10q10k10q10k.net

What changed in RIVERVIEW BANCORP INC's 10-K — 2024 vs 2025

vs

Paragraph-level year-over-year comparison of RIVERVIEW BANCORP INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+408 added−411 removedSource: 10-K (2025-06-12) vs 10-K (2024-06-14)

Top changes in RIVERVIEW BANCORP INC's 2025 10-K

408 paragraphs added · 411 removed · 316 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

137 edited+29 added−35 removed151 unchanged
Biggest changeThe following table sets forth the breakdown of the ACL by loan category as of the dates indicated (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At March 31, ​ ​ 2024 ​ 2023 ​ ​ ​ ​ ​ Loan Category ​ ​ Allowance ​ ​ ​ ​ ​ Loan Category ​ ​ Allowance ​ ​ ​ ​ ​ ​ as a Percent ​ ​ as a Percent ​ ​ ​ ​ ​ as a Percent ​ ​ as a Percent ​ ​ ​ ​ ​ ​ of Total ​ ​ of Loan ​ ​ ​ ​ ​ of Total ​ ​ of Loan ​ ​ Amount Loans ​ Category ​ ​ Amount Loans ​ Category ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and construction: ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 5,280 22.40 % ​ 2.30 % ​ $ 3,123 23.08 % ​ 1.34 % Commercial real estate ​ ​ 7,391 ​ 56.98 ​ ​ 1.27 ​ ​ ​ 8,894 ​ 55.95 ​ ​ 1.58 ​ Land ​ ​ 106 ​ 0.56 ​ ​ 1.86 ​ ​ ​ 93 ​ 0.64 ​ ​ 1.44 ​ Multi-family ​ ​ 367 ​ 6.91 ​ ​ 0.52 ​ ​ ​ 798 ​ 5.54 ​ ​ 1.43 ​ Real estate construction ​ 636 3.57 ​ ​ 1.74 ​ ​ 764 4.73 ​ ​ 1.60 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate one-to-four family ​ 1,557 9.41 ​ ​ 1.62 ​ ​ 1,087 9.88 ​ ​ 1.09 ​ Other installment ​ 27 0.17 ​ ​ 1.55 ​ ​ 40 0.18 ​ ​ 2.24 ​ Unallocated ​ — — ​ ​ — ​ ​ 510 — ​ ​ — ​ Total allowance for credit losses - loans ​ $ 15,364 100.00 % ​ 1.50 % ​ $ 15,309 100.00 % ​ 1.52 % ​ 14 Table of Contents The following table shows certain credit ratios at and for the periods indicated and each component of the ratio’s calculations. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At or For the Year Ended March 31, ​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ACL/ALLL as a percentage of total loans outstanding at period end ​ ​ 1.50 % ​ 1.52 % ​ 1.47 % ACL/ALLL ​ $ 15,364 ​ $ 15,309 ​ $ 14,523 ​ Total loans outstanding ​ ​ 1,024,013 ​ ​ 1,008,856 ​ ​ 990,408 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-accrual loans as a percentage of total loans outstanding at period end ​ ​ 0.02 % ​ 0.03 % ​ 0.03 % Total non-accrual loans ​ $ 173 ​ $ 283 ​ $ 291 ​ Total loans outstanding ​ ​ 1,024,013 ​ ​ 1,008,856 ​ ​ 990,408 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ACL/ALLL as a percentage of non-accrual loans at period end ​ ​ 8,880.92 % ​ 5,409.54 % ​ 4,990.72 % ACL/ALLL ​ $ 15,364 ​ $ 15,309 ​ $ 14,523 ​ Total non-accrual loans ​ ​ 173 ​ ​ 283 ​ ​ 291 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net charge-offs/(recoveries) during period to average loans outstanding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business: ​ ​ — % ​ — % ​ 0.03 % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ 69 ​ Average loans receivable, net ​ ​ 239,433 ​ ​ 233,884 ​ ​ 225,677 ​ Commercial real estate: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 563,023 ​ ​ 568,999 ​ ​ 559,275 ​ Land: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 6,692 ​ ​ 8,486 ​ ​ 13,498 ​ Multi-family: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 60,412 ​ ​ 57,548 ​ ​ 48,651 ​ Real estate construction: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 43,864 ​ ​ 38,214 ​ ​ 16,828 ​ Consumer: ​ ​ (0.01) % ​ (0.04) % ​ (0.06) % Net charge-offs/(recoveries) ​ $ (13) ​ $ (36) ​ $ (39) ​ Average loans receivable, net ​ ​ 97,996 ​ ​ 99,914 ​ ​ 70,813 ​ Total loans: ​ ​ — % ​ — % ​ — % Total net recoveries/(recoveries) ​ $ (13) ​ $ (36) ​ $ 30 ​ Total average loans receivable, net ​ ​ 1,011,420 ​ ​ 1,007,045 ​ ​ 934,742 ​ ​ Investment Activities The Board sets the investment policy of the Company.
Biggest changeIn addition, because future events affecting borrowers and collateral cannot be predicted with certainty, there can be no assurance that the existing ACL will be adequate or that substantial increases will not be necessary should the quality of any loans deteriorate or should collateral values decline as a result of the factors discussed elsewhere in this document. 15 Table of Contents The following table sets forth the breakdown of the ACL by loan category as of the dates indicated (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At March 31, ​ ​ 2025 ​ 2024 ​ ​ ​ ​ ​ Loan Category ​ ​ Allowance ​ ​ ​ ​ ​ Loan Category ​ ​ Allowance ​ ​ ​ ​ ​ ​ as a Percent ​ ​ as a Percent ​ ​ ​ ​ ​ as a Percent ​ ​ as a Percent ​ ​ ​ ​ ​ ​ of Total ​ ​ of Loan ​ ​ ​ ​ ​ of Total ​ ​ of Loan ​ ​ Amount Loans ​ Category ​ ​ Amount Loans ​ Category ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial and construction: ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 5,033 21.92 % ​ 2.16 % ​ $ 5,280 22.40 % ​ 2.30 % Commercial real estate ​ ​ 7,492 ​ 55.74 ​ ​ 1.27 ​ ​ ​ 7,391 ​ 56.98 ​ ​ 1.27 ​ Land ​ ​ 83 ​ 0.43 ​ ​ 1.80 ​ ​ ​ 106 ​ 0.56 ​ ​ 1.86 ​ Multi-family ​ ​ 444 ​ 8.61 ​ ​ 0.49 ​ ​ ​ 367 ​ 6.91 ​ ​ 0.52 ​ Real estate construction ​ 480 2.75 ​ ​ 1.64 ​ ​ 636 3.57 ​ ​ 1.74 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate one-to-four family ​ 1,531 9.19 ​ ​ 1.57 ​ ​ 1,557 9.41 ​ ​ 1.62 ​ Other installment ​ 311 1.36 ​ ​ 2.16 ​ ​ 27 0.17 ​ ​ 1.55 ​ Total ACL - loans ​ $ 15,374 100.00 % ​ 1.45 % ​ $ 15,364 100.00 % ​ 1.50 % ​ 16 Table of Contents The following table shows certain credit ratios at and for the periods indicated and each component of the ratio’s calculations. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At or For the Year Ended March 31, ​ 2025 2024 2023 (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ACL/ALLL as a percentage of total loans outstanding at period end ​ ​ 1.45 % ​ 1.50 % ​ 1.52 % ACL/ALLL ​ $ 15,374 ​ $ 15,364 ​ $ 15,309 ​ Total loans outstanding ​ ​ 1,062,460 ​ ​ 1,024,013 ​ ​ 1,008,856 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-accrual loans as a percentage of total loans outstanding at period end ​ ​ 0.01 % ​ 0.02 % ​ 0.03 % Total non-accrual loans ​ $ 155 ​ $ 173 ​ $ 283 ​ Total loans outstanding ​ ​ 1,062,460 ​ ​ 1,024,013 ​ ​ 1,008,856 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ACL/ALLL as a percentage of non-accrual loans at period end ​ ​ 9,918.71 % ​ 8,880.92 % ​ 5,409.54 % ACL/ALLL ​ $ 15,374 ​ $ 15,364 ​ $ 15,309 ​ Total non-accrual loans ​ ​ 155 ​ ​ 173 ​ ​ 283 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net charge-offs/(recoveries) during period to average loans outstanding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business: ​ ​ — % ​ — % ​ - % Net charge-offs/(recoveries) ​ $ (1) ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 236,981 ​ ​ 239,433 ​ ​ 233,884 ​ Commercial real estate: ​ ​ 0.01 % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ 80 ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 574,876 ​ ​ 563,023 ​ ​ 568,999 ​ Land: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 5,539 ​ ​ 6,692 ​ ​ 8,486 ​ Multi-family: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 79,053 ​ ​ 60,412 ​ ​ 57,548 ​ Real estate construction: ​ ​ — % ​ — % ​ — % Net charge-offs/(recoveries) ​ $ — ​ $ — ​ $ — ​ Average loans receivable, net ​ ​ 41,036 ​ ​ 43,864 ​ ​ 38,214 ​ Consumer: ​ ​ 0.01 % ​ (0.01) % ​ (0.04) % Net charge-offs/(recoveries) ​ $ 11 ​ $ (13) ​ $ (36) ​ Average loans receivable, net ​ ​ 106,885 ​ ​ 97,996 ​ ​ 99,914 ​ Total loans: ​ ​ 0.01 % ​ — % ​ — % Total net charge-offs/(recoveries) ​ $ 90 ​ $ (13) ​ $ (36) ​ Total average loans receivable, net ​ ​ 1,044,370 ​ ​ 1,011,420 ​ ​ 1,007,045 ​ ​ (1) The allowance for loan losses (“ALLL”) for fiscal year 2023 was calculated using the previous incurred loss methodology, which is not directly comparable to the CECL methodology which was used to calculate the ACL for fiscal years 2025 and 2024. ​ Investment Activities The Board sets the investment policy of the Company.
Sowers joined the Trust Company in 2022, after having spent twenty-two years working in trusts and investments. Mr. Sowers was managing director of private banking and wealth management and led the region for a large trust company in the Midwest. Mr.
Mr. Sowers joined the Trust Company in 2022, after having spent twenty-two years working in trusts and investments. Mr. Sowers was managing director of private banking and wealth management and led the region for a large trust company in the Midwest. Mr.
The Bank’s deposits are insured up to $250,000 per separately insured deposit ownership right or category by the Deposit Insurance Fund (“DIF”) of the FDIC. As insurer, the FDIC imposes deposit insurance premiums and is authorized to conduct examinations of, and to require reporting by, FDIC-insured institutions.
The Bank’s deposits are insured up to $250,000 per separately insured deposit ownership right or category by the Deposit Insurance Fund (“DIF”) of the FDIC. As the insurer, the FDIC imposes deposit insurance premiums and is authorized to conduct examinations of, and to require reporting by, FDIC-insured institutions.
Yields on tax-exempt investments are not calculated on a fully tax equivalent basis. 16 Table of Contents Management reviews investment securities quarterly to determine if an ACL is required, taking into consideration current market conditions, the extent and nature of changes in estimated fair value, issuer rating changes and trends, financial condition of the underlying issuers, current analysts’ evaluations, the Company’s ability and intent to hold investments until a recovery of estimated fair value, which may be maturity, as well as other factors.
Yields on tax-exempt investments are not calculated on a fully tax equivalent basis. 18 Table of Contents Management reviews investment securities quarterly to determine if an ACL is required, taking into consideration current market conditions, the extent and nature of changes in estimated fair value, issuer rating changes and trends, financial condition of the underlying issuers, current analysts’ evaluations, the Company’s ability and intent to hold investments until a recovery of estimated fair value, which may be maturity, as well as other factors.
As a progressive, community-oriented financial services company, the Company emphasizes local, personal service to residents of its primary market area. The Company considers Clark, Klickitat and Skamania counties of Washington, and Multnomah, Washington and Marion counties of Oregon as its primary market area.
As a progressive, community-oriented financial services company, the Company emphasizes local, personal service to residents and business of its primary market area. The Company considers Clark, Klickitat and Skamania counties of Washington, and Multnomah, Washington and Marion counties of Oregon as its primary market area.
The following table sets forth certain information at March 31, 2024 regarding the dollar amount of loans maturing in the loan portfolio based on their contractual terms to maturity, but does not include potential prepayments. Demand loans, loans having no stated schedule of repayments or stated maturity and overdrafts are reported as due in one year or less.
The following table sets forth certain information at March 31, 2025 regarding the dollar amount of loans maturing in the loan portfolio based on their contractual terms to maturity, but does not include potential prepayments. Demand loans, loans having no stated schedule of repayments or stated maturity and overdrafts are reported as due in one year or less.
Service providers are required under the rule to notify affected banking organization customers as soon as possible when the provider determines that it has experienced a computer-security incident that has materially affected or is reasonably likely to materially affect the banking organization’s customers for four or more hours. Compliance with the new rule was required by May 1, 2022.
Service providers are required under the rule to notify affected banking organization clients as soon as possible when the provider determines that it has experienced a computer-security incident that has materially affected or is reasonably likely to materially affect the banking organization’s clients for four or more hours. Compliance with the new rule was required by May 1, 2022.
Many businesses are located in the Vancouver area because of the favorable tax structure and lower energy costs in Washington as compared to Oregon. Companies located in the Vancouver area include: Sharp Microelectronics, Hewlett Packard, Georgia Pacific, Underwriters Laboratory, WaferTech, Barrett Business Services, PeaceHealth and Banfield Pet Hospitals, as well as several support industries.
Many businesses are located in the Vancouver area because of the favorable tax structure and lower energy costs in Washington as compared to Oregon. Companies located in the Vancouver area include: Sharp Microelectronics, Hewlett Packard, Georgia Pacific, Underwriters Laboratory, TSMC Washington (formerly WaferTech), Barrett Business Services, PeaceHealth and Banfield Pet Hospitals, as well as several support industries.
The Company’s lending activities are subject to the written, non-discriminatory, underwriting standards and loan origination procedures established by the Bank’s Board of Directors (“Board”) and management. The customary sources of loan originations are realtors, walk-in customers, referrals and existing customers. The Bank also uses commissioned loan brokers and print advertising to market its products and services.
The Company’s lending activities are subject to the written, non-discriminatory, underwriting standards and loan origination procedures established by the Bank’s Board of Directors (“Board”) and management. The customary sources of loan originations are realtors, walk-in clients, referrals and existing clients. The Bank also uses commissioned loan brokers and print advertising to market its products and services.
As of March 31, 2024, the Bank met the requirements to be “well capitalized” and met the fully phased-in capital conservation buffer requirement. For a complete description of the Bank’s required and actual capital levels on March 31, 2024, see Note 12 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K.
As of March 31, 2025, the Bank met the requirements to be “well capitalized” and met the fully phased-in capital conservation buffer requirement. For a complete description of the Bank’s required and actual capital levels on March 31, 2025, see Note 12 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K.
The Company attracts deposits from within its primary market area by offering a broad selection of deposit instruments, including demand deposits, negotiable order of withdrawal (“NOW”) accounts, money market accounts, savings accounts, certificates of deposit and retirement savings plans. The Company has focused on building customer relationship deposits which include both business and consumer depositors.
The Company attracts deposits from within its primary market area by offering a broad selection of deposit instruments, including demand deposits, negotiable order of withdrawal (“NOW”) accounts, money market accounts, savings accounts, certificates of deposit and retirement savings plans. The Company has focused on building client relationship deposits which include both business and consumer depositors.
At March 31, 2024 and 2023, the Company had no speculative construction loans on non-accrual status. Presold construction loans are made to homebuilders who, at the time of construction, have a signed contract with a home buyer who has a commitment for permanent financing for the finished home from the Company or another lender.
At March 31, 2025 and 2024, the Company had no speculative construction loans on non-accrual status. Presold construction loans are made to homebuilders who, at the time of construction, have a signed contract with a home buyer who has a commitment for permanent financing for the finished home from the Company or another lender.
Finally, the law provides additional flexibility for Washington state-chartered commercial and savings banks with respect to interest rates on 24 Table of Contents loans and other extensions of credit. Specifically, they may charge the maximum interest rate allowable for loans and other extensions of credit by federally-chartered financial institutions to Washington residents. Transactions with Affiliates.
Finally, the law provides additional flexibility for Washington state-chartered commercial and savings banks with respect to interest rates on loans and other extensions of credit. Specifically, they may charge the maximum interest rate allowable for loans and other extensions of credit by federally-chartered financial institutions to Washington residents. ​ 26 Table of Contents Transactions with Affiliates.
The common securities issued by the grantor trusts are held by the Company, and the Company’s investment in the common securities of $836,000 at both March 31, 2024 and 2023 is included in prepaid expenses and other assets in the Consolidated Balance Sheets included in the Consolidated Financial Statements contained in Item 8 of this Form 10-K.
The common securities issued by the grantor trusts are held by the Company, and the Company’s investment in the common securities of $836,000 at both March 31, 2025 and 2024 is included in prepaid expenses and other assets in the Consolidated Balance Sheets included in the Consolidated Financial Statements contained in Item 8 of this Form 10-K.
At March 31, 2024, all of the land loans were secured by properties located in Washington and Oregon. At March 31, 2024 and 2023, the Company had no land loans on non-accrual status. Real Estate Construction. The Company originates three types of residential construction loans: (i) speculative construction loans, (ii) custom/presold construction loans and (iii) construction/permanent loans.
At March 31, 2025, all of the land loans were secured by properties located in Washington and Oregon. At March 31, 2025 and 2024, the Company had no land loans on non-accrual status. Real Estate Construction. The Company originates three types of residential construction loans: (i) speculative construction loans, (ii) custom/presold construction loans and (iii) construction/permanent loans.
At the completion of construction, the Company may either originate a fixed-rate mortgage loan or an adjustable rate mortgage (“ARM”) loan or use its mortgage brokerage capabilities to obtain permanent financing for the customer with another lender. For adjustable rate loans, the interest rates adjust on their first adjustment date.
At the completion of construction, the Company may either originate a fixed-rate mortgage loan or an adjustable rate mortgage (“ARM”) loan or use its mortgage brokerage capabilities to obtain permanent financing for the client with another lender. For adjustable rate loans, the interest rates adjust on their first adjustment date.
Deposit account terms vary according to, among other factors, the minimum balance required, the time periods the funds must remain on deposit and the interest rate. In determining the terms of its deposit accounts, the Company considers the rates offered by its competition, profitability to the Company, matching deposit and loan products and customer preferences and concerns.
Deposit account terms vary according to, among other factors, the minimum balance required, the time periods the funds must remain on deposit and the interest rate. In determining the terms of its deposit accounts, the Company considers the rates offered by its competition, profitability to the Company, matching deposit and loan products and client preferences and concerns.
The Company no longer originates real estate one-to-four family loans. The Company also originates a variety of installment loans, including loans for debt consolidation and other purposes, automobile loans, boat loans and savings account loans. At March 31, 2024 and 2023, the Company had no installment loans on non-accrual status.
The Company no longer originates real estate one-to-four family loans. The Company also originates a variety of installment loans, including loans for debt consolidation and other purposes, automobile loans, boat loans and savings account loans. At March 31, 2025 and 2024, the Company had no installment loans on non-accrual status.
The policy also dictates the criteria for classifying investment securities into one of three categories: held to maturity, available for sale or trading. At March 31, 2024, no investment securities were held for trading purposes. At March 31, 2024, the Company’s investment portfolio consisted of solely debt securities and no equity securities. See Item 7.
The policy also dictates the criteria for classifying investment securities into one of three categories: held to maturity, available for sale or trading. At March 31, 2025, no investment securities were held for trading purposes. At March 31, 2025, the Company’s investment portfolio consisted of solely debt securities and no equity securities. See Item 7.
In pursuit of these goals, the Company will seek to increase the loan portfolio consistent with its strategic plan and asset/liability and regulatory capital objectives, which includes maintaining a significant amount of commercial business and commercial real estate loans in its loan portfolio which typically carry adjustable rates, higher yields and shorter terms, as well as higher credit risk, compared to traditional fixed-rate consumer real estate one-to-four family loans.
In pursuit of these goals, the Company will seek to increase the loan portfolio consistent with its strategic plan and asset/liability and regulatory capital objectives, which includes growing or maintaining a significant amount of business banking, commercial business and commercial real estate loans in its loan portfolio which typically carry adjustable rates, higher yields and shorter terms, as well as higher credit risk, compared to traditional fixed-rate consumer real estate one-to-four family loans.
Management considers the ACL to be adequate at March 31, 2024 to cover expected credit losses inherent in the loan portfolio based on the assessment of various factors affecting the loan portfolio, and the Company believes it has established its existing ACL in accordance with GAAP.
Management considers the ACL to be adequate at March 31, 2025 to cover expected credit losses inherent in the loan portfolio based on the assessment of various factors affecting the loan portfolio, and the Company believes it has established its existing ACL in accordance with GAAP.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates.” 15 Table of Contents The Company primarily purchases agency securities and a combination of MBS backed by government agencies (FHLMC, Fannie Mae (“FNMA”), SBA or Ginnie Mae (“GNMA”)).
“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates.” 17 Table of Contents The Company primarily purchases agency securities and a combination of MBS backed by government agencies (FHLMC, Fannie Mae (“FNMA”), SBA or Ginnie Mae (“GNMA”)).
Sowers holds an MBA in Finance, Accounting and Investment Banking from Washington University and an undergraduate degree from the University of Missouri. ​ 21 Table of Contents REGULATION General. On April 28, 2021, the Bank converted from a federally chartered savings bank to a Washington state-chartered commercial bank.
Sowers holds an MBA in Finance, Accounting and Investment Banking from Washington University and an undergraduate degree from the University of Missouri. ​ 23 Table of Contents REGULATION General. On April 28, 2021, the Bank converted from a federally chartered savings bank to a Washington state-chartered commercial bank.
Riverview’s common stock is registered with the SEC under Section 12(b) of the Securities Exchange Act of 1934, as amended (“Exchange Act”). The Company is subject to information, proxy solicitation, insider trading restrictions and other requirements under the Exchange Act. ​ 29 Table of Contents
Riverview’s common stock is registered with the SEC under Section 12(b) of the Securities Exchange Act of 1934, as amended (“Exchange Act”). The Company is subject to information, proxy solicitation, insider trading restrictions and other requirements under the Exchange Act. ​ 30 Table of Contents
The Bank is a member of the FHLB, which is one of 11 regional Federal Home Loan Banks that administer the home financing credit function of savings institutions, each of which serves as a reserve or central bank for its members within its assigned region.
The Bank is a member of the FHLB Des Moines, which is one of 11 regional Federal Home Loan Banks that administer the home financing credit function of savings institutions, each of which serves as a reserve or central bank for its members within its assigned region.
State law and regulations govern the Bank’s ability to take deposits and pay interest, to make loans on or invest in residential and other real estate, to make consumer loans, to invest in securities, to offer various banking services to its customers and to establish branch offices.
State law and regulations govern the Bank’s ability to take deposits and pay interest, to make loans on or invest in residential and other real estate, to make consumer loans, to invest in securities, to offer various banking services to its clients and to establish branch offices.
We believe we are well positioned to attract new customers and to increase our market share through our 17 branch locations, including, among others, 10 in Clark County, three in the Portland metropolitan area and three lending centers. ​ 4 Table of Contents Market Area The Company conducts operations from its home office in Vancouver, Washington and 17 branch offices located in Camas, Washougal, Stevenson, White Salmon, Battle Ground, Goldendale, Ridgefield and Vancouver, Washington (six branch offices), and Portland, Gresham, Tualatin and Aumsville, Oregon.
We believe we are well positioned to attract new clients and to increase our market share through our 17 branch locations, including, among others, 10 in Clark County, three in the Portland metropolitan area and three lending centers. ​ 5 Table of Contents Market Area The Company conducts operations from its home office in Vancouver, Washington and 17 branch offices located in Camas, Washougal, Stevenson, White Salmon, Battle Ground, Goldendale, Ridgefield and Vancouver, Washington (six branch offices), and Portland, Gresham, Tualatin and Aumsville, Oregon.
FHLMC and FNMA securities are not backed by the full faith and credit of the U.S. government, while SBA and GNMA securities are backed by the full faith and credit of the U.S. government. At March 31, 2024, the Company owned no privately issued MBS.
FHLMC and FNMA securities are not backed by the full faith and credit of the U.S. government, while SBA and GNMA securities are backed by the full faith and credit of the U.S. government. At March 31, 2025, the Company owned no privately issued MBS.
There was no ACL and OTTI recorded for investment securities for the years ended March 31, 2024 and 2023, respectively. See Note 3 of the Notes to Consolidated Financial Statements in Item 8 of this Form 10-K for additional information regarding investment securities. Deposit Activities and Other Sources of Funds General.
There was no ACL recorded for investment securities for the years ended March 31, 2025 and 2024, respectively. See Note 3 of the Notes to Consolidated Financial Statements in Item 8 of this Form 10-K for additional information regarding investment securities. Deposit Activities and Other Sources of Funds General.
Under the BHCA, Riverview is supervised by the Federal Reserve. The Federal Reserve has a policy that a bank holding company is required to serve as a source of financial and managerial strength to its subsidiary bank 27 Table of Contents and may not conduct its operations in an unsafe or unsound manner.
Under the BHCA, Riverview is supervised by the Federal Reserve. The Federal Reserve has a policy that a bank holding company is required to serve as a source of financial and managerial strength to its subsidiary bank and may not conduct its operations in an unsafe or unsound manner.
Furthermore, the application of various federal and state laws, including bankruptcy and insolvency laws, may limit our ability to recover on such loans. 9 Table of Contents Loan Maturity.
Furthermore, the application of various federal and state laws, including bankruptcy and insolvency laws, may limit our ability to recover on such loans. 10 Table of Contents Loan Maturity.
Under the BHCA, the Federal Reserve may approve the ownership of shares by a bank holding company in any company, the activities of which the Federal Reserve has determined to be so closely related to the business of banking or managing or controlling banks as to be a proper incident thereto.
Under the BHCA, the Federal Reserve may approve the ownership of shares by a bank holding company in any company, the activities of which the Federal Reserve has determined to be so closely related to the business of banking or managing or controlling banks as to be a proper 29 Table of Contents incident thereto.
The average tenure of our employees is 7.4 years. The ethnicity of our workforce was 80.9% White, 5.8% Asian, 5.8% Hispanic or Latinx, 2.5% African American or Black, 2.1% two or more races, 1.7% American Indian or Alaskan Native, and 1.2% Native Hawaiian or Pacific Islander.
The average tenure of our employees is 6.8 years. The ethnicity of our workforce was 80% White, 5% Asian, 9% Hispanic or Latinx, 2% African American or Black, 2% two or more races, 1% American Indian or Alaskan Native, and 1% Native Hawaiian or Pacific Islander.
For the years ended March 31, 2024 and 2023, there were no charge-offs or recoveries in the residential construction and land acquisition and development loan portfolios.
For the years ended March 31, 2025 and 2024, there were no charge-offs or recoveries in the residential construction and land acquisition and development loan portfolios.
The Company’s obligations under the Debentures and related documents, taken together, constitute a full and unconditional guarantee by the Company of the obligations of the trusts. The trust preferred securities are mandatorily 18 Table of Contents redeemable upon maturity of the Debentures or upon earlier redemption as provided in the indentures.
The Company’s obligations under the Debentures and related documents, taken together, constitute a full and unconditional guarantee by the Company of the obligations of the trusts. The trust preferred securities are mandatorily redeemable upon maturity of the Debentures or upon earlier redemption as provided in the indentures.
The interest rate environment has a strong influence on the loan volume and amount of fees generated from the mortgage broker activity. In general, during periods of rising interest rates, the volume of loans and the amount 10 Table of Contents of loan fees generally decrease as a result of decreased mortgage loan demand.
The interest rate environment has a strong influence on the loan volume and amount of fees generated from the mortgage broker activity. In general, during periods of rising interest rates, the volume of loans and the amount of loan fees generally decrease as a result of decreased mortgage loan demand.
Notification is required for incidents that have materially affected or are reasonably likely to materially affect the viability of a banking organization’s operations, its ability to deliver banking products and services, or the stability of the financial sector.
Notification is required for incidents that have materially affected or are reasonably likely to materially affect the viability of a banking organization’s operations, its ability to deliver banking products and services, or the stability of the financial 28 Table of Contents sector.
The Company did not have any wholesale-brokered deposits at March 31, 2024 and 2023. The Company continues to focus on core deposits and growth generated by customer relationships as opposed to obtaining deposits through the wholesale markets, although the Company continued to experience competition for customer deposits within its market area during fiscal year 2024.
The Company did not have any wholesale-brokered deposits at March 31, 2025 and 2024. The Company continues to focus on core deposits and growth generated by client relationships as opposed to obtaining deposits through the wholesale markets, although the Company continued to experience competition for client deposits within its market area during fiscal year 2025.
Savings Bonds; real estate and personal property appraising; providing tax planning and preparation services; and, subject to certain limitations, providing securities brokerage services for customers.
Savings Bonds; real estate and personal property appraising; providing tax planning and preparation services; and, subject to certain limitations, providing securities brokerage services for clients.
Construction/permanent loans are originated to the homeowner rather than the homebuilder along with a commitment by the Company to originate a permanent loan to the homeowner to repay the construction loan at the completion of construction. The 8 Table of Contents construction phase of a construction/permanent loan generally lasts six to nine months.
Construction/permanent loans are originated to the homeowner rather than the homebuilder along with a commitment by the Company to originate a permanent loan to the homeowner to repay the construction loan at the completion of construction. The construction phase of a construction/permanent loan generally lasts six to nine months.
Conversely, during periods of falling interest rates, the volume of loans and the amount of loan fees generally increase as a result of the increased mortgage loan demand. Mortgage Loan Servicing. The Company is a qualified servicer for the FHLMC.
Conversely, during periods of 11 Table of Contents falling interest rates, the volume of loans and the amount of loan fees generally increase as a result of the increased mortgage loan demand. Mortgage Loan Servicing. The Company is a qualified servicer for the FHLMC.
During such deferral period, distributions on the corresponding trust preferred securities will also be deferred and the Company may not pay cash dividends to the holders of shares of the Company’s common stock.
During such deferral period, distributions on the corresponding trust preferred securities will 20 Table of Contents also be deferred and the Company may not pay cash dividends to the holders of shares of the Company’s common stock.
The Bank has not elected to use the CBLR framework as of March 31, 2024. 22 Table of Contents Certain changes in what constitutes regulatory capital, including the phasing out of certain instruments as qualifying capital, are subject to transition periods, most of which have expired. The Bank does not have any such instruments.
The Bank has not elected to use the CBLR framework as of March 31, 2025. 24 Table of Contents Certain changes in what constitutes regulatory capital, including the phasing out of certain instruments as qualifying capital, are subject to transition periods, most of which have expired. The Bank does not have any such instruments.
Federal Reserve System. The Federal Reserve requires all depository institutions to maintain reserves at specified levels against their transaction accounts, primarily checking accounts. At March 31, 2024, the Bank was not required to maintain any reserve balances.
The Federal Reserve requires all depository institutions to maintain reserves at specified levels against their transaction accounts, primarily checking accounts. At March 31, 2025, the Bank was not required to maintain any reserve balances.
Although the Company did not originate any internet based deposits during the fiscal year ended March 31, 2024, the Company may do so in the future consistent with its asset/liability objectives. ​ Deposit growth remains a key strategic focus for the Company and our ability to achieve deposit growth, particularly in core deposits, is subject to many risk factors including the effects of competitive pricing pressures, changing customer deposit behavior, and increasing or decreasing interest rate environments.
Although the Company did not originate any internet based deposits during the fiscal year ended March 31, 2025, the Company may do so in the future consistent with its asset/liability objectives. 19 Table of Contents Deposit growth remains a key strategic focus for the Company and our ability to achieve deposit growth, particularly in core deposits, is subject to many risk factors including the effects of competitive pricing pressures, changing client deposit behavior, and increasing or decreasing interest rate environments.
The Federal Reserve may 28 Table of Contents disapprove such a purchase or redemption if it determines that the proposal would constitute an unsafe or unsound practice or would violate any law, regulation, Federal Reserve order or any condition imposed by, or written agreement with, the Federal Reserve. Federal Securities Laws.
The Federal Reserve may disapprove such a purchase or redemption if it determines that the proposal would constitute an unsafe or unsound practice or would violate any law, regulation, Federal Reserve order or any condition imposed by, or written agreement with, the Federal Reserve. Federal Securities Laws.
Our strategic plan also stresses increased emphasis on non-interest income, including increased fees for asset management through the Trust Company and deposit service charges. The strategic plan is designed to enhance earnings, reduce interest rate risk and provide a more complete range of financial services to customers and the local communities the Company serves.
Our strategic plan also highlights increased emphasis on non-interest income, including improved fees for asset management through the Trust Company and deposit service charges. The strategic plan is designed to enhance earnings, reduce interest rate risk and provide a more complete range of financial services to clients and the local communities the Company serves.
Terms typically range from 15 to 30 years. At March 31, 2024, the Company had one residential real estate loan totaling $36,000 on non-accrual status compared to three residential real estate loans totaling $86,000 at March 31, 2023. All of these loans were secured by properties located in Oregon and Washington.
Terms typically range from 15 to 30 years. At March 31, 2025, the Company had one residential real estate loan of $30,000 on non-accrual status compared to one residential real estate loan of $36,000 at March 31, 2024. All of these loans were secured by properties located in Oregon and Washington.
Under this listing service, the Company may post certificates of deposit rates on an internet site where institutional investors have the ability to deposit funds with the Company. At March 31, 2024 and 2023, the Company did not have any deposits through this listing service as the Company chose not to utilize these 17 Table of Contents internet-based deposits.
Under this listing service, the Company may post certificates of deposit rates on an internet site where institutional investors have the ability to deposit funds with the Company. At March 31, 2025 and 2024, the Company did not have any deposits through this listing service as the Company chose not to utilize these internet-based deposits.
Adverse developments with respect to any of these risk factors could limit the Company’s ability to attract and retain deposits and could have a material negative impact on the Company’s future financial condition, results of operations and cash flows. As of March 31, 2024 and 2023, approximately $297.2 million and $225.7 million, respectively, of our deposit portfolio was uninsured.
Adverse developments with respect to any of these risk factors could limit the Company’s ability to attract and retain deposits and could have a material negative impact on the Company’s future financial condition, results of operations and cash flows. As of March 31, 2025 and 2024, approximately $288.0 million and $297.2 million, respectively, of our deposit portfolio was uninsured.
Employees and Human Capital As of March 31, 2024, the Company had 226 full-time equivalent employees, none of whom are represented by a collective bargaining unit. The Company believes its relationship with its employees is good.
Employees and Human Capital As of March 31, 2025, the Company had 238 full-time equivalent employees, none of whom are represented by a collective bargaining unit. The Company believes its relationship with its employees is good.
Riverview Services had net income of $12,000 for the fiscal year ended March 31, 2024 and total assets of $1.3 million at March 31, 2024. Riverview Services’ operations are included in the Consolidated Financial Statements of the Company contained in Item 8 of this Form 10-K.
Riverview Services had net income of $10,000 for the fiscal year ended March 31, 2025 and total assets of $1.4 million at March 31, 2025. Riverview Services’ operations are included in the Consolidated Financial Statements of the Company contained in Item 8 of this Form 10-K.
Benke is an active board member of the Washington State University – Vancouver MAP Program. ​ Michael Sventek is Executive Vice President and Chief Lending Officer of the Bank. Mr. Sventek has over 32 years of experience in community banking, having most recently served as Commercial Banking Market Director for Umpqua Bank.
Benke is an active board member of the Washington State University – Vancouver MAP Program. ​ Michael Sventek is Executive Vice President and Chief Lending Officer of the Bank. Mr. Sventek has over 32 years of experience in community banking, having most recently served as Commercial Banking Market Director for Umpqua Bank from April 2021 to March 2023.
At March 31, 2024 and 2023, the Company also had $13.2 million and $21.3 million, respectively, in deposits from public entities located in the States of Washington and Oregon, all of which were fully covered by FDIC insurance or secured by pledged collateral. The Company is enrolled in an internet deposit listing service.
At March 31, 2025 and 2024, the Company also had $14.4 million and $13.2 million, respectively, in deposits from public entities located in the States of Washington and Oregon, all of which were fully covered by FDIC insurance or secured by pledged collateral. The Company is enrolled in an internet deposit listing service.
At March 31, 2024, land loans totaled $5.7 million, or 0.6% of total loans, compared to $6.4 million, or 0.6% of total loans at March 31, 2023. The largest land loan had an outstanding balance at March 31, 2024 of $2.4 million and was performing according to its original payment terms.
At March 31, 2025, land loans totaled $4.6 million, or 0.4% of total loans, compared to $5.7 million, or 0.6% of total loans at March 31, 2024. The largest land loan had an outstanding balance at March 31, 2025 of $1.3 million and was performing according to its original payment terms.
At March 31, 2024, the Company’s residential construction and land acquisition and development loan portfolios were $16.2 million and $5.7 million, respectively, as compared to $18.2 million and $6.4 million, respectively, at March 31, 2023. At March 31, 2024 and 2023, there were no nonperforming loans in the residential construction loan portfolio or the land acquisition and development portfolio.
At March 31, 2025, the Company’s residential construction and land acquisition and development loan portfolios were $10.8 million and $4.6 million, respectively, as compared to $16.2 million and $5.7 million, respectively, at March 31, 2024. At March 31, 2025 and 2024, there were no nonperforming loans in the residential construction loan portfolio or the land acquisition and development portfolio.
If the FDIC determines that an institution fails to meet any of these guidelines, it may 25 Table of Contents require an institution to submit to the FDIC an acceptable plan to achieve compliance. Management of the Bank is not aware of any conditions relating to these safety and soundness standards which would require submission of a plan of compliance.
If the FDIC determines that an institution fails to meet any of these guidelines, it may require an institution to submit to the FDIC an acceptable plan to achieve compliance. Management of the Bank is not aware of any conditions relating to these safety and soundness standards which would require submission of a plan of compliance. Federal Reserve System.
Cox is Acting President/Chief Executive Officer and Chief Operating Officer of the Company. Mr. Cox joined the Bank in August 2002 and spent five years as a commercial lender and progressed through the credit administration function, most recently serving as Executive Vice President and Chief Credit Officer. Mr.
Cox joined the Bank in August 2002 and spent five years as a commercial lender and progressed through the credit administration function, most recently serving as Executive Vice President and Chief Credit Officer. Mr.
Presold construction loans are generally originated for a term of 12 months. At March 31, 2024 and 2023, presold construction loans totaled $2.0 million and $4.1 million, respectively.
Presold construction loans are generally originated for a term of 12 months. At March 31, 2025 and 2024, presold construction loans totaled $4.8 million and $2.0 million, respectively.
The following table sets forth certain information concerning the Company’s borrowings for the periods indicated (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ 2024 2023 2022 Maximum amounts of FHLB advances outstanding at any month end ​ $ 180,454 ​ $ 123,754 ​ $ — ​ Average FHLB advances outstanding ​ 146,555 ​ 21,045 ​ 3 ​ Weighted average rate on FHLB advances ​ 5.40 % 4.88 % 0.31 % Maximum amounts of FRB borrowings outstanding at any month end ​ $ — ​ $ — ​ $ — ​ Average FRB borrowings outstanding ​ 10 ​ 13 ​ 3 ​ Weighted average rate on FRB borrowings ​ 5.40 % 4.62 % 0.25 % ​ At March 31, 2024, the Company had three wholly-owned subsidiary grantor trusts totaling $27.0 million that were established for the purpose of issuing trust preferred securities and common securities.
The following table sets forth certain information concerning the Company’s borrowings for the periods indicated (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ 2025 2024 2023 Maximum amounts of FHLB advances outstanding at any month end ​ $ 144,404 ​ $ 180,454 ​ $ 123,754 ​ Average FHLB advances outstanding ​ 99,020 ​ 146,555 ​ 21,045 ​ Weighted average rate on FHLB advances ​ 5.17 % 5.40 % 4.88 % Average FRB borrowings outstanding ​ 11 ​ 10 ​ 13 ​ Weighted average rate on FRB borrowings ​ 5.50 % 5.40 % 4.62 % ​ At March 31, 2025, the Company had three wholly-owned subsidiary grantor trusts totaling $27.1 million that were established for the purpose of issuing trust preferred securities and common securities.
The Trust Company is an asset management company providing trust, estate planning and investment management services. The Trust Company had net income of $2.0 million for the fiscal year ended March 31, 2024 and total assets of $10.8 million at March 31, 2024. The Trust Company earns fees on the management of assets held in fiduciary or agency capacity.
The Trust Company is an asset management company providing trust, estate planning and investment management services. The Trust Company had net income of $2.2 million for the fiscal year ended March 31, 2025 and total assets of $12.9 million at March 31, 2025. The Trust Company earns fees on the management of assets held in fiduciary or agency capacity.
At March 31, 2024, the Bank had FHLB advances totaling $88.3 million and no FRB borrowings compared to $123.8 million in FHLB advances and no FRB borrowings at March 31, 2023. The FHLB functions as a central reserve bank providing credit for member financial institutions.
At March 31, 2025, the Bank had FHLB advances totaling $76.4 million and no FRB borrowings compared to $88.3 million in FHLB advances and no FRB borrowings at March 31, 2024. The FHLB functions as a central reserve bank providing credit for member financial institutions.
At March 31, 2024, total assets under management were $961.8 million. The Trust Company’s operations are included in the Consolidated Financial Statements of the Company contained in Item 8 of this Form 10-K. ​ 20 Table of Contents Information about our Executive Officers .
At March 31, 2025, total assets under management were $877.9 million. The Trust Company’s operations are included in the Consolidated Financial Statements of the Company contained in Item 8 of this Form 10-K. ​ 21 Table of Contents Information about our Executive Officers .
At March 31, 2024, the Bank had no outstanding borrowings from the Federal Reserve. Commercial Real Estate Lending Concentrations . The federal banking agencies have issued guidance on sound risk management practices for concentrations in commercial real estate lending.
At March 31, 2025, the Bank had no outstanding borrowings from the Federal Reserve. ​ 27 Table of Contents Commercial Real Estate Lending Concentrations . The federal banking agencies have issued guidance on sound risk management practices for concentrations in commercial real estate lending.
In addition to this industry base, the Columbia River Gorge Scenic Area and the Portland metropolitan area are sources of tourism. Lending Activities General . At March 31, 2024, the Company’s net loans receivable totaled $1.01 billion, or 66.3% of total assets at that date.
In addition to this industry base, the Columbia River Gorge Scenic Area and the Portland metropolitan area are sources of tourism. Lending Activities General . At March 31, 2025, the Company’s net loans receivable totaled $1.05 billion, or 69.2% of total assets at that date.
Item 1. Business General Riverview Bancorp, Inc., a Washington corporation, is the bank holding company of Riverview Bank. At March 31, 2024, the Company had total assets of $1.52 billion, total deposits of $1.23 billion and total shareholders’ equity of $155.6 million. The Company’s executive offices are located in Vancouver, Washington.
Item 1. Business General Riverview Bancorp, Inc., a Washington corporation, is the bank holding company of Riverview Bank. At March 31, 2025, the Company had total assets of $1.51 billion, total deposits of $1.23 billion and total shareholders’ equity of $160.0 million. The Company’s executive offices are located in Vancouver, Washington.
See Business – “Deposit Activities and Other Sources of 23 Table of Contents Funds – Borrowings.” As a member, the Bank is required to purchase and maintain stock in the FHLB. At March 31, 2024, the Bank held $4.9 million in FHLB stock, which is comprised of $953,000 of membership stock and $4.0 million of activity stock from borrowing activities.
See Business – “Deposit Activities and Other 25 Table of Contents Sources of Funds – Borrowings.” As a member, the Bank is required to purchase and maintain stock in the FHLB. At March 31, 2025, the Bank held $4.3 million in FHLB stock, which is comprised of $904,000 of membership stock and $3.4 million of activity stock from borrowing activities.
At March 31, 2024, the largest commercial construction loan had a balance of $4.7 million and was performing according to its original repayment terms. The average balance of loans in the commercial construction loan portfolio at March 31, 2024 was $1.5 million. At March 31, 2024 and 2023, the Company had no commercial construction loans on non-accrual status.
At March 31, 2025, the largest commercial construction loan had a balance of $5.8 million and was performing according to its original repayment terms. The average balance of loans in the commercial construction loan portfolio at March 31, 2025 was $2.6 million. At March 31, 2025 and 2024, the Company had no commercial construction loans on non-accrual status.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates.” ​ 13 Table of Contents The Company recorded no provision or recapture of credit losses for the fiscal year ended March 31, 2024 compared to a provision for loan losses of $750,000 for the fiscal year ended March 31, 2023.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates.” The Company recorded a provision for credit losses of $100,000 for the fiscal year ended March 31, 2025 compared to no provision or recapture of credit losses for the fiscal year ended March 31, 2024.
At March 31, 2024, the commercial business loan portfolio totaled $229.4 million, or 22.4% of total loans. Commercial business loans are typically secured by business equipment, accounts receivable, inventory or other property. The Company’s commercial business loans may be structured as term loans or as lines of credit.
At March 31, 2025, the commercial business loan portfolio totaled $232.9 million, or 21.9% of total loans. Commercial business loans are typically secured by business equipment, accounts receivable, inventory or other property. The Company’s commercial business loans may be structured as term loans or as lines of credit.
The aggregate amount of the Company’s classified loans (comprised entirely of substandard loans), general loss allowances, specific loss allowances and net recoveries were as follows at the dates indicated (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ At or For the Year ​ ​ Ended March 31, ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ Classified loans ​ $ 723 ​ $ 2,647 General loss allowances ​ 15,364 ​ 15,303 Specific loss allowances ​ — ​ 6 Net recoveries ​ (13) ​ (36) ​ All loans on non-accrual status as of March 31, 2024 were categorized as classified loans.
The aggregate amount of the Company’s classified loans (comprised entirely of substandard loans), general loss allowances, specific loss allowances and net recoveries were as follows at the dates indicated (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ At or For the Year ​ ​ Ended March 31, ​ 2025 2024 ​ ​ ​ ​ ​ ​ ​ Classified loans ​ $ 2,927 ​ $ 723 General loss allowances ​ 15,374 ​ 15,364 Net charge-offs (recoveries) ​ 90 ​ (13) ​ All loans on non-accrual status as of March 31, 2025 were categorized as classified loans.
At this date, the Bank’s largest lending relationship with one borrower was $28.7 million, which consisted of a multi-family loan of $17.2 million and a commercial real estate loan of $11.5 million, both of which were performing in accordance with their original payment terms at March 31, 2024. Loan Portfolio Analysis .
At this date, the Bank’s largest lending relationship with one borrower was $28.0 million, which consisted of a multi-family loan of $16.8 million and a commercial real estate loan of $11.1 million, both of which were performing in accordance with their original payment terms at March 31, 2025. Loan Portfolio Analysis .
Prior to the fiscal year ended March 31, 2021, the Company historically sold its fixed-rate residential one-to-four family mortgage loans that it originated with maturities of 15 years or more and balloon mortgages to the FHLMC as part of its asset/liability strategy.
Prior to the fiscal year ended March 31, 2021, the Company typically sold its fixed-rate residential one-to-four family loans with original maturities of 15 years or more, as well as balloon mortgage loans, to the FHLMC as part of its asset/liability strategy.
The following tables set forth information regarding the Company’s nonperforming assets by loan type and geographical area at the dates indicated (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Southwest ​ ​ ​ Washington Other Total March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 58 ​ $ — ​ $ 58 Commercial real estate ​ 79 ​ — ​ 79 Consumer ​ 36 ​ — ​ 36 Subtotal ​ ​ 173 ​ ​ — ​ ​ 173 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SBA and USDA Government Guaranteed ​ ​ — ​ ​ 5 ​ ​ 5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming assets ​ $ 173 ​ $ 5 ​ $ 178 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 79 ​ $ — ​ $ 79 Commercial real estate ​ 100 ​ — ​ 100 Consumer ​ 86 ​ — ​ 86 Subtotal ​ ​ 265 ​ ​ — ​ ​ 265 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SBA and USDA Government Guaranteed ​ ​ — ​ ​ 1,587 ​ ​ 1,587 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming assets ​ $ 265 ​ $ 1,587 ​ $ 1,852 ​ 12 Table of Contents At March 31, 2024 and 2023, loans delinquent 30 – 89 days were 0.17% and 0.20% of total loans, respectively..
The following tables set forth information regarding the Company’s nonperforming assets by loan type and geographical area at the dates indicated (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Southwest ​ ​ ​ Washington Other Total March 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 37 ​ $ — ​ $ 37 Commercial real estate ​ 88 ​ — ​ 88 Consumer ​ 30 ​ — ​ 30 Subtotal ​ ​ 155 ​ ​ — ​ ​ 155 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SBA and USDA Government Guaranteed ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming assets ​ $ 155 ​ $ — ​ $ 155 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial business ​ $ 58 ​ $ — ​ $ 58 Commercial real estate ​ 79 ​ — ​ 79 Consumer ​ 36 ​ — ​ 36 Subtotal ​ ​ 173 ​ ​ — ​ ​ 173 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SBA and USDA Government Guaranteed ​ ​ — ​ ​ 5 ​ ​ 5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming assets ​ $ 173 ​ $ 5 ​ $ 178 ​ 13 Table of Contents At March 31, 2025 and 2024, loans delinquent 30 – 89 days were 0.38% and 0.17% of total loans, respectively.
The regulatory limit of loans we can make to one borrower is 20% of total risk-based capital, or $35.5 million, at March 31, 2024.
The regulatory limit of loans we can make to one borrower is 20% of total risk-based capital, or $36.0 million, at March 31, 2025.
At March 31, 2024, the Company had $39.6 million, or 3.22% of total deposits, in Certificate of Deposit Account Registry Service (“CDARS”) and Insured Cash Sweep (“ICS”) deposits, which were gathered from customers within the Company’s primary market-area. CDARS and ICS deposits allow customers access to FDIC insurance on deposits exceeding the $250,000 FDIC insurance limit.
At March 31, 2025, the Company had $36.0 million, or 2.92% of total deposits, in Certificate of Deposit Account Registry Service (“CDARS”) and Insured Cash Sweep (“ICS”) deposits, which were gathered from clients within the Company’s primary market-area. CDARS and ICS deposits allow clients access to FDIC insurance on deposits exceeding the $250,000 FDIC insurance limit.
To attract and retain talent, we strive to create an inclusive, safe and healthy workplace, with opportunities for our employees to grow and develop in their careers, supported by competitive compensation and benefits programs. Our workforce is comprised of approximately 66.8% women and 33.2% men, with 58.0% of our management roles held by women and 42.0% by men.
To attract and retain talent, we strive to create an inclusive, safe and healthy workplace, with opportunities for our employees to grow and develop in their careers, supported by competitive compensation and benefits programs. Our workforce is comprised of approximately 65% women and 35% men, with 54% of our management roles held by women and 46% by men.
In addition, loans discharged in bankruptcy proceedings are charged-off. Loans under bankruptcy protection with no payments received for four consecutive months are charged-off. The outstanding balance of a secured loan that is in excess of the net realizable value is generally charged-off if no payments are received for four to five consecutive months.
The outstanding balance of a secured loan that is in excess of the net realizable value is generally charged-off if no payments are received for four to five consecutive months.
The following table sets forth certain information regarding the executive officers of the Company and its subsidiaries: ​ ​ ​ ​ ​ Name Age (1) Position Daniel D.
The following table sets forth certain information regarding the executive officers of the Company and its subsidiaries: ​ ​ ​ ​ ​ Name Age (1) Position Nicole Sherman 54 President and Chief Executive Officer Daniel D.
Non-compliance with federal or similar state privacy and cybersecurity laws and regulations could lead to substantial regulatory imposed fines and penalties, damages from private causes of action and/or reputational harm.
Non-compliance with federal or similar state privacy and cybersecurity laws and regulations could lead to substantial regulatory imposed fines and penalties, damages from private causes of action and/or reputational harm. Please see “Item 1C. Cybersecurity”. Other Consumer Protection Laws and Regulations.

… 121 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

72 edited+33 added−25 removed85 unchanged
Biggest changeSince June 2020, we opened three new branches in Clark County, Washington and may open additional branches in our market area in the future. The success of our branch expansion strategy is contingent upon numerous factors, including our ability to secure managerial resources, recruit and retain qualified personnel, and execute effective marketing strategies.
Biggest changeThe success of our branch expansion strategy is contingent upon numerous factors, including our ability to secure managerial resources, recruit and retain qualified personnel, and execute effective marketing strategies. However, the opening of new branches may not lead to an immediate or substantial increase in loan and deposit volumes as anticipated, and it will inevitably raise our operating expenses.
Moreover, a substantial portion of our commercial and multi-family real estate loans do not fully amortize and include substantial balloon payments upon maturity. These balloon payments may require the borrower to either sell or refinance the property, potentially heightening the risk of default on non-payment.
Moreover, a substantial portion of our commercial and multi-family real estate loans do not fully amortize and include substantial balloon payments upon maturity. These balloon payments may require the borrower to either sell or refinance the property, potentially heightening the risk of default or non-payment.
Any increases in the ACL will result in a decrease in net income and may have a material adverse effect on our financial condition, results of operations, liquidity and capital. Risks Related to Market and Interest Rate Changes Changes in interest rates may reduce our net interest income and may result in higher defaults in a rising rate environment.
Any increases in the ACL will reduce net income and may have a material adverse effect on our financial condition, results of operations, liquidity and capital. Risks Related to Market and Interest Rate Changes Changes in interest rates may reduce our net interest income and may result in higher defaults in a rising rate environment.
If our third-party providers encounter difficulties, including those resulting from breakdowns or other disruptions in communication services provided by a vendor, failure of a vendor to handle current or higher transaction volumes, cyber-attacks and security breaches or if we otherwise have difficulty in communicating with them, our ability to adequately process and account for transactions could be affected, and our ability to deliver products and services to our customers and otherwise conduct our business operations could be adversely impacted.
If our third-party providers encounter difficulties, including those resulting from breakdowns or other disruptions in communication services provided by a vendor, failure of a vendor to handle current or higher transaction volumes, cyber-attacks and security breaches or if we otherwise have difficulty in communicating with them, our ability to adequately process and account for transactions could be affected, and our ability to deliver products and services to our clients and otherwise conduct our business operations could be adversely impacted.
If the interest rates paid on deposits and other borrowings increase at a faster rate than the interest rates received on loans and other investments, our net interest income, and therefore earnings, could be adversely affected. 33 Table of Contents Changes in interest rates could also have a negative impact on our results of operations by reducing the ability of borrowers to repay their current loan obligations or by reducing our margins and profitability.
If the interest rates paid on deposits and other borrowings increase at a faster rate than the interest rates received on loans and other investments, our net interest income, and therefore earnings, could be adversely affected. 34 Table of Contents Changes in interest rates could also have a negative impact on our results of operations by reducing the ability of borrowers to repay their current loan obligations or by reducing our margins and profitability.
Additionally, as our cardholders use debit and credit cards for transactions with third parties or through third-party processing services, we face additional risks from data breaches in their system or payment processors. Such breaches could expose our account information, leading to liabilities for fraudulent transactions, fines, and higher transaction fees.
Additionally, as our cardholders use debit and credit cards for transactions with third parties or through third-party processing services, we face additional risks from data breaches in their systems or payment processors. Such breaches could expose our account information, leading to liabilities for fraudulent transactions, fines, and higher transaction fees.
Breaches may also erode customer trust, prompting shifts in payment methods and potential changes to our payment systems, which could incur higher costs. Despite ongoing efforts to enhance our information technology systems and provide employee awareness training, cyber threats remain pervasive, particularly in the financial services industry.
Breaches may also erode client trust, prompting shifts in payment methods and potential changes to our payment systems, which could incur higher costs. Despite ongoing efforts to enhance our information technology systems and provide employee awareness training, cyber threats remain pervasive, particularly in the financial services industry.
Further, the occurrence of any systems failure or interruption could damage our reputation and result in a loss of customers and business, could subject us to additional regulatory scrutiny, or could expose us to legal liability. Any of these occurrences could have a materially adverse effect on our financial condition and results of operations.
Further, the occurrence of any systems failure or interruption could damage our reputation and result in a loss of clients and business, could subject us to additional regulatory scrutiny, or could expose us to legal liability. Any of these occurrences could have a materially adverse effect on our financial condition and results of operations.
Consequently, the inability to receive dividends from the Bank could adversely affect our financial condition, results of operations, and future prospects. Also, our right to participate in a distribution of assets upon a subsidiary’s liquidation or reorganization is subject to the prior claims of the subsidiary’s creditors. ​ 41 Table of Contents
Consequently, the inability to receive dividends from the Bank could adversely affect our financial condition, results of operations, and future prospects. Also, our right to participate in a distribution of assets upon a subsidiary’s liquidation or reorganization is subject to the prior claims of the subsidiary’s creditors. ​ 43 Table of Contents
This risk is affected by, among other things: ​ ● The cash flow of the borrower or the project being financed. ● For a collateralized loan, uncertainties as to the future value of the collateral. ● The duration of the loan. ● The credit history of the borrower. ● Changes in economic and industry conditions. ​ To address these risks, we maintain an ACL for loans, which is established through a provision for credit losses on loans charged to expense, which we believe is appropriate to provide for lifetime expected credit losses in our loan portfolio.
These risks are affected by, among other things: ​ ● The cash flow of the borrower or the project being financed. ● For a collateralized loan, uncertainties as to the future value of the collateral. ● The duration of the loan. ● The credit history of the borrower. ● Changes in economic and industry conditions. ​ To address these risks, we maintain an ACL for loans, which is established through a provision for credit losses on loans charged to expense, which we believe is appropriate to provide for lifetime expected credit losses in our loan portfolio.
Moreover, there is a risk that our new branches may not yield the desired success. 39 Table of Contents Our growth or future losses may require us to raise additional capital in the future, but that capital may not be available when it is needed or the cost of that capital may be exceedingly high.
Moreover, there is a risk that our new branches may not yield the desired success. 41 Table of Contents Our growth or future losses may require us to raise additional capital in the future, but that capital may not be available when it is needed or the cost of that capital may be exceedingly high.
The Company’s management must exercise judgment in selecting and applying many of these accounting policies and methods so they comply with GAAP and reflect management’s judgment regarding the most appropriate manner to report the Company’s financial condition and results of operations.
Management must exercise judgment in selecting and applying many of these accounting policies and methods so they comply with GAAP and reflect management’s judgment regarding the most appropriate manner to report our financial condition and results of operations.
We make construction and land loans primarily to builders to finance the construction of single and multifamily homes, subdivisions, as well as commercial properties. We originate these loans regardless of whether the property used as collateral in under a sales contract.
We make construction and land loans primarily to builders to finance the construction of single and multifamily homes, subdivisions, as well as commercial properties. We originate these loans regardless of whether the property used as collateral is under a sales contract.
Collateral for commercial business loans typically includes equipment, inventory, accounts receivable, or other business assets. For loans secured by accounts receivable, the availability of funds for repayment relies heavily on the borrower’s ability to collect from its customers.
Collateral for commercial business loans typically includes equipment, inventory, accounts receivable, or other business assets. For loans secured by accounts receivable, the availability of funds for repayment relies heavily on the borrower’s ability to collect from its clients.
Any new regulations or legislation, change in existing regulations or oversight, whether a change in regulatory policy or a change in a regulator’s interpretation of a law or regulation, may require us to invest significant management attention and resources to make any necessary changes to operations to comply and could have an adverse effect on our business, financial condition and results of operations.
Any new regulations or legislation, change in existing regulations or oversight, whether a change in regulatory policy or a change in a regulator’s interpretation of a law or regulation, may require us to invest significant management attention and resources to make any necessary changes to operations 36 Table of Contents to comply and could have an adverse effect on our business, financial condition and results of operations.
Consequently, the availability of funds for loan repayment is significantly contingent on the success of the borrower’s business, which is often influenced by broader economic conditions and, to a lesser extent, the value of provided collateral. ​ 32 Table of Contents Our ACL for loans may prove insufficient to absorb losses in our loan portfolio.
Consequently, the availability of funds for loan repayment is significantly contingent on the success of the borrower’s business, which is often influenced by broader economic conditions and, to a lesser extent, the value of provided collateral. Our ACL for loans may prove insufficient to absorb losses in our loan portfolio.
Our profitability will depend upon our continued ability to compete successfully in our market areas. Our ability to retain and recruit key management personnel and bankers is critical to the success of our business strategy and any failure to do so could impair our customer relationships and adversely affect our business and results of operations.
Our profitability will depend upon our continued ability to compete successfully in our market areas. ​ 42 Table of Contents Our ability to retain and recruit key management personnel and bankers is critical to the success of our business strategy and any failure to do so could impair our customer relationships and adversely affect our business and results of operations.
Any of these results could have a materially adverse effect on our business, financial condition, results of operations and growth prospects. If our enterprise risk management framework is not effective at mitigating risk and loss to us, we could suffer unexpected losses and our results of operations could be materially adversely affected.
These outcomes could have a material adverse effect on our business, financial condition, results of operations, and growth prospects. If our enterprise risk management framework is not effective at mitigating risk and loss to us, we could suffer unexpected losses and our results of operations could be materially adversely affected.
The availability of dividends from the Bank is limited by the Bank’s earnings and capital, as well as various statutes and regulations. In the event the Bank is unable to pay dividends to us, we may not be able to pay dividends on our common stock or make payments on our outstanding 40 Table of Contents debt.
The availability of dividends from the Bank is limited by the Bank’s earnings and capital, as well as various statutes and regulations. In the event the Bank is unable to pay dividends to us, we may not be able to pay dividends on our common stock or make payments on our outstanding debt.
Threats to information security also exist in the processing of customer information through various other vendors and their personnel. 37 Table of Contents We cannot assure you that such breaches, failures or interruptions will not occur or, if they do occur, that they will be adequately addressed by us or the third parties on which we rely.
Threats to information security also exist in the processing of client information through various other vendors and their personnel. ​ 38 Table of Contents We cannot assure you that such breaches, failures or interruptions will not occur or, if they do occur, that they will be adequately addressed by us or the third parties on which we rely.
Any compromise of our security could deter customers from using our internet banking services that involve the transmission of confidential information.
Any compromise of our security could deter clients from using our internet banking services that involve the transmission of confidential information.
Additionally, the value of other collateral, such as equipment, may depreciate over time, and could be challenging to appraise or liquidate, varying based on the nature of the business.
Additionally, the value of other collateral, such as equipment, may depreciate over time, and could be challenging to 33 Table of Contents appraise or liquidate, varying based on the nature of the business.
Based on these criteria, the Bank has a concentration in commercial real estate lending as total loans for multifamily, non-farm/non-residential, construction, land development and other land represented 314% of total risk-based capital at March 31, 2024.
Based on these criteria, the Bank has a concentration in commercial real estate lending as total loans for multifamily, non-farm/non-residential, construction, land development and other land represented 321% of total risk-based capital at March 31, 2025.
If one or more of these events occur, this could jeopardize our or our customers’ confidential and other information processed and stored in, and transmitted through, our computer systems and networks, or otherwise cause interruptions or malfunctions in our operations or the operations of our customers or counterparties.
If one or more of these events occur, this could jeopardize our or our clients’ confidential and other information processed and stored in, and transmitted through, our computer systems and networks, or otherwise cause interruptions or malfunctions in our operations or the operations of our clients or counterparties.
If our judgement was incorrect, or if events or circumstances change, and an impairment of goodwill was deemed to exist, we would be required to record a non-cash charge to earnings in our financial statements during the period in which such impairment is determined to exist.
Our evaluation of the fair value of goodwill involves a substantial amount of judgement. If our judgement was incorrect, or if events or circumstances change, and an impairment of goodwill was deemed to exist, we would be required to record a non-cash charge to earnings in our financial statements during the period in which such impairment is determined to exist.
However, attracting such deposits has been challenging with the current interest rate environment. At March 31, 2024, we had $349.1 million in non-interest bearing demand deposits and $179.2 million in certificates of deposit that mature within one year. We would incur a higher cost of funds to retain these deposits in a rising interest rate environment.
However, attracting such deposits has been challenging with the current interest rate environment. At March 31, 2025, we had $315.5 million in non-interest bearing demand deposits and $222.1 million in certificates of deposit that mature within one year. We would incur a higher cost of funds to retain these deposits in a rising interest rate environment.
At March 31, 2024, commercial business loans totaled $229.4 million, or 22.4% of total loans. These loans are primarily extended based on the borrower’s cash flow, with collateral provided by the borrower, serving as a secondary consideration. However, the predictability of the borrower’s cash flow can vary, and the value of collateral securing these loans may fluctuate.
At March 31, 2025, commercial business loans totaled $232.9 million, or 21.9% of total loans. These loans are primarily extended based on the borrower’s cash flow, with collateral provided by the borrower, serving as a secondary consideration. However, the predictability of the borrower’s cash flow can vary, and the value of collateral securing these loans may fluctuate.
At March 31, 2024, $96.4 million, or 9.41% of our total loan portfolio, consisted of real estate one-to-four family loans and home equity loans. We primarily base our lending decisions on the borrower’s repayment capacity and the collateral securing these loans, particularly with first-lien real estate one-to-four family loans.
At March 31, 2025, $97.7 million, or 9.19% of our total loan portfolio, consisted of real estate one-to-four family loans and home equity loans. We primarily base our lending decisions on the borrower’s repayment capacity and the collateral securing these loans, particularly with first-lien real estate one-to-four family loans.
Interest rates do not necessarily move in the same direction or by the same magnitude as the prices of goods and services. 30 Table of Contents ​ Risks Related to our Lending Activities Our real estate construction loans are based upon estimates of costs and the value of the completed project, and as with land loans may be more difficult to liquidate, if necessary.
However, interest rates do not necessarily move in the same direction or magnitude as the prices of goods and services, creating additional uncertainty in the economic environment. ​ Risks Related to our Lending Activities Our real estate construction loans are based upon estimates of costs and the value of the completed project, and as with land loans may be more difficult to liquidate, if necessary.
If we are required to liquidate a significant amount of collateral during a period of reduced real estate values, our financial condition and profitability could be adversely affected.
If it is necessary to liquidate a significant amount of collateral during a period of reduced real estate values, our financial condition and profitability could be adversely affected.
Collateral evaluation and financial statement analysis in these 31 Table of Contents types of loans requires a more detailed analysis at the time of loan underwriting and on an ongoing basis. At March 31, 2024, we had $654.3 million of commercial and multi-family real estate loans, representing 63.9% of our total loan portfolio.
Collateral evaluation and financial statement analysis in these types of loans requires a more detailed analysis at the time of loan underwriting and on an ongoing basis. At March 31, 2025, we had $683.6 million of commercial and multi-family real estate loans, representing 64.4% of our total loan portfolio.
A downturn in economic conditions in the market areas we serve be it due to inflation, recessive trends, geopolitical conflicts, adverse weather, or other factors, could have a material adverse impact on our business, financial condition, liquidity and results of operations, including but not limited to: ​ ● Elevated instances of loan delinquencies, problematic assets, and foreclosures ● An increase in our ACL for loans ● Reduced demand for our products and services, potentially leading to a decline in our overall loans or assets. ● Depreciation in collateral values linked to our loans, thereby diminishing borrowing capacities and asset values tied to existing loans. ● Reduced net worth and liquidity of loan guarantors, possibly impairing their ability to meet commitments to us ● Reductions in our low-cost or noninterest-bearing deposits. ​ .
A downturn in economic conditions in our market areas or global economic disruptions could have a material adverse impact on our business, financial condition, liquidity and results of operations, including but not limited to: ​ ● Higher loan delinquencies, problematic assets, and foreclosures ● An increase in our ACL for loans ● Reduced demand for our products and services, potentially leading to a decline in our overall loans or assets. ● Depreciation in collateral values linked to our loans, thereby diminishing borrowing capacities and asset values tied to existing loans. ● Reduced net worth and liquidity of loan guarantors, possibly impairing their ability to meet commitments to us ● Reductions in our low-cost or noninterest-bearing deposits. ​ A significant portion of the loans in our portfolio are secured by real estate.
Our test of goodwill for potential impairment is based on a qualitative assessment by management that takes into consideration macroeconomic conditions, industry and market conditions, cost or margin factors, financial performance and share price. Our evaluation of the fair value of goodwill involves a substantial amount of judgement.
We perform a goodwill evaluation at least annually to test for goodwill impairment. Our test of goodwill for potential impairment is based on a qualitative assessment by management that takes into consideration macroeconomic conditions, industry and market conditions, cost or margin factors, financial performance and share price.
Borrowings also provide us with a source of funds to meet liquidity demands. An inability to raise funds through deposits, borrowings, the sale of loans or investment securities, or other sources could have a substantial negative effect on our liquidity.
Our primary sources of liquidity are increases in deposit accounts, cash flows from loan payments and our securities portfolio. Borrowings also provide us with a source of funds to meet liquidity demands. An inability to raise funds through deposits, borrowings, the sale of loans or investment securities, or other sources could have a substantial negative effect on our liquidity.
Regulatory authorities have extensive discretion in connection with their supervisory and enforcement activities, including the imposition of restrictions on the operation of an institution, the classification of assets by the institution and the adequacy of an institution’s ACL.
Regulatory authorities have extensive discretion in connection with their supervisory and enforcement activities, including the imposition of restrictions on the operation of an institution, the classification of assets by the institution and the adequacy of an institution’s ACL. These bank regulators also have the ability to impose conditions in the approval of merger and acquisition transactions.
Our mortgage brokerage operations contribute additional non-interest income. The Company employs commissioned brokers who originate mortgage loans (including construction loans) for various mortgage companies. These loans are closed and funded by the purchasing mortgage company and are not considered assets of the Company.
The Company employs commissioned brokers who originate mortgage loans (including construction loans) for various mortgage companies. These loans are closed and funded by 35 Table of Contents the purchasing mortgage company and are not considered assets of the Company.
In accordance with GAAP, we record assets acquired and liabilities assumed in a business combination at their fair value with the excess of the purchase consideration over the net assets acquired resulting in the recognition of goodwill. As a result, acquisitions typically result in recording goodwill. We perform a goodwill evaluation at least annually to test for goodwill impairment..
We may experience future goodwill impairment, which could reduce our earnings. In accordance with GAAP, we record assets acquired and liabilities assumed in a business combination at their fair value with the excess of the purchase consideration over the net assets acquired resulting in the recognition of goodwill. As a result, acquisitions typically result in recording goodwill.
This type of lending activity, while potentially more profitable than one-to-four family lending, is generally more sensitive to regional and local economic conditions, making loss levels more difficult to predict.
Our current business strategy includes an emphasis on commercial and multi-family real estate lending. This type of lending activity, while potentially more profitable than one-to-four family lending, is generally more sensitive to regional and local economic conditions, making loss levels more difficult to predict.
In some cases, management must select the accounting policy or method to apply from two or more alternatives, any of which might be reasonable under the circumstances, yet might result in the Company’s reporting materially different results than would have been reported under a different alternative.
In some cases, management must select the accounting policy or method to apply from two or more alternatives, any of which might be reasonable under the circumstances, yet might result in the Company reporting materially different results than would have been reported under a different alternative. 39 Table of Contents Certain accounting policies, most notably the ACL, are critical to presenting our financial condition and results of operations.
We may incur losses on our securities portfolio as a result of changes in interest rates. The fair value of our investment securities is susceptible to significant shifts due to factors beyond our control, potentially leading to adverse changes in their valuation.
The fair value of our investment securities is susceptible to significant shifts due to factors beyond our control, potentially leading to adverse changes in their valuation.
Also, our interest rate risk modeling techniques and assumptions likely may not fully predict or capture the impact of actual interest rate changes on our consolidated balance sheet or projected operating results. See Item 7A., “Quantitative and Qualitative Disclosures About Market Risk,” of this Form 10-K.
Additionally, our interest rate risk models and assumptions may not fully capture the impact of actual rate changes on our balance sheet or projected operating results. See Item 7A., “Quantitative and Qualitative Disclosures About Market Risk,” of this Form 10-K. We may incur losses on our securities portfolio as a result of changes in interest rates.
Risks Related to Macroeconomic Conditions Our business may be adversely affected by downturns in the national and the regional economies on which we depend. Substantially all of our loans are to businesses and individuals in the states of Washington and Oregon.
Risks Related to Macroeconomic Conditions Our business may be adversely affected by downturns in the national and the regional economies on which we depend. Substantially all of our loans are to businesses and individuals in southwest Washington and northwest Oregon, particularly within Clark, Klickitat, Skamania, Multnomah, Washington, Marion, and Clackamas counties, including the Portland, Oregon-Vancouver metropolitan area.
Furthermore, a prolonged period of inflation could cause wages and other costs to the Company to increase, which could adversely affect our results of operations and financial condition. Virtually all our assets and liabilities are monetary in nature. As a result, interest rates tend to have a more significant impact on our performance than general levels of inflation or deflation.
Virtually all of our assets and liabilities are monetary in nature, and as a result, interest rates tend to have a more significant impact on our performance than general levels of inflation or deflation.
At March 31, 2024, real estate construction and land loans totaled $42.2 million, or 4.13% of our total loan portfolio, and were comprised of $16.2 million of speculative and presold construction loans, $5.7 million of land loans and $20.4 million of commercial/multi-family construction loans.
At March 31, 2025, real estate construction and land loans totaled $33.8 million, or 3.18% of our total loan portfolio, and were comprised of $10.8 million of speculative and presold construction loans, $4.6 million of land loans and $18.4 million of commercial/multi-family construction loans.
Ineffective liquidity management could adversely affect our financial results and condition. Liquidity is essential to our business. We rely on a number of different sources in order to meet our potential liquidity demands. Our primary sources of liquidity are increases in deposit accounts, cash flows from loan payments and our securities portfolio.
Any of these outcomes could materially and adversely affect our financial condition and results of operations. Ineffective liquidity management could adversely affect our financial results and condition. Liquidity is essential to our business. We rely on a number of different sources in order to meet our potential liquidity demands.
Disruptions or failures in the physical infrastructure or operating systems that support our business and clients, or cyber-attacks or security breaches of the networks, systems or devices that our clients use to access our products and services could result in client attrition, regulatory fines, penalties or intervention, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs, any of which could materially adversely affect our results of operations or financial condition.
Additionally, disruptions or failures in the physical infrastructure or operating systems supporting our business and clients, or cyber-attacks or security breaches involving networks, systems, or devices used by our clients to access our products and services, could result in client attrition, regulatory fines or penalties, reputational damage, reimbursement or compensation costs, and increased compliance expenses.
Our earnings and cash flows are largely dependent upon our net interest income. Interest rates are highly sensitive to many factors that are beyond our control, including general economic conditions and policies of various governmental and regulatory agencies, in particular, the Federal Reserve.
Our earnings and cash flows are largely dependent upon our net interest income, which is significantly affected by interest rates. Interest rates are highly sensitive to factors beyond our control, such as general economic conditions and policies set by governmental and regulatory bodies, particularly the Federal Reserve.
We also could be adversely affected to the extent such an agreement is not renewed by the third-party vendor or is renewed on terms less favorable to us. Additionally, the bank regulatory agencies expect financial institutions to be responsible for all aspects of a vendor’s performance, including aspects which a vendor delegates to third parties.
Furthermore, we could be adversely affected if a vendor agreement is not renewed or is renewed on terms less favorable to us. Regulatory agencies also require financial institutions to remain accountable for all aspects of vendor performance, including activities delegated to third parties.
Certain accounting policies, most notably the ACL, are critical to presenting the Company’s financial condition and results of operations. They require management to make difficult, subjective or complex judgments about matters that are uncertain. Materially different amounts could be reported under different conditions or using different assumptions or estimates.
They require management to make difficult, subjective or complex judgments about matters that are uncertain. Materially different amounts could be reported under different conditions or using different assumptions or estimates. For more information, refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Estimates” contained in this Form 10-K.
External economic factors, such as changes in monetary policy and inflation and deflation, may have an adverse effect on our business, financial condition and results of operations. ​ Our financial condition and results of operations are affected by credit policies of monetary authorities, particularly the Federal Reserve.
Monetary policy, inflation, deflation, and other external economic factors could adversely impact our financial performance and operations. ​ Our financial condition and results of operations are affected by credit policies of monetary authorities, particularly the Federal Reserve.
While we have developed policies and procedures designed to assist in compliance with these laws and regulations, no assurance can be given that these policies and procedures will be effective in preventing violations of these laws and regulations. Failure to maintain and implement adequate programs to combat money laundering and terrorist financing could also have serious reputational consequences for us.
While we have developed policies and procedures designed to assist in compliance with these laws and regulations, no assurance can be given that these policies and procedures will be effective in preventing violations of these laws and regulations. Additionally, any perceived or actual failure to prevent money laundering or terrorist financing activities could significantly damage our reputation.
Some of the institutions with which we compete have substantially greater resources than we have and may offer services that we do not provide. We expect competition to increase in the future as a result of legislative, regulatory and technological changes and the continuing trend of consolidation in the financial services industry.
We expect competition to increase in the future as a result of legislative, regulatory and technological changes and the continuing trend of consolidation in the financial services industry.
These bank regulators also have the ability to impose conditions in the approval of merger and acquisition transactions. 35 Table of Contents These regulations, along with the currently existing tax, accounting, securities, insurance, and monetary laws, regulations, rules, standards, policies, and interpretations control the methods by which financial institutions conduct business, implement strategic initiatives and tax compliance, and govern financial reporting and disclosures.
These regulations, along with the currently existing tax, accounting, securities, insurance, and monetary laws, regulations, rules, standards, policies, and interpretations control the methods by which financial institutions conduct business, implement strategic initiatives and tax compliance, and govern financial reporting and disclosures. These laws, regulations, rules, standards, policies, and interpretations are constantly evolving and may change significantly over time.
We may encounter challenges in managing the costs and implementation risks associated with our branching strategy. As a result, new branches may initially weigh on our earnings until they achieve certain economies of scale.
As a result, new branches may initially weigh on our earnings until they achieve certain economies of scale.
While we have policies and procedures designed to prevent such losses, there can be no assurance that such losses will not occur. Risks Related to Accounting Matters The Company’s reported financial results depend on management’s selection of accounting methods and certain assumptions and estimates, which, if incorrect, could cause unexpected losses in the future.
Risks Related to Accounting Matters Our reported financial results depend on management’s selection of accounting methods and certain assumptions and estimates, which, if incorrect, could cause unexpected losses in the future. Our accounting policies and methods are fundamental to how we record and report our financial condition and results of operations.
In an environment where other market participants are also liquidating securities, our loss could be materially higher than expected, significantly adversely impacting liquidity and capital levels. 34 Table of Contents Revenue from broker loan fees is sensitive to changes in economic conditions, decreased economic activity, a slowdown in the housing market, higher interest rates or new legislation which may adversely impact our financial condition and results of operations.
Revenue from broker loan fees is sensitive to changes in economic conditions, decreased economic activity, a slowdown in the housing market, higher interest rates or new legislation which may adversely impact our financial condition and results of operations. Our mortgage brokerage operations contribute additional non-interest income.
Small to medium-sized businesses may be impacted more during periods of high inflation as they are not able to leverage economics of scale to mitigate cost pressures compared to larger businesses. Consequently, the ability of our business clients to repay their loans may deteriorate quickly, which would adversely impact our results of operations and financial condition.
This may particularly affect small to medium-sized businesses, as they are less able to leverage economies of scale to mitigate cost pressures compared to larger businesses. Consequently, our business clients may experience increased financial strain, reducing their ability to repay 31 Table of Contents loans and adversely impacting our results of operations and financial condition.
Competition with other financial institutions could adversely affect our profitability. Although we consider ourselves competitive in our market areas, we face intense competition in both making loans and attracting deposits. Price competition for loans and deposits might result in our earning less on our loans and paying more on our deposits, which reduces net interest income.
Misalignment in either direction could adversely affect our brand, employee engagement, client relationships, and financial performance. Competition with other financial institutions could adversely affect our profitability. Although we consider ourselves competitive in our market areas, we face intense competition in both making loans and attracting deposits.
Communications and information systems are essential to the conduct of our business, as we use such systems to manage our customer relationships, our general ledger and virtually all other aspects of our business. Our operations rely on the secure processing, storage, and transmission of confidential and other information in our computer systems and networks.
Our security measures may not be sufficient to mitigate the risk of a cyber-attack . Communications and information systems are essential to the conduct of our business, as we use such systems to manage our client relationships, our general ledger and virtually all other aspects of our business.
Accordingly, our operations are exposed to risk that these vendors will not perform in accordance with the contracted arrangements under service level agreements.
Risks Related to our Business and Industry General We rely on other companies to provide key components of our business infrastructure. We rely on numerous external vendors to provide products and services necessary for our day-to-day operations. Accordingly, our operations are exposed to risk that these vendors will not perform in accordance with the contracted arrangements under service level agreements.
The failure of an external vendor to perform in accordance with the contracted arrangements under service level agreements because of changes in the vendor’s organizational structure, financial condition, support for existing products and services or strategic focus or for any other reason, could be disruptive to our operations, which in turn could have a material negative impact on our financial condition and results of operations.
If a vendor fails to meet its contractual obligations due to changes in its organizational structure, financial condition, support for existing products and services, strategic focus, or any other reason, our operations could be disrupted, potentially causing a material adverse impact on our financial condition and results of operations.
However, the opening of new branches may not lead to an immediate or substantial increase in loan and deposit volumes as anticipated, and it will inevitably raise our operating expenses. Typically, de novo branches take three to four years to become profitable, and the projected timeline and costs for opening new branches may significantly differ from actual results.
Typically, de novo branches take three to four years to become profitable, and the projected timeline and costs for opening new branches may significantly differ from actual results. We may encounter challenges in managing the costs and implementation risks associated with our branching strategy.
Although these funds historically have been a relatively stable source of funds for us, availability depends on the individual municipality’s fiscal policies and cash flow needs. Our branching strategy may cause our expenses to increase faster than revenues.
While these deposits have historically provided stable funding, their availability depends on the individual municipality’s fiscal policies and cash flow needs. Our branching strategy may cause our expenses to increase faster than revenues. Since June 2020, we opened three new branches in Clark County, Washington and may open additional branches in our market area in the future.
Any deterioration in the real estate markets associated with the collateral securing mortgage loans could significantly impact borrowers’ repayment capabilities and the value of collateral. Real estate values are affected by various factors, including changes in economic conditions, regulatory changes, and natural disasters such as earthquakes, flooding and tornadoes.
Real estate values are affected by a range of factors, including changes in economic conditions, regulatory changes, natural disasters (such as earthquakes, flooding, and tornadoes), and trade-related challenges that may impact construction costs or the availability of materials.
Actions by monetary and fiscal authorities, including the Federal Reserve, could lead to inflation, deflation, or other economic phenomena that could adversely affect our financial performance. Inflation has risen sharply since the end of 2021 and throughout 2022 at levels not seen for over 40 years. Inflationary pressures, while easing recently, still remain elevated.
Actions by monetary and fiscal authorities, including the Federal Reserve, could lead to inflation, deflation, or other economic phenomena that could adversely affect our financial performance. Higher U.S. tariffs on imported goods could exacerbate inflationary pressures by increasing the cost of goods and materials for businesses and consumers.
There were no non-performing real estate construction and land loans at March 31, 2024. A material increase in non-performing real estate construction and land loans could have a material adverse effect on our financial condition and results of operation.
A material increase in non-performing real estate construction and land loans could have a material adverse effect on our financial condition and results of operation. 32 Table of Contents Commercial and multi-family real estate lending involves higher risks than real estate one-to-four family and other consumer lending, which exposes us to increased lending risks.
Failures in our risk management policies, procedures, and controls could impede our ability to effectively manage this portfolio, potentially leading to increased delinquencies and higher losses, thereby materially impacting our business, financial condition, and operational performance. Our business may be adversely affected by credit risk associated with residential property and declining property values.
Federal banking regulators also have raised concerns about weaknesses in the commercial real estate market. Failures in our risk management policies and controls could lead to higher delinquencies and losses, adversely affecting our business, financial condition, and results of operations. Our business may be adversely affected by credit risk associated with residential property and declining property values.
A decline in local economic conditions may have a greater effect on our earnings and capital than on the earnings and capital of larger financial institutions whose real estate loan portfolios are geographically diverse. Many of the loans in our portfolio are secured by real estate.
A downturn in local economic conditions could have a greater impact on our earnings and capital compared to larger financial institutions with more geographically diversified real estate loan portfolios. Any deterioration in the real estate markets associated with the collateral securing mortgage loans may significantly impact borrowers’ repayment capabilities and the value of the collateral.
See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity” of this Form 10-K. Additionally, collateralized public funds are bank deposits of state and local municipalities.
See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity” of this Form 10-K. Additionally, collateralized public funds (state and local municipal deposits secured by investment-grade securities) help reduce contingent liquidity risk by being less credit-sensitive, however, the pledging of collateral to secure these funds limits their availability as a reserve source of liquidity.
At March 31, 2024, we recorded an $16.1 million accumulated other comprehensive loss, which is reflected as a reduction to stockholders’ equity.
At March 31, 2025, we recorded a $13.3 million accumulated other comprehensive loss, which is reflected as a reduction to stockholders’ equity. While we employ asset and liability management strategies to mitigate interest rate risk, unexpected, substantial, or prolonged rate changes could materially affect our financial condition and results of operations.
In recent years financial institutions have witnessed substantial growth in commercial real estate markets, compounded by intensified competitive pressures that have led to historically low capitalization rates and surging property valuations. The economic disruption spurred by the COVID-19 pandemic has particularly affected commercial real estate markets.
In recent years, the commercial real estate market has experienced substantial growth, with increased competition contributing to historically low capitalization rates and rising property values. However, the economic disruption caused by the COVID-19 pandemic significantly impacted this market. The pandemic also accelerated the adoption of remote work, which has led many companies to re-evaluate their long-term real estate needs.
We principally manage interest rate risk by managing our volume and mix of our earning assets and funding liabilities.
Increases in interest rates could reduce our net interest income, weaken the housing market by reducing refinancing activity and home purchases, and negatively affect the broader U.S. economy, potentially leading to slower economic growth or recessionary conditions. We principally manage interest rate risk by managing our volume and mix of our earning assets and funding liabilities.
Removed
A decline in the economies of the seven counties in which we operate, including the Portland, Oregon metropolitan area, which we consider to be our primary market area, could have a materially adverse effect on our business, financial condition, results of operations and prospects.
Added
As a result, our financial performance is closely tied to the economic conditions in this region. A downturn in local or regional economic conditions, due to inflation, rising interest rates, unemployment, recessions, natural disasters, or other adverse events, could materially affect our business, financial condition, and results of operations.
Removed
Weakness in the global economy and global supply chain issues have adversely affected many businesses operating in our markets that are dependent upon international trade. Changes in agreements or relationships between the U.S. and other countries may also affect these businesses and, by extension, our operations.
Added
Further, global geopolitical tensions, including international conflicts, sanctions, trade disputes, and tariffs, could disrupt key industries within our market, such as manufacturing, agriculture, and transportation. These developments may lead to increased costs, reduced business investment, supply chain delays, or reduced demand for credit, adversely affecting our borrowers and, by extension, our asset quality and loan growth.
Removed
Commercial and multi-family real estate lending involves higher risks than real estate one-to-four family and other consumer lending, which exposes us to increased lending risks. Our current business strategy includes an emphasis on commercial and multi-family real estate lending.
Added
Additionally, geopolitical instability may heighten cybersecurity threats, including from state-sponsored actors, increasing operational risk and reputational exposure.
Removed
Additionally, the pandemic has accelerated the adoption of remote work options, potentially influencing the long-term performance of certain office properties within our commercial real estate portfolio. Moreover, the federal banking regulatory agencies have raised concerns about vulnerabilities within the current commercial real estate market, recognizing the risks associated with these assets.
Added
Furthermore, a prolonged period of inflation could cause wages and other costs to us to increase, which could adversely affect our results of operations and financial condition.

… 50 more changes not shown on this page.

Item 2. Properties

Properties — owned and leased real estate

2 edited+0 added−0 removed1 unchanged
Biggest changeIn addition, at March 31, 2024, the Trust Company had one office as part of the executive offices leased and one leased office in Clackamas County, Oregon. In the opinion of management, all properties are adequately covered by insurance, are in a good state of repair and are appropriately designed for their present and future use. ​
Biggest changeIn addition, at March 31, 2025, the Trust Company had one office located within the Company’s leased executive offices and one leased office in Clackamas County, Oregon. In the 45 Table of Contents opinion of management, all properties are adequately covered by insurance, are in good repair, and are appropriately designed and utilized for their present and future use. ​
At March 31, 2024, the Bank operated ten offices located in Clark County, Washington (three of which are leased), two offices in Klickitat County, Washington and one office in Skamania County, Washington. The Bank also has two offices in Multnomah County, Oregon, one leased office in Washington County, Oregon and one office in Marion County, Oregon.
At March 31, 2025, the Bank operated ten offices located in Clark County, Washington (two of which are leased), two offices in Klickitat County, Washington and one office in Skamania County, Washington. The Bank also has two offices in Multnomah County, Oregon, one leased office in Washington County, Oregon and one office in Marion County, Oregon.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

2 edited+2 added−1 removed0 unchanged
Biggest changeThe Company is a party to litigation arising in the ordinary course of business. In the opinion of management, these actions will not have a material adverse effect on the financial condition, 43 Table of Contents results of operations, or liquidity of the Company.
Biggest changeThe Company is not a party to any pending legal proceedings that it believes would have a material adverse effect on the financial condition, results of operations or liquidity of the Company.
For additional information on the Company’s litigation, see Note 16, Commitments and Contingencies – Litigation, of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K ​ Item 4. Mine Safety Disclosures Not applicable. ​ 44 Table of Contents ​ PART II
For additional information on the Company’s litigation, see Note 16, Commitments and Contingencies – Litigation, of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K ​ Item 4. Mine Safety Disclosures Not applicable. ​ 46 Table of Contents ​ PART II
Removed
Item 3. Legal Proceedings Periodically, there have been various claims and lawsuits involving the Company, such as claims to enforce liens, condemnation proceedings on properties in which the Company holds security interests, claims involving the making and servicing of real property loans and other issues incident to the Company’s business.
Added
Item 3. Legal Proceedings From time to time, the Company is involved in various legal proceedings arising in the ordinary course of business.
Added
These include, but are not limited to, claims to enforce liens, condemnation proceedings on properties securing the Company’s loans, and claims related to the origination and servicing of real estate loans and other matters incidental to the Company’s operations.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+2 added−0 removed3 unchanged
Biggest changePurchases of Equity Securities by the Issuer and Affiliated Purchases The following table sets forth the Company’s repurchases of its outstanding common stock for the quarter ended March 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Dollar ​ Maximum Dollar Value ​ ​ Total ​ Average ​ Value Purchased ​ of Shares that ​ ​ Number of ​ Price ​ as Part of Publicly ​ May Yet Be Purchased ​ ​ Shares ​ Paid per ​ Announced Stock ​ Under the Stock Period ​ Purchased ​ Share ​ Repurchase Program ​ Repurchase Program (1) January 1, 2024 - January 31, 2024 ​ — ​ $ — ​ $ — ​ $ — February 1, 2024 - February 29, 2024 ​ — ​ ​ — ​ ​ — ​ ​ — March 1, 2024 - March 31, 2024 ​ — ​ ​ — ​ ​ — ​ ​ — Total — ​ $ — $ — $ — (1) The Company did not have a publicly announced stock repurchase program in place during the three months ended March 31, 2024.
Biggest changePurchases of Equity Securities by the Issuer and Affiliated Purchases The following table sets forth the Company’s repurchases of its outstanding common stock for the quarter ended March 31, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Maximum Dollar Value ​ ​ Total ​ Average ​ Shares Purchased ​ of Shares that ​ ​ Number of ​ Price ​ as Part of Publicly ​ May Yet Be Purchased ​ ​ Shares ​ Paid per ​ Announced Stock ​ Under the Stock Period ​ Purchased ​ Share ​ Repurchase Program ​ Repurchase Program January 1, 2025 - January 31, 2025 ​ 143,798 ​ $ 5.70 ​ ​ 143,798 ​ $ 83,771 February 1, 2025 - February 29, 2025 ​ 14,760 ​ ​ 5.68 ​ ​ 14,760 ​ ​ — March 1, 2025 - March 31, 2025 ​ — ​ ​ — ​ ​ — ​ ​ — Total 158,558 ​ $ 5.70 ​ 158,558 $ — ​ On September 26, 2024, the Company’s Board of Directors announced the adoption of a stock repurchase program (the “September 2024 repurchase program”), authorizing the Company to purchase up to $2.0 million of the Company’s outstanding shares of common stock, in the open market, based on prevailing market prices, or in privately negotiated transactions.
During fiscal 2024, our Board of Directors declared regular quarterly dividends of $0.06 per share. No assurances can be given that any dividends will be paid or that, if paid, will not be reduced or eliminated in future periods.
During fiscal 2025, our Board of Directors declared regular quarterly dividends of $0.02 per share. No assurances can be given that any dividends will be paid or that, if paid, will not be reduced or eliminated in future periods.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information and Holders The Company’s common stock is traded on the Nasdaq Global Market under the symbol “RVSB.” At June 14, 2024, there were 547 stockholders of record and an estimated 2,823 holders in nominee or “street name” through various brokerage firms.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information and Holders The Company’s common stock is traded on the Nasdaq Global Market under the symbol “RVSB.” At June 12, 2025, there were 524 stockholders of record and an estimated 2,598 holders in nominee or “street name” through various brokerage firms.
Equity Compensation Plan Information The equity compensation plan information presented in Part III, Item 12 of this Form 10-K is incorporated herein by reference. ​ Item 6. [Reserved] ​ 45 Table of Contents ​
Equity Compensation Plan Information The equity compensation plan information presented in Part III, Item 12 of this Form 10-K is incorporated herein by reference. ​
Added
The September 2024 repurchase program became effective on October 29, 2024 and was set to continue until the earlier of the completion of the repurchase limit or 12 months after the effective date, depending upon market conditions.
Added
The Company completed the September 2024 repurchase program on February 5, 2025, having repurchased a total of 358,631 shares at an average price of $5.58 per share and at a total cost of $2.0 million. All shares repurchased under the September 2024 repurchase program were retired as settled.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

96 edited+23 added−31 removed62 unchanged
Biggest change“Financial Statements and Supplementary Data” included in this Form 10-K. ​ ​ ​ ​ ​ ​ ​ ​ At March 31, ​ ​ 2024 2023 ​ (In thousands) FINANCIAL CONDITION DATA: ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 1,521,529 ​ $ 1,589,712 Loans receivable, net ​ 1,008,649 ​ 993,547 Investment securities available for sale ​ 143,196 ​ 211,499 Investment securities held to maturity ​ 229,510 ​ 243,843 Cash and cash equivalents ​ 23,642 ​ 22,044 Deposits ​ 1,231,679 ​ 1,265,217 FHLB advances ​ ​ 88,304 ​ ​ 123,754 Shareholders’ equity ​ 155,588 ​ 155,239 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ 2024 2023 2022 ​ (Dollars in thousands, except per share data) OPERATING DATA: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest and dividend income ​ $ 56,555 ​ $ 55,666 ​ $ 49,825 Interest expense ​ 18,469 ​ 4,060 ​ 2,200 Net interest income ​ 38,086 ​ 51,606 ​ 47,625 Provision for (recapture of) credit/loan losses ​ — ​ 750 ​ (4,625) Net interest income after provision for (recapture of) credit/loan losses ​ 38,086 ​ 50,856 ​ 52,250 Other non-interest income ​ 10,242 ​ 12,194 ​ 12,744 Non-interest expense ​ 43,727 ​ 39,371 ​ 36,718 Income before income taxes ​ 4,601 ​ 23,679 ​ 28,276 Provision for income taxes ​ 802 ​ 5,610 ​ 6,456 Net income ​ $ 3,799 ​ $ 18,069 ​ $ 21,820 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings per share: ​ ​ ​ Basic ​ $ 0.18 ​ $ 0.84 ​ $ 0.98 Diluted ​ 0.18 ​ 0.83 ​ 0.98 Dividends per share ​ 0.240 ​ 0.240 ​ 0.215 ​ 50 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ At or For the Years Ended March 31, ​ ​ 2024 2023 2022 KEY FINANCIAL RATIOS: ​ Performance Ratios: ​ Return on average assets ​ 0.24 % 1.08 % 1.31 % Return on average equity ​ 2.43 11.71 13.62 Dividend payout ratio (1) ​ 133.33 28.92 21.94 Interest rate spread ​ 2.00 3.12 2.95 Net interest margin ​ 2.56 3.26 3.03 Non-interest expense to average assets ​ 2.78 2.36 2.20 Efficiency ratio (2) ​ 90.48 61.71 60.82 Average equity to average assets ​ 9.91 9.25 9.58 ​ ​ ​ ​ ​ ​ ​ ​ Asset Quality Ratios: ​ ​ ​ ​ Allowance for credit losses to total loans at end of period ​ 1.50 1.52 1.47 Allowance for credit losses to nonperforming loans ​ 8,631.46 826.62 65.72 Net charge-offs (recoveries) to average outstanding loans during the period ​ — — — ​ ​ ​ ​ ​ ​ ​ ​ Ratio of nonperforming assets to total assets ​ 0.01 0.12 1.27 Ratio of nonperforming loans to total loans ​ 0.02 0.18 2.23 ​ ​ ​ ​ ​ ​ ​ ​ Capital Ratios: ​ ​ ​ ​ Total capital to risk-weighted assets ​ 16.32 16.94 16.38 Tier 1 capital to risk-weighted assets ​ 15.06 15.69 15.12 Common equity tier 1 capital to risk-weighted assets ​ 15.06 15.69 15.12 Leverage ratio ​ 10.29 10.47 9.19 ​ (1) Dividends per share divided by diluted earnings per share.
Biggest change“Financial Statements and Supplementary Data” included in this Form 10-K. ​ ​ ​ ​ ​ ​ ​ ​ At March 31, ​ ​ 2025 2024 ​ (In thousands) FINANCIAL CONDITION DATA: ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ $ 1,513,323 ​ $ 1,521,529 Loans receivable, net ​ 1,047,086 ​ 1,008,649 Investment securities available for sale ​ 119,436 ​ 143,196 Investment securities held to maturity ​ 203,079 ​ 229,510 Cash and cash equivalents ​ 29,414 ​ 23,642 Deposits ​ 1,232,328 ​ 1,231,679 FHLB advances ​ ​ 76,400 ​ ​ 88,304 Shareholders’ equity ​ 160,014 ​ 155,588 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ 2025 2024 2023 ​ (Dollars in thousands, except per share data) OPERATING DATA: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest and dividend income ​ $ 58,962 ​ $ 56,555 ​ $ 55,666 Interest expense ​ 22,618 ​ 18,469 ​ 4,060 Net interest income ​ 36,344 ​ 38,086 ​ 51,606 Provision for credit/loan losses (1) ​ 100 ​ — ​ 750 Net interest income after provision for credit/loan losses ​ 36,244 ​ 38,086 ​ 50,856 Other non-interest income ​ 14,256 ​ 10,242 ​ 12,194 Non-interest expense ​ 44,262 ​ 43,727 ​ 39,371 Income before income taxes ​ 6,238 ​ 4,601 ​ 23,679 Provision for income taxes ​ 1,335 ​ 802 ​ 5,610 Net income ​ $ 4,903 ​ $ 3,799 ​ $ 18,069 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings per share: ​ ​ ​ Basic ​ $ 0.23 ​ $ 0.18 ​ $ 0.84 Diluted ​ 0.23 ​ 0.18 ​ 0.83 Dividends per share ​ 0.080 ​ 0.240 ​ 0.240 (1) The Company adopted the CECL methodology on April 1, 2023, in accordance with ASC 326.
Bank holding companies and federally-insured state-chartered banks are required to maintain minimum levels of regulatory capital. At March 31, 2024, Riverview and the Bank were in compliance with all applicable capital requirements. For additional information, see Note 12 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K and Item 1.
Bank holding companies and federally-insured state-chartered banks are required to maintain minimum levels of regulatory capital. At March 31, 2025, Riverview and the Bank were in compliance with all applicable capital requirements. For additional information, see Note 12 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K and Item 1.
The results of the Company’s step one test indicated that the reporting unit’s fair value was greater than its carrying value and therefore no impairment of goodwill exists. ​ The Company also completed a qualitative assessment of goodwill as of March 31, 2024 and concluded that it is more likely than not that the fair value of the Bank (the reporting unit), exceeds its carrying value at that date.
The results of the Company’s step one test indicated that the reporting unit’s fair value was greater than its carrying value and therefore no impairment of goodwill exists. ​ The Company also completed a qualitative assessment of goodwill as of March 31, 2025, and concluded that it is more likely than not that the fair value of the Bank (the reporting unit), exceeds its carrying value at that date.
Certain loans included in the loan portfolio were evaluated individually for a loss reserve at March 31, 2024. Accordingly, loans evaluated individually were classified as Level 3 in the fair value hierarchy as there is no active market for these loans. Loans that are individually evaluated require judgment and estimates, and the eventual outcomes may differ from those estimates.
Certain loans included in the loan portfolio were evaluated individually for a loss reserve at March 31, 2025. Accordingly, loans evaluated individually were classified as Level 3 in the fair value hierarchy as there is no active market for these loans. Loans that are individually evaluated require judgment and estimates, and the eventual outcomes may differ from those estimates.
The whole bank transaction approach estimates fair value by applying key financial variables in transactions involving acquisitions of similar institutions. In applying the whole bank transaction approach method, the Company identified transactions that occurred during the calendar 2022 and other relevant published data utilizing a multiple of 1.25 times price to book value.
The whole bank transaction approach estimates fair value by applying key financial variables in transactions involving acquisitions of similar institutions. In applying the whole bank transaction approach method, the Company identified transactions that occurred during the calendar 2024 and other relevant published data utilizing a multiple of 1.25 times price to book value.
The current quarterly common stock dividend rate is $0.06 per share, as approved by the Board of Directors, which management believes is a dividend rate per share which enables the Company to balance our multiple objectives of managing and investing in the Bank, and returning a substantial portion of the Company’s cash to its shareholders.
The current quarterly common stock dividend rate is $0.02 per share, as approved by the Board of Directors, which management believes is a dividend rate per share which enables the Company to balance our multiple objectives of managing and investing in the Bank and returning a substantial portion of the Company’s cash to its shareholders.
Fluctuations in cash balances are typical due to funding requirements, deposit activity and investments in securities . In accordance with the Company’s asset/liability management program and liquidity objectives, surplus cash may be used to acquire investment securities, contingent on prevailing interest rates and other factors.
Fluctuations in cash balances are typical due to funding requirements, deposit activity and investments in securities. In accordance with the Company’s asset/liability management strategy and liquidity objectives, surplus cash may be used to acquire investment securities, contingent on prevailing interest rates and other factors.
Business – Regulation and Supervision of the Bank. New Accounting Pronouncements For a discussion of new accounting pronouncements and their impact on the Company, see Note 1 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K. ​ 59 Table of Contents ​
Business – Regulation and Supervision of the Bank. New Accounting Pronouncements For a discussion of new accounting pronouncements and their impact on the Company, see Note 1 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K. ​ 60 Table of Contents ​
The Company continues to experience growth in customer use of its online banking services, where the Bank provides a full array of traditional cash management products as well as online banking products including mobile banking, mobile deposit, bill pay, e-statements, and new deposit products.
The Company continues to experience growth in client use of its online banking services, where the Bank provides a full array of traditional cash management products as well as online banking products including mobile banking, mobile deposit, bill pay, e-statements, and new deposit products.
The Company intends to selectively add other products to further diversify revenue sources and to capture more of each customer’s banking relationship by cross selling loan and deposit products and additional services, including services provided through the Trust Company to increase its fee income.
The Company intends to selectively add other products to further diversify revenue sources and to capture more of each client’s banking relationship by cross selling loan and deposit products and additional services, including services provided through the Trust Company to increase its fee income.
The objective of the Bank’s liquidity management is to maintain ample cash flows to meet obligations for depositor withdrawals, to fund the borrowing needs of loan customers, and to fund ongoing operations. Core relationship deposits are the primary source of the Bank’s liquidity.
The objective of the Bank’s liquidity management is to maintain ample cash flows to meet obligations for depositor withdrawals, to fund the borrowing needs of loan clients, and to fund ongoing operations. Core relationship deposits are the primary source of the Bank’s liquidity.
We evaluate capital expenditure projects based on a variety of factors, including expected strategic impacts (such as forecasted impact on revenue growth, productivity, expenses, service levels and customer retention) and our expected return on investment.
We evaluate capital expenditure projects based on a variety of factors, including expected strategic impacts (such as forecasted impact on revenue growth, productivity, expenses, service levels and client retention) and our expected return on investment.
Step one of the goodwill impairment test estimates the fair value of the reporting unit utilizing the allocation of corporate value approach, the income approach, the whole bank transaction approach and the market approach in order to derive an enterprise value of the Company.
The goodwill impairment test estimates the fair value of the reporting unit utilizing the allocation of corporate value approach, the income approach, the whole bank transaction approach and the market approach in order to derive an enterprise value of the Company.
Introduction of New Products and Services . The Company continuously reviews new products and services to provide its customers more financial options. All new technology and services are generally reviewed for business development and cost saving purposes.
Introduction of New Products and Services . The Company continuously reviews new products and services to provide its clients more financial options. All new technology and services are generally reviewed for business development and cost saving purposes.
The income approach uses a reporting unit’s projection of estimated operating results and cash 47 Table of Contents flows that are discounted using a rate that reflects current market conditions.
The income approach uses a reporting unit’s projection of estimated operating results and cash flows that are discounted using a rate that reflects current 49 Table of Contents market conditions.
The strategy for liabilities has been to shorten the maturities for both deposits and borrowings. The longer-term objective is to increase the proportion of non-interest-bearing demand deposits, low interest- bearing demand deposits, money market accounts, and savings deposits relative to certificates of deposit to reduce our overall cost of funds.
The strategy for liabilities has been to shorten the maturities for both deposits and borrowings. The longer-term objective is to increase the proportion of non-interest-bearing demand deposits, low interest- bearing 58 Table of Contents demand deposits, money market accounts, and savings deposits relative to certificates of deposit to reduce our overall cost of funds.
The Company’s approach to credit management uses well defined policies and procedures and disciplined underwriting criteria resulting in our strong asset quality and credit metrics in fiscal year 2024.
The Company’s approach to credit management uses well defined policies and procedures and disciplined underwriting criteria resulting in our strong asset quality and credit metrics in fiscal year 2025.
(3) Tax-equivalent adjustment relates to non-taxable investment interest income calculated based on a combined federal and state tax rate of 24% for all three years. ​ ​ 56 Table of Contents Rate/Volume Analysis The following table sets forth the effects of changing rates and volumes on net interest income of the Company for the fiscal year ended March 31, 2024 compared to the fiscal year ended March 31, 2023, and the fiscal year ended March 31, 2023 compared to the fiscal year ended March 31, 2022.
(3) Tax-equivalent adjustment relates to non-taxable investment interest income calculated based on a combined federal and state tax rate of 24% for all three years. ​ ​ 57 Table of Contents Rate/Volume Analysis The following table sets forth the effects of changing rates and volumes on net interest income of the Company for the fiscal year ended March 31, 2025 compared to the fiscal year ended March 31, 2024, and the fiscal year ended March 31, 2024 compared to the fiscal year ended March 31, 2023.
As part of its interest rate risk management strategy, the Company promotes transaction accounts and certificates of deposit with terms up to ten years. 57 Table of Contents The Company has adopted a strategy that is designed to maintain or improve the interest rate sensitivity of assets relative to its liabilities.
As part of its interest rate risk management strategy, the Company promotes transaction accounts and certificates of deposit with terms up to ten years. The Company has adopted a strategy that is designed to maintain or improve the interest rate sensitivity of assets relative to its liabilities.
The Company’s primary sources of funds are customer deposits, proceeds from principal and interest payments on loans, proceeds from the sale of loans, maturing securities, FHLB advances and FRB borrowings.
The Company’s primary sources of funds are client deposits, proceeds from principal and interest payments on loans, proceeds from the sale of loans, maturing securities, FHLB advances and FRB borrowings.
In addition to utilizing the above projections of estimated operating results, key assumptions used to determine the fair value estimate under the income approach were the discount rate of 15.32% utilized for our cash flow estimates and a terminal value estimated at 1.8 times the ending book value of the reporting unit.
In addition to utilizing the above projections of estimated operating results, key assumptions used to determine the fair value estimate under the income approach were the discount rate of 13.84% utilized for our cash flow estimates and a terminal value estimated at 1.8 times the ending book value of the reporting unit.
The information below is qualified in its entirety by the detailed information included elsewhere 49 Table of Contents herein and should be read along with this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Item 8.
The information below is qualified in its entirety by the detailed information included elsewhere herein and should be read along with this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Item 8.
For additional information regarding future financial commitments, see Note 16 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K. The Company anticipates that it will have sufficient funds available to meet current loan commitments. Certificates of deposit that are scheduled to mature in less than one year from March 31, 2024 totaled $179.2 million.
For additional information regarding future financial commitments, see Note 16 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K. The Company anticipates that it will have sufficient funds available to meet current loan commitments. Certificates of deposit that are scheduled to mature in less than one year from March 31, 2025 totaled $222.1 million.
The Company emphasizes to its employees the importance of delivering exemplary customer service and seeking opportunities to build further relationships with its customers. The goal is to compete with other financial service providers by relying on the strength of the Company’s customer service and relationship banking approach.
The Company emphasizes to its employees the importance of delivering exemplary client service and seeking opportunities to build further relationships with its clients. The goal is to compete with other financial service providers by relying on the strength of the Company’s client service and relationship banking approach.
Financial Statements and Supplementary Data." and the following: Operating Strategy and Selected Financial Information Fiscal year 2024 marked the 100th anniversary for Riverview Bank, which opened for business in 1923. Our primary business strategy is to provide comprehensive banking and related financial services within our primary market area.
Financial Statements and Supplementary Data." and the following: Operating Strategy and Selected Financial Information Fiscal year 2025 marked the 101 st anniversary for Riverview Bank, which opened for business in 1923. Our primary business strategy is to provide comprehensive banking and related financial services within our primary market area.
At March 31, 2024, the combined investment portfolio carried at $372.7 million had an average life of 6 years. Adjustable rate mortgage-backed securities totaled $2.8 million at March 31, 2024 compared to $3.7 million at March 31, 2023. See Item 1. “Business – Investment Activities” for additional information. Liquidity and Capital Resources Liquidity is essential to our business.
At March 31, 2025, the combined investment portfolio carried at $322.5 million had an average life of 5.7 years. Adjustable rate mortgage-backed securities totaled $2.2 million at March 31, 2025 compared to $2.8 million at March 31, 2024. See Item 1. “Business – Investment Activities” for additional information. Liquidity and Capital Resources Liquidity is essential to our business.
The amount of capital investment is influenced by, among other things, current and projected demand for our services and products, cash flow generated by operating activities, cash required for other purposes and regulatory considerations. Based on our current capital allocation objectives, during fiscal 2025 we expect cash expenditures of approximately $838,000 for capital investment in premises and equipment.
The amount of capital investment is influenced by, among other things, current and projected demand for our services and products, cash flow generated by operating activities, cash required for other purposes and regulatory considerations. Based on our current capital allocation objectives, during fiscal 2026 we expect cash expenditures of approximately $2.1 million for capital investment in premises and equipment.
Historically, the Bank has been able to retain a significant amount of its deposits as they mature. Partially offsetting these cash outflows are scheduled loan maturities of less than one year totaling $32.7 million at March 31, 2024.
Historically, the Bank has been able to retain a significant amount of its deposits as they mature. Partially offsetting these cash outflows are scheduled loan maturities of less than one year totaling $52.9 million at March 31, 2025.
Assets under management by the Trust Company totaled $961.8 million and $890.6 million at March 31, 2024 and March 31, 2023, respectively. The Company also offers a third-party identity theft product to its customers. The identity theft product assists our customers in monitoring their credit and includes an identity theft restoration service. Attracting Core Deposits and Other Deposit Products .
Assets under management by the Trust Company totaled $877.9 million and $961.8 million at March 31, 2025 and March 31, 2024, respectively. The Company also offers a third-party identity theft product to its clients. The identity theft product assists our clients in monitoring their credit and includes an identity theft restoration service. Attracting Core Deposits and Other Deposit Products .
Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the Company’s consolidated financial statements. ​ The Company performed its annual goodwill impairment test as of October 31, 2023. The goodwill impairment test involves a two-step process.
Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the Company’s consolidated financial statements. ​ The Company performed its annual goodwill impairment test as of October 31, 2024.
Future additions to our ACL, as well as charge-offs in excess of reserves, will reduce our earnings,” in this Form 10-K. 46 Table of Contents Valuation of Investment Securities. ​ The Company determines the estimated fair value of certain assets that are classified as Level 3 under the fair value hierarchy established under GAAP.
Future additions to our ACL, as well as charge-offs in excess of reserves, will reduce our earnings,” in this Form 10-K. 48 Table of Contents Fair Value Accounting and Measurement ​ The Company determines the estimated fair value of certain assets that are classified as Level 3 under the fair value hierarchy established under GAAP.
For additional information on the Company’s investment securities, see Note 3 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K. ​ Loans receivable, net, totaled $1.01 billion at March 31, 2024, compared to $993.5 million at March 31, 2023, an increase of $15.1 million.
For additional information on the Company’s investment securities, see Note 3 of the Notes to Consolidated Financial Statements contained in Item 8 of this Form 10-K. ​ Loans receivable, net, totaled $1.05 billion at March 31, 2025, compared to $1.01 billion at March 31, 2024, an increase of $38.4 million.
Assuming continued payment during fiscal year 2025 at this rate of $0.06 per share, average total dividends paid each quarter would be approximately $1.3 million based on the number of the Company’s outstanding shares at March 31, 2024. At March 31, 2024, Riverview had $9.5 million in cash to meet its liquidity needs.
Assuming continued payment during fiscal year 2026 at this rate of $0.02 per share, average total dividends paid each quarter would be approximately $420,000 based on the number of the Company’s outstanding shares at March 31, 2025. At March 31, 2025, Riverview had $5.7 million in cash to meet its liquidity needs.
Adjustable interest rate loans totaled $435.7 million or 42.55% of total loans at March 31, 2024, as compared to $403.6 million or 40.00% of total loans at March 31, 2023. Although the Company has sought to originate adjustable rate loans, the ability to originate and purchase such loans depends to a great extent on market interest rates and borrowers’ preferences.
Adjustable interest rate loans totaled $477.8 million or 44.97% of total loans at March 31, 2025, as compared to $435.7 million or 42.55% of total loans at March 31, 2024. Although the Company has sought to originate adjustable rate loans, the ability to originate and purchase such loans depends to a great extent on market interest rates and borrowers’ preferences.
Assumptions used by the Company in its discounted cash flow model (income approach) included an annual revenue growth rate that approximated 9.4%, a net interest margin that approximated 3.2% and a return on assets that ranged from 0.56% to 1.23% (average of 0.89%).
Assumptions used by the Company in its discounted cash flow model (income approach) included an annual revenue growth rate that approximated 10.0%, a net interest margin that approximated 3.3% and a return on assets that ranged from 0.32% to 1.14% (average of 0.78%).
At March 31, 2024 and 2023, the Bank had no wholesale brokered deposits. The Bank also participates in the CDARS and ICS deposit products, which allow the Company to accept deposits in excess of the FDIC insurance limit for a depositor and obtain “pass-through” insurance for the total deposit.
The Bank also participates in the CDARS and ICS deposit products, which allow the Company to accept deposits in excess of the FDIC insurance limit for a depositor and obtain “pass-through” insurance for the total deposit.
The Company calculated a fair value of its reporting unit of $150.0 million using the corporate value approach, $180.0 million using the income approach, $181.0 million using the whole bank transaction approach and $171.0 million using the market approach, with a final concluded value of $177.0 million, with ten percent weight given to the corporate value approach and market approach and forty percent weight given to the whole bank transaction and income approach.
The Company calculated a fair value of its reporting unit of $128.0 million using the corporate value approach, $177.0 million using the income approach, $186.0 million using the whole bank transaction approach and $200.0 million using the market approach, with a final concluded value of $182.0 million, with ten percent weight given to the corporate value approach and thirty percent weight given to the whole bank transaction, market approach and income approach.
The Company seeks to achieve these results by focusing on the following objectives: Execution of our Business Plan . The Company is focused on increasing its loan portfolio, especially higher yielding commercial and construction loans, and its core deposits by expanding its customer base throughout its primary market areas.
The Company seeks to achieve these results by focusing on the following objectives: Execution of our Business Plan . The Company remains focused on expanding its loan portfolio, particularly higher-yielding commercial and construction loans, and growing its core deposit base by deepening client relationships throughout its primary market areas.
Comparison of Operating Results for the Years Ended March 31, 2023 and 2022 See Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, previously filed with the SEC.
Income Taxes” for further discussion of the Company’s income taxes. ​ Comparison of Operating Results for the Years Ended March 31, 2024 and 2023 See Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, previously filed with the SEC. 56 Table of Contents Average Balance Sheet .
The Bank’s CDARS and ICS balances were $39.6 million, or 3.2% of total deposits, and $22.8 million, or 1.8% of total deposits, at March 31, 2024 and 2023, respectively. The combination of all the Bank’s funding sources gives the Bank available liquidity of $857.4 million, or 56.4% of total assets at March 31, 2024.
The Bank’s CDARS and ICS balances were $36.0 million, or 2.9% of total deposits, and $39.6 million, or 3.2% of total deposits, at March 31, 2025 and 2024, respectively. The combination of all the Bank’s funding sources gives the Bank available liquidity of $812.6 million, or 53.7% of total assets at March 31, 2025.
Loan fees, net, of $1.3 million, $2.4 million and $5.5 million were included in interest income for the years ended March 31, 2024, 2023 and 2022, respectively. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended March 31, ​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ Interest ​ ​ ​ ​ Interest ​ ​ ​ ​ Interest ​ ​ ​ Average ​ and ​ Yield/ ​ Average ​ and ​ Yield/ ​ Average ​ and ​ Yield/ ​ Balance Dividends Cost Balance Dividends Cost Balance Dividends Cost ​ ​ (Dollars in thousands) Interest-earning assets: ​ ​ ​ ​ ​ ​ ​ ​ Mortgage loans ​ $ 758,809 ​ $ 34,523 ​ 4.55 % $ 760,821 ​ $ 34,694 ​ 4.56 % $ 696,700 ​ $ 33,280 ​ 4.78 % Non-mortgage loans ​ 252,611 ​ 11,508 ​ 4.56 ​ 246,224 ​ 10,050 ​ 4.08 ​ 238,042 ​ 10,799 ​ 4.54 ​ Total net loans (1) ​ 1,011,420 ​ 46,031 ​ 4.55 ​ 1,007,045 ​ 44,744 ​ 4.44 ​ 934,742 ​ 44,079 ​ 4.72 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment securities (2) ​ 461,055 ​ 9,315 ​ 2.02 ​ 472,396 ​ 9,129 ​ 1.93 ​ 345,869 ​ 5,314 ​ 1.54 ​ Interest-bearing deposits in other banks ​ 10,956 ​ 566 ​ 5.16 ​ 100,694 ​ 1,773 ​ 1.76 ​ 291,897 ​ 439 ​ 0.15 ​ Other earning assets ​ 8,571 ​ 726 ​ 8.47 ​ 3,696 ​ 103 ​ 2.79 ​ 2,560 ​ 69 ​ 2.70 ​ Total interest-earning assets ​ 1,492,002 ​ 56,638 ​ 3.80 ​ 1,583,831 ​ 55,749 ​ 3.52 ​ 1,575,068 ​ 49,901 ​ 3.17 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-interest-earning assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Office properties and equipment, net ​ 23,337 ​ ​ ​ ​ ​ ​ 19,621 ​ ​ ​ ​ ​ ​ 18,933 ​ ​ ​ ​ ​ ​ Other non-interest-earning assets ​ 60,044 ​ ​ ​ ​ ​ ​ 63,511 ​ ​ ​ ​ ​ ​ 77,135 ​ ​ ​ ​ ​ ​ Total assets ​ $ 1,575,383 ​ ​ ​ ​ ​ ​ $ 1,666,963 ​ ​ ​ ​ ​ ​ $ 1,671,136 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest-bearing liabilities: ​ ​ ​ ​ ​ ​ ​ Savings accounts ​ $ 217,538 ​ $ 132 0.06 % $ 308,840 ​ $ 219 0.07 % $ 318,885 ​ $ 247 0.08 % Interest checking accounts ​ 243,904 ​ 785 0.32 ​ 286,627 ​ 89 0.03 ​ 279,053 ​ 87 0.03 ​ Money market accounts ​ 233,749 ​ 2,860 1.22 ​ 266,795 ​ 415 0.16 ​ 272,161 ​ 150 0.06 ​ Certificates of deposit ​ 157,126 ​ 4,508 2.87 ​ 103,484 ​ 779 0.75 ​ 117,391 ​ 940 0.80 ​ Total interest-bearing deposits ​ 852,317 ​ 8,285 0.97 ​ 965,746 ​ 1,502 0.16 ​ 987,490 ​ 1,424 0.14 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Junior subordinated debentures ​ 26,959 ​ 2,109 7.82 ​ 26,873 ​ 1,368 5.09 ​ 26,789 ​ 611 2.28 ​ FHLB advances ​ ​ 146,555 ​ ​ 7,917 ​ 5.40 ​ ​ 21,046 ​ ​ 1,027 ​ 4.88 ​ ​ 3 ​ ​ — ​ 0.31 ​ Other interest-bearing liabilities ​ 2,211 ​ 158 7.15 ​ 2,271 ​ 163 7.18 ​ 2,310 ​ 165 7.14 ​ Total interest-bearing liabilities ​ 1,028,042 ​ 18,469 1.80 ​ 1,015,936 ​ 4,060 0.40 ​ 1,016,592 ​ 2,200 0.22 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-interest-bearing liabilities: ​ ​ ​ ​ ​ ​ ​ Non-interest-bearing deposits ​ 376,694 ​ ​ ​ ​ ​ ​ 480,029 ​ ​ ​ ​ ​ ​ 476,203 ​ ​ ​ ​ ​ ​ Other liabilities ​ 14,510 ​ ​ ​ ​ ​ ​ 16,757 ​ ​ ​ ​ ​ ​ 18,186 ​ ​ ​ ​ ​ ​ Total liabilities ​ 1,419,246 ​ ​ ​ ​ ​ ​ 1,512,722 ​ ​ ​ ​ ​ ​ 1,510,981 ​ ​ ​ ​ ​ ​ Shareholders’ equity ​ 156,137 ​ ​ ​ ​ ​ ​ 154,241 ​ ​ ​ ​ ​ ​ 160,155 ​ ​ ​ ​ ​ ​ Total liabilities and shareholders’ equity ​ $ 1,575,383 ​ ​ ​ ​ ​ ​ $ 1,666,963 ​ ​ ​ ​ ​ ​ $ 1,671,136 ​ ​ ​ ​ ​ ​ Net interest income ​ ​ ​ ​ $ 38,169 ​ ​ ​ ​ ​ ​ $ 51,689 ​ ​ ​ ​ ​ ​ $ 47,701 ​ ​ ​ Interest rate spread ​ ​ ​ ​ 2.00 % ​ ​ ​ 3.12 % ​ ​ ​ 2.95 % Net interest margin ​ ​ ​ ​ 2.56 % ​ ​ ​ 3.26 % ​ ​ ​ 3.03 % Ratio of average interest-earning assets to average interest-bearing liabilities ​ ​ ​ ​ 145.13 % ​ ​ ​ 155.90 % ​ ​ ​ 154.94 % Tax-Equivalent Adjustment (3) ​ ​ ​ ​ $ 83 ​ ​ ​ ​ ​ ​ $ 83 ​ ​ ​ ​ ​ ​ $ 76 ​ ​ ​ ​ (1) Includes non-accrual loans.
Loan fees, net, of $1.4 million, $1.3 million and $2.4 million were included in interest income for the years ended March 31, 2025, 2024 and 2023, respectively. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended March 31, ​ ​ 2025 ​ 2024 ​ 2023 ​ ​ ​ ​ Interest ​ ​ ​ ​ Interest ​ ​ ​ ​ Interest ​ ​ ​ Average ​ and ​ Yield/ ​ Average ​ and ​ Yield/ ​ Average ​ and ​ Yield/ ​ Balance Dividends Cost Balance Dividends Cost Balance Dividends Cost ​ ​ (Dollars in thousands) Interest-earning assets: ​ ​ ​ ​ ​ ​ ​ ​ Mortgage loans ​ $ 780,947 ​ $ 37,882 ​ 4.85 % $ 758,809 ​ $ 34,523 ​ 4.55 % $ 760,821 ​ $ 34,694 ​ 4.56 % Non-mortgage loans ​ 263,423 ​ 12,739 ​ 4.84 ​ 252,611 ​ 11,508 ​ 4.56 ​ 246,224 ​ 10,050 ​ 4.08 ​ Total net loans (1) ​ 1,044,370 ​ 50,621 ​ 4.85 ​ 1,011,420 ​ 46,031 ​ 4.55 ​ 1,007,045 ​ 44,744 ​ 4.44 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment securities (2) ​ 370,027 ​ 7,260 ​ 1.96 ​ 461,055 ​ 9,315 ​ 2.02 ​ 472,396 ​ 9,129 ​ 1.93 ​ Interest-bearing deposits in other banks ​ 12,429 ​ 600 ​ 4.83 ​ 10,956 ​ 566 ​ 5.16 ​ 100,694 ​ 1,773 ​ 1.76 ​ Other earning assets ​ 6,244 ​ 563 ​ 9.02 ​ 8,571 ​ 726 ​ 8.47 ​ 3,696 ​ 103 ​ 2.79 ​ Total interest-earning assets ​ 1,433,070 ​ 59,044 ​ 4.12 ​ 1,492,002 ​ 56,638 ​ 3.80 ​ 1,583,831 ​ 55,749 ​ 3.52 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-interest-earning assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Office properties and equipment, net ​ 23,198 ​ ​ ​ ​ ​ ​ 23,337 ​ ​ ​ ​ ​ ​ 19,621 ​ ​ ​ ​ ​ ​ Other non-interest-earning assets ​ 64,714 ​ ​ ​ ​ ​ ​ 60,044 ​ ​ ​ ​ ​ ​ 63,511 ​ ​ ​ ​ ​ ​ Total assets ​ $ 1,520,982 ​ ​ ​ ​ ​ ​ $ 1,575,383 ​ ​ ​ ​ ​ ​ $ 1,666,963 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest-bearing liabilities: ​ ​ ​ ​ ​ ​ ​ Savings accounts ​ $ 175,102 ​ $ 170 0.10 % $ 217,538 ​ $ 132 0.06 % $ 308,840 ​ $ 219 0.07 % Interest checking accounts ​ 261,475 ​ 2,606 1.00 ​ 243,904 ​ 785 0.32 ​ 286,627 ​ 89 0.03 ​ Money market accounts ​ 224,076 ​ 4,162 1.86 ​ 233,749 ​ 2,860 1.22 ​ 266,795 ​ 415 0.16 ​ Certificates of deposit ​ 221,725 ​ 8,375 3.78 ​ 157,126 ​ 4,508 2.87 ​ 103,484 ​ 779 0.75 ​ Total interest-bearing deposits ​ 882,378 ​ 15,313 1.74 ​ 852,317 ​ 8,285 0.97 ​ 965,746 ​ 1,502 0.16 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Junior subordinated debentures ​ 27,045 ​ 2,029 7.50 ​ 26,959 ​ 2,109 7.82 ​ 26,873 ​ 1,368 5.09 ​ FHLB advances ​ ​ 99,020 ​ ​ 5,123 ​ 5.17 ​ ​ 146,555 ​ ​ 7,917 ​ 5.40 ​ ​ 21,046 ​ ​ 1,027 ​ 4.88 ​ Other interest-bearing liabilities ​ 2,147 ​ 153 7.13 ​ 2,211 ​ 158 7.15 ​ 2,271 ​ 163 7.18 ​ Total interest-bearing liabilities ​ 1,010,590 ​ 22,618 2.24 ​ 1,028,042 ​ 18,469 1.80 ​ 1,015,936 ​ 4,060 0.40 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-interest-bearing liabilities: ​ ​ ​ ​ ​ ​ ​ Non-interest-bearing deposits ​ 337,741 ​ ​ ​ ​ ​ ​ 376,694 ​ ​ ​ ​ ​ ​ 480,029 ​ ​ ​ ​ ​ ​ Other liabilities ​ 14,081 ​ ​ ​ ​ ​ ​ 14,510 ​ ​ ​ ​ ​ ​ 16,757 ​ ​ ​ ​ ​ ​ Total liabilities ​ 1,362,412 ​ ​ ​ ​ ​ ​ 1,419,246 ​ ​ ​ ​ ​ ​ 1,512,722 ​ ​ ​ ​ ​ ​ Shareholders’ equity ​ 158,570 ​ ​ ​ ​ ​ ​ 156,137 ​ ​ ​ ​ ​ ​ 154,241 ​ ​ ​ ​ ​ ​ Total liabilities and shareholders’ equity ​ $ 1,520,982 ​ ​ ​ ​ ​ ​ $ 1,575,383 ​ ​ ​ ​ ​ ​ $ 1,666,963 ​ ​ ​ ​ ​ ​ Net interest income ​ ​ ​ ​ $ 36,426 ​ ​ ​ ​ ​ ​ $ 38,169 ​ ​ ​ ​ ​ ​ $ 51,689 ​ ​ ​ Interest rate spread ​ ​ ​ ​ 1.88 % ​ ​ ​ 2.00 % ​ ​ ​ 3.12 % Net interest margin ​ ​ ​ ​ 2.54 % ​ ​ ​ 2.56 % ​ ​ ​ 3.26 % Ratio of average interest-earning assets to average interest-bearing liabilities ​ ​ ​ ​ 141.81 % ​ ​ ​ 145.13 % ​ ​ ​ 155.90 % Tax-Equivalent Adjustment (3) ​ ​ ​ ​ $ 82 ​ ​ ​ ​ ​ ​ $ 83 ​ ​ ​ ​ ​ ​ $ 83 ​ ​ ​ ​ (1) Includes non-accrual loans.
Interest expense on borrowings increased $7.6 million for the fiscal year ended March 31, 2024 compared to the prior fiscal year due primarily to an increase in the average balance of FHLB advances.
Interest expense on borrowings decreased $2.9 million for the fiscal year ended March 31, 2025 compared to the prior fiscal year due primarily to a decrease in the average balance of FHLB advances.
The changes noted in the table below include tax equivalent adjustments, and as a result, will not agree to the amounts reflected on the Company’s consolidated statements of income for the categories that have been adjusted to reflect tax equivalent income. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ ​ 2024 vs 2023 ​ 2023 vs. 2022 ​ Increase (Decrease) Due to ​ ​ ​ Increase (Decrease) Due to ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Increase ​ ​ ​ ​ ​ ​ ​ Total ​ Volume Rate (Decrease) Volume Rate Increase Interest Income: ​ ​ ​ ​ ​ ​ Mortgage loans ​ $ (94) ​ $ (77) ​ $ (171) ​ $ 2,986 ​ $ (1,572) ​ $ 1,414 Non-mortgage loans ​ 264 ​ 1,194 ​ 1,458 ​ 365 ​ (1,114) ​ (749) Investment securities (1) ​ (226) ​ 412 ​ 186 ​ 2,255 ​ 1,560 ​ 3,815 Interest-earning deposits in other banks ​ (2,542) ​ 1,335 ​ (1,207) ​ (464) ​ 1,798 ​ 1,334 Other earning assets ​ 245 ​ 378 ​ 623 ​ 32 ​ 2 ​ 34 Total interest income ​ (2,353) ​ 3,242 ​ 889 ​ 5,174 ​ 674 ​ 5,848 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Expense: ​ ​ ​ ​ ​ ​ Regular savings accounts ​ (59) ​ (28) ​ (87) ​ (6) ​ (22) ​ (28) Interest checking accounts ​ (15) ​ 711 ​ 696 ​ 2 ​ — ​ 2 Money market accounts ​ (59) ​ 2,504 ​ 2,445 ​ (3) ​ 268 ​ 265 Certificates of deposit ​ 577 ​ 3,152 ​ 3,729 ​ (105) ​ (56) ​ (161) Junior subordinated debentures ​ ​ 4 ​ 737 ​ ​ 741 ​ ​ 2 ​ ​ 755 ​ ​ 757 FHLB advances ​ ​ 6,770 ​ 120 ​ ​ 6,890 ​ ​ 1,027 ​ ​ — ​ ​ 1,027 Other interest-bearing liabilities ​ (4) ​ (1) ​ (5) ​ (3) ​ 1 ​ (2) Total interest expense ​ 7,214 ​ 7,195 ​ 14,409 ​ 914 ​ 946 ​ 1,860 Net interest income ​ $ (9,567) ​ $ (3,953) ​ $ (13,520) ​ $ 4,260 ​ $ (272) ​ $ 3,988 ​ (1) Interest on municipal securities is presented on a fully tax-equivalent basis.
The changes noted in the table below include tax equivalent adjustments, and as a result, will not agree to the amounts reflected on the Company’s consolidated statements of income for the categories that have been adjusted to reflect tax equivalent income. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended March 31, ​ ​ 2025 vs 2024 ​ 2024 vs. 2023 ​ Increase (Decrease) Due to ​ ​ ​ Increase (Decrease) Due to ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Increase ​ ​ ​ ​ ​ ​ ​ Total ​ Volume Rate (Decrease) Volume Rate Increase Interest Income: ​ ​ ​ ​ ​ ​ Mortgage loans ​ $ 1,030 ​ $ 2,329 ​ $ 3,359 ​ $ (94) ​ $ (77) ​ $ (171) Non-mortgage loans ​ 506 ​ 725 ​ 1,231 ​ 264 ​ 1,194 ​ 1,458 Investment securities (1) ​ (1,786) ​ (269) ​ (2,055) ​ (226) ​ 412 ​ 186 Interest-earning deposits in other banks ​ 72 ​ (38) ​ 34 ​ (2,542) ​ 1,335 ​ (1,207) Other earning assets ​ (207) ​ 44 ​ (163) ​ 245 ​ 378 ​ 623 Total interest income ​ (385) ​ 2,791 ​ 2,406 ​ (2,353) ​ 3,242 ​ 889 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Expense: ​ ​ ​ ​ ​ ​ Regular savings accounts ​ (30) ​ 68 ​ 38 ​ (59) ​ (28) ​ (87) Interest checking accounts ​ 59 ​ 1,762 ​ 1,821 ​ (15) ​ 711 ​ 696 Money market accounts ​ (124) ​ 1,426 ​ 1,302 ​ (59) ​ 2,504 ​ 2,445 Certificates of deposit ​ 2,183 ​ 1,684 ​ 3,867 ​ 577 ​ 3,152 ​ 3,729 Junior subordinated debentures ​ ​ 7 ​ (87) ​ ​ (80) ​ ​ 4 ​ ​ 737 ​ ​ 741 FHLB advances ​ ​ (2,470) ​ (324) ​ ​ (2,794) ​ ​ 6,770 ​ ​ 120 ​ ​ 6,890 Other interest-bearing liabilities ​ (5) ​ — ​ (5) ​ (4) ​ (1) ​ (5) Total interest expense ​ (380) ​ 4,529 ​ 4,149 ​ 7,214 ​ 7,195 ​ 14,409 Net interest income ​ $ (5) ​ $ (1,738) ​ $ (1,743) ​ $ (9,567) ​ $ (3,953) ​ $ (13,520) ​ (1) Interest on municipal securities is presented on a fully tax-equivalent basis.
The increase was mainly attributable to the increase in the accumulated other comprehensive income related to the change in unrealized holding losses on securities available for sale, net of tax, of $2.2 million and net income of $3.8 million during fiscal year 2024.
The increase was mainly attributable to net income of $4.9 million recorded during fiscal year 2025 and an improvement in other comprehensive income of $2.8 million, which reflected a reduction in unrealized holding losses on securities available for sale, net of tax.
During the fiscal years ended March 31, 2024 and 2023, deposits decreased $33.5 million and $268.7 million, respectively. An additional source of wholesale funding includes brokered certificates of deposit. While the Company has utilized brokered deposits from time to time, the Company historically has not extensively relied on brokered deposits to fund its operations.
An additional source of wholesale funding includes brokered certificates of deposit. While the Company has utilized brokered deposits from time to time, the Company historically has not extensively relied on brokered deposits to fund its operations. At March 31, 2025 and 2024, the Bank had no wholesale brokered deposits.
These increases were partially offset by cash dividend payments totaling $5.1 million and the repurchase of 109,162 shares of common stock totaling $577,000. ​ 52 Table of Contents Comparison of Operating Results for the Years Ended March 31, 2024 and 2023 Net Income.
These increases were partially offset by cash dividend payments totaling $1.7 million and the repurchase of 358,631 shares of common stock at a total cost of $2.0 million. 54 Table of Contents Comparison of Operating Results for the Years Ended March 31, 2025 and 2024 Net Income.
At March 31, 2024, the Company had total commitments of $160.8 million, which includes commitments to extend credit of $10.0 million, unused lines of credit totaling $93.3 million, undisbursed construction loans totaling $55.9 million, and standby letters of credit totaling $1.6 million.
At March 31, 2025, the Company had total commitments of $102.6 million, which included commitments to extend credit of $5.5 million, unused lines of credit totaling $79.0 million, undisbursed construction loans totaling $16.6 million, and standby letters of credit totaling $1.6 million.
The effective tax rate was 17.4% for the fiscal year ended March 31, 2024 compared to 23.7% for the fiscal year ended March 31, 2023. The decrease in the provision for income taxes and effective tax rate is attributable to lower pre-tax income for the fiscal year ended March 31, 2024 compared to the same period in the prior year.
The increase in the provision for income taxes was due to higher pre-tax income for the fiscal year ended March 31, 2025 compared to the same period in the prior year. The effective tax rate was 21.4% for the fiscal year ended March 31, 2025 compared to 17.8% for the fiscal year ended March 31, 2024.
The weighted average interest rate on interest-bearing deposits increased 81 basis points to 0.97% for the fiscal year ended March 31, 2024 from 0.16% for the prior fiscal year.
The average rate paid on all interest bearing deposits increased 77 basis points to 1.74% for fiscal year ended March 31, 2025, compared to 0.97% for the prior fiscal year.
After selecting comparable institutions, the Company derived the fair value of the reporting unit by completing a comparative analysis of the relationship between their financial metrics listed above and their market values utilizing a market multiple of 0.87 times book value, a market multiple of 0.93 times tangible book value and an earnings multiple of 9.3 times.
After selecting comparable institutions, the Company derived the fair value of the reporting unit by completing a comparative analysis of the relationship between their financial metrics listed above and their market values utilizing a market multiple of 0.90 times book value, a market multiple of 1.00 times tangible book value, due to comparable bank volatility its belief that earnings multiples do not give meaningful results.
If the Company recorded an impairment charge, its financial position and results of operations would be adversely affected; however, such an impairment charge would have no impact on our liquidity, operations or regulatory capital. For additional information concerning critical accounting policies, see Note 1 of the Notes to Consolidated Financial Statements contained in "Item 8.
While any such impairment charge would adversely affect the Company’s financial condition and results of operations, it would not impact the Company’s liquidity, operations, or regulatory capital ratios. For additional information concerning critical accounting policies, see Note 1 of the Notes to Consolidated Financial Statements contained in "Item 8.
The average balance of FHLB advances increased to $146.6 million for the fiscal year ended March 31, 2024 compared to $21.0 million for the same period in the prior year. The weighted average interest rate on FHLB advances increased to 5.40% for the fiscal year ended March 31, 2024 compared to 4.88% for the prior fiscal year.
The average balance of FHLB advances decreased to $99.0 million for fiscal year ended March 31, 2025 compared to $146.6 million for the same period in the prior year.
In addition to these primary sources of funds, the Bank has several secondary borrowing sources available to meet potential funding 58 Table of Contents requirements, including FRB borrowings and FHLB advances.
Its primary liquidity management strategy is to manage short-term borrowings, consistent with its asset/liability objectives. In addition to these primary sources of funds, the Bank has several secondary borrowing sources available to meet potential funding requirements, including FRB borrowings and FHLB advances.
At March 31, 2024, the Bank had no advances from the FRB and maintains a credit facility with the FRB with available borrowing capacity of $284.5 million, subject to sufficient collateral. At March 31, 2024, FHLB advances totaled $88.3 million and the Bank had an available borrowing capacity of $299.5 million, subject to sufficient collateral and stock investment.
At March 31, 2025, the Bank had no advances from the FRB and maintained a credit facility with the FRB with available borrowing capacity of $297.3 million, subject to sufficient collateral. FHLB advances totaled $76.4 million at the same date, with additional borrowing capacity of $174.0 million, also subject to adequate collateral and stock investment.
Selected Financial Data: The following financial condition data as of March 31, 2024 and 2023 and operating data and key financial ratios for the fiscal years ended March 31, 2024, 2023, and 2022 have been derived from the Company’s audited consolidated financial statements.
The Company believes that one of its strengths is that its employees are also shareholders through the Company’s ESOP and 401(k) plans. ​ 51 Table of Contents Selected Financial Data: The following financial condition data as of March 31, 2025 and 2024 and operating data and key financial ratios for the fiscal years ended March 31, 2025, 2024, and 2023 have been derived from the Company’s audited consolidated financial statements.
Interest earned on interest-bearing deposits in other banks decreased $1.2 million to $566,000 for the year ended March 31, 2024 compared to $1.8 million during the prior fiscal year.
Interest earned on investment securities decreased $2.1 million for the fiscal year ended March 31, 2025, compared to the prior fiscal year.
The Company had no wholesale-brokered deposits at March 31, 2024 and 2023. Core branch deposits accounted for 98.0% of total deposits at March 31, 2024 compared to 97.5% at March 31, 2023.
Core branch deposits accounted for 98.1% of total deposits at March 31, 2025 compared to 98.0% at March 31, 2024.
The Company recorded no provision or recapture of credit losses for the fiscal year ended March 31, 2024 compared to a provision for loan losses of $750,000 under the prior incurred loss method for the fiscal year ended March 31, 2023.
The Company recorded a provision for credit losses of $100,000 for the fiscal year ended March 31, 2025 compared to no provision for credit losses for the fiscal year ended March 31, 2024. The provision recorded in fiscal 2025, primarily reflects growth in the loan portfolio.
Additionally, a portion of excess cash is invested in short-term certificates of deposit for investment purposes, all of which are fully insured by the FDIC.
Additionally, a portion of excess cash is invested in short-term certificates of deposit for investment purposes, all of which are fully insured by the FDIC. There were no certificates of deposits held for investment at both March 31, 2025 and 2024. ​ Investment securities totaled $322.5 million and $372.7 million at March 31, 2025 and 2024, respectively.
During the fiscal year ended March 31, 2024, the Bank used its sources of funds primarily to fund deposit withdrawals resulting from increased competition and pricing pressure and to fund loan commitments. At March 31, 2024, cash and cash equivalents and available for sale investment securities totaled $166.8 million, or 11.0% of total assets.
During the fiscal year ended March 31, 2025, deposits remained relatively stable; however, the Bank utilized its funding sources primarily to support loan commitments and manage deposit withdrawals influenced by competitive and pricing pressures. At March 31, 2025, cash and cash equivalents and available for sale investment securities totaled $148.9 million, or 9.8% of total assets.
The decrease is primarily due to the $2.7 million loss on sale of available for sale investment securities resulting from the Company’s balance sheet restructuring in the fourth quarter of fiscal 2024.
The increase was primarily attributable to the absence of a $2.7 million loss on the sale of available for sale investment securities that occurred in fiscal 2024 as part of a balance sheet restructuring.
The decrease in deposits was attributable to reductions in regular savings accounts of $62.5 million, non-interest checking accounts of $55.9 million and money market accounts of $12.6 million. These decreases were partially offset by increases of $62.1 million in certificates of deposit accounts and $35.3 million in interest checking accounts.
Increases in certificates of deposits of $36.5 million and money market accounts of $26.9 million were partially offset by decreases in non-interest checking accounts of $33.6 million, regular savings accounts of $24.4 million, and interest checking accounts of $4.8 million.
While the Company historically emphasized residential real estate lending, since 1998 it has been diversifying its loan portfolio through the expansion of its commercial and construction loan portfolios. Moreover, in fiscal year 2021, the Company ceased originating residential real estate loans; however, it will from time to time purchase these loans consistent with asset/liability objectives.
While residential real estate lending was historically a primary focus, the Company has diversified its loan portfolio in recent years through the strategic growth of its commercial and construction loan portfolios. In fiscal year 2021, the Company ceased originating one-to-four family residential real estate loans but continues to purchase such loans consistent with its asset/liability management objectives.
These increases were partially offset by decreases in real estate construction, commercial business, and real estate one-to-four family loans of $11.2 million, $3.5 million, and $3.3 million, respectively, since March 31, 2023. ​ The Company no longer originates real estate one-to-four family loans and will from time to time purchase these loans consistent with its asset/liability objectives.
These increases were partially offset by a decrease in real estate construction loans of $7.4 million reflecting the completion and pay-off of projects originated in prior periods. ​ The Company no longer originates real estate one-to-four family loans but may, from time to time, purchase such loans consistent with its asset/liability management objectives.
Net interest income for fiscal year 2024 decreased $13.5 million, or 26.2%, to $38.1 million compared to $51.6 million in fiscal year 2023. The decrease was primarily due to increased interest expense on deposits and borrowings. The net interest margin for the fiscal year ended March 31, 2024 was 2.56% compared to 3.26% for the prior fiscal year.
The decrease was primarily due to increased interest expense on deposits. Net interest margin for the fiscal year ended March 31, 2025 was 2.54% compared to 2.56% for the prior fiscal year. The decrease in the net interest margin was primarily attributable the increase in interest expense on deposits and the decrease in total average interest earning assets.
The Company believes that its continued focus on building customer relationships will help to increase the level of core deposits and locally-based retail certificates of deposit. In addition, the Company intends to increase demand deposits by growing business banking relationships through expanded product lines tailored to meet its target business customers’ needs.
The Company believes its continued focus on relationship banking will support the expansion of both core deposits and locally sourced retail certificates of deposit. In particular, the Company seeks to grow demand deposits by building business banking relationships, supported by a suite of expanded product offerings tailored to meet the specific needs of its business clients.
The increase was primarily related to the increase in interest and fees on loans receivable due to the overall increase in the yield earned on loans and, to a lesser extent, an increase in the average balance of net loans.
The increase was primarily related to the increase in interest and fees on loans receivable due to the overall increase in average balance of and yield on total net loans. Interest and fees on loans receivable increased $4.6 million to $50.6 million at March 31, 2025 compared to $46.0 million at March 31, 2024.
When the rate earned on interest-earning assets equals or exceeds the rate paid on interest-bearing liabilities, this positive interest rate spread will generate net interest income. The Company’s results of operations are also significantly affected by general economic and competitive conditions, particularly changes in market interest rates, government legislation and regulation, and monetary and fiscal policies.
The Company’s results of operations are also significantly affected by general economic and competitive conditions, particularly changes in market interest rates, government legislation and regulation, and monetary and fiscal policies. Net interest income for fiscal 2025 decreased $1.7 million, or 4.57%, to $36.3 million compared to $38.1 million in fiscal 2024.
Interest expense for the fiscal year ended March 31, 2024 totaled $18.5 million, a $14.4 million or 354.9% increase from $4.1 million for the fiscal year ended March 31, 2023.
The average yield on investment securities was 1.96% for the fiscal year ended March 31, 2025 compared to 2.02% for the prior fiscal year. Interest Expense. Interest expense for the fiscal year ended March 31, 2025 totaled $22.6 million, a $4.1 million or 22.46% increase from $18.5 million for the fiscal year ended March 31, 2024.
At March 31, 2024, the Bank had sufficient unpledged collateral to allow it to utilize its available borrowing capacity from the FRB and the FHLB. Borrowing capacity may, however, fluctuate based on acceptability and risk rating of loan collateral and counterparties could adjust discount rates applied to such collateral at their discretion.
At March 31, 2025, the Bank had sufficient unpledged collateral to allow it to utilize its available borrowing capacity from the FRB and the FHLB.
The Company maintains technology-based products to encourage the growth of lower cost deposits, such as personal financial management, business cash management, and business remote deposit products, that enable it to meet its customers’ cash management needs and compete effectively with banks of all sizes.
To further encourage growth in lower-cost deposits, the Company has invested in technology-based solutions designed to improve the client experience and support cash management needs. These include personal financial management tools, business cash management services, and remote deposit capture products, which allow the Company to effectively compete with financial institutions of all sizes.
Management believes that the Company’s security portfolio is of high quality and its securities would therefore be marketable. The levels of these assets are dependent on the Company’s operating, financing, lending, and investing activities during any given period.
Management believes that the Company’s security portfolio is of high quality and generally marketable. The level of liquid assets is influenced by the Company’s operating, financing, lending, and investing activities during any given period. The Bank generally maintains sufficient cash and short-term investments to meet short-term liquidity needs.
Additionally, the Company will purchase commercial business loans to supplement loan originations and diversify the commercial loan portfolio. Purchased loans are originated by a third-party located outside of the Company’s primary market area and totaled $27.2 million and $26.2 million at March 31, 2024 and 2023, respectively.
These purchased loans are originated by third-parties located outside of the Company’s primary market area and totaled $35.3 million and $27.2 million at March 31, 2025 and 2024, respectively. ​ The Company also purchases the guaranteed portion of SBA originated loans as part of its strategy to diversify the loan portfolio and enhance yields relative to cash and other short-term investments.
Similarly, the weighted average interest rate on the junior subordinated debentures increased 273 basis points to 7.82% for the fiscal year ended March 31, 2024 compared to 5.09% for the prior fiscal year. Provision for credit losses.
The weighted average interest rate on FHLB advances decreased to 5.17% for the fiscal year ended March 31, 2025 compared to 5.40% for the prior fiscal year. ​ 55 Table of Contents Provision for credit losses .
These SBA loans are originated through another financial institution located outside of the Company’s primary market area and are purchased with servicing retained by the seller. At March 31, 2024, the Company’s purchased SBA loan portfolio was $51.0 million compared to $55.5 million at March 31, 2023. ​ Goodwill was $27.1 million at both March 31, 2024, and 2023.
At March 31, 2025, the Company’s purchased SBA loan portfolio was $46.7 million compared to $51.0 million at March 31, 2024. ​ Goodwill was $27.1 million at both March 31, 2025, and 2024.
(2) Non-interest expense divided by the sum of net interest income and non-interest income. ​ ​ 51 Table of Contents Comparison of Financial Condition at March 31, 2024 and 2023 Cash and cash equivalents, including interest-earning deposits in other banks, totaled $23.6 million at March 31, 2024 compared to $22.0 million at March 31, 2023.
As a result, amounts reported for prior periods are not directly comparable to those calculated under the CECL methodology. ​ ​ 53 Table of Contents Comparison of Financial Condition at March 31, 2025 and 2024 Cash and cash equivalents, including interest-earning deposits in other banks, totaled $29.4 million at March 31, 2025 compared to $23.6 million at March 31, 2024.
Net income decreased $14.3 million or 79.0% to $3.8 million, or $0.18 per diluted share, for the fiscal year ended March 31, 2024, compared to $18.1 million, or $0.83 per diluted share, for the fiscal year ended March 31, 2023.
Net income was $4.9 million, or $0.23 per diluted share, for the fiscal year ended March 31, 2025, compared to $3.8 million, or $0.18 per diluted share, for the fiscal year ended March 31, 2024. The Company’s net income increased primarily as a result of an increase in interest income of $2.4 million and non-interest income on $4.0 million.
Even though the Company determined that there was no goodwill impairment, a sustained decline in the value of its stock price as well as values of other financial institutions, declines in revenue for the Company beyond our current forecasts, significant adverse changes in the operating environment for the financial industry or an increase in the value of our assets without an increase in the value of the reporting unit may result in a future impairment charge. ​ It is also possible that changes in circumstances existing at the measurement date or at other times in the future, or in the numerous estimates associated with management’s judgments, assumptions and estimates made in assessing the fair value of our goodwill, could result in an impairment charge of a portion or all of our goodwill.
However, future impairment charges could occur if adverse events or changes in circumstances arise, including, but not limited to: (i) a sustained decline in the Company’s stock price or that of peer institutions, (ii) revenue declines beyond current forecasts, (iii) significant adverse changes in the operating environment for the financial industry, or (iv) increases in the value of the Company’s assets without a corresponding increase in the value of the reporting unit . ​ Additionally, changes in circumstances at or after the measurement date, or changes in the assumptions and estimates used in assessing goodwill, could result in a partial or full impairment of goodwill.
Net recoveries totaled $13,000 for the fiscal year ended March 31, 2024, compared to $36,000 for the prior fiscal year. Net recoveries to average net loans were insignificant for the fiscal years ended March 31, 2024 and 2023, respectively. Nonperforming loans were $178,000 at March 31, 2024, compared to $1.9 million at March 31, 2023.
At March 31, 2025, the Company had an ACL of $15.4 million, or 1.45% of total loans, compared to $15.4 million, or 1.50% of total loans at March 31, 2024. Net charge-offs totaled $90,000 for the fiscal year ended March 31, 2025, compared to net recoveries of $13,000 for the prior fiscal year.
For additional information on our goodwill impairment testing, see “Goodwill Valuation” included in this Item 7. ​ Deposits decreased $33.5 million to $1.2 billion at March 31, 2024 compared to $1.3 billion at March 31, 2023 due to increased competition, pricing and an overall decrease in market liquidity.
For additional information on our goodwill impairment testing, see “Goodwill Valuation” included in this Item 7. ​ Deposits totaled $1.23 billion at both March 31, 2025 and 2024. While overall deposit levels remained stable, there was a shift in the composition of the deposits.

… 70 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

3 edited+3 added−3 removed16 unchanged
Biggest changeActual results may significantly differ from simulated results due to timing, magnitude and frequency of interest rate changes and changes in market conditions and specific strategies among other factors. 60 Table of Contents The following table shows the approximate percentage change in net interest income as of March 31, 2024 over a 12 and 24-month period under several instantaneous changes in interest rate scenarios: ​ ​ ​ ​ ​ ​ ​ ​ ​ Percent change in net ​ Percent change in net ​ ​ interest income (12 ​ interest income (24 Change in interest rates months) months) Up 400 basis points ​ (29.7) % (2.6) % Up 300 basis points (22.8) % 1.0 % Up 200 basis points (15.8) % 4.6 % Up 100 basis points (7.5) % 11.6 % Base case — — % Down 100 basis points ​ 4.6 % 17.4 % Down 200 basis points ​ 8.5 % 16.3 % Down 300 basis points ​ 11.8 % 13.8 % Down 400 basis points 15.1 % 11.3 % ​ Due to a number of loans in our loan portfolio with fixed interest rates, our net interest income will be negatively impacted in a rising interest rate environment.
Biggest changeActual results may significantly differ from simulated results due to timing, magnitude and frequency of interest rate changes and changes in market conditions and specific strategies among other factors. 61 Table of Contents The following table shows the approximate percentage change in net interest income as of March 31, 2025 over a 12 and 24-month period under several instantaneous changes in interest rate scenarios: ​ ​ ​ ​ ​ ​ ​ ​ ​ Percent change in net ​ Percent change in net ​ ​ interest income (12 ​ interest income (24 Change in interest rates months) months) Up 400 basis points ​ (25.6) % (4.4) % Up 300 basis points (19.4) % (1.3) % Up 200 basis points (13.2) % 1.9 % Up 100 basis points (6.1) % 7.2 % Base case — — % Down 100 basis points ​ 4.7 % 11.4 % Down 200 basis points ​ 8.0 % 9.7 % Down 300 basis points ​ 10.9 % 7.2 % Down 400 basis points 10.5 % 2.4 % ​ ​ As of March 31, 2025, the Company’s interest rate risk simulation model indicates that net interest income is more negatively affected by rising interest rates than it is positively impacted by falling rates, particularly over the short term.
As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the foregoing table. For example, although certain assets and liabilities may have similar maturities or periods of repricing, they may react in different degrees to changes in market interest rates.
However, as with any method of measuring interest rate risk, the simulation model is subject to certain inherent limitations. For instance, assets and liabilities with similar maturities or repricing characteristics may respond differently to changes in market interest rates.
Conversely, in a falling interest rate environment, our net interest income will be positively impacted as our interest-bearing liabilities reprice faster in relation to our interest-earning assets. We attempt to limit our interest rate risk through managing the repricing characteristics of our assets and liabilities.
Conversely, in a falling interest rate environment, net interest income is expected to increase, as interest-bearing liabilities tend to reprice more rapidly than interest-earning assets. The Company seeks to manage interest rate risk through active monitoring and adjustment of the repricing characteristics of its assets and liabilities.
Removed
Specifically, in a rising interest rate environment, net interest income will decrease in year one, as indicated in the table above as our interest-bearing liabilities are expected to continue to increase faster than interest-earning assets.
Added
This is primarily due to the presence of a significant number of fixed-rate loans in the loan portfolio, which limits the repricing of interest-earning assets relative to interest-bearing liabilities. In a rising interest rate environment, net interest income is projected to decline over the first 12 months, as interest-bearing liabilities are expected to reprice more quickly than interest-earning assets.
Removed
Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Additionally, certain assets, such as ARM loans, have features that restrict changes in interest rates on a short-term basis and over the life of the asset.
Added
Some rates may change in anticipation of or lag behind market rate movements, while others, such as ARM loans, include caps and lags that limit near-term rate adjustments.
Removed
Furthermore, in the event of a change in interest rates, expected rates of prepayments on loans and early withdrawals from certificates could deviate significantly from those assumed in calculating the table. ​ ​ 61 Table of Contents ​
Added
Additionally, changes in interest rates may materially alter client behaviors, such as prepayment speeds on loans or early withdrawals from time deposits, which may deviate significantly from the assumptions used in the model. As such, actual results could differ materially from those projected by the model. ​ ​ 62 Table of Contents ​

Other RVSB 10-K year-over-year comparisons