OBT Orange County Bancorp Inc

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.50		OBT		The Nasdaq Stock Market, LLC

(a)	Financial statements of businesses acquired.  None.
(b)	Pro forma financial information.  None.
(c)	Shell company transactions: None.
(d)	Exhibits.
	99.1	Press release dated October 30, 2024
	104	Cover Page for this Current Report on Form 8-K, formatted in Inline XBRL

		ORANGE COUNTY BANCORP, INC.
DATE: October 30, 2024	By:	/s/ Michael Lesler
		Michael Lesler
		Executive Vice President and Chief Financial Officer

FOR IMMEDIATE RELEASE

Orange County Bancorp, Inc. Announces Third Quarter 2024 results:

•	Net Interest Income increased $467 thousand, or 2.1%, to $23.0 million for the quarter ended September 30, 2024, from $22.5 million for the quarter ended September 30, 2023

•	Net Interest Margin grew 3 basis points to 3.81% for the quarter ended September 30, 2024, as compared to 3.78% for the quarter ended September 30, 2023

•	Total Loans grew $49.0 million, or 2.8%, reaching $1.8 billion at September 30, 2024 as compared to $1.7 billion at December 31, 2023.

•	Total Deposits rose $101.3 million, or 5.0%, to $2.1 billion at September 30, 2024, from $2.0 billion at year-end 2023

•	Book value per share increased $4.77, or 16.3%, to $34.03 at September 30, 2024, from $29.26 at December 31, 2023

•	Trust and investment advisory income rose $521 thousand, or 20.1%, to $3.1 million for Q3 2024, as compared to $2.6 million for Q3 2023

MIDDLETOWN, N.Y., October 30, 2024 – Orange County Bancorp, Inc. (the “Company” - Nasdaq: OBT), parent company of Orange Bank & Trust Co. (the “Bank”) and Hudson Valley Investment Advisors, Inc. (“HVIA”), today announced net income of $3.2 million, or $0.57 per basic and diluted share, for the three months ended September 30, 2024.  This compares with net income of $9.0 million, or $1.61 per basic and diluted share, for the three months ended September 30, 2023.  The decrease in earnings per share, basic and diluted, was due primarily to increases in the provision for credit losses and non-interest expense offset by increases in net interest income and non-interest income during the current period.  For the nine months ended September 30, 2024, net income was $20.7 million, or $3.67 per basic and diluted share, as compared to $21.4 million, or $3.79 per basic and diluted share, for the nine months ended September 30, 2023.

Book value per share rose $4.77, or 16.3%, year-to-date, from $29.26 at December 31, 2023 to $34.03 at September 30, 2024. Tangible book value per share increased $4.81, or 17.1%, during the same period, from $28.12 at December 31, 2023 to $32.93 at September 30, 2024 (see “Non-GAAP Financial Measure Reconciliation” below for additional detail). These increases were due primarily to earnings during the nine months ended September 30, 2024, as well as a decrease in accumulated other comprehensive income (loss) associated with a reduction in unrealized losses within the investment securities portfolio.

“This quarter was one in which our core and ancillary businesses continued to perform well,” said Company President and CEO Michael Gilfeather, “but earnings were negatively impacted by a significant commercial office space loan. For the quarter, we increased our provision for loan losses by $7.2 million.  This was primarily attributable to a $5.6 million reserve against an office space participation loan identified as problematic in the prior quarter, and against which we’ve already reserved nearly $4 million.  Our decision to add to the reserves was the result of further deterioration of the loan and uncertainty regarding the borrower’s commitment to payment performance and we are pursuing all remedies at our disposal.  The remainder of the quarterly provision, approximately $1.6 million, was primarily attributable to loan growth during the quarter, as well as the impact associated with periodic review of our loan portfolio.  We are fortunate that, despite this reserve, the strength and resilience of our business model enabled us to record $3.2 million of net income for the quarter, bringing our 9-month total to $20.7 million, as compared to $21.4 million for the same period last year.

Loan demand and economic activity in the communities we serve remains strong. This was aided by the Federal Reserve’s long-awaited reduction in interest rates – an outsized 50 basis points – which contributed to quality loan growth experienced in the quarter.  For the quarter, total loans increased $62.3 million, or 3.6%, increasing our total loan portfolio to $1.8 billion at quarter end, up from $1.7 billion at year end 2023.   Total deposits at quarter end, though below second quarter levels due to seasonal reductions in municipal deposits and IOLA business, have grown $101.3 million, or 5.0%, since year end, eclipsing $2.1 billion.  Attorneys, while not the only source of our IOLA deposits, are a significant component which have the added benefit of providing meaningful business referrals to the Bank.   Total cost of deposits was 1.25% for Q3, reflecting the Bank’s ongoing commitment to growing commercial checking accounts and other low-cost deposits.  Given the challenges our industry has confronted retaining, much less growing deposits in the current interest rate environment, I am very proud of these results.

Net interest margin for the quarter was 3.81%, down 29 basis points, or 7.1%, from the previous quarter, but still well above industry averages.

Our Wealth Management divisions continued their strong performance in Q3.  Trust and Advisory income rose approximately $521 thousand, or 20.1% to $3.1 million, as compared to $2.6 million during Q3 2023.  While a portion of this is attributable to asset growth from favorable market performance, gathering new AUM has become a bank wide area of focus.  Bank clients seeking higher returns on their idle deposits are introduced to our HVIA asset management staff, who have competitive alternatives, financial market insight, and can provide tailored investment solutions for their overall cash strategies.  This has enabled us to retain those funds, attract new AUM from outside and keep client assets in-house for easy access as business and personal needs evolve over time.

As frustrating as aspects of this quarter have been, overall performance of the Bank and our employees has been exemplary.  We recognize success in our industry isn’t judged by quarters, but by years, with our 132-year history serving as testimony to the commitment of our employees and consistency of our performance over time. This perspective has been critical to our success and is why our staff and clients have remained close and loyal to our vision. So I once again thank our employees for their hard work and dedication, our customers for their trust and business, and our investors for their continued confidence and support.” 

Third Quarter 2024 Financial Review

Net Income

Net income for the third quarter of 2024 was $3.2 million, a decrease of $5.8 million, or 64.4%, from net income of $9.0 million for the third quarter of 2023. The decrease was the result of a substantial provision for estimated credit losses as well as increased interest and non-interest expense over the same quarter last year.  Net income for the nine months ended September 30, 2024 was $20.7 million, as compared to $21.4 million for the same period in 2023.  The decrease similarly reflected the effect of an increase in provision for credit losses coupled with increased non-interest expense during the first nine months of 2024, as compared to the same period in 2023.  The provision includes the impact of additional reserves associated with a nonaccrual loan during the current quarter.

Net Interest Income

For the three months ended September 30, 2024, net interest income rose $467 thousand, or 2.1%, to $23.0 million, versus $22.5 million during the same period last year. The increase was driven primarily by a $1.7 million increase in interest and fees on loans during the current period.  For the nine months ended September 30, 2024, net interest income reached $68.7 million, representing an increase of $2.4 million, or 3.7%, over the first nine months of 2023.

Total interest income rose $1.3 million, or 4.4%, to $31.4 million for the three months ended September 30, 2024, compared to $30.1 million for the three months ended September 30, 2023.  The increase reflected 6.9% growth in interest and fees associated with loans, a 1.6% increase in interest income from tax-exempt investment securities, and an 8.2% increase in interest income related to fed funds interest and balances held at correspondent banks.  For the nine months ended September 30, 2024, total interest income rose $8.8 million, or 10.2%, to $95.0 million as compared to $86.2 million for the nine months ended September 30, 2023.

Total interest expense increased $870 thousand during the third quarter of 2024, to $8.5 million, as compared to $7.6 million in the third quarter of 2023.  The increase represented the combined effect of rising interest rates on customer deposits and brokered deposits partially offset by a decrease in the cost associated with borrowed funds utilized as alternate sources of funding.  Interest expense associated with savings and NOW accounts totaled $5.4 million during the third quarter of 2024, as compared to $3.5 million during the third quarter of 2023.  Interest expense associated with FHLB advances drawn and other borrowings during the current quarter totaled $1.6 million, as compared to $1.9 million during the third quarter of 2023.  During the nine months ended September 30, 2024, total interest expense rose $6.4 million, to $26.3 million, as compared to $20.0 million for the same period last year.

Provision for Credit Losses

As of January 1, 2023, the Company adopted the current expected credit losses methodology (“CECL”) accounting standard, which includes loans individually evaluated, as well as loans evaluated on a pooled basis to assess the adequacy of the allowance for credit losses. The Bank seeks to estimate lifetime losses in its loan and investment portfolio by using expected discounted cash flows and supplemental qualitative considerations, including relevant economic considerations, portfolio concentrations, and other external factors, as well as evaluating investment securities held by the Bank.

The Company recognized a provision for credit losses of $7.2 million for the three months ended September 30, 2024, as compared to $837 thousand for the three months ended September 30, 2023.  This increase was primarily driven by a $5.6 million reserve associated with a specific non-accrual commercial loan as well as the impact of the methodology associated with estimated lifetime losses and the increase in loans closed during the quarter.  The allowance for credit losses to total loans was 1.73% as of September 30, 2024 versus 1.44% as of December 31, 2023.  For the nine months ended September 30, 2024, the provision for credit losses totaled $7.8 million as compared to $7.4 million for the nine months ended September 30, 2023.  No reserves for investment securities were recorded during 2024.

Non-Interest Income

Non-interest income rose $954 thousand, or 29.6%, to $4.2 million for the three months ended September 30, 2024, as compared to $3.2 million for the three months ended September 30, 2023.  This growth was related to continued increased fee income within several of the Company’s fee income categories, including investment advisory income, trust income, and service charges on deposit accounts.  For the nine months ended September 30, 2024, non-interest income increased approximately $2.0 million, to $11.7 million, as compared to $9.7 million for the nine months ended September 30, 2023.

Non-Interest Expense

Non-interest expense was $16.0 million for the third quarter of 2024, reflecting an increase of $2.4 million, or 17.3%, as compared to $13.6 million for the same period in 2023.  The increase in non-interest expense for the current three-month period reflected the Company’s continued commitment to growth.  This investment consists primarily of increases in compensation, information technology, and deposit insurance costs, as well as professional fees associated with certain corporate initiatives.  Our efficiency ratio increased to 58.8% for the three months ended September 30, 2024, from 52.8% for the same period in 2023.   For the nine months ended September 30, 2024, our efficiency ratio increased to 58.2% from 55.4% for the same period in 2023.  Non-interest expense for the nine months ended September 30, 2024 reached $46.7 million, reflecting a $4.7 million increase over non-interest expense of $42.1 million for the nine months ended September 30, 2023.

Income Tax Expense

Provision for income taxes for the three months ended September 30, 2024 was $788 thousand, as compared to $2.3 million for the same period in 2023.  The decrease was directly related to lower income before income taxes.  For the nine months ended September 30, 2024, the provision for income taxes was $5.1 million, approximately the same as for the nine months ended September 30, 2023.  Our effective tax rate for the three-month period ended September 30, 2024 was 19.7%, as compared to 20.0% for the same period in 2023.  Our effective tax rate for the nine-month period ended September 30, 2024 was 19.9%, as compared to 19.3% for the same period in 2023.

Financial Condition

Total consolidated assets increased $33.6 million, or 1.4%, to remain relatively level at $2.5 billion at September 30, 2024 and December 31, 2023. The stability of the balance sheet included loan growth and continued increases in deposits and cash as well as paydowns of borrowings during the current nine-month period.

Total cash and due from banks increased from $147.4 million at December 31, 2023, to $160.9 million at September 30, 2024, an increase of approximately $13.5 million, or 9.2%. This increase resulted primarily from increases in deposit balances and slower loan growth which increased cash levels while reducing short-term borrowings.

Total investment securities decreased $26.7 million, or 5.3%, from $504.5 million at December 31, 2023 to $477.8 million at September 30, 2024.  The decrease continues to be driven primarily by investment maturities during the first nine months of 2024.

Total loans increased $49.0 million, or 2.8%, from $1.7 billion at December 31, 2023 to $1.8 billion at September 30, 2024.  The increase was primarily driven by an increase of $75.2 million related to commercial real estate loans as well as a $4.7 million increase in consumer loans offset by decreases in all other loan categories during 2024.

Total deposits increased $101.3 million, to $2.1 billion at September 30, 2024, from $2.0 billion at December 31, 2023. This increase was due primarily to $122.1 million of growth in money market accounts, $37.4 million increase in interest bearing demand accounts, and $30.1 million increase in savings accounts.  The increases in deposit accounts were offset by an $8.8 million decrease in noninterest-bearing demand accounts and a $79.6 million decrease in certificates of deposit, mainly associated with brokered deposits utilized by the Bank for short term funding purposes.  Deposit composition at September 30, 2024 included 48.3% in demand deposit accounts (including NOW accounts) as a percentage of total deposits.  Uninsured deposits, net of fully collateralized municipal relationships, remain stable and represent approximately 39% of total deposits at September 30, 2024, as compared to 37% of total deposits at December 31, 2023.

FHLBNY short-term borrowings decreased by $142.5 million, or 63.5%, to $82 million as of September 30, 2024, as compared to $224.5 million at December 31, 2023. The decrease in borrowings was driven by increased deposits which outpaced loan growth during the first nine months of 2024 and allowed for paydowns of borrowings while maintaining adequate levels of cash at September 30, 2024.  The decrease in borrowings reflects a strategic decision to actively manage liquidity sources and take advantage of opportunities to reduce funding costs.

Stockholders’ equity increased approximately $27.7 million during the first nine months of 2024, reaching $193.1 million at September 30, 2024 from $165.4 million at December 31, 2023.  The increase was due primarily to $20.7 million of net income during the first nine months of 2024, partially reduced by dividends and favorably impacted by a reduction of unrealized losses of approximately $9.7 million, net of taxes, on the market value of investment securities within the Company’s equity as accumulated other comprehensive income (loss).

At September 30, 2024, the Bank maintained capital ratios in excess of regulatory standards for well capitalized institutions. The Bank’s Tier 1 capital to average assets ratio was 10.06%, both common equity and Tier 1 capital to risk weighted assets were 13.64%, and total capital to risk weighted assets was 14.89%.

Wealth Management

At September 30, 2024, our Wealth Management Division, which includes trust and investment advisory, totaled $1.8 billion in assets under management or advisory, as compared to $1.6 billion at December 31, 2023, a 13.4% increase.  Trust and investment advisory income for the quarter ended September 30, 2024 reached $3.1 million and represented an increase of 20.0%, or $521 thousand, as compared to $2.6 million for the quarter ended September 30, 2023.

The breakdown of trust and investment advisory assets as of September 30, 2024 and December 31, 2023, respectively, is as follows:

ORANGE COUNTY BANCORP, INC.

(UNAUDITED)

(Dollar Amounts in thousands)

		At September 30, 2024								At December 31, 2023
		Amount				Percent				Amount				Percent
Investment Assets Under Management & Advisory		$	1,107,182				61.78	%		$	909,384				57.56	%
Trust Asset Under Administration & Management			684,937				38.22	%			670,515				42.44	%
Total		$	1,792,119				100.00	%		$	1,579,899				100.00	%

Loan Quality

At September 30, 2024, the Bank had total non-performing loans of $11.2 million, or 0.62% of total loans.  Total non-accrual loans represented approximately $10.9 million of loans as of September 30, 2024, compared to $4.4 million at December 31, 2023.  The increase in non-accrual loans was primarily the result of one $10.7 million commercial real estate participation which remains non-performing and in non-accrual status at quarter end.

On October 25, 2024, the Bank filed a civil complaint in the United States District Court for the District of New Jersey against the lead lender, Valley National Bank, of the non-performing commercial real estate loan participation noted above.  This action cites breach of contract and other claims related to the participation agreement with the lead lender.  The lawsuit requests damages and demands repurchase by the lead lender of the participated loan amount in accordance with the rights available under the terms of the participation agreement.

Liquidity

Management believes the Bank has the necessary liquidity to meet normal business needs.  The Bank uses a variety of resources to manage its liquidity position.  These include short term investments, cash from lending and investing activities, core-deposit growth, and non-core funding sources, such as time deposits exceeding $250,000, brokered deposits, FHLBNY advances, and other borrowings.  As of September 30, 2024, the Bank’s cash and due from banks totaled $160.9 million.  The Bank maintains an investment portfolio of securities available for sale, comprised mainly of US Government agency and treasury securities, Small Business Administration loan pools, mortgage-backed securities, and municipal bonds.  Although the portfolio generates interest income for the Bank, it also serves as an available source of liquidity and funding.  As of September 30, 2024, the Bank’s investment in securities available for sale was $477.8 million, of which $24.2 million was not pledged as collateral and additional $45.5 million with the Federal Reserve which is not specifically designated to any borrowings.  Additionally, as of September 30, 2024, the Bank’s overnight advance line capacity at the Federal Home Loan Bank of New York was $577.6 million, of which $76.0 million was used to collateralize municipal deposits and $10.0 million was utilized for long term advances.  As of September 30, 2024, the Bank’s unused borrowing capacity at the FHLBNY was $491.6 million. The Bank also maintains additional borrowing capacity of $20 million with other correspondent banks.  Additional funding is available to the Bank through the discount window lending by the Federal Reserve.  At September 30, 2024, the Bank was utilizing $50 million of funding through the Bank Term Funding Program from the Federal Reserve under a one-year facility.

The Bank also considers brokered deposits an element of its deposit strategy.  As of September 30, 2024, the Bank had brokered deposit arrangements with various terms totaling $107.3 million.

About Orange County Bancorp, Inc

Orange County Bancorp, Inc. is the parent company of Orange Bank & Trust Company and Hudson Valley Investment Advisors, Inc. Orange Bank & Trust Company is an independent bank that began with the vision of 14 founders over 125 years ago. It has grown through innovation and an unwavering commitment to its community and business clientele to approximately $2.5 billion in total assets. Hudson Valley Investment Advisors, Inc. is a Registered Investment Advisor in Goshen, NY. It was founded in 1996 and acquired by the Company in 2012.

Forward Looking Statements

Certain statements contained herein are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the real estate and economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, inflation, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, increased levels of loan delinquencies, problem assets and foreclosures, credit risk management, asset-liability management, cybersecurity risks, geopolitical conflicts, public health issues, the financial and securities markets and the availability of and costs associated with sources of liquidity.

The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions that may be made to any forward looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

For further information:

Michael Lesler

EVP & Chief Financial Officer

mlesler@orangebanktrust.com

Phone: (845) 341-5111

ORANGE COUNTY BANCORP, INC.

(UNAUDITED)

(Dollar Amounts in thousands except per share data)

		September 30, 2024				December 31, 2023
ASSETS
Cash and due from banks		$	160,872			$	147,383
Investment securities - available-for-sale			469,532				489,948
(Amortized cost $529,161 at September 30, 2024 and $560,994 at December 31, 2023)
Restricted investment in bank stocks			8,267				14,525
Loans			1,796,094				1,747,062
Allowance for credit losses			(31,023	)			(25,182	)
Loans, net			1,765,071				1,721,880
Premises and equipment, net			15,624				16,160
Accrued interest receivable			10,007				5,934
Bank owned life insurance			41,993				41,447
Goodwill			5,359				5,359
Intangible assets			892				1,107
Other assets			41,482				41,725
TOTAL ASSETS		$	2,519,099			$	2,485,468
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest bearing		$	690,419			$	699,203
Interest bearing			1,449,604				1,339,546
Total deposits			2,140,023				2,038,749
FHLB advances, short term			82,000				224,500
FHLB advances, long term			10,000				10,000
BTFP borrowing			50,000				-
Subordinated notes, net of issuance costs			19,573				19,520
Accrued expenses and other liabilities			24,409				27,323
TOTAL LIABILITIES			2,326,005				2,320,092
STOCKHOLDERS' EQUITY
Common stock, $0.50 par value; 15,000,000 shares authorized;
5,683,304 issued; 5,674,126 and 5,651,311 outstanding,
at September 30, 2024 and December 31, 2023, respectively			2,842				2,842
Surplus			120,874				120,392
Retained Earnings			124,174				107,361
Accumulated other comprehensive income (loss), net of taxes			(54,386	)			(64,108	)
Treasury stock, at cost; 9,178 and 31,993 shares at September 30,
2024 and December 31, 2023, respectively			(410	)			(1,111	)
TOTAL STOCKHOLDERS' EQUITY			193,094				165,376
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	2,519,099			$	2,485,468

		For Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
INTEREST INCOME
Interest and fees on loans		$	26,375			$	24,682			$	78,767			$	70,398
Interest on investment securities:
Taxable			2,645				3,150				8,976				9,570
Tax exempt			573				564				1,722				1,721
Interest on Federal funds sold and other			1,843				1,703				5,556				4,514
TOTAL INTEREST INCOME			31,436				30,099				95,021				86,203
INTEREST EXPENSE
Savings and NOW accounts			5,432				3,506				15,167				9,081
Time deposits			1,213				1,954				5,741				3,893
FHLB advances and borrowings			1,593				1,907				4,734				6,295
Note payable			-				-				-				-
Subordinated notes			230				231				691				692
TOTAL INTEREST EXPENSE			8,468				7,598				26,333				19,961
NET INTEREST INCOME			22,968				22,501				68,688				66,242
Provision for credit losses			7,191				837				7,761				7,406
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES			15,777				21,664				60,927				58,836
NONINTEREST INCOME
Service charges on deposit accounts			270				210				737				588
Trust income			1,379				1,266				4,000				3,707
Investment advisory income			1,741				1,333				4,966				3,819
Investment securities gains(losses)			-				-				-				107
Earnings on bank owned life insurance			39				243				551				725
Other			745				168				1,413				730
TOTAL NONINTEREST INCOME			4,174				3,220				11,667				9,676
NONINTEREST EXPENSE
Salaries			6,687				6,135				20,298				18,606
Employee benefits			2,269				1,752				6,695				5,359
Occupancy expense			1,222				1,180				3,547				3,614
Professional fees			1,557				799				4,330				3,512
Directors' fees and expenses			584				295				781				682
Computer software expense			1,526				1,233				4,191				3,714
FDIC assessment			210				463				978				1,023
Advertising expenses			364				364				1,166				1,074
Advisor expenses related to trust income			30				30				95				89
Telephone expenses			190				184				565				534
Intangible amortization			71				71				214				214
Other			1,237				1,084				3,884				3,644
TOTAL NONINTEREST EXPENSE			15,947				13,590				46,744				42,065
Income before income taxes			4,004				11,294				25,850				26,447
Provision for income taxes			788				2,256				5,131				5,093
NET INCOME		$	3,216			$	9,038			$	20,719			$	21,354
Basic and diluted earnings per share		$	0.57			$	1.61			$	3.67			$	3.79
Weighted average shares outstanding			5,653,904				5,629,642				5,643,591				5,628,036

		Three Months Ended September 30,
		2024												2023
		Average Balance				Interest				Average Rate				Average Balance				Interest				Average Rate
Assets:
Loans Receivable (net of PPP)		$	1,759,989			$	26,372				5.94	%		$	1,697,745			$	24,677				5.77	%
PPP Loans			186				3				6.40	%			996				5				1.99	%
Investment securities			463,347				3,252				2.78	%			495,803				3,466				2.77	%
Due from banks			160,563				1,843				4.55	%			154,335				1,703				4.38	%
Other			7,601				(34	)			-1.77	%			10,299				248				9.55	%
Total interest earning assets			2,391,686				31,436				5.21	%			2,359,178				30,099				5.06	%
Non-interest earning assets			94,476												96,894
Total assets		$	2,486,162											$	2,456,072
Liabilities and equity:
Interest-bearing demand accounts		$	370,442			$	425				0.46	%		$	334,658			$	332				0.39	%
Money market accounts			695,516				4,083				2.33	%			632,300				2,551				1.60	%
Savings accounts			256,934				924				1.43	%			242,627				623				1.02	%
Certificates of deposit			116,817				1,213				4.12	%			176,369				1,954				4.40	%
Total interest-bearing deposits			1,439,709				6,645				1.83	%			1,385,954				5,460				1.56	%
FHLB Advances and other borrowings			127,197				1,593				4.97	%			140,560				1,907				5.38	%
Subordinated notes			19,561				230				4.66	%			19,490				231				4.70	%
Total interest bearing liabilities			1,586,467				8,468				2.12	%			1,546,004				7,598				1.95	%
Non-interest bearing demand accounts			688,138												736,313
Other non-interest bearing liabilities			25,947												23,279
Total liabilities			2,300,552												2,305,596
Total shareholders' equity			185,610												150,476
Total liabilities and shareholders' equity		$	2,486,162											$	2,456,072
Net interest income						$	22,968											$	22,501
Interest rate spread 1											3.10	%											3.11	%
Net interest margin 2											3.81	%											3.78	%
Average interest earning assets to interest-bearing liabilities			150.8	%											152.6	%
Notes:
1 The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
2 Net interest margin is the annualized net interest income divided by average interest-earning assets

		Nine Months Ended September 30,
		2024												2023
		Average Balance				Interest				Average Rate				Average Balance				Interest				Average Rate
Assets:
Loans Receivable (net of PPP)		$	1,742,193			$	78,761				6.02	%		$	1,668,967			$	70,374				5.64	%
PPP Loans			197				6				4.06	%			1,440				24				2.23	%
Investment securities			470,701				10,048				2.84	%			514,011				10,575				2.75	%
Due from banks			156,899				5,556				4.72	%			139,539				4,514				4.33	%
Other			7,945				650				10.90	%			11,268				716				8.50	%
Total interest earning assets			2,377,935				95,021				5.32	%			2,335,225				86,203				4.94	%
Non-interest earning assets			96,047												95,597
Total assets		$	2,473,982											$	2,430,822
Liabilities and equity:
Interest-bearing demand accounts		$	375,124			$	1,348				0.48	%		$	336,801			$	875				0.35	%
Money market accounts			660,795				11,233				2.26	%			623,039				6,471				1.39	%
Savings accounts			249,013				2,586				1.38	%			251,588				1,735				0.92	%
Certificates of deposit			170,079				5,741				4.50	%			147,750				3,893				3.52	%
Total interest-bearing deposits			1,455,011				20,908				1.91	%			1,359,178				12,974				1.28	%
FHLB Advances and other borrowings			123,880				4,734				5.09	%			164,434				6,295				5.12	%
Subordinated notes			19,544				691				4.71	%			19,472				692				4.75	%
Total interest bearing liabilities			1,598,435				26,333				2.19	%			1,543,084				19,961				1.73	%
Non-interest bearing demand accounts			674,727												717,067
Other non-interest bearing liabilities			26,701												22,988
Total liabilities			2,299,863												2,283,139
Total shareholders' equity			174,119												147,683
Total liabilities and shareholders' equity		$	2,473,982											$	2,430,822
Net interest income						$	68,688											$	66,242
Interest rate spread 1											3.13	%											3.21	%
Net interest margin 2											3.85	%											3.79	%
Average interest earning assets to interest-bearing liabilities			148.8	%											151.3	%
Notes:
1 The Interest rate spread is the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities
2 Net interest margin is the annualized net interest income divided by average interest-earning assets

			Three Months Ended Septmember 30,								Nine Months Ended September 30,
			2024				2023				2024				2023
Performance Ratios:
Return on average assets (1)				0.52	%			1.47	%			1.12	%			1.17	%
Return on average equity (1)				6.93	%			24.03	%			15.87	%			19.28	%
Interest rate spread (2)				3.10	%			3.11	%			3.13	%			3.21	%
Net interest margin (3)				3.81	%			3.78	%			3.85	%			3.79	%
Dividend payout ratio (4)				40.44	%			14.33	%			18.79	%			18.18	%
Non-interest income to average total assets				0.67	%			0.52	%			0.63	%			0.53	%
Non-interest expenses to average total assets				2.57	%			2.21	%			2.52	%			2.31	%
Average interest-earning assets to average interest-bearing liabilities				150.76	%			152.60	%			148.77	%			151.33	%
			At				At
			September 30, 2024				December 31, 2023
Asset Quality Ratios:
Non-performing assets to total assets				0.44	%			0.18	%
Non-performing loans to total loans				0.62	%			0.25	%
Allowance for credit losses to non-performing loans				277.76	%			568.83	%
Allowance for credit losses to total loans				1.73	%			1.44	%
Capital Ratios (5):
Total capital (to risk-weighted assets)				14.89	%			14.16	%
Tier 1 capital (to risk-weighted assets)				13.64	%			12.91	%
Common equity tier 1 capital (to risk-weighted assets)				13.64	%			12.91	%
Tier 1 capital (to average assets)				10.06	%			9.42	%
Notes:
(1) Annualized for the three and nine month periods ended September 30, 2024 and 2023, respectively.
(2) Represents the difference between the weighted-average yield on interest-earning assets and the weighted-average cost of interest-bearing liabilities for the periods.
(3) The net interest margin represents net interest income as a percent of average interest-earning assets for the periods.
(4) The dividend payout ratio represents dividends paid per share divided by net income per share.
(5) Ratios are for the Bank only.

			Three Months Ended September 30,								Nine Months Ended September 30,
			2024				2023				2024				2023
Interest income			$	31,436			$	30,099			$	95,021			$	86,203
Interest expense				8,468				7,598				26,333				19,961
Net interest income				22,968				22,501				68,688				66,242
Provision for credit losses				7,191				837				7,761				7,406
Net interest income after provision for credit losses				15,777				21,664				60,927				58,836
Noninterest income				4,174				3,220				11,667				9,676
Noninterest expenses				15,947				13,590				46,744				42,065
Income before income taxes				4,004				11,294				25,850				26,447
Provision for income taxes				788				2,256				5,131				5,093
Net income			$	3,216			$	9,038			$	20,719			$	21,354
Basic and diluted earnings per share			$	0.57			$	1.61			$	3.67			$	3.79
Weighted average common shares outstanding				5,653,904				5,629,642				5,643,591				5,628,036
			At				At
			September 30, 2024				December 31, 2023
Book value per share			$	34.03			$	29.26
Net tangible book value per share (1)			$	32.93			$	28.12
Outstanding common shares				5,674,126				5,651,311
Notes:
(1) Net tangible book value represents the amount of total tangible assets reduced by our total liabilities. Tangible assets are calculated by reducing total assets, as defined by GAAP, by $5,359 in goodwill and $892, and $1,107 in other intangible assets for September 30, 2024 and December 31, 2023, respectively.

		At September 30, 2024								At December 31, 2023
		Amount				Percent				Amount				Percent
Commercial and industrial (a)		$	251,484				14.00	%		$	273,562				15.66	%
Commercial real estate			1,334,580				74.30	%			1,259,356				72.08	%
Commercial real estate construction			78,227				4.36	%			85,725				4.91	%
Residential real estate			74,462				4.15	%			78,321				4.48	%
Home equity			16,064				0.89	%			13,546				0.78	%
Consumer			41,277				2.30	%			36,552				2.09	%
Total loans			1,796,094				100.00	%			1,747,062				100.00	%
Allowance for loan losses			31,023								25,182
Total loans, net		$	1,765,071							$	1,721,880
(a) - Includes PPP loans of:		$	181							$	215

		At September 30, 2024												At December 31, 2023
		Amount				Percent				Average Rate				Amount				Percent				Average Rate
Noninterest-bearing demand accounts		$	690,419				32.26	%			0.00	%		$	699,203				34.30	%			0.00	%
Interest bearing demand accounts			342,306				16.00	%			0.49	%			304,892				14.95	%			0.49	%
Money market accounts			707,065				33.04	%			2.27	%			584,976				28.69	%			2.04	%
Savings accounts			258,302				12.07	%			1.39	%			228,161				11.19	%			1.19	%
Certificates of Deposit			141,931				6.63	%			4.06	%			221,517				10.87	%			4.57	%
Total		$	2,140,023				100.00	%			1.27	%		$	2,038,749				100.00	%			1.29	%

				September 30, 2024				December 31, 2023
Non-accrual loans:
Commercial and industrial				$	199			$	556
Commercial real estate					10,725				2,692
Commercial real estate construction					-				-
Residential real estate					8				1,179
Home equity					-				-
Consumer					-				-
Total non-accrual loans					10,932				4,427
Accruing loans 90 days or more past due:
Commercial and industrial					237				-
Commercial real estate					-				-
Commercial real estate construction					-				-
Residential real estate					-				-
Home equity					-				-
Consumer					-				-
Total loans 90 days or more past due					237				-
Total non-performing loans					11,169				4,427
Other real estate owned					-				-
Other non-performing assets					-				-
Total non-performing assets				$	11,169			$	4,427
Ratios:
Total non-performing loans to total loans					0.62	%			0.25	%
Total non-performing loans to total assets					0.44	%			0.18	%
Total non-performing assets to total assets					0.44	%			0.18	%
Notes:
1 - Includes non-accruing TDRs:				$	-			$	2,391