UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

OR

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

COMMISSION FILE NUMBER 000-22062

UWHARRIE CAPITAL CORP

(Exact name of registrant as specified in its charter)

North Carolina

56-1814206

(State or Other Jurisdiction of

Incorporation or Organization)

(I.R.S. Employer

Identification No.)

132 NORTH FIRST STREET

ALBEMARLE, north carolina

28001

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (704) 983-6181

N/A

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

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

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

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

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☒

Emerging growth company

☐

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date: 7,089,015shares of common stock outstanding as of August 10, 2026.


Table of Contents

Page No.

Part I.

FINANCIAL INFORMATION

2

Item 1 -

Financial Statements (Unaudited)

2

Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025

2

Consolidated Statements of Income for the Three and Six Months Ended June 30, 2026 and 2025

3

Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2026 and 2025

4

Consolidated Statements of Changes in Shareholders’ Equity for the Three and Six Months Ended June 30, 2026 and 2025

5

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025

6

Notes to Consolidated Financial Statements

7

Item 2 -

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

27

Item 3 -

Quantitative and Qualitative Disclosures About Market Risk

34

Item 4 -

Controls and Procedures

34

Part II.

OTHER INFORMATION

35

Item 1 -

Legal Proceedings

35

Item 1A -

Risk Factors

35

Item 2 -

Unregistered Sales of Equity Securities and Use of Proceeds

35

Item 3 -

Defaults Upon Senior Securities

35

Item 4 -

Mine Safety Disclosures

35

Item 5 -

Other Information

35

Item 6 -

Exhibits

36

Signatures

37

1


Uwharrie Capital Corp and Subsidiaries

Consolidated Balance Sheets

Part I. Financial Information

Item 1. Financial Statements.

June 30, 2026 (Unaudited)

December 31, 2025*

(dollars in thousands)

ASSETS

Cash and due from banks

$

10,617

$

14,040

Interest-earning deposits with banks

81,095

59,289

Cash and cash equivalents

91,712

73,329

Securities available for sale, at fair value (amortized cost $382,025 and $379,272 respectively)

359,771

357,740

Securities held to maturity, at amortized cost (fair value $20,373 and $20,208 respectively)

21,924

21,992

Less allowance for credit losses on securities held to maturity

(44

)

(45

)

Net securities held to maturity

21,880

21,947

Equity securities, at fair value

878

303

Loans held for sale

7,820

9,019

Loans held for investment

692,231

689,562

Less allowance for credit losses on loans

(5,986

)

(6,420

)

Net loans held for investment

686,245

683,142

Premises and equipment, net

16,745

14,710

Interest receivable

4,353

4,428

Prepaid expenses

1,526

1,255

Restricted stock

1,825

1,779

Bank-owned life insurance

8,149

8,081

Deferred income tax

6,857

6,840

Loan servicing assets

3,647

3,702

Mortgage banking derivatives

883

883

Other assets

9,815

9,187

Total assets

$

1,222,106

$

1,196,345

LIABILITIES

Deposits:

Demand noninterest-bearing

$

295,307

$

269,566

Interest checking and money market accounts

412,841

421,381

Savings deposits

115,381

105,038

Time deposits, $250,000 and over

120,779

135,474

Other time deposits

154,758

149,322

Total deposits

1,099,066

1,080,781

Short-term borrowed funds

228

25

Long-term debt

30,086

29,048

Mortgage banking derivatives

26

58

Other liabilities

11,636

10,876

Total liabilities

1,141,042

1,120,788

Off balance sheet items, commitments and contingencies (Note 9)

SHAREHOLDERS’ EQUITY

Common stock, $1.25 par value: 20,000,000 shares authorized; shares issued and
outstanding
7,107,034 and 7,175,297 at June 30, 2026 and December 31, 2025, respectively

8,884

8,969

Additional paid-in capital

12,812

13,492

Undivided profits

65,844

58,996

Accumulated other comprehensive loss

(17,131

)

(16,555

)

Total Uwharrie Capital Corp shareholders’ equity

70,409

64,902

Noncontrolling interest

10,655

10,655

Total shareholders’ equity

81,064

75,557

Total liabilities and shareholders’ equity

$

1,222,106

$

1,196,345

(*) Derived from audited consolidated financial statements

See accompanying notes

2


Uwharrie Capital Corp and Subsidiaries

Consolidated Statements of Income (Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(in thousands, except share and per share data)

Interest Income

Loans, including fees

$

10,691

$

10,479

$

21,305

$

20,704

Investment securities:

Investment securities, taxable

2,836

2,876

5,627

5,653

Investment securities, non-taxable

465

314

910

619

Equity securities

5

5

10

10

Interest-earning deposits with banks and federal funds sold

882

662

1,610

1,152

Total interest income

14,879

14,336

29,462

28,138

Interest Expense

Interest checking and money market accounts

1,671

1,609

3,396

3,169

Savings deposits

304

138

565

272

Time deposits, $250,000 and over

1,125

1,217

2,329

2,560

Other time deposits

1,251

1,306

2,555

2,624

Short-term borrowed funds

1

11

2

23

Long-term debt

341

324

665

655

Total interest expense

4,693

4,605

9,512

9,303

Net interest income

10,186

9,731

19,950

18,835

Provision for (recovery of) credit losses on:

Loans

(405

)

242

(487

)

530

Securities held to maturity

(1

)

(14

)

(1

)

(14

)

Unfunded loan commitments

(18

)

26

2

19

Total provision for (recovery of) credit losses

(424

)

254

(486

)

535

Net interest income after provision for (recovery of) credit losses

10,610

9,477

20,436

18,300

Noninterest Income

Service charges on deposit accounts

286

263

575

522

Other service fees and commissions

1,109

989

2,163

1,970

Interchange and card transaction fees, net

341

308

583

557

Gain on sale of securities

—

—

186

—

Realized/unrealized gain (loss) on equity securities

825

14

846

(9

)

Income from mortgage banking

997

1,027

2,178

2,078

Supplemental executive retirement plan loss

363

373

169

124

Other income

124

110

304

223

Total noninterest income

4,045

3,084

7,004

5,465

Noninterest Expense

Salaries and employee benefits

5,973

5,711

11,855

11,131

Net occupancy expense

480

433

977

897

Equipment expense

205

207

404

411

Data processing costs

237

228

462

441

Loan costs

84

69

150

158

Professional fees and services

210

267

423

537

Marketing and donations

666

359

1,061

718

Electronic banking expense

129

123

267

234

Software amortization and maintenance

431

356

841

720

FDIC insurance

142

134

283

263

Supplemental executive retirement plan loss

363

373

169

124

Other noninterest expense

743

720

1,466

1,274

Total noninterest expense

9,663

8,980

18,358

16,908

Income before income taxes

4,992

3,581

9,082

6,857

Income taxes

1,079

757

1,954

1,480

Net income

$

3,913

$

2,824

$

7,128

$

5,377

Consolidated net income

$

3,913

$

2,824

$

7,128

$

5,377

Less: net income attributable to noncontrolling interest

(141

)

(141

)

(280

)

(280

)

Net income attributable to common shareholders

3,772

2,683

6,848

5,097

Net income per common share

Basic

$

0.53

$

0.37

$

0.96

$

0.70

Diluted

$

0.53

$

0.37

$

0.96

$

0.70

Weighted average common shares outstanding

Basic

7,131,251

7,258,577

7,149,389

7,273,277

Diluted

7,131,251

7,258,577

7,149,389

7,273,277

See accompanying notes

3


Uwharrie Capital Corp and Subsidiaries

Consolidated Statements of Comprehensive Income (Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(dollars in thousands)

Net income

$

3,913

$

2,824

$

7,128

$

5,377

Other comprehensive income (loss):

Unrealized gain (loss) on available for sale securities

1,446

1,070

(536

)

4,171

Related tax effect

(323

)

(245

)

106

(947

)

Reclassification of gain recognized in net income

—

—

(186

)

—

Related tax effect

—

—

40

—

Total other comprehensive income (loss)

1,123

825

(576

)

3,224

Comprehensive income

5,036

3,649

6,552

8,601

Less: Comprehensive income attributable to noncontrolling interest

(141

)

(141

)

(280

)

(280

)

Comprehensive income attributable to Uwharrie Capital Corp

$

4,895

$

3,508

$

6,272

$

8,321

See accompanying notes

4


Uwharrie Capital Corp and Subsidiaries

Consolidated Statement of Changes in Shareholders’ Equity (Unaudited)

Number of
Common
Shares
Issued

Common
Stock

Additional
Paid-in
Capital

Undivided
Profits

Accumulated
Other
Comprehensive
Income (Loss)

Noncontrolling
Interest

Total

(dollars in thousands, except share data)

Balance, March 31, 2025

7,061,777

$

8,827

$

12,427

$

52,765

$

(22,328

)

$

10,655

$

62,346

Net income

—

—

—

2,683

—

141

2,824

Repurchase of common stock

(48,725

)

(61

)

(389

)

—

—

—

(450

)

Other comprehensive income

—

—

—

—

825

—

825

Record preferred stock dividend series B
(noncontrolling interest)

—

—

—

—

—

(103

)

(103

)

Record preferred stock dividend series C
(noncontrolling interest)

—

—

—

—

—

(38

)

(38

)

Balance, June 30, 2025

7,013,052

$

8,766

$

12,038

$

55,448

$

(21,503

)

$

10,655

$

65,404

Balance, March 31, 2026

7,149,685

$

8,937

$

13,250

$

62,072

$

(18,254

)

$

10,655

$

76,660

Net income

—

—

—

3,772

—

141

3,913

Repurchase of common stock

(42,651

)

(53

)

(438

)

—

—

—

(491

)

Other comprehensive income

—

—

—

—

1,123

—

1,123

Record preferred stock dividend series B
(noncontrolling interest)

—

—

—

—

—

(104

)

(104

)

Record preferred stock dividend series C
(noncontrolling interest)

—

—

—

—

—

(37

)

(37

)

Balance, June 30, 2026

7,107,034

$

8,884

$

12,812

$

65,844

$

(17,131

)

$

10,655

$

81,064

Number of
Common
Shares
Issued

Common
Stock

Additional
Paid-in
Capital

Undivided
Profits

Accumulated
Other
Comprehensive
Income (Loss)

Noncontrolling
Interest

Total

(dollars in thousands, except share data)

Balance, December 31, 2024

7,077,941

$

8,847

$

12,553

$

50,351

$

(24,727

)

$

10,655

$

57,679

Net income

—

—

—

5,097

—

280

5,377

Repurchase of common stock

(64,889

)

(81

)

(515

)

—

—

—

(596

)

Other comprehensive income

—

—

—

—

3,224

—

3,224

Record preferred stock dividend Series B
(noncontrolling interest)

—

—

—

—

—

(206

)

(206

)

Record preferred stock dividend Series C
(noncontrolling interest)

—

—

—

—

—

(74

)

(74

)

Balance, June 30, 2025

7,013,052

$

8,766

$

12,038

$

55,448

$

(21,503

)

$

10,655

$

65,404

Balance, December 31, 2025

7,175,297

$

8,969

$

13,492

$

58,996

$

(16,555

)

$

10,655

$

75,557

Net income

—

—

—

6,848

—

280

7,128

Repurchase of common stock

(68,263

)

(85

)

(680

)

—

—

—

(765

)

Other comprehensive loss

—

—

—

—

(576

)

—

(576

)

Record preferred stock dividend Series B
(noncontrolling interest)

—

—

—

—

—

(207

)

(207

)

Record preferred stock dividend Series C
(noncontrolling interest)

—

—

—

—

—

(73

)

(73

)

Balance, June 30, 2026

7,107,034

$

8,884

$

12,812

$

65,844

$

(17,131

)

$

10,655

$

81,064

See accompanying notes

5


Uwharrie Capital Corp and Subsidiaries

Consolidated Statements of Cash Flows (Unaudited)

Six Months Ended June 30,

2026

2025

(dollars in thousands)

Cash flows from operating activities

Net income

$

7,128

$

5,377

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

539

537

Right of use asset amortization

202

197

Provision for (recovery of) credit losses

(486

)

535

Gain on sale of securities available for sale

(186

)

—

Gain on Visa stock exchange

(827

)

—

Gain on sale of mortgage loans

(1,114

)

(980

)

Gain on sale of OREO

—

(83

)

Realized/unrealized (gain) loss on equity securities

(18

)

9

Net amortization of premium on investment securities available for sale

758

896

Net amortization of premium on investment securities held to maturity

68

60

Amortization of loan servicing assets

643

601

Originations and purchases of mortgage loans for sale

(91,424

)

(84,680

)

Proceeds from sales of mortgage loans for sale

93,737

81,074

Mortgage banking derivatives

(31

)

(111

)

Loan servicing assets

(588

)

(526

)

Accrued interest receivable

75

55

Prepaid assets

(271

)

(70

)

Cash surrender value of life insurance

(68

)

(70

)

Miscellaneous other assets

(363

)

(621

)

Deferred income taxes

129

—

Accrued interest payable

22

(37

)

Miscellaneous other liabilities

736

1,184

Net cash provided by operating activities

8,661

3,347

Cash flows from investing activities

Proceeds from sales of investment securities available for sale

29,817

—

Proceeds from sales of equity securities

270

—

Proceeds from maturities, calls and paydowns of securities available for sale

16,513

23,609

Proceeds from maturities, calls and paydowns of securities held to maturity

—

3,000

Purchase of investment securities available for sale

(49,655

)

(28,333

)

Purchase of investments in other assets

(266

)

(57

)

Purchases of restricted stock

(46

)

(40

)

Net increase in loans

(2,616

)

(11,408

)

Purchase of premises and equipment

(2,738

)

(270

)

Proceeds from sale of OREO

—

189

Net cash used by investing activities

(8,721

)

(13,310

)

Cash flows from financing activities

Net increase in deposit accounts

18,285

32,128

Net increase (decrease) in federal funds purchased and other short-term borrowings

203

(282

)

Proceeds from long-term borrowings

1,000

—

Repurchase of common stock, net

(765

)

(596

)

Dividends paid on preferred stock (noncontrolling interest)

(280

)

(280

)

Net cash provided by financing activities

18,443

30,970

Increase in cash and cash equivalents

18,383

21,007

Cash and cash equivalents, beginning of period

73,329

52,267

Cash and cash equivalents, end of period

$

91,712

$

73,274

Supplemental disclosures of cash flow information

Interest paid

$

9,452

$

9,301

Income taxes paid, net of refunds

1,862

1,771

Supplemental schedule of non-cash activities

Net change in fair value of securities available for sale, net of tax

$

(576

)

$

3,224

Loans transferred to foreclosed real estate

—

106

See accompanying notes

6


UWHARRIE CAPITAL CORP AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Note 1 – Basis of Presentation

The financial statements and accompanying notes are presented on a consolidated basis including Uwharrie Capital Corp (the “Company”) and its subsidiaries, Uwharrie Bank (the “Bank”), Uwharrie Investment Advisors, Inc. (“UIA”), and Uwharrie Mortgage, Inc. The Bank consolidates its subsidiaries, The Strategic Alliance Corporation (“TSAC”), BOS Agency, Inc. (“BOS Agency”) and Gateway Mortgage, Inc., each of which is wholly owned by the Bank.

The information contained in the consolidated financial statements is unaudited. In the opinion of management, the consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”) and material adjustments necessary for a fair presentation of results of interim periods, all of which are of a normal recurring nature, have been made. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for an entire year. Management is not aware of additional economic events, outside influences or changes in concentrations of business that would require additional clarification or disclosure in the consolidated financial statements.

The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to consolidated financial statements filed as part of the Company’s 2025 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on March 5, 2026. This Quarterly Report should be read in conjunction with such Annual Report.

Use of Estimates

The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses.

Accounting Changes and Reclassifications

The Company’s significant accounting policies followed in the preparation of the unaudited consolidated financial statements are disclosed in Note 1 of the audited financial statements for the year ended December 31, 2025 and are contained in the Company’s Annual Report on Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2025.

Note 2 – Comprehensive Income (Loss)

The Company reports as comprehensive income (loss) all changes in shareholders’ equity during the year from sources other than shareholders. Other comprehensive income (loss) refers to all components (revenues, expenses, gains, and losses) of comprehensive income (loss) that are excluded from net income. The Company’s only component of other comprehensive income (loss) is unrealized gains and losses, net of income tax, on investment securities available for sale.

The following table presents the changes in accumulated other comprehensive loss for the three and six months ended June 30, 2026 and 2025:

For the Three Months Ended June 30,

For the Six Months Ended June 30,

2026

2025

2026

2025

(dollars in thousands)

Beginning balance

$

(18,254

)

$

(22,328

)

$

(16,555

)

$

(24,727

)

Other comprehensive income (loss) before reclassifications,
net of ($
323), ($245), $106, and ($947) tax effect, respectively

1,123

825

(430

)

3,224

Amounts reclassified from accumulated other comprehensive income (loss),
net of $
0, $0, $40, and $0 tax effect, respectively

—

—

(146

)

—

Net current-period other comprehensive income (loss)

1,123

825

(576

)

3,224

Ending balance

$

(17,131

)

$

(21,503

)

$

(17,131

)

$

(21,503

)

7


Note 3 – Noncontrolling Interest

In 2013, the Company’s subsidiary bank issued a total of $10.7 million of Fixed Rate Noncumulative Perpetual Preferred Stock, Series B and Series C. The preferred stock qualifies as Tier 1 capital at the Bank and pays dividends at an annual rate of 5.30%. The preferred stock has no voting rights. This capital is presented as noncontrolling interest in the consolidated balance sheets. Dividends declared on this preferred stock are presented as earnings allocated to the noncontrolling interest in the consolidated statements of income.

Note 4 – Per Share Data

Basic and diluted net income per common share is computed based on the weighted average number of shares outstanding during each period after retroactively adjusting for stock dividends. Diluted net income per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the net income of the Company. The Company had no stock options outstanding at June 30, 2026 or December 31, 2025. The weighted average number of shares outstanding and earnings per share for the 2025 periods have been adjusted for the 3% stock dividend declared on October 28, 2025.

Basic and diluted net income per common share have been computed based upon net income available to common shareholders as presented in the accompanying consolidated statements of income divided by the weighted average number of common shares outstanding or assumed to be outstanding.

Note 5 – Investment and Equity Securities

Carrying amounts and fair values of securities available for sale and held to maturity are summarized below:

June 30, 2026

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

(dollars in thousands)

Securities available for sale:

U.S. Treasury

$

25,636

$

—

$

1,860

$

23,776

U.S. government agencies

49,367

83

771

48,679

GSE - Mortgage-backed securities and CMOs

173,604

249

8,729

165,124

Asset-backed securities

19,349

248

52

19,545

State and political subdivisions

110,069

316

11,688

98,697

Corporate bonds

4,000

—

50

3,950

Total securities available for sale

$

382,025

$

896

$

23,150

$

359,771

June 30, 2026

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

Allowance for
Credit Losses

Net Carrying
Amount

(dollars in thousands)

Securities held to maturity:

State and political subdivisions

$

11,624

$

—

$

1,021

$

10,603

$

—

$

11,624

Corporate bonds

10,300

—

530

9,770

44

10,256

Total securities held to maturity

$

21,924

$

—

$

1,551

$

20,373

$

44

$

21,880

December 31, 2025

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

(dollars in thousands)

Securities available for sale:

U.S. Treasury

$

25,753

$

—

$

1,756

$

23,997

U.S. government agencies

45,862

95

729

45,228

GSE - Mortgage-backed securities and CMOs

182,088

839

8,173

174,754

Asset-backed securities

20,726

271

32

20,965

State and political subdivisions

100,843

221

12,178

88,886

Corporate bonds

4,000

—

90

3,910

Total securities available for sale

$

379,272

$

1,426

$

22,958

$

357,740

8


December 31, 2025

Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

Allowance for
Credit Losses

Net Carrying
Amount

(dollars in thousands)

Securities held to maturity:

State and political subdivisions

$

11,692

$

—

$

1,133

$

10,559

$

—

$

11,692

Corporate bonds

10,300

—

651

9,649

45

10,255

Total securities held to maturity

$

21,992

$

—

$

1,784

$

20,208

$

45

$

21,947

The Company owned Federal Reserve Bank (“FRB”) stock reported at cost of $959,000 at June 30, 2026 and December 31, 2025. The Company owned Federal Home Loan Bank (“FHLB”) stock reported at cost of $866,000 and $819,000 at June 30, 2026 and December 31, 2025, respectively. The investments in FRB stock and FHLB stock are required investments related to the Company’s membership in, and borrowings with, these banks and are classified as restricted stock in the consolidated balance sheets. These investments are carried at cost since there is no ready market and redemption has historically been made at par value. The Company estimated that the fair value approximated cost and that these investments were not impaired at June 30, 2026.

There is no allowance for credit losses on available for sale securities. The following table shows a rollforward of the allowance for credit losses on held to maturity securities for the six months ended June 30, 2026.

State and political subdivisions

Corporate bonds

Total

(dollars in thousands)

Balance, December 31, 2025

$

—

$

45

$

45

Provision for (recovery of) credit losses

—

(1

)

(1

)

Charge-offs of securities

—

—

—

Recoveries

—

—

—

Balance, June 30, 2026

$

—

$

44

$

44

On a quarterly basis, the Company monitors the credit quality of the debt securities held to maturity through the use of credit ratings. For unrated securities, primarily corporate bonds consisting of subordinated debt of bank holding companies, individual financial reports are reviewed quarterly. Capital, profitability, liquidity and other ratios are reviewed to assist in determining credit quality.

The following table summarizes the credit ratings of debt securities held to maturity, presented at amortized cost, by major security type at June 30, 2026.

June 30, 2026

State and political subdivisions

Corporate bonds

Total

(dollars in thousands)

Aaa

$

—

$

—

$

—

Aa1/Aa2/Aa3

11,025

—

11,025

A1/A2

—

—

—

BBB

—

—

—

Not rated

599

10,300

10,899

Total

$

11,624

$

10,300

$

21,924

At June 30, 2026, the Company had no securities held to maturity that were past due 30 days or more as to principal or interest payments. The Company had no securities held to maturity classified as nonaccrual for the six months ended June 30, 2026.

9


Results from sales of securities available for sale during the three and six-month periods ended June 30, 2026 and 2025, respectively, were as follows:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(dollars in thousands)

Gross proceeds from sales

$

—

$

—

$

29,817

$

—

Realized gains from sales

$

—

$

—

$

289

$

—

Realized losses from sales

—

—

103

—

Net realized gains (losses)

$

—

$

—

$

186

$

—

At June 30, 2026 and December 31, 2025, securities available for sale with a carrying amount of $162.8 million and $167.4 million, respectively, were pledged as collateral on public deposits and for other purposes as required or permitted by law.

The following tables show the gross unrealized losses and estimated fair value of available for sale securities, for which an allowance has not been recorded, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2026 and December 31, 2025.

Less than 12 Months

12 Months or More

Total

June 30, 2026

Number of Securities

Fair Value

Unrealized
Losses

Number of Securities

Fair Value

Unrealized
Losses

Fair Value

Unrealized
Losses

(dollars in thousands)

Securities available for sale:

U.S. Treasury

—

$

—

$

—

5

$

23,776

$

1,860

$

23,776

$

1,860

U.S. government agencies

13

16,548

100

31

21,777

671

38,325

771

GSE-Mortgage-backed securities and CMOs

19

46,572

731

53

76,045

7,998

122,617

8,729

Asset-backed securities

4

3,860

26

2

1,861

26

5,721

52

State and political subdivisions

8

13,618

161

57

71,421

11,527

85,039

11,688

Corporate bonds

—

—

—

2

3,950

50

3,950

50

Total securities available for sale

44

$

80,598

$

1,018

150

$

198,830

$

22,132

$

279,428

$

23,150

Less than 12 Months

12 Months or More

Total

December 31, 2025

Number of Securities

Fair Value

Unrealized
Losses

Number of Securities

Fair Value

Unrealized
Losses

Fair Value

Unrealized
Losses

(dollars in thousands)

Securities available for sale

U.S. Treasury

—

$

—

$

—

5

$

23,997

$

1,756

$

23,997

$

1,756

U.S. government agencies

11

13,378

56

28

18,932

673

32,310

729

GSE-Mortgage-backed securities and CMOs

11

23,048

177

61

94,444

7,996

117,492

8,173

Asset-backed securities

1

466

2

4

4,316

30

4,782

32

State and political subdivisions

4

5,376

113

57

72,704

12,065

78,080

12,178

Corporate bonds

—

—

—

2

3,910

90

3,910

90

Total securities available for sale

27

$

42,268

$

348

157

$

218,303

$

22,610

$

260,571

$

22,958

Declines in the fair value of the available for sale investment portfolio are believed by management to be temporary in nature. When evaluating an investment for credit loss, management considers, among other things, the length of time and extent to which the fair value has been in a loss position; the financial condition of the issuer through the review of credit ratings and, if necessary, corporate financial statements; adverse conditions specifically related to the security such as past due principal or interest; underlying assets that collateralize the debt security; other economic conditions and demographics; and the intent and ability of the Company to hold the investment until the loss position is recovered. Any unrealized losses were largely due to increases in market interest rates over the yields available at the time of purchase. The fair value is expected to recover as the bonds approach their maturity date or market yields for such investments decline. Management does not believe any of the securities are impaired due to reasons of credit quality. At June 30, 2026, the Company did not intend to sell, and believed it was not likely to be required to sell, the available for sale securities that were in a loss position prior to full recovery.

10


The following tables show contractual maturities of the investment portfolio as of June 30, 2026:

June 30, 2026

Amortized
Cost

Estimated
Fair Value

Book
Yield

(dollars in thousands)

Securities available for sale:

Due within twelve months

2,250

2,236

1.12

%

Due after one but within five years

56,799

53,483

1.75

%

Due after five but within ten years

64,633

59,984

2.84

%

Due after ten years

258,343

244,068

3.71

%

$

382,025

$

359,771

3.26

%

June 30, 2026

Amortized
Cost

Estimated
Fair Value

Book
Yield

(dollars in thousands)

Securities held to maturity:

Due after one but within five years

5,800

5,593

7.66

%

Due after five but within ten years

7,077

6,656

3.36

%

Due after ten years

9,047

8,124

3.37

%

$

21,924

$

20,373

4.50

%

During the quarter ended June 30, 2026, the Company participated in Visa Inc.’s exchange offer for holders of Visa Class B-1 common stock. The Company exchanged 2,202 shares of Visa Class B-1 common stock for 550 shares of Visa Class B-3 common stock and 633 shares of Visa Class C common stock. In connection with the exchange, the Company received cash in lieu of fractional shares totaling less than $1,000.

The exchanged Visa Class B-1 common stock had no carrying value. The Visa Class B-3 common stock received in the exchange represents a continuation of the Company’s restricted ownership interest and, therefore, no carrying value was assigned to the Class B-3 shares received. Accordingly, the Company recognized a gain of $827,000, which includes the fair value of the Visa Class C common stock received of approximately $826,000 and cash received in lieu of fractional shares. The gain is reflected in realized/unrealized gain (loss) on equity securities in the consolidated statements of income. Following the exchange, the Company’s investment in Visa Class C common stock is carried at fair value, with subsequent changes in fair value recognized in earnings. During the quarter, the Company sold 211 shares of Visa Class C common stock received in the exchange. At June 30, 2026, the Company held 422 shares of Visa Class C common stock.

The portion of unrealized gains and losses for the three and six months ended June 30, 2026 and 2025 related to equity securities still held at the reporting date is calculated as follows:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(dollars in thousands)

Gross proceeds from sales

$

270

$

—

$

270

$

—

Net gains (losses) recognized during the period on equity securities

$

(3

)

$

14

$

18

$

(9

)

Less: Net gains (losses) recognized from equity securities sold during the period

(6

)

—

(6

)

—

Unrealized gains (losses) recognized during the period on equity securities still held at the reporting date

$

3

$

14

$

24

$

(9

)

11


Note 6 – Loans Held for Investment

The composition of net loans held for investment by class as of June 30, 2026 and December 31, 2025 was as follows:

June 30, 2026

December 31, 2025

(dollars in thousands)

Commercial

Commercial

$

110,491

$

110,088

Real estate - commercial

253,108

255,850

Other real estate construction loans

64,119

57,247

Other loans

5,089

4,683

Noncommercial

Real estate 1-4 family construction

20,447

19,453

Real estate - residential

152,162

158,556

Home equity

76,779

73,262

Consumer loans

9,225

9,611

691,420

688,750

Less:

Allowance for credit losses

(5,986

)

(6,420

)

Deferred loan costs, net

811

812

Loans held for investment, net

$

686,245

$

683,142

Note 7 – Allowance for Credit Losses on Loans

The following tables summarize the activity related to the allowance for credit losses on loans for the three and six months ended June 30, 2026 and 2025.

Commercial Loans

Noncommercial Loans

Commercial

Real estate
commercial

Other
real estate
construction

Other
loans

Real estate
1-4 family
construction

Real estate
residential

Home
equity

Consumer

Total

(dollars in thousands)

Balance, March 31, 2026

$

1,449

$

2,405

$

493

$

14

$

87

$

1,115

$

700

$

136

$

6,399

Provision for (recovery of) credit losses

(146

)

(38

)

(14

)

5

(18

)

(176

)

(24

)

6

(405

)

Charge-offs

(10

)

—

—

—

—

(1

)

—

(51

)

(62

)

Recoveries

25

—

—

—

—

—

4

25

54

Net (charge-offs) recoveries

15

—

—

—

—

(1

)

4

(26

)

(8

)

Balance, June 30, 2026

$

1,318

$

2,367

$

479

$

19

$

69

$

938

$

680

$

116

$

5,986

Commercial Loans

Noncommercial Loans

Commercial

Real estate
commercial

Other
real estate
construction

Other
loans

Real estate
1-4 family
construction

Real estate
residential

Home
equity

Consumer

Total

(dollars in thousands)

Balance, March 31, 2025

$

1,699

$

2,324

$

340

$

20

$

57

$

809

$

652

$

164

$

6,065

Provision for (recovery of) credit losses

(284

)

37

69

(5

)

42

455

(2

)

(70

)

242

Charge-offs

(97

)

—

—

—

—

—

—

(6

)

(103

)

Recoveries

15

—

—

—

—

—

1

11

27

Net (charge-offs) recoveries

(82

)

—

—

—

—

—

1

5

(76

)

Balance, June 30, 2025

$

1,333

$

2,361

$

409

$

15

$

99

$

1,264

$

651

$

99

$

6,231

12


Commercial Loans

Noncommercial Loans

Commercial

Real estate
commercial

Other
real estate
construction

Other
loans

Real estate
1-4 family
construction

Real estate
residential

Home
equity

Consumer

Total

(dollars in thousands)

Balance, December 31, 2025

$

1,479

$

2,420

$

487

$

15

$

83

$

1,155

$

687

$

94

$

6,420

Provision for (recovery of) credit losses

(241

)

(53

)

(8

)

4

(14

)

(217

)

(14

)

56

(487

)

Charge-offs

(20

)

—

—

—

—

(1

)

—

(75

)

(96

)

Recoveries

100

—

—

—

—

1

7

41

149

Net (charge-offs) recoveries

80

—

—

—

—

0

7

(34

)

53

Balance, June 30, 2026

$

1,318

$

2,367

$

479

$

19

$

69

$

938

$

680

$

116

$

5,986

Commercial Loans

Noncommercial Loans

Commercial

Real estate
commercial

Other
real estate
construction

Other
loans

Real estate
1-4 family
construction

Real estate
residential

Home
equity

Consumer

Total

(dollars in thousands)

Balance, December 31, 2024

$

1,528

$

2,266

$

412

$

18

$

56

$

781

$

588

$

175

$

5,824

Provision for (recovery of) credit losses

(130

)

95

(3

)

(3

)

43

482

62

(16

)

530

Charge-offs

(113

)

—

—

—

—

—

—

(78

)

(191

)

Recoveries

48

—

—

—

—

1

1

18

68

Net (charge-offs) recoveries

(65

)

—

—

—

—

1

1

(60

)

(123

)

Balance, June 30, 2025

$

1,333

$

2,361

$

409

$

15

$

99

$

1,264

$

651

$

99

$

6,231

Past due loan information is used by management when assessing the adequacy of the allowance for credit losses. The following tables summarize the past due information of the loan portfolio by class as of the dates indicated:

June 30, 2026

Loans
30-89 Days
Past Due

Nonaccrual Loans

Total Past
Due Loans

Current
Loans

Total
Loans

Accruing Loans
90 Days or
More Past Due

(dollars in thousands)

Commercial

$

15

$

—

$

15

$

110,476

$

110,491

$

—

Real estate - commercial

119

—

119

253,074

253,193

—

Other real estate construction

—

—

—

64,119

64,119

—

Real estate 1-4 family construction

—

—

—

20,447

20,447

—

Real estate - residential

1,373

489

1,862

151,026

152,888

—

Home equity

57

259

316

76,463

76,779

—

Consumer loans

8

23

31

9,194

9,225

—

Other loans

—

—

—

5,089

5,089

—

Total

$

1,572

$

771

$

2,343

$

689,888

$

692,231

$

—

December 31, 2025

Loans
30-89 Days
Past Due

Nonaccrual Loans

Total Past
Due Loans

Current
Loans

Total
Loans

Accruing Loans
90 Days or
More Past Due

(dollars in thousands)

Commercial

$

22

$

—

$

22

$

110,066

$

110,088

$

—

Real estate - commercial

—

—

—

255,944

255,944

—

Other real estate construction

—

—

—

57,247

57,247

—

Real estate 1-4 family construction

—

—

—

19,453

19,453

—

Real estate - residential

561

179

740

158,534

159,274

—

Home equity

104

199

303

72,959

73,262

—

Consumer loan

13

—

13

9,598

9,611

—

Other loans

—

—

—

4,683

4,683

—

Total

$

700

$

378

$

1,078

$

688,484

$

689,562

$

—

The carrying value of foreclosed properties held as other real estate was $0 at June 30, 2026 and December 31, 2025. The Company had $111,000 and $0 of residential real estate in process of foreclosure at June 30, 2026 and December 31, 2025, respectively.

13


Once a loan becomes 90 days past due, the loan is automatically transferred to a nonaccrual status. The exception to this policy is credit card loans that remain in accruing status 90 days or more until they are paid current or charged off. The composition of nonaccrual loans by class as of June 30, 2026 and December 31, 2025 was as follows:

June 30, 2026

Six Months Ended

Nonaccrual Loans

Nonaccrual Loans

Total Nonaccrual

June 30, 2026

with No Allowance

with an Allowance

Loans

Interest Income

(dollars in thousands)

Commercial

$

—

$

—

$

—

$

—

Real estate - commercial

—

—

—

—

Other real estate construction

—

—

—

—

Real estate 1-4 family construction

—

—

—

—

Real estate - residential

10

479

489

23

Home equity

—

259

259

7

Consumer loans

—

23

23

1

Other loans

—

—

—

—

$

10

$

761

$

771

$

31

December 31, 2025

Six Months Ended

Nonaccrual Loans

Nonaccrual Loans

Total Nonaccrual

June 30, 2025

with No Allowance

with an Allowance

Loans

Interest Income

(dollars in thousands)

Commercial

$

—

$

—

$

—

$

—

Real estate - commercial

—

—

—

—

Other real estate construction

—

—

—

—

Real estate 1-4 family construction

—

—

—

—

Real estate - residential

—

179

179

9

Home equity

—

199

199

—

Consumer loans

—

—

—

—

Other loans

—

—

—

—

$

—

$

378

$

378

$

9

Loans that are in nonaccrual status or 90 days or more past due and still accruing are considered to be nonperforming. At both June 30, 2026 and December 31, 2025, there were no loans 90 days or more past due and still accruing. The following tables show the breakdown between performing and nonperforming loans by class at June 30, 2026 and December 31, 2025:

June 30, 2026

Performing

Nonperforming

Total

(dollars in thousands)

Commercial

$

110,491

$

—

$

110,491

Real estate - commercial

253,193

—

253,193

Other real estate construction

64,119

—

64,119

Real estate 1-4 family construction

20,447

—

20,447

Real estate - residential

152,399

489

152,888

Home equity

76,520

259

76,779

Consumer loans

9,202

23

9,225

Other loans

5,089

—

5,089

Total

$

691,460

$

771

$

692,231

December 31, 2025

Performing

Nonperforming

Total

(dollars in thousands)

Commercial

$

110,088

$

—

$

110,088

Real estate - commercial

255,944

—

255,944

Other real estate construction

57,247

—

57,247

Real estate 1-4 family construction

19,453

—

19,453

Real estate - residential

159,095

179

159,274

Home equity

73,063

199

73,262

Consumer loans

9,611

—

9,611

Other loans

4,683

—

4,683

Total

$

689,184

$

378

$

689,562

14


Loans that do not share the same risk characteristics as loans in the collectively assessed population will be individually assessed. Individually assessed loans determined to be collateral dependent are evaluated based on the fair value of the underlying collateral, as repayment is expected to be derived through the operation or sale of the collateral. When management determines that foreclosure is probable and the borrower is experiencing financial difficulty, the expected credit losses are measured using the fair value of collateral at the reporting date, adjusted for selling costs as appropriate. Loan that are not deemed collateral dependent are assigned a probability of default based on default history. If the loan has defaulted, it will be assigned a 100% probability of default; otherwise, it will be assigned a probability of default based on the Company's historical experience, which is higher than the forecasted probability of default applied in the collectively assessed portfolio.

The following table details the amortized cost of individually assessed collateral dependent loans and any related allowance at June 30, 2026 and December 31, 2025.

June 30, 2026

December 31, 2025

Amortized Cost

Allowance for
Credit Losses

Amortized Cost

Allowance for
Credit Losses

(dollars in thousands)

Commercial

$

—

$

—

$

—

$

—

Real estate - commercial

—

—

—

—

Other real estate construction

—

—

—

—

Real estate 1-4 family construction

—

—

—

—

Real estate - residential

148

10

—

—

Home equity

—

—

—

—

Consumer loans

—

—

—

—

Other loans

—

—

—

—

Total

$

148

$

10

$

—

$

—

Management uses a risk-grading program to facilitate the evaluation of probable inherent loan losses and to measure the adequacy of the allowance for credit losses on loans. In this program, risk grades are initially assigned by the loan officers and reviewed and monitored by the lenders and credit administration. The program has nine risk grades summarized in six categories as follows:

Pass: Loans that are pass grade credits include loans that are fundamentally sound, with risk factors that are reasonable and acceptable. They generally conform to policy with only minor exceptions; any major exceptions are clearly mitigated by other economic factors.

Watch: Loans that are acceptable but show signs of weakness in either adequate sources of repayment or collateral but have demonstrated mitigating factors that minimize the risk of delinquency or loss. These loans may deserve management’s attention.

Special Mention: Loans that exhibit potential weakness that deserves management’s close attention. Credits within this category exhibit risk that is increasing beyond the point where the loan would have been originally approved.

Substandard: Loans that are considered substandard are loans that are inadequately protected by the current sound net worth and paying capacity of the obligor or the value of the collateral pledged. All nonaccrual loans are graded as substandard.

Doubtful: Loans that are considered to be doubtful have all weaknesses inherent in loans classified substandard, plus the added characteristic that the weaknesses make the collection or liquidation in full on the basis of current existing facts, conditions and values highly questionable and improbable.

Loss: Loans that are considered to be a loss are considered to be uncollectible and of such little value that their continuance as bankable assets is not warranted.

15


The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of June 30, 2026:

June 30, 2026

Term Loans by Year of Origination

2026

2025

2024

2023

2022

Prior

Revolving

Total

(dollars in thousands)

Commercial

Pass

$

8,113

$

38,930

$

16,941

$

8,899

$

8,663

$

12,109

$

15,977

$

109,632

Watch

172

—

—

1

—

617

69

859

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total commercial

8,285

38,930

16,941

8,900

8,663

12,726

16,046

110,491

Real estate - commercial

Pass

9,262

35,885

37,974

39,063

42,355

82,724

2,635

249,898

Watch

—

—

—

—

—

136

89

225

Special Mention

—

—

—

2,730

—

20

—

2,750

Substandard

—

—

—

—

—

320

—

320

Total real estate - commercial

9,262

35,885

37,974

41,793

42,355

83,200

2,724

253,193

Other real estate construction

Pass

25,351

14,502

8,581

2,344

2,660

5,955

1,177

60,570

Watch

—

3,549

—

—

—

—

—

3,549

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total other real estate construction

25,351

18,051

8,581

2,344

2,660

5,955

—

1,177

64,119

Real estate 1-4 family construction

Pass

6,361

10,558

3,528

—

—

—

—

20,447

Watch

—

—

—

—

—

—

—

—

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total real estate 1-4 family construction

6,361

10,558

3,528

—

—

—

—

20,447

Real estate - residential

Pass

9,818

26,735

20,175

27,775

26,496

38,025

2,249

151,273

Watch

—

—

—

—

—

675

—

675

Special Mention

—

—

—

97

—

134

—

231

Substandard

—

—

—

—

172

537

—

709

Total real estate - residential

9,818

26,735

20,175

27,872

26,668

39,371

2,249

152,888

Home equity

Pass

571

52

68

581

341

2,278

72,483

76,374

Watch

—

—

—

—

14

57

—

71

Special Mention

—

—

—

75

—

—

—

75

Substandard

—

—

—

49

96

114

—

259

Total home equity

571

52

68

705

451

2,449

72,483

76,779

Consumer loans

Pass

2,076

1,557

1,250

556

348

309

3,096

9,192

Watch

10

—

—

—

—

—

—

10

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

23

—

—

—

—

—

23

Total consumer loans

2,086

1,580

1,250

556

348

309

3,096

9,225

Other loans

Pass

539

53

558

—

1,596

2,343

—

5,089

Watch

—

—

—

—

—

—

—

—

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total other loans

539

53

558

—

1,596

2,343

—

5,089

Total Pass

62,091

128,272

89,075

79,218

82,459

143,743

97,617

682,475

Total Watch

182

3,549

—

1

14

1,485

158

5,389

Total Special Mention

—

—

—

2,902

—

154

—

3,056

Total Substandard

—

23

—

49

268

971

—

1,311

Total loans

$

62,273

$

131,844

$

89,075

$

82,170

$

82,741

$

146,353

$

97,775

$

692,231

During the six months ended June 30, 2026, forty-six loans totaling $580,000 were converted from revolving to term loans.

16


The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of December 31, 2025:

December 31, 2025

Term Loans by Year of Origination

2025

2024

2023

2022

2021

Prior

Revolving

Total

(dollars in thousands)

Commercial

Pass

$

41,614

$

18,998

$

10,134

$

9,822

$

4,665

$

9,300

$

14,673

$

109,206

Watch

40

—

3

—

640

39

160

882

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total commercial

41,654

18,998

10,137

9,822

5,305

9,339

14,833

110,088

Real estate - commercial

Pass

33,690

44,721

38,979

43,708

35,143

52,174

2,666

251,081

Watch

—

—

—

—

—

148

85

233

Special Mention

—

—

4,267

—

—

24

—

4,291

Substandard

—

—

—

—

—

339

—

339

Total real estate - commercial

33,690

44,721

43,246

43,708

35,143

52,685

2,751

255,944

Other real estate construction

Pass

20,951

14,474

8,480

3,754

1,778

4,633

1,330

55,400

Watch

1,847

—

—

—

—

—

—

1,847

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total other real estate construction

22,798

14,474

8,480

3,754

1,778

4,633

1,330

57,247

Real estate 1-4 family construction

Pass

12,819

6,634

—

—

—

—

—

19,453

Watch

—

—

—

—

—

—

—

—

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total real estate 1-4 family construction

12,819

6,634

—

—

—

—

—

19,453

Real estate - residential

Pass

30,041

24,409

31,429

29,022

19,789

20,706

2,268

157,664

Watch

322

—

—

—

200

446

—

968

Special Mention

—

—

99

—

117

22

—

238

Substandard

—

—

—

—

—

404

—

404

Total real estate - residential

30,363

24,409

31,528

29,022

20,106

21,578

2,268

159,274

Home equity

Pass

52

43

610

332

254

2,100

69,507

72,898

Watch

—

—

—

15

—

75

—

90

Special Mention

—

—

75

—

—

—

—

75

Substandard

—

—

—

96

103

—

—

199

Total home equity

52

43

685

443

357

2,175

69,507

73,262

Consumer loans

Pass

3,014

1,800

865

456

62

278

3,086

9,561

Watch

—

50

—

—

—

—

—

50

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total consumer loans

3,014

1,850

865

456

62

278

3,086

9,611

Other loans

Pass

66

567

—

1,597

1,071

1,382

—

4,683

Watch

—

—

—

—

—

—

—

—

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Total other loans

66

567

—

1,597

1,071

1,382

—

4,683

Total Pass

142,247

111,646

90,497

88,691

62,762

90,573

93,530

679,946

Total Watch

2,209

50

3

15

840

708

245

4,070

Total Special Mention

—

—

4,441

—

117

46

—

4,604

Total Substandard

—

—

—

96

103

743

—

942

Total loans

$

144,456

$

111,696

$

94,941

$

88,802

$

63,822

$

92,070

$

93,775

$

689,562

During the year ended December 31, 2025 ninety-nine loans totaling $10.4 million were converted from revolving to term loans.

17


The following tables present gross charge-offs by origination date as of June 30, 2026 and December 31, 2025:

June 30, 2026

Gross Loan Charge-offs by Year of Origination

2026

2025

2024

2023

2022

Prior

Revolving

Total

(dollars in thousands)

Commercial

Commercial

$

—

$

9

$

—

$

—

$

—

$

—

$

11

$

20

Real estate - commercial

—

—

—

—

—

—

—

—

Other real estate construction

—

—

—

—

—

—

—

—

Other loans

—

—

—

—

—

—

—

—

Noncommercial

Real estate 1-4 family construction

—

—

—

—

—

—

—

—

Real estate - residential

—

—

—

—

1

—

—

1

Home equity

—

—

—

—

—

—

—

—

Consumer loans

—

9

54

6

—

1

5

75

Total charge-offs

$

—

$

18

$

54

$

6

$

1

$

1

$

16

$

96

December 31, 2025

Gross Loan Charge-offs by Year of Origination

2025

2024

2023

2022

2021

Prior

Revolving

Total

(dollars in thousands)

Commercial

Commercial

$

—

$

9

$

—

$

16

$

88

$

—

$

10

$

123

Real estate - commercial

—

—

—

—

—

—

—

—

Other real estate construction

—

—

—

—

—

—

—

—

Other loans

—

—

—

—

—

—

—

—

Noncommercial

Real estate 1-4 family construction

—

—

—

—

—

—

—

—

Real estate - residential

—

—

—

—

—

—

—

—

Home equity

—

—

—

—

89

—

89

Consumer loans

—

33

7

2

—

2

86

130

Total charge-offs

$

—

$

42

$

7

$

18

$

88

$

91

$

96

$

342

Modifications to Borrowers Experiencing Financial Difficulty

The allowance for credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon asset origination or acquisition. The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. The Company uses a probability of default/loss given default model to determine the allowance for credit losses. An assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification.

Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses due to the measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification. The Company rarely modifies loans by providing principal forgiveness. When principal forgiveness is provided, the amortized cost basis of the asset is written off against the allowance for credit losses. The amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses. In some cases, the Company will modify a loan by providing multiple types of concessions. Typically one type of concession is granted initially. If the borrower continues to experience financial difficulty, another concession may be granted. Types of concessions include term extensions beyond customary terms, capitalization of accrued interest, interest rate reductions to below current market rates, payment deferrals or principal forgiveness.

There were no loans modified for borrowers experiencing financial difficulty during the six months ended June 30, 2026 or during the twelve months ended December 31, 2025. As such, the Company did not have any loans made to borrowers experiencing financial difficulty that were modified during the six months ended June 30, 2026 or during the twelve months ended December 31, 2025 that subsequently defaulted. A default on a modified loan is defined as being past due 90 days or being out of compliance with the modification agreement. The Company closely monitors the performance of the loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

18


Note 8 - Leases

Operating leases in which we are the lessee are recorded as operating lease right of use (“ROU”) assets and operating lease liabilities, included in premises and equipment and other liabilities, respectively, on our consolidated balance sheets. Operating lease ROU assets represent our right to use an underlying asset during the lease term and operating lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and operating lease liabilities are recognized at lease commencement based on the present value of the remaining lease payments using a discount rate that represents our incremental collateralized borrowing rate at the lease commencement date. ROU assets are further adjusted for any lease incentives. Operating lease expense, which is composed of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and is recorded in the net occupancy expense in the consolidated statements of income.We do not currently have any finance leases in which we are the lessee.

Our leases relate to four office locations, three of which are branch locations, with remaining terms of one to three years. Certain lease arrangements contain extension options which range from five to ten years at the then fair market rental rates. As these extension options are not generally considered reasonably certain of exercise, they are not included in the lease term. As of June 30, 2026, operating lease ROU assets were $511,000 and the operating lease liability was $547,000, compared to operating lease ROU assets of $713,000 and an operating lease liability of $768,000 at December 31, 2025. Lease costs associated with all leases was $106,000 and $212,000 for the three and six months ended June 30, 2026, respectively.

The table below summarizes other information related to our operating leases for the six months ended June 30, 2026 and 2025:

Six Months Ended June 30,

2026

2025

(in thousands except percent and period data)

Cash paid for amounts included in the measurement of lease liabilities

Operating cash flows from operating leases

$

231

$

226

Right-of-use assets obtained in exchange for new operating lease liabilities

—

—

Weighted-average remaining lease term - operating leases, in years

1.9

2.6

Weighted-average discount rate - operating leases

2.94

%

2.70

%

The table below summarizes the maturity of remaining lease liabilities at June 30, 2026:

June 30, 2026

(dollars in thousands)

2026

$

186

2027

260

2028

97

2029

20

2030

-

Thereafter

-

Total lease payments

563

Less: Interest

(16

)

Present value of lease liabilities

$

547

Note 9 - Commitments and Contingencies

The Company’s subsidiary bank is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, lines of credit and standby letters of credit. These instruments involve elements of credit risk in excess of amounts recognized in the accompanying financial statements.

The Bank’s risk of loss with unfunded loans and lines of credit or standby letters of credit is represented by the contractual amount of these instruments. The Bank uses the same credit policies in making commitments under such instruments as it does for on-balance sheet instruments. The amount of collateral obtained, if any, is based on management’s credit evaluation of the borrower. Collateral held varies, but may include accounts receivable, inventory, real estate and time deposits with financial institutions. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Credit card commitments are unsecured.

19


At June 30, 2026 and December 31, 2025, outstanding financial instruments whose contract amounts represent credit risk were approximately:

June 30, 2026

December 31, 2025

(dollars in thousands)

Commitments to extend credit

$

211,760

$

195,681

Credit card commitments

26,853

26,453

Standby letters of credit

7,950

8,020

Total commitments

$

246,563

$

230,154

The Company maintains an allowance for off-balance sheet credit exposures such as unfunded balances for existing lines of credit, commitments to extend future credit, as well as both standby and commercial letters of credit when there is a contractual obligation to extend credit and when this extension of credit is not unconditionally cancelable. The allowance for off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur, which is based on a historical funding study derived from internal information, and an estimate of expected credit losses on commitments expected to be funded over its estimated life, which are the same loss rates that are used in computing the allowance for credit losses on loans. The allowance for credit losses for unfunded loan commitments of $162,000 and $160,000 at June 30, 2026 and December 31, 2025, respectively, is separately classified on the balance sheet within Other Liabilities.

The following table presents the balance and activity in the allowance for credit losses for unfunded loan commitments for the six months ended June 30, 2026.

Total Allowance for Credit Losses -
Unfunded Loan Commitments

(dollars in thousands)

Balance, December 31, 2025

$

160

Provision for credit losses

2

Balance, June 30, 2026

$

162

In connection with the exchange of the Company’s Visa Class B-1 common stock for Visa Class B-3 and Class C common stock, the Company entered into a make-whole agreement with Visa. The agreement may require the Company to fund a portion of future litigation escrow obligations associated with the exchanged shares under specified circumstances. Management has evaluated the arrangement and determined that any potential loss contingency is not presently estimable; therefore, no liability has been recorded as of June 30, 2026.

Note 10 – Fair Value Disclosures

Accounting Standards Codification (“ASC”) 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements but clarifies and standardizes some divergent practices that have emerged since prior guidance was issued. ASC 820 creates a three-level hierarchy under which individual fair value estimates are to be ranked based on the relative reliability of the inputs used in the valuation.

ASC 820 defines fair value as the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, the Company considers the principal or most advantageous market in which those assets or liabilities are sold and considers assumptions that market participants would use when pricing those assets or liabilities. Fair values determined using Level 1 inputs rely on active and observable markets to price identical assets or liabilities. In situations where identical assets and liabilities are not traded in active markets, fair values may be determined based on Level 2 inputs, which exist when observable data exists for similar assets and liabilities. Fair values for assets and liabilities for which identical or similar assets and liabilities are not actively traded in observable markets are based on Level 3 inputs, which are considered to be unobservable.

Among the Company’s assets and liabilities, investment securities available for sale and mortgage banking derivatives are reported at their fair values on a recurring basis. Certain other assets are adjusted to their fair value on a nonrecurring basis, including other real estate owned, individually evaluated loans, loans held for sale, which are carried at the lower of cost or market, and loan servicing rights, where fair value is determined using similar assets with similar characteristics, when available, or based upon discounted cash flows using market-based assumptions. Deposits, short-term borrowings and long-term obligations are not reported at fair value.

Prices for U.S. Treasury and marketable equity securities are readily available in the active markets in which those securities are traded, and the resulting fair values are shown in the Level 1 input column. Prices for government agency securities, mortgage-backed

20


securities, asset-backed securities, state, county and municipal securities and corporate bonds are obtained for similar securities, and the resulting fair values are shown in the Level 2 input column. Prices for all other non-marketable investments are determined based on various assumptions that are not observable. The fair values for these investment securities are shown in the Level 3 input column. Non-marketable investment securities, which are carried at their purchase price, include those that may only be redeemed by the issuer. The changes in securities between Level 1 and Level 2 were related to the purchase and sale of several securities and not the transfer of securities.

Mortgage banking derivatives, which are composed of interest rate lock commitments (“IRLCs”), mortgage forward sales commitments and to-be-announced mortgage-backed securities trades (“TBAs”), are recorded at fair value on a recurring basis. Fair value of the IRLCs is based on projected pull-through rates and anticipated margins based on changes in market interest rates. The Company considers these to be Level 3 valuations. The fair value of mortgage forward sales commitments and TBAs is based on the gain or loss that would occur if the Company were to pair-off the transaction at the measurement date and is considered to be a Level 2 input.

The Company does not record loans at fair value on a recurring basis. The Company measures expected credit losses on loans
held at amortized cost using the current expected credit loss model. Loans that do not share common risk characteristics with other loans are evaluated on an individual basis. For individually evaluated loans, expected credit losses are measured using one or more methods, which may include non-discounted cash flow analyses or the fair value of collateral. For collateral dependent loans, expected credit losses are measured based on the fair value of the collateral, less estimated costs to sell when foreclosure is probable. In certain circumstances, the fair value of collateral may exceed the amortized cost basis of the loan. If the fair value of collateral equals or exceeds the amortized cost basis of a collateral dependent loan, the measured expected credit loss is zero and no allowance is recorded for that loan. The Company generally determines the fair value of collateral using appraised values, which involve significant management judgment and are classified as Level 3 valuations within the fair value hierarchy.

Foreclosed assets are adjusted to fair value upon transfer of the loans to other real estate owned. Real estate acquired in settlement of loans is recorded initially at the estimated fair value of the property less estimated selling costs at the date of foreclosure. The initial recorded value may be subsequently reduced by additional allowances, which are charged to earnings if the estimated fair value of the property less estimated selling costs declines below the initial recorded value. Fair value is based upon independent market prices, appraised values of the collateral or management’s estimation of the value of the collateral. The Company typically bases the fair value of the collateral on appraised values, which the Company considers Level 3 valuations.

Loans originated and intended for sale in the secondary market are carried at the lower of cost or estimated fair value in the aggregate, based on secondary market prices. Net unrealized losses, if any, are recognized through a valuation allowance by charges to income. These loans are recorded in Level 2.

The following tables provide fair value information for assets and liabilities measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025:

June 30, 2026

(dollars in thousands)

Total

Level 1

Level 2

Level 3

Securities available for sale:

U.S. Treasury

$

23,776

$

23,776

$

—

$

—

U.S. government agencies

48,679

—

48,679

—

GSE - Mortgage-backed securities and CMOs

165,124

—

165,124

—

Asset-backed securities

19,545

—

19,545

—

State and political subdivisions

98,697

—

98,697

—

Corporate bonds

3,950

—

3,950

—

Equity securities

878

878

—

—

Mortgage banking derivatives

883

—

108

775

Total assets at fair value on a recurring basis

$

361,532

$

24,654

$

336,103

$

775

Mortgage banking derivatives

$

26

$

—

$

26

$

—

Total liabilities at fair value on a recurring basis

$

26

$

—

$

26

$

—

21


December 31, 2025

(dollars in thousands)

Total

Level 1

Level 2

Level 3

Securities available for sale:

U.S. Treasury

$

23,997

$

23,997

$

—

$

—

U.S. government agencies

45,228

—

45,228

—

GSE - Mortgage-backed securities and CMOs

174,754

—

174,754

—

Asset-backed securities

20,965

—

20,965

—

State and political subdivisions

88,886

—

88,886

—

Corporate bonds

3,910

—

3,910

—

Equity securities

303

303

—

—

Mortgage banking derivatives

883

—

38

845

Total assets at fair value on a recurring basis

$

358,926

$

24,300

$

333,781

$

845

Mortgage banking derivatives

$

58

$

—

$

58

$

—

Total liabilities at fair value on a recurring basis

$

58

$

—

$

58

$

—

The following table provides a rollforward for recurring Level 3 fair value measurements:

June 30, 2026

Mortgage banking derivatives:
Interest rate lock commitments

(dollars in thousands)

Balance at December 31, 2025

$

845

Change in fair value:

Included in income from mortgage banking

(70

)

Change in observability of significant inputs:

Included in income from mortgage banking

—

Balance at June 30, 2026

$

775

The fair value of mortgage IRLCs at June 30, 2026 was calculated based on a notional amount of $35.4 million. Significant unobservable inputs are used to determine the fair value of these derivatives. At June 30, 2026, such inputs included anticipated margins to be earned based on market movement from the original lock date and a weighted average projected pull-through rate of 91.8% determined by loan product, loan stage, and loan purpose. The fair value of mortgage IRLCs at December 31, 2025 was calculated based on a notional amount of $25.3 million. Significant unobservable inputs were the same as those used for the six months ended June 30, 2026 and assumed a weighted average projected pull-through rate of 88.5% at December 31, 2025. Changes in interest rates and other assumptions could significantly change these estimated values.

The Company may be required, from time to time, to measure certain assets at fair value on a nonrecurring basis in accordance with GAAP. These include assets, such as other real estate owned and individually evaluated loans deemed to be collateral dependent, that are measured at the lower of cost or market value that were recognized at fair value less cost to sell at the end of the period. Assets measured at fair value on a nonrecurring basis are included in the table below as of June 30, 2026. There were no assets for which a nonrecurring fair value adjustment was required as of December 31, 2025.

June 30, 2026

(dollars in thousands)

Total

Level 1

Level 2

Level 3

Individually evaluated loans

$

139

$

—

$

—

$

139

Total assets at fair value on a nonrecurring basis

$

139

$

—

$

—

$

139

The following table provides quantitative information about Level 3 fair value measurements:

June 30, 2026

Valuation Technique

Unobservable Input

General Range

Nonrecurring measurements:

Individually evaluated loans

Discounted appraisals

Collateral discounts and estimated costs to sell

5 - 20%

22


Note 11 – Fair Values of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or nonrecurring basis.

The fair value estimates presented at June 30, 2026 and December 31, 2025, are based on relevant market information and information about the financial instruments. Fair value estimates are intended to represent the price an asset could be sold at or the price at which a liability could be settled. However, given there is no active market or observable market transactions for many of the Company’s financial instruments, the Company has made estimates of many of these fair values which are subjective in nature, involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimated values. The estimated fair values disclosed in the following table do not represent market values of all assets and liabilities of the Company and should not be interpreted to represent the underlying value of the Company.

The following tables reflect a comparison of carrying amounts and the estimated fair value of the financial instruments as of June 30, 2026 and December 31, 2025:

June 30, 2026

Carrying
Value

Estimated
Fair Value

Level 1

Level 2

Level 3

(dollars in thousands)

FINANCIAL ASSETS

Cash and cash equivalents

$

91,712

$

91,712

$

91,712

$

—

$

—

Securities available for sale

359,771

359,771

23,776

335,995

—

Securities held to maturity, net

21,880

20,373

—

10,603

9,770

Equity securities

878

878

878

—

—

Loans held for investment, net

686,245

662,501

—

—

662,501

Loans held for sale

7,820

7,820

—

7,820

—

Loan servicing assets

3,647

7,308

—

7,308

—

Mortgage banking derivatives

883

883

—

108

775

Accrued interest receivable

4,353

4,353

—

—

4,353

FINANCIAL LIABILITIES

Deposits

$

1,099,066

1,098,432

—

1,098,432

—

Short-term borrowings

228

228

—

228

—

Long-term borrowings

30,086

27,697

—

—

27,697

Mortgage banking derivatives

26

26

—

26

—

Accrued interest payable

475

475

—

—

475

December 31, 2025

Carrying
Value

Estimated
Fair Value

Level 1

Level 2

Level 3

(dollars in thousands)

FINANCIAL ASSETS

Cash and cash equivalents

$

73,329

$

73,329

$

73,329

$

—

$

—

Securities available for sale

357,740

357,740

23,997

333,743

—

Securities held to maturity, net

21,947

20,208

—

10,559

9,649

Equity securities

303

303

303

—

—

Loans held for investment, net

683,142

666,337

—

—

666,337

Loans held for sale

9,019

9,019

—

9,019

—

Loan servicing assets

3,702

7,413

—

7,413

—

Mortgage banking derivatives

883

883

—

38

845

Accrued interest receivable

4,428

4,428

—

—

4,428

FINANCIAL LIABILITIES

Deposits

$

1,080,781

$

1,080,610

$

—

$

1,080,610

$

—

Short-term borrowings

25

25

—

25

—

Long-term borrowings

29,048

27,369

—

—

27,369

Mortgage banking derivatives

58

58

—

58

—

Accrued interest payable

453

453

—

—

453

23


At June 30, 2026, the Company’s subsidiary bank had outstanding standby letters of credit and commitments to extend credit. These off-balance sheet financial instruments are generally exercisable at the market rate prevailing at the date the underlying transaction will be completed; therefore, the fair value is the fee the Bank is expected to receive. This amount is deemed immaterial by management. See Note 9 ("Commitments and Contingencies") to the Company’s Notes to Consolidated Financial Statements for more information regarding commitments and contingent liabilities.

Note 12 – Mortgage Banking Derivatives

The Company enters into IRLCs to originate loans whereby the interest rate on the loan is determined prior to funding. IRLCs on mortgage loans that will be held for resale are considered to be derivatives and must be accounted for at fair value on the balance sheet. Accordingly, such commitments are recorded at fair value in the mortgage banking derivatives asset or liability with changes in fair value recorded in income from mortgage banking within the consolidated statements of income. Fair value is based on anticipated margins determined by market movement from the original lock date and projected pull-through rates on a loan-by-loan basis based on loan product, loan stage, and loan purpose.

During the term of the IRLC, the Company is exposed to the risk that the interest rate will change from the rate quoted to the borrower. In an effort to mitigate interest rate risk, the Company also enters into mortgage forward sales commitments on a mandatory basis for future delivery of residential mortgage loans after an interest rate lock is committed to the borrower. Mandatory commitments require that the loan must be delivered to the investor or a pair-off fee be paid. These forward commitments are recorded at fair value in the mortgage banking derivatives asset or liability, and changes in fair value are recorded to income from mortgage banking within the consolidated statements of income. The fair value of the forward commitments is based on the gain or loss that would occur if the Company were to pair-off the transaction at the measurement date.

The Company also enters into purchase and sale agreements of TBAs. A TBA trade is a contract to buy or sell mortgage-backed securities on a specific date while the underlying mortgages are not announced until just prior to settlement. These TBA trades provide an economic hedge against the effect of changes in interest rates resulting from IRLCs. TBAs are accounted for as derivatives when either of the following conditions exist: (i) when settlement of the TBA trade is not expected to occur at the next regular settlement date (which is typically the next month) or (ii) a mechanism exists to settle the contract on a net basis. As a result, these instruments are recorded at fair value in the mortgage banking derivatives asset or liability with changes in fair value recorded in income from mortgage banking within the consolidated statements of income. The fair value of the TBA trades is based on the gain or loss that would occur if the Company were to pair-off the trade at the measurement date.

The following table reflects the notional amount and fair value of mortgage banking derivatives included in the balance sheet at fair value as of June 30, 2026 and December 31, 2025.

Notional Amount

Fair Value

(dollars in thousands)

Balance at June 30, 2026

Included in mortgage banking derivative assets:

Interest rate lock commitments

$

35,439

$

775

Forward sales commitments

3,927

108

Included in mortgage banking derivative liabilities:

To-be-announced mortgage-backed securities trades

41,500

26

Balance at December 31, 2025

Included in mortgage banking derivative assets:

Interest rate lock commitments

$

25,267

$

845

Forward sales commitments

3,452

38

Included in mortgage banking derivative liabilities:

To-be-announced mortgage-backed securities trades

22,250

58

24


Note 13 – Recent Accounting Pronouncements and Other Changes

In November 2024, the FASB issued ASU 2024-03 “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” requiring public business entities to disclose, in the notes to financial statements, specified information about certain costs and expenses at each interim and annual reporting period. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted, and the amendments should be applied prospectively. The Company is currently evaluating the impact of this ASU but does not expect it to have a material effect on its consolidated financial statements.

From time to time the FASB issues exposure drafts of proposed statements of financial accounting standards. Such exposure drafts are subject to comment from the public, to revisions by the FASB and to final issuance by the FASB as statements of financial accounting standards. Management considers the effect of the proposed statements on the consolidated financial statements of the Company and monitors the status of changes to and proposed effective dates of exposure drafts.

Note 14 - Segment Reporting

The chief operating decision maker (“CODM”) of the Company is a group of individuals, also referred to as the Executive Management Team, consisting of the Chief Executive Officer, Chief Financial Officer, Chief Operations Officer and Chief Risk Officer. The Executive Management Team is responsible for allocating resources and assessing the performance of the Company.

Segments are defined as components of an enterprise for which discrete financial information is available and evaluated regularly by the CODM. The Executive Management Team has identified three operating segments within the Company, each with a manager that reports directly to the CODM. The Company’s business operating segments are determined based on the nature of the products or services provided and reflect the manner in which financial information is currently evaluated by the Executive Management Team. The three operating segments of the Company are as follows:

Banking Operations - This segment provides financial products and services to consumer and commercial customers in the form of deposit products, loan products and cash management services through branches, online banking, mobile banking and telephone banking. This segment is also responsible for the management of the investment portfolio. Significant components of noninterest income for this segment are service charges on deposits and interchange fees on card transactions. Significant noninterest expense is salaries and employee benefits.

Mortgage Banking - This segment reflects Uwharrie Bank Mortgage, a division of the Bank that specializes in originating and

servicing one-to-four family residential mortgage loans which are primarily sold on the secondary market. Loans sold to Fannie Mae or Freddie Mac are sold with servicing rights retained. Significant noninterest income for this segment is gain or loss on the sale of loans. Significant noninterest expense is salaries and employee benefits.

Wealth Management - This segment reflects investment advisory, broker-dealer and insurance services of UIA, TSAC and BOS

Agency, respectively. Significant noninterest income for this segment is service fees and commissions. Significant noninterest expense is salaries and employee benefits.

While the CODM monitors each segment’s pre-tax, pre-provision profit or loss, the primary measure for allocating resources to the operating segments during the annual budgeting process is net income. This measure is also used to assess the performance of each segment, with a focus on net interest income, noninterest income, and noninterest expense. The CODM conducts monthly income review meetings, where budget-to-actual variances for net income and pre-tax, pre-provision profit or loss and its components are analyzed. The Company provides a broad range of financial services as described above and aims to provide one place for its customers to satisfy all of their financial services needs. As such, many customers are shared under the “Uwharrie” umbrella as are certain costs to conduct business. Management regularly reviews the different revenue streams, but is aware that shared resources and costs of key corporate functions may not be fully allocated among the operating segments. The Executive Management Team believes it is appropriate to aggregate the three operating segments into one reportable segment. A review of quantitative thresholds was performed, and the CODM has determined that the Company’s operations are not considered to constitute more than one reportable segment. Non-segment operations are classified as Other below and include assets and activity of the parent holding company. Management will continue to evaluate the operating segments for separate reporting as facts and circumstances change.

25


Banking, Mortgage and
Wealth Management

Other

Consolidated

(dollars in thousands)

For the Three Months Ended June 30, 2026

Interest income

$

14,874

$

5

$

14,879

Interest expense

4,351

342

4,693

Net interest income

10,523

(337

)

10,186

Noninterest income

4,015

30

4,045

Noninterest expense

9,533

130

9,663

Pre-tax, pre-provision income

5,005

(437

)

4,568

Provision for (recovery of) credit losses

(424

)

—

(424

)

Provision for income taxes

1,169

(90

)

1,079

Net income (loss)

$

4,260

$

(347

)

$

3,913

For the Six Months Ended June 30, 2026

Interest income

$

29,452

$

10

$

29,462

Interest expense

8,845

667

9,512

Net interest income

20,607

(657

)

19,950

Noninterest income

6,852

152

7,004

Noninterest expense

18,093

265

18,358

Pre-tax, pre-provision income

9,366

(770

)

8,596

Provision for (recovery of) credit losses

(486

)

—

(486

)

Provision for income taxes

2,113

(159

)

1,954

Net income (loss)

$

7,739

$

(611

)

$

7,128

Total assets as of June 30, 2026

$

1,219,072

$

3,034

$

1,222,106

For the Three Months Ended June 30, 2025

Interest income

$

14,331

$

5

$

14,336

Interest expense

4,270

335

4,605

Net interest income

10,061

(330

)

9,731

Noninterest income

3,023

61

3,084

Noninterest expense

8,834

146

8,980

Pre-tax, pre-provision income

4,250

(415

)

3,835

Provision for (recovery of) credit losses

254

—

254

Provision for income taxes

841

(84

)

757

Net income (loss)

$

3,155

$

(331

)

$

2,824

For the Six Months Ended June 30, 2025

Interest income

$

28,128

$

10

$

28,138

Interest expense

8,625

678

9,303

Net interest income

19,503

(668

)

18,835

Noninterest income

5,393

72

5,465

Noninterest expense

16,631

277

16,908

Pre-tax, pre-provision income

8,265

(873

)

7,392

Provision for (recovery of) credit losses

535

—

535

Provision for income taxes

1,656

(176

)

1,480

Net income (loss)

$

6,074

$

(697

)

$

5,377

Total assets as of December 31, 2025

$

1,192,527

$

3,818

$

1,196,345

26


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Caution Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements generally relate to estimates with respect to the financial condition, results of operations and business of the Company that are subject to various factors that could cause actual results to differ materially from these estimates. These factors include, but are not limited to: increases in our past due loans and provision for credit losses that may result from local and/or broader economic effects, including constraints on the availability of credit that may impact our borrowers; declines in general economic conditions, including increased stress in the financial markets; changes in interest rates, deposit flows, loan demand, real estate values, and competition; changes in accounting principles, policies, or guidelines; changes in legislation or regulation; and other economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products and services. Any use of “we” or “our” in the following discussion refers to the Company on a consolidated basis.

Comparison of Financial Condition at June 30, 2026 and December 31, 2025.

During the six months ended June 30, 2026, the Company’s total assets increased by $25.8 million, from $1.20 billion to $1.22 billion. Cash and cash equivalents increased by $18.4 million during the six months ended June 30, 2026, from $73.3 million to $91.7 million. The increase in cash and cash equivalents is the result of growth in deposits.

Investment securities consist of securities available for sale and securities held to maturity. For the six-month period ended June 30, 2026, investment securities increased by $2.0 million from $379.7 million at December 31, 2025 to $381.7 million at June 30, 2026. At June 30, 2026, the Company had net unrealized losses on securities available for sale of $22.3 million, compared to net unrealized losses of $21.5 million at December 31, 2025, a deterioration of $722,000. The allowance for credit losses on securities held to maturity was $44,000 at June 30, 2026 and $45,000 at December 31, 2025. The amortized cost basis of securities held to maturity was $22.0 million at both June 30, 2026 and December 31, 2025.

Equity securities increased by $575,000 at June 30, 2026, compared to December 31, 2025, primarily due to the Company’s participation in Visa Inc.’s exchange offer described in Note 5 of the Notes to Consolidated Financial Statements (Unaudited) included in Item 1 of this Report. The Company received Visa Class C common stock with a fair value of approximately $826,000 and subsequently sold 211 shares during the quarter, resulting in a net increase in equity securities at period end. The Company also received 550 shares of Visa Class B-3 common stock in the exchange; however, no carrying value was assigned to the Class B-3 shares, and therefore they are not included in the Company’s equity securities balance at June 30, 2026.

Loans held for sale decreased by $1.2 million from December 31, 2025 to $7.8 million at June 30, 2026. Loans held for investment increased from $689.6 million at December 31, 2025 to $692.2 million at June 30, 2026, an increase of $2.7 million. The Company experienced a net increase in all loan sectors with the exception of real estate commercial, real estate residential, and consumer loans.

The allowance for credit losses on loans was $6.0 million at June 30, 2026, which represented 0.86% of total loans held for investment, compared to $6.4 million, or 0.93% of total loans held for investment, at December 31, 2025. Additional discussion regarding the allowance is included in the Asset Quality section below.

Other changes in the Company’s consolidated assets are primarily related to premises and equipment, which increased by $2.0 million from $14.7 million at December 31, 2025 to $16.7 million at June 30, 2026 related to construction expenses for a new branch in Mount Pleasant, North Carolina, which will replace the currently leased branch location. Other assets increased by $628,000 during the six months ended June 30, 2026, primarily due to a $392,000 increase in supplemental executive retirement plan (“SERP”) account balances, driven by annual Company contributions and favorable market performance. In addition, the Company’s investment in a Small Business Investment Company (“SBIC”) increased by $266,000.

Customer deposits, our primary funding source, experienced growth of $18.3 million during the six-month period ended June 30, 2026, increasing from $1.08 billion to $1.10 billion. The overall increase in deposits is attributable to organic deposit growth. Demand noninterest-bearing checking accounts increased by $25.7 million while interest checking and money market accounts declined by $8.5 million during the six-month period ended June 30, 2026. Savings deposits increased by $10.3 million and time deposits decreased by $9.3 million during the same period.

Total short-term borrowings increased by $203,000 for the six-month period ended June 30, 2026. At June 30, 2026, the Company had $30.1 million in long-term debt outstanding, $29.1 million of which consists of junior subordinated debt securities, net of unamortized debt issuance costs. During the third quarter of 2019, the Company issued $10.0 million in subordinated debt securities with a final maturity date of September 30, 2029 that became redeemable by the Company on September 30, 2024. This junior subordinated debt pays interest quarterly at an annual fixed rate of 5.25%. During the third quarter of 2021, the Company issued $12.0 million and $8.0

27


million of 10-year and 15-year fixed-to-floating rate subordinated debt securities, respectively. The 10-year subordinated notes mature on September 3, 2031, though they are redeemable at the Company’s option on or after September 3, 2026, and initially pay interest quarterly at an annual rate of 3.5%. From and including September 3, 2026 to but excluding September 3, 2031, or up to any early redemption date, the interest rate on the 10-year subordinated notes will reset quarterly to an annual rate equal to the then-current three-month secured overnight financing rate (“SOFR”), plus 283 basis points payable quarterly in arrears. The 15-year subordinated notes mature on September 3, 2036, though they are redeemable at the Company’s option on or after September 3, 2031, and initially pay interest quarterly at an annual rate of 4.0%. From and including September 3, 2031 to but excluding September 3, 2036, or up to any early redemption date, the interest rate on the 15-year subordinated notes will reset quarterly to an annual rate equal to the then-current three-month SOFR plus 292 basis points payable quarterly in arrears. The subordinated debt has been structured to qualify as and is included in the calculation of the Company’s Tier 2 capital. Once the remaining term to maturity drops under five years, the Company must impose a twenty percent annual reduction of the amount of the proceeds from the sale of these securities that are eligible to be counted as Tier 2 capital. Of the subordinated debt that remains outstanding at June 30, 2026, $25.3 million qualifies as Tier 2 capital. The Company also maintains a $3.0 million line of credit, of which $1.0 million was outstanding at June 30, 2026.

Other changes in the Company’s liabilities are related to an increase of $760,000 in other liabilities from December 31, 2025 to June 30, 2026 resulting primarily from accrual of reserves for payables due throughout 2026.

At June 30, 2026, total shareholders’ equity was $81.1 million, an increase of $5.5 million from December 31, 2025. Net income for the six-month period ended June 30, 2026 was $7.1 million, which positively contributed to shareholders’ equity. During the six months ended June 30, 2026, the Company repurchased 68,263 shares of common stock at a total cost of $765,000, and the Company paid $280,000 in dividends attributable to noncontrolling interest. See Note 3 (“Noncontrolling Interest”) to the Company’s Notes to Consolidated Financial Statements for additional discussion of the noncontrolling interest.

Results of Operations for the Three Months Ended June 30, 2026 and 2025.

Net Income and Net Income Available to Common Shareholders

Uwharrie Capital Corp reported net income of $3.9 million for the three months ended June 30, 2026, compared to $2.8 million for the three months ended June 30, 2025. Net income available to common shareholders was $3.8 million, or $0.53 per common share, for the three months ended June 30, 2026, compared to $2.7 million, or $0.37 per common share, for the three months ended June 30, 2025. Net income available to common shareholders is net income less dividends on the aforementioned noncontrolling interest.

Net Interest Income

Net interest income for the three months ended June 30, 2026 was $10.2 million, a $455,000 increase from the $9.7 million reported for the comparative period in 2025. During the second quarter of 2026, the average yield on our interest-earning assets decreased by 10 basis points to 5.12% from the same period in 2025, and the average rate we paid for our interest-bearing liabilities decreased 9 basis points to 2.22%. These changes resulted in an interest rate spread of 2.90% as of June 30, 2026, compared to 2.91% as of June 30, 2025. The Company’s net interest margin was 3.52% and 3.56% for the comparable periods in 2026 and 2025, respectively.

The following table presents average balance sheet and a net interest income analysis for the three months ended June 30, 2026 and 2025, respectively:

Average Balance

Income/Expenses

Rate/Yield

2026

2025

2026

2025

2026

2025

(dollars in thousands)

Interest-earning assets:

Taxable securities

$

308,236

$

307,652

$

2,836

$

2,876

3.69

%

3.75

%

Non-taxable securities (1)

77,448

58,756

465

314

3.07

%

2.73

%

Short-term investments

92,996

62,577

882

662

3.80

%

4.24

%

Equity securities

330

311

5

5

6.08

%

6.45

%

Taxable loans

682,714

668,533

10,545

10,391

6.20

%

6.23

%

Non-taxable loans (1)

16,441

12,057

146

88

4.54

%

3.73

%

Total interest-earning assets

1,178,165

1,109,886

14,879

14,336

5.12

%

5.22

%

Interest-bearing liabilities:

Interest-bearing deposits

818,983

769,483

4,351

4,270

2.13

%

2.23

%

Short-term borrowed funds

101

1,233

1

11

3.97

%

3.58

%

Long-term debt

29,869

29,189

341

324

4.58

%

4.45

%

Total interest bearing liabilities

848,953

799,905

4,693

4,605

2.22

%

2.31

%

Net interest spread

$

329,212

$

309,981

$

10,186

$

9,731

2.90

%

2.91

%

Net interest margin (1) (% of earning assets)

3.52

%

3.56

%

(1)
Yields related to securities and loans exempt from income taxes are stated on a fully tax-equivalent basis, assuming a 21% effective tax rate.

28


Provision for (Recovery of) Credit Losses

The Company recorded a $424,000 recovery of credit losses for the three months ended June 30, 2026, compared to a provision of $254,000 for the same period in 2025. There were net loan charge-offs of $8,000 for the three months ended June 30, 2026, as compared to net loan charge-offs of $76,000 during the same period of 2025. Refer to the Asset Quality section below for further information.

Noninterest Income

The Company places significant emphasis on diversification of revenue sources rather than relying solely upon interest income. Total noninterest income increased by $961,000 for the three-month period ended June 30, 2026, as compared to the same period in 2025. The increase in noninterest income was primarily attributable to a gain of $827,000 recognized in connection with Visa Inc.’s exchange offer. During the second quarter of 2026, the Company exchanged its Visa Class B-1 common stock for Class B-3 common stock and Class C common stock. Because the exchanged Class B-1 common stock had no carrying value, the Company recognized the fair value of the Class C common stock received, along with cash received in lieu of fractional shares, as a gain. The Visa Class B-3 common stock received in the exchange represents a continuation of the Company’s restricted ownership interest and, therefore, no carrying value was assigned to the Class B-3 shares received. The Company also sold 211 shares of Visa Class C common stock received in the exchange during the quarter. The Visa-related transactions were nonrecurring in nature and favorably impacted current-period earnings. The remaining Visa Class C common stock is carried at fair value, with subsequent changes in fair value recognized in earnings as part of noninterest income. Also contributing to the increase in total noninterest income, growth in assets under management (“AUM”) within the wealth management division resulted in a $120,000 increase in other service fees and commissions.

Interchange fees, or “swipe” fees, are charges that merchants pay to us and other card-issuing banks for processing electronic payment transactions. Interchange and card transaction fees consist of income from check card usage, point-of-sale income from PIN-based debit card transactions, ATM service fees, and credit card usage. A comparison of gross interchange and card transaction fees, net of associated network costs for the reported periods is presented in the table below:

Three Months Ended June 30,

2026

2025

(dollars in thousands)

Income from debit card transactions

$

656

$

618

Income from credit card transactions

191

174

Gross interchange and transaction fee income

847

792

Network costs - debit card

(326

)

(306

)

Network costs - credit card

(180

)

(178

)

Total

$

341

$

308

Noninterest Expense

Noninterest expense for the three months ended June 30, 2026 increased by $683,000 compared to the same period in 2025. Salaries and benefits, the largest component of noninterest expense, increased by $262,000 due to higher wages and benefit costs during the three months ended June 30, 2026. Marketing and donations expense increased by $307,000 during the same period, primarily due to the timing of several large donations.

Total other noninterest expense increased by $23,000 for the three months ended June 30, 2026, compared to the same period in 2025. The table below reflects the composition of other noninterest expense for the referenced periods.

Three Months Ended June 30,

2026

2025

(dollars in thousands)

Office supplies and printing

$

28

$

29

Franchise and other taxes

33

57

Employee education

37

30

Shareholder relations expense

51

46

Telephone and data lines

48

43

Postage

77

70

Director fees and expense

88

78

Dues and subscriptions

141

114

Armored transport service

42

37

Other

198

216

Total

$

743

$

720

29


Income Tax Expense

The Company had income tax expense of $1.1 million for the three months ended June 30, 2026 at an effective tax rate of 21.6% compared to income tax expense of $757,000 with an effective tax rate of 21.1% in the comparable 2025 period. The increase in the effective tax rate reflects normal period-to-period fluctuations. Income taxes computed at the statutory rate are primarily affected by the state income tax expense offset by the eligible amount of interest earned on state and municipal securities, tax-free municipal loans and income earned on bank-owned life insurance.

Results of Operations for the Six Months Ended June 30, 2026 and 2025.

Net Income and Net Income Available to Common Shareholders

Uwharrie Capital Corp reported net income of $7.1 million for the six months ended June 30, 2026, compared to $5.4 million for the six months ended June 30, 2025. Net income available to common shareholders was $6.8 million, or $0.96 per common share, for the six months ended June 30, 2026, compared to $5.1 million, or $0.70 per common share, for the six months ended June 30, 2025. Net income available to common shareholders is net income less dividends on the aforementioned noncontrolling interest.

Net Interest Income

Net interest income for the six months ended June 30, 2026 was $20.0 million, a $1.1 million increase from the $18.8 million reported for the comparative period in 2025. During the first six months of 2026, the average yield on our interest-earning assets decreased by 10 basis points to 5.10% from the same period in 2025, and the average rate we paid for our interest-bearing liabilities decreased 11 basis points to 2.24%. These changes resulted in an interest rate spread of 2.86% as of June 30, 2026, compared to 2.85% as of June 30, 2025. The Company’s net interest margin was 3.47% and 3.49% for the comparable periods in 2026 and 2025, respectively.

The following table presents average balance sheet and a net interest income analysis for the six months ended June 30, 2026 and 2025, respectively:

Average Balance

Income/Expenses

Rate/Yield

2026

2025

2026

2025

2026

2025

(dollars in thousands)

Interest-earning assets:

Taxable securities

$

308,910

$

304,914

$

5,627

$

5,653

3.67

%

3.74

%

Non-taxable securities (1)

76,053

58,970

910

619

3.07

%

2.69

%

Short-term investments

94,719

59,935

1,610

1,152

3.43

%

3.88

%

Equity securities

316

323

10

10

6.38

%

6.24

%

Taxable loans

681,437

661,407

21,015

20,485

6.22

%

6.25

%

Non-taxable loans (1)

16,628

14,158

290

219

4.48

%

3.96

%

Total interest-earning assets

1,178,063

1,099,707

29,462

28,138

5.10

%

5.20

%

Interest-bearing liabilities:

Interest-bearing deposits

825,967

768,887

8,845

8,625

2.16

%

2.26

%

Short-term borrowed funds

84

1,326

2

23

4.80

%

3.50

%

Long-term debt

29,466

29,179

665

655

4.55

%

4.53

%

Total interest-bearing liabilities

855,517

799,392

9,512

9,303

2.24

%

2.35

%

Net interest spread

$

322,546

$

300,315

$

19,950

$

18,835

2.86

%

2.85

%

Net interest margin (1) (% of earning assets)

3.47

%

3.49

%

(1)
Yields related to securities and loans exempt from income taxes are stated on a fully tax-equivalent basis, assuming a 21% effective tax rate.

Provision for (Recovery of) Credit Losses

The Company recorded a $486,000 recovery of credit losses for the six months ended June 30, 2026, compared to a provision of $535,000 for the same period in 2025. There were net loan recoveries of $53,000 for the six months ended June 30, 2026, as compared to net loan charge-offs of $123,000 during the same period of 2025. Refer to the Asset Quality section below for further information.

Noninterest Income

The Company places significant emphasis on diversification of revenue sources rather than relying solely upon interest income. Total noninterest income increased by $1.5 million for the six-month period ended June 30, 2026, as compared to the same period in 2025. The increase in noninterest income was primarily attributable to a gain of $827,000 recognized in connection with Visa Inc.’s exchange offer. During the second quarter of 2026, the Company exchanged its Visa Class B-1 common stock for Class B-3 common stock and Class C common stock. Because the exchanged Class B-1 common stock had no carrying value, the Company recognized the fair value of the Class C common stock received, along with cash received in lieu of fractional shares, as a gain. The Visa Class B-3 common stock received in the exchange represents a continuation of the Company’s restricted ownership interest and, therefore, no

30


carrying value was assigned to the Class B-3 shares received. The Company also sold 211 shares of Visa Class C common stock received in the exchange during the quarter. The Visa-related transactions were nonrecurring in nature and favorably impacted current-period earnings. The remaining Visa Class C common stock is carried at fair value, with subsequent changes in fair value recognized in earnings as part of noninterest income. The gain on sale of securities increased $186,000 related to the sale of available for sale securities during 2026, and growth in assets under management (“AUM”) within the wealth management division resulted in a $193,000 increase in other service fees and commissions.

Interchange fees, or “swipe” fees, are charges that merchants pay to us and other card-issuing banks for processing electronic payment transactions. Interchange and card transaction fees consist of income from check card usage, point-of-sale income from PIN-based debit card transactions, ATM service fees, and credit card usage. A comparison of gross interchange and card transaction fees, net of associated network costs for the reported periods is presented in the table below:

Six Months Ended June 30,

2026

2025

(dollars in thousands)

Income from debit card transactions

$

1,259

$

1,185

Income from credit card transactions

364

346

Gross interchange and transaction fee income

1,623

1,531

Network costs - debit card

(659

)

(602

)

Network costs - credit card

(381

)

(372

)

Total

$

583

$

557

Noninterest Expense

Noninterest expense for the six months ended June 30, 2026 increased by $1.5 million compared to the same period in 2025. Salaries and benefits, the largest component of noninterest expense, increased by $724,000 due to higher wages and benefit costs and increased commissions related to higher mortgage production during the first half of 2026. Marketing and donations expense increased by $343,000 during the first half of 2026 compared to the same period in 2025, primarily due to larger donations being made earlier in the year. Management expects overall giving for 2026 to remain consistent with the Company’s customary level of support.

Total other noninterest expense increased by $192,000 for the six months ended June 30, 2026, compared to the same period in 2025. The table below reflects the composition of other noninterest expense for the referenced periods.

Six Months Ended June 30,

2026

2025

(dollars in thousands)

Office supplies and printing

$

54

$

57

Franchise and other taxes

63

90

Employee education

79

61

Shareholder relations expense

105

93

Telephone and data lines

97

94

Postage

142

133

Director fees and expense

166

160

Dues and subscriptions

265

215

Armored transport service

79

70

Other

416

301

Total

$

1,466

$

1,274

Income Tax Expense

The Company had income tax expense of $2.0 million for the six months ended June 30, 2026 at an effective tax rate of 21.5% compared to income tax expense of $1.5 million with an effective tax rate of 21.6% in the comparable 2025 period. Income taxes computed at the statutory rate are primarily affected by the state income tax expense offset by the eligible amount of interest earned on state and municipal securities, tax-free municipal loans and income earned on bank-owned life insurance.

Asset Quality

The Company’s allowance for credit losses on loans is established through charges to earnings in the form of a provision for credit losses. The allowance is increased by provisions charged to operations and recoveries of amounts previously charged off and is reduced by recovery of provisions and loans charged off. Management continuously evaluates the adequacy of the allowance for credit losses. In evaluating the adequacy of the allowance, management considers the following: the growth, composition and industry

31


diversification of the portfolio; historical loan loss experience; current delinquency levels; adverse situations that may affect a borrower’s ability to repay; estimated value of any underlying collateral; prevailing economic conditions; and other relevant factors.

The allowance for credit losses on loans represents management’s estimate of lifetime credit losses inherent in loans as of the balance sheet date. The allowance for credit losses is estimated by management using relevant available information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The Company’s credit administration function, through a review process, periodically validates the accuracy of the initial risk grade assessment. In addition, as a given loan’s credit quality improves or deteriorates, the credit administration department has the responsibility to change the borrower’s risk grade accordingly.

The Company individually reviews loans that do not share the same risk characteristics as loans in the collectively assessed population. Individually assessed loans determined to be collateral dependent are evaluated based on the fair value of the underlying collateral, as repayment is expected to be derived through the operation or sale of the collateral. When management determines that foreclosure is probable and the borrower is experiencing financial difficulty, the expected credit losses are measured using the fair value of collateral at the reporting date, adjusted for selling costs as appropriate. Loans that are not deemed collateral dependent are assigned a probability of default based on default history. If the loan has defaulted, it will be assigned a 100% probability of default; otherwise, it will be assigned a probability of default based on the Company’s historical experience, which is higher than the forecasted probability of default applied in the collectively assessed portfolio. This evaluation is inherently subjective, as it requires material estimates, including internal and external appraisal services. In addition, regulatory agencies, as an integral part of their examination process, periodically review the allowance for credit losses on loans and may require additions for estimated losses based upon judgments different from those of management.

The Company measures expected credit losses for loans on a pooled basis when similar risk characteristics exist. The Company
evaluates credit risk in the Consumer segment based upon consumer credit scores and collateral and the Commercial segment based
upon loan risk grade and collateral. The allowance for credit losses for each segment is calculated using a non-discounted cash flow methodology. Management uses a risk-grading program designed to evaluate the credit risk in the loan portfolio. In this program, risk grades are initially assigned by loan officers and then reviewed and monitored by credit administration. This process includes the maintenance of an internally classified loan list that is designed to help management assess the overall quality of the loan portfolio and the adequacy of the allowance for credit losses on loans. In establishing the appropriate classification for specific assets, management considers, among other factors, the estimated value of the underlying collateral, the borrower’s ability to repay, the borrower’s payment history, and the current delinquent status.

Additionally, the allowance for credit losses calculation includes subjective adjustments for qualitative risk factors that are likely to cause estimated credit losses to differ from historical experience. These qualitative adjustments may increase or reduce reserve levels and include adjustments for lending management experience and risk tolerance, loan review and audit results, asset quality and portfolio trends, loan portfolio growth, industry concentrations, trends in underlying collateral, external factors and economic conditions not already captured.

At June 30, 2026, the level of our individually evaluated loans was $4.0 million, and the allowance for credit losses related to individually evaluated loans was $552,000. The allowance, expressed as a percentage of gross loans held for investment, was 0.86 % and 0.93% at June 30, 2026 and December 31, 2025, respectively. The ratio of nonaccrual loans to total loans increased from 0.05% at December 31, 2025 to 0.11% at June 30, 2026, and was related to the $393,000 increase in nonaccrual loans. Seven loans totaling $468,000 were converted to nonaccrual during the first six months of 2026, offset by a $50,000 charge-off and paydowns of $25,000.

The Company did not hold any other real estate owned at June 30, 2026 and December 31, 2025.

As of June 30, 2026, management believed the level of the allowance for credit losses on loans was appropriate in light of the risk inherent in the loan portfolio. While management believes that it uses the best information available to establish the allowance for credit losses on loans, future adjustments may be necessary and results of operations could be adversely affected if circumstances differ from the assumptions used in making the determinations. Furthermore, while management believes it has established the allowance in conformity with GAAP, there can be no assurance that banking regulators, in reviewing the Company’s loan portfolio, will not require an adjustment to the allowance for credit losses on loans. In addition, because future events affecting borrowers and collateral cannot be predicted with certainty, there can be no assurance that the existing allowance is adequate or that increases will not be necessary, should the quality of any loans deteriorate because of the factors discussed herein. Any material increase in the allowance for credit losses on loans may adversely affect the Company’s financial condition, results of operations and the value of its securities.

32


The following table shows the comparison of nonperforming assets at June 30, 2026 and December 31, 2025:

June 30, 2026

December 31, 2025

(dollars in thousands)

Nonperforming assets:

Accruing loans past due 90 days or more

$

—

$

—

Nonaccrual loans

771

378

Other real estate owned

—

—

Total nonperforming assets

$

771

$

378

Allowance for credit losses on loans

$

5,986

$

6,420

Nonaccrual loans to total loans

0.11

%

0.05

%

Allowance for credit losses on loans to total loans

0.86

%

0.93

%

Allowance for credit losses on loans to nonaccrual loans

776.39

%

1698.41

%

Liquidity and Capital Resources

The objective of the Company’s liquidity management policy is to ensure the availability of sufficient cash flows to meet all financial commitments and to capitalize on any opportunities for expansion. Liquidity management addresses the ability to meet deposit withdrawals on demand or at contractual maturity, to repay borrowings as they mature and to fund new loans and investments as opportunities arise.

The Company’s primary sources of internally generated funds are principal and interest payments on loans, cash flows generated from operations and cash flows generated by investments. Growth in deposits is typically the primary source of funds for loan growth. Estimated uninsured deposits, including deposits collateralized by pledged assets, represented 40.6% and 40.5% of total deposits at June 30, 2026 and December 31, 2025, respectively. The Company and its subsidiary bank have multiple funding sources, in addition to deposits, that can be used to increase liquidity and provide additional financial flexibility. At June 30, 2026, these sources were the subsidiary bank’s established federal funds lines with correspondent banks aggregating $38.0 million, with available credit of $38.0 million; an established borrowing relationship with the FHLB, with available credit of $177.5 million; and access to borrowings from the FRB discount window, with available credit of $35.2 million. The Company also has a $3.0 million line of credit with TIB The Independent BankersBank, N.A. The line is held by the holding company and is secured with 100% of the outstanding common shares of the Company’s subsidiary bank. As of June 30, 2026, $2.0 million remained available for use on the line of credit.

The following table summarizes the Company’s interest-earning cash and cash equivalents as of the periods indicated.

June 30, 2026

December 31, 2025

(dollars in thousands)

Interest-earning cash and cash equivalents

$

81,095

$

59,289

Interest-earning cash and cash equivalents as a percent of:

Total loans held for investment

11.7

%

8.6

%

Total earning assets

7.0

%

5.2

%

Total deposits

7.4

%

5.5

%

Banks and bank holding companies, as regulated institutions, must meet required levels of capital. The Federal Reserve, the primary federal regulator of the Company and its subsidiary bank, has adopted minimum capital regulations or guidelines that categorize components and the level of risk associated with various types of assets.

The Company continues to maintain capital ratios that support its asset growth. The federal bank regulatory agencies have implemented regulatory capital rules known as “Basel III.” The Basel III rules require a common equity Tier 1 capital to risk-weighted assets minimum ratio of 4.50%, a minimum ratio of Tier 1 capital to risk-weighted assets of 6.00%, a minimum ratio of total capital to risk-weighted assets of 8.00%, and a minimum Tier 1 leverage ratio of 4.00%. There is also a capital conservation buffer that requires banks to hold common equity Tier 1 capital in excess of minimum risk-based capital ratios by at least 2.5% to avoid limits on capital distributions and certain discretionary bonus payments to executive officers and similar employees. The Company’s accumulated other comprehensive income or loss, resulting from unrealized gains and losses, net of income tax, on investment securities available for sale, is excluded from regulatory capital. As of June 30, 2026, the Company’s subsidiary bank continued to exceed minimum capital standards and remained well-capitalized under the applicable rules.

The Company’s subsidiary bank has a net total of $10.7 million in outstanding Fixed Rate Noncumulative Perpetual Preferred Stock. The preferred stock qualifies as Tier 1 capital at the Bank and pays dividends at an annual rate of 5.30%. The net total of $10.7 million is presented as noncontrolling interest at the Company level and qualifies as Tier 1 capital at the Company. At June 30, 2026, the Company had $29.1 million, net of unamortized debt issuance costs of $115,000, in subordinated debt outstanding, of which $25.3 million qualifies as Tier 2 capital at the Company level. The Company has made all interest and dividend payments in a timely manner.

33


Off-Balance Sheet Arrangements

Off-balance sheet arrangements include transactions, agreements or other contractual arrangements to which an unconsolidated entity of the Company is a party and pursuant to which the Company has obligations, including an obligation to provide guarantees on behalf of an unconsolidated entity, or retains an interest in assets transferred to an unconsolidated entity. We currently have no off-balance sheet arrangements of this kind.

Derivative financial instruments include futures contracts, forward contracts, interest rate swaps, options contracts, and other financial instruments with similar characteristics. We have not engaged in significant derivative activities through June 30, 2026, with the exception of mortgage banking derivatives. See Note 12 (“Mortgage Banking Derivatives”) to the Company’s Notes to Consolidated Financial Statements for additional discussion of mortgage banking derivatives.

Contractual Obligations

The timing and amount of our contractual obligations has not changed materially since our 2025 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on March 5, 2026.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Disclosure under this item is not required for smaller reporting companies.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

At the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Securities Exchange Act (“Exchange Act”) Rule 13a-15.

Based upon that evaluation, the principal executive officer and principal financial officer concluded that in their opinion, the Company’s disclosure controls and procedures were effective (1) to provide reasonable assurance that information required to be disclosed by the Company in the reports filed or submitted by it under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (2) to provide reasonable assurance that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow for timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

Management of the Company has evaluated, with the participation of the Company’s principal executive officer and principal financial officer, changes in the Company’s internal controls over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) during the second quarter of 2026. In connection with such evaluation, the Company has determined that there were no changes in the Company’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company reviews its disclosure controls and procedures, which may include its internal control over financial reporting, on an ongoing basis, and may from time to time make changes aimed at enhancing their effectiveness and ensuring that the Company’s systems evolve with its business.

34


Part II. OTHER INFORMATION

Neither the Company nor its subsidiaries, nor any of their properties are subject to any material legal proceedings. From time to time, the Company’s subsidiary bank is engaged in ordinary routine litigation incidental to its business.

Item 1A. Risk Factors.

Disclosure under this item is not required for smaller reporting companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

The following table sets forth information with respect to shares of common stock repurchased by the Company during the three months ended June 30, 2026.

(a) Total
Number
of Shares
Purchased

(b) Average
Price Paid
per Share

(c) Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or Program
(1)

(d) Maximum
Dollar Value
(in thousands)
of Shares that May
Yet Be Purchased
Under the Plans

April 1, 2026 through April 30, 2026

2,584

$

10.80

—

$

—

May 1, 2026 through May 31, 2026

26,453

$

11.60

—

$

—

June 1, 2026 through June 30, 2026

13,614

$

11.52

—

$

—

Total

42,651

$

11.52

—

$

—

(1)
Trades of the Company’s common stock are quoted on the OTCQX Market from time to time. The Company also has in place a Stock Repurchase Plan that provides liquidity to its shareholders in the event a willing buyer is not available to purchase shares that are offered for sale. The Company is under no obligation to purchase shares offered; however, it will accommodate such offers as its Stock Repurchase Plan allows.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

35


Item 6. Exhibits.

Set forth below is the exhibit index for this quarterly report:

Exhibit

Number

Description of Exhibit

31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

32

Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

101

Interactive data files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026, in inline XBRL (eXtensible Business Reporting Language) (filed herewith)

104

Cover page interactive data file (formatted in inline XBRL and contained in Exhibit 101)

36


Signatures

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

UWHARRIE CAPITAL CORP

(Registrant)

Date:

August 11, 2026

By:

/s/ Roger L. Dick

Roger L. Dick

President and Chief Executive Officer

Date:

August 11, 2026

By:

/s/ Heather H. Almond

Heather H. Almond

Principal Financial Officer

37