Form 8-K

8-K — ISABELLA BANK CORP

Accession: 0000842517-26-000233

Filed: 2026-10-29

Period: 2026-10-29

CIK: 0000842517

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — isba-20261029.htm (Primary)

EX-99.1 (earningsrelease_20260930xe.htm)

GRAPHIC — ISBA LOGO (logoa.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: isba-20261029.htm · Sequence: 1

isba-20261029

0000842517false00008425172026-10-292026-10-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 29, 2026

ISABELLA BANK CORPORATION

(Exact name of registrant as specified in its charter)

Michigan 000-18415 38-2830092

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

401 North Main Street Mt. Pleasant Michigan 48858-1649

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (989) 772-9471

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

☐ Soliciting material pursuant to Rule l4a-12 under the Exchange Act (17 CFR 240.l4a-l2)

☐ Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c))

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, no par value per share ISBA

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition.

On October 29, 2026, Isabella Bank Corporation issued a press release announcing its financial results for the quarter ended September 30, 2026.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor will any of such information be deemed incorporated by reference into any filing made by the registrant under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing or document.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit

No. Description

99.1

Press release issued by Isabella Bank Corporation, dated October 29, 2026

104 Cover page interactive data file - the cover page XBRL tags are embedded within the inline XBRL document

SIGNATURES

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

ISABELLA BANK CORPORATION

Dated: October 29, 2026 By: /s/ Gerald J. Ritzert

Gerald J. Ritzert, Chief Financial Officer

EX-99.1

Filename: earningsrelease_20260930xe.htm · Sequence: 2

Document

Exhibit 99.1

Isabella Bank Corporation Reports Record Third Quarter 2026 Earnings

MT. PLEASANT, MICHIGAN — October 29, 2026 — Isabella Bank Corporation (Nasdaq: ISBA) (“Isabella” or the “Company”) reported net income of $6.6 million, or $0.86 per diluted share, for the third quarter 2026 compared to $5.2 million, or $0.71 per diluted share, for the third quarter 2025.

THIRD QUARTER 2026 HIGHLIGHTS

•Record net income of $6.6 million, which included after-tax expenses of $657,000 related to the proposed acquisition of Grand River Commerce, Inc.

•Net interest margin (NIM) improved to 3.71%, up from 3.15% in third quarter 2025

•All required regulatory and shareholder approvals received to complete the Grand River acquisition, which is expected to close on November 2, 2026, subject to the satisfaction or waiver of customary closing conditions

“Isabella Bank Corporation reported a record quarter of net income, supported by continued expansion in our net interest margin,” said President and CEO Jerome Schwind. “We are pleased with the increase in deposit balances, which further strengthens the Corporation’s funding position. Overall, the quarter reflected positive earnings momentum.

“We also have received required regulatory and shareholder approvals to complete the acquisition of Grand River Commerce and Grand River Bank,” Schwind added. “This is a key milestone and the transaction is on track for our anticipated November 2, 2026 close. Importantly, this merger supports our disciplined growth strategy by expanding our customer base and presence in West Michigan. We are keenly focused on a smooth integration and clear communication with customers and employees to assure continued strong customer service.”

FINANCIAL CONDITION (September 30, 2026 to December 31, 2025 comparison)

Total assets increased $31.1 million, or 1.4%, to $2.2 billion as of September 30, 2026. This increase was primarily due to an increase of $112.5 million in cash and cash equivalents, offset by an $88.3 million decline in available-for-sale (AFS) securities.

The AFS securities portfolio decreased $88.3 million, or 17.7%, to $409.5 million as of September 30, 2026. The decrease was a result of maturities and principal paydowns of $177.1 million, offset by $100.7 million in purchases. Net unrealized losses on AFS securities were $21.7 million as of September 30, 2026, compared to $9.9 million at December 31, 2025. Net unrealized losses as a percentage of the amortized cost of AFS securities increased to 5.0%, compared to 1.9% at December 31, 2025.

Loans decreased $556,000 to $1.5 billion as of September 30, 2026. The commercial real estate and residential real estate loan portfolios grew $29.9 million and $29.7 million, respectively, but were offset by declines in advances to mortgage brokers and consumer loans of $39.0 million and $10.6 million, respectively. Most residential originations were adjustable-rate products, which are retained on the balance sheet rather than sold in the secondary market. The consumer loan portfolio continues to decrease amid declining demand, continued competition, and disciplined adherence to credit quality standards.

The allowance for credit losses (ACL) increased $671,000, or 4.9%, to $14.4 million as of September 30, 2026. The increase is due to loan growth and an increase in loss rates driven by loans charged off during the year. Nonaccrual loans were $7.5 million as of September 30, 2026 compared to $4.6 million at December 31, 2025. Past due and accruing accounts between 30 to 89 days as a percentage of total loans was 0.10% at September 30, 2026, compared to 0.44% at year-end 2025.

Total deposits increased $73.0 million, or 4.0%, to $1.9 billion as of September 30, 2026. The increase was a result of a $141.8 million increase in money market accounts and a $11.1 million increase in savings deposits. These increases were offset by a $51.3 million decline in certificates of deposit, a $16.6 million decline in noninterest bearing demand deposits, and a $12.1 million decline in interest bearing demand deposits.

Total equity was $245.6 million, or $32.09 per share, at September 30, 2026 compared to $231.4 million, or $31.60 per share, as of December 31, 2025. The increase in total equity is primarily due to the issuance of 322,685 shares as part of the ongoing at-the-market stock offering, increasing total equity by $12.5 million, net of expenses. Tangible book value per share (non-GAAP) was $25.78 as of September 30, 2026, compared to $25.01 as of December 31, 2025. Net unrealized losses in the AFS securities portfolio reduced tangible book value per share (non-GAAP) by $2.26 and $1.09 for the respective periods.

RESULTS OF OPERATIONS (for the three and nine months ended September 30, 2026, and 2025, unless otherwise noted)

Net income for the three months ended September 30, 2026 was $6.6 million, or $0.86 per diluted share, compared with $5.2 million, or $0.71 per diluted share, for the three months ended September 30, 2025. Net income for the nine months ended September 30, 2026 was $16.6 million, or $2.24 per diluted share, compared with $14.2 million, or $1.92 per diluted share, for the nine months ended September 30, 2025. Net income for the three and nine month periods ended September 30, 2026 included after-tax merger-related expenses of $657,000 and $1.1 million, respectively.

Net interest income was $19.4 million for the three months ended September 30, 2026 and $16.2 million for the three months ended September 30, 2025, representing 3.71% and 3.15% of interest earning assets, or NIM on a fully tax equivalent basis (non-GAAP), respectively. The book yield from securities was 3.20% and 2.42% for the three months ended September 30, 2026 and 2025, respectively. The yield on loans increased to 5.95% for the three months ended September 30, 2026 from 5.78% for the three months ended September 30, 2025. The increase in loan yields was primarily due to higher rates on new loans and variable rate commercial loans that continue to reprice. The cost of interest-bearing liabilities for the three months ended September 30, 2026 decreased to 2.08% from 2.25% for the three months ended September 30, 2025 primarily due to lower rates on money market and certificate of deposit products.

Net interest income was $54.3 million for the nine months ended September 30, 2026 and $45.8 million for the nine months ended September 30, 2025, representing 3.53% and 3.12% of earning assets, or NIM on a fully tax equivalent basis (non-GAAP), respectively. The book yield from securities was 2.83% and 2.34% for the nine months ended September 30, 2026 and 2025, respectively. The yield on loans increased to 5.88% for the nine months ended September 30, 2026 from 5.75% for the nine months ended September 30, 2025. The increase in loan yields was primarily due to higher rates on new loans and variable rate commercial loans that continue to reprice. The cost of interest-bearing liabilities for the nine months ended September 30, 2026 decreased to 2.10% from 2.25% for the nine months ended September 30, 2025 primarily due to lower rates on money market and certificate of deposit products.

The provision for credit losses was $50,000 for the three months ended September 30, 2026, as a result of net charge offs totaling $207,000, offset by an $81,000 decrease in the ACL on loans and a decrease in the reserve for unfunded commitments. The provision for credit losses for the three months ended September 30, 2025 was $209,000, which reflects a $172,000 increase in the ACL and net charge offs totaling $74,000, offset by a decrease in the reserve for unfunded commitments.

The provision for credit losses was $1.5 million for the nine months ended September 30, 2026, as compared to a credit of $1.0 million for the nine months ended September 30, 2025. Net charge offs for the nine months ended September 30, 2026 totaled $844,000, while there were net recoveries of $1.4 million for the nine months ended September 30, 2025.

Noninterest income for the three months ended September 30, 2026 and 2025 was $4.6 million and $4.3 million, respectively. Service charges and fees increased $202,000 and wealth management fees increased $94,000 due to growth in assets under management since second quarter 2025.

Noninterest income for the nine months ended September 30, 2026 and 2025 was $13.3 million and $11.5 million, respectively. Service charges and fees increased $1.1 million, wealth management fees increased $355,000 due to growth in assets under management, and earnings on bank-owned life insurance (BOLI) policies increased $220,000 due to additional investments in a separate account BOLI. Other noninterest income included gains of $137,000 and $163,000 related to death benefits from BOLI policies for the nine months ended September 30, 2026 and 2025, respectively.

Noninterest expenses for the three months ended September 30, 2026 and 2025 were $15.6 million and $14.0 million, respectively. Compensation and benefit expenses increased $867,000, reflecting annual merit increases, incentives, and higher medical insurance claims. Occupancy and equipment increased $156,000 and merger-related expenses were $672,000.

Noninterest expenses for the nine months ended September 30, 2026 and 2025 were $45.7 million and $41.0 million, respectively. Compensation and benefit expenses increased $2.1 million for the same reasons as the quarterly comparison. Occupancy and equipment expenses increased $636,000 and merger-related expenses were $1.2 million.

Income tax expense for the three months ended September 30, 2026 and 2025 was $1.6 million and $1.0 million, respectively. The effective tax rate (ETR) for the same periods was 20% and 17%, respectively. Income tax expense for the nine months ended September 30, 2026 and 2025 was $3.8 million and $3.1 million, respectively. The ETR was 18% for both the nine

months ended September 30, 2026 and 2025. The ETR in the first nine months of 2026 included the impact of certain non-deductible merger-related expenses. The ETR in the first nine months of 2025 included a one-time tax expense related to the lifetime earnings on BOLI policies that were surrendered.

About Isabella Bank Corporation

Isabella Bank Corporation (Nasdaq: ISBA) is the parent holding company of Isabella Bank, a state-chartered community bank headquartered in Mt. Pleasant, Michigan. Isabella Bank was chartered in 1903 and has been committed to serving its customers’ and communities’ local banking needs for over 120 years. The Bank offers personal and commercial lending and deposit products, as well as investment, trust, and estate planning services. The Bank has locations throughout eight Mid-Michigan counties: Bay, Clare, Gratiot, Isabella, Mecosta, Midland, Montcalm, and Saginaw.

For more information about Isabella Bank Corporation, visit the Investor Relations link at www.isabellabank.com.

Contact

Lori Peterson, Director of Marketing

Phone: 989-779-6333 Fax: 989-775-5501

Available Information

The Company maintains an Internet web site at ir.isabellabank.com/overview. The Company makes available, free of charge, on its web site the Company’s annual reports, quarterly earnings reports, and other press releases.

The Company routinely posts important information for investors on its website (www.isabellabank.com and, more specifically, under the News tab at ir.isabellabank.com/news). The Company intends to use its web site as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD (Fair Disclosure) promulgated by the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, investors should monitor the Company’s web site, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations and webcasts.

The information contained on, or that may be accessed through, the Company’s website is not incorporated by reference into, and is not a part of, this document.

Forward-Looking Statements

Information in this press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended and Rule 3b-6 promulgated thereunder. The Company intends such forward looking statements to be covered by the safe harbor provisions for forward looking statements contained in the Private Securities Litigation Reform Act of 1995, and are included in this statement for purposes of these safe harbor provisions. Forward-looking statements generally relate to losses, impact of events, financial condition, plans, objectives, outlook for earnings, revenues, expenses, capital and liquidity levels and ratios, asset levels, asset quality, financial position, and other matters regarding or affecting the Company and its future business and operations. Forward-looking statements are typically identified by words or phrases such as “will likely result”, “expect”, “could”, “may”, “plan”, “believe”, “estimate”, “anticipate”, “strategy”, “trend”, “forecast”, “outlook”, “project”, “intend”, “assume”, “outcome”, “continue”, “remain”, “potential”, “opportunity”, “current”, “position”, “maintain”, “sustain”, “seek”, “achieve” and variations of such words and similar expressions, or future or conditional verbs such as will, would, should, could or may. Factors that could cause such differences include, but are not limited to: (i) uncertainty or perceived instability in the banking industry as a whole; (ii) increased competition for deposits among traditional and nontraditional financial services companies, and related changes in deposit customer behavior; (iii) the persistent inflationary pressures in the United States, and its impact on market interest rates, the labor market, the economy as a whole, and credit quality; (iv) elevated asset prices; (v) risks related to rising interest rates; (vi) the Company’s ability to effectively execute its expansion strategy and manage its growth, including identifying and consummating suitable acquisitions; (vii) risks relating to the proposed acquisition of Grand River including, without limitation: the timing of consummation of the proposed transaction between Isabella and Grand River; the risk that any condition to closing of the proposed acquisition may not be satisfied or waived; the risk that the Merger may not be completed at all; the diversion of management time on issues related to the proposed acquisition; the expected impact of the proposed acquisition and on the combined entities’ operations, financial condition, and financial results; the businesses of Isabella and Grand River may not be combined successfully, or such combination may take longer to accomplish than expected; the cost savings from the proposed acquisition may not be fully realized or may take longer to realize than expected; operating costs, customer loss and business disruption following the proposed acquisition, including adverse effects on relationships with employees, may be greater than expected; the risk of deposit and customer attrition; and increased competitive pressures on solicitations of customers by competitors; (viii) risks associated with concentrations of the Company’s business in market areas, loans secured by real estate, and public funds deposits as a percentage of total deposits; (ix) adverse changes in customer sentiment, spending, borrowing, and savings habits; (x) risks associated with the Company’s commercial loan portfolio and agricultural loan portfolio; (xi) risks related to the significant amount of credit that the Company has extended to a limited number of borrowers and in a limited geographic area; (xii) damage to the Company’s reputation resulting from adverse publicity, regulatory actions, litigation, operational failures, and the failure to meet client expectations and other facts; (xiii) the Company’s ability to keep pace with technological change or difficulties that may experienced when implementing new technologies; (xiv) cybersecurity risk, including cyber incidents or other failures, disruptions or breaches of the Company’s operational or security systems or infrastructure, or those of third-party vendors or other service providers, including as a result of a cyber-attack; (xv) costs and effects of litigation, investigations or similar matters to which the Company may be subject; (xvi) natural disasters, severe weather, acts of god, military conflicts (including the conflicts in the Middle East, the possible expansion of such conflicts and potential geopolitical and economic consequences), acts of terrorism, domestic civil unrest, geopolitical instability, public health outbreaks (such as coronavirus), other international or domestic calamities, and other events beyond the Company’s control, including as a result of in the policies of the current U.S. presidential administration or Congress; (xvii) the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts and the resulting impact on the Company and its customers; (xviii) compliance with governmental and regulatory requirements, including the Dodd-Frank Act Wall Street Reform and Consumer Protection Act, Economic Growth, Regulatory Relief, and Consumer Protection Act of 2018, and others relating to banking, consumer protection, securities and tax matters; (xix) changes in accounting principles and standards; (xx) changes in the laws, rules, regulations, interpretations or policies that apply to the Company’s business and operations, and any additional regulations, or repeals that may be forthcoming as a result thereof, which could cause the Company to incur additional costs and adversely affect the Company’s business environment, operations and financial results; and (xxi) the Company’s ability to navigate the uncertain impacts of current and future governmental monetary and fiscal policies, including the current and

future policies of the Board of Governors of the Federal Reserve System and as a result of initiatives of the Trump administration. These forward-looking statements are based on current information and/or management’s good faith belief as to future events. Although the Company believes the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Therefore, the Company can give no assurance that the results contemplated in the forward-looking statements will be realized. Additional information regarding risks and uncertainties to which the Company’s business and future financial performance are subject is contained in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q on file with the SEC, including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of such documents, and other documents the Company files or furnishes with the SEC from time to time, which are available on the SEC’s website, www.sec.gov. Due to these and other possible uncertainties and risks, the Company cautions you not to unduly rely on forward-looking statements. The inclusion of this forward-looking information should not be construed as a representation by the Company or by any person that the future events, plans or expectations contemplated by the Company will be achieved. All subsequent written and oral forward-looking statements attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. Any forward-looking statement speaks only as to the date on which it is made, and the Company undertakes no obligation to update any forward-looking statement to reflect developments occurring after the statement is made, except as required by law. All forward-looking statements, express or implied, included in the press release are qualified in their entirety by this cautionary statement.

Non-GAAP Financial Measures

Some of the financial measures included in this press release are not measures of financial performance recognized in accordance with generally accepted accounting principles in the United States (“GAAP”). The Company believes these non-GAAP financial measures provide both management and investors with a more complete understanding of the Company’s financial position and performance. These non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP financial measures.

The Company classifies a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with GAAP as in effect from time to time in the United States in the statements of income, balance sheets or statements of cash flows. Not all companies use the same calculation of these measures; therefore, this presentation may not be comparable to other similarly titled measures as presented by other companies.

A reconciliation of non-GAAP financial measures to GAAP financial measures is provided at the end of this press release.

Table Index Consolidated Financial Schedules (Unaudited)

A Selected Financial Data

B Consolidated Balance Sheets

C Consolidated Statements of Income

Average Balances, Interest Rate, and Net Interest Income

Average Balances, Interest Rate, and Net Interest Income (continued)

Reconciliation of Non-GAAP Financial Measures

SELECTED FINANCIAL DATA (UNAUDITED)

The following table outlines selected financial data as of, and for the:

Three Months Ended Nine Months Ended

(dollars in thousands, except per share amounts) September 30,

2026 June 30,

2026 March 31,

2026 December 31,

2025 September 30,

2026 September 30,

2025

PER SHARE

Basic earnings $ 0.86 $ 0.69 $ 0.68 $ 0.64 $ 0.71 $ 2.24 $ 1.93

Diluted earnings 0.86 0.69 0.68 0.64 0.71 2.24 1.92

Dividends 0.28 0.28 0.28 0.28 0.28 0.84 0.84

Book value (1)

32.09 32.60 31.90 31.60 30.94 32.09 30.94

Tangible book value (1) (2)

25.78 26.27 25.32 25.01 24.37 25.78 24.37

Market price (1)

37.47 39.50 45.67 50.00 35.25 37.47 35.25

Common shares outstanding (1) (3)

7,653,498 7,628,809 7,333,319 7,322,207 7,350,567 7,653,498 7,350,567

Average number of diluted common shares outstanding (3)

7,642,887 7,337,378 7,329,058 7,345,610 7,371,652 7,432,627 7,399,441

PERFORMANCE RATIOS

Return on average total assets 1.17% 0.91% 0.91% 0.85% 0.94% 1.00% 0.89%

Return on average shareholders’ equity 10.43% 8.50% 8.58% 8.04% 9.28% 9.20% 8.67%

Return on average tangible shareholders’ equity (2)

12.90% 10.66% 10.79% 10.16% 11.83% 11.49% 11.12%

Net interest margin yield (fully taxable equivalent) (1) (2)

3.71% 3.54% 3.33% 3.28% 3.15% 3.53% 3.12%

Efficiency ratio (2)

64.74% 67.84% 68.50% 65.02% 67.62% 66.95% 70.61%

Loan to deposit ratio (1)

81.15% 87.83% 83.82% 84.43% 74.36% 81.15% 74.36%

Shareholders’ equity to total

assets (1)

10.96% 11.20% 10.39% 10.47% 10.06% 10.96% 10.06%

Tangible shareholders’ equity to tangible assets (1)

9.00% 9.23% 8.43% 8.47% 8.10% 9.00% 8.10%

ASSETS UNDER MANAGEMENT

Wealth assets under

management (1)

745,954 750,840 701,510 707,118 679,724 745,954 679,724

ASSET QUALITY

Nonaccrual loans (1)

7,487 7,790 4,418 4,578 3,443 7,487 3,443

Foreclosed assets (1)

647 620 573 938 1,018 647 1,018

Net loan charge-offs (recoveries) 207 384 253 34 74 844 (1,410)

Net loan charge-offs (recoveries) to average loans outstanding 0.01% 0.02% 0.02% 0.00% 0.01% 0.06% (0.10%)

Nonperforming loans to total

loans (1)

0.49% 0.49% 0.28% 0.30% 0.24% 0.49% 0.24%

Nonperforming assets to total assets (1)

0.36% 0.38% 0.22% 0.25% 0.20% 0.36% 0.20%

Allowance for credit losses to loans (1)

0.94% 0.91% 0.90% 0.89% 0.92% 0.94% 0.92%

CAPITAL RATIOS (1)

Tier 1 leverage 9.71% 9.59% 8.89% 8.84% 8.71% 9.71% 8.71%

Common equity tier 1 capital 12.96% 12.34% 11.71% 11.73% 12.37% 12.96% 12.37%

Tier 1 risk-based capital 12.96% 12.34% 11.71% 11.73% 12.37% 12.96% 12.37%

Total risk-based capital 15.29% 14.63% 14.01% 14.41% 15.20% 15.29% 15.20%

(1) At end of period

(2) Non-GAAP financial measure; refer to the Reconciliation of Non-GAAP Financial Measures (Unaudited) in table F

(3) Whole shares

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(dollars in thousands) September 30,

2026 June 30,

2026 March 31,

2026 December 31,

2025 September 30,

2025

ASSETS

Cash and cash equivalents $ 138,540 $ 41,774 $ 50,105 $ 26,041 $ 161,301

Marketable securities available-for-sale, at fair value 409,541 439,289 492,744 497,791 511,970

Mortgage loans held-for-sale 303 410 360 423 737

Commercial and industrial 212,538 231,590 225,369 220,450 218,132

Commercial real estate 669,632 673,271 660,643 639,758 626,642

Advances to mortgage brokers 37,636 75,159 72,083 76,676 5,056

Agricultural 99,493 97,462 96,969 102,109 97,794

Residential real estate 457,613 449,992 438,333 427,880 412,056

Consumer 58,896 62,198 65,544 69,491 72,225

Loans held for investment 1,535,808 1,589,672 1,558,941 1,536,364 1,431,905

Allowance for credit losses 14,398 14,479 14,014 13,727 13,149

Loans, net 1,521,410 1,575,193 1,544,927 1,522,637 1,418,756

Federal Home Loan Bank stock, at cost 5,600 5,600 5,600 5,600 5,600

Premises and equipment 28,858 28,894 29,064 29,000 28,659

Cash surrender value of bank-owned life insurance policies 51,253 46,603 46,173 46,133 45,651

Goodwill and other intangible assets 48,282 48,282 48,282 48,282 48,282

Other assets 36,728 33,596 34,701 33,541 38,698

Total assets $ 2,240,515 $ 2,219,641 $ 2,251,956 $ 2,209,448 $ 2,259,654

LIABILITIES AND SHAREHOLDERS’ EQUITY

Liabilities

Noninterest bearing demand deposits $ 409,729 $ 414,018 $ 411,216 $ 426,342 $ 421,027

Interest bearing demand deposits 254,116 252,149 263,954 266,187 248,666

Money market deposits 578,454 453,478 477,544 436,631 558,212

Savings 291,508 300,867 300,732 280,429 292,899

Certificates of deposit 358,801 389,401 406,399 410,065 404,798

Total deposits 1,892,608 1,809,913 1,859,845 1,819,654 1,925,602

Short-term borrowings 57,874 116,012 113,530 68,000 62,022

Federal Home Loan Bank advances — — — 45,000 —

Subordinated debt, net of unamortized issuance costs 29,581 29,559 29,537 29,514 29,492

Total borrowed funds 87,455 145,571 143,067 142,514 91,514

Other liabilities 14,867 15,453 15,083 15,884 15,118

Total liabilities 1,994,930 1,970,937 2,017,995 1,978,052 2,032,234

Shareholders’ equity

Common stock 136,115 135,079 123,251 123,204 124,284

Shares to be issued for deferred compensation obligations 2,494 2,532 2,522 2,366 2,373

Retained earnings 124,341 119,844 116,790 113,849 111,172

Accumulated other comprehensive loss (17,365) (8,751) (8,602) (8,023) (10,409)

Total shareholders’ equity 245,585 248,704 233,961 231,396 227,420

Total liabilities and shareholders’ equity $ 2,240,515 $ 2,219,641 $ 2,251,956 $ 2,209,448 $ 2,259,654

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

Three Months Ended Nine Months Ended

(dollars in thousands, except per share amounts) September 30,

2026 June 30,

2026 March 31,

2026 December 31,

2025 September 30,

2026 September 30,

2025

Interest income

Loans, including fees $ 22,986 $ 22,607 $ 21,464 $ 21,669 $ 20,583 $ 67,057 $ 59,763

Available-for-sale securities

Taxable 2,939 2,902 2,489 2,539 2,478 8,330 7,094

Nontaxable 452 470 499 509 516 1,421 1,575

Federal Home Loan Bank stock, at cost 58 64 75 63 70 197 355

Federal funds sold and other 1,082 173 602 498 1,235 1,857 1,970

Total interest income 27,517 26,216 25,129 25,278 24,882 78,862 70,757

Interest expense

Deposits 6,835 6,778 7,112 7,380 8,012 20,725 22,866

Short-term borrowings 806 1,007 736 587 441 2,549 1,106

Federal Home Loan Bank advances — 43 133 317 — 176 170

Subordinated debt 503 304 266 266 267 1,073 799

Total interest expense 8,144 8,132 8,247 8,550 8,720 24,523 24,941

Net interest income 19,373 18,084 16,882 16,728 16,162 54,339 45,816

Provision for (reversal of) credit losses 50 895 604 434 209 1,549 (997)

Net interest income after provision for credit losses 19,323 17,189 16,278 16,294 15,953 52,790 46,813

Noninterest income

Service charges and fees 2,429 2,440 2,277 2,353 2,227 7,146 6,037

Wealth management fees 1,168 1,216 1,108 1,110 1,074 3,492 3,137

Income from bank-owned life insurance policies 478 434 448 485 468 1,360 1,140

Net gain on sale of mortgage loans 65 15 33 65 38 113 115

Other 426 270 495 431 501 1,191 1,093

Total noninterest income 4,566 4,375 4,361 4,444 4,308 13,302 11,522

Noninterest expenses

Compensation and benefits 8,497 8,147 7,928 7,532 7,630 24,572 22,509

Occupancy and equipment 2,784 2,890 2,840 2,663 2,628 8,514 7,878

Other professional services 745 807 1,015 815 851 2,567 2,425

ATM and debit card fees 573 629 558 575 595 1,760 1,636

Marketing 458 514 506 547 514 1,478 1,442

FDIC insurance premiums 297 288 306 339 271 891 841

Merger-related expenses 672 505 — — — 1,177 —

Other 1,622 1,606 1,509 1,450 1,496 4,737 4,298

Total noninterest expenses 15,648 15,386 14,662 13,921 13,985 45,696 41,029

Income before income tax expense 8,241 6,178 5,977 6,817 6,276 20,396 17,306

Income tax expense 1,636 1,137 985 2,127 1,036 3,758 3,086

Net income $ 6,605 $ 5,041 $ 4,992 $ 4,690 $ 5,240 $ 16,638 $ 14,220

Earnings per common share

Basic $ 0.86 $ 0.69 $ 0.68 $ 0.64 $ 0.71 $ 2.24 $ 1.93

Diluted 0.86 0.69 0.68 0.64 0.71 2.24 1.92

Cash dividends per common share 0.28 0.28 0.28 0.28 0.28 0.84 0.84

AVERAGE BALANCES, INTEREST RATE, AND NET INTEREST INCOME (UNAUDITED)

The following schedules present the daily average amount outstanding for each major category of interest earning assets, nonearning assets, interest bearing liabilities, and noninterest bearing liabilities. These schedules also present an analysis of interest income and interest expense for the periods indicated. All interest income is reported on a fully tax equivalent (FTE) basis using a federal income tax rate of 21%. Loans in nonaccrual status, for the purpose of the following computations, are included in the average loan balances. Federal Reserve Bank (FRB) restricted equity holdings are included in other interest earning assets.

Three Months Ended

September 30, 2026 June 30, 2026 September 30, 2025

(dollars in thousands) Average

Balance Tax

Equivalent

Interest Average

Yield /

Rate Average

Balance Tax

Equivalent

Interest Average

Yield /

Rate Average

Balance Tax

Equivalent

Interest Average

Yield /

Rate

INTEREST EARNING ASSETS

Loans (1)

$ 1,528,503 $ 22,986 5.95 % $ 1,544,323 $ 22,607 5.86 % $ 1,409,928 $ 20,583 5.78 %

AFS securities (2)

Taxable 378,202 2,939 3.08 % 432,520 2,902 2.69 % 448,112 2,478 2.19 %

Nontaxable (3)

61,210 578 3.75 % 63,607 600 3.78 % 69,174 660 3.79 %

Federal Home Loan Bank stock, at cost 5,600 58 4.18 % 5,600 64 4.55 % 5,600 70 4.95 %

Federal funds sold 3 — 3.91 % 2 — 3.67 % 186 2 4.35 %

Other (4)

113,704 1,082 3.72 % 18,079 173 3.81 % 123,183 1,233 3.92 %

Total interest earning assets (3)

2,087,222 27,643 5.26 % 2,064,131 26,346 5.12 % 2,056,183 25,026 4.83 %

NONEARNING ASSETS

Allowance for credit losses (14,471) (14,078) (13,057)

Cash and demand deposits due from banks 24,854 22,544 25,591

Premises and equipment 28,802 29,086 28,313

Other assets 120,411 116,913 109,692

Total assets $ 2,246,818 $ 2,218,596 $ 2,206,722

INTEREST BEARING LIABILITIES

Interest bearing demand deposits $ 264,269 199 0.30 % $ 257,088 205 0.32 % $ 234,105 144 0.24 %

Money market deposits 503,054 3,030 2.39 % 452,737 2,625 2.33 % 534,127 3,533 2.63 %

Savings 288,515 456 0.63 % 302,375 503 0.67 % 289,442 560 0.77 %

Certificates of deposit 374,370 3,150 3.34 % 396,481 3,445 3.49 % 399,781 3,775 3.75 %

Short-term borrowings 94,938 806 3.37 % 115,713 1,007 3.49 % 52,700 441 3.32 %

Federal Home Loan Bank advances — — 0.00 % 4,396 43 3.86 % — — 0.00 %

Subordinated debt, net of unamortized issuance costs

29,567 503 6.82 % 29,545 304 4.11 % 29,477 267 3.61 %

Total interest bearing liabilities 1,554,713 8,144 2.08 % 1,558,335 8,132 2.09 % 1,539,632 8,720 2.25 %

NONINTEREST BEARING LIABILITIES AND SHAREHOLDERS’ EQUITY

Demand deposits 420,649 404,805 428,144

Other liabilities 20,103 17,462 14,976

Shareholders’ equity 251,353 237,994 223,970

Total liabilities and shareholders’ equity $ 2,246,818 $ 2,218,596 $ 2,206,722

Net interest income (FTE) (5)

$ 19,499 $ 18,214 $ 16,306

Net yield on interest earning assets (FTE) (5)

3.71 % 3.54 % 3.15 %

(1) Includes loans held-for-sale and nonaccrual loans

(2) Average balances for available-for-sale (AFS) securities are based on amortized cost

(3) Includes FTE adjustments of $126,000, $130,000, and $144,000, respectively

(4) Includes average interest bearing deposits with other banks, net of Federal Reserve daily cash letter

(5) Non-GAAP financial measure; refer to the Reconciliation of Non-GAAP Financial Measures (Unaudited) in table F

Nine Months Ended

September 30, 2026 September 30, 2025

(dollars in thousands) Average Balance Tax Equivalent Interest Average Yield /Rate Average Balance Tax Equivalent Interest Average Yield /Rate

INTEREST EARNING ASSETS

Loans (1)

$ 1,524,924 $ 67,057 5.88 % $ 1,389,936 $ 59,763 5.75 %

AFS securities (2)

Taxable 413,508 8,330 2.69 % 449,310 7,094 2.11 %

Nontaxable (3)

64,207 1,815 3.78 % 72,739 2,081 3.83 %

Federal Home Loan Bank stock, at cost 5,600 197 4.70 % 7,384 355 6.41 %

Federal funds sold 4 — 3.64 % 66 2 4.35 %

Other (4)

65,505 1,857 3.74 % 63,959 1,968 3.92 %

Total interest earning assets (3)

2,073,748 79,256 5.11 % 1,983,394 71,263 4.80 %

NONEARNING ASSETS

Allowance for credit losses (14,079) (13,104)

Cash and demand deposits due from banks 23,509 23,844

Premises and equipment 28,998 28,195

Other assets 118,002 106,430

Total assets $ 2,230,178 $ 2,128,759

INTEREST BEARING LIABILITIES

Interest bearing demand deposits $ 262,479 698 0.36 % $ 236,989 606 0.34 %

Money market deposits 473,552 8,374 2.36 % 481,571 9,319 2.59 %

Savings 294,090 1,447 0.66 % 287,425 1,642 0.76 %

Certificates of deposit 392,657 10,206 3.48 % 394,395 11,299 3.83 %

Short-term borrowings 99,208 2,549 3.43 % 46,008 1,106 3.21 %

Federal Home Loan Bank advances 5,897 176 3.93 % 4,945 170 4.53 %

Subordinated debt, net of unamortized issuance costs

29,545 1,073 4.84 % 29,455 799 3.61 %

Total interest bearing liabilities 1,557,428 24,523 2.10 % 1,480,788 24,941 2.25 %

NONINTEREST BEARING LIABILITIES AND SHAREHOLDERS’ EQUITY

Demand deposits 412,190 413,568

Other liabilities 18,752 15,131

Shareholders’ equity 241,808 219,272

Total liabilities and shareholders’ equity $ 2,230,178 $ 2,128,759

Net interest income (FTE) (5)

$ 54,733 $ 46,322

Net yield on interest earning assets (FTE) (5)

3.53 % 3.12 %

(1) Includes loans held-for-sale and nonaccrual loans

(2) Average balances for available-for-sale (AFS) securities are based on amortized cost

(3) Includes FTE adjustments of $394,000 and $506,000, respectively

(4) Includes average interest bearing deposits with other banks, net of Federal Reserve daily cash letter

(5) Non-GAAP financial measure; refer to the Reconciliation of Non-GAAP Financial Measures (Unaudited) in table F

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)

Three Months Ended Nine Months Ended

(dollars in thousands, except per share amounts) September 30,

2026 June 30,

2026 March 31,

2026 December 31,

2025 September 30,

2026 September 30,

2025

Loans $ 1,535,808 $ 1,589,672 $ 1,558,941 $ 1,536,364 $ 1,431,905 $ 1,535,808 $ 1,431,905

Advances to mortgage brokers 37,636 75,159 72,083 76,676 5,056 37,636 5,056

Adjusted loans $ 1,498,172 $ 1,514,513 $ 1,486,858 $ 1,459,688 $ 1,426,849 $ 1,498,172 $ 1,426,849

Total shareholders’ equity $ 245,585 $ 248,704 $ 233,961 $ 231,396 $ 227,420 $ 245,585 $ 227,420

Goodwill and other intangible assets 48,282 48,282 48,282 48,282 48,282 48,282 48,282

Tangible equity (A) 197,303 200,422 185,679 183,114 179,138 197,303 179,138

Common shares outstanding (1)

(B) 7,653,498 7,628,809 7,333,319 7,322,207 7,350,567 7,653,498 7,350,567

Tangible book value per share (A/B) $ 25.78 $ 26.27 $ 25.32 $ 25.01 $ 24.37 $ 25.78 $ 24.37

Noninterest expenses $ 15,648 $ 15,386 $ 14,662 $ 13,921 $ 13,985 $ 45,696 $ 41,029

Amortization of acquisition intangibles — — — — — — 1

Adjusted noninterest expense (C) $ 15,648 $ 15,386 $ 14,662 $ 13,921 $ 13,985 $ 45,696 $ 41,028

Net interest income $ 19,373 $ 18,084 $ 16,882 $ 16,728 $ 16,162 $ 54,339 $ 45,816

Tax equivalent adjustment for net interest margin 126 130 138 138 144 394 506

Net interest income (FTE) 19,499 18,214 17,020 16,866 16,306 54,733 46,322

Noninterest income 4,566 4,375 4,361 4,444 4,308 13,302 11,522

Tax equivalent adjustment for bank-owned life insurance policies 101 91 94 102 98 286 239

Adjusted revenue (FTE) 24,166 22,680 21,475 21,412 20,712 68,321 58,083

Net gains (losses) on foreclosed assets (3) — 70 3 31 67 (21)

Adjusted revenue (D) $ 24,169 $ 22,680 $ 21,405 $ 21,409 $ 20,681 $ 68,254 $ 58,104

Efficiency ratio (C/D) 64.74% 67.84% 68.50% 65.02% 67.62% 66.95 % 70.61 %

(1) Whole shares

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Oct. 29, 2026

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