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Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from                      to                     

Commission file number: 001-40893

CATALYST BANCORP, INC.

(Exact name of registrant as specified in its charter)

Louisiana

    

86-2411762

(State or other jurisdiction of incorporation
of organization)

(I.R.S. Employer Identification No.)

235 N. Court Street, Opelousas, Louisiana 70570

(Address of principal executive offices; Zip Code) 

(337) 948-3033

(Registrant’s telephone number, including area code)

None

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

Common Stock

CLST

Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 and 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes   No 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes   No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

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

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

There were 4,180,598 shares of Registrant’s common stock, par value of $0.01 per share, issued and outstanding as of May 9, 2025.

Table of Contents

CATALYST BANCORP, INC.

FORM 10-Q

TABLE OF CONTENTS

PART I

FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

Consolidated Statements of Financial Condition

2

Consolidated Statements of Income (Loss)

3

Consolidated Statements of Comprehensive Income (Loss)

4

Consolidated Statements of Changes in Shareholders' Equity

5

Consolidated Statements of Cash Flows

6

Notes to Unaudited Consolidated Financial Statements

7

Item 2.

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

27

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

41

Item 4.

Controls and Procedures

41

PART II

OTHER INFORMATION

42

Item 1.

Legal Proceedings

42

Item 1A.

Risk Factors

42

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

42

Item 3.

Defaults Upon Senior Securities

42

Item 4.

Mine Safety Disclosures

42

Item 5

Other Information

43

Item 6.

Exhibits

44

SIGNATURES

45

i

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

CATALYST BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

    

(Unaudited)

March 31, 

December 31, 

(Dollars in thousands)

2025

2024

ASSETS

 

  

 

  

Non-interest-bearing cash

$

4,128

$

4,076

Interest-bearing cash and due from banks

 

36,190

 

40,219

Total cash and cash equivalents

 

40,318

 

44,295

Investment securities:

 

  

 

  

Securities available-for-sale, at fair value (amortized cost of $33,754 and $33,215, respectively)

 

29,840

 

28,712

Securities held-to-maturity (fair value of $11,611 and $11,284, respectively)

 

13,445

 

13,447

Loans receivable, net of unearned income

 

166,077

 

167,076

Allowance for credit losses

 

(2,500)

 

(2,522)

Loans receivable, net

 

163,577

 

164,554

Accrued interest receivable

 

866

 

851

Foreclosed assets

 

77

 

194

Premises and equipment, net

 

6,049

 

6,085

Stock in correspondent banks, at cost

 

809

 

1,961

Bank-owned life insurance

 

14,607

 

14,489

Other assets

 

2,060

 

2,109

TOTAL ASSETS

$

271,648

$

276,697

 

  

 

  

LIABILITIES

 

  

 

  

Deposits

 

  

 

  

Non-interest-bearing

$

26,093

$

28,281

Interest-bearing

 

154,505

 

157,393

Total deposits

 

180,598

 

185,674

Borrowings

 

9,603

 

9,558

Other liabilities

 

856

 

1,261

TOTAL LIABILITIES

 

191,057

 

196,493

 

  

 

  

SHAREHOLDERS' EQUITY

 

  

 

  

Preferred stock, $0.01 par value - 5,000,000 shares authorized; none issued or outstanding

-

-

Common stock, $0.01 par value; 30,000,000 shares authorized; 4,205,201 and 4,278,150 issued and outstanding at March 31, 2025 and December 31, 2024, respectively

42

43

Additional paid-in capital

38,844

39,561

Unallocated common stock held by benefit plans

(5,649)

(5,702)

Retained earnings

 

50,446

 

49,860

Accumulated other comprehensive loss

 

(3,092)

 

(3,558)

TOTAL SHAREHOLDERS' EQUITY

 

80,591

 

80,204

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$

271,648

$

276,697

The accompanying Notes are an integral part of these financial statements.

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CATALYST BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(Unaudited)

Three Months Ended March 31, 

(Dollars in thousands)

2025

2024

INTEREST INCOME

  

  

Loans receivable, including fees

$

2,738

$

2,214

Investment securities

 

275

 

325

Cash and due from banks

 

341

 

594

Other earning assets

 

20

 

22

Total interest income

 

3,374

 

3,155

INTEREST EXPENSE

 

  

 

  

Deposits

 

941

 

769

Borrowings

 

68

 

293

Total interest expense

 

1,009

 

1,062

Net interest income

 

2,365

 

2,093

Provision for credit losses

 

-

 

95

Net interest income after provision for credit losses

 

2,365

 

1,998

NON-INTEREST INCOME (LOSS)

 

  

 

  

Service charges on deposit accounts

 

197

 

203

Bank-owned life insurance

 

118

 

113

Loss on sale of investment securities

 

-

 

(5,507)

Other income on foreclosed assets

216

-

Gain on sale of fixed assets

 

-

 

11

Other

 

22

 

17

Total non-interest income (loss)

 

553

 

(5,163)

NON-INTEREST EXPENSE

 

  

 

  

Salaries and employee benefits

 

1,245

 

1,260

Occupancy and equipment

 

199

 

196

Data processing and communication

 

182

 

794

Professional fees

 

101

 

107

Directors’ fees

 

114

 

115

ATM and debit card

 

22

69

Foreclosed assets, net

 

89

 

8

Advertising and marketing

 

39

 

38

Regulatory fees and assessments

36

23

Franchise and shares tax

13

16

Other

 

158

 

165

Total non-interest expense

 

2,198

 

2,791

Income (loss) before income tax expense (benefit)

 

720

 

(5,956)

Income tax expense (benefit)

 

134

 

(1,267)

NET INCOME (LOSS)

$

586

$

(4,689)

Earnings (loss) per share - basic

$

0.16

$

(1.15)

Earnings (loss) per share - diluted

0.16

(1.15)

The accompanying Notes are an integral part of these financial statements.

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CATALYST BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

Three Months Ended March 31, 

(Dollars in thousands)

2025

    

2024

Net income (loss)

$

586

$

(4,689)

Net change in unrealized gains (losses) on available-for-sale securities

 

589

 

(897)

Reclassification adjustment for losses included in net income (loss)

-

5,507

Income tax effect

 

(123)

 

(968)

Total other comprehensive income

 

466

 

3,642

Total comprehensive income (loss)

$

1,052

$

(1,047)

The accompanying Notes are an integral part of these financial statements.

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CATALYST BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Three Months Ended March 31, 2025 and 2024

(Dollars in thousands)

Common Stock

Additional Paid-in Capital

Unallocated Common Stock Held by Benefit Plans

Retained Earnings

Accumulated Other Comprehensive Income (Loss)

Total

BALANCE, DECEMBER 31, 2023

$

48

$

45,020

$

(6,221)

$

52,949

$

(7,237)

$

84,559

Net income (loss)

 

-

 

-

 

-

 

(4,689)

 

-

 

(4,689)

Other comprehensive income

 

-

 

-

 

-

 

-

3,642

 

3,642

ESOP shares released for allocation

 

-

 

10

 

52

 

-

-

 

62

Stock compensation expense

 

-

 

139

 

-

 

-

-

 

139

Repurchase of common stock

 

(2)

(2,458)

-

-

-

(2,460)

BALANCE, MARCH 31, 2024

$

46

$

42,711

$

(6,169)

$

48,260

$

(3,595)

$

81,253

BALANCE, DECEMBER 31, 2024

$

43

$

39,561

$

(5,702)

$

49,860

$

(3,558)

$

80,204

Net income

 

-

 

-

 

-

 

586

 

-

 

586

Other comprehensive income

 

-

 

-

 

-

 

-

466

 

466

ESOP shares released for allocation

 

-

 

9

 

53

 

-

-

 

62

Stock compensation expense

 

-

 

139

 

-

 

-

-

 

139

Repurchase of common stock

 

(1)

(865)

-

-

-

(866)

BALANCE, MARCH 31, 2025

$

42

$

38,844

$

(5,649)

$

50,446

$

(3,092)

$

80,591

The accompanying Notes are an integral part of these financial statements.

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CATALYST BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31, 

(Dollars in thousands)

2025

    

2024

CASH FLOWS FROM OPERATING ACTIVITIES

 

  

 

  

Net income (loss)

$

586

$

(4,689)

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

 

  

 

  

Investment securities amortization, net

 

19

 

56

Stock dividends from correspondent banks

 

(19)

 

(21)

Amortization of prepayment penalties on debt restructuring

45

45

Provision for credit losses

 

-

 

95

Increase in cash surrender value of bank-owned life insurance

(118)

(113)

Loss on sales of investment securities

 

-

 

5,507

Gain on sales of premises and equipment

 

-

 

(11)

Stock-based compensation

201

201

Depreciation of premises and equipment

 

103

 

101

Net write-downs and losses on the sale of foreclosed assets

 

88

 

-

Deferred income tax expense (benefit)

 

71

 

(1,264)

(Increase) decrease in other assets

 

(161)

 

29

(Decrease) increase in other liabilities

 

(388)

 

311

Net cash provided by operating activities

 

427

 

247

CASH FLOWS FROM INVESTING ACTIVITIES

 

  

 

  

Activity in available-for-sale securities:

 

  

 

  

Proceeds from maturities, calls, and paydowns

 

710

1,533

Proceeds from sales

-

42,525

Purchases

 

(1,266)

-

Net decrease in loans

 

960

1,153

Proceeds from sale of foreclosed assets

 

29

-

Purchases of premises and equipment

 

(66)

(24)

Proceeds from redemption of Federal Home Loan Bank Stock

 

1,171

-

Proceeds from sale of premises and equipment

 

-

11

Net cash provided by investing activities

 

1,538

 

45,198

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

  

Net (decrease) increase in deposits

 

(5,076)

 

4,015

Net advances from borrowings

-

10,000

Repurchase of common stock

(866)

(2,460)

Net cash (used in) provided by financing activities

 

(5,942)

 

11,555

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

(3,977)

 

57,000

CASH AND CASH EQUIVALENTS, beginning of period

 

44,295

 

19,011

CASH AND CASH EQUIVALENTS, end of period

$

40,318

$

76,011

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES

 

  

 

  

Acquisition of real estate in settlement of loans

$

-

$

177

SUPPLEMENTAL SCHEDULE OF INTEREST AND TAXES PAID

 

  

 

  

Cash paid for interest

$

1,013

$

660

Cash paid for income taxes

-

90

The accompanying Notes are an integral part of these financial statements.

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CATALYST BANCORP, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Catalyst Bancorp, Inc. (“Catalyst Bancorp” or the “Company”) is the holding company for Catalyst Bank (the “Bank”), formerly known as St. Landry Homestead Federal Savings Bank. The Bank has been in operation in the Acadiana region of south-central Louisiana since 1922 and offers commercial and retail banking products through six full-service locations.

The Company was incorporated by the Bank in February 2021 as part of the conversion of the Bank from the mutual to the stock form of organization (the “Conversion”). The Conversion was completed on October 12, 2021, at which time the Company acquired all of the issued and outstanding shares of common stock of the Bank and became the holding company for the Bank. Shares of the Company’s common stock were issued and sold in an offering to certain depositors of the Bank and others. The Company was not engaged in operations and had not issued any shares of stock prior to the completion of the Conversion.

As used in this report, unless the context otherwise requires, the terms “we,” “our,” “us,” or the “Company” refer to Catalyst Bancorp, and the term the “Bank” refers to Catalyst Bank, the wholly owned subsidiary of the Company. In addition, unless the context otherwise requires, references to the operations of the Company include the operations of the Bank.

Basis of Presentation

The accompanying unaudited consolidated financial statements of the Company were prepared in accordance with instructions for Form 10-Q and Regulation S-X and do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, comprehensive income, changes in equity and cash flows in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements have been included. The results of operations for the three months ended March 31, 2025 and 2024 are not necessarily indicative of the results which may be expected for the entire fiscal year. These statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2024.

Certain amounts reported in prior periods may have been reclassified to conform to the current period presentation. Such reclassifications had no effect on previously reported equity or net income.

Segment Reporting

The Company determined that all of its banking operations serve a similar customer base, offer similar products and services, and are managed through similar processes. Therefore, the Company’s banking operations are aggregated into one reported operating segment, which generates income principally from interest on loans and investment securities, as well as from fees charged in connection with various loan and deposit services. The chief operating decision maker (“CODM”) is the Chief Executive Officer, who for the purposes of assessing performance, making operating decisions, and allocating Company resources, regularly reviews net income as reported in the accompanying consolidated statements of income. The level of disaggregation and amounts of significant segment income and expenses that are regularly provided to the CODM are the same as those presented in the accompanying consolidated statements of income. Likewise, the measure of segment assets is reported on the accompanying consolidated statements of financial condition as total assets.

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Critical Accounting Policies and Estimates

Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties and could reflect materially different results under different assumptions and conditions. Methodologies the Company uses when applying critical accounting policies and developing critical estimates are included in its Annual Report on Form 10-K for the year ended December 31, 2024. Our accounting policies for allowance for credit losses, investment securities, and income taxes comprise those that management believes involve the most critical estimates and aid in fully understanding and evaluating our reported financial results.

There were no material changes from the significant accounting policies or critical accounting estimates previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. In preparing the financial statements, the Company is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the Company’s financial condition, results of operations, comprehensive income, changes in equity and cash flows for the interim periods presented. These adjustments are of a normal recurring nature and include appropriate estimated provisions.

Accounting Standards Updates Issued, but Not Adopted

ASU No. 2023-09. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in this ASU add specific requirements for income tax disclosures to improve transparency and decision usefulness. The guidance in ASU 2023-09 requires that public business entities disclose specific categories in the income tax rate reconciliation and provide additional qualitative information for reconciling items that meet a quantitative threshold. In addition, the amendments in ASU 2023-09 require that all entities disclose the amount of income taxes paid disaggregated by federal, state, and foreign taxes and disaggregated by individual jurisdictions. The ASU also includes other disclosure amendments related to the disaggregation of income tax expense between federal, state and foreign taxes. The Company expects to adopt the amendments in ASU 2023-09 for its annual financial statements for the year ended December 31, 2025. As the update contains only amendments to disclosure requirements, adoption will have no impact to the Company’s consolidated results of operations or financial condition.

ASU No. 2024-03. In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in this ASU require disclosure, in the notes to the financial statements, of specified qualitative and quantitative information about certain costs and expenses, such as employee compensation, depreciation, and intangible asset amortization. Disclosure requirements also include a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, among other items. The Company expects to adopt the amendments in ASU 2024-03 for periods beginning after December 31, 2026. As the update contains only amendments to disclosure requirements, adoption will have no impact to the Company’s consolidated results of operations or financial condition.

Revision of Prior Period Financial Statements

During the three months ended June 30, 2024, it was discovered that the rate of interest paid on one interest-bearing checking account did not reconcile with the contract with the customer. The checking account was a public fund deposit with a negotiated arrangement managed by a lead financial institution that billed the Bank periodically for interest then owed to the municipality. The Bank is a party to the agreement with the municipality but participated in only a portion of the total funds deposited by the municipality and did not deal directly with the municipality with respect to the funds deposited or the interest paid. These responsibilities are handled indirectly through the lead institution. During June 2024, the Bank became aware of the additional interest owed by it pursuant to the agreement. As a result of the error, $137,000 of total interest expense was not properly accrued or paid by the Bank during the period beginning August 1, 2022 and ending March 31, 2024. In accordance with the guidance set forth in SEC Staff Bulletin 99, Materiality, and SEC Staff Accounting Bulletin 108, Considering Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financials, the Bank concluded that the error was not material to any prior periods, the current period or the trend in earnings from a quantitative and qualitative perspective. However, correcting the cumulative effect of the error in the current period would have resulted in a material misstatement in the current period. Accordingly, management revised the prior period financial statements, related disclosures, and supplemental information presented in this filing to correct the misstatement. We will also revise previously reported financial information for these immaterial errors in our future filings, as applicable. The Company’s previously issued financial statements and related disclosures were not amended and can still be relied upon.

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The following table highlights the primary changes to prior period financial statements presented in this Form 10-Q caused by the correction of the misstated interest expense:

(Dollars in thousands, except per share data)

As Reported

Adjustment

As Revised

Revised Consolidated Statements of Income (Loss) for the Three Months Ended March 31, 2024

Interest expense - Deposits

$

754

$

15

$

769

Total interest expense

1,047

15

1,062

Net interest income

2,108

(15)

2,093

Income tax expense (benefit)

(1,264)

(3)

(1,267)

Net income (loss)

(4,677)

(12)

(4,689)

Revised Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024

Increase in other liabilities

$

299

$

12

$

311

Management performed a review of all similar contracts with deposit customers and verified that the error was isolated to this unique deposit account. Management and the Audit Committee also assessed the error’s impact on internal controls over financial reporting and did not identify any material weaknesses.

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Table of Contents

NOTE 2. EARNINGS (LOSS) PER SHARE

Earnings (loss) per common share was computed based on the following:

Three Months Ended March 31, 

(In thousands, except per share data)

2025

    

2024

Numerator

 

  

 

  

Net income (loss) available to common shareholders

$

586

$

(4,689)

Denominator

 

  

 

  

Weighted average common shares outstanding

 

4,241

 

4,651

Weighted average unallocated common stock held by benefit plans

(518)

(562)

Weighted average shares - basic

3,723

4,089

Effect of dilutive stock-based awards(1):

Stock options

-

-

Restricted stock

3

-

Weighted average shares - assuming dilution

3,726

4,089

Basic earnings (loss) per common share

$

0.16

$

(1.15)

Diluted earnings (loss) per common share

0.16

(1.15)

(1)The computation of diluted earnings (loss) per common share for the three months ended March 31, 2024 does not include the impact of dilutive stock-based awards because to do so would be antidilutive for a period with a net loss.

Diluted earnings per share was computed using the treasury stock method. The weighted average of potentially dilutive common shares attributable to outstanding stock options that were anti-dilutive totaled 295,822 and 294,830 for the three months ended March 31, 2025 and 2024, respectively, and were excluded from the calculation of diluted earnings per share. There were no potentially dilutive common shares attributable to restricted stock that were anti-dilutive for the three months ended March 31, 2025 and 2024.

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NOTE 3. INVESTMENT SECURITIES

Investment securities have been classified according to management’s intent. The amortized cost of securities and their approximate fair values are as follows:

    

March 31, 2025

(Dollars in thousands)

Amortized Cost

    

Gross Unrealized Gains

    

Gross Unrealized Losses

    

Fair Value

Securities available-for-sale

 

  

 

  

 

  

 

Mortgage-backed securities

$

32,051

$

76

$

(3,796)

$

28,331

Municipal obligations

 

1,703

 

13

 

(207)

 

1,509

Total available-for-sale

$

33,754

$

89

$

(4,003)

$

29,840

Securities held-to-maturity

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

13,000

$

-

$

(1,814)

$

11,186

Municipal obligations

 

445

 

-

 

(20)

 

425

Total held-to-maturity

$

13,445

$

-

$

(1,834)

$

11,611

    

December 31, 2024

(Dollars in thousands)

Amortized Cost

    

Gross Unrealized Gains

    

Gross Unrealized Losses

    

Fair Value

Securities available-for-sale

 

  

 

  

 

  

 

Mortgage-backed securities

$

31,511

$

18

$

(4,327)

$

27,202

Municipal obligations

 

1,704

 

4

 

(198)

 

1,510

Total available-for-sale

$

33,215

$

22

$

(4,525)

$

28,712

Securities held-to-maturity

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

13,000

$

-

$

(2,140)

$

10,860

Municipal obligations

 

447

 

-

 

(23)

 

424

Total held-to-maturity

$

13,447

$

-

$

(2,163)

$

11,284

There were no securities transferred between classifications during the three months ended March 31, 2025 or 2024. There were no sales of investment securities during the three months ended March 31, 2025. During the three months ended March 31, 2024, the Company sold 50 available-for-sale investment securities for a total pre-tax loss of $5.5 million.

Accrued interest receivable on the Company’s investment securities totaled $150,000 and $142,000 at March 31, 2025 and December 31, 2024, respectively.

Investment securities with a carrying amount of $19.1 million and $15.1 million were pledged to secure public deposits as required or permitted by law at March 31, 2025 and December 31, 2024, respectively. The Company also uses a custodial letter of credit granted by the Federal Home Loan Bank of Dallas to collateralize public fund deposits. At March 31, 2025 and December 31 2024, $25.0 million of the custodial letter of credit was pledged as collateral for pubic deposits.

At March 31, 2025 and December 31, 2024, other than securities issued by U.S. Government agencies or U.S. Government sponsored enterprises, we had no investments in a single issuer which had an aggregate book value in excess of 10% of the Company’s shareholders’ equity.

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Table of Contents

The following is a summary of maturities of securities available-for-sale and held-to-maturity at March 31, 2025:

March 31, 2025

Available-for-Sale

Held-to-Maturity

(Dollars in thousands)

Amortized Cost

    

Fair Value

    

Amortized Cost

    

Fair Value

Amounts maturing in:

 

  

 

  

 

  

 

  

One year or less

$

-

$

-

$

-

$

-

After one through five years

 

630

 

643

 

2,445

 

2,281

After five through ten years

 

-

 

-

 

10,000

 

8,568

After ten years

 

1,073

 

866

 

1,000

 

762

Subtotal

1,703

1,509

13,445

11,611

Mortgage-backed securities

 

32,051

 

28,331

 

-

 

-

Total

$

33,754

$

29,840

$

13,445

$

11,611

Securities, other than mortgage-backed securities, are classified according to their contractual maturities without consideration of principal amortization, potential prepayments, or call options. The expected maturities may differ from contractual maturities because of the exercise of call options and potential paydowns. Accordingly, actual maturities may differ from contractual maturities.

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Table of Contents

Information pertaining to securities with gross unrealized losses at March 31, 2025 and December 31, 2024 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:

March 31, 2025

Less than 12 Months

12 Months or Greater

Total

(Dollars in thousands)

    

Fair Value

    

Gross Unrealized Losses

    

Fair Value

    

Gross Unrealized Losses

    

Fair Value

    

Gross Unrealized Losses

Securities available-for-sale

 

  

 

  

 

  

 

  

 

 

Mortgage-backed securities

$

2,791

$

(47)

$

18,103

$

(3,749)

$

20,894

$

(3,796)

Municipal obligations

 

-

 

-

 

866

 

(207)

 

866

 

(207)

Total available-for-sale

$

2,791

$

(47)

$

18,969

$

(3,956)

$

21,760

$

(4,003)

Securities held-to-maturity

 

  

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

-

$

-

$

11,186

$

(1,814)

$

11,186

$

(1,814)

Municipal obligations

 

-

 

-

 

425

 

(20)

 

425

 

(20)

Total held-to-maturity

$

-

$

-

$

11,611

$

(1,834)

$

11,611

$

(1,834)

Total

$

2,791

$

(47)

$

30,580

$

(5,790)

$

33,371

$

(5,837)

    

December 31, 2024

Less than 12 Months

12 Months or Greater

Total

(Dollars in thousands)

   

Fair Value

Gross Unrealized Losses

Fair Value

Gross Unrealized Losses

Fair Value

Gross Unrealized Losses

Securities available-for-sale

 

  

 

  

 

  

 

  

 

  

 

  

Mortgage-backed securities

$

3,274

$

(90)

$

18,135

$

(4,237)

$

21,409

$

(4,327)

Municipal obligations

 

-

 

-

 

878

 

(198)

 

878

 

(198)

Total available-for-sale

$

3,274

$

(90)

$

19,013

$

(4,435)

$

22,287

$

(4,525)

Securities held-to-maturity

 

  

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

-

$

-

$

10,860

$

(2,140)

$

10,860

$

(2,140)

Municipal obligations

 

-

 

-

 

424

 

(23)

 

424

 

(23)

Total held-to-maturity

$

-

$

-

$

11,284

$

(2,163)

$

11,284

$

(2,163)

Total

$

3,274

$

(90)

$

30,297

$

(6,598)

$

33,571

$

(6,688)

At March 31, 2025 and December 31, 2024, the Company held 40 and 41 securities, respectively, with an unrealized loss. The securities with unrealized losses consisted of government-sponsored mortgage-backed securities and debt obligations guaranteed by federal, state and local government entities. These unrealized losses relate principally to noncredit related factors, including changes in current interest rates for similar types of securities. Based on management’s evaluation of the securities portfolio, the Company did not establish an allowance for credit losses for its available-for-sale or held-to-maturity securities at March 31, 2025 or December 31, 2024.  

13

Table of Contents

NOTE 4.  LOANS RECEIVABLE

Loans receivable at March 31, 2025 and December 31, 2024 are summarized as follows:

March 31, 

December 31, 

(Dollars in thousands)

2025

2024

Real estate loans

 

  

 

  

One- to four-family residential

$

82,025

$

81,097

Commercial real estate

 

22,103

 

22,108

Construction and land

 

32,038

 

32,941

Multi-family residential

 

2,530

 

2,570

Total real estate loans

138,696

138,716

Other loans

Commercial and industrial

25,447

26,439

Consumer

 

1,934

 

1,921

Total other loans

27,381

28,360

Total loans

166,077

167,076

Less: Allowance for credit losses

(2,500)

(2,522)

Net loans

$

163,577

$

164,554

At March 31, 2025 and December 31, 2024, real estate loans totaling $80.5 million and $80.6 million, respectively, were pledged as collateral to the Federal Home Loan Bank of Dallas for borrowings under a blanket lien agreement.

Accrued interest receivable on the Company’s loans totaled $710,000 and $704,000 at March 31, 2025 and December 31, 2024, respectively. Accrued interest receivable is excluded from the Company’s estimate of the allowance for credit losses.

14

Table of Contents

The following describes the general risk characteristics of each segment of the loan portfolio disclosed in this note:

One- to four-family residential – This category primarily consists of loans secured by residential real estate located in our market. The performance of these loans may be adversely affected by, among other factors, unemployment rates, local residential real estate market conditions and the interest rate environment. Generally, these loans are for longer terms than commercial and construction loans.

Commercial real estate – This category generally consists of loans secured by retail and industrial use buildings, hotels, strip shopping centers and other properties used for commercial purposes. The performance of these loans may be adversely affected by, among other factors, conditions specific to the relevant industry, the real estate market for the property type and geographic region where the property or borrower is located.

Construction and land – This category consists of loans to finance the ground-up construction and/or improvement of residential and commercial properties and loans secured by land. The performance of these loans is generally dependent upon the successful completion of improvements and/or land development for the end user, the sale of the property to a third party, or a secondary source of cash flow from the owners. The successful completion of planned improvements and development may be adversely affected by changes in the estimated property value upon completion of construction, projected costs and other conditions leading to project delays.

Multi-family residential – This category consists of loans secured by apartment or residential buildings with five or more units used to accommodate households on a temporary or permanent basis. The performance of multi-family loans is generally dependent on the receipt of rental income from the tenants who occupy the subject property. The occupancy rate of the subject property and the ability of the tenants to pay rent may be adversely affected by the location of the subject property and local economic conditions.

Commercial and industrial – This category primarily consists of secured and unsecured loans to small and mid-sized businesses to fund operations or purchase non-real estate assets. Secured loans are primarily secured by accounts receivable, inventory, equipment and certain other business assets. The performance of these loans may be adversely affected by, among other factors, conditions specific to the relevant industry, fluctuations in the value of the collateral and individual performance factors related to the borrower.

Consumer – This category consists of loans to individuals for household, family and other personal use. The performance of these loans may be adversely affected by national and local economic conditions, unemployment rates and other factors affecting the borrower’s income available to service the debt.

15

Table of Contents

The following tables outline the changes in the allowance for credit losses for the three months ended March 31, 2025 and 2024.

For the Three Months Ended March 31, 2025

(Dollars in thousands)

Beginning Balance

Provision (Reversal)

    

Charge-offs

    

Recoveries

    

Ending Balance

Allowance for credit losses

  

  

 

  

 

  

 

  

One- to four-family residential

$

1,164

$

60

$

(31)

$

8

$

1,201

Commercial real estate

 

192

 

(2)

 

-

 

-

 

190

Construction and land

 

528

 

(16)

 

-

 

-

 

512

Multi-family residential

 

35

 

-

 

-

 

-

 

35

Commercial and industrial

 

372

 

(64)

 

-

 

5

 

313

Consumer

 

26

 

21

 

(22)

 

1

 

26

Unallocated

205

18

-

-

223

Total for loans

$

2,522

$

17

$

(53)

$

14

$

2,500

Unfunded lending commitments(1)

121

(17)

-

-

104

Total

$

2,643

$

-

$

(53)

$

14

$

2,604

(1)The allowance for credit losses on unfunded lending commitments is recorded within “other liabilities” on the statement of financial condition. The related provision for credit losses for unfunded lending commitments is recorded with the provision for credit losses on loans and reported in aggregate as the provision for credit losses on the income statement.

    

For the Three Months Ended March 31, 2024

(Dollars in thousands)

  

Beginning Balance

Provision (Reversal)

    

Charge-offs

    

Recoveries

    

Ending Balance

Allowance for credit losses

 

  

  

 

  

 

  

 

  

One- to four-family residential

$

1,240

$

8

$

(101)

$

21

$

1,168

Commercial real estate

 

213

 

10

 

(14)

 

-

 

209

Construction and land

 

283

 

91

 

-

 

-

 

374

Multi-family residential

 

50

 

(6)

 

-

 

-

 

44

Commercial and industrial

 

302

 

(65)

 

-

 

-

 

237

Consumer

 

36

 

4

 

(8)

 

4

 

36

Total for loans

$

2,124

$

42

$

(123)

$

25

$

2,068

Unfunded lending commitments

257

53

-

-

310

Total

$

2,381

$

95

$

(123)

$

25

$

2,378

16

Table of Contents

The allowance for credit losses is established through a provision for credit losses charged to earnings. Loans, or portions of loans, are charged off against the allowance in the period that such loans, or portions thereof, are deemed uncollectible. Subsequent recoveries, if any, are credited to the allowance. Under the guidance of Topic 326 of the Accounting Standards Codification (“ASC 326”), the Company groups loans and unfunded lending commitments with similar risk characteristics into pools or segments and collectively evaluates each pool to estimate the allowance for credit losses. For each loan pool, the Company uses the remaining life method to calculate its credit loss estimate. Loans are individually evaluated for credit losses when they do not share similar risk characteristics with our identified loan pools under ASC 326. The allowance for credit losses reflects the Company’s estimate of current expected credit losses (“CECL”) over the full life of the financial assets.

The following tables outline the allowance for credit losses and the balance of loans by method of loss evaluation at March 31, 2025 and December 31, 2024.

    

March 31, 2025

    

December 31, 2024

(Dollars in thousands)

Individually Evaluated

Collectively Evaluated

Total

Individually Evaluated

Collectively Evaluated

Total

Allowance for credit losses

 

  

 

 

  

 

  

 

  

 

  

One- to four-family residential

$

68

$

1,133

$

1,201

$

104

$

1,060

$

1,164

Commercial real estate

-

 

190

 

190

 

-

 

192

 

192

Construction and land

33

 

479

 

512

 

35

 

493

 

528

Multi-family residential

-

 

35

 

35

 

-

 

35

 

35

Commercial and industrial

-

 

313

 

313

 

-

 

372

 

372

Consumer

-

 

26

 

26

 

-

 

26

 

26

Unallocated

-

223

223

-

205

205

Total

$

101

$

2,399

$

2,500

$

139

$

2,383

$

2,522

Loans

 

  

 

  

 

 

  

 

  

 

One- to four-family residential

$

530

$

81,495

$

82,025

$

589

$

80,508

$

81,097

Commercial real estate

 

-

 

22,103

 

22,103

 

-

22,108

 

22,108

Construction and land

 

118

 

31,920

 

32,038

 

120

 

32,821

 

32,941

Multi-family residential

 

-

 

2,530

 

2,530

 

-

 

2,570

 

2,570

Commercial and industrial

 

3,289

 

22,158

 

25,447

 

-

 

26,439

 

26,439

Consumer

 

-

1,934

 

1,934

 

-

 

1,921

 

1,921

Total

$

3,937

$

162,140

$

166,077

$

709

$

166,367

$

167,076

At March 31, 2025 and December 31, 2024, all loans individually evaluated for credit losses were considered collateral-dependent financial assets under ASC 326. Loans are considered collateral-dependent and individually evaluated when, based on management’s assessment as of the reporting date, the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. The following describes the types of collateral that secure collateral dependent loans:

One- to four-family first mortgages are primarily secured by first liens on residential real estate.
Construction and land loans are primarily secured by residential and commercial properties, which are under construction and/or redevelopment, and by raw land.
Commercial and industrial loans considered collateral dependent are primarily secured by accounts receivable, inventory and equipment.

17

Table of Contents

A summary of current, past due and non-accrual loans as of March 31, 2025 and December 31, 2024 follows:

    

As of March 31, 2025

(Dollars in thousands)

Past Due 30-89 Days and Accruing

    

Past Due Over 90 Days and Accruing

    

Past Due Over 30 Days and Non-accruing

    

Total Past Due

    

Current and Accruing

    

Current and Non-accruing

    

Total Loans

One- to four-family residential

$

3,094

$

91

$

811

$

3,996

$

77,322

$

707

$

82,025

Commercial real estate

 

37

 

-

 

-

 

37

 

22,066

 

-

 

22,103

Construction and land

 

-

 

-

 

13

 

13

 

32,002

 

23

 

32,038

Multi-family residential

 

-

 

-

 

-

 

-

 

2,530

 

-

 

2,530

Commercial and industrial

 

23

 

-

 

-

 

23

 

25,424

 

-

 

25,447

Consumer

 

7

 

-

 

-

 

7

 

1,927

 

-

 

1,934

Total

$

3,161

$

91

$

824

$

4,076

$

161,271

$

730

$

166,077

As of December 31, 2024

(Dollars in thousands)

    

Past Due 30-89 Days and Accruing

    

Past Due Over 90 Days and Accruing

    

Past Due Over 30 Days and Non-accruing

    

Total Past Due

    

Current and Accruing

    

Current and Non-accruing

    

Total Loans

One- to four-family residential

$

2,926

$

64

$

767

$

3,757

$

76,577

$

763

$

81,097

Commercial real estate

 

-

 

-

 

-

 

-

 

22,108

 

-

 

22,108

Construction and land

 

81

 

-

 

13

 

94

 

32,823

 

24

 

32,941

Multi-family residential

 

-

 

-

 

-

 

-

 

2,570

 

-

 

2,570

Commercial and industrial

 

1

 

-

 

-

 

1

 

26,438

 

-

 

26,439

Consumer

 

8

 

-

 

-

 

8

 

1,913

 

-

 

1,921

Total

$

3,016

$

64

$

780

$

3,860

$

162,429

$

787

$

167,076

A summary of total non-accrual loans as of March 31, 2025 and December 31, 2024 follows:

March 31, 2025

December 31, 2024

(Dollars in thousands)

With Allowance for Credit Loss

Without Allowance for Credit Loss

Total

With Allowance for Credit Loss

Without Allowance for Credit Loss

Total

Non-accrual loans

One- to four-family residential

$

1,518

$

-

$

1,518

$

1,518

$

12

$

1,530

Commercial real estate

-

-

-

-

-

-

Construction and land

36

-

36

37

-

37

Multi-family residential

-

-

-

-

-

-

Commercial and industrial

-

-

-

-

-

-

Consumer

-

-

-

-

-

-

Total

$

1,554

$

-

$

1,554

$

1,555

$

12

$

1,567

The Company was not committed to lend any additional funds on non-accrual loans at March 31, 2025 or December 31, 2024. The Company does not recognize interest income while loans are on non-accrual status. All payments received while on non-accrual status are applied against the principal balance of non-accrual loans.

At March 31, 2025, loans secured by residential real estate and vacant land for which formal foreclosure proceedings were in process totaled $45,000 and $13,000, respectively. At December 31, 2024, loans secured by residential real estate for which formal foreclosure proceedings were in process totaled $37,000.

18

Table of Contents

Occasionally loans are modified to assist borrowers experiencing financial difficulty. We consider modifications such as term extensions, principal forgiveness, payment delays or alternate payment schedules, and alternate interest rate terms. At March 31, 2025 and December 31, 2024, loans with modifications for borrowers experiencing financial difficulty totaled $563,000 and $583,000, respectively.

During the three months ended March 31, 2025, the Company did not grant any loan modifications to borrowers experiencing financial difficulty that resulted in a more than minor change in the timing or amount of contractual cash flows. During the year ended December 31, 2024, the Company granted one loan modification to a borrower experiencing financial difficulty that resulted in a more than minor change in the timing or amount of contractual cash flows. The maturity date was extended by three years for a residential mortgage loan with a balance of $20,000. The Company was not committed to lend any additional funds to borrowers with modified terms and experiencing financial difficulty at March 31, 2025 or December 31, 2024.

Loans are categorized by credit quality indicators based on relevant information about the ability of borrowers to service their debt, such as current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. Credit quality classifications follow regulatory guidelines and can generally be described as follows:

Pass – Loans in this category have strong asset quality and liquidity along with a multi-year track record of profitability.

Special Mention – Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.

Substandard – Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful – Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

Loss – Loans classified as loss have been identified as uncollectible and are generally charged-off in the period identified.

The information for each of the credit quality indicators is updated at least quarterly in conjunction with the determination of the adequacy of the allowance for credit losses.

19

Table of Contents

The following table presents the Company’s loan portfolio by credit quality classification and origination year as of March 31, 2025. The Company uses the latter of origination or renewal date to classify term loans into vintages.

Line-of-credit

Arrangements

Term Loans by Origination Year

Line-of-credit

Converted to

(Dollars in thousands)

2025

2024

2023

2022

2021

Prior

Arrangements

Term Loans

Total

One- to four-family residential

Pass

$

729

$

3,882

$

4,018

$

12,091

$

2,921

$

51,392

$

2,135

$

2,422

$

79,590

Special Mention

-

-

-

-

55

-

-

-

55

Substandard

-

21

13

-

-

2,346

-

-

2,380

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

729

$

3,903

$

4,031

$

12,091

$

2,976

$

53,738

$

2,135

$

2,422

$

82,025

Commercial real estate

Pass

$

574

$

4,397

$

5,047

$

1,550

$

1,020

$

8,622

$

50

$

199

$

21,459

Special Mention

-

-

-

100

318

-

-

-

418

Substandard

-

226

-

-

-

-

-

-

226

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

574

$

4,623

$

5,047

$

1,650

$

1,338

$

8,622

$

50

$

199

$

22,103

Construction and land

Pass

$

191

$

198

$

-

$

101

$

50

$

327

$

31,016

$

-

$

31,883

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

119

36

-

-

155

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

191

$

198

$

-

$

101

$

169

$

363

$

31,016

$

-

$

32,038

Multi-family residential

Pass

$

-

$

-

$

-

$

-

$

470

$

2,060

$

-

$

-

$

2,530

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

-

-

-

-

-

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

-

$

-

$

-

$

-

$

470

$

2,060

$

-

$

-

$

2,530

Commercial and industrial

Pass

$

313

$

11,564

$

2,749

$

208

$

342

$

513

$

6,469

$

-

$

22,158

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

438

-

869

-

-

1,982

-

3,289

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

313

$

12,002

$

2,749

$

1,077

$

342

$

513

$

8,451

$

-

$

25,447

Consumer

Pass

$

452

$

389

$

359

$

206

$

263

$

265

$

-

$

-

$

1,934

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

-

-

-

-

-

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

452

$

389

$

359

$

206

$

263

$

265

$

-

$

-

$

1,934

Total

Pass

$

2,259

$

20,430

$

12,173

$

14,156

$

5,066

$

63,179

$

39,670

$

2,621

$

159,554

Special Mention

-

-

-

100

373

-

-

-

473

Substandard

-

685

13

869

119

2,382

1,982

-

6,050

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

2,259

$

21,115

$

12,186

$

15,125

$

5,558

$

65,561

$

41,652

$

2,621

$

166,077

20

Table of Contents

The following table presents the Company’s loan portfolio by credit quality classification and origination year as of December 31, 2024. The Company uses the latter of origination or renewal date to classify term loans into vintages.

Line-of-credit

Arrangements

Term Loans by Origination Year

Line-of-credit

Converted to

(Dollars in thousands)

2024

2023

2022

2021

2020

Prior

Arrangements

Term Loans

Total

One- to four-family residential

Pass

$

2,255

$

2,702

$

12,205

$

3,054

$

2,731

$

50,193

$

2,488

$

2,996

$

78,624

Special Mention

-

-

-

56

-

-

-

-

56

Substandard

22

21

-

-

24

2,350

-

-

2,417

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

2,277

$

2,723

$

12,205

$

3,110

$

2,755

$

52,543

$

2,488

$

2,996

$

81,097

Commercial real estate

Pass

$

3,176

$

4,691

$

1,729

$

1,070

$

3,236

$

5,673

$

-

$

1,884

$

21,459

Special Mention

-

-

102

320

-

-

-

-

422

Substandard

227

-

-

-

-

-

-

-

227

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

3,403

$

4,691

$

1,831

$

1,390

$

3,236

$

5,673

$

-

$

1,884

$

22,108

Construction and land

Pass

$

1,731

$

48

$

102

$

51

$

53

$

347

$

30,451

$

-

$

32,783

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

121

13

24

-

-

158

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

1,731

$

48

$

102

$

172

$

66

$

371

$

30,451

$

-

$

32,941

Multi-family residential

Pass

$

-

$

-

$

-

$

470

$

-

$

2,100

$

-

$

-

$

2,570

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

-

-

-

-

-

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

-

$

-

$

-

$

470

$

-

$

2,100

$

-

$

-

$

2,570

Commercial and industrial

Pass

$

11,095

$

3,640

$

1,142

$

429

$

243

$

281

$

7,944

$

1,665

$

26,439

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

-

-

-

-

-

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

11,095

$

3,640

$

1,142

$

429

$

243

$

281

$

7,944

$

1,665

$

26,439

Consumer

Pass

$

519

$

551

$

239

$

304

$

74

$

234

$

-

$

-

$

1,921

Special Mention

-

-

-

-

-

-

-

-

-

Substandard

-

-

-

-

-

-

-

-

-

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

519

$

551

$

239

$

304

$

74

$

234

$

-

$

-

$

1,921

Total

Pass

$

18,776

$

11,632

$

15,417

$

5,378

$

6,337

$

58,828

$

40,883

$

6,545

$

163,796

Special Mention

-

-

102

376

-

-

-

-

478

Substandard

249

21

-

121

37

2,374

-

-

2,802

Doubtful

-

-

-

-

-

-

-

-

-

Total

$

19,025

$

11,653

$

15,519

$

5,875

$

6,374

$

61,202

$

40,883

$

6,545

$

167,076

21

Table of Contents

The following table presents gross charge-offs and recoveries for the three months ended March 31, 2025 by origination year of the related loans. The Company uses the latter of origination or renewal date to classify loans into vintages.

Loan Origination Year

(Dollars in thousands)

2025

2024

2023

2022

2021

Prior

Total

Charge-offs

One- to four-family residential

$

-

$

-

$

-

$

-

$

-

$

31

$

31

Consumer

1

21

-

-

-

-

22

Total

$

1

$

21

$

-

$

-

$

-

$

31

$

53

Recoveries

One- to four-family residential

$

-

$

-

$

-

$

-

$

-

$

8

$

8

Commercial and industrial

-

-

5

-

-

-

5

Consumer

-

1

-

-

-

-

1

Total

$

-

$

1

$

5

$

-

$

-

$

8

$

14

The following table presents gross charge-offs and recoveries for the three months ended March 31, 2024 by origination year of the related loans. The Company uses the latter of origination or renewal date to classify loans into vintages.

Loan Origination Year

(Dollars in thousands)

2024

2023

2022

2021

2020

Prior

Total

Charge-offs

One- to four-family residential

$

-

$

-

$

-

$

-

$

-

$

101

$

101

Commercial real estate

-

-

-

-

-

14

14

Consumer

3

1

1

1

-

2

8

Total

$

3

$

1

$

1

$

1

$

-

$

117

$

123

Recoveries

One- to four-family residential

$

-

$

-

$

-

$

-

$

-

$

21

$

21

Consumer

-

1

-

1

-

2

4

Total

$

-

$

1

$

-

$

1

$

-

$

23

$

25

22

Table of Contents

NOTE 5. FAIR VALUE MEASUREMENTS

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

Level 1 — Valuation is based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 1 assets and liabilities generally include debt and equity securities that are traded in an active exchange market. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.

Level 2 — Valuation is based on inputs other than quoted prices included with Level 1 that are observable for the asset or liability, either directly or indirectly. The valuation may be based on quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term for the asset or liability.

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

Fair values of assets and liabilities measured on a recurring basis at March 31, 2025 and December 31, 2024 follows:

Fair Value Measurements at Reporting Date Using

(Dollars in thousands)

    

Fair Value

    

Level 1

    

Level 2

    

 Level 3

March 31, 2025

  

  

  

  

Available-for-sale securities

$

29,840

$

-

$

29,840

$

-

December 31, 2024

  

  

  

  

Available-for-sale securities

$

28,712

$

-

$

28,712

$

-

Fair values of assets and liabilities measured on a nonrecurring basis at March 31, 2025 and December 31, 2024 follows:

Fair Value Measurements at Reporting Date Using

(Dollars in thousands)

    

Fair Value

    

Level 1

    

Level 2

    

 Level 3

March 31, 2025

  

  

  

  

Loans individually evaluated for credit losses

$

293

$

-

$

-

$

293

Foreclosed assets

77

  

-

  

-

  

77

Total

$

370

$

-

$

-

$

370

December 31, 2024

  

Loans individually evaluated for credit losses

$

314

$

-

$

-

$

314

Foreclosed assets

194

-

-

194

Total

$

508

$

-

$

-

$

508

At March 31, 2025 and December 31, 2024, individually evaluated loans with a recorded investment of $393,000 and $452,000, respectively, have been written down to their fair value by a charge to the allowance for credit losses. Foreclosed assets are adjusted to fair value by recording a related gain or loss through foreclosed asset expense. Foreclosed asset expense for the three months ended March 31, 2025 included net losses of $88,000 on the sales of foreclosed assets. During the three months ended March 31, 2024, no impairment losses on foreclosed assets were recognized.

The fair value of foreclosed assets is estimated using third-party appraisals of the asset held less estimated costs to sell and discounts to reflect current conditions. The fair value of collateral-dependent loans individually evaluated for credit losses is estimated using third-party appraisals of the collateral less estimated costs to sell and discounts to reflect current conditions. The fair value of loans individually

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Table of Contents

evaluated for credit losses that are not collateral-dependent is estimated by discounting expected cash flows using discount rates determined with reference to current market rates at which similar loans would be made.

The Company follows the guidance of ASC 825, Financial Instruments, and ASC 820, Fair Value Measurements. This guidance permits entities to measure many financial instruments and certain other items at fair value. No assets have been elected to be reported at fair value. The objective is to improve financial reporting by providing the Company with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. This guidance clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or to transfer a liability in an orderly transaction between market participants. Under this guidance, fair value measurements are not adjusted for transaction costs. This guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quotes priced in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Accounting Standards Codification 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities, requires that the Company disclose estimated fair values for its financial instruments, whether or not recognized in the statement of financial condition. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. Certain financial instruments and all nonfinancial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the Company.

The following methods and assumptions were used to estimate the fair value of each class of financial instruments of which it is practicable to estimate that value:

Cash and cash equivalents - The carrying amounts reported in the statements of financial condition for cash and cash equivalents approximate those assets’ fair values and are classified within Level 1 of the fair value hierarchy.

Investment securities - The fair market values of investments securities are obtained from a third-party service provider, whose prices are based on a combination of observed market prices for identical or similar instruments and various matrix pricing programs. The fair market values of investment securities are classified within Level 2 of the fair value hierarchy.

Loans receivable, net – The fair value of loans are generally determined by discounting scheduled cash flows using discount rates determined with reference to current market rates at which similar loans would be made. Loans receivable are classified within Level 3 of the fair value hierarchy.

Loans individually evaluated for credit losses - The fair value of loans individually evaluated for credit losses is measured by the fair value of the collateral if the loan is collateral dependent. Fair value of the collateral is determined by appraisals or by independent valuation. Loans individually evaluated for credit losses are classified within Level 3 of the fair value hierarchy.

Bank-owned life insurance - The cash surrender value of bank-owned life insurance approximates its fair value and is classified within Level 2 of the fair value hierarchy.

Non-maturity deposit liabilities - Under ASC 825-10, the fair value of deposits with no stated maturity, such as non-interest-bearing demand deposits, savings, NOW, money market and checking accounts, is equal to the amount payable on demand at the reporting date. These non-maturity deposit liabilities are classified within Level 2 of the fair value hierarchy.

Certificates of deposit – Fair values are estimated by discounting scheduled cash flows using the rates currently offered for deposits of similar remaining maturities. Certificates of deposit are classified within Level 2 of the fair value hierarchy.

Borrowings – The fair value is estimated by discounting the future contractual cash flows using current market rates at which debt with similar terms could be obtained. Borrowings are classified within Level 2 of the fair value hierarchy.

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Table of Contents

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

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

The estimated fair values of the Company’s financial instruments as of March 31, 2025 and December 31, 2024 are as follows:

March 31, 2025

(Dollars in thousands)

    

Carrying Amount

    

Fair Value

    

Level 1

    

Level 2   

    

Level 3

Financial Assets:

  

  

  

  

  

Cash and cash equivalents

$

40,318

$

40,318

$

40,318

 

$

-

 

$

-

Investment securities:

 

  

 

  

 

  

 

 

  

 

 

  

Available-for-sale

 

29,840

 

29,840

 

-

 

 

29,840

 

 

-

Held-to-maturity

 

13,445

 

11,611

 

-

 

 

11,611

 

 

-

Loans receivable, net

 

163,577

 

160,673

 

-

 

 

-

 

 

160,673

Bank-owned life insurance

14,607

14,607

-

14,607

-

Financial Liabilities:

 

  

 

  

 

  

 

 

  

 

 

  

Deposits

 

180,598

 

180,124

 

-

 

 

180,124

 

 

-

Borrowed funds

 

9,603

 

9,261

 

-

 

 

9,261

 

 

-

December 31, 2024

(Dollars in thousands)

    

Carrying Amount

    

Fair Value

    

Level 1

    

Level 2   

    

Level 3

Financial Assets:

 

  

 

  

 

  

 

 

  

 

 

  

Cash and cash equivalents

$

44,295

$

44,295

$

44,295

 

$

-

 

$

-

Investment securities:

 

  

 

  

 

  

 

 

  

 

 

  

Available-for-sale

 

28,712

 

28,712

 

-

 

 

28,712

 

 

-

Held-to-maturity

 

13,447

 

11,284

 

-

 

 

11,284

 

 

-

Loans receivable, net

 

164,554

 

161,412

 

-

 

 

-

 

 

161,412

Bank-owned life insurance

14,489

14,489

-

14,489

-

Financial Liabilities:

 

  

 

  

 

  

 

 

  

 

 

  

Deposits

 

185,674

 

185,087

 

-

 

 

185,087

 

 

-

Borrowed funds

 

9,558

 

9,069

 

-

 

 

9,069

 

 

-

The carrying amounts in the preceding table are included in the statement of financial condition under the applicable captions. It is not practical to estimate the fair value of stock in correspondent banks because the equity securities are not marketable. The carrying amount of investments without readily determinable fair value are reported in the statements of financial condition at historical cost.

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Table of Contents

NOTE 6. COMMITMENTS AND CONTINGENCIES

In the ordinary course of business, the Company has various outstanding commitments and contingent liabilities that are not reflected in the accompanying financial statements. In the opinion of management, the ultimate disposition of these matters is not expected to have a material adverse effect on our financial statements.

The Company is not involved in any pending legal proceedings as a plaintiff or defendant other than routine legal proceedings occurring in the ordinary course of business, and at March 31, 2025, we were not involved in any legal proceedings, the outcome of which would be material to our financial condition or results of operations.

The Company 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 consist of unfunded commitments to extend credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amounts recognized in the statement of financial position. The contract or notional amounts of these instruments reflect the extent of the Company’s involvement in particular classes of instruments.

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Table of Contents

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General

Management’s Discussion and Analysis of Financial Condition and Results of Operations at March 31, 2025 and for the three months ended March 31, 2025 and 2024 is intended to assist in understanding our financial condition and results of operations. The information contained in this section should be read in conjunction with the unaudited consolidated financial statements of the Company and the notes thereto appearing in Part I, Item 1, of this Quarterly Report on Form 10-Q as well as the business and financial information included in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2024.

Cautionary Note Regarding Forward-Looking Statements

Certain matters in this Form 10-Q may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are not statements of historical fact, are based on certain assumptions and are generally identified by use of words such as “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could.”   These forward-looking statements include, but are not limited to:

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

You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. These forward-looking statements are based on our current beliefs and expectations and, by their nature, are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control.  In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change.

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Table of Contents

Important factors that could cause our actual results to differ materially from the results anticipated or projected, include, but are not limited to, the following:

general economic conditions, either nationally or in our market areas, that are different than expected;
conditions relating to infectious disease outbreaks, including the severity and duration of the associated economic slowdown, either nationally or in our market areas, that are worse than expected;
changes in the level and direction of loan delinquencies and charge-offs and changes in estimates of the adequacy of the allowance for credit losses;
our ability to access cost-effective funding;
major catastrophes such as hurricanes, floods or other natural disasters, the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on us and our customers and other constituencies;
technological changes that may be more difficult or expensive than expected;
success or consummation of new business initiatives may be more difficult or expensive than expected;
the inability of third-party service providers to perform;
fluctuations in real estate values and both residential and commercial real estate market conditions;
demand for loans and deposits in our market area;
our ability to continue to implement our business strategies;
competition among depository and other financial institutions;
inflation and changes in the interest rate environment that reduce our margins and yields, reduce the fair value of financial instruments or reduce the origination levels in our lending business, or increase the level of defaults, losses and prepayments on loans;
adverse changes in the securities markets;
changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;
our ability to manage market risk, credit risk and operational risk in the current economic conditions;
our ability to enter new markets successfully and capitalize on growth opportunities;
our ability to successfully integrate any assets, liabilities, customers, systems and management personnel we may acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto;
changes in consumer spending, borrowing and savings habits;
changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the U. S. Securities and Exchange Commission or the Public Company Accounting Oversight Board;
our ability to retain key employees; and our compensation expense associated with equity allocated or awarded to our employees.

We undertake no obligation to publicly update or revise any forward-looking statements included in this report 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 report might not occur and you should not put undue reliance on any forward-looking statements.

Overview

Catalyst Bancorp, Inc. (“Catalyst Bancorp” or the “Company”) is the holding company for Catalyst Bank (the “Bank”), formerly known as St. Landry Homestead Federal Savings Bank. The Company was incorporated by the Bank in February 2021 as part of the conversion of the Bank from the mutual to the stock form of organization (the “Conversion”). The Conversion was completed on October 12, 2021, at which time the Company acquired all of the issued and outstanding shares of common stock of the Bank, which became the wholly-owned subsidiary of Catalyst Bancorp. The Bank officially changed its name to Catalyst Bank in June 2022.

Founded in 1922, the Bank is a community-oriented savings bank serving the banking needs of customers in the Acadiana region of south-central Louisiana. We are headquartered in Opelousas, Louisiana and serve our customers through six full-service branches located in Carencro, Eunice, Lafayette, Opelousas, and Port Barre. Our primary business consists of attracting deposits from the general public and using those funds together with funds we borrow from the Federal Home Loan Bank (“FHLB”) of Dallas, Federal Reserve Bank of Atlanta, and other sources to originate loans to our customers and invest in securities.

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Table of Contents

Historically, we operated as a traditional thrift relying on long-term, single-family residential mortgage loans secured by properties located primarily in St. Landry Parish and adjoining areas to generate interest income. In 2021, we re-focused our business strategy to a relationship-based community bank model targeting small- to mid-sized businesses and business professionals in our market areas while continuing to serve our traditional customer base. The Conversion and offering were important factors in our efforts to become a more dynamic, profitable and growing institution.

The following is an overview of financial results for the three months ended March 31, 2025:

Total assets of $271.6 million at March 31, 2025, down $5.0 million, or 1.8%, from December 31, 2024
Loans of $166.1 million at March 31, 2025, down $999,000, or 0.6%, from December 31, 2024
Non-performing assets of $1.7 million at March 31, 2025, down $103,000, or 5.6%, from December 31, 2024
Investment securities of $43.3 million at March 31, 2025, up $1.1 million, or 2.7%, from December 31, 2024
Deposits of $180.6 million at March 31, 2025, down $5.1 million, or 2.7%, from December 31, 2024
Borrowings of $9.6 million at March 31, 2025, up $45,000, or 0.5%, from December 31, 2024
Total shareholders’ equity of $80.6 million at March 31, 2025, up $387,000, or 0.5%, from December 31, 2024
Net interest income of $2.4 million, up $272,000, or 13.0%, and net interest margin of 3.89%, up 77 basis points (“bps”) compared to the three months ended March 31, 2024
No loss on sales of investment securities, compared to a loss of $5.5 million for the three months ended March 31, 2024
Non-interest expense of $2.2 million, down $593,000, or 21.2%, compared to the three months ended March 31, 2024, which included expenses related to the Company’s upgrade to a new core processing system
Net income of $586,000, compared to a net loss of $4.7 million for the three months ended March 31, 2024

Our results of operations depend, to a large extent, on net interest income, which is the difference between the income earned on our loan and investment portfolios and interest expense on deposits and borrowings. Our net interest income is largely determined by our net interest spread, which is the difference between the average yield earned on interest-earning assets and the average rate paid on interest-bearing liabilities, and the relative amounts of interest-earning assets and interest-bearing liabilities. Results of operations are also affected by our provisions for credit losses, fee income and other non-interest income and non-interest expense. Non-interest expense principally consists of compensation, office occupancy and equipment expense, data processing, and other expense. Our results of operations are also significantly affected by general economic and competitive conditions, particularly changes in interest rates, government policies and actions of regulatory authorities. Future changes in applicable law, regulations or government policies may materially impact our financial condition and results of operations.

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Table of Contents

Critical Accounting Policies and Estimates

Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties and could reflect materially different results under different assumptions and conditions. Methodologies the Company uses when applying critical accounting policies and developing critical estimates are included in its Annual Report on Form 10-K for the year ended December 31, 2024. Our accounting policies for allowance for credit losses, investment securities, and income taxes comprise those that management believes involve the most critical estimates to aid in fully understanding and evaluating our reported financial results. These policies require numerous estimates or economic assumptions that may prove inaccurate or may be subject to variations which may significantly affect our reported results and financial condition for the period or in future periods.

There were no changes from the significant accounting policies or critical accounting estimates previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. In preparing the financial statements, the Company is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the Company’s financial condition, results of operations, comprehensive income, changes in equity and cash flows for the interim periods presented. These adjustments are of a normal recurring nature and include appropriate estimated provisions.

Revision of Prior Period Financial Statements

As discussed in detail in Note 1 to the Company’s financial statements reported in this Quarterly Report on Form 10-Q, during June of 2024, the Bank became aware of interest owed by it to a deposit customer that was not properly accrued or paid by the Bank during the period beginning August 1, 2022 and ending March 31, 2024. Accordingly, management revised the prior period financial statements, related disclosures and supplemental information presented in this filing to correct the misstatement. The Company will also revise previously reported financial information for these immaterial errors in its future filings, as applicable. The information in this Item 2 and throughout this Quarterly Report on Form 10-Q has been adjusted to reflect these revisions as described in Note 1 to the Company’s financial statements of this Quarterly Report on Form 10-Q.

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Table of Contents

Comparison of Financial Condition at March 31, 2025 and December 31, 2024

Total Assets.  Total assets decreased $5.0 million, or 1.8%, to $271.6 million at March 31, 2025 from $276.7 million at December 31, 2024. The decrease was primarily due to a decrease in cash as a result of a decline in total public fund deposits.

Loans. The following table summarizes the changes in the composition of our loan portfolio by type of loan as of the dates indicated.

March 31, 2025

December 31, 2024

(Dollars in thousands)

    

Amount

    

%

  

Amount

    

%

Change

Real estate loans

One- to four-family residential

$

82,025

 

49.4

%  

$

81,097

 

48.5

%  

$

928

1.1

%  

Commercial real estate

 

22,103

 

13.3

 

22,108

 

13.2

 

(5)

-

Construction and land

 

32,038

 

19.3

 

32,941

 

19.7

 

(903)

(2.7)

Multi-family residential

 

2,530

 

1.5

 

2,570

 

1.5

 

(40)

(1.6)

Total real estate loans

138,696

 

83.5

138,716

 

82.9

(20)

-

Other loans

 

 

Commercial and industrial

25,447

 

15.3

26,439

 

15.8

(992)

(3.8)

Consumer

1,934

 

1.2

1,921

 

1.3

13

0.7

Total other loans

27,381

 

16.5

28,360

 

17.1

(979)

(3.5)

Total loans

$

166,077

 

100.0

%  

$

167,076

 

100.0

%  

$

(999)

(0.6)

%  

The following table presents certain major segments of our commercial real estate, construction and land, and commercial and industrial loan balances as of the dates indicated.

(Dollars in thousands)

March 31, 2025

December 31, 2024

Change

Commercial real estate

Retail

$

3,723

$

4,005

$

(282)

(7.0)

%

Hospitality

3,342

3,460

(118)

(3.4)

Restaurants

1,070

1,091

(21)

(1.9)

Oilfield services

393

402

(9)

(2.2)

Other non-owner occupied

2,479

2,658

(179)

(6.7)

Other owner occupied

11,096

10,492

604

5.8

Total commercial real estate

$

22,103

$

22,108

$

(5)

-

Construction and land

Multi-family residential

$

11,297

$

10,031

$

1,266

12.6

%

Health service facilities

8,626

7,139

1,487

20.8

Hospitality

2,716

2,716

-

-

Retail

6,077

5,106

971

19.0

Other commercial construction and land

1,791

4,364

(2,573)

(59.0)

Consumer residential construction and land

1,531

3,585

(2,054)

(57.3)

Total construction and land

$

32,038

$

32,941

$

(903)

(2.7)

Commercial and industrial

Oilfield services

$

8,474

$

14,823

$

(6,349)

(42.8)

%

Industrial equipment

8,285

2,831

5,454

192.7

Professional services

3,119

3,127

(8)

(0.3)

Other commercial and industrial

5,569

5,658

(89)

(1.6)

Total commercial and industrial loans

$

25,447

$

26,439

$

(992)

(3.8)

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Table of Contents

Allowance for Credit Losses. At both March 31, 2025 and December 31, 2024, the allowance for credit losses on loans totaled $2.5 million, or 1.51% of total loans. The allowance for credit losses on unfunded commitments totaled $104,000, down $17,000 from December 31, 2024. The provision for credit losses was zero and net loan charge-offs were $39,000 for the three months ended March 31, 2025. Net loan charge-offs were primarily related to residential mortgages and overdrawn deposit accounts.

The following table presents the changes in the allowance for credit losses and other related data for the periods indicated.

Three Months Ended March 31, 

Year Ended December 31,

(Dollars in thousands)

    

2025

2024

2024

Allowance for credit losses:

Loans:

Balance, beginning of period

$

2,522

 

$

2,124

$

2,124

Provision for credit losses

 

17

 

42

667

Net loan (charge-offs) recoveries:

 

 

  

  

One- to four-family residential

 

(23)

 

(80)

(92)

Commercial real estate

 

-

 

(14)

(14)

Construction and land

 

-

 

-

-

Multi-family residential

 

-

 

-

-

Commercial and industrial

 

5

 

-

(128)

Consumer

 

(21)

 

(4)

(35)

Total net (charge-offs) recoveries

 

(39)

 

(98)

(269)

Balance, end of period

$

2,500

 

$

2,068

$

2,522

 

Unfunded lending commitments:

Balance, beginning of period

$

121

 

$

257

$

257

Provision for (reversal of) credit losses on unfunded lending commitments

(17)

 

53

(136)

Balance, end of period

$

104

 

$

310

$

121

 

Total provision for credit losses

$

-

$

95

$

531

Total loans at end of period

$

166,077

 

$

143,491

$

167,076

Total non-accrual loans at end of period

 

1,554

 

1,453

1,567

Total non-performing loans at end of period

 

1,645

 

1,482

1,631

Total average loans

166,145

144,428

155,867

Allowance for credit losses on loans as a percent of:

Total loans

 

1.51

%  

1.44

%

1.51

%

Non-accrual loans

 

160.88

142.33

160.94

Non-performing loans

 

151.98

139.54

154.63

Net annualized (charge-offs) recoveries as a percent of average loans by portfolio:

One- to four-family residential

(0.12)

%  

(0.39)

%

(0.11)

%

Commercial real estate

-

(0.27)

(0.06)

Construction and land

-

-

-

Multi-family residential

-

-

-

Commercial and industrial

0.08

-

(0.56)

Consumer

(4.52)

(0.63)

(1.51)

Total loans

(0.10)

(0.27)

(0.17)

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Table of Contents

Substandard Loans and Non-performing Assets. The following table shows the amounts of our substandard loans and non-performing assets, which include non-accruing loans, accruing loans 90 days or more past due and foreclosed assets at the dates indicated. During the three months ended March 31, 2025, the Company downgraded a $3.3 million non-real estate, commercial loan relationship to substandard due to declines in debt service coverage. At March 31, 2025, all loans within the downgraded relationship were current and performing.

    

March 31, 

December 31, 

(Dollars in thousands)

2025

2024

Substandard loans

 

  

 

  

One- to four-family residential

$

2,380

$

2,417

Commercial real estate

 

226

 

227

Construction and land

 

155

 

158

Multi-family residential

 

-

 

-

Commercial and industrial

 

3,289

 

-

Consumer

 

-

 

-

Total non-accruing loans

$

6,050

$

2,802

Non-accruing loans

 

  

 

  

One- to four-family residential

$

1,518

$

1,530

Commercial real estate

 

-

 

-

Construction and land

 

36

 

37

Multi-family residential

 

-

 

-

Commercial and industrial

 

-

 

-

Consumer

 

-

 

-

Total non-accruing loans

 

1,554

1,567

Accruing loans 90 days or more past due

 

  

 

  

One- to four-family residential

 

91

 

64

Commercial real estate

 

-

 

-

Construction and land

 

-

 

-

Multi-family residential

 

-

 

-

Commercial and industrial

 

-

 

-

Consumer

 

-

 

-

Total accruing loans 90 days or more past due

91

64

Total non-performing loans

1,645

1,631

Foreclosed assets

77

194

Total non-performing assets

$

1,722

$

1,825

Total loans

$

166,077

$

167,076

Total assets

271,648

276,697

Total non-accruing loans as a percentage of total loans

0.94

%  

 

0.94

%  

Total non-performing loans as a percentage of total loans

0.99

 

0.98

Total non-performing loans as a percentage of total assets

0.61

 

0.59

Total non-performing assets as a percentage of total assets

0.63

 

0.66

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Table of Contents

Investment Securities.  Total investment securities were $43.3 million at March 31, 2025, up $1.1 million, or 2.7%, compared to $42.2 million at December 31, 2024. Net unrealized losses on securities available-for-sale totaled $3.9 million at March 31, 2025, compared to $4.5 million at December 31, 2024. Unrealized losses on available-for-sale securities relate principally to increases in market interest rates for similar securities. Our investment securities portfolio consists primarily of debt obligations issued by the U.S. government and government agencies and government-sponsored mortgage-backed securities.

The following table presents the amortized cost of our total investment securities portfolio that mature during each of the periods indicated and the weighted average yields for each range of maturities at March 31, 2025.

Contractual Maturity as of March 31, 2025

(Dollars in thousands)

One Year or Less

After One Through Five Years

After Five Through Ten Years

Over Ten Years

Total

Total investment securities

Mortgage-backed securities

$

-

$

5,340

$

427

$

26,284

$

32,051

U.S. Government and agency obligations

 

-

 

2,000

 

10,000

 

1,000

 

13,000

Municipal obligations

-

1,075

-

1,073

2,148

Total

$

-

$

8,415

$

10,427

$

28,357

$

47,199

Weighted average yield

 

  

 

  

 

  

 

  

 

  

Mortgage-backed securities

 

-

%  

 

4.48

%  

 

4.51

%  

 

2.32

%  

 

2.71

%  

U.S. Government and agency obligations

 

-

 

1.00

 

1.72

 

1.75

 

1.61

Municipal obligations

 

-

 

3.34

 

-

 

1.41

 

2.37

Total weighted average yield

 

-

 

3.50

 

1.84

 

2.26

 

2.39

Securities are classified according to their contractual maturities without consideration of principal amortization, potential prepayments, or call options. The expected maturities may differ from contractual maturities because of the exercise of call options and potential paydowns. Accordingly, actual maturities may differ from contractual maturities. Weighted average yields are calculated by dividing the estimated annual income divided by the average amortized cost of the applicable securities.

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Table of Contents

Deposits. The following table presents total deposits by account type for the dates indicated.

March 31, 2025

December 31, 2024

(Dollars in thousands)

    

Amount

    

%

  

Amount

    

%

Change

Non-interest-bearing demand deposits

$

26,093

 

14.4

%  

$

28,281

 

15.2

%  

$

(2,188)

(7.7)

%  

Interest-bearing demand deposits

 

42,737

 

23.7

 

48,334

 

26.0

 

(5,597)

(11.6)

Money market

 

9,737

 

5.4

 

10,729

 

5.8

 

(992)

(9.2)

Savings

 

42,542

 

23.6

 

37,639

 

20.3

 

4,903

13.0

Certificates of deposit

59,489

 

32.9

60,691

 

32.7

(1,202)

(2.0)

Total deposits

$

180,598

 

100.0

%  

$

185,674

 

100.0

%  

$

(5,076)

(2.7)

The ratio of the Company’s total loans to total deposits was 92.0% and 90.0% as of March 31, 2025 and December 31, 2024, respectively.

The decline in total deposits was largely due to fluctuations in public fund balances. Total public fund deposits amounted to $29.8 million, or 17% of total deposits, at March 31, 2025, compared to $35.6 million, or 19% of total deposits, at December 31, 2024. At March 31, 2025, approximately 80% of our total public fund deposits consisted of non-interest-bearing and interest-bearing demand deposits from municipalities within our market.

The estimated amount of our total uninsured deposits (that is deposits in excess of the FDIC’s insurance limit), inclusive of public funds, was approximately $44.3 million at March 31, 2025 and $53.7 million at December 31, 2024. Total uninsured non-public fund deposits were approximately $19.2 million and $22.5 million at March 31, 2025 and December 31, 2024, respectively. At March 31, 2025, the full amount of our public fund deposits in excess of the FDIC’s insurance limit were secured by either pledged investment securities of $19.1 million or $25.0 million of a custodial letter of credit granted by the Federal Home Loan Bank of Dallas.

Borrowings. Borrowings outstanding at March 31, 2025 and December 31, 2024 consisted of FHLB advances totaling $9.6 million. The small change in the carrying value of our FHLB advances reflects the amortization of deferred prepayment penalties on $10.0 million in advances restructured in December of 2020. Deferred prepayment penalties on our FHLB advances totaled $397,000 and $442,000 at March 31, 2025 and December 31, 2024, respectively.

Shareholders’ Equity.  Shareholders’ equity totaled $80.6 million, or 29.7% of total assets, at March 31, 2025, up $387,000, or 0.5%, from $80.2 million, or 29.0% of total assets, at December 31, 2024. During the three months ended March 31, 2025, shareholders’ equity increased by the Company’s net income of $586,000 and other comprehensive income of $466,000, which was the result of the change in unrealized losses on available-for-sale investment securities. These increases were partially offset by the Company’s repurchases of its common stock.

The Company repurchased 72,949 shares of its common stock at an average cost per share of $11.86 during the three months ended March 31, 2025. Under the November 2024 Repurchase Plan, 114,201 shares of the Company’s common stock were available for repurchase at March 31, 2025. Since the announcement of our first share repurchase plan on January 26, 2023 and through March 31, 2025, the Company has repurchased a total of 1,084,799 shares of its common stock, or approximately 21% of the common shares originally issued, at an average cost per share of $11.93.

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Table of Contents

Average Balances, Net Interest Income, and Yields Earned and Rates Paid.  The following tables show for the periods indicated the total dollar amount of interest income from average interest-earning assets and the resulting yields, as well as the interest expense on average interest-bearing liabilities, expressed both in dollars and rates, and the net interest margin. Taxable equivalent (“TE”) yields have been calculated using a marginal tax rate of 21%. All average balances are based on daily balances.

Three Months Ended March 31, 

2025

2024

(Dollars in thousands)

  

Average Balance

  

Interest

  

Average Yield/Rate(TE)

Average Balance

  

Interest

  

Average Yield/Rate(TE)

Interest-earning assets:

 

Loans receivable(1)

 

$

166,145

$

2,738

 

6.68

%  

$

144,428

$

2,214

 

6.17

%

Investment securities(2)

 

 

46,960

 

275

 

2.35

 

76,628

 

325

 

1.71

Other interest-earning assets

 

 

33,585

 

361

 

4.36

 

48,779

 

616

 

5.08

Total interest-earning assets

 

246,690

 

3,374

 

5.54

 

269,835

 

3,155

 

4.70

Non-interest-earning assets

 

21,542

 

16,873

Total assets

$

268,232

$

286,708

Interest-bearing liabilities:

 

Demand deposits, money market and savings accounts

 

 

94,133

 

483

 

2.08

 

89,109

 

332

 

1.50

Certificates of deposit

 

 

55,846

 

458

 

3.32

 

57,092

 

437

 

3.08

Total interest-bearing deposits

 

 

149,979

 

941

 

2.54

 

146,201

 

769

 

2.12

Borrowings

 

 

9,573

 

68

 

2.85

 

27,991

 

293

 

4.21

Total interest-bearing liabilities

 

159,552

 

1,009

 

2.56

 

174,192

 

1,062

 

2.45

Non-interest-bearing liabilities

 

28,254

 

29,849

Total liabilities

 

187,806

 

204,041

Shareholders' equity

 

80,426

 

82,667

Total liabilities and shareholders' equity

$

268,232

$

286,708

Net interest-earning assets

$

87,138

$

95,643

Net interest income; average interest rate spread

$

2,365

 

2.98

%  

$

2,093

 

2.25

%

Net interest margin(3)

 

3.89

 

3.12

Average interest-earning assets to average interest-bearing liabilities

 

154.61

 

154.91

(1)Includes non-accrual loans during the respective periods. Calculated net of deferred fees and discounts and loans in process.
(2)Average investment securities does not include unrealized holding gains/ losses on available-for-sale securities.
(3)Equals net interest income divided by average interest-earning assets. Taxable equivalent yields are calculated using a marginal tax rate of 21%.

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Table of Contents

Rate/Volume Analysis.  The following tables show the extent to which changes in interest rates and changes in volume of interest-earning assets and interest-bearing liabilities affected our interest income and expense during the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in rate, which is the change in rate multiplied by prior year volume, and (2) changes in volume, which is the change in volume multiplied by prior year rate. The combined effect of changes in both rate and volume has been allocated proportionately to the change due to rate and the change due to volume.

    

Three Months Ended

March 31, 2025 vs 2024

Increase (Decrease) Due to

Total

(Dollars in thousands)

Rate

Volume

Increase (Decrease)

Interest income:

 

  

 

  

 

  

Loans receivable

$

174

$

350

$

524

Investment securities

 

99

 

(149)

 

(50)

Other interest-earning assets

 

(82)

 

(173)

 

(255)

Total interest income

 

191

 

28

 

219

Interest expense:

 

  

 

  

 

  

Demand deposits, money market and savings accounts

 

132

 

19

 

151

Certificates of deposit

 

30

 

(9)

 

21

Total deposits

 

162

 

10

 

172

Borrowings

 

(113)

 

(112)

 

(225)

Total interest expense

 

49

 

(102)

 

(53)

Increase in net interest income

$

142

$

130

$

272

Comparison of Results of Operations for the Three Months Ended March 31, 2025 and 2024.

General. For the three months ended March 31, 2025, the Company reported net income of $586,000, compared to a net loss of $4.7 million for the three months ended March 31, 2024. Net interest income was up $272,000, or 13.0%, for the three months ended March 31, 2025, compared to the same period in 2024. The provision for credit losses was zero for the three months ended March 31, 2025, compared to $95,000 for the same period in 2024. Non-interest income was $553,000 for the three months ended March 31, 2025, compared to a net loss of $5.2 million for the same period in 2024. During the three months ended March 31, 2024, the Company sold 50 available-for-sale investment securities for a total pre-tax loss of $5.5 million. Non-interest expense for the three months ended March 31, 2025 was down $593,000, or 21.2%, compared to the same period in 2024, primarily due to expenses incurred during the 2024 period related to the Company’s upgrade to a new core processing system.

Interest Income. Total interest income increased $219,000, or 6.9%, to $3.4 million for the three months ended March 31, 2025, compared to the same period in 2024. Interest income on loans was up $524,000 for the three months ended March 31, 2025, compared to the same period in 2024. This increase was partially offset by decreases in interest income on investment securities and cash and due from banks of $50,000 and $253,000, respectively, for the three months ended March 31, 2025, compared to the same period in 2024.

The average loan yield was 6.68% for the three months ended March 31, 2025, up from 6.17% for the same period in 2024. Average loans were $166.1 million for the three months ended March 31, 2025, up $21.7 million, or 15.0%, compared to the same period in 2024. At March 31, 2025, approximately 51% of our total loans have adjustable rates and approximately 51% of total loans are scheduled to re-price or mature during the next 12 months.

The decrease in interest income on investment securities was primarily due to the decrease in the average balance of total investment securities as a result of the sales executed during the three months ended March 31, 2024. The average rate earned on our investment securities portfolio was 2.35% for the three months ended March 31, 2025, up 64 basis points compared to the same period 2024 primarily due to investment securities purchased after March 31, 2024.

Interest income on other interest-earning assets, consisting primarily of interest-earning cash and deposits at other financial institutions, decreased mainly due to the decline in the average balance of interest-earning cash, as well as a decline in the average rate earned.  The

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Table of Contents

average rate earned on other interest-earning assets was 4.36% for the three months ended March 31, 2025, down 72 basis points compared to the same period in 2024.

Interest Expense. Total interest expense decreased $53,000, or 5.0%, to $1.0 million for the three months ended March 31, 2025, compared to $1.1 million for the same period in 2024. Interest expense on deposits was $941,000 during the three months ended March 31, 2025, up $172,000, or 22.4%, compared to the same period in 2024. The average rate paid on interest-bearing deposits was 2.54% during the three months ended March 31, 2025, up 42 basis points compared to the same period in 2024. Interest expense on borrowings decreased by $225,000 during the three months ended March 31, 2025 compared to the same period in 2024 mainly due to the payoff of an advance under the Bank Term Funding Program (“BTFP”) during the fourth quarter of 2024.

Net Interest Income. Net interest income was $2.4 million for the three months ended March 31, 2025, up $272,000, or 13.0%, compared to the same period in 2024. Our interest rate spread was 2.98% and 2.25% for the three months ended March 31, 2025 and 2024, respectively. Our net interest margin was 3.89% and 3.12% for the three months ended March 31, 2025 and 2024, respectively. The increase in net interest margin and net interest income over the comparable periods was largely the result of loan growth during the last nine months of 2024.

Provision for Credit Losses.  The total provision for credit losses on loans and unfunded commitments was zero for the three months ended March 31, 2025, compared to $95,000 for the same period in 2024. In 2024, the provision for credit losses was largely attributable to growth in total construction loan commitments.

Non-interest Income. Non-interest income for the three months ended March 31, 2025 totaled $553,000, up $5.7 million compared to the same period in 2024. Non-interest income for the three months ended March 31, 2025 included insurance proceeds of $216,000 for fire and flood damages related to foreclosed properties. During the three months ended March 31, 2024, the Company sold 50 available-for-sale investment securities for a total pre-tax loss of $5.5 million.

Non-interest Expense.  Non-interest expense totaled $2.2 million for the three months ended March 31, 2025, down $593,000, or 21.2%, compared to the three months ended March 31, 2024. During the three months ended March 31, 2024, the Company upgraded to a new core processing system and incurred $560,000 of data conversion and other associated expenses.

Data processing and communication expense totaled $182,000 for the three months ended March 31, 2025, down $612,000, or 77.1%, compared to the same period in 2024. Data processing and communication expense for the 2024 period included $550,000 of data conversion and other associated expenses due to the Company’s upgrade to a new core processing system.

ATM and debit card expense totaled $22,000 for the three months ended March 31, 2025, down $47,000, or 68.1%, compared to the same period in 2024 largely due to reductions in processing costs following the Company’s upgrade to a new core processing system.

Foreclosed assets expense totaled $89,000 for the three months ended March 31, 2025, up $81,000 compared to the same period in 2024. Foreclosed assets expense for the three months ended March 31, 2025 included net losses of $88,000 on the sale of foreclosed properties.

Income Tax Expense.  The Company reported income tax expense of $134,000 for the three months ended March 31, 2025 compared to an income tax benefit of $1.3 million for the three months ended March 31, 2024. The change in income taxes over the comparable prior period was largely due to the loss on sales of investment securities in 2024.

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Table of Contents

Liquidity and Capital Resources

The Company maintains levels of liquid assets deemed adequate by management. We adjust our liquidity levels to fund deposit outflows, repay our borrowings, and to fund loan commitments. We also adjust liquidity, as appropriate, to meet asset and liability management objectives.

Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities, and proceeds from maturities or sales of securities. We also have the ability to borrow from the FHLB, Federal Reserve Bank of Atlanta, and our primary correspondent bank.

At March 31, 2025, our borrowed funds consisted of FHLB advances with a total net carrying value of $9.6 million. The table below summarizes our unused and available liquidity sources as of March 31, 2025.

(Dollars in thousands)

3/31/2025

Advances from the FHLB of Dallas

$

45,645

Line of credit with primary correspondent bank

17,800

Unpledged available-for-sale investment securities, at fair value

16,525

Total unused and available liquidity

$

79,970

The Bank’s available borrowing capacity with the FHLB is secured through a blanket floating lien on real estate loans. The Company also has a $25.0 million custodial letter of credit outstanding from the FHLB as of March 31, 2025, which is included in the calculation of our available capacity with the FHLB indicated above. The Company can allocate portions of this letter of credit to collateralize certain deposit balances in excess of the FDIC’s insurance limit as an alternative to pledging investment securities for the same purpose. At March 31, 2025, the Company used $25.0 million of the FHLB custodial letter of credit to collateralize public fund deposits.

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

Our cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities, and financing activities. The most significant uses and sources of cash flows during the three months ended March 31, 2025 included:

$5.1 million net outflow due to a decrease in deposits
$1.3 million in outflows due to purchases of investment securities
$1.2 million in proceeds from the redemption of Federal Home Loan Bank Stock
$960,000 net inflow due to a decrease in total loans
$867,000 in outflows for the repurchase of the Company’s common stock
$710,000 in proceeds from maturities and paydowns of investment securities

We are committed to maintaining a strong liquidity position. We monitor our liquidity position daily and anticipate that we will have sufficient funds to meet our current funding commitments. Based on our deposit retention experience and current pricing strategy, we anticipate that the majority of maturing time deposits will be retained. We also anticipate continued use of our secondary funding sources.

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Table of Contents

The following table summarizes our outstanding commitments to originate loans and to advance additional amounts pursuant to outstanding letters of credit, lines of credit and undisbursed construction loans at March 31, 2025.

Amount of Commitment Expiration — Per Period

(Dollars in thousands)

Total Amounts Committed at March 31, 2025

To 1 Year

1 - 3 Years

3 - 5 Years

After 5 Years

Commitments to originate loans

$

354

$

354

$

-

$

-

$

-

Undisbursed portion of construction loans in process

 

9,106

 

3,459

 

5,647

 

-

 

-

Unused lines of credit

 

18,565

 

15,290

 

2,300

 

-

 

975

Unused overdraft privilege amounts

 

1,170

 

-

 

-

 

-

 

1,170

Letters of credit

17

17

-

-

-

Total commitments

$

29,212

$

19,120

$

7,947

$

-

$

2,145

The following table summarizes our contractual cash obligations at March 31, 2025.

Payments Due By Period

(Dollars in thousands)

Total at March 31, 2025

To 1 Year

1 - 3 Years

3 - 5 Years

After 5 Years

Certificates of deposit

$

59,489

$

53,131

$

5,703

$

655

$

-

Borrowings

 

10,000

 

3,000

 

3,000

 

4,000

 

-

Total term debt

$

69,489

$

56,131

$

8,703

$

4,655

$

-

Management expects that a majority of the maturing certificates of deposit will be retained. However, if a substantial portion of these deposits is not retained, we may utilize borrowings from our secondary funding sources or raise interest rates on deposits to attract new accounts, which may result in higher levels of interest expense.

Recent Accounting Pronouncements

For a discussion of the impact of recent accounting pronouncements, see Note 1 of the notes to our financial statements.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required.

ITEM 4. CONTROLS AND PROCEDURES

An evaluation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934 (the “Act”)) as of March 31, 2025, was carried out under the supervision and with the participation of our Chief Executive Officer, Chief Financial Officer and several other members of our senior management. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective to ensure that the information required to be disclosed by the Company in the reports it files or submits under the Securities and Exchange Act of 1934 is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms. There have been no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Act) that occurred during the three months ended March 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We do not expect that our disclosure controls and procedures and internal control over financial reporting will prevent all errors 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, 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 may be circumvented by the individual acts of some persons, by collusion of two or more people, or by override of the control. The design of any control procedure also is 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.

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Table of Contents

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not involved in any pending legal proceedings as a plaintiff or defendant other than routine legal proceedings occurring in the ordinary course of business, and at March 31, 2025, we were not involved in any legal proceedings, the outcome of which would be material to our financial condition or results of operations.

ITEM 1A. RISK FACTORS

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The Company’s purchases of its common stock made during the three months ended March 31, 2025 consisted of share repurchases under the Company’s approved plans and are set forth in the following table.

For the Month Ended

Total Number of Shares Purchased

Average Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs

Maximum Number of Shares that May Yet be Purchased Under Plans or Programs

January 31, 2025

25,589

$

11.63

25,589

161,561

February 28, 2025

27,000

11.72

27,000

134,561

March 31, 2025

20,360

11.73

20,360

114,201

Total

72,949

$

11.69

72,949

On November 25, 2024, the Company announced that its Board of Directors approved the Company’s fifth share repurchase plan (the “November 2024 Repurchase Plan”). Under the November 2024 Repurchase Plan, the Company may purchase up to 215,000 shares, or approximately 5%, of the Company’s outstanding shares of common stock. Following the repurchases of common stock made during the three months ended March 31, 2025, 114,201 shares were still available for repurchase under the November 2024 Repurchase Plan.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Nothing to report.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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ITEM 5. OTHER INFORMATION

The Company has adopted a Statement of Policy and Procedures Governing Trading in Shares of Catalyst Bancorp, Inc. (“Insider Trading Policy”) which is reasonably designed to promote compliance with insider trading laws, rules and regulations, and standards of Nasdaq Capital Market. The Insider Trading Policy governs the purchase, sale and/or other disposition of the Company’s common stock by the Company’s directors, executive officers and all other Company and Bank personnel. An addition was made to the Insider Trading Policy on April 23, 2025, to clarify its applicability to the timing of the award of equity rights in securities of the Company, including but not limited to common stock, restricted stock, or stock options, to executives of the Company as compensation.  The amended Insider Trading Policy can be found as Exhibit 19 to this Current Report on Form 10-Q.

During the fiscal quarter ended March 31, 2025, none of the Company’s directors or executive officers informed the Company of the adoption, modification, or termination of any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any non-Rule 10b5-1 trading arrangement.

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Table of Contents

ITEM 6. EXHIBITS

19.0

Insider Trading Policy and Procedures

31.1

Rule 13a-14(a) Certifications (Chief Executive Officer)

31.2

Rule 13a-14(a) Certifications (Chief Financial Officer)

32.0

Section 1350 Certifications

101.INS

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

101.SCH

XBRL Taxonomy Extension Schema Document

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF

XBRL Taxonomy Extension Definitions Linkbase Document

104

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

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SIGNATURES

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

CATALYST BANCORP, INC.

Date: May 14, 2025

By:

/s/ Joseph B. Zanco

Joseph B. Zanco

President and Chief Executive Officer

(Duly Authorized Officer)

Date: May 14, 2025

By:

/s/ Jacques L. J. Bourque

Jacques L. J. Bourque

Chief Financial Officer

(Principal Financial and Accounting Officer)

45