Princeton Bancorp - 10-Q quarterly report FY2025 Q3

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20429

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 September 30, 2025

☐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: 001-41589

PRINCETON BANCORP, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

88-4268702

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

183 Bayard Lane, Princeton, New Jersey 08540

(Address of principal executive offices) (Zip Code)

(609) 921-1700

(Registrant’s telephone number, including area code)

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

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Common stock, no par value

BPRN

The Nasdaq Global Market

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of November 7, 2025, there were 6,762,859 outstanding shares of the issuer’s common stock, no par value.

TABLE OF CONTENTS


PART I FINANCIAL INFORMATION

Item 1	Financial Statements
	Unaudited Consolidated Statements of Financial Condition - September 30, 2025 and December 31, 2024	3
	Unaudited Consolidated Statements of Income - three and nine months ended September 30, 2025 and 2024	4
	Unaudited Consolidated Statements of Comprehensive Income - three and nine months ended September 30, 2025 and 2024	5
	Unaudited Consolidated Statements of Changes in Stockholders’ Equity - three and nine months ended September 30, 2025 and 2024	6
	Unaudited Consolidated Statements of Cash Flows - nine months ended September 30, 2025 and 2024	7
	Notes to Unaudited Consolidated Financial Statements	8
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
Item 3	Quantitative and Qualitative Disclosure about Market Risk	38
Item 4	Controls and Procedures	38

PART II OTHER INFORMATION

Item 1	Legal Proceedings	39
Item 1A	Risk Factors	39
Item 2	Unregistered Sale of Equity Securities and Use of Proceeds	39
Item 3	Defaults Upon Senior Securities	39
Item 4	Mine Safety Disclosures	39
Item 5	Other Information	39
Item 6	Exhibits	40

PART I–FINANCIAL INFORMATION

Item 1. Financial Statements.

PRINCETON BANCORP, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in thousands, except share data)


	September 30, 2025			December 31, 2024
ASSETS
Cash and due from banks	$	18,170		$	16,915
Interest-earning bank balances		17,799			16,729
Federal funds sold		36,923			83,704
Total cash and cash equivalents		72,892			117,348
Securities available-for-sale, at fair value		209,928			247,171
Securities held-to-maturity (fair value $156 and $162, at September 30, 2025 and December 31, 2024, respectively)		155			161
Loans receivable, net of deferred fees and costs		1,793,787			1,818,875
Less: allowance for credit losses		(20,441	)		(23,657	)
Loan receivable, net		1,773,346			1,795,218
Bank-owned life insurance		70,706			72,111
Premises and equipment, net		17,148			17,804
Accrued interest receivable		7,566			7,975
Restricted investment in bank stock		2,341			2,075
Deferred taxes, net		18,974			20,276
Goodwill		14,381			14,381
Core deposit intangible		2,976			3,632
Other real estate owned		—			295
Operating lease right-of-use asset		20,152			21,903
Other assets		18,525			19,883
TOTAL ASSETS	$	2,229,090		$	2,340,233
LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Deposits:
Non-interest-bearing	$	294,333		$	300,972
Interest-bearing		1,634,252			1,731,653
Total deposits		1,928,585			2,032,625
Borrowings		—			—
Accrued interest payable		5,552			15,401
Operating lease liability		21,221			22,941
Other liabilities		7,125			7,226
TOTAL LIABILITIES		1,962,483			2,078,193
STOCKHOLDERS’ EQUITY:
Preferred stock, no par value; 2,000,000 shares authorized and none outstanding at September 30, 2025 and at December 31, 2024		—			—
Common stock, no par value; 15,000,000 shares authorized, 7,039,535 shares issued and 6,772,859 outstanding at September 30, 2025; 6,910,693 shares issued and 6,883,193 outstanding at December 31, 2024		—			—
Paid-in capital		122,559			119,908
Treasury stock, at cost; 266,676 shares at September 30, 2025 and 27,500 shares at December 31, 2024		(8,403	)		(842	)
Retained earnings		158,081			151,915
Accumulated other comprehensive loss		(5,630	)		(8,941	)
TOTAL STOCKHOLDERS’ EQUITY		266,607			262,040
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,229,090		$	2,340,233

See accompanying notes to unaudited consolidated financial statements.

PRINCETON BANCORP, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except share data)


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025		2024
INTEREST AND DIVIDEND INCOME
Loans receivable, including fees	$	29,927		$	28,135		$	89,171	$	79,109
Securities available-for-sale:
Taxable		2,214			1,273			7,128		2,838
Tax-exempt		278			285			841		857
Securities held-to-maturity		2			2			6		7
Other interest and dividend income		324			2,115			1,650		6,475
TOTAL INTEREST AND DIVIDEND INCOME		32,745			31,810			98,796		89,286
INTEREST EXPENSE
Deposits		13,081			14,701			41,552		40,761
Borrowings		45			—			58		—
TOTAL INTEREST EXPENSE		13,126			14,701			41,610		40,761
NET INTEREST INCOME		19,619			17,109			57,186		48,525
Provision for (reversal of) credit losses		(672	)		4,601			6,552		4,669
NET INTEREST INCOME AFTER PROVISION FOR (REVERSAL OF) CREDIT LOSSES		20,291			12,508			50,634		43,856
NON-INTEREST INCOME
(Loss) gain on sale of securities available-for-sale, net		—			(7	)		—		(7	)
Income from bank-owned life insurance		506			423			1,471		1,192
Fees and service charges		555			521			1,617		1,418
Loan fees, including prepayment penalties		926			784			2,304		2,445
Other		(79	)		335			957		1,080
TOTAL NON-INTEREST INCOME		1,908			2,056			6,349		6,128
NON-INTEREST EXPENSE
Salaries and employee benefits		7,093			6,556			21,358		19,519
Occupancy and equipment		2,146			2,087			6,578		5,966
Professional fees		1,067			654			2,549		1,780
Data processing and communications		1,708			1,456			4,877		4,020
Federal deposit insurance		370			316			1,318		868
Advertising and promotion		212			181			535		479
Office expense		113			190			461		464
Other real estate owned expense		—			—			27		—
Core deposit intangible		209			143			656		374
Merger-related expenses		—			7,803			—		7,803
Other		999			758			2,859		2,716
TOTAL NON-INTEREST EXPENSE		13,917			20,144			41,218		43,989
INCOME (LOSS) BEFORE INCOME TAX EXPENSE		8,282			(5,580	)		15,765		5,995
INCOME TAX EXPENSE (BENEFIT)		1,816			(1,124	)		3,233		980
NET INCOME (LOSS)	$	6,466		$	(4,456	)	$	12,532	$	5,015
Earnings (loss) per common share-basic	$	0.95		$	(0.68	)	$	1.83	$	0.78
Earnings (loss) per common share-diluted	$	0.95		$	(0.68	)	$	1.82	$	0.77

See accompanying notes to unaudited consolidated financial statements.

PRINCETON BANCORP, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands)


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
NET INCOME (LOSS)	$	6,466		$	(4,456	)	$	12,532		$	5,015
Other comprehensive income (loss)
Unrealized gains(losses) arising during period on securities available-for-sale		1,974			3,758			4,622			2,240
Relcassification adjustment for losses (gains) realized in income 1		—			7			—			7
Net unrealized gain (loss) income		1,974			3,765			4,622			2,247
Tax effect		(561	)		(1,072	)		(1,311	)		(639	)
Total other comprehensive income		1,413			2,693			3,311			1,608
COMPREHENSIVE INCOME (LOSS)	$	7,879		$	(1,763	)	$	15,843		$	6,623

Amounts are included in (loss) gain on call/sale of securities available-for-sale on the Consolidated Statements of Income as a separate element within total non-interest income.

See accompanying notes to unaudited consolidated financial statements.

PRINCETON BANCORP, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(Dollars in thousands, except share data)


											Accumulated
											Other
	Common		Paid-in		Treasury			Retained			Comprehensive
	Stock		Capital		Stock			Earnings			Loss			Total
Three Months Ended September 30, 2025 and 2024
Balance, July 1, 2024	$	—	$	99,179	$	(842	)	$	155,083		$	(8,579	)	$	244,841
Net income		—		—		—			(4,456	)		—			(4,456	)
Other comprehensive income		—		—		—			—			2,693			2,693
Dividends declared $0.30 per share		—		—		—			(1,878	)		—			(1,878	)
Dividend reinvestment plan (899 shares)		—		33		—			(33	)		—			—
Stock-based compensation expense		—		269		—			—			—			269
Acquisition of Cornerstone Financial Corporation (525,946 shares, $38.09 per share)		—		20,033		—			—			—			20,033
Balance, September 30, 2024	$	—	$	119,514	$	(842	)	$	148,716		$	(5,886	)	$	261,502
Balance, July 1, 2025	$	—	$	121,706	$	(6,485	)	$	153,768		$	(7,043	)	$	261,946
Net income		—		—		—			6,466			—			6,466
Other comprehensive income		—		—		—			—			1,413			1,413
Treasury stock repurchases (60,523 shares)		—		—		(1,918	)		—			—			(1,918	)
Stock options exercised (24,095 shares)		—		503		—			—			—			503
Dividends declared $0.35 per share		—		—		—			(2,125	)		—			(2,125	)
Dividend reinvestment plan (841 shares)		—		28		—			(28	)		—			—
Stock-based compensation expense		—		322		—			—			—			322
Balance, September 30, 2025	$	—	$	122,559	$	(8,403	)	$	158,081		$	(5,630	)	$	266,607


												Accumulated
												Other
	Common		Paid-in			Treasury			Retained			Comprehensive
	stock		Capital			Stock			Earnings			Loss			Total
Nine Months Ended September 30, 2025 and 2024
Balance, January 1, 2024	$	—	$	98,291		$	—		$	149,414		$	(7,494	)	$	240,211
Net income		—		—			—			5,015			—			5,015
Other comprehensive loss		—		—			—			—			1,608			1,608
Treasury stock repurchases (27,500 shares)		—		—			(842	)		—			—			(842	)
Stock options exercised (42,500 shares)		—		590			—			—			—			590
Share redemption for tax withholding on restricted stock vesting		—		(249	)		—			—			—			(249	)
Dividends declared $0.90 per share		—		—			—			(5,612	)		—			(5,612	)
Dividend reinvestment plan (3,058 shares)		—		101			—			(101	)		—			—
Stock-based compensation expense		—		748			—			—			—			748
Acquisition of Cornerstone Financial Corporation (525,946 shares, $38.09 per share)		—		20,033			—			—			—			20,033
Balance, September 30, 2024	$	—	$	119,514		$	(842	)	$	148,716		$	(5,886	)	$	261,502
Balance, January 1, 2025	$	—	$	119,908		$	(842	)	$	151,915		$	(8,941	)	$	262,040
Net income		—		—			—			12,532			—			12,532
Other comprehensive income		—		—			—			—			3,311			3,311
Treasury stock repurchases (239,176 shares)		—		—			(7,561	)					—			(7,561	)
Stock options exercised (79,395 shares)		—		1,844			—			—			—			1,844
Share redemption for tax withholding on restricted stock vesting		—		(227	)		—			—			—			(227	)
Dividends declared $0.95 per share		—		—			—			(6,273	)		—			(6,273	)
Dividend reinvestment plan (2,907 shares)		—		93			—			(93	)		—			—
Stock-based compensation expense		—		941			—			—			—			941
Balance, September 30, 2025	$	—	$	122,559		$	(8,403	)	$	158,081		$	(5,630	)	$	266,607

See accompanying notes to unaudited consolidated financial statements.

PRINCETON BANCORP, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


	Nine Months Ended September 30,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	12,532		$	5,015
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses		6,552			4,669
Depreciation and amortization		1,341			1,243
Stock-based compensation expense		941			747
Amortization of premiums and accretion of discounts on securities, net		140			49
Accretion of net deferred loan fees and costs		(4,254	)		(1,483	)
Loss on call/sale of securities available-for-sale		—			7
Increase in cash surrender value of bank-owned life insurance		(1,471	)		(1,192	)
Deferred income (benefit) tax		1,302			(877	)
Amortization of core deposit intangible		656			374
Decrease in accrued interest receivable and other assets		3,173			1,642
(Decrease) increase in accrued interest payable and other liabilities		(11,628	)		122
NET CASH PROVIDED BY OPERATING ACTIVITIES		9,284			10,316
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of available-for-sale securities		(11,590	)		(98,669	)
Maturities, calls and principal repayments of securities available-for-sale		52,312			16,842
Maturities, calls and principal repayments of securities held-to-maturity		6			30
Net decrease (increase) in loans		20,612			(26,093	)
Cash received from acquisition		—			7,866
Purchases of premises and equipment		(685	)		(862	)
Exchange of bank-owned life insurance		2,798			—
(Purchases) of equity method investments		(670	)		—
(Purchases) redemption of restricted bank stock		(266	)		(319	)
NET CASH USED IN INVESTMENT ACTIVITIES		62,517			(101,205	)
CASH FLOWS FROM FINANCING ACTIVITIES
Net (decrease) increase in deposits		(104,040	)		127,503
Cash dividends		(6,273	)		(5,612	)
Share redemption for tax witholding on restricted stock vesting		(227	)		(249	)
Purchase of treasury stock		(7,561	)		(842	)
Proceeds from exercise of stock options		1,844			590
NET CASH (USED) PROVIDED BY FINANCING ACTIVITIES		(116,257	)		121,390
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(44,456	)		30,501
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		117,348			150,557
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	72,892		$	181,058
SUPPLEMENTARY CASH FLOWS INFORMATION:
Interest paid	$	51,459		$	35,583
Income taxes paid	$	2,694		$	1,820
Net assets acquired from Cornerstone Bank	$	—		$	303,486
Net liabilities assumed from Cornerstone Bank	$	—		$	288,971

See accompanying notes to unaudited consolidated financial statements.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 1 – Summary of Significant Accounting Policies

Organization and Nature of Operations

The Bank of Princeton (the “Bank”) was incorporated on March 5, 2007, under the laws of the State of New Jersey and is a New Jersey state-chartered banking institution. The Bank was granted its bank charter on April 17, 2007, commenced operations on April 23, 2007, and is a full-service bank providing personal and business lending and deposit services. As a state-chartered bank, the Bank is subject to regulation by the New Jersey Department of Banking and Insurance and the Federal Deposit Insurance Corporation (“FDIC”). The area served by the Bank, through its 35 branches, is generally an area within an approximate 50-mile radius of Princeton, NJ, including parts of Burlington, Camden, Gloucester, Hunterdon, Mercer, Middlesex, Ocean, and Somerset Counties in New Jersey, and additional areas in portions of Philadelphia, Montgomery, and Bucks Counties in Pennsylvania. The Bank also has two retail branches and conducts loan origination activities in select areas of New York.

The Bank offers traditional retail banking services, one-to-four-family residential mortgage loans, multi-family and commercial mortgage loans, construction loans, commercial business loans and consumer loans, including home equity loans and lines of credit.

On January 10, 2023, Princeton Bancorp, Inc., a Pennsylvania corporation formed by the Bank (the “Company”), acquired all the outstanding stock of the Bank in a corporate reorganization. As a result, the Bank became the sole direct subsidiary of the Company, the Company became the holding company for the Bank and the stockholders of the Bank became stockholders of the Company. As of September 30, 2025, the Company and its subsidiaries had 242 total employees and 241 full-time equivalent employees.

On August 23, 2024, the Company completed the acquisition of Cornerstone Financial Corporation (“CFC”), the holding company for Cornerstone Bank, a New Jersey chartered state bank headquartered in Mt. Laurel, New Jersey that primarily served the South Jersey market. On that date, the Company acquired 100% of the outstanding common stock of CFC in exchange for the Company’s stock, CFC was merged into the Company, and Cornerstone Bank was merged with and into the Bank.

Basis of Financial Statement Presentation

The unaudited consolidated financial statements include the accounts of the Company, its wholly owned subsidiary, the Bank, and the Bank’s wholly owned subsidiaries: Bayard Lane, LLC, Bayard Properties, LLC, 112 Fifth Avenue, LLC, TBOP Delaware Investment Company and TBOP REIT, Inc. All significant inter-company accounts and transactions have been eliminated in consolidation.

The unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission and the FDIC. Accordingly, they do not include all the information and disclosures required by GAAP for annual financial statements. In management’s opinion, the unaudited consolidated financial statements contain all adjustments, which include normal and recurring adjustments necessary for a fair presentation of the financial position and results of operations for the interim periods presented. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These unaudited consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Because of uncertainties associated with estimating the amounts, timing and likelihood of possible outcomes, 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, and evaluation of the potential impairment of goodwill.

Management believes that the allowance for credit losses is adequate as of September 30, 2025. While management uses current information to recognize losses on loans, future additions to the allowance for credit losses may be necessary based on changes in economic conditions in the market area or other factors.

In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Company’s allowance for credit losses. Such agencies may require the Company to effect certain changes that result in additions to the allowance based on their judgments about information available to them at the time of their examinations.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 1 – Summary of Significant Accounting Policies (continued)

Segment Reporting

The Company adopted Accounting Standards Update (ASU) 2023-07 “Segment Reporting (Topic 280) - Improvement to Reportable Segment Disclosures” on January 1, 2024. The Company has determined that all of its banking divisions and subsidiaries meet the aggregation criteria of Accounting Standards Codification (ASC) 280, Segment Reporting, as its current operating model is structured whereby banking divisions and subsidiaries serve a similar customer base utilizing a company-wide offering of similar products and services managed through similar processes and platforms that are collectively reviewed by the Company’s Chief Executive Officer, who has been identified as the chief operating decision maker (“CODM”).

The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on net income calculated on the same basis as is net income reported in the Company’s consolidated statements of income. The CODM is also regularly provided with expense information at a level consistent with that disclosed in the Company’s consolidated statements of income.

Reclassifications

Certain amounts in the prior year consolidated financial statements have been reclassified to conform to the current year’s presentation.

Recent Accounting Pronouncements Adopted

Improvements to Income Tax Disclosures

In December 2023, the Financial Accounting Standards Board (FASB) issued (ASU) 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which enhances the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, as well as additional information about income taxes paid. The ASU also removes certain disclosures that are no longer considered cost beneficial or relevant.

The Company adopted ASU 2023-09 on January 1, 2025, on a prospective basis, as permitted by the guidance. The adoption did not impact on the Company’s consolidated financial condition, results of operations, or cash flows, but it will result in enhanced income tax disclosures beginning with the Company’s annual report for the fiscal year ended December 31, 2025.

Recent Accounting Pronouncements Not Yet Adopted

ASU 2023-06, “Disclosure Improvements” amends disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification. The effective dates will depend, in part, on whether an entity is already subject to the SEC’s current disclosure requirements. This ASU is not expected to have a material impact on the Company’s consolidated financial statements.

Note 2 – Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income by the weighted average number of common shares outstanding for the period adjusted to include the effect of outstanding stock options, if dilutive, using the treasury stock method. Shares issued during any period are weighted for the portion of the period they were outstanding.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 2 – Earnings Per Share (concluded)

The following schedule presents earnings per share data for the three and nine months ended September 30, 2025 and 2024 (in thousands, except per share data):


	Three months ended September 30,					Nine months ended September 30,
	2025		2024			2025		2024
Net income (loss) applicable to common stock	$	6,466	$	(4,456	)	$	12,532	$	5,015
Weighted average number of common shares outstanding		6,776		6,573			6,849		6,412
Basic earnings (loss) per share	$	0.95	$	(0.68	)	$	1.83	$	0.78
Net income (loss) applicable to common stock	$	6,466	$	(4,456	)	$	12,532	$	5,015
Weighted average number of common shares outstanding		6,776		6,573			6,849		6,412
Dilutive effect on common shares outstanding		19		—			35		84
Weighted average number of diluted common shares outstanding		6,795		6,573			6,884		6,496
Diluted earnings (loss) per share	$	0.95	$	(0.68	)	$	1.82	$	0.77

The following schedule presents stock options granted but not exercised and the amount of shares that were anti-dilutive because the weighted average exercise price equaled or exceeded the estimated fair value of our common stock for the three- and six-months period ended September 30, 2025, and 2024:


	Three months ended September 30,
	2025				2024
			Weighted Ave				Weighted Ave
	Options		Exercise Price		Options		Exercise Price
Options to purchase		186,603	$	26.95		—	$	—
Anti-dilutive		—	$	—		287,659	$	26.04


	Nine months ended September 30,
	2025				2024
			Weighted Ave				Weighted Ave
	Options		Exercise Price		Options		Exercise Price
Options to purchase		186,603	$	26.95		309,984	$	25.21
Anti-dilutive		—		—		—	$	—

Note 3 – Investment Securities

The following summarizes the amortized cost and fair value of securities available-for-sale at September 30, 2025 and December 31, 2024 with gross unrealized gains and losses therein:


	September 30, 2025
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
	(In thousands)
Available-for-sale
Mortgage-backed securities - U.S. government sponsored enterprises (GSEs)	$	159,819	$	770	$	(5,323	)	$	155,266
U.S. government agency securities		11,260		—		(791	)		10,469
Obligations of state and political subdivisions		42,444		15		(2,541	)		39,918
Small business association (SBA) securities		1,344		5		(3	)		1,346
U.S. treasury securities		2,926		3		—			2,929
Total	$	217,793	$	793	$	(8,658	)	$	209,928

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 3 – Investment Securities (continued)


	December 31, 2024
			Gross		Gross
	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
			(In thousands)
Available -for-sale
Mortgage-backed securities - U.S. government sponsored enterprises (GSEs)	$	197,792	$	422	$	(7,669	)	$	190,545
U.S. government agency securities		11,260		17		(1,077	)		10,200
Obligations of state and political subdivisions		43,895		1		(4,166	)		39,730
Small business association (SBA) securities		1,856		5		(4	)		1,857
U.S. treasury securities		4,855		1		(17	)		4,839
Total	$	259,658	$	446	$	(12,933	)	$	247,171

The unrealized losses, categorized by the length of time of continuous loss position, and the fair value of related securities available-for-sale at September 30, 2025 and December 31, 2024 are as follows:


	Less than 12 Months					More than 12 Months					Total
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
	(In thousands)
September 30, 2025
Mortgage-backed securities - U.S. government sponsored enterprises (GSEs)	$	31,883	$	(121	)	$	27,639	$	(5,202	)	$	59,522	$	(5,323	)
U.S. government agency securities		4,992		(8	)		5,635		(783	)		10,627		(791	)
Obligations of state and political subdivisions		759		—			31,358		(2,541	)		32,117		(2,541	)
Small business association (SBA) securities		693		(2	)		79		(1	)		772		(3	)
U.S. Treasuries		—		—			—		—			—		—
Total	$	38,327	$	(131	)	$	64,711	$	(8,527	)	$	103,038	$	(8,658	)


	Less than 12 Months					More than 12 Months					Total
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
	(In thousands)
December 31, 2024
Mortgage-backed securities - U.S. government sponsored enterprises (GSEs)	$	122,763	$	(1,157	)	$	29,229	$	(6,512	)	$	151,992	$	(7,669	)
U.S. government agency securities		129		—			5,183		(1,077	)		5,312		(1,077	)
Obligations of state and political subdivisions		3,664		(39	)		34,320		(4,127	)		37,984		(4,166	)
Small business association (SBA) securities		447		(1	)		449		(3	)		896		(4	)
U.S. Treasuries		2,846		(17	)		—		—			2,846		(17	)
	$	129,849	$	(1,214	)	$	69,181	$	(11,719	)	$	199,030	$	(12,933	)

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 3 – Investment Securities (concluded)

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


	Amortized		Fair
	Cost		Value
	(In thousands)
Due in one year or less	$	2,554	$	2,555
Due after one year through five years		10,849		10,776
Due after five years through ten years		41,234		38,397
Due after ten years		3,337		2,934
Mortgage-backed securities (GSEs)		159,819		155,266
	$	217,793	$	209,928

The Company uses a defined methodology for allowance for credit losses on its investment securities available-for-sale. The Company did not have an allowance for credit losses on its investment securities available-for-sale as of September 30, 2025 or 2024.

The Company’s securities primarily consist of the following types of instruments; U.S. guaranteed mortgage-backed securities, U.S. guaranteed agency bonds, state and political subdivision issued bonds, mortgage related securities guaranteed by the SBA and U.S. treasury notes. We believe it is reasonable to expect that the securities with a credit guarantee of the U.S. government will have a zero-credit loss. Therefore, no reserve was recorded for U.S. guaranteed securities or bonds at September 30, 2025. The state and political subdivision securities carry a minimum investment rating of A by either Moody’s or Standard and Poor’s. Some of the smaller municipalities also have insurance to cover the Company in the event of default. Therefore, the Company did not project a credit loss and no reserve was recorded as of September 30, 2025.

At September 30, 2025, the Company’s available-for-sale securities portfolio consisted of approximately 268 securities, of which 151 available-for-sale securities were in an unrealized loss position for more than twelve months and 24 available-for-sale securities were in an unrealized loss position for less than twelve months. The available-for-sale securities in an unrealized loss position for more than twelve months consisted of 97 municipal securities aggregating $31.3 million with a loss of $2.5 million, 49 mortgage-backed securities-GSE aggregating $27.6 million with a loss of $5.2 million, 1 agency security aggregating $5.6 million with a loss of $783 thousand and 4 SBA securities aggregating $79 thousand with a loss of $1 thousand. The Company does not intend to sell these securities, and it is not more likely than not that we will be required to sell these securities before recovery of their amortized cost basis. Unrealized losses primarily relate to interest rate fluctuations and not credit concerns.

Accrued interest receivable on investment securities represents interest earned but not yet collected on the Bank’s available-for-sale and held-to-maturity securities portfolios. Accrued interest receivable related to investments, at September 30, 2025, and December 31, 2024, was $7.6 million and $6.5 million, respectively. Accrued interest receivable is generally written off when collection of the underlying interest is deemed uncollectible, which typically occurs when the related security is placed on nonaccrual status. When a security is placed on nonaccrual, previously accrued but uncollected interest is reversed from interest income. There were no investment securities on nonaccrual status and no write-offs of accrued interest receivable for the nine-month period ended September 30, 2025 and for the year ended December 31, 2024.

There are no securities pledged as of September 30, 2025, and December 31, 2024.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable

Loans receivable, net at September 30, 2025 and December 31, 2024 were comprised of the following:


	September 30, 2025			December 31, 2024
	(In thousands)
Commercial real estate	$	1,353,039		$	1,385,085
Commercial and industrial		81,370			92,857
Construction		203,004			257,169
Residential first-lien mortgage		135,930			68,030
Home equity/consumer		22,799			18,133
Total loans		1,796,142			1,821,274
Deferred fees and costs		(2,355	)		(2,399	)
Loans, net	$	1,793,787		$	1,818,875

The Company purchased approximately $74.2 million in residential loans and $5.1 million in consumer loans during the nine months ended September 30, 2025. Besides the loans acquired in the acquisition of Cornerstone Bank in the third quarter of 2024, the Company did not purchase any loans during the year ended December 31, 2024.

The Company uses the discounted cash flow methodology in determining the appropriate quantitative adjustments, which projects future losses, based on historical and peer loss data, as part of the allowance for credit losses (“ACL”) reserve. Qualitative adjustments include and consider changes in national, regional, and local economic and business conditions, an assessment of the lending environment, including underwriting standards, and other factors affecting credit quality. There were no significant changes to the Company’s ACL methodology for the quarter ended September 30, 2025.

The following table presents the components of the allowance for credit losses:


	September 30, 2025			December 31, 2024
	(In thousands)
Allowance for credit losses - loans	$	(20,441	)	$	(23,657	)
Allowance for credit losses - off balance sheet		(397	)		(361	)
	$	(20,838	)	$	(24,018	)

The following table presents nonaccrual loans by segment of the loan portfolio as of September 30, 2025 and December 31, 2024:


	September 30, 2025				December 31, 2024
	With a Related Allowance		Without a Related Allowance		With a Related Allowance		Without a Related Allowance
	(In thousands)
Commercial real estate	$	—	$	15,285	$	18,502	$	6,939
Commercial and industrial		—		1,285		109		1,178
Construction		—		—		—		—
Residential first-lien mortgage		—		140		—		94
Home equity/consumer		—		—		—		19
Total nonaccrual loans	$	—	$	16,710	$	18,611	$	8,230

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable (continued)

The calculation of the allowance for credit losses does not include any accrued interest receivable. The Company’s policy is to write off any interest not collected after 90 days or when the ability to collect principal and interest according to the contractual terms is in doubt. During the nine months ended September 30, 2025, the Company wrote off $933 thousand in accrued interest receivable for loans, compared to $692 thousand for the nine months ended September 30, 2024. Accrued interest receivable related to loans, at September 30, 2025, and December 31, 2024, was $7.6 million and $6.5 million, respectively. The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loan receivables by the length of time a recorded payment is past due. The following table presents the segments of the loan portfolio, summarized by the past due status as of September 30, 2025:


	30-59 Days Past Due		60-89 Days Past Due		>90 Days Past Due		Total Past Due		Current		Total Loans Receivable		Loans Receivable >90 Days and Accruing
	(In thousands)
Commercial real estate	$	6,026	$	1,820	$	15,285	$	23,131	$	1,329,908	$	1,353,039	$	—
Commercial and industrial		248		16		1,285		1,549		79,821		81,370		—
Construction		—		—		—		—		203,004		203,004		—
Residential first-lien mortgage		1,705		84		140		1,929		134,001		135,930		—
Home equity/consumer		—		—		—		—		22,799		22,799		—
Total	$	7,979	$	1,920	$	16,710	$	26,609	$	1,769,533	$	1,796,142	$	—

The following table presents the segments of the loan portfolio summarized by the past due status as of December 31, 2024:


	30-59 Days Past Due		60-89 Days Past Due		>90 Days Past Due		Total Past Due		Current		Total Loans Receivable		Loans Receivable >90 Days and Accruing
	(In thousands)
Commercial real estate	$	—	$	—	$	25,441	$	25,441	$	1,359,644	$	1,385,085	$	—
Commercial and industrial		36		—		421		457		92,400		92,857		32
Construction		—		—		—		—		257,169		257,169		—
Residential first-lien mortgage		700		94		—		794		67,236		68,030		—
Home equity/consumer		—		—		—		—		18,133		18,133		—
Total	$	736	$	94	$	25,862	$	26,692	$	1,794,582	$	1,821,274	$	32

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation and current economic trends, among other factors. The Company evaluates risk ratings on an ongoing basis and assigns one of the following ratings: pass, special mention, substandard and doubtful. The Company engages a third party to review its assessment on a semiannual basis. The Company classifies residential and consumer loans as either performing or nonperforming based on payment status.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable (continued)

The following table summarizes total loans by year of origination, internally assigned credit grades and risk characteristics as of September 30, 2025. Gross charge-offs are included for the nine months ended September 30, 2025.


	2025		2024		2023		2022		2021		Prior		Revolving Loans		Total
	(Dollars in thousands)
Commercial real estate
Pass	$	57,432	$	128,366	$	164,147	$	300,794	$	130,646	$	542,083	$	5,856	$	1,329,324
Special mention		—		—		—		—		—		8,429		—		8,429
Substandard		—		—		—		—		—		15,285		—		15,285
Total commercial real estate		57,432		128,366		164,147		300,794		130,646		565,797		5,856		1,353,038
Current period gross charge-offs												9,950				9,950
Commercial and industrial																—
Pass		7,608		2,910		4,228		16,491		11,355		8,788		20,735		72,115
Special mention		—		—		—		—		—		674		—		674
Substandard		—		—		—		—		—		8,581		—		8,581
Total commercial and industrial		7,608		2,910		4,228		16,491		11,355		18,043		20,735		81,370
Current period gross charge-offs												83				83
Construction																—
Pass		5,000		5,124		—		9,290		31,349		12,181		139,912		202,856
Special mention		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		148		—		148
Total construction		5,000		5,124		—		9,290		31,349		12,329		139,912		203,004
Current period gross charge-offs												—				—
Residential first-lien mortgage																—
Performing		10,090		45,645		20,097		6,747		5,711		47,493		—		135,783
Nonperforming		—		—		—		—		—		147		—		147
Total residential first-lien mortgage		10,090		45,645		20,097		6,747		5,711		47,640		—		135,930
Home equity/consumer																—
Performing		6,578		1,061		923		1,348		1,056		470		11,308		22,744
Nonperforming		—		—		—		55		—		—		—		55
Total home equity/consumer		6,578		1,061		923		1,403		1,056		470		11,308		22,799
Total
Pass		86,708		183,106		189,395		334,670		180,117		611,015		177,811		1,762,822
Special mention		—		—		—		—		—		9,103		—		9,103
Substandard		—		—		—		55		—		24,161		—		24,216
Total loans	$	86,708	$	183,106	$	189,395	$	334,725	$	180,117	$	644,279	$	177,811	$	1,796,141

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable (continued)

The following table summarizes total loans by year of origination, internally assigned credit grades and risk characteristics as of December 31, 2024. Gross charge-offs are included for the year-ended December 31, 2024.


	2024		2023		2022		2021		2020		Prior		Revolving Loans		Total
	(Dollars in thousands)
Commercial real estate
Pass	$	143,453	$	168,828	$	309,379	$	136,509	$	58,755	$	537,532	$	2,600	$	1,357,056
Special mention		—		—		—		—		—		2,588		—		2,588
Substandard		—		—		—		—		6,938		18,503		—		25,441
Total commercial real estate		143,453		168,828		309,379		136,509		65,693		558,623		2,600		1,385,085
Current period gross charge-offs												236				236
Commercial and industrial
Pass		—		3,022		10,876		11,183		—		16,440		48,143		89,664
Special mention		—		—		—		—		—		1,906		—		1,906
Substandard		—		—		—		—		—		1,287		—		1,287
Total commercial and industrial		—		3,022		10,876		11,183		—		19,633		48,143		92,857
Current period gross charge-offs												516				516
Construction
Pass		17,765		22,109		46,558		92,841		16,431		242		61,223		257,169
Special mention		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		—		—		—
Total construction		17,765		22,109		46,558		92,841		16,431		242		61,223		257,169
Current period gross charge-offs												—				—
Residential first-lien mortgage
Performing		596		1,895		6,789		6,134		2,860		49,662		—		67,936
Nonperforming		—		—		—		—		—		94		—		94
Total residential first-lien mortgage		596		1,895		6,789		6,134		2,860		49,756		—		68,030
Home equity/consumer
Performing		1,234		967		556		—		—		—		15,357		18,114
Nonperforming		—		—		19		—		—		—		—		19
Total home equity/consumer		1,234		967		575		—		—		—		15,357		18,133
Total
Pass		163,048		196,821		374,158		246,667		78,046		603,876		127,323		1,789,939
Special mention		—		—		—		—		—		4,494		—		4,494
Substandard		—		—		19		—		6,938		19,884		—		26,841
Total loans	$	163,048	$	196,821	$	374,177	$	246,667	$	84,984	$	628,254	$	127,323	$	1,821,274

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable (continued)

The following table presents the allowance for credit losses on loans receivable at and for the three months ended September 30, 2025:


	Commercial real estate			Commercial and industrial			Construction			Residential first-lien mortgage		Home equity/ consumer		Total
	(In thousands)
Allowance for credit losses:
Beginning balance	$	18,050		$	1,016		$	429		$	1,358	$	161		21,014
Provision (reversal)1		(1,057	)		(62	)		(65	)		514		12		(658	)
Charge-offs		—			—			—			—		—		—
Recoveries		62			23			—			—		—		85
Total	$	17,055		$	977		$	364		$	1,872	$	173	$	20,441

The reversal of credit losses on the Consolidated Statement of Income is $672 thousand comprising of a decrease of $658 thousand to the allowance for loan loss and a $14 thousand decrease to the reserve for unfunded liabilities.

The following table presents the allowance for credit losses on loans receivable at and for the nine months ended September 30, 2025:


	Commercial real estate			Commercial and industrial			Construction			Residential first-lien mortgage		Home equity/ consumer		Total
	(In thousands)
Allowance for credit losses:
Beginning balance	$	20,821		$	1,173		$	609		$	893	$	161	$	23,657
Provision (reversal)1		6,105			(335	)		(245	)		979		12		6,516
Charge-offs		(9,950	)		(83	)		—			—		—		(10,033	)
Recoveries		79			222			—			—		—		301
Total	$	17,055		$	977		$	364		$	1,872	$	173	$	20,441

The provision for credit losses on the Consolidated Statement of Income is $6.6 million comprising of an increase of $6.5 million increase to the allowance for loan loss and a $36 thousand increase to the reserve for unfunded liabilities.

The following table presents the allowance for credit losses on loans receivable at and for the three months ended September 30, 2024:


	Commercial real estate		Commercial and industrial			Construction			Residential first-lien mortgage		Home equity/ consumer			Total
	(In thousands)
Allowance for credit losses:
Beginning balance	$	16,623	$	377		$	744		$	660	$	60		$	18,464
Purchased non-credit deteriorated loans1		2,106		15			546			271		214			3,152
Purchased credit deteriorated loans		110		4			11			13		16			154
Provision (reversal)1		1,482		867			(699	)		8		(122	)		1,536
Charge-offs		1		(279	)		—			—		—			(278	)
Recoveries		3		134			35			—		—			172
Total	$	20,325	$	1,118		$	637		$	952	$	168		$	23,200

The provision for credit losses on the Consolidated Statement of Income is $4.6 million comprising of an increase of $3.2 million related to purchased non-credit deteriorated loans acquired, $1.5 million increase to the allowance for loan loss and a $87 thousand reduction to the reserve for unfunded liabilities.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 4 – Loans Receivable (concluded)

The following table presents the allowance for credit losses on loans receivable at and for the nine months ended September 30, 2024:


	Commercial real estate			Commercial and industrial			Construction			Residential first-lien mortgage			Home equity/ consumer			Total
	(In thousands)
Allowance for credit losses:
Beginning balance	$	16,047		$	488		$	1,145		$	725		$	87		$	18,492
Purchased non-credit deteriorated loans1		2,106			15			546			271			214			3,152
Purchased credit deteriorated loans		110			4			11			13			16			154
Provision (reversal)1		2,219			756			(1,100	)		(57	)		(149	)		1,669
Charge-offs		(236	)		(409	)		—			—			—			(645	)
Recoveries		79			264			35			—			—			378
Total	$	20,325		$	1,118		$	637		$	952		$	168		$	23,200

The provision for credit losses on the Consolidated Statement of Income is $4.7 million comprising of an increase of $3.2 million related to purchased non-credit deteriorated loans acquired, $1.7 million increase to the allowance for loan loss and a $152 thousand reduction to the reserve for unfunded liabilities.

As of September 30, 2025, the Company had nine loans totaling $16.7 million that were individually analyzed for potential credit loss, and all nine loans have real estate as credit support. As of December 31, 2024, the Company had nine loans totaling $26.8 million that were individually analyzed for potential credit loss and all the loans have real estate credit support.

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 concessions 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 base 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. There were no modifications to borrowers with financial difficulties and no previously modified loans that defaulted during the nine months ended September 30, 2025, and the twelve-months ended December 31, 2024.

Note 5 – Deposits

The components of deposits were as follows:


	September 30, 2025				December 31, 2024
	(Dollars in thousands)
Demand, non-interest-bearing checking	$	294,333	15.26	%	$	300,972	14.80	%
Demand, interest-bearing checking		294,236	15.26	%		300,559	14.79	%
Savings		167,968	8.71	%		170,880	8.41	%
Money market		465,194	24.12	%		490,543	24.13	%
Time deposits, $250,000 and over		226,666	11.75	%		284,272	13.99	%
Time deposits, other		480,188	24.90	%		485,399	23.88	%
	$	1,928,585	100.00	%	$	2,032,625	100.00	%

Note 6 – Borrowings

The Company had no outstanding borrowings at September 30, 2025 and December 31, 2024.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 7 – Fair Value Measurements and Disclosures

The Company follows the guidance on fair value measurements now codified as FASB ASC Topic 820, “Fair Value Measurement” (“Topic 820”). Fair value measurements are not adjusted for transaction costs. Topic 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

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 sales transactions on the dates indicated. The estimated fair value amounts have been measured as of their respective period-end and have not been re-evaluated or updated for the purposes of these consolidated 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 from the amounts reported at each period-end.

The fair value measurement hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability.

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity).

An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

For financial assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy used at September 30, 2025 were as follows:


Description	(Level 1) Quoted Price in Active Markets for Identical Assets		(Level 2) Significant Other Observable Inputs		(Level 3) Significant Unobservable Inputs		Total Fair Value September 30, 2025
	(In thousands)
Mortgage-backed securities -U.S. government sponsored enterprise (GSEs)	$	—	$	155,266	$	—	$	155,266
U.S. government agency securities		—		10,469		—		10,469
Obligations of state and political subdivisions		—		39,918		—		39,918
Small Business Association (SBA) securities		—		1,346		—		1,346
U.S. treasury securities		2,929		—		—		2,929
Mortgage servicings rights		—		707		—		707

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 7 – Fair Value Measurements and Disclosures (continued)

For financial assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy, used at December 31, 2024 were as follows:


Description	(Level 1) Quoted Price in Active Markets for Identical Assets		(Level 2) Significant Other Observable Inputs		(Level 3) Significant Unobservable Inputs		Total Fair Value December 31, 2024
	(In thousands)
Mortgage-backed securities -U.S. government sponsored enterprise (GSEs)	$	—	$	190,545	$	—	$	190,545
U.S. government agency securities		—		10,200		—		10,200
Obligations of state and political subdivisions		—		39,730		—		39,730
Small Business Association (SBA) securities		—		1,857		—		1,857
U.S. treasury securities		4,839		—		—		4,839
Mortgage servicings rights		—		1,060		—		1,060

There were no liabilities measured at fair value on a recurring basis, at September 30, 2025 or December 31, 2024.

Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).

There were no assets measured at fair value on a nonrecurring basis at September 30, 2025.

For assets measured at fair value on a nonrecurring basis, the fair value measurements by level within the fair value hierarchy used at December 31, 2024, were as follows:


Description	(Level 1) Quoted Price in Active Markets for Identical Assets		(Level 2) Significant Other Observable Inputs		(Level 3) Significant Unobservable Inputs		Total Fair Value December 31, 2024
	(In thousands)
Collateral dependent loan	$	—	$	—	$	16,223	$	16,223
Other real estate owned1						295		295
	$	—	$	—	$	16,518	$	16,518

The Bank charged off approximately $197,000 during the year ended December 31, 2024, prior to the property being transferred to other real estate owned.

The following table presents quantitative information using Level 3 fair value measurements at December 31, 2024.


Description	December 31, 2024		Valuation Technique	Unobservable Input	Range (Weighted Average)
	(Dollars in thousands)
Collateral dependent loan	$	16,223	Collateral1	Discount adjustment	12.0% 12.0%
Other real estate owned2	$	295	Collateral1	Discount adjustment	0.0% 0.0%

Fair value is generally determined through independent appraisal of the underlying collateral, primarily using comparable sales.

The other real estate owned was written down to the estimated net realizable value.

There were no transfers between fair value hierarchy levels during the nine months ended September 30, 2025 or 2024. The Company’s policy is to recognize transfers between levels as of the end of the reporting period.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 7 – Fair Value Measurements and Disclosures (continued)

The following methods and assumptions were used by the Company in estimating fair value disclosures:

Investment Securities

The fair value of securities available-for-sale (carried at fair value) and held-to-maturity (carried at amortized cost) 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. Level 2 debt securities are valued by a third-party pricing service commonly used in the banking industry, and not adjusted by management. Level 2 fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. treasury yield curve, live trading levels, trade execution date, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things.

Individual evaluated loans

Individual loans carried at fair value are those loans in which the Company has measured for a reserve and are generally based on the fair value of the related loan’s collateral. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds, discounted for estimated selling costs or other factors the Company determines will impact collection of proceeds. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.

The carrying amounts and estimated fair value of financial instruments at September 30, 2025 are as follows:


	September 30, 2025
	Carrying Amount		Estimated Fair Value		Level 1		Level 2		Level 3
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	72,892	$	72,892	$	72,892	$	—	$	—
Securities available-for-sale at fair value		209,928		209,928		2,929		206,999		—
Securities held-to-maturity		155		158		—		158		—
Loans receivable, net		1,773,346		1,799,516		—		—		1,799,516
Restricted investments in bank stock		2,341		2,341		—		2,341		—
Accrued interest receivable		7,566		7,566		—		7,566		—
Equity method investments		11,632		11,632		—		7,520		4,112
Mortgage servicing rights		707		707		—		707		—
Financial Liabilities:
Deposits	$	1,928,585		1,863,539	$	—	$	1,863,539	$	—
Borrowings		—		—		—		—		—
Accrued interest payable		5,552		5,552		—		5,552		—

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 7 – Fair Value Measurements and Disclosures (concluded)

The carrying amounts and estimated fair value of financial instruments at December 31, 2024 are as follows:


	December 31, 2024
	Carrying Amount		Estimated Fair Value		Level 1		Level 2		Level 3
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	117,348	$	117,348	$	117,348	$	—	$	—
Securities available-for-sale at fair value		247,171		247,171		4,389		242,782		—
Securities held-to-maturity		161		162		—		162		—
Loans receivable, net		1,795,218		1,798,302		—		—		1,798,302
Restricted investments in bank stock		2,075		2,075		—		2,075		—
Accrued interest receivable		7,975		7,975		—		7,975		—
Equity method investments		11,160		11,160		—		6,850		4,310
Mortgage servicing rights		1,060		1,060		—		1,060		—
Financial Liabilities:
Deposits	$	2,032,625		1,934,884	$	—	$	1,934,884	$	—
Accrued interest payable		15,401		15,401		—		15,401		—

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

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

The Mortgage servicing rights are carried at estimated fair value. The estimated fair value is obtained through independent third-party valuations.

Limitations

The fair value estimates are made at a discrete point in time based on relevant market information and information about the financial instruments. Fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors.

These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. Further, the foregoing estimates may not reflect the actual amount that could be realized if all or substantially all the financial instruments were offered for sale. This is due to the fact that no market exists for a sizable portion of the loan, deposit and off-balance sheet instruments.

In addition, the fair value estimates are based on existing on and off-balance sheet financial instruments without attempting to value anticipated future business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates.

Finally, reasonable comparability between financial institutions may not be practical due to the wide range of permitted valuation techniques and numerous estimates which must be made given the absence of active secondary markets for many of the financial instruments. This lack of uniform valuation methodologies introduces a greater degree of subjectivity to these estimated fair values.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 8 – Leases

Leases ASC (Topic 842) establishes a right of use model that requires a lessee to record a right of use asset (“ROU”) and a lease liability for all leases with terms longer than 12 months. The Company is obligated under 30 operating lease agreements for 28 branches and its corporate offices with terms extending through 2042. The Company’s lease agreements include options to renew at the Company’s discretion. The extensions are reasonably certain to be exercised, therefore they were considered in the calculations of the ROU asset and lease liability.

The following table represents the classification of the Company’s right of use and lease liability.


	Statement of Financial	Nine Months Ended			Year Ended
	Condition Location	September 30, 2025			December 31, 2024
		(In thousands)
Operating Lease Right of Use Asset:
Gross carrying amount beginning of year		$	21,903		$	23,398
Increased asset from new leases			452			3,066
Accumulated amortization			(2,203	)		(4,561	)
Net book value	Operating lease right-of-use asset	$	20,152		$	21,903
Operating Lease Liability:
Lease liability	Operating lease liability	$	21,221		$	22,941

As of September 30, 2025, the weighted-average remaining lease terms for operating leases was 10.4 years and the weighted-average discount rate used in the measurement of operating lease liabilities was 3.57%. The Company used Federal Home Loan Bank (“FHLB”) fixed rate advances or at the time the lease was placed in service for the term most closely aligning with remaining lease term.

Future minimum payments under operating leases with terms longer than 12 months are as follows at September 30, 2025 (in thousands):


	Amount
	(In thousands)
Twelve months ended September 30,
2026	$	3,661
2027		3,395
2028		3,206
2028		2,719
2030		2,507
Thereafter		12,708
Total future operating lease payment		28,196
Amounts representing interest		(6,975	)
Present value of net future lease payments	$	21,221


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
	(In thousands)				(In thousands)
Lease cost:
Operating lease	$	1,009	$	1,030	$	3,049	$	2,992
Short-term lease cost		24		27		101		92
Total lease cost	$	1,033	$	1,057	$	3,150	$	3,085
Other information:
Cash paid for amounts included in the measurement of lease liabilities	$	949	$	890	$	2,836	$	2,641

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 9 – Goodwill and Core Deposit Intangible

In accordance with ASC 805, the Company recorded $5.5 million of goodwill along with a core deposit intangible asset of $2.8 million for the Cornerstone Bank acquisition in 2024, and recorded $8.9 million of goodwill along with a core deposit intangible asset of $4.2 million for the five branches acquired in 2019. The Noah Bank acquisition that occurred in 2023 did not generate any goodwill, but the Bank recorded $98 thousand in a core deposit intangible asset. The core deposit intangible assets are being amortized over 10 years, using the sum of the year’s digits. Except as set forth below, GAAP requires that goodwill be tested for impairment annually based on closing date or more frequently if impairment indicators arise. The Company uses May 31st as its annual evaluation date. The reporting unit was determined to be our community banking operations, which is our only operating segment.

ASC Topic 350-20 guidance requires an annual review of the fair value of a Reporting Unit that has goodwill in order to determine if it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a Reporting Unit is less than its carrying amount, including goodwill. A qualitative factor test can be performed to determine whether it is necessary to perform a quantitative goodwill impairment test. If this qualitative test determines it is not more likely than not (less than 50% probability) that the fair value of the Reporting Unit is less than the Carrying Value, then the Company does not have to perform a quantitative test and goodwill can be considered not impaired. After performing the qualitative factor test, the result was the Company determined that a quantitative test would be performed at May 31, 2025, primarily due to the Company’s common stock trading at 80.0% of book value. This was a possible indication that a goodwill impairment may exist. The result of this quantitative test indicates that fair value is greater than book value and that no Reporting Unit goodwill impairment exists.

The changes in the carrying amount of goodwill and core deposit intangible assets are summarized as follows:


			Core Deposit
	Goodwill		Intangible
	(In thousands)
Balance at December 31, 2024	$	14,381	$	3,632
Amortization expense		—		(656	)
Balance at September 30, 2025	$	14,381	$	2,976

As of September 30, 2025, the remaining current fiscal year and future fiscal periods amortization for the core deposit intangible is (in thousands):


	Amount
	(In thousands)
2025		191
2026		717
2027		587
2028		457
2029		327
Thereafter		697
Total	$	2,976

Note 10 – Subsequent Events

On October 29, 2025, the Board of Directors declared a cash dividend of $0.35 per share of common stock to shareholders of record on November 7, 2025, payable on November 26, 2025.

PRINCETON BANCORP, INC.

Notes to Consolidated Financial Statements (unaudited)

Note 11 – Risk and Uncertainties

The occurrence of events which adversely affect the global, national, and regional economies may have a negative impact on our business. Like other financial institutions, our business relies upon the ability and willingness of our customers to transact business with us, including banking, borrowing and other financial transactions. A strong and stable economy at each of the local, federal, and global levels is often a critical component of consumer confidence and typically correlates positively with our customers’ ability and willingness to transact certain types of business with us. Local and global events outside of our control which disrupt the New Jersey, Pennsylvania, New York, United States and/or global economy may therefore negatively impact our business and financial condition.

Government economic programs intended to backstop and bolster the economy through the pandemic have ended, and the nation’s economy has entered an inflationary phase. The Consumer Price Index has risen to levels not experienced since the 1980s while the labor market remains very tight, contributing additional inflationary pressure. To address the inflation problem, the Federal Reserve has reversed course on its previously accommodative monetary policies and modestly decreased short-term interest rates. These actions are intended to slow overall economic activity and risk entering the economy into a recession.

Regional conflicts around the world, including between Russia and Ukraine, have exacerbated pandemic-related supply chain issues, upset numerous global markets including energy and certain raw materials, and generally added to economic uncertainty and geopolitical instability. Any or all could have negative downstream effects on the Company’s operating results, the extent of which is indeterminable at this time.

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

You should read the following discussion and analysis in conjunction with the unaudited consolidated interim financial statements contained in Part I, Item 1 of this report, and with our audited consolidated financial statements and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” presented in our Form 10-K as of and for the year ended December 31, 2024.

Cautionary Statement Regarding Forward-Looking Statements

The Company may from time to time make written or oral “forward-looking statements,” including statements contained in the Company’s filings with the Securities and Exchange Commission, in its reports to stockholders and in other communications by the Company (including this press release), which are made in good faith by the Company pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended.

These forward-looking statements involve risks and uncertainties, such as statements of the Company’s plans, objectives, expectations, estimates and intentions that are subject to change based on various important factors (some of which are beyond the Company’s control). The most significant factors that could cause future results to differ materially from those anticipated by our forward-looking statements include the ongoing federal budget stalemate in Congress, the ongoing impact of higher tariffs imposed by the Trump administration, higher inflation levels, and general economic and recessionary concerns, all of which could impact economic growth and could cause an increase in loan delinquencies, a reduction in financial transactions and business activities including decreased deposits and reduced loan originations, difficulties in managing liquidity in a rapidly changing and unpredictable market, and supply chain disruptions. Other factors that could cause actual results to differ materially from those indicated by forward-looking statements include, but are not limited to, the following factors: the global impact of the military conflicts in the Ukraine and the Middle East; the impact of any future pandemics or other natural disasters; civil unrest, rioting, acts or threats of terrorism, or actions taken by the local, state and Federal governments in response to such events, which could impact business and economic conditions in our market area; the strength of the United States economy in general and the strength of the local economies in which the Company and Bank conduct operations; the effects of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System; market and monetary fluctuations; market volatility; the value of the Bank’s products and services as perceived by actual and prospective customers, including the features, pricing and quality compared to competitors’ products and services; the willingness of customers to substitute competitors’ products and services for the Bank’s products and services; credit risk associated with the Bank’s lending activities; risks relating to the real estate market and the Bank’s real estate collateral; the impact of changes in applicable laws and regulations and requirements arising out of our supervision by banking regulators; other regulatory requirements applicable to the Company and the Bank; and the timing and nature of the regulatory response to any applications filed by the Company and the Bank; technological changes; other acquisitions; changes in consumer spending and saving habits; those risks under the heading “Risk Factors” set forth in the Bank’s Annual Report on Form 10-K for the year ended December 31, 2024, and the success of the Company at managing the risks involved in the foregoing.

The Company cautions that the foregoing list of important factors is not exclusive. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company, except as required by applicable law or regulation.

Throughout this document, references to “we,” “us,” or “our” refer to the Company and the Bank.

Executive Overview

The Company is the holding company for The Bank of Princeton (the “Bank”), a community bank founded in 2007. The Bank is a New Jersey state-chartered commercial bank with 28 branches in New Jersey, including three in Princeton and others in Bordentown, Browns Mills, Burlington, Chesterfield, Cherry Hill, Cream Ridge, Deptford, Fort Lee, Hamilton, Kingston, Lakewood, Lambertville, Lawrenceville, Medford, Monroe, Moorestown, New Brunswick, Palisades Park, Pennington, Piscataway, Princeton Junction, Quakerbridge, Sicklerville, Voorhees, and Woodbury. There are also five branches in the Philadelphia, Pennsylvania area and two in the New York City metropolitan area. The Bank of Princeton is a member of the Federal Deposit Insurance Corporation (“FDIC”).

The Company’s common stock trades on the “Nasdaq Global Select Market” under ticker symbol, “BPRN.”

Critical Accounting Policies and Estimates

The Company has chosen accounting policies that it believes are appropriate to accurately and fairly report its operating results and financial position, and the Company applies those accounting policies in a consistent manner. The Significant Accounting Policies are summarized in Note 1 to the consolidated financial statements included in the 2024 Annual Report on Form 10-K. There have been no

changes to the Critical Accounting Estimates since the Company filed its Annual Report on Form 10-K for the year ended December 31, 2024.

New Accounting Pronouncements

Refer to Note 1 to the consolidated financial statements included in the 2024 Annual Report on Form 10-K and Note 1- Summary of Significant Accounting Policies in this document.

Economy

The 3rd quarter kicked off with a bang with the passage of the One Big Beautiful Bill Act, signed into law on July 4. The legislation made permanent many of the 2017 TCJA tax cuts, increased and inflation-adjusted the child tax credit, raised the SALT cap to $40k, and added a number of temporary tax cuts. It also ended a number of clean energy subsidies and credits, added work and residency requirements for Medicaid and SNAP programs, and increased border security funding. The net effect of the package is projected to boost economic growth fractionally in 2026, but investment incentives and tax certainty could eventually yield a larger impact.

Comparison of Financial Condition at September 30, 2025 and December 31, 2024

General

Total assets were $2.23 billion at September 30, 2025, a decrease of $111.1 million , or 4.75% when compared to $2.34 billion at the end of 2024. The primary reasons for the decrease in total assets were related to decreases in cash and cash equivalents of $44.5 million, investment securities of $37.2 million, and net loans of $25.1 million.

Cash and cash equivalents

Cash and cash equivalents decreased $44.5 million, or 37.9%, to $72.9 million at September 30, 2025 compared to December 31, 2024.

Investment securities

Total available-for-sale investment securities decreased $37.2 million, or 15.1%, to $209.9 million at September 30, 2025 compared to December 31, 2024. This decrease was related to the payoffs of mortgage-backed securities of U.S. government sponsored enterprises and U.S government agency securities during the nine months ended September 30, 2025.

Loans

Loans, net of deferred loan fees and costs, decreased $25.1 million, or 1.38%, to $1.79 billion at September 30, 2025 compared to December 31, 2024. The decrease in the Company’s net loans consisted of decreases of $54.2 million in construction loans, $32.0 million in commercial real estate loans, and $11.5 million in commercial and industrial loans, partially offset by increases of $67.9 million in residential mortgages, and $4.7 million in home equity and consumer loans.

The Company’s CRE loan portfolio, which includes multi-family, land, owner-occupied and non-owner-occupied CRE loans, was $1.35 billion or 75.3% of total loans of $1.79 billion at September 30, 2025. There were 748 loans in the Company’s CRE portfolio with an average and median loan size of $1.8 million and $0.6 million, respectively. Loan to Value (“LTV”) estimates are less than 70% for $1.25 billion or 92.7% of the CRE portfolio and less than 80% for $1.34 billion or 99.6% of the CRE portfolio.

The following table presents the commercial real estate portfolio by property type along with the weighted average loan to value for the periods presented (dollars in thousands):


	September 30, 2025								December 31, 2024
	Balance		% of portfolio			Weighted Average LTV			Balance		% of portfolio			Weighted Average LTV
Commercial Real Estate
Multi Family		505,368		37.4	%		52.9	%		533,287		38.6	%		53.6	%
Owner Occupied		398,974		29.5	%		35.4	%		407,798		29.4	%		36.3	%
Land		27,729		2.1	%		62.4	%		25,241		1.8	%		73.9	%
Non Owner Occupied
Retail		109,128		8.1	%		41.4	%		100,771		7.3	%		42.5	%
Office Building		93,550		6.9	%		42.9	%		104,388		7.5	%		43.5	%
Industrial/Warehousing		80,829		6.0	%		44.9	%		73,417		5.3	%		44.9	%
Mixed Use		44,595		3.3	%		41.9	%		48,076		3.5	%		43.7	%
Restaurants		20,393		1.5	%		39.7	%		22,650		1.6	%		39.3	%
Healthcare		9,941		0.7	%		51.5	%		10,268		0.7	%		53.3	%
Other		62,532		4.6	%		43.7	%		59,189		4.3	%		45.6	%
Total non owner occupied		420,968		31.1	%					418,759		30.2	%
Total Commercial Real Estate		1,353,039		100.0	%					1,385,085		100.0	%

The following table presents the geographic markets of the commercial real estate portfolio for the periods presented (dollars in thousands):


	September 30, 2025					December 31, 2024
	Balance		% of portfolio			Balance		% of portfolio
Geographical Market
New York		630,912		46.7	%		639,994		46.1	%
New Jersey		511,947		37.8	%		540,896		39.1	%
Pennslyvania		190,639		14.1	%		184,084		13.3	%
Other		19,541		1.4	%		20,111		1.5	%
		1,353,038		100.00	%		1,385,085		100.00	%

For the three and nine months ended September 30, 2025, charge-offs were $0 and $10.0 million, and recoveries were $86 thousand and $302 thousand, respectively. For the three-month and nine-month periods ended September 30, 2024, charge-offs were $278 thousand and $645 thousand, and recoveries were $172 thousand and $378 thousand, respectively. The coverage ratio of the allowance for credit losses to period end loans was 1.14% at September 30, 2025 and 1.30% at December 31, 2024.

At September 30, 2025, non-performing assets totaled $16.7 million, a decrease of $10.1 million when compared to the amount at December 31, 2024. Non-performing assets as a percentage of total loans, net of deferred fees and costs, was 0.93% at September 30, 2025 and 1.47% at December 31, 2024.

Deposits

Total deposits on September 30, 2025, decreased $104.0 million, or 5.12%, when compared to December 31, 2024. The decrease in the Company’s deposits consisted primarily of decreases in certificates of deposit of $62.8 million, money market deposits of $25.3 million, non-interest-bearing demand deposits of $6.6 million, interest-bearing demand deposits of $6.3 million, and savings deposits of $2.9 million. On balance sheet liquidity remains strong at September 30, 2025.

At September 30, 2025, the Company had approximately $585.2 million in uninsured deposits, consisting of $91.6 million in non-interest-bearing demand deposits, $197.3 million in interest-bearing demand deposits, $156.1 million in money market accounts, $26.1 million in savings deposits and $114.1 million in certificates of deposits.

Borrowings

The Company had no outstanding borrowings at September 30, 2025 and December 31, 2024.

Stockholders’ equity

Total stockholders’ equity at September 30, 2025, increased $4.6 million or 1.74% when compared to December 31, 2024. The increase was primarily due to an increase in retained earnings of $6.2 million (which consisted of $12.5 million in net income, partially offset by $6.3 million of cash dividends recorded during the period), an increase in paid-in capital of $2.7 million primarily due to the exercise of stock options, and a decrease in accumulated other comprehensive loss of $3.3 million, partially offset by a $7.6 million increase in treasury stock due to our stock repurchase program. The ratio of equity to total assets at September 30, 2025, and at December 31, 2024, was 12.0% and 11.2%, respectively.

Liquidity

Our liquidity, represented by cash and cash equivalents, is a product of our operating, investing and financing activities. Our primary sources of funds are deposits, principal repayments of securities and outstanding loans, and funds provided from operations. In addition, we invest excess funds in short-term interest-earnings assets such as overnight deposits or U.S. agency securities, which provide liquidity to meet lending requirements. While scheduled payments from the amortization of loans and securities and short-term investments are relatively predictable sources of funds, general interest rates, economic conditions and competition greatly influence deposit flows and repayments on loans and mortgage-backed securities.

As a member of the FHLB we are eligible to borrow funds in an aggregate amount of up to 50% of the Company’s total assets, subject to its collateral requirements. The Company maintained a $60.0 million letter of credit with the FHLB supporting municipal deposits as of September 30, 2025. Based on available eligible securities and qualified real estate loan collateral, the Company had the ability to borrow an additional $542.0 million as of September 30, 2025.

As of September 30, 2025, the Bank was eligible to use the Federal Reserve discount window for borrowings, based on assets pledged as collateral as of the applicable date. As of September 30, 2025, the Company had no outstanding advances from the discount window.

The Company is also a shareholder of Atlantic Community Bancshares, Inc., the parent company of Atlantic Community Bankers Bank (“ACBB”). As of September 30, 2025, the Company had available borrowing capacity with ACBB of $10.0 million to provide short-term liquidity generally for a period of not more than fourteen days. No amounts were outstanding under our line of credit with ACBB at September 30, 2025.

We believe that our current sources of funds provide adequate liquidity for our current cash flow needs.

Capital Resources

Regulatory Capital Requirements. Because the Company qualifies as a “small bank holding company” under the Federal Reserve’s Small Bank Holding Company Policy Statement, it is exempt from the Federal Reserve’s risk-based capital and leverage rules. With respect to the Bank, Federally insured, state-chartered non-member banks such as the Bank are required to maintain minimum levels of regulatory capital. Current FDIC capital standards require these institutions to satisfy a common equity Tier 1 capital requirement and a Tier 1 capital requirement, a leverage capital requirement and a risk-based capital requirement.

In addition, in order to make capital distributions and pay discretionary bonuses to executive officers without restriction, an institution must also maintain additional common equity in excess of the minimum requirements. This excess is referred to as a capital conservation buffer. At September 30, 2025, the required capital conservation buffer is 2.50%.

Under the risk-based capital requirements, “total” capital (a combination of core and “supplementary” capital) must equal at least 8.0% of “risk-weighted” assets. The FDIC also is authorized to impose capital requirements in excess of these standards on individual institutions on a case-by-case basis. Management believes, as of September 30, 2025, that the Bank meets all capital adequacy requirements to which it is subject and is “well capitalized” under applicable regulations.

The Bank’s actual capital amounts and ratios and the regulatory requirements at September 30, 2025 and December 31, 2024 are presented below:


	Actual					For capital conservation buffer requirement					To be well capitalized under prompt corrective action provision
	Amount		Ratio			Amount		Ratio			Amount		Ratio
	(Dollars in thousands)
September 30, 2025:
Total capital (to risk-weighted assets)	$	267,080		13.780	%	$	203,503		10.500	%	$	193,813		10.000	%
Tier 1 capital (to risk-weighted assets)	$	246,639		12.726	%	$	164,741		8.500	%	$	155,050		8.000	%
Common equity tier 1 capital (to risk-weighted assets)	$	246,639		12.726	%	$	135,669		7.000	%	$	125,978		6.500	%
Tier 1 leverage capital (to average assets)	$	246,639		11.146	%	$	143,829		6.500	%	$	110,638		5.000	%
December 31, 2024:
Total capital (to risk-weighted assets)	$	270,633		13.490	%	$	210,648		10.500	%	$	200,617		10.000	%
Tier 1 capital (to risk-weighted assets)	$	246,976		12.311	%	$	170,524		8.500	%	$	160,493		8.000	%
Common equity tier 1 capital (to risk- weighted assets)	$	246,976		12.311	%	$	140,432		7.000	%	$	130,401		6.500	%
Tier 1 leverage capital (to average assets)	$	246,976		10.577	%	$	151,776		6.500	%	$	116,750		5.000	%

Comparison of Operating Results for the three months ended September 30, 2025 and 2024

General

The Company reported net income of $6.5 million, or $0.95 per diluted common share, for the third quarter of 2025, compared to a net loss of ($4.5) million, or ($0.68) per diluted common share, for the third quarter of 2024. The increase in net income for the third quarter of 2025 when compared to the third quarter of 2024 was primarily due to $7.8 million in Cornerstone Bank merger-related expenses recorded in the third quarter of 2024 and an increase of $2.5 million in net-interest income, and a decrease in the provision for credit losses of $5.3 million, partially offset by an increase in other non-interest expenses of $1.6 million, and an increase of $2.9 million in income tax expense.

Interest income

Interest income increased $935 thousand for the three months ended September 30, 2025, compared to the same period in 2024. Interest income on loans increased $1.8 million due to an increase in the average balance of loans of $125.9 million, partially offset by a decrease of 9 basis points on the yield on loans. Other interest and dividend income decreased $1.8 million due to a decrease in average balances of $126.7 million and a decrease in the yield of 86 basis points. Interest on taxable available-for-sale securities increased $941 thousand due to a 39 basis point increase in yield and a $67.3 million increase in the average balance of taxable available-for-sale securities.

Interest expense

Interest expense decreased $1.6 million to $13.1 million for the three months ended September 30, 2025, compared to the same period in 2024. Interest expense decreased primarily due to a decrease of 53 basis points in the rate paid on interest-bearing deposits over the same prior year period, partially offset by an increase in the average balance of interest-bearing deposits of $53.3 million.

Provision for credit losses

The Company recorded a reversal of credit losses of $672 thousand during the third quarter of 2025, which consisted of a $658 thousand decrease recorded to the allowance of credit losses due to updated peer loss rate data, and a decrease to the provision for credit losses of $14 thousand related to unfunded commitments, which are recorded in other liabilities on the Company’s statements of financial condition. There were no charge-offs recorded, and recoveries were $86 thousand, for the three months ended September 30, 2025.

Non-interest income

Total non-interest income was $1.9 million for the three months ended September 30, 2025, a decrease of $148 thousand or 7.2% when compared to the same prior year period. The decrease over the prior year’s third quarter was primarily due to a decrease in other non-interest income of $414 thousand, partially offset by an increase in loan fees of $142 thousand and an increase in income from bank owned life insurance of $83 thousand. The decrease in other non-interest income for the third quarter was related to a net loss on an equity investment in the amount of $471 thousand.

Non-interest expense

Total non-interest expense was $13.9 million for the three months ended September 30, 2025, a decrease of $6.2 million or 30.9% when compared to the same prior year period. This decrease was primarily related to Cornerstone Bank merger-related expenses of $7.8 million recorded in the third quarter of 2024, partially offset by increases in salaries and employee benefits expense of $537 thousand, professional fees of $413 thousand, data processing and communications expense of $252 thousand, and other non-interest expenses of $241 thousand.

Provision for income taxes

For the three months ended September 30, 2025, the Company recorded an income tax expense of $1.8 million, resulting in an effective tax rate of 21.9%, compared to an income tax benefit of ($1.1) million resulting in an effective tax rate of (20.1) % for the three months ended September 30, 2024.

Average Balances, Net Interest Income, and Yields Earned and Rates Paid

The following table shows for the three-month period indicated the total dollar amount of interest earned from average interest earning assets and the resulting yields, as well as the interest expense on average interest-bearing liabilities and the resulting costs, expressed both in dollars and rates. Average loan receivables balances include non-accrual loans. Average yields have been annualized. Tax-exempt incomes and yields have not been adjusted to a tax-equivalent basis.


	Three Months Ended September 30,
	2025							2024							Change 2025 vs 2024
	Average Balances		Income/ Expense		Yield Rates			Average Balances		Income/ Expense		Yield Rates			Average Balances			Yield Rates
	(Dollars in thousands)
Interest-earning assets:
Loans receivable	$	1,817,551	$	29,927		6.53	%	$	1,691,688	$	28,135		6.62	%	$	125,863			(0.09	)%
Securities
Taxable available-for-sale		178,947		2,214		4.95	%		111,633		1,273		4.56	%		67,314			0.39	%
Tax exempt available-for-sale		39,269		278		2.83	%		40,028		285		2.85	%		(759	)		(0.02	)%
Held-to-maturity		156		2		5.33	%		164		2		5.33	%		(8	)		0.00	%
Federal funds sold		15,911		174		4.33	%		135,164		1,828		5.38	%		(119,253	)		(1.05	)%
Other interest earning-assets		12,156		151		4.92	%		19,549		287		5.85	%		(7,393	)		(0.93	)%
Total interest-earning assets		2,063,990	$	32,745		6.29	%		1,998,226	$	31,810		6.33	%		65,764			(0.04	)%
Other non-earnings assets		170,260							151,776							18,484
Total assets	$	2,234,250						$	2,150,002						$	84,248
Interest-bearing liabilities
Demand	$	297,455	$	1,547		2.06	%	$	258,728	$	1,213		1.86	%	$	38,727			0.20	%
Savings		168,940		982		2.31	%		159,521		1,031		2.57	%		9,419			(0.26	)%
Money markets		466,459		3,715		3.16	%		443,109		4,294		3.85	%		23,350			(0.69	)%
Certificates of deposit		702,996		6,837		3.86	%		721,240		8,164		4.50	%		(18,244	)		(0.64	)%
Total deposit		1,635,850		13,081		3.17	%		1,582,598		14,701		3.70	%		53,252			(0.53	)%
Borrowings		3,749		45		4.72	%		—		—	N/A				3,749		N/A
Total interest-bearing liabilities		1,639,599	$	13,126		3.18	%		1,582,598	$	14,701		3.70	%		57,001			(0.52	)%
Non-interest-bearing deposits		294,652							269,030							25,622
Other liabilities		36,911							43,729							(6,818	)
Total liabilities		1,971,162							1,895,357							75,805
Stockholders’ equity		263,088							254,645							8,443
Total liabilities and stockholder’s equity	$	2,234,250						$	2,150,002						$	84,248
Net interest-earnings assets	$	424,391						$	415,628						$	8,763
Net interest income; interest rate spread						3.11	%						2.64	%					0.47	%
Net interest margin			$	19,620		3.77	%			$	17,109		3.41	%	$	2,510			0.36	%

Rate/Volume Analysis

The following table reflects the changes in our interest income and interest expense segregated into amounts attributable to changes in volume and in yields on interest-earning assets and interest-bearing liabilities during the periods indicated.


	Three Months Ended September 30, 2025 vs. 2024 Increase (Decrease) Due to
	Rate			Volume			Net
	(In thousands)
Interest and dividend income:
Loans receivable, including fees	$	(19	)	$	1,812		$	1,793
Securities available-for-sale
Taxable		188			753			941
Tax-exempt		(8	)		1			(7	)
Securities held-to-maturity		—			0			0
Federal funds sold		(687	)		(968	)		(1,655	)
Other interest and dividend income		(89	)		(48	)		(137	)
Total interest and dividend income	$	(615	)	$	1,550		$	935
Interest expense
Demand	$	51		$	284		$	335
Savings		(106	)		58			(48	)
Money markets		(791	)		212			(579	)
Certificates of deposit		(1,127	)		(201	)		(1,328	)
Borrowings		—			45			45
Total interest expense	$	(1,973	)	$	398		$	(1,575	)
Change in net interest income	$	1,358		$	1,152		$	2,510

Comparison of Operating Results for the nine months ended September 30, 2025 and 2024

General

The Company reported net income of $12.5 million, or $1.82 per diluted common share, for the nine months ended September 30, 2025, compared to net income of $5.0 million, or $0.77 per diluted common share, for the same period in 2024. The increase in net income for the nine months ended September 30, 2025, compared to the same period in 2024, was primarily due to $7.8 million in Cornerstone Bank merger-related expenses recorded in the third quarter of 2024, and an increase of $8.7 million in net-interest income, partially offset by an increase in other non-interest expenses of $5.0 million, an increase of $2.3 million in income tax expense, and an increase in the provision for credit losses of $1.9 million..

Interest income

Interest income increased $9.5 million for the nine months ended September 30, 2025, compared to the same period in 2024. Interest income on loans increased $10.1 million due to an increase in the average balance of loans of $228.3 million partially as a result of the Cornerstone Bank acquisition, partially offset by a decrease in the yield of 7 basis points. Other interest and dividend income decreased $4.8 million due to a decrease in average balances of $109.5 million and a decrease in the yield of 93 basis points. Interest on taxable available-for-sale securities increased $4.3 million due to a 57 basis point increase in yield and a $105.9 million increase in the average balance of taxable available-for-sale securities, partially as a result of the Cornerstone Bank acquisition.

Interest expense

Interest expense on deposits increased $849 thousand to $41.6 million for the nine months ended September 30, 2025, due to an increase in the average balance of interest-bearing deposits of $190.7 million, partially as a result of the Cornerstone Bank acquisition, partially offset by a decrease on the rate paid on interest-bearing deposits of 34 basis points over the same prior year period.

Provision for credit losses

The Company recorded a $6.6 million provision for credit losses for the nine months ended September 30, 2025 and recorded $4.7 million provision for credit losses for the nine months ended September 30, 2024. The increase for the nine months ended September 30, 2025, compared with the same prior year period, is primarily due to a net charge-off of $7.5 million recorded in the second quarter of 2025, partially offset by a decrease in net loans of $25.1 million since December 31, 2024. $3.2 million of the $4.7 million provision for credit losses for the nine months ended September 30, 2024 was due to a $3.2 million provision for credit loss for the purchased non-credit deteriorated loans recorded in 2024 related to the Cornerstone Bank acquisition. For the nine months ended September 30, 2025, charge-offs were $10.0 million and recoveries were $301 thousand.

Non-interest income

For the nine months ended September 30, 2025, non-interest income increased $221 thousand or 3.6%, from the same nine-month period in 2024.

Non-interest expense

For the nine months ended September 30, 2025, non-interest expense was $41.2 million, compared to $44.0 million for the same period in 2024. This decrease was primarily due to Cornerstone merger-related expenses of $7.8 million recorded in 2024, partially offset by increases in salaries and employee benefits of $1.8 million, data processing and communications expense of $857 thousand, professional fees of $769 thousand, occupancy and equipment expense of $612 thousand and federal deposit insurance assessments of $450 thousand.

Provision for income taxes

For the nine months ended September 30, 2025, the Bank recorded an income tax expense of $3.3 million, resulting in an effective tax rate of 20.5%, compared to an income tax expense of $1.0 million resulting in an effective tax rate of 16.3% for the nine months ended September 30, 2024.

Average Balances, Net Interest Income, and Yields Earned and Rates Paid

The following table shows for the nine-month period indicated the total dollar amount of interest earned from average interest earning assets and the resulting yields, as well as the interest expense on average interest-bearing liabilities and the resulting costs, expressed both in dollars and rates. Average loan receivables balances include non-accrual loans. Average yields have been annualized. Tax-exempt incomes and yields have not been adjusted to a tax-equivalent basis.


	Nine Months Ended September 30,
	2025							2024							Change 2025 vs 2024
	Average Balances		Income/ Expense		Yield Rates			Average Balances		Income/ Expense		Yield Rates			Average Balances			Yield Rates
	(Dollars in thousands)
Interest-earning assets:
Loans receivable	$	1,838,179	$	89,171		6.49	%	$	1,609,890	$	79,109		6.56	%	$	228,289			(0.07	)%
Securities
Taxable available-for-sale		192,605		7,128		4.95	%		86,732		2,838		4.37	%		105,873			0.58	%
Tax exempt available-for-sale		39,421		841		2.85	%		40,180		857		2.85	%		(759	)		0.00	%
Held-to-maturity		158		6		5.08	%		171		7		5.26	%		(13	)		(0.18	)%
Federal funds sold		34,339		1,132		4.41	%		138,843		5,644		5.43	%		(104,504	)		(1.02	)%
Other interest earning-assets		14,311		518		4.85	%		19,281		831		5.76	%		(4,970	)		(0.91	)%
Total interest-earning assets		2,119,013	$	98,796		6.23	%		1,895,097	$	89,286		6.29	%		223,917			(0.06	)%
Other non-earnings assets		169,000							144,630							24,370
Total assets	$	2,288,013						$	2,039,727						$	248,287
Interest-bearing liabilities
Demand	$	312,254	$	4,670		2.00	%	$	244,271	$	3,525		1.93	%	$	67,983			0.07	%
Savings		170,320		2,905		2.28	%		151,884		2,925		2.57	%		18,436			(0.29	)%
Money markets		469,202		10,990		3.13	%		399,253		11,724		3.92	%		69,949			(0.79	)%
Certificates of deposit		738,673		22,988		4.16	%		704,388		22,587		4.28	%		34,285			(0.12	)%
Total deposit		1,690,449		41,553		3.29	%		1,499,796		40,761		3.63	%		190,652			(0.34	)%
Borrowings		1,687		57		4.59	%		—		—		0.00	%		1,687			4.59	%
Total interest-bearing liabilities		1,692,136	$	41,610		3.29	%		1,499,796	$	40,761		3.63	%		192,339			(0.34	)%
Non-interest-bearing deposits		290,281							252,184							38,097
Other liabilities		41,599							42,239							(640	)
Total liabilities		2,024,016							1,794,219							229,796
Stockholders’ equity		263,997							245,508							18,488
Total liabilities and stockholder’s equity	$	2,288,013						$	2,039,727						$	248,285
Net interest-earnings assets	$	426,876						$	395,301						$	31,575
Net interest income; interest rate spread						2.94	%						2.66	%					0.28	%
Net interest margin			$	57,186		3.61	%			$	48,525		3.42	%	$	8,661			0.19	%

Rate/Volume Analysis


	Nine Months Ended September 30, 2025 vs. 2024 Increase (Decrease) Due to
	Rate			Volume			Net
	(In thousands)
Interest and dividend income:
Loans receivable, including fees	$	(467	)	$	10,530		$	10,063
Securities available-for-sale								—
Taxable		246			4,043			4,289
Tax-exempt		—			(16	)		(16	)
Securities held-to-maturity		—			(1	)		(1	)
Federal funds sold		(553	)		(3,959	)		(4,512	)
Other interest and dividend income		(80	)		(233	)		(313	)
Total interest and dividend income	$	(854	)	$	10,364		$	9,510
Interest expense:
Demand	$	81		$	1,065		$	1,146
Savings		23			(43	)		(20	)
Money market		1,333			(2,068	)		(735	)
Certificates of deposit		(199	)		599			400
Borrowings		—			58			58
Total interest expense	$	1,238		$	(389	)	$	849
Change in net interest income	$	(2,092	)	$	10,753		$	8,661

How We Manage Market Risk

Market risk is the risk of loss from adverse changes in market prices and rates. Our market risk arises primarily from interest rate risk which is inherent in our lending, investment and deposit gathering activities. To that end, management actively monitors and manages interest rate risk exposure. In addition to market risk, our primary risk is credit risk on our loan portfolio. We attempt to manage credit risk through our loan underwriting and oversight policies.

The principal objective of our interest rate risk management function is to evaluate the interest rate risk embedded in certain balance sheet accounts, determine the level of risk appropriate given our business strategy, operating environment, capital and liquidity requirements and performance objectives, and manage the risk consistent with approved guidelines. We seek to manage our exposure to risks from changes in interest rates while at the same time trying to improve our net interest spread. We monitor interest rate risk as such risk relates to our operating strategies. We have established an Asset/Liability Committee which is comprised of both Management and members of the Board of Directors. The Asset/Liability Committee meets on a regular basis and is responsible for reviewing our asset/liability policies and interest rate risk position. Both the extent and direction of shifts in interest rates are uncertainties that could have a negative impact on future earnings.

Gap Analysis. The matching of assets and liabilities may be analyzed by examining the extent to which such assets and liabilities are “interest rate sensitive” and by monitoring the Company’s interest rate sensitivity “gap.” An asset or liability is said to be interest rate sensitive within a specific time period if it will mature or reprice within that time period. The interest rate sensitivity gap is defined as the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within that same time period. A gap is considered positive when the amount of interest rate sensitive assets exceeds the amount of interest rate-sensitive liabilities. A gap is considered negative when the amount of interest rate sensitive liabilities exceeds the amount of interest rate sensitive assets. During a period of rising interest rates, a negative gap would tend to affect adversely net interest income while a positive gap would tend to result in an increase in net interest income. Conversely, during a period of falling interest rates, a negative gap would tend to result in an increase in net interest income while a positive gap would tend to affect adversely net interest income.

The table below sets forth the amounts of our interest-earning assets and interest-bearing liabilities outstanding at September 30, 2025, which we expect, based upon certain assumptions, to reprice or mature in each of the future time periods shown (the “GAP Table”). Except as stated below, the amounts of assets and liabilities shown which reprice or mature during a particular period were determined in accordance with the earlier of term to repricing or the contractual maturity of the asset or liability. The table sets forth an approximation of the projected repricing of assets and liabilities at September 30, 2025, based on contractual maturities, anticipated prepayments, and scheduled rate adjustments within a three-month period and subsequent selected time intervals. The loan amounts in the table reflect principal balances expected to be redeployed and/or repriced as a result of contractual amortization and anticipated prepayments of adjustable-rate loans and fixed-rate loans, and as a result of contractual rate adjustments on adjustable-rate loans.


	3 Months or Less			More than 3 Months to 1 Year			More than 1 Year to 3 Years			More than 3 Years to 5 Years			More than 5 Years			Non-Rate Sensitive			Total Amount
	(In thousands)
Interest-earning assets: (1)
Investment securities	$	33,538		$	44,732		$	42,505		$	24,786		$	73,388		$	(8,866	)	$	210,083
Loans receivable		375,640			238,214			606,070			446,910			128,240			(21,728	)		1,773,346
Other interest-earnings assets (2)		57,063			—			—			—			—			—			57,063
Total interest-earning assets	$	466,241		$	282,946		$	648,575		$	471,696		$	201,628		$	(30,594	)	$	2,040,492
Interest-bearing liabilities:
Checking and savings accounts	$	462,204		$	—		$	—		$	—		$	—		$	—		$	462,204
Money market accounts		465,194			—			—			—			—			—			465,194
Certificate accounts		187,084			487,331			28,351			4,088			—			—			706,854
Borrowings		—			—			—			—			—			—			—
Total interest-bearing liabilities	$	1,114,482		$	487,331		$	28,351		$	4,088		$	—		$	—		$	1,634,252
Interest-earning assets less interest-bearing liabilities	$	(648,241	)	$	(204,385	)	$	620,224		$	467,608		$	201,628		$	(30,594	)	$	406,240
Cumulative interest-rate sensitivity gap (3)	$	(648,241	)	$	(852,626	)	$	(232,402	)	$	235,206		$	436,834
Cumulative interest-rate gap as a percentage of total assets at
September 30, 2025		(29.08	)%		(38.25	)%		(10.43	)%		10.55	%		19.60	%
Cumulative interest-earning assets as a percentage of cumulative interest-bearing liabilities at September 30, 2025		41.83	%		46.77	%		85.74	%		114.39	%		126.73	%

(1)

Interest-earnings assets are included in the period in which the balances are expected to be redeployed and/or repriced as a result of anticipated prepayments, scheduled rate adjustments and contractual maturities.

(2)

Includes interest-bearing bank balances, FHLB Stock and Federal Funds Sold

(3)

Interest-rate sensitivity gap represents the difference between total interest-earning assets and total interest-bearing liabilities.

Certain shortcomings are inherent in the method of analysis presented in the foregoing table. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Additionally, certain assets, such as adjustable-rate loans, have features which restrict changes in interest rates both on a short-term basis and over the life of the asset. Further, in the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the table. Finally, the ability of many borrowers to service their adjustable-rate loans may decrease in the event of an interest rate increase.

Net Portfolio Value Analysis. Our interest rate sensitivity is also monitored by management through the use of a model which generates estimates of the changes in our net portfolio value (“NPV”) over a range of interest rate scenarios. NPV is the present value of expected cash flows from assets, liabilities, and off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is defined as the NPV in that scenario divided by the market value of assets in the same scenario. The following table sets forth our NPV as of September 30, 2025, and reflects the changes to NPV as a result of immediate and sustained changes in interest rates as indicated.


Change in Interest Rates	Net Portfolio Value								NPV as % of Portfolio Value of Assets
In Basis Points (Rate Shock)	Amounts		$ Change			% Change			EVE/EVA1			Change
	(Dollars in thousands)
300	$	312,091	$	(28,444	)		(8.35	)%		14.76	%		(0.42	)
200	$	324,167	$	(16,368	)		(4.81	)%		15.04	%		(0.14	)
100	$	332,785	$	(7,750	)		(2.28	)%		15.14	%		(0.04	)
Static	$	340,535	$	—						15.18	%
(100)	$	337,026	$	(3,509	)		(1.03	)%		14.78	%		(0.40	)
(200)	$	320,656	$	(19,879	)		(5.84	)%		13.88	%		(1.30	)
(300)	$	300,089	$	(40,446	)		(11.88	)%		12.83	%		(2.35	)

Economic Value of Equity (EVE) divided by Economic Value of Assets (EVA)

As is the case with the GAP Table, certain shortcomings are inherent in the methodology used in the above interest rate risk measurements. Modeling changes in NPV require the making of certain assumptions which may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the models 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 to maturity or repricing of specific assets and liabilities. Accordingly, although the NPV model provides an indication of interest rate risk exposure at a particular point in time, such model is not intended to and does not provide a precise forecast of the effect of changes in market interest rates on net interest income and will differ from actual results.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company, such as the Company, is not required to provide the information by this Item. Certain market risk disclosure is set forth in Item 2 above under “How We Manage Market Risk.”

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Management, with the participation of the Company’s Chief Executive Officer and its Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule l3a-l5 (e) promulgated under the Exchange Act) as of September 30, 2025. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective as of September 30, 2025 to ensure that the information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in FDIC rules and forms.

Changes in Internal Control Over Financial Reporting

There was no change in the Company’s internal control over financial reporting identified during the quarter ended September 30, 2025, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II–OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

There have been no material changes to the risk factors set forth under the Part I, Item 1.A. Risk Factors as set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

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

The Company’s repurchase of shares of common stock for the three months ended September 30, 2025 were as follows:


	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Program 1		Maximum Number of Shares that May Yet be Purchased Under Plans or Programs 1
Period
June 30, 2025								107,847
July 1 - 31, 2025		50,003	$	31.60		50,003		57,844
August 1 - 31, 2025		10,520	$	30.76		10,520		47,324
September 1 - 30, 2025		—	$	—		—		47,324
		60,523	$	31.45		60,523

On August 10, 2023, the Company announced a stock repurchase program to repurchase up to 314,000 shares of common stock, approximately 5% of the Company’s outstanding shares of common stock, over a period of time necessary to complete such repurchases.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended September 30, 2025, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.

Item 6. Exhibits


Exhibit Number		Description

10.1		Consulting Agreement - Christohper Tonkovich

31.1		Rule 13a-14(a) Certification on the Principal Executive Officer

31.2		Rule 13a-14(a) Certification on the Principal Financial Officer

32		Section 1350 Certifications

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

101.SCH		Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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


		Princeton Bancorp, Inc.

Date: November 7, 2025	By:	/s/ Edward Dietzler
		Edward Dietzler
		Chief Executive Officer and President
		(Principal Executive Officer)

	By:	/s/ George Rapp
		George Rapp
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)

Princeton Bancorp - 10-Q quarterly report FY2025 Q3

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