UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2023
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: 001-33652
FIRST FINANCIAL NORTHWEST, INC.
(Exact name of registrant as specified in its charter)
Washington26-0610707
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)
201 Wells Avenue South, Renton, Washington
98057
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code:
(425)255-4400
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareFFNWThe Nasdaq Stock Market, LLC
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 Yes    X   NO No 


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 Yes    X   NO No 


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer _____
Accelerated filer   X      Non-accelerated filer _____X
Smaller reporting company _____XEmerging growth company _____
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. _____

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


YES NO Yes No   X   


Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: Asas of November 3, 2017, 10,762,037May 10, 2023, 9,148,086 shares of the issuer’s common stock, $0.01 par value per share, were outstanding.




FIRST FINANCIAL NORTHWEST, INC.
FORM 10-Q
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Item 4.Controls and Procedures
PART II - OTHER INFORMATION
Item 1.Legal Proceedings
Item 1A.Risk Factors
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Item 3.Defaults upon Senior Securities
Item 4.Mine Safety Disclosures
Item 5.Other Information
Item 6.Exhibits
SIGNATURES
 
 


2

FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(Dollars in thousands, except share data)



Part 1. Financial Information

Item 1. Financial Statements
 March 31, 2023December 31, 2022
Assets
(Unaudited)
Cash on hand and in banks$9,618 $7,722 
Interest-earning deposits with banks70,998 16,598 
Investments available-for-sale, at fair value214,948 217,778 
Investments held-to-maturity, at amortized cost2,439 2,444 
Loans receivable, net of allowance of $16,028, and $15,2271,184,750 1,167,083 
Federal Home Loan Bank ("FHLB") stock, at cost8,203 7,512 
Accrued interest receivable7,011 6,513 
Deferred tax assets, net2,990 2,597 
Premises and equipment, net20,732 21,192 
Bank owned life insurance ("BOLI"), net36,647 36,286 
Prepaid expenses and other assets11,336 12,479 
Right of use asset (“ROU”), net3,194 3,275 
Goodwill889 889 
Core deposit intangible, net516 548 
Total assets$1,574,271 $1,502,916 
Liabilities and Stockholders' Equity 
Deposits:
Noninterest-bearing deposits$110,780 $119,944 
Interest-bearing deposits1,116,348 1,050,096 
Total deposits1,227,128 1,170,040 
FHLB advances160,000 145,000 
Advance payments from borrowers for taxes and insurance5,447 3,051 
Lease liability, net3,374 3,454 
Accrued interest payable749 328 
Other liabilities17,928 20,683 
Total liabilities1,414,626 1,342,556 
 
Commitments and contingencies
Stockholders' Equity 
Preferred stock, $0.01 par value; authorized 10,000,000 shares; no shares
   issued or outstanding
— — 
Common stock, $0.01 par value; authorized 90,000,000 shares; issued and
   outstanding 9,148,086 shares at March 31, 2023, and 9,127,595 shares at December 31, 2022
92 91 
Additional paid-in capital72,445 72,424 
Retained earnings95,597 95,059 
Accumulated other comprehensive loss, net of tax(8,489)(7,214)
Total stockholders' equity159,645 160,360 
Total liabilities and stockholders' equity$1,574,271 $1,502,916 
 September 30, 2017 December 31, 2016
Assets
 (Unaudited)  
Cash on hand and in banks$7,910
 $5,779
Interest-earning deposits with banks14,093
 25,573
Investments available-for-sale, at fair value137,847
 129,260
Loans receivable, net of allowance of $12,110 and $10,951931,862
 815,043
Federal Home Loan Bank ("FHLB") stock, at cost8,902
 8,031
Accrued interest receivable3,709
 3,147
Deferred tax assets, net2,381
 3,142
Other real estate owned ("OREO")1,825
 2,331
Premises and equipment, net20,568
 18,461
Bank owned life insurance ("BOLI"), net28,894
 24,153
Prepaid expenses and other assets3,304
 2,664
Goodwill979
 
Core deposit intangible1,304
 
Total assets$1,163,578
 $1,037,584
    
Liabilities and Stockholders' Equity 
  
Deposits:   
Noninterest-bearing deposits$47,652
 $33,422
Interest-bearing deposits768,088
 684,054
Total deposits815,740
 717,476
FHLB Advances191,500
 171,500
Advance payments from borrowers for taxes and insurance4,267
 2,259
Accrued interest payable280
 231
Other liabilities11,031
 7,993
Total liabilities1,022,818
 899,459
  
  
Commitments and contingencies

 

Stockholders' Equity 
  
Preferred stock, $0.01 par value; authorized 10,000,000 shares; no shares
issued or outstanding

 
Common stock, $0.01 par value; authorized 90,000,000 shares; issued and
outstanding 10,763,915 shares at September 30, 2017, and 10,938,251
shares at December 31, 2016
108
 109
Additional paid-in capital94,168
 96,852
Retained earnings, substantially restricted52,984
 48,981
Accumulated other comprehensive loss, net of tax(857) (1,328)
Unearned Employee Stock Ownership Plan ("ESOP") shares(5,643) (6,489)
Total stockholders' equity140,760
 138,125
Total liabilities and stockholders' equity$1,163,578
 $1,037,584


See accompanying selected notes to consolidated financial statements.

3



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Income Statements
(Dollars in thousands, except per share data)amounts)
(Unaudited)

 Three Months Ended March 31,
 20232022
Interest income
Loans, including fees$16,029 $12,001 
Investment securities2,105 831 
Interest-earning deposits with banks236 19 
Dividends on FHLB stock130 74 
Total interest income18,500 12,925 
Interest expense  
Deposits6,332 1,257 
FHLB advances and other borrowings912 300 
Total interest expense7,244 1,557 
Net interest income11,256 11,368 
Provision (recapture of provision) for credit losses300 (500)
Net interest income after provision (recapture of provision) for credit losses10,956 11,868 
Noninterest income  
BOLI income308 288 
Wealth management revenue, net45 82 
Deposit related fees223 215 
Loan related fees91 199 
Other (expense) income, net(2)
Total noninterest income665 789 
Noninterest expense
Salaries and employee benefits5,461 5,261 
Occupancy and equipment1,165 1,228 
Professional fees417 452 
Data processing686 677 
Regulatory assessments101 101 
Insurance and bond premiums130 129 
Marketing77 37 
Other general and administrative956 741 
Total noninterest expense8,993 8,626 
Income before federal income tax provision2,628 4,031 
Federal income tax provision506 771 
Net income$2,122 $3,260 
Basic earnings per common share$0.23 $0.36 
Diluted earnings per common share$0.23 $0.36 
Basic weighted average number of common shares outstanding9,104,371 8,987,482 
Diluted weighted average number of common shares outstanding9,173,276 9,117,432 
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Interest income       
Loans, including fees$10,959
 $9,967
 $31,338
 $27,742
Investments available-for-sale869
 792
 2,601
 2,224
Interest-earning deposits with banks108
 38
 194
 198
Dividends on FHLB stock67
 45
 211
 136
Total interest income12,003
 10,842
 34,344
 30,300
Interest expense     
  
Deposits1,933
 1,545
 5,400
 4,469
FHLB advances and other borrowings695
 363
 1,710
 933
Total interest expense2,628
 1,908
 7,110
 5,402
Net interest income9,375
 8,934
 27,234
 24,898
Provision for loan losses500
 900
 800
 1,400
Net interest income after provision for loan losses8,875
 8,034
 26,434
 23,498
Noninterest income     
  
Net gain on sale of investments47
 33
 103
 33
BOLI income173
 251
 490
 641
Wealth management revenue252
 165
 699
 656
Other259
 224
 705
 531
Total noninterest income731
 673
 1,997
 1,861
Noninterest expense 
    
  
Salaries and employee benefits4,406
 3,821
 13,100
 11,436
Occupancy and equipment726
 467
 1,785
 1,463
Professional fees458
 458
 1,379
 1,487
Data processing372
 259
 1,131
 700
OREO related (reimbursements) expenses, net(6) (11) 14
 299
Regulatory assessments122
 82
 330
 319
Insurance and bond premiums105
 86
 302
 260
Marketing102
 67
 202
 145
Other general and administrative551
 25
 1,497
 990
Total noninterest expense6,836
 5,254
 19,740
 17,099
Income before federal income tax provision2,770
 3,453
 8,691
 8,260
Federal income tax provision909
 847
 2,618
 2,389
Net income$1,861
 $2,606
 $6,073
 $5,871
Basic earnings per common share$0.18
 $0.22
 $0.59
 $0.47
Diluted earnings per common share$0.18
 $0.22
 $0.58
 $0.47
Basic weighted average number of common shares outstanding10,287,663
 11,859,683
 10,323,459
 12,329,815
Diluted weighted average number of common shares outstanding10,427,038
 12,011,952
 10,480,061
 12,481,379

See accompanying selected notes to consolidated financial statements.

4



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income (Loss)
(In thousands)
(Unaudited)



Three Months Ended March 31,
20232022
Net income$2,122 $3,260 
Other comprehensive loss, before tax:
Unrealized holding losses on investments available-for-sale(64)(7,082)
Tax effect13 1,487 
(Losses) gains on cash flow hedges(1,549)4,471 
Tax effect325 (939)
Other comprehensive loss, net of tax(1,275)(2,063)
Total comprehensive income$847 $1,197 
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Net income$1,861
 $2,606
 $6,073
 $5,871
Other comprehensive income, before tax:       
Gross unrealized holding gains (losses) on investments available-for-sale214
 (509) 1,043
 1,800
Tax (provision) benefit(75) 178
 (365) (631)
Reclassification adjustment for net gains realized in income(47) (33) (103) (33)
Tax benefit17
 12
 36
 12
Gain (loss) on cash flow hedge28
 
 (215) 
Tax (provision) benefit(10) 
 75
 
Other comprehensive income, net of tax$127
 $(352) $471
 $1,148
Total comprehensive income$1,988
 $2,254
 $6,544
 $7,019


See accompanying selected notes to consolidated financial statements.




5



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders’ Equity
(Dollars in thousands except per share data)amounts)
(Unaudited)

 Shares Common Stock Additional Paid-in Capital Retained Earnings 
Accumulated Other Comprehensive (Loss) Income,
 net of tax
 
Unearned
ESOP
Shares
 Total Stockholders’ Equity
Balances at December 31, 201513,768,814
 $138
 $136,338
 $42,892
 $(1,077) $(7,618) $170,673
Net income
 
 
 5,871
 
 
 5,871
Other comprehensive income
 
 
 
 1,148
 
 1,148
Exercise of stock options63,173
 1
 317
 
 
 
 318
Issuance of common stock - restricted stock awards8,752
 
 (74) 
 
 
 (74)
Compensation related to stock options and restricted stock awards
 
 505
 
 
 
 505
Allocation of 84,639 ESOP shares
 
 298
 
 
 847
 1,145
Repurchase and retirement of common stock(1,868,112) (19) (26,319) 
 
 
 (26,338)
Canceled common stock - restricted stock awards(74,478) (1) 1
 
 
 
 
Cash dividend declared and paid ($0.18 per share)
 
 
 (2,194) 
 
 (2,194)
Balances at September 30, 201611,898,149
 $119
 $111,066
 $46,569
 $71
 $(6,771) $151,054
 Shares Common 
Stock
 Additional 
Paid-in
Capital
 Retained
Earnings
 Accumulated Other Comprehensive (Loss) Income,  net of tax Unearned
ESOP
Shares
 Total
Stockholders' Equity
Balances at December 31, 201610,938,251
 $109
 $96,852
 $48,981
 $(1,328) $(6,489) $138,125
Net income
 
 
 6,073
 
 
 6,073
Other comprehensive income
 
 
 
 471
 
 471
Exercise of stock options134,880
 2
 1,307
 
 
 
 1,309
Issuance of common stock - restricted stock awards, net3,984
 
 (105) 
 
 
 (105)
Compensation related to stock options and restricted stock awards
 
 505
 
 
 
 505
Allocation of 84,642 ESOP shares
 
 625
 
 
 846
 1,471
Repurchase and retirement of common stock(313,200) (3) (5,016) 
 
 
 (5,019)
Cash dividend declared and paid ($0.20 per share)
 
 
 (2,070) 
 
 (2,070)
Balances at September 30, 201710,763,915
 $108
 $94,168
 $52,984
 $(857) $(5,643) $140,760

Three Months Ended March 31, 2022
 SharesCommon StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Loss,
 net of tax
Unearned
ESOP
Shares
Total Stockholders’ Equity
Balances at December 31, 20219,125,759 $91 $72,298 $86,162 $174 $(846)$157,879 
Net income— — — 3,260 — — 3,260 
Other comprehensive loss, net of tax— — — — (2,063)— (2,063)
Exercise of stock options2,000 — 21 — — — 21 
Issuance of common stock - restricted stock awards, net34,210 — — — — — — 
Compensation related to stock options and restricted stock awards— — 188 — — — 188 
Allocation of 28,213 ESOP shares— — 193 — — 282 475 
Repurchase and retirement of common stock(40,784)— (694)— — — (694)
Canceled common stock - restricted stock awards(13,208)— (226)— — — (226)
Cash dividend declared and paid ($0.12 per share)— — — (1,083)— — (1,083)
Balances at March 31, 20229,107,977 $91 $71,780 $88,339 $(1,889)$(564)$157,757 
Three Months Ended March 31, 2023
 SharesCommon StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Loss,
 net of tax
Unearned
ESOP
Shares
Total Stockholders’ Equity
Balances at December 31, 20229,127,595 $91 $72,424 $95,059 $(7,214)$— $160,360 
Net income— — — 2,122 — — 2,122 
Other comprehensive loss, net of tax— — — — (1,275)— (1,275)
Issuance of common stock - restricted stock awards, net27,618 — — — — 
Compensation related to stock options and restricted stock awards— — 128 — — — 128 
Canceled common stock - restricted stock awards(7,127)— (107)— — — (107)
Cash dividend declared and paid ($0.13 per share)— — — (1,189)— — (1,189)
Adjustment to beginning retained earnings, net of tax - adoption of ASU 2016-13— — — (395)— — (395)
Balances at March 31, 20239,148,086 $92 $72,445 $95,597 $(8,489)$— $159,645 
See accompanying selected notes to consolidated financial statements.

6



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

 Three Months Ended March 31,
 20232022
Cash flows from operating activities:  
Net income$2,122 $3,260 
Adjustments to reconcile net income to net cash provided by
   operating activities:
Provision (recapture of provision) for credit losses300 (500)
Net amortization of premiums and discounts on investments127 258 
Depreciation of premises and equipment514 555 
Loss on disposal of premises and equipment— 
Deferred federal income taxes50 329 
Allocation of ESOP shares— 475 
Stock compensation expense128 188 
BOLI income(308)(288)
Annuity income(3)(1)
Changes in operating assets and liabilities:
Prepaid expenses and other assets(374)(318)
ROU189 191 
Advance payments from borrowers for taxes and insurance2,396 2,390 
Accrued interest receivable(498)(305)
Lease liability(188)(188)
Increase in accrued interest payable421 — 
Decrease (increase) in other liabilities(2,747)4,025 
Net cash provided by operating activities2,130 10,071 
Cash flows from investing activities:  
Proceeds from calls and maturities of investments available-for-sale— 2,382 
Principal repayments on investments available-for-sale2,639 4,868 
Purchases of investments available-for-sale— (25,854)
Net increase in loans receivable(18,467)(17,421)
Purchase of FHLB stock(691)(47)
Purchase of premises and equipment(55)(369)
Purchase of BOLI(53)(54)
Net cash used by investing activities(16,627)(36,495)
 Nine Months Ended September 30,
 2017 2016
Cash flows from operating activities:   
Net income$6,073
 $5,871
Adjustments to reconcile net income to net cash provided by
operating activities:
 
  
Provision for loan losses800
 1,400
OREO market value adjustments50
 257
(Gain) loss on sale of OREO property, net(5) 87
Gain on sale of investments available-for-sale(103) (33)
Loss on sale of premises and equipment65
 
Depreciation of premises and equipment883
 797
Amortization of premiums and discounts on investments available-for-sale, net500
 726
Deferred federal income taxes507
 884
Allocation of ESOP shares1,471
 1,145
Stock compensation expense505
 505
Increase in cash surrender value of BOLI(490) (641)
Changes in operating assets and liabilities:   
Increase in prepaid expenses and other assets(840) (128)
Net (decrease) increase in advance payments from borrowers for taxes and insurance2,008
 1,958
Increase in accrued interest receivable(562) (410)
Increase (decrease) in accrued interest payable49
 (19)
Increase (decrease) in other liabilities3,038
 (299)
Net cash provided by operating activities13,949
 12,100
Cash flows from investing activities: 
  
Proceeds from sales of OREO properties461
 988
Proceeds from calls and sales of investments available-for-sale7,494
 24,921
Principal repayments on investments available-for-sale7,980
 12,375
Purchases of investments available-for-sale(23,518) (40,522)
Net increase in loans receivable(117,619) (162,258)
Purchase of FHLB stock(871) (3,894)
Purchase of premises and equipment(2,399) (1,386)
Proceeds from sale or disposal of premises and equipment, net7
 
Surrender of BOLI
 10,182
Purchase of BOLI(4,251) (10,182)
Net cash received from acquisition of branches71,568
 
Net cash used by investing activities(61,148) (169,776)
    
Continued   
    
    
    
    
    
    
    

7



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

Three Months Ended March 31,
20232022
Cash flows from financing activities:  
Net increase (decrease) in deposits$57,088 $(17,373)
Advances from the FHLB111,000 — 
Repayments of advances from the FHLB(96,000)— 
Proceeds from stock options exercises— 21 
Net share settlement of stock awards(106)(226)
Repurchase and retirement of common stock— (694)
Dividends paid(1,189)(1,083)
Net cash provided (used) by financing activities70,793 (19,355)
Increase (decrease) in cash and cash equivalents56,296 (45,779)
Cash and cash equivalents at beginning of period24,320 73,391 
Cash and cash equivalents at end of period$80,616 $27,612 
Supplemental disclosures of cash flow information:  
Cash paid during the period for:  
Interest paid$6,823 $1,557 
Noncash items:
Change in unrealized loss on investments available-for-sale$(64)$(7,082)
Change in unrealized gain on cash flow hedges(1,549)4,471 
Initial recognition of ROU108 — 
Initial recognition of lease liability108 — 
   Adjustment to beginning retained earnings - adoption of ASU 2016-13, net of tax395 — 
 Nine Months Ended September 30,
 2017 2016
Cash flows from financing activities: 
  
Net increase in deposits$23,735
 $16,764
Advances from the FHLB40,000
 335,000
Repayments of advances from the FHLB(20,000) (239,000)
Proceeds from stock options exercises1,309
 318
Net share settlement of stock awards(105) (74)
Repurchase and retirement of common stock(5,019) (26,338)
Dividends paid(2,070) (2,194)
Net cash provided by financing activities37,850
 84,476
Net decrease in cash and cash equivalents(9,349) (73,200)
Cash and cash equivalents at beginning of period31,352
 105,711
Cash and cash equivalents at end of period$22,003
 $32,511
    
Supplemental disclosures of cash flow information: 
  
Cash paid during the period for: 
  
Interest paid$7,061
 $5,421
Federal income taxes paid2,810
 2,025
Assets acquired in acquisition of branches72,239
 
Liabilities assumed in acquisition of branches74,657
 
    
Noncash items:   
Change in unrealized loss on investments available-for-sale$940
 $1,767
Change in gain on cash flow hedge$(215) $


See accompanying selected notes to consolidated financial statements.



8





FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Note 1 - Description of Business


First Financial Northwest, Inc. (“First Financial Northwest”), a Washington corporation, was formed on June 1, 2007 for the purpose of becoming the holding company for First Financial Northwest Bank (the “Bank”) in connection with the conversion from a mutual holding company structure to a stock holding company structure which was completed on October 9, 2007. First Financial Northwest’s business activities generally are limited to passive investment activities and oversight of its investment in First Financial Northwest Bank. Accordingly, the information presented in the consolidated financial statements and accompanying data, relates primarily to First Financial Northwest Bank. First Financial Northwest is a bank holding company, having converted from a savings and loan holding company on March 31, 2015, and as a bank holding company is subject to regulation by the Federal Reserve Bank of San Francisco. First Financial Northwest Bank is regulated by the Federal Deposit Insurance Corporation (“FDIC”) and the Washington State Department of Financial Institutions (“DFI”).


As of September 30, 2017.At March 31, 2023, First Financial Northwest Bank had nineoperated in 15 locations in Washington with the headquarters and four additionalseven retail branch locations in King County, and five retail branch locations in Snohomish County. The Bank acquired four bankCounty and two retail branches (one in King and three in Snohomish counties) and $74.7 million in retail deposits from Opus Bank on August 25, 2017. No loans were acquired in this transaction. The Bank has received regulatory approval to open a new branch in Bothell, Washington, which is expected to open in the first quarter of 2018.Pierce County. The Bank’s primary market area consists of King, Snohomish, Pierce and Kitsap counties, Washington.


The Bank is a portfolio lender, originating and purchasing one-to-four family residential, multifamily, commercial real estate, construction/land development, business, and consumer loans. Loans are primarily funded by deposits from the general public, supplemented by borrowings from the Federal Home Loan Bank of Des Moines (“FHLB”)FHLB and deposits raised in the national brokered deposit market.


As used throughout this report, the terms “we,” “our,” “us,” or the “Company” refer to First Financial Northwest, Inc. and its consolidated subsidiary First Financial Northwest Bank, unless the context otherwise requires.


Note 2 - Basis of Presentation


The accompanying unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by U.S. Generally Accepted Accounting Principles (“GAAP”) for complete financial statements. These unaudited interim consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2016,2022, as filed with the SEC.SEC (“2022 Form 10-K”). In our opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the unaudited interim consolidated financial statements in accordance with GAAP have been included. All significant intercompany balances and transactions between the Company and its subsidiaries have been eliminated in consolidation. Operating results for the ninethree months ended September 30, 2017,March 31, 2023, are not necessarily indicative of the results that may be expected for the year ending December 31, 2017.2023. In preparing the unaudited consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change relate to the allowance for loan and leasecredit losses (“ALLL”ACL”), the valuation of other real estate owned (“OREO”) and the underlying collateral of impaired loans, deferred tax assets, the right-of-use asset and lease liability on our operating leases, and the fair value of financial instruments.


The Company’s activities are considered to be a single industry segment for financial reporting purposes. The Company is engaged in the business of attracting deposits from the general public and originating and purchasing loans for its portfolio. Substantially all income is derived from a diverse base of commercial, multifamily, and residential real estate loans, consumer lending activities, and investments.


Certain amounts in the unaudited interim consolidated financial statements for prior periods have been reclassified to conform to the current unaudited financial statement presentation with no effect on consolidated net income or stockholders’ equity.




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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Note 3 - Recently Issued Accounting Pronouncements


In May 2014,Recent Accounting Pronouncements

Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326) as amended by ASU 2018-19, ASU 2019-04 and ASU 2019-05, was originally issued by the Financial Accounting Standards Board ("FASB"(“FASB”) issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606). In August 2015, FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606) which postponed the effective date of 2014-09. Subsequently, in March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations. This amendment clarifies that an entity should determine if it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The core principle of Topic 606 is that an entity must recognize revenue when it has satisfied a performance obligation of transferring promised goods or services to a customer. The standard is effective for public entities for interim and annual periods beginning after December 15, 2017; early adoption is not permitted. The standard allows for full retrospective adoption for all periods presented or modified retrospective adoption to only the most current period presented in the financial statements. The cumulative effect of initially applying the standard is recognized at the date of the initial application. Our primary source of revenue is interest income, which is recognized as it is earned and is deemed to be in compliance with this ASU. With respect to noninterest income, the Company is in process of identifying and evaluating the revenue streams and underlying revenue contracts within the scope of the guidance. The Company is developing processes and procedures to ensure it is fully compliant with these amendments. To date, the Company has not yet identified any significant changes in the timing of revenue recognition when considering the amended accounting guidance; however, the Company’s implementation efforts are ongoing and such assessments may change prior to the January 1, 2018 implementation date. Accordingly, the Company does not expect implementation of this standard to have a material impact on our consolidated financial statements.

In February 2016, FASB issued ASU No. 2016-02, Leases (Topic 842). ASU No. 2016-02 requires lessees to recognize on the balance sheet the assets and liabilities arising from operating leases. A lessee should recognize a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. A lessee should include payments to be made in an optional period only if the lessee is reasonably certain to exercise an option to extend the lease or not to exercise an option to terminate the lease. For a finance lease, interest payments should be recognized separately from amortization of the right-of-use asset in the statement of comprehensive income. For operating leases, the lease cost should be allocated over the lease term on a generally straight-line basis. The amendments in ASU 2016-02 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments in the ASU is permitted. The effect of the adoption will depend on leases at the time of adoption. Once adopted, we expect to report higher assets and liabilities as a result of including right-of-use assets and lease liabilities related to certain banking offices and certain equipment under noncancelable operating lease agreements, however, based on current leases, the adoption is expected to increase our consolidated balance sheets by less than 5% and not to have a material impact on our regulatory capital ratios.

In January 2016, FASB issued ASU No. 2016-01, Financial Instruments--Overall, Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting) to be measured at fair value with changes in fair value recognized in net income. The amendments in this ASU also require an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in instrument-specific credit risk. In addition, the ASU eliminates the requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet. The ASU also clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted for fiscal years or interim periods that have not yet been issued if adopted at the beginning of the fiscal year. The Company is reviewing our available-for-sale investment portfolio in accordance with the provision of this standard. The adoption of ASU 2016-01 is not expected to have a material impact on the Company’s consolidated financial statements.

In June 2016 FASB issued ASU No. 2016-13, Financial Instruments--Credit Losses (Topic 326). This ASU replaces the existing incurred loss impairment methodology that recognizes credit losses whendelays recognition until it is probable a probable loss has been incurred with newan expected loss methodology where loss estimates are based upon lifetimethat is referred to as the current expected credit losses.loss (“CECL”) methodology. The amendments in this ASU require a financial asset that is measured at amortized cost to be presented at the net amount expected to be collected. The income statement would then reflect the measurement of credit losses for newly recognized financial assets as well as changes to the expected credit losses that have taken place during the reporting period. The measurement of expected credit losses will be based on historical information, current conditions, and reasonable and supportable forecasts that impact the collectability of the reported amount. Available-for-sale securities will bifurcate the fair value mark and establish an allowance for credit losses through the income statement for the credit portion of that mark. The interest portion will continue to be recognized through accumulated other comprehensive income

10


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


or loss. The change in allowance recognized as a result of adoption will occur through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the ASU is adopted. The amendments in thisThis ASU areis effective for smaller reporting companies, such as the Company, for fiscal years beginning after December 15, 2019,2022, including interim periods within those fiscal years, with early adoption permitted for fiscal years beginning after December 15, 2018.permitted. ASU 2019-05 issued in April 2019 further provides that entities that have certain financial instruments measured at amortized cost that has credit losses, to irrevocably elect the fair value option in Subtopic 825-10, upon adoption of Topic 326. The Companyfair value option applies to available-for-sale debt securities. This ASU is evaluating our current expected loss methodologyeffective upon adoption of our loanASU 2016-13, and investment portfoliosshould be applied on a modified-retrospective basis as a cumulative-effect adjustment to identify the necessary modifications in accordance with this standard and expects a changeopening balance of retained earnings in the processesstatement of financial condition as of the adoption date. On January 1, 2023, the Company adopted this ASU, which resulted in a net of tax charge of $395,000 to retained earnings, and proceduresa $500,000 increase to calculate the ALLL, including changes in assumptions and estimates to consider expectedallowance for credit losses overfor the lifecumulative effect of adopting this guidance. The impact that the loan versustransition to CECL had on the current accounting practice that utilizes the incurred loss model. A valuation adjustment to our ALLL or investment portfolio that is identified in this process will be reflected as a one-time adjustment in equity rather than earnings. We are in the process of compiling historical data that will be used to calculate expected credit losses on our loan portfoliounfunded commitments was deemed to ensure we are fully compliant withbe immaterial.

In January 2021, the ASU at the adoption date and are evaluating the potential impact adoption of this ASU will have on our consolidated financial statements. Once adopted, we expect our allowance for loan losses to increase, however, until our evaluation is complete the magnitude of the increase will be unknown.

In August 2016, FASB issued ASU No. 2016-15, Statement of Cash Flows2021-01, Reference Rate Reform (Topic 230): Classification of Certain Cash Receipts and Cash Payments848). This ASU wasapplies to address the appropriate classificationcontracts, hedging relationships and other transactions that reference LIBOR or other rate references expected to be discontinued because of eight specific cash flow issues on the cash flow statement. Debt prepayment costs should be classified as an outflow for financing activities. Settlement of zero-coupon debt instruments divides the interest portion as an outflow for operating activities and the principal portion as an outflow for financing activities. Contingent consideration payments made after a business combination should be classified as outflows for financing and operating activities. Proceeds from the settlement of bank-owned life insurance policies should be classified as inflows from investing activities. Other specific areas are identified in the ASU as to the appropriate classification of the cash inflows or outflows.reference rate reform. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permittedelective and mustapply to all entities that have derivative instruments that use an interest rate that will be modified by reference rate reform. This ASU provides implementation guidance to clarify that certain optional expedients and exceptions in Topic 848 may be applied to derivative instruments. This ASU may be elected on a full retrospective basis for any interim period subsequent to March 12, 2020, or on a prospective basis to new modifications from any date subsequent to the date of issuance. Effective January 25, 2021, the Company adhered to the Interbank Offered Rate Fallbacks Protocol (“Protocol”) as published by the International Swaps and Derivatives Association, Inc. and recommended by the Alternative Reference Rates Committee. Additionally, effective January 1, 2022, the Company was no longer initiating or renewing loans using a retrospective transition methodLIBOR as an index. As of March 31, 2023, the Company’s derivative instruments continued to each period presented.use LIBOR as the basis for interest-rate swap calculations. The Company does not currently have items on its cash flow statement that would be impacted by adoption ofexpect this ASU and will evaluate future cash flow statement classifications in accordance with the standard. Adoption of ASU 2016-15 is not expected to have a material impact on the Company’s consolidated financial statements.its business operations and Consolidated Financial Statements.


In January 2017,March 2022, the FASB issued ASU 2017-01, Business Combinations2022-02, Financial Instruments - Credit Losses (Topic 805)326): Troubled Debt Restructurings and Vintage Disclosures. This ASU clarifieseliminates the definition of a business to assist in determining whether transactions should be accountedaccounting guidance for as acquisitions (or disposals) or assets or businesses. The amendments in this ASU provide a screen to determinetroubled debt restructured loans (“TDRs”) by creditors while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a setborrower is experiencing financial difficulty. Additionally, the ASU requires public business entities to disclose current-period gross write offs by year of assetsorigination for financing receivables and activities is not a business, thereby reducing the number of transactions requiring further evaluation. If the screen is not met, the amendmentsnet investments in this ASU further provide a framework to evaluate if the criteria is present to qualify for a business.leases. This ASU is effective for annual periods beginning after December 15, 2017 and should be applied prospectively on or after the effective date. Adoption of ASU 2017-01 is not expected to have a material impact on the Company’s consolidated financial statements.     
In January 2017, FASB issued ASU No. 2017-04, Intangibles--Goodwill and Other (Topic 350). This ASU simplifies the impairment calculation for subsequent measurement of goodwill by eliminating the step of comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Under the amendments in this ASU, an entity will evaluate the carrying amount of a reporting unit to its fair value, as if the reporting unit had been acquired in a business combination. An impairment charge should be recognized for the amount that the carrying amount exceeds the fair value, not to exceed the amount of goodwill. The income tax effect should be considered for any tax deductible goodwill when measuring the impairment loss. The amendments in this ASU are effective for goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for reporting periods after January 1, 2017. The Company recognized goodwill from its recent branch acquisition and intends on adopting this ASU in 2018. Adoption of ASU 2017-04 is not expected to have a material impact on the Company’s consolidated financial statements.
In March 2017, FASB issued ASU No. 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The ASU shortens the amortization period for certain callable debt securities held at a premium. The standard will take effect for SEC filers for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Theupon adoption of ASU No. 2017-08 is not expected to have a material impact on2016-13. On January 1, 2023, the Company's consolidated financial statements.

In May 2017, FASB issuedCompany adopted this ASU No. 2017-09, Compensation--Stock Compensation (Topic 718): Scope of Modification Accounting.at the same time ASU 2016-13 was adopted. The ASU was issued to provide clarity as to when to apply modification accounting when there is a changeCompany had no write offs in the terms or conditionsfirst quarter of a share-based payment award. According to this ASU, an entity should account2023 and recoveries for the effectsquarter were $1,000, all of a modification unless the fair value, vesting conditions, and balance sheet classification of the award is the same after the modification as compared to the original award prior to the modification. This ASU is effective for reporting periods beginning after December 15, 2017,which were from one-to-four family residental loans.




11
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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




with early adoption permitted. The Company has not had any modifications on share-based payment awards. The adoption of ASU No. 2017-09 is not expected to have a material impact on the Company’s consolidated financial statements.

In August 2017, FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815), This ASU was issued to provide investors better insight to an entity’s risk management hedging strategies by permitting companies to recognize the economic results of its hedging strategies in its financial statements. The amendments in this ASU permit hedge accounting for hedging relationships involving nonfinancial risk and interest rate risk by removing certain limitations in cash flow and fair value hedging relationships. In addition, the ASU requires an entity to present the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. This ASU is effective for fiscal years beginning after December 15, 2018, and early adoption is permitted. Adoption of ASU 2017-12 is not expected to have a material impact on the Company’s consolidated financial statements.

Note 4 - Investments


Investments available-for-sale are summarized as follows at the dates indicated:
 March 31, 2023
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
(In thousands)
Mortgage-backed investments:   
   Fannie Mae$11,739 $— $(1,708)$10,031 
   Freddie Mac13,684 — (1,685)11,999 
   Ginnie Mae29,191 31 (1,469)27,753 
   Other33,548 — (1,842)31,706 
Municipal bonds36,868 55 (5,050)31,873 
U.S. Government agencies75,131 (1,990)73,147 
Corporate bonds33,000 — (4,561)28,439 
Total$233,161 $92 $(18,305)$214,948 
September 30, 2017 December 31, 2022
Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair Value Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value

(In thousands) (In thousands)
Mortgage-backed investments:       Mortgage-backed investments:   
Fannie Mae$47,118
 $133
 $(590) $46,661
Fannie Mae$11,800 $— $(1,860)$9,940 
Freddie Mac15,048
 86
 (45) 15,089
Freddie Mac13,720 — (1,831)11,889 
Ginnie Mae19,994
 27
 (602) 19,419
Ginnie Mae29,426 18 (1,601)27,843 
Other Other34,295 — (1,906)32,389 
Municipal bonds13,987
 265
 (25) 14,227
Municipal bonds36,968 17 (6,102)30,883 
U.S. Government agencies19,849
 108
 (165) 19,792
U.S. Government agencies76,718 (2,370)74,354 
Corporate bonds22,503
 545
 (389) 22,659
Corporate bonds33,000 — (2,520)30,480 
Total$138,499
 $1,164
 $(1,816) $137,847
Total$235,927 $41 $(18,190)$217,778 

 December 31, 2016
 Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair Value
 (In thousands)
Mortgage-backed investments:       
   Fannie Mae$42,060
 $126
 $(854) $41,332
   Freddie Mac18,013
 95
 (99) 18,009
   Ginnie Mae19,133
 41
 (540) 18,634
Municipal bonds13,203
 11
 (107) 13,107
U.S. Government agencies15,937
 75
 (155) 15,857
Corporate bonds22,506
 241
 (426) 22,321
Total$130,852
 $589
 $(2,181) $129,260
There were no holdings of investment securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity at March 31, 2023 and December 31, 2022.
     
    














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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




The tables below summarize the aggregate fair value and gross unrealized loss by length of time those investment securities have been continuously in an unrealized loss position at the dates indicated:

September 30, 2017 March 31, 2023
Less Than 12 Months 12 Months or Longer Total Less Than 12 Months12 Months or LongerTotal
Fair Value 
Gross Unrealized
Loss
 Fair Value 
Gross Unrealized
Loss
 Fair Value 
Gross Unrealized
Loss
Fair ValueGross Unrealized
Loss
Fair ValueGross Unrealized
Loss
Fair ValueGross Unrealized
Loss
(In thousands)(In thousands)
Mortgage-backed investments:           Mortgage-backed investments:
Fannie Mae$27,950
 $(160) $8,568
 $(430) $36,518
 $(590) Fannie Mae$2,113 $(30)$7,918 $(1,678)$10,031 $(1,708)
Freddie Mac6,293
 (45) 
 
 6,293
 (45) Freddie Mac959 (25)10,306 (1,660)11,265 (1,685)
Ginnie Mae1,847
 (33) 14,444
 (569) 16,291
 (602) Ginnie Mae3,148 (17)16,208 (1,452)19,356 (1,469)
Other Other25,129 (1,424)6,577 (418)31,706 (1,842)
Municipal bonds1,381
 (12) 433
 (13) 1,814
 (25)Municipal bonds3,016 (19)26,369 (5,031)29,385 (5,050)
U.S. Government agencies12,127
 (92) 1,829
 (73) 13,956
 (165)U.S. Government agencies17,381 (329)55,305 (1,661)72,686 (1,990)
Corporate bonds1,500
 
 7,110
 (389) 8,610
 (389)Corporate bonds10,959 (1,041)17,480 (3,520)28,439 (4,561)
Total$51,098
 $(342) $32,384
 $(1,474) $83,482
 $(1,816)Total$62,705 $(2,885)$140,163 $(15,420)$202,868 $(18,305)

December 31, 2016 December 31, 2022
Less Than 12 Months 12 Months or Longer��Total Less Than 12 Months12 Months or LongerTotal
Fair Value 
Gross Unrealized
Loss
 Fair Value 
Gross Unrealized
Loss
 Fair Value 
Gross Unrealized
Loss
Fair ValueGross Unrealized
Loss
Fair ValueGross Unrealized
Loss
Fair ValueGross Unrealized
Loss
(In thousands)(In thousands)
Mortgage-backed investments:           Mortgage-backed investments:
Fannie Mae$34,763
 $(854) $
 $
 $34,763
 $(854) Fannie Mae$6,710 $(1,073)$3,226 $(787)$9,936 $(1,860)
Freddie Mac8,343
 (99) 
 
 8,343
 (99) Freddie Mac4,677 (272)6,476 (1,559)11,153 (1,831)
Ginnie Mae16,734
 (540) 
 
 16,734
 (540) Ginnie Mae7,645 (310)13,714 (1,291)21,359 (1,601)
Other Other27,430 (1,614)4,959 (292)32,389 (1,906)
Municipal bonds8,815
 (107) 
 
 8,815
 (107)Municipal bonds7,892 (680)20,901 (5,422)28,793 (6,102)
U.S. Government agencies9,000
 (153) 1,426
 (2) 10,426
 (155)U.S. Government agencies43,664 (1,184)30,224 (1,186)73,888 (2,370)
Corporate bonds3,880
 (119) 4,693
 (307) 8,573
 (426)Corporate bonds17,241 (1,259)13,239 (1,261)30,480 (2,520)
Total$81,535
 $(1,872) $6,119
 $(309) $87,654
 $(2,181)Total$115,259 $(6,392)$92,739 $(11,798)$207,998 $(18,190)


On a quarterly basis, management makes an assessmentevaluates available-for-sale (“AFS”) securities in unrealized loss positions to determine whether there have been any events or economic circumstances to indicate that a security on which thereif an allowance for credit losses is an unrealized loss is impaired on an other-than-temporary basis.required. The Company considers many factors including the severity and duration of the impairment, economic circumstances, recent events specific to the issuer or industry, and for debt securities, external credit ratings and recent downgrades. Securities on which thereIf it is determined that a credit loss exists, that loss is recognized as an unrealized loss that is deemed to be an other-than-temporary impairment (“OTTI”) are written down to fair value.allowance for credit losses through the provision for credit losses in the Consolidated Income Statements. If the Company intends to sell a debt security, or it is likely that the Company will be required to sell the debt security before recovering its cost basis, the entire impairment loss would be recognized in earnings as an OTTI.through earnings. If the Company does not intend to sell the debt security and it is not likely that it will be required to sell the debt security but does not expect to recover the entire amortized cost basis of the debt security, only the portion of the impairmentunrealized loss representing a credit lossesloss would be recognized in earnings.earnings, limited by the amount that the fair value is less than the amortized cost basis. The credit loss on a debt security is measured as the difference between the amortized cost basis and the present value of the cash flows expected to be collected. Projected cash flows are discounted by the original or current effective interest rate depending on the nature of the debt security being measured for a potential OTTI.credit loss. The remaining impairment related to all other factors, the difference between the present value of the cash flows expected to be collected and fair value, is recognized as a charge to other comprehensive income (“OCI”). Impairment losses related to all other factors are presented as separate categories within OCI. At September 30, 2017 and December 31, 2016, the

The Company had 45121 securities and 53123 securities in an unrealized loss position, respectively. At September 30, 2017with 92 and December 31, 2016, the Company had fifteen62 of these securities and four securities, respectively, in an unrealized loss position for 12 months or more. Management reviewed the financial condition of the entities issuing municipal or corporate bondsmore, at September 30, 2017March 31, 2023, and December 31, 2016,2022, respectively. Management does
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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


not believe that any material amount of the unrealized losses at December 31, 2022 was related to credit issues. The decline in fair market value of these securities was generally due to changes in market interest rates and determinedchanges in market-desired spreads subsequent to their purchase. However, at March 31, 2023, a portion of the losses in the Company’s corporate bond portfolio are credit related. Specifically, the Company’s corporate bond portfolio includes $22.0 million in subordinated debt securities issued by financial institutions, including $8.0 million issued by two large regional west coast financial institutions. The market value on the securities issued by these two institutions declined by $2.1 million in the quarter ended March 31, 2023, with estimated valuations totaling $5.5 million at quarter end. Currently, the Company does not intend to sell, and it is not more likely than not that an OTTI chargethe Company will be required to sell the positions before their recovery of the amortized cost basis, which may be at maturity. As such, no allowance for credit losses was not warranted.recorded with respect to AFS securities as of or during the three months ended March 31, 2023, and December 31, 2022.


The amortized cost and estimated fair value of investments available-for-sale at September 30, 2017,March 31, 2023, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to

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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


call or prepay obligations with or without call or prepayment penalties. Investments not due at a single maturity date, primarily mortgage-backed investments, are shown separately.
 March 31, 2023
 Amortized CostFair Value
 (In thousands)
Due within one year$24,929 $24,357 
Due after one year through five years25,248 24,737 
Due after five years through ten years30,923 25,910 
Due after ten years63,899 58,455 
 144,999 133,459 
Mortgage-backed investments88,162 81,489 
Total$233,161 $214,948 
 September 30, 2017
 Amortized Cost Fair Value
 (In thousands)
Due within one year$6,562
 $6,572
Due after one year through five years3,953
 3,963
Due after five years through ten years23,068
 23,175
Due after ten years22,756
 22,968
 56,339
 56,678
Mortgage-backed investments82,160
 81,169
Total$138,499
 $137,847


Under Washington state law, in order to participate in the public funds program the Company is required to pledge eligible securities as collateral in an amount equal to 50% of the public deposits held less the FDIC insured amount. Investment securities with market values of $20.8$27.4 million and $22.6$21.0 million were pledged as collateral for public deposits at September 30, 2017March 31, 2023, and December 31, 2016,2022, respectively, both of which exceeded the collateral requirements established by the Washington Public Deposit Protection Commission.


For the three and nine months ended September 30, 2017, we hadMarch 31, 2023, there were no calls, sales and a maturity onor maturities of investment securities of $2.8 million, and $7.5 million, respectively, generating a net gain of $47,000 and $103,000, respectively.securities. For the three and nine months ended September 30, 2016, we had calls andMarch 31, 2022, there was a $30,000 call on one investment security with no gain or loss generated. There were no sales onof investment securities of $24.5 million, and $24.9 million, respectively, generating a net gain of $33,000 for both periods.during the three months ended March 31, 2022.


    


14


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


Note 5 - Loans Receivable

Loans receivable are summarized as follows atIn January 2020, the dates indicated: 
 September 30, 2017 December 31, 2016
 (In thousands)
One-to-four family residential:   
Permanent owner occupied$139,736
 $137,834
Permanent non-owner occupied126,711
 111,601
 266,447
 249,435
    
Multifamily173,681
 123,250
    
Commercial real estate320,416
 303,694
    
Construction/land:   
One-to-four family residential85,593
 67,842
Multifamily115,345
 111,051
Commercial5,325
 
Land38,423
 30,055
 244,686
 208,948
    
Business22,243
 7,938
Consumer9,301
 6,922
Total loans1,036,774
 900,187
    
Less:   
Loans in process ("LIP")91,316
 72,026
Deferred loan fees, net1,486
 2,167
Allowance for loan and lease losses ("ALLL")12,110
 10,951
Loans receivable, net$931,862
 $815,043

At September 30, 2017, loansBank purchased three annuity contracts, totaling $457.5$2.4 million, were pledged to secure borrowings from the FHLB of Des Moines compared to $472.1 million at December 31, 2016.
ALLL. The Company maintains an ALLL as a reserve against probable and inherent risk of losses in its loan portfolios. The ALLL is comprised of a general reserve component for loans evaluated collectively for loss and a specific reserve component for loans evaluated individually. When an issue is identified and it is determined that the loan needs to be classifiedheld long-term to satisfy the benefit obligation associated with certain supplemental executive retirement plan agreements. At March 31, 2023, the annuities were reported as nonperforming and/or impaired,investments held-to-maturity at an evaluationamortized cost of $2.4 million on the Company’s Consolidated Balance Sheets. The amortized cost is considered the fair value of the discounted expected cash flows is done and an appraisal may be obtained on the collateral. Based on this evaluation, additional provision for loan loss or charge-offs is recorded prior to the end of the financial reporting period.investment.
















15
13



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Note 5 - Loans Receivable and Allowance for Credit Losses
The following tables summarize changes in the ALLL and loan portfolio by loan type and impairment method
Loans receivable are summarized as follows at the dates and forindicated: 
 March 31, 2023December 31, 2022
 (In thousands)
One-to-four family residential:  
Permanent owner occupied$242,477 $232,869 
Permanent non-owner occupied240,183 241,311 
482,660 474,180 
 
Multifamily143,332 126,866 
 
Commercial real estate408,905 407,904 
 
Construction/land: 
One-to-four family residential53,948 52,492 
Multifamily(131)15,393 
Land9,786 9,759 
 63,603 77,644 
Business31,659 31,363 
Consumer70,619 64,353 
Total loans receivable, gross1,200,778 1,182,310 
Less: 
ACL16,028 15,227 
Total loans receivable, net$1,184,750 $1,167,083 

    At March 31, 2023, loans totaling $648.0 million were pledged to secure borrowings from the periods shown: 
 At or For the Three Months Ended September 30, 2017
 One-to-Four
Family
Residential
 Multifamily Commercial 
Real Estate
 Construction/
Land
 Business Consumer Total
 (In thousands)
ALLL:             
Beginning balance$2,627
 $1,231
 $3,733
 $2,942
 $457
 $295
 $11,285
   Charge-offs
 
 
 
 
 
 
   Recoveries247
 
 78
 
 
 
 325
Provision (recapture)(157) 472
 (68) 40
 211
 2
 500
Ending balance$2,717
 $1,703
 $3,743
 $2,982
 $668
 $297
 $12,110
              
 At or For the Nine Months Ended September 30, 2017
 One-to-Four
Family
Residential
 Multifamily Commercial 
Real Estate
 Construction/
Land
 Business Consumer Total
 (In thousands)
ALLL:             
Beginning balance$2,551
 $1,199
 $3,893
 $2,792
 $237
 $279
 $10,951
   Charge-offs
 
 
 
 
 
 
   Recoveries280
 
 78
 
 
 1
 359
   Provision (recapture)(114) 504
 (228) 190
 431
 17
 800
Ending balance$2,717
 $1,703
 $3,743
 $2,982
 $668
 $297
 $12,110
 
 
 
 
 
 
 
ALLL by category:

 

 

 

 

 

 

General reserve$2,582
 $1,703
 $3,723
 $2,982
 $668
 $297
 $11,955
Specific reserve135
 
 20
 
 
 
 155
 
 
 
 
 
 
 
Loans: (1)

 
 
 
 
 
  
Total loans$266,447
 $173,681
 $319,872
 $153,914
 $22,243
 $9,301
 $945,458
Loans collectively evaluated for impairment (2)
251,141
 172,541
 316,656
 153,914
 22,243
 9,205
 925,700
Loans individually evaluated for impairment (3)
15,306
 1,140
 3,216
 
 
 96
 19,758
____________ 

(1) Net of LIP.
(2) Loans collectively evaluated for general reserves.
(3) Loans individually evaluated for specific reserves.




16


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


 At or For the Three Months Ended September 30, 2016
 One-to-Four
Family
Residential
 Multifamily Commercial 
Real Estate
 Construction/
Land
 Business Consumer Total
 (In thousands)
ALLL:             
Beginning balance$2,747
 $1,194
 $3,771
 $1,880
 $217
 $325
 $10,134
   Charge-offs
 
 
 
 
 (28) (28)
   Recoveries
 
 
 
 
 
 
   Provision (recapture)(60) (215) 486
 678
 25
 (14) 900
Ending balance$2,687
 $979
 $4,257
 $2,558
 $242
 $283
 $11,006
              
 At or For the Nine Months Ended September 30, 2016
 One-to-Four
Family
Residential
 Multifamily Commercial 
Real Estate
 Construction/
Land
 Business Consumer Total
 (In thousands)
ALLL:             
Beginning balance$3,028
 $1,193
 $3,395
 $1,193
 $229
 $425
 $9,463
   Charge-offs
 
 
 
 
 (47) (47)
   Recoveries84
 
 104
 
 
 2
 190
   Provision (recapture)(425) (214) 758
 1,365
 13
 (97) 1,400
Ending balance$2,687
 $979
 $4,257
 $2,558
 $242
 $283
 $11,006
 
 
 
 
 
 
 
ALLL by category:

 

 

 

 

 

 

General reserve$2,369
 $979
 $4,150
 $2,477
 $242
 $283
 $10,500
Specific reserve318
 
 107
 81
 
 
 506
 
 
 
 
 
 
 
Loans: (1)

 
 
 
 
 
  
Total loans$255,905
 $135,414
 $329,204
 $124,134
 $8,023
 $6,530
 $859,206
Loans collectively evaluated for impairment (2)
227,650
 133,839
 324,782
 123,638
 8,023
 6,400
 824,332
Loans individually evaluated for impairment (3)
28,255
 1,575
 4,422
 496
 
 130
 34,874
_____________ 

(1) Net of LIP.
(2) Loans collectively evaluated for general reserves.
(3) Loans individually evaluated for specific reserves.


17


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Past Due Loans. Loans are considered past due if a scheduled principal or interest payment is due and unpaid for 30 days or more. At September 30, 2017, past due loans were 0.01% of total loans receivable, net of LIP. In comparison, past due loans were 0.06% of total loans receivable, net of LIPFHLB compared to $605.0 million at December 31, 2016. The following tables represent2022. In addition, loans totaling $85.2 million and $87.7 million were pledged to the Federal Reserve Bank of San Francisco to secure a summaryline of the aging of loans by typecredit at the dates indicated:

 Loans Past Due as of September 30, 2017    
 30-59 Days 60-89 Days 90 Days and
Greater
 Total Past
Due
 Current 
Total (1) (2)
 (In thousands)
Real estate:           
One-to-four family residential:           
Owner occupied$84
 $
 $
 $84
 $139,652
 $139,736
Non-owner occupied
 
 
 
 126,711
 126,711
Multifamily
 
 
 
 173,681
 173,681
Commercial real estate
 
 
 
 319,872
 319,872
Construction/land
 
 
 
 153,914
 153,914
Total real estate84
 
 
 84
 913,830
 913,914
Business
 
 
 
 22,243
 22,243
Consumer
 
 
 
 9,301
 9,301
Total loans$84
 $
 $
 $84
 $945,374
 $945,458
 ________________ 

(1) There were no loans 90 daysMarch 31, 2023 and greater past due and still accruing interest at September 30, 2017.
(2) Net of LIP.

 Loans Past Due as of December 31, 2016    
 30-59 Days 60-89 Days 90 Days and
Greater
 Total Past
Due
 Current 
Total (1) (2)
 (In thousands)
Real estate:           
One-to-four family residential:           
Owner occupied$304
 $
 $169
 $473
 $137,361
 $137,834
Non-owner occupied
 
 
 
 111,601
 111,601
Multifamily
 
 
 
 123,250
 123,250
Commercial real estate
 
 
 
 303,694
 303,694
Construction/land
 
 
 
 136,922
 136,922
Total real estate304
 
 169
 473
 812,828
 813,301
Business
 
 
 
 7,938
 7,938
Consumer
 
 
 
 6,922
 6,922
Total loans$304
 $
 $169
 $473
 $827,688
 $828,161
_________________ 

(1) There were no loans 90 days and greater past due and still accruing interest at December 31, 2016.
(2) Net of LIP.





18


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)






Nonaccrual Loans.The following table is a summary of nonaccrual loans by loan type at the dates indicated:

 September 30, 2017 December 31, 2016
 (In thousands)
One-to-four family residential$132
 $798
Consumer53
 60
Total nonaccrual loans$185
 $858

During the three and nine months ended September 30, 2017, interest income that would have been recognized had these nonaccrual loans been performing in accordance with their original terms was $3,000 and $21,000, respectively. For the three and nine months ended September 30, 2016, foregone interest on nonaccrual loans was $13,000 and $40,000,2022, respectively.

The following tables summarize the loan portfolio by type and payment status at the dates indicated:

 September 30, 2017
 One-to-Four
Family
Residential
 Multifamily Commercial
Real Estate
 Construction /
Land
 Business Consumer 
Total (1)
 (In thousands)
Performing (2)
$266,315
 $173,681
 $319,872
 $153,914
 $22,243
 $9,248
 $945,273
Nonperforming (3)
132
 
 
 
 
 53
 185
Total loans$266,447
 $173,681
 $319,872
 $153,914
 $22,243
 $9,301
 $945,458
_____________

(1)
Net of LIP.
(2)
There were $139.6 million of owner-occupied one-to-four family residential loans and $126.7 million of non-owner occupied one-to-four family residential loans classified as performing.
(3)
The $132,000 of one-to-four family residential loans classified as nonperforming are all owner-occupied.
 December 31, 2016
 One-to-Four
Family
Residential
 Multifamily Commercial
Real Estate
 Construction/
Land
 Business Consumer 
Total (1)
 (In thousands)
Performing (2)
$248,637
 $123,250
 $303,694
 $136,922
 $7,938
 $6,862
 $827,303
Nonperforming (3)
798
 
 
 
 
 60
 858
Total loans$249,435
 $123,250
 $303,694
 $136,922
 $7,938
 $6,922
 $828,161
_____________

(1) Net of LIP.    
(2) There were $137.0 million of owner-occupied one-to-four family residential loans and $111.6 million of non-owner occupied one-to-four family residential loans classified as performing.
(3) The $798,000 of one-to-four family residential loans classified as nonperforming are all owner-occupied.

Impaired Loans. A loan is considered impaired when we have determined that we may be unable to collect payments of principal or interest when due under the terms of the original loan document. There were no funds committed to be advanced in connection with impaired loans at either September 30, 2017, or December 31, 2016.

19


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



The following tables present a summary of loans individually evaluated for impairment by loan type at the dates indicated:

 September 30, 2017

Recorded Investment (1)
 
Unpaid Principal Balance (2)
 Related Allowance
 (In thousands)
Loans with no related allowance:     
  One-to-four family residential:
 
 
      Owner occupied$1,334
 $1,527
 $
      Non-owner occupied10,125
 10,125
 
  Multifamily1,140
 1,140
 
   Commercial real estate2,473
 2,473
 
   Consumer96
 144
 
Total15,168
 15,409
 
Loans with an allowance:

 

 

  One-to-four family residential:

 

 

      Owner occupied524
 570
 8
      Non-owner occupied3,323
 3,345
 127
   Commercial real estate743
 743
 20
Total4,590
 4,658
 155
Total impaired loans:

 

 

  One-to-four family residential:

 

 

      Owner occupied1,858
 2,097
 8
      Non-owner occupied13,448
 13,470
 127
   Multifamily1,140
 1,140
 
   Commercial real estate3,216
 3,216
 20
   Consumer96
 144
 
Total$19,758
 $20,067
 $155
_________________ 

(1) Represents the loan balance less charge-offs.
(2) Contractual loan principal balance.




20


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


 December 31, 2016
 
Recorded Investment (1)
 
Unpaid Principal Balance (2)
 Related Allowance
 (In thousands)
Loans with no related allowance:     
  One-to-four family residential:     
      Owner occupied$2,216
 $2,475
 $
      Non-owner occupied16,634
 16,652
 
  Multifamily1,564
 1,564
 
   Commercial real estate2,952
 3,029
 
   Consumer103
 223
 
Total23,469
 23,943
 
Loans with an allowance:     
  One-to-four family residential:     
      Owner occupied1,896
 1,965
 51
      Non-owner occupied4,326
 4,347
 151
   Commercial real estate755
 755
 26
   Construction/land495
 495
 81
Total7,472
 7,562
 309
Total impaired loans:     
  One-to-four family residential:     
      Owner occupied4,112
 4,440
 51
      Non-owner occupied20,960
 20,999
 151
   Multifamily1,564
 1,564
 
   Commercial real estate3,707
 3,784
 26
   Construction/land495
 495
 81
   Consumer103
 223
 
Total$30,941
 $31,505
 $309
_________________ 

(1) Represents the loan balance less charge-offs.
(2) Contractual loan principal balance.



21


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



The following table presents the average recorded investment in loans individually evaluated for impairment and the interest income recognized for the three and nine months ended September 30, 2017 and 2016:

 Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017
 Average Recorded Investment Interest Income Recognized Average Recorded Investment Interest Income Recognized
 (In thousands)
Loans with no related allowance:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied$1,658
 $22
 $1,886
 $69
      Non-owner occupied11,395
 158
 13,445
 485
Multifamily1,143
 19
 1,251
 56
Commercial real estate2,693
 49
 2,818
 135
Consumer97
 2
 99
 6
Total16,986
 250
 19,499
 751



 

 

 
Loans with an allowance:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied1,099
 10
 1,495
 22
      Non-owner occupied3,343
 47
 3,773
 128
Commercial real estate745
 10
 749
 31
Construction/land
 
 124
 
Total5,187
 67
 6,141
 181



 

 

 
Total impaired loans:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied2,757
 32
 3,381
 91
      Non-owner occupied14,738
 205
 17,218
 613
Multifamily1,143
 19
 1,251
 56
Commercial real estate3,438
 59
 3,567
 166
Construction/land
 
 124
 
Consumer97
 2
 99
 6
Total$22,173
 $317
 $25,640
 $932


22


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016
 Average Recorded Investment Interest Income Recognized Average Recorded Investment Interest Income Recognized
 (In thousands)
Loans with no related allowance:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied$2,434
 $57
 $2,679
 $123
      Non-owner occupied20,208
 296
 21,234
 878
Multifamily1,576
 26
 1,189
 79
Commercial real estate1,796
 31
 2,089
 77
Consumer119
 3
 123
 8
Total26,133
 413
 27,314
 1,165
 

 

 

 
Loans with an allowance:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied2,003
 28
 2,042
 78
      Non-owner occupied5,050
 76
 5,874
 202
Multifamily
 
 393
 
Commercial real estate2,638
 52
 2,499
 152
Construction/land495
 5
 495
 14
Consumer
 
 25
 
Total10,186
 161
 11,328
 446
 

 

 

 
Total impaired loans:

 

 

 
   One-to-four family residential:

 

 

 
      Owner occupied4,437
 85
 4,721
 201
      Non-owner occupied25,258
 372
 27,108
 1,080
Multifamily1,576
 26
 1,582
 79
Commercial real estate4,434
 83
 4,588
 229
Construction/land495
 5
 495
 14
Consumer119
 3
 148
 8
Total$36,319
 $574
 $38,642
 $1,611


Troubled Debt Restructurings. Certain loan modifications are accounted for as troubled debt restructured loans (“TDRs”). At September 30, 2017, the TDR portfolio totaled $19.6 million, all of which were performing in accordance with their restructured payment terms. At December 31, 2016, the TDR portfolio totaled $30.3 million, of which one loan of $174,000 was not performing in accordance with the terms of its restructure and was on nonaccrual status.


23


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


The following tables present loans that were modified as TDRs during the periods indicated and their recorded investment both before and after the modification:
 Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017
 Number of Loans Pre-Modification Outstanding
Recorded
Investment
 Post-Modification Outstanding
Recorded
Investment
 Number of Loans Pre-Modification Outstanding
Recorded
Investment
 Post-Modification Outstanding
Recorded
Investment
 (Dollars in thousands)
One-to-four family residential:           
Principal and interest with interest rate concession and advancement of maturity date1
 $524
 $524
 8
 $2,492
 $2,492
Total1
 $524
 $524
 8
 $2,492
 $2,492


 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016
 Number of Loans Pre-Modification Outstanding
Recorded
Investment
 Post-Modification Outstanding
Recorded
Investment
 Number of Loans Pre-Modification Outstanding
Recorded
Investment
 Post-Modification Outstanding
Recorded
Investment
 (Dollars in thousands)
One-to-four family residential:           
Principal and interest with interest rate concession1
 $316
 $316
 15
 $3,490
 $3,490
Advancement of maturity date5
 1,119
 1,119
 5
 1,119
 1,119
Commercial real estate:           
Interest-only payments with interest rate concession and advancement of maturity date
 
 
 1
 495
 495
Advancement of maturity date1
 434
 434
 1
 434
 434
Total7
 $1,869
 $1,869
 22
 $5,538
 $5,538

At September 30, 2017, the Company had no commitments to extend additional credit to borrowers whose loan terms have been modified in TDRs. All TDRs are also classified as impaired loans and are included in the loans individually evaluated for impairment as part of the calculation of the ALLL.

The TDRs that occurred during the three and nine months ended September 30, 2017 and September 30, 2016, were all on existing TDRs and included extensions of existing interest rate concessions and advancing maturity dates for a period of time ranging from one to three years. No loans accounted for as TDRs were charged-off to the ALLL for the three and nine months ended September 30, 2017 and 2016.

TDRs that default after they have been modified are typically evaluated individually on a collateral basis. Any additional impairment is charged to the ALLL. For the three and nine months ended September 30, 2017, and September 30, 2016, no loans that had been modified in the previous 12 months defaulted.


24


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


Credit Quality Indicators. The Company utilizes a nine-category risk rating system and assigns a risk rating forto all credit exposures. Theexposures based on a risk rating system is designed to define the basic characteristics and identifyidentified risk elements of each credit extension. CreditsThe Company utilizes a nine point risk ratedrating system. A description of the general characteristics of the risk grades is as follows:

Grades 1 through 55: These grades are considered to be “pass” credits. Pass creditsThese include assets where there is virtually no credit risk, such as cash secured loans with funds on deposit with the Bank, where there is virtually no credit risk.Company. Pass credits also include credits that are on the Company’s watch list (grade 5), where the borrower exhibits potential weaknesses, which may, if not checked or corrected, negatively affect the borrower’s financial capacity and threaten their ability to fulfill debt obligations in the future. Credits

Grade 6: These credits, classified as special mention are risk rated 6 and“special mention”, possess weaknesses that deserve management’s close attention. Special mention assets do not expose the Company to sufficient risk to warrant adverse classification in the substandard, doubtful or loss categories. SubstandardIf left uncorrected, these potential weaknesses may result in deterioration in the Company’s credit position at a future date.Grade 7: These credits, classified as “substandard”, present a distinct possibility that the Company will sustain some loss if the deficiencies are risk rated 7. An asset is considered substandard if it isnot corrected. These credits have well
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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


defined weaknesses which jeopardize the orderly liquidation of the debt and are inadequately protected by the current net worth and payment capacity of the borrower or of any collateral pledged.


Substandard assets include those characterized byGrade 8: These credits are classified as “doubtful” and possess well defined weaknesses which make the distinct possibility thatfull collection or liquidation of the Company will sustain someloan highly questionable and improbable. This classification is used where significant risk exposures are perceived but the exact amount of the loss if the deficiencies are not corrected.cannot yet be determined due to pending events.

Grade 9: Assets classified as doubtful are risk rated 8 and have all the weaknesses inherent in those credits classified as substandard with the added characteristic that the weaknesses present make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions, and values. Assets classified as loss are risk rated 9 and“loss” are considered uncollectible and cannot be justified as a viable asset for the Company. There wereis little or no prospect of near term recovery and no realistic strengthening action of significance is pending.

The grades for watch and special mention loans are used by the Company to identify and track potential problem loans which do not rise to the levels described for substandard, doubtful, or loss. These are loans which have been criticized based upon known characteristics such as periodic payment delinquency, failure to comply with contractual terms of the loan or stale financial information from the borrower and/or guarantors. Loans identified as criticized (watch and special mention) or classified (substandard, doubtful or loss) are subject to problem loan reporting every three months.

    As of March 31, 2023, and December 31, 2022, the Company had no loans classifiedrated as doubtful or loss at September 30, 2017 and December 31, 2016.

loss. The following tables represent a summary of loans at March 31, 2023, and December 31, 2022 by type and risk category at the dates indicated:category:
 March 31, 2023
Term Loans by Year of Origination
 20232022202120202019PriorTotal Loans
 (In thousands)
One-to-four family residential     
Pass$18,166 $155,300 $102,559 $67,545 $34,995 $102,459 $481,024 
Watch— — — — — 620 620 
Special mention— — — — — 1,016 1,016 
Substandard— — — — — — — 
Total one-to-four family residential18,166 155,300 102,559 67,545 34,995 104,095 482,660 
Multifamily
Pass1,097 7,579 23,088 43,936 29,609 34,129 139,438 
Watch— — — — — 2,274 2,274 
Special mention— — — — — — — 
Substandard— — — — — 1,620 1,620 
Total multifamily1,097 7,579 23,088 43,936 29,609 38,023 143,332 
Commercial
Pass12,083 35,346 82,859 70,849 22,362 116,683 340,182 
Watch— — 4,185 8,783 — 5,949 18,917 
Special mention— — — — — 4,651 4,651 
Substandard— — — 527 1,295 43,333 45,155 
Total commercial real estate12,083 35,346 87,044 80,159 23,657 170,616 408,905 
Construction/land
Pass(131)25,583 34,813 2,931 407 — 63,603 
Watch— — — — — — — 
Special mention— — — — — — — 
Substandard— — — — — — — 
Total construction/land(131)25,583 34,813 2,931 407 — 63,603 
15
 September 30, 2017
 One-to-Four
Family
Residential
 Multifamily Commercial
Real Estate
 Construction/ 
Land
 Business Consumer 
Total (1)
 (In thousands)
Risk Rating:             
   Pass$262,951
 $173,681
 $317,396
 $153,914
 $22,243
 $9,060
 $939,245
   Special mention2,817
 
 2,476
 
 
 188
 5,481
   Substandard679
 
 
 
 
 53
 732
Total loans$266,447
 $173,681
 $319,872
 $153,914
 $22,243
 $9,301
 $945,458

 _____________ 

(1) Net of LIP.

 December 31, 2016
 
One-to-Four
Family
Residential
 Multifamily 
Commercial
Real Estate
 
Construction /
Land
 Business Consumer 
Total (1)
 (In thousands)
Risk Rating:             
   Pass$245,237
 $123,250
 $300,655
 $136,427
 $7,938
 $6,674
 $820,181
   Special mention2,847
 
 3,039
 
 
 188
 6,074
   Substandard1,351
 
 
 495
 
 60
 1,906
Total loans$249,435
 $123,250
 $303,694
 $136,922
 $7,938
 $6,922
 $828,161
  _____________ 

(1) Net of LIP.


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(Unaudited)




March 31, 2023
Term Loans by Year of Origination
20232022202120202019Prior
Total Loans(1)
(In thousands)
Business
Pass71 4,918 495 1,672 1,724 22,779 31,659 
Watch— — — — — — — 
Special mention— — — — — — — 
Substandard— — — — — — — 
Total business71 4,918 495 1,672 1,724 22,779 31,659 
Consumer
Pass10,942 30,776 12,528 6,869 5,781 3,448 70,344 
Watch— — — — 26 — 26 
Special mention— — — — 48 — 48 
Substandard— — 201 — — — 201 
Total consumer10,942 30,776 12,729 6,869 5,855 3,448 70,619 
Total loans receivable, gross
Pass$42,228 $259,502 $256,342 $193,802 $94,878 $279,498 $1,126,250 
Watch— — 4,185 8,783 26 8,843 21,837 
Special mention— — — — 48 5,667 5,715 
Substandard— — 201 527 1,295 44,953 46,976 
$42,228 $259,502 $260,728 $203,112 $96,247 $338,961 $1,200,778 



 December 31, 2022
 One-to-Four
Family
Residential
MultifamilyCommercial
Real Estate
Construction/
Land
BusinessConsumerTotal
 (In thousands)
Risk Rating:       
   Pass, grade 1-4$473,700 $122,972 $342,827 $78,120 $31,371 $61,632 $1,110,622 
Pass, grade 5 (watch)1,113 2,291 14,845 — — 27 18,276 
   Special mention1,023 — 4,668 — — 203 5,894 
   Substandard— 1,632 45,542 — — 193 47,367 
Total loans$475,836 $126,895 $407,882 $78,120 $31,371 $62,055 $1,182,159 

ACL. ACL 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. Loans are charged off against the ACL when management believes the non-collectability of a loan balance is confirmed. Expected recoveries may not exceed the aggregate amounts previously charged-off and expected to be charged-off. The allowance for credit losses, as reported in our consolidated statements of financial conditions, is adjusted by a provision for credit losses, which is reported in earnings, and reduced by the charge-offs of loan amounts, net of recoveries.

When the Company classifies problem assets as either substandard or doubtful, pursuant to Federal regulations, or identifies a loan where it is uncertain if the Company will be able to collect all amounts due according to the contractual terms
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(Unaudited)


of the loan, it may establish a specific allowance in an amount deemed prudent to address the risk specifically. General allowances represent loss allowances which have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been specifically allocated to the particular problem assets. When an insured institution classifies problem assets as a loss, pursuant to Federal regulations, it is required to charge-off such assets in the period in which they are deemed uncollectible. The determination as to the classification of the Company’s assets and the amount of valuation allowances is subject to review by bank regulators, who can require the establishment of additional allowances for credit losses.

At March 31, 2023, total loans receivable included $707,000 of loans originated under the Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”) as compared to $5.2 million at March 31, 2022. Although these loans were included in the population of loans collectively evaluated for impairment, no general allowance was allocated to them as these loans are 100% guaranteed by the SBA.

The following tables detail activity in the allowance for credit losses on loans by loan categories at or for the three months ended March 31, 2023 and in the allowance for loan and lease losses (“ALLL”) under the incurred loss methodology for the three months ended March 31, 2022:
 At or For the Three Months Ended March 31, 2023
 One-to-Four
Family
Residential
MultifamilyCommercial Real EstateConstruction/
Land
BusinessConsumerTotal
(In thousands)
ACL:
Beginning balance$4,043 $1,210 $5,397 $1,717 $948 $1,912 $15,227 
Adjustment for adoption of Topic 3261,520 83 (970)408 (510)(31)$500 
   Recoveries— — — — — 
Provision (recapture)47 314 69 (332)(25)227 300 
Ending balance$5,611 $1,607 $4,496 $1,793 $413 $2,108 $16,028 




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(Unaudited)


 At or For the Three Months Ended March 31, 2022
 One-to-Four
Family
Residential
MultifamilyCommercial Real EstateConstruction/
Land
BusinessConsumerTotal
(In thousands)
ALLL
Beginning balance$3,214 $1,279 $6,615 $2,064 $1,112 $1,373 $15,657 
   Recoveries— — — — — 
   Provision (recapture)259 176 (300)(422)(331)118 (500)
Ending balance$3,475 $1,455 $6,315 $1,642 $781 $1,491 $15,159 
ALLL by category:
General allowance$3,457 $1,455 $6,315 $1,642 $781 $1,491 $15,141 
Specific allowance18 — — — — — 18 
Loans: 
Total loans$412,231 $152,855 $416,988 $74,697 $30,546 $49,431 $1,136,748 
Loans collectively evaluated for impairment410,136 151,195 376,815 74,697 30,546 49,431 1,092,820 
Loans individually evaluated for impairment2,095 1,660 40,173 — — — 43,928 

Past Due Loans. Loans are considered past due if a scheduled principal or interest payment is due and unpaid for 30 days or more. Loans past due were $230,000 and $220,000 at March 31, 2023, and December 31, 2022, respectively, representing 0.02% of total loans receivable at both dates. The following tables represent a summary of the aging of loans by type at the dates indicated:

 Loans Past Due as of March 31, 2023  
 30-59 Days60-89 Days90 Days and
Greater
Total Past
Due
Current
Total (1)
 (In thousands)
Real estate:      
One-to-four family residential:    
Owner occupied$— $— $— $— $242,477 $242,477 
Non-owner occupied— — — 240,183 240,183 
Multifamily— — — — 143,332 143,332 
Commercial real estate— — — — 408,905 408,905 
Construction/land— — — 63,603 63,603 
Total real estate— — — — 1,098,500 1,098,500 
Business— — — — 31,659 31,659 
Consumer29 — 201 230 70,389 70,619 
Total loans$29 $— $201 $230 $1,200,548 $1,200,778 
 ________________ 

(1) There were no loans 90 days and greater past due and still accruing interest at March 31, 2023.
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(Unaudited)


 Loans Past Due as of December 31, 2022  
 30-59 Days60-89 Days90 Days and
Greater
Total Past
Due
Current
Total (1)
 (In thousands)
Real estate:      
One-to-four family residential:      
Owner occupied$— $— $— $— $233,785 $233,785 
Non-owner occupied27 — — 27 242,024 242,051 
Multifamily— — — — 126,895 126,895 
Commercial real estate— — — — 407,882 407,882 
Construction/land— — — — 78,120 78,120 
Total real estate27 — — 27 1,088,706 1,088,733 
Business— — — — 31,371 31,371 
Consumer— — 193 193 61,862 62,055 
Total loans$27 $— $193 $220 $1,181,939 $1,182,159 
_________________ 

(1) There were no loans 90 days and greater past due and still accruing interest at December 31, 2022.

Nonperforming Loans. When a loan becomes 90 days past due, the Company generally places the loan on nonaccrual status. Loans may be placed on nonaccrual status prior to being 90 days past due if there is an identified problem that indicates the borrower is unable to meet their scheduled payment obligations. Nonaccrual loans totaled $201,000 and $193,000 at March 31, 2023 and March 31, 2022, respectively.

The following tables summarize the loan portfolio by type and payment status at the dates indicated:

 March 31, 2023
 One-to-Four
Family
Residential
MultifamilyCommercial
Real Estate
Construction/
Land
BusinessConsumerTotal
 (In thousands)
Performing (1)
$482,660 $143,332 $408,905 $63,603 $31,659 $70,418 $1,200,577 
Nonperforming— — — — 201 201 
Total loans$482,660 $143,332 $408,905 $63,603 $31,659 $70,619 $1,200,778 
_____________

(1) There were $242.5 million of owner-occupied one-to-four family residential loans and $240.2 million of non-owner occupied one-to-four family residential loans classified as performing.





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(Unaudited)


 December 31, 2022
 One-to-Four
Family
Residential
MultifamilyCommercial
Real Estate
Construction/
Land
BusinessConsumerTotal
 (In thousands)
Performing (1)
$475,836 $126,895 $407,882 $78,120 $31,371 $61,862 $1,181,966 
Nonperforming— — — — — 193 193 
Total loans$475,836 $126,895 $407,882 $78,120 $31,371 $62,055 $1,182,159 
_____________

(1) There were $233.8 million of owner-occupied one-to-four family residential loans and $242.1 million of non-owner occupied one-to-four family residential loans classified as performing.

Impaired Loans and Allowance for Loan Losses - Prior to the implementation of Financial Instruments - Credit Losses (Topic 326) on January 1, 2023, a loan was considered impaired when, based on current information and circumstances, the Company determines it was probable that it would be unable to collect all amounts due according to the contractual terms of the loan agreement, including scheduled interest payments. Factors considered in determining impairment included, but were not limited to, the financial condition of the borrower, the value of the underlying collateral and the status of the economy. Impaired loans were comprised of loans on nonaccrual, TDRs that were performing under their restructured terms, and loans that were 90 days or more past due, but were still on accrual.

The following table presents a summary of loans individually evaluated for impairment by loan type at December 31, 2022:

 December 31, 2022
Recorded Investment (1)
Unpaid Principal Balance (2)
Related Allowance
 (In thousands)
Loans with no related allowance:   
  One-to-four family residential:   
      Owner occupied$174 $175 $— 
      Non-owner occupied188 188 — 
  Multifamily1,632 1,632 — 
   Commercial real estate45,542 45,542 — 
Total47,536 47,537 — 
Loans with an allowance:
  One-to-four family residential:
      Owner occupied486 533 12 
      Non-owner occupied512 512 
Total998 1,045 13 
Total impaired loans:
  One-to-four family residential:
      Owner occupied660 708 12 
      Non-owner occupied700 700 
   Multifamily1,632 1,632 — 
   Commercial real estate45,542 45,542 — 
Total$48,534 $48,582 $13 
_________________ 

(1) Represents the loan balance less charge-offs.
(2) Contractual loan principal balance.

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(Unaudited)


The following table presents the amortized cost basis of loans on nonaccrual status and loans 90 days or more past due and still accruing as of March 31, 2023:
March 31, 2023
Nonaccrual with No ACLNonaccrual with ACLTotal Nonaccrual90 Days or More Past Due and Still Accruing
(In thousands)
Consumer Loans$201 $— $201 $— 
Total$201 $— $201 $— 


The following table presents the amortized cost basis of collateral dependent loans by class as of March 31, 2023:
March 31, 2023
Real EstateTotal
(In thousands)
Multifamily$1,620 $1,620 
Commercial Real Estate$45,155 $45,155 
Total$46,775 $46,775 

The following table presents the average recorded investment in loans individually evaluated for impairment and the interest income recognized for the three months ended March 31, 2022:
Three Months Ended March 31, 2022
Average Recorded InvestmentInterest Income Recognized
(In thousands)
Loans with no related allowance:
   One-to-four family residential:
      Owner occupied$178 $
      Non-owner occupied912 15 
Multifamily830 17 
Commercial real estate37,102 410 
Total39,022 445 
Loans with an allowance:
   One-to-four family residential:
      Owner occupied493 
      Non-owner occupied519 
Total1,012 16 
Total impaired loans:
   One-to-four family residential:
      Owner occupied671 10 
      Non-owner occupied1,431 24 
Multifamily830 17 
Commercial real estate37,102 410 
Total$40,034 $461 
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SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Troubled Debt Restructurings (“TDR”). On January 1, 2023,the Company adopted ASU No. 2022-02, Financial Instruments - Credit Losses (Topic 326) which eliminates the accounting guidance for TDR for creditors, while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower experiences financial difficulty. No loans to borrowers experiencing financial difficulty were modified in the three months ended March 31, 2023. At March 31, 2022, the Company had $2.1 million of TDRs. TDRs that default after they have been modified are typically evaluated individually on a collateral basis. For the three months ended March 31, 2022, no TDRs that had been modified in the previous 12 moths defaulted. The Company had no loan charge-offs for the three months ended March 31, 2023. We intend to disclose future loan charge-offs by year of origination in a vintage table, to be compliant with the ASU.    

Note 6 - Other Real Estate Owned


OREO includes properties acquired by the Company through foreclosure and deed in lieu of foreclosure. The following table is a summaryAs of OREO activity duringboth March 31, 2023, and December 31, 2022, the periods shown: 
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
 (In thousands)
Balance at beginning of period$1,825
 $2,331
 $2,331
 $3,663
Gross proceeds from sale of OREO
 
 (461) (988)
Gain on sale of OREO
 
 5
 (87)
Market value adjustments
 
 (50) (257)
Balance at end of period$1,825
 $2,331
 $1,825
 $2,331
There wereCompany had no OREO properties sold during the three months ended September 30, 2017. During the nine months ended September 30, 2017, one OREO property sold for $461,000, generating a gain on sale of $5,000. For the three months ended September 30, 2017, there were no market value adjustments taken on OREO properties. During the nine months ended September 30, 2017, a $50,000 market value adjustment was recognized prior to the sale of the one OREO property sold during this period. OREO at September 30, 2017 consisted of $1.8 million in commercial real estate properties. At September 30, 2017, there were no loans secured by residential real estate properties for which formal foreclosure proceedings were in process.


Note 7 - Fair Value


The Company measures the fair value of financial instruments for reporting in accordance with Accounting Standards Codification (“ASC”) Topic 820, Fair valueValue Measurements. Fair values of assets or liabilities are based on estimates of the exit price, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction betweenliability. When available, observable market participants attransactions or market information is used. The fair value estimate of loans receivable was based on similar techniques, with the measurement date.addition of current origination spreads, liquidity premiums, or credit adjustments. The fair value of nonperforming loans is based on the underlying value of the collateral.


The Company determines the fair values of its financial instruments based on the fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair values. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect its estimate for market assumptions.


Valuation inputs refer to the assumptions market participants would use in pricing a given asset or liability using one of the three valuation techniques. Inputs can be observable or unobservable. Observable inputs are those assumptions that market participants would use in pricing the particular asset or liability. These inputs are based on market data and are obtained from an independent source. Unobservable inputs are assumptions based on the Company’s own information or estimate of assumptions used by market participants in pricing the asset or liability. Unobservable inputs are based on the best and most current information available on the measurement date.

All inputs, whether observable or unobservable, are ranked in accordance with a prescribed fair value hierarchy:


Level 1 - Quoted prices for identical instruments in active markets.


Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable.


Level 3 - Instruments whose significant value drivers are unobservable.

The Company used the following methods to measure fair value on a recurring or nonrecurring basis:

Investments available-for-sale: The fair value of all investments, excluding FHLB stock, is based upon quoted market prices for similar investments in active markets, identical or similar investments in markets that are not active, and model-derived valuations whose inputs are observable.

Impaired loans: The fair value of impaired loans is measured using the present value of expected future cash flows discounted at the loan’s effective interest rate. When the sole source of repayment of the loan is the operation or liquidation of the collateral, the fair value is determined using the observable market price less certain completion costs.

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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
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(Unaudited)


OREO: Fair values are generally based on third party appraisals of the property, resulting in a Level 3 classification. In cases where the carrying amount exceeds the fair value, less costs to sell, an impairment loss is recognized.

Derivatives: The fair value of derivatives is based on pricing models utilizing observable market data and discounted cash flow methodologies for which the determination of fair value may require significant management judgement or estimation.  

The tables below present the balances of assets measured at fair value on a recurring basis (there were no transfers between Level 1, Level 2 and Level 3 recurring measurements) at September 30, 2017March 31, 2023 and December 31, 2016:2022:

 Fair Value Measurements at March 31, 2023
 Fair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
 (In thousands)
Investments available-for-sale:    
Mortgage-backed investments:   
Fannie Mae$10,031 $— $10,031 $— 
Freddie Mac11,999 734 11,265 — 
Ginnie Mae27,753 — 27,753 — 
Other31,706 — 31,706 — 
Municipal bonds31,873 — 31,873 — 
U.S. Government agencies73,147 38,768 34,379 — 
Corporate bonds28,439 — 28,439 — 
Total available-for-sale investments214,948 39,502 175,446 — 
Derivative fair value asset8,936 — 8,936 — 
Total$223,884 $39,502 $184,382 $— 

 Fair Value Measurements at December 31, 2022
 Fair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
(In thousands)
Assets:
Investments available-for-sale:
Mortgage-backed investments:    
Fannie Mae$9,940 $— $9,940 $— 
Freddie Mac11,889 736 11,153 — 
Ginnie Mae27,843 — 27,843 — 
Other32,389 — 32,389 — 
Municipal bonds30,883 — 30,883 — 
U.S. Government agencies74,354 38,450 35,904 — 
Corporate bonds30,480 — 30,480 — 
Total available-for-sale investments217,778 39,186 178,592 — 
Derivative fair value asset10,485 — 10,485 — 
Total$228,263 $39,186 $189,077 $— 

26
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FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




 Fair Value Measurements at September 30, 2017
 Fair Value Measurements Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3)
 (In thousands)
Investments available-for-sale:       
Mortgage-backed investments:       
Fannie Mae$46,661
 $
 $46,661
 $
Freddie Mac15,089
 
 15,089
 
Ginnie Mae19,419
 
 19,419
 
Municipal bonds14,227
 
 14,227
 
U.S. Government agencies19,792
 
 19,792
 
Corporate bonds22,659
 
 22,659
 
Total available-for-sale
investments
137,847
 
 137,847
 
Derivative fair value asset1,118
 
 1,118
 
 $138,965
 $
 $138,965
 $
 Fair Value Measurements at December 31, 2016
 Fair Value Measurements Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3)
 (In thousands)
Investments available-for-sale:       
Mortgage-backed investments:       
Fannie Mae$41,332
 $
 $41,332
 $
Freddie Mac18,009
 
 18,009
 
Ginnie Mae18,634
 
 18,634
 
Municipal bonds13,107
 
 13,107
 
U.S. Government agencies15,857
 
 15,857
 
Corporate bonds22,321
 
 22,321
 
Total available-for-sale
investments
129,260
 
 129,260
 
Derivative fair value asset1,333
 
 1,333
 
 $130,593
 $
 $130,593
 $

The estimated fair value of Level 2 investments is based on quoted prices for similar investments in active markets, identical or similar investments in markets that are not active and model-derived valuations whose inputs are observable.    


The tables below present the balances of assets measured at fair value on a nonrecurring basis at September 30, 2017March 31, 2023 and December 31, 2016:2022: 


27
 Fair Value Measurements at March 31, 2023
Fair Value
Measurements
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
Significant
Other
Observable
Inputs (Level 2)
Significant
Unobservable
Inputs
(Level 3)
 (In thousands)
Collateral dependent loans included in loans receivable$46,775 $— $— $46,775 
Total$46,775 $— $— $46,775 


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


 Fair Value Measurements at September 30, 2017
 Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
 Significant
Other
Observable
Inputs (Level 2)
 Significant
Unobservable
Inputs
(Level 3)
 (In thousands)
Impaired loans (included in loans
receivable, net)
(1)
$19,603
 $
 $
 $19,603
OREO1,825
 
 
 1,825
Total$21,428
 $
 $
 $21,428
 Fair Value Measurements at December 31, 2022
Fair Value
Measurements
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
Significant
Other
Observable
Inputs (Level 2)
Significant
Unobservable
Inputs
(Level 3)
 (In thousands)
Impaired loans (included in loans receivable, net) (1)
$48,521 $— $— $48,521 
Total$48,521 $— $— $48,521 
_____________

(1)
Total fair value of impaired loans is net of $155,000 of specific reserves on performing TDRs.

 Fair Value Measurements at December 31, 2016
 Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
 Significant
Other
Observable
Inputs (Level 2)
 Significant
Unobservable
Inputs
(Level 3)
 (In thousands)
Impaired loans (included in loans
receivable, net)
(1)
$30,632
 $
 $
 $30,632
OREO2,331
 
 
 2,331
Total$32,963
 $
 $
 $32,963
_____________

(1)Total fair value of impaired loans is net of $309,000$13,000 of specific reservesallowances on performing TDRs.
 
The fair value of impaired loans reflects the exit price and is calculated using the collateral value method or on a discounted cash flow basis. Inputs used in the collateral value method include appraised values, less estimated costs to sell. Some of these inputs may not be observable in the marketplace. Appraised values may be discounted based on management’s knowledge of the marketplace, subsequent changes in market conditions, or management’s knowledge of the borrower.

OREO properties are measured at the lower of their carrying amount or fair value, less estimated costs to sell. Fair values are generally based on third party appraisals of the property, resulting in a Level 3 classification. In cases where the carrying amount exceeds the fair value, less estimated costs to sell, an impairment loss is recognized.


The following tables present quantitative information about Level 3 fair value measurements for financial instrumentsassets measured at fair value on a nonrecurring basis at September 30, 2017 andMarch 31, 2023 an December 31, 2016:2022:

March 31, 2023
Fair ValueValuation TechniqueUnobservable Input(s)Range (Weighted Average)
(Dollars in thousands)
Collateral Dependent Loans$46,775 Market approachAppraised value discounted by market or borrower conditions
0.0%
(0.0%)
December 31, 2022
Fair ValueValuation TechniqueUnobservable Input(s)Range (Weighted Average)
(Dollars in thousands)
Impaired Loans$48,521 Market approachAppraised value discounted by market or borrower conditions
0.0% - 6.91%
(0.06%)
24
 September 30, 2017
 Fair Value Valuation Technique Unobservable Input(s) Range (Weighted Average)
 (Dollars in thousands)
Impaired Loans$19,603
 Market approach Appraised value discounted by market or borrower conditions 0.0%
(0.0%)
        
OREO$1,825
 Market approach Appraised value less selling costs 0.0%
(0.0%)



28


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)






 December 31, 2016
 Fair Value Valuation Technique Unobservable Input(s) Range (Weighted Average)
 (Dollars in thousands)
Impaired Loans$30,632
 Market approach Appraised value discounted by market or borrower conditions 0.0%
(0.0%)
        
OREO$2,331
 Market approach Appraised value less selling costs 0.0%
(0.0%)

The carrying amounts and estimated fair values of financial instruments were as follows at the dates indicated: 
March 31, 2023
 EstimatedFair Value Measurements Using:
 Carrying ValueFair ValueLevel 1Level 2Level 3
 (In thousands)
Financial Assets:    
Cash on hand and in banks$9,618 $9,618 $9,618 $— $— 
Interest-earning deposits with banks70,998 70,998 70,998 — — 
Investments available-for-sale214,949 214,949 39,502 175,447 — 
Investments held-to-maturity2,439 2,439 — 2,439 — 
Loans receivable, net1,184,750 1,132,310 — — 1,132,310 
FHLB stock8,203 8,203 — 8,203 — 
Accrued interest receivable7,011 7,011 — 7,011 — 
Derivative fair value asset8,936 8,936 — 8,936 — 
Financial Liabilities:  
Deposits702,780 702,780 702,780 — — 
Certificates of deposit, retail332,934 326,306 — 326,306 — 
Brokered deposits191,414 191,241 — 191,241 — 
Advances from the FHLB160,000 159,998 — 159,998 — 
Accrued interest payable749 749 — 749 — 
 September 30, 2017
   Estimated Fair Value Measurements Using:
 Carrying Value Fair Value Level 1 Level 2 Level 3
 (In thousands)
Financial Assets:         
Cash on hand and in banks$7,910
 $7,910
 $7,910
 $
 $
Interest-earning deposits with banks14,093
 14,093
 14,093
 
 
Investments available-for-sale137,847
 137,847
 
 137,847
 
Loans receivable, net931,862
 930,838
 
 
 930,838
FHLB stock8,902
 8,902
 
 8,902
 
Accrued interest receivable3,709
 3,709
 
 3,709
 
Derivative fair value asset1,118
 1,118
 
 1,118
 
          
Financial Liabilities: 
  
  
  
  
Deposits394,127
 394,127
 394,127
 
 
Certificates of deposit, retail346,125
 345,618
 
 345,618
 
Certificates of deposit, brokered75,488
 75,634
 
 75,634
 
Advances from the FHLB191,500
 189,805
 
 189,805
 
Accrued interest payable280
 280
 
 280
 


December 31, 2022
 EstimatedFair Value Measurements Using:
 Carrying ValueFair ValueLevel 1Level 2Level 3
 (In thousands)
Financial Assets:    
Cash on hand and in banks$7,722 $7,722 $7,722 $— $— 
Interest-earning deposits with banks16,598 16,598 16,598 — — 
Investments available-for-sale217,778 217,778 39,186 178,592 — 
Investments held-to-maturity2,444 2,444 — 2,444 — 
Loans receivable, net1,167,083 1,120,403 — — 1,120,403 
FHLB stock7,512 7,512 — 7,512 — 
Accrued interest receivable6,513 6,513 — 6,513 — 
Derivative fair value asset10,485 10,485 — 10,485 — 
Financial Liabilities:    
Deposits782,600 782,600 782,600 — — 
Certificates of deposit, retail262,554 254,004 — 254,004 — 
Certificates of deposit, brokered124,886 124,843 — 124,843 — 
Advances from the FHLB145,000 144,999 — 144,999 — 
Accrued interest payable328 328 — 328 — 


29
25



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)







Note 8 - Leases
 December 31, 2016
   Estimated Fair Value Measurements Using:
 Carrying Value Fair Value Level 1 Level 2 Level 3
 (In thousands)
Financial Assets:         
Cash on hand and in banks$5,779
 $5,779
 $5,779
 $
 $
Interest-earning deposits with banks25,573
 25,573
 25,573
 
 
Investments available-for-sale129,260
 129,260
 
 129,260
 
Loans receivable, net815,043
 818,054
 
 
 818,054
FHLB stock8,031
 8,031
 
 8,031
 
Accrued interest receivable3,147
 3,147
 
 3,147
 
Derivative fair value asset1,333
 1,333
 
 1,333
 
          
Financial Liabilities: 
  
  
  
  
Deposits285,335
 285,335
 285,335
 
 
Certificates of deposit, retail356,653
 356,723
 
 356,723
 
Certificates of deposit, brokered75,488
 75,431
 
 75,431
 
Advances from the FHLB171,500
 170,221
 
 170,221
 
Accrued interest payable231
 231
 
 231
 


Fair value estimates, methods,The Company follows ASC Topic 842, Leases, recognizing a ROU and assumptions are set forth below forrelated lease liabilities on the Company’s financial instruments:

Financial instrumentsConsolidated Balance Sheets. At March 31, 2023, the Company had 13 operating leases for retail branch locations. The remaining lease terms range from 1.2 years to 7.8 years, with book value equalmost leases carrying optional extensions of three to fair value:five years. The fairCompany will include optional lease term extensions in the ROU and lease liabilities when management believes it is reasonably certain that the term extension will be exercised, which will be determined based on indicators that the Company would have an economic incentive to extend the lease. The Company has elected to not apply ASU 2016-02 to short term leases, which are those that have a term of one year or less. To calculate the present value of financial instruments that are short-term or reprice frequently and that have little or no risk are considered to have a fair value equal to book value. These instruments include cash on hand and in banks, interest-earning deposits with banks, FHLB stock, accrued interest receivable and accrued interest payable. FHLB stock islease payments not publicly-traded, however it may be redeemed on a dollar-for-dollar basis, for any amountyet paid, the Bank is not required to hold, subject toCompany uses the FHLB’s discretion. The fair value is therefore equal to the book value.

Investments available-for-sale: The fair value of all investments, excluding FHLB stock, was based upon quoted market prices for similar investments in active markets, identical or similar investments in markets that are not active and model-derived valuations whose inputs are observable.

Loans receivable: For variableincremental borrowing rate, loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values. The fair value of fixed-rate loans is estimated using discounted cash flow analysis, utilizing interest rates that would be offered for loans with similar terms to borrowers of similar credit quality. As a result of current market conditions, cash flow estimates have been further discounted to include a credit factor. The fair value of nonperforming loans is estimated using the fair value of the underlying collateral.

Derivatives: The fair value of derivatives is based on dealer quotes, pricing models, discounted cash flow methodologies or similar techniques for which the determination of fair value may require significant management judgment or estimation.

Liabilities: The fair value of deposits with no stated maturity, such as statement savings, interest-bearing checking and money market accounts, is equal to the amount payable on demand.FHLB advance rate for the remaining term of the lease at the time of the lease inception, or at January 1, 2019, for leases in place at that date.

    The fair value of certificates of deposit isminimum monthly lease payments are generally based on square footage of the leased premises, with escalating minimum rent over the lease term. At March 31, 2023, the Company was committed to paying $72,000 per month in minimum monthly lease payments. The minimum monthly lease payment over the initial lease term, including any free rent period, was used to calculate the ROU and lease liability. The Company’s current leases do not include any non-lease components.

    Total lease expense included on the Company’s Consolidated Income Statements includes the amortized lease expense under ASC Topic 842, Leases, combined with variable lease expenses for maintenance or other expenses as defined in the individual lease agreements. The following table includes details on these items at and for the three months ended March 31, 2023, and 2022.

At and For the Three Months Ended
March 31, 2023March 31, 2022
(Dollars in thousands)
Lease expense, quarter-to-date$284 $268 
Lease expense, year-to-date284 268 
ROU3,194 3,455 
Lease liability3,374 3,617 
Weighted average remaining term, years5.2 years6.4 years
Weighted average discount rate2.23 %1.90 %
The following table provides a reconciliation between the undiscounted minimum lease payments at March 31, 2023 and the discounted value of contractual cash flows using current interest rates for certificates of deposit with similar remaining maturities. The fair value of FHLB advances is estimated based on discounting the future cash flows using current interest rates for debt with similar remaining maturities.
lease liability at that date:

March 31, 2023
(In thousands)
Due through one year$832 
Due after one year through two years741 
Due after two years through three years619 
Due after three years through four years311 
Due after four years through five years299 
Due after five years654 
Total minimum lease payments3,456 
Less: present value discount82 
Lease liability$3,374 

Off balance sheet commitments: No fair value adjustment is necessary for commitments made to extend credit, which represents commitments for loan originations or for outstanding commitments to purchase loans. These commitments
26


30


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)





are at variable rates, are for loans with terms of less than one year and have interest rates which approximate prevailing market rates, or are set at the time of loan closing.

Fair value estimates are based on existing balance sheet financial instruments without attempting to estimate the value of anticipated future business. The fair value has not been estimated for assets and liabilities that are not considered financial instruments.

Note 89 - Derivatives


The Company uses a derivative financial instrument,instruments, in particular, interest rate swaps, which qualifiesare designated as a cash flow hedge,hedges, to manage the risk of changes in future cash flows due to interest rate fluctuations. The hedge instrument isAt March 31, 2023, the cash flow hedges have a $50.0total notional amount of $95.0 million and consist of rolling one-week, two-week, one-month or three-month FHLB advanceadvances that will beare renewed every three months at the fixed interest rate at that time. The agreement haseach renewal date. These hedging instruments have four to eight year terms, with remaining terms ranging from 7 months to 6.5 years, a five-yearweighted average remaining term of 3.7 years, and stipulatesstipulate that the counterparty will pay the Company interest at one-month or three-month LIBOR and the Company will pay a weighted-average fixed interest of 1.34%1.05% on the $50.0notional amount ranging from $10.0 million notional amount.to $15.0 million. The Company pays or receives the net interest amount monthly or quarterly based on the respective hedge agreement, and includes this amount as part of its interest expense on the Company’s Consolidated Income Statement.


Quarterly, the effectiveness evaluation is based upon the fluctuation of the fixed rate interest the Company pays to the FHLB for the hedge instrument asperiod compared to the one-month or three-month LIBOR interest received from the counterparty. At September 30, 2017, theMarch 31, 2023, a $8.9 million net fair value gain of the cash flow hedge of $1.1 millionhedges was reported with other assets.assets on the Company’s Consolidated Balance Sheet. The tax effected amount of $726,000$7.1 million was included in Other Comprehensive Income.accumulated other comprehensive loss on the Company’s Consolidated Balance Sheet. There were no amounts recorded inon the Consolidated Income StatementStatements for the quarters ended September 30, 2017March 31, 2023 or 20162022, related to ineffectiveness.


Fair value for thisthese derivative instrument,instruments, which generally changes as a result of changes in the level of market interest rates, is estimated based on dealer quotes and secondary market sources.


The following table presents the fair value of thisthese derivative instrumentinstruments as of September 30, 2017March 31, 2023 and December 31, 2016:2022:
Balance Sheet LocationFair Value at
March 31, 2023
Fair Value at
December 31, 2022
(In thousands)
Interest rate swaps on FHLB debt
   designated as a cash flow hedge
Other Assets/(Other Liabilities)$8,936 $10,485 
 Balance Sheet Location 
Fair Value at
September 30, 2017
 
Fair Value at
December 31, 2016
 (In thousands)
Interest rate swap on FHLB debt
   designated as cash flow hedge
Other Assets $1,118
 $1,333
      
Total derivatives  $1,118
 $1,333


The following table presents the effectnet unrealized gains and losses, net of thistax, from these derivative instrumentinstruments included on the Consolidated StatementStatements of Comprehensive Income forat the quarters ended September 30, 2017 and December 31, 2016:dates indicated:

Amount Recognized in OCI for the
three months ended
March 31, 2023
Amount Recognized in OCI for the
three months ended
March 31, 2022
(In thousands)
Interest rate swaps on FHLB debt designated as a cash flow hedge$(1,224)$3,532 
 Balance Sheet Location Amount Recognized in OCI at September 30, 2017 Amount Recognized in OCI at December 31, 2016
 (In thousands)
Interest rate swap on FHLB debt
designated as cash flow hedge
Other assets $726
 $866



Note 910 - Stock-Based Compensation


In June 2016, First Financial Northwest’s shareholders approved the First Financial Northwest, Inc. 2016 Equity Incentive Plan (“2016 Plan”). This plan provides for the granting of incentive stock options (“ISO”), non-qualified stock options (“NQSO”), restricted stock and restricted stock units until June 2026. The 2016 Plan established 1,400,000 shares available to grant with a maximum of 400,000 of these shares available to grant as restricted stock awards. Each share issued as a restricted stock award counts as two shares towards the total shares available to award.



As a result of the approval of the 2016 Plan, the First Financial Northwest, Inc. 2008 Equity Incentive Plan (“2008 Plan”) was frozen with no additional awards being made under the 2008 Plan. Restricted stock awards and stock options that were granted under the 2008 Plan are fully vested and unexercised options remain exercisable, subject to the provision of the
31
27



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




2008 Plan and the respective award agreements. At March 31, 2023, there were 914,598 total shares available for grant under the 2016 Plan, including 157,299 shares available to be granted as restricted stock.

Under the 2016 Plan, the vesting date for each option award or restricted stock award is determined by an award committee and specified in the award agreement. In the case of restricted stock awards granted in lieu of cash payments of directors’ fees, the grant date is used as the vesting date unless the award agreement provides otherwise.

As a result of the approval of the 2016 Plan, the First Financial Northwest, Inc. 2008 Equity Incentive Plan (“2008 Plan”) was frozen and no additional awards will be made. As of June 30, 2016, there were 611,756 available stock options and 74,478 available restricted stock awards that are no longer available to be awarded under the 2008 Plan. Restricted stock awards and stock options that were granted under the 2008 Plan will continue to vest and be available for exercise, subject to the 2008 Plan provisions. At September 30, 2017, there were 1,351,028 total shares available for grant under the 2016 Plan, including 375,514 shares available to be granted as restricted stock.


For the three months ended September 30, 2017March 31, 2023 and 2016,2022, total compensation expense for the 2016 Plan was $104,000$128,000 and $302,000,$188,000, respectively, and the related income tax benefit was $36,000$27,000 and $106,000,$39,000, respectively.

For both the nine months ended September 30, 2017 and 2016, total The final compensation expense for the Plan was $505,000, and the related income tax benefit was $177,000.

Included in the above compensation for the nine months ended September 30, 2017, directors’ compensation of $180,0002008 plan was recognized as a result of the awarding and vesting of restricted shares in lieu of cash payments of directors’ fees, with a related income tax benefit of $63,000.2020.


Stock Options


Under the 2008 Plan, stock option awards were granted with an exercise price equal to the market price of First Financial Northwest’s common stock at the grant date. These option awards have a vesting period of five years, with 20% vesting on the anniversary date of each grant date, and a contractual life of 10ten years. Any unexercised stock options expiresexpire ten years after the grant date, or sooner in the event of the award recipient’s death, disability or termination of service with the Company and the Bank. At March 31, 2023, there were 217,519 stock options from the 2008 Plan vested and available for exercise, subject to the 2008 Plan provisions.


Under the 2016 Plan, the exercise price and vesting period for stock options are determined by the award committee and specified in the award agreement, however, the exercise price shall not be less than the fair market value of a share as of the grant date. Any unexercised stock option will expire 10 years after the award date or sooner in the event of the award recipient’s death, disability, retirement, or termination of service. At March 31, 2023, there were no stock options issued from the 2016 Plan.


The fair value of each option award is estimated on the grant date using a Black-Scholes model that uses the following assumptions. The dividend yield is based on the current quarterly dividend in effect at the time of the grant. Historical employment data is used to estimate the forfeiture rate. The historical volatility of the Company’s stock price over a specified period of time is used for the expected volatility assumption. First Financial Northwest bases the risk-free interest rate on the U.S. Treasury Constant Maturity Indices in effect on the date of the grant. First Financial Northwest elected to use the “Share-Based Payments” method permitted by the SEC to calculate the expected term. This method uses the vesting term of an option along with the contractual term, setting the expected life at the midpoint.


Under certain conditions, a cashless exercise of vested stock options may occur by the option holder surrendering the number of options valued at the current stock price at the time of exercise to cover the total cost to exercise. The surrendered options are canceled and are unavailable for reissue.

A summary of the Company’s stock option plan awards and activity for the three months ended March 31, 2023, follows: 

For the Three Months Ended March 31, 2023
SharesWeighted-Average Exercise PriceWeighted-Average Remaining Contractual Term in YearsAggregate Intrinsic ValueWeighted-Average Grant Date Fair Value
Outstanding at January 1, 2023217,519 $11.20 $823,028 $4.10 
Exercised— — — $— 
Outstanding at March 31, 2023217,519 11.20 1.19353,111 4.10 
Vested217,519 11.20 1.19353,111 4.10 
Exercisable at March 31, 2023217,519 11.20 1.19353,111 4.10 

As of March 31, 2023, there was no unrecognized compensation cost related to nonvested stock options. There were no stock options granted during the three months ended March 31, 2023.
32
28



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)





A summary of the Company’s stock option plan awards and activity for the three and nine months ended September 30, 2017, follows: 


 For the Three Months Ended September 30, 2017
 Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term in Years Aggregate Intrinsic Value
Outstanding at July 1, 2017487,940
 $10.29
 
 $2,851,319
Granted
 

 
 

Exercised(19,000) 9.23
 
 

Forfeited or expired(16,000) 13.80
 
 

Outstanding at September 30, 2017452,940
 10.21
 4.73 3,072,447
Vested and expected to vest assuming a 3% forfeiture
rate over the vesting term
449,880
 10.20
 4.72 3,054,835
Exercisable at September 30, 2017350,940
 9.91
 4.11 2,485,367
        
        
 For the Nine Months Ended September 30, 2017
 Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term in Years Aggregate Intrinsic Value
Outstanding at January 1, 2017603,820

$10.19



$5,766,947
Granted








Exercised(134,880)
9.70





Forfeited or expired(16,000)
13.80





Outstanding at September 30, 2017452,940

10.21

4.73
3,072,447
Vested and expected to vest assuming a 3% forfeiture
    rate over the vesting term
449,880

10.20

4.72
3,054,835
Exercisable at September 30, 2017350,940

9.91

4.11
2,485,367


As of September 30, 2017, there was $329,000 of total unrecognized compensation cost related to nonvested stock options granted under the 2008 Plan. The cost is expected to be recognized over the remaining weighted-average vesting period of 2.09 years. There were no stock options granted during the nine months ended September 30, 2017 under either the 2008 Plan or 2016 Plan.


Restricted Stock Awards

The 2008 Plan authorized the grant of restricted stock awards to directors, advisory directors, officers and employees. Compensation expense is recognized over the vesting period of the awards based on the fair value of the stock at the grant date. The restricted stock awards’ fair value is equal to the stock price on the grant date. Shares awarded under this plan as restricted stock vest ratably over a five-year period beginning at the grant date with 20% vesting on the anniversary date of each grant date.


The 2016 Plan authorizes the grant of restricted stock awards subject to vesting periods or terms as defined by the award committee and specified in the award agreement. Restricted stock awards granted in lieu of cash payments for directors’ fees are subject to immediate vesting on the grant date unless the award agreement provides otherwise.


33


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



A summary of changes in nonvested restricted stock awards for the three and nine months ended September 30, 2017,March 31, 2023, follows: 
For the Three Months Ended March 31, 2023
SharesWeighted-Average
Grant Date
Fair Value
Nonvested at January 1, 202331,272 $16.93 
Granted27,618 14.92 
Vested(31,272)16.93 
Nonvested at March 31, 202327,618 14.92 
Expected to vest assuming a 3% forfeiture rate over the vesting term26,789 14.92 

For the Three Months Ended September 30, 2017

Shares Weighted-Average
Grant Date
Fair Value
Nonvested at July 1, 201726,400
 $9.13
Vested(15,000) 8.97
Nonvested at September 30, 201711,400
 9.34
Expected to vest assuming a 3% forfeiture rate over the vesting term11,058
 
    
    
 For the Nine Months Ended September 30, 2017
 Shares Weighted-Average
Grant Date
 Fair Value
Nonvested at January 1, 201726,400
 $9.13
Granted10,434
 
Vested(25,434) 9.75
Nonvested at September 30, 201711,400
 9.34
Expected to vest assuming a 3% forfeiture rate over the vesting term11,058
 


As of September 30, 2017,March 31, 2023, there was $44,000$372,000 of total unrecognized compensation costs related to nonvested shares granted as restricted stock awards. The cost is expected to be recognized over the remaining weighted-averageeleven month vesting periodperiod.

Note 11 - Accumulated Other Comprehensive Income

The table below presents the changes in accumulated other comprehensive (loss) income, net of 0.75 years.tax, for the three months ended March 31, 2023 and 2022.
Unrealized Losses on Available-for-Sale SecuritiesGains ( Losses) on Cash Flow HedgesTotal
(In thousands)
Balance December 31, 2022$(15,497)$8,283 $(7,214)
Other comprehensive loss before reclassifications(51)(1,224)(1,275)
Net other comprehensive loss(51)(1,224)(1,275)
Balance March 31, 2023$(15,548)$7,059 $(8,489)
Balance December 31, 2021$(1,004)$1,178 $174 
Other comprehensive (loss) income before reclassifications(5,595)3,532 (2,063)
Net other comprehensive (loss) income(5,595)3,532 (2,063)
Balance March 31, 2022$(6,599)$4,710 $(1,889)


Note 1012 - Earnings Per Share


Per the provisions of FASB ASC 260, Earnings Per Share, nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are participating securities and are included in the computation of EPS pursuant to the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. ESOP shares are considered outstanding for basic and diluted earnings per share when the shares are committed to be released. Certain of the Company’s nonvested restricted stock awards qualify as participating securities.

29


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Net income is allocated between the common stock and participating securities pursuant to the two-class method, based on their rights to receive dividends, participate in earnings, or absorb losses. Basic earnings per common shares is computed by dividing net earnings available to common shareholders by the weighted-average number of common shares outstanding during the period, excluding participating nonvested restricted shares.

The following table presents a reconciliation of the components used to compute basic and diluted earnings per share for the periods indicated:

 Three Months Ended March 31,
 20232022
 (Dollars in thousands, except share data)
Net income$2,122 $3,260 
Less: Earnings allocated to participating securities(6)(12)
Earnings allocated to common shareholders$2,116 $3,248 
Basic weighted average common shares outstanding9,104,371 8,987,482 
Dilutive stock options51,350 100,246 
Dilutive restricted stock grants17,555 29,704 
Diluted weighted average common shares outstanding9,173,276 9,117,432 
Basic earnings per share$0.23 $0.36 
Diluted earnings per share$0.23 $0.36 
34


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
  (Dollars in thousands, except share data)
Net income $1,861
 $2,606
 $6,073
 $5,871
Less: Earnings allocated to participating
securities
 (2) (7) $(6) $(16)
Earnings allocated to common shareholders $1,859
 $2,599
 $6,067
 $5,855
         
Basic weighted average common shares
outstanding
 10,287,663
 11,859,683
 10,323,459
 12,329,815
Dilutive stock options 126,044
 131,919
 142,755
 132,711
Dilutive restricted stock grants 13,331
 20,350
 13,847
 18,853
Diluted weighted average common shares
outstanding
 10,427,038
 12,011,952
 10,480,061
 12,481,379
         
Basic earnings per share $0.18
 $0.22
 $0.59
 $0.47
Diluted earnings per share $0.18
 $0.22
 $0.58
 $0.47

Potential dilutive shares are excluded from the computation of earnings per share if their effect is anti-dilutive. For both the three and nine months ended September 30, 2017,March 31, 2023, and 2022, there were no options to purchase shares of common stock that were omitted from the computation of diluted earnings per share because their effect would be anti-dilutive. For

Note 13 - Revenue Recognition

    In accordance with Topic 606, revenues are recognized when goods or services are transferred to the customer in exchange for the consideration the Company expects to be entitled to receive. To determine the appropriate recognition of revenue for transactions within the scope of Topic 606, the Company performs the following five steps: (i) identify the contract(s) with the customer; (ii) identify the separate performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the separate performance obligations in the contract; and (v) recognize revenue when the entity satisfies a performance obligation. A contract may not exist if there are doubts as to collectability of the amounts the Company is entitled to in exchange for the goods or services transferred. If a contract is determined to be within the scope of Topic 606, the Company recognizes revenue as it satisfies a performance obligation. The largest portion of the Company’s revenue is from net interest income which is not within the scope of Topic 606.

Disaggregation of Revenue

    The following table includes the Company’s noninterest income disaggregated by type of service for the three and nine months ended September 30, 2016, there were no optionsMarch 31, 2023 and 60,000 options, respectively, to purchase additional shares of common stock excluded from the computation of diluted earnings per share because their effect would be anti-dilutive.

Note 11 - Branch Acquisition

On August 25, 2017, First Financial Northwest Bank completed the acquisition of four branches from Opus Bank, a California state-chartered commercial bank (“Branch Acquisition”). The Branch Acquisition included four retail branches located in Woodinville, Clearview, Lake Stevens, and Smokey Point, Washington. The Bank acquired $74.7 million of retail deposits, prior to the fair value adjustment, one owned bank branch, three leased branches, and certain fixed assets at these branches. The purchase price of the Branch Acquisition paid by the Bank included a deposit premium of 3.125% of the average daily balance of acquired deposits for 20 days prior to the closing date, or $2.5 million; 80% of the fair market value of the owned branch, or $488,000; the net book value of fixed assets, or $56,000; and $14,000 for other pro rations and adjustments as of the closing date. The transaction was settled with Opus Bank paying the Bank in a preliminary settlement $71.6 million in cash for the difference between these amounts and the total deposits assumed, with a final settlement to occur in the fourth quarter of 2017.

The Branch Acquisition was accounted for under the acquisition method of accounting, and accordingly, the assets received and liabilities assumed were recorded at their fair market value as of August 25, 2017. Determining the fair value of assets and liabilities is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. Fair values are preliminary and subject to refinement for up to one year after the closing date of the acquisition as additional information regarding the fair values as of the acquisition date become available. The excess cost over fair value of net assets acquired is recorded as goodwill.

The application of the acquisition method of accounting resulted in recognition of a core deposit intangible asset (“CDI”) of $1.35 million and goodwill of $979,000. The acquired CDI has been determined to have a useful life of approximately ten years and will be amortized on an accelerated basis. Goodwill is not amortized but will be evaluated for impairment on an annual basis, or more often if circumstances dictate, to determine if the carrying value remains appropriate.


2022:
35
30



FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Three Months Ended
March 31, 2023March 31, 2022
(In thousands)
BOLI change in cash surrender value (1)
$308 $288 
Wealth management revenue45 82 
Deposit related fees72 73 
Debit card and ATM fees151 142 
Loan related fees91 199 
Other(2)
Total noninterest income$665 $789 
_______________
(1) Not within scope of Topic 606

    
The following table presents the estimated fair values of the assets received and liabilities assumed as of the acquisition date:

 At August 25, 2017
 Acquired Book Value Fair Value Adjustments Amount Recorded
 (In thousands)
Assets     
Cash and cash equivalents$71,568
 $
 $71,568
Premises and equipment, net544
 119
(1 
) 
663
Goodwill
 979
(2 
) 
979
Core deposit intangible
 1,319
(3 
) 
1,319
Total assets acquired$72,112
 $2,417
 $74,529
      
Liabilities     
Deposits     
Noninterest-bearing deposits$11,995
 $
 $11,995
Interest-bearing deposits62,662
 (128)
(4 
) 
62,534
Total deposits74,657
 (128) 74,529
Total liabilities assumed$74,657
 $(128) $74,529

Fair value estimates for the acquisition are set forth as follows:

(1)Premises and equipment: The fair value adjustment to fixed assets was the result of the markup of the building to the appraised value and the immediate disposal of certain fixed assets that were included with the purchase price.

(2) Goodwill: The difference of the fair value of liabilities assumed and the fair value of assets acquired was recognized as goodwill and was calculated as of August 25, 2017 as follows:

 At August 25, 2017
 (In thousands)
  
Purchase price$3,089
Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value 
Cash and cash equivalents74,657
Premises and equipment, net663
Core deposit intangible1,319
Deposits(74,529)
Total fair value of identifiable net assets2,110
Goodwill$979

(3) Core deposit intangible (“CDI”): The CDI represents the fair value of the acquired core deposits. The CDI will be amortized over ten years into noninterest expense, with amortization expense of $15,000 recognized forFor both the three months ended September 30, 2017. Amortization expenseMarch 31, 2023 and 2022, substantially all of the CDI is expected as follows:Company’s revenues under the scope of Topic 606 are for performance obligations satisfied at a specified date.



Revenues recognized within scope of Topic 606
36


FIRST FINANCIAL NORTHWEST, INC. AND SUBSIDIARIES
SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


 (In thousands)
2017$53
2018150
2019148
2020144
2021140
Thereafter684
Total$1,319


(4) CertificatesWealth management revenue: Our wealth management revenue consists of deposit: The fair value of acquired certificates of deposit was determinedcommissions received on the investment portfolio managed by Bank personnel but held by a third-party valuationthird party. Commissions are earned on brokerage services and will be amortized into interest expense over 2.25advisory services based on contract terms at the onset of a new customer’s investment agreement or quarterly for ongoing services. Commissions are paid by the third party to 5.25 yearsthe Company when the performance obligation has been completed by both entities.

Deposit related fees: Fees are earned on deposit accounts for various products or services performed for the Company’s customers. Fees include business account fees, non-sufficient fund fees, stop payment fees, wire services, safe deposit box, and others. These fees are recognized on a daily or monthly basis, depending on the type of service.

Debit card and ATM fees: Fees are earned when a debit card issued by the Company is used or when another financial institution’s customer uses the Company’s ATM services. Revenue is recognized at the time the fees are collected from the customer’s account or remitted by the VISA interchange network.

Loan related fees: Noninterest fee income is earned on loans for servicing or annual fees earned on certain loan types. Fees are also earned on the prepayment of certain loans, and are recognized at the time the loan is paid off.

Other: Fees earned on other services, such as follows:merchant services or occasional non-recurring type services, are recognized at the time of the event or the applicable billing cycle.

Contract Balances

    At March 31, 2023, the Company had no contract liabilities where the Company had an obligation to transfer goods or services for which the Company had already received consideration. In addition, the Company had no material performance obligations as of this date.

 (In thousands)
2017$21
201849
201930
202016
20219
20223
Total$128


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


When used in this document, “First Financial Northwest” refers to First Financial Northwest, Inc., the holding company for First Financial Northwest Bank (the “Bank”).The terms “we,” “our,” “us,” or the “Company” as used throughout this report refers to First Financial Northwest and the Bank on a consolidated basis, unless the context otherwise requires.

Forward-Looking Statements

Certain matters discussed in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to our financial condition, results of
31



operations, plans, objectives, future performance or business. Forward-looking statements are not statements of historical fact, are based on certain assumptions and are generally identified by use of the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.” Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions and statements about, among other things, expectations of the business environment in which we operate, projections of future performance or financial items, perceived opportunities in the market, potential future credit experience, and statements regarding our mission and vision. These forward-looking statements are based upon current management expectations and may, therefore, involve risks and uncertainties. Our actual results, performance, or achievements may differ materially from those suggested, expressed, or implied by forward-looking statements as a result of a wide variety or range of factors including, but not limited to:

potential adverse impacts to economic conditions in our local market areas, other markets where the Company has lending relationships, or other aspects of the Company’s business operations or financial markets, including, without limitation, as a result of employment levels, labor shortages and the effects of inflation or deflation, a potential recession or slowed economic growth caused by increasing political instability from acts of war including Russia's invasion of Ukraine, as well as supply chain disruptions and any governmental or societal responses to new COVID-19 variants;
the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs, that may be affected by deterioration in the housing and commercial real estate markets, and may lead to increased losses and nonperforming assets in our loan portfolio, and may result in our allowance for loancredit losses not being adequate to cover actual losses, and require us to materially increase our reserves; changes in general economic conditions, either nationally or in our market areas; allowance for credit losses;
changes in the levels of general interest rates, and the relative differences between short and long term interest rates, deposit interest rates, our net interest margin and funding sources;
transition away from the London Interbank Offered Rate ("LIBOR") toward new interest rate benchmarks;
fluctuations in the demand for loans, the number of unsold homes and other properties and fluctuations in real estate values in our market areas;
results of examinations of us by the Federal Reserve Bank of San Francisco (“FRB”) and our bank subsidiary by the Federal Deposit Insurance Corporation (“FDIC”), the Washington State Department of Financial Institutions, Division of Banks (“DFI”) or other regulatory authorities, including the possibility that any such regulatory authority may initiate an enforcement action against the Company or the Bank which could require us to increase our reserveallowance for loancredit losses, write-down assets, change our regulatory capital position, affect our ability to borrow funds or maintain or increase deposits, or impose additional requirements or restrictions on us, any of which could adversely affect our liquidity and earnings;
our ability to pay dividends on our common stock;
our ability to attract and retain deposits; increases in premiums for deposit insurance;
our ability to control operating costs and expenses;
effects of critical accounting policies and judgments, including the use of estimates in determining the fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation;
difficulties in reducing risk associated with the loans on our balance sheet;
staffing fluctuations

37



in response to product demand or the implementation of corporate strategies that affect our work force and potential associated charges; computer
disruptions, security breaches, or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on which we depend could fail or experience a security breach; the third-party vendors who perform several of our critical processing functions;
our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments;
our ability to implement ourexecute a branch expansion strategy;
our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we have acquired or may in the future acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto, including our recent Branch Acquisition; thereto;
our ability to manage loan delinquency rates;
costs and effects of litigation, including settlements and judgments;
increased competitive pressures among financial services companies;
changes in consumer spending, borrowing and savings habits;
legislative or regulatory changes that adversely affect our business including changes in regulatory policies and principles, including the interpretation of regulatory capital or other rules, including as a result of Basel III; the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd Frank Act”) and the implementing regulations; rules;
the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions;
the quality and composition of our securities portfolio and the impact of any adverse changes in the securities markets; markets, including market liquidity;
32



inability of key third-party providers to perform their obligations to us;
changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board, including additional guidance and interpretation on accounting issues and details of the implementation of new accounting methods;
the economic impacteffects of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises, acts of war or any terrorist activities; terrorism, and other external events on our business;
other economic, competitive, governmental, regulatory, and technological factors affecting our operations;operations, pricing, products and services; and
other risks detailed in our filingsForm 10-K for the year ended December 31, 2022 (“2022 Form 10-K”) and our other reports filed with and furnished to the U.S. Securities and Exchange Commission (“SEC”), including our Annual Report on Form 10-K for the year ended December 31, 2016 (“2016 Form 10-K”).

Any of the forward-looking statements that we make in this Form 10-Q and in the other public reports and statements we make may turn out to be wrong because of the inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot foresee. Because of these and other uncertainties, our actual future results may be materially different from those expressed in any forward-looking statements made by or on our behalf. Therefore, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. We undertake no responsibility to update or revise any forward-looking statements.


Overview


First Financial Northwest Bank (“the Bank”) is a wholly-owned subsidiary of First Financial Northwest Inc. (“the Company”) and, as such, comprises substantially all of the activity for the Company. First Financial NorthwestThe Bank was a community-based savings bank until February 4, 2016, when the Bankit converted to a Washington chartered commercial bank reflecting the commercial banking services it now provides to its customers. The Bank primarily serves King, Pierce, Snohomish, and Kitsap counties, Washington, through its full-service banking office and headquarters in Renton, Washington, as well as threeseven retail branches in King County, Washington, and five retail branches in Snohomish County, Washington. On August 25, 2017, the Bank completed the purchase of fourWashington, and two retail branches in Woodinville in KingPierce County, and Lake Stevens, Clearview, and Smokey Point in Snohomish County and acquired $74.7 million in deposits. The Branch Acquisition expanded our retail footprint and provided an opportunity to extend our unique brand of community banking into those communities. In addition, the Bank has received regulatory approval to open a new branch office at The Junction, a new, mixed use development in Bothell, Washington which is expected to open in the first quarter of 2018.Washington.


The Bank’s business consists predominantly of attracting deposits from the general public, combined with borrowing from the Federal Home Loan Bank of Des Moines (“FHLB”)FHLB and raising funds in the wholesale market, then utilizing these funds to originate one-to-four family residential, multifamily, commercial real estate, construction/land, business and consumer loans. Our current business strategy emphasizes commercial real estate, construction, one-to-four family residential, and multifamily lending. With the current low interest rate environment,Additionally, we are not aggressively pursuing longer term assets, but rather are focused on financing shorter term loans, in particular construction/land loans. Recently, improvements in the economy, employment rates, stronger real estate prices, and a general lack of new housing inventory in certain areas in the Puget Sound region have resulted in our significantly increasing originations of construction loans for properties located in our market area. We anticipate that construction/land lending will continue to be a strong element of our total loan portfolio in future periods. We will continue to take a disciplined approach in our construction/land lending by concentrating our efforts on residential loans to builders known to us, including multifamily loans to developers with proven success in this type of construction. In addition, we have geographically expandedThese loans typically mature in 12 to 24 months and funding is usually not fully disbursed at origination, therefore the impact to net loans receivable is generally minimal in the short term. During the first three months of 2023, our loan originations, refinances and purchases outpaced repayments of loans, resulting in an increase of $17.7 million in net loans receivable with a balance of $1.18 billion at March 31, 2023.

Our strategic initiatives seek to diversify our loan portfolio through loan purchases or loan participations of commercial and multifamily real estate loans that are outside ofbroaden growth opportunities within our primary market area. We have a loan officer with extensive experience in California to further supportcurrent risk tolerance levels and asset/liability objectives. Through our efforts to geographically diversify our loan portfolio throughoutside of the State of Washington with direct loan originations, loan participations, or loan purchases.purchases, our portfolio at March 31, 2023 included $165.0 million of loans to borrowers or secured by properties in 46 other states and the District of Columbia, with the largest concentrations in California, Oregon, Florida, Texas, and Alabama of $39.2 million, $13.3 million, $12.3 million, $10.1 million and $8.1 million, respectively.


In support ofThe Bank has affiliated with a SBA partner to process our strategic growth plan,SBA loans while the Bank has developedretains the credit decisions. This enables us to be active in lending to small businesses until our volumes are high enough to support the investment in necessary infrastructure. When volumes support our becoming a national lineSBA preferred lender, we will apply for that status which would provide the Bank with delegated loan approval as well as closing and most servicing and liquidation authority, enabling the Bank to make loan decisions more rapidly. In addition, the Bank plans to increase originations of the business loan portfolio, which may include business lines of credit, business term loans or equipment financing. In conjunction with the growth of business loans, the Bank seeks to originate and service aircraft loans. These loans are collateralized by new or used, single-engine piston aircraft to light jets forthese customers with their business or personal use which have demonstrated an acceptable valuation history under industry accepted valuation resources. As we grow our aircraft loan portfolio, we anticipate these loans will range in size from $250,000 to $8.0 million with underwriting guidelines primarily based on the asset value of the collateral with secondary emphasis placed on the ability of the borrower to repay the loan. We begandeposits as well.

38



originating aircraft loans in the fourth quarter of 2016. At September 30, 2017, our business loans included $11.3 million in fixed and adjustable rate aircraft loans.


Our primary source of revenue is interest income, which is the income that we earn on our loans and investments. Interest expense is the interest that we pay on our deposits and borrowings. Net interest income is the difference between interest income and interest expense. Changes in levels of interest rates affect interest income and interest expense differently and, thus, impacts our net interest income.income and net interest margin. The Bank is currently slightly liability-sensitive, meaning our

33
An offset


interest-earning liabilities reprice at a faster rate than our interest-bearing assets. For the three months ended March 31, 2023, net interest margin decreased 21 basis points, to 3.22%, compared to 3.43% in the same quarter last year, primarily due to the cost of interest-bearing liabilities increasing faster than the yields on interest-earning assets in the rising rate environment. Since March 2022, in response to inflation, the Federal Open Market Committee (“FOMC”) of the Federal Reserve System has increased the target range for the federal funds rate by 475 basis points, including 50 basis points during the first quarter of 2023, to a range of 4.75% to 5.00%. If the FOMC continues to raise the targeted federal funds rate in an effort to curb inflation, which appears likely based on recent communications and interest rate forecasts, we expect the net interest margin stays compressed.

Net interest income is also affected by the provision for loancredit losses, whichor the recapture of the provision for credit losses, that is required to establish the allowance for loanACL. The ACL is an estimate of the expected credit losses on financial assets measured at amortized cost using relevant information about past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and lease losses (“ALLL”) at areasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. level that adequately provides for probable losses inherent in our loan portfolio. As our loan portfolio increases, or due to an increase for probable losses inherent in our loan portfolio, our ALLLACL may increase, resulting in a decrease to net interest income.income after the provision. Improvements in loan risk ratings, increases in property values, or receipt of recoveries of amounts previously charged off may partially or fully offset any required increase to ALLLACL due to loan growth or an increase in probable loancredit losses.


Noninterest income is generated from various loan or deposit fees, increases in the cash surrender value of bank owned life insurance (“BOLI”),BOLI, and revenue earned on our wealth management brokerage services. This income is increased or partially offset by any net gain or loss on sales of investment securities.


Our noninterest expenses consist primarily of salaries and employee benefits, professional fees, regulatory assessments, occupancy and equipment, and other general and administrative expenses. Salaries and employee benefits consist primarily of the salaries and wages paid to our employees, including commissions and bonuses, payroll taxes, expenses for retirement, and other employee benefits. OREO-related expenses consist primarily of maintenance and costs of utilities for the OREO inventory, market valuation adjustments, build-out expenses, gains and losses from OREO sales, legal fees, real estate taxes, and insurance related to the properties included in the OREO inventory. Professional fees include legal services, auditing and accounting services, computer support services, and other professional services in support of strategic plans. Occupancy and equipment expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease expenses, real estate taxes, depreciation expenses, maintenance, and costs of utilities. Also included in noninterest expense are changesis the change to the Company’s unfunded commitment reserve which areis reflected in general and administrative expenses. This unfunded commitment reserve expense can vary significantly each quarter, based on the amount believed by management to be sufficient to absorb estimated probable losses related to unfunded credit facilities, and reflects changes in the amounts that the Company has committed to fund but has not yet disbursed.


Critical Accounting Policies


Our significantcritical accounting policiesestimates are fundamental to understanding our results of operations and financial condition because they require that we use estimates and assumptions that may affectdescribed in detail in the value"Critical Accounting Estimates" section within Item 7 of our assets2022 Form 10-K. The SEC defines "critical accounting estimates" as those that require application of management's most difficult, subjective or liabilities and our financial results. These policies are critical because they require managementcomplex judgments, often as a result of the need to make difficult, subjective, and complex judgmentsestimates about the effect of matters that are inherently uncertain and because it is likely that materially different amounts would be reported under different conditions or by using different assumptions. These policies governmay change in future periods. The Company's critical accounting estimates include estimate of the ALLL,ACL, the valuation of OREO, and the calculation of deferred taxes, the right-of-use asset and lease liability on our operating leases, fair values, and other-than-temporary impairments on the market value of investments and derivatives. These policies and estimates are described in further detail in Part II, Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 1, Summary of Significant Accounting Policies with the 2016 Form 10-K. There have not been any material changes in the Company’s critical accounting policies and estimates as compared toduring the disclosure contained in the 2016 Form 10-K.three month ended March 31, 2023.


Comparison of Financial Condition at September 30, 2017March 31, 2023 and December 31, 20162022


Total assets were $1.2$1.57 billion at September 30, 2017,March 31, 2023, an increase of 12.1%4.7%, from $1.0$1.50 billion at December 31, 2016.2022. The following table details the $126.0$71.4 million net change in the composition of our assets at September 30, 2017March 31, 2023 from December 31, 2016.

2022.
39
34





Balance at
September 30, 2017
 Change from December 31, 2016 Percent Change
March 31,
2023
December 31, 2022$ Change% Change
(Dollars in thousands) (Dollars in thousands)
Cash on hand and in banks $7,910
 $2,131
 36.9 %Cash on hand and in banks $9,618 $7,722 $1,896 24.6 %
Interest-earning deposits with banks 14,093
 (11,480) (44.9)Interest-earning deposits with banks70,998 16,598 54,400 327.8 
Investments available-for-sale, at fair value137,847
 8,587
 6.6
Investments available-for-sale, at fair value214,948 217,778 (2,830)(1.3)
Investments held-to-maturity, at amortized costInvestments held-to-maturity, at amortized cost2,439 2,444 (5)(0.2)
Loans receivable, net 931,862
 116,819
 14.3
Loans receivable, net 1,184,750 1,167,083 17,667 1.5 
Premises and equipment, net20,568
 2,107
 11.4
FHLB stock, at cost 8,902
 871
 10.8
FHLB stock, at cost 8,203 7,512 691 9.2 
Accrued interest receivable3,709
 562
 17.9
Accrued interest receivable7,011 6,513 498 7.6 
Deferred tax assets, net2,381
 (761) (24.2)Deferred tax assets, net2,990 2,597 393 15.1 
OREO1,825
 (506) (21.7)
Premises and equipment, netPremises and equipment, net20,732 21,192 (460)(2.2)
BOLI, net28,894
 4,741
 19.6
BOLI, net36,647 36,286 361 1.0 
Prepaid expenses and other assets3,304
 640
 24.0
Prepaid expenses and other assets11,336 12,479 (1,143)(9.2)
ROU, netROU, net3,194 3,275 (81)(2.5)
Goodwill979
 979
 n/a
Goodwill889 889 — — 
Core deposit intangible1,304
 1,304
 n/a
Core deposit intangible, netCore deposit intangible, net516 548 (32)(5.8)
Total assets $1,163,578
 $125,994
 12.1 %Total assets $1,574,271 $1,502,916 $71,355 4.7 %


Interest-earning deposits with banks. Our interest-earning deposits with banks, consisting primarily of funds held at the Federal Reserve Bank of San Francisco decreased(“FRB”), increased by $11.5$54.4 million from Decemberto $71.0 million during the three months ended March 31, 20162023. During the quarter, management elected to September 30, 2017. Loan payoffs received lateincrease liquidity in light of the volatility in the fourth quarter of 2016banking industry. Excess funds were temporarily held indeposited to our Federal Reserve Bank account, then partially used to fund new loan originations in the nine months ended September 30, 2017.interest-earning accounts with banks and are readily available for our funding needs.


Investments available-for-sale. Our investments available-for-sale portfolio increaseddecreased by $8.6$2.8 million, primarily due to regularly scheduled principal payments. No investment securities were purchased during the first ninethree months of 2017. During this period, we purchased $23.5 million of securities which included six mortgage-backed securities, two subordinated debt securities, one tax-exempt municipal bond, and one U.S. government agency bond. Partially offsetting these purchases, we sold $6.7 million of securities which included two mortgage-backed securities and two portions of a subordinated debt security. The mortgage-backed securities were sold and replaced by a collateralized mortgage obligation security which met our investment objectives while the portions of the subordinated debt security were sold in order to allow us the ability to diversify our holdings of bank subordinated debt notes through reinvestment of the proceeds received in other issuers. In addition, the Bank had partial calls and a full call totaling $120,000 on one taxable municipal security as well as partial calls of $111,000 on two U.S. government agency securities and payoff at maturity of a $500,000 U.S. government agency security. At September 30, 2017, corporate bonds issued by financial institutions represented $22.7 million, or 16.4% of our investments available-for-sale and municipal bonds represented $14.2 million, or 10.3% of our investments available-for-sale.ended March 31, 2023.


The net unrealized loss on our investments available-for-sale improved to a pre-tax decrease of $652,000 at September 30, 2017 from a pre-tax decrease of $1.6 million at December 31, 2016, as a result of a net improvement in the market value of the underlying securities in our portfolio.

The effective duration of the investments available-for-sale at September 30, 2017,March 31, 2023 was 3.4% as3.75%, compared to 4.0%3.65% at December 31, 2016.2022. Effective duration is a measure that attempts to quantifymeasures the anticipated percentage change in the value of an investment security (or portfolio) in the eventevent of a 100 basis point change in market yields. Since the Bank’s portfolio includes securities with embedded options (including call options on bonds and prepayment options on mortgage-backed securities), management believes that effective duration is an appropriate metric to use as a tool when analyzing the Bank’s investment securities portfolio, as effective duration incorporates assumptions relating to such embedded options, including changes in cash flow assumptions as interest rates change.


Loans receivable. Net loans receivable increased $116.8$17.7 million, or 1.5% to $1.18 billion at March 31, 2023 from December 31, 2022, primarily due to growth in one-to-four family residential, multifamily, commercial real estate and consumer loans of $8.5 million, $16.5 million, $1.0 million, and $6.3 million, respectively. Partially offsetting these increases was a decrease of $14.0 million in construction/land loans, primarily due to a $15.4 million multifamily construction loan that converted to a permanent multifamily loan in accordance with its terms during the nine months ended September 30, 2017 to $931.9 million. Whilequarter.

At March 31, 2023 and December 31, 2022, the concentrationsBank’s construction/land loans totaled 44.9% and 53.1% of ourtotal capital plus surplus, respectively, and total non-owner occupied commercial real estate was347.7% and construction loans have increased, we routinely monitor these levels in support346.9% of our strategic plan to maintain compliance with internally established concentration guidelines.total capital plus surplus, respectively. The Bank has set aggregate concentration guidelines that total commercial real estate, including residential, non-residential, and construction,construction/land loans, should not exceed 550% of total risk-based capital.capital plus surplus. Our concentration guideline for construction/land loans is to limit these loans to 100% of total risk-based capital. At September 30, 2017, the Bank’s concentrations were 478.9% for total commercial real estate loans and 114.4% for total construction/land loans.capital plus surplus. The concentration of construction/land loans is

40



calculated using the funded balance of these loans and consequently can fluctuate based on the timing of construction draws and loan payoffs. Management reviews estimated construction draws and loan payoffs and adjusts loan originations based on these estimates to achieve compliance with our construction guidelines. Our commercial and multifamily real estate and construction/land loan portfolios are subject to ongoing credit reviews performed by both independent loan review staff, as well as an external third-party review firm to assist with identifying potential adverse trends and risks in the
35



portfolio allowing management to initiate timely corrective action, as necessary. Such reviews also assist with ensuring loan risk grades are accurately assigned and thereby properly accounted for in the ALLL.ACL. The review places emphasis on large borrowing relationships, stress testing, compliance with loan covenants, as well as other risk factors warranting enhanced review.
The following table presents a breakdown of our multifamily, commercial and construction loan portfolioloans by collateral type at September 30, 2017March 31, 2023 and December 31, 2016:
 September 30, 2017 December 31, 2016
 (In thousands)
Multifamily real estate:   
Micro-unit apartments$7,053
 $7,878
Other multifamily166,628
 115,372
Total multifamily real estate173,681
 123,250
    
Commercial real estate:   
Office99,350
 101,688
Retail101,787
 106,294
Mobile home park21,344
 20,689
Warehouse22,788
 15,338
Storage32,365
 34,816
Other non-residential42,782
 24,869
Total commercial real estate320,416
 303,694
    
Construction/land:   
One-to-four family residential85,593
 67,842
Multifamily115,345
 111,051
Commercial5,325
 
Land38,423
 30,055
Total construction/land244,686
 208,948
Total commercial, multifamily and construction/land loans$738,783
 $635,892

During the first nine months of 2017, total2022. Total construction/land loans increased by $35.7are net of $39.0 and $41.4 million as compared toof LIP, at March 31, 2023 and December 31, 2016. The LIP related to these loans increased by $18.7 million as the unfunded portion of new loan originations exceeded disbursements on existing loans. Included in total construction/land loans at September 30, 2017 are $81.8 million of multifamily loans, $5.3 million of commercial loans and $2.6 million of one-to-four family loans that will roll over to permanent loans at the completion of their construction period in accordance with the terms of the construction/land loan.2022, respectively.

March 31, 2023December 31, 2022
Amount% of Total in PortfolioAmount% of Total in Portfolio
(In thousands)
Multifamily residential$143,332 100.0 %$126,866 100.0 %
Commercial real estate:
Retail130,788 32.0 %132,917 32.6 %
Office79,793 19.5 84,301 20.6 
Hotel / motel67,165 16.4 55,408 13.6 
Storage33,604 8.2 33,797 8.3 
Mobile home park21,992 5.4 25,283 6.2 
Warehouse19,780 4.9 19,917 4.9 
Nursing home12,260 3.0 12,348 3.0 
Other non-residential43,523 10.6 43,933 10.8 
Total commercial real estate408,905 100.0 %407,904 100.0 %
Construction/land:
One-to-four family residential53,948 84.8 %52,492 67.6 %
Multifamily(131)(0.2)15,393 19.8 
Land9,786 15.4 9,759 12.6 
Total construction/land63,603 100.0 %77,644 100.0 %
Total multifamily residential, commercial real estate and construction/land loans$615,840 $612,414 

To assist in our strategic initiatives for loan growth and to achieve geographic diversification, the Bank will originateoriginates and purchasepurchases loans and utilizeutilizes loan participations with the underlying collateral located within areas of Washington State outside our primary market area or in other states. The Bank’s goal with respect to loan participations is to locate a selling bank that is unable to make an entire loan due to legal or lending concentration limitations. Sellers of these loans are reviewed for management/lending experience, financial condition, asset quality metrics, and regulatory matters. Loans acquired through participation or purchase must meet the Bank’s underwriting standards.and risk guidelines. During the ninethree months ended September 30, 2017,March 31, 2023, the Bank purchased $71.4$9.4 million of loans and loan participations located in Washington and other states, including $960,000 of one-to-four family residential and multifamily real estate loans and commercial real estate participation interests$8.4 million of consumer loans secured by properties located inclassic/collectible automobiles. Management believes that the states of Washington, Oregon and California and $3.2 million in aircraft loans. Subsequent to September 30, 2017, the Bankone-to-four family loans purchased $25.2 million in commercial loans in California and other states.will assist with its Community Reinvestment Act (“CRA”) efforts.

41




The majority of our loan portfolio continues to be secured by properties located in our primary market area, however a significant amount isof loans are secured by properties located in other areas of Washington, in California, and in other states. At September 30, 2017,March 31, 2023, total loans secured by collateral located in California represented 4.3%3.3% of our total loans, net of LIP and total loans secured by collateral located outside the states of California and Washington represented 5.3%10.5% of our total loans, net of LIP.loans. The following table details geographic concentrations in our loan portfolio, netportfolio:
36



At March 31, 2023
One-to-Four Family ResidentialMultifamilyCommercial Real EstateConstruction/LandBusinessConsumerTotal
(In thousands)
King County$368,056 $86,382 $240,850 $60,987 $22,476 $10,166 $788,917 
Pierce County42,625 10,658 40,767 — 222 552 94,824 
Snohomish County38,412 7,475 13,981 1,999 3,585 1,253 66,705 
Kitsap County6,460 721 — — 20 7,206 
Other Washington Counties18,876 27,292 30,067 617 228 755 77,835 
California1,508 9,611 17,008 — 44 11,020 39,191 
Outside Washington
and California
(1)
6,723 1,909 65,511 — 5,104 46,853 126,100 
Total loans$482,660 $143,332 $408,905 $63,603 $31,659 $70,619 $1,200,778 
_______________
(1) Includes loans in Oregon, Florida, Texas and Alabama of LIP:$13.3 million, $12.3 million, $10.1 million and $8.1 million, respectively, and $82.3 million of loans located in 40 other states and the District of Columbia.


  At September 30, 2017
  One-to-four family residential Multifamily Commercial real estate Construction/land Business Consumer Total
  (In thousands)
King County $199,602
 $94,999
 $167,239
 $133,561
 $11,204
 $7,873
 $614,478
Pierce County 35,748
 14,430
 26,330
 6,296
 
 410
 83,214
Snohomish County 14,231
 3,239
 32,790
 12,702
 36
 212
 63,210
Kitsap County 2,308
 1,529
 817
 218
 
 78
 4,950
California 2,794
 17,860
 17,773
 
 2,222
 
 40,649
Oregon 
 8,885
 8,581
 
 
 
 17,466
Other Washington Counties 11,184
 24,315
 49,886
 1,137
 1,351
 728
 88,601
Outside Washington, Oregon and California 580
 8,424
 16,456
 
 7,430
 
 32,890
Total loans, net of LIP $266,447
 $173,681
 $319,872
 $153,914
 $22,243
 $9,301
 $945,458

Our five largest borrowing relationships, which represent 8.7% of our net loans,The ACL increased by $2.3 million to $81.8$16.0 million at September 30, 2017March 31, 2023, from $79.5$15.2 million at December 31, 2016. The total number of loans represented by this group of borrowers decreased to 16 loans at September 30, 2017 from 23 loans at December 31, 2016. At September 30, 2017, all five borrowers were current on their loan payments. We monitor the performance of these borrowing relationships very closely due to their concentration risk in relation2022, which included a $500,000 one-time adjustment related to the entire loan portfolio. The following table details our five largest lending relationships at September 30, 2017:

Borrower (1)
 Number
of Loans
 
One-to-Four Family
Residential
(2)

Multifamily
Commercial
Real Estate

Construction/
Land
 Business
Aggregate
Balance of
Loans (3)

 (Dollars in thousands)
Real estate investor 2 $559
 $
 $
 $22,000
 $
 $22,559
Real estate investor 2 
 
 
 15,698
 
 15,698
Real estate investor 4 
 
 
 4,699
 10,631
 15,330
Real estate investor 5 458
 
 14,312
 
 
 14,770
Real estate investor 3 
 1,938
 11,550
 
 
 13,488
Total 16 $1,017
 $1,938
 $25,862
 $42,397
 $10,631
 $81,845
________
(1)
The composition of borrowers represented in the table may change between periods.
(2)
$458,000 of the one-to-four family residential loans for these borrowers are for owner occupied properties while $559,000 is for non-owner occupied. The commercial real estate loans are for non-owner occupied properties.
(3)
Net of LIP.

The ALLL increased to $12.1 million at September 30, 2017, from $11.0 million at December 31,adoption of ASU 2016, Topic 325, and represented 1.3%1.33% and 1.29% of total loans receivable net of LIP at both September 30, 2017March 31, 2023, and December 31, 2016.2022, respectively. The ALLL consistsgrowth of two components, the loan portfolio, the loan mix changes and changes in the economic forecasts used in the ACL model also impacted the ACL.

For the three months ended March 31, 2023, the Company had no specific allowance. The nine modified loans which were individually analyzed for specific allowance a quarter ago were transferred to the pool of loans with similar characteristics for general allowance and the specific reserves. The increasecalculation in the ALLL, primarily a resultfirst quarter of growth in our loan portfolio, consisted2023 due to the adoption of a $1.3 million increase in the general reserve, which included $359,000 of recoveries, offset by a $154,000

42



decrease in the specific reserves. ASU 2022-02. For additional information, see “Comparison of Operating Results for the Three Months Ended September 30, 2017March 31, 2023 and 20162022 - Provision for LoanCredit Losses” discussed below.


We believe that the ALLLACL at September 30, 2017,March 31, 2023, was adequate to absorb the probable and inherent risks of lossexpected losses in the loan portfolio, at that date. While we believe the estimates and assumptions used in our determination of the adequacy of the allowanceACL are reasonable, there can be no assurance that such estimates and assumptions will be proven correct in the future, that the actual amount of future losses will not exceed the amount of past provisions, or that any increased provisions that may be required will not adversely impact our financial condition and results of operations. Future additions to the allowanceACL may become necessary based upon changing economic conditions, the level of problem loans, business conditions, credit concentrations, increased loan balances, or changes in the underlying collateral of the loan portfolio. In addition, the determination of the amount of our ALLLACL is subject to review by bank regulators as part of the routine examination process, which may result in the establishment of additional loss reserves or the charge-off of specific loans against established loss reserves based upon their judgment of information available to them at the time of their examination.

As we work with Uncertainties relating to our borrowers that face difficult financial circumstances, we explore various options available to minimize our risk of loss. At times, the best option for our customers and the Bank is to modify the loan for a period of time, usually one year or less. Certain loan modificationsACL are accounted for as troubled debt restructured loans (“TDRs”). These modifications have included a reduction in interest rate on the loan for a period of time, advancing the maturity date of the loan, or allowing interest-only payments for a specific time frame. These modifications are granted only when there is a reasonable and attainable restructured loan plan that has been agreed to by the borrower and is considered to be in the Bank’s best interest.

The following table presents a breakdown of our TDRs at the dates indicated:

September 30, 2017
December 31, 2016
Nine Month Change

(Dollars in thousands)
Nonperforming TDRs:




   One-to-four family residential$

$174

$(174)
Total nonperforming TDRs

174

(174)






Performing TDRs:




   One-to-four family residential15,174

24,274

(9,100)
   Multifamily1,140

1,564

(424)
   Commercial real estate3,216

4,202

(986)
   Consumer43

43


Total performing TDRs19,573

30,083

(10,510)
Total TDRs$19,573

$30,257

$(10,684)
% TDRs classified as performing100.0%
99.4%
 

Our TDRs decreased $10.7 million at September 30, 2017, compared to December 31, 2016,heightened as a result of principal repaymentsthe risks surrounding economic forecasts and loan payoffs. At September 30, 2017, there were no TDRs on nonaccrual status. In addition, there were no committed but undisbursed fundsrisks inherited in connection withthe business environment as described in further detail in Part 1, Item 1A of our TDRs and impaired loans. The largest TDR relationship at September 30, 2017, totaled $6.8 million and was comprised of $6.0 million in one-to-four family residential rental properties and $743,000 in owner occupied commercial property, all located in King County.2022 Form 10-K.


Asset Quality. Loans are considered past due if a scheduled principal or interest payment is due and unpaid for 30 days or more. At September 30, 2017, total pastPast due loans represented 0.01%totaled $230,000 and $220,000 at March 31, 2023 and December 31, 2022, respectively, representing 0.02% of total loans receivable as compared to 0.06% at December 31, 2016.both periods.
    
Nonperforming assets decreased to $2.0 million at September 30, 2017, compared to $3.2 million at December 31, 2016. The following table presents detailed information on our nonperforming assets at the dates indicated:


43




September 30, 2017
December 31, 2016
Nine Month Change

(Dollars in thousands)
Nonperforming loans:




  One-to-four family residential$132

$798

$(666)
  Consumer53

60

(7)
Total nonperforming loans185

858

(673)






OREO1,825

2,331

(506)
Total nonperforming assets (1)
$2,010

$3,189

$(1,179)








Nonperforming assets as a
percent of total assets
0.17%
0.31%

____________
(1) The difference between nonperforming assets reported above, and the totals reported by other industry sources, is due to their inclusion of all TDRs as nonperforming loans, although 100.0% of our TDRs were performing in accordance with their restructured terms at September 30, 2017.

Nonaccrual loans are loans that are 90 days or more delinquent or other loans which, in management's opinion, the borrower is unable to meet scheduled payment obligations. Nonaccrual Our credit quality remains strong as nonaccrual (nonperforming) loans decreased to $185,000remained low at September 30, 2017, from $858,000$201,000, and $193,000 at March 31, 2023 and December 31, 2016. During the first nine months2022, representing 0.01% of 2017, three loans with a total balance of $440,000 returned to accrual status as a result of consistent payments for a period of time and demonstration of the ability to continue making payments. Further reductions in nonperforming loans were the result of $233,000 of principal payments and payoffs of nonaccrual loans during this period. There were no charge-offs or loans added to nonaccrual status.assets at both periods.


The three nonaccrual loans in the loan portfolio at September 30, 2017, included a $126,000 one-to-four family residential loan secured by an owner occupied single family residence in Snohomish County, a $53,000 home equity second mortgage secured by an owner-occupied single family residence in King County, and a $6,000 one-to-four family residential loan secured by an owner occupied single family residence in King County. Each of these loans is current on its loan payments.
37




We will continue to focus our efforts on working with borrowers to bring theirany past due loans current or converting nonaccrual loans to OREO and subsequently selling the properties.current. By taking ownership of these properties,the underlying collateral if needed, we can generally convert nonearningnon-earning assets into earning assets on a more timely basis than which may otherwise be the case. Our success in this area is reflected by the continued improved ratio of our low nonperforming assets as a percent of total assets, which declined to 0.17% at September 30, 2017, compared to 0.31% at December 31, 2016.assets.


OREO. OREO includes properties acquired by the Bank through foreclosure or acceptance of a deed in lieu of foreclosure. At September 30, 2017, and December 31, 2016, OREO was $1.8 million and $2.3 million, respectively. OREO at September 30, 2017 consisted of commercial real estate properties. For the three months ended September 30, 2017, there were no market value adjustments taken on OREO properties. During the nine months ended September 30, 2017, a $50,000 market valuation adjustment was recognized prior to the sale of the one OREO property sold during this period.

The three largest OREO properties at September 30, 2017, were an office building valued at $837,000 located in Pierce County, a retail building valued at $505,000 in Mason County, and undeveloped land valued at $270,000 in Pierce County. Subsequent to September 30, 2017, the $837,000 office building sold, generating a $103,000 gain on sale.


44



The following table presents a breakdown of our OREO by county and number of properties at September 30, 2017:

 County Total OREO Number of Properties Percent of
Total OREO
 Pierce Mason
 (Dollars in thousands)
OREO:         
   Commercial real estate (1)
$1,320
 $505
 $1,825
 4
 100.0%
Total OREO$1,320
 $505
 $1,825
 4
 100.0%

(1) Of the four properties classified as commercial real estate, two are office/retail buildings and two are undeveloped lots.

Intangible assets. As a result of our Branch Acquisition, the Bank recognized goodwill of $979,000 and a core deposit intangible (“CDI”) of $1.3 million. Goodwill was calculated as the excess purchase price of the branches over the fair value of the assets acquired and liabilities assumed at August 25, 2017. It is expected that the final settlement figures will result in an adjustment to goodwill, however the settlement adjustment is not expected to have a material impact on the Company’s consolidated financial statements.

The CDI was provided by a third party valuation service and represents the fair value of the customer relationships that provide a low-cost source of funding. The analysis was performed on the acquired noninterest-bearing checking, interest-bearing checking, savings, and money market accounts. The ratio of CDI to the acquired balances of core deposits was 2.23%. This amount will amortize into noninterest expense on an accelerated basis over ten years.
Deposits. During the first nine months of 2017, deposits increased $98.2 million to $815.7 million at September 30, 2017, compared to $717.5 million at December 31, 2016. Deposit accounts consisted of the following:

 Balance at
March 31, 2023
Balance at
December 31,
2022
$ Change% Change
 (Dollars in thousands)
Noninterest-bearing demand$110,780 $119,944 $(9,164)(7.6)%
Interest-bearing demand86,183 96,632 $(10,449)(10.8)
Savings21,871 23,636 $(1,765)(7.5)
Money market483,945 542,388 $(58,443)(10.8)
Certificates of deposit, retail332,935 262,554 $70,381 26.8 
Brokered deposits191,414 $124,886 $66,528 53.3 
$1,227,128 $1,170,040 $57,088 4.9 

 September 30, 2017 Change from December 31, 2016 Percent Change
 (Dollars in thousands)
Noninterest-bearing$47,652
 $14,230
 42.6 %
Interest-bearing checking31,590
 13,058
 70.5
Statement savings29,425
 1,042
 3.7
Money market285,460
 80,462
 39.3
Certificates of deposit, retail346,125
 (10,528) (3.0)
Certificates of deposit, brokered75,488





$815,740

$98,264

13.7
In support of our strategyDeposits increased $57.0 million to expand our geographic footprint and grow our core deposits, our Branch Acquisition resulted in an increase in deposits of $74.7 million$1.23 billion at the closing date on August 25, 2017. Of this balance, $59.1 million were core deposits. Total core deposits increasedMarch 31, 2023, compared to $718.3 million at September 30, 2017 from $623.1 million$1.17 billion at December 31, 2016.

Our portfolio2022. Declines in money market accounts, interest-bearing demand deposits and noninterest-bearing demand deposits of brokered$79.8 million in the aggregate, were partially offset by a $70.4 million increase in retail certificates of deposits remained at $75.5 million at September 30, 2017, unchanged from December 31, 2016. We may adddue in large part to our portfoliopromotions of these products during the quarter and a $66.5 million increase in brokered deposits. For the first three months of 2023, management elected to obtain additional funds in the wholesale markets due to the considerable volatility in the banking industry. The Bank continues to consider multiple funding alternatives in addition to customer deposits, including wholesale markets, brokered deposits, as a source of additional funding in future periods. While brokered certificates ofand the national deposit may carry a higher cost than our retail certificates, their remaining maturity periods of 10 to 40 months, along with the enhanced call features of these deposits, assist us in our efforts to manage interest rate risk.market.


At September 30, 2017March 31, 2023 and December 31, 2016,2022, we held $21.4$77.3 million and $23.7$61.0 million in public funds, respectively, nearly all of which wereprimarily in retail certificates of deposit.deposit and money market accounts.


Advances. We use advances from the FHLB as an alternative funding source to manage interest rate risk, and to leverage our balance sheet.sheet and to supplement our deposits. Total FHLB advances were $191.5$160.0 million and $145.0 million at September 30, 2017March 31, 2023, and $171.5 million at December 31, 2016.2022, respectively. At September 30, 2017, the Bank had $56.5March 31, 2023, advances included $25.0 million of overnight advances, $20.0 million fixed rate one-week advances, $20.0 million fixed rate two-week advances, $60.0 million of fixed-rate one-month advances that renew monthly and $35.0 million of fixed-rate three-month advances that renew quarterly. The $95.0 million of one- and three-month advances are utilized in borrowings that arecash flow hedge agreements, as described below. At March 31, 2023, all of our FHLB advances were due to reprice in less than one year and $135.0 million in borrowings that are due in one to three years. Includedtwo months.

Cash Flow Hedge. To assist in our total advances at that date is a $50.0 million three-month fixed-rat

45



e advance designatedinterest rate risk management efforts, the Bank has entered into multiple interest rate swap agreements with qualified institutions. Each interest rate swap agreement qualifies as a hedge instrument in a cash flow hedge as described below. Included in the category of advances that are due in one to three years is a $120.0 million Member Option Variable Rate advance that reprices quarterly and allows prepayment without penalties on the repricing date.

Cash Flow Hedge. To assist in managing interest rate risk, the Bank entered into a five-year, $50 million notional, pay fixed, receive floating cash flow hedge or interest rate swap with a qualified institution on October 25, 2016. Under the terms of the Cash Flow Hedge agreement,variability of future interest payments attributable to the Bank will pay a fixed rate of 1.34% for five years and, willchanges in turn, receive an interest payment based on theone-month or three-month LIBOR index, which resets quarterly. Concurrently, the Bank borrowed a $50.0 million fixed rate three-month advance that will be renewed quarterly at the fixed interest rate in effect at that time. Effectiveness of the swap is evaluated quarterly with any ineffectiveness recognized as a gain or a loss on the income statement in noninterest income. A change in the fair valuerates. The objective of the cash flow hedge is to offset the variability of cash flows due to the rollover of the Bank’s FHLB, or other fixed rate advances, for one-month or three-months, respectively, for the term of the agreement. The agreements allow for a substitute index to be used if LIBOR is unavailable.

The following table presents details of the Bank’s interest rate swap agreements as of March 31, 2023. For each interest rate swap agreement listed, the Bank has secured a fixed-rate FHLB advance for the notional amount that reprices at the same frequency as the corresponding interest rate swap. The Bank pays a fixed interest rate to the counterparty and in return, receives a floating interest rate based on the index noted in the table below. The original term of these interest rate swap agreements range from four to eight years.
38



 Notional amountStart DateMaturity DateFixed rate paid to counterpartyIndex rate received from counterpartyRepricing Frequency
(Dollars in thousands)
$15,000 9/27/20199/27/20241.440 %1-month LIBORmonthly
10,000 11/20/201911/20/20231.585 3-month LIBORquarterly
15,000 3/2/20203/2/20260.911 1-month LIBORmonthly
15,000 3/2/20203/2/20270.937 1-month LIBORmonthly
15,000 3/2/20203/2/20280.984 1-month LIBORmonthly
15,000 10/25/202110/25/20280.793 3-month LIBORquarterly
10,000 10/25/202110/25/20290.800 3-month LIBORquarterly

A change in the net fair value of these cash flow hedges is recognized as an other asset or other liability on the balance sheet with the tax-effected portion of the change included in other comprehensive income. At September 30, 2017,March 31, 2023 and December 31, 2022, we recognized a $1.1 million fair value asset as a result in the increase in the market valueassets of the hedge agreement.

Stockholders’ Equity. Total stockholders’ equity increased $2.7$8.9 million during 2017 to $140.8and $10.5 million, at September 30, 2017, from $138.1 million at December 31, 2016. The primary source of the increase was a $4.0 million increase in retained earnings as the result of $6.1 million in net income partially offset by shareholder dividends of $2.1 million paid during the nine months ended September 30, 2017. Partially offsetting this increase, additional paid-in-capital decreased by $2.7 millionrespectively, as a result of the $5.0increase in market value of the interest rate swap agreements.

The Bank has confirmed its adherence to the Interbank Offered Rate Fallbacks Protocol (“Protocol”) as published by the International Swaps and Derivatives Association (“ISDA”) to prepare for the cessation of LIBOR by June 30, 2023. The Protocol, effective January 25, 2021, provides a mechanism for parties to bilaterally amend their existing derivative transaction to incorporate ISDA’s fallback terms, providing for a clear transition from LIBOR to SOFR.

Stockholders’ Equity. Stockholders’ equity decreased to $159.6 million at March 31, 2023, from $160.4 million at December 31, 2022. Stockholders’ equity during the three months ended March 31, 2023, reflected net income of share repurchases$2.1 million partially offset by dividends paid of $1.2 million and a net of tax adjustment from the adoption of Topic 326 of $395,000. In addition, stockholders’ equity was adversely impacted by aggregate unrealized losses in securities available-for-sale and cash hedges of $1.6 million, resulting in a $1.3 million received from the exerciseaccumulated other comprehensive loss, net of stock options and $1.0 million in stock-based compensation. Other comprehensive income increased by $471,000 as a result of changes in market valuations of our derivative and available-for-sale securities.tax.


The following table shows cash dividends paid per share and the related dividend payout ratio for the periods indicated:
Three Months Ended September 30, Nine Months Ended September 30,Three Months Ended March 31,
2017 2016 2017 201620232022
       
Dividend declared per common share$0.07
 $0.06
 $0.20
 $0.18
Dividend declared per common share$0.13 $0.12 
Dividend payout ratio (1)
38.9% 27.4% 33.9% 37.9%
Dividend payout ratio (1)
56.5 %33.2 %
______________
(1) Dividends paid per common share divided by basic earnings per common share.

39



    
The Company has a share repurchase plan in effect from May 30, 2017 through November 30, 2017 authorizing the repurchase of 1,100,000 shares, or 10.0% of outstanding shares. At September 30, 2017, the Company had repurchased 313,200 shares at an average price of $15.99 per share.

Comparison of Operating Results for the Three Months Ended September 30, 2017March 31, 2023 and 20162022


General. Net income for the three months ended September 30, 2017March 31, 2023, was $1.9 million, $2.1 million, or $0.18$0.23 per diluted share as compared to net income of $2.6$3.3 million, or $0.22$0.36 per diluted share for the quarterthree months ended September 30, 2016. The $745,000March 31, 2022. Contributing to the $1.1 million decrease in net income duringwas a $5.7 million increase in interest expense that more than offset a $5.6 million increase in interest income. In addition, a $300,000 provision for credit losses was recognized for the third quarterthree months ended March 31, 2023, as compared to a $500,000 recapture of 2017provision for credit losses for the three months ended March 31, 2022. Further contributing to the decrease in net income was primarily a result of an$124,000 decrease in noninterest income and a $367,000 increase in noninterest expense that was partially offset by an increase in net interest income.expense.


Net Interest Income. Net interest income for the quarterthree months ended September 30, 2017 increased $441,000March 31, 2023, decreased $112,000 to $9.4$11.3 million as compared to $8.9from $11.4 million for the third quarter in 2016 due to the $1.2 million increase in our interest income partially offset by a $720,000 increase in interest expense. Interest income increased primarily as a result of the growth in average loans receivable and in particular, multifamily loans. Our net interest margin was 3.53% for the quarter ended September 30, 2017, compared to 3.64% for the quarter ended September 30, 2016. During a period of increasing interest rates, our cost of funds tends to reflect the change sooner than our interest-earning assets, as evidenced by the 22 basis point increase in our cost of funds for the three months ended September 30, 2017March 31, 2022. The decrease was primarily due to higher interest expense on deposits and other borrowings, primarily reflecting the continued increase in market interest rates due to the ongoing increases to the targeted federal funds rate and continued intense competition for deposits, partially offset by higher income on loans, including fees, and investments. Since March 2022, in response to inflation, the Federal Open market Committee of the Federal Reserve System has increased the target range for the federal funds rate by 475 basis points, including 50 basis points during the first quarter of 2023, to a range of 4.75% to 5.00%.

Interest income increased $5.6 million for the three months ended March 31, 2023, as compared to the same period in 2022, primarily due to the ongoing increases to the targeted federal funds rate and corresponding increases to the prime lending rate and other short term market rates, including LIBOR, that positively impact the Company’s yields on variable rate loans and investment securities. Loan interest income increased $4.0 million, due to an increases in the average loan yields and to a lesser extent, average loan balances. Our average loan yield increased to 5.56% for the three months ended March 31, 2023, from 4.36% for the three months ended March 31, 2022, due in large part to recent increases in the targeted federal funds rate that increased our returns from variable rate loans. The average balance of loans receivable increased $53.1 million to $1.2 billion for the three months ended March 31, 2023.

Interest income from investment securities increased $1.3 million for the three months ended March 31, 2023, as compared to the same period in 2022, as a result of a $48.3 million increase in the average balance and a 192 basis point increase in average yield to 3.88% for the three months ended March 31, 2023, as compared to 1.96% the same period in 2022, due largely to the continued increases in the targeted federal funds rate and related market rates.

Interest income from interest-earning deposits increased $217,000 for the three months ended March 31, 2023, as compared to the three months ended September 30, 2016, comparedMarch 31, 2022. The average yield in interest-earning deposits increased to an increase of just nine basis points4.40% for the three months ended March 31, 2023, from 0.15% for the three months ended March 31, 2022. Excess cash was invested in ourhigher interest-earning assets, for these same periods.

The following table details the changeresulting in net interest income due to changes in yield or cost, or changesa $28.1 million decrease in the average balance of interest-earning deposits for the related asset or liability:


46



 Three Months Ended September 30, 2017
Compared to September 30, 2016
Net Change

Rate
Volume
Total

(In thousands)
Interest-earning assets:




   Loans receivable, net$62

$930

$992
   Investments available-for-sale79

(2)
77
   Interest-earning deposits with banks63

7

70
   FHLB stock19

3

22
Total net change in income on interest-earning assets223

938

1,161






Interest-bearing liabilities:




   Interest-bearing demand7

4

11
   Statement savings(1)
(1)
(2)
   Money market190

80

270
   Certificates of deposit, retail81

3

84
   Certificates of deposit, brokered6
 19
 25
   Advances from the FHLB304

28

332
Total net change in expense on interest-bearing liabilities587

133

720
Total net change in net interest income$(364)
$805

$441

The $992,000 increase in loan interest income during the third quarter of 2017,three months ended March 31, 2023, as compared to the same period in 2016, was2022.

Dividends on FHLB Stock increased $56,000 for the three months ended March 31, 2023, as a result of a $75.1181 basis point increase in average yield and an $1.8 million increase in average balance, as compared to the three months ended March 31, 2022

The increase in interest income was offset by a $5.7 million increase in interest expense for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, with interest expense on deposits and borrowings increasing $5.1 million and $612,000, respectively. The average rate paid on interest-bearing deposits increased to 2.41% for the three months ended March 31, 2023, as compared to 0.50% for the three months ended March 31, 2022. The higher cost of deposits was due to increased interest expense on money market and certificate of deposit balances and the continued use of higher cost brokered deposits and wholesale sources to meet our funding needs. For the three months ended March 31, 2023, the average outstanding loan balance combined with an increaseof our brokered deposits increased to $135.2 million, outpacing the decrease of $116.0 in the average loan yield of three basis points. Continued growth in higher yielding construction and commercial loans helped contribute to the increase in yield on these assets.
During the third quarter of 2017, interest income from our investments available-for-sale increased by $77,000money market accounts as compared to the same period in 2016. The2022, resulting in a net increase of $38.3 million in interest-bearing deposits attributing to the increase in costs.

Interest expense from borrowings increased $612,000 as a result of a $42.6 million increase in the average balance of our investments available-for-saleand a 141 basis point increase in average cost for the three months ended September 30, 2017 decreased by $299,000March 31, 2023, as compared to the same period in 2016 as sales and paydowns outpaced purchases of new investments. As a result of restructuring our available-for-sale investment portfolio through the sales of lower yielding investment securities, and utilizing the proceeds received2022.

40



The Company’s net interest margin decreased to purchase higher yielding, long-term investment securities last year, our yield on these assets increased by 23 basis points3.22% for the three months ended September 30, 2017, as compared to the same period in 2016.

Interest expense increased by $720,000March 31, 2023, from 3.43% for the three months ended September 30, 2017, as comparedMarch 31, 2022. This decrease was primarily due to the same period in 2016. The average balance of our interest-bearing liabilities increased $95.3 million from September 30, 2016 to September 30, 2017 to support the growth188 basis points increase in our financial assets. average cost on interest bearing liabilities outpacing the 139 basis points increase in the average yield of interest earning assets between periods. These increases reflect higher market interest rates due to recent increases in the target range for federal funds, including a 50 basis point increase during the first quarter of 2023, to a range of 4.75% to 5.00%. For more information, see “How We Measure the Interest Rate Changes” in Item 3 of this report.

The average balancefollowing table presents the effects of deposits increasedchanging rates and volumes on our net interest income during the periods indicated. Information is provided with respect to: (1) effects on interest income attributable to changes in volume (changes in volume multiplied by $81.0 million for the three months ended September 30, 2017 as comparedprior rate); and (2) effects on interest income attributable to changes in rate (changes in rate multiplied by prior volume). Changes in rate/volume are allocated proportionately to the same periodchanges in 2016. Average money market deposits increased by $70.0 million while interest-bearing checking accounts increased by $8.3 millionrate and brokered certificates of deposit increased by $4.5 million. The average cost of our interest-bearing deposits increased by 10 basis points for the three months ended September 30, 2017, as compared to the same period in 2016.volume.


In further support of our asset growth, average borrowings at the FHLB increased by $14.3 million to $197.1 million for the three months ended September 30, 2017, and the average cost of these funds increased 61 basis points as compared to the same period in 2016. At September 30, 2017, the Bank did not hold any overnight advances. In comparison, at September 30, 2016, we held $110.0 million in overnight funding at the FHLB at a rate of 0.45%. The low rate of these funds contributed to the lower average rate for the quarter ended September 30, 2016, and were held in preparation of more strategic funding options, including our interest rate swap. As discussed above, to assist in managing interest rate risk, the Bank entered into a five-year, $50.0 million notional, pay fixed, receive floating cash flow hedge or interest rate swap at a fixed rate of 1.34% for five years and concurrently borrowed a $50.0 million fixed rate three-month advance that renews quarterly at the fixed interest rate in effect at that time. At September 30, 2017, this hedge continued to provide us with the intended interest rate risk protection in a rising interest rate environment.
Three Months Ended March 31, 2023
Compared to March 31, 2022
 Net Change in Interest
RateVolumeTotal
(In thousands)
Interest-earning assets:
Loans receivable, net$3,457 $571 $4,028 
Investment securities, taxable1,022 243 1,265 
Investment securities, non-taxable19 (10)
Interest-earning deposits with banks228 (11)217 
FHLB stock32 24 56 
Total net change in income on interest-earning assets4,758 817 5,575 
Interest-bearing liabilities:
Interest-bearing demand304 (1)303 
Savings— — — 
Money market2,418 (71)2,347 
Certificates of deposit, retail846 72 918 
Brokered deposits1,507 — 1,507 
Borrowings477 135 612 
Total net change in expense on interest-bearing liabilities5,552 135 5,687 
Total net change in net interest income$(794)$682 $(112)





47
41








The following table compares detailed average balances, related interest income or interest expense, associated yields and rates, and the resulting net interest margin for the three months ended September 30, 2017March 31, 2023 and 2016.2022. Average balances have been calculated using the average daily balances during the period. Interest and dividends are not reported on a tax equivalent basis. Nonaccrual loans are included in the average balance of net loans receivable and are considered to carry a zero yield.
Three Months Ended September 30, Three Months Ended March 31,
2017 201620232022
Average
Balance
 Interest Earned / Paid Yield /
Cost
 Average
Balance
 Interest Earned / Paid Yield /
Cost
Average
Balance
Interest Earned / PaidYield /
Cost
Average
Balance
Interest Earned / PaidYield /
Cost
(Dollars in thousands) (Dollars in thousands)
Assets           Assets
Loans receivable, net $879,075
 $10,959
 4.95% $804,014
 $9,967
 4.92%Loans receivable, net $1,168,539 $16,029 5.56 %$1,115,428 $12,001 4.36 %
Investments available-for-sale132,959
 869
 2.59
 133,258
 792
 2.36
Investment securities, taxableInvestment securities, taxable197,301 1,977 4.06 147,048 712 1.96 
Investment securities, non-taxableInvestment securities, non-taxable22,668 128 2.29 24,637 119 1.96 
Interest-earning deposits with banks 33,854
 108
 1.27
 28,275
 38
 0.53
Interest-earning deposits with banks 21,729 236 4.40 49,857 19 0.15 
FHLB stock 9,126
 67
 2.91
 8,483
 45
 2.10
FHLB stock 7,219 130 7.30 5,467 74 5.49 
Total interest-earning assets 1,055,014
 12,003
 4.51
 974,030
 10,842
 4.42
Total interest-earning assets1,417,456 18,500 5.29 1,342,437 12,925 3.90 
Noninterest earning assets65,162
     60,781
    Noninterest earning assets91,841 81,617 
Total average assets$1,120,176
     $1,034,811
    Total average assets$1,509,297 $1,424,054 
           
Liabilities and Stockholders' Equity           Liabilities and Stockholders' Equity
Interest-bearing demand$26,280
 $20
 0.30% $18,018
 $9
 0.20%Interest-bearing demand$94,925 $321 1.37 %$99,862 $18 0.07 %
Statement savings28,238
 10
 0.14
 30,902
 12
 0.15
SavingsSavings23,547 0.03 23,699 0.03 
Money market255,097
 481
 0.75
 185,089
 211
 0.45
Money market500,440 2,725 2.21 616,401 378 0.25 
Certificates of deposit, retail342,599
 1,105
 1.28
 341,685
 1,021
 1.19
Certificates of deposit, retail311,728 1,777 2.31 287,545 859 1.21 
Certificates of deposit, brokered75,488
 317
 1.67
 70,964
 292
 1.63
Brokered depositsBrokered deposits135,187 1,507 4.52 — — — 
Total interest-bearing deposits727,702
 1,933
 1.05
 646,658
 1,545
 0.95
Total interest-bearing deposits1,065,827 6,332 2.41 1,027,507 1,257 0.50 
Advances from the FHLB and other borrowings197,098
 695
 1.40
 182,804
 363
 0.79
BorrowingsBorrowings137,600 912 2.69 95,000 300 1.28 
Total interest-bearing liabilities924,800
 2,628
 1.13
 829,462
 1,908
 0.91
Total interest-bearing liabilities1,203,427 7,244 2.44 1,122,507 1,557 0.56 
Noninterest bearing liabilities51,401
     43,659
    Noninterest bearing liabilities143,854 142,791 
Average equity143,975
     161,690
    Average equity162,016 158,756 
Total average liabilities and equity$1,120,176
     $1,034,811
    Total average liabilities and equity$1,509,297 $1,424,054 
Net interest income  $9,375
     $8,934
  Net interest income$11,256 $11,368 
Net interest margin    3.53%     3.64%Net interest margin3.22 %3.43 %


Provision for LoanCredit Losses.Management recognizes that loancredit losses may occur over the life of a loan and that the ALLLACL must be maintained at a level necessary to absorb specificmanagement’s estimated of credit losses over the remaining expected life of loans in the portfolio. The Company’s ACL model methodology is to build a reserve rate using historical life of loan default rates combined with assessment of current loan portfolio information, forecasted economic environment and business cycle information. The model uses statistical analysis to determine the life of loan default and loss rates for the quantitative component and analyzes qualitative factors (Q-Factors) that assess the current loan portfolio conditions and forecasted economic environment. The Q-Factors adjust the expected loss rates for current and forecasted conditions that are not fully provided for in the historical loss information. The Company has established a methodology for adjusting the previously determined expected loss rates based on impairedthe more recent or forecasted changes. The Q-Factor methodology is based on a blend of quantitative analysis and management judgement and reviewed on a quarterly basis.


42



Specific allowances result when individual loans do not share risk characteristics with other loans and probable losses inherent inmanagement performs an impairment analysis on the loan portfolio. Our methodology for analyzing the ALLL consists of two components: general and specific reserves. The general reserve is determined by applying factors to our various groups of loans. Management considers factors such as charge-off history, the prevailing economy, the regulatory environment, competition, geographic and loan type concentrations, policy and underwriting standards, nature and volume of the loan portfolio, managements’ experience level, our loan review and grading systems, the value of underlying collateral and the level of problemindividual loans in assessing the ALLL. The specific reserve component is created when management believes that all contractual amounts of principal and interest will not be paid as scheduled. Based on this impairment analysis, if the collectabilityrecorded investment in the loan is less than the market value of the collateral less costs to sell (“market value”), a specific loan has been impaired and a lossallowance is probable.established in the ACL for the loan. The amount of the specific reserves areallowance is computed using current appraisals, listed sales prices, and other available information less costs to complete, if any, and costs to sell the property. This evaluationanalysis is inherently subjective as it requiresrelies on estimates that are susceptible to significant revision as more information becomes available or ifas future events differ from current estimates.predictions.



The Company also records an allowance for credit losses on unfunded loan commitments. We estimate expected credit losses on unfunded commitments in which we are exposed to credit risk, unless we have the option to unconditionally cancel the obligation. Management determined that the initial adjustment to the allowance for credit losses on unfunded commitment due to the CECL transition was immaterial. The allowance for unfunded commitments is included in “Other Liabilities” on the Consolidated Balance Sheets, with changes to the balance being charged to noninterest expense.
48



During the quarterthree months ended September 30, 2017,March 31, 2023, management evaluated the adequacy of the ALLLACL and concluded that additionala $300,000 provision for loancredit losses was appropriate. The increase in the amountACL was due to the growth of the loan portfolio, the loan mix changes and changes in the economic forecasts used in the ACL model. In comparison, a $500,000 was appropriate for the quarter. For the quarter ended September 30, 2016, a $900,000recapture of provision for loan losses was recorded. Forrecognized in the third quarter of 2017, the provision for loan lossesthree months ended March 31, 2022. This recapture was primarily a resultattributed to $8.1 million of $70.2 million increasecommercial and multifamily loans downgraded to substandard, resulting in net loan receivables and recoveriesthese loans being removed from the general reserve calculation. An individual analysis of $325,000 of previously charged offthese loans for required specific reserves was instead performed which reduced the provision necessaryindicated no additional specific allowance was needed due to supporttheir collateral values being higher than the loan growth duringbalances. By removing these loans from the quarter. In comparison,general reserve calculations, the provision reported ingeneral allowance was reduced, contributing to the third quarterrecapture of 2016 was primarily a result of a $79.9 million increase in net loans receivable.the general allowance for some commercial and multifamily loans. For more information, see Note 5 - Loans Receivable and Allowance for Credit Losses.


































43



The following table summarizes selected financial data related to our ALLLshows certain credit ratios at and loan portfolio. All loanfor the periods indicated and each component of the ratio’s calculations.
At or For the Three Months Ended March 31,
20232022
 (Dollars in thousands)
ACL or ALLL as a percent of total loans1.33 %1.33 %
ACL or ALLL at period end$16,028 $15,159 
Total loans outstanding1,200,778 1,136,748 
Non-accrual loans as a percentage of total loans outstanding at period end0.02 %0.02 %
Total non-accrual loans$201 $179 
Total loans outstanding1,200,778 1,136,748 
ACL or ALLL as a percent of non-accrual loans at period end7,974.13 %8,468.86 %
ACL or ALLL at period end$16,028 $15,159 
Total non-accrual loans201 179 
Net recoveries/(charge-offs) during period to average loans outstanding:
One-to-four family residential:— %— %
Net recoveries during period$$
Average loans receivable, net (1)
473,633 390,236 
Multifamily:— %— %
Net recoveries/(charge-offs) during period$— $— 
Average loans receivable, net (1)
139,984 131,373 
Commercial:— %— %
Net recoveries/(charge-offs) during period$— $— 
Average loans receivable, net (1)
396,960 415,173 
Construction/land development:— %— %
Net recoveries/(charge-offs) during period$— $— 
Average loans receivable, net (1)
62,039 94,387 
Business:— %— %
Net recoveries/(charge-offs) during period$— $— 
Average loans receivable, net (1)
31,161 37,786 
Consumer:— %— %
Net recoveries/(charge-offs) during period$— $— 
Average loans receivable, net (1)
64,762 46,473 
Total loans:— %— %
Net recoveries during period$$
Average loans receivable, net (1)
1,168,539 1,115,428 
_______________
(1) The average loans receivable, net balances, include nonaccrual loans and ratios are calculated using loan balances that are net of LIP.deferred fees.




44




At or For the Three Months Ended September 30,

2017
2016
 (Dollars in thousands)
Total loans receivable, net of LIP, end of period$945,458
 $859,205
Average loans receivable during period879,075
 804,014
ALLL balance at beginning of period11,285
 10,134
Provision for loan losses500
 900
Charge-offs:

  
Consumer
 (28)
Total charge-offs
 (28)
Recoveries:

  
One-to-four family247
 
Commercial real estate78
 
Total recoveries325
 
Net recovery325
 (28)
ALLL balance at end of period$12,110
 $11,006
ALLL as a percent of total loans, net of LIP1.28% 1.28 %
Ratio of net recoveries to average net loans receivable0.15
 (0.01)

Noninterest Income. Noninterest income increased $58,000decreased $124,000 to $731,000$665,000 for the quarter ended September 30, 2017, from $673,000 forMarch 31, 2023, as compared to the quarter ended September 30, 2016. March 31, 2022.

The following table provides a detailed analysis of the changes in the components of noninterest income:
Three Months Ended March 31,
 20232022$ Change% Change
 (Dollars in thousands)
BOLI income$308 $288 $20 6.9 %
Wealth management revenue45 82 (37)(45.1)
Deposit related fees223 215 3.7 
Loan related fees91 199 (108)(54.3)
Other           (2)(7)(140.0)
Total noninterest income$665 $789 $(124)(15.7)
 Three Months Ended September 30, 2017 Change from Three Months Ended
September 30, 2016
 Percent Change
 (Dollars in thousands)
Service fees on deposit accounts$34
 $18
 112.5 %
Loan service fees                                61
 9
 17.3
Net gain on sale of investments47
 14
 42.4
BOLI change in cash surrender value173
 (78) (31.1)
Wealth management revenue252
 87
 52.7
Other           164
 8
 5.1
Total noninterest income                                           $731
 $58
 8.6


The increase in    During the quarterthree months ended September 30, 2017,March 31, 2023, as compared to the quarterthree months ended September 30, 2016, wasMarch 31, 2022, loan related fees decreased $108,000, primarily the result of an $87,000 increasedue to a $99,000 decrease in wealth management revenue. Increases of $18,000 and $9,000 occurred with our deposit and loan prepayment fees respectively,which slowed as a result of the increase in the number of our accounts. Offsetting these increases in noninterest income, the increase in the cash surrender value of our BOLI policies was $78,000 less forrising interest rates. Wealth management revenue decreased $37,000 during the three months ended September 30, 2017March 31, 2023, as compared to the same period in 2016. During the second quarter of 2017, we purchased $4.2 million in additional policies where

49



certain policy expenses are2022, primarily due to lower sales volume. These decreases were partially offset against theby a $20,000 increase in cash surrender value for the first year, resulting in a decrease to our BOLI income each quarter. Other noninterest incomeas a result of annual premiums and dividends on certain BOLI policies.

Noninterest Expense. Noninterest expense increased $367,000 to $9.0 million for the three months ended September 30, 2017 included $83,000 in interest rate swap fees received on loans where certain commercial loan customers participate in an interest rate swap with a third party broker institution and the Bank receives a fee that is recognized as other noninterest income at the time the loan is originated. In addition, ATM and debit card related fees increased $29,000 as a result of increased customer usage.

Noninterest Expense. Noninterest expense increased $1.5 million to $6.8March 31, 2023, from $8.6 million for the quarterthree months ended September 30, 2017 from $5.3 million for the comparable quarter in 2016.March 31, 2022.


The following table provides a detailed analysis of the changes in the components of noninterest expense:
Three Months Ended March 31,
 20232022$ Change% Change
 (Dollars in thousands)
Salaries and employee benefits$5,461 $5,261 $200 3.8 %
Occupancy and equipment1,165 1,228 (63)(5.1)
Professional fees                                417 452 (35)(7.7)
Data processing                                686 677 1.3 
Regulatory assessments101 101 — — 
Insurance and bond premiums130 129 0.8 
Marketing77 37 40 108.1 
Other general and administrative956 741 215 29.0 
Total noninterest expense$8,993 $8,626 $367 4.3 
 Three Months Ended September 30, 2017 Change from Three Months Ended
September 30, 2016
 Percent Change
 (Dollars in thousands)
Salaries and employee benefits$4,406
 $585
 15.3 %
Occupancy and equipment                                           726
 259
 55.5
Professional fees                                458
 
 
Data processing                                372
 113
 43.6
OREO related (reimbursements) expenses, net(6) 5
 (45.5)
Regulatory assessments122
 40
 48.8
Insurance and bond premiums                                           105
 19
 22.1
Marketing102
 35
 52.2
Other general and administrative551
 526
 2,104.0
Total noninterest expense                                           $6,836
 $1,582
 30.1 %


The Company recognizedDuring the nonrecurring acquisition costs related to the Branch Acquisition, such as system conversion costs, consulting, legal fees, and marketing and advertising costs of $290,000 included in the various noninterest expense categories below for the quarterthree months ended September 30, 2017. There were no acquisition costs in the quarter ended September 30, 2016.

Expenses forMarch 31, 2023, salaries and employee benefits increased $585,000 for the third quarter of 2017, as compared to the same period in 2016 primarily as a result of increases in costs due to the increase in the number of employees. As a result of our de novo branches, the Branch Acquisition and the development of new products, the number of employees increased to 146 at September 30, 2017 from 118 at September 30, 2016.

The number of our branch locations increased to nine at September 30, 2017 from four at September 30, 2016 resulting in increased operating expenses. During the quarter ended September 30, 2017, we converted our ATM processing system and continued to upgrade our original branch location to better serve our customers’ needs, resulting in a $259,000 increase in occupancy and equipment expense compared to the same period last year.

In support of our ATM conversion and Branch Acquisition, our data processing expense increased by $113,000 for the quarter ended September 30, 2017 as compared to the same period in 2016. The rate of the increase in data processing expense is expected to decline in future periods as we complete system conversion costs although our core processor service fees will increase reflecting the increase in deposit accounts activity from the growth in customer accounts.

Other general and administrative expenses increased by $526,000 for the three months ended September 30, 2017$200,000 as compared to the three months ended September 30, 2016March 31, 2022, primarily as a result of a $385,000 increasedue to merit based salary increases during the current quarter and higher vacancies in staffing in the year ago quarter, partially offset by the absence of compensation expense for unfunded commitments. This reserve is heldrelated to absorb estimated probable lossesthe Bank’s Employee Stock Ownership Plan which matured and was fully allocated during the third quarter of our unfunded lines of credit and construction loans and varies as a result of the timing of funding these types of loans.2022. In addition, general and administrative expenses relatedthe Company offered a profit-sharing plan to our ATM and debit cards increased by $50,000 for these comparative periodsits employees beginning in support of the conversion of our ATM processing system. As a result of our Branch Acquisition, other general and administrative expenses increased by $39,000 and the Bank recognized CDI amortization2023 which resulted in accrued expense of $15,000$226,000 for the three months ended September 30, 2017.March 31, 2023.


Federal Income Tax Expense. Our statutory income tax rate is 35%. We recorded federal income tax provisionsOther general and administrative expense increased $215,000, primarily due to a $60,000 increase in reserve for unfunded commitment, largely due to the adoption of $909,000ASC 326, a $54,000 increase in state and $847,000local taxes as well as increases in travel expenses, subscription and fraud losses.

Marketing expense increased to $77,000 for the quarters ended September 30, 2017, and 2016, respectively, as a result of our consolidated pretax

50



net income. Our effective tax rate as of September 30, 2017 was 30.1%, which reflected the year-to-date impact of stock options exercised during 2017. In comparison, the effective tax rate as of September 30, 2016 was 28.9%, which reflected reversal of nontaxable BOLI income and a 10% penalty on the early surrender a BOLI policy.

Comparison of Operating Results for the Nine Months Ended September 30, 2017 and 2016

General. Net income for the ninethree months ended September 30, 2017 was $6.1 million, or $0.58 per diluted shareMarch 31, 2023, as compared to net income of $5.9 million, or $0.47 per diluted share for the nine months ended September 30, 2016. During the nine months ended September 30, 2017, an increase in net interest income of $2.3 million and a $600,000 decrease in the provision for loan losses was partially offset by a $2.6 million increase in noninterest expense as compared to the same period in 2016.

Net Interest Income. Net interest income for the nine months ended September 30, 2017 was $27.2 million, as compared to $24.9 million$37,000 for the same period in 2016,2022, primarily due to increased marketing/promotional campaigns.
45



Partially offsetting these increases were decreases in occupancy and equipment expense of $63,000 primarily due to reduced facility/equipment maintenance, and in professional fees of $35,000, primarily due to $44,000 in expenses related to an Internal Asset Review audit in the $4.0 million increase in our interestfirst quarter of 2022 with no similar expense recorded during the current quarter.

Federal Income Tax Expense. The federal income partially offset by a $1.7 million increase in interest expense. The increase in total interest income was primarily the result of the $110.6 million growth in average loans receivable. Our net interest margin was stable at 3.59%tax provision decreased to $506,000 for the ninethree months ended September 30, 2017, compared to 3.58% for the nine months ended September 30, 2016.

The following table details the change in net interest income due to changes in yield or cost, or changes in the average balance of the related asset or liability:
 Nine Months Ended September 30, 2017
Compared to September 30, 2016 Net Change
 Rate Volume Total
 (In thousands)
Interest-earning assets:     
   Loans receivable, net$(555) $4,151
 $3,596
   Investments available-for-sale394
 (17) 377
   Interest-earning deposits with banks99
 (103) (4)
   FHLB stock41
 34
 75
Total net change in income on interest-earning assets(21) 4,065
 4,044
      
Interest-bearing liabilities:     
   Interest-bearing demand31
 5
 36
   Statement savings(1) (2) (3)
   Money market391
 95
 486
   Certificates of deposit, retail216
 169
 385
   Certificates of deposit, brokered(83) 110
 27
   Advances from the FHLB508
 269
 777
Total net change in expense on interest-bearing liabilities1,062
 646
 1,708
Total net change in net interest income$(1,083) $3,419
 $2,336

The $3.6 million increase in loan interest income was a result of the $110.6 million increase in average loans receivable for the nine months ended September 30, 2017March 31, 2023, as compared to the same period in 2016 partially offset by a decrease in the average yield to 4.93% from 5.02% for the nine months ended September 30, 2017 and 2016, respectively as loans originated during the past year were at lower average rates than those paying off.

Interest income on our investments available-for-sale increased $377,000 for the nine months ended September 30, 2017 as compared to the same period in 2016 primarily as a result of the 41 basis point increase in the yield on these assets. We have continued to restructure our portfolio of these securities to include additional longer term higher-yielding investment securities to increase earnings from our investment portfolio. Purchases of investments available-for-sale for the nine months ended September 30, 2017 included $11.6 million in fixed-rate securities and $11.9 million in variable-rate securities to assist in managing our interest-rate risk.


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Interest income on our interest-earning deposits decreased $4,000 for the nine months ended September 30, 2017 as compared to the same period in 2016, primarily as a result of the $26.8 million decrease in the average balance of these deposits as we shifted cash earning a nominal yield into higher yielding assets. Partially offsetting the impact of the decrease in average balance, the average yield earned on interest-earning deposits from the Federal Reserve Bank increased by 53 basis points year over year.

Partially offsetting the increase in interest income, interest expense increased $1.7 million for the nine months ended September 30, 2017 as compared to the same period in 2016. The average cost of interest-bearing deposits increased by 10 basis points for the nine months ended September 30, 2017, as compared to the same period in 2016. Interest expense on money market accounts increased by $486,000, year over year primarily due to an increase of 23 basis points in the cost of these funds and a $29.6 million increase in the average balance of these funds. In addition, interest expense on retail certificates of deposit increased by $385,000 from a combined result of a $19.5 million increase in the average balance of these accounts and a nine basis point increase in the cost of these funds. Interest expense on our FHLB advances and other borrowings increased by $777,000 for the nine months ended September 30, 2017, as compared to the same period in 2016 as a result of a $41.3 million increase in the average balance of FHLB advances and a 37 basis point increase in the cost of these funds.

The following table compares detailed average balances, associated yields and rates, and the resulting changes in interest and dividend income or expense for the nine months ended September 30, 2017 and 2016. Nonaccrual loans are included in the average balance of net loans receivable and are considered to carry a zero yield.

 Nine Months Ended September 30,
 2017 2016
 Average Balance Interest Earned / Paid Yield or Cost Average Balance Interest Earned / Paid Yield or Cost
 (Dollars in thousands)
Assets           
Loans receivable, net                                           $849,923
 $31,338
 4.93% $739,312
 $27,742
 5.02%
Investments available-for-sale131,457
 2,601
 2.65
 132,471
 2,224
 2.24
Interest-earning deposits with banks                                          25,008
 194
 1.04
 51,855
 198
 0.51
FHLB stock                      8,596
 211
 3.28
 6,878
 136
 2.64
Total interest-earning assets                                                      1,014,984
 34,344
 4.52
 930,516
 30,300
 4.35
Noninterest earning assets62,965
     59,127
    
Total average assets$1,077,949
     $989,643
    
            
Liabilities and Stockholders' Equity           
Interest-bearing demand$22,087
 $54
 0.33% $17,534
 $18
 0.14%
Statement savings27,893
 32
 0.15
 29,461
 35
 0.16
Money market228,559
 1,122
 0.66
 198,958
 636
 0.43
Certificates of deposit, retail349,091
 3,252
 1.25
 329,622
 2,867
 1.16
Certificates of deposit, brokered75,488
 940
 1.66
 67,345
 913
 1.81
Total interest-bearing deposits703,118
 5,400
 1.03
 642,920
 4,469
 0.93
Advances from the FHLB and other borrowings184,412
 1,710
 1.24
 143,092
 933
 0.87
Total interest-bearing liabilities887,530
 7,110
 1.07
 786,012
 5,402
 0.92
Noninterest bearing liabilities47,685
     36,545
    
Average equity142,734
     167,086
    
Total average liabilities and equity$1,077,949
     $989,643
    
Net interest income  $27,234
     $24,898
  
Net interest margin    3.59%     3.58%


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Provision for Loan Losses. During the nine months ended September 30, 2017, management evaluated the adequacy of the ALLL and concluded that a provision for loan losses in the amount of $800,000 was appropriate for the period. The provision for the nine months ended September 30, 2017 was primarily a reflection of the $116.8 million growth in net loans receivable partially offset by recoveries of $359,000. For the nine months ended September 30, 2016, a provision for loan losses of $1.4 million was recorded as a result of $160.9 million in net loan growth.

The following table summarizes selected financial data related to our ALLL and loan portfolio. All loan balances and ratios are calculated using loan balances that are net of LIP.
 At or For the Nine Months Ended September 30,
 2017 2016
 (Dollars in thousands)
Total loans receivable, net of LIP, end of period$945,458
 $859,206
Average loans receivable during period849,923
 739,312
ALLL balance at beginning of period10,951
 9,463
Provision for loan losses800
 1,400
Charge-offs:   
Consumer
 (47)
Total charge-offs
 (47)
Recoveries:   
One-to-four family280
 85
Commercial real estate78
 104
Consumer1
 1
Total recoveries359
 190
Net recovery359
 143
ALLL balance at end of period$12,110
 $11,006
ALLL as a percent of total loans, net of LIP1.28% 1.28%
Ratio of net recoveries to average net loans receivable (annualized)0.06
 0.03

Noninterest Income. Noninterest income increased to $2.0 million for the nine months ended September 30, 2017, from $1.9 million$771,000 for the same period in 2016. The following table provides2022, primarily due to a detailed analysis of the changes in the components of noninterest income:
 Nine Months Ended September 30, 2017 Change from
Nine Months Ended
September 30, 2016
 Percent Change
 (Dollars in thousands)
Service fees on deposit accounts$96
 $36
 60.0 %
Loan service fees                                215
 34
 18.8
Net gain on sale of investments103
 70
 212.1
BOLI change in cash surrender value490
 (151) (23.6)
Wealth management revenue699
 43
 6.6
Other           394
 104
 35.9
Total noninterest income                                           $1,997
 $136
 7.3

Service fees on deposit and loan accounts increased primarily as a result of changes in the number of deposit accounts reflecting our branch expansion, the Branch Acquisition and organic growth. The net gain on sales of investments increased by $70,000 as we continue sales of securities as part of the restructure of our investment portfolio, as discussed above. Additional increases were noted in other noninterest income, with increases of $54,000 in interest rate swap fees and $45,000 in ATM and debit card related fees as a result of increased customer usage. Partially offsetting the increases, the increase in BOLI cash surrender value was $151,000 lower for the nine months ended September 30, 2017 as compared to the nine months ended September 30,

53



2016 as we purchased $4.2$1.4 million in new policies in 2017 that apply certain policy expenses during the initial year against the policy value, offsetting the increase in the cash surrender value.

Noninterest Expense. Noninterest expense increased $2.6 million to $19.7 million for the nine months ended September 30, 2017 as compared to the same period in 2016.

The following table provides a detailed analysis of the changes in the components of noninterest expense:
 Nine Months Ended September 30, 2017 Change from
Nine Months Ended
September 30, 2016
 Percent Change
 (Dollars in thousands)
Salaries and employee benefits$13,100
 $1,664
 14.6 %
Occupancy and equipment                                           1,785
 322
 22.0
Professional fees                                1,379
 (108) (7.3)
Data processing                                1,131
 431
 61.6
OREO-related (reimbursements) expenses, net14
 (285) (95.3)
Regulatory assessments330
 11
 3.4
Insurance and bond premiums                                           302
 42
 16.2
Marketing202
 57
 39.3
Other general and administrative1,497
 507
 51.2
Total noninterest expense                                           $19,740
 $2,641
 15.4

The Company recognized nonrecurring acquisition costs related to the Branch Acquisition, such as system conversion costs, consulting, legal fees, and marketing and advertising costs of $609,000 included in the various noninterest expense categories below for the nine months ended September 30, 2017. There were no acquisition costs in the nine months ended September 30, 2016.
Salaries and employee benefits expense increased $1.7 million for the nine months ended September 30, 2017 as compared to the same period in 2016. The number of employees increased over the last year as we added employees to support our branch expansion and the development of new products. Likewise, occupancy and equipment expenses increased as a result of our branch expansion and the Branch Acquisition as well as upgrading our original branch location. Data processing increased by $431,000 during these same periods primarily as a result of the cost of data conversion related to the Branch Acquisition. These increases were partially offset by a $285,000 decrease in OREO related expenses as we incurred valuation write-downs for the nine months ended September 30, 2017 of $50,000 as compared to write-downs of $257,000 for the nine months ended September 30, 2016. In addition, sales of OREO properties resulted in a gain of $5,000 as compared to a loss of $87,000 for the nine months ended September 30, 2017 and 2016, respectively. Our branch expansion and the Branch Acquisition also increased our marketing costs over the last year. Other general and administrative expenses increased by $507,000 for the nine months ended September 30, 2017 primarily as a result of a $68,000 expense for the reserve for unfunded commitments in 2017 as compared to a recovery of $201,000 for the same period in 2016. In addition, deposit operating expense increased by $46,000 for the nine months ended September 30, 2017, year over year, in support of our Branch Acquisition and overall growth in our deposit accounts. Also contributing to the increase in other expense, state taxes increased by $57,000 for the nine months ended September 30, 2017 as compared to the same period in 2016 as a result of the addition of California state taxes as a result of our loan expansion into that state.

Federal Income Tax Expense. Our statutory income tax rate is 35%. We recordedbefore federal income tax provisions of $2.6 millionprovision.

Liquidity and $2.4 million for the nine months ended September 30, 2017, and 2016 as a result of our consolidated net income. Our effective tax rate for the nine months ended September 30, 2017 was 30.1% partially as a result of tax benefit from the exercise of stock options in 2017. In comparison, the effective tax rate for the nine months ended September 30, 2016 was 28.9% as a result of the reversal of noninterest income and a tax penalty from the early surrender of BOLI policies, partially offset by a benefit from the exercise of stock options.Capital Resources

Liquidity


We are required to have enoughsufficient cash flow in order to maintain sufficientproper liquidity to ensure a safe and sound operation. We maintain cash flows above the minimum level believed to be adequate to meet the requirements of normal operations, including

54



potential deposit outflows. On a daily basis, we review and update cash flow projections to ensure that adequate liquidity is maintained.


Our primary sources of funds are customer deposits, cash flow from thescheduled loan and investment portfolios,repayments, including interest payments, maturing loans and investment securities, advances from the FHLB, brokered deposits and to a lesser extent, brokered certificates of deposit.deposits obtained in the national CD and internet markets. These funds, together with equity, are used to makefund loans, acquire investment securities and other assets, and fund continuing operations. At September 30, 2017, retail certificates of deposit scheduled to mature in one year or less totaled $165.9 million. Management’s practice is to maintain deposit rates at levels that are competitive with other local financial institutions. While maturities and the scheduled amortization of loans are a predictable source of funds, deposit flows and mortgage prepayments are greatly influenced by the level of interest rates, economic conditions and competition. We believe that our current liquidity position, and our forecasted operating results are sufficient to fund all of our existing commitments.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments such as overnight deposits or other investment securities. On a longer term basis, we maintain a strategy of investing in various lending products. We use our sources of funds primarily to meet ongoing commitments, to pay maturing certificates of deposit and withdrawals on other deposit accounts, to fund loan commitments, and to maintain our portfolio of investment securities. At March 31. 2023, the undisbursed portion of construction LIP and unused portion of lines of credit totaled $39.0 million and $38.1 million, respectively. Certificates of deposit scheduled to mature in one year or less at March 31, 2023, totaled $378.3 million. Management’s policy is to maintain deposit rates at levels that are competitive with other local financial institutions. Based on historical experience, we believe that a significant portion of maturing certificates of deposit will remain with the Bank.

We measure our liquidity based on our ability to fund our assets and to meet liability obligations when they come due. Liquidity (and funding) risk occurs when funds cannot be raised at reasonable prices or in a reasonable time frame to meet our normal or unanticipated obligations. We regularly monitor the mix between our assets and our liabilities to manage effectively our liquidity and funding requirements.


When retail deposits are not readily available and/or cost effectivesufficient to provide the funds for our assets, or if other sources are available with more favorable rates or structure, we use alternative funding sources. These sources include, but are not limited to:to, advances from the FHLB, which are collateral dependent, wholesale funding, national certificates of deposit listing services, brokered deposits, national CD markets, internet deposit gathering sources, federal funds purchased, and dealer repurchase agreements, as well as other short-term alternatives. We may also liquidate assets to meet our funding needs. The balanceDuring the first quarter of our investments available-for-sale increased $8.62023, management elected to obtain additional funds in the wholesale markets due to the considerable volatility in the bank industry. At March 31, 2023, we had $191.4 million from Decemberin brokered deposits, which comprised of $156.2 million of brokered certificates of deposit, $25.1 million of interest-bearing demand deposits and $10.1 network money market deposits. At March 31, 2016, to $137.8 million at September 30, 2017, and represents a ready source of cash if needed. The balance of our interest-earning deposits with banks decreased by $11.5 million from December 31, 2016 to September 30, 2017, as we shifted cash into higher yielding assets. At September 30, 2017,2023, the Bank maintained credit facilities with the FHLB totaling $377.8$676.2 million, subject to qualifying collateral limits that reduced our pledged collateral to $475.4 million, with an outstanding balance of $191.5$160.0 million. At September 30, 2017,As further funding sources, we also had available a totalthe ability to borrow $69.1 million from the FRB, and $75.0 million from unused lines of $35.0 million credit facilities with other financial institutions, with no balance outstanding.outstanding from these sources at March 31, 2023. For additional information, see the Consolidated Statements of Cash Flows in Item 1 of this Form 10-Q.report.

To assist in our funds acquisition and interest rate risk management efforts, management utilizes the national brokered deposit market and maintained a balance at September 30, 2017 of $75.5 million of brokered certificates of deposit. In contrast to most retail certificate of deposit offerings which provide the depositor with an option to withdraw their funds prior to maturity, subject to an early withdrawal penalty, certificates of deposit acquired in the brokered market limits the depositor ability to withdraw the funds before the end of the term (except in the case of death or adjudication of incompetence of a depositor) which greatly reduces early redemption risk associated with retail deposits. This strategy may include, but is not necessarily limited to, raising longer term deposits (with terms greater than three years) that assist the Bank in its interest rate risk management efforts. At September 30, 2017, brokered certificates of deposit had a remaining maturity of 10 to 40 months. Most of these certificates also provide the Bank the option to redeem the deposit after six months, a favorable distinction compared to retail certificate of deposit terms that are offered in our local market. With these redemption limitations and call features, the cost of these brokered deposits is generally higher than our retail certificate of deposit offerings. Consequently, as we increase our brokered deposits, our cost of funds may increase.

First Financial Northwest is a separate legal entity from the Bank and, on a stand-alone level, must provide for its own liquidity and pay its own operating expenses and cash dividends. First Financial Northwest's primary sources of funds consist of dividends from the Bank, although there are regulatory requirements related to the ability of the Bank to pay dividends. At September 30, 2017, the Company (on an unconsolidated basis) had liquid assets of $14.1 million and short-term liabilities of $245,000.


On a monthly basis we estimate our liquidity sources and needs for the next sixtwelve months. Also, we determine funding concentrations and our need for sources of funds other than deposits. This information is used by our Asset/Liability Management Committee (“ALCO”) in forecasting funding needs and investing opportunities.

We incur capital expenditures on an ongoing basis to expand and improve our product offerings, enhance and modernize our technology infrastructure, and to introduce new technology-based products to compete effectively in our
46



markets. We evaluate capital expenditure projects based on a variety of factors, including expected strategic impacts (such as forecasted impact on revenue growth, productivity, expenses, service levels and customer retention) and our expected return on investment. The amount of capital investment is influenced by, among other things, current and projected demand for our services and products, cash flow generated by operating activities, cash required for other purposes and regulatory considerations.

Based on our current capital allocation objectives, during the remainder of fiscal 2023 we expect cash expenditures of $1.3 million for capital investment in property, plant and equipment. In addition, we currently expect to continue our current practice of paying quarterly cash dividends on our common stock subject to our Board of Directors' discretion to modify or terminate this practice at any time and for any reason without prior notice. Our current quarterly common stock dividend rate is $0.13 per share, as approved by our Board of Directors, which we believe is a dividend rate per share which enables us to balance our multiple objectives of managing and investing in the Company, and returning a substantial portion of our cash to our shareholders. Assuming continued payment of quarterly dividends during 2023 at a rate of $0.13 per share, our average total dividend paid each quarter would be approximately $1.2 million based on the number of outstanding shares at March 31, 2023.

At March 31, 2023, we project that our fixed commitments for the remainder of the fiscal year ending December 31, 2023, will include (i) $649,000 of operating lease payments and (ii) other future obligations and accrued expenses of $23.3 million. At March 31, 2023, $95.0 million of our $160.0 million in FHLB borrowings were short-term and tied to interest rate swap agreements and are expected to be renewed as they mature during 2023. We believe that our current liquidity position and our expected operating results are sufficient to fund all of our existing commitments.

Commitments and Off-Balance Sheet Arrangements

We are a party to financial instrumentsliquid assets combined with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and the unused portions of lines of credit. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated financial statements. Commitments to extend credit andavailable lines of credit are not recorded as an asset or liability by us until the instrument is exercised. At September 30, 2017 and December 31, 2016, we had no commitments to originate loans for sale.


55



Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the loan agreement. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. We evaluate each customer’s creditworthiness on a case-by-case basis. The amount of the collateral obtained, if deemed necessary by us upon the extension of credit, is based on our credit evaluation of the customer. The amount and type of collateral required varies, but may include real estate and income-producing commercial properties.
The following table summarizes our outstanding commitments to advance additional amounts pursuant to outstanding lines of credit and to disburse funds related to our construction loans at September 30, 2017:
   Amount of Commitment Expiration
 Total Amounts Committed Through One Year After One Through Three Years After Three Through Five Years After Five Years
 (In thousands)
Unused portion of lines of credit                                                      $24,782
 $1,934
 $14,187
 $3,570
 $5,091
Undisbursed portion of construction loans91,316
 40,075
 51,241
 
 
Total commitments$116,098
 $42,009
 $65,428
 $3,570
 $5,091

We anticipate that we will continue to have sufficient funds and alternative funding sourcesprovide adequate liquidity to meet our current commitments.financial obligations for at least the next 12 months.


As of September 30, 2017, the Bank had seven operating leases with initial terms of four months to eight years which carry minimum lease payments of $30,000 per month. All seven leases offer extension periods. The Bank signed an additional lease agreement in April 2017 for the new branch office in Bothell, Washington that is expected to open in the first quarter of 2018. As part of the Branch Acquisition, the Bank assumed the leases for the Woodinville, Lake Stevens, and Smokey Point branch locations.
First Financial Northwest and its subsidiaries from time to time are involved in various claims and legal actions arising in the ordinary course of business. There are currently no matters that in the opinion of management would have a material adverse effect on First Financial Northwest’s consolidated financial position, results of operation, or liquidity.

Capital

At September 30, 2017,Our total stockholders’ equity totaled $140.8was $159.6 million or 12.1% of total assets. Our book value per share of common stock was $13.08 at September 30, 2017, compared to $12.63 at DecemberMarch 31 2016., 2023. Consistent with our goal to operate a sound and profitable financial organization we actively seek to maintain the Bank as a “well-capitalized” status“well capitalized” institution in accordance with regulatory standards.

As of September 30, 2017,March 31, 2023, the Bank and consolidated Company exceeded all regulatoryregulatory capital requirements andrequirements. Regulatory capital ratios for the Bank as of March 31, 2023 were as follows: Total capital to risk-weighted assets was considered “well capitalized” under regulatory capital guidelines of the FDIC. The following table provides our capital requirements and actual results.


56



 At September 30, 2017
 Actual For Minimum Capital Adequacy Purposes To be Categorized as “Well Capitalized”
  Amount Ratio  Amount Ratio  Amount Ratio
  (Dollars in thousands)
Tier I leverage capital (to average assets)           
Bank only$120,665
 10.80% $44,677
 4.00% $55,846
 5.00%
Consolidated139,594
 12.48
 44,734
 4.00
 55,918
 5.00
Common equity tier I ("CET1") (to risk-weighted assets)           
Bank only120,665
 12.94
 41,969
 4.50
 60,622
 6.50
Consolidated139,594
 14.93
 42,062
 4.50
 60,756
 6.50
Tier I risk-based capital (to risk-weighted assets)           
Bank only120,665
 12.94
 55,959
 6.00
 74,612
 8.00
Consolidated139,594
 14.93
 56,082
 6.00
 74,776
 8.00
Total risk-based capital (to risk-weighted assets)           
Bank only132,334
 14.19
 74,612
 8.00
 93,265
 10.00
Consolidated151,289
 16.19
 74,776
 8.00
 93,471
 10.00

In addition to the minimum CET1,15.59%; Tier 1 total capital and leverageCommon equity tier 1 capital to risk-weighted assets was 14.33%; and Tier 1 capital to total assets was 10.24%. At March 31, 2023, the Bank met the financial ratios to be considered well-capitalized under the regulatory guidelines. In addition, the Bank is required to maintain a capital conservation buffer consisting of additional CET1Common equity Tier 1 capital greater than 2.5% of risk-weighted assets above the required minimum regulatory capital levels in order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses based on percentages of eligible retained income that could be utilized for such actions. This newAt March 31, 2023, the Bank’s capital conservation buffer requirement beganwas 7.59%. See Item 1. “Business – How We Are Regulated – Regulation and Supervision of First Financial Northwest Bank – Capital Requirements” included in the 2022 Form 10-K for additional information regarding regulatory capital requirements for the Bank.

The Accumulated Other Comprehensive Income (“AOCI”) component of capital includes a variety of items, including the value of our available-for-sale investment securities portfolio and the value of our derivative instruments, net of tax. We model various interest rate scenarios that could impact these elements of AOCI and believe that we have sufficient capital to be phasedwithstand the estimated potential fluctuations in starting in January 2016 at 0.625%a variety of risk-weighted assets and will increase each year until fully implemented to an amount equal to 2.5% of risk-weighted assets in January 2019. As of September 30, 2017, the conservation buffer was 1.25%.interest rate environments.    


Item 3. Quantitative and Qualitative Disclosures about Market Risk


General. Our Board of Directors has approved an asset/liability management policy to guide management in maximizing net interest incomerate spread by managing the differences in terms between interest-earning assets and interest-bearing liabilities while maintaining acceptable levels of liquidity, capital adequacy, interest rate sensitivity,risk, credit risk, and profitability. The policy established an Investment, Asset/Liability Committee (“ALCO,”) comprised of certain members of senior management and the Board of Directors. The Committee’s purpose is to manage,communicate, coordinate and communicatemanage our asset/liability position consistent with our business plan and Board-approved policy.policies. The ALCO meets quarterly to review various areas including:
economic conditions;
interest rate outlook;
asset/liability mix;
interest rate risk sensitivity;
current market opportunities to promote specific products;
47



historical financial results;
projected financial results; and
capital position.

Additionally, the    The Committee also reviews current and projected liquidity needs. As part of its procedures, the ALCOCommittee regularly reviews our interest rate risk by modelingforecasting the impact that changes in interest rates may have on earnings, particularly net interest income. Theincome and the market value of portfolio equity, which is defined as the net present value of an institution’s existing assets, less its liabilities and off-balance sheet instruments is also modeled under several scenarios of changing interest rates. In both cases, results are evaluated and compared withevaluating such impacts against the maximum potential change in the market value of portfolio equity that is authorized by the Board of Directors.

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Our Risk When Interest Rates Change. The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk.


We have utilized the following strategies in our efforts to manage interest rate risk:


we are originating shorter term higher yielding loans, whenever possible;
we have attempted, where possible, to extend the maturitiesincrease balances of ournon-maturity deposits which typically fund our long-term assets;that are less interest rate sensitive;    
we have investedinvest in securities with relatively short average lives, generally less than eight years;
we have added adjustable-rate loans to our loan portfolio;
we have addedutilize brokered certificates of deposit with a call option as a new funding source; and
we have utilized anutilize interest rate swapswaps to effectively fix the rate on $50.0 million ofcertain FHLB advances.


We have evaluated the use of derivative instruments to limit the impact of interest rate changes on earnings prepayment penalties and cash flows and to lower our cost of borrowing while taking into account variablevarious elements of interest rate risk. On October 25, 2016, the Bank entered into a Cash Flow Hedge agreement to effectively fix the rate on $50.0 million of FHLB advances. We are using this interest rate swapswaps which qualify as a cash flow hedge as a tool to lower the cost of certain FHLB advances as compared to the fixed rates offered by the FHLB for its longer term advances. At September 30, 2017, pursuant toMarch 31, 2023, the Cash Flow Hedge agreement weBank held seven interest rate swap agreements with a $50.0total notional amount of $95.0 million, notional paya weighted-average fixed receive floating cash flow hedge. Theinterest rate of 1.05%, and weighted average remaining maturity of 44 months. Under the interest rate agreements, the Bank pays a fixed interest rate, of 1.34% for five years and in turn, will receive an interest paymentreceives a floating rate based on three-month1-month or 3-month LIBOR which resets quarterly. The hedge instrument isrates to coincide with each agreement’s reset frequency for an original term of four to eight years. Concurrently at the onset of each interest rate agreement, the Bank secured a $50.0 millionfixed rate FHLB fixed-rate three-month advance that is renewed atresets to market rate on the fixedsame cycle as the corresponding interest rate at that time.swap agreement. Entering into this hedge agreementthese agreements has allowed the Bank to secure fixed rate funding at a lower cost than a traditional five-year fixed rate FHLB advance. We will continue to review similar instruments and may continue to utilize them for interest rate risk management in the future.


Interest rate contracts, however, may expose us to the risk of loss associated with variations in the spread between the interest rate contract and the hedged item. In addition, these contracts carry volatility risk that the expected uncertainty relating to the price of the underlying asset differs from what is anticipated. If any interest rate swapsswap we enter into proveproves ineffective, it could result in volatility in our operating results, including potential losses, which could have a material adverse effect on our results of operations and cash flows. In addition, we may determine that it is appropriate to unwind some or all of our derivative instruments, based on our assessments of the continued appropriateness of our balance sheet risks and derivative positions.


Brokered Deposits. During the third quarter of 2014, management addedManagement utilizes the national brokered deposit market from time to time as an additional source of funds and to assist efforts in managing interest rate risk. Utilizing brokered deposits might result in increased regulatory scrutiny, as such deposits are not viewed as favorably as core retail deposits and there can be no assurance that the Bank will be allowed to include brokered deposits in its deposit mix in the future. While management will attempt to weigh the benefits of brokered deposits against the costs and risks, there can be no assurance that its conclusions will necessarily be aligned with those of the Bank’s regulators.


How We Measure the Risk of Interest Rate Changes. We monitor our interest rate sensitivity on a quarterly basis to measureby measuring the change inimpact of changes to net interest income in varyingmultiple rate environments. Management retains the services of a
48



third-party consultant with over 30 years of experience in asset-liability management to assist in its interest rate risk and asset-liability management. Management uses various assumptions to evaluate the sensitivity of our operations to changes in interest rates. Although management believes these assumptions are reasonable, the interest rate sensitivity of our assets and liabilities on net interest income and the market value of portfolio equity could vary substantially if different assumptions were used or actual experience differsresults differ from these assumptions. Although certain assets and liabilities may have similar maturities or periods of repricing, they may react differently to changes in market interest rates. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities lag behind changes in market interest rates. Non-uniform changes and fluctuations in market interest rates across various maturities will also affect the results presented. In addition, certain assets, such as adjustable-rate mortgage loans, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. AFurther, a portion of our adjustable-rate loans have interest rate floors below which the loan’s contractual interest rate may not adjust. Approximately 49.4%61.9% of our totalnet loans net LIP, were adjustable-rate loans at September 30, 2017.March 31, 2023. At that date, $170.5$379.0 million, or 36.5%51.0%, of these loans, with a weighted-average of 4.30%, were at their floor. A portion of these loans are set to reprice at defined time intervals. Adjustable rate loans that are based on prime rate plus a specified margin recalculate each time the prime rate changes. When the floor rate is above a prime rate based loan’s fully indexed rate, the Bank will not receive the benefit of increasing market rates until prime rate increases enough where the fully indexed rate exceeds the loans floor rate. At March 31, 2023, the Bank’s net loans receivable included $159.5 million of prime based loans, with no loans at a weighted-average interestfloor rate of 4.21%.that exceeded their fully indexed rate.


The inability of our loans to adjust downward with the presence of floors can contribute to increased income in periods of declining interest rates, although this result is subject to the risk that borrowers may refinance these loans during periods of declining interest rates. However, when loans are at their floors, there is a further risk that our interest income may not increase as rapidly as our cost of funds

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during periods of increasing interest rates. Furthermore, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate from those assumed. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all these factors in monitoring our interest rate exposure.


The assumptions we use to monitor interest rate risk are based upon a combination of proprietary and market data that reflect historical results and current market conditions. These assumptions relate to interest rates, loan prepayments, deposit decay rates and the market value of certain assets under the various interest rate scenarios. We use market data to determine prepayments and maturities of loans, investments and borrowings and use our own assumptions on deposit decay rates. The exception to this isrates except for time deposits. Time deposits which are modeled to reprice to market rates upon their stated maturities. We also assume that non-maturity depositsdeposit rates can be maintained with rate adjustments not directly proportionate to the change in market interest rates, based upon our historical deposit decay rates, which are substantially lower than market decay rates. We have demonstrated in the past that the tiering structure of our deposit accounts during changing rate environments results in relatively lower volatility and less than market rate changes in our interest expense for deposits. We tier our deposit accounts by balance and rate, whereby higher balances within an account earn higher rates of interest. Therefore, deposits that are not very rate sensitive (generally, lower balance tiers) are separated from deposits that are rate sensitive (generally, higher balance tiers). When interest rates rise, we doassume we will not have to raise interest rates proportionately on less rate sensitive accounts to retain these deposits. These assumptions are based upon our analysis of our customer base, competitive factors and historical experience. In the event of a significant change in interest rates, however, prepayment and early withdrawal levels might deviate from those assumed.


Our income simulation model examines changes in net interest income in which interest rates were assumed to remain at their base level, instantaneously increase bywith instantaneous increases and decreases of 100, 200, 300, and 300 basis points or decline immediately by 100400 basis points. Reductions of rates by 200 and 300 basis points were not reported due to the current low rate environment.


The following table illustrates the estimated change in our net interest income at September 30, 2017 that would occur inover the event of an instantaneous change in interest rates equally across all maturities, with no effect given to any steps that we might take to counter the effect of that interest rate movement.
Net Interest Income Change at September 30, 2017
Basis Point Change in Rates Net Interest Income % Change
(Dollars in thousands)
+300 $36,482
 (2.64)%
+200 36,811
 (1.76)
+100 37,232
 (0.64)
Base 37,470
 
(100) 37,400
 (0.19)

The following table illustrates the change in our net portfolio value (“NPV”) at September 30, 2017next 12 months from March 31, 2023, that would occur in the event of an immediate change in interest rates equally across all maturities, with no effect given to any steps that wethe Bank might take to counter the effect of that interest rate movement.
Basis Point       Net Portfolio as % of Market
Change in 
Net Portfolio Value (1)
 Portfolio Value of Assets Value of
Rates Amount 
$ Change (2)
 % Change 
NPV Ratio (3)
 
% Change (4)
 
Assets (5)
  (Dollars in thousands)
+300 $115,974
 $(37,204) (24.29)% 10.77% (3.21)% $1,077,194
+200 128,008
 (25,170) (16.43) 11.60
 (2.17) 1,103,773
+100 142,338
 (10,840) (7.08) 12.56
 (0.93) 1,133,374
Base 153,178
 
 
 13.20
 
 1,160,270
(100) 158,870
 5,692
 3.72
 13.41
 0.49
 1,184,854
_____________ 

(1) The net portfolio value is the difference between the present value of the discounted cash flows of assets and liabilities and represents the market value of the Company’s equity for any given interest rate scenario. Net portfolio value is useful for

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49





determining, on a market value basis, how equity changes in response to various interest rate scenarios. Large changes in net portfolio value reflect increased interest rate sensitivity and generally more volatile earnings streams.
Net Interest Income Change at March 31, 2023
Basis Point Change in RatesNet Interest Income% Change
(Dollars in thousands)
+400$40,329(7.80)%
+300$41,177(5.86)
+200$42,011(3.96)
+100$42,967(1.77)
Base$43,742
(100)$45,2193.38
(200)$45,2743.50
(300)$44,3641.42
(400)$44,4091.52
(2) The increase or decrease in net portfolio value at the indicated interest rates compared to the net portfolio value assuming no change in interest rates.
(3) Net portfolio value divided by the market value of assets.
(4) The increase or decrease in the net portfolio value divided by the market value of assets.
(5) The market value of assets represents the value of assets under the various interest rate scenarios and reflects the sensitivity of those assets to interest rate changes.


The net interest income and net portfolio value tablestable presented above areis predicated upon a stable balance sheet with no growth or change in asset or liability mix. In addition, the net portfolio value is based upon the present value of discounted cash flows using our estimates of current replacement rates to discount the cash flows. The effects of changes in interest rates in the net interest income table are based upon a cash flow simulation of our existing assets and liabilities and assuming that delinquency rates would not change as a result of changes in interest rates, although there can be no assurance that this will be the case. Delinquency rates may change when interest rates change as a result of changes in the loan portfolio mix, underwriting conditions, loan terms or changes in economic conditions that have a delayed effect on the portfolio. Even if interest rates change in the designated amounts, there can be no assurance that our assets and liabilities would perform as set forth above.assumed. Also, a change in U.S. Treasury rates in the designated amounts accompanied by a change in the shape of the Treasury yield curve would cause changes to the net portfolio value and net interest income other than those indicated above.


At September 30, 2017,March 31, 2023, other than the interest rate swap agreements we have entered into, through the Cash Flow Hedge agreement, we did not have any derivative financial instruments or trading accounts for any class of financial instruments, nor have we engaged in any other hedging activities or purchased off-balance sheet derivative instruments. However, we continue to review such instruments and may utilize them for interest rate risk management in the future. Interest rate risk continues to be one of our primary risks, as other types of risks, such as foreign currency exchange risk and commodity pricing risk do not arise in the normal course of our business activities and operations.


Item 4. Controls and Procedures


The management of First Financial Northwest, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Securities Exchange Act of 1934 (“Exchange Act”). A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that its objectives are met. Also, 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. Additionally, in designing disclosure controls and procedures, our management was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures is also 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. As a result of these inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Furthermore, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

(a)
Evaluation of Disclosure Controls and Procedures: An evaluation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) was carried out under the supervision and with the participation of our Chief Executive Officer, Chief Financial Officer (Principal Financial Officer) and several other members of our senior management as of the end of the period covered by this report. Our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2017, our disclosure controls and procedures were effective in ensuring that the information required to be disclosed by us in the reports we file or submit under the Exchange Act is (i) accumulated and communicated to our management (including the Chief Executive Officer and Chief 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.

(b)
Changes in Internal Controls: In the quarter ended September 30, 2017, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.



(a)Evaluation of Disclosure Controls and Procedures: An evaluation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) was carried out under the supervision and with the participation of our Chief Executive Officer (Principal Executive Officer), Chief Financial Officer (Principal Financial Officer) and several other members of our senior management as of the end of the period covered by this report. Our Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2023, our disclosure controls and procedures were effective in ensuring that the information required to be disclosed by us in the reports we file or submit under the Exchange Act is (i) accumulated and communicated to our management (including the Chief Executive Officer and Chief 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.
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(b)Changes in Internal Controls: In the quarter ended March 31, 2023, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II

Item 1. Legal Proceedings


From time to time, we are engaged in various legal proceedings in the ordinary course of business, none of which are currently considered to have a material impact on our financial position or results of operations.


Item 1A. Risk Factors


There have been noThe following risk factor represents a material changesupdate and addition to the risk factors previously disclosed in Part I, Item 1Athe Company’s 2022 Form 10-K. The risks and uncertainties described in the 2022 Form 10-K continue to be present and should be carefully reviewed. These are not the only risks and uncertainties that the Company faces. Additional risks and uncertainties that we do not currently know about or that we currently believe are immaterial, or that we have not predicted, may also harm our business operations or adversely affect the Company. If any of these risks or uncertainties actually occurs, our business, financial condition, operating results or liquidity could be adversely affected.

Recent events impacting the financial services industry could adversely affect our results of operations and financial condition.

Late in the first quarter of 2023, the financial services industry was negatively affected by the bank failures involving Silicon Valley Bank and Signature Bank. More recently, First Republic Bank was acquired by JP Morgan Chase after being seized by the FDIC. The adverse events involving Silicon Valley Bank and Signature Bank caused significant volatility in the trading prices of stock of publicly traded bank holding companies and have decreased confidence in banks among depositors and investors. Such ramifications could continue or worsen in light of the recent failure and acquisition of First Republic Bank. Banking regulators’ actions in response to these events have included ensuring that depositors of Silicon Valley and Signature would have access to their deposits, including uninsured deposit accounts, establishing the Bank Term Funding Program as an additional source of liquidity for banks generally, and most recently facilitating the acquisition of First Republic by JP Morgan Chase. Continued concerns relating to these adverse events could result in a reduction in demand for our products and services, including withdrawals of uninsured deposits, and could impact profitability and stockholders’ equity. The premiums of the FDIC’s deposit insurance program are expected to increase, and banking regulators have signaled further review of regulatory requirements and the potential for changes to laws or regulations governing banks and bank holding companies. Changes resulting from these events could include increased regulatory oversight, higher capital requirements or changes in the way regulatory capital is calculated, and the impositions of additional restrictions through regulatory changes or supervisory or enforcement activities, each of which could have a material impact on our business.

Risks contained in our corporate bond portfolio from securities issued by other financial institutions could adversely impact our financial condition and results of operations.

The majority of our 2016 Form 10-K.corporate bond portfolio is comprised of subordinated debentures and bonds issued by other financial institutions. If the market perception of any of these financial institutions or the financial institutions industry in general deteriorates, we will see additional declines in the value of the securities issued by the financial institutions and it will adversely impact our financial condition. Further, if any of these financial institutions fail, we will suffer losses that will adversely impact our financial condition and results of operations.


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


(a)     Not applicable

(b)     Not applicable





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(c)    The following table summarizes First Financial Northwest’s common stock repurchases during the third quarter of 2017, underthree months ended March 31, 2023:
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Repurchased as Part of Publicly Announced Plan
Maximum Number of Shares that May Yet Be Repurchased Under the Plan (1)
January 1 - January 31, 2023— $— — 456,000 
February 1 - February 28, 2023— — — 456,000 
March 1 - March 31, 2023— — — 456,000 
— — — 
(1) On October 3, 2022, the repurchase plan effective May 30, 2017 through November 30, 2017:

Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Repurchased as Part of Publicly Announced Plan Maximum Number of Shares that May Yet Be Repurchased Under the Plan
         
July 1 - July 31, 2017 
 
 
 1,077,300
August 1 - August 31, 2017 71,000
 16.00
 71,000
 1,006,300
September 1 - September 30, 2017 219,500
 $15.99
 219,500
 786,800
  290,500
   290,500
  

On May 22, 2017, theCompany’s Board of Directors authorizedannounced a repurchase plan authorizing the repurchase of up to 1,100,000 shares of the Company’s common stock, or 10%5% of the Company’s outstanding stock, or approximately 456,000 shares. Shares areThis plan commenced on October 31, 2022 and expired on March 17, 2023. No stock was repurchased under a pre-arranged stock trading plan in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.        this plan.


Item 3. Defaults Upon Senior Securities


Not applicable.


Item 4. Mine Safety Disclosures


Not applicable.



Item 5. Other Information


Not applicable.

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Item 6. Exhibits and Financial Statement Schedules
 
(a)       Exhibits
 
3.1
3.2
4.04.1 
10.1
10.2
10.3
10.4
10.5
10.6
10.7
10.8
10.9
31.110.9
10.10
10.11
10.12
10.13
10.14
10.15
31.1
31.2
32
101
The following materials from First Financial Northwest’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017,March 31, 2023, formatted in Extensible Business Reporting Language (XBRL): (1) Consolidated Balance Sheets; (2) Consolidated Income Statements; (3) Consolidated Statements of Comprehensive Income; (4) Consolidated Statements of Stockholders’ Equity; (5) Consolidated Statements of Cash Flows; and (6) Selected Notes to Consolidated Financial Statements.


 _____________
(1)
Filed as an exhibit to First Financial Northwest’s Registration Statement on Form S-1 (333-143539)
(2)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated June 15, 2017.
(3)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated December 5, 2013.
(4)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated September 9, 2014.
(5)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated July 11, 2017.
(6)
Filed as Appendix A to First Financial Northwest’s definitive proxy statement dated April 15, 2008.
(7)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated June 15, 2016.
(8)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated July 1, 2008.
(9)
Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated September 8, 2017.

(1)Filed as an exhibit to First Financial Northwest’s Registration Statement on Form S-1 on June 6, 2007 (333-143539)

(2)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated May 15, 2020.
(3)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated December 5, 2013.
(4)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated September 9, 2014.
(5)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated January 15, 2020.
(6)Filed as Appendix A to First Financial Northwest’s definitive proxy statement dated April 15, 2008.
(7)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated June 15, 2016.
(8)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated July 1, 2008.
(9)Filed as an exhibit to First Financial Northwest’s Quarterly Report on Form 10-Q for March 31, 2018 filed on May 8, 2018.
(10)Filed as an exhibit to First Financial Northwest’s Registration Statement on Form S-8 on June 15, 2016 (333-212029)
(11)Filed as an exhibit to First Financial Northwest’s Quarterly Report on Form 10-Q for September 30, 2018 filed November 7, 2018.
(12)Filed as an exhibit to First Financial Northwest’s Current Report on Form 8-K dated December 21, 2020.




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SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
FIRST FINANCIAL NORTHWEST, INC. 
Date: November 7, 2017May 11, 2023By:/s/Joseph W. Kiley III
Joseph W. Kiley III
President and Chief Executive Officer (Principal Executive Officer)
Date: November 7, 2017May 11, 2023By:/s/Richard P. Jacobson
Richard P. Jacobson
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date: November 7, 2017May 11, 2023By:/s/Christine A. HuestisEva Q. Ngu
Christine A. HuestisEva Q. Ngu
Vice President and Controller (Principal Accounting Officer)

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Exhibit Index

Exhibit No.Description
31.1
31.2
32
101
The following materials from First Financial Northwest’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, formatted in Extensible Business Reporting Language (XBRL): (1) Consolidated Balance Sheets; (2) Consolidated Income Statements; (3) Consolidated Statements of Comprehensive Income; (4) Consolidated Statements of Stockholders’ Equity; (5) Consolidated Statements of Cash Flows; and (6) Selected Notes to Consolidated Financial Statements.




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