$

29,182

$

950,363

Comparison of Financial Condition at June 30, 2025 and March 31, 2025

Cash and cash equivalents, including interest-earning deposits in other banks, totaled $34.2 million at June 30, 2025 compared to $29.4 million at March 31, 2025. The Company’s cash balances typically fluctuate based on funding needs, deposit flows, and investment securities activity. In accordance with its asset/liability management and liquidity objectives, the Company may deploy excess liquidity into investment securities, depending on market conditions and expected returns. As part of this strategy, the Company may choose to invest in short-term certificates of deposit held for investment, all of which are fully insured by the Federal Deposit Insurance Corporation (the “FDIC”).

Investment securities totaled $316.3 million and $322.5 million at June 30, 2025 and March 31, 2025, respectively. The decrease was due to normal pay downs, calls and maturities. The Company did  not sell any investment securities during the three months ended June 30, 2025. The Company’s investment securities primarily consist of a combination of securities backed by government agencies (FHLMC, FNMA, SBA or GNMA). At June 30, 2025, the Company determined that none of its investment securities required an allowance for credit losses (“ACL”). For additional information on the Company’s investment securities, see Note 5 of the Notes to the Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

Loans receivable, net, totaled $1.05 billion at both June 30, 2025 and March 31, 2025. During the quarter ended June 30, 2025, net loans increased $5.6 million, due primarily to an increase in commercial real estate loans of $7.4 million, which

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was partially offset by a decrease in real estate construction loans of $9.0 million, reflecting the completion and payoff of previously originated projects.  

The Company no longer originates one-to-four family mortgage loans; however, it may purchase these loans on a selective basis consistent with its asset/liability objectives. Additionally, the Company also purchases loans that are originated by a third-party located outside the Company’s primary market area to supplement loan originations and diversify the loan portfolio. Purchased loans totaled $43.5 million at June 30, 2025 compared to $35.3 million at March 31, 2025, an increase of $8.2 million.  The increase was primarily attributable to consumer loan purchases totaling $10.4 million.  

The Company also purchases the guaranteed portion of SBA loans to further diversify the loan portfolio, supplement loan originations, and generate higher yields relative to cash or other short-term investments. These SBA loans are originated through another financial institution located outside the Company’s primary market area and are purchased with servicing retained by the seller. At June 30, 2025, the Company’s purchased SBA loan portfolio was $47.0 million compared to $47.4 million at March 31, 2025.

Goodwill was $27.1 million at both June 30, 2025, and March 31, 2025. For additional information on our goodwill impairment testing, see “Goodwill Valuation” included in this Item 7 and Note 7 of the Notes to the Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

Deposits decreased $22.4 million to $1.21 billion at June 30, 2025, compared to $1.23 billion at March 31, 2025, primarily due to increased competition for deposits, pricing pressure, and an overall decrease in market liquidity. Non-interest bearing accounts decreased $8.7 million, regular savings accounts decreased $8.5 million, interest bearing checking accounts decreased $7.4 million, and money market accounts decreased $2.5 million. These declines were partially offset by a $4.7 million increase in certificates of deposit.

The Company had no wholesale-brokered deposits at either June 30, 2025, or March 31, 2025. Core branch deposits represented 98.4% of total deposits at June 30, 2025, compared to 98.1% at March 31, 2025. The Company plans to continue prioritizing core deposits and strengthening deposit relationships through targeted client engagement strategies and competitive product offerings, rather than relying on wholesale funding sources.

FHLB advances increased $26.1 million to $102.5 million at June 30, 2025, compared to $76.4 million at March 31, 2025. FHLB advances were comprised of $77.5 million in overnight borrowings and $25.0 million in short-term borrowings at June 30, 2025, compared to $51.4 million in overnight borrowings and $25.0 million in short-term borrowings at March 31, 2025. These advances were used to fund new loan originations and partially offset the decrease in deposit balances.

Shareholders’ equity increased $2.0 million to $162.0 million at June 30, 2025 from $160.0 million at March 31, 2025. The increase was mainly attributable to net income of $1.2 million for the three months ended June 30, 2025 and an improvement in other comprehensive income of $1.1 million, which reflected a reduction in unrealized holding losses on securities available for sale, net of tax. The reduction in unrealized losses was due to favorable movements in market interest rates during the quarter. These increases were partially offset by cash dividend payments totaling $420,000.

Capital Resources

The Bank is a state-chartered, federally insured institution subject to various regulatory capital requirements administered by the FDIC and Washington State Department of Financial Institutions, Division of Banks. Failure to meet minimum capital requirements can result in the initiation of certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Bank’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 the Bank’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum amounts and ratios of total and tier I capital to risk-weighted assets, core capital to total assets and tangible capital to tangible assets

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(set forth in the table below). Management believes the Bank met all capital adequacy requirements to which it was subject as of June 30, 2025.

As of June 30, 2025, the Bank was categorized as “well capitalized” under the FDIC’s regulatory framework for prompt corrective action. The Bank’s actual and required minimum capital amounts and ratios were as follows at the dates indicated (dollars in thousands):

    

    

    

    

    

    

“Well Capitalized” 

 

For Capital 

Under Prompt 

 

Actual

Adequacy Purposes

Corrective Action

 

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

 

June 30, 2025

 

  

 

  

 

  

 

  

 

  

 

  

Total Capital:

 

  

 

 

  

 

  

 

  

 

  

(To Risk-Weighted Assets)

$

180,140

 

16.56

%  

$

87,036

8.0

%  

$

108,795

10.0

%

Tier 1 Capital:

 

 

 

 

(To Risk-Weighted Assets)

 

166,514

 

15.31

 

65,277

6.0

 

87,036

8.0

Common equity tier 1 Capital:

 

 

 

 

(To Risk-Weighted Assets)

 

166,514

 

15.31

 

48,958

4.5

 

70,717

6.5

Tier 1 Capital (Leverage):

 

 

 

 

(To Average Tangible Assets)

 

166,514

 

11.16

 

59,692

4.0

 

74,616

5.0

March 31, 2025

 

 

  

 

 

  

 

Total Capital:

 

  

 

  

 

  

 

  

 

  

 

  

(To Risk-Weighted Assets)

$

178,452

 

16.48

%  

$

86,625

8.0

%  

$

108,281

10.0

%

Tier 1 Capital:

 

 

 

 

(To Risk-Weighted Assets)

 

164,891

 

15.23

 

64,969

6.0

 

86,625

8.0

Common equity tier 1 Capital:

 

 

 

 

(To Risk-Weighted Assets)

 

164,891

 

15.23

 

48,726

4.5

 

70,383

6.5

Tier 1 Capital (Leverage):

 

 

 

 

(To Average Tangible Assets)

 

164,891

 

11.10

 

59,406

4.0

 

74,257

5.0

In addition to the minimum common equity tier 1 (“CET1”), Tier 1 and total capital ratios, the Bank is required to maintain a capital conservation buffer consisting of additional CET1 capital greater than 2.5% of risk-weighted assets above the required minimum capital levels. Failure to maintain the required buffer could result in limitations on the Bank’s ability to pay dividends, repurchase shares, and pay discretionary bonuses, based on specified percentages of eligible retained income As of June 30, 2025, the Bank’s CET1 capital exceeded the required capital conservation buffer at an amount greater than 2.5%.

For a bank holding company, such as the Company, the capital guidelines apply on a bank only basis. The Federal Reserve expects the holding company’s subsidiary banks to be well capitalized under the prompt corrective action regulations. If the Company was subject to regulatory guidelines for bank holding companies at June 30, 2025, the Company would have exceeded all regulatory capital requirements.

At periodic intervals, the Company’s banking regulators routinely examine the Company’s financial condition and risk management processes as part of their legally prescribed oversight. Based on their examinations, these regulators can direct that the Company’s consolidated financial statements be adjusted in accordance with their findings. A future examination could include a review of certain transactions or other amounts reported in the Company’s 2026 consolidated financial statements.

Liquidity

Liquidity is essential to the operation of our business. The objectives of the Bank’s liquidity management are to maintain ample cash flows to meet obligations for depositor withdrawals, to fund the borrowing needs of loan clients, and to fund ongoing operations. Core relationship deposits are the primary source of the Bank’s liquidity. As such, the Bank focuses on deposit relationships with local consumer and business clients who maintain multiple accounts and services at the Bank.

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Liquidity management is both a short and long-term responsibility of the Company's management. The Company adjusts its investments in liquid assets based upon management's assessment of (i) expected loan demand, (ii) projected loan sales, (iii) expected deposit flows, (iv) yields available on interest-bearing deposits and (v) its asset/liability management program objectives. Excess liquidity is generally invested in interest-bearing overnight deposits and other short-term government and agency obligations. If the Company requires funds beyond its ability to generate them internally, it has additional diversified and reliable sources of funds with the FHLB, the FRB and other wholesale facilities. These sources of funds may be used on a long or short-term basis to compensate for a reduction in other sources of funds or on a long-term basis to support lending activities.

The Company's primary sources of funds are client deposits, proceeds from principal and interest payments on loans, securities, the sale of loans, maturing securities, FHLB advances and FRB borrowings. While maturities and scheduled amortization of loans and securities are a predictable source of funds, deposit flows and prepayment of mortgage loans and mortgage-backed securities are greatly influenced by general interest rates, economic conditions and competition. Management believes that its focus on core relationship deposits coupled with access to borrowings through reliable counterparties provides reasonable and prudent assurance that ample liquidity is available. However, depositor or counterparty behavior could change in response to competition, economic or market situations or other unforeseen circumstances, which could have liquidity implications that may require different strategic or operational actions.

The Company must maintain an adequate level of liquidity to ensure the availability of sufficient funds for loan originations, deposit withdrawals, continuing operations, satisfying other financial commitments, and taking advantage of investment opportunities. During the three months ended June 30, 2025, deposits remained relatively stable; however, the Bank utilized its funding sources primarily to support loan commitments and manage deposit withdrawals influenced by competitive and pricing pressures.

At June 30, 2025, cash and cash equivalents and available for sale investment securities totaled $152.9 million, or 10.0% of total assets. Management believes that the Company’s security portfolio is of high quality and generally marketable. The levels of these assets are dependent on the Company’s operating, financing, lending, and investing activities during any given period. The Bank generally maintains sufficient cash and short-term investments to meet short-term liquidity needs. Its primary liquidity management strategy is to manage short-term borrowings, consistent with its asset/liability objectives. In addition to these primary sources of funds, the Bank has several secondary borrowing sources available to meet potential funding requirements, including FRB borrowings and FHLB advances. At June 30, 2025, the Bank had no advances from the FRB and maintained a credit facility with an available borrowing capacity of $195.1 million, subject to sufficient collateral. At June 30, 2025, the Bank had advances totaling $102.5 million from the FHLB and had an additional borrowing capacity of $155.9 million with the FHLB, subject to sufficient collateral and stock investment. At June 30, 2025, the Bank had sufficient unpledged collateral to allow it to utilize its available borrowing capacity from the FRB and the FHLB. Borrowing capacity may, however, fluctuate based on the quality and risk rating of pledged loan collateral, and counterparties may adjust discount rates applied to such collateral at their discretion.

An additional source of wholesale funding includes brokered certificates of deposit. While the Company has utilized brokered deposits from time to time, historically it has not extensively relied on brokered deposits to fund its operations. At June 30, 2025 and March 31, 2025, the Bank had no wholesale brokered deposits. The Bank also participates in the Certificate of Deposit Account Registry Services (“CDARS”) and Insured Cash Sweep (“ICS”) deposit products, which allow the Company to accept deposits in excess of the FDIC insurance limit for depositors while obtaining “pass-through” insurance for total deposits. The Bank’s CDARS and ICS balances were $34.0 million, or 2.81% of total deposits and $36.0 million, or 2.92% of total deposits, at June 30, 2025 and March 31, 2025 respectively. The combination of all the Bank’s funding sources gives the Bank available liquidity of $787.4 million, or 51.92% of total assets at June 30, 2025.

At June 30, 2025, the Company had total commitments of $100.9 million, which included commitments to extend credit of $14.1 million, unused lines of credit totaling $73.5 million, undisbursed real estate construction loans totaling $11.7 million, and standby letters of credit totaling $1.6 million. The Company anticipates that it will have sufficient funds available to meet current loan commitments. Certificates of deposit that are scheduled to mature in less than one year from June 30, 2025 totaled $227.5 million. Historically, the Bank has been able to retain a significant amount of its deposits as they mature. Offsetting these cash outflows are scheduled loan and investment securities maturities of less than one year totaling $26.0 million and $12.4 million, respectively, at June 30, 2025.

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The Company incurs capital expenditures on an ongoing basis to expand and improve our product offerings, enhance and modernize our technology infrastructure, and to introduce new technology-based products to compete effectively in our markets. We evaluate capital expenditure projects based on a variety of factors, including expected strategic impacts (such as forecasted impact on revenue growth, productivity, expenses, service levels and client retention) and our expected return on investment. The amount of capital investment is influenced by, among other things, current and projected demand for our services and products, cash flow generated by operating activities, cash required for other purposes and regulatory considerations. Based on our current capital allocation objectives, during the remainder of fiscal 2026 we expect cash expenditures of approximately $1.3 million for capital investment in premises and equipment.

For further information regarding the Company’s off-balance sheet arrangements and other contractual obligations, see Notes 13 and 14 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

Riverview Bancorp, Inc., as a separate legal entity from the Bank, must provide for its own liquidity. Sources of capital and liquidity for Riverview Bancorp, Inc. include dividends from the Bank, as well as the potential issuance of debt or equity securities. Dividends and other capital distributions from the Bank are subject to regulatory notice and may be subject to additional limitations depending on the Bank’s financial condition and applicable regulations. Management currently expects to continue the Company’s current practice of paying quarterly cash dividends on its common stock subject to the Board of Directors’ discretion to modify or terminate this practice at any time and for any reason without prior notice. As of June 30, 2025, the quarterly common stock dividend rate was $0.02 per share, as approved by the Board of Directors. Management believes this dividend rate appropriately balances the Company’s objectives of supporting investment in the Bank, while returning capital to shareholders. Assuming continued payment during fiscal 2026 at this rate of $0.02 per share, average total dividends paid each quarter would be approximately $420,000 based on the number of the Company’s outstanding shares as of June 30, 2025. At June 30, 2025, Riverview Bancorp, Inc. had $5.2 million in cash to meet its liquidity needs.

Asset Quality

Nonperforming assets were $143,000 or 0.01% of total assets at June 30, 2025, compared to $155,000 or 0.01% of total assets at March 31, 2025. The Company had net recoveries totaling $52,000 for the three months ended June 30, 2025 compared to net charge-offs of $90,000 during fiscal 2025. The Company had no other real estate owned or foreclosed assets at June 30, 2025 and March 31, 2025.

The following table sets forth information regarding the Company’s nonperforming loans, consisting of nonaccrual loans at the dates indicated (dollars in thousands):

    

June 30, 2025

    

March 31, 2025

Number of

Number of

    

Loans

    

Balance

    

Loans

    

Balance

Commercial business

 

1

$

32

 

1

$

37

Commercial real estate

 

2

 

82

 

2

 

88

Consumer

 

1

 

29

 

1

 

30

Total

4

143

4

155

The ACL for loans was $15.4 million or 1.44% of total loans at June 30, 2025 and $15.4 million or 1.45% of total loans at March 31, 2025. The Company did not record a provision for credit losses for either the three months ended June 30, 2025 or 2024. At June 30, 2025, the ACL provided coverage of more than 10,800% of nonperforming loans, compared to approximately 9,900% at March 31, 2025, reflecting continued asset quality strength and conservative reserve levels. The general valuation allowance on pooled, or collectively evaluated, loans was 1.42% at June 30, 2025 and 1.45% at March 31, 2025.

Management considers the ACL for loans and unfunded loan commitments to be adequate at June 30, 2025 based on an evaluation of various factors affecting the loan portfolio. The Company believes the ACL has been established in accordance with GAAP, however, material increases may be required if economic conditions worsen, regulatory outcomes change, or other relevant factors emerge. Significant increases in the ACL may also be necessary if borrower credit quality

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deteriorates or collateral values decline. Such an increase could negatively impact the Company’s future financial condition and results of operations. For further information regarding the Company’s individually evaluated loans and ACL for loans and unfunded loan commitments, see Note 6 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

The following table sets forth information regarding the Company’s nonperforming assets at the dates indicated (dollars in thousands):

    

    

June 30, 2025

    

March 31, 2025

Loans accounted for on a non-accrual basis:

  

  

Commercial business

$

32

$

37

Commercial real estate

 

82

 

88

Consumer

 

29

 

30

Total nonperforming loans

 

143

 

155

Real estate owned (“REO”)

 

 

Total nonperforming assets

$

143

$

155

Foregone interest on non-accrual loans (1)

$

4

$

16

(1)Three months ended June 30, 2025 and year ended March 31, 2025.

The following tables set forth information regarding the Company’s nonperforming assets by loan type and geographical area at the dates indicated (in thousands):

    

Southwest

    

    

    

Washington

    

Total

June 30, 2025

  

  

Commercial business

$

32

$

32

Commercial real estate

 

82

 

82

Consumer

 

29

 

29

Total nonperforming assets

$

143

$

143

    

Southwest

    

    

    

Washington

    

Total

March 31, 2025

    

    

    

    

Commercial business

$

37

$

37

Commercial real estate

 

88

 

88

Consumer

 

30

 

30

Total nonperforming assets

$

155

$

155

At June 30, 2025, loans delinquent 30-89 days totaled $3.7 million or 0.34% of total loans, down from $4.1 million or 0.38% of total loans at March 31, 2025. The decrease was primarily attributable to the decrease in fully guaranteed SBA and USDA loans. These loans, while delinquent are classified as pass rated loans and are excluded from nonperforming and ACL calculations due to the full government guarantee and the expectation that all contractual principal and interest will be collected.

At June 30, 2025, CRE loans represented the largest portion of the loan portfolio at 56.14% of total loans and commercial business represented 21.70% of total loans.

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Goodwill Valuation

Goodwill is initially recorded when the purchase price paid for an acquisition exceeds the estimated fair value of the net identified tangible and intangible assets acquired. Goodwill is presumed to have an indefinite useful life and is tested, at least annually, for impairment at the reporting unit level. The Company has two reporting units, the Bank and the Trust Company, for purposes of evaluating goodwill for impairment. All the Company’s goodwill has been allocated to the Bank reporting unit. The Company performs an annual review in the third quarter of each fiscal year, or more frequently if indications of potential impairment exist, to determine if the recorded goodwill is impaired. If the fair value exceeds the carrying amount, then goodwill is not considered impaired. If the carrying amount exceeds its fair value, an impairment loss would be recognized equal to the amount of excess, limited to the amount of total goodwill allocated to that reporting unit.

A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others: a significant decline in our expected future cash flows; a sustained, significant decline in our stock price and market capitalization; a significant adverse change in legal factors or in the business climate; adverse action or assessment by a regulator; and unanticipated competition. Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the Company’s consolidated financial statements.

The Company performed its annual goodwill impairment test as of October 31, 2024 and determined that no impairment of goodwill exists.

The Company also completed a qualitative assessment of goodwill as of June 30, 2025 and concluded that it is more likely than not that the fair value of the Bank (the reporting unit), exceeds its carrying value at that date. Accordingly, no goodwill impairment was recognized. However, future impairment charges could occur if adverse events or changes in circumstances arise, including, but not limited to: (i) a sustained decline in the Company’s stock price or that of peer institutions, (ii) revenue declines beyond current forecasts, (iii) significant adverse changes in the operating environment for the financial industry, or (iv) increases in the value of the Company’s assets without a corresponding increase in the value of the reporting unit.

Additionally, changes in circumstances at or after the measurement date, or changes in the assumptions and estimates used in assessing goodwill, could result in a partial or full impairment of our goodwill. While any such impairment charge would adversely affect the Company’s financial condition and results of operations, it would not impact the Company’s liquidity, operations, or regulatory capital ratios.

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Comparison of Operating Results for the Three Months Ended June 30, 2025 and 2024

Net Income. Net income was $1.2 million, or $0.06 per diluted share, for the three months ended June 30, 2025, up $259,000 or 26.8% compared to $966,000, or $0.05 per diluted share for the same period in the prior year. The Company’s net income increased primarily due to an increase in interest and dividend income of $976,000 from increased interest and fees on loans receivable and an increase in non-interest income of $59,000, partially offset by a $751,000 increase in non-interest expense and a $69,000 increase in the provision for income taxes.

Net Interest Income. The Company’s profitability depends primarily on its net interest income, which is the difference between the income it receives on interest-earning assets and the interest paid on deposits and borrowings. When the rate earned on interest-earning assets equals or exceeds the rate paid on interest-bearing liabilities, this positive interest rate spread will generate net interest income. The Company’s results of operations are also significantly affected by general economic and competitive conditions, particularly changes in market interest rates, government legislation and regulation, and monetary and fiscal policies.

Net interest income for the three months ended June 30, 2025 increased $1.0 million to $9.8 million compared to $8.8 million for the same period in the prior year. The increase was primarily due to increased interest income on loans while holding interest expense steady. Net interest margin for the three months ended June 30, 2025 was 2.78% compared to 2.47% for the three months ended June 30, 2024. The increase in the net interest margin was attributable to the increase in interest income and the increase in average net loans.

Interest and Dividend Income. Interest and dividend income for the three months ended June 30, 2025 increased $976,000 to $15.4 million compared to $14.4 million for the same period in the prior year. The increase was primarily due to an increase in interest income on loans receivable of $1.3 million, partially offset by a decrease in interest income on investment securities of $305,000.

Interest and fees earned on net loans increased by $1.3 million for the three months ended June 30, 2025, compared to the same period in the prior year, due to increases in the yield earned on and the average outstanding balance of net loans. The average yield on loans increased 32 basis points to 5.02% for the three months ended June 30, 2025 compared to 4.70% for the comparable period in 2024. The average yield on mortgage related loans increased 30 basis points to 5.02%, and the yield on non-mortgage related loans increased 38 basis points to 5.03% for the three months ended June 30, 2025. The average balance of net loans increased $38.9 million to $1.07 billion for the three months ended June 30, 2025 from $1.03 billion for the same period in the prior year, with the average balance of mortgage related loans increasing $22.0 million and the non-mortgage related loans increasing $16.9 million.

Interest Expense. Interest expense totaled $5.5 million for the three months ended June 30, 2025, a decrease of $44,000 from $5.6 million for the three months ended June 30, 2024. Interest expense on deposits increased $327,000 for the three months ended June 30, 2025 compared to the same period in the prior year, primarily due to a 37 basis point increase in the average rate paid on money market accounts and an increase in the average balance of certificates of deposit and money market accounts. The average balance of certificates of deposit increased $9.4 million and the average balance of money market accounts increased $20.1 million compared to the same period in the prior year. These increases were partially offset by a 23 basis point decline in the average rate paid on certificates of deposit and a 12 basis point decline in the rate paid on interest checking accounts. The average balance of total interest-bearing deposits increased $22.8 million to $882.1 million for the three months ended June 30, 2025, from $859.3 million for the same period in 2024, and the average rate paid increased 11 basis points to 1.72% during that same period.

Interest expense on borrowings decreased $371,000 for the three months ended June 30, 2025 compared to the same period in the prior year, primarily due to a decline in the average rate paid on FHLB advances. The average rate paid on FHLB advances decreased 133 basis points to 3.20%, while the average balance of  FHLB advances remained relatively stable at $110.3 million for the three months ended June 30, 2025, compared to $111.7 million for the same period in the prior year.

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The following tables set forth, for the periods indicated, information regarding average balances of assets and liabilities as well as the total dollar amounts of interest income earned on average interest-earning assets and interest expense paid on average interest-bearing liabilities, resultant yields, interest rate spread, ratio of interest-earning assets to interest-bearing liabilities and net interest margin (dollars in thousands):

Three Months Ended June 30, 

 

2025

2024

 

Interest

Interest

 

Average

and

Average

and

 

    

Balance

    

Dividends

    

Yield/Cost

    

Balance

    

Dividends

    

Yield/Cost

 

Interest-earning assets:

 

  

 

  

 

  

 

  

 

  

 

  

Mortgage loans

$

794,887

$

9,945

 

5.02

%  

$

772,893

$

9,094

 

4.72

%

Non-mortgage loans

 

271,825

 

3,407

 

5.03

 

254,884

 

2,958

 

4.65

Total net loans (1)

 

1,066,712

 

13,352

 

5.02

 

1,027,777

 

12,052

 

4.70

 

  

 

  

 

  

 

  

 

  

 

Investment securities (2)

 

337,184

 

1,753

 

2.09

 

391,253

 

2,058

 

2.11

Interest-earning deposits in other banks

 

13,530

 

141

 

4.18

 

11,400

 

148

 

5.21

Other earning assets

 

6,704

 

150

 

8.97

 

6,815

 

162

 

9.53

Total interest-earning assets

 

1,424,130

 

15,396

 

4.34

 

1,437,245

 

14,420

 

4.02

 

  

 

  

 

  

 

  

 

  

 

  

Non-interest-earning assets:

 

  

 

  

 

  

 

  

 

  

 

  

Office properties and equipment, net

 

23,283

 

  

 

  

 

22,713

 

  

 

  

Other non-interest-earning assets

 

61,661

 

  

 

  

 

63,070

 

  

 

  

Total assets

$

1,509,074

 

  

 

  

$

1,523,028

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Interest-bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

Regular savings accounts

$

163,966

 

43

 

0.11

$

182,896

 

26

 

0.06

Interest checking accounts

 

262,991

 

632

 

0.96

 

266,821

 

719

 

1.08

Money market accounts

 

229,532

 

1,169

 

2.04

 

209,384

 

874

 

1.67

Certificates of deposit

 

225,567

 

1,930

 

3.43

 

200,190

 

1,828

 

3.66

Total interest-bearing deposits

 

882,056

 

3,774

 

1.72

 

859,291

 

3,447

 

1.61

 

  

 

  

 

  

 

  

 

  

 

  

Junior subordinated debentures

 

27,101

 

461

 

6.82

 

27,013

533

7.91

FHLB advances

 

110,309

 

1,261

 

4.59

 

111,692

1,559

5.60

Other interest-bearing liabilities

 

2,140

 

38

 

7.12

 

2,194

 

39

 

7.13

Total interest-bearing liabilities

 

1,021,606

 

5,534

 

2.17

 

1,000,190

 

5,578

 

2.24

 

  

 

  

 

  

 

  

 

  

 

  

Non-interest-bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

  Non-interest-bearing deposits

 

313,556

 

  

 

  

 

352,727

 

  

 

  

  Other liabilities

 

12,325

 

  

 

  

 

14,563

 

  

 

  

Total liabilities

 

1,347,487

 

 

  

 

1,367,480

 

 

  

Shareholders’ equity

 

161,587

 

  

 

  

 

155,548

 

  

 

  

Total liabilities and shareholders’ equity

$

1,509,074

 

  

 

  

$

1,523,028

 

  

 

  

Net interest income

 

  

$

9,862

 

  

 

  

$

8,842

 

  

Interest rate spread

 

  

 

  

 

2.17

%  

 

  

 

  

 

1.78

%

Net interest margin

 

  

 

  

 

2.78

%  

 

  

 

  

 

2.47

%

Ratio of average interest-earning assets to average interest-bearing liabilities

139.40

%  

143.70

%

 

  

 

  

 

  

 

  

 

  

 

  

Tax equivalent adjustment (3)

 

  

$

21

 

  

 

  

$

21

 

  

 

  

 

  

 

  

 

  

 

  

 

  

(1)Includes non-accrual loans.
(2)For purposes of the computation of average yield on investment securities available for sale, historical cost balances were utilized; therefore, the yield information does not give effect to changes in fair value that are reflected as a component of shareholders’ equity.
(3)Tax-equivalent adjustment relates to non-taxable investment interest income and preferred equity securities dividend income.

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The following table sets forth the effects of changing rates and volumes on net interest income of the Company for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Variances that were insignificant have been allocated based upon the percentage relationship of changes in volume and changes in rate to the total net change (in thousands).

Three Months Ended June 30, 

2025 vs 2024

    

Increase (Decrease) Due to

    

Total

Increase 

    

Volume

    

Rate

    

(Decrease)

    

Interest Income:

 

  

 

  

 

  

 

Mortgage loans

$

263

$

588

$

851

Non-mortgage loans

 

201

 

248

 

449

Investment securities (1)

 

(285)

 

(20)

 

(305)

Interest-earning deposits in other banks

 

25

 

(32)

 

(7)

Other earning assets

 

(3)

 

(9)

 

(12)

Total interest income

 

201

 

775

 

976

Interest Expense:

 

  

 

  

 

  

Regular savings accounts

 

(3)

 

20

 

17

Interest checking accounts

 

(10)

 

(77)

 

(87)

Money market accounts

 

89

 

206

 

295

Certificates of deposit

 

222

 

(120)

 

102

Junior subordinated debentures

2

(74)

(72)

FHLB advances

(19)

(279)

(298)

Other interest-bearing liabilities

 

(1)

 

 

(1)

Total interest expense

 

280

 

(324)

 

(44)

Net interest income

$

(79)

$

1,099

$

1,020

(1)Interest is presented on a fully tax-equivalent basis.

Provision for Credit Losses. The Company recorded no provision for credit losses for the three months ended June 30, 2025 and 2024. The lack of provision for credit losses for the three months ended June 30, 2025 reflects assumptions used in the Company’s forecast of the economic environment, including the effects of local, national, and global events. In addition, expected loss estimates considered various borrower and portfolio-level factors, such as client-specific information, changes in risk ratings, projected delinquencies, and the potential impact of economic conditions on borrowers' ability to repay. For the three months ended June 30, 2025, net recoveries totaled $52,000 compared to insignificant net recoveries for the three months ended June 30, 2024.

While we believe the estimates and assumptions used in determining of the adequacy of the ACL are reasonable, there can be no assurance that such estimates and assumptions will not prove to be incorrect, or that future provisions will not exceed historical levels. Any increase in the ACL could have a material adverse effect on our financial condition and results of operations. A further deterioration in national or local economic conditions, such as those driven by inflation, recession, or slowed economic growth, could result in a material increase in the ACL. In addition, the ACL is subject to periodic regulatory review as part of the routine examination process. Examiners may  require adjustment to the allowance based on information available to them at the time, which could also have a material adverse impact on the Company’s financial condition and results of operations.

Nonperforming loans were $143,000 at June 30, 2025, compared to $155,000 at March 31, 2025.  The ratio of the ACL for loans to nonperforming loans was approximately 10,800% at June 30, 2025 compared to approximately 9,900% at March 31, 2025. See “Asset Quality” above for additional information considered by management in determining the appropriate level of the ACL.

Non-Interest Income. Non-interest income increased $59,000 and totaled $3.4 million for both the three months ended June 30, 2025 and 2024. The increase was due to an increase in fees and services charges of $32,000 and other non-interest income of $22,000. The increase in fees and services charges was primarily due to higher non-sufficient fund charges of

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$75,000, partially offset by lower activity in other deposit-related fees. The increase in other non-interest income was due to insurance proceeds from BOLI death benefits that exceeded the previous receivable.

Non-Interest Expense. Non-interest expense increased $751,000 to $11.7 million for the three months ended June 30, 2025, compared to $11.0 million for the same period in the prior year. Salaries and employee benefits increased $859,000 due to increases in compensation expense, bonus expense and payroll taxes, which was offset by a decrease in personnel expense. Other non-interest expense increased $95,000, primarily due to two factors. First there were fewer fraud recoveries during the three months ended June 30, 2025 compared to the same period in 2024. Second, the current period did not include a gain on sale of fixed assets of $82,000, which had reduced expenses during the prior year period. In addition, the three months ended June 30, 2024 included a $155,000 miscellaneous expense primarily related to a business and occupation tax accrual, which did not recur for the three months ended June 30, 2025. Other changes in non-interest expenses included decreases in occupancy and depreciation expense of $27,000, data processing expense of $22,000, marketing and advertising expense of $73,000, and professional fees of $74,000.

Income Taxes. The provision for income taxes was $322,000 for the three months ended June 30, 2025, compared to $253,000 for the same period in the prior year. The increase in the provision for income taxes was due to higher pre-tax income for the three months ended June 30, 2025, compared to the same period in the prior year. The Company’s effective tax rate was 20.8% for both the three months ended June 30, 2025 and 2024. At June 30, 2025, management deemed that a valuation allowance related to the Company’s deferred tax asset was not necessary. At June 30, 2025, the Company had a net deferred tax asset of $8.3 million compared to $8.6 million at March 31, 2025.

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Item 3.  Quantitative and Qualitative Disclosures About Market Risk

There have not been any material changes in the market risk disclosures contained in the 2025 Form 10-K.

Item 4.  Controls and Procedures

An evaluation of the Company’s disclosure controls and procedures (as defined in Rule 13(a) - 15(e) of the Securities Exchange Act of 1934) as of June 30, 2025 was carried out under the supervision and with the participation of the Company’s Chief Executive Officer (principal executive officer), Chief Financial Officer (principal financial officer) and several other members of the Company’s senior management. The Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures as in effect on June 30, 2025 were effective in ensuring that the information required to be disclosed by the Company in the reports it files or submits under the Securities and Exchange Act of 1934 is (i) accumulated and communicated to the Company’s management (including the Chief Executive Officer and Chief Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. In the quarter ended June 30, 2025, the Company did not make any changes in its internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, these controls.

While the Company believes the present design of its disclosure controls and procedures is effective to achieve its goal, future events affecting its business may cause the Company to modify its disclosure controls and procedures. The Company does not expect that its disclosure controls and procedures and internal control over financial reporting will prevent all errors and fraud. A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control procedure are met. Because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns in controls or procedures can occur because of simple errors or mistakes. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any control procedure is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control procedure, misstatements attributable to errors or fraud may occur and not be detected.

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RIVERVIEW BANCORP, INC. AND SUBSIDIARY

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is a party to litigation arising in the ordinary course of business. In the opinion of management, these actions will not have a material effect on the Company’s financial position, results of operations, or liquidity. For additional information on the Company’s litigation, see Note 13 to the Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

Item 1A. Risk Factors

There have been no material changes to the risk factors set forth in Part I. Item 1A of the Company’s 2025 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a)Not applicable.
(b)Not applicable.
(c)The following table provides information about repurchases of common stock by the Company during the quarter ended June 30, 2025.

    

    

    

    

Total Number of

Maximum Dollar Value

Total 

Average 

Shares Purchased

of Shares that 

Number of 

Price

as Part of Publicly 

May Yet Be Purchased 

Shares 

 Paid per 

Announced Stock

Under the Stock

Period

Purchased

Share

 Repurchase Program

 Repurchase Program

April 1, 2025 - June 30, 2025

$

$

2,000,000

Total

 

$

 

 

$

2,000,000

On April 29, 2025, the Company announced that its Board of Director adopted a stock repurchase program authorizing the Company to purchase up to $2.0 million of the Company’s outstanding shares of common stock, in the open market, based on prevailing market prices, or in privately negotiated transactions. The repurchase program will continue until the earlier of the completion of the repurchase or 12 months after the effective date, depending on market conditions.

Item 3. Defaults Upon Senior Securities

Not applicable

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

(a)None
(b)None
(c)Trading Plans. During the quarter ended June 30, 2025, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated  a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading agreement,” as each term is defined in Item 408(a) of Regulation S-K.

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Table of Contents

Item 6. Exhibits

(a) Exhibits:

3.1

    

Articles of Incorporation of the Registrant (1)

3.2

Amended and Restated Bylaws of the Registrant (2)

4.1

Form of Certificate of Common Stock of the Registrant (1)

4.2

Description of Riverview Bancorp, Inc. Common Stock (3)

10.1

Form of Employment Agreement between the Company and the Bank and Nicole Sherman (4)

10.2

Form of Change in Control Agreement between the Company and the Bank and Nicole Sherman (4)

10.3

Form of Employment Agreement between the Company and the Bank and each of Daniel D. Cox and David Lam (5)

10.4

Form of Change in Control Agreement between the Company and the Bank and each of Daniel D. Cox and David Lam (5)

10.5

Form of Employment Agreement between the Company and Evan Sowers (5)

10.6

Form of Change in Control Agreement between the Company and Evan Sowers (5)

10.7

Employee Stock Ownership Plan (6)

10.8

Deferred Compensation Plan (7)

10.9

2017 Equity Incentive Plan (8)

10.10

Form of Incentive Stock Option Award Agreement under the Riverview Bancorp, Inc. 2017 Equity Incentive Plan (9)

10.11

Form of Non-Qualified Stock Option Award Agreement under the Riverview Bancorp, Inc. 2017 Equity Incentive Plan (9)

10.12

Form of Restricted Stock Award Agreement under the Riverview Bancorp, Inc. 2017 Equity Incentive Plan (9)

10.13

Form of Restricted Stock Unit Award Agreement under the Riverview Bancorp, Inc. 2017 Equity Incentive Plan (9)

31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act *

31.2

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act *

32

Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act*

101

The following materials from Riverview Bancorp Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline Extensible Business Reporting Language (XBRL) (a) Consolidated Balance Sheets; (b) Consolidated Statements of Income; (c) Consolidated Statements of Comprehensive Income; (d) Consolidated Statements of Shareholders’ Equity (e) Consolidated Statements of Cash Flows; and (f) Notes to Consolidated Financial Statements *

104

The cover page from Riverview Bancorp Inc’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL and contained in Exhibit 101

(1)Filed as an exhibit to the Registrant's Registration Statement on Form S-1 (Registration No. 333-30203) and incorporated herein by reference.
(2)Filed as an exhibit to the Registrant’s Current Report on Form 8-K filed with the SEC on June 26, 2024 and incorporated herein by reference.
(3)Filed as an exhibit to the Registrant’s Annual Report on Form 10-K for the fiscal year ended March 31, 2020, and incorporated herein by reference.
(4)Filed as an exhibit to the Registrant’s Current Report on Form 8-K filed with the SEC on June 21, 2024 and incorporated herein by reference.
(5)Filed as an exhibit to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2025, and incorporated herein by reference.
(6)Filed as an exhibit to the Registrant’s Annual Report on Form 10-K for the fiscal year ended March 31, 1998, and incorporated herein by reference.
(7)Filed as an exhibit to the Registrant’s Annual Report on Form 10-K for the fiscal year ended March 31, 2009 and incorporated herein by reference.
(8)Filed as Appendix A to the Registrant’s Definitive Annual Meeting Proxy Statement (000-22957), filed with the Commission on June 16, 2017, and incorporated herein by reference.
(9)Filed as an exhibit to the Registrant’s Registration Statement on Form S-8 (Registration No. 333-228099), and incorporated herein by reference.

*Filed herewith

47

Table of Contents

SIGNATURES

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

 

 

    

RIVERVIEW BANCORP, INC.

 

 

 

 

 

 

 

 

By:

/S/ Nicole Sherman

By:

/S/ David Lam

 

Nicole Sherman

 

David Lam

 

President and Chief Executive Officer (Principal Executive Officer)

 

Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

 

 

 

 

 

 

 

 

 

 

Date:

August 8, 2025

Date:

August 8, 2025

48

FAQ

What was Riverview Bancorp (RVSB) net income for the quarter ended June 30, 2025?

The Company reported net income of $1,225 (in thousands) for the three months ended June 30, 2025, up from $966 in the prior-year quarter.

How did Riverview's net interest income and interest income change in the quarter?

Net interest income increased to $9,841 (thousands) and total interest and dividend income rose to $15,375, versus $8,821 and $14,399, respectively, in the prior-year quarter.

Did RVSB record any provision for credit losses in the quarter?

No. The Company recorded no provision for credit losses for the three months ended June 30, 2025; the allowance for credit losses on loans was $15,426.

What happened to deposits and borrowings at RVSB during the quarter?

Deposits decreased to $1,209,893 from $1,232,328 the prior quarter, while FHLB advances increased to $102,500 from $76,400.

Are there unrealized losses in Riverview’s investment portfolio?

Yes. The consolidated statements show an available-for-sale unrealized loss of $16,111 and held-to-maturity unrealized loss of $25,702 at June 30, 2025.
Riverview Bancorp Inc

NASDAQ:RVSB

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104.04M
20.31M
3.05%
73.43%
1.94%
Banks - Regional
Savings Institution, Federally Chartered
Link
United States
VANCOUVER