Provident Financial Services PFS Form 10-Q filing Q2 FY2026

Item 1. FINANCIAL STATEMENTS.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Financial Condition

June 30, 2026 (Unaudited) and December 31, 2025

(Dollars in Thousands)

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Income

Three and six months ended June 30, 2026 and 2025 (Unaudited)

(Dollars in Thousands, except per share data)

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Comprehensive Income

Three and six months ended June 30, 2026 and 2025 (Unaudited)

(Dollars in Thousands)

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Changes in Stockholders’ Equity

For the three and six months ended June 30, 2026 (Unaudited)

(Dollars in Thousands)

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Changes in Stockholders’ Equity

For the three and six months ended June 30, 2025 (Unaudited)

(Dollars in Thousands)

See accompanying notes to unaudited consolidated financial statements.

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Summary of Significant Accounting Policies

A. Basis of Financial Statement Presentation

The accompanying unaudited consolidated financial statements include the accounts of Provident Financial Services, Inc. (the "Company") and its wholly owned subsidiary, Provident Bank (the “Bank") and its wholly owned subsidiaries.

In preparing the interim unaudited consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the Consolidated Statements of Financial Condition and the Consolidated Statements of Income for the periods presented. Actual results could differ from these estimates. The allowance for credit losses is a material estimate that is particularly susceptible to near-term change.

The interim unaudited consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, considered necessary for a fair presentation of the financial condition and results of operations for the periods presented. The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results of operations that may be expected for all of 2026.

Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. Additionally, certain comparative balances on the interim unaudited consolidated financial statements have been reclassified to conform to the current year’s presentation.

These unaudited consolidated financial statements should be read in conjunction with the December 31, 2025 Annual Report to Stockholders on Form 10-K.

B. Earnings Per Share

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations for the three and six months ended June 30, 2026 and 2025 (dollars in thousands, except per share amounts):

Anti-dilutive stock options and awards as of June 30, 2026 and 2025, totaling 1.4 million shares and 1.2 million shares, respectively, were excluded from the earnings per share calculations.

C. Loans Receivable and Allowance for Credit Losses

The impact of utilizing the current expected credit loss ("CECL") methodology approach to calculate the allowance for credit losses on loans is significantly influenced by the composition, characteristics and quality of the Company’s loan portfolio, as well as the prevailing economic conditions and forecast utilized. Material changes to these and other relevant factors may result in greater volatility to the allowance for credit losses, and therefore, greater volatility to the Company’s reported earnings. The provision for credit losses on loans for the three and six months ended June 30, 2026 was primarily attributable to overall growth in the loan portfolio, combined with an increase in specific reserves on individually evaluated loans. See Notes 3 and 9 to the Consolidated Financial Statements for more information on the allowance for credit losses on loans and off-balance sheet credit exposures.

D. Goodwill

Goodwill represents the excess of the purchase price over the estimated fair value of identifiable net assets acquired through purchase acquisitions. In accordance with GAAP, goodwill with an indefinite useful life is not amortized, but is evaluated for impairment on an annual basis, or more frequently if events or changes in circumstances indicate potential impairment between annual measurement dates. Goodwill is analyzed for impairment at least once a year. As permitted by GAAP, the Company prepares a qualitative assessment in determining whether goodwill may be impaired. The factors considered in the assessment include macroeconomic conditions, industry and market conditions and overall financial performance of the Company, among others. The Company completed its most recent annual goodwill impairment test as of July 1, 2026. As of June 30, 2026, the Company performed a qualitative analysis of goodwill and concluded that no triggering events were identified and therefore a test for impairment between annual tests was not required.

Note 2. Investment Securities

As of June 30, 2026, the Company had $3.29 billion and $266.2 million in available for sale debt securities and held to maturity debt securities, respectively. Many factors, including lack of liquidity in the secondary market for certain securities, variations in pricing information, changes in interest rates, regulatory actions, changes in the business environment or any changes in the competitive marketplace, could have an adverse effect on the Company’s investment portfolio.

Available for Sale Debt Securities

The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the fair value for available for sale debt securities as of June 30, 2026 and December 31, 2025 (in thousands):

Accrued interest on available for sale debt securities, which is excluded from the amortized cost, totaled $11.7 million and $10.9 million as of June 30, 2026 and December 31, 2025, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition.

The amortized cost and fair value of available for sale debt securities as of June 30, 2026, by contractual maturity, are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.

(1) Residential mortgage-backed securities, other asset-backed securities and government-agency obligations are not included in the maturity categories as actual maturities may differ from contractual maturities because the underlying loans may be called or prepaid without penalties.

For the three and six months ended June 30, 2026, proceeds from sales on securities in the available for sale debt securities portfolio totaled $23.9 million, with no gross gains and $806,000 of losses recognized, while proceeds from calls on securities totaled $5.4 million with gross gains of $494,000 and no gross losses recognized. For the three months ended June 30, 2025, no securities were sold or called from the available for sale debt securities portfolio. For the six months ended June 30, 2025, proceeds from sales on securities from the available for sale debt portfolio totaled $1.7 million with gross gains of $87,000 and no losses recognized, while proceeds from calls on securities in the available for sale debt securities portfolio totaled $9.6 million with no gains and no losses recognized.

The following table shows gross unrealized losses and estimated fair value of available for sale debt securities, aggregated by investment category and length of time that individual investment securities have been in a continuous loss position as of June 30, 2026 and December 31, 2025 (in thousands):

The number of available for sale debt securities in an unrealized loss position as of June 30, 2026 totaled 540, compared with 406 as of December 31, 2025. The increase in the number of securities in an unrealized loss position as of June 30, 2026, was mainly due to higher current market interest rates compared to rates as of December 31, 2025. All securities in an unrealized loss position were investment grade as of June 30, 2026.

Held to Maturity Debt Securities

The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the estimated fair value for held to maturity debt securities, excluding allowances for credit losses of $22,000 and $16,000, as of June 30, 2026 and December 31, 2025, respectively (in thousands):

Accrued interest on held to maturity debt securities, which is excluded from the amortized cost, totaled $2.7 million and $2.6 million as of June 30, 2026 and December 31, 2025, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition.

The Company generally purchases securities for long-term investment purposes, and differences between amortized cost and fair value may fluctuate during the investment period. There were no sales of securities from the held to maturity debt securities portfolio for the three and six months ended June 30, 2026 and 2025. For the three and six months ended June 30, 2026, proceeds from calls on securities in the held to maturity debt securities portfolio totaled $1.6 million and $4.4 million, respectively. As to these calls on securities, for the three and six months ended June 30, 2026, there were gross gains of $3,000 and no gross losses related to these calls on securities. For the three and six months ended June 30, 2025, proceeds from calls on securities in the held to maturity debt securities portfolio totaled $5.2 million and $10.1 million, respectively. As to these calls on securities, for the three months ended June 30, 2025, there were no gross gains or gross losses, while for the six months ended June 30, 2025, there were no gross gains, while gross losses totaled $1,200.

The amortized cost and fair value of investment securities in the held to maturity debt securities portfolio as of June 30, 2026 by contractual maturity are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.

The amortized cost and fair value of held to maturity debt securities as of June 30, 2026 by contractual maturity, excluding allowances for credit losses of $22,000 as of June 30, 2026 are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.

The number of held to maturity debt securities in an unrealized loss position as of June 30, 2026 totaled 185, compared with 221 as of December 31, 2025. The decrease in the number of securities in an unrealized loss position as of June 30, 2026, was mainly due to a decline in the number of securities held in the held to maturity portfolio as of June 30, 2026, compared with December 31, 2025.

Management measures expected credit losses on held to maturity debt securities on a collective basis by security type. Management classifies the held to maturity debt securities portfolio into the following security types:

• Government-agency obligations;
• Mortgage-backed securities;
• State and municipal obligations; and
• Corporate obligations.

All of the agency obligations held by the Company are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The majority of the state and municipal and corporate obligations carry credit ratings from the rating agencies as of June 30, 2026 that were no lower than an A rating and the Company had no securities rated BBB or worse by Moody’s Ratings ("Moody's").

Credit Quality Indicators. The following table provides the amortized cost of held to maturity debt securities by credit rating as of June 30, 2026 and December 31, 2025 (in thousands):

Credit quality indicators are metrics that provide information regarding the relative credit risk of debt securities. As of June 30, 2026, the held to maturity debt securities portfolio was comprised of 17% rated AAA, 71% rated AA, 6% rated A, and less than 6% either below an A rating or not rated by Moody’s or Standard and Poor’s.

The following table shows gross unrealized losses and estimated fair value of held to maturity debt securities, aggregated by investment category and length of time that individual investment securities have been in a continuous loss position as of June 30, 2026 and December 31, 2025 (in thousands):

Note 3. Loans Receivable and Allowance for Credit Losses

Loans held for investment as of June 30, 2026 and December 31, 2025 are summarized as follows (in thousands):

(1) Commercial loans consist of owner-occupied real estate loans, commercial and industrial loans and mortgage warehouse lines.

Accrued interest on loans totaled $83.7 million and $82.2 million as of June 30, 2026 and December 31, 2025, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition.

The following tables summarize the aging of loans held for investment by portfolio segment and class of loans (in thousands):

Included in loans held for investment are loans for which the accrual of interest income has been discontinued due to deterioration in the financial condition of the borrowers. The principal amounts of these non-accrual loans were $136.9 million and $78.4 million as of June 30, 2026 and December 31, 2025, respectively. Included in non-accrual loans were $33.5 million and $49.5 million of loans which were less than 90 days past due as of June 30, 2026 and December 31, 2025, respectively. There were no loans 90 days or greater past due and still accruing interest as of June 30, 2026 and December 31, 2025.

Included in non-performing loans are four commercial loans on senior housing properties totaling $81.8 million that are the subject of related bankruptcy filings. These loans have no prior charge-off history and require no specific reserve allocations due to strong collateral values, which are supported by appraisals received in 2026 and, more recently, initial bids submitted through the ongoing bankruptcy sale process.

The activity in the allowance for credit losses by portfolio segment for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):

For the three and six months ended June 30, 2026, the Company recorded a $9.6 million and a $4.9 million provision for credit losses on loans, respectively. The provision for credit losses on loans for the three and six months ended June 30, 2026 was primarily attributable to overall growth in the loan portfolio, combined with an increase in specific reserves on individually evaluated loans. For the three and six months ended June 30, 2026, net charge-offs totaled $1.9 million and $5.0 million, respectively.

The following table summarizes the Company's gross charge-offs recorded during the three months ended June 30, 2026 by year of origination (in thousands):

(1) During the three months ended June 30, 2026, charge-offs on consumer overdraft accounts totaled $126,000, which are not included in the table above.

The following table summarizes the Company's gross charge-offs recorded during the six months ended June 30, 2026 by year of origination (in thousands):

(1) During the six months ended June 30, 2026, charge-offs on consumer overdraft accounts totaled $333,000, which are not included in the table above.

The following table summarizes the Company's gross charge-offs recorded during the three months ended June 30, 2025 by year of origination (in thousands):

(1) During the three months ended June 30, 2025, charge-offs on consumer overdraft accounts totaled $85,000, which are not included in the table above.

The following table summarizes the Company's gross charge-offs recorded during the six months ended June 30, 2025 by year of origination (in thousands):

(1) During the six months ended June 30, 2025, charge-offs on consumer overdraft accounts totaled $199,000, which are not included in the table above.

The Company defines a loan individually evaluated for impairment as a non-homogeneous loan greater than $1.0 million, for which, based on current information, it is not expected to collect all amounts due under the contractual terms of the loan agreement. As of June 30, 2026, there were 53 loans totaling $122.7 million, compared to 28 loans totaling $63.3 million as of December 31, 2025, that were individually evaluated for impairment.

A financial asset is considered collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. For all classes of loans deemed collateral-dependent, the Company estimates expected credit losses based on the collateral’s fair value less any selling costs. A specific allocation of the allowance for credit losses is established for each collateral-dependent loan with a carrying balance greater than the collateral’s fair value, less estimated selling costs. In most cases, the Company records a partial charge-off to reduce the loan’s carrying value to the collateral’s fair value less estimated selling costs. The Company uses third-party appraisals to determine the fair value of the underlying collateral in its analysis of collateral-dependent loans. A third-party appraisal is generally ordered as soon as a loan is designated as a collateral-dependent loan and updated annually, or more frequently if required. At each fiscal quarter end, if a loan is designated as collateral-dependent and the third-party appraisal has not yet been received, an evaluation of all available collateral is made using the best information available at the time, including rent rolls, borrower financial statements and tax returns, prior appraisals, management’s knowledge of the market and collateral, and internally prepared collateral valuations based upon market assumptions regarding vacancy and capitalization rates, each as and where applicable. Once the appraisal is received and reviewed, the specific reserves are adjusted to reflect the appraised value and evaluated for charge offs. The Company believes there have not been any significant time lapses since the receipt of the most recent appraisals.

For loans deemed collateral-dependent as defined above, the fair value is based on the underlying collateral. As of June 30, 2026 and December 31, 2025, the Company had collateral-dependent loans with fair values of $111.8 million and $54.5 million secured by commercial real estate, respectively.

Loan modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal or interest forgiveness, forbearance, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral. In addition, management attempts to obtain additional collateral or guarantor support when modifying such loans. If the borrower has demonstrated performance under the previous terms and our underwriting process shows the borrower has the capacity to continue to perform under the restructured terms, the loan will continue to accrue interest. Non-accruing restructured loans may be returned to accrual status when there has been a sustained period of repayment performance (generally six consecutive months of payments) and both principal and interest are deemed collectible.

The following illustrates the most common loan modifications by loan classes offered by the Company that are required to be disclosed pursuant to the requirements of ASU 2022-02:

Loan Classes Modification types

Commercial Term extension, interest rate reductions, payment delay, or combination thereof. These modifications extend the term of the loan, lower the payment amount, or otherwise delay payments during a defined period for the purpose of providing borrowers additional time to return to compliance with the original loan term.

Residential Mortgage/ Home Equity Forbearance period greater than six months. These modifications require reduced or no payments during the forbearance period for the purpose of providing borrowers additional time to return to compliance with the original loan term as well as term extension and rate adjustment. These modifications extend the term of the loan and provides for an adjustment to the interest rate, which reduces the monthly payment requirement.

Direct Installment Term extension greater than three months. These modifications extend the term of the loan, which reduces the monthly payment requirement.

The following tables present the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2026 (in thousands):

The following tables present the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2025 (in thousands):

The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three months ended June 30, 2026 (in thousands):

The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the six months ended June 30, 2026 (in thousands):

The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three months ended June 30, 2025 (in thousands):

The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the six months ended June 30, 2025 (in thousands):

There were no loan modifications made to borrowers experiencing financial difficulty that subsequently defaulted during the three and six months ended June 30, 2026 and June 30, 2025, respectively.

The following table presents the aging analysis of loan modifications made to borrowers experiencing financial difficulty during the twelve months ended June 30, 2026 (in thousands):

The following table presents the aging analysis of loan modifications made to borrowers experiencing financial difficulty during the twelve months ended June 30, 2025 (in thousands):

Loans acquired by the Company that experienced more-than-insignificant deterioration in credit quality after origination, are classified as Purchase Credit Deteriorated ("PCD") loans. As of June 30, 2026, the balance of PCD loans totaled $457.8 million with a related allowance for credit losses of $4.1 million. The balance of PCD loans as of December 31, 2025 was $509.7 million with a related allowance for credit losses of $4.6 million.

Management utilizes an internal nine-point risk rating system to summarize its loan portfolio into categories with similar risk characteristics. Loans deemed to be “acceptable quality” are rated 1 through 4, with a rating of 1 established for loans with minimal risk. Loans that are deemed to be of “questionable quality” are rated 5 (watch) or 6 (special mention). Loans with adverse classifications (substandard, doubtful or loss) are rated 7, 8 or 9, respectively. Commercial mortgage, commercial, multi-family and construction loans are rated individually, and each lending officer is responsible for risk rating loans in their portfolio. These risk ratings are then reviewed by the department manager and/or the Chief Lending Officer and by the Credit Department. The risk ratings are also reviewed periodically through loan review examinations which are currently performed by independent third-parties. Reports by the independent third-parties are presented to the Audit Committee of the Board of Directors.

The following table summarizes the Company's gross loans held for investment by year of origination and internally assigned credit grades as of June 30, 2026 and December 31, 2025 (in thousands):

(1) For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.

(1) For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.

Note 4. Deposits

Deposits as of June 30, 2026 and December 31, 2025 are summarized as follows (in thousands):

(1) Our insured cash sweep product totaled $1.05 billion and $1.08 billion as of June 30, 2026 and December 31, 2025, respectively, and are reported within NOW accounts.

(2) Time deposits equal to or in excess of $250,000, were $965.7 million and $930.0 million as of June 30, 2026 and December 31, 2025, respectively. Additionally, reciprocal Certificate of Deposit Account Registry Service product totaled $2.5 million as of June 30, 2026 and December 31, 2025.

Within total deposits, brokered deposits totaled $1.27 billion and $769.6 million as of June 30, 2026 and December 31, 2025, respectively.

Note 5. Borrowed Funds

Borrowed funds as of June 30, 2026 and December 31, 2025 are summarized as follows (in thousands):

Total long-term borrowings totaled $451.6 million and $550.0 million as of June 30, 2026 and December 31, 2025, respectively, while total short-term borrowings totaled $1.96 billion and $1.56 billion as of June 30, 2026 and December 31, 2025.

As of June 30, 2026, Federal Home Loan Bank of New York ("FHLBNY") advances were at fixed rates and mature between July 2026 and January 2031, and as of December 31, 2025, FHLBNY advances were at fixed rates with maturities between January 2026 and August 2030. These advances are secured by loans receivable under a blanket collateral agreement.

Scheduled maturities of FHLBNY advances and lines of credit, including purchase accounting adjustments resulting from the Lakeland Bancorp, Inc. ("Lakeland") merger as of June 30, 2026 are as follows (in thousands):

Scheduled maturities of securities sold under repurchase agreements as of June 30, 2026 are as follows (in thousands):

Securities sold under repurchase agreements include arrangements with deposit customers of the Bank to sweep funds into short-term borrowings. The Bank uses available for sale debt securities to pledge as collateral for the repurchase agreements. As of June 30, 2026 and December 31, 2025, the fair value of securities pledged to secure public deposits, repurchase agreements, lines of credit and FHLB advances, totaled $2.18 billion and $2.41 billion, respectively.

Interest expense on borrowings for the three and six months ended June 30, 2026 amounted to $24.0 million and $45.4 million, respectively, while amortization expense related to purchase accounting adjustments for the three and six months ended June 30, 2026 amounted to a benefit of $316,000 and $632,000, respectively. Interest expense on borrowings for the three and six months ended June 30, 2025 amounted to $24.8 million and $43.1 million, respectively, while amortization expense related to purchase accounting adjustments for the three and six months ended June 30, 2025 amounted to a benefit of $316,000 and $868,000, respectively.

Note 6. Components of Net Periodic Benefit Cost

The Bank has a noncontributory defined benefit pension plan covering its full-time employees who had attained age 21 with at least one year of service as of April 1, 2003. All participants in the Plan are 100% vested. The pension plan’s assets are invested in investment funds and group annuity contracts currently managed by the Principal Financial Group and Allmerica Financial.

In addition to pension benefits, certain health care and life insurance benefits are currently made available to certain of the Bank’s retired employees. The costs of such benefits are accrued based on actuarial assumptions from the date of hire to the date the employee is fully eligible to receive the benefits. Effective January 1, 2003, eligibility for retiree health care benefits was frozen as to new entrants, and benefits were eliminated for employees with less than ten years of service as of December 31, 2002. Effective January 1, 2007, eligibility for retiree life insurance benefits was frozen as to new entrants and retiree life insurance benefits were eliminated for employees with less than ten years of service as of December 31, 2006.

Net periodic benefit costs for pension benefits and other post-retirement benefits for the three and six months ended June 30, 2026 and 2025 includes the following components (in thousands):

In its consolidated financial statements for the year ended December 31, 2025, the Company previously disclosed that it does not expect to contribute to the pension plan in 2026. As of June 30, 2026, no contributions have been made to the pension plan.

The changes in net periodic benefit cost for pension benefits and other post-retirement benefits for the three and six months ended June 30, 2026 were calculated using the January 1, 2025 pension and other post-retirement benefits actuarial valuations.

Note 7. Impact of Recent Accounting Pronouncements

Accounting Pronouncements Not Yet Adopted

In November 2024, FASB issued ASU 2024-03, "Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures." This ASU requires disaggregated information about certain income statement line items in a tabular format in the notes to the financial statements. This update will be effective for financial statements issued for fiscal years beginning after December 15, 2026, with early adoption in the interim period permitted. The Company is currently evaluating the impact and does not expect the adoption of this guidance to have a significant impact on the Company’s consolidated financial statements.

Note 8. Contingencies

The Company is involved in various legal actions and claims arising in the normal course of its business. Liabilities for loss contingencies arising from such litigation and claims are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated.

As of June 30, 2026, $2.1 million was recorded in total contingent litigation reserves.

The Company is currently under examination by the New Jersey Division of Taxation for tax years ended December 31, 2020 through 2023. The New Jersey Division of Taxation has provided the Company with a preliminary assessment of approximately $14 million in additional Corporate Business Tax ("CBT") for the tax years under examination plus interest and penalties of approximately $7 million and has requested certain information related to earlier tax years. The preliminary assessment is related to a tax position associated with CBT nexus and sourcing of receipts for the ratio used to determine the Company’s income subject to CBT in New Jersey.

Management and its tax advisors continue to engage in discussions with the New Jersey Division of Taxation and believe the Company has a supportable position regarding its New Jersey nexus, and sourcing of income.

Based on our assessment of the technical merits of its position and the facts and circumstances currently available, including our commitment to pursue all available avenues to support and defend its position, management has concluded that as of June 30, 2026, it is more likely than not that the Company’s position will be sustained at the conclusion of the examination or subsequently and therefore recognition of a liability for an uncertain tax position is not required as of the reporting date. As a result of factual and legal developments affecting the years subsequent to those under examination, the New Jersey CBT issues to which the preliminary assessment relates no longer existed after the period examined by the New Jersey Division of Taxation.

The Company will continue to monitor developments and reassess its conclusion as the examination proceeds, and additional information becomes available.

Note 9. Allowance for Credit Losses on Off-Balance Sheet Credit Exposures

Management analyzes the Company's exposure to credit losses for both on-balance sheet and off-balance sheet activity using a consistent methodology for the quantitative framework as well as the qualitative framework. For purposes of estimating the allowance for credit losses for off-balance sheet credit exposures, the exposure that may default includes an estimated drawdown of unused credit based on historical credit utilization factors and current loss factors.

For the three and six months ended June 30, 2026, the Company recorded a $248,000 recapture of provision and a $2.3 million provision for credit losses for off-balance sheet credit exposures, respectively. For the three and six months ended June 30, 2025, the Company recorded a $241,000 recapture of provision and a $69,000 provision for credit losses for off-balance sheet credit exposures, respectively.

The allowance for credit losses for off-balance sheet credit exposures was $9.1 million as of June 30, 2026 and $6.8 million as of December 31, 2025, and is included in other liabilities on the Consolidated Statements of Financial Condition.

Note 10. Fair Value Measurements

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The determination of fair values of financial instruments often requires the use of estimates. Where quoted market values in an active market are not readily available, management utilizes various valuation techniques to estimate fair value.

Fair value is an estimate of the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. However, in many instances fair value estimates may not be substantiated by comparison to independent markets and may not be realized in an immediate sale of the financial instrument.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The 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 market 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; and

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

A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The valuation techniques are based upon the unpaid principal balance only, and exclude any accrued interest or dividends at the measurement date. Interest income and expense and dividend income are recorded within the consolidated statements of income depending on the nature of the instrument using the effective interest method based on acquired discount or premium.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The valuation techniques described below were used to measure fair value of financial instruments in the table below on a recurring basis as of June 30, 2026 and December 31, 2025.

Available for Sale Debt Securities, at Fair Value

For available for sale debt securities, fair value was estimated using a market approach. The majority of the Company’s securities are fixed income instruments that are not quoted on an exchange but are traded in active markets. Prices for these instruments are obtained through third-party data service providers or dealer market participants with whom the Company has historically transacted both purchases and sales of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing, a Level 2 input, is a mathematical technique used principally to value certain securities by benchmarking to comparable securities. The Company evaluates the quality of Level 2 matrix pricing through comparison to similar assets with greater liquidity and evaluation of projected cash flows. As management is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, management compares the prices received from the pricing service to a secondary pricing source. Additionally, management compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and review of fair value methodology documentation provided by independent pricing services have generally not resulted in an adjustment in the prices obtained from the pricing service. The Company also holds debt instruments issued by the U.S. government that are traded in active markets with readily accessible quoted market prices that are considered Level 1 within the fair value hierarchy.

Equity Securities at Fair Value

The Company holds equity securities that are traded in active markets with readily accessible quoted market prices that are considered Level 1 inputs.

Derivatives

The Company records all derivatives on the statements of financial condition at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. The Company has interest rate derivatives resulting from a service provided to certain qualified borrowers in a loan related transaction which, therefore, are not used to manage interest rate risk in the Company’s assets or liabilities. As such, all changes in fair value of these derivatives are recognized directly in earnings.

The Company also uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges, and which satisfy hedge accounting requirements, involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. These derivatives were used to hedge the variable cash outflows associated with FHLBNY borrowings and brokered demand deposits. The change in the fair value of these derivatives is recorded in accumulated other comprehensive income (loss), and is subsequently reclassified into earnings in the period that the forecasted transactions affect earnings.

The fair value of the Company's derivatives is determined by using discounted cash flow analysis using observable market-based inputs, which are considered Level 2 inputs.

Assets Measured at Fair Value on a Non-Recurring Basis

The valuation techniques described below were used to estimate fair value of financial instruments measured on a non-recurring basis as of June 30, 2026 and December 31, 2025.

Collateral-Dependent Impaired Loans

For loans measured for impairment based on the fair value of the underlying collateral, fair value was estimated using a market approach. The Company measures the fair value of collateral underlying impaired loans primarily through obtaining independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case-by-case basis, to comparable assets based on the appraisers’ market knowledge and experience, as well as adjustments for estimated costs to sell between 5% and 10%. Management classifies these loans as Level 3 within the fair value hierarchy.

Foreclosed Assets

Assets acquired through foreclosure or deed in lieu of foreclosure are carried at fair value, less estimated selling costs, which range between 5% and 10%. Fair value is generally based on independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case basis, to comparable assets based on the appraisers’ market knowledge and experience and are classified as Level 3. When an asset is acquired, the excess of the loan balance over fair value less estimated selling costs is charged to the allowance for credit losses. A reserve for foreclosed assets may be established to provide for possible write-downs and selling costs that occur subsequent to foreclosure. Foreclosed assets are carried net of the related reserve. Operating results from real estate owned, including rental income, operating expenses, and gains and losses realized from the sales of real estate owned, are recorded as incurred.

There were no changes to the valuation techniques for fair value measurements as of June 30, 2026 or December 31, 2025.

The following tables present the assets and liabilities reported on the consolidated statements of financial condition at their fair values as of June 30, 2026 and December 31, 2025, by level within the fair value hierarchy (in thousands):

There were no transfers into or out of Level 3 during the three and six months ended June 30, 2026.

Other Fair Value Disclosures

The Company is required to disclose the estimated fair value of financial instruments, both assets and liabilities on- and off- the balance sheet, for which it is practicable to estimate fair value. The following is a description of valuation methodologies used for those assets and liabilities.

Cash and Cash Equivalents

For cash and due from banks, federal funds sold and short-term investments, the carrying amount approximates fair value. As of June 30, 2026, there was no cash collateral pledged to secure loan level swaps and risk participation agreements. As of December 31, 2025 $2.4 million was included in cash and cash equivalents, representing cash collateral pledged to secure loan level swaps and risk participation agreements.

Held to Maturity Debt Securities

For held to maturity debt securities, fair value was estimated using a market approach. The majority of the Company’s securities are fixed income instruments that are not quoted on an exchange but are traded in active markets. Prices for these instruments are obtained through third party data service providers or dealer market participants with whom the Company has historically transacted both purchases and sales of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing, a Level 2 input, is a mathematical technique used principally to value certain securities by benchmarking to comparable securities. Management evaluates the quality of Level 2 matrix pricing through comparison to similar assets with greater liquidity and evaluation of projected cash flows. As management is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, management compares the prices received from the pricing service to a secondary pricing source. Additionally, management compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and review of fair value methodology documentation provided by independent pricing services have generally not resulted in an adjustment in the prices obtained from the pricing service. The Company also holds debt instruments issued by the U.S. government and U.S. government-sponsored agencies that are traded in active markets with readily accessible quoted market prices that are considered Level 1 within the fair value hierarchy.

Federal Home Loan Bank of New York Stock

The carrying value of FHLBNY stock is its cost. The fair value of FHLBNY stock is based on redemption at par value. The Company classifies the estimated fair value as Level 1 within the fair value hierarchy.

Loans

Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type such as commercial mortgage, residential mortgage, commercial, construction and consumer. Each loan category is further segmented into fixed and adjustable-rate interest terms and into performing and non-performing categories. The fair value of performing loans was estimated using a combination of techniques, including a discounted cash flow model that utilizes a discount rate that reflects the Company’s current pricing for loans with similar characteristics and remaining maturity, adjusted by an amount for estimated credit losses inherent in the portfolio at the balance sheet date (i.e., exit pricing). The rates take into account the expected yield curve, as well as an adjustment for prepayment risk, when applicable. The Company classifies the estimated fair value of its loan portfolio as Level 3.

The fair value for significant non-performing loans (i.e., loans greater than $1.0 million) was based on recent external appraisals of collateral securing such loans, adjusted for the timing of anticipated cash flows, net of cost to sell. The Company classifies the estimated fair value of its non-performing loan portfolio as Level 3.

Deposits

The fair value of deposits with no stated maturity, such as non-interest bearing demand deposits and savings deposits, was equal to the amount payable on demand and classified as Level 1. The estimated fair value of certificates of deposit was based on the discounted value of contractual cash flows. The discount rate was estimated using the Company’s current rates offered for deposits with similar remaining maturities. The Company classifies the estimated fair value of its certificates of deposit portfolio as Level 2.

Borrowed Funds

The fair value of borrowed funds was estimated by discounting future cash flows using rates available for debt with similar terms and maturities and is classified by the Company as Level 2 within the fair value hierarchy.

Subordinated Debentures

The fair value of borrowed funds was estimated based on bid/ask prices from brokers for similar types of instruments and is classified by the Company as Level 2 within the fair value hierarchy.

Limitations

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s 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.

Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments.

Significant assets and liabilities that are not considered financial assets or liabilities include goodwill and other intangibles, deferred tax assets and premises and equipment. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

The following tables present the Company’s financial instruments at their carrying and fair values as of June 30, 2026 and December 31, 2025. Fair values are presented by level within the fair value hierarchy.

Note 11. Other Comprehensive Income (Loss)

The following table presents the components of other comprehensive income (loss), both gross and net of tax, for the three and six months ended June 30, 2026 and 2025 (in thousands):

The following tables present the changes in the components of accumulated other comprehensive income (loss), net of tax, for the three and six months ended June 30, 2026 and 2025 (in thousands):

The following tables summarize the reclassifications from accumulated other comprehensive (loss) to the consolidated statements of income for the three and six months ended June 30, 2026 and 2025 (in thousands):

(1) This item is included in the computation of net periodic benefit cost. See Note 6. Components of Net Periodic Benefit Cost.

Note 12. Derivative and Hedging Activities

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through the management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its assets and liabilities.

Non-designated Hedges. Derivatives not designated in qualifying hedging relationships are not speculative and result from a service the Company provides to certain qualified commercial borrowers in loan related transactions which, therefore, are not used to manage interest rate risk in the Company’s assets or liabilities. The Company may execute interest rate swaps with qualified commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting interest rate swaps that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. The interest rate swap agreement which the Company executes with the commercial borrower is collateralized by the borrower's commercial real estate financed by the Company. As the Company has not elected to apply hedge accounting and these interest rate swaps do not meet the hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. As of June 30, 2026 and December 31, 2025, the Company had 418 and 438 loan related interest rate swaps with aggregate notional amounts of $3.88 billion and $4.00 billion, respectively.

The Company periodically enters into risk participation agreements ("RPAs"), with the Company functioning as either the lead institution, or as a participant when another company is the lead institution on a commercial loan. These RPAs are entered into to manage the credit exposure on interest rate contracts associated with these loan participation agreements. Under the RPAs, the Company will either receive or make a payment in the event the borrower defaults on the related interest rate contract. The Company has minimum collateral posting thresholds with certain of its risk participation counterparties but as of June 30, 2026, it was not required to post collateral against the potential risk of default by the borrower under these agreements. For June 30, 2026 and December 31, 2025, the Company had 8 and 10 credit derivatives, respectively, with aggregate notional amounts of $112.8 million and $98.6 million, respectively, from participations in interest rate swaps as part of these loan participation arrangements. As of June 30, 2026 and December 31, 2025, the asset and liability positions of these fair value credit derivatives were insignificant.

Cash Flow Hedges of Interest Rate Risk. The Company’s objective in using interest rate derivatives is to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable payment amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

Changes in the fair value of derivatives designated and that qualify as cash flow hedges of interest rate risk are recorded in accumulated other comprehensive (loss) income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three and six months ended June 30, 2026 and 2025, such derivatives were used to hedge the variable cash outflows associated with FHLBNY borrowings and brokered demand deposits.

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s borrowings or demand deposits. During the next twelve months, the Company estimates that $2.1 million will be reclassified as a reduction to interest expense. As of June 30, 2026, the Company had eight outstanding interest rate derivatives with an aggregate notional amount of $675.0 million that were each designated as a cash flow hedge of interest rate risk, compared to seven outstanding interest rate derivatives with an aggregate notional amount of $575.0 million, as of December 31, 2025.

The Company is a party to master netting arrangements with its financial institution counterparties; however, the Company does not offset assets and liabilities under these arrangements for financial statement presentation purposes. The master netting arrangements provide for a single net settlement of all swap agreements, as well as collateral, in the event of default on, or termination of, any one contract. Collateral, usually in the form of cash or marketable investment securities, is posted by or received from the counterparty with net liability or asset positions, respectively, in accordance with contract thresholds. Master repurchase agreements which include “right of set-off” provisions generally have a legally enforceable right to offset recognized amounts. In such cases, the collateral would be used to settle the fair value of the swap or repurchase agreement should the Company be in default. The total amount of collateral held or pledged cannot exceed the net derivative fair values with the counterparty.

The tables below present a gross presentation, the effects of offsetting, and a net presentation of the Company’s financial instruments that are eligible for offset in the Consolidated Statements of Condition as of June 30, 2026 and December 31, 2025 (in thousands).

(1) The fair values related to interest rate products in the above net derivative tables show the total value of assets and liabilities, which include accrued interest receivable and accrued interest payable for the periods ended June 30, 2026 and December 31, 2025.

The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Income during the three and six months ended June 30, 2026 and 2025 (in thousands).

The Company has agreements with certain of its dealer counterparties which contain a provision that if the Company defaults on any of its indebtedness, including a default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be deemed in default on its derivative obligations. In addition, the Company has agreements with certain of its dealer counterparties which contain a provision that if the Company fails to maintain its status as a well or adequately capitalized institution, then the counterparty could terminate the derivative positions and the Company would be required to settle its obligations under the agreements.

As of June 30, 2026, the Company had six dealer counterparties, of which, the Company was in a net asset position with respect to all of its counterparties.

Note 13. Revenue Recognition

The Company generates revenue from several business channels. The guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606) does not apply to revenue associated with financial instruments, including interest income on loans and investments, which comprise the majority of the Company's revenue. For both the three and six months ended June 30, 2026, the out-of-scope revenue related to financial instruments was 91.1% and 91.0% of the Company's total revenue, compared to 92.1% and 92.0% for the three and six months ended June 30, 2025, respectively. Revenue generating activities that are within the scope of Topic 606, are components of non-interest income. These revenue streams are generally classified into three categories: wealth management revenue, insurance agency income and banking service charges and other fees.

The following table presents non-interest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, for the three and six months ended June 30, 2026 and 2025 (in thousands):

Wealth management fee income represents fees earned from customers as consideration for asset management, investment advisory and trust services. The Company’s performance obligation is generally satisfied monthly and the resulting fees are recognized monthly. The fee is generally based upon the average market value of the assets under management for the month and the applicable fee rate. The monthly accrual of wealth management fees is recorded in other assets on the Company's

Consolidated Statements of Financial Condition. Fees are received from the customer on a monthly basis. The Company does not earn performance-based incentives. To a lesser extent, optional services such as tax return preparation and estate settlement are also available to existing customers. The Company’s performance obligation for these transaction-based services is generally satisfied, and related revenue recognized, at either a point in time when the service is completed, or in the case of estate settlement, over a relatively short period of time, as each service component is completed.

Insurance agency income, consisting of commissions and fees, is generally recognized as of the effective date of the insurance policy. Commission revenues related to installment billings are recognized on the invoice date. Subsequent commission adjustments are recognized upon the receipt of notification from insurance companies concerning matters necessitating such adjustments. Profit-sharing contingent commissions are recognized when determinable, which is generally when such commissions are received from insurance companies, or when the Company receives formal notification of the amount of such payments.

Service charges on deposit accounts include account analysis fees and other deposit-related fees. These fees are generally transaction-based, or time-based services. The Company's performance obligation for these services is generally satisfied, and revenue recognized, at the time the transaction is completed, or the service rendered. Fees for these services are generally received from the customer either at the time of transaction, or monthly. Debit card and ATM fees are generally transaction-based. Debit card revenue is primarily comprised of interchange fees earned when a customer's Company card is processed through a card payment network. ATM fees are largely generated when a Company cardholder uses a non-Company ATM, or a non-Company cardholder uses a Company ATM. The Company's performance obligation for these services is satisfied when the service is rendered. Payment is generally received at the time of transaction or monthly. Out-of-scope non-interest income primarily consists of Bank-owned life insurance and net fees on loan level interest rate swaps, along with gains and losses on the sale of loans and foreclosed real estate, loan prepayment fees and loan servicing fees. None of these revenue streams are subject to the requirements of Topic 606.

Note 14. Leases

The following table represents the consolidated statements of financial condition classification of the Company’s right-of-use assets and lease liabilities as of June 30, 2026 and December 31, 2025 (in thousands):

The calculated amount of the right-of-use assets and lease liabilities in the table above are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. The Company’s lease agreements often include one or more options to renew at the Company’s discretion. If at lease inception the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the right-of-use asset and lease liability. Regarding the discount rate, Topic 842 requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes its incremental borrowing rate at lease inception based upon the term of the lease. For operating leases existing prior to January 1, 2019, the rate for the remaining lease term as of January 1, 2019 was applied.

All of the leases in which the Company is the lessee are classified as operating leases and are primarily comprised of real estate properties for branches and administrative offices with terms extending through 2046.

As of June 30, 2026, the weighted-average remaining lease term and the weighted-average discount rate for the Company's operating leases were 6.8 years and 3.47%, respectively.

The following tables represent lease costs and other lease information for the Company's operating leases. The variable lease cost primarily represents variable payments such as common area maintenance and utilities (in thousands):

Future minimum payments for operating leases with initial or remaining terms of one year or more as of June 30, 2026, were as follows (in thousands):

Note 15. Segment Reporting

We conduct our operations through a single business segment. Substantially all of our interest and fees on loans and long-lived assets relate to our operations. Pursuant to FASB ASC 280, Segment Reporting, operating segments represent components of an enterprise for which separate financial information is available that is regularly evaluated by the chief operating decision maker in determining how to allocate resources and in assessing performance. The Company's Chief Operating Decision Maker ("CODM") is the President and Chief Executive Officer. The CODM uses a variety of measures to assess the performance of the business as a whole, depending on the nature of the activity. The Company generates revenue from several business channels. Those streams are organized by the types of partners we work with to reach our customers, with success principally measured based on interest and fees on loans, loan receivables, active accounts and other sales metrics. Detailed profitability information of the nature that could be used to allocate resources and assess the performance and operations for each sales platform individually, however, is not used by our chief operating decision maker. Expense activities, including funding costs, credit losses and operating expenses, are not measured for each platform but instead are managed for the Company as a whole.

The following table represents segment information for the three and six months ended June 30, 2026 and 2025 (in thousands):

(1) Other non-interest income items include fees and commissions, bank owned life insurance ("BOLI") and other miscellaneous income.

(2) Other non-interest expense items include merger-related expenses in the prior year, amortization of intangibles and other miscellaneous expenses.

Our segment assets represent our total assets as presented on the Consolidated Statements of Financial Position.

Note 16. Subsequent Events

The Company has evaluated any additional subsequent events from the date of the Consolidated Financial Statements, and accompanying notes thereto, through the date of issuance, and determined that there were no other significant events identified requiring recognition or disclosure.