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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended December 31, 20192020

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   0-23406

​ ​ ​ SOUTHERN MISSOURI BANCORP, INC.​ ​ ​ Southern Missouri Bancorp, Inc. (Exact name of registrant as specified in its charter)          Missouri ​ 43-1665523 (State or other jurisdiction of incorporation or organization)incorporation) ​ (I.R.S. Employer Identification No.IRS employer id. no.)   ​   2991 Oak Grove RoadPoplar Bluff Missouri, MO ​ 63901 (Address of principal executive offices) ​ (Zip Code)code) (573) 778-1800​ Registrant's(573) 778-1800 Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common SMBC NASDAQ Global Market ​ 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 X No   ​ Indicate by check mark whether the registrant has submitted electronically every Interactive Data file required to be submitted pursuant to Rule 405 of regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ​ ​ ​ ​ ​ ​ ​ ​ ​ Yes X No   ​ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (check one): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Large accelerated filer ☐ Accelerated Filerfiler X☒ Non-accelerated filer ☐ Smaller reporting 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 12 b-2 of the Exchange Act) ​ ​ ​ ​ ​ ​ ​ ​ ​ Yes ☐ No X⌧ ​ Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: ​ ​ ​ ​ Class      Outstanding at February 7, 20205, 2021 Common Stock, Par Value $0.01$.01 ​ 9,210,7899,003,443 Shares ​ ​ ​ ​ Table of Contents SOUTHERN MISSOURI BANCORP, INC. FORM 10-Q INDEX INDEX ​ ​ ​ ​ ​ PART I. Financial Information PAGE NO. ​ ​ ​ ​ ​ Item 1. ​ Condensed Consolidated Financial Statements -      Condensed Consolidated Balance Sheets​ 3 ​ ​ ​ ​ ​ ​ ​ -   Condensed Consolidated Balance Sheets ​ 3 ​ ​ ​ ​ ​ ​ ​ -   Condensed Consolidated Statements of Income ​ 4 ​ ​ ​ ​ ​ ​ ​ -   Condensed Consolidated Statements of Comprehensive Income ​ 5 ​ ​ ​ ​ ​ ​ ​ -   Condensed Consolidated Statements of Stockholders’ Equity ​ 6 ​ ​ ​ ​ ​ ​ ​ -   Condensed Consolidated Statements of Cash Flows ​ 7 ​ ​ ​ ​ ​ ​ ​ -   Notes to Condensed Consolidated Financial Statements 9​ 8 ​ ​ ​ ​ ​ Item 2. ​ Management’s Discussion and Analysis of Financial Condition and Results of Operations 34​ 40 ​ ​ ​ ​ ​ Item 3. ​ Quantitative and Qualitative Disclosures about Market Risk 51​ 62 ​ ​ ​ ​ ​ Item 4. ​ Controls and Procedures 53​ 64 ​ ​ ​ ​ ​ PART II. OTHER INFORMATION​ 54OTHER INFORMATION ​ 65 ​ ​ ​ ​ ​ Item 1. Legal Proceedings​ 54Legal Proceedings ​ 65 ​ ​ ​ ​ ​ Item 1a. Risk Factors​ 54Risk Factors ​ 65 ​ ​ ​ ​ ​ Item 2. ​ Unregistered Sales of Equity Securities and Use of Proceeds 54​ 65 ​ ​ ​ ​ ​ Item 3. ​ Defaults upon Senior Securities 54​ 65 ​ ​ ​ ​ ​ Item 4. ​ Mine Safety Disclosures 54​ 65 ​ ​ ​ ​ ​ Item 5. Other Information​ 54Other Information ​ 65 ​ ​ ​ ​ ​ Item 6. Exhibits​ 55Exhibits ​ 66 ​ ​ ​ ​ ​ ​ ​ -  Signature Page 57​ 68 ​ ​ ​ ​ ​ ​ -     Certifications​ -  Certifications ​ 69 ​ ​ ​ ​ Table of Contents PART I: Item 1:  Condensed Consolidated Financial Statements SOUTHERN MISSOURI BANCORP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS DECEMBER 31, 20192020 AND JUNE 30, 20192020 ​ (dollars in thousands) December 31, 2019 June 30, 2019   (unaudited)         Assets     Cash and cash equivalents $                            41,043 $                            35,400 Interest-bearing time deposits                                     972                                     969 Available for sale securities                             175,843                             165,535 Stock in FHLB of Des Moines                                 8,172                                 5,233 Stock in Federal Reserve Bank of St. Louis                                 4,350                                 4,350 Loans receivable, net of allowance for loan losses of     $20,814 and $19,903 at December 31, 2019 and     June 30, 2019, respectively                         1,922,785                         1,846,405 Accrued interest receivable                               11,292                               10,189 Premises and equipment, net                               65,006                               62,727 Bank owned life insurance – cash surrender value                               38,847                               38,337 Goodwill                               14,089                               14,089 Other intangible assets, net                                 8,334                                 9,239 Prepaid expenses and other assets                               21,116                               21,929     Total assets $                      2,311,849 $                      2,214,402       Liabilities and Stockholders' Equity     Deposits $                      1,914,614 $                      1,893,695 Securities sold under agreements to repurchase                                          -                                 4,376 Advances from FHLB of Des Moines                             114,646                               44,908 Note payable                                 3,000                                 3,000 Accounts payable and other liabilities                               13,702                               12,889 Accrued interest payable                                 1,925                                 2,099 Subordinated debt                               15,093                               15,043     Total liabilities                         2,062,980                         1,976,010       Common stock, $0.01 par value; 25,000,000 shares authorized;     9,328,184 and 9,324,659 shares issued, respectively,     at December 31, 2019 and June 30, 2019                                       93                                       93 Additional paid-in capital                               94,650                               94,541 Retained earnings                             156,459                             143,677 Treasury stock of 121,401 and 35,351 shares at December 31, 2019     and June 30, 2019, respectively, at cost                               (3,980)                               (1,166) Accumulated other comprehensive income                                 1,647                                 1,247     Total stockholders' equity                             248,869                             238,392     Total liabilities and stockholders' equity $                      2,311,849 $                      2,214,402 ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)      December 31, 2020      June 30, 2020 ​   (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 149,520 ​ $ 54,245 Interest-bearing time deposits ​   976 ​   974 Available for sale securities ​   181,146 ​   176,524 Stock in FHLB of Des Moines ​   5,987 ​   6,390 Stock in Federal Reserve Bank of St. Louis ​   5,017 ​   4,363 Loans receivable, net of allowance for credit losses of $35,471 and $25,139 at December 31, 2020 and June 30, 2020, respectively ​   2,121,399 ​   2,141,929 Accrued interest receivable ​   12,377 ​   12,116 Premises and equipment, net ​   63,970 ​   65,106 Bank owned life insurance – cash surrender value ​   43,268 ​   43,363 Goodwill ​   14,089 ​   14,089 Other intangible assets, net ​   7,364 ​   7,700 Prepaid expenses and other assets ​   17,885 ​   15,358 Total assets ​ $ 2,622,998 ​ $ 2,542,157 ​ ​ ​ ​ ​ ​ ​ Liabilities and Stockholders' Equity ​      ​      Deposits ​ $ 2,265,087 ​ $ 2,184,847 Advances from FHLB ​   63,286 ​   70,024 Accounts payable and other liabilities ​   10,637 ​   12,151 Accrued interest payable ​   1,106 ​   1,646 Subordinated debt ​   15,193 ​   15,142 Total liabilities ​   2,355,309 ​   2,283,810 ​ ​ ​ ​ ​ ​ ​ Common stock, $.01 par value; 25,000,000 shares authorized; 9,343,974 and 9,345,339 shares issued at December 31, 2020 and June 30, 2020, respectively ​   93 ​   93 Additional paid-in capital ​   95,109 ​   95,035 Retained earnings ​   177,861 ​   165,709 Treasury stock of 308,742 and 217,949 shares at December 31, 2020 and June 30, 2020, respectively, at cost ​   (9,575) ​   (6,937) Accumulated other comprehensive income ​   4,201 ​   4,447 Total stockholders' equity ​   267,689 ​   258,347 Total liabilities and stockholders' equity ​ $ 2,622,998 ​ $ 2,542,157 ​ See Notes to Condensed Consolidated Financial Statements -3-​ -3- Table of Contents SOUTHERN MISSOURI BANCORP, INC CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE- AND SIXSIX- MONTH PERIODS ENDED DECEMBER 31, 20192020 AND 20182019 (Unaudited) ​   Three months ended   Six months ended   December 31,   December 31, (dollars in thousands except per share data) 2019 2018   2019 2018             INTEREST INCOME:                Loans $             25,421 $             22,785   $             51,060 $             43,701      Investment securities                      503                      738                    1,023                  1,255      Mortgage-backed securities                      691                      649                    1,408                  1,232      Other interest-earning assets                        31                        35                          77                        61                   Total interest income                26,646                24,207                  53,568                46,249 INTEREST EXPENSE:                Deposits                  6,448                  4,925                  13,026                  8,934      Securities sold under agreements to repurchase                           -                           8                           -                           16      Advances from FHLB of Des Moines                      573                      932                    1,095                  1,531      Note payable   ��                    34                        48                          71                        83      Subordinated debt                      214                      226                        439                      450                   Total interest expense                  7,269                  6,139                  14,631                11,014 NET INTEREST INCOME                19,377                18,068                  38,937                35,235 PROVISION FOR LOAN LOSSES                      388                      314                    1,284                      995 NET INTEREST INCOME AFTER    PROVISION FOR LOAN LOSSES                18,989                17,754                  37,653                34,240 NONINTEREST INCOME:               Deposit account charges and related fees                  1,632                  1,286                    3,055                  2,510     Bank card interchange income                  1,311                  1,182                    2,672                  2,245     Loan late charges                      121                      120                        267                      214     Loan servicing fees                      103                      154                        233                      312     Other loan fees                      354                      377                        597                      714     Net realized gains on sale of loans                      203                      141                        476                      320     Earnings on bank owned life insurance                      253                      594                        507                      840     Other income                      357                      200                        627                      328                   Total noninterest income                  4,334                  4,054                    8,434                  7,483 NONINTEREST EXPENSE:               Compensation and benefits                  6,993                  6,445                  14,118                12,492     Occupancy and equipment, net                  2,967                  2,671                    5,856                  5,141     Deposit insurance premiums                           -                      145                           -                         283     Legal and professional fees                      239                      254                        422                      510     Advertising                      283                      278                        593                      593     Postage and office supplies                      178                      193                        361                      345     Intangible amortization                      441                      374                        882                      770     Bank card network expense                      680                      496                    1,298                      991     Other operating expense                  1,904                  1,696                    3,116                  2,875                   Total noninterest expense                13,685                12,552                  26,646                24,000 INCOME BEFORE INCOME TAXES                  9,638                  9,256                  19,441                17,723 INCOME TAXES                  1,921                  1,802                    3,896                  3,469 NET INCOME $               7,717 $               7,454   $             15,545 $             14,254             Basic earnings per common share $                 0.84 $                 0.82   $                 1.69 $                 1.57 Diluted earnings per common share $                 0.84 $                 0.81   $                 1.68 $                 1.57 Dividends per common share $                 0.15 $                 0.13   $                 0.30 $                 0.26 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended   Six months ended ​   December 31,  ​ December 31,  (dollars in thousands except per share data)      2020      2019      2020 ​ 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ INTEREST INCOME: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans ​ $ 26,826 ​ $ 25,421 ​ $ 52,732 ​ $ 51,060 Investment securities ​   519 ​   503 ​ ​ 1,009 ​ ​ 1,023 Mortgage-backed securities ​   478 ​   691 ​ ​ 1,012 ​ ​ 1,408 Other interest-earning assets ​   48 ​   31 ​ ​ 89 ​ ​ 77 Total interest income ​   27,871 ​   26,646 ​ ​ 54,842 ​ ​ 53,568 INTEREST EXPENSE: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​   3,863 ​   6,448 ​ ​ 8,253 ​ ​ 13,026 Advances from FHLB ​   347 ​   573 ​ ​ 727 ​ ​ 1,095 Note payable ​   — ​   34 ​ ​ — ​ ​ 71 Subordinated debt ​   134 ​   214 ​ ​ 271 ​ ​ 439 Total interest expense ​   4,344 ​   7,269 ​ ​ 9,251 ​ ​ 14,631 NET INTEREST INCOME ​   23,527 ​   19,377 ​ ​ 45,591 ​ ​ 38,937 PROVISION FOR CREDIT LOSSES ​   612 ​   388 ​ ​ 1,385 ​ ​ 1,284 NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES ​   22,915 ​   18,989 ​ ​ 44,206 ​ ​ 37,653 NONINTEREST INCOME: ​      ​      ​ ​ ​ ​ ​ ​ Deposit account charges and related fees ​   1,360 ​   1,632 ​ ​ 2,699 ​ ​ 3,055 Bank card interchange income ​   836 ​   650 ​ ​ 1,666 ​ ​ 1,401 Loan late charges ​   138 ​   121 ​ ​ 280 ​ ​ 267 Loan servicing fees ​   368 ​   103 ​ ​ 678 ​ ​ 233 Other loan fees ​   305 ​   354 ​ ​ 632 ​ ​ 597 Net realized gains on sale of loans ​   1,390 ​   203 ​ ​ 2,596 ​ ​ 476 Earnings on bank owned life insurance ​   974 ​   253 ​ ​ 1,254 ​ ​ 507 Other income ​   349 ​   357 ​ ​ 856 ​ ​ 626 Total noninterest income ​   5,720 ​   3,673 ​ ​ 10,661 ​ ​ 7,162 NONINTEREST EXPENSE: ​      ​      ​ ​ ​ ​ ​ ​ Compensation and benefits ​   7,545 ​   6,993 ​ ​ 15,265 ​ ​ 14,118 Occupancy and equipment, net ​   1,866 ​   1,769 ​ ​ 3,837 ​ ​ 3,621 Data processing expense ​   1,175 ​   1,052 ​ ​ 2,237 ​ ​ 1,937 Telecommunications expense ​   308 ​   320 ​ ​ 622 ​ ​ 641 Deposit insurance premiums ​   218 ​   — ​ ​ 419 ​ ​ — Legal and professional fees ​   236 ​   239 ​ ​ 434 ​ ​ 422 Advertising ​   219 ​   283 ​ ​ 449 ​ ​ 593 Postage and office supplies ​   195 ​   178 ​ ​ 388 ​ ​ 361 Intangible amortization ​   338 ​   441 ​ ​ 718 ​ ​ 882 Foreclosed property expenses/losses ​   38 ​   25 ​ ​ 88 ​ ​ 73 Provision for off balance sheet credit exposure ​   388 ​   362 ​ ​ 615 ​ ​ 216 Other operating expense ​   908 ​   1,362 ​ ​ 1,862 ​ ​ 2,510 Total noninterest expense ​   13,434 ​   13,024 ​ ​ 26,934 ​ ​ 25,374 INCOME BEFORE INCOME TAXES ​   15,201 ​   9,638 ​ ​ 27,933 ​ ​ 19,441 INCOME TAXES ​   3,153 ​   1,921 ​ ​ 5,900 ​ ​ 3,896 NET INCOME ​ $ 12,048 ​ $ 7,717 ​ $ 22,033 ​ $ 15,545 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per common share ​ $ 1.33 ​ $ 0.84 ​ $ 2.42 ​ $ 1.69 Diluted earnings per common share ​ $ 1.32 ​ $ 0.84 ​ $ 2.42 ​ $ 1.68 Dividends per common share ​ $ 0.15 ​ $ 0.15 ​ $ 0.30 ​ $ 0.30 ​ See Notes to Condensed Consolidated Financial Statements -4-​ -4- Table of Contents SOUTHERN MISSOURI BANCORP, INC CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE- AND SIX- MONTH PERIODS ENDED DECEMBER 31, 20192020 AND 20182019 (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended   Six months ended ​   December 31,  ​ December 31,  (dollars in thousands)      2020      2019 ​ 2020 ​ 2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 12,048 ​ $ 7,717 ​ $ 22,033 ​ $ 15,545 Other comprehensive income (loss): ​      ​      ​ ​ ​ ​ ​ ​ Unrealized gains (losses) on securities available-for-sale ​   (493) ​   247 ​ ​ (315) ​ ​ 513 Tax benefit (expense) ​   108 ​   (54) ​ ​ 69 ​ ​ (113) Total other comprehensive income (loss) ​   (385) ​   193 ​ ​ (246) ​ ​ 400 Comprehensive income ​ $ 11,663 ​ $ 7,910 ​ $ 21,787 ​ $ 15,945   Three months ended   Six months ended   December 31,   December 31, (dollars in thousands) 2019 2018   2019 2018             Net income $               7,717 $               7,454   $             15,545 $             14,254      Other comprehensive income:                      Unrealized gains on securities available-for-sale                      247                  1,144                        513                      766            Tax expense                      (54)                    (320)                      (113)                    (229)      Total other comprehensive income                      193                      824                        400                      537 Comprehensive income $               7,910 $               8,278   $             15,945 $             14,791 ​ See Notes to Condensed Consolidated Financial Statements -5-​ -5- Table of Contents SOUTHERN MISSOURI BANCORP, INC CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY FOR THE THREE- AND SIX- MONTH PERIODS ENDED DECEMBER 31, 20192020 AND 20182019 (Unaudited) ​   For the three- and six- month periods ended December 31, 2019     Additional     Accumulated Other Total   Common Paid-In    Retained Treasury Comprehensive Stockholders' (dollars in thousands) Stock Capital Earnings Stock Income Equity               BALANCE AS OF SEPTEMBER 30, 2019 $                93 $          94,572 $       150,123 $      (3,980) $            1,454 $      242,262               Net Income   - -               7,717 - -              7,717 Change in unrealized gain on available    for sale securities - - - -                   193                  193 Dividends paid on common stock - -             (1,381) - -            (1,381)    ($.15 per share)             Stock option expense -                     14 - - -                    14 Stock grant expense -                     32 - - -                    32 Exercise of stock options -                     32 - - -                    32 BALANCE AS OF DECEMBER 31, 2019 $                93 $          94,650 $       156,459 $      (3,980) $            1,647 $      248,869               BALANCE AS OF JUNE 30 , 2019 $                93 $          94,541 $       143,677 $      (1,166) $            1,247 $      238,392               Net Income   - -             15,545 - -            15,545 Change in unrealized gain on available    for sale securities - - - -                   400                  400 Dividends paid on common stock - -             (2,763) - -            (2,763)    ($.30 per share)             Stock option expense -                     31 - - -                    31 Stock grant expense -                     46 - - -                    46 Exercise of stock options -                     32 - - -                    32 Treasury stock purchased - - -         (2,814) -            (2,814) BALANCE AS OF DECEMBER 31, 2019 $                93 $          94,650 $       156,459 $      (3,980) $            1,647 $      248,869 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three- and six- month periods ended December 31, 2020 ​   ​ ​   Additional   ​ ​ ​ ​ ​ ​ Accumulated Other ​ Total ​   Common   Paid-In   Retained   Treasury   ​ Comprehensive   ​ Stockholders' (dollars in thousands)      Stock      Capital      Earnings      Stock      Income      Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AS OF SEPTEMBER 30, 2020 ​ $ 93 ​ $ 95,058 ​ $ 167,175 ​ $ (6,937) ​ $ 4,586 ​ $ 259,975 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Income ​ ​ ​ ​ ​ ​ ​ ​ 12,048 ​ ​ ​ ​ ​ ​ ​ ​ 12,048 Change in unrealized gain on available for sale securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (385) ​ ​ (385) Dividends paid on common stock ($.15 per share) ​ ​ ​ ​ ​ ​ ​ ​ (1,362) ​ ​ ​ ​ ​ ​ ​ ​ (1,362) Stock option expense ​ ​ ​ ​ ​ 51 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 51 Treasury stock purchased ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (2,638) ​ ​ ​ ​ ​ (2,638) BALANCE AS OF DECEMBER 31, 2020 ​ $ 93 ​ $ 95,109 ​ $ 177,861 ​ $ (9,575) ​ $ 4,201 ​ $ 267,689 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AS OF JUNE 30, 2020 ​ $ 93 ​ $ 95,035 ​ $ 165,709 ​ $ (6,937) ​ $ 4,447 ​ $ 258,347 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Impact of ASU 2016-13 adoption ​   ​ ​   ​ ​ ​ (7,151) ​ ​ ​ ​ ​ ​ ​ ​ (7,151) Net Income ​   ​ ​   ​ ​   22,033 ​      ​      ​   22,033 Change in unrealized gain on available for sale securities ​   ​ ​   ​ ​      ​      ​   (246) ​   (246) Dividends paid on common stock ($.30 per share) ​   ​ ​   ​ ​   (2,730) ​      ​      ​   (2,730) Stock option expense ​   ​ ​   74 ​      ​   ​ ​      ​   74 Treasury stock purchased ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (2,638) ​ ​ ​ ​ ​ (2,638) BALANCE AS OF DECEMBER 31, 2020 ​ $ 93 ​ $ 95,109 ​ $ 177,861 ​ $ (9,575) ​ $ 4,201 ​ $ 267,689 ​   For the three- and six- month periods ended December 31, 2018     Additional     Accumulated Other Total   Common Paid-In    Retained Treasury Comprehensive Stockholders' (dollars in thousands) Stock Capital Earnings Stock Income (Loss) Equity               BALANCE AS OF SEPTEMBER 30, 2018 $                90 $          83,437 $       125,167 $           -    $          (2,632) $      206,062               Net Income   - -               7,454 - -              7,454 Change in unrealized loss on available    for sale securities - -                     -    -                   824                  824 Dividends paid on common stock - -             (1,170) - -            (1,170)    ($.13 per share)             Stock option expense -                        9 - - -                       9 Stock grant expense -                     93 - - -                    93 Common stock issued                      3             10,754 - - -            10,757 BALANCE AS OF DECEMBER 31, 2018 $                93 $          94,293 $       131,451 $              -    $          (1,808) $      224,029                             BALANCE AS OF JUNE 30, 2018 $                90 $          83,413 $       119,536 $           -    $          (2,345) $      200,694               Net Income   - -             14,254 - -            14,254 Change in unrealized loss on available    for sale securities - -                     -    -                   537                  537 Dividends paid on common stock - -             (2,339) - -            (2,339)    ($.26 per share)             Stock option expense -                     18 - - -                    18 Stock grant expense -                   108 - - -                  108 Common stock issued                      3             10,754 -                 -    -            10,757 BALANCE AS OF DECEMBER 31, 2018 $                93 $          94,293 $       131,451 $              -    $          (1,808) $      224,029 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three- and six- month period ended December 31, 2019 ​   ​ ​   Additional   ​ ​ ​ ​ ​ ​ Accumulated Other ​ Total ​   Common   Paid-In   Retained   Treasury   Comprehensive   Stockholders' (dollars in thousands)      Stock      Capital      Earnings      Stock      Income      Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AS OF SEPTEMBER 30, 2019 ​ $ 93 ​ $ 94,572 ​ $ 150,123 ​ $ (3,980) ​ $ 1,454 ​ $ 242,262 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Income ​ ​ ​ ​ ​ ​ ​ ​ 7,717 ​ ​ ​ ​ ​ ​ ​ ​ 7,717 Change in unrealized gain on available for sale securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 193 ​ ​ 193 Dividends paid on common stock ($.15 per share) ​ ​ ​ ​ ​ ​ ​ ​ (1,381) ​ ​ ​ ​ ​ ​ ​ ​ (1,381) Stock option expense ​ ​ ​ ​ ​ 14 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 14 Stock grant expense ​ ​ ​ ​ ​ 32 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32 Exercise of stock options ​ ​ ​ ​ ​ 32 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32 BALANCE AS OF DECEMBER 31, 2019 ​ $ 93 ​ $ 94,650 ​ $ 156,459 ​ $ (3,980) ​ $ 1,647 ​ $ 248,869 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AS OF JUNE 30, 2019 ​ $ 93 ​ $ 94,541 ​ $ 143,677 ​ $ (1,166) ​ $ 1,247 ​ $ 238,392 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Income ​   ​ ​   ​ ​ ​ 15,545 ​ ​ ​ ​ ​ ​ ​ ​ 15,545 Change in unrealized gain on available for sale securities ​   ​ ​   ​ ​      ​      ​   400 ​   400 Dividends paid on common stock ($.30 per share) ​   ​ ​   ​ ​   (2,763) ​      ​      ​   (2,763) Stock option expense ​   ​ ​   31 ​      ​      ​      ​   31 Stock grant expense ​   ​ ​   46 ​      ​      ​      ​   46 Exercise of stock options ​ ​ ​ ​ ​ 32 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32 Treasury stock purchased ​   ​ ​   ​ ​      ​   (2,814) ​      ​   (2,814) BALANCE AS OF DECEMBER 31, 2019 ​ $ 93 ​ $ 94,650 ​ $ 156,459 ​ $ (3,980) ​ $ 1,647 ​ $ 248,869 ​ See Notes to Condensed Consolidated Financial Statements -6-​ -6- Table of Contents SOUTHERN MISSOURI BANCORP, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX-MONTH PERIODS ENDED DECEMBER 31, 2020 AND 2019 AND 2018 (Unaudited) ​   Six months ended   December 31, (dollars in thousands) 2019 2018       Cash Flows From Operating Activities:     Net Income $             15,545 $             14,254    Items not requiring (providing) cash:          Depreciation                  1,870                  1,614      Loss on disposal of fixed assets                      331                           8      Stock option and stock grant expense                      109                      126      (Loss) gain on sale/write-down of REO                      (47)                      132      Amortization of intangible assets                      882                      770      Amortization of purchase accounting adjustments                    (919)                (1,629)      Increase in cash surrender value of bank owned life insurance (BOLI)                    (507)                    (840)      Provision for loan losses                  1,284                      995      Net amortization of premiums and discounts on securities                      594                      452      Originations of loans held for sale              (17,504)              (14,689)      Proceeds from sales of loans held for sale                17,696                14,934      Gain on sales of loans held for sale                    (476)                    (320)    Changes in:          Accrued interest receivable                (1,103)                (1,071)      Prepaid expenses and other assets                    (781)                  2,540      Accounts payable and other liabilities                      853                    (512)      Deferred income taxes                        13                    (188)      Accrued interest payable                    (174)                      364            Net cash provided by operating activities                17,666                16,940       Cash flows from investing activities:          Net increase in loans              (77,289)              (94,716)      Net change in interest-bearing deposits                        (2)                      242      Proceeds from maturities of available for sale securities                21,740                13,650      Net purchases of Federal Home Loan Bank stock                         -                   (2,617)      Net purchases of Federal Reserve Bank of St. Louis stock                (2,939)                         -         Purchases of available-for-sale securities              (32,130)              (10,017)      Purchases of premises and equipment                (2,647)                (5,381)      Net cash paid for acquisition                         -                   (8,377)      Investments in state & federal tax credits                    (599)                    (231)      Proceeds from sale of fixed assets                      155                         -         Proceeds from sale of foreclosed assets                      999                  1,753      Proceeds from BOLI claim                         -                         544            Net cash used in investing activities              (92,712)           (105,150)       Cash flows from financing activities:          Net increase (decrease) in demand deposits and savings accounts                37,571              (63,690)      Net (decrease) increase in certificates of deposits              (16,605)              109,146      Net (decrease) increase in securities sold under agreements to repurchase                (4,376)                  1,158      Proceeds from Federal Home Loan Bank advances              313,850              327,500      Repayments of Federal Home Loan Bank advances           (244,174)           (267,107)      Proceeds from issuance of long term debt                         -                   (4,400)      Purchase of treasury stock                (2,814)                         -         Dividends paid on common stock                (2,763)                (2,339)            Net cash provided by financing activities                80,689              100,268       Increase in cash and cash equivalents                  5,643                12,058 Cash and cash equivalents at beginning of period                35,400                26,326 Cash and cash equivalents at end of period $             41,043 $             38,384 ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended ​   December 31,  (dollars in thousands)      2020      2019 ​ ​ ​ ​ ​ ​ ​ Cash Flows From Operating Activities: ​ ​ ​ ​ ​ ​ Net Income ​ $ 22,033 ​ $ 15,545 Items not requiring (providing) cash: ​ ​ ​ ​ ​ ​ Depreciation ​   2,018 ​   1,870 Loss on disposal of fixed assets ​   27 ​   331 Stock option and stock grant expense ​   74 ​   109 Loss (gain) on sale/write-down of REO ​   23 ​   (47) Amortization of intangible assets ​   718 ​   882 Accretion of purchase accounting adjustments ​   (709) ​   (919) Increase in cash surrender value of bank owned life insurance (BOLI) ​   (1,254) ​   (507) Provision for credit losses ​   1,385 ​   1,284 Net amortization of premiums and discounts on securities ​   914 ​   594 Originations of loans held for sale ​   (98,827) ​   (17,504) Proceeds from sales of loans held for sale ​   98,233 ​   17,696 Gain on sales of loans held for sale ​   (2,596) ​   (476) Changes in: ​      ​      Accrued interest receivable ​   (261) ​   (1,103) Prepaid expenses and other assets ​   2,265 ​   (781) Accounts payable and other liabilities ​   (3,629) ​   853 Deferred income taxes ​   28 ​   13 Accrued interest payable ​   (540) ​   (174) Net cash provided by operating activities ​   19,902 ​   17,666 Cash flows from investing activities: ​      ​      Net decrease (increase) in loans ​   13,239 ​   (77,289) Net change in interest-bearing deposits ​   (4) ​   (2) Proceeds from maturities of available for sale securities ​   29,826 ​   21,740 Net redemptions of Federal Home Loan Bank stock ​   403 ​   — Net purchases of Federal Reserve Bank of St. Louis stock ​   (654) ​   (2,939) Purchases of available-for-sale securities ​   (35,674) ​   (32,130) Purchases of premises and equipment ​   (1,020) ​   (2,647) Investments in state & federal tax credits ​   (1,051) ​   (599) Proceeds from sale of fixed assets ​   72 ​   155 Proceeds from sale of foreclosed assets ​   766 ​   999 Proceeds from BOLI claims ​ ​ 1,351 ​ ​ — Net cash provided by (used in) investing activities ​   7,254 ​   (92,712) Cash flows from financing activities: ​      ​      Net increase in demand deposits and savings accounts ​   132,558 ​   37,571 Net decrease in certificates of deposits ​   (52,297) ​   (16,605) Net decrease in securities sold under agreements to repurchase ​   — ​   (4,376) Proceeds from Federal Home Loan Bank advances ​   110,100 ​   313,850 Repayments of Federal Home Loan Bank advances ​   (116,874) ​   (244,174) Purchase of treasury stock ​   (2,638) ​   (2,814) Dividends paid on common stock ​   (2,730) ​   (2,763) Net cash provided by financing activities ​   68,119 ​   80,689 Increase in cash and cash equivalents ​   95,275 ​   5,643 Cash and cash equivalents at beginning of period ​   54,245 ​   35,400 Cash and cash equivalents at end of period ​ $ 149,520 ​ $ 41,043 Supplemental disclosures of cash flow information: ​      ​      Noncash investing and financing activities: ​      ​      Conversion of loans to foreclosed real estate ​ $ 607 ​ $ 365 Conversion of loans to repossessed assets ​   363 ​   59 Right of use assets obtained in exchange for lease obligations: Operating Leases ​   — ​   1,996 Cash paid during the period for: ​      ​      Interest (net of interest credited) ​ $ 1,510 ​ $ 2,223 Income taxes ​   6,776 ​   711 ​ See Notes to Condensed Consolidated Financial Statements -7-​ -7- Table of Contents SOUTHERN MISSOURI BANCORP, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX-MONTH PERIODS ENDED DECEMBER 31, 2019 AND 2018 (Unaudited)   Six months ended   December 31, (dollars in thousands) 2019 2018       Supplemental disclosures of cash flow information:     Noncash investing and financing activities:     Conversion of loans to foreclosed real estate $                   365 $               1,623 Conversion of loans to repossessed assets                        59                        20 Right of use assets obtained in exchange for lease obligations: Operating Leases                  1,996                         -          The Company purchased all of the capital stock of Gideon for $22,028 on November 21, 2018.         In conjunction with the acquisitions, liabilities were assumed as follows:              Fair value of assets acquired                         -                 216,772          Less:  common stock issued                         -                   10,757          Cash paid for the capital stock                         -                   11,271     Liabilities assumed                         -                 194,744       Cash paid during the period for:     Interest (net of interest credited) $               2,223 $               2,539 Income taxes                      711                      795 See Notes to Condensed Consolidated Financial Statements -8- SOUTHERN MISSOURI BANCORP, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1:  Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Securities and Exchange Commission (SEC) Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all material adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. The condensed consolidated balance sheet of the Company as of June 30, 2019,2020, has been derived from the audited consolidated balance sheet of the Company as of that date. Operating results for the three- and six- month periods ended December 31, 2019,2020, are not necessarily indicative of the results that may be expected for the entire fiscal year. For additional information, refer to the audited consolidated financial statements included in the Company’s June 30, 2019,2020 Form 10-K, which was filed with the SEC. The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Southern Bank.subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. ​ Note 2:  Organization and Summary of Significant Accounting Policies Organization. Southern Missouri Bancorp, Inc., a Missouri corporation (the Company) was organized in 1994 and is the parent company of Southern Bank (the Bank). Substantially all of the Company’s consolidated revenues are derived from the operations of the Bank, and the Bank represents substantially all of the Company’s consolidated assets and liabilities. SB Real Estate Investments, LLC is a wholly-owned subsidiary of the Bank formed to hold Southern Bank Real Estate Investments, LLC. Southern Bank Real Estate Investments, LLC is a real estate investment trust (REIT) which is controlled by the investment subsidiary,SB Real Estate Investments, LLC, and has other preferred shareholders in order to meet the requirements to be a REIT. At December 31, 2019,2020, assets of the REIT were approximately $751$916 million, and consisted primarily of real estate loan participations acquired from the Bank. The Bank is primarily engaged in providing a full range of banking and financial services to individuals and corporate customers in its market areas. The Bank and Company are subject to competition from other financial institutions. The Bank and Company are subject to the regulation of certain federal and state agencies and undergo periodic examinations by those regulatory authorities. Basis of Financial Statement Presentation. The consolidated financial statements of the Company have been prepared in conformity with accounting principles generally accepted in the United States of America and general practices within the banking industry. In the normal course of business, the Company encounters two significant types of risk: economic and regulatory. Economic risk is comprised of interest rate risk, credit risk, and market risk. The Company is subject to interest rate risk to the degree that its interest-bearing liabilities reprice on a different basis than its interest-earning assets. Credit risk is the risk of default on the Company’s investment or loan portfolios resulting from the borrowers’ inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of the investment portfolio, collateral underlying loans receivable, and the value of the Company’s investments in real estate. Principles of Consolidation. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, the Bank.subsidiaries. All significant intercompany accounts and transactions have been eliminated. Use of Estimates. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures 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. -8- Table of Contents -9-On July 1, 2020, the Company adopted ASU 2016-13, Financial Instruments – Credit Losses, also known as the current expected credit loss (“CECL”) standard,Material estimates which created material changes to the existing critical accounting policy that are particularly susceptibleexisted at June 30, 2020. Effective July 1, 2020 through December 31, 2020, the significant accounting policy which was considered to significant change relate tobe the most critical in preparing the Company’s consolidated financial statements is the determination of the allowance for loancredit losses and estimated fair values of purchased(“ACL”) on loans. Cash and Cash Equivalents.For purposes of reporting cash flows, cash and cash equivalents includes cash, due from depository institutions and interest-bearing deposits in other depository institutions with original maturities of three months or less. Interest-bearing deposits in other depository institutions were $5.3$100 million and $6.9$7 million at December 31 and June 30, 2019,2020, respectively. The deposits are held in various commercial banks in amounts notwith a total of $291,000 and $319,000 exceeding the FDIC’s deposit insurance limits at December 31 and June 30, 2020, respectively, as well as at the Federal Reserve and the Federal Home Loan Bank of Des Moines and Chicago. Interest-bearing Time Deposits.Interest bearing deposits in banks mature within seven years and are carried at cost. Available for Sale Securities.Available for sale securities (“AFS”), which include any security for which the Company has no immediate plan to sell but which may be sold in the future, are carried at fair value. Unrealized gains and losses, net of tax, are reported in accumulated other comprehensive income, a component of stockholders’ equity. All securities have been classified as available for sale. Premiums and discounts on debt securities are amortized or accreted as adjustments to income over the estimated life of the security using the level yield method. Realized gains or losses on the sale of securities is based on the specific identification method. The fair value of securities is based on quoted market prices or dealer quotes. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities. The Company does not invest in collateralized mortgage obligations that are considered high risk. When the Company does not intend to sell a debt security, and it is more likelyFor AFS securities with fair value less than not the Company will not have to sell the security before recovery of its cost basis, it recognizes the credit component of an other-than-temporary impairment of a debt security in earnings and the remaining portion in other comprehensive income. As a result of this guidance, the Company’s consolidated balance sheet as of the dates presented reflects the full impairment (that is, the difference between the security’s amortized cost basis and fair value) on debt securities that the Company intends to sell or would more likely than not be required to sell before the expected recovery of the amortized cost basis. For available-for-sale debt securities that management has no intent to sell and believes that it more likely than not will not be required to sell prior to recovery, only the credit loss component of the impairment is recognized in earnings, while the noncredit loss is recognized in accumulated other comprehensive income.income (loss). The credit loss component recognized in earnings is identified as the amount of principal cash flows not expected to be received over the remaining term of the security as projected based on cash flow projections.projections, and is recorded to the ACL, by a charge to provision for credit losses. Accrued interest receivable is excluded from the estimate of credit losses. Both the ACL and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired AFS security, or, if it is more likely than not the Company will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount would be recognized in earnings with a corresponding adjustment to the security’s amortized cost basis. Because the security’s amortized cost basis is adjusted to fair value, there is no ACL in this situation. At adoption of ASU 2016-13, no impairment on AFS securities was attributable to credit. The Company will evaluate impaired AFS securities at the individual level on a quarterly basis, and will consider such factors including, but not limited to: the extent to which the fair value of the security is less than the amortized cost basis; adverse conditions specifically related to the security, an industry, or geographic area; the payment structure of the security and likelihood of the issuer to be able to make payments that may increase in the future; failure of the issuer to make scheduled interest or principal payments; any changes to the rating of the security by a rating agency; and the ability and intent to hold the security until maturity. A qualitative determination as to whether any portion of the impairment is attributable to credit risk is acceptable. There were no credit related factors underlying unrealized losses on AFS securities at December 31, 2020, and June 30, 2020. Changes in the ACL are recorded as expense. Losses are charged against the ACL when management believes the uncollectability of an AFS debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met. -9- Table of Contents Federal Reserve Bank and Federal Home Loan Bank and Federal Reserve Bank Stock.The Bank is a member of the Federal Reserve and the Federal Home Loan Bank (FHLB) system, and the Federal Reserve Bank of St. Louis.systems. Capital stock of the FHLBFederal Reserve and the Federal ReserveFHLB is a required investment based upon a predetermined formula and is carried at cost. Loans.Loans are generally stated at unpaid principal balances, less the allowance for loan losses, any net deferred loan origination fees, and unamortized premiums or discounts on purchased loans. -10- Interest on loans is accrued based upon the principal amount outstanding. The accrual of interest on loans is discontinued when, in management’s judgment, the collectability of interest or principal in the normal course of business is doubtful. In the event that collection of principal becomes uncertain, the Company has policies in place to reverse accrued interest in a timely manner. Therefore, the Company has made a policy election to exclude accrued interest from the measurement of ACL. The Company complies with regulatory guidance which indicates that loans should be placed inon nonaccrual status when 90 days past due, unless the loan is both well-secured and in the process of collection. A loan that is “in the process of collection” may be subject to legal action or, in appropriate circumstances, through other collection efforts reasonably expected to result in repayment or restoration to current status in the near future. A loan is considered delinquent when a payment has not been made by the contractual due date. At December 31, 2020, some loans were modified under the terms of the Coronavirus Aid, Relief and Economic Security Act (the CARES Act), which provides that loans modified after March 1, 2020, due to the COVID-19 pandemic, and which were otherwise current at December 31, 2019, need not be accounted for as troubled debt restructurings (TDRs). While these loans may not have met the contractual due dates of payments under their previous terms, so long as they were compliant with the terms of the modification made under the CARES Act, they would not have been reported as delinquent at June 30 or December 31, 2020. See further disclosure in Note 4: Loans and Allowance for Credit Losses. Interest income previously accrued but not collected at the date a loan is placed on nonaccrual status is reversed against interest income. Cash receipts on a nonaccrual loan are applied to principal and interest in accordance with its contractual terms unless full payment of principal is not expected, in which case cash receipts, whether designated as principal or interest, are applied as a reduction of the carrying value of the loan. A nonaccrual loan is generally returned to accrual status when principal and interest payments are current, full collectability of principal and interest is reasonably assured, and a consistent record of performance has been demonstrated. The allowanceACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans, and is established through provision for credit losses on loans represents management’s best estimate of losses probable in the existing loan portfolio.charged to current earnings. The allowance for losses on loansACL is increased by the provision for losses on loans charged to expense and reduced by loans charged off, net of recoveries. Loans are charged off in the period deemed uncollectible, based on management’s analysis of expected cash flows (for non-collateral dependent loans) or collateral value (for collateral-dependent loans). Subsequent recoveries of loans previously charged off, if any, are credited to the allowance when received. Management estimates the ACL balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Adjustments may be made to historical loss information for differences identified in current loan-specific risk characteristics, such as differences in underwriting standards or terms; lending review systems; experience, ability, or depth of lending management and staff; portfolio growth and mix; delinquency levels and trends; as well as for changes in environmental conditions, such as changes in economic activity or employment, agricultural economic conditions, property values, or other relevant factors. The provision forCompany generally assesses past events and current conditions based on the trailing eight quarters of activity, and incorporates a reasonable and supportable forecast period of four quarters, with an immediate reversion to historical averages. -10- Table of Contents The ACL is measured on a collective (pool) basis when similar risk characteristics exist. For loans that do not share general risk characteristics with the collectively evaluated pools, the Company estimates credit losses on an individual loan basis, and these loans are excluded from the collectively evaluated pools. An ACL for an individually evaluated loan is determined based on management’s assessment of several factors: reviews and evaluations of specific loans, changes inrecorded when the nature and volumeamortized cost basis of the loan exceeds the discounted estimated cash flows using the loan’s initial effective interest rate or the fair value, less estimated costs to sell, of the collateral for certain collateral dependent loans. For the collectively evaluated pools, the Company segments the loan portfolio current economic conditionsprimarily by loan purpose and collateral into 23 pools, which are homogeneous groups of loans that possess similar loss potential characteristics. The Company utilizes the relateddiscounted cash flow (“DCF”) methodology for measurement of the required ACL for all loan pools. The DCF model implements probability of default (“PD”) and loss given default (“LGD”) calculations at the instrument level. PD and LGD are determined from the Company’s historical experience over a period of approximately five years. The Company defines a default as an event of charge off, an adverse (substandard or worse) internal credit rating, becoming delinquent 90 days or more, or being placed on nonaccrual status. A PD/LGD estimate is applied to a projected model of the loan’s cashflow, including principal and interest payments, with consideration for prepayment speeds, principal curtailments, and recovery lag. Prepayments, curtailments, and recovery lag have been determined to not have a material impact on specificestimated credit losses, historically. Prior to the July 1, 2020, adoption of ASU 2016-13, the allowance for loan and lease losses (ALLL) represented management’s best estimate of probable losses in the existing loan portfolio at the end of the reporting period. Integral to the methodology for determining the adequacy of the ALLL was portfolio segmentation and impairment measurement. Under the Company’s methodology, loans were first segmented into 1) those comprising large groups of homogeneous loans which are collectively evaluated for impairment and 2) all other loans which are individually evaluated. Those loans in the second category were further segmented utilizing a defined grading system which involves categorizing loans by severity of risk based on conditions that may affect the ability of the borrowers to repay their debt, such as current financial information, collateral valuations, historical payment experience, credit documentation, public information, and industry groups, historical loan loss experience, the level of classified and nonperforming loans and the results of regulatory examinations. current trends. Loans arewere considered impaired if, based on current information and events, it iswas considered probable that the Company willwould be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Dependingagreement, and was generally based on a particular loan’s circumstances, we measure impairment of a loan based upon either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s observable market price, or the fair value, of the collateral less estimated costs to sell, ifof the loan’s collateral. If the loan is collateral dependent. Valuation allowances are established forwas not collateral-dependent, impaired loans for the difference between the loan amount and fair valuemeasurement of collateral less estimated selling costs. For impaired loans that are not collateral dependent, a valuation allowance is established for the difference between the loan amount andimpairment was based on the present value of expected future cash flows discounted at the historical effective interest rate, or the observable market price of the loan. Impairment losses are recognizedidentified through this evaluation process was a component of the ALLL. If a loan was not considered impaired, it was grouped together with loans having similar characteristics (i.e., the same risk grade), and an increaseALLL was based upon a quantitative factor (historical average charge-offs) and qualitative factors such as changes in lending policies; national, regional, and local economic conditions; changes in mix and volume of portfolio; experience, ability, and depth of lending management and staff; entry to new markets; levels and trends of delinquent, nonaccrual, special mention, and classified loans; concentrations of credit; changes in collateral values; agricultural economic conditions; and regulatory risk. Prior to the July 1, 2020, adoption of ASU 2016-13, loans acquired in an acquisition that had evidence of credit quality deterioration since origination and for which it was probable that the Company would be unable to collect all contractually required allowance for loan losses. Cash receipts on loans deemed impaired are recorded based on the loan’s separate status as a nonaccrual loan or an accrual status loan. Some loans are accounted for in accordance with ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality. For these loans (“payments receivable were considered purchased credit impaired loans”(“PCI”), the Company. PCI loans were individually evaluated and recorded aat fair value at the date of acquisition with no initial ALLL based on a DCF methodology that considered various factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or not the loan was amortizing, and a discount and began carrying them at book value less their face amount (see Note 4). For these loans, we determinedrate reflecting the contractual amount and timingCompany’s assessment of undiscounted principal and interest payments (the “undiscounted contractualrisk inherent in the cash flows”), and estimated the amount and timing of undiscounted expected principal and interest payments, including expected prepayments (the “undiscounted expected cash flows”). Under acquired impaired loan accounting, theflow estimates. The difference between the undiscounted contractual cash flowsDCFs expected at acquisition and the undiscounted expected cash flows isinvestment in the nonaccretable difference. The nonaccretable difference is an estimate of the loss exposure of principal and interest related to the purchased credit impaired loans, and the amount is subject to change over time based on the performance of the loans. The carrying value of purchased credit impaired loans is initially determined as the discounted expected cash flows. The excess of expected cash flows at acquisition over the initial fair value of the purchased credit impaired loans is referred to asloan, or the “accretable yield” and is recordedyield,” was recognized as interest income on a level-yield method over the estimated life of the acquired loans using the level-yield method, if the timing and amount of the future cash flows is reasonably estimable. The carrying value of purchased credit impaired loans is reduced byloan. Contractually required payments received, both principal andfor interest and increased byprincipal that exceed the portion ofDCFs expected at acquisition, or the accretable“non-accretable difference,” were not recognized on the balance sheet and did not result in any yield recognized as interest income. Subsequent to acquisition, the Company evaluates the purchased credit impaired loans on a quarterly basis.adjustments, loss accruals or valuation allowances. Increases in expected cash flows, comparedincluding prepayments, subsequent to those previously estimated increase the accretableinitial investment were recognized prospectively through adjustment of the yield and are -11- recognized as interest income prospectively.on the loan over its remaining life. Decreases in expected cash flows comparedwere recognized as impairment. ALLL on PCI loans reflected only losses incurred after the acquisition (meaning the present value of all cash flows expected at acquisition that ultimately were not to those previously estimated decreasebe received). -11- Table of Contents Subsequent to the accretable yieldJuly 1, 2020, adoption of ASU 2016-13, loans acquired in a business combination that have experienced more-than-insignificant deterioration in credit quality since origination are considered purchased credit deteriorated (“PCD”) loans. At the acquisition date, an estimate of expected credit losses is made for groups of PCD loans with similar risk characteristics and may resultindividual PCD loans without similar risk characteristics. This initial ACL is allocated to individual PCD loans and added to the purchase price or acquisition date fair values to establish the initial amortized cost basis of the PCD loans. As the initial ACL is added to the purchase price, there is no credit loss expense recognized upon acquisition of a PCD loan. Any difference between the unpaid principal balance of PCD loans and the amortized cost basis is considered to relate to non-credit factors and results in the establishment of an allowance for loan lossesa discount or premium. Discounts and a provision for loan losses. Purchased credit impaired loanspremiums are generally considered accruing and performing loans, as the loans accreterecognized through interest income on a level-yield method over the estimated life of the loan when expected cash flows are reasonably estimable. Accordingly, purchased credit impaired loans that are contractually past due are still consideredloans. Upon adoption of ASU 2016-13, the amortized cost basis of the PCD assets were adjusted to be accruing and performing as long as there is an expectation thatreflect the estimated cash flowsaddition of $434,000 to the ACL. The remaining noncredit discount, based on the adjusted amortized cost basis, will be received. Ifaccreted into interest income at the timing and amounteffective interest rate as of cash flows is not reasonably estimable, the loans may be classified as nonaccrual loans.July 1, 2020. Loan fees and certain direct loan origination costs are deferred, and the net fee or cost is recognized as an adjustment to interest income using the interest method over the contractual life of the loans. Off-Balance Sheet Credit Exposures. Off-balance sheet credit instruments include commitments to make loans, and commercial letters of credit, issued to meet customer financing needs. The Company’s exposure to credit loss in the event of non-performance by the other party to the financial instrument for off-balance sheet loan commitments is represented by the contractual amount of those instruments. Such financial instruments are recorded when they are funded. The ACL on off-balance sheet credit exposures is estimated by loan pool on a quarterly basis under the current CECL model using the same methodologies as portfolio loans, taking into consideration the likelihood that funding will occur and is included in other liabilities on the Company’s consolidated balance sheets. The Company records an ACL on off-balance sheet credit exposures, unless the commitments to extend credit are unconditionally cancelable, through a charge to credit loss expense for off-balance sheet credit exposures included in other non-interest expense in the Company’s consolidated statements of income. Foreclosed Real Estate.Real estate acquired by foreclosure or by deed in lieu of foreclosure is initially recorded at fair value less estimated selling costs, establishing a new cost basis. Costs for development and improvement of the property are capitalized. Valuations are periodically performed by management, and an allowance for losses is established by a charge to operations if the carrying value of a property exceeds its estimated fair value, less estimated selling costs. Loans to facilitate the sale of real estate acquired in foreclosure are discounted if made at less than market rates. Discounts are amortized over the fixed interest period of each loan using the interest method. Premises and Equipment. Premises and equipment are stated at cost less accumulated depreciation and include expenditures for major betterments and renewals. Maintenance, repairs, and minor renewals are expensed as incurred. When property is retired or sold, the retired asset and related accumulated depreciation are removed from the accounts and the resulting gain or loss taken into income. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If such assets are considered to be impaired, the impairment loss recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets. Depreciation is computed by use of straight-line and accelerated methods over the estimated useful lives of the assets. Estimated lives are generally seven to forty years for premises, three to seven years for equipment, and three years for software. Bank Owned Life Insurance. Bank owned life insurance policies are reflected in the consolidated balance sheets at the estimated cash surrender value. Changes in the cash surrender value of these policies, as well as a portion of the insurance proceeds received, are recorded in noninterest income in the consolidated statements of income. -12- Table of Contents Goodwill. The Company’s goodwill is evaluated annually for impairment or more frequently if impairment indicators are present. A qualitative assessment is performed to determine whether the existence of events or circumstances leads to a determination that it is more likely than not the fair value is less than the carrying amount, including goodwill. If, based on the evaluation, it is determined to be more likely than not that the fair value is less than the carrying value, then goodwill is tested further for impairment. If the implied fair value of goodwill is lower than its carrying amount, a goodwill impairment is indicated and goodwill is written down to its implied fair value. Subsequent increases in goodwill value are not recognized in the financial statements. As of June 30, 2019,2020, there was no impairment indicated, based on a qualitative assessment of goodwill, which considered: the decline in the market value of the Company’s common stock, relative to peers; concentrations of credit; profitability; nonperforming assets; capital levels; and theresults of recent regulatory examinations. The Company believes there continues to be no0 impairment of goodwill at December 31, 2019.2020. Other Intangible Assets.The Company’s other intangible assets at December 31, 20192020 included gross core deposit intangibles of $14.7$15.3 million with $7.8$9.4 million accumulated amortization, gross other identifiable intangibles of $3.8 million with accumulated amortization of $3.8 million, and mortgage servicing rights of $1.4$1.5 million. At June 30, 2019,2020, the Company’s intangible assets included gross core deposit intangibles of $14.7$15.3 million with $6.9$8.7 million accumulated amortization, gross other identifiable intangibles of $3.8 million with accumulated amortization of $3.8 million, and mortgage servicing rights of $1.5$1.1 million. The Company’s core deposit intangible assets are being amortized using the straight line method, over periods ranging from five to seven years, with amortization expense expected to be approximately $882,000$677,000 in the remainder of fiscal 2020, $1.32021, $1.4 million in fiscal 20212022 through fiscal 2024, $807,000 in fiscal 2025, and $1.0 million in total$328,000 thereafter. As of June 30, 2019,2020, there was no0 impairment indicated, and the Company believes there continues to be no0 impairment of other intangible assets at December 31, 2019. -12- 2020. Income Taxes.The Company accounts for income taxes in accordance with income tax accounting guidance (ASC 740, Income Taxes). The income tax accounting guidance results in two components of income tax expense: current and deferred. Current income tax expense reflects taxes to be paid or refunded for the current period by applying the provisions of the enacted tax law to the taxable income or excess of deductions over revenues. The Company determines deferred income taxes using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is based on the tax effects of the differences between the book and tax bases of assets and liabilities, and enacted changes in tax rates and laws are recognized in the period in which they occur. Deferred income tax expense results from changes in deferred tax assets and liabilities between periods. Deferred tax assets are recognized if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term more likely than not means a likelihood of more than 50 percent; the terms examined and upon examination also include resolution of the related appeals or litigation processes, if any. A tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than 50 percent likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. The determination of whether or not a tax position has met the more-likely-than-not recognition threshold considers the facts, circumstances, and information available at the reporting date and is subject to management’s judgment. Deferred tax assets are reduced by a valuation allowance if, based on the weight of evidence available, it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company recognizes interest and penalties on income taxes as a component of income tax expense. The Company files consolidated income tax returns with its subsidiaries.subsidiaries, the Bank and SB Real Estate Investments, LLC, with a tax year ended June 30. Southern Bank Real Estate Investments, LLC files a separate REIT return for federal tax purposes, and also files state income tax returns with a tax year ended December 31. Incentive Plan.Plans.The Company accounts for its Management and Recognition Plan (MRP) and, Equity Incentive Plan (EIP), and Omnibus Incentive Plan (OIP) in accordance with ASC 718, “Share-Based Payment.”  Compensation expense is based on the market price of the Company’s stock on the date the shares are granted and is recorded over the vesting period. The difference between the grant dategrant-date fair value and the fair value on the date the shares are considered earned represents a tax benefit to the Company that is recorded as an adjustment to income tax expense. -13- Table of Contents Outside Directors’ Retirement. The Bank adopted a directors’ retirement plan in April 1994 for outside directors. The directors’ retirement plan provides that each non-employee director (participant) shall receive, upon termination of service on the Board on or after age 60, other than termination for cause, a benefit in equal annual installments over a five year period. The benefit will be based upon the product of the participant’s vesting percentage and the total Board fees paid to the participant during the calendar year preceding termination of service on the Board. The vesting percentage shall be determined based upon the participant’s years of service on the Board.Board, whether before or after the reorganization date. In the event that the participant dies before collecting any or all of the benefits, the Bank shall pay the participant’s beneficiary. No benefits shall be payable to anyone other than the beneficiary, and benefits shall terminate on the death of the beneficiary. Stock Options. Compensation cost is measured based on the grant-date fair value of the equity instruments issued, and recognized over the vesting period during which an employee provides service in exchange for the award. Earnings Per Share.Basic earnings per share available to common stockholders is computed using the weighted-average number of common shares outstanding. Diluted earnings per share available to common stockholders includes the effect of all weighted-average dilutive potential common shares (stock options)options and restricted stock grants) outstanding during each period. Comprehensive Income. Comprehensive income consists of net income and other comprehensive income, (loss), net of applicable income taxes. Other comprehensive income includes unrealized appreciation on available-for-sale securities, unrealized appreciation (depreciation) on available-for-sale securities for which a portion of an other-than-temporary impairment has been recognized in income, and changes in the funded status of defined benefit pension plans. -13- Transfers Between Fair Value Hierarchy Levels. Transfers in and out of Level 1 (quoted market prices), Level 2 (other significant observable inputs) and Level 3 (significant unobservable inputs) are recognized on the period ending date. The following paragraphs summarize the impact of new accounting pronouncements: New Accounting Pronouncements: In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018-13 modifies the disclosure requirements on fair value measurements in Topic 820. The amendments in this update remove disclosures that no longer are considered cost beneficial, modify/clarify the specific requirements of certain disclosures, and add disclosure requirements identified as relevant. ASU 2018-13 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted for certain removed and modified disclosures, and isdisclosures. Adoption of this standard did not expected to have a significant impact on ourthe Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326)., which the Company adopted July 1, 2020. The Update amendsamended guidance on reporting credit losses for financial assets held at amortized cost basis and available for sale debt securities. For financial assets held at amortized cost basis, Topic 326 eliminateseliminated the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The Update affects loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, and any other financial assets not excluded from the scope that have the contractual right to receive cash. For public companies, the ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years.  Early adoption is available beginning after December 15, 2018, including interim periods within those fiscal years. Adoption will bewas applied on a modified retrospective basis, through a cumulative-effect adjustment to retained earnings. Adoption resulted in an increase to the ACL of $8.9 million, related to the transition from the incurred loss model to the CECL ACL model, and an increase of $434,000 related to the transition from PCI to PCD methodology, relative to the ALLL as of June 30, 2020. The Company formed a working groupalso recorded an adjustment to the reserve for unfunded commitments recorded in other liabilities of key personnel responsible for$268,000. The impact at adoption was reflected as an adjustment to beginning retained earnings, net of income taxes, in the allowance for loan losses estimate and initiated its evaluationamount of $7.2 million. In accordance with the new standard, management did not reassess whether PCI assets met the criteria of PCD assets as of the data and systems requirementsdate of adoption. The adoption of ASU 2016-13 in fiscal 2021 could also impact the Company’s future earnings, perhaps materially. -14- Table of Contents The following table illustrates the impact of adoption of ASU 2016-13: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ July 1, 2020 ​   As reported   As reported   Impact of ​   under   prior to   adoption (dollars in thousands)      ASU 2016-13      ASU 2016-13      ASU 2016-13 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans receivable ​ $ 2,142,363 ​ $ 2,141,929 ​ $ 434 Allowance for credit losses on loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate Loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​   8,396 ​   4,875 ​   3,521 Construction ​   1,889 ​   2,010 ​   (121) Commercial ​   15,988 ​   12,132 ​   3,856 Consumer loans ​   2,247 ​   1,182 ​   1,065 Commercial loans ​   5,952 ​   4,940 ​   1,012 Total allowance for credit losses on loans ​ $ 34,472 ​ $ 25,139 ​ $ 9,333 Total allowance for credit losses on off-balance sheet credit exposures ​ $ 2,227 ​ $ 1,959 ​ $ 268 ​ The above table includes the Update.impact of ASU 2016-13 adoption for PCD assets previously classified as PCI. The group determinedchange in the ACL includes $434,000 attributable to residential and commercial real estate loans, and the amortized cost basis of loans receivable was increased for those loans by that purchasing third party software would betotal amount. In March 2020, the most effective methodCARES Act was signed into law, creating a forbearance program for federally backed mortgage loans, protects borrowers from negative credit reporting due to comply withloan accommodations related to the National Emergency, and provides financial institutions the option to temporarily suspend certain requirements evaluated several outside vendors, and madeunder U.S. GAAP related to troubled debt restructurings (TDR) for a vendor recommendationlimited period of time to account for the effects of COVID-19. The Company has elected to not apply ASC Subtopic 310-40 for loans eligible under the CARES Act, based on the modification’s (1) relation to COVID-19, (2) execution for a loan that was approved by the Board.  Model validationnot more than 30-days past due as of December 31, 2019, and data testing using existing ALLL methodology have been completed. Parallel testing of the new methodology compared to the current methodology will be performed throughout fiscal year(3) execution between March 1, 2020, and the Company continues to evaluateearlier of the impactdate that falls 60 days following the termination of adopting the new guidance.  We expect to recognize a one-time cumulative effect adjustmentdeclared National Emergency, or December 31, 2020. The 2021 Consolidated Appropriations Act, signed into law in December 2020, extended the window during which loans may be modified without classification as TDRs under ASC Subtopic 310-40, to the allowance for loan losses asearlier of January 1, 2022, or 60 days following the termination of the beginningdeclared National Emergency. ​ -15- Table of the first reporting period in which the new standard is effective, which for the Company will be the three-month period ending September 30, 2020, but cannot yet determine the overall impact of the new guidance on the Company’s consolidated financial statements, or the exact amount of any such one-time adjustment.    Contents In February 2016, the FASB issued ASU 2016-02, “Leases,” to revise the accounting related to lease accounting.  Under the new guidance, a lessee is required to record a right-of-use (ROU) asset and a lease liability on the balance sheet for all leases with terms longer than 12 months.   The Update was effective for the Company July 1, 2019.   Adoption of the standard allows the use of a modified retrospective transition approach for all periods presented at the time of adoption.  Based on the Company’s leases outstanding at December 31, 2019, which included five leased properties and numerous office equipment leases, the adoption of the new standard did not have a material impact on our consolidated statements of financial condition or our consolidated statements of income, although an increase to assets and liabilities occurred at the time of adoption.  In the first quarter of 2020, the Company recognized a ROU asset and corresponding lease liability for all leases of approximately $2.0 million based on the lease portfolio at that time.  The Company’s new leases, lease terminations, and lease modifications and renewals will impact the amount of ROU asset and corresponding lease liability recognized.  The Company’s leases are all currently “operating leases” as defined in the Update; therefore, no material change in the income statement presentation of lease expense is anticipated. -14- Note 3:  Securities The amortized cost, gross unrealized gains, gross unrealized losses, ACL, and approximate fair value of securities available for sale consisted of the following: ​ December 31, 2019         Gross     Gross     Estimated   Amortized     Unrealized     Unrealized     Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​   ​ ​   Gross   Gross   Allowance ​ Estimated ​   Amortized   Unrealized   Unrealized   for   Fair (dollars in thousands)   Cost     Gains     Losses     Value      Cost      Gains      Losses      Credit Losses      Value                       ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment and mortgage backed securities:                       ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. government-sponsored enterprises (GSEs) $ 3,291   $ 5   $ (1)   $ 3,295 State and political subdivisions   41,445     811     (18)     42,238 ​ $ 46,785 ​ $ 1,689 ​ $ — ​ $ — ​ $ 48,474 Other securities   5,172     78     (227)     5,023 ​   15,376 ​   267 ​   (334) ​   — ​   15,309 Mortgage-backed GSE residential   123,769     1,724     (206)     125,287 ​   113,553 ​   3,868 ​   (58) ​   — ​   117,363 Total investments and mortgage-backed securities $ 173,677   $ 2,618   $ (452)   $ 175,843 ​ $ 175,714 ​ $ 5,824 ​ $ (392) ​ $ — ​ $ 181,146 ​ June 30, 2019         Gross     Gross     Estimated   Amortized     Unrealized     Unrealized     Fair ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​   ​ ​   Gross   Gross ​ Estimated ​   Amortized   Unrealized   Unrealized   Fair (dollars in thousands)   Cost     Gains     Losses     Value      Cost      Gains      Losses      Value                       ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment and mortgage backed securities:                       ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. government-sponsored enterprises (GSEs) $ 7,284   $ 1   $ (15)   $ 7,270 State and political subdivisions   42,123     728     (68)     42,783 ​ $ 40,486 ​ $ 1,502 ​ $ — ​ $ 41,988 Other securities   5,176     75     (198)     5,053 ​   7,919 ​   48 ​   (343) ​   7,624 Mortgage-backed GSE residential   109,297     1,449     (317)     110,429 ​   122,375 ​   4,576 ​   (39) ​   126,912 Total investments and mortgage-backed securities $ 163,880   $ 2,253   $ (598)   $ 165,535 Total investment and mortgage-backed securities ​ $ 170,780 ​ $ 6,126 ​ $ (382) ​ $ 176,524 ​ The amortized cost and estimated fair value of investment and mortgage-backed securities, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalties. ​   December 31, 2019   Amortized Estimated (dollars in thousands) Cost Fair Value   Within one year $                     4,801 $                     4,805   After one year but less than five years                         8,495                         8,569   After five years but less than ten years                      17,376                      17,663   After ten years                      19,236                      19,519      Total investment securities                      49,908                      50,556   Mortgage-backed securities                    123,769                    125,287     Total investments and mortgage-backed securities $                 173,677 $                 175,843 ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​   Amortized   Estimated (dollars in thousands)      Cost      Fair Value Within one year ​ $ 1,347 ​ $ 1,367 After one year but less than five years ​   11,055 ​   11,230 After five years but less than ten years ​   23,718 ​   24,326 After ten years ​   26,041 ​   26,860 Total investment securities ​   62,161 ​   63,783 Mortgage-backed securities ​   113,553 ​   117,363 Total investment and mortgage-backed securities ​ $ 175,714 ​ $ 181,146 -15-​ The carrying value of investment and mortgage-backed securities pledged as collateral to secure public deposits and securities sold under agreements to repurchase amounted to $123.8$150.3 million at December 31, 20192020 and $143.7$156.1 million at June 30, 2019.2020. The securities pledged consist of marketable securities, including $1.6$85.5 million and $5.6 million of U.S. Government and Federal Agency Obligations, $36.5 million and $47.3$82.0 million of Mortgage-Backed Securities, $51.8$28.9 million and $55.7$41.9 million of Collateralized Mortgage Obligations, $33.8$34.9 million and $34.9$32.0 million of State and Political Subdivisions Obligations, and $200,000$1.0 million and $300,000$200,000 of Other Securities at December 31 and June 30, 2019,2020, respectively. -16- Table of Contents The following tables reflectshow the Company’s investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for which an ACL has not been recorded at December 31 and June 30, 2019:2020: ​ December 31, 2019 Less than 12 months   12 months or more   Total     Unrealized       Unrealized       Unrealized Fair Value   Losses   Fair Value   Losses   Fair Value   Losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​   Less than 12 months   12 months or more   Total ​   ​ ​ ​ Unrealized   ​ ​ ​ Unrealized   ​ ​ ​ Unrealized (dollars in thousands)                                        Fair Value      Losses      Fair Value      Losses      Fair Value      Losses U.S. government-sponsored enterprises (GSEs) $ -   $ -   $ 998   $ 1   $ 998   $ 1 Obligations of state and political subdivisions   2,293     9     2,192     9     4,485     18 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other securities   -     -     949     227     949     227 ​ $ 2,023 ​ $ 36 ​ $ 771 ​ $ 298 ​ $ 2,794 ​ $ 334 Mortgage-backed securities   33,472     141     10,263     65     43,735     206 ​   11,656 ​   58 ​   — ​   — ​   11,656 ​   58 Total investments and mortgage- backed securities $ 35,765   $ 150   $ 14,402   $ 302   $ 50,167   $ 452 Total investment and mortgage-backed securities ​ $ 13,679 ​ $ 94 ​ $ 771 ​ $ 298 ​ $ 14,450 ​ $ 392 ​ June 30, 2019 Less than 12 months   12 months or more   Total     Unrealized       Unrealized       Unrealized Fair Value   Losses   Fair Value   Losses   Fair Value   Losses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​   Less than 12 months   12 months or more   Total ​   ​ ​ ​ Unrealized   ​ ​ ​ Unrealized   ​ ​ ​ Unrealized (dollars in thousands)                                        Fair Value      Losses      Fair Value      Losses      Fair Value      Losses U.S. government-sponsored enterprises (GSEs) $ -   $ -   $ $6,969   $ 15   $ 6,969   $ 15 Obligations of state and political subdivisions   -     -     8,531     68     8,531     68 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other securities   -     -     985     198     985     198 ​ $ 995 ​ $ 5 ​ $ 643 ​ $ 338 ​ $ 1,638 ​ $ 343 Mortgage-backed securities   1,175     1     34,148     316     35,323     317 ​   9,037 ​   39 ​   — ​   — ​   9,037 ​   39 Total investments and mortgage- backed securities $ 1,175   $ 1   $ 50,633   $ 597   $ 51,808   $ 598 Total investments and mortgage-backed securities ​ $ 10,032 ​ $ 44 ​ $ 643 ​ $ 338 ​ $ 10,675 ​ $ 382 ​ Mortgage-backed securities. The unrealized losses on the Company’s investments in mortgage-backed securities were caused by variations in market interest rates since purchase or acquisition. The securities are of high credit quality (AA or higher). Because the Company does not intend to sell these securities and it likely that the Company will not be required to sell these securities prior to recovery of their amortized cost basis, which may be maturity, the Company has not recorded an ACL on these securities. Other securities.At December 31, 2019,2020 there were two2 pooled trust preferred securities with an estimated fair value of $752,000$680,000 and unrealized losses of $222,000$296,000 in a continuous unrealized loss position for twelve months or more. These unrealized losses were primarily due to the long-term nature of the pooled trust preferred securities and a reduced demand for these securities, and concerns regarding the financial institutions that issued the underlying trust preferred securities. The December 31, 2019,2020, cash flow analysis for these two securities indicated it is probable the Company will receive all contracted principal and related interest projected. The cash flow analysis used in making this determination was based on anticipated default, recovery, and prepayment rates, and the resulting cash flows were discounted based on the yield spread anticipated at the time the securities were purchased. Other inputs include the actual collateral attributes, which include credit ratings and other performance indicators of the underlying financial institutions, including profitability, capital ratios, and asset quality. Assumptions for these two securities included prepayments averaging 1.6 percent, annually, annual defaults averaging 50 basis points, and a recovery rate averaging 10 percent of gross defaults, lagged two years. -16- One of these two securities has continued to receive cash interest payments in full since the Company’s purchase; the other security received principal-in-kind (PIK), in lieu of cash interest, for a period of time following the recession and financial crisis which began in 2008, but resumed cash interest payments during fiscal 2014. The Company’sCompany's cash flow analysis indicates that cash interest payments are expected to continue for both securities. Because the Company does not intend to sell these securities and it is not more-likely-than-notlikely that the Company will not be required to sell these securities prior to recovery of their amortized cost basis, which may be maturity, the Company doeshas not considerrecorded an ACL on these investments to be other-than-temporarily impaired at December 31, 2019.securities. The Company does not believe any other individual unrealized loss as of December 31, 2019, represents other-than-temporary impairment (OTTI).2020, is the result of a credit loss. However, the Company could be required to recognize OTTI lossesan ACL in future periods with respect to its available for sale investment securities portfolio. The amount and timing -17- Table of any required OTTI will depend on the decline in the underlying cash flows of the securities. Should the impairment of any of these securities become other-than-temporary, the cost basis of the investment will be reduced and the resulting loss recognized in the period the OTTI is identified.Contents Credit losses recognized on investments.During fiscal 2009, the Company adopted ASC 820, formerly FASB Staff Position 157-4, “Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly.”  There were no credit losses recognized in income and other losses or recorded in other comprehensive income for the three- and six- month periods ended December 31, 20192020 and 2018.2019. ​ Note 4:  Loans and Allowance for LoanCredit Losses Classes of loans are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)   December 31, 2019     June 30, 2019      December 31, 2020      June 30, 2020 Real Estate Loans:           ​ ​ ​ ​ ​ ​ Residential $ 539,416   $ 491,992 ​ $ 636,690 ​ $ 627,357 Construction   169,195     123,287 ​   202,009 ​   185,924 Commercial   850,476     840,777 ​   902,564 ​   887,419 Consumer loans   101,621     97,534 ​   79,590 ​   80,767 Commercial loans   355,275     355,874 ​   427,345 ​   468,448   2,015,983     1,909,464 ​ ​   2,248,198 ​   2,249,915 Loans in process   (72,381)     (43,153) ​   (89,015) ​   (78,452) Deferred loan fees, net   (3)     (3) ​   (2,313) ​   (4,395) Allowance for loan losses   (20,814)     (19,903) Allowance for credit losses ​   (35,471) ​   (25,139) Total loans $ 1,922,785   $ 1,846,405 ​ $ 2,121,399 ​ $ 2,141,929 ​ The Company’s lending activities consist of origination of loans secured by mortgages on one- to four-family residences and commercial and agricultural real estate, construction loans on residential and commercial properties, commercial and agricultural business loans and consumer loans. TheAt December 31, 2020 the Company has also occasionallyhad purchased loan participation interests originated by other lenders and secured by properties generally locatedparticipations in the states of Missouri and Arkansas. 21 loans totaling $66.0 million, as compared to 23 loans totaling $58.2 million at June 30, 2020. Residential Mortgage Lending.The Company actively originates loans for the acquisition or refinance of one-1- to four-family4-family residences. This category includes both fixed-rate and adjustable-rate mortgage (“ARM”) loans amortizing over periods of up to 30 years, and the properties securing such loans may be owner-occupied or non-owner-occupied. Single-family residential loans do not generally exceed 90% of the lower of the appraised value or purchase price of the secured property. Substantially all of the one- to four-family residential mortgage originations in the Company’s portfolio are located within the Company’s primary lending area. General risks related to one- to four-family residential lending include stability of borrower income and collateral values. The Company also originates loans secured by multi-family residential properties that are often located outside the Company’s primary lending area but made to borrowers who operate within the Company’sour primary market area. The majority of the multi-family residential loans that are originated by the BankCompany are amortized over periods generally up to 25 years, with balloon maturities typically up to ten years. Both fixed and adjustable interest rates are offered and it is typical for the Company to include an interest rate “floor” and “ceiling” in the loan agreement. Generally, multi-family residential loans do not exceed 85% of the lower of the appraised value or purchase price of the secured property. General risks related to multi-family residential lending include rental demand, rental rates, and vacancies, as well as collateral values and borrower leverage. -18- Table of Contents -17- Commercial Real Estate Lending.The Company actively originates loans secured by owner- and non-owner-occupied commercial real estate including farmland, single- and multi-tenant retail properties, restaurants, hotels, land (improved unimproved, and farmland)unimproved), strip shoppingnursing homes and other healthcare facilities, warehouses and distribution centers, retail establishmentsconvenience stores, automobile dealerships and other automotive-related services, and other businesses. These properties are typically owned and operated by borrowers headquartered within the Company’s primary lending area, however, the property may be located outside our primary lending area. Risks to owner-occupied commercial real estate lending generally include the continued profitable operation of the borrower’s enterprise, as well as general collateral values, and may be heightened by unique, specific uses of the property serving as collateral. Non-owner-occupied commercial real estate lending risks include tenant demand and performance, lease rates, and vacancies, as well as collateral values and borrower leverage. These factors may be influenced by general economic conditions in the region, or in the United States generally. Risks to lending on farmland include unique factors such as commodity prices, yields, input costs, and weather, as well as farmland values. Most commercial real estate loans originated by the Company generally are based on amortization schedules of up to 25 years with monthly principal and interest payments. Generally, the interest rate received on these loans is fixed for a maturity for up to seventen years, with a balloon payment due at maturity. Alternatively, for some loans, the interest rate adjusts at least annually after an initial period up to seven years. The Company typically includes an interest rate “floor” in the loan agreement. Generally, improved commercial real estate loan amounts do not exceed 80% of the lower of the appraised value or the purchase price of the secured property. Agricultural real estate terms offered differ slightly, with amortization schedules of up to 25 years with an 80% loan-to-value ratio, or 30 years with a 75% loan-to-value ratio. Construction Lending.The Company originates real estate loans secured by property or land that is under construction or development. Construction loans originated by the Company are generally secured by mortgage loans forto finance the construction of owner-occupiedowner occupied residential real estate, or to finance speculative construction secured byof residential real estate, land development, or owner-operated or non-owner-occupiednon-owner occupied commercial real estate. During construction, these loans typically require monthly interest-only payments, and havewith single-family residential construction loans having maturities ranging from six to twelve months, while multifamily or commercial construction loans typically mature in 12 to 24 months. Once construction is completed, permanent construction loans may be converted to monthly payments using amortization schedules of up to 30 years on residential and generally up to 25 years on commercial real estate. Construction and development lending risks generally include successful timely and on-budget completion of the project, followed by the sale of the property in the case of land development or non-owner-occupied real estate, or the long-term occupancy of the property by the builder in the case of owner-occupied construction. Changes in real estate values or other economic conditions may impact the ability of a borrower to sell property developed for that purpose. While the Company typically utilizes relatively short maturity periods ranging from 6 to 12 months to closely monitor the inherent risks associated with construction loans for these loans, weather conditions, change orders, availability of materials and/or labor, and other factors may contribute to the lengthening of a project, thus necessitating the need to renew the construction loan at the balloon maturity. Such extensions are typically executed in incremental three month periods to facilitate project completion. The Company’s average term of construction loans is approximately eight months. During construction, loans typically require monthly interest only payments which may allow the Company an opportunity to monitor for early signs of financial difficulty should the borrower fail to make a required monthly payment. Additionally, during the construction phase, the Company typically performs interim inspections which further allow the Company opportunity to assess risk. At December 31, 2019,2020, construction loans outstanding included 6451 loans, totaling $30.0$28.5 million, for which a modification had been agreed to. At June 30, 2019,2020, construction loans outstanding included 5977 loans, totaling $27.2$48.8 million, for which a modification had been agreed to. AllIn general, these modifications were solely for the purpose of extending the maturity date due to conditions described above. None ofAs these modifications were not executed due to financial difficulty on the part of the borrower, and, therefore,they were not accounted for as TDRs.troubled debt restructurings (TDRs). Under the CARES Act, financial institutions have the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of time to account for the effects of COVID-19. Loans modified under the CARES Act did not include any construction loans with drawn balances at December 31, 2020. -19- Table of Contents Consumer Lending. The Company offers a variety of secured consumer loans, including home equity, direct and indirect automobile loans, second mortgages, mobile home loans and loans secured by deposits. The Company originates substantially all of its consumer loans in its primary lending area. ConsumerUsually, consumer loans are typically originated with fixed rates for terms of up to five years, with the exception of home equity lines of credit, which are typically originated with adjustable rates,variable, tied to the prime rate of interest and are for a period of ten years. Home equity lines of credit (HELOCs) are secured with a deed of trust and are issued up to 100% of the appraised or assessed value of the property securing the line of credit, less the outstanding balance on the first mortgage.mortgage and are typically issued for a term of ten years. Interest rates on the HELOCs are generally adjustable andadjustable. Interest rates are based upon the loan-to-value ratio of the property with better rates given to borrowers with more equity. Risks related to HELOC lending generally include the stability of borrower income and collateral values. Automobile loans originated by the Company include both direct loans and a smaller amount of loans originated by auto dealers. The Company generally pays a negotiated fee back to the dealer for indirect loans. Typically, automobile loans are made for terms of up to 60 months for new and used vehicles. Loans secured by automobiles have fixed rates and are generally made in amounts up to 100% of the purchase price of the vehicle. -18- Risks to automobile and other consumer lending generally include the stability of borrower income and borrower willingness to repay. Commercial Business Lending. The Company’s commercial business lending activities encompass loans with a variety of purposes and security, including loans to finance accounts receivable, inventory, equipment and operating lines of credit, including agricultural production and equipment loans. The Company offers both fixed and adjustable rate commercial business loans. Generally, commercial loans secured by fixed assets are amortized over periods up to five years, while commercial operating lines of credit or agricultural production lines are generally for a one year period. Commercial lending risk is primarily driven by the borrower’s successful generation of cash flow from their business enterprise sufficient to service debt, and may be influenced by factors specific to the borrower and industry, or by general economic conditions in the region or in the United States generally. Agricultural production or equipment lending includes unique risk factors such as commodity prices, yields, input costs, and weather, as well as farm equipment values. Allowance for Credit Losses. The provision for credit losses for the three- and six- month periods ended December 31, 2020, was $612,000, and $1.4 million, respectively, compared to $388,000 and $1.3 million in the same periods of the prior fiscal year. The charge was based on the estimated required ACL, reflecting management’s estimate of the current expected credit losses in the Company’s loan portfolio at December 31, 2020, and as of that date the Company’s ACL was $35.5 million. Relatively unchanged provisioning was attributed primarily to continued uncertainty regarding the economic environment resulting from the COVID-19 pandemic and the potential impact on the Company’s borrowers, partially offset by moderated growth in unguaranteed loan balances, along with relatively consistent levels of net charge offs, adversely classified credits, and nonperforming loans. The Company assesses that the outlook remains relatively unchanged as compared to the year ended June 30, 2020. However, there remains significant uncertainty regarding the possible length of the COVID-19 pandemic and the aggregate impact that it will have on global and regional economies, including uncertainty regarding the effectiveness of recent efforts by the U.S. government and the Federal Reserve to respond to the pandemic and its economic impact. Specifically, management considered: ● trailing measures of national and state unemployment, which continued to increase in the most recent quarter. This is assessed to be an elevated and increasing risk factor; ● trailing measures of GDP growth, which continued to improve in the most recent quarter, but over the lookback period remains very low by historical standards. This is considered to be an elevated and stable to declining risk factor; ● projected GDP growth, which moderated in the most recent quarter, while remaining relatively high by historical standards. This is considered to be a low and stable risk factor; ● the pace of growth of the Company’s loan portfolio, exclusive of acquisitions or government guaranteed loans, relative to overall economic growth. This measure remains elevated, but moderated in the most recent quarter, and is considered to be an elevated and stable risk factor; -20- Table of Contents ● levels and trends for loan delinquencies nationally and in the region. This measure as reported remains relatively stable, but management considers the measure to currently be under-reported due to the availability of modifications under the CARES Act. This is considered to be an elevated and uncertain risk factor; ● levels and trends of the Company’s watch list loan totals, which have increased in recent periods. This risk factor is considered to be elevated and uncertain; and ● the experience, ability, and depth of lending management and staff. This risk factor is considered to be elevated and stable. Additionally, management considered the impact of the pandemic on its consumer and business borrowers, particularly those business borrowers most affected by efforts to contain the pandemic, including our borrowers in the retail and multi-tenant retail industry, restaurants, and hotels, when making qualitative factor adjustments and assessing the level and trends in delinquencies and watch list loan totals. To date, various relief efforts, notably including the availability of forgivable Paycheck Protection Program (PPP) loans to borrowers and deferrals or modifications available as encouraged by banking regulatory authorities and the CARES Act, have resulted in limited impact on the Company’s credit quality indicators, as is true of the industry generally. It is possible that the ongoing adverse effects of the pandemic may not be offset by future relief efforts, which could cause the outlook for economic conditions and levels and trends of past-due loans to significantly worsen, and require additions to the ACL. The following tables present the balance in the allowance for loan lossesACL and the recorded investment in loans (excluding loans in process and deferred loan fees) based on portfolio segment and impairment methods as of December 31 and June 30, 2019,2020, and activity in the allowance for loan lossesACL and ALLL for the three- and six- month periods ended December 31, 20192020 and 2018:2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At period end and for the six months ended December 31, 2020 ​   Residential ​ Construction   Commercial ​ ​ ​   ​ ​ ​ ​ ​ (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial      Total Allowance for credit losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, beginning of period prior to adoption of CECL ​ $ 4,875 ​ $ 2,010 ​ $ 12,132 ​ $ 1,182 ​ $ 4,940 ​ $ 25,139 Impact of CECL adoption ​   3,521 ​   (121) ​   3,856 ​   1,065 ​   1,012 ​   9,333 Provision charged to expense ​   2,112 ​   498 ​   (750) ​   (823) ​   348 ​   1,385 Losses charged off ​   (110) ​   — ​   — ​   (72) ​   (234) ​   (416) Recoveries ​   — ​   — ​   1 ​   10 ​   19 ​   30 Balance, end of period ​ $ 10,398 ​ $ 2,387 ​ $ 15,239 ​ $ 1,362 ​ $ 6,085 ​ $ 35,471 Ending Balance: individually evaluated for impairment ​ $ 232 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 232 Ending Balance: collectively evaluated for impairment ​ $ 10,166 ​ $ 2,387 ​ $ 15,239 ​ $ 1,362 ​ $ 6,085 ​ $ 35,239 Ending Balance: loans acquired with deteriorated credit quality ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ending Balance: individually evaluated for impairment ​ $ 904 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 904 Ending Balance: collectively evaluated for impairment ​ $ 635,760 ​ $ 112,037 ​ $ 891,311 ​ $ 79,590 ​ $ 424,169 ​ $ 2,142,867 Ending Balance: loans acquired with deteriorated credit quality ​ $ 26 ​ $ 957 ​ $ 11,253 ​ $ — ​ $ 3,176 ​ $ 15,412 ​ -21- Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended December 31, 2020   ​ ​ Residential ​ Construction ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​   (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial      Total Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, beginning of period   $ 8,629   $ 1,892   $ 16,050   $ 2,305   $ 6,208   $ 35,084 Provision charged to expense ​ ​ 1,859 ​ ​ 495 ​ ​ (811) ​ ​ (882) ​ ​ (49) ​ ​ 612 Losses charged off ​ ​ (90) ​ ​ — ​ ​ — ​ ​ (67) ​ ​ (89) ​ ​ (246) Recoveries ​ ​ — ​ ​ — ​ ​ — ​ ​ 6 ​ ​ 15 ​ ​ 21 Balance, end of period   $ 10,398   $ 2,387   $ 15,239   $ 1,362   $ 6,085   $ 35,471 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At period end and for the six months ended December 31, 2019 ​   Residential ​ Construction   Commercial ​ ​ ​   ​ ​ ​ ​ ​ (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial      Total Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, beginning of period ​ $ 3,706 ​ $ 1,365 ​ $ 9,399 ​ $ 1,046 ​ $ 4,387 ​ $ 19,903 Provision charged to expense ​   160 ​   292 ​   413 ​   92 ​   327 ​   1,284 Losses charged off ​   (172) ​   — ​   — ​   (97) ​   (147) ​   (416) Recoveries ​   18 ​   — ​   15 ​   9 ​   1 ​   43 Balance, end of period ​ $ 3,712 ​ $ 1,657 ​ $ 9,827 ​ $ 1,050 ​ $ 4,568 ​ $ 20,814 Ending Balance: individually evaluated for impairment ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — Ending Balance: collectively evaluated for impairment ​ $ 3,712 ​ $ 1,657 ​ $ 9,827 ​ $ 1,050 ​ $ 4,568 ​ $ 20,814 Ending Balance: loans acquired with deteriorated credit quality ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended December 31, 2019   ​ ​ Residential ​ Construction ​ Commercial ​ ​ ​ ​ ​ ​ ​ ​   (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial      Total Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, beginning of period   $ 3,572   $ 1,539   $ 9,789   $ 1,074   $ 4,736   $ 20,710 Provision charged to expense ​ ​ 294 ​ ​ 118 ​ ​ 37 ​ ​ (4) ​ ​ (57) ​ ​ 388 Losses charged off ​ ​ (172) ​ ​ 0 ​ ​ 0 ​ ​ (26) ​ ​ (112) ​ ​ (310) Recoveries ​ ​ 18 ​ ​ 0 ​ ​ 1 ​ ​ 6 ​ ​ 1 ​ ​ 26 Balance, end of period   $ 3,712   $ 1,657   $ 9,827   $ 1,050   $ 4,568   $ 20,814 ​ -22- Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At June 30, 2020 ​   Residential ​ ​ Construction   ​ Commercial ​ ​ ​   ​ ​ ​ ​ ​ (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial      Total Allowance for loan losses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, end of period ​ $ 4,875 ​ $ 2,010 ​ $ 12,132 ​ $ 1,182 ​ $ 4,940 ​ $ 25,139 Ending Balance: individually evaluated for impairment ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 Ending Balance: collectively evaluated for impairment ​ $ 4,875 ​ $ 2,010 ​ $ 12,132 ​ $ 1,182 ​ $ 4,940 ​ $ 25,139 Ending Balance: loans acquired with deteriorated credit quality ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 Loans: ​      ​      ​      ​      ​      ​      Ending Balance: individually evaluated for impairment ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 ​ $ 0 Ending Balance: collectively evaluated for impairment ​ $ 626,085 ​ $ 106,194 ​ $ 872,716 ​ $ 80,767 ​ $ 463,902 ​ $ 2,149,664 Ending Balance: loans acquired with deteriorated credit quality ​ $ 1,272 ​ $ 1,278 ​ $ 14,703 ​ $ 0 ​ $ 4,546 ​ $ 21,799 ​   At period end and for the six months ended December 31, 2019     Residential     Construction     Commercial                   (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial     Total Allowance for loan losses:                                    Balance, beginning of period $ 3,706   $ 1,365   $ 9,399   $ 1,046   $ 4,387   $ 19,903  Provision charged to expense   160     292     413     92     327     1,284  Losses charged off   (172)     -     -     (97)     (147)     (416)  Recoveries   18     -     15     9     1     43    Balance, end of period $ 3,712   $ 1,657   $ 9,827   $ 1,050   $ 4,568   $ 20,814    Ending Balance: individually      evaluated for impairment $ -   $ -   $ -   $ -   $ -   $ -    Ending Balance: collectively      evaluated for impairment $ 3,712   $ 1,657   $ 9,827   $ 1,050   $ 4,568   $ 20,814    Ending Balance: loans acquired      with deteriorated credit quality $ -   $ -   $ -   $ -   $ -   $ -                                     Loans:                                    Ending Balance: individually    evaluated for impairment $ -   $ -   $ -   $ -   $ -   $ -  Ending Balance: collectively    evaluated for impairment $ 538,121   $ 95,518   $ 835,045   $ 101,621   $ 349,186   $ 1,919,491  Ending Balance: loans acquired    with deteriorated credit quality $ 1,295   $ 1,296   $ 15,431   $ -   $ 6,089   $ 24,111   For the three months ended December 31, 2019     Residential     Construction     Commercial                   (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial     Total Allowance for loan losses:                                    Balance, beginning of period $ 3,572   $ 1,539   $ 9,789   $ 1,074   $ 4,736   $ 20,710  Provision charged to expense   294     118     37     (4)     (57)     388  Losses charged off   (172)     -     -     (26)     (112)     (310)  Recoveries   18     -     1     6     1     26  Balance, end of period $ 3,712   $ 1,657   $ 9,827   $ 1,050   $ 4,568   $ 20,814 -19-   At period end and for the six months ended December 31, 2018     Residential     Construction     Commercial                   (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial     Total Allowance for loan losses:                                    Balance, beginning of period $ 3,226   $ 1,097   $ 8,793   $ 902   $ 4,196   $ 18,214  Provision charged to expense   415     94     319     80     87     995  Losses charged off   (9)     -     (120)     (20)     (47)     (196)  Recoveries   1     -     3     5     1     10  Balance, end of period $ 3,633   $ 1,191   $ 8,995   $ 967   $ 4,237   $ 19,023  Ending Balance: individually    evaluated for impairment $ -   $ -   $ -   $ -   $ -   $ -  Ending Balance: collectively    evaluated for impairment $ 3,633   $ 1,191   $ 8,995   $ 967   $ 4,237   $ 19,023  Ending Balance: loans acquired    with deteriorated credit quality $ -   $ -   $ -   $ -   $ -   $ -   For the three months ended December 31, 2018     Residential     Construction     Commercial                   (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial     Total Allowance for loan losses:                                    Balance, beginning of period $ 3,349   $ 1,293   $ 8,733   $ 981   $ 4,434   $ 18,790  Provision charged to expense   293     (102)     284     (11)     (150)     314  Losses charged off   (9)     -     (25)     (3)     (47)     (84)  Recoveries   -     -     3     -     -     3  Balance, end of period $ 3,633   $ 1,191   $ 8,995   $ 967   $ 4,237   $ 19,023   At June 30, 2019     Residential     Construction     Commercial                   (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial     Total Allowance for loan losses:                                    Balance, end of period $ 3,706   $ 1,365   $ 9,399   $ 1,046   $ 4,387   $ 19,903  Ending Balance: individually    evaluated for impairment $ -   $ -   $ -   $ -   $ -   $ -  Ending Balance: collectively    evaluated for impairment $ 3,706   $ 1,365   $ 9,399   $ 1,046   $ 4,387   $ 19,903  Ending Balance: loans acquired    with deteriorated credit quality $ -   $ -   $ -   $ -   $ -   $ -                                         Loans:                                    Ending Balance: individually    evaluated for impairment $ -   $ -   $ -   $ -   $ -   $ -  Ending Balance: collectively    evaluated for impairment $ 490,307   $ 78,826   $ 821,415   $ 97,534   $ 349,681   $ 1,837,763  Ending Balance: loans acquired    with deteriorated credit quality $ 1,685   $ 1,308   $ 19,362   $ -   $ 6,193   $ 28,548 Management’s opinion asIncluded in the Company’s loan portfolio are certain loans acquired in a business combination that have experienced more-than-insignificant deterioration in credit quality since origination, which are considered purchased credit deteriorated (PCD) loans. Prior to the ultimate collectabilityJuly 1, 2020 adoption of ASU 2016-13, these loans were accounted for in accordance with ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality, and were described as purchased credit impaired (PCI) loans. Under ASC 310-30, these loans were written down at acquisition to an amount estimated to be collectible, and, unless there was further deterioration following the acquisition, an ALLL was not recognized for these loans. As a result, certain historical ratios regarding the Company’s loan portfolio and credit quality cannot be used to compare the Company to peer companies or to compare the Company’s credit quality over time. The ratios particularly affected by accounting under ASC 310-30 include the allowance as a percentage of loans, is subjectnonaccrual loans, and nonperforming assets, and nonaccrual loans and nonperforming loans as a percentage of total loans. For more information about the transition from PCI to estimates regarding future cash flows from operationsPCD status of the Company’s acquired loans, see Note 2: Organization and the valueSummary of property, real and personal, pledged as collateral. These estimates are affected by changing economic conditions and the economic prospects of borrowers.Significant Accounting Policies, Loans. Credit Quality Indicators. The allowance for loan losses is maintained at a level that, in management’s judgment, is adequate to cover probable credit losses inherent in the loan portfolio at the balance sheet date. The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to earnings. Loan losses are charged against the allowance when an amount is determined to be uncollectible,Company categorizes loans into risk categories based on management’s analysis of expected cash flow (for non-collateral-dependent loans) or collateral value (for collateral-dependent loans). Subsequent recoveries, if any, are credited to the allowance. -20- The allowance for loan losses is evaluated on a regular basis by management and is based upon management’s periodic review of the collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as morerelevant information becomes available. The allowance consists of allocated and general components. The allocated component relates to loans that are classified as impaired. For those loans that are classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. Under the Company’s allowance methodology, loans are first segmented into 1) those comprising large groups of homogeneous loans, which are collectively evaluated for impairment, and 2) all other loans which are individually evaluated.  Those loans in the second category are further segmented utilizing a defined grading system which involves categorizing loans by severity of risk based on conditions that may affectabout the ability of the borrowers to repayservice their debt such asas: current financial information, collateral valuations, historical payment experience, credit documentation, public information, and current trends.economic trends among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. This analysis is performed on all loans at origination, and is updated on a quarterly basis for loans risk rated Watch, Special Mention, Substandard, or Doubtful. In addition, lending relationships of $3 million or more, exclusive of any consumer or owner-occupied residential loan, are subject to an annual credit classification representanalysis which is prepared by the portionloan administration department and presented to a loan committee with appropriate lending authority. A sample of lending relationships in excess of $1 million (exclusive of single-family residential real estate loans) are subject to an independent loan review annually, in order to verify risk ratings. The Company uses the following definitions for risk ratings: Watch – Loans classified as watch exhibit weaknesses that require more than usual monitoring. Issues may include deteriorating financial condition, payments made after due date but within 30 days, adverse industry conditions or management problems. Special Mention – Loans classified as special mention exhibit signs of further deterioration but still generally make payments within 30 days. This is a transitional rating and loans should typically not be rated Special Mention for more than 12 months. Substandard – Loans classified as substandard possess weaknesses that jeopardize the ultimate collection of the portfolio subjectprincipal and interest outstanding. These loans exhibit continued financial losses, ongoing delinquency, overall poor -23- Table of Contents financial condition, and insufficient collateral. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful – Loans classified as doubtful have all the weaknesses of substandard loans, and have deteriorated to the greatest credit risk and where adjustmentslevel that there is a high probability of substantial loss. Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to the allowance for losses on loans as a result of provisions and charge offs are most likely to have a significant impact on operations. be Pass rated loans. A periodic review of selected credits (based on loan size and type) is conducted to identify loans with heightened risk or probable losses and to assign risk grades. The primary responsibility for this review rests with loan administration personnel. This review is supplemented with periodic examinations of both selected credits and the credit review process by the Company’s internal audit function and applicable regulatory agencies. The information from these reviews assists management in the timely identification of problems and potential problems and provides a basis for deciding whether the credit represents a probable losscontinues to share similar risk characteristics with collectively evaluated loan pools, or risk thatwhether credit losses for the loan should be recognized.evaluated on an individual loan basis. -24- Table of Contents The Company considers, asfollowing table presents the primary quantitative factorcredit risk profile of the Company’s loan portfolio (excluding loans in its allowance methodology, average net charge offs over the most recent twelve-month period.  The Company also reviews average net charge offs over the most recent five-year period. Aprocess and deferred loan is considered impaired when,fees) based on current informationrating category and events, it is probable that the scheduled paymentsyear of principal or interest will not be able to be collected when dueorigination as of December 31, 2020. This table includes PCD loans, which are reported according to risk categorization after acquisition based on the contractual termsCompany’s standards for such classification: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving ​ ​ ​ ​      2021      2020      2019      2018      2017      Prior      loans      Total Residential Real Estate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pass ​ $ 177,544 ​ $ 217,239 ​ $ 46,353 ​ $ 43,929 ​ $ 31,359 ​ $ 96,805 ​ $ 5,156 ​ $ 618,385 Watch ​   125 ​   121 ​   10,997 ​   — ​   96 ​   825 ​   — ​   12,164 Special Mention ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   4,714 ​   145 ​   226 ​   54 ​   57 ​   913 ​   — ​   6,109 Doubtful ​   — ​   — ​   — ​   — ​   — ​   32 ​   — ​   32 Total Residential Real Estate ​ $ 182,383 ​ $ 217,505 ​ $ 57,576 ​ $ 43,983 ​ $ 31,512 ​ $ 98,575 ​ $ 5,156 ​ $ 636,690 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Construction Real Estate ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ Pass ​ $ 54,966 ​ $ 50,216 ​ $ 7,812 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 112,994 Watch ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Special Mention ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Doubtful ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Total Construction Real Estate ​ $ 54,966 ​ $ 50,216 ​ $ 7,812 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 112,994 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial Real Estate ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ Pass ​ $ 158,927 ​ $ 198,979 ​ $ 128,221 ​ $ 138,403 ​ $ 81,442 ​ $ 106,507 ​ $ 31,017 ​ $ 843,496 Watch ​   4,025 ​   10,580 ​   9,541 ​   7,028 ​   14,245 ​   43 ​   891 ​   46,353 Special Mention ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   5,849 ​   4,187 ​   559 ​   134 ​   53 ​   1,045 ​   — ​   11,827 Doubtful ​   — ​   — ​   888 ​   — ​   — ​   — ​   — ​   888 Total Commercial Real Estate ​ $ 168,801 ​ $ 213,746 ​ $ 139,209 ​ $ 145,565 ​ $ 95,740 ​ $ 107,595 ​ $ 31,908 ​ $ 902,564 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consumer ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ Pass ​ $ 13,996 ​ $ 13,610 ​ $ 5,987 ​ $ 2,040 ​ $ 1,025 ​ $ 733 ​ $ 41,990 ​ $ 79,381 Watch ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Special Mention ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   51 ​   15 ​   — ​   37 ​   — ​   7 ​   99 ​   209 Doubtful ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Total Consumer ​ $ 14,047 ​ $ 13,625 ​ $ 5,987 ​ $ 2,077 ​ $ 1,025 ​ $ 740 ​ $ 42,089 ​ $ 79,590 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Commercial ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ Pass ​ $ 89,745 ​ $ 154,004 ​ $ 26,743 ​ $ 11,048 ​ $ 9,469 ​ $ 11,667 ​ $ 116,649 ​ $ 419,325 Watch ​   1,008 ​   124 ​   64 ​   — ​   — ​   — ​   1,069 ​   2,265 Special Mention ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   136 ​   1,574 ​   1,575 ​   10 ​   180 ​   5 ​   2,275 ​   5,755 Doubtful ​   — ​   — ​   — ​   — ​   — ​   — ​   — ​   — Total Commercial ​ $ 90,889 ​ $ 155,702 ​ $ 28,382 ​ $ 11,058 ​ $ 9,649 ​ $ 11,672 ​ $ 119,993 ​ $ 427,345 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Loans ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ ​   ​ Pass ​ $ 495,178 ​ $ 634,048 ​ $ 215,116 ​ $ 195,420 ​ $ 123,295 ​ $ 215,712 ​ $ 194,812 ​ $ 2,073,581 Watch ​   5,158 ​   10,825 ​   20,602 ​   7,028 ​   14,341 ​   868 ​   1,960 ​   60,782 Special Mention ​   ��� ​   — ​   — ​   — ​   — ​   — ​   — ​   — Substandard ​   10,750 ​   5,921 ​   2,360 ​   235 ​   290 ​   1,970 ​   2,374 ​   23,900 Doubtful ​   — ​   — ​   888 ​   — ​   — ​   32 ​   — ​   920 Total ​ $ 511,086 ​ $ 650,794 ​ $ 238,966 ​ $ 202,683 ​ $ 137,926 ​ $ 218,582 ​ $ 199,146 ​ $ 2,159,183 ​ At December 31, 2020, PCD loans comprised $3.2 million of credits rated “Pass”; $7.8 million of credits rated “Watch”; NaN rated “Special Mention”; $5.2 million of credits rated “Substandard”; and NaN rated “Doubtful”. -25- Table of Contents The following table presents the credit risk profile of the Company’s loan agreement. Factors considered by managementportfolio (excluding loans in determining impairmentprocess and deferred loan fees) based on rating category and payment activity as of June 30, 2020. This table includes PCI loans, which were reported according to risk categorization after acquisition based on the Company’s standards for such classification: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ ​ Residential ​ Construction ​ Commercial ​ ​ ​ ​ ​ (dollars in thousands)      Real Estate      Real Estate      Real Estate      Consumer      Commercial Pass ​ $ 620,004 ​ $ 103,105 ​ $ 829,276 ​ $ 80,517 ​ $ 457,385 Watch ​   1,900 ​   4,367 ​   45,262 ​   45 ​   4,708 Special Mention ​   0 ​   0 ​   403 ​   25 ​   0 Substandard ​   5,453 ​   0 ​   11,590 ​   180 ​   6,355 Doubtful ​   0 ​   0 ​   888 ​   0 ​   0 Total ​ $ 627,357 ​ $ 107,472 ​ $ 887,419 ​ $ 80,767 ​ $ 468,448 ​ At June 30, 2020, PCI loans comprised $5.9 million of credits rated “Pass”; $10.3 million of credits rated “Watch”, NaN rated “Special Mention”, $5.6 million of credits rated “Substandard” and NaN rated “Doubtful”. Past-due Loans. The following tables present the Company’s loan portfolio aging analysis (excluding loans in process and deferred loan fees) as of December 31 and June 30, 2020. These tables include payment status, collateral valuePCD and PCI loans, which are reported according to aging analysis after acquisition based on the probabilityCompany’s standards for such classification: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Greater Than ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Greater Than 90 ​ ​ 30-59 Days ​ 60-89 Days ​ 90 Days ​ Total ​ ​ ​ ​ Total Loans ​ Days Past Due (dollars in thousands)      Past Due      Past Due      Past Due      Past Due      Current      Receivable      and Accruing Real Estate Loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential ​ $ 383 ​ $ 944 ​ $ 1,298 ​ $ 2,625 ​ $ 634,065 ​ $ 636,690 ​ $ — Construction ​   — ​   — ​   — ​   — ​   112,994 ​   112,994 ​   — Commercial ​   923 ​   880 ​   616 ​   2,419 ​   900,145 ​   902,564 ​   — Consumer loans ​   486 ​   152 ​   227 ​   865 ​   78,725 ​   79,590 ​   — Commercial loans ​   1,269 ​   83 ​   394 ​   1,746 ​   425,599 ​   427,345 ​   — Total loans ​ $ 3,061 ​ $ 2,059 ​ $ 2,535 ​ $ 7,655 ​ $ 2,151,528 ​ $ 2,159,183 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ Greater Than ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Greater Than 90 ​ ​ 30-59 Days ​ 60-89 Days ​ 90 Days ​ Total ​ ​ ​ ​ Total Loans ​ Days Past Due (dollars in thousands)      Past Due      Past Due      Past Due      Past Due      Current      Receivable      and Accruing Real Estate Loans:   ​      ​      ​      ​      ​      ​      ​    Residential ​ $ 772 ​ $ 378 ​ $ 654 ​ $ 1,804 ​ $ 625,553 ​ $ 627,357 ​ $ 0 Construction ​   0 ​   0 ​   0 ​   0 ​   107,472 ​   107,472 ​   0 Commercial ​   641 ​   327 ​   1,073 ​   2,041 ​   885,378 ​   887,419 ​   0 Consumer loans ​   180 ​   53 ​   193 ​   426 ​   80,341 ​   80,767 ​   0 Commercial loans ​   93 ​   1,219 ​   810 ​   2,122 ​   466,326 ​   468,448 ​   0 Total loans ​ $ 1,686 ​ $ 1,977 ​ $ 2,730 ​ $ 6,393 ​ $ 2,165,070 ​ $ 2,171,463 ​ $ 0 ​ Under the CARES Act, financial institutions have the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of collecting scheduled principaltime to account for the effects of COVID-19. Loans with such modifications in effect at December 31, 2020, included $40.3 million in loans reported as current in the above table, none of which were past due. Loans with such modifications in effect at June 30, 2020, included $380.1 million in loans reported as current in the above table, while an additional $29,000 of consumer loans and interest payments when$1,000 in residential real estate loans with such modifications were reported as 30-59 days past due, and $66,000 of commercial loans with such modifications were reported as 60-89 days past due at such date. At December 31, and June 30, 2020 there were no PCD or PCI loans that were greater than 90 days past due. -26- Table of Contents Loans that experience insignificant payment delays and payment shortfalls generally are not adversely classified as impaired.or determined to not share similar risk characteristics with collectively evaluated pools of loans for determination of the ACL estimate. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed. Impairment is measured onSignificant payment delays or shortfalls may lead to a loan-by-loan basis for commercial and agricultural loans by either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s obtainable market price or the fair value of the collateral if thedetermination that a loan is collateral dependent. Groups of loans with similar risk characteristics are collectivelyshould be individually evaluated for impairment based onestimated credit losses. Collateral-dependent Loans. The following table presents the group’s historical loss experience adjusted for changes in trends, conditions and other relevant factors that affect repayment of the loans. Accordingly, individual consumer and residential loans are not separately identified for impairment measurements, unless such loans are the subject of a restructuring agreement due to financial difficulties of the borrower. The general component covers non-classifiedCompany’s collateral dependent loans and is based on historical charge-off experience and expected loss given the internal risk rating process. The loan portfolio is stratified into homogeneous groups of loans that possess similar loss characteristics and an appropriate loss ratio adjusted for qualitative factors is appliedrelated ACL at December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​      Amortized cost basis of           ​ ​ ​ loans determined to be ​ Related allowance ​ ​ collateral dependent ​ for credit losses (dollars in thousands)   ​      ​    Residential real estate loans   ​      ​    1- to 4-family residential loans ​ $ 904 ​ $ 232 Total loans ​ $ 904 ​ $ 232 ​ Impairment. Prior to the homogeneous poolsJuly 1, 2020, adoption of loans to estimate the incurred losses in the loan portfolio. -21- Included in the Company’s loan portfolio are certain loans accounted for in accordance with ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality. These loans were written down at acquisition to an amount estimated to be collectible. As a result, certain ratios regarding the Company’s loan portfolio and credit quality cannot be used to compare the Company to peer companies or to compare the Company’s current credit quality to prior periods. The ratios particularly affected by accounting under ASC 310-30 include the allowance for loan losses as a percentage of loans, nonaccrual loans, and nonperforming assets, and nonaccrual loans and nonperforming loans as a percentage of total loans. The following tables present the credit risk profile of the Company’s loan portfolio (excluding loans in process and deferred loan fees) based on rating category and payment activity as of December 31 and June 30, 2019. These tables include purchased credit impaired loans, which are reported according to risk categorization after acquisition based on the Company’s standards for such classification:   December 31, 2019     Residential     Construction     Commercial             (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial                               Pass $ 532,574   $ 96,814   $ 813,762   $ 101,258   $ 342,224 Watch   1,009     -     20,812     166     6,255 Special Mention   103     -     3,436     26     - Substandard   5,730     -     12,466     171     6,796 Doubtful   -     -     -     -     -      Total $ 539,416   $ 96,814   $ 850,476   $ 101,621   $ 355,275   June 30, 2019     Residential     Construction     Commercial             (dollars in thousands)   Real Estate     Real Estate     Real Estate     Consumer     Commercial Pass $ 482,869   $ 80,134   $ 802,479   $ 97,012   $ 341,069 Watch   1,236     -     21,693     170     7,802 Special Mention   103     -     3,463     26     - Substandard   7,784     -     13,142     291     7,003 Doubtful   -     -     -     35     -      Total $ 491,992   $ 80,134   $ 840,777   $ 97,534   $ 355,874 The above amounts include purchased credit impaired loans. At December 31, 2019, purchased credited impaired loans comprised $6.0 million of credits rated “Pass”; $10.6 million of credits rated “Watch”; none rated “Special Mention”; $7.5 million of credits rated “Substandard”; and none rated “Doubtful”. At June 30, 2019,  purchased credit impaired loans accounted for $6.9 million of credits rated “Pass”; $10.4 million of credits rated “Watch”; none rated “Special Mention”; $11.2 million of credits rated “Substandard”; and none rated “Doubtful”. Credit Quality Indicators.  The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends among other factors.  The Company analyzes loans individually by classifying the loans as to credit risk.  This analysis is performed on all loans at origination, and is updated on a quarterly basis for loans risk rated Special Mention, Substandard, or Doubtful.  In addition, lending relationships of $2 million or more, exclusive of any consumer or owner-occupied residential loan, are subject to an annual credit analysis which is prepared by the loan administration department and presented toASU 2016-13, a loan committee with appropriate lending authority. A sample of lending relationships in excess of $1 million (exclusive of single-family residential real estate loans) are subject to an independent loan review annually, in order to verify risk ratings.  The Company uses the following definitions for risk ratings: Watch – Loans classified as watch exhibit weaknesses that require more than usual monitoring. Issues may include deteriorating financial condition, payments made after due date but within 30 days, adverse industry conditions or management problems. Special Mention – Loans classified as special mention exhibit signs of further deterioration but still generally make payments within 30 days. This is a transitional rating and loans should typically not be rated Special Mention for more than 12 months -22- Substandard – Loans classified as substandard possess weaknesses that jeopardize the ultimate collection of the principal and interest outstanding. These loans exhibit continued financial losses, ongoing delinquency, overall poor financial condition, and insufficient collateral. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful – Loans classified as doubtful have all the weaknesses of substandard loans, and have deteriorated to the level that there is a high probability of substantial loss. Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be Pass rated loans. The following tables present the Company’s loan portfolio aging analysis (excluding loans in process and deferred loan fees) as of December 31 and June 30, 2019.  These tables include purchased credit impaired loans, which are reported according to aging analysis after acquisition based on the Company’s standards for such classification:   December 31, 2019                 Greater Than                       Greater Than 90     30-59 Days     60-89 Days     90 Days     Total           Total Loans     Days Past Due (dollars in thousands)   Past Due     Past Due     Past Due     Past Due     Current     Receivable     and Accruing Real Estate Loans:                                          Residential $ 1,457   $ 1,246   $ 1,442   $ 4,145   $ 535,271   $ 539,416   $ -  Construction   -     -     -     -     96,814     96,814     -  Commercial   576     296     3,020     3,892     846,584     850,476     - Consumer loans   475     136     173     784     100,837     101,621     1 Commercial loans   277     230     225     732     354,543     355,275     -  Total loans $ 2,785   $ 1,908   $ 4,860   $ 9,553   $ 1,934,049   $ 1,943,602   $ 1   June 30, 2019                 Greater Than                       Greater Than 90     30-59 Days     60-89 Days     90 Days     Total           Total Loans     Days Past Due (dollars in thousands)   Past Due     Past Due     Past Due     Past Due     Current     Receivable     and Accruing Real Estate Loans:                                          Residential $ 227   $ 1,054   $ 1,714   $ 2,995   $ 488,997   $ 491,992   $ -  Construction   -     -     -     -     80,134     80,134     -  Commercial   296     1     5,617     5,914     834,863     840,777     - Consumer loans   128     46     176     350     97,184     97,534     - Commercial loans   424     25     1,902     2,351     353,523     355,874     -  Total loans $ 1,075   $ 1,126   $ 9,409   $ 11,610   $ 1,854,701   $ 1,866,311   $ - At December 31, 2019 there were no purchased credit impaired loans that were greater than 90 days past due.  At June 30, 2019 there was one purchased credit impaired loan with net fair value of $3.1 million that was greater than 90 days past due. A loan is considered impaired, in accordance with the impairment accounting guidance (ASC 310-10-35-16), when based on current information and events, it iswas probable the Company willwould be unable to collect all amounts due from the borrower in accordance with the contractual terms of the loan. Impaired loans includeincluded nonperforming loans, as well as performing loans modified in troubled debt restructurings where concessions have beenwere granted to borrowers experiencing financial difficulties. These concessions could include a reduction in the interest rate on the loan, payment extensions, forgiveness of principal, forbearance or other actions intended to maximize collection. -23- The tablestable below presentpresents impaired loans (excluding loans in process and deferred loan fees) as of December 31 and June 30, 2019. These tables include purchased credit impaired loans. Purchased credit impaired2020. The table includes PCI loans are thoseat June 30, 2020 for which it was deemed probable, at acquisition, that the Company would be unable to collect all contractually required payments receivable. In an instance where, subsequent to the acquisition, the Company determinesdetermined it iswas probable, for a specific loan, that cash flows received willwould exceed the amount previously expected, the Company will recalculate the amount of accretable yield in order to recognize the improved cash flow expectation as additional interest income over the remaining life of the loan. These loans, however, will continuecontinued to be reported as impaired loans. In an instance where, subsequent to the acquisition, the Company determinesdetermined it is was -27- Table of Contents probable, for a specific loan, that cash flows received willwould be less than the amount previously expected, the Company willwould allocate a specific allowance under the terms of ASC 310-10-35. ​ December 31, 2019   Recorded     Unpaid Principal     Specific ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ ​ Recorded ​ Unpaid Principal ​ Specific (dollars in thousands)   Balance     Balance     Allowance      Balance      Balance      Allowance Loans without a specific valuation allowance:                 ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate $ 4,086   $ 4,322   $ - ​ $ 3,811 ​ $ 4,047 ​ $ — Construction real estate   1,295     1,340     - ​   1,277 ​   1,312 ​   — Commercial real estate   22,008     26,310     - ​   19,271 ​   23,676 ​   — Consumer loans   -     -     - ​ ​ — ​   — ​   — Commercial loans   6,813     8,073     - ​   5,040 ​   6,065 ​   — Loans with a specific valuation allowance:                 ​      ​      ​   ​ Residential real estate $ -   $ -   $ - ​ $ — ​ $ — ​ $ — Construction real estate   -     -     - ​   — ​   — ​   — Commercial real estate   -     -     - ​   — ​   — ​   — Consumer loans   -     -     - ​   — ​   — ​   — Commercial loans   -     -     - ​   — ​   — ​   — Total:                 ​      ​      ​      Residential real estate $ 4,086   $ 4,322   $ - ​ $ 3,811 ​ $ 4,047 ​ $ — Construction real estate $ 1,295   $ 1,340   $ - ​ $ 1,277 ​ $ 1,312 ​ $ — Commercial real estate $ 22,008   $ 26,310   $ - ​ $ 19,271 ​ $ 23,676 ​ $ — Consumer loans $ -   $ -   $ - ​ $ — ​ $ — ​ $ — Commercial loans $ 6,813   $ 8,073   $ - ​ $ 5,040 ​ $ 6,065 ​ $ —   June 30, 2019     Recorded     Unpaid Principal     Specific (dollars in thousands)   Balance     Balance     Allowance Loans without a specific valuation allowance:                  Residential real estate $ 5,104   $ 5,341   $ -  Construction real estate   1,330     1,419     -  Commercial real estate   26,410     31,717     -  Consumer loans   8     8     -  Commercial loans   6,999     9,187     - Loans with a specific valuation allowance:                  Residential real estate $ -   $ -   $ -  Construction real estate   -     -     -  Commercial real estate   -     -     -  Consumer loans   -     -     -  Commercial loans   -     -     - Total:                  Residential real estate $ 5,104   $ 5,341   $ -  Construction real estate $ 1,330   $ 1,419   $ -  Commercial real estate $ 26,410   $ 31,717   $ -  Consumer loans $ 8   $ 8   $ -  Commercial loans $ 6,999   $ 9,187   $ - ​ -24- The above amounts include purchased credit impaired loans. At December 31, 2019, purchased credit impairedJune 30, 2020, PCI loans comprised $24.1$21.8 million of impaired loans without a specific valuation allowance.  At June 30, 2019, purchased credit impaired loans comprised $28.5 million of impaired loans without a specific valuation allowance. The following tables present information regarding interest income recognized on impaired loans: ​   For the three-month period ended   December 31, 2019     Average       (dollars in thousands)   Investment in     Interest Income     Impaired Loans     Recognized Residential Real Estate $ 1,482   $ 22 Construction Real Estate   1,300     36 Commercial Real Estate   15,756     340 Consumer Loans   -     - Commercial Loans   5,760     121    Total Loans $ 24,298   $ 519   For the three-month period ended   December 31, 2018     Average       (dollars in thousands)   Investment in     Interest Income     Impaired Loans     Recognized Residential Real Estate $ 1,844   $ 28 Construction Real Estate   1,295     41 Commercial Real Estate   13,186     429 Consumer Loans   -     - Commercial Loans   3,356     102    Total Loans $ 19,681   $ 600   For the six-month period ended   December 31, 2019     Average       (dollars in thousands)   Investment in     Interest Income     Impaired Loans     Recognized Residential Real Estate $ 1,549   $ 45 Construction Real Estate   1,302     84 Commercial Real Estate   16,958     675 Consumer Loans   -     - Commercial Loans   5,904     214    Total Loans $ 25,713   $ 1,018   For the six-month period ended   December 31, 2018     Average       (dollars in thousands)   Investment in     Interest Income     Impaired Loans     Recognized Residential Real Estate $ 2,300   $ 61 Construction Real Estate   1,295     142 Commercial Real Estate   11,327     799 Consumer Loans   -     - Commercial Loans   3,054     718    Total Loans $ 17,976   $ 1,720 ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three-month period ended ​ ​ December 31, 2019 ​ ​ Average ​ ​ ​ ​ ​ Investment in ​ Interest Income (dollars in thousands)      Impaired Loans      Recognized Residential Real Estate ​ $ 1,482 ​ $ 22 Construction Real Estate ​   1,300 ​   36 Commercial Real Estate ​   15,756 ​   340 Consumer Loans ​   — ​   — Commercial Loans ​   5,760 ​   121 Total Loans ​ $ 24,298 ​ $ 519 -25-​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the six-month period ended ​ ​ December 31, 2019 ​ ​ Average ​ ​ ​ ​ ​ Investment in ​ Interest Income (dollars in thousands)      Impaired Loans      Recognized Residential Real Estate   $ 1,549   $ 45 Construction Real Estate ​ ​ 1,302 ​ ​ 84 Commercial Real Estate ​ ​ 16,958 ​ ​ 675 Consumer Loans ​ ​ — ​ ​ — Commercial Loans ​ ​ 5,904 ​ ​ 214 Total Loans   $ 25,713   $ 1,018 ​ Interest income on impaired loans recognized on a cash basis in the three- and six- month periods ended December 31, 2019, and 2018, was immaterial. For the three- and six- month periods ended December 31, 2019, the amount of interest income -28- Table of Contents recorded for impaired loans that represented a change in the present value of cash flows attributable to the passage of time was approximately $79,000 and $163,000, as compared to $144,000$163,000. Nonaccrual Loans. The following table presents the Company’s amortized cost basis of nonaccrual loans segmented by class of loans at December 31 and $1.1 million,June 30, 2020. The table excludes performing TDRs. ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)      December 31, 2020      June 30, 2020 Residential real estate ​ $ 4,140 ​ $ 4,010 Construction real estate ​   0 ​   0 Commercial real estate ​   2,841 ​   3,106 Consumer loans ​   227 ​   196 Commercial loans ​   1,122 ​   1,345 Total loans ​ $ 8,330 ​ $ 8,657 ​ At December 31, 2020, there were no nonaccrual loans individually evaluated for which no ACL was recorded. Interest income recognized on nonaccrual loans in the three- and six- month periods ended December 31, 2018.2020 and 2019, was immaterial. The following table presentsTroubled Debt Restructurings. Prior to the Company’s nonaccrualJuly 1, 2020, adoption of ASU 2016-13, loans at December 31 and June 30, 2019. Purchased credit impaired loans are placed on nonaccrual status in the event the Company cannot reasonably estimate cash flows expected to be collected.  The table excludes performing troubled debt restructurings. (dollars in thousands)   December 31, 2019     June 30, 2019 Residential real estate $ 4,397   $ 6,404 Construction real estate   -     - Commercial real estate   5,212     10,876 Consumer loans   179     309 Commercial loans   631     3,424      Total loans $ 10,419   $ 21,013 The above amounts include purchased credit impaired loans.  At December 31, 2019 thererestructured as TDRs were no purchased credit impaired loans on nonaccrual.  At June 30, 2019, purchased credit impaired loans comprised $4.1 million of nonaccrual loans. Includedincluded in certain loan categories in theclassified as impaired loans, are troubled debt restructurings (TDRs), where economic concessions have been granted to borrowers who have experienced financial difficulties. Subsequent to the adoption of ASU 2016-13, TDRs are evaluated to determine whether they share similar risk characteristics with collectively evaluated loan pools, or must be individually evaluated. These concessions typically result from our loss mitigation activities, and could include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance, or other actions. In general, the Company’s loans that have been subject to classification as TDRs are the result of guidance under ASU No. 2011-02, which indicates that the Company may not consider the borrower’s effective borrowing rate on the old debt immediately before the restructuring in determining whether a concession has been granted. Certain TDRs are classified as nonperforming at the time of restructuring and typically are returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period of at least six months. WhenDuring the six- month period ended December 31, 2020, certain loans and leases are modified into a TDR,were classified as TDRs. During the Company evaluates any possible impairment similar to other impaired loans based on the present value of expected future cash flows, discounted at the contractual interest rate of the original loan or lease agreement,three- month periods ended December 31, 2020, and uses the current fair value of the collateral, less selling costs, for collateral dependent loans. If the Company determines that the value of the modified loan is less than the recorded investment in the loan (net of previous charge-offs, deferred loan fees or costs, and unamortized premium or discount), impairment is recognized through an allowance estimate or a charge-off to the allowance. In periods subsequent to modification, the Company evaluates all TDRs, including those that have payment defaults, for possible impairment and recognizes impairment through the allowance. During the three- and six- month periods ended December 31, 2019, and 2018, certainthere were no loans modified were classified as TDRs. They are shown, segregated by class, in the table below: ​     For the three-month periods ended     December 31, 2019     December 31, 2018 (dollars in thousands)   Number of     Recorded     Number of     Recorded modifications     Investment     modifications     Investment Residential real estate   -   $ -     1   $ 707 Construction real estate   -     -     -     - Commercial real estate   -     -     4     962 Consumer loans   -     -     -     - Commercial loans   -     -     1     20    Total   -   $ -     6   $ 1,689 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three-month periods ended ​ ​ December 31, 2020 ​ December 31, 2019 ​ ​ Number of ​ Recorded ​ Number of ​ Recorded (dollars in thousands)      modifications      Investment      modifications      Investment Residential real estate   0 ​ $ 0   0 ​ $ 0 Construction real estate   0 ​   0   0 ​   0 Commercial real estate   0 ​   0   0 ​   0 Consumer loans   0 ​   0   0 ​   0 Commercial loans   0 ​   0   0 ​   0 Total   0 ​ $ 0   0 ​ $ 0 -26-​ -29- Table of Contents   For the six-month periods ended   December 31, 2019     December 31, 2018 (dollars in thousands)   Number of     Recorded     Number of     Recorded modifications     Investment     modifications     Investment Residential real estate   -   $ -     1   $ 707 Construction real estate   -     -     -     - Commercial real estate   -     -     7     2,264 Consumer loans   -     -     -     - Commercial loans   -     -     2     89    Total   -   $ -     10   $ 3,060 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the six-month periods ended ​ ​ December 31, 2020 ​ December 31, 2019 ​ ​ Number of ​ Recorded ​ Number of ​ Recorded (dollars in thousands)      modifications      Investment      modifications      Investment Residential real estate   1   $ 96   0   $ 0 Construction real estate   0 ​ ​ 0   0 ​ ​ 0 Commercial real estate   2 ​ ​ 1,798   0 ​ ​ 0 Consumer loans   0 ​ ​ 0   0 ​ ​ 0 Commercial loans   1 ​ ​ 33   0 ​ ​ 0 Total   4   $ 1,927   0   $ 0 ​ Performing loans classified as TDRs and outstanding at December 31 and June 30, 2019,2020, segregated by class, are shown in the table below. Nonperforming TDRs are shown as nonaccrual loans. ​   December 31, 2019   June 30, 2019   Number of     Recorded   Number of     Recorded ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​ June 30, 2020 ​ ​ Number of ​ Recorded ​ Number of ​ Recorded (dollars in thousands)   modifications     Investment   modifications     Investment      modifications      Investment      modifications      Investment Residential real estate 9   $ 967   10   $ 1,130   3 ​ $ 1,014   3 ​ $ 791 Construction real estate   -     -   -     -   — ​   —   — ​   — Commercial real estate   16     7,884   20     6,529   7 ​   3,907   10 ​   4,544 Consumer loans   -     -   -     -   — ​   —   — ​   — Commercial loans   10     5,963   10     5,630   8 ​   2,976   7 ​   3,245 Total   35   $ 14,814   40   $ 13,289   18 ​ $ 7,897   20 ​ $ 8,580 ​ Residential Real Estate Foreclosures. The Company may obtain physical possession of real estate collateralizing a residential mortgage loan or home equity loan via foreclosure or in-substance repossession. As of December 31, and June 30, 2019,2020, the carrying value of foreclosed residential real estate properties as a result of obtaining physical possession was $823,000$695,000 and $752,000,$563,000, respectively. In addition, as of December 31, and June 30, 2019,2020, the Company had residential mortgage loans and home equity loans with a carrying value of $516,000$610,000 and $493,000,$435,000, respectively, collateralized by residential real estate property for which formal foreclosure proceedings were in process. Note 5: Accounting for CertainPurchased Credit Deteriorated Loans Acquired. Prior to the July 1, 2020, adoption of ASU 2016-13, loans acquired in a Transfer During the fiscal years ended June 30, 2011, 2015, 2017, and 2019, the Company acquired certain loans which evidenced deteriorationan acquisition that had evidence of credit quality since origination and for which it was probable at acquisition, that the Company would be unable to collect all contractually required payments would not be collected. Loans purchased with evidencereceivable were considered PCI. Subsequent to the July 1, 2020, adoption of ASU 2016-13, loans acquired in a business combination that have experienced more-than-insignificant deterioration in credit deteriorationquality since origination and for which it is probable that all contractually required payments will not be collected are considered PCD loans. All loans considered to be credit impaired. Evidence of credit quality deterioration as of the purchase date may include information such as past-due and nonaccrual status, borrower credit scores and recent loanPCI prior to value percentages. Purchased credit-impaired loans are accounted for under the accounting guidance for loans and debt securities acquired with deteriorated credit quality (ASC 310-30) and initially measured at fair value, which includes estimated future credit losses expectedJuly 1, 2020, were converted to be incurred over the life of the loan. Accordingly, an allowance for credit losses related to these loans is not carried over and recorded at the acquisitionPCD on that date. Management estimated the cash flows expected to be collected at acquisition using the Bank’s internal risk models, which incorporate the estimate of current key assumptions, such as default rates, severity and prepayment speeds. -27- The carrying amount of those$21.8 million in PCI loans iswas included in the balance sheet amountsamount of loans receivable at June 30, 2020, with no associated ACL. In accordance with ASU 2016-13, the Company did not reassess whether the PCI loans met the criteria of PCD loans as of the adoption date. The amortized cost of the PCD loans were adjusted to reflect the addition of $434,000 to the ACL. PCD loans receivable, net of ACL, totaling $16.3 million were included in the balance sheet amount of loans receivable at December 31, and June 30, 2019. The amount of these loans is shown below:   (dollars in thousands)   December 31, 2019     June 30, 2019 Residential real estate $ 1,532   $ 1,921 Construction real estate   1,340     1,397 Commercial real estate   19,733     24,669 Consumer loans   -     - Commercial loans   7,349     8,381      Outstanding balance $ $29,954   $ $36,368     Carrying amount, net of fair value adjustment of     $5,844 and $7,821 at December 31, 2019 and       June 30, 2019, respectively    $ $24,110   $ $28,547 Accretable yield, or income expected to be collected, is as follows:   For the three-month period ended (dollars in thousands)   December 31, 2019     December 31, 2018 Balance at beginning of period $ 183   $ 305  Additions   -     102  Accretion   (79)     (144)  Reclassification from nonaccretable difference   83     108  Disposals   -     - Balance at end of period $ 187   $ 371   For the six-month period ended (dollars in thousands)   December 31, 2019     December 31, 2018 Balance at beginning of period $ 220   $ 589  Additions   -     102  Accretion   (163)     (1,089)  Reclassification from nonaccretable difference   130     973  Disposals   -     (204) Balance at end of period $ 187   $ 371 2020. During the three- and six- monthsix-month periods ended December 31, 20192020, and during the same periods of the prior fiscal year, the Company had 0 increases to the ALLL or ACL by a charge to the income statement related to PCI or PCD loans. During the three- and six-month periods ended December 31, 2018, the Company did not increase or reverse the allowance for loan losses2020, an ACL of $209,000 related to these purchased credit impaired loans.loans was reversed, while 0 ALLL related to these loans was reversed during the same periods of the prior fiscal year. ​ -30- Table of Contents Note 6:5:  Premises and Equipment Following is a summary of premises and equipment: ​       ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)   December 31, 2019     June 30, 2019      December 31, 2020      June 30, 2020 Land $ 12,404   $ 12,414 ​ $ 12,480 ​ $ 12,585 Buildings and improvements   54,561     54,304 ​   56,789 ​   56,039 Construction in progress   973     466 ​   248 ​   435 Furniture, fixtures, equipment and software   17,588     16,514 ​   18,471 ​   18,109 Automobiles   107     107 ​   120 ​   120 Operating leases right of use assets   1,988     -   87,621     83,805 Operating leases ROU asset ​   1,926 ​   1,965 ​ ​   90,034 ​   89,253 Less accumulated depreciation   22,615     21,078 ​   26,064 ​   24,147 $ $65,006   $ $62,727 ​ ​ $ 63,970 ​ $ 65,106 ​ Leases. The Company adopted ASU 2016-02, Leases (Topic 842), on July 1, 2019, using the modified retrospective transition approach whereby comparative periods were not restated. The Company also elected certain relief options under the ASU, including the option not to recognize right of use (“ROU”) asset and lease liabilities that arise from short-term leases (leases with terms of twelve months or less). The Company has five5 leased properties and numerous office equipment lease agreements in which it is the lessee, with lease terms exceeding twelve months. -28- Adoption of this ASU resulted in the Company recognizing a ROU asset and corresponding lease liability of $437,000, while entry into a new operating lease agreement during the three-month period ended September 30, 2019, resulted in the recognition of a ROU asset and corresponding lease liability of $1.6 million. All of the leases are classified as operating leases, and therefore, were previously not recognized on the Company’s consolidated balance sheets. With the adoption of ASU 2016-02, these operating leases are now included as a ROU asset in the premises and equipment line item on the Company’s consolidated balance sheets. The corresponding lease liability is included in the accounts payable and other liabilities line item on the Company’s consolidated balance sheets. Because these leases are classified as operating leases, the adoption of the new standard did not have a material effect on lease expense on the Company’s consolidated statements of income. ASU 2016-02 also requires certain other accounting elections. The Company elected the short-term lease recognition exemption for all leases that qualify, meaning those with terms under twelve months. ROU assets or lease liabilities are not to be recognized for short-term leases. The calculated amount of the ROU assets and lease liabilities in the table below are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. The Company’s lease agreements often include one or more options to renew at the Company’s discretion. If at lease inception, the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the ROU asset and lease liability. Regarding the discount rate, the ASU requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely -31- Table of Contents determinable, the Company utilizes its incremental borrowing rate at lease inception over a similar term. The discount rate utilized was 5%. The expected lease terms range from 18 months to 20 years. ​ ​ ​ ​ ​ ​ ​ ​ ​      December 31, 2020      June 30, 2020 Consolidated Balance Sheet   ​      ​    Operating leases right of use asset ​ $ 1,926 ​ $ 1,965 Operating leases liability ​ $ 1,926 ​ $ 1,965 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      Three Months Ended December 31, ​ Six Months Ended December 31, ​ ​ 2020 ​ 2019 ​ 2020   2019 Consolidated Statement of Income   ​      ​    ​ ​ ​ ​ ​ ​ Operating lease costs classified as occupancy and equipment expense ​ $ 63 ​ $ 52 ​ $ 135 ​ $ 109 (includes short-term lease costs) ​      ​      ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental disclosures of cash flow information ​      ​      ​ ​ ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities: ​      ​      ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 58 ​ $ 39 ​ $ 126 ​ $ 78 ROU assets obtained in exchange for operating lease obligations: ​ $ — ​ $ — ​ $ — ​ $ 2,004 ​     At or For the     Six Months Ended (dollars in thousands)   December 31, 2019 Consolidated Balance Sheet     Operating leases right of use asset $ 1,988 Operating leases liability $ 1,988       Consolidated Statement of Income     Operating lease costs classified as occupancy and equipment expense $ 109     (includes short-term lease costs)           Supplemental disclosures of cash flow information     Cash paid for amounts included in the measurement of lease liabilities:         Operating cash flows from operating leases $ 78 ROU assets obtained in exchange for operating lease obligations: $ 2,004 For the three- and six- month periods ended December 31, 2019, lease expense was $52,000 and $109,000, respectively, and was $51,000 and $129,000 for the three- and six- month periods ended December 31, 2018, respectively.  At December 31, 2019,2020, future expected lease payments for leases with terms exceeding one year were as follows: ​ ​ ​ ​ ​ (dollars in thousands)             ​ 2020 $ 77 2021   269 ​ $ 134 2022   243 ​   243 2023   243 ​   243 2024   243 ​   243 2025   243 ​   242 Thereafter   1,599 ​   2,229 Future lease payments expected $ $2,917 ​ $ 3,334 ​ The Company leases facilities it owns or portions of facilities it owns to other third parties. The Company has determined that all of these lease agreements, in terms of being the lessor, are classified as operating leases. For the three- and six- month periods ended December 31, 2020, income recognized from these lessor agreements was $81,000 and $156,000, respectively. For the three- and six- month periods ended December 31, 2019, income recognized from these lessor agreements was $80,000 and $162,000, respectively, and respectively. Income from lessor agreements was included in net occupancy and equipment expense.expense. ​ -32- -29-Table of Contents Note 7:6:  Deposits Deposits are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)   December 31, 2019     June 30, 2019      December 31, 2020      June 30, 2020 Non-interest bearing accounts $ 223,604   $ 218,889 ​ $ 337,736 ​ $ 316,048 NOW accounts   658,073   639,219 ​   868,456 ​   781,937 Money market deposit accounts   204,143   188,355 ​   238,333 ​   231,162 Savings accounts   166,140   167,973 ​   198,388 ​   181,229 Certificates   662,654   679,259 ​   622,174 ​   674,471 Total Deposit Accounts $ 1,914,614   $ 1,893,695 ​ $ 2,265,087 ​ $ 2,184,847 ​ ​ Note 8:7:  Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share: ​   Three months ended     Six months ended   December 31,     December 31,     2019     2018       2019     2018                       (dollars in thousands except per share data)                         Net income $ 7,717   $ 7,454     $ 15,545   $ 14,254                           Average Common shares – outstanding basic   9,202,052     9,136,873       9,217,155     9,066,597 Stock options under treasury stock method   10,847     11,860       9,675     12,342 Average Common shares – outstanding diluted   9,212,899     9,148,733       9,226,830     9,078,939                           Basic earnings per common share $ 0.84   $ 0.82     $ 1.69   $ 1.57 Diluted earnings per common share $ 0.84   $ 0.81     $ 1.68   $ 1.57 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended   Six months ended ​ ​ December 31,    December 31,  ​      2020      2019      2020      2019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands except per share data)   ​      ​    ​ ​ ​ ​ ​ ​ Net income ​ $ 12,048 ​ $ 7,717 ​ $ 22,033 ​ $ 15,545 Less: distributed earnings allocated to participating securities ​   (4) ​   — ​   (8) ​   — Less: undistributed earnings allocated to participating securities ​   (30) ​   — ​   (56) ​   — Net income available to common shareholders ​ $  12,014 ​ $  7,717 ​ $  21,969 ​ $  15,545 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares outstanding, including participating securities ​   9,089,735 ​   9,232,257 ​   9,108,301 ​   9,232,257 Less: weighted-average participating securities outstanding (restricted shares) ​   (25,410) ​   — ​   (26,335) ​   — Weighted-average basic common shares outstanding ​   9,064,325 ​   9,232,257 ​   9,081,966 ​   9,232,257 Add: effect of dilutive securities, stock options, and awards ​   2,909 ​   — ​   2,220 ​   — Denominator for diluted earnings per share ​ ​ 9,067,234 ​ ​ 9,232,257 ​ ​ 9,084,186 ​ ​ 9,232,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share available to common stockholders ​ $ 1.33 ​ $ 0.84 ​ $ 2.42 ​ $ 1.69 Diluted earnings per share available to common stockholders ​ $ 1.32 ​ $ 0.84 ​ $ 2.42 ​ $ 1.68 ​ AtOptions outstanding at December 31, 2020 and 2019, no options outstanding had an exercise priceto purchase 50,500, and 13,500 shares of common stock, respectively, were not included in excessthe computation of diluted earnings per common share for each of the three- and six- month periods because the exercise prices of such options were greater than the average market price.  Atprices of the common stock for the three- and six- months ended December 31, 2018, 13,500 options outstanding had an exercise price in excess of the market price.   2020 and 2019, respectively. Note 9:8: Income Taxes The Company and its subsidiary filessubsidiaries file income tax returns in the U.S. Federal jurisdiction and various states. The Company is no longer subject to federal and state examinations by tax authorities for tax years ending June 30, 2015 and before. The Company recognized no0 interest or penalties related to income taxes. -33- Table of Contents The Company’s income tax provision is comprised of the following components: ​   For the three-month period ended   For the six-month periods ended (dollars in thousands)   December 31, 2019     December 31, 2018     December 31, 2019     December 31, 2018 Income taxes                        Current $ 1,915   $ 3,368   $ 3,884   $ 5,029  Deferred   6     (1,566)     12     (1,560) Total income tax provision $ 1,921   $ 1,802   $ 3,896   $ 3,469 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      For the three-month periods ended      For the six-month periods ended (dollars in thousands) ​ December 31, 2020 ​ December 31, 2019 ​ December 31, 2020 ​ December 31, 2019 Income taxes   ​      ​    ​ ​      ​    Current ​ $ 3,139 ​ $ 1,915 ​ $ 5,903 ​ $ 3,884 Deferred ​   14 ​   6 ​   (3) ​   12 Total income tax provision ​ $ 3,153 ​ $ 1,921 ​ $ 5,900 ​ $ 3,896 -30-​ The components of net deferred tax assets (included in other assets on the condensed consolidated balance sheet) are summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)   December 31, 2019     June 30, 2019      December 31, 2020      June 30, 2020 Deferred tax assets:           ​      ​    Provision for losses on loans $ 4,873   $ 4,601 ​ $ 8,309 ​ $ 5,802 Accrued compensation and benefits   567   692 ​   607 ​   825 NOL carry forwards acquired   174   199 ​   123 ​   149 Minimum Tax Credit   130   130 ​   0 ​   130 Unrealized loss on other real estate   51   134 ​   170 ​   257 Purchase accounting adjustments   -   255 Losses and credits from LLC's   1,100   1,206 Other ​   0 ​   26 Total deferred tax assets   6,895     7,217 ​   9,209 ​   7,189         ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities:         ​   ​ ​   ​ Purchase accounting adjustments   164   - ​   165 ​   64 Depreciation   1,411   1,749 ​   1,664 ​   1,665 FHLB stock dividends   120   120 ​   120 ​   120 Prepaid expenses   238   313 ​   255 ​   259 Unrealized gain on available for sale securities   477   364 ​   1,195 ​   1,265 Other   -   61 ​   39 ​   104 Total deferred tax liabilities   2,410     2,607 ​   3,438 ​   3,477         ​ ​ ​ ​ ​ ​ ​ Net deferred tax asset $ 4,485   $ $4,610 ​ $ 5,771 ​ $ 3,712 ​ As of December 31, 20192020, the Company had approximately $963,000$675,000 and $1.7 million$119,000 in federal and state net operating loss carryforwards, respectively, which were acquired in the July 2009 acquisition of Southern Bank of Commerce, the February 2014 acquisition of Citizens State Bankshares of Bald Knob, Inc., and the August 2014 acquisition of Peoples Service Company.Company, and the June 2017 acquisition of Tammcorp, Inc. The amount reported is net of the IRC Sec. 382 limitation, or state equivalent, related to utilization of net operating loss carryforwards of acquired corporations. Unless otherwise utilized, the net operating losses will begin to expire in 2027. -34- Table of Contents A reconciliation of income tax expense at the statutory rate to the Company’s actual income tax expense is shown below: ​ For the three-month periods ended   For the six-month periods ended ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      For the three-month periods ended      For the six-month periods ended (dollars in thousands) December 31, 2019   December 31, 2018   December 31, 2019   December 31, 2018 ​ December 31, 2020      December 31, 2019      December 31, 2020 ​ December 31, 2019 Tax at statutory rate $ 2,024   $ 1,944   $ $4,083   $ 3,722 ​ $ 3,192 ​ $ 2,024 ​ $ 5,866 ​ $ 4,083 Increase (reduction) in taxes resulting from:                       ​   ​ ​   ​ ​   ​ ​   ​ Nontaxable municipal income   (113)     (77)     (226)     (149) ​   (108) ​   (113) ​   (211) ​   (226) State tax, net of Federal benefit   87     101     196     224 ​   261 ​   87 ​   502 ​   196 Cash surrender value of Bank-owned life insurance   (53)     (125)     (106)     (176) ​   (205) ​   (53) ​   (263) ​   (106) Tax credit benefits   (4)     (68)     (6)     (136) ​   (5) ​   (4) ​   (9) ​   (6) Other, net   (20)     27     (45)     (16) ​   18 ​   (20) ​   15 ​   (45) Actual provision $ 1,921   $ 1,802   $ 3,896   $ 3,469 ​ $ 3,153 ​ $ 1,921 ​ $ 5,900 ​ $ 3,896 ​ For the three- and six- month periods ended December 31, 20192020 and December 31, 2018,2019, income tax expense at the statutory rate was calculated using a 21% annual effective tax rate (AETR). Tax credit benefits are recognized under the deferral method of accounting for investments in tax credits. -31-​ Note 10:9:  401(k) Retirement Plan The Bank has a 401(k) retirement plan that covers substantially all eligible employees. The Bank made a safe harbor“safe harbor” matching contribution to the Plan of up to 4% of eligible compensation, depending upon the percentage of eligible pay deferred into the plan by the employee, and also made additional, discretionary profit-sharing contributions for fiscal 2019;2020; for fiscal 2020,2021, the Company has maintained the safe harbor matching contribution of up to 4%, and expects to continue to make additional, discretionary profit-sharing contributions. During the three- and six- month periods ended December 31, 2019,2020, retirement plan expenses recognized for the Plan totaled approximately $343,000$413,000 and $724,000,$869,000, respectively, as compared to $293,000$343,000 and $634,000,$724,000, respectively, for the same period of the prior fiscal year. Employee deferrals and safe harbor contributions are fully vested. Profit-sharing or other contributions vest over a period of five years. Note 11:10:  Subordinated Debt In March 2004, the Company established Southern Missouri Statutory Trust I issued $7.0 million ofas a statutory business trust, to issue Floating Rate Capital Securities (the “Trust Preferred Securities”) with a liquidation value of $1,000 per share in March 2004.. The securities are duemature in 30 years,2034, became redeemable after five years, and bear interest at a floating rate based on LIBOR. At December 31, 2019, the current rate was 4.65%. The securities represent undivided beneficial interests in the trust, which was established by the Company for the purpose of issuing the securities. The Trust Preferred Securities were sold in a private transaction exempt from registration under the Securities Act of 1933, as amended (the “Act”) and have not been registered under the Act. The securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Southern Missouri Statutory Trust I used the proceeds from the sale of the Trust Preferred Securities to purchase Junior Subordinated Debentures (the “Debentures”) of the Company.Company which have terms identical to the Trust Preferred Securities. At December 31, 2020, the Debentures carries an interest rate of 2.98%. The balance of the Debentures outstanding was $7.2 million at December 31, and June 30, 2020. The Company used its net proceeds for working capital and investment in its subsidiaries. In connection with its October 2013 acquisition of Ozarks Legacy Community Financial, Inc. (OLCF), the Company assumed $3.1 million in floating rate junior subordinated debt securities. The debt securities had been issued in June 2005 by OLCF in connection with the sale of trust preferred securities, bear interest at a floating rate based on LIBOR, are now redeemable at par, and mature in 2035. At December 31, 2019,2020, the current rate was 4.34%2.67%. The carrying value of the debt securities was approximately $2.7 million at December 31, 2019 and $2.6 million at June 30, 2019. 2020. In connection with its August 2014 acquisition of Peoples Service Company, Inc. (PSC), the Company assumed $6.5 million in floating rate junior subordinated debt securities. The debt securities had been issued in 2005 by PSC’s subsidiary bank holding company, Peoples Banking Company, in connection with the sale of trust preferred securities, bear interest at a floating rate based on LIBOR, are now redeemable at par, and mature in 2035. At December 31, 2019, 2020, -35- Table of Contents the current rate was 3.69%2.02%. The carrying value of the debt securities was approximately $5.2$5.3 million at December 31, and June 30, 2019.2020. The Company’s investment at a face amount of $505,000 in these trusts is included with Prepaid Expenses and Other Assets in the consolidated balance sheets, and is carried at a value of $457,000 at December 31, 2020. ​ Note 12:11:  Fair Value Measurements ASC Topic 820, Fair Value Measurements, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Topic 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1Quoted prices in active markets for identical assets or liabilities Level 2Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in active markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities Level 3Unobservable inputs supported by little or no market activity that are significant to the fair value of the assets or liabilities -32- Recurring Measurements.The following table presents the fair value measurements of assets  recognized in the accompanying consolidated balance sheets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at December 31 2019 and June 30, 2019:2020: ​ Fair Value Measurements at December 31, 2019, Using:         Quoted Prices in Active Markets for Identical Assets     Significant Other Observable Inputs     Significant Unobservable Inputs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at December 31, 2020, Using: ​ ​ ​ ​ ​ Quoted Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active Markets for ​ Significant Other ​ Significant ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Unobservable Inputs (dollars in thousands)   Fair Value     (Level 1)     (Level 2)     (Level 3)      Fair Value      (Level 1)      (Level 2)      (Level 3) U.S. government sponsored enterprises (GSEs) $ 3,295   $ -   $ 3,295   $ - State and political subdivisions   42,238     -     42,238     - ​ $ 48,474 ​ $ 0 ​ $ 48,474 ​ $ 0 Other securities   5,023     -     5,023     - ​   15,309 ​   0 ​   15,309 ​   0 Mortgage-backed GSE residential   125,287     -     125,287     - ​   117,363 ​   0 ​   117,363 ​   0 ​ Fair Value Measurements at June 30, 2019, Using:         Quoted Prices in Active Markets for Identical Assets     Significant Other Observable Inputs     Significant Unobservable Inputs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at June 30, 2020, Using: ​ ​ ​ ​ ​ Quoted Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active Markets for  ​ Significant Other ​ Significant ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Unobservable Inputs (dollars in thousands)   Fair Value     (Level 1)     (Level 2)     (Level 3)      Fair Value      (Level 1)      (Level 2)      (Level 3) U.S. government sponsored enterprises (GSEs) $ 7,270   $ -   $ 7,270   $ - State and political subdivisions   42,783     -     42,783     - ​ $ 41,988 ​ $ 0 ​ $ 41,988 ​ $ 0 Other securities   5,053     -     5,053     - ​   7,624 ​   0 ​   7,624 ​   0 Mortgage-backed GSE residential   110,429     -     110,429     - ​   126,912 ​   0 ​   126,912 ​   0 ​ Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. Available-for-sale Securities.When quoted market prices are available in an active market, securities are classified within Level 1. The Company does not have Level 1 securities. If quoted market prices are not available, then fair values are estimated using pricing models, or quoted prices of securities with similar characteristics. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things.  Level 2 securities include U.S. Government-sponsored enterprises, state and political subdivisions, other securities, mortgage-backed GSE residential securities and mortgage-backed other U.S. Government agencies. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. -36- -33-Table of Contents Nonrecurring Measurements.The following tables present the fair value measurement of assets measured at fair value on a nonrecurring basis and the level within the ASC 820 fair value hierarchy in which the fair value measurements fell at December 31, and June 30, 2019:2020: ​ Fair Value Measurements at December 31 , 2019, Using:         Quoted Prices     Significant               in Active     Other     Significant         Markets for     Observable     Unobservable         Identical Assets     Inputs     Inputs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at December 31, 2020, Using: ​ ​ ​ ​ ​ Quoted Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active Markets for ​ Significant Other ​ Significant ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Unobservable Inputs (dollars in thousands)   Fair Value     (Level 1)     (Level 2)     (Level 3)      Fair Value      (Level 1)      (Level 2)      (Level 3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreclosed and repossessed assets held for sale $ 553   $ -   $ -   $ 553 ​ $ 607 ​ $ 0 ​ $ 0 ​ $ 607                       ​ Fair Value Measurements at June 30, 2019, Using:         Quoted Prices     Significant               in Active     Other     Significant         Markets for     Observable     Unobservable         Identical Assets     Inputs     Inputs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at June 30, 2020, Using: ​ ​ ​ ​ ​ Quoted Prices in ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Active Markets for ​ Significant Other ​ Significant ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Unobservable Inputs (dollars in thousands)   Fair Value     (Level 1)     (Level 2)     (Level 3)      Fair Value      (Level 1)      (Level 2)      (Level 3)                       ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreclosed and repossessed assets held for sale $ 2,430   $ -   $ -   $ 2,430 ​ $ 2,211 ​ $ 0 ​ $ 0 ​ $ 2,211                       ​ The following table presents gains and (losses)losses recognized on assets measured on a non-recurring basis for the six-monththree-month periods ended December 31, 20192020 and 2018:2019: ​   For the six months ended ​ ​ ​ ​ ​ ​ ​ ​      For the three months ended (dollars in thousands)     December 31, 2019     December 31, 2018 ​ December 31, 2020 ​ December 31, 2019 Foreclosed and repossessed assets held for sale   $ (96)   $ (222) ​ $ (24) ​ $ (96) Total (losses) gains on assets measured on a non-recurring basis $ (96)   $ (222) Total losses on assets measured on a non-recurring basis ​ $ (24) ​ $ (96) ​ The following is a description of valuation methodologies and inputs used for assets measured at fair value on a nonrecurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets and liabilities pursuant to the valuation hierarchy. For assets classified within Level 3 of fair value hierarchy, the process used to develop the reported fair value process is described below. Foreclosed and Repossessed Assets Held for Sale.Foreclosed and repossessed assets held for sale are valued at the time the loan is foreclosed upon or collateral is repossessed and the asset is transferred to foreclosed or repossessed assets held for sale. The value of the asset is based on third party or internal appraisals, less estimated costs to sell and appropriate discounts, if any. The appraisals are generally discounted based on current and expected market conditions that may impact the sale or value of the asset and management’s knowledge and experience with similar assets. Such discounts typically may be significant and result in a Level 3 classification of the inputs for determining fair value of these assets. Foreclosed and repossessed assets held for sale are continually evaluated for additional impairment and are adjusted accordingly if impairment is identified. -37- -34-Table of Contents Unobservable (Level 3) Inputs.The following table presents quantitative information about unobservable inputs used in recurring and nonrecurring Level 3 fair value measurements. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      ​ ​      ​      ​      Range      ​   ​ ​ Fair value at ​ Valuation ​ Unobservable ​ of ​ Weighted-average   (dollars in thousands)   Fair value at December 31 , 2019 Valuation technique Unobservable inputs Range of inputs applied Weighted-average inputs applied ​ December 31, 2020 ​ technique ​ inputs ​ inputs applied ​ inputs applied   Nonrecurring Measurements               ​                        ​ Foreclosed and repossessed assets   $553 Third party appraisal Marketability discount 0.0% - 39.4% 11.2% ​ $ 607   Third party appraisal   Marketability discount   0.0% - 60.4 %   21.8 %             ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      ​ ​      ​      ​      Range      ​   ​ ​ Fair value at ​ Valuation ​ Unobservable ​ of ​ Weighted-average   (dollars in thousands)   Fair value at June 30, 2019 Valuation technique Unobservable inputs Range of inputs applied Weighted-average inputs applied ​ June 30, 2020 ​ technique ​ inputs ​ inputs applied ​ inputs applied   Nonrecurring Measurements               ​                        ​ Foreclosed and repossessed assets   $2,430 Third party appraisal Marketability discount 5.1% - 77.0% 35.2% ​ $ 2,211   Third party appraisal   Marketability discount   8.0% - 56.9 %   15.7 %             ​ Fair Value of Financial Instruments.The following table presents estimated fair values of the Company’s financial instruments not reported at fair value and the level within the fair value hierarchy in which the fair value measurements fell at December 31, and June 30, 2019.2020. ​   December 31, 2019           Quoted Prices                       in Active           Significant           Markets for     Significant Other     Unobservable     Carrying     Identical Assets     Observable Inputs     Inputs (dollars in thousands)   Amount     (Level 1)     (Level 2)     (Level 3) Financial assets                        Cash and cash equivalents $ 41,043   $ 41,043   $ -   $ -  Interest-bearing time deposits   972     -     972     -  Stock in FHLB   8,172     -     8,172     -  Stock in Federal Reserve Bank of St. Louis   4,350     -     4,350     -  Loans receivable, net   1,922,785     -     -     1,921,273  Accrued interest receivable   11,292     -     11,292     - Financial liabilities                        Deposits   1,914,614     1,248,527     -     663,687  Securities sold under agreements to    repurchase   -     -     -     -  Advances from FHLB   114,646     -     115,309     -  Note payable   3,000     -     -     3,000  Accrued interest payable   1,925     -     1,925     -  Subordinated debt   15,093     -     -     14,579 Unrecognized financial instruments (net of   contract amount)                        Commitments to originate loans   -     -     -     -  Letters of credit   -     -     -     -  Lines of credit   -     -     -     - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 ​ ​ ​ ​ ​ Quoted Prices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in Active ​ ​ ​ ​ Significant ​ ​ ​ ​ ​ Markets for ​ Significant Other ​ Unobservable ​ ​ Carrying ​ Identical Assets ​ Observable Inputs ​ Inputs (dollars in thousands)      Amount      (Level 1)      (Level 2)      (Level 3) Financial assets   ​      ​      ​      ​    Cash and cash equivalents ​ $ 149,520 ​ $ 149,520 ​ $ — ​ $ 0 Interest-bearing time deposits ​   976 ​   0 ​   976 ​   0 Stock in FHLB ​   5,987 ​   0 ​   5,987 ​   0 Stock in Federal Reserve Bank of St. Louis ​   5,017 ​   0 ​   5,017 ​   0 Loans receivable, net ​   2,121,399 ​   0 ​   0 ​   2,142,067 Accrued interest receivable ​   12,377 ​   0 ​   12,377 ​   0 Financial liabilities ​   ​ ​      ​      ​      Deposits ​   2,265,087 ​   1,642,913 ​   0 ​   625,697 Advances from FHLB ​   63,286 ​   0 ​   64,992 ​   0 Accrued interest payable ​   1,106 ​   0 ​   1,106 ​   0 Subordinated debt ​   15,193 ​   — ​   — ​   13,849 Unrecognized financial instruments (net of contract amount) ​   ​ ​   ​ ​   ​ ​   ​ Commitments to originate loans ​   0 ​   0 ​   0 ​   0 Letters of credit ​   0 ​   0 ​   0 ​   0 Lines of credit ​   0 ​   0 ​   0 ​   0 -35-​ -38-   June 30, 2019           Quoted Prices                       in Active           Significant           Markets for     Significant Other     Unobservable     Carrying     Identical Assets     Observable Inputs     Inputs (dollars in thousands)   Amount     (Level 1)     (Level 2)     (Level 3) Financial assets                        Cash and cash equivalents $ 35,400   $ 35,400   $ -   $ -  Interest-bearing time deposits   969     -     969     -  Stock in FHLB   5,233     -     5,233     -  Stock in Federal Reserve Bank of St. Louis   4,350     -     4,350     -  Loans receivable, net   1,846,405     -     -     1,823,040  Accrued interest receivable   10,189     -     10,189     - Financial liabilities                        Deposits   1,893,695     1,214,606     -     678,301  Securities sold under agreements to    repurchase   4,376     -     4,376     -  Advances from FHLB   44,908     -     45,547     -  Note payable   3,000     -     -     3,000  Accrued interest payable   2,099     -     2,099     -  Subordinated debt   15,043     -     -     15,267 Unrecognized financial instruments    (net of contract amount)                        Commitments to originate loans   -     -     -     -  Letters of credit   -     -     -     -  Lines of credit   -     -     -     - The following methods and assumptions were used in estimating the fair valuesTable of financial instruments:Contents Cash and cash equivalents and interest-bearing time deposits are valued at their carrying amounts, which approximates book value. Stock in FHLB and the Federal Reserve Bank of St. Louis is valued at cost, which approximates fair value. The fair value of loans is estimated on an exit price basis incorporating contractual cash flow, prepayments discount spreads, credit loss and liquidity premiums.  Loans with similar characteristics were aggregated for purposes of the calculations. The carrying amount of accrued interest approximates its fair value. The fair value of fixed-maturity time deposits is estimated using a discounted cash flow calculation that applies the rates currently offered for deposits of similar remaining maturities. Non-maturity deposits and securities sold under agreements are valued at their carrying value, which approximates fair value. Fair value of advances from the FHLB is estimated by discounting maturities using an estimate of the current market for similar instruments. The fair value of subordinated debt and notes payable is estimated using rates currently available to the Company for debt with similar terms and maturities. The fair value of commitments to originate loans is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. The carrying amount of notes payable approximates fair value.  For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and committed rates. The fair value of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date.   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020 ​ ​ ​ ​ ​ Quoted Prices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in Active ​ ​ ​ ​ Significant ​ ​ ​ ​ ​ Markets for ​ Significant Other ​ Unobservable ​ ​ Carrying ​ Identical Assets ​ Observable Inputs ​ Inputs (dollars in thousands)      Amount      (Level 1)      (Level 2)      (Level 3) Financial assets   ​      ​      ​      ​    Cash and cash equivalents ​ $ 54,245 ​ $ 54,245 ​ $ 0 ​ $ 0 Interest-bearing time deposits ​   974 ​   0 ​   974 ​   0 Stock in FHLB ​   6,390 ​   0 ​   6,390 ​   0 Stock in Federal Reserve Bank of St. Louis ​   4,363 ​   0 ​   4,363 ​   0 Loans receivable, net ​   2,141,929 ​   0 ​   0 ​   2,143,823 Accrued interest receivable ​   12,116 ​   0 ​   12,116 ​   0 Financial liabilities ​      ​      ​      ​      Deposits ​   2,184,847 ​   1,508,740 ​   0 ​   676,816 Advances from FHLB ​   70,024 ​   0 ​   72,136 ​   0 Accrued interest payable ​   1,646 ​   0 ​   1,646 ​   0 Subordinated debt ​   15,142 ​   0 ​   0 ​   11,511 Unrecognized financial instruments (net of contract amount) ​      ​   ​ ​ ​ ​ ​      Commitments to originate loans ​   0 ​   0 ​   0 ​   0 Letters of credit ​   0 ​   0 ​   0 ​   0 Lines of credit ​   0 ​   0 ​   0 ​   0 -36- Note 13:  Business Combinations​ ​ On January 17, 2020 the Company announced the signing​ -39- Table of an agreement and plan of merger whereby Central Federal Bancshares, Inc. (“Central”), and its wholly owned subsidiary, Central Federal Savings and Loan Association (“Central Federal”), will be acquired by the Company in an all-cash transaction valued at approximately $24.0 million. At September 30, 2019, Central held consolidated assets of $69 million, loans, net of allowance, of $53 million, and deposits of $46 million. The transaction is expected to close late in the second quarter of calendar year 2020, subject to satisfaction of customary closing conditions, including regulatory and Central shareholder approvals.  The acquired financial institution is expected to be merged with and into Southern Bank shortly after or simultaneously with the acquisition of Central.  Through December 31, 2019, the Company incurred $25,000 of third-party acquisition-related costs, included in noninterest expense in the Company’s consolidated statement of income for the three- and six- month periods ended December 31, 2019.Contents -37- PART I:Item 2:  Management’s Discussion and Analysis of Financial Condition and Results of Operations SOUTHERN MISSOURI BANCORP, INC. General Southern Missouri Bancorp, Inc. (Southern Missouri or Company) is a Missouri corporation and owns all of the outstanding stock of Southern Bank (the Bank). The Company’s earnings are primarily dependent on the operations of the Bank. As a result, the following discussion relates primarily to the operations of the Bank. The Bank’s deposit accounts are generally insured up to a maximum of $250,000 by the Deposit Insurance Fund (DIF), which is administered by the Federal Deposit Insurance Corporation (FDIC). At December 31, 2019,2020, the Bank operated from its headquarters, 4446 full-service branch offices, and two limited-service branch offices. The Bank owns the office building and related land in which its headquarters are located, and 4244 of its other branch offices. The remaining four branches are either leased or partially owned. The significant accounting policies followed by Southern Missouri Bancorp, Inc. and its wholly owned subsidiaries for interim financial reporting are consistent with the accounting policies followed for annual financial reporting. All adjustments, which are of a normal recurring nature and are in the opinion of management necessary for a fair statement of the results for the periods reported, have been included in the accompanying consolidated condensed financial statements. The consolidated balance sheet of the Company as of June 30, 2019,2020, has been derived from the audited consolidated balance sheet of the Company as of that date. Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K annual report filed with the Securities and Exchange Commission. Management’s discussion and analysis of financial condition and results of operations is intended to assist in understanding the financial condition and results of operations of the Company. The information contained in this section should be read in conjunction with the unaudited consolidated financial statements and accompanying notes. The following discussion reviews the Company’s condensed consolidated financial condition at December 31, 2019,2020, and results of operations for the three- and six- monthsix-month periods ended December 31, 20192020 and 2018.2019. Forward Looking Statements This document contains statements about the Company and its subsidiaries which we believe are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may include, without limitation, statements with respect to anticipated future operating and financial performance, growth opportunities, interest rates, cost savings and funding advantages expected or anticipated to be realized by management. Words such as “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan” and similar expressions are intended to identify these forward-looking statements. Forward-looking statements by the Company and its management are based on beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions of management and are not guarantees of future performance. The important factors we discuss below, as well as other factors discussed under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and identified in this filing and in our other filings with the SEC and those presented elsewhere by our management from time to time, could cause actual results to differ materially from those indicated by the forward-looking statements made in this document: ● potential adverse impacts to the economic conditions in the Company’s local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, generally, resulting from the ongoing COVID-19 pandemic and any governmental or societal responses thereto; -40- ·expected cost savings, synergies and other benefits from our merger and acquisition activities, including our ongoing and recently completed acquisitions, might not be realized within the anticipated time frames, to the extent anticipated, or at all, and costs or difficulties relating to integration matters, including but not limited to customer and employee retention, might be greater than expected;  ·the strengthTable of the United States economy in general and the strength of the local economies in which we conduct operations; Contents ·fluctuations in interest rates and in real estate values;  -38- ·monetary and fiscal policies of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”) and the U.S. Government and other governmental initiatives affecting the financial services industry;  ·the risks of lending and investing activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses;  ·our ability to access cost-effective funding;  ·the timely development of and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors' products and services;  ·fluctuations in real estate values and both residential and commercial real estate markets, as well as agricultural business conditions;  ·demand for loans and deposits in our market area;  ·legislative or regulatory changes that adversely affect our business;  ·changes in accounting principles, policies, or guidelines;  ·results of examinations of us by our regulators, including the possibility that our regulators may, among other things, require us to increase our reserve for loan losses or to write-down assets;  ·the impact of technological changes; and  ·our success at managing the risks involved in the foregoing.  ● expected cost savings, synergies and other benefits from our merger and acquisition activities, including our ongoing and recently completed acquisitions, might not be realized within the anticipated time frames, to the extent anticipated, or at all, and costs or difficulties relating to integration matters, including but not limited to customer and employee retention, might be greater than expected; ● the strength of the United States economy in general and the strength of the local economies in which we conduct operations; ● fluctuations in interest rates and in real estate values; ● monetary and fiscal policies of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”) and the U.S. Government and other governmental initiatives affecting the financial services industry; ● the risks of lending and investing activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for credit losses; ● our ability to access cost-effective funding; ● the timely development of and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors’ products and services; ● fluctuations in real estate values and both residential and commercial real estate markets, as well as agricultural business conditions; ● demand for loans and deposits in our market area; ● legislative or regulatory changes that adversely affect our business; ● changes in accounting principles, policies, or guidelines; ● results of examinations of us by our regulators, including the possibility that our regulators may, among other things, require us to increase our reserve for loan losses or to write-down assets; ● the impact of technological changes; and ● our success at managing the risks involved in the foregoing. The Company disclaims any obligation to update or revise any forward-looking statements based on the occurrence of future events, the receipt of new information, or otherwise. Critical Accounting Policies Accounting principles generally accepted in the United States of America are complex and require management to apply significant judgments to various accounting, reporting and disclosure matters. Management of the Company must use assumptions and estimates to apply these principles where actual measurement is not possible or practical. For a complete discussion of the Company’s significant accounting policies, see “Notes to the Consolidated Financial Statements” in the Company’s 20192020 Annual Report. Certain policies are considered critical because they are highly dependent upon subjective or complex judgments, assumptions and estimates. Changes in such estimates may have a significant impact on the financial statements. Management has reviewed the application of these policies with the Audit Committee of the Company’s Board of Directors. For a discussion of applying critical accounting policies, see “Critical Accounting Policies” beginning on page 5351 in the Company’s 20192020 Annual Report.On July 1, 2020, the Company adopted ASU 2016-13, Financial Instruments – Credit Losses, also known as the current expected credit loss (“CECL”) standard, which created material changes to the existing critical accounting policy that existed at June 30, 2020. See Part I, Item 1, Notes to Condensed Consolidated Financial Statements, Note 2: Organization and Summary of Significant Accounting Policies, for additional information. -41- Table of Contents COVID-19 Pandemic Response Southern Missouri remains committed to serving our communities in this difficult time, and to the safety of our team members and customers. General operating conditions. Beginning Monday, March 23, 2020, the Company closed its lobbies to access except by appointment, and encouraged customers to utilize our online, mobile, drive-thru, or integrated teller machines (ITMs) for service when possible. The Company began re-opening lobbies on Monday, May 4, 2020, subject to guidance by state and local authorities. In a limited number of instances, some facilities have again closed to the public for a short period of time due to unavailability of team members complying with quarantine orders from local health authorities. With the initial onset of the pandemic in March, and again on an ongoing basis as the number of cases and hospitalizations in our region increased over the summer months, the Company has worked to increase our telework capabilities, and we have had as many as 20% of our team members working remotely during the month of January, 2021 either on a regular or rotating basis. No team members have been furloughed, and no furloughs are anticipated. Business travel has been limited where not considered urgent. A limited number of team members are on full or partial paid leave in accordance with provisions of the Families First Coronavirus Response Act (the FFCRA) or the CARES Act, the benefits of which the Company chose to extend through March 31, 2021, in accordance with the discretion provided in the 2021 Consolidated Appropriations Act, signed into law in December 2020. The operations of the Company’s internal controls have not been significantly impacted by changes in our work environment. SBA Paycheck Protection Program Lending. The Company originated approximately 1,700 loans totaling $138.6 million under the Small Business Administration’s Paycheck Protection Program (PPP) through December 31, 2020. A limited number were repaid by the borrower shortly after origination. At December 31, 2020, approximately 500 PPP loans totaling $34.7 million had received forgiveness payments from the SBA, while balances outstanding were $95.5 million at that date. Through January 31, 2021, PPP balances from the first round of lending have been reduced further by forgiveness payments of approximately $19.6 million, and the Company continued to hold approximately $75.9 million in these first round loans as of that date. The Company has begun to process borrower requests for “second-draw” PPP loans or for borrowers newly eligible for a first draw, and through January 31, 2021, we have received SBA approval for approximately 300 of these loans totaling $18.0 million, and funded approximately 100 of these loans totaling $10.3 million. Deferrals and modifications. As of January 31, 2020, following regulatory guidance, the Company has agreements in place with borrowers to defer or modify payment arrangements for approximately 29 loans totaling $49 million, a level that is significantly reduced since June 30, 2020. These are loans that were otherwise current and performing, but anticipated difficulties in the coming months due to the pandemic response. Initially, the Company generally agreed to payment deferrals for three-month periods or interest-only modifications for six-month periods. Most borrowers have been able to return to original payment terms, but borrowers continuing to request modifications may be facing longer-term disruptions in their business operations, and the Company may agree to lengthier modifications. For more information regarding these deferrals and modifications, see discussion included at “Allowance for Credit Loss Activity.” -42- Table of Contents Executive Summary Our results of operations depend primarily on our net interest margin, which is directly impacted by the interest rate environment. The net interest margin represents interest income earned on interest-earning assets (primarily real estate loans, commercial and agricultural loans, and the investment portfolio), less interest expense paid on interest-bearing liabilities (primarily interest-bearing transaction accounts, certificates of deposit, savings and money market deposit accounts, repurchase agreements, and borrowed funds), as a percentage of average interest-earning assets. Net interest margin is directly impacted by the spread between long-term interest rates and short-term interest rates, as our interest-earning assets, particularly those with initial terms to maturity or repricing greater than one year, generally price off longer term rates while our interest-bearing liabilities generally price off shorter term interest rates. This difference in longer term and shorter term interest rates is often referred to as the steepness of the yield curve. A steep yield curve – in which the difference in interest rates between short term and long term periods is relatively large – could be beneficial to our net interest income, as the interest rate spread between our interest-earning assets and interest-bearing liabilities would be larger. Conversely, a flat or flattening yield curve, in which the difference in rates between short term and long term periods is relatively small or shrinking, or an inverted yield curve, in which short term rates exceed long term rates, could have an adverse impact on our net interest income, as our interest rate spread could decrease. Our results of operations may also be affected significantly by general and local economic and competitive conditions, particularly those with respect to changes in market interest rates, government policies and actions of regulatory authorities. -39- During the first six months of fiscal 2020, we grew our balance sheet2021, total assets increased by $97.4$80.8 million. Balance sheet growthThe increase was primarily attributable to loan growth, asincreased cash and cash equivalent balances, along with increased available for sale (AFS) securities, partially offset by a decrease in loans, net of the allowance for loancredit losses increased $76.4 million. Available-for-sale (AFS) securities increased $10.3 million, and cash(ACL). Cash equivalents and time deposits increased by a combined $5.6$95.3 million; AFS securities increased $4.6 million; and loans, net of the ACL, decreased $20.5 million. The impact of the adoption of ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), increased the ACL by $9.3 million, of which $434,000 related to the transition from PCI to PCD methodology, and reduced retained earnings by $6.9 million, net of deferred taxes, through a one-time cumulative effect adjustment. Additionally, due to adoption of ASU 2016-13, the Company revised its analysis of unused lines of credit and recorded a one-time cumulative effect adjustment to the allowance for off-balance sheet exposures totaling $268,000, offset by a reduction to retained earnings, net of deferred taxes, of $209,000. Deposits increased $20.9 million. During the fiscal year to date, the Company has experienced a decrease of $1.8$80.2 million in public unit deposits, and a decrease of $21.4 million in brokered certificates of deposit, partially offset by an increase of $11.8 million in brokered nonmaturity deposits. Securities sold under agreements to repurchase decreased by $4.4 million. Advancesadvances from the Federal Home Loan Bank (FHLB) decreased $6.7 million. Equity increased $69.7$9.3 million, attributable to the Company’s use of this funding source to fund loan growth in excess of deposit growth and to replace brokered funding. Equity increased $10.5 million, attributableprimarily to retention of net income, and an increase in other comprehensive income, partially offset by repurchases of common shares, cash dividends paid, and share repurchases. the one-time cumulative effect adjustment due to the adoption of ASU 2016-13. Net income for the first six months of fiscal 20202021 was $15.5$22.0 million, an increase of $1.3$6.5 million, or 9.1%41.7% as compared to the same period of the prior fiscal year. Compared to the year-ago period, the Company’s increase in net income was the result of increases in net interest income and noninterest income, partially offset by increases in noninterest expense, provision for income taxes, noninterest expense, and provision for loancredit losses. Diluted net income available to common shareholders was $1.68$2.42 per share for the first six months of fiscal 2020,2021, as compared to $1.57$1.68 per share for the same period of the prior fiscal year. For the first six months of fiscal 2020,2021, net interest income increased $3.7$6.7 million, or 10.5%17.1%; noninterest income increased $950,000, or 12.7%; noninterest expense increased $2.6$3.5 million, or 11.0%,48.9%; provision for income taxes increased $427,000,$2.0 million, or 12.3%51.4%; noninterest expense increased $1.6 million, or 6.1%; and provision for loancredit losses increased $289,000,$101,000, or 29.0%7.9%, as compared to the same period of the prior fiscal year. For more information see “Results of Operations.” -43- Table of Contents Interest rates during the first six months of fiscal 2020 generally moved lower, notably from early August to early September, before yields recovered somewhat later in the period. The yield curve inverted at times, before becoming more positively-sloped2021 remained historically low, but late in the period.period the steepness of the yield curve improved somewhat. At December 31, 2019,2020, as compared to June 30, 2019,2020, the yield on two-year treasuries dropped from 0.16% to 1.58% from 1.75%0.13%; the yield on five-year treasuries droppedincreased from 0.29% to 1.69% from 1.76%0.36%; the yield on ten-year treasuries droppedincreased from 0.66% to 1.92% from 2.00%0.93%; and the yield on 30-year treasuries droppedincreased from 2.52%1.41% to 2.39%1.65%. The spread between two- and ten-year treasuries was little changed atas low as 41 basis points and as high as 82 basis points, much higher than the range noted during the same quarter a year ago. The spread between three-month and 10-year treasuries was similar, and represented even more of an improvement compared to the year ago period end, though it was much narrowerthan for a good part of the period,that noted between two- and inverted briefly in late August.ten-year treasuries. As compared to the first six months of the prior fiscal year, our average yield on earning assets increaseddecreased by 1757 basis points, primarily reflecting loans (including PPP loans) originated and renewed at higherlower market yields, adjustable-rate loans which re-priced at lower rates, inclusion in the prior period’s results of interest income recognized upon the resolution of a limited number of nonperforming loans, with no material contribution from similar resolutions in the current period, and a modest discount accretion on acquired assets recorded at fair value, partially offset by the accelerated accretion of deferred origination fees on PPP loans as we began to receive forgiveness payments from the SBA in the later part of the period. Our cost of interest-bearing liabilities decreased by 71 basis points, as the Company reduced rates offered on certificates of deposit and nonmaturity accounts, and our cost of wholesale funding moved lower with market rates. Lower market rates reflecting increases through December 2018reflected decreases by the Federal Reserve’s Open Market Committee (FOMC), and partially offset by inclusionwhich began at a measured pace in the prior period’s resultsquarter ended September 30, 2019, and was followed by sharp reductions in March 2020, as the FOMC reacted to reduced economic activity at the outset of larger benefits from discount accretion on acquired loan portfoliosthe COVID-19 pandemic (see “Results of Operations: Comparison of the three-monthsix-month periods ended December 31, 20192020 and 20182019 – Net Interest Income”). Our asset yields began to decline in the second quarter of fiscal 2020, however. The FOMC increased targeted overnight rates by 25 basis points in each of March, June, September, and December of 2018, and then lowered rates by 25 basis points in each of July, September, and October of 2019. While the Company’s cost of funds began to decline in the second quarter of fiscal 2020, theimproved slope of the yield curve remains concerning. Our averageis encouraging in terms of the Company’s net interest margin, the overall low level of market interest rates is concerning, as our asset yields are expected to continue to decrease, while the Company’s ability to significantly reduce its cost of interest-bearing depositsfunds further may be limited. Net interest income increased by 31 basis points, and our average cost$6.7 million, or 17.1%, in the first six months of interest-bearing liabilities increased 25 basis points, when comparing the current six-month period withfiscal year, as compared to the same period of the prior fiscal year. Net interest income increased $3.7 million, or 10.5%,year, as the Company saw an increase of 12.1%15% in average interest earning assets, partially offset by a declinecombined with an increase of seven basis points in the net interest margin. OurThe increase was attributable in part to the accelerated accretion of deferred origination fees on PPP loans as we began to receive forgiveness payments from the SBA in the later part of the period. This acceleration added approximately $968,000 to interest income, adding approximately eight basis points to the net interest margin. In the year ago period, the Company recognized an additional $608,000 in net interest income, contributing six basis points to the net interest margin, decreased 5 basis points when comparing the first six months of fiscal 2020 to the same periodas a result of the prior fiscal year. The decrease was attributable primarilyresolution of nonperforming loans, without material comparable contributions in the current period. Outside of these less common contributions to an increased cost of funds and smaller benefits fromnet interest income, a modest reduction in the accretion of the discounts on acquired loans carried at fair value partially offset by increased asset yields generally. Benefitsresulted in limited downward pressure on the net interest margin, as benefits attributable to the accretion of discounts on acquired loans (partially offset by the accretion of discounts on assumed time deposits) resulting from the 2014 acquisitionresulted in a contribution of Peoples Bank of the Ozarks (the Peoples Acquisition), the 2017 acquisition of Capaha Bank (the Capaha Acquisition), the February 2018 acquisition of Southern Missouri Bank of Marshfield (the SMB-Marshfield Acquisition), and the November 2018 acquisition of Gideon Bancshares Company and its subsidiary, First Commercial Bank (the Gideon Acquisition) totaled $1.0 million in the first six months of fiscal 2020, as compared to $1.7 million in the same period a year ago. In the current period, this component of net interest income contributed 10seven basis points to the net interest margin a decrease fromin the current period, as compared to a contribution of 18ten basis points in the year-ago period. The dollar impact of this component of net interest income has generally been declining each sequential quarter as assets mature or prepay, particularly those acquired fromalthough the Peoples Acquisition and the Capaha Acquisition, though the Gideon AcquisitionMay 2020 acquisition of Central Federal Bancshares, Inc., (the “Central Federal Acquisition”), partially offsets that decline, as there was no comparable item for much ofin the same period a year ago. InHowever, the six-month period a year ago, resolutionimpact of particularthe Central Federal Acquisition is limited due to the relative size of the acquired impaired credits from the Peoples Acquisition and the Capaha Acquisition resulted in notably higher levels of discount accretion.portfolio. The -40- Company generally expects this component of net interest income to decline over time. Also, the Company recognized an additional $608,000 in interest income as a result of the resolution of nonperforming loans during the first six months of fiscal 2020. The recognition of interest income on these loans contributed six basis points to the net interest margin, without material comparable items in the year ago period. The Company’s net income is also affected by the level of its noninterest income and noninterest expenses. Non-interest income generally consists primarily of deposit account service charges, bank card interchange income, loan-related fees, earnings on bank-owned life insurance, gains on sales of loans, and other general operating income. Noninterest expenses consist primarily of compensation and employee benefits, occupancy-related expenses, deposit insurance assessments, professional fees, advertising, postage and office expenses, insurance, bank card network expenses, the amortization of intangible assets, and other general operating expenses. During the six-month period ended December 31, 2019,2020, noninterest income increased $950,000,$3.5 million, or 12.7%48.9%, as compared to the same period of the prior fiscal year, attributable primarily to deposit account service charges, bank card interchange income, wealth management and insurance brokerage commissions, and gains realized on sales of residential loans originated for sale into the secondary market,that purpose, earnings on bank-owned life insurance, servicing fees, and bank card interchange income, partially offset by decreases in earnings on bank-owned life insurance, loan fees, and loan servicing income. Earnings on bank-owned life insurance decreased due to the inclusion in the prior period’s results of a nonrecurring benefit realized in that quarter.deposit account service charges. Noninterest expense for the three-monthsix-month period ended December 31, 2019,2020, increased $2.6$1.6 million, or 11.0%6.1%, as compared to the same period of the prior fiscal year. The increase was attributable primarily to increases in compensation and benefits, deposit insurance premiums, provision for off-balance sheet credit exposure, data processing expenses, and occupancy expenses, bank card networkexpense, partially offset by declines in charges to amortize core deposit intangibles, advertising expense, and other expenses, including losses realized on the disposition of fixed assets, partially offset by decreases in deposit insurance premiums and legal and professional fees. There was a limited amountassets. -44- Table of charges related to merger and acquisition activity in the current period, as compared to charges of $597,000 in the same period of the prior fiscal year.Contents Increases in net interest income, noninterest income, and noninterest expense were attributable in part to the GideonCentral Federal Acquisition, which was completed in November 2018, and for which results of operations would be included in the full six-month period in the current fiscal year-to-date, while its results of operations were only included for a limited period of the prior fiscal year-to-date. May 2020. We expect, over time, to continue to grow our assets through the origination and occasional purchase of loans, and purchases of investment securities. The primary funding for this asset growth is expected to come from retail deposits, brokered funding, and short- and long-term FHLB borrowings. We have grown and intend to continue to grow deposits by offering desirable deposit products for our current customers and by attracting new depository relationships. We will also continue to explore strategic expansion opportunities in market areas that we believe will be attractive to our business model. Comparison of Financial Condition at December 31 and June 30, 2019  2020 The Company experiencedCompany’s consolidated balance sheet growthgrew modestly in the first six months of fiscal 2020,2021, with total assets of $2.3$2.6 billion at December 31, 2019,2020, reflecting an increase of $97.5$80.8 million, or 4.4%3.2%, as compared to June 30, 2019. Asset growth was comprised mainly of2020. Growth primarily reflected increases in cash and cash equivalents and AFS securities, partially offset by a reduction in loans and available-for-sale (“AFS”) securities.receivable. Available-for-sale (AFS) securities were $175.8 million at December 31, 2019, an increase of $10.3 million, or 6.2%, as compared to June 30, 2019. Cash equivalents and time deposits were a combined $42.0$150.5 million at December 31, 2020, an increase of $5.6$95.3 million, or 15.5%172.5%, as compared to June 30, 2019. Loans, net2020, increasing primarily as a result of the allowance forrapid deposit growth, along with loan losses,repayments. AFS securities were $1.9 billion$181.1 million at December 31, 2019,2020, an increase of $76.4$4.6 million, or 4.1%2.6%, as compared to June 30, 2019.2020. Loans, net of the ACL, were $2.1 billion at December 31, 2020, a decrease of $20.5 million, or 1.0%, as compared to June 30, 2020. Gross loans decreased by $10.2 million, or 0.5%, during the first six months of the fiscal year, while the ACL at December 31, 2020, reflected an increase of $10.3 million, as compared to the balance of our allowance for loan and lease losses (ALLL) at June 30, 2020. The portfolio primarily saw growthCompany adopted ASU 2016-13, Financial Instruments – Credit Losses, also known as the current expected credit loss (“CECL”) standard, effective as of July 1, 2020, the beginning of our 2021 fiscal year. Adoption resulted in residential real estate loans, funded balancesan increase to the ACL of $8.9 million, related to the transition from the incurred loss model to the CECL ACL model, and an increase of $434,000 related to the transition from PCI to PCD methodology, relative to the ALLL as of June 30, 2020, while provisioning in construction loans, commercial real estate loans, and consumer loans, partially offsetexcess of net charge offs during the first quarter of fiscal 2021 increased the ACL by a small decline in commercial operating and equipment loans. Residential real estatean additional $1.0 million, as compared to July 1, 2020. Commercial loan balances were higher as the Company saw increases both in loans secured by one- to four-family real estate and multifamily real estate. Construction loan balances were increaseddecreased primarily as a result of both draws on existing constructionforgiveness of PPP loans, which declined by $36.8 million in the fiscal year to date, and new loan originations. Commercialby $38.2 million in the quarter ended December 31, 2020, to stand at $95.5 million. Residential real estate loans wereincreased primarily due to growth in 1- to 4-family residential lending, and commercial real estate loans increased primarily due to loans secured by nonresidential properties, partiallyowner-occupied property. Management expects to continue to receive significant PPP forgiveness payments in the quarter ended March 31, 2021, although these will be somewhat offset by decreasesanticipated funding of “second draw” PPP loans under the program re-opened by the SBA in loans secured by agricultural real estate. GrowthJanuary 2021. Loans anticipated to fund in consumer loans consisted primarily of loans secured by deposits,the next 90 days stood at $85.1 million at December 31, 2020, as compared to $122.7 million at September 30, 2020, and home equity line of credit balances.$72.7 million at December 31, 2019. The decrease in commercial loan balances primarily reflected modest seasonal paydowns in agricultural operating loans, partially offset by a modest increase in other commercial and industrial loan balances. -41-pipeline figure at December 31, 2020, did not include second draw PPP loans. Deposits were $1.9$2.3 billion at December 31, 2019,2020, an increase of $20.9$80.2 million, or 1.1%3.7%, as compared to June 30, 2019. Deposit growth was2020. This increase primarily reflected an increase in interest-bearing transaction accounts, noninterest-bearing transaction accounts, savings accounts, and money market deposit accounts, partially offset by a reductiondecrease in brokered deposits, which declined ontime deposits. The increase included a $14.8 million increase in public unit funds, and was net by $9.6of a $7.3 million reflecting a decrease in brokered deposits. Public unit balances were $320.0 million at December 31, 2020, while brokered time deposits of $21.4 million, and an increase in brokered money market deposits of $11.8 million. Brokered time deposits were $23.5totaled $16.0 million, and brokered money market deposits were $20.1 million, at December 31, 2019. Our discussion of brokered deposits excludes those deposits originated through reciprocal arrangements, as our reciprocal deposits are primarily originated by our public unit depositors and utilized as an alternative$20.0 million. Depositors continue to pledging securities against those deposits. Recently updated regulatory guidance, adopted following the May 2018 enactment of the Economic Growth, Regulatory Relief, and Consumer Protection Act (Senate Bill 2155), has generally exempted deposits originated through such reciprocal arrangements from classification as brokered deposits for regulatory purposes, subject to some limitations. Public unithold unusually high balances were $265.0 million at December 31, 2019, a decrease of $1.8 million as compared to June 30, 2019. In total, deposit balances saw increases in interest-bearing transaction accounts, money market deposit accounts, and noninterest-bearing transaction accounts, partially offset by declines in certificates of deposit and savings accounts.this uncertain environment. The average loan-to-deposit ratio for the second quarter of fiscal 20202021 was 100.4%98.5%, as compared to 101.4%100.4% for the same period of the prior fiscal year. FHLB advances were $114.6$63.3 million at December 31, 2019, an increase2020, a decrease of $69.7$6.7 million, or 155.3%9.6%, as compared to June 30, 2019, with the increase attributable to2020, as the Company’s usedeposit inflows outpaced loan demand or desired investment portfolio growth. The Company has continued to monitor the availability of this sourcethe Federal Reserve’s PPP Lending Facility (PPPLF), but has not utilized it to fund increases in loan and securities balances in excess ofdate, given our increases in deposits and retained earnings. The Company’s loan and deposit portfolios typically experience some seasonality,improved liquidity position and the increase in FHLB advances would not be expected to continue into the March quarter. The increase consistedlack of $65.9 million in overnight funding and $4.0 million in term advances. Over the past several years, the Company has worked to move public unit and business customers from a swept repurchase agreement product, which required the useattractive alternative investment options. -45- Table of the Company’s AFS securities portfolio to collateralize those borrowings, to a reciprocal deposit product. During the first quarter of fiscal 2020, the final customers utilizing the sweep product were migrated, and the Company saw a reduction of $4.4 million in this funding source as compared to June 30, 2019.Contents The Company’s stockholders’ equity was $248.9$267.7 million at December 31, 2019,2020, an increase of $10.5$9.3 million, or 4.4%3.2%, as compared to June 30, 2019.2020. The increase was attributable primarily to earnings retained earnings, and an increaseafter $2.7 million in accumulated other comprehensive income, which was due to a decrease in market interest rates,cash dividends paid, partially offset by cash dividends paid and bythe $7.2 million one-time negative adjustment to retained earnings resulting from the adoption of the CECL standard as well as repurchases of 86,050the Company’s common stock. Since re-starting the repurchase program in October 2020, the Company repurchased 90,793 common shares acquired for $2.8$2.6 million forthrough December 31, 2020, at an average price of $32.70 per share.$29.06. Average Balance Sheet, Interest, and Average Yields and Rates for the Three- and Six- Month Periods Ended December 31, 20192020 and 20182019 The tablestable below presentpresents certain information regarding our financial condition and net interest income for the three- and six- month periods ended December 31, 20192020 and 2018.2019. The tables presenttable presents the annualized average yield on interest-earning assets and the annualized average cost of interest-bearing liabilities. We derived the yields and costs by dividing annualized income or expense by the average balance of interest-earning assets and interest-bearing liabilities, respectively, for the periods shown. Yields on tax-exempt obligations were not computed on a tax equivalent basis. -42-​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three-month period ended ​ Three-month period ended   ​ ​ December 31, 2020 ​ December 31, 2019   (dollars in thousands)      Average      Interest and      Yield/      Average      Interest and       Yield/   ​ ​ Balance ​  Dividends ​  Cost (%) ​ Balance ​ Dividends ​  Cost (%)   Interest earning assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Mortgage loans (1) ​ $ 1,652,080 ​ $ 21,441   5.19 ​ $ 1,457,036 ​ $ 19,018   5.22 ​ Other loans (1) ​   525,909 ​   5,385   4.10 ​   446,194 ​   6,403   5.74 ​ Total net loans ​   2,177,989 ​   26,826   4.93 ​   1,903,230 ​   25,421   5.34 ​ Mortgage-backed securities ​   114,697 ​   478   1.67 ​   118,986 ​   691   2.32 ​ Investment securities (2) ​   70,131 ​   519   2.96 ​   64,762 ​   503   3.11 ​ Other interest earning assets ​   40,915 ​   48   0.47 ​   6,322 ​   31   1.99 ​ Total interest earning assets (1) ​   2,403,732 ​   27,871   4.64 ​   2,093,300 ​   26,646   5.09 ​ Other noninterest earning assets (3) ​   170,158 ​   —      ​   184,028 ​   —      ​ Total assets ​ $ 2,573,890 ​ $ 27,871      ​ $ 2,277,328 ​ $ 26,646      ​ Interest bearing liabilities: ​   ​ ​           ​      ​           ​ Savings accounts ​ $ 193,606 ​   137   0.28 ​ $ 162,778 ​   324   0.80 ​ NOW accounts ​   820,489 ​   1,231   0.60 ​   640,420 ​   1,652   1.03 ​ Money market deposit accounts ​   238,749 ​   218   0.36 ​   202,943 ​   810   1.60 ​ Certificates of deposit ​   634,039 ​   2,277   1.44 ​   668,057 ​   3,662   2.19 ​ Total interest bearing deposits ​   1,886,883 ​   3,863   0.82 ​   1,674,198 ​   6,448   1.54 ​ Borrowings: ​   ​ ​           ​      ​           ​ FHLB advances ​   69,991 ​   347   1.98 ​   99,728 ​   573   2.30 ​ Note Payable ​   — ​   —   — ​   3,000 ​   34   4.50 ​ Subordinated debt ​   15,180 ​   134   3.52 ​   15,080 ​   214   5.67 ​ Total interest bearing liabilities ​   1,972,054 ​   4,344   0.88 ​   1,792,006 ​   7,269   1.62 ​ Noninterest bearing demand deposits ​   325,091 ​   —      ​   222,187 ​   —      ​ Other noninterest bearing liabilities ​   13,021 ​   —      ​   17,533 ​   —      ​ Total liabilities ​   2,310,166 ​   4,344      ​   2,031,726 ​   7,269      ​ Stockholders’ equity ​   263,724 ​   —      ​   245,602 ​   —      ​ Total liabilities and stockholders’ equity ​ $ 2,573,890 ​ $ 4,344      ​ $ 2,277,328 ​ $ 7,269      ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest income ​      ​ $ 23,527      ​      ​ $ 19,377      ​ Interest rate spread (4) ​      ​        3.76 %        ​        3.47 % Net interest margin (5) ​      ​        3.92 %        ​        3.70 % Ratio of average interest-earning assets to average interest-bearing liabilities ​   121.89 %             ​   116.81 %             ​ ​   Three-month period ended     Three-month period ended     December 31, 2019     December 31, 2018   (dollars in thousands)   Average Balance       Interest and Dividends   Yield/ Cost (%)       Average Balance       Interest and Dividends     Yield/ Cost (%)                                 Interest earning assets:                                           Mortgage loans (1) $ 1,457,036     $ 19,018   5.22     $ 1,348,479     $ 17,413     5.17     Other loans (1)   446,194       6,403   5.74       395,674       5,372     5.43         Total net loans   1,903,230       25,421   5.34       1,744,153       22,785     5.23     Mortgage-backed securities   118,986       691   2.32       99,089       649     2.62     Investment securities (2)   64,762       503   3.11       100,796       738     2.93     Other interest earning assets   6,322       31   1.99       4,020       35     3.48           Total interest earning assets (1)   2,093,300       26,646   5.09       1,948,058       24,207     4.97   Other noninterest earning assets (3)   184,028       -           164,815       -                     Total assets $ 2,277,328       $26,646         $ 2,112,873     $ 24,207                                                   Interest bearing liabilities:                                            Savings accounts $ 162,778       324   0.80     $ 158,983       282     0.71      NOW accounts   640,420       1,652   1.03       567,328       1,383     0.98      Money market deposit accounts   202,943       810   1.60       150,078       476     1.27      Certificates of deposit   668,057       3,662   2.19       616,944       2,784     1.81         Total interest bearing deposits     1,674,198       6,448   1.54       1,493,333       4,925     1.32   Borrowings:                                            Securities sold under agreements      to repurchase   -       -   -       3,573       8     0.90      FHLB advances   99,728       573   2.30       146,010       932     2.55      Note Payable   3,000       34   4.50       3,957       48     4.85      Subordinated debt   15,080       214   5.67       14,982       226     6.03         Total interest bearing liabilities   1,792,006       7,269   1.62       1,661,855       6,139     1.48   Noninterest bearing demand deposits   222,187       -           226,559       -         Other noninterest bearing liabilities   17,533       -           9,816       -               Total liabilities   2,031,726       7,269           1,898,230       6,139         Stockholders’ equity   245,602       -           214,643       -                     Total liabilities and               stockholders' equity $ 2,277,328       $7,269         $ 2,112,873     $ 6,139                                                   Net interest income           $ 19,377                 $ 18,068                                                   Interest rate spread (4)               3.47 %                   3.49 % Net interest margin (5)               3.70 %                   3.71 %                                           Ratio of average interest-earning   assets to average interest-bearing   liabilities   116.81 %                 117.22 %               (1) (1) Calculated net of deferred loan fees, loan discounts and loans-in-process. Non-accrual loans are not included in average loans. (2) Includes FHLB and Federal Reserve Bank of St. Louis membership stock and related cash dividends. (3) Includes average balances for fixed assets and BOLI of $64.3 million and $43.2 million, respectively, for the three-month period ended December 31, 2020, as compared to $65.5 million and $38.7 million, respectively, for the same period of the prior fiscal year. -46- Table of deferred loan fees, loan discounts and loans-in-process. Non-accrual loans are not included in average loans. Contents (2)Includes FHLB and Federal Reserve Bank of St. Louis membership stock and related cash dividends.  (3)Includes average balances for fixed assets and BOLI of $65.5 million and $38.7 million, respectively, for the three-month period ended December 31, 2019, as compared to $60.7 million and $37.7 million, respectively, for the same period of the prior fiscal year.  (4)Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities.  (5)Net interest margin represents annualized net interest income divided by average interest-earning assets.  (4) Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities. (5) Net interest margin represents annualized net interest income divided by average interest-earning assets. -43-​   Six-month period ended     Six-month period ended     December 31, 2019     December 31, 2018   (dollars in thousands)   Average Balance       Interest and Dividends     Yield/ Cost (%)       Average Balance     Interest and Dividends   Yield/ Cost (%)                                           Interest earning assets:                                         Mortgage loans (1) $ 1,438,787     $ 38,084     5.29     $ 1,290,995   $ 33,089   5.13     Other loans (1)   445,500       12,976     5.83       373,952     10,612   5.68         Total net loans   1,884,287       51,060     5.42       1,664,947     43,701   5.25     Mortgage-backed securities   116,300       1,408     2.42       96,699     1,232   2.55     Investment securities (2)   65,385       1,023     3.13       84,020     1,255   2.99     Other interest earning assets   6,662       77     2.32       3,608     61   3.38           Total interest earning assets (1)   2,072,634       53,568     5.17       1,849,274     46,249   5.00   Other noninterest earning assets (3)   184,222       -             157,426     -                   Total assets $ 2,256,856     $ 53,568           $ 2,006,700   $ 46,249                                               Interest bearing liabilities:                                          Savings accounts $ 164,990       670     0.81     $ 156,144     525   0.67      NOW accounts   632,157       3,358     1.06       557,676     2,644   0.95      Money market deposit accounts   199,840       1,613     1.61       135,194     820   1.21      Certificates of deposit   670,609       7,385     2.20       579,438     4,945   1.71         Total interest bearing deposits     1,667,596       13,026     1.56       1,428,452     8,934   1.25   Borrowings:                                          Securities sold under agreements      to repurchase   164       -     0.03       3,611     16   0.88      FHLB advances   90,960       1,095     2.41       125,546     1,531   2.44      Note Payable   3,000       71     4.69       3,478     83   -      Subordinated debt   15,068       439     5.83       14,969     450   6.01         Total interest bearing liabilities   1,776,788       14,631     1.65       1,576,056     11,014   1.40   Noninterest bearing demand deposits   220,471       -             211,621     -       Other noninterest bearing liabilities   16,774       -             9,985     -             Total liabilities   2,014,033       14,631             1,797,662     11,014       Stockholders’ equity   242,823       -             209,038     -                   Total liabilities and               stockholders' equity $ 2,256,856     $ 14,631           $ 2,006,700   $ 11,014                                               Net interest income           $ 38,937                 $ 35,235                                               Interest rate spread (4)                 3.52 %               3.60 % Net interest margin (5)                 3.76 %               3.81 %                                         Ratio of average interest-earning   assets to average interest-bearing   liabilities   116.65 %                   117.34 %           (1)Calculated net of deferred loan fees, loan discounts and loans-in-process. Non-accrual loans are not included in average loans.  (2)Includes FHLB and Federal Reserve Bank of St. Louis membership stock and related cash dividends.  (3)Includes average balances for fixed assets and BOLI of $64.3 million and $38.6 million, respectively, for the six-month period ended December 31, 2019, as compared to $57.7 million and $37.7 million, respectively, for the same period of the prior fiscal year.  (4)Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities.  (5)Net interest margin represents annualized net interest income divided by average interest-earning assets.  ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six-month period ended ​ Six-month period ended   ​ ​ December 31, 2020 ​ December 31, 2019   (dollars in thousands) ​ Average ​ Interest and ​ Yield/ ​ Average ​ Interest and ​ Yield/   ​ ​ Balance ​ Dividends ​ Cost (%) ​ Balance ​ Dividends ​ Cost (%)   Interest earning assets:      ​           ​                     ​           ​                ​ Mortgage loans (1)   $ 1,637,576   $ 41,832   5.11   $ 1,438,787   $ 38,084   5.29 ​ Other loans (1)   ​ 532,481   ​ 10,900   4.09   ​ 445,500   ​ 12,976   5.83 ​ Total net loans   ​ 2,170,057   ​ 52,732   4.86   ​ 1,884,287   ​ 51,060   5.42 ​ Mortgage-backed securities   ​ 116,863   ​ 1,012   1.73   ​ 116,300   ​ 1,408   2.42 ​ Investment securities (2)   ​ 66,319   ​ 1,009   3.04   ​ 65,385   ​ 1,023   3.13 ​ Other interest earning assets   ​ 30,342   ​ 89   0.59   ​ 6,662   ​ 77   2.32 ​ Total interest earning assets (1)   ​ 2,383,581   ​ 54,842   4.60   ​ 2,072,634   ​ 53,568   5.17 ​ Other noninterest earning assets (3)   ​ 172,366   ​ —        ​ 184,222   ​ —      ​ Total assets ​ $ 2,555,947 ​ $ 54,842      ​ $ 2,256,856 ​ $ 53,568      ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest bearing liabilities: ​      ​           ​      ​           ​ Savings accounts ​ $ 189,442 ​   283   0.30 ​ $ 164,990 ​   670   0.81 ​ NOW accounts ​   802,467 ​   2,479   0.62 ​   632,157 ​   3,358   1.06 ​ Money market deposit accounts ​   236,113 ​   481   0.41 ​   199,840 ​   1,613   1.61 ​ Certificates of deposit ​   648,238 ​   5,010   1.55 ​   670,609 ​   7,385   2.20 ​ Total interest bearing deposits ​   1,876,260 ​   8,253   0.88 ​   1,667,596 ​   13,026   1.56 ​ Borrowings: ​      ​           ​      ​           ​ Securities sold under agreements ​   — ​   —   — ​   164 ​   —   0.03 ​ to repurchase ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FHLB advances ​   70,132 ​   727   2.07 ​   90,960 ​   1,095   2.41 ​ Note Payable ​   — ​   —   — ​   3,000 ​   71   — ​ Subordinated debt ​   15,168 ​   271   3.58 ​   15,068 ​   439   5.83 ​ Total interest bearing liabilities ​   1,961,560 ​   9,251   0.94 ​   1,776,788 ​   14,631   1.65 ​ Noninterest bearing demand deposits ​   321,044 ​   —      ​   220,471 ​   —      ​ Other noninterest bearing liabilities ​   13,846 ​   —      ​   16,774 ​   —      ​ Total liabilities ​   2,296,450 ​   9,251      ​   2,014,033 ​   14,631      ​ Stockholders’ equity ​   259,497 ​   —      ​   242,823 ​   —      ​ Total liabilities and stockholders' equity ​ $ 2,555,947 ​ $ 9,251      ​ $ 2,256,856 ​ $ 14,631      ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest income ​      ​ $ 45,591      ​      ​ $ 38,937      ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest rate spread (4) ​      ​        3.66 %        ​        3.52 % Net interest margin (5) ​      ​        3.83 %        ​        3.76 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ratio of average interest-earning assets to average interest-bearing liabilities ​   121.51 %             ​   116.65 %             ​ -44-​ (1) Calculated net of deferred loan fees, loan discounts and loans-in-process. Non-accrual loans are not included in average loans. (2) Includes FHLB and Federal Reserve Bank of St. Louis membership stock and related cash dividends. (3) Includes average balances for fixed assets and BOLI of $64.7 million and $43.4 million, respectively, for the six-month period ended December 31, 2020, as compared to $64.3 million and $38.6 million, respectively, for the same period of the prior fiscal year. (4) Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities. (5) Net interest margin represents annualized net interest income divided by average interest-earning assets. Rate/Volume Analysis The following table sets forth the effects of changing rates and volumes on the Company’s net interest income for the three- and six- month periods ended December 31, 2019,2020, compared to the three- and six- month periods ended December 31, 2018.2019. Information is provided with respect to (i) effects on interest income and expense attributable to changes in volume (changes in volume multiplied by the prior rate), (ii) effects on interest income and expense attributable to -47- Table of Contents change in rate (changes in rate multiplied by prior volume), and (iii) changes in rate/volume (change in rate multiplied by change in volume). ​     Three-month period ended December 31, 2019     Compared to three-month period ended December 31, 2018     Increase (Decrease) Due to                 Rate/       (dollars in thousands)   Rate   Volume   Volume   Net                           Interest-earnings assets:                           Loans receivable (1)   $ 511   $ 2,078   $ 47   $ 2,636   Mortgage-backed securities     (73)     130     (15)     42   Investment securities (2)     45     (264)     (16)     (235)   Other interest-earning deposits     (16)     21     (9)     (4) Total net change in income on                           interest-earning assets     467     1,965     7     2,439                           Interest-bearing liabilities:                           Deposits     835     584     104     1,523   Securities sold under                             agreements to repurchase     -     (8)     -     (8)   Subordinated debt     (14)     1     1     (12)   Note Payable     (3)     (12)     1     (14)   FHLB advances     (93)     (295)     29     (359) Total net change in expense on                           interest-bearing liabilities     725     270     135     1,130 Net change in net interest income   $ (258)   $ 1,695   $ (128)   $ 1,309     Six-month period ended December 31, 2019     Compared to six-month period ended December 31, 2018     Increase (Decrease) Due to                 Rate/       (dollars in thousands)   Rate   Volume   Volume   Net                           Interest-earnings assets:                           Loans receivable (1)   $ 1,363   $ 5,818   $ 178   $ 7,359   Mortgage-backed securities     (62)     250     (12)     176   Investment securities (2)     58     (279)     (11)     (232)   Other interest-earning deposits     (19)     52     (17)     16 Total net change in income on                           interest-earning assets     1,340     5,841     138     7,319                           Interest-bearing liabilities:                           Deposits     2,137     1,553     402     4,092   Securities sold under                             agreements to repurchase     (15)     (15)     14     (16)   FHLB advances     (20)     (422)     6     (436)   Note Payable     (2)     (11)     1     (12)   Subordinated debt     (14)     3     -     (11) Total net change in expense on                           interest-bearing liabilities     2,086     1,108     423     3,617 Net change in net interest income   $ (746)   $ 4,733   $ (285)   $ 3,702 (1)Does not include interest on loans placed on nonaccrual status.  (2)Does not include dividends earned on equity securities.  ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three-month period ended December 31, 2020 ​ ​ Compared to three-month period ended December 31, 2019 ​ ​ Increase (Decrease) Due to ​      ​ ​      ​ ​      Rate/      ​ ​ (dollars in thousands) ​ Rate ​ Volume ​ Volume ​ Net Interest-earnings assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans receivable (1) ​ $ (1,979) ​ $ 3,670 ​ $ (286) ​ $ 1,405 Mortgage-backed securities ​   (195) ​   (25) ​   7 ​   (213) Investment securities (2) ​   (24) ​   42 ​   (2) ​   16 Other interest-earning deposits ​   (24) ​   172 ​   (131) ​   17 Total net change in income on interest-earning assets ​   (2,222) ​   3,859 ​   (412) ​   1,225 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest-bearing liabilities: ​      ​      ​      ​      Deposits ​   (2,787) ​   482 ​   (280) ​   (2,585) Subordinated debt ​   (81) ​   1 ​   — ​   (80) Note Payable ​   (34) ​   (34) ​   34 ​   (34) FHLB advances ​   (79) ​   (171) ​   24 ​   (226) Total net change in expense on interest-bearing liabilities ​   (2,981) ​   278 ​   (222) ​   (2,925) Net change in net interest income ​ $ 759 ​ $ 3,581 ​ $ (190) ​ $ 4,150 -45-​ (1) Does not include interest on loans placed on nonaccrual status. (2) Does not include dividends earned on equity securities. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six-month period ended December 31, 2020 ​ ​ Compared to six-month period ended December 31, 2019 ​ ​ Increase (Decrease) Due to ​ ​ ​ ​ ​ ​ ​ ​ Rate/ ​ ​ ​ (dollars in thousands) ​ Rate ​ Volume ​ Volume ​ Net Interest-earnings assets:      ​           ​           ​           ​      Loans receivable (1) ​ $ (5,186) ​ $ 7,795 ​ $ (937) ​ $ 1,672 Mortgage-backed securities ​ ​ (400) ​ ​ 7 ​ ​ (3) ​ ​ (396) Investment securities (2) ​ ​ (28) ​ ​ 15 ​ ​ (1) ​ ​ (14) Other interest-earning deposits ​ ​ (58) ​ ​ 275 ​ ​ (205) ​ ​ 12 Total net change in income on ​ ​    ​ ​    ​ ​    ​ ​    interest-earning assets ​ ​ (5,672) ​ ​ 8,092 ​ ​ (1,146) ​ ​ 1,274 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest-bearing liabilities: ​ ​    ​ ​    ​ ​    ​ ​    Deposits ​ ​ (5,236) ​ ​ 1,051 ​ ​ (588) ​ ​ (4,773) FHLB advances ​ ​ (152) ​ ​ (251) ​ ​ 35 ​ ​ (368) Note payable ​ ​ (70) ​ ​ (70) ​ ​ 69 ​ ​ (71) Subordinated debt ​ ​ (170) ​ ​ 3 ​ ​ (1) ​ ​ (168) Total net change in expense on ​ ​    ​ ​    ​ ​    ​ ​    interest-bearing liabilities ​ ​ (5,628) ​ ​ 733 ​ ​ (485) ​ ​ (5,380) Net change in net interest income ​ $ (44) ​ $ 7,359 ​ $ (661) ​ $ 6,654 ​ (1) Does not include interest on loans placed on nonaccrual status. (2) Does not include dividends earned on equity securities. Results of Operations – Comparison of the three-month periods ended December 31, 20192020 and 20182019 General. Net income for the three-month period ended December 31, 2019,2020, was $7.7$12.0 million, an increase of $263,000,$4.3 million, or 3.5%56.1%, as compared to the same period of the prior fiscal year. The increase was attributable to increased increases in -48- Table of Contents net interest income and noninterest income, partially offset by increases in noninterest expense, provision for income taxes, noninterest expense, and provision for loancredit losses. For the three-month period ended December 31, 2019,2020, basic and fully-diluted net income per share available to common shareholders was $1.33 and $1.32, respectively, as compared to $0.84 under both measures as compared to $0.82 basic and $0.81 diluted net income per share available common shareholders for the same period of the prior fiscal year, which represented increases of $0.02,$0.49, or 2.4%58.3%, and $0.03,$0.48, or 3.7%57.1%, respectively. Our annualized return on average assets for the three-month period ended December 31, 2019,2020, was 1.36%1.87%, as compared to 1.41%1.36% for the same period of the prior fiscal year. Our return on average common stockholders’ equity for the three-month period ended December 31, 2019,2020, was 12.6%18.3%, as compared to 13.9%12.6% in the same period of the prior fiscal year. Net Interest Income.Net interest income for the three-month period ended December 31, 2019,2020, was $19.4$23.5 million, an increase of $1.3$4.1 million, or 7.2%21.4%, as compared to the same period of the prior fiscal year. The increase was attributable primarily to a 7.5%14.8% increase in the average balance of interest-earning assets, partially offset by a decreasecombined with an increase in net interest margin to 3.70%3.92% in the current three-month period, from 3.71%3.70% in the three-monthsame period a year ago. Our net interest margin is determined by dividing annualized net interest income by total average interest-earning assets. As a material amount of PPP loans were forgiven and therefore repaid ahead of their scheduled maturity, the Company recognized accelerated accretion of interest income from deferred origination fees on these loans. In the current quarter, this component of interest income totaled $968,000, adding 16 basis points to the net interest margin, with no comparable item in the year ago period. Loan discount accretion and deposit premium amortization related to the Company’s August 2014 acquisition of Peoples Acquisition,Bank of the Ozarks, the June 2017 acquisition of Capaha Acquisition,Bank, the SMB-Marshfield Acquisition,February 2018 acquisition of Southern Missouri Bank of Marshfield, the November 2018 acquisition of Gideon Bancshares Company (the “Gideon Acquisition”), and the GideonCentral Federal Acquisition, resulted in an additional $525,000$478,000 in net interest income for the three-month period ended December 31, 2019,2020, as compared to $467,000$525,000 in net interest income for the same period a year ago. InThe Company generally expects this component of net interest income will continue to decline over time, although volatility may occur to the year ago period, there was limited accretion from the Gideon Acquisition, which did not close until mid-period in the second quarterextent we have periodic resolutions of fiscal 2019, while the amount of accretion recognized from other acquisitions has declined, as expected, over time.specific loans. Combined, these components of net interest income contributed teneight basis points to net interest margin in the three-month period ended December 31, 2019, unchanged from the2020, as compared to a contribution of 10 basis points in the same period of the prior fiscal year, and unchanged as compared to the six basis point contribution in the linked quarter, ended September 30, 2019,2020, when net interest margin was 3.81%3.73%. OverAdditionally, in the longer term, the Company expects this component of net interest income to decline, although volatility may occur to the extent that we have periodic resolutions of specific credit impaired loans. Also,year-ago period, the Company recognized an additional $194,000 in interest income as a result of the resolution of a limited number of nonperforming loans, duringwith no material contribution from similar resolutions in the current or linked period. This recognition of interest income in the year-ago period contributed four basis points to the net interest margin in the current period, without material comparable items in the year ago period. In the linked quarter, ended September 30, 2019, the Company recognized $414,000 in interest income as a result of the resolution of similar nonperforming loans, and the resulting contribution to the net interest margin was eight basis points. margin. For the three-month period ended December 31, 2019,2020, our net interest rate spread was 3.47%3.76%, as compared to 3.49%3.47% in the year-ago period. The decreaseincrease in net interest rate spread, compared to the same period a year ago, resulted from a 1474 basis point increasedecrease in the average cost of interest-earninginterest-bearing liabilities, partially offset by a 1245 basis point increasedecrease in the average yield on interest-earning assets. Interest Income.Total interest income for the three-month period ended December 31, 2019,2020, was $26.6$27.9 million, an increase of $2.4$1.2 million, or 10.1%4.6%, as compared to the same period of the prior fiscal year. The increase was attributed to a 7.5%14.8% increase in the average balance of interest-earning assets, combined with a 12 basis point increase in the average yield earned on interest-earning assets, as compared to the same period of the prior fiscal year. Increased average interest-earning balances were attributable to growth in the loan portfolio, while investment balances decreased. The increase in the average yield on interest-earning assets was primarily attributable to origination and renewals of loans at higher market rates over recent periods, as well as to the recognition of interest on some loans previously treated as nonaccrual, discussed above. Interest Expense. Total interest expense for the three-month period ended December 31, 2019, was $7.3 million, an increase of $1.1 million, or 18.4%, as compared to the same period of the prior fiscal year. The increase was attributable to a 14 basis point increase in the average cost of interest-bearing liabilities, combined with a 7.8% increase in the average balance of interest-bearing liabilities, as compared to the same period of the prior fiscal year. The increase in the average cost of interest-bearing liabilities was attributable primarily to origination and renewals of certificates of deposit at higher market rates over recent periods, as well as to market rates for money market -46- deposit accounts that have remained above the rates paid during the same period of the prior fiscal year, partially offset by a shift in the composition of interest-bearing liabilities away from FHLB borrowings, which are carried at a higher cost than interest-bearing deposits. Increased average interest-bearing balances were attributable primarily to increases in interest-bearing transaction accounts, money market deposit accounts, and certificates of deposit, partially offset by lower FHLB and repurchase agreement balances. Provision for Loan Losses. The provision for loan losses for the three-month period ended December 31, 2019, was $388,000, as compared to $314,000 in the same period of the prior fiscal year. Increased provisioning was attributed primarily to higher net charge offs and increased loan growth, partially offset by a decrease in the required allowance attributable to nonperforming, classified, and delinquent loans. As a percentage of average loans outstanding, the provision for loan losses in the current three-month period represented a charge of 0.08% (annualized), while the Company recorded net charge offs during the period of 0.06% (annualized). During the same period of the prior fiscal year, the provision for loan losses as a percentage of average loans outstanding represented a charge of 0.07% (annualized), while the Company recorded net charge offs of 0.02% (annualized). (See “Critical Accounting Policies”, “Allowance for Loan Loss Activity” and “Nonperforming Assets”). Noninterest Income. The Company’s noninterest income for the three-month period ended December 31, 2019, was $4.3 million, an increase of $280,000, or 6.9%, as compared to the same period of the prior fiscal year. Increases in deposit account service charges, wealth management and insurance brokerage commissions, bank card interchange income, and gains realized on sales of residential loans originated for sale into the secondary market were partially offset by a decrease in mortgage servicing income. Further, the prior period’s results included non-recurring items totaling $406,000, consisting of a benefit related to bank-owned life insurance, and a gain on the sale of stock in a banker’s bank acquired in a previous acquisition. Deposit account service charges increased primarily as a result of an increase in the number of NSF items presented, due in part to the Gideon Acquisition, as well as a 12% increase in per-item NSF charges effective October 1, 2019. Wealth management and insurance brokerage commissions increased as a result of the establishment or acquisition of these new business lines for the Company. Bank card interchange income increased as a result of an increase in bank card transactions, attributable in part to the Gideon Acquisition. Gains realized on sales of residential loans originated for sale into the secondary market increased as a result of an increase in the volume of originations, as well as a shift in the loan mix to more profitable products. Mortgage servicing income was decreased due primarily to faster prepayments of serviced loans. Noninterest Expense. Noninterest expense for the three-month period ended December 31, 2019, was $13.7 million, an increase of $1.1 million, or 9.0%, as compared to the same period of the prior fiscal year. The increase was attributable primarily to increases in compensation and benefits, occupancy expenses, bank card network expense, losses on disposition of fixed assets, and provisioning for off-balance sheet credit exposures, partially offset by a decrease in deposit insurance premiums. Noninterest expenses generally continued to see year-over-year increases as a result of additional staff, facilities, data processing and other expenses following the Gideon Acquisition. A non-recurring loss on the disposition of fixed assets of $327,000 was attributable to the sale of two bank facilities acquired in the Gideon Acquisition which were no longer in service. The Company typically books seasonal increases in available lines of credit around calendar year end, and at December 31, 2019, we also saw an increase due to available lines on construction lines of credit. As a result, the Company saw a significant increase in its off-balance sheet credit exposure, resulting in a charge of $362,000 in the current period, as compared to a charge of $162,000 in the year ago period. Partially offsetting these increases, the FDIC continued applying credits to the deposit insurance assessments due from smaller banks, such as the Company’s subsidiary, resulting in no deposit insurance premium expense for the Company in the current quarter, as compared to an expense of $145,000 in the year ago period. Provided the deposit insurance fund ratio remains above 1.35%, the Company would expect to continue to recognize a relatively small expense for deposit insurance premiums in the quarter which will end March 31, 2020, before the expense returns to a normalized level for the quarter ended June 30, 2020. After recording $422,000 in charges related to merger and acquisition activity in the same quarter a year ago, the Company recorded only $25,000 in comparable expenses in the current period. The efficiency ratio for the three-month period ended December 31, 2019, was 57.7%, as compared to 56.7% in the same period of the prior fiscal year. Income Taxes. The income tax provision for the three-month period ended December 31, 2019, was $1.9 million, an increase of $119,000, or 6.6%, as compared to the same period of the prior fiscal year, attributable primarily to higher pre-tax income and an increase in the effective tax rate, to 19.9%, as compared to 19.5% in the year-ago period. -47- Results of Operations – Comparison of the six-month periods ended December 31, 2019 and 2018 General. Net income for the six-month period ended December 31, 2019, was $15.5 million, an increase of $1.3 million, or 9.1%, as compared to the same period of the prior fiscal year. The increase was attributable to increases in net interest income and noninterest income, partially offset by increases in noninterest expense, provision for income taxes, and provision for loan losses. For the six-month period ended December 31, 2019, basic and fully-diluted net income per share were $1.69 and $1.68, respectively, as compared to $1.57 under both measures for the same period of the prior fiscal year, which represented increases of $0.12, or 7.6%, and $0.11, or 7.0%, respectively. Our annualized return on average assets for the six-month period ended December 31, 2019, was 1.38%, as compared to 1.42% for the same period of the prior fiscal year. Our return on average common stockholders’ equity for the six-month period ended December 31, 2019, was 12.8%, as compared to 13.6% in the same period of the prior fiscal year. Net Interest Income. Net interest income for the six-month period ended December 31, 2019, was $38.9 million, an increase of $3.7 million, or 10.5%, as compared to the same period of the prior fiscal year. The increase was attributable to a 12.1% increase in the average balance of interest-earning assets, partially offset by a decrease in net interest margin to 3.76% in the current six-month period, from 3.81% in the six-month period a year ago. Our net interest margin is determined by dividing annualized net interest income by total average interest-earning assets. Loan discount accretion and deposit premium amortization related to the Peoples Acquisition, the Capaha Acquisition, the SMB-Marshfield Acquisition, and the Gideon Acquisition resulted an additional $1.0 million in net interest income for the six-month period ended December 31, 2019, as compared to $1.7 million in net interest income for the same period a year ago. In the current six-month period, this component of net interest income contributed 10 basis points to the net interest margin, a decrease from a contribution of 18 basis points in the year-ago period. The dollar impact of this component of net interest income has generally been declining each sequential quarter as assets mature or prepay, particularly those acquired from the Peoples Acquisition and the Capaha Acquisition, though the Gideon Acquisition partially offsets that decline, as there was no comparable item for much of the same period a year ago. In the same period a year ago, resolution of particular acquired impaired credits from the Peoples Acquisition and the Capaha acquisition resulted in notably higher levels of discount accretion in that period. The Company generally expects this component of net interest income to decline. Also, the Company recognized an additional $608,000 in interest income as a result of the resolution of nonperforming loans during the current six-month period. This recognition of interest income contributed six basis points to the net interest margin in the current six-month period, without material comparable items in the year ago period. For the six-month period ended December 31, 2019, our net interest spread was 3.52%, as compared to 3.60% in the six-month period a year ago. The decrease in net interest rate spread, compared to the same period a year ago, resulted from a 2545 basis point increase in the average cost of interest-bearing liabilities, partially offset by a 17 basis point increase in the average yield on interest-earning assets. Interest Income. Total interest income for the six-month period ended December 31, 2019, was $53.6 million, an increase of $7.3 million, or 15.8%, as compared to the same period of the prior fiscal year. The increase was attributed to a 12.1% increase in the average balance of interest-earning assets, combined with a 17 basis point increasedecrease in the average yield earned on interest-earning assets, as compared to the same period of the prior fiscal year. Increased average interest-earning balances were attributable primarily to growth in the loan portfolio, including organic growthinclusive of the Central Federal Acquisition and growth through acquisitions,PPP loans originated, while average investment balances were little changed.increased modestly, and average cash and similar asset balances increased at a substantial rate, accounting for an unusually significant percentage of overall interest-earning asset growth. The increasedecrease in the average yield on interest-earning assets was attributable primarily to originationsloans (including PPP loans) originated and renewalsrenewed at lower market yields, adjustable-rate loans which re-priced at lower rates, lower reinvestment yields available for the AFS securities portfolio, lower yields on cash and cash equivalents, and inclusion in the prior period’s results of additional interest income resulting from the resolution of a limited number of nonperforming loans at higher market rates over recent periods, as well aswithout similar material contributions in the impactcurrent period, partially offset by the accelerated accretion of interest income recognized as a result of the resolution of nonperforming loans during the current six-month period, discussed above. from deferred origination fees on PPP loans. Interest Expense. Total interest expense for the six-monththree-month period ended December 31, 2019,2020, was $14.6$4.3 million, an increasea decrease of $3.6$2.9 million, or 32.8%40.2%, as compared to the same period of the prior fiscal year. The increasedecrease was attributable -49- Table of Contents to a 2574 basis point increasedecrease in the average cost of interest-bearing liabilities, combined withpartially offset by a 12.7%10.0% increase in the average balance of interest-bearing liabilities, as compared to the same period of the prior fiscal year. The increasedecrease in the average cost of interest-bearing liabilities was attributable primarily to origination and renewals ofthe Company’s reduction in rates offered on certificates of deposit at higherand nonmaturity accounts, and as our cost of wholesale funding moved lower with market rates over recent periods, as well asrates. Increased average interest-bearing balances were attributable primarily to market rates forincreases in interest-bearing transaction accounts, money market deposit accounts, and savings accounts, that have remained above the rates paid during the same period of the prior fiscal year, partially offset by a shift in the composition of interest-bearing liabilities away from FHLB borrowings, which are carried at a higher cost than interest-bearing deposits. Increased average interest-bearing balances were -48- attributable primarily to increases in certificates of deposit, interest-bearing transaction accounts, and money market deposit accounts, partially offset by lower certificate of deposit balances, FHLB balances, and repurchase agreementother borrowing balances. Provision for LoanCredit Losses. The provision for loancredit losses for the six-monththree-month period ended December 31, 2019,2020, was $1.3 million,$612,000, as compared to $1.0 million$388,000 in the same period of the prior fiscal year. Increased provisioningThe increase as compared to the same quarter a year ago was attributedattributable primarily to higher, though stillcontinued uncertainty regarding the economic environment resulting from the COVID-19 pandemic and the potential impact on the Company’s borrowers, partially offset by moderated growth in unguaranteed loan balances, along with relatively lowconsistent levels of net charge offs, partially offset by reduced loan growth.adversely classified credits, and nonperforming loans. The Company assesses that the outlook remains little changed as compared to the year ended June 30, 2020. As a percentage of average loans outstanding, the provision for loancredit losses in the current six-monththree-month period represented a charge of 0.14%0.11% (annualized), while the Company recorded net charge offs during the period of 0.04% (annualized). During the same period of the prior fiscal year, the provision for loancredit losses as a percentage of average loans outstanding represented a charge of 0.12%0.08% (annualized), while the Company recorded net charge offs of 0.02%0.06% (annualized). (See “Critical Accounting Policies”, “Allowance for LoanCredit Loss Activity” and “Nonperforming Assets”). Noninterest Income. The Company’s noninterest income for the six-monththree-month period ended December 31, 2019,2020, was $8.4$5.7 million, an increase of $950,000,$2.0 million, or 12.7%55.7%, as compared to the same period of the prior fiscal year. IncreasesIn the current period, increases in gains realized on the sale of residential real estate loans originated for that purpose, earnings on bank owned life insurance, loan servicing income, and bank card interchange income were partially offset by decreases in deposit account service charges, bank card interchange income, wealth management and insurance brokerage commissions, and gains realizedcharges. Earnings on sales of residential loans originated for sale into the secondary market were partially offset by a decrease in other loan fees and mortgage servicing income. Further, the prior period’s results included non-recurring items totaling $406,000, consisting of a benefit related to bank-owned life insurance andwere increased by a gainnon-recurring benefit of $696,000. Gains realized on the sale of stockresidential real estate loans originated for that purpose increased as origination of these loans more than quadrupled as compared to the year ago period, and also increased from the linked quarter, while pricing modestly improved. This increase was due to the increase in a banker’s bank acquired in a previous acquisition. Deposit account service charges increased primarilyrefinancing activity as a result of an increasereduced market rates of interest. Our portfolio of serviced loans has increased notably in recent quarters, up 16.2% during the numberquarter ended December 31, 2020, as servicing income increases through fees received and the recognition of NSF items presented, due in part to the Gideon Acquisition, as well as a 12% increase in per-item NSF charges effective October 1, 2019.mortgage servicing rights at origination. Bank card interchange income increased as a result of ana 10% increase in the number of bank card transactions and a 17% increase in bank card transactions, attributable in partdollar volume, as compared to the Gideon Acquisition. Wealth management and insurance brokerage commissions increased assame quarter a result of the establishment or acquisition of these new business lines for the Company. Gains realized on sales of residential loans originated for sale into the secondary market increased as a result of an increase in the volume of originations, as well as a shift in the loan mix to more profitable products. Other loan fees declined on lower prepayment penalties and loan application fees. Mortgage servicing income was decreased due primarily to faster prepayments of serviced loans. year ago. Noninterest Expense.Noninterest expense for the six-monththree-month period ended December 31, 2019,2020, was $26.6$13.4 million, an increase of $2.6 million,$410,000, or 11.0%3.1%, as compared to the same period of the prior fiscal year. The increase was attributable primarily to increases in compensation and benefits, deposit insurance premiums, data processing expenses, and occupancy expenses, bank card network expense,partially offset by reductions in amortization of core deposit intangibles and other expenses. Other expenses including losses ondeclined primarily due to inclusion in the dispositionyear ago period of fixed assets. Noninterest expenses generally continued to see year-over-year increases as a result of additional staff, facilities, data processing and other expenses following the Gideon Acquisition. A non-recurring$327,000 loss on the disposition of fixed assets of $327,000 was attributable to the saledisposal of two bank facilities that had been acquired in the Gideon Acquisition, which were no longeras well as due to reduced employee travel expenses and customer entertainment. The increase in service. Partially offsetting these increases, the FDIC continued applying creditscompensation and benefits as compared to the depositprior year primarily reflected standard increases in compensation and an increase in employee headcount over the prior year, due in part to the Central Federal Acquisition, as well as a de novo branch opened in July 2020. Deposit insurance assessmentspremiums reflected a return to a normalized level of premiums after the Company benefited from one-time assessment credits for much of the prior fiscal year. Data processing expenses increased primarily due from smaller banks, suchto licensing of updated productivity, mobility, and security software. Occupancy expenses increased in part due to additional locations, as the Company’s subsidiary, resulting in no deposit insurance premium expensewell as replacement of some ATMs with ITMs with video teller capability. The efficiency ratio for the Companythree-month period ended December 31, 2020, was 45.9%, as compared to 56.5% in the same period of the prior fiscal year, with the improvement attributable primarily to the current period’s increases in net interest income and noninterest income, while expense growth was contained. Income Taxes. The income tax provision for the three-month period ended December 31, 2020, was $3.2 million, an increase of 64.1% as compared to the same period of the prior fiscal year, as higher pre-tax income combined with an increase in the effective tax rate, to 20.7%, as compared to 19.9% in the same period a year ago. The higher effective tax rate was attributable primarily to the significant increase in pre-tax income, without corresponding increases in tax-advantaged investments. -50- Table of Contents Results of Operations – Comparison of the six-month periods ended December 31, 2020 and 2019 General. Net income for the six-month period ended December 31, 2020, was $22.0 million, an increase of $6.5 million, or 41.7%, as compared to the same period of the prior fiscal year. The increase was attributable to increases in net interest income and noninterest income, partially offset by increases in provision for income taxes, noninterest expense, and provision for loan losses. For the six-month period ended December 31, 2020, basic and fully-diluted net income per share were $2.42 under both measures, as compared to $1.69 and $1.68, respectively, for the same period of the prior fiscal year, which represented increases of $0.73, or 43.2%, and $0.74, or 44.0%, respectively. Our annualized return on average assets for the six-month period ended December 31, 2020, was 1.72%, as compared to 1.38% for the same period of the prior fiscal year. Our return on average common stockholders’ equity for the six-month period ended December 31, 2020, was 17.0%, as compared to 12.8% in the same period of the prior fiscal year. Net Interest Income. Net interest income for the six-month period ended December 31, 2020, was $45.6 million, an increase of $6.7 million, or 17.1%, as compared to the same period of the prior fiscal year. The increase was attributable to a 15.0% increase in the average balance of interest-earning assets, combined with an increase in net interest margin to 3.83% in the current quarter, as comparedsix-month period, from 3.76% in the six-month period a year ago. Our net interest margin is determined by dividing annualized net interest income by total average interest-earning assets. As a material amount of PPP loans were forgiven and therefore repaid ahead of their scheduled maturity, the Company recognized accelerated accretion of interest income from deferred origination fees on these loans. In the current six-month period, this component of interest income totaled $968,000, adding eight basis points to an expense of $283,000the net interest margin, with no comparable item in the year ago period. After recording $595,000 in charges Loan discount accretion and deposit premium amortization related to mergerthe Company’s August 2014 acquisition of Peoples Bank of the Ozarks, the June 2017 acquisition of Capaha Bank, the February 2018 acquisition of Southern Missouri Bank of Marshfield, the Gideon Acquisition, and acquisition activitythe Central Federal Acquisition, resulted in $817,000 in net interest income for the six-month period ended December 31, 2020, as compared to $1.0 million in net interest income for the same period a year ago. The Company generally expects this component of net interest income will continue to decline over time, although volatility may occur to the extent we have periodic resolutions of specific loans. Combined, these components of net interest income contributed seven basis points to net interest margin in the six-month period ended December 31, 2020, as compared to a contribution of 10 basis points in the same quarterperiod of the prior fiscal year. Additionally, in the year-ago period, the Company recognized an additional $608,000 in interest income as a result of the resolution of a limited number of nonperforming loans, with no material contribution from similar resolutions in the current or linked period. This recognition of interest income in the year-ago period contributed six basis points to net interest margin. For the six-month period ended December 31, 2020, our net interest spread was 3.66%, as compared to 3.52% in the six-month period a year ago. The increase in net interest rate spread, compared to the same period a year ago, resulted from a 71 basis point decrease in the average cost of interest-bearing liabilities, partially offset by a 57 basis point decrease in the average yield on interest-earning assets. Interest Income. Total interest income for the six-month period ended December 31, 2020, was $54.8 million, an increase of $1.3 million, or 2.4%, as compared to the same period of the prior fiscal year. The increase was attributed to a 15.0% increase in the average balance of interest-earning assets, partially offset by a 57 basis point decrease in the average yield earned on interest-earning assets, as compared to the same period of the prior fiscal year. Increased average interest-earning balances were attributable primarily to growth in the loan portfolio, inclusive of the Central Federal Acquisition and PPP loans originated, while average investment balances increased modestly, and average cash and similar asset balances experienced a large increase, contributing significantly to overall interest-earning asset growth. The decrease in the average yield on interest-earning assets was attributable primarily to loans (including PPP loans) originated and renewed at lower market yields, adjustable-rate loans which re-priced at lower rates, lower reinvestment yields available for the AFS securities portfolio, lower yields on cash and cash equivalents, and inclusion in the prior period’s results of additional interest income resulting from the resolution of a limited number of -51- Table of Contents nonperforming loans without similar material contributions in the current period, partially offset by the accelerated accretion of interest income from deferred origination fees on PPP loans. Interest Expense. Total interest expense for the six-month period ended December 31, 2020, was $9.3 million, a decrease of $5.4 million, or 36.8%, as compared to the same period of the prior fiscal year. The decrease was attributable to a 71 basis point increase in the average cost of interest-bearing liabilities, partially offset by a 10.4% increase in the average balance of interest-bearing liabilities, as compared to the same period of the prior fiscal year. The decrease in the average cost of interest-bearing liabilities was attributable primarily to the Company’s reduction of rates offered on certificates of deposit and nonmaturity accounts, and as our cost of wholesale funding moved lower with market rates. Increased average interest-bearing balances were attributable primarily to increases in interest-bearing transaction accounts, money market deposit accounts, and savings accounts, partially offset by lower certificate of deposit balances, FHLB balances, and other borrowing balances. Provision for Loan Losses. The provision for loan losses for the six-month period ended December 31, 2020, was $1.4 million, as compared to $1.3 million in the same period of the prior fiscal year. Relatively unchanged provisioning was attributed primarily to continued uncertainty regarding the economic environment resulting from the COVID-19 pandemic and the potential impact on the Company’s borrowers, partially offset by moderated growth in unguaranteed loan balances, along with relatively consistent levels of net charge offs, adversely classified credits, and nonperforming loans. The Company assesses that the outlook remains relatively unchanged as compared to the year ended June 30, 2020. As a percentage of average loans outstanding, the provision for credit losses in the current six-month period represented a charge of 0.13% (annualized), while the Company recorded only $25,000net charge offs during the period of 0.04% (annualized). During the same period of the prior fiscal year, the provision for credit losses as a percentage of average loans outstanding represented a charge of 0.14% (annualized), while the Company recorded net charge offs of 0.04% (annualized). (See “Critical Accounting Policies”, “Allowance for Credit Loss Activity” and “Nonperforming Assets”). Noninterest Income. The Company’s noninterest income for the six-month period ended December 31, 2020, was $10.7 million, an increase of $3.5 million, or 48.9%, as compared to the same period of the prior fiscal year. Increases in comparable expensesnet gains realized on sales of residential loans originated for sale into the secondary market, earnings on bank-owned life insurance, loan servicing fees, and bank card interchange income were partially offset by a decrease deposit account service charges. Gains realized on the sale of residential real estate loans originated for that purpose increased as origination of these loans more than tripled as compared to the year ago period, while pricing modestly improved. This increase was due to the increase in refinancing activity as a result of reduced market rates of interest. Earnings on bank-owned life insurance were increased by a non-recurring benefit of $696,000. Our portfolio of serviced loans has increased notably in recent quarters, up 52.7% as compared to one year ago, as servicing income increases through fees received and the recognition of mortgage servicing rights at origination. Bank card interchange income increased as a result of a 9% increase in the current period.number of bank card transactions and a 17% increase in bank card dollar volume, as compared to the six-month period a year ago. -52- Table of Contents Noninterest Expense. Noninterest expense for the six-month period ended December 31, 2020, was $26.9 million, an increase of $1.6 million, or 6.1%, as compared to the same period of the prior fiscal year. The increase was attributable primarily to increases in compensation and benefits, deposit insurance premiums, data processing expenses, provision for off-balance sheet credit exposure, and occupancy expenses, partially offset by reductions in amortization of core deposit intangibles, advertising, and other expenses. Other expenses declined primarily due to inclusion in the year ago period of a $327,000 loss on the disposal of two bank facilities that had been acquired in the Gideon Acquisition, as well as due to reduced employee travel expenses and customer entertainment. The increase in compensation and benefits as compared to the prior year primarily reflected standard increases in compensation and an increase in employee headcount over the prior year, due in part to the Central Federal Acquisition, as well as a de novo branch opened in July 2020. Deposit insurance premiums reflected a return to a normalized level of premiums after the Company benefited from one-time assessment credits for much of the prior fiscal year. Data processing expenses increased due to licensing of updated productivity, mobility, and security software, and have also been higher since the implementation of a new core data processing environment late in the first quarter of fiscal 2020. Provision for off-balance sheet credit exposure increased primarily as a result of the types of lending for which total available credit was increased during the period, such as construction and commercial lending. Occupancy expenses increased in part due to additional locations, as well as replacement of some ATMs with ITMs with video teller capability. The efficiency ratio for the six-month period ended December 31, 2019,2020, was 56.3%47.9%, as compared to 56.2%55.0% in the same period of the prior fiscal year. year, with the improvement attributable primarily to the current period’s increases in net interest income and noninterest income, while expense growth was contained. Income Taxes.The income tax provision for the six-month period ended December 31, 2019,2020, was $3.9$5.9 million, an increase of $427,000,$2.0 million, or 12.3%51.4%, as compared to the same period of the prior fiscal year, attributable primarily tohigher pre-tax income combined with an increase in the effective tax rate, to 20.0%21.1%, as compared to 19.6%20.0% in the year-ago period.same period a year ago. The higher effective tax rate was attributedattributable primarily to increasesthe significant increase in pre-tax income, without corresponding increases in tax-advantaged investments. Allowance for LoanCredit Loss Activity The Company regularly reviews its allowance for loan lossesACL and makes adjustments to its balance based on management’s analysisestimate of (1) the total expected losses included in the Company’s financial assets held at amortized cost, which is limited to the Company’s loan portfolio, and (2) any credit deterioration in the Company’s available-for-sale securities as of the loan portfolio, the amount of non-performing andbalance sheet date. The Company holds no securities classified loans, as well as general economic conditions. held-to-maturity. Although the Company maintains its allowance for loan lossesACL at a level that it considers sufficient to provide for losses, there can be no assurance that future losses will not exceed internal estimates. In addition, the amount of the allowance for loan lossesACL is subject to review by regulatory agencies, which can order the establishmentCompany to record additional allowances. The required ACL has been estimated based upon the guidelines in ASC Topic 326, Financial Instruments – Credit Losses, following the July 1, 2020 adoption of additionalASU 2016-13, also known as the current expected credit loss, provision. or CECL, standard. -53- Table of Contents The following table summarizes changes in the allowance for loan lossesACL over the three- and six- monthsix-month periods ended December 31, 20192020 and 2018:2019: -49-​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended   For the six months ended ​ ​ December 31,   December 31, (dollars in thousands)      2020      2019   2020      2019 Balance, beginning of period ​ $ 35,084 ​ $ 20,710 ​ $ 25,139 ​ $ 19,903 Impact of CECL adoption ​   — ​   — ​   9,333 ​   — Loans charged off: ​   ​ ​   ​ ​   ​ ​   ​ Residential real estate ​   (90) ​   (172) ​   (110) ​   (172) Construction ​   — ​   — ​   — ​   — Commercial business ​   (89) ​   (112) ​   (234) ​   (147) Commercial real estate ​   — ​   — ​   — ​   — Consumer ​   (67) ​   (26) ​   (72) ​   (97) Gross charged off loans ​   (246) ​   (310) ​   (416) ​   (416) Recoveries of loans previously charged off: ​   ​ ​   ​ ​   ​ ​   ​ Residential real estate ​   — ​   18 ​   — ​   18 Construction ​   — ​   — ​   — ​   — Commercial business ​   15 ​   1 ​   19 ​   1 Commercial real estate ​   — ​   1 ​   1 ​   15 Consumer ​   6 ​   6 ​   10 ​   9 Gross recoveries of charged off loans ​   21 ​   26 ​   30 ​   43 Net charge offs ​   (225) ​   (284) ​   (386) ​   (373) Provision charged to expense ​   612 ​   388 ​   1,385 ​   1,284 Balance, end of period ​ $ 35,471 ​ $ 20,814 ​ $ 35,471 ​ $ 20,814   For the three months ended   For the six months ended   December 31,   December 31, (dollars in thousands)   2019     2018     2019     2018                         Balance, beginning of period $ 20,710   $ 18,790   $ 19,903   $ 18,214 Loans charged off:                            Residential real estate   (172)     (9)     (172)     (9)      Construction   -     -     -     -      Commercial business   (112)     (47)     (147)     (47)      Commercial real estate   -     (25)     -     (120)      Consumer   (26)     (3)     (97)     (20)      Gross charged off loans   (310)     (84)     (416)     (196) Recoveries of loans previously charged off:                            Residential real estate   18     -     18     1      Construction   -     -     -     -      Commercial business   1     -     1     1      Commercial real estate   1     3     15     3      Consumer   6     -     9     5       Gross recoveries of charged off loans   26     3     43     10 Net (charge offs) recoveries   (284)     (81)     (373)     (186) Provision charged to expense   388     314     1,284     995 Balance, end of period $ 20,814   $ 19,023   $ 20,814   $ 19,023 ​ The allowance for loan losses has been calculatedestimate involves consideration of quantitative and qualitative factors relevant to the loans as segmented by the Company, and is based uponon an evaluation, at the reporting date, of pertinent factors underlying the various types and quality of the Company’s loans. Management considers such factors as the repayment status of a loan, the estimated net fair value of the underlying collateral, the borrower’s intent and abilityhistorical loss experience, coupled with qualitative adjustments to repay the loan, localaddress current economic conditions and credit quality, and reasonable and supportable forecasts. Specific qualitative factors considered include, but may not be limited to: ● Changes in lending policies and/or loan review system ● National, regional, and local economic trends and/or conditions ● Changes and/or trends in the nature, volume, or terms of the loan portfolio ● Experience, ability, and depth of lending management and staff ● Levels and/or trends of delinquent, non-accrual, problem assets, or charge offs and recoveries ● Concentrations of credit ● Changes in collateral values ● Agricultural economic conditions ● Risks from regulatory, legal, or competitive factors At our June 30, 2020, fiscal year end, prior to the adoption of ASU 2016-13, the Company’s historicalALLL was $25.1 million. Upon adoption of the standard, effective July 1, 2020, the Company increased the ACL by $8.9 million, related to the transition from the incurred loss ratios. We maintainmodel to the allowance for loan lossesCECL ACL model, increased the ACL by $434,000 related to the transition from PCI to PCD methodology, and reduced retained earnings by $6.9 million, net of deferred taxes, through a one-time cumulative effect adjustment. For the six-month period ended December 31, 2020, the ACL increased by an additional $1.0 million, reflecting a charge to provision for loancredit losses that weof $1.4 million, and net charge to income. Weoffs of $386,000. The charge losseswas based on loans against the allowance for loan losses when we believe the collection of loan principal is unlikely. The allowance for loan losses increased $911,000 to $20.8 million at December 31, 2019, from $19.9 million at June 30, 2019. The increase was deemed appropriate in order to bring the allowance for loan losses to a level that reflectsestimated required ACL, reflecting management’s estimate of the incurred losscurrent expected credit losses in the Company’s loan portfolio at December 31, 2019.2020, and as of that date the Company’s ACL was $35.5 million. While the Company’s management believes the ACL at December 31, 2020, is adequate, based on that estimate, there remains significant uncertainty regarding the possible length of the COVID-19 pandemic and the aggregate impact that it will have on global and regional economies, including uncertainty regarding the effectiveness of recent efforts by the U.S. government and the Federal Reserve to respond to the pandemic and its economic impact. Management considered the impact of the pandemic on its consumer and business borrowers, particularly those business borrowers most affected by efforts to contain the pandemic, including our borrowers in the retail and multi-tenant retail industry, restaurants, and hotels. -54- Table of Contents The following table sets forth the sum of the amounts of the ACL attributable to individual loans within each category, or the loan categories in general, and the percentage of the ACL that is attributable to each category, as of the reporting date. The table also reflects the percentage of loans in each category to the total loan portfolio, as of the reporting date. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      ​ ​      % of      ​ ​      % of   ​ ​ ACL as of ​ total ​ ALLL as of ​ total   ​ ​ December 31, 2020 ​ ACL ​ June 30, 2020 ​ ALLL   Real Estate Loans:   ​           ​         ​ Residential ​ $ 10,398   29.3 %   $ 4,875   19.4 % Construction ​   2,387   6.7 %     2,010   8.0 % Commercial ​   15,239   43.0 %     12,132   48.3 % Consumer loans ​   1,362   3.8 %     1,182   4.7 % Commercial loans ​   6,085   17.2 %     4,940   19.6 % ​ ​ $ 35,471   100.0 %   $ 25,139   100.0 % ​ For loans that do not exhibit similar risk characteristics, the Company evaluates the loan on an individual basis. Loans that are classified with an adverse internal credit rating or identified as troubled debt restructurings (TDRs) are most commonly considered for individual evaluation. The ACL for individually evaluated loans may be estimated based on the fair value of the underlying collateral, or based on the present value of expected cash flows. In recent months, following regulatory guidance encouraging financial institutions to work with borrowers affected by the COVID-19 pandemic, the Company has granted payment deferrals or interest-only modifications for borrowers. For loans that were otherwise current and performing prior to the COVID-19 pandemic, but for which borrowers anticipated difficulties in the coming months due to impact of the pandemic, the Company elected to not apply requirements of U.S. GAAP related to TDRs, as provided in the CARES Act. At December 31, 2019,2020, interest-only modifications were in effect for approximately 17 loans totaling $40.3 million, while no loans continued to have payments deferred under such provisions, as compared to approximately 900 loans totaling $380.2 million either modified or deferred at June 30, 2020. Generally, deferrals were granted for three-month periods, while interest-only modifications were for six-month periods. Some loans were granted additional deferrals or modifications, and these loans were generally reviewed for potential adverse credit classification. For borrowers whose payment terms have not returned to the original payment terms under their loan agreement as of December 31, 2020, the Company has generally classified the loan as a “watch” status credit. Loans remaining under a CARES Act modification or deferral not accounted for as TDRs at December 31, 2020, and placed on watch status total $38.7 million. At January 31, 2021, the balance of 29 loans for which payment deferrals or interest-only modifications were in place under such provisions totaled $48.8 million. The table below illustrates the amount of such deferrals and modifications in relation to our loan portfolio by loan type and collateral or industry. -55- Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of January 31, 2021 ​ As of December 31, 2020 Loan portfolio balances and CARES Act modifications ​ Balance ​ Payment ​ Interest-only ​ Payment ​ Interest-only (dollars in thousands)      Outstanding      Deferrals      Modifications      Deferrals      Modifications 1‑ to 4‑family residential loans ​ $ 438,771 ​ $ 98 ​ $ 119 ​ $ — ​ $ 138 Multifamily residential loans ​   198,671 ​   — ​   10,581 ​   — ​   10,581 Total residential loans ​   637,442 ​   98 ​   10,700 ​   — ​   10,719 1‑ to 4‑family owner-occupied construction loans ​   23,802 ​   — ​   — ​   — ​   — 1‑ to 4‑family speculative construction loans ​   11,884 ​   — ​   — ​   — ​   — Multifamily construction loans ​   55,359 ​   — ​   — ​   — ​   — Other construction loans ​   31,104 ​   — ​   — ​   — ​   — Total construction loan balances drawn ​   122,149 ​   — ​   — ​   — ​   — Agricultural real estate loans ​   187,075 ​   — ​   — ​   — ​   — Loans for vacant land - developed, undeveloped, and other purposes ​   55,014 ​   — ​   — ​   — ​   — Owner-occupied commercial real estate loans to: ​   ​ ​   ​ ​      ​      ​      Churches and nonprofits ​   21,718 ​   — ​   634 ​   — ​   634 Non-professional services ​   17,617 ​   — ​   — ​   — ​   — Retail ​   26,630 ​   — ​   — ​   — ​   — Automobile dealerships ​   17,729 ​   — ​   — ​   — ​   — Healthcare providers ​   7,633 ​   — ​   — ​   — ​   — Restaurants ​   46,153 ​   — ​   7,903 ​   — ​   — Convenience stores ​   20,748 ​   — ​   — ​   — ​   — Automotive services ​   5,104 ​   — ​   — ​   — ​   — Manufacturing ​   12,356 ​   — ​   — ​   — ​   — Professional services ​   13,371 ​   — ​   — ​   — ​   — Warehouse/distribution ​   4,691 ​   — ​   — ​   — ​   — Grocery ​   5,417 ​   — ​   — ​   — ​   — Other ​   46,214 ​   — ​   816 ​   — ​   816 Total owner-occupied commercial real estate loans ​   245,381 ​   — ​   9,353 ​   — ​   1,450 ​ -56- Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of January 31,2021 ​ As of December 31, 2020 Loan portfolio balances and CARES Act modifications ​ Balance ​ Payment ​ Interest-only ​ Payment ​ Interest-only (continued, dollars in thousands)      Outstanding      Deferrals      Modifications      Deferrals      Modifications Non-owner-occupied commercial real estate loans to:   ​ ​   ​      ​      ​      ​    Care facilities   ​ 35,366   ​ —   ​ —   ​ —   ​ — Non-professional services   ​ 12,231   ​ —   ​ —   ​ —   ​ — Retail   ​ 25,865   ​ —   ​ —   ​ —   ​ — Healthcare providers   ​ 15,523   ​ —   ​ —   ​ —   ​ — Restaurants   ​ 46,210   ​ —   ​ —   ​ —   ​ — Convenience stores   ​ 16,085   ​ —   ​ —   ​ —   ​ — Automotive services   ​ 5,391   ​ —   ​ —   ​ —   ​ — Hotels   ​ 85,077   ​ —   ​ 28,092   ​ —   ​ 28,092 Manufacturing   ​ 4,974   ​ —   ​ —   ​ —   ​ — Storage units   ​ 14,166   ​ —   ​ —   ​ —   ​ — Professional services   ​ 8,706   ​ —   ​ —   ​ —   ​ — Multi-tenant retail   ​ 72,953   ​ —   ​ 573   ​ —   ​ — Warehouse/distribution   ​ 25,777   ​ —   ​ —   ​ —   ​ — Other   ​ 50,651   ​ —   ​ —   ​ —   ​ — Total non-owner-occupied commercial real estate loans   ​ 418,975   ​ —   ​ 28,665   ​ —   ​ 28,092 Total commercial real estate   ​ 906,445   ​ —   ​ 38,018   ​ —   ​ 29,542 Home equity lines of credit   ​ 40,210   ​ —   ​ —   ​ —   ​ — Deposit-secured loans   ​ 4,712   ​ —   ​ —   ​ —   ​ — All other consumer loans   ​ 34,065   ​ —   ​ —   ​ —   ​ — Total consumer loans   ​ 78,987   ​ —   ​ —   ​ —   ​ — Agricultural production and equipment loans   ​ 82,576   ​ —   ​ —   ​ —   ​ — Loans to municipalities or other public units   ​ 9,502   ​ —   ​ —   ​ —   ​ — Commercial and industrial loans to:   ​ —   ​ —   ​ —   ​ —   ​ — Forestry, fishing, and hunting   ​ 10,920   ​ —   ​ —   ​ —   ​ — Construction   ​ 23,476   ​ —   ​ —   ​ —   ​ — Finance and insurance   ​ 56,414   ​ —   ​ —   ​ —   ​ — Real estate rental and leasing   ​ 18,686   ​ —   ​ —   ​ —   ​ — Healthcare and social assistance   ​ 27,543   ​ —   ​ —   ​ —   ​ — Accommodations and food services   ​ 26,345   ​ —   ​ —   ​ —   ​ — Manufacturing   ​ 10,875   ​ —   ​ —   ​ —   ​ — Retail trade   ​ 38,527   ​ —   ​ —   ​ —   ​ — Transportation and warehousing   ​ 32,267   ​ —   ​ —   ​ —   ​ 11 Professional services   ​ 5,094   ​ —   ​ —   ​ —   ​ — Administrative support and waste management   ​ 7,532   ​ —   ​ —   ​ —   ​ — Arts, entertainment, and recreation   ​ 3,596   ​ —   ​ —   ​ —   ​ — Other commercial loans   ​ 43,727   ​ —   ​ —   ​ —   ​ — Total commercial and industrial loans   ​ 305,002   ​ —   ​ —   ​ —   ​ 11 Total commercial loans   ​ 397,080   ​ —   ​ —   ​ —   ​ 11 Total gross loans receivable, excluding deferred loan fees ​ $ 2,142,103 ​ $ 98 ​ $ 48,718 ​ $ — ​ $ 40,272 ​ -57- Table of Contents At December 31, 2020, the Company had loans of $24.8 million, or 1.15% of total loans, adversely classified ($23.9 million classified “substandard”; $920,000 classified “doubtful”), as compared to loans of $24.5 million, or 1.13% of total loans, adversely classified ($23.6 million classified “substandard”; $888,000 classified “doubtful”) at June 30, 2020, and $25.2 million, or 1.29% of total loans, adversely classified ($25.2 million classified “substandard”; none classified “doubtful”), as compared to loans of $28.3 million, or 1.51% of total loans, adversely classified ($28.2 million classified “substandard”; $35,000 classified “doubtful”) at June 30, 2019, and $29.1 million, or 1.60% of total loans, adversely classified ($28.4 million classified “substandard”; $648,000 classified “doubtful”) at December 31, 2018.2019. Classified loans were generally comprised of loans secured by commercial and residential real estate, and other commercial purpose collateral. All loans were classified due to concerns as to the borrowers’ ability to continue to generate sufficient cash flows to service the debt. Of our classified loans, the Company had ceased recognition of interest on loans with a carrying value of $9.7$7.5 million at December 31, 2019.2020. As noted in Note 4 to the condensed consolidated financial statements, the Company’s total past due loans decreasedincreased from $11.6$6.4 million at June 30, 2019,2020, to $7.7 million at December 31, 2020. Total past due loans were $9.6 million at December 31, 2019. In connection with the adoption of ASU 2016-13, the Company also revised its quarterly evaluation of the adequacyanalysis of its allowance for loan losses, the Company employs historical data including past due percentages, charge offs, and recoveries for the previous five years for each loan category. The Company’s allowance methodology considers the most recent twelve-month period’s average net charge offs and uses this information as one of the primary factors for evaluation of allowance adequacy. Average net charge offs are calculated as net charge offs by portfolio type for the period as a percentage of the average balance of respective portfolio type over the same period. -50- The following table sets forth the Company’s historical net charge offs as of December 31 and June 30, 2019: Portfolio segment December 31, 2019 June 30, 2019 Net charge offs – Net charge offs – 12-month historical 12-month historical Real estate loans:       Residential 0.03% 0.01%   Construction 0.00% 0.00%   Commercial 0.00% 0.02% Consumer loans 0.15% 0.14% Commercial loans 0.05% 0.02% Additionally, in its quarterly evaluation of the adequacy of the allowance for loan losses, the Company evaluates changes in the financial condition of individual borrowers; changes in local, regional, and national economic conditions; the Company’s historical loss experience; and changes in market conditions for property pledged to the Company as collateral. The Company has identified specific qualitative factors that address these issues and subjectively assigns a percentage to each factor. Qualitative factors are reviewed quarterly and may be adjusted as necessary to reflect improving or declining trends. At December 31, 2019, these qualitative factors included: Changes in lending policies  National, regional, and local economic conditions  Changes in mix and volume of portfolio  Experience, ability, and depth of lending management and staff  Entry to new markets  Levels and trends of delinquent, nonaccrual, special mention and  Classified loans  Concentrationsunused lines of credit Changes in collateral values  Agricultural economic conditions  Regulatory risk  The qualitative factors are appliedand recorded a one-time cumulative effect adjustment to the allowance for loan losses based uponoff-balance sheet exposures totaling $268,000, offset by a reduction to retained earnings, net of deferred taxes, of $209,000. For the following percentagessix-month period ended December 31, 2020, the allowance for off-balance sheet exposures increased by loan type: Portfolio segment Qualitative factor applied at interim period ended December 31, 2019 Qualitative factor applied at fiscal year ended June 30, 2019 Real estate loans:       Residential 0.60% 0.66%   Construction 1.70% 1.69%   Commercial 1.14% 1.14% Consumer loans 1.36% 1.40% Commercial loans 1.28% 1.28% an additional $615,000, funded by a charge to provision for off-balance sheet credit exposures (non-interest expense), primarily due to an increase of $34.2 million in unfunded commitments (unused lines of credit). At December 31, 2019, the amount of our allowance for loan losses attributable2020, approximately $2.8 million was accrued within other liabilities related to these qualitative factors was approximately $18.0 million, as compared to $17.1 million at June 30, 2019, primarily due to loan growth. The relatively small change in qualitative factors applied was attributable to normal portfolio fluctuations with management’s assessment that risks represented by the qualitative factors are relatively unchanged since the prior quarter end.  Higher levels of net charge offs requiring additional provision for loan losses could result. Although management uses the best information available, the level of the allowance for loan losses remains an estimate that is subject to significant judgment and short-term change.off-balance sheet credit exposures. -51- Nonperforming Assets The ratio of nonperforming assets to total assets and nonperforming loans to net loans receivable is another measure of asset quality. Nonperforming assets of the Company include nonaccruing loans, accruing loans delinquent/past maturity 90 days or more, and assets which have been acquired as a result of foreclosure or deed-in-lieu of foreclosure. The table below summarizes changes in the Company’s level of nonperforming assets over selected time periods: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (dollars in thousands)   December 31, 2019     June 30, 2019     December 31, 2018      December 31, 2020      June 30, 2020      December 31, 2019 Nonaccruing loans:               ​      ​      ​    Residential real estate $ 4,397   $ 6,404   $ 5,836 ​ $ 4,140 ​ $ 4,010 ​ $ 4,397 Construction   -   -   24 ​   — ​   — ​   — Commercial real estate   5,212   10,876   10,560 ​   2,841 ​   3,106 ​   5,212 Consumer   179   309   353 ​   227 ​   196 ​   179 Commercial business   631     3,424     3,680 ​   1,122 ​   1,345 ​   631 Total   10,419     21,013     20,453 ​   8,330 ​   8,657 ​   10,419                 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans 90 days past due accruing interest:             ​      ​      ​      Residential real estate   -   -   - ​   — ​   — ​   — Construction   -   -   - ​   — ​   — ​   — Commercial real estate   -   -   - ​   — ​   — ​   — Consumer   1   -   - ​   — ​   — ​   1 Commercial business   -   -   - ​   — ​   — ​   — Total   1     -     - ​   — ​   — ​   1                 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming loans   10,420   21,013   20,453 ​   8,330 ​   8,657 ​   10,420             ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreclosed assets held for sale:             ​   ​ ​   ​ ​   ​ Real estate owned   3,668   3,723   3,894 ​   2,707 ​   2,561 ​   3,668 Other nonperforming assets   26     29     54 ​   44 ​   9 ​   26 Total nonperforming assets $ 14,114   $ 24,765   $ 24,401 ​ $ 11,081 ​ $ 11,227 ​ $ 14,114 ​ -58- Table of Contents At December 31, 2019, troubled debt restructurings (TDRs)2020, TDRs totaled $17.8$12.3 million, of which $3.0$4.4 million was considered nonperforming and is included in the nonaccrual loan total above. The remaining $14.8$7.9 million in TDRs have complied with the modified terms for a reasonable period of time and are therefore considered by the Company to be accrual status loans. In general, these loans were subject to classification as TDRs at December 31, 2019,2020, on the basis of guidance under ASU No. 2011-02, which indicates that the Company may not consider the borrower’s effective borrowing rate on the old debt immediately before the restructuring in determining whether a concession has been granted. At June 30, 2019,2020, TDRs totaled $19.0$11.2 million, of which $5.8$2.6 million was considered nonperforming and is included in the nonaccrual loan total above. The remaining $13.3$8.6 million in TDRs at June 30, 2019,2020, had complied with the modified terms for a reasonable period of time and were therefore considered by the Company to be accrual status loans. At December 31, 2019,2020, nonperforming assets totaled $14.1$11.1 million, as compared to $24.8$11.2 million at June 30, 2019,2020, and $24.4$14.1 million at December 31, 2018.2019. The decrease in nonperforming assets from fiscalone year endearlier was attributable primarily to a decrease in nonaccrual loans, as the Company resolved some of the nonaccrual loans which had been acquired in the Gideon Acquisition. At December 31, 2018, the quarter end immediately following the Gideon Acquisition, nonaccrual loans attributable to the Gideon Acquisition totaled $12.9 million. At December 31, 2019, nonaccrual loans attributable to the Gideon Acquisition totaled $2.4 million, as compared to $10.2 million at June 30, 2019. Liquidity Resources The term “liquidity” refers to our ability to generate adequate amounts of cash to fund loan originations, loans purchases, deposit withdrawals and operating expenses. Our primary sources of funds include deposit growth, securities sold under agreements to repurchase, FHLB advances, brokered deposits, amortization and prepayment of loan principal and interest, investment maturities and sales, and funds provided by our operations. While the scheduled loan repayments and maturing investments are relatively predictable, deposit flows, FHLB advance redemptions, and loan and security prepayment rates are significantly influenced by factors outside of the Bank’s control, including interest rates, general and local economic conditions and competition in the marketplace. The Bank relies on FHLB advances and brokered deposits as additional sources for funding cash or liquidity needs. -52- The Company uses its liquid resources principally to satisfy its ongoing cash requirements, which include funding loan commitments, funding maturing certificates of deposit and deposit withdrawals, maintaining liquidity, funding maturing or called FHLB advances, purchasing investments, and meeting operating expenses. At December 31, 2019,2020, the Company had outstanding commitments and approvals to extend credit of approximately $372.9$460.0 million (including $246.7$319.6 million in unused lines of credit) in mortgage and non-mortgage loans. These commitments and approvals are expected to be funded through existing cash balances, cash flow from normal operations and, if needed, advances from the FHLB or the Federal Reserve’s discount window. At December 31, 2019,2020, the Bank had pledged $815.2$867.2 million of its single-family residential and commercial real estate loan portfolios to the FHLB for available credit of approximately $392.1$479.7 million, of which $115.1$68.7 million had been advanced. The Bank has the ability to pledge several other loan portfolios, including, for example, its commercial and home equity loans, which could provide additional collateral for additional borrowings; inborrowings. In total, FHLB borrowings are generally limited to 45% of bank assets, or approximately $1.0$1.1 billion, subject to available collateral. Also, at December 31, 2019,2020, the Bank had pledged a total of $256.5$265.9 million in loans secured by farmland and agricultural production loans to the Federal Reserve, providing access to $189.9$193.5 million in primary credit borrowings from the Federal Reserve’s discount window. The Company has continued to monitor the availability of the Federal Reserve’s PPP Lending Facility (PPPLF), but has not utilized it to date, given our improved liquidity position and the lack of attractive alternative investment options. The Company has processed PPP loan forgiveness applications totaling $38.2 million in the fiscal year to date as of December 31, 2020, and had outstanding $95.5 million of such loans as of that date. The Company expects to continue to receive significant PPP forgiveness payments in the next several months, and will then assess the regulatory capital and liquidity considerations of the potential use of the PPPLF for any balances not forgiven and expected to remain outstanding to maturity. Management believes its liquid resources will be sufficient to meet the Company’s liquidity needs. -59- Table of Contents Regulatory Capital The Company and Bank are subject to various regulatory capital requirements administered by the Federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory—mandatory - and possibly additional discretionary – actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and Bank must meet specific capital guidelines that involve quantitative measures of the Company and the Bank’s assets, liabilities, and certain off-balance sheet items as calculated under U.S. GAAP, regulatory reporting requirements and regulatory capital standards. The Company’s and Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. Furthermore, the Company’s and Bank’s regulators could require adjustments to regulatory capital not reflected in the condensed consolidated financial statements. Quantitative measures established by regulatory capital standards to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios (set forth in the table below) of total capital, Tier 1 capital (as defined), and common equity Tier 1 capital (as defined) to risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average total assets (as defined). Additionally, to make distributions or discretionary bonus payments, the Company and Bank must maintain a capital conservation buffer of 2.5% of risk-weighted assets. Management believes, as of December 31 and June 30, 2019,2020, that the Company and the Bank met all capital adequacy requirements to which they are subject. Effective January 1, 2020, depository institutions and depository institution holding companies that have less than $10 billion in total consolidated assets and meet other qualifying criteria, including a tier 1 leverage ratio of greater than 9 percent, are considered qualifying community banking organizations and are eligible to opt into an alternative, simplified regulatory capital framework, which utilizes a newly-defined “Community Bank Leverage Ratio” (CBLR). The CBLR framework is an optional framework that is designed to reduce burden by removing the requirements for calculating and reporting risk-based capital ratios for qualifying community banking organizations that opt into the framework. Qualifying community banking organizations that elect to use the CBLR framework and that maintain a leverage ratio of greater than 9 percent are considered to have satisfied the risk-based and leverage capital requirements in the agencies’ generally applicable capital rule. In April 2020, the federal bank regulatory agencies announced the issuance of two interim final rules to provide temporary relief to community banking organizations, and adopted the final rule with no changes in October 2020. Under the rules, the CBLR requirement was a minimum of 8% for the remainder of calendar year 2020, and is 8.5% for calendar year 2021, and 9% thereafter. The Company and the Bank have not made an election to utilize the CBLR framework, but will continue to monitor the available option, and could do so in the future. In July 2013,August 2020, the Federal banking agencies announced their approvaladopted a final rule updating a December 2018 rule regarding the impact on regulatory capital of adoption of the finalCECL standard. The rule now allows institutions that adopt the CECL standard in 2020 a five-year transition period to implementrecognize the Basel IIIestimated impact of adoption on regulatory reforms, among other changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.capital. The approved rule included a new minimum ratio of common equity Tier 1 (CET1) capital of 4.5%, raised the minimum ratio of Tier 1 capital to risk-weighted assets from 4.0% to 6.0%, and included a minimum leverage ratio of 4.0% for all banking institutions. Additionally, the rule created a capital conservation buffer of 2.5% of risk-weighted assets, and prohibited banking organizations from making distributions or discretionary bonus payments during any quarter if its eligible retained income is negative, if the capital conservation buffer is not maintained. This new capital conservation buffer requirement has been phased in beginning in January 2016 at 0.625% of risk-weighted assets and increasing each year until being fully implemented in January 2019.  The enhanced capital requirements for banking organizations such as the Company and the Bank began January 1, 2015. Other changes included revised risk-weightingelected to exercise the option to recognize the impact of some assets, stricter limitations on mortgage servicing assets and deferred tax assets, and replacement ofadoption over the ratings-based approach to risk weight securities. five-year period. As of December 31, 2019,2020, the most recent notification from the Federal banking agencies categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized the Bank must maintain minimum total risk-based, Tier 1 risk-based, common equity Tier 1 risk-based, and Tier 1 leverage ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the Bank’s category. -60- -53-Table of Contents The tables below summarize the Company’s and Bank’s actual and required regulatory capital: ​   Actual     For Capital Adequacy Purposes     To Be Well Capitalized Under Prompt Corrective Action Provisions As of December 31, 2019   Amount   Ratio       Amount   Ratio       Amount   Ratio (dollars in thousands)                                 Total Capital (to Risk-Weighted Assets)                                 Consolidated $ 267,825   13.30%     $ 161,115   8.00%       n/a   n/a Southern Bank   260,367   13.01%       160,056   8.00%     $ 200,070   10.00% Tier I Capital (to Risk-Weighted Assets)                                 Consolidated   245,484   12.19%       120,837   6.00%       n/a   n/a Southern Bank   238,026   11.90%       120,042   6.00%       160,056   8.00% Tier I Capital (to Average Assets)                                 Consolidated   245,484   10.87%       90,333   4.00%       n/a   n/a Southern Bank   238,026   10.56%       90,180   4.00%       112,725   5.00% Common Equity Tier I Capital (to Risk-    Weighted Assets)                                 Consolidated   230,391   11.44%       90,627   4.50%       n/a   n/a Southern Bank   238,026   11.90%       90,032   4.50%       130,046   6.50%   Actual     For Capital Adequacy Purposes     To Be Well Capitalized Under Prompt Corrective Action Provisions As of June 30, 2019   Amount   Ratio       Amount   Ratio       Amount   Ratio (dollars in thousands)                                 Total Capital (to Risk-Weighted Assets)                                 Consolidated $ 256,982   13.22%     $ 155,536   8.00%       n/a   n/a Southern Bank   247,199   12.81%       154,364   8.00%       192,954   10.00% Tier I Capital (to Risk-Weighted Assets)                                 Consolidated   235,768   12.13%       116,652   6.00%       n/a   n/a Southern Bank   225,985   11.71%       115,773   6.00%       154,364   8.00% Tier I Capital (to Average Assets)                                 Consolidated   235,768   10.81%       87,231   4.00%       n/a   n/a Southern Bank   225,985   10.38%       87,077   4.00%       108,846   5.00% Common Equity Tier I Capital (to Risk-    Weighted Assets)                                 Consolidated   220,725   11.35%       87,489   4.50%       n/a   n/a Southern Bank   225,985   11.71%       86,829   4.50%       125,420   6.50% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ To Be Well Capitalized   ​ ​ ​ ​ ​ ​ ​ For Capital ​ Under Prompt Corrective   ​ ​ Actual ​ Adequacy Purposes ​ Action Provisions   As of December 31, 2020      Amount      Ratio      Amount      Ratio      Amount      Ratio   (dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   Total Capital (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated ​ $ 297,301   14.00 %   $ 169,923   8.00 %   n/a   n/a ​ Southern Bank ​   289,998   13.74 %     168,804   8.00 %   211,005   10.00 % Tier I Capital (to Risk-Weighted Assets) ​   ​   ​     ​                ​ Consolidated ​   270,698   12.74 %     127,442   6.00 %   n/a   n/a ​ Southern Bank ​   263,601   12.49 %     126,603   6.00 %   168,804   8.00 % Tier I Capital (to Average Assets) ​   ​   ​     ​                ​ Consolidated ​   270,698   10.56 %     102,538   4.00 %   n/a   n/a ​ Southern Bank ​   263,601   10.27 %     102,698   4.00 %   128,372   5.00 % Common Equity Tier I Capital (to Risk-Weighted Assets) ​   ​   ​     ​                ​ Consolidated ​   255,505   12.03 %     95,581   4.50 %   n/a   n/a ​ Southern Bank ​   263,601   12.49 %     94,952   4.50 %   137,153   6.50 % -54-​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ To Be Well Capitalized   ​ ​ ​ ​ ​ ​ ​ For Capital ​ Under Prompt Corrective   ​ ​ Actual ​ Adequacy Purposes ​ Action Provisions   As of June 30, 2020      Amount      Ratio      Amount      Ratio      Amount      Ratio   (dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   Total Capital (to Risk-Weighted Assets) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated ​ $ 278,924   13.17 %   $ 169,473   8.00 %   n/a   n/a ​ Southern Bank ​   271,137   12.88 %     168,355   8.00 %   210,444   10.00 % Tier I Capital (to Risk-Weighted Assets) ​           ​                     ​ Consolidated ​   252,609   11.92 %     127,105   6.00 %   n/a   n/a ​ Southern Bank ​   244,822   11.63 %     126,266   6.00 %   168,355   8.00 % Tier I Capital (to Average Assets) ​           ​                     ​ Consolidated ​   252,609   9.95 %     101,528   4.00 %   n/a   n/a ​ Southern Bank ​   244,822   9.66 %     101,370   4.00 %   126,713   5.00 % Common Equity Tier I Capital (to Risk-Weighted Assets) ​           ​                     ​ Consolidated ​   237,467   11.21 %     95,328   4.50 %   n/a   n/a ​ Southern Bank ​   244,822   11.63 %     94,700   4.50 %   136,789   6.50 % ​ ​ ​ -61- Table of Contents PART I: Item 3:  Quantitative and Qualitative Disclosures About Market Risk SOUTHERN MISSOURI BANCORP, INC. Asset and Liability Management and Market Risk The goal of the Company’s asset/liability management strategy is to manage the interest rate sensitivity of both interest-earning assets and interest-bearing liabilities in order to maximize net interest income without exposing the Bank to an excessive level of interest rate risk. The Company employs various strategies intended to manage the potential effect that changing interest rates may have on future operating results. The primary asset/liability management strategy has been to focus on matching the anticipated re-pricing intervals of interest-earning assets and interest-bearing liabilities. At times, however, depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the Company may determine to increase its interest rate risk position somewhat in order to maintain its net interest margin. In an effort to manage the interest rate risk resulting from fixed rate lending, the Bank has utilized longer term FHLB advances (with maturities up to ten years), subject to early redemptions and fixed terms. Other elements of the Company’s current asset/liability strategy include (i) increasing originations of commercial business, commercial real estate, agricultural operating lines, and agricultural real estate loans, which typically provide higher yields and shorter repricing periods, but inherently increase credit risk; (ii) actively soliciting less rate-sensitive deposits, including aggressive use of the Company’s “rewards checking” product, and (iii) offering competitively-priced money market accounts and CDs with maturities of up to five years. The degree to which each segment of the strategy is achieved will affect profitability and exposure to interest rate risk. The Company continues to originate long-term, fixed-rate residential loans. During the first six months of fiscal year 2020,2021, fixed rate 1- to 4-family residential loan production totaled $66.5$166.8 million (of which $99.1 million was originated for sale into the secondary market), as compared to $35.0$66.5 million during the same period of the prior fiscal year.year (of which $17.5 million was originated for sale into the secondary market). At December 31, 2019,2020, the fixed rate residential loan portfolio was $199.3$291.5 million with a weighted average maturity of 121177 months, as compared to $171.5$199.3 million at December 31, 2018,2019, with a weighted average maturity of 99121 months. The Company originated $14.5$13.7 million in adjustable-rate 1- to 4-family residential loans during the six-month period ended December 31, 2019,2020, as compared to $18.2$14.5 million during the same period of the prior fiscal year. At December 31, 2019,2020, fixed rate loans with remaining maturities in excess of 10 years totaled $174.9 million, or 8.2% of net loans receivable, as compared to $70.8 million, or 3.7% of net loans receivable as compared to $37.3 million, or 2.1% of net loans receivable at December 31, 2018.2019. The Company originated $153.4$125.0 million in fixed rate commercial and commercial real estate loans during the six-month period ended December 31, 2019,2020, as compared to $179.2$153.4 million during the same period of the prior fiscal year. The Company also originated $21.8$43.8 million in adjustable rate commercial and commercial real estate loans during the six-month period ended December 31, 2019,2020, as compared to $38.5$21.8 million during the same period of the prior fiscal year. At December 31, 2019,2020, adjustable-rate home equity lines of credit increaseddecreased to $44.9$40.7 million, as compared to $41.0$44.9 million at December 31, 2018.2019. At December 31, 2019,2020, the Company’s investment portfolio had an expected weighted-average life of 3.63.4 years, compared to 3.83.6 years at December 31, 2018.2019. Management continues to focus on customer retention, customer satisfaction, and offering new products to customers in order to increase the Company’s amount of less rate-sensitive deposit accounts. -55- -62- Table of Contents Interest Rate Sensitivity Analysis The following table sets forth as of December 31, 2019,2020, management’s estimates of the projected changes in net portfolio value (“NPV”) in the event of 100, 200, and 300 basis point (“bp”) instantaneous and permanent increases, and 100, 200, and 300 basis point instantaneous and permanent decreases in market interest rates. Dollar amounts are expressed in thousands. ​ December 31, 2019         NPV as Percentage of Net Portfolio   PV of Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 December 31, 2020   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NPV as Percentage of   ​ ​ Net Portfolio ​ PV of Assets   Change in Rates Value Change % Change   NPV Ratio Change ​ Value ​ Change ​ % Change ​ NPV Ratio ​ Change   +300 bp $                195,703 $                (60,522) -24%   8.98% -2.13% ​ $ 258,899 ​ $ (26,131)   (9) % 10.47 % (0.31) % +200 bp                    215,737                    (40,488) -16%   9.71% -1.40% ​   275,984 ​   (9,045)   (3) %   10.92 %   0.14 % +100 bp                    236,230                    (19,995) -8%   10.44% -0.67% ​   289,855 ​   4,825   2 %   11.21 %   0.43 % 0 bp                    256,225                                 -                          -   11.11% 0.00% ​   285,030 ​   —   —   10.78 %   0.00 % -100 bp                    274,248                      18,023 7%   11.70% 0.59% -200 bp                    298,461                      42,237 16%   12.57% 1.45% -300 bp                    307,190                      50,965 20%   12.90% 1.79%                         June 30, 2019         NPV as Percentage of Net Portfolio   PV of Assets Change in Rates Value Change % Change   NPV Ratio Change +300 bp $                173,144 $                (44,041) -20%   8.35% -1.59% +200 bp                    187,179                    (30,006) -14%   8.88% -1.07% +100 bp                    203,703                    (13,483) -6%   9.49% -0.46% 0 bp                    217,185                                 -                          -   9.94% 0.00% -100 bp                    229,783                      12,598 6%   10.37% 0.43% -200 bp                    251,078                      33,893 16%   11.19% 1.25% -300 bp                    261,720                      44,535 21%   11.63% 1.69% ‑100 bp ​   300,661 ​   15,631   5 %   11.25 %   0.47 % ‑200 bp ​   308,076 ​   23,046   8 %   11.49 %   0.72 % ‑300 bp ​   313,127 ​   28,097   10 %   11.65 %   0.88 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2020   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NPV as Percentage of   ​ ​ Net Portfolio ​ PV of Assets   Change in Rates ​ Value ​ Change ​ % Change ​ NPV Ratio ​ Change   +300 bp ​ $ 238,832 ​ $ (16,824)   (7) % 9.99 % (0.07) % +200 bp ​   251,461 ​   (4,196)   (2) %   10.31 %   0.25 % +100 bp ​   262,302 ​   6,645   3 %   10.53 %   0.47 % 0 bp ​   255,657 ​   —   —   10.06 %   0.00 % ‑100 bp ​   268,902 ​   13,245   5 %   10.49 %   0.43 % ‑200 bp ​   277,452 ​   21,795   9 %   10.79 %   0.73 % ‑300 bp ​   283,773 ​   28,116   11 %   11.01 %   0.95 % ​ Computations of prospective effects of hypothetical interest rate changes are based on an internally generated model using actual maturity and repricing schedules for the Bank’s loans and deposits, and are based on numerous assumptions, including relative levels of market interest rates, loan repayments and deposit run-offs, and should not be relied upon as indicative of actual results. Further, the computations do not contemplate any actions the Bank may undertake in response to changes in interest rates. Management cannot predict future interest rates or their effect on the Bank’s NPVnet present value (“NPV”) in the future. Certain shortcomings are inherent in the method of analysis presented in the computation of NPV. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in differing degrees to changes in market interest rates. Additionally, certain assets, such as adjustable-rate loans, have an initial fixed rate period typically from one to seven years and over the remaining life of the asset changes in the interest rate are restricted. In addition, the proportion of adjustable-rate loans in the Bank’s portfolios could decrease in future periods due to refinancing activity if market interest rates remain steady in the future. Further, in the event of a change in interest rates, prepayment and early withdrawal levels could deviate significantly from those assumed in the table. Finally, the ability of many borrowers to service their adjustable-rate debt may decrease in the event of an interest rate increase. The Bank’s Boardboard of Directors (the “Board”)directors is responsible for reviewing the Bank’s asset and liability policies. The Board’sBank’s Asset/Liability CommitteesCommittee meets monthly to review interest rate risk and trends, as well as liquidity and capital ratios and requirements. The Bank’s management is responsible for administering the policies and determinations of the Boardsboard of directors with respect to the Bank’s asset and liability goals and strategies. ​ -63- -56-Table of Contents PART I:Item 4:  Controls and Procedures SOUTHERN MISSOURI BANCORP, INC. An evaluation of Southern Missouri Bancorp’sMissouri’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities and Exchange Act of 1934, as amended, (the “Act”)) as of December 31, 2019,2020, was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, and several other members of our senior management. The Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2019,2020, the Company’s disclosure controls and procedures were effective in ensuring that the information required to be disclosed by the Company in the reports it files or submits under the Act is (i) accumulated and communicated to management (including the Chief Executive and Financial Officer) in a timely manner, and (ii) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Act) that occurred during the quarter ended December 31, 2019,2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The Company does not expect that its disclosures and procedures will prevent all errors and all fraud. A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control procedure are met. Because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any control procedure also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control procedure, misstatements due to error or fraud may occur and not be detected. -57-​ -64- Table of Contents PART II:Other Information SOUTHERN MISSOURI BANCORP, INC. Item 1:  Legal Proceedings In the opinion of management, the Company is not a party to any pending claims or lawsuits that are expected to have a material effect on the Company’s financial condition or operations. Periodically, there have been various claims and lawsuits involving the Company mainly as a defendant, such as claims to enforce liens, condemnation proceedings on properties in which the Company holds security interests, claims involving the making and servicing of real property loans and other issues incident to the Bank’s business. Aside from such pending claims and lawsuits, which are incident to the conduct of the Company’s ordinary business, the Company is not a party to any material pending legal proceedings that would have a material effect on the financial condition or operations of the Company. Item 1a:  Risk Factors There have been no material changes to the risk factors set forth in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended June 30, 2019.2020. Item 2: Unregistered Sales of Equity Securities and Use of Proceeds ​ Period Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet be Purchased Under the Plans or Program 10/1/2019 thru 10/31/2019 - - - 328,599 11/1/2019 thru 11/30/2019 - - - 328,599 12/1/2019 thru 12/31/2019 - - - 328,599 Total - - - 328,599 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​      ​      ​ ​      ​      Maximum Number (or ​ ​ ​ ​ ​ ​ ​ Total Number of Shares (or ​ Approximate Dollar Value) ​ ​ Total Number of ​ ​ ​ ​ Units) Purchased as Part of ​ of Shares (or Units) that ​ ​ Shares (or Units) ​ Average Price Paid per ​ Publicly Announced Plans ​ May Yet be Purchased Period ​ Purchased ​ Share (or Unit) ​ or Programs ​ Under the Plans or Program 10/1/2020 thru 10/31/2020   — ​ $ —   —   232,051 11/1/2020 thru 11/30/2020   55,663 ​   27.87   55,663   176,388 12/1/2020 thru 12/31/2020   35,130 ​   30.94   35,130   141,258 Total   90,793 ​ $ 29.06   90,793   141,258 ​ ​ Item 3:  Defaults upon Senior Securities Not applicable Item 4:  Mine Safety Disclosures Not applicable Item 5:  Other Information None None -58-​ -65- Table of Contents Item 6:  Exhibits ​ ​ Exhibit Number     ​ Document 3.1(i) ​ Articles of Incorporation of the Registrant (filed as an exhibit to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended June 30, 1999 and incorporated herein by reference) 3.1(i)A ​ Amendment to Articles of Incorporation of Southern Missouri increasing the authorized capital stock of Southern Missouri (filed as an exhibit to Southern Missouri'sMissouri’s Current Report on Form 8-K filed on November 21, 2016 and incorporated herein by reference) 3.1(i)B ​ Amendment to Articles of Incorporation of Southern Missouri increasing the authorized capital stock of Southern Missouri(filed as an exhibit to Southern Missouri'sMissouri’s Current Report on Form 8-K filed on November 8, 2018 and incorporated herein by reference) 3.1(ii) ​ Certificate of Designation for the Registrant’s Senior Non-Cumulative Perpetual Preferred Stock, Series A (filed as an exhibit to the Registrant’s Current Report on Form 8-K filed on July 26, 2011 and incorporated herein by reference) 3.2 ​ Bylaws of the Registrant (filed as an exhibit to the Registrant’s Current Report on Form 8-K filed on December 6, 2007 and incorporated herein by reference) 10 ​ Material Contracts:   1.​ 1. Registrant’s 2017 Omnibus Incentive Plan (attached to the Registrant’s definitive proxy statement filed on September 26, 2017, and incorporated herein by reference)   2.​ 2. 2008 Equity Incentive Plan (attached to the Registrant’s definitive proxy statement filed on September 19, 2008 and incorporated herein by reference)   3.​ 3. 2003 Stock Option and Incentive Plan (attached to the Registrant’s definitive proxy statement filed on September 17, 2003 and incorporated herein by reference)   ​ 4. Employment and Change-in-control Agreements   ​ (i) (i) Employment Agreement with Greg A. Steffens (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (ii) (ii) Change-in-control Agreement with Kimberly A. Capps (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (iii) (iii) Change-in-control Agreement with Matthew T. Funke (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (iv) (iv) Change-in-control Agreement with Lora L. Daves (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (v) (v) Change-in-control Agreement with Justin G. Cox (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (vi) (vi) Change-in-control Agreement with Mark E. Hecker (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ (vii) (vii) Change-in-control Agreement with Rick A. Windes (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and incorporated herein by reference)   ​ 5. Director’s Retirement Agreements   ​ (i) (i) Director’s Retirement Agreement with Sammy A. Schalk (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2000 and incorporated herein by reference)   ​ (ii) (ii) Director’s Retirement Agreement with Ronnie D. Black (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2000 and incorporated herein by reference)   ​ (iii) (iii) Director’s Retirement Agreement with L. Douglas Bagby (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2000 and incorporated herein by reference)   ​ (iv) (iv) Director’s Retirement Agreement with Rebecca McLane Brooks (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2004 and incorporated herein by reference)   ​ (v) (v) Director’s Retirement Agreement with Charles R. Love (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2004 and incorporated herein by reference)   ​ (vi) (vi) Director’s Retirement Agreement with Charles R. Moffitt (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-QSB for the quarter ended December 31, 2004 and incorporated herein by reference) -66- Table of Contents   ​   (vii) Director’s Retirement Agreement with Dennis C. Robison (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2008 and incorporated herein by reference)   ​ (viii) (viii) Director’s Retirement Agreement with David J. Tooley (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2011 and incorporated herein by reference)   ​ (ix) (ix) Director’s Retirement Agreement with Todd E. Hensley (filed as an exhibit to the Registrant’s Annual Report on Form 10-K for the year ended June 30, 2015 and incorporated herein by reference)   6.​ 6. Tax Sharing Agreement (filed as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 and incorporated herein by reference) 10.1 ​ Named Executive Officer Salary and Bonus Arrangements for 20192020 (filed as an exhibit to Registrant’s Annual Report on Form 10-K for the year ended June 30, 2019)2020) 10.2 ​ Director Fee Arrangements for 20192020 (filed as an exhibit to Registrant’s Annual Report on Form 10-K for the year ended June 30, 2019)2020) 1114 Statement Regarding Computation of Per Share Earnings (filed as an exhibit to Registrant’s Annual Report on Form 10-K for the year ended June 30, 2019)​ -59- 14 Code of Conduct and Ethics (filed as an exhibit to the Registrant’s Annual Report on Form 10-K for the year ended June 30, 2016) 21 ​ Subsidiaries of the Registrant (filed as an exhibit to Registrant’s Annual Report on Form 10-K for the year ended June 30, 2019)2020) 31.1 ​ Rule 13a-14(a)/15-d14(a) Certifications 31.2 ​ Rule 13a-14(a)/15-d14(a) Certifications 32 ​ Section 1350 Certifications 101 ​ Attached as Exhibit 101 are the following financial statements from the Southern Missouri Bancorp, Inc. Quarterly Report on Form 10-Q for the quarter ended December 31, 2019,2020, formatted in Extensive Business Reporting Language (XBRL): (i) consolidated balance sheets, (ii) consolidated statements of income, (iii) consolidated statements of cash flows and (iv) the notes to consolidated financial statements. ​ ​ ​ ​ -67- -60-Table of Contents 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. ​ ​ ​     SOUTHERN MISSOURI BANCORP, INC.     Registrant       Date:  February 10, 20209, 2021   /s/ Greg A. .SteffensSteffens     Greg A. Steffens     President & Chief Executive Officer     (Principal Executive Officer)       Date:  February 10, 20209, 2021   /s/ Matthew T. Funke     Matthew T. Funke     Executive Vice President & Chief Financial Officer     (Principal Financial and Accounting Officer) -61-​ ​ ​ -68-