STOCK TITAN

URSB Bancorp (URSB) boosts capital with conversion and reports Q1 2026 profit

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

URSB Bancorp, Inc. reports first-quarter 2026 results following its March 26 mutual-to-stock conversion and initial public offering. Total assets were $380.6 million and net loans reached $304.7 million, with deposits of $285.8 million and borrowings of $51.6 million.

Net income was $155,000 for the quarter, compared with $133,000 a year earlier, and basic and diluted earnings per share were $0.07 on 2,147,625 weighted average shares. Net interest income rose to $2.5 million, while the net interest margin was 2.63% and credit quality remained strong with non-accrual loans of $90,000.

Following the stock conversion and offering, total equity nearly doubled to $39.8 million and the Bank remained well capitalized, with a total risk-based capital ratio of 14.43% and a common equity Tier 1 ratio of 13.47% as of March 31, 2026.

Positive

  • None.

Negative

  • None.

Insights

Conversion-driven capital build with modestly higher earnings and stable credit.

URSB Bancorp completed its mutual-to-stock conversion and IPO on March 26, 2026, lifting equity to $39.8M and assets to $380.6M. The balance sheet is loan-centric, with net loans of $304.7M and deposits of $285.8M.

Quarterly net income increased to $155,000 versus $133,000 a year earlier, and net interest income improved to $2.5M. The net interest margin of 2.63% reflects higher funding costs but still-positive spreads. Non-interest expenses also climbed, partly tied to growth and public company infrastructure.

Asset quality metrics remain strong: non-accrual loans totaled $90,000 and the allowance for credit losses on loans was $2.37M. Regulatory capital ratios are comfortably above “well capitalized” thresholds, with a total risk-based capital ratio of 14.43% and Tier 1 leverage of 8.94% at March 31, 2026.

Total assets $380.6M As of March 31, 2026
Net loans receivable $304.7M As of March 31, 2026
Net income $155,000 Three months ended March 31, 2026
Earnings per share $0.07 Basic and diluted, Q1 2026
Net interest margin 2.63% Three months ended March 31, 2026
Total deposits $285.8M As of March 31, 2026
Total risk-based capital ratio 14.43% Bank, March 31, 2026
Non-accrual loans $90,000 As of March 31, 2026
Current Expected Credit Loss (CECL) financial
"Current Expected Credit Loss (CECL) The allowance for credit losses is a valuation account"
Scaled CECL Allowance for Loss Estimator (SCALE) financial
"The Company measures the allowance for credit losses using the Scaled CECL Allowance for Loss Estimator (“SCALE“)"
allowance for credit losses financial
"The allowance for credit losses is a valuation account that is deducted from the loans’ amortized cost basis"
Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.
emerging growth company regulatory
"As an emerging growth company, we have elected to use the extended transition period"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
non-accrual loans financial
"At March 31, 2026, there were two loans in non-accrual status totaling $90,000"
A non-accrual loan is a loan a lender has decided is unlikely to produce the scheduled interest payments, so the lender stops counting future interest as income and may record the loan at a reduced value. Think of it like renting out a house where the tenant has stopped paying: you stop counting future rent as earnings because it’s uncertain you’ll get it. For investors, a rise in non-accrual loans signals worsening credit quality, lower reported income and higher potential losses that can weaken a bank’s capital and share price.
capital conservation buffer regulatory
"community banking institutions must maintain a capital conservation buffer of common equity Tier I capital"
A capital conservation buffer is an extra layer of a bank's own money held above minimum capital rules so the bank can absorb losses and keep lending during tough times. Think of it like an emergency savings account for a bank: it lowers the chance of sudden dividend cuts, forced stock sales, or government support, and therefore affects investor views of a bank’s safety, earnings stability and valuation.
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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

or

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

EXCHANGE ACT OF 1934

For the transition period from                      to

Commission File Number: 000-56829

Graphic

URSB Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Maryland

39-4348578

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

11-15 Cooke Avenue

Carteret, NJ 07008

(Address of Principal Executive Offices)

(732) 541-5445

(Registrant’s telephone number)

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

Title of Each Class

Trading symbol

Name of Exchange on which registered

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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

  

Smaller reporting company

Emerging growth company

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

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

As of May 1, 2026, there were 2,334,375 of the registrant’s shares of common stock outstanding.

Table of Contents

TABLE OF CONTENTS

Page

Part I

Financial Information

4

Item 1.

Financial Statements (unaudited)

4

Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025

4

Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025

5

Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2026 and 2025

6

Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2026 and 2025

7

Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025

8

Notes to Consolidated Financial Statements

9

Item 2.

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

29

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

37

Item 4.

Controls and Procedures

40

Part II

Other Information

41

Item 1.

Legal Proceedings

41

Item 1A.

Risk Factors

41

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

41

Item 3.

Defaults Upon Senior Securities

41

Item 4.

Mine Safety Disclosures

41

Item 5.

Other Information

41

Item 6.

Exhibits

42

Exhibit Index

42

Signatures

43

2

Table of Contents

URSB Bancorp, Inc.

Quarterly Report on Form 10-Q

For the quarterly period ended March 31, 2026

Explanatory Note

URSB Bancorp, Inc. (the “Company,” “we” or “us”) was incorporated on August 19, 2025, to serve as the bank holding company for United Roosevelt Savings Bank upon the consummation of the conversion of United Roosevelt, MHC, the mutual holding company of United Roosevelt Savings Bank, from the mutual form of organization to the stock form of organization (the “Conversion”). The Conversion was consummated effective March 26, 2026. Accordingly, the unaudited consolidated financial statements, and related notes, and other financial information included in this report for dates and periods ended before March 26, 2026 relate to United Roosevelt, MHC.

The unaudited consolidated financial statements and other financial information contained in this report should be read in conjunction with the audited consolidated financial statements, and related notes, of United Roosevelt, MHC as of and for the years ended December 31, 2025 and 2024, contained in the Company’s Special Report on Form 10-K for the year ended December 31, 2025, as filed with the Securities and Exchange Commission on April 9, 2026.

3

Table of Contents

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

URSB BANCORP, INC.

Consolidated Balance Sheets

(In thousands, except share data)

(Unaudited)

  ​ ​ ​

March 31, 2026

December 31, 2025

Assets

 

  ​

 

  ​

Cash and due from banks

$

1,147

$

1,902

Interest-bearing deposits

 

16,849

 

6,489

Cash and cash equivalents

 

17,996

 

8,391

Securities available for sale (amortized cost of $27,114 and $26,329, respectively)

 

26,474

 

25,834

Securities held to maturity, net of allowance for credit losses of $76 and $75, respectively (fair value of $11,541 and $12,532, respectively)

 

11,777

 

12,789

Loans receivable, net of allowance for credit losses of $2,365 and $2,277, respectively

 

304,741

 

300,438

Premises and equipment, net

 

2,461

 

2,509

Federal Home Loan Bank of New York stock, at cost

 

2,279

 

2,369

Atlantic Community Bankers Bank stock, at cost

 

80

 

80

Accrued interest receivable

 

1,492

 

1,481

Bank owned life insurance (BOLI)

 

7,089

 

7,026

Other assets

 

6,217

 

7,056

Total assets

$

380,606

$

367,973

Liabilities and Equity

 

  ​

 

  ​

Liabilities:

 

  ​

 

  ​

Deposits

$

285,785

$

290,950

Advance payments by borrowers for taxes and insurance

 

1,498

 

1,401

Borrowings

 

51,572

 

53,572

Other liabilities

 

1,973

 

2,056

Total liabilities

 

340,828

 

347,979

Equity:

 

  ​

 

  ​

Common stock (par value $0.01 per share; 2,334,375 shares issued and outstanding at March 31, 2026)

 

23

 

Additional paid in capital

 

21,581

 

Retained earnings

 

20,619

 

20,464

Accumulated other comprehensive loss

(578)

(470)

Common stock held by the employee stock ownership plan ("ESOP")

 

(1,867)

 

Total equity

 

39,778

 

19,994

Total liabilities and equity

$

380,606

$

367,973

The accompanying notes are an integral part of these consolidated financial statements.

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URSB BANCORP, INC.

Consolidated Statements of Operations

(In thousands, except share and per share data)

(Unaudited)

  ​ ​ ​

  ​ ​ ​

Three Months Ended

March 31, 

2026

2025

Interest and dividend income:

 

  ​

 

  ​

 

Loans

$

4,387

$

3,519

Securities

 

393

 

301

Other earning assets

 

256

 

196

Total interest and dividend income

 

5,036

 

4,016

Interest expense:

 

  ​

 

  ​

Deposits:

 

  ​

 

  ​

NOW and money market

 

400

 

326

Savings and club

 

17

 

37

Certificates of deposit

 

1,602

 

1,189

Borrowings

 

505

 

490

Total interest expense

 

2,524

 

2,042

Net interest income

 

2,512

 

1,974

Provisions (credits) for credit losses

 

99

 

(41)

Net interest income after provision (credits) for credit losses

 

2,413

 

2,015

Non-interest income:

 

  ​

 

  ​

Fees and service charges

 

61

 

52

Increase in cash surrender value of BOLI

 

63

 

36

Loss on sales of securities

 

 

(130)

Other

 

17

 

Total non-interest income (loss)

 

141

 

(42)

Non-interest expenses:

 

  ​

 

  ​

Salaries and employee benefits

 

1,054

 

922

Occupancy expense

 

103

 

97

Equipment

 

257

 

256

Directors' compensation

 

58

 

51

Professional fees

 

166

 

118

Advertising

 

70

 

62

Federal deposit insurance premium

 

111

 

81

Other

 

558

 

163

Total non-interest expenses

 

2,377

 

1,750

Net income before taxes

 

177

 

223

Income tax expense

 

22

 

90

Net income

$

155

$

133

Earnings per common share:

Basic

$

0.07

N/A

Diluted

$

0.07

N/A

Weighted average shares outstanding

2,147,625

N/A

The accompanying notes are an integral part of these consolidated financial statements.

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URSB BANCORP, INC.

Consolidated Statements of Comprehensive Income (Loss)

(In thousands)

(Unaudited)

  ​ ​ ​

Three Months Ended

  ​ ​ ​

March 31, 

2026

2025

Net income

$

155

$

133

Other comprehensive income:

 

  ​

 

  ​

Unrealized (losses) gains on securities:

 

  ​

 

  ​

Unrealized holding (losses) gains on available for sale securities

 

(144)

 

147

Reclassification adjustment for losses realized in income

 

 

130

Net unrealized (losses) gains

 

(144)

 

277

Tax effects

 

36

 

(76)

Net-of-tax amount

 

(108)

 

201

Total other comprehensive (loss) income

 

(108)

 

201

Comprehensive income

$

47

$

334

The accompanying notes are an integral part of these consolidated financial statements.

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URSB BANCORP, INC.

Consolidated Statements of Shareholders’ Equity

(Dollars in thousands, except share data)

(Unaudited)

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

Accumulated

  ​ ​ ​

  ​ ​ ​

Shares of

Other 

Common

Common

Additional

Retained 

Comprehensive

Unearned ESOP

Stock

Stock

Paid in Capital

Earnings

 Income (Loss)

Shares

Total

Balance, December 31, 2025

$

$

$

20,464

$

(470)

$

$

19,994

Net income

 

 

 

 

155

 

 

 

155

Issuance of Shares in Initial Public Offering, net of expenses $1,740

2,314,375

23

21,381

21,404

Issuance and Contribution of shares to the URSB Charitable Foundation

20,000

200

200

Purchase of 186,750 shares by ESOP

(1,867)

(1,867)

Other comprehensive income

 

 

 

 

 

(108)

 

 

(108)

Balance, March 31, 2026

2,334,375

$

23

$

21,581

$

20,619

$

(578)

$

(1,867)

$

39,778

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

Accumulated

  ​ ​ ​

  ​ ​ ​

Shares of

Other 

Common

Common

Additional

Retained 

Comprehensive

Unearned ESOP

Stock

Stock

Paid in Capital

Earnings

 Income (Loss)

Shares

Total

Balance, December 31, 2024

$

$

$

19,961

$

(1,618)

$

$

18,343

Net income

 

 

 

 

133

 

 

 

133

Other comprehensive income

 

 

 

 

 

201

 

 

201

Balance, March 31, 2025

$

$

$

$

20,094

$

(1,417)

$

$

18,677

The accompanying notes are an integral part of these consolidated financial statements.

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URSB BANCORP, INC.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

  ​ ​ ​

Three Months Ended

  ​ ​ ​

March 31, 

2026

  ​ ​ ​

2025

  ​ ​ ​

Cash flows from operating activities:

 

  ​

 

  ​

 

Net income

$

155

$

133

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

 

  ​

 

  ​

Provisions (credits) for credit losses

 

99

 

(41)

Depreciation of premises and equipment

 

63

 

68

Amortization (accretion) of deferred loan fees, net

 

174

 

48

Amortization (accretion) of premiums and discounts, net

 

(27)

 

Loss on sale of available for sale securities

 

 

130

Contribution of stock to charitable foundation

200

Deferred income tax (benefit) expense

 

36

 

(76)

Increase in cash surrender value of bank owned life insurance

 

(63)

 

(36)

Net change in:

 

  ​

 

  ​

Accrued interest receivable

 

(11)

 

(37)

Other assets

 

839

 

(248)

Other liabilities

 

(94)

 

285

Net cash provided by operating activities

 

1,371

 

226

Cash flows from investing activities:

 

  ​

 

  ​

Available for sale:

Proceeds from sales

 

 

1,870

Purchases

 

(2,288)

 

Proceeds from maturities, calls and principal repayments

 

1,530

 

362

Held to maturity:

Purchases

 

 

Proceeds from maturities, calls and principal repayments

 

1,013

 

3,015

Proceeds from maturity of certificate of deposit investments

 

 

249

Loan principal (originations) collections, net

 

(4,565)

 

(5,931)

Purchases of premises and equipment

 

(15)

 

(5)

Purchase of Federal Home Loan Bank of New York stock

 

 

(1,901)

Redemption of Federal Home Loan Bank of New York stock

 

90

 

1,744

Net cash used in investing activities

 

(4,235)

 

(597)

Cash flows from financing activities:

 

  ​

 

  ​

Net (decrease) increase in deposits

 

(5,165)

 

2,283

Net proceeds from stock offering and issuance of common stock

 

21,404

 

Purchase of common shares by ESOP

 

(1,867)

 

Net change in FRB short term advances

 

 

(5,000)

Net change in FHLB short term advances

 

 

(2,000)

Proceeds from FHLB long term advances

 

 

9,000

Repayment of FHLB long term advances

 

(2,000)

 

(3,500)

Net proceeds from issuance of senior notes

 

 

650

Net proceeds from borrowers for taxes and insurance

 

97

 

93

Net cash provided by financing activities

 

12,469

 

1,526

Net change in cash and cash equivalents

 

9,605

 

1,155

Cash and cash equivalents, beginning of period

 

8,391

 

10,727

Cash and cash equivalents, end of period

$

17,996

$

11,882

Supplementary cash flows information

Interest paid

$

2,456

$

1,776

Income taxes paid, net

$

$

45

The accompanying notes are an integral part of these consolidated financial statements.

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URSB BANCORP, INC.

Notes to Consolidated Financial Statements

(Dollars in thousands, unless otherwise stated)

(Unaudited)

1. Organization

URSB Bancorp, Inc. (the “Company”) is a Maryland corporation formed on September 8, 2025 to serve as the bank holding company for United Roosevelt Savings Bank (the “Bank”) and its subsidiary as part of the mutual-to-stock conversion of United Roosevelt, MHC, the Bank's former mutual holding company. The conversion was effective March 26, 2026. The Bank is a state-chartered stock savings bank and is a wholly-owned subsidiary of URSB Bancorp, Inc. United Roosevelt Securities Corp. (the “Investment Corp.”) is a wholly-owned subsidiary of the Bank. Currently, the only business activity of the Company is to hold all of the outstanding stock of the Bank. The Investment Corp. is a New Jersey investment company formed primarily to hold investments and mortgage-backed securities.

2. Summary of Significant Accounting Policies

Basis of the Consolidated Financial Statement Presentation

The consolidated financial statements include the accounts of the URSB Bancorp, Inc. and its wholly-owned subsidiary, the Bank and the Investment Corp. (collectively the “Company”), and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. All significant intercompany accounts and transactions have been eliminated in consolidation.

The interim consolidated financial statements are unaudited and reflect all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Such adjustments are the only adjustments included in such interim consolidated financial statements. The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results to be achieved for the remainder of 2026 or any other period.

For additional information and disclosures required under U.S. GAAP, refer to the Company's Consolidated Financial Statements included in the Company’s Special Report on Form 10-K for the year ended December 31, 2025.

Use of Estimates

In preparing consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financials and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for credit losses.

Earnings per Share

Basic earnings per share represent income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Unearned ESOP shares are not deemed outstanding for earnings per share calculations. ESOP shares committed to be released are considered to be outstanding for purposes of the earnings per share computation. ESOP shares that have not been legally released, but that relate to employee services rendered during an accounting period (interim or annual) ending before the related debt service payment is made, are considered committed to be released. Diluted earnings per share reflects additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustments to income that would result from the assumed issuance. For purposes of calculating earnings per share, the shares issued in the conversion are assumed to have been outstanding for the entire period presented.

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During the three months ended March 31, 2026, the Company completed an issuance of common stock in connection with its initial public offering, which occurred on March 26, 2026. Accordingly, the shares issued were included in the computation of weighted-average shares outstanding only for the portion of the period subsequent to their issuance. As a result, the weighted-average number of shares outstanding for the period may not be indicative of the shares that will be outstanding for future periods, and earnings per share information for the period may not be comparable to future periods.

Current Expected Credit Loss (CECL)

The allowance for credit losses is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Such allowance is based on the credit losses expected to arise over the life of the asset (contractual term). The allowance for credit losses on loans is established through a provision for credit losses charged to earnings. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The allowance for credit losses on loans is evaluated on a regular basis by management. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The Company measures the allowance for credit losses using the Scaled CECL Allowance for Loss Estimator (“SCALE“) method which is a spreadsheet-based method developed by the Federal Reserve to assist community banks in calculating a CECL compliant allowance for credit losses using proxy expected lifetime loss rates. The SCALE tool is a template designed for smaller community banks with total assets of less than $1 billion. It uses publicly available data from Schedule RI-C of the Call Report to derive the initial proxy lifetime loss rates.

As of December 31, 2025, the Company changed its CECL estimation methodology from Weighted Average Remaining Maturity (“WARM”) to a SCALE framework to better align with its size and complexity, which represents a change in accounting estimate and did not have a material impact on the allowance for credit losses. There were no material changes to the CECL methodology during the three months ended March 31, 2026.

Qualitative and quantitative adjustments related to current conditions and the reasonable and supportable forecast period consider all of the following: the borrower’s creditworthiness, changes in lending policy and procedures, changes in nature and volume of the loan portfolio and in the terms of loans, changes in experience, ability and depth of lending management and staff, changes in the quality of the loan review system, changes in the value of underlying collateral for collateral-dependent loans, existence and effect of any concentration of credit and changes in the level of such concentrations, effect of other external forces such as competition, legal and regulatory requirements on the level of estimated credit losses in the existing portfolio, and the current and forecasted direction of the economic and business environment.

The qualitative factors are determined based on the various risk characteristics of each loan segment. Risk characteristics relevant to each portfolio segment are as follows:

Residential real estate – The Company generally does not originate loans with a loan-to-value ratio greater than 80 percent and does not generally grant loans that would be classified as subprime upon origination. The Company has 1st or 2nd lien position on property securing equity lines-of-credit. All loans in this segment are collateralized by owner-occupied residential real estate and repayment is dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment rates and housing prices, will have an effect on the credit quality in this segment.

Commercial real estate – Loans in this segment are primarily income-producing properties throughout New Jersey. The underlying cash flows generated by the properties can be adversely impacted by a downturn in the economy as evidenced by increased vacancy rates, which in turn, could have an effect on the credit quality in this segment. Management obtains rent rolls annually and continually monitors the cash flows of these loans. This segment also includes construction loans which primarily include speculative real estate development loans for which payment is

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derived from sale of the property. Credit risk is affected by cost overruns, time to sell at an adequate price, and market conditions.

Commercial loans – Loans in this segment are made to businesses and are generally secured by assets of the business. Repayment is expected from the cash flows of the business. A weakened economy, and resultant decreased consumer spending, could have an effect on the credit quality in this segment. In addition, this segment includes a small portion of purchased loans guaranteed by the Small Business Administration (SBA) and/or the U.S. Department of Agriculture (USDA). Because these loans are guaranteed they are not allocated a general reserve; the Company has not experienced losses on such loans and management expects the guarantees will be effective, if necessary.

BHG Commercial Loans – Loans in this segment are commercial loans acquired from BHG Financial. BHG is a non-bank lender generating small business loans.

Consumer loans – Historically, loans in this segment include loans that are secured by certificates of deposit or savings accounts; this category also includes advances for taxes and insurance on respective loans. Beginning in 2025, the Company began purchasing consumer loans from Lending Club, Woodside Credit, and BHG which are unsecured. Repayment is generally dependent on the credit quality of the individual borrower.

Individually Evaluated Loans

Loans that do not have shared risk characteristics are evaluated on an individual basis. Loans evaluated individually are not included in the collective evaluation. For loans that are collateral dependent, that is, when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate.

Allowance for Credit Losses – Off-Balance Sheet Credit Exposures

The Company has off-balance sheet financial instruments, which include commitments to extend credit, standby letters of credit and commercial letters of credit. The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The Company’s allowance for credit losses on off-balance sheet credit exposures is recognized in other liabilities on the consolidated statements of financial condition, with adjustments to the reserve recognized in the provision for credit losses in the consolidated statements of operation. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life.

Fair Value Hierarchy

The Company groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.

Level 1 – Valuation is based on quoted prices in active markets for identical assets or liabilities. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.

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

Level 3 – Valuation is based on unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using unobservable inputs to pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

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Reclassification

Certain amounts in the prior year consolidated financial statements are reclassified, when necessary, to conform to the current year presentation.

Operating Segments

Management, which includes the Chief Executive Officer who acts as the Chief Operating Decision Maker (“CODM”), monitors the revenue streams of its various products and services, operating results and financial performance on a company-wide basis. The accounting policies of the segment are the same as those described in the summary of significant accounting policies. The CODM uses net income reporting in the Company’s consolidated statements of operations to make operating and strategic decisions. Accordingly, there is only one reportable segment.

Recent Accounting Pronouncement

As an emerging growth company, we have elected to use the extended transition period to delay the adoption of new or re-issued accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments – Credit Losses (Topic 326): Purchased Loans. The amendments in this Update expand the population of acquired financial assets subject to the gross-up approach in Topic 326. In accordance with the amendments in this Update, loans (excluding credit cards) acquired without credit deterioration and deemed “seasoned” (defined below) are purchased seasoned loans and accounted for using the gross-up approach at acquisition. Specifically, after an entity determines that a loan is a non-PCD asset based on its assessment of credit deterioration experienced since origination, the entity should apply the guidance described in the amendments to determine whether the loan is seasoned and, therefore, should be accounted for using the gross-up approach. The Company adopted this amendment as of January 1, 2026, with no significant impact to the financial statements.

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3. Securities Available-for-Sale

The carrying value and estimated fair value of securities available for sale are presented below by contractual final maturity. Actual maturities may differ from below as the loans underlying some securities are subject to prepayment and regular monthly principal repayment.

March 31, 2026

Amortized

Gross Unrealized

Fair

  ​ ​ ​

Cost

  ​ ​ ​

Gains

  ​ ​ ​

Losses

  ​ ​ ​

Value

(In thousands)

Mortgage-Backed Securities:

Due within one year

$

1

$

$

$

1

Due after ten years

 

4,994

 

20

 

(579)

 

4,435

 

4,995

 

20

 

(579)

 

4,436

Collateralized Mortgage Obligations (CMO):

Due within one year

 

574

 

 

(2)

 

572

Due after ten years

 

13,479

 

71

 

(17)

 

13,533

 

14,053

 

71

 

(19)

 

14,105

Corporate Bonds:

Due after five through ten years

 

1,000

 

19

 

 

1,019

 

1,000

 

19

 

 

1,019

Agency Securities:

Due after one through five years

 

2,000

 

 

(125)

 

1,875

 

2,000

 

 

(125)

 

1,875

Small Business Administration:

Due after ten years

 

5,066

 

1

 

(28)

 

5,039

 

5,066

 

1

 

(28)

 

5,039

$

27,114

$

111

$

(751)

$

26,474

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The age of unrealized losses and fair value of related securities available-for-sale were as follows:

March 31, 2026

Less than 12 Months

12 Months or More

Total

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

  ​ ​ ​

Value

  ​ ​ ​

Losses

  ​ ​ ​

Value

  ​ ​ ​

Losses

  ​ ​ ​

Value

  ​ ​ ​

Losses

(In thousands)

Mortgage-Backed Securities

$

830

$

(4)

$

2,573

$

(575)

$

3,403

$

(579)

CMO

 

1,244

 

(17)

 

573

 

(2)

 

1,817

 

(19)

Agency Securities

 

 

 

1,875

 

(125)

 

1,875

 

(125)

Small Business Administration

 

 

 

4,352

 

(28)

 

4,352

 

(28)

$

2,074

$

(21)

$

9,373

$

(730)

$

11,447

$

(751)

December 31, 2025

Amortized

Gross Unrealized

Fair

  ​ ​ ​

Cost

  ​ ​ ​

Gains

  ​ ​ ​

Losses

  ​ ​ ​

Value

(In thousands)

Mortgage-Backed Securities:

Due after one through five years

$

1

$

$

$

1

Due after ten years

 

4,250

 

33

 

(555)

 

3,728

 

4,251

 

33

 

(555)

 

3,729

CMO:

Due within one year

 

578

 

 

(2)

 

576

Due after ten years

 

13,387

 

164

 

 

13,551

 

13,965

 

164

 

(2)

 

14,127

Corporate Bonds:

Due after five through ten years

 

1,000

 

15

 

 

1,015

 

1,000

 

15

 

 

1,015

Agency Securities

Due after one through five years

 

2,000

 

 

(114)

 

1,886

 

2,000

 

 

(114)

 

1,886

Small Business Administration:

Due after ten years

 

5,113

 

 

(36)

 

5,077

 

5,113

 

 

(36)

 

5,077

$

26,329

$

212

$

(707)

$

25,834

The age of unrealized losses and fair value of related securities available-for-sale were as follows:

December 31, 2025

Less than 12 Months

12 Months or More

Total

  ​ ​ ​

Fair

  ​ ​ ​

Unrealized

  ​ ​ ​

Fair

  ​ ​ ​

Unrealized

  ​ ​ ​

Fair

  ​ ​ ​

Unrealized

Value

Losses

Value

Losses

Value

Losses

(In thousands)

Mortgage-Backed Securities

 

$

$

$

2,652

$

(555)

$

2,652

$

(555)

CMO

 

 

576

 

(2)

576

(2)

Agency Securities

 

 

1,886

 

(114)

1,886

(114)

Small Business Administration

 

 

5,077

 

(36)

5,077

(36)

 

$

$

$

10,191

$

(707)

$

10,191

$

(707)

There were no sales of securities during the three-months ended March 31, 2026. Accordingly, there were no gains or losses.

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For the three months ended March 31, 2025, proceeds from sales of securities available for sale amounted to $1,870,000. Gross realized losses amounted to $130,000. There were no gains realized on any sales during this period.

At March 31, 2026, seventeen AFS debt securities had unrealized losses with aggregate depreciation of 6.2% from the Company’s amortized cost basis.

Management does not believe that any individual unrealized loss at March 31, 2026, nor at December 31, 2025 represent a credit-related unrealized loss. Management believes that all unrealized losses are due to changes in interest rates.

Management does not intend to sell these securities and it is not more-likely-than-not that the Company would be required to sell the securities reflected in the above tables prior to full recovery of fair value to a level which equals or exceeds amortized cost. All mortgage-backed securities are issued by U.S. Government sponsored entities and are collateralized by residential mortgages.

Allowance for Credit Losses – Available for Sale Securities

Available for sale securities which are guaranteed by government agencies do not currently have an allowance for credit loss as the Company determined these securities are either backed by the full faith and credit of the U.S. government and/or there is an unconditional commitment to make interest payments and to return the principal investment in full to investors when a debt security reaches maturity. In assessing the Company’s investments in government-sponsored and U.S. government guaranteed mortgage-backed securities and government-sponsored enterprise obligations, the contractual cash flows of these investments are guaranteed by the respective government-sponsored enterprise. Accordingly, it is expected that the securities would not be settled at a price less than the par value of the Company’s investments. The Company will evaluate this position no less than annually, however, certain items which may cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s ability to draw funds from the U.S. government, or legislative changes to housing policy that reduce or eliminate the U.S. government’s implicit guarantee on such securities. There were no allowance for credit losses established on available for sale debt securities during the three months ended March 31, 2026, nor for the year ended December 31, 2025.

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4. Securities HELD TO MATURITY

The carrying value and estimated fair value of securities held to maturity are presented below by contractual final maturity. Actual maturities may differ from below as the loans underlying some securities are subject to prepayment and regular monthly principal repayment.

  ​ ​ ​

March 31, 2026

Amortized

Allowance for

Gross Unrealized

Fair

  ​ ​ ​

Cost

  ​ ​ ​

Credit Losses

  ​ ​ ​

Gains

  ​ ​ ​

Losses

  ​ ​ ​

Value

(In thousands)

Mortgage-Backed Securities:

Due after ten years

 

$

853

$

$

14

$

$

867

853

14

867

Corporate Bonds:

Due after one through five years

2,500

(31)

(73)

2,396

Due after five through ten years

4,500

(45)

33

(129)

4,359

7,000

(76)

33

(202)

6,755

Agency Securities:

Due within one year

3,000

(22)

2,978

Due after one through five years

1,000

(59)

941

4,000

(81)

3,919

 

$

11,853

$

(76)

$

47

$

(283)

$

11,541

  ​ ​ ​

December 31, 2025

Amortized

Allowance for

Gross Unrealized

Fair

  ​ ​ ​

Cost

  ​ ​ ​

Credit Losses

  ​ ​ ​

Gains

  ​ ​ ​

Losses

  ​ ​ ​

Value

(In thousands)

Mortgage-Backed Securities:

Due after ten years

 

$

864

$

$

25

$

$

889

864

25

889

Corporate Bonds:

Due after one through five years

2,500

(30)

(77)

2,393

Due after five through ten years

4,500

(45)

28

(139)

4,344

7,000

(75)

28

(216)

6,737

Agency Securities:

Due within one year

4,000

(41)

3,959

Due after one through five years

1,000

(53)

947

5,000

(94)

4,906

 

$

12,864

$

(75)

$

53

$

(310)

$

12,532

At March 31, 2026, U.S. Government obligations with a carrying value of $27,133,000 were pledged to secure public deposits.

At December 31, 2025, U.S. Government obligations with a carrying value of $30,190,000 were pledged to secure public deposits.

Allowance for Credit Losses – Securities Held to Maturity

Held to maturity securities which are issued by the United States Treasury or are guaranteed by government agencies do not currently have an allowance for credit loss as the Company determined these securities are either backed by the full faith and credit of the U.S. government and/or there is an unconditional commitment to make interest payments and to return the principal investment in full to investors when a debt security reaches maturity. In assessing the Company’s investments in government-sponsored and U.S. government guaranteed mortgage-backed securities and government-

16

Table of Contents

sponsored enterprise obligations, the contractual cash flows of these investments are guaranteed by the respective government-sponsored enterprise. Accordingly, it is expected that the securities would not be settled at a price less than the par value of the Company’s investments. The Company will evaluate this position no less than annually, however, certain items which may cause the Company to change this methodology include legislative changes that remove a government-sponsored enterprise’s ability to draw funds from the U.S. government, or legislative changes to housing policy that reduce or eliminate the U.S. government’s implicit guarantee on such securities. Any expected credit losses on held to maturity securities would be presented as an allowance for credit loss.

The following table summarizes the activity in the allowance for credit losses for debt securities held to maturity by security type for the periods ended March 31, 2026 and December 31, 2025:

  ​ ​ ​

Corporate

Bonds

  ​ ​ ​

(In thousands)

Balance, December 31, 2025

$

75

Provision (reversal) for credit losses

1

Balance at March 31, 2026

 

$

76

  ​ ​ ​

Corporate

Bonds

  ​ ​ ​

(In thousands)

Balance, December 31, 2024

$

86

Provision (reversal) for credit losses

(16)

Balance at March 31, 2025

 

$

70

5. LOANS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES

March 31, 

December 31, 

  ​ ​ ​

2026

2025

(In thousands)

Residential real estate

 

$

147,508

$

143,600

Commercial real estate

86,340

88,100

Commercial and industrial

8,027

7,940

BHG loans

32,297

34,778

Consumer loans

31,090

26,544

Total loans

305,262

300,962

Allowance for credit losses on loans

(2,365)

(2,277)

Premiums on loans purchased

644

566

Deferred loan fees, net

1,200

1,187

(521)

(524)

Net loans

 

$

304,741

$

300,438

17

Table of Contents

The following tables summarize the activity in the allowance for credit losses by loan class and information in regard to the allowance for credit losses and the recorded investment in loans receivable by loan class as of March 31, 2026 and 2025:

  ​ ​ ​

Three Months Ended March 31, 2026

Allowance for Credit Losses on Loans

  ​ ​ ​

Beginning

  ​ ​ ​

Charge-

  ​ ​ ​

  ​ ​ ​

Provisions

Ending

Balance

offs

Recoveries

(Credits)

Balance

 

(In thousands)

Residential

 

$

778

$

$

$

148

$

926

Commercial real estate

658

 

 

 

103

761

Commercial and industrial

68

 

 

 

(52)

16

BHG Commercial loans

32

 

 

 

32

64

Consumer

741

 

 

 

(143)

598

 

$

2,277

$

$

$

88

$

2,365

  ​ ​ ​

Three Months Ended March 31, 2025

  ​ ​ ​

Allowance for Credit Losses on Loans

Beginning

Charge-

Provisions

Ending

  ​ ​ ​

Balance

  ​ ​ ​

offs

  ​ ​ ​

Recoveries

  ​ ​ ​

(Credits)

  ​ ​ ​

Balance

(In thousands)

Residential

$

142

$

$

$

447

$

589

Commercial real estate

 

1,034

 

 

 

(403)

 

631

Commercial and industrial

 

90

 

 

90

 

(115)

 

65

BHG Commercial loans

 

97

 

 

 

44

 

141

Consumer

 

 

 

 

28

 

28

$

1,363

$

$

90

$

1

$

1,454

The Company experienced significant loan growth in 2025 along with an increase in consumer loans resulting in a large increase to the allowance for credit loss.

The following tables summarize the activity in the allowance for credit losses by all credit categories as of and for the three months ended March 31, 2026 and 2025:

  ​ ​ ​

March 31, 2026

Unfunded

Debt

Loans

Loan

Securities

Aggregate

  ​ ​ ​

Receivable

  ​ ​ ​

Commitments

  ​ ​ ​

(HTM)

  ​ ​ ​

ACL

  ​ ​ ​

(In thousands)

Beginning balance

$

2,277

$

16

$

75

$

2,368

Provisions, net of credit adjustments

88

10

1

99

Charge-offs, net of recoveries

 

 

 

 

Ending balance

$

2,365

$

26

$

76

$

2,467

  ​ ​ ​

March 31, 2025

Unfunded

Debt

Loans

Loan

Securities

Aggregate

  ​ ​ ​

Receivable

  ​ ​ ​

Commitments

  ​ ​ ​

(HTM)

  ​ ​ ​

ACL

(In thousands)

Beginning balance

$

1,363

$

57

$

86

$

1,506

Provisions, net of credit adjustments

1

(26)

(16)

(41)

Recoveries, net of charge-offs

 

90

 

 

 

90

Ending balance

$

1,454

$

31

$

70

$

1,555

18

Table of Contents

The allowance for loan losses increased for the three months ended March 31, 2026 due to loan growth and changes in the qualitative factors during the period.

The Company utilizes an eight-grade internal loan rating system for commercial real estate, construction and commercial loans as follows:

Loans rated 1 – 5: Loans in these categories are considered “pass” rated loans with low to average risk.

Loans rated 6: Loans in this category are considered “watch”. The loans show no signs of serious problems but do not meet all the criteria for a satisfactory loan. These loans will be followed closely in order to promptly detect any sign of deterioration.

Loans rated 7: Loans in this category are considered “special mention”. A special mention asset has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date.

Loans rated 8: Loans in this category are considered “substandard”. Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.

On an annual basis, or more often if needed, the Company formally reviews the ratings on all commercial real estate, construction and commercial loans. Additionally, the Company engages an independent third-party to review a significant portion of loans within these segments on an annual basis. Management uses the results of these reviews as part of its own annual review process. In addition, management utilizes delinquency reports, the watch list and other loan reports to monitor credit quality of other loan segments.

The following tables present the classes of the loan portfolio summarized by the aggregate pass rating and the classified ratings of special mention, substandard and doubtful within the Company’s internal risk rating system as of March 31, 2026 and December 31, 2025. Residential real estate and consumer loans are classified as performing or nonperforming based on accrual status and retail credit guidance. Gross write-offs for the three months ended March 31, 2026 and for the year ended December 31, 2025 are also presented in the tables below:

19

Table of Contents

  ​ ​ ​

As of and the Three Months Ended March 31, 2026

  ​ ​ ​

Loans By Risk Rating by Origination Year

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

  ​ ​ ​

2022

  ​ ​ ​

2021

  ​ ​ ​

Prior

  ​ ​ ​

Total

Rating:

(In thousands)

Residential real estate:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Performing

$

5,784

$

44,360

$

28,460

$

26,283

$

8,469

$

10,608

$

23,502

$

147,466

Nonperforming

 

 

 

 

42

 

 

 

 

42

Total

$

5,784

$

44,360

$

28,460

$

26,325

$

8,469

$

10,608

$

23,502

$

147,508

Current period gross write-offs

$

$

$

$

$

$

$

$

Commercial real estate:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

1,114

$

6,128

$

12,643

$

10,745

$

23,001

$

15,752

$

14,677

$

84,060

Special mention

 

 

 

938

 

 

318

 

976

 

 

2,232

Substandard

 

 

 

 

48

 

 

 

 

48

Total

$

1,114

$

6,128

$

13,581

$

10,793

$

23,319

$

16,728

$

14,677

$

86,340

Current period gross write-offs

$

$

$

$

$

$

$

$

C&I - Other:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

900

$

3,573

$

2,015

$

1,174

$

339

$

26

$

$

8,027

Total

$

900

$

3,573

$

2,015

$

1,174

$

339

$

26

$

$

8,027

Current period gross write-offs

$

$

$

$

$

$

$

$

C&I - Bankers Health Group:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

$

7,579

$

8,819

$

5,861

$

6,093

$

662

$

913

$

29,927

Substandard

 

 

 

93

 

821

 

1,039

 

27

 

390

 

2,370

Total

$

$

7,579

$

8,912

$

6,682

$

7,132

$

689

$

1,303

$

32,297

Current period gross write-offs

$

$

$

$

$

$

$

$

Consumer:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Performing

$

7,001

$

23,990

$

60

$

$

$

$

39

$

31,090

Nonperforming

 

 

 

 

 

 

 

 

Total

$

7,001

$

23,990

$

60

$

$

$

$

39

$

31,090

Current period gross write-offs

$

$

$

$

$

$

$

$

Grand Total

$

14,799

$

85,630

$

53,028

$

44,974

$

39,259

$

28,051

$

39,521

$

305,262

Current period gross write-offs

$

$

$

$

$

$

$

$

20

Table of Contents

  ​ ​ ​

As of and the Year Ended December 31, 2025

  ​ ​ ​

Loans By Risk Rating by Origination Year

  ​ ​ ​

2024

  ​ ​ ​

2023

  ​ ​ ​

2022

  ​ ​ ​

2021

  ​ ​ ​

2020

  ​ ​ ​

2019

  ​ ​ ​

Prior

  ​ ​ ​

Total

Rating:

(In thousands)

Residential real estate:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Performing

$

42,621

$

29,684

$

27,356

$

8,878

$

10,777

$

4,543

$

19,699

$

143,558

Nonperforming

 

 

 

42

 

 

 

 

 

42

Total

$

42,621

$

29,684

$

27,398

$

8,878

$

10,777

$

4,543

$

19,699

$

143,600

Current period gross write-offs

$

$

$

$

$

$

$

$

Commercial real estate:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

6,251

$

12,710

$

11,054

$

23,473

$

18,277

$

6,810

$

8,505

$

87,080

Special Mention

 

 

941

 

 

 

 

 

 

941

Substandard

 

 

 

70

 

 

9

 

 

 

79

Total

$

6,251

$

13,651

$

11,124

$

23,473

$

18,286

$

6,810

$

8,505

$

88,100

Current period gross write-offs

$

$

$

$

$

$

$

$

C&I - Other:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

3,811

$

2,084

$

1,582

$

362

$

101

$

$

$

7,940

Total

$

3,811

$

2,084

$

1,582

$

362

$

101

$

$

$

7,940

Current period gross write-offs

$

$

$

$

$

$

$

$

C&I - Bankers Health Group:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Pass

$

7,718

$

9,049

$

6,739

$

6,643

$

732

$

773

$

285

$

31,939

Substandard

 

 

106

 

901

 

1,386

 

29

 

340

 

77

 

2,839

Total

$

7,718

$

9,155

$

7,640

$

8,029

$

761

$

1,113

$

362

$

34,778

Current period gross write-offs

$

$

$

$

$

$

$

$

Consumer:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Performing

$

26,442

$

60

$

$

$

$

$

42

$

26,544

Nonperforming

 

 

 

 

 

 

 

 

Total

$

26,442

$

60

$

$

$

$

$

42

$

26,544

Current period gross write-offs

$

29

$

$

$

$

$

$

$

29

Grand Total

$

86,843

$

54,634

$

47,744

$

40,742

$

29,925

$

12,466

$

28,608

$

300,962

Current period gross write-offs

$

29

$

$

$

$

$

$

$

29

21

Table of Contents

The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due. The following table presents the classes of the loan portfolio summarized by the past due status as of March 31, 2026 and as of December 31, 2025:

  ​ ​ ​

March 31, 2026

  ​

  ​

  ​

  ​

  ​

Loans

Receivable

 

30-59

 

60-89

 

Greater

Total

>90 Days

 

Days

 

Days

 

Than

 

Total

 

 

Loans

and

 

Past Due

  ​ ​ ​

Past Due

  ​ ​ ​

90 Days

  ​ ​ ​

Past Due

  ​ ​ ​

Current

  ​ ​ ​

Receivables

  ​ ​ ​

Accruing

 

(In thousands)

Residential

$

$

$

$

$

147,508

$

147,508

$

Commercial real estate

 

 

 

48

 

48

 

86,292

 

86,340

 

Commercial and industrial

 

 

 

 

 

8,027

 

8,027

 

BHG loans

 

 

 

 

 

32,297

 

32,297

 

Consumer

 

45

 

5

 

 

50

 

31,040

 

31,090

 

$

45

$

5

$

48

$

98

$

305,164

$

305,262

$

  ​ ​ ​

December 31, 2025

  ​

  ​

  ​

  ​

  ​

Loans

Receivable

 

30-59

 

60-89

 

Greater

Total

>90 Days

 

Days

 

Days

 

Than

 

Total

 

 

Loans

and

 

Past Due

  ​ ​ ​

Past Due

  ​ ​ ​

90 Days

  ​ ​ ​

Past Due

  ​ ​ ​

Current

  ​ ​ ​

Receivables

  ​ ​ ​

Accruing

 

(In thousands)

Residential

$

$

$

$

$

143,600

$

143,600

$

Commercial real estate

 

 

 

79

 

79

 

88,021

 

88,100

 

Commercial and industrial

 

449

 

 

 

449

 

7,491

 

7,940

 

BHG loans

 

 

 

 

 

34,778

 

34,778

 

Consumer

 

 

 

 

 

26,544

 

26,544

 

$

449

$

$

79

$

528

$

300,434

$

300,962

$

At March 31, 2026, there were two loans in non-accrual status totaling $90,000; one residential mortgage loan totaling $42,000 was not included in the above table because it was current as of March 31, 2026. Continued payment performance is required in order to return the loan to accrued status.

At December 31, 2025, there were three loans in non-accrual status totaling $121,000; one residential mortgage loan totaling $42,000 was not included in the above table because it was current as of December 31, 2025. Continued payment performance is required in order to return the loan to accrued status. The following table presents information regarding non-accrual loans:

  ​ ​ ​

March 31, 2026

Non-accrual Loans

Non-accrual Loans

without Allowance

Total Loans

with Allowance for

for

on

Credit Loss

  ​ ​ ​

Credit Loss

  ​ ​ ​

Non-accrual

 

(In thousands)

Residential

$

$

42

$

42

Commercial real estate

 

 

48

 

48

$

$

90

$

90

22

Table of Contents

  ​ ​ ​

December 31, 2025

Non-accrual Loans

Non-accrual Loans

without Allowance

Total Loans

with Allowance for

for

on

 

Credit Loss

  ​ ​ ​

Credit Loss

  ​ ​ ​

Non-accrual

 

(In thousands)

Residential

$

$

42

$

42

Commercial and industrial

 

 

79

 

79

$

$

121

$

121

Modified Loans

Occasionally, the Company will modify the contractual terms of loans to a borrower experiencing financial difficulties as a way to mitigate loss, proactively work with borrowers in financial difficulty, or to comply with regulations regarding the treatment of certain bankruptcy filing and discharge situations. Typically, such modifications may consist of a reduction in interest rate to a below market rate, taking into account the credit quality of the note, extension of additional credit based on receipt of adequate collateral, or a deferment or reduction of payments (principal or interest) which materially alters the Company’s position or significantly extends the note’s maturity date, such that the present value of cash flows to be received is materially less than those contractually established at the loan’s origination.

When principal forgiveness is provided, the amount forgiven is charged-off against the allowance for credit losses on loans. The following table shows the amortized cost basis at December 31, 2025 and 2024, respectively, of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted:

  ​ ​ ​

Three Months Ended March 31, 2026

% of Total

Class of

Payment

Financing

Deferred

  ​ ​ ​

Receivable

 

(Dollars in thousands)

Residential real estate

$

0.00

%  

Commercial real estate

1,295

1.50

%  

Total

$

1,295

  ​ ​ ​

Three Months Ended March 31, 2025

% of Total

Class of

Payment

Financing

Deferred

  ​ ​ ​

Receivable

 

(Dollars in thousands)

Residential real estate

$

42

0.03

%  

Total

$

42

There were no charge-offs or payment defaults for any loans modified loans to borrowers in financial difficulty during the twelve months that preceded March 31, 2026 nor 2025; the referenced loans remained current as of these respective dates.

23

Table of Contents

6. DEPOSITS

  ​ ​ ​

March 31, 

December 31, 

2026

  ​ ​ ​

2025

 

(In thousands)

Interest checking

$

64,937

$

66,119

Non-Interest checking

 

8,546

 

9,938

Money market

 

17,818

 

15,988

Savings and club

 

20,964

 

24,080

Total non-certificate accounts

 

112,265

 

116,125

Certificates of deposit (1)

 

173,520

 

174,825

Total deposits

$

285,785

$

290,950

(1)Included in certificates of deposit are brokered deposits that amounted to $60,639,000, and $68,702,000, at March 31, 2026, December 31, 2025, respectively.

Certificates of deposit with balances of more than $250,000 totaled approximately $95,532,000, and $100,844,000, at March 31, 2026, and December 31, 2025, respectively.

The scheduled maturities of certificates of deposit were as follows:

  ​ ​ ​

March 31, 

2026

Weighted

Average

Maturity

 

Amount

  ​ ​ ​

Rate

  ​ ​ ​

 

(Dollars in thousands)

2026

$

91,778

 

3.41

%  

2027

 

36,223

 

3.57

%  

2028

 

18,836

 

4.09

%  

2029

 

9,165

 

4.33

%  

2030

 

9,249

 

3.86

%  

2031

 

4,269

 

3.77

%  

2035

 

4,000

 

4.10

%  

$

173,520

3.61

%  

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Table of Contents

7. BORROWINGS

  ​ ​ ​

March 31, 

December 31, 

2026

2025

Weighted Average

Weighted Average

Amount

  ​ ​ ​

Rate

  ​ ​ ​

Amount

  ​ ​ ​

Rate

  ​ ​ ​

Federal Home Loan Bank

(In thousands)

Fixed Rate Advances:

 

  ​

 

  ​

 

  ​

 

  ​

 

Overnight borrowing

$

 

0.00

%  

$

 

0.00

%  

2026

 

7,000

 

4.02

%  

 

9,000

 

4.06

%  

2027

 

7,686

 

4.08

%  

 

7,686

 

4.08

%  

2028

 

8,111

 

3.89

%  

 

8,111

 

3.89

%  

2029

 

5,000

 

4.01

%  

 

5,000

 

4.01

%  

2030

 

10,000

 

3.75

%  

 

10,000

 

3.75

%  

2034

 

1,000

 

3.42

%  

 

1,000

 

3.42

%  

2035

 

6,000

 

3.42

%  

 

6,000

 

3.42

%  

Total FHLB Advances (1)

$

44,797

 

3.85

%  

$

46,797

 

3.87

%  

FRB Advances

 

  ​

 

  ​

 

  ​

 

  ​

2025

$

 

0.00

%  

$

 

0.00

%  

Total FRB Advances

$

 

0.00

%  

$

 

0.00

%  

Senior Notes (UR Bancorp)

 

  ​

 

  ​

 

  ​

 

  ​

2026

$

4,000

 

6.19

%  

$

4,000

 

6.19

%  

2027

1,175

 

6.50

%  

 

1,175

 

6.50

%  

2028

 

1,600

 

6.13

%  

 

1,600

 

6.13

%  

Total Senior Notes

$

6,775

 

6.23

%  

$

6,775

 

6.23

%  

Total Borrowings

$

51,572

 

4.16

%  

$

53,572

 

4.17

%  

(1)Includes various advances callable by the FHLB totaling $19,000,000 as of March 31, 2026 and $19,000,000 as of December 31, 2025.

The Bank obtains advances from the FHLB which are secured by securities or mortgage loans under a collateral pledge agreement. The Bank also has the ability to borrow from the FRB Discount window which is also collateralized by securities and loans. The available borrowing capacity with the FHLB at March 31, 2026 and December 31, 2025 was $52,367,000, and $44,356,000, respectively. The available borrowing capacity with the FRB at March 31, 2026 and December 31, 2025 was $22,139,000, and $23,273,000, respectively.

United Roosevelt Bancorp (predecessor to the Company), in November 2022, commenced a private offering via a Private Placement memorandum to qualified investors of senior unsecured notes. The notes issued carry interest rates and maturities as outlined in the above table. The Company may commence additional offerings of new tranches of senior notes if opportunities arise and the returns on the additional amounts raised is determined to be economically viable.

The Company had municipal letters of credit with the FHLB in the amounts of $5,900,000 as of March 31, 2026. The Company also had municipal letters of credit with the FHLB in the amounts of $5,900,000 as of December 31, 2025. The letters of credit serve as collateral for certain municipal deposits. As of March 31, 2026, and as of December 31, 2025, there were no outstanding balances on these letters of credit.

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Table of Contents

8. Regulatory Capital

The following table presents a reconciliation of capital per GAAP and regulatory capital and information as to the Bank’s capital levels at the dates presented:

  ​ ​ ​

March 31, 

December 31, 

 

2026

  ​ ​ ​

2025

 

(In thousands)

 

Bank GAAP surplus and retained earnings

$

34,040

$

26,072

Unrealized loss (gain) on securities available for sale

 

457

 

349

Benefit plan adjustments

 

121

 

121

Core and tangible capital

 

34,618

 

26,542

Allowance for credit losses

 

2,466

 

2,367

Total regulatory capital

$

37,084

$

28,909

Federal regulations require federally insured depository institutions to meet several minimum capital standards as set forth in the tables below.

Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices.

Capital amounts and classifications also are subject to qualitative judgments by the regulators about capital components, risk weighting, and other factors. Prompt corrective action provisions are not applicable to bank holding companies.

Federal banking regulations require the bank to maintain minimum amounts and ratios of common equity Tier 1, Tier 1 and total capital to risk-weighted assets and Tier 1 capital to average assets, as set forth in the table below. Additionally, community banking institutions must maintain a capital conservation buffer of common equity Tier I capital in an amount greater than 2.5% total risk-weighted assets to avoid being subject to limitations on capital distributions and discretionary bonuses.

  ​ ​ ​

March 31, 2026

 

To be Well Capitalized

For Capital Adequacy

Under Prompt Corrective

 

Bank Actual

Purposes

Action Provisions

Amount

  ​ ​ ​

Ratio

  ​ ​ ​

Amount

  ​ ​ ​

Ratio

  ​ ​ ​

Amount

  ​ ​ ​

Ratio

 

(Dollar amounts in thousands)

 

Total capital (to risk-weighted assets)

$

37,084

 

14.43

%  

$

20,564

 

8.00

%  

$

25,705

 

10.00

%

Tier 1 capital (to risk-weighted assets)

 

34,618

 

13.47

%  

 

15,423

 

6.00

%  

 

20,564

 

8.00

%

Common equity Tier 1 (to risk-weighted assets)

 

34,618

 

13.47

%  

 

11,567

 

4.50

%  

 

16,708

 

6.50

%

Tier 1 capital (Leverage) (to average total assets)

 

34,618

 

8.94

%  

 

15,490

 

4.00

%  

 

19,363

 

5.00

%

26

Table of Contents

  ​ ​ ​

December 31, 2025

 

To be Well Capitalized

For Capital Adequacy

Under Prompt Corrective

 

Bank Actual

Purposes

Action Provisions

Amount

  ​ ​ ​

Ratio

  ​ ​ ​

Amount

  ​ ​ ​

Ratio

  ​ ​ ​

Amount

  ​ ​ ​

Ratio

 

(Dollar amounts in thousands)

 

Total capital (to risk-weighted assets)

$

28,909

 

11.58

%  

$

19,965

 

8.00

%  

$

24,956

 

10.00

%

Tier 1 capital (to risk-weighted assets)

 

26,542

 

10.64

%  

 

14,974

 

6.00

%  

 

19,965

 

8.00

%

Common equity Tier 1 (to risk-weighted assets)

 

26,542

 

10.64

%  

 

11,230

 

4.50

%  

 

16,222

 

6.50

%

Tier 1 capital (Leverage) (to average total assets)

 

26,542

 

7.38

%  

 

14,379

 

4.00

%  

 

17,974

 

5.00

%

As of the most recent notification from the Federal Deposit Insurance Corporation, the Bank was categorized as well capitalized under the regulatory framework for prompt corrective action. There are no conditions existing or events which have occurred since notification that management believes have changed the Bank’s category.

9. Fair Value Measurements

Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts the Company could have realized in a sale transaction on the dates indicated. The estimated fair value amounts have been measured as of their respective year-ends and have not been re-evaluated or updated for purposes of these financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to the respective reporting dates may be different than the amounts reported at each year-end.

There were no liabilities measured at fair value on a recurring basis as of the periods presented. For assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy used at March 31, 2026 and at December 31, 2025 are as follows:

  ​ ​ ​

Assets at Fair Value 

as of March 31, 2026

Assets at Fair Value

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

  ​ ​ ​

Total

(In thousands)

Securities available for sale:

 

  ​

 

  ​

 

  ​

 

  ​

Mortgage-Backed Securities

$

$

4,436

$

$

4,436

CMO

 

 

14,105

 

 

14,105

Corporate Bonds

 

 

1,019

 

 

1,019

Agency Securities

 

 

1,875

 

 

1,875

Small Business Administration

 

 

5,039

 

 

5,039

$

$

26,474

$

$

26,474

  ​ ​ ​

Assets at Fair Value

as of December 31, 2025

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

  ​ ​ ​

Total

(In thousands)

Securities available for sale:

 

  ​

 

  ​

 

  ​

 

  ​

Mortgage-Backed Securities

$

$

3,729

$

$

3,729

CMO

 

 

14,127

 

 

14,127

Corporate Bonds

 

 

1,015

 

 

1,015

Agency Securities

 

 

1,886

 

 

1,886

Small Business Administration

 

 

5,077

 

 

5,077

$

$

25,834

$

$

25,834

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Table of Contents

The estimated fair values, and related carrying amounts, of the Company’s financial instruments are as follows. Certain financial instruments and all nonfinancial instruments are exempt from disclosure requirements. Accordingly, the aggregate fair value amounts presented herein do not represent the underlying fair value of the Company.

Fair Value

Carrying

  ​ ​ ​

Amount

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

(In thousands)

March 31, 2026

Financial assets:

Cash and cash equivalents (including CD investments)

$

17,996

$

17,996

$

$

Securities available for sale

 

26,474

 

 

26,474

 

Securities held to maturity

 

11,777

 

 

9,041

 

2,500

Restricted stock in banks

 

2,359

 

 

 

2,359

Loans, net

 

304,741

 

 

 

305,958

Accrued interest receivable

 

1,492

 

 

1,492

 

Financial liabilities:

 

 

  ​

 

 

Deposits

 

285,785

 

 

 

272,754

Mortgagors' escrow accounts

 

1,498

 

 

1,498

 

Federal Home Loan Bank advances

 

44,797

 

 

44,773

 

Senior notes payable

 

6,775

 

 

 

6,726

Accrued interest payable

 

420

 

 

420

 

December 31, 2025

 

  ​

 

  ​

 

  ​

 

  ​

Financial assets:

 

  ​

 

  ​

 

  ​

 

  ​

Cash and cash equivalents (including CD investments)

$

8,391

$

8,391

$

$

Securities available for sale

 

25,834

 

 

25,834

 

Securities held to maturity

 

12,789

 

 

10,032

 

2,500

Restricted stock in banks

 

2,449

 

 

 

2,449

Loans, net

 

300,438

 

 

 

302,035

Accrued interest receivable

 

1,481

 

 

1,481

 

Financial liabilities:

 

  ​

 

  ​

 

  ​

 

  ​

Deposits

 

290,950

 

 

 

281,244

Mortgagors' escrow accounts

 

1,401

 

 

1,401

 

Federal Home Loan Bank and FRB advances

 

46,797

 

 

47,049

 

Senior notes payable

 

6,775

 

 

 

6,689

Accrued interest payable

 

352

 

 

352

 

The following valuation techniques were used to measure fair value of assets in the tables above.

The fair value of securities available-for-sale and held-to-maturity are determined by obtaining quoted market prices on nationally recognized securities exchanges (Level 1), or matrix pricing (Level 2), which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted prices. For certain securities, which are not traded in active markets or are subject to transfer restrictions, valuations are adjusted to reflect illiquidity and/or non-transferability, and such adjustments are generally based on available market evidence (Level 3).

The fair value of cash and cash equivalents, restricted bank stock, accrued interest receivable, mortgage escrows, and accrued interest payable are measured at the Company’s carrying amount.

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Table of Contents

The fair value of loans, deposits, borrowings, and senior notes payable are measured on a discounted cash flow basis using current rates and terms.

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

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

Overview

We offer a variety of deposit accounts, including certificate of deposit accounts, money market accounts, savings accounts, and interest-bearing and noninterest-bearing checking accounts.

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provision for credit losses, noninterest income and noninterest expense. Noninterest income currently consists primarily of customer service fees, gains/losses on sales of available for sale securities, and income on bank owned life insurance. Noninterest expense consists primarily of expenses related to salary and employee benefits and director fees, occupancy and equipment, data processing, marketing and charitable contribution expense, professional fees, federal deposit insurance assessments and other general and administrative expenses.

Our results of operations also may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

Cautionary Note Regarding Forward-Looking Statements

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

statements of our goals, intentions and expectations;
statements regarding our business plans, prospects, growth and operating strategies;
statements regarding the quality of our loan portfolio; and
estimates of our risks and future costs and benefits.

These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. We are under no duty to and do not undertake any obligation to update any forward-looking statements.

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

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Table of Contents

general economic conditions, either nationally or in our market areas, that are worse than expected including as a result of employment levels and labor shortages and the effects of inflation, a potential recession or slowed economic growth caused by tariffs and retaliatory responses, supply chain disruptions or otherwise;
inflation and changes in the interest rate environment that reduce our margins and yields, our mortgage banking revenues, the fair value of financial instruments, including our mortgage servicing rights asset, or our level of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make;
changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan and lease losses;
changes in liquidity, including the size and composition of our deposit portfolio, including the percentage of uninsured deposits in the portfolio;
our ability to access cost-effective funding;
fluctuations in real estate values and both residential and commercial real estate market conditions;
demand for loans and deposits in our market area;
our ability to implement and change our business strategies;
competition among depository and other financial institutions;
adverse changes in the securities or secondary mortgage markets;
changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees, capital requirements and insurance premiums;
changes in the quality or composition of our loan or investment portfolios;
technological changes that may be more difficult or expensive than expected;
the inability of third-party providers to perform as expected;
a failure or breach of our operational or security systems or infrastructure, including cyberattacks;
our ability to manage market risk, credit risk and operational risk;
our ability to enter new markets successfully and capitalize on growth opportunities;
changes in consumer spending, borrowing and savings habits;
changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the SEC or the Public Company Accounting Oversight Board;
our ability to attract and retain key employees; and
changes in the financial condition, results of operations or future prospects of issuers of securities that we own.

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Table of Contents

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements. Except as required by applicable law or regulation, the Company assumes no obligation and disclaims any obligation to update any forward-looking statements.

Significant Accounting Policies and Use of Critical Accounting Estimates

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

The Jumpstart Our Business Startups Act of 2012 contains provisions that, among other things, reduce certain reporting requirements for qualifying public companies. As an “emerging growth company” we may delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We intend to take advantage of the benefits of this extended transition period. Accordingly, our consolidated financial statements may not be comparable to companies that comply with such new or revised accounting standards.

We consider the following accounting policies to be our critical accounting policies:

Allowance for Credit Losses. The allowance for credit losses (“ACL”) is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the allowance when management believes the uncollectability of a loan balance is confirmed. Management evaluates the appropriateness of the ACL on loans quarterly. This evaluation is inherently subjective as it requires material estimates that may be susceptible to significant change from period to period.

Management estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. A reversion methodology is applied beyond the reasonable and supportable forecasts. Qualitative adjustments are then considered for differences in current loan-specific risk characteristics, such as differences in underwriting standards, portfolio mix, delinquency level, or term as well as for changes in environmental conditions, such as changes in unemployment rates, property values, or other relevant factors, that may include, but are not limited to, results of internal loan reviews, examinations by bank regulatory agencies, or other such events such as a natural disaster. The ACL on loans represents our estimated risk of loss within its loan portfolio as of the reporting date. To appropriately measure expected credit losses, management disaggregates the loan portfolio into pools of similar risk characteristics.

Management may also adjust its assumptions to account for differences between expected and actual losses from period-to-period. The variability of management’s assumptions could alter the ACL on loans materially and impact future results of operations and financial condition. The loss estimation models and methods used to determine the ACL are continually refined and enhanced.

Comparison of Financial Condition at March 31, 2026 and 2025

Total Assets. Total assets increased $12.6 million, or 3.4%, to $380.6 million at March 31, 2026 from $368.0 million at December 31, 2025. This increase was primarily the result of increases in cash and cash equivalents as well as net loans, partially offset by a decrease in other assets.

Cash and Cash Equivalents. Cash and cash equivalents increased $9.6 million, or 114.5%, to $18.0 million at March 31, 2026 from $8.4 million at December 31, 2025, primarily due to capital raised in the conversion stock offering.

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Table of Contents

Securities Available for Sale. Securities available-for-sale increased by $0.7 million, or 2.5%, to $26.5 million at March 31, 2026 from $25.8 million at December 31, 2025. This increase was due to efforts to continue to maintain a diversified balance sheet, replace maturing investments within the securities held-to-maturity portfolio with investments in the securities available-for-sale portfolio, and enhance our liquidity position by purchasing securities available-for-sale and that may be pledged as collateral for potential future borrowing needs.

Securities Held-to-Maturity. Securities held-to-maturity decreased by $1.0 million, or 7.9%, to $11.8 million at March 31, 2026 from $12.8 million at December 31, 2025, primarily due to maturities. The funds from maturities were used to fund loans and the purchase of securities available-for-sale.

Loans Receivable, Net. Loans receivable, net, increased by $4.3 million, or 1.4%, to $304.7 million at March 31, 2026 from $300.4 million at December 31, 2025. One- to four-family residential mortgage loans increased by $3.9 million, or 2.8%, to $147.5 million at March 31, 2026 from $143.6 million at December 31, 2025. Commercial real estate loans (inclusive of multifamily and construction loans) decreased $1.8 million, or 2.0%, to $86.3 million at March 31, 2026 from $88.1 million at December 31, 2025. Commercial and industrial loans purchased from Bankers Healthcare Group, LLC (“Bankers Healthcare Group”) decreased by $2.5 million, or 7.1%, to $32.3 million at March 31, 2026 from $34.8 million at December 31, 2025. Other commercial and industrial loans increased by $87,000, or 1.1%, to $8.0 million at March 31, 2026 from $7.9 million at December 31, 2025. Consumer loans increased by $4.6 million, or 17.1%, to $31.1 million at March 31, 2026 from $26.5 million at December 31, 2025.

Bank Owned Life Insurance. Bank owned life insurance increased by $63,000, or 0.9%, to $7.1 million at March 31, 2026 from $7.0 million at December 31, 2025, due to an increase in the cash surrender value of the existing policies. We invest in bank owned life insurance to help offset the costs of our employee benefit plan obligations. Bank owned life insurance also generally provides non-interest income that is non-taxable.

Deposits. Deposits decreased by $5.2 million, or 1.8%, to $285.8 million at March 31, 2026 from $291.0 million at December 31, 2025. Interest-bearing checking accounts decreased by $1.2 million, or 1.8%, to $64.9 million at March 31, 2026 from $66.1 million at December 31, 2025. Non-interest-bearing checking accounts decreased by $1.4 million, or 14.0%, to $8.5 million at March 31, 2026 from $9.9 million at December 31, 2025. Money market accounts increased by $1.8 million, or 11.4%, to $17.8 million at March 31, 2026 from $16.0 million at December 31, 2025. Savings and club accounts decreased by $3.1 million, or 12.9%, to $21.0 million at March 31, 2026 from $24.1 million at December 31, 2025. Brokered Certificates of deposit decreased by $8.1 million, or 11.7% to $60.6 million at March 31, 2026 from $68.7 million at December 31, 2025. Non-Brokered Certificates of deposit increased by $6.8 million, or 6.4% to $112.9 million at March 31, 2026 from $106.1 million at December 31, 2025.

Federal Home Loan Bank Advances. Federal Home Loan Bank advances decreased by $2.0 million, or 4.3%, to $44.8 million at March 31, 2026 from $46.8 million at December 31, 2025. This decrease was due to the maturity of existing advances and no need to replace the funds.

Total Equity. Total equity increased by $19.8 million, or 98.9%, to $39.8 million at March 31, 2026 from $20.0 million at December 31, 2025, primarily due to the capital raised in the conversion stock offering as well as net income of $155,000 for the three months ended March 31, 2026, and a decrease in other comprehensive loss of $108,000.

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Table of Contents

Average Balances and Yields. The following tables set forth average balances, average yields and costs, and certain other information for the periods indicated. Yields on tax-exempt securities have not been computed on a tax-equivalent basis, as the effects are immaterial. Average balances are calculated using daily average balances. Non-accrual loans are included in average balances only. Average yields include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense. Deferred loan fees are immaterial. Loan balances exclude loans held for sale.

At March 31, 

Three Months Ended March 31, 

 

2026

2026

2025

 

Weighted

Average

Average

 

Average

Outstanding

Average

Outstanding

Average

 

  ​ ​ ​

Yield/Rate

  ​ ​ ​

Balance

  ​ ​ ​

Interest

  ​ ​ ​

Yield/Rate

  ​ ​ ​

Balance

  ​ ​ ​

Interest

  ​ ​ ​

Yield/Rate

 

(Dollars in thousands)

 

Interest-earning assets:

Cash and cash equivalents

 

3.68

%

$

23,790

$

212

 

3.61

%

$

9,099

$

97

 

4.32

%

Investment in certificates of deposit

 

0.00

 

 

 

0.00

 

4,127

 

53

 

5.21

Securities available for sale

 

4.32

 

26,775

 

292

 

4.42

 

17,881

 

162

 

3.67

Securities held to maturity

 

3.32

 

12,503

 

101

 

3.28

 

19,002

 

139

 

2.97

Loans receivable, net

 

5.62

 

305,415

 

4,387

 

5.83

 

252,432

 

3,519

 

5.65

Other interest-earning assets

 

6.28

 

2,386

 

44

 

7.48

 

2,103

 

46

 

8.87

Total interest-earning assets

 

5.30

 

370,869

 

5,036

 

5.51

 

304,644

 

4,016

 

5.35

Noninterest-earning assets

 

  ​

 

16,762

 

  ​

 

  ​

 

11,359

 

  ​

 

  ​

Total assets

 

  ​

$

387,631

 

  ​

 

  ​

$

316,003

 

  ​

 

  ​

Interest-bearing liabilities:

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

 

  ​

Interest-bearing checking accounts

 

1.70

%  

$

64,381

 

268

 

1.69

%  

$

62,305

 

216

 

1.41

%

Money market accounts

 

2.07

 

25,901

 

132

 

2.07

 

21,018

 

110

 

2.12

Savings and club accounts

 

0.18

 

35,916

 

17

 

0.19

 

23,792

 

37

 

0.63

Brokered certificates of deposit

 

3.78

 

67,977

 

614

 

3.66

 

56,864

 

535

 

3.82

Non-brokered certificates of deposit

 

3.57

 

110,588

 

988

 

3.62

 

76,767

 

654

 

3.46

Total interest-bearing deposits

 

2.60

 

304,763

 

2,019

 

2.69

 

240,746

 

1,552

 

2.61

Senior notes

 

6.11

 

6,775

 

105

 

6.29

 

6,593

 

101

 

6.21

Federal Home Loan Bank advances

 

3.56

 

45,399

 

400

 

3.57

 

39,839

 

359

 

3.65

Federal Reserve Bank advances

 

4.20

 

 

 

0.00

 

2,591

 

30

 

4.70

Other interest-bearing liabilities

 

3.89

 

52,174

 

505

 

3.93

 

49,023

 

490

 

4.05

Total interest-bearing liabilities

 

2.79

 

356,937

 

2,524

 

2.87

 

289,769

 

2,042

 

2.86

Noninterest-bearing demand deposits

 

  ​

 

9,018

 

  ​

 

  ​

 

6,796

 

  ​

 

  ​

Other noninterest-bearing liabilities

 

  ​

 

1,284

 

  ​

 

  ​

 

954

 

  ​

 

  ​

Total liabilities

 

  ​

 

367,239

 

  ​

 

  ​

 

297,519

 

  ​

 

  ​

Total equity

 

  ​

 

20,392

 

  ​

 

  ​

 

18,484

 

  ​

 

  ​

Total liabilities and equity

 

  ​

 

387,631

 

  ​

 

  ​

 

316,003

 

  ​

 

  ​

Net interest income

 

  ​

 

  ​

$

2,512

 

  ​

 

  ​

$

1,974

 

  ​

Net interest rate spread (1)

 

2.51

%  

 

  ​

 

  ​

 

2.64

%  

 

  ​

 

  ​

 

2.49

%

Net interest-earning assets (2)

 

  ​

$

13,932

 

  ​

 

  ​

$

14,875

 

  ​

 

  ​

Net interest margin (3)

 

2.63

%  

 

  ​

 

  ​

 

2.75

%  

 

  ​

 

  ​

 

2.63

%

Average interest-earning assets to interest-bearing liabilities

 

104.16

%  

 

  ​

 

  ​

 

103.90

%  

 

  ​

 

  ​

 

105.13

%

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

(2)Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

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

Rate/Volume Analysis. The following tables present the effects of changing rates and volumes on net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior columns. Changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume. There are no out-of-period items or adjustments required to be excluded from the tables below.

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Table of Contents

Three Months Ended March 31, 2026 vs. 2025

Increase (Decrease) Due to:

Total Increase

  ​ ​ ​

Volume

  ​ ​ ​

Rate

  ​ ​ ​

(Decrease)

(In thousands)

Interest-earning assets:

Cash and cash equivalents

$

156

$

(41)

$

115

Investment in certificates of deposit

 

(53)

 

 

(53)

Securities available for sale

 

80

 

50

 

130

Securities held to maturity

 

(48)

 

10

 

(38)

Loans receivable, net

 

738

 

130

 

868

Other interest-earning assets

 

6

 

(8)

 

(2)

Total interest-earning assets

 

879

 

141

 

1,020

Interest-bearing liabilities:

 

  ​

 

  ​

 

  ​

Interest-bearing checking accounts

 

7

 

45

 

52

Money market accounts

 

26

 

(4)

 

22

Savings and club accounts

 

19

 

(39)

 

(20)

Brokered certificates of deposit

 

105

 

(26)

 

79

Non-brokered certificates of deposit

 

289

 

45

 

334

Total interest-bearing deposits

 

446

 

21

 

467

Senior notes

 

3

 

1

 

4

Federal Home Loan Bank advances

 

50

 

(9)

 

41

Federal Reserve Bank advances

 

(30)

 

 

(30)

Other interest-bearing liabilities

 

23

 

(8)

 

15

Total interest-bearing liabilities

 

469

 

13

 

482

Change in net interest income

$

410

$

128

$

538

Comparison of Operating Results for the Three Months Ended March 31, 2026 and 2025

Net Income. Net income was $155,000 for the three months ended March 31, 2026, compared to $133,000 for the three months ended March 31, 2025. The increase was primarily due to increases in net interest income and non-interest income, offset by increases in the provision for credit loss, non-interest expense, and income tax expense.

Interest and Dividend Income. Interest and dividend income increased $1.0 million, or 25.4%, to $5.0 million for the three months ended March 31, 2026, from $4.0 million for the three months ended March 31, 2025, primarily due to an increase in interest and fees on loans and interest on securities available for sale. The increase in interest and fees on loans resulted primarily from a $53.0 million increase in the average balance of loans to $305.4 million from $252.4 million and an increase in the average yield on loans to 5.83% for the three months ended March 31, 2026, from 5.65% for the three months ended March 31, 2025. The increase in interest on securities available for sale resulted primarily from an $8.9 million increase in the average balance of securities available for sale to $26.8 million from $17.9 million and an increase in the average yield on securities available for sale to 4.42% for the three months ended March 31, 2026, from 3.67% for the three months ended March 31, 2025.

Interest Expense. Interest expense increased $0.5 million, or 23.6%, to $2.5 million for the three months ended March 31, 2026, from $2.0 million for the three months ended March 31, 2025. The increase is primarily due to increased interest expense on deposits. Interest expense on deposit accounts increased $467,000, or 30.1%, to $2.0 million for the three months ended March 31, 2026, from $1.6 million for the three months ended March 31, 2025 due to an increase in the average balance of interest bearing deposits of $64.1 million, or 26.6%, to $304.8 million for the three months ended March 31, 2026, from $240.7 million for the three months ended March 31, 2025 and an increase in the average rate on deposits to 2.69% for the three months ended March 31, 2026, from 2.61% for the three months ended March 31, 2025 reflecting a higher market interest rate environment period-over-period.

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Table of Contents

Net Interest Income. Net interest income increased $538,000, or 27.3%, to $2.5 million for the three months ended March 31, 2026, from $2.0 million for the three months ended March 31, 2025, primarily due to an increase in the average balance of interest-earning assets of $66.2 million. Net interest rate spread increased to 2.64% for the three months ended March 31, 2026, from 2.49% for the three months ended March 31, 2025, while net interest margin increased to 2.75% for the three months ended March 31, 2026, from 2.63% for the three months ended March 31, 2025.

Provision for Credit Losses. Based on management’s analysis of the adequacy of allowance for credit losses, a provision of $99,000 was recorded for the three months ended March 31, 2026, compared to a credit adjustment of $41,000 for the three months ended March 31, 2025. The $140,000 increase was primarily due to the addition of new portfolios of consumer loans which historically have had higher delinquency rates, as well as increased uncertainty as to future economic conditions.

Non-Interest Income. Non-interest income increased $183,000, to $141,000 for the three months ended March 31, 2026, from a $42,000 loss for the three months ended March 31, 2025. The increase was due to an increase in fees and service charges, an increase in the cash surrender value of bank owned life insurance, and due to a loss on sales of securities for the three months ended March 31, 2025 with no similar activity in the 2026 period. Fees and service charges increased $9,000, or 17.3%, to $61,000 for the three months ended March 31, 2026, from $52,000 for the three months ended March 31, 2025. The increase in the cash surrender value of bank owned life insurance and annuities was $27,000, or 75.0%, to $63,000 for the three months ended March 31, 2026, from $36,000 for the three months ended March 31, 2025. Securities were sold in the three months ended March 31, 2025, to redeploy the funds into loans and investments available-for-sale at higher prevailing market interest rates.

Non-Interest Expense. Non-interest expense increased $627,000, or 35.8%, to $2.4 million for the three months ended March 31, 2026, from $1.8 million for the three months ended March 31, 2025. The increase was primarily due to increases in salaries and employee benefits, professional fees, and federal deposit insurance premiums and other expenses. Salaries and employee benefits increased $132,000, or 14.3%, to $1.0 million for the three months ended March 31, 2026, from $0.9 million for the three months ended March 31, 2025, primarily due to the addition of staff to support retail and online banking operations. Professional fees increased $48,000, or 40.7%, to $166,000 for the three months ended March 31, 2026, from $118,000 for the three months ended March 31, 2025, primarily due to added costs attributed to capital conversion. Federal deposit insurance premiums increased $30,000, or 37.0%, to $111,000 for the three months ended March 31, 2026, from $81,000 for the three months ended March 31, 2025 primarily related to the growth in deposits.

Other expenses increased $395,000, or 242.3%, to $558,000 for the three months ended March 31, 2026, from $163,000 for the three months ended March 31, 2025 primarily due to donation expense incurred as part of establishing charitable foundation..

Income Tax Expense. Income tax expense decreased $68,000, or 75.6%, to $22,000 for the three months ended March 31, 2026, from $90,000 for the three months ended March 31, 2025, primarily due to lower pre-tax income. The effective tax rate for the three months ended March 31, 2026 was 12.4%. The effective tax rate for the three months ended March 31, 2025 was 40.4%.

Liquidity and Capital Resources

Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities, and proceeds from maturities of securities. In addition, we have available credit facilities with the Federal Home Loan Bank of New York and the Federal Reserve Bank of New York. At March 31, 2026, we had the ability to borrow $103.1 million from the Federal Home Loan Bank of New York, of which $50.7 million was outstanding. At March 31, 2026, we also had available borrowing capacity of $22.1 million with the Federal Reserve Bank of New York, with no borrowings outstanding. For additional information, see note 7 of notes to consolidated financial statements.

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Table of Contents

While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments are greatly influenced by market interest rates, economic conditions, and competition. Our most liquid assets are cash and short-term investments. The levels of these assets depend on our operating, financing, lending, and investing activities during any given period.

Our cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities, and financing activities. For additional information, see the consolidated statements of cash for the three months ended March 31, 2026 and the year ended December 31, 2025 included as part of the consolidated financial statements appearing elsewhere in this Form 10-Q.

We are committed to maintaining a strong liquidity position. We monitor our liquidity position daily. We anticipate that we will have sufficient funds to meet our current funding commitments. Based on our deposit retention experience and current pricing strategy, we anticipate that a significant portion of maturing time deposits will be retained. The net proceeds from the stock offering will significantly increase our liquidity.

URSB Bancorp, Inc. is a separate legal entity from United Roosevelt Savings Bank and must provide for its own liquidity to pay its operating expenses and other financial obligations. URSB Bancorp, Inc’s primary source of income is dividends received from the Bank. The amount of dividends that the Bank may declare and pay to URSB Bancorp, Inc. is governed by applicable bank regulations. At March 31, 2026, URSB Bancorp, Inc. (on an unconsolidated basis) had liquid assets of $14.2 million.

At March 31, 2026, United Roosevelt Savings Bank exceeded all of its regulatory capital requirements and was categorized as well-capitalized at that date. Management is not aware of any conditions or events since the most recent notification of well-capitalized status that would change this categorization. For additional information, including tabular financial information regarding United Roosevelt Savings Bank’s regulatory capital levels relative to the requirements for well-capitalized status, see note 10 of the notes to consolidated financial statements. The net proceeds from the stock offering will increase capital resources.

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

Commitments. As a financial services provider, we routinely are a party to various financial instruments with off-balance-sheet risks, such as commitments to extend credit and unused lines of credit. While these contractual obligations represent our future cash requirements, a significant portion of commitments to extend credit may expire without being drawn upon. We anticipate that we will have sufficient funds available to meet our current lending commitments. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the statement of financial condition. The contract amounts of those instruments reflect the extent of involvement the Company has in those particular classes of financial instruments.

Contractual Obligations. In the ordinary course of business, we enter into certain contractual obligations, including operating leases for premises and equipment, among others.

Recent Accounting Pronouncements

For a discussion of the impact of recent accounting pronouncements on our consolidated financial condition and results of operations, see note 2 of the notes to consolidated financial statements.

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Table of Contents

Impact of Inflation and Changing Prices

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

Item 3. Quantitative and Qualitative Disclosures About Market Risk

General. Our most significant form of market risk is interest rate risk because, as a financial institution, the majority of our assets and liabilities are sensitive to changes in market interest rates. Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our financial condition and results of operations to changes in market interest rates. Our Asset Liability Committee is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk according to the policy and guidelines approved by our board of directors. The Asset Liability Committee meets at least quarterly, is comprised of directors, executive officers and certain senior management, and reports to the full board of directors on at least a quarterly basis. We currently utilize a third-party modeling program, prepared on a quarterly basis, to evaluate our sensitivity to changing interest rates, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the board of directors.

We seek to manage our interest rate risk in order to minimize the exposure of our earnings and capital to changes in interest rates. We have implemented the following strategies to manage our interest rate risk:

maintaining capital levels that exceed the thresholds for well-capitalized status under applicable regulations;
maintaining a prudent level of liquidity;
growing low-cost core deposit accounts;
using our investment securities portfolio as part of our balance sheet asset and liability and interest rate risk management strategy to reduce the impact of market interest rate movements on net interest income and economic value of equity;
using wholesale funding, such as Federal Home Loan Bank advances, brokered deposits and other wholesale deposits, in a prudent manner so as to lengthen the maturities of our interest-bearing liabilities; and
continuing to diversify our loan portfolio by seeking to grow commercial-related loans and consumer loans, which typically have shorter maturities.

Shortening the average term of our interest-earning assets by increasing our investments in shorter-term assets, as well as originating loans with variable interest rates, helps to match the maturities and interest rates of our assets and liabilities better, thereby reducing the exposure of our net interest income to changes in market interest rates.

Change in Net Interest Income. We analyze our sensitivity to changes in interest rates through a net interest income model. Net interest income is the difference between the interest income we earn on our interest-earning assets, such as loans and securities, and the interest we pay on our interest-bearing liabilities, such as deposits and borrowings.

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Table of Contents

The following table sets forth, as of March 31, 2026, the estimated changes in net interest income that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At March 31, 2026

 

Change in Interest Rates

Net Interest Income Year 1

 

(basis points) (1)

  ​ ​ ​

Forecast

  ​ ​ ​

Year 1 Change from Level

 

(Dollars in thousands)

 

400

$

7,921

(23.40)

%

300

 

8,564

(17.18)

%

200

 

9,191

(11.12)

%

100

 

9,791

(5.32)

%

Level

 

10,341

(100)

 

10,895

5.36

%

(200)

 

11,169

8.01

%

(300)

 

10,430

0.86

%

(1)

Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

The table above indicates that at March 31, 2026, we would have experienced an 11.12% decrease in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 8.01% increase in net interest income in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

The following table sets forth, as of December 31, 2025, the estimated changes in net interest income that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors, except for 400 basis point increase scenario for which the policy limit is 25.00%.

At December 31, 2025

Change in Interest Rates

Net Interest Income Year 1 

  ​ ​ ​

 

(basis points) (1)

  ​ ​ ​

Forecast

  ​ ​ ​

Year 1 Change from Level

 

(Dollars in thousands)

 

400

$

7,995

(24.42)

%

300

 

8,687

(17.88)

%

200

 

9,359

(11.52)

%

100

 

9,996

(5.50)

%

Level

 

10,578

(100)

 

11,103

4.96

%

(200)

 

11,447

8.22

%

(300)

 

10,767

1.79

%

(1)

Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

The table above indicates that at December 31, 2025, we would have experienced a 11.52% decrease in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and an 8.22% increase in net interest income in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

Economic Value of Equity. We also compute amounts by which the net present value of our assets and liabilities (economic value of equity or “EVE”) would change in the event of a range of assumed changes in market interest rates. This model uses a discounted cash flow analysis and an option-based pricing approach to measure the interest rate sensitivity of net portfolio value. The model estimates the economic value of each type of asset, liability and off-balance sheet contract under the assumptions that the United States Treasury yield curve increases instantaneously by the specified basis point increments or decreases instantaneously by the specified basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve.

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Table of Contents

The following table sets forth, as of March 31, 2026, the estimated changes in EVE that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At March 31, 2026

EVE as a Percentage of Present 

Value of Assets (3)

Estimated Increase (Decrease) in

Increase

Change in Interest

Estimated

EVE

(Decrease)

Rates (basis points) (1)

EVE (2)

Amount

  ​ ​ ​

Percent

  ​ ​ ​

EVE Ratio (4)

  ​ ​ ​

(basis points)

(Dollars in thousands)

400

  ​ ​ ​

$

38,816

  ​ ​ ​

$

(15,322)

  ​ ​ ​

(28.30)

%  

11.14

%  

(304)

300

 

42,962

 

(11,176)

 

(20.64)

%  

12.04

%  

(214)

200

 

46,820

 

(7,318)

 

(13.52)

%  

12.82

%  

(136)

100

 

50,717

 

(3,421)

 

(6.32)

%  

13.58

%  

(60)

Level

 

54,138

 

 

%  

14.18

%  

(100)

 

57,472

 

3,334

 

6.16

%  

14.73

%  

55

(200)

 

59,126

 

4,988

 

9.21

%  

14.86

%  

68

(300)

 

55,125

 

987

 

1.82

%  

13.61

%  

(57)

(1)

Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

(2)

EVE is the discounted present value of expected cash flows from assets, liabilities and off-balance sheet contracts.

(3)

Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.

(4)

EVE Ratio represents EVE divided by the present value of assets.

The table above indicates that at March 31, 2026, we would have experienced a 13.52% decrease in EVE in the event of an instantaneous parallel 200 basis point increase in market interest rates and an 9.21% increase in EVE in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

The following table sets forth, as of December 31, 2025, the estimated changes in EVE that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At December 31, 2025

EVE as a Percentage of Present

Value of Assets (3)

Estimated Increase (Decrease) in

Increase

Change in Interest

Estimated

EVE

(Decrease)

Rates (basis points) (1)

EVE (2)

Amount

  ​ ​ ​

Percent

  ​ ​ ​

EVE Ratio (4)

  ​ ​ ​

(basis points)

(Dollars in thousands)

400

  ​ ​ ​

$

22,694

  ​ ​ ​

$

(14,971)

  ​ ​ ​

(39.75)

%  

6.72

%  

(348)

300

 

26,727

 

(10,938)

 

(29.04)

%  

7.73

%  

(247)

200

 

30,537

 

(7,128)

 

(18.92)

%  

8.63

%  

(157)

100

 

34,327

 

(3,338)

 

(8.86)

%  

9.49

%  

(71)

Level

 

37,665

 

 

%  

10.20

%  

(100)

 

40,537

 

2,872

 

7.63

%  

10.74

%  

54

(200)

 

41,330

 

3,665

 

9.73

%  

10.76

%  

56

(300)

 

37,586

 

(79)

 

(0.21)

%  

9.62

%  

(58)

(1)

Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

(2)

EVE is the discounted present value of expected cash flows from assets, liabilities and off-balance sheet contracts.

(3)

Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.

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Table of Contents

(4)

EVE Ratio represents EVE divided by the present value of assets.

The table above indicates that at December 31, 2025, we would have experienced an 18.92% decrease in EVE in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 9.73% increase in EVE in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. The net interest income and net economic value tables presented assume that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the tables provide an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates, and actual results may differ.

Interest rate risk calculations also may not reflect the fair values of financial instruments. For example, decreases in market interest rates can increase the fair values of our loans, mortgage servicing rights, deposits and borrowings.

Item 4. Controls and Procedures

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of March 31, 2026. Based on that evaluation, the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective.

During the quarter ended March 31, 2026, there have been no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not subject to any pending legal proceedings. The Bank is subject to various legal actions arising in the normal course of business. In the opinion of management, the resolution of these legal actions is not expected to have a material adverse effect on the Company’s consolidated financial condition or results of operations.

Item 1A. Risk Factors

Not applicable, as the Company is a smaller reporting company.

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

During the quarter ended March 31, 2026, the Company did not sell any equity securities that were not registered under the Securities Act of 1933, as amended.

Effective March 26, 2026, the Company completed its initial public stock offering in connection with the mutual-to-stock conversion of United Roosevelt, MHC, the Bank’s former mutual holding company. In addition to contributing 20,000 shares of common stock to URSB Charitable Foundation, Inc., a charitable foundation established and funded in connection with the conversion transaction, the Company sold 2,314,375 shares of common stock at $10.00 per share pursuant to a Registration Statement on Form S-1, as amended (SEC File No. 333-290213), which was declared effective by the Securities and Exchange Commission on January 9, 2026. The stock offering resulted in gross offering proceeds of $23.1 million and net offering proceeds (after payment of offering expenses) of approximately $1.7 million. From the net offering proceeds, the Company lent $1.9 million to the Bank’s employee stock ownership plan (which used those funds to purchase 186,750 shares of the Company’s common stock in the stock offering), invested $9.0 million in the Bank as a capital contribution, and retained the remaining $10.5 million for general corporate purchases. Janney Montgomery Scott LLC served as the Company’s marketing agent in connection with the stock offering.

The Company did not repurchase any shares of its common stock during the quarter ended March 31, 2026.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended March 31, 2026, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of SEC Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement“ (as such term is defined in Item 408 of SEC Regulation S-K).

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Table of Contents

Item 6. Exhibits

See Exhibit Index.

EXHIBIT INDEX

Exhibit
No.

  ​ ​ ​

Description

31.1†

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2†

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1†

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2†

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS†

XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH†

XBRL Taxonomy Extension Schema Document

101.CAL†

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF†

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB†

XBRL Taxonomy Extension Label Linkbase Document

101.PRE†

XBRL Taxonomy Extension Presentation Linkbase Document

104†

Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

†  Filed herewith.

42

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, duly authorized.

Date: May 15, 2026

URSB BANCORP, INC.

(REGISTRANT)

By:

/s/ Kenneth R. Totten

Name:

Kenneth R. Totten

Title:

Chairman, President, Chief Executive Officer

(Principal Executive Officer)

By:

/s/ David Van Steyn

Name:

David Van Steyn

Title:

Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)

43

FAQ

How did URSB (URSB) perform financially in the first quarter of 2026?

URSB Bancorp earned net income of $155,000 in the first quarter of 2026, up from $133,000 a year earlier. Net interest income was $2.5 million and the bank reported basic and diluted earnings per share of $0.07 following its stock conversion.

What is URSB (URSB)’s balance sheet size and loan portfolio as of March 31, 2026?

As of March 31, 2026, URSB Bancorp reported $380.6 million in total assets. Net loans receivable were $304.7 million, primarily in residential real estate, commercial real estate, commercial and industrial loans, BHG-purchased loans, and consumer loans, reflecting a loan-focused community banking profile.

How strong is URSB (URSB)’s capital position after its mutual-to-stock conversion?

Following its March 26, 2026 conversion and stock offering, URSB Bancorp’s total equity rose to $39.8 million. The bank reported a total risk-based capital ratio of 14.43%, common equity Tier 1 ratio of 13.47%, and Tier 1 leverage ratio of 8.94%, all above well-capitalized levels.

What are URSB (URSB)’s deposit and borrowing levels at March 31, 2026?

URSB Bancorp reported total deposits of $285.8 million, including $173.5 million in certificates of deposit and $112.3 million in non-certificate accounts. Borrowings totaled $51.6 million, mainly Federal Home Loan Bank advances of $44.8 million and senior notes of $6.8 million, diversifying funding sources.

How is URSB (URSB)’s asset quality and allowance for credit losses?

Asset quality appears strong, with total non-accrual loans of $90,000 as of March 31, 2026. The allowance for credit losses on loans was $2.37 million, supported by a CECL methodology using the SCALE framework and qualitative factors tailored to each loan segment’s risk profile.

What net interest margin did URSB (URSB) generate in Q1 2026?

URSB Bancorp generated a net interest margin of 2.63% for the three months ended March 31, 2026. Total interest income was $5.0 million on average interest-earning assets of $370.9 million, while interest expense was $2.5 million on average interest-bearing liabilities of $356.9 million.