Provident Financial Holdings Inc: Form 10-Q for the period ended Sep 30, 2025

General

Provident Financial Holdings, Inc., a Delaware corporation, was organized in January 1996 for the purpose of becoming the holding company of Provident Savings Bank, F.S.B. (the “Bank") upon the Bank’s conversion from a federal mutual to a federal stock savings bank (“Conversion”). The Conversion was completed on June 27, 1996. The Corporation is regulated by the Board of Governors of the Federal Reserve System (“Federal Reserve”). At September 30, 2025, the Corporation had total assets of $1.23 billion, total deposits of $874.8 million and total stockholders’ equity of $128.4 million. The Corporation has not engaged in any significant activity other than holding the stock of the Bank. Accordingly, the information set forth in this report, including financial statements and related data, relates primarily to the Bank and its subsidiaries. As used in this report, the terms “we,” “our,” “us,” and “Corporation” refer to Provident Financial Holdings, Inc. and its consolidated subsidiaries, unless the context indicates otherwise.

The Bank, founded in 1956, is a federally chartered stock savings bank headquartered in Riverside, California. The Bank is regulated by the Office of the Comptroller of the Currency (“OCC”), its primary federal regulator, and the Federal Deposit Insurance Corporation (“FDIC”), the insurer of its deposits. The Bank’s deposits are federally insured up to applicable limits by the FDIC. The Bank has been a member of the FHLB System since 1956.

The Corporation operates in a single business segment through the Bank. The Bank’s activities include attracting deposits, offering banking services and originating and purchasing single-family, multi-family, commercial real estate, construction and, to a lesser extent, other mortgage, commercial business and consumer loans. Deposits are collected primarily from 13 banking locations located in Riverside and San Bernardino counties in California. Loans are primarily originated and purchased in California. There are various risks inherent in the Corporation’s business including, among others, the general business environment, interest rates, the California real estate market, the demand for loans, the prepayment of loans, the repurchase of loans previously sold to investors, the secondary market conditions to buy and sell loans, competitive conditions, legislative and regulatory changes, fraud and other risks.

The Corporation began paying quarterly cash dividends during the quarter ended September 30, 2002. On July 24, 2025, the Corporation’s Board of Directors declared a quarterly cash dividend of $0.14 per share for shareholders of record as of the close of business on August 14, 2025. This dividend was paid on September 4, 2025. Future dividend declarations and payments will be subject to the Board of Directors’ discretion, considering factors such as the Corporation’s financial condition, operational results, tax implications, capital requirements, industry standards, legal restrictions, economic conditions, and other relevant factors, including regulatory limitations that affect the Bank’s ability to pay dividends to the Corporation. Under Delaware law, dividends may be paid from surplus or, in the absence of surplus, from net profits of the current fiscal year and/or the preceding fiscal year in which the dividend is declared.

Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to assist in understanding the financial condition and results of operations of the Corporation. The information contained in this section should be read in conjunction with the Unaudited Interim Condensed Consolidated Financial Statements and accompanying selected Notes to Unaudited Interim Condensed Consolidated Financial Statements.

Safe-Harbor Statement

Certain matters discussed in this Form 10-Q constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to the Corporation’s financial condition, liquidity, results of operations, plans, objectives, future performance or business. You should not place undue reliance on these statements as they are subject to various risks and uncertainties. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements the Corporation may make. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Corporation.

There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors which could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements include, but are not limited to:

• adverse economic conditions in our local market areas or other markets where we have lending relationships;
• effects of employment levels, labor shortages, persistent inflation, recessionary pressures or slowing economic growth;
• changes in interest rate levels and the duration of such changes, including actions by the Federal Reserve, which could adversely affect our revenues and expenses, the value of assets and obligations, and the availability and cost of capital and liquidity;
• the impact of inflation and monetary and fiscal policy responses thereto, and their impact on consumer and business behavior;
• the effects of a Federal government shutdown, debt ceiling standoff, or other fiscal policy uncertainty;
• credit risks of lending activities, including loan delinquencies, loan charge-offs, changes in our allowance for credit losses (“ACL”), and provision for credit losses;
• increased competitive pressures among financial services companies, including repricing and competitors’ pricing initiatives, and their impact on our market position, loan, and deposit products;
• quality and composition of our securities portfolio and the impact of adverse changes in the securities markets;
• fluctuations in deposits;
• secondary market conditions for loans and our ability to sell loans in the secondary market;
• liquidity issues, including our ability to borrow funds or raise additional capital, if necessary;
• expectations regarding key growth initiatives and strategic priorities;
• the impact of bank failures or adverse developments at other banks and related negative press about the banking industry in general on investor and depositor sentiment;
• results of examinations of us by regulatory authorities, which may include the possibility that any such regulatory authority may, among other things, institute a formal or informal enforcement action against us or our bank subsidiary which could require us to increase our ACL, write down assets, change our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits or impose additional requirements or restrictions on us, any of which could adversely affect our liquidity and earnings;
• the ability to adapt to rapid technological changes, including advancements in artificial intelligence, digital banking, and cybersecurity;
• legislative or regulatory changes, including but not limited to shifts in capital requirements, banking regulation, tax laws, or consumer protection laws;
• use of estimates in determining the fair value of assets, which may prove incorrect;
• vulnerabilities in information systems or third-party service providers, including disruptions, breaches, or attacks;
• geopolitical developments and international conflicts, including but not limited to tensions or instability in Eastern Europe, the Middle East, and Asia, or the imposition of new or increased tariffs and trade restrictions, which may disrupt financial markets, global supply chains, energy prices, or economic activity in specific industry sectors;
• staffing fluctuations in response to product demand or corporate implementation of strategies;
• our ability to pay dividends on our common stock;
• environmental, social and governance goals;
• effects of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, domestic political unrest and other external events;
• availability of appropriate insurance products in our market areas; and
• other factors described in our Form 10-K and in this Quarterly Report on Form 10-Q and other reports filed with and furnished to the Securities and Exchange Commission (“SEC”), which are available on our website at www.myprovident.com (http://www.myprovident.com) and on the SEC’s website at www.sec.gov (http://www.sec.gov).

Forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements included in this document or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed in this document might not occur, and you should not put undue reliance on any forward-looking statements. These factors could cause our actual results for fiscal 2026 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Corporation’s consolidated financial condition and consolidated results of operations as well as its stock price performance.

Critical Accounting Estimates

The discussion and analysis of the Corporation’s financial condition and results of operations is based upon the Corporation’s condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements. Actual results may differ from these estimates under different assumptions or conditions.

The Corporation’s critical accounting estimates are described in the Critical Accounting Estimates section of Management’s Discussion and Analysis of Financial Condition and Results of Operations and in Note 1 - Organization and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements of our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 (“2025 Annual Form 10-K”). There have not been any material changes in the Corporation’s critical accounting policies and estimates as compared to the disclosures contained in the Corporation’s 2025 Annual Form 10-K.

Executive Summary and Operating Strategy

Provident Savings Bank, F.S.B., established in 1956, is a financial services company committed to serving consumers and small to mid-sized businesses in the Inland Empire region of Southern California. The Bank conducts its business operations as Provident Bank and through its subsidiary, Provident Financial Corp (“PFC”). The business activities of the Corporation, primarily through the Bank, consist of community banking and, to a lesser degree, investment services for customers and trustee services on behalf of the Bank.

Community banking operations primarily consist of accepting deposits from customers within the communities surrounding the Corporation’s full service offices and investing those funds in single-family, multi-family and commercial real estate loans. Also, to a lesser extent, the Corporation makes construction, commercial business, consumer and other mortgage loans. The primary source of income in community banking is net interest income, which is the difference between the interest income earned on loans and investment securities, and the interest expense paid on interest-bearing deposits and borrowed funds. Additionally, certain fees are collected from depositors, such as overdraft fees, deposit account service charges, ATM fees, IRA/KEOGH fees, safe deposit box fees, wire transfer fees and overdraft protection fees, among others.

The Corporation plans to enhance its community banking operations through moderate asset growth, with a strategic focus on expanding its single-family, multi-family, commercial real estate, construction, and commercial business lending portfolios. In parallel, the Corporation plans to improve the composition of its deposit base by reducing reliance on retail time deposits and increasing the proportion of lower-cost checking and savings accounts. To further diversify its funding sources, the Corporation utilizes brokered certificates of deposit and government deposits, as appropriate based on market conditions and funding requirements. This strategy is designed to strengthen core revenue by improving the net interest margin and, in conjunction with asset growth, increase overall net interest income. While the Corporation’s long-term strategy targets moderate and sustainable growth, management recognizes that the pace and success of this growth will be influenced by general economic conditions and other external factors.

Investment services operations primarily consist of selling alternative investment products such as annuities and mutual funds to the Bank’s depositors. PFC performs trustee services for the Bank’s real estate secured loan transactions and has in the past held, and may in the future hold, real estate for investment. Investment services and trustee services contribute a very small percentage of gross revenue.

There are a number of risks associated with the business activities of the Corporation, many of which are beyond the Corporation’s control as described in the 2025 Annual Form 10-K. The Corporation attempts to mitigate many of these risks through prudent banking practices, such as interest rate risk management, credit risk management, operational risk management, and liquidity risk management.

The California economic environment presents heightened risk to the Corporation, particularly with respect to real estate values and loan delinquencies. Because the majority of the Corporation’s loans are secured by real estate located in California, significant declines in California property values could limit the Corporation’s ability to recover on defaulted loans through the sale of the underlying collateral. Within commercial real estate, the office sector continues to face elevated risk, driven by higher vacancy rates, slower leasing activity, and downward pressure on rental rates in certain California markets. These trends may negatively affect collateral values and the repayment capacity of the borrowers. In response, the Bank has evaluated its existing loans collateralized by office space for outsized concentrations and has implemented tighter underwriting standards for such collateral. At September 30, 2025, our commercial real estate portfolio totaled $71.0 million, including office properties of various types, totaling approximately $36.9 million or 51.9 percent of the total commercial real estate portfolio and 3.6 percent of the total loan portfolio. While current credit performance within the office segment remains satisfactory, management continues to monitor the portfolio closely in light of evolving market conditions.

The Corporation remains committed to prudent risk management practices to mitigate potential risks and support customers in navigating any financial challenges that may arise. For additional information, see “Asset Quality” below.

Commitments and Derivative Financial Instruments

The Corporation is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, in the form of originating loans or providing funds under existing lines of credit, loan sale agreements to third parties and option contracts. These instruments involve, to varying degrees, elements of credit and interest-rate risk in excess of the amount recognized in the accompanying Condensed Consolidated Statements of Financial Condition. The Corporation’s exposure to credit loss, in the event of non-performance by the counterparty to these financial instruments, is represented by the contractual amount of these instruments. The Corporation uses the same credit policies in entering into financial instruments with off-balance sheet risk as it does for on-balance sheet instruments. For a discussion on commitments and derivative financial instruments, see Note 6 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements of this Form 10-Q.

Comparison of Financial Condition at September 30, 2025 and June 30, 2025

Total assets decreased one percent to $1.23 billion at September 30, 2025 from $1.25 billion at June 30, 2025. The decrease was primarily attributable to decreases in cash and cash equivalents, investment securities and loans held for investment.

Total cash and cash equivalents, primarily excess cash deposited with the FRB of San Francisco, decreased $3.7 million, or seven percent, to $49.4 million at September 30, 2025 from $53.1 million at June 30, 2025. The decrease was primarily attributable to the use of cash to accommodate net deposit outflows, and reflects management’s proactive strategy to manage liquidity in response to prevailing economic conditions.

Investment securities (held to maturity and available for sale) decreased $5.6 million, or five percent, to $105.4 million at September 30, 2025, from $111.0 million at June 30, 2025. The decrease was primarily the result of scheduled and accelerated principal payments on mortgage-backed and other securities during the first three months of fiscal 2026, with no purchases or sales of investment securities during the period. For further analysis on investment securities, see Note 4 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements of this Form 10-Q.

Loans held for investment decreased $4.0 million to $1.04 billion at September 30, 2025, from June 30, 2025, predominantly due to decreases in multi-family and commercial real estate loans, partly offset by an increase in single-family loans. During the first three months of fiscal 2026, the Corporation originated $29.6 million of loans held for investment, consisting primarily of single-family, multi-family and commercial real estate loans located throughout California, compared to $28.9 million originated during the first three months of fiscal 2025. The Corporation did not purchase any loans during the first three months of fiscal 2026 or 2025. Total loan principal payments during the first three months of fiscal 2026 were $34.5 million, up one percent from $34.0 million during the comparable period in fiscal 2025, reflecting elevated payoff and amortization activity. Single-family loans held for investment at September 30, 2025 and June 30, 2025 totaled $549.5 million and $544.4 million, representing approximately 53 percent and 52 percent of loans held for investment, respectively. Multi-family loans held for investment at September 30, 2025 and June 30, 2025 totaled $415.2 million and $423.4 million, respectively, representing approximately 40 percent and 41 percent of loans held for investment, respectively. Commercial real estate loans held for investment at September 30, 2025 and June 30, 2025 totaled $71.0 million and $72.8 million, respectively, each representing approximately seven percent of loans held for investment.

The tables below describe the geographic dispersion of gross real estate secured loans held for investment at September 30, 2025 and June 30, 2025, as a percentage of the total dollar amount of loans outstanding:

As of September 30, 2025:

(1) Comprised of Riverside and San Bernardino counties.

(2) Other than the Inland Empire.

As of June 30, 2025:

(1) Comprised of Riverside and San Bernardino counties.

(2) Other than the Inland Empire.

For further analysis on loans held for investment, see Note 5 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements of this Form 10-Q.

Total deposits decreased $14.0 million, or two percent, to $874.8 million at September 30, 2025 from $888.8 million at June 30, 2025, reflecting continued competitive pressures for deposits in the Bank’s market area as customers sought higher-yielding alternatives.

Core deposit balances, consisting of noninterest-bearing and interest-bearing transaction accounts, decreased by $10.7 million, or two percent, to $565.8 million at September 30, 2025, from $576.5 million at June 30, 2025. Time deposits decreased $3.3 million to $309.0 million from $312.3 million over the same period, attributable primarily to a decline in brokered certificates of deposit, as the Bank actively managed deposit pricing and funding costs. At September 30, 2025, total brokered certificates of deposit were $123.8 million, down $7.2 million or five percent, from $131.0 million at June 30, 2025. Excluding brokered certificates of deposit, retail time deposits represented 21 percent of total deposits at September 30, 2025, compared to 20 percent at June 30, 2025.

Total uninsured deposits were approximately $169.7 million (of which, $52.4 million were collateralized) and $158.7 million (of which, $54.0 million were collateralized) at September 30, 2025 and June 30, 2025, respectively. Uninsured deposits are based on estimated amounts of uninsured deposits as of the reported period. Such estimates are based on the same methodologies and assumptions used for regulatory reporting requirements.

Total borrowings remained virtually unchanged at $213.1 million at September 30, 2025 and June 30, 2025. At September 30, 2025 and June 30, 2025, borrowings were comprised of short-term and long-term FHLB - San Francisco advances used for liquidity and interest rate risk management purposes.

Total stockholders’ equity declined slightly to $128.4 million at September 30, 2025, from $128.5 million at June 30, 2025. The decrease was primarily due to $921,000 of cash dividends paid to shareholders and $1.1 million of stock repurchases, partly offset by net income of $1.7 million and the amortization of stock-based compensation of $123,000 in the first three months of fiscal 2026. The Corporation repurchased 66,707 shares of its common stock in the open market at a weighted average price of $15.75 per share during the first three months of fiscal 2026 pursuant to its publicly announced stock repurchase program. For further analysis on stock repurchases, see Note 10 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements of this Form 10 Q.

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

Net income for the first quarter of fiscal 2026 was $1.7 million, down $219,000 or 12 percent from $1.9 million in the same period of fiscal 2025. The decrease was primarily attributable to an increase in non-interest expense, a decrease in non-interest income and an increase in the provision for income taxes, partly offset by an increase in net interest income.

The efficiency ratio, defined as non-interest expense divided by the sum of net interest income and non-interest income, was 78.35 percent for the first quarter of fiscal 2026, an improvement from 79.06 percent in the same period last year. The improvement of the efficiency ratio during the current quarter compared to the same period last year was primarily due to the increase in total revenue outpacing the increase in operating expenses.

Return on average assets was 0.55 percent in the first quarter of fiscal 2026, down six basis points from 0.61 percent in the same period last year. Return on average stockholders’ equity was 5.17 percent in the first quarter of fiscal 2026, down from 5.78 percent in the same period last year. Diluted earnings per share for the first quarter of fiscal 2026 were $0.25, down 11 percent from $0.28 in the same period last year.

Net Interest Income:

For the Quarters Ended September 30, 2025 and 2024. Net interest income increased $314,000, or four percent, to $8.9 million for the first quarter of fiscal 2026 from $8.6 million in the same quarter last year. The increase was due to a higher net interest margin, partly offset by a lower average balance of interest-earning assets. The higher net interest margin was due to an increase in the average yield on interest-earning assets and a decrease in the average cost of interest-bearing liabilities. The net interest margin during the first quarter of fiscal 2026 increased 16 basis points to 3.00 percent from 2.84 percent in the same quarter last year. The increase was primarily driven by a higher average yield on interest-earning assets, which increased 12 basis points to 4.75 percent, and a lower average cost of interest-bearing liabilities, which decreased five basis points to 1.92 percent, with the combined impact reflecting the relative composition of assets and liabilities. The average balance of interest-earning assets decreased $23.1 million, or two percent, to $1.19 billion in the first quarter of fiscal 2026 from $1.22 billion the same quarter last year as the average balance of both investment securities and loans receivable declined, partly offset by an increase in the average balance of interest-earning deposits. Similarly, the average balance of interest-bearing liabilities decreased $23.5 million, or two percent, to $1.08 billion in the first quarter of fiscal 2026 from $1.10 billion in the same quarter last year primarily reflecting decreases in the average balance of transaction accounts and borrowings, partly offset by an increase in the average balance of time deposits.

Interest Income:

For the Quarters Ended September 30, 2025 and 2024. Total interest income increased $71,000, or one percent, to $14.1 million for the first quarter of fiscal 2026 from the same quarter of fiscal 2025. The increase was due primarily to an increase in interest income from loans receivable, partly offset by a decrease in interest income from investment securities.

Interest income on loans receivable increased $108,000, or one percent, to $13.1 million in the first quarter of fiscal 2026 from $13.0 million in the same quarter of fiscal 2025. The increase was due to a higher average yield, partly offset by a lower average balance. The average yield on loans receivable increased eight basis points to 5.05 percent in the first quarter of fiscal 2026 from an average yield of 4.97 percent in the same quarter last year. The higher average loan yield was due primarily to the upward repricing of adjustable rate loans. Adjustable-rate loans of approximately $120.3 million repriced upward in the first quarter of fiscal 2026 by approximately 24 basis points, from a weighted average rate of 7.09 percent to 7.33 percent. Net deferred loan cost amortization in the first quarter of fiscal 2026 decreased four percent to $340,000 from $355,000 in the same quarter last year. The average balance of loans receivable decreased $9.6 million, or one percent, to $1.04 billion in the first quarter of fiscal 2026 from $1.05 billion in the same quarter last year. Total loans originated for investment in the first quarter of fiscal 2026 were $29.6 million, up two percent from $28.9 million in the same quarter last year; while loan principal payments received in the first quarter of fiscal 2026 were $34.5 million, up one percent from $34.0 million in the same quarter last year.

Interest income from investment securities decreased $52,000, or 11 percent, to $430,000 in the first quarter of fiscal 2026 from $482,000 for the same quarter of fiscal 2025. This decrease was attributable to a lower average balance, partly offset by a higher average yield. The average balance of investment securities decreased $20.9 million, or 16 percent, to $108.7 million in the first quarter of fiscal 2026 from $129.6 million in the same quarter last year. The decrease in the average balance of investment securities was primarily the result of scheduled and accelerated principal payments on mortgage-backed and other securities. The average yield on investment securities increased nine basis points to 1.58 percent in the first quarter of fiscal 2026 from 1.49 percent for the same quarter last year. The increase in the average yield was primarily attributable to a lower premium amortization during the current quarter in comparison to the same quarter last year ($74,000 vs. $110,000) due to lower total principal repayments ($5.5 million vs. $5.7 million) and the upward repricing of adjustable-rate mortgage-backed securities.

The Bank received $211,000 of cash dividends from FHLB – San Francisco stock and other equity investments in the first quarter of fiscal 2026, slightly higher than the $210,000 in the same quarter last year. The average balance of FHLB – San Francisco stock and other equity investments in the first quarter of fiscal 2026 was $10.3 million, up two percent from $10.1 million in the same quarter of fiscal 2025, while the average yield was 8.21 percent, down nine basis points from 8.30 percent.

Interest income from interest-earning deposits, primarily cash deposited at the FRB of San Francisco, was $374,000 in the first quarter of fiscal 2026, up four percent from $360,000 in the same quarter of fiscal 2025. The increase was due to a higher average balance, partly offset by a lower average yield. The average balance of interest-earning deposits increased $7.2 million, or 27 percent, to $33.5 million in the first quarter of fiscal 2026 from $26.3 million in the same quarter last year, primarily due to an increased liquidity position that has not been fully utilized for loan fundings. The average yield earned on interest-earning deposits in the first quarter of fiscal 2026 was 4.37 percent, down 98 basis points from 5.35 percent in the same quarter last year, due primarily to decreases in the interest rates paid on excess reserves as the Federal Reserve reduced the federal funds rate.

Interest Expense:

For the Quarters Ended September 30, 2025 and 2024. Total interest expense decreased $243,000 or four percent to $5.2 million in the first quarter of fiscal 2026 as compared to $5.5 million in the same quarter last year. The decrease was attributable to a lower interest expense on borrowings, partly offset by a higher interest expense on deposits.

Interest expense on deposits for the first quarter of fiscal 2026 was $3.0 million, a $162,000 or six percent increase compared to $2.8 million in the same quarter last year. The increase was attributable to a higher average cost of deposits and, to a lesser extent, a higher average balance. The average cost of deposits was 1.34 percent for the first quarter of fiscal 2026, up seven basis points from 1.27 percent in the same quarter last year, primarily due to a higher proportion of time deposits with a higher cost. Time deposits accounted for 35 percent of total deposits in the first quarter of fiscal 2026, compared to 30 percent in the same quarter last year. The average balance of deposits increased $4.4 million, or one percent, to $885.0 million in the first quarter of fiscal 2026 from $880.6 million in the same quarter last year due to an increase in time deposits, partly offset by decreases in transaction accounts. The average balance of time deposits (including brokered certificates of deposit) increased $42.3 million, or 16 percent, to $309.6 million in the first quarter of fiscal 2026 from $267.3 million in the same quarter last year, while the average balance of transaction accounts was $575.4 million in the first quarter of fiscal 2026, down $37.9 million, or six percent, from $613.3 million in the same quarter last year.

Interest expense on borrowings, consisting of FHLB – San Francisco advances, for the first quarter of fiscal 2026 decreased $405,000, or 15 percent, to $2.2 million from $2.6 million in the same quarter last year. The decrease was primarily the result of a lower average balance and, to a lesser extent, a lower average cost of borrowings. The average balance of borrowings decreased $27.8 million or 13 percent to $192.9 million in the first quarter of fiscal 2026 from $220.7 million in the same quarter last year. The average cost of borrowings decreased 15 basis points to 4.59 percent in the first quarter of fiscal 2026 from 4.74 percent in the same quarter last year.

The following table sets forth certain information for the periods regarding average balances of assets and liabilities as well as the total dollar amounts of interest income from average interest-earning assets and interest expense on average interest-bearing liabilities and average yields and costs thereof. Yields and costs for the periods indicated are derived by dividing income or expense, annualized, by the average monthly balance of corresponding assets or liabilities, respectively, for the periods presented.

Average Balance Sheets

(Dollars In Thousands)

(1) Includes the average balance of non-performing loans of $1.4 million and $2.4 million and net deferred loan cost amortization of $340 thousand and $355 thousand for the quarters ended September 30, 2025 and 2024, respectively.

(2) Includes the average balance of noninterest-bearing checking accounts of $81.3 million and $90.7 million during the quarters ended September 30, 2025 and 2024, respectively.

(3) Includes the average balance of uninsured deposits of approximately $144.5 million and $121.2 million in the quarters ended September 30, 2025 and 2024, respectively.

(4) Represents the difference between the weighted-average yield on all interest-earning assets and the weighted-average rate on all interest-bearing liabilities.

(5) Represents net interest income as a percentage of average interest-earning assets.

The following table sets forth the effects of changing rates and volumes on interest income and expense for the quarters ended September 30, 2025 and 2024. Information is provided with respect to the effects attributable to changes in volume (changes in volume multiplied by prior rate), the effects attributable to changes in rate (changes in rate multiplied by prior volume) and the effects attributable to changes that cannot be allocated between rate and volume.

Rate/Volume Variance

(In Thousands)

(1) For purposes of calculating volume, rate and rate/volume variances, non-performing loans were included in the weighted-average balance outstanding.

Provision for (Recovery of) Credit Losses:

For the Quarters Ended September 30, 2025 and 2024. During the first quarter of fiscal 2026, the Corporation recorded a recovery of credit losses of $626,000, down $71,000 or 10 percent from a $697,000 recovery of credit losses recorded during the same period last year. The recovery was primarily concentrated in single-family mortgage loans, with a smaller contribution from multi-family mortgage loans. The decrease compared to the prior year was primarily due to the impact of a shortening expected average life of the loan portfolio, attributable to declining mortgage rates, which increased expected prepayments and reduced the expected lifetime losses on certain loan classes.

At September 30, 2025, the ACL on loans held for investment was $5.8 million, all of which was comprised of collectively evaluated allowances. This represents a 10 percent decrease from the ACL on loans held for investment of $6.4 million at June 30, 2025, which was also entirely comprised of collectively evaluated allowances. The ACL on loans as a percentage of gross loans held for investment was 0.56 percent at September 30, 2025, down from 0.62 percent at June 30, 2025. The decrease in the ACL on loans was due primarily to the recovery of credit losses recorded in the first quarter of fiscal 2026 totaling $626,000, which included an $18,000 provision to the unfunded loan commitment reserve.

The following chart quantifies the factors contributing to the changes in the ACL on loans held for investment (“LHFI”) for the quarters ended September 30, 2025 and 2024.

The changes in the ACL on LHFI for the quarter ended September 30, 2025:

The changes in the ACL on LHFI for the quarter ended September 30, 2024:

Management believes the ACL on loans sufficient to absorb expected losses in loans held for investment as of September 30, 2025, and continues to monitor economic conditions, borrower credit quality, and prepayment activity, which could impact the allowance in future periods. See “Asset Quality” below and Note 5 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements in this Form 10-Q for additional discussion regarding the ACL on LHFI.

Non-Interest Income:

For the Quarters Ended September 30, 2025 and 2024. Non-interest income decreased by $86,000, or 10 percent, to $813,000 in the first quarter of fiscal 2026 from $899,000 in the same period last year, primarily due to a $77,000, or 44 percent, decline in other non-interest income due to unrealized losses of other equity investments and, to a lesser extent, declines in deposit account fees, and card and processing fees, partly offset by a $42,000, or 40 percent, increase in loan servicing and other fees due to higher loan prepayment fees.

Non-Interest Expense:

For the Quarters Ended September 30, 2025 and 2024. Non-interest expense increased $111,000, or one percent, to $7.63 million in the first quarter of fiscal 2026 from $7.52 million for the same quarter last year. The increase was primarily due to a $137,000, or three percent, increase in salaries and employee benefits expenses and a $63,000, or 18 percent, increase in equipment expense, partly offset by decreases in sales and marketing, deposit insurance and regulatory assessments, and other operating expenses. The higher salaries and employee benefits expenses were primarily due to an increase in compensation expenses resulting from annual merit salary adjustments, partly offset by a decrease in retirement plan benefit expenses. The increase in equipment expense was due to software upgrades and maintenance.

Provision for Income Taxes:

For the Quarters Ended September 30, 2025 and 2024. The income tax provision was $1.1 million for the first quarter of fiscal 2026, up 34 percent from $789,000 in the same quarter last year primarily due to a $251,000 adjustment attributable to the write-off of deferred tax assets associated with expired non-qualified stock options, which reduced the expected tax benefit. The effective tax rate in the first quarter of fiscal 2026 was 38.5 percent as compared to 29.3 percent in the same quarter last year.

The income tax provision reflects accruals for taxes at the applicable rates for federal income tax and California franchise tax based upon reported pre-tax income, adjusted for the effect of all permanent differences between income for tax and financial reporting purposes, such as non-deductible stock-based compensation and earnings from bank-owned life insurance policies, among others. Therefore, there are fluctuations in the effective income tax rate from period to period based on the relationship of net permanent differences to income before tax.

Asset Quality

Non-performing assets were comprised of five non-performing single-family loans and two multi-family loans at September 30, 2025, compared to seven non-performing single-family loans and one multi-family loan at June 30, 2025. These non-performing loans, net of the ACL, were secured by collateral located in California and totaled $1.9 million at September 30, 2025, up 34 percent from $1.4 million at June 30, 2025. Non-performing loans as a percentage of LHFI at September 30, 2025 was 0.18 percent, compared to 0.14 percent at June 30, 2025. No interest accruals were made for non-performing loans. There were no accruing loans 90 days or more past due, and no real estate owned at either September 30, 2025 or June 30, 2025. For further analysis on non-performing loans, see the tables below and Note 5 of the Notes to Unaudited Interim Condensed Consolidated Financial Statements of this Form 10-Q.

The following table sets forth information with respect to the Corporation’s non-performing assets, net of ACL, at the dates indicated:

(In Thousands)

The following table summarizes classified assets, which is comprised of classified loans, net of ACL and real estate owned, if any, at the dates indicated:

(Dollars In Thousands)

A decline in real estate values subsequent to the time of origination of the Corporation’s real estate secured loans could result in higher loan delinquency levels, foreclosures, provision for credit losses and net charge-offs. Real estate values and real estate markets are beyond the Corporation’s control and are generally affected by changes in national, regional or local economic conditions, and other factors. These factors include fluctuations in interest rates and the availability of loans to potential purchasers, changes in tax laws and other governmental statutes, regulations and policies and acts of nature, such as earthquakes, fires and national disasters particular to California where substantially all of the Corporation’s real estate collateral is located. If real estate values decline, the value of the real estate collateral securing the Corporation’s loans as set forth in the table could be significantly overstated. The Corporation’s ability to recover on defaulted loans by foreclosing and selling the real estate collateral would then be diminished and it would be more likely to suffer losses on defaulted loans. The Corporation generally does not update the loan-to-value ratio on its loans held for investment by obtaining new appraisals or broker price opinions (nor does the Corporation intend to do so in the future as a result of the costs and inefficiencies associated with completing the task) unless a specific loan has demonstrated deterioration in which case individually evaluated allowances are established, if required.

Loan Volume Activities

The following table provides details related to the volume of loan originations, sales and principal payments for the quarters indicated:

(In Thousands)

(1) Includes net changes in undisbursed loan funds, deferred loan fees or costs, ACL, fair value of LHFI and advance payments of escrows.

Liquidity and Capital Resources

The Corporation’s primary sources of funds are deposits, proceeds from principal and interest payments on loans and investment securities, proceeds from the maturity of loans and investment securities, FHLB – San Francisco advances, access to the discount window facility at the FRB of San Francisco and access to a federal funds facility with its correspondent bank. While maturities and scheduled amortization of loans and investment securities are a relatively predictable source of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition.

The primary investing activity of the Corporation is the origination and purchase of loans held for investment. During the first three months of fiscal 2026 and 2025, the Corporation originated loans held for investment of $29.6 million and $28.9 million, respectively, with no loan purchases during either period. At September 30, 2025, the Corporation had loan origination commitments totaling $12.1 million, undisbursed lines of credit totaling $2.5 million and undisbursed loan funds totaling $299,000. The Corporation anticipates having sufficient funds available to meet its current loan funding commitments. During the first three months of fiscal 2026 and 2025, total loan repayments were $34.5 million and $34.0 million, respectively.

The Corporation’s primary financing activity is gathering deposits and, when needed, borrowings, principally FHLB – San Francisco advances. During the first three months of fiscal 2026, total deposits decreased $14.0 million, or two percent, to $874.8 million, due to a decline in brokered certificates of deposit. Time deposits, including brokered certificates of deposit, were $309.0 million and $312.3 million at September 30, 2025 and June 30, 2025, respectively. At September 30, 2025, time deposits with a principal amount of $250,000 or less and scheduled to mature in one year or less were $183.3 million and total time deposits with a principal amount of more than $250,000 and scheduled to mature in one year or less were $91.8 million. Historically, the Corporation has been able to retain most of its time deposits as they mature.

The Corporation must maintain an adequate level of liquidity to ensure the availability of sufficient funds to support loan growth and deposit withdrawals, to satisfy financial commitments and to take advantage of investment opportunities. At September 30, 2025, total cash and cash equivalents were $49.4 million, or four percent of total assets, to meet short-term liquidity needs. Depending on market conditions and the pricing of deposit products, the Bank may rely on FHLB – San Francisco advances for part of its liquidity needs. As of September 30, 2025, total borrowings were $213.1 million and the financing availability at the FHLB – San Francisco was limited to 40 percent of total assets. As a result, the remaining borrowing capacity available at the FHLB – San Francisco was $279.0 million and the remaining available collateral was $368.4 million at September 30, 2025. In addition, the Bank has a $143.3 million discount window facility at the FRB of San Francisco, collateralized by investment securities and single-family loans with a total balance of $244.4 million. As of September 30, 2025, the Bank also has a borrowing arrangement in the form of a federal funds facility with its correspondent bank for $50.0 million. The Bank had no advances under its discount window or correspondent bank facilities as of September 30, 2025.

The Bank continues to maintain accounts with both the FHLB - San Francisco and FRB of San Francisco to ensure that borrowing capacity is continuously reviewed and updated and can be accessed promptly if required. This includes establishing accounts and pledging assets as needed to optimize available liquidity. The total remaining available borrowing capacity across all sources totaled approximately $472.3 million at September 30, 2025.

Regulations require the Bank to maintain adequate liquidity to assure safe and sound operations. The Bank’s average liquidity ratio (defined as the ratio of average qualifying liquid assets to average deposits and borrowings) for the quarter ended September 30, 2025 was 8.7 percent, down from 8.9 percent for the quarter ended June 30, 2025.

On January 23, 2025, the Corporation’s Board of Directors announced a stock repurchase plan, authorizing the purchase of up to 334,773 shares of the Corporation’s outstanding common stock over a one-year period. The Corporation plans to purchase shares periodically in the open market or through privately negotiated transactions, subject to market conditions, the Corporation’s capital requirements, available cash, and other relevant factors. For the first three months of fiscal 2026, the Corporation purchased 66,707 shares of its common stock under the stock repurchase plan at a weighted average price of $15.75 per share. As of September 30, 2025, 150,321 shares or 45 percent of authorized common stock under the current plan remain available for purchase.

Provident Financial Holdings is a separate legal entity from the Bank and, on a stand-alone level, must provide for its own liquidity and pay its own operating expenses and cash dividends. Provident Financial Holdings’ primary sources of funds consist of capital raised through dividends or capital distributions from the Bank, although there are general regulatory restrictions on the ability of the Bank to pay dividends. Future dividend payments are subject to the Board’s discretion and applicable regulatory restrictions. The Corporation currently pays quarterly cash dividends on its common stock which may be modified, suspended, or terminated at any time. Our current quarterly common stock dividend rate is $0.14 per share, which intended to balance the Corporation’s objectives of supporting the Bank’s operations and returning cash to shareholders. Assuming continued cash dividend payments during fiscal 2026 at $0.14 per share, our average total dividend paid each quarter would be approximately $912,000 based on the number of outstanding shares at September 30, 2025. At September 30, 2025, the Corporation (on an unconsolidated basis) had liquid assets of $11.6 million.

The Bank, as a federally-chartered, federally insured savings bank, is subject to the capital requirements established by the OCC. Under the OCC’s capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weighting and other factors.

At September 30, 2025, the Bank exceeded all regulatory capital requirements. The Bank was categorized as "well-capitalized" at September 30, 2025 under the regulations of the OCC. As a bank holding company registered with the Federal Reserve, Provident Financial Holdings, Inc. is also subject to the capital adequacy requirements of the Federal Reserve. For a bank holding company with less than $3.0 billion in assets, the capital guidelines apply on a bank only basis, and the Federal Reserve expects the holding company’s subsidiary bank to be well capitalized under the prompt corrective action regulations.

The Bank’s actual and required minimum capital amounts and ratios at the dates indicated are as follows (dollars in thousands):

(1) Inclusive of the conservation buffer of 2.50% for Common Equity Tier 1 (“CET1”) capital, Tier 1 capital and Total capital ratios.

In addition to the minimum Tier 1, CET1 and Total capital ratios, the Bank is required to maintain a capital conservation buffer consisting of additional CET1 capital greater than 2.5% of risk-weighted assets above the required minimum capital levels. Failure to maintain the required buffer could result in limitations on the Bank’s ability to pay dividends, repurchase shares, and pay discretionary bonuses, based on specified percentages of eligible retained income. At September 30, 2025, the Bank’s capital exceeded the conservation buffer.

If the Bank does not have the ability to pay dividends to the Corporation, the Corporation may be limited in its ability to pay dividends to its stockholders. The Bank may not declare or pay a cash dividend if the effect thereafter would cause its net worth to be reduced below the regulatory capital requirements imposed by federal regulation. On September 25, 2025, the Bank paid a $10.5 million cash dividend to the Holding Company.

Supplemental Information

One of the Corporation’s principal financial objectives is to achieve long-term profitability while reducing its exposure to fluctuating interest rates. The Corporation has sought to reduce the exposure of its earnings to changes in interest rates by attempting to manage the repricing mismatch between interest-earning assets and interest-bearing liabilities. The principal element in achieving this objective is to increase the interest rate sensitivity of the Corporation’s interest-earning assets by retaining for its portfolio new loan originations with interest rates subject to periodic adjustment to market conditions.

In addition, the Corporation maintains an investment portfolio, which is largely comprised of U.S. government sponsored enterprise MBS with contractual maturities of up to 30 years. The Corporation relies on retail deposits as its primary source of funds while utilizing FHLB – San Francisco advances, brokered certificates of deposit and government deposits as a secondary source of funding. Management believes retail deposits, unlike brokered certificates of deposit, reduces the effects of interest rate fluctuations because they generally represent a more stable source of funds. As part of its interest rate risk management strategy, the Corporation promotes transaction accounts and time deposits with terms up to seven years.

Using an internal interest rate risk model, the Corporation is able to analyze the Bank’s interest rate risk exposure by measuring the change in net portfolio value (“NPV”) over a variety of interest rate scenarios. NPV is defined as the net present value of expected future cash flows from assets, liabilities and off-balance sheet commitments, if any. The calculation is intended to illustrate the change in NPV that would occur in the event of an immediate change in interest rates of -300, -200, -100, +100, +200 and +300 basis points (“bp”) with no consideration given to steps that management might take to counter the effect of the interest rate movement. As of September 30, 2025, the targeted federal funds rate range was 4.00% to 4.25%.

The following table is derived from the internal interest rate risk model and represents the NPV based on the indicated changes in interest rates as of September 30, 2025 (dollars in thousands).

(1) Represents the (decrease) increase of the NPV at the indicated interest rate change to the NPV at September 30, 2025 (“base case”).

(2) Derived from the NPV divided by the portfolio value of assets.

(3) Derived from the change in the NPV as a Percentage of Portfolio Value Assets from the base case ratio assuming the indicated change in interest rates (expressed in basis points).

The following table is derived from the interest rate risk model and represents the change in the NPV at a -200 basis point rate shock at September 30, 2025 and June 30, 2025, each of which scenarios were the most severe shock of plus or minus 200 basis point rate shocks.

The Bank’s interest rate risk profile deteriorated during the first three months of fiscal 2026, as evidenced by decreases in both the pre-shock and post-shock NPV ratios. The pre-shock NPV ratio decreased 19 basis points to 11.96 percent at September 30, 2025 from 12.15 percent at June 30, 2025, and the post-shock NPV ratio decreased 59 basis points to 10.58 percent at September 30, 2025 from 11.17 percent at June 30, 2025. These changes were primarily attributable to a $10.5 million cash dividend distribution from the Bank to Provident Financial Holdings in September 2025, the changes in market interest rates and the composition of the balance sheet, partly offset by the net income in the first three months of fiscal 2026. The Bank’s NPV sensitivity measure, which reflects the change in economic value of equity under a -200-basis point rate shock, increased to 138 basis points at September 30, 2025 from 98 basis points at June 30, 2025. The overall results indicate a strong capital position and resilience to changes in interest rates, consistent with the Corporation’s risk management strategy.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the foregoing tables. 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 of assets and liabilities may lag changes in market interest rates. Additionally, certain assets, such as adjustable rate mortgage (“ARM”) loans, have features that restrict changes in interest rates on a short-term basis and over the life of the loan. Further, in the event of a change in interest rates, expected rates of prepayments on loans and early withdrawals from time deposits could likely deviate significantly from those assumptions used when calculating the results described in the tables above. It is also possible that, as a result of an interest rate increase, the higher mortgage payments required from ARM loans could result in an increase in delinquencies and defaults. Accordingly, the data presented in the tables in this section should not be relied upon as indicative of actual results in the event of changes in interest rates. Furthermore, the NPV presented in the foregoing tables is not intended to present the fair market value of the Bank, nor does it represent amounts that would be available for distribution to shareholders in the event of the liquidation of the Bank.

The Corporation measures and evaluates the potential effects of interest rate movements through an interest rate sensitivity "gap" analysis. Interest rate sensitivity reflects the potential effect on net interest income when there is movement in interest rates. For loans held for investment, investment securities, deposits and borrowings with contractual maturities, the table presents contractual repricing or scheduled maturity. For transaction accounts (checking, money market and savings deposits) that have no contractual maturity, the table presents estimated principal cash flows and, as applicable, the Corporation’s historical experience, management’s judgment and statistical analysis concerning their most likely withdrawal behaviors.

The following table represents the interest rate gap analysis of the Corporation’s assets and liabilities as of September 30, 2025:

(Dollars In Thousands)

(1) Cash and cash equivalents are presented as estimated repricing; investment securities and loans held for investment are presented as contractual maturities or contractual repricing (without consideration for prepayments); FHLB - San Francisco stock and other equity investments are presented as contractual repricing; transaction accounts (checking, savings and money market deposits) are presented as estimated repricing; while time deposits (without consideration for early withdrawals) and borrowings are presented as contractual maturities.

The static gap analysis under “12 months or less” duration, “Greater than 1 year to 3 years” duration and “Greater than 3 years to 5 years” duration show negative positions in the "Cumulative repricing gap - dollar amount" category, indicating more liabilities are sensitive to repricing than assets in the short and intermediate terms. Management views noninterest-bearing deposits to be the least sensitive to changes in market interest rates and these accounts are therefore characterized as long-term funding. Interest-bearing checking deposits are considered more sensitive, followed by increased sensitivity for savings and money market deposits. For the purpose of calculating gap, a portion of these interest-bearing deposit balances are assumed to be subject to estimated repricing as follows: interest-bearing checking deposits at 15% per year, savings deposits at 20% per year and money market deposits at 50% in the first and second years.

The gap results presented above could vary substantially if different assumptions are used or if actual experience differs from the assumptions used in the preparation of the gap analysis. Furthermore, the gap analysis provides a static view of interest rate risk exposure at a specific point in time without taking into account redirection of cash flow activity and deposit fluctuations.

The extent to which the net interest margin will be impacted by changes in prevailing interest rates will depend on a number of factors, including how quickly interest-earning assets and interest-bearing liabilities react to interest rate changes. It is not uncommon for rates on certain assets or liabilities to lag changes in the market interest rates. Additionally, prepayments of loans and early withdrawals of time deposits could cause interest sensitivities to vary. As a result, the relationship between interest-earning assets and interest-bearing liabilities, as shown in the previous table, is only a general indicator of interest rate sensitivity and the effect of changing interest rates on net interest income is likely to be different from that predicted solely on the basis of the interest rate sensitivity analysis set forth in the previous table.

The Bank also models the sensitivity of net interest income for the 12-month period subsequent to any given month-end assuming a dynamic balance sheet accounting for, among other items:

• The Bank’s current balance sheet and repricing characteristics;
• Forecasted balance sheet growth consistent with the business plan;
• Current interest rates and yield curves and management estimates of projected interest rates;
• Embedded options, interest rate floors, periodic caps and lifetime caps;
• Repricing characteristics for market rate sensitive instruments;
• Loan, investment security, deposit and borrowing cash flows;
• Loan prepayment estimates for each type of loan; and
• Immediate, permanent and parallel movements in interest rates of +300, +200 and +100, and -100, -200 and -300 basis points.

The following table describes the results of the sensitivity of the Bank’s net interest income analysis at September 30, 2025 and June 30, 2025.

At both September 30, 2025 and June 30, 2025, the Bank was in a slightly asset sensitive position as its interest-earning assets were expected to reprice more favorably than its interest-bearing liabilities during the subsequent 12-month period. Therefore, in a rising interest rate environment, the model projects an increase in net interest income over the subsequent 12-month period, except under the +300 basis point scenario. In a falling interest rate environment, the results project a decrease in net interest income over the subsequent 12-month period.

Management believes the assumptions used in the analysis presented in the table above are reasonable. However, historical experience indicates that immediate, permanent, and parallel shifts in interest rates do not necessarily occur. While the analysis provides a tool to evaluate projected net interest income under changes in interest rates, actual results may differ significantly if actual experience varies from the assumptions, particularly with respect to the 12-month business plan and projected asset growth. Accordingly, the results of this model should be considered a risk management tool to assess trends in the Corporation’s disclosures, over time, in the context of actual the treasury yield curve performance.

(a) An evaluation of the Corporation’s disclosure controls and procedures (as defined in Section 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934 (the “Act”)) was carried out under the supervision and with the participation of the Corporation’s Chief Executive Officer (principal executive officer), Chief Financial Officer (principal financial and accounting officer) and the Corporation’s Disclosure Committee as of the end of the period covered by this quarterly report. In designing and evaluating the Corporation’s disclosure controls and procedures, management recognizes that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Also, because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Corporation have been detected. Additionally, in designing disclosure controls and procedures, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Based on their evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer concluded that the Corporation’s disclosure controls and procedures as of September 30, 2025 were effective, at the reasonable assurance level, in ensuring that the information required to be disclosed by the Corporation in the reports it files or submits under the Act is (i) accumulated and communicated to the Corporation’s management (including the Chief Executive Officer and Chief Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

(b) There have been no changes in the Corporation’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Act) that occurred during the quarter ended September 30, 2025, that has materially affected, or is reasonably likely to materially affect, the Corporation’s internal control over financial reporting. The Corporation does not expect that its internal control over financial reporting will prevent all error and all fraud. A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control procedure are met. Because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Corporation have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any control procedure is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control procedure, misstatements due to error or fraud may occur and not be detected.

There have been no material changes in the risk factors previously disclosed in Part I, Item 1A of the Corporation’s 2025 Annual Form 10-K.