Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

 

 

For the quarterly period ended JuneSeptember 30, 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: 001-36741

FIRST NORTHWEST BANCORP

 

(Exact name of registrant as specified in its charter)

   

Washington

 

46-1259100

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer I.D. Number)

 

 

 

105 West 8th Street, Port Angeles, Washington

 

98362

(Address of principal executive offices)

 

(Zip Code)

 

 

 

Registrant's telephone number, including area code:

 

(360) 457-0461

 

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

 

Title of each class:

 

Trading Symbol(s):

 

Name of each exchange on which registered:

Common Stock, par value $0.01 per share

 

FNWB

 

The 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 No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes No

 

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

 

Large accelerated filer

Accelerated filer

Emerging growth company

Non-accelerated filer

Smaller reporting company

  

 

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

 

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

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of August 4,November 6, 2023, there were 9,631,6829,618,440 shares of common stock, $0.01 par value per share, outstanding.

 

1

 

 

FIRST NORTHWEST BANCORP

FORM 10-Q

TABLE OF CONTENTS

 

 

PART 1 - FINANCIAL INFORMATION

 

 

Page

Item 1 - Financial Statements (Unaudited)

3

 

 

Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations

42

 

 

Item 3 - Quantitative and Qualitative Disclosures About Market Risk

60

 

 

Item 4 - Controls and Procedures

60

 

 

PART II - OTHER INFORMATION

 

 

 

Item 1 - Legal Proceedings

61

 

 

Item 1A - Risk Factors

61

 

 

Item 2 - Unregistered Sales of Equity Securities, and Use of Proceeds, and Issuer Purchases of Equity Securities

61

 

 

Item 3 - Defaults Upon Senior Securities

62

 

 

Item 4 - Mine Safety Disclosures

62

 

 

Item 5 - Other Information

62

 

 

Item 6 - Exhibits

62

 

 

SIGNATURES

63

 

 

As used in this report, the terms, "we," "our," and "us," and "Company" refer to First Northwest Bancorp ("First Northwest"), its consolidated subsidiary and its former joint venture controlling interest, unless the context indicates otherwise. When we refer to "First Fed" or the "Bank" in this report, we are referring to First Fed Bank, the wholly owned subsidiary of First Northwest Bancorp. When we refer to "Quin" or "Quin Ventures" in this report, we are referring to Quin Ventures, Inc., a former First Northwest joint venture. First Northwest and the Bank are collectively referred to as the "Company." For periods prior to June 30, 2023, Company references also include Quin Ventures.

 

 

2

 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements (Unaudited)

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share information) (Unaudited)

 

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 

ASSETS

            

Cash and due from banks

 $19,294 $17,104  $20,609 $17,104 

Interest-earning deposits in banks

 59,008 28,492  63,277 28,492 

Investment securities available for sale, at fair value

 321,963 326,569  309,324 326,569 

Loans held for sale

 2,049 597  689 597 

Loans receivable (net of allowance for credit losses on loans of $17,297 and $16,116)

 1,620,863 1,531,435 

Loans receivable (net of allowance for credit losses on loans of $16,945 and $16,116)

 1,618,033 1,531,435 

Federal Home Loan Bank (FHLB) stock, at cost

 12,621 11,681  12,621 11,681 

Accrued interest receivable

 7,480 6,743  8,093 6,743 

Premises and equipment, net

 18,140 18,089  17,954 18,089 

Servicing rights on sold loans, at fair value

 3,825 3,887  3,729 3,887 

Bank-owned life insurance, net

 40,066 39,665  40,318 39,665 

Equity and partnership investments

 14,569 14,289  14,623 14,289 

Goodwill and other intangible assets, net

 1,087 1,089  1,087 1,089 

Deferred tax asset, net

 15,031  14,091  16,611  14,091 

Prepaid expenses and other assets

  26,882  28,339   26,577  28,339 

Total assets

 $2,162,878 $2,042,070  $2,153,545 $2,042,070 
          

LIABILITIES AND SHAREHOLDERS' EQUITY

            

Deposits

 $1,653,122 $1,564,255  $1,657,762 $1,564,255 

Borrowings

 303,397 285,358  300,416 285,358 

Accrued interest payable

 1,367 455  2,276 455 

Accrued expenses and other liabilities

 44,286  32,344  34,651  32,344 

Advances from borrowers for taxes and insurance

  1,149  1,376   2,375  1,376 

Total liabilities

  2,003,321   1,883,788   1,997,480   1,883,788 
          

Shareholders' Equity

          

Preferred stock, $0.01 par value, authorized 5,000,000 shares, no shares issued or outstanding

        

Common stock, $0.01 par value, authorized 75,000,000 shares; issued and outstanding 9,633,496 shares at June 30, 2023, and 9,703,581 shares at December 31, 2022

 96 97 

Common stock, $0.01 par value, authorized 75,000,000 shares; issued and outstanding 9,630,735 shares at September 30, 2023, and 9,703,581 shares at December 31, 2022

 96 97 

Additional paid-in capital

 95,360 95,508  95,658 95,508 

Retained earnings

 111,750 114,424  113,579 114,424 

Accumulated other comprehensive loss, net of tax

 (40,066) (40,543) (45,850) (40,543)

Unearned employee stock ownership plan (ESOP) shares

  (7,583)  (7,913)  (7,418)  (7,913)

Total parent's shareholders' equity

 159,557 161,573  156,065 161,573 

Noncontrolling interest in Quin Ventures, Inc.

    (3,291)    (3,291)

Total shareholders' equity

  159,557  158,282   156,065  158,282 

Total liabilities and shareholders' equity

 $2,162,878 $2,042,070  $2,153,545 $2,042,070 

 

See selected notes to the consolidated financial statements.

 

3

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share data) (Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

June 30,

  

June 30,

  

September 30,

  

September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 

INTEREST INCOME

                  

Interest and fees on loans receivable

 $21,299  $16,081  $40,803  $30,617  $21,728  $17,778  $62,531  $48,395 

Interest on investment securities

 3,336  2,715  6,518  4,990  3,368  2,817  9,886  7,807 

Interest on deposits and other

 617  46  1,021  84  524  118  1,545  202 

FHLB dividends

  222   119   414   171   214   142   628   313 

Total interest income

  25,474   18,961   48,756   35,862   25,834   20,855   74,590   56,717 

INTEREST EXPENSE

                  

Deposits

 6,209  796  10,562  1,513  7,699  1,251  18,261  2,764 

Borrowings

  3,283   922   5,907   1,620   3,185   1,400   9,092   3,020 

Total interest expense

  9,492   1,718   16,469   3,133   10,884   2,651   27,353   5,784 

Net interest income

 15,982  17,243  32,287  32,729  14,950  18,204  47,237  50,933 

Provision for (recapture of) credit losses

  300   500   (200)  500 

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

  15,682   16,743   32,487   32,229 

PROVISION FOR CREDIT LOSSES

         

Provision for credit losses on loans

 880 750 1,195 1,250 

Recapture of provision for credit losses on unfunded commitments

  (509)    (1,024)   

Provision for credit losses

  371   750   171   1,250 

Net interest income after provision for credit losses

 14,579  17,454  47,066  49,683 

NONINTEREST INCOME

                  

Loan and deposit service fees

 1,064  1,091  2,205  2,264  1,068  1,302  3,273  3,566 

Sold loan servicing fees and servicing rights mark-to-market

 (191) 27  302  459  98  206  400  665 

Net gain on sale of loans

 58  231  234  484  171  285  405  769 

Net (loss) gain on sale of investment securities

   (8)   118 

Net gain on sale of investment securities

       118 

Increase in cash surrender value of bank-owned life insurance

 190  213  416  465  252  221  668  686 

Other income

  590   668   888   835   1,315   320   2,203   1,155 

Total noninterest income

  1,711   2,222   4,045   4,625   2,904   2,334   6,949   6,959 

NONINTEREST EXPENSE

                  

Compensation and benefits

 8,180  9,735  16,017  18,538  7,795  9,045  23,812  27,583 

Data processing

 2,080  1,870  4,118  3,642  1,945  1,778  6,063  5,420 

Occupancy and equipment

 1,214  1,432  2,423  2,599  1,173  1,499  3,596  4,098 

Supplies, postage, and telephone

 435  408  790  721  292  322  1,082  1,043 

Regulatory assessments and state taxes

 424  441  813  802  446  365  1,259  1,167 

Advertising

 929  1,405  1,970  2,157  501  645  2,471  2,802 

Professional fees

 884  629  1,690  1,188  929  695  2,619  1,883 

FDIC insurance premium

 313  211  570  434  369  219  939  653 

Other expense

  758   832   1,697   1,713   926   807   2,623   2,520 

Total noninterest expense

  15,217   16,963   30,088   31,794   14,376   15,375   44,464   47,169 

Income before provision for income taxes

 2,176  2,002  6,444  5,060  3,107  4,413  9,551  9,473 

Provision for income taxes

  475   467   1,300   1,021   603   818   1,903   1,839 

Net income

 1,701  1,535  5,144  4,039  2,504  3,595  7,648  7,634 

Net loss attributable to noncontrolling interest in Quin Ventures, Inc.

  75   953   160   1,255      696   160   1,951 

Net income attributable to parent

 $1,776  $2,488  $5,304  $5,294  $2,504  $4,291  $7,808  $9,585 
                  

Basic and diluted earnings per common share

 $0.20  $0.27  $0.59  $0.58  $0.28  $0.47  $0.87  $1.04 
                  

 

See selected notes to the consolidated financial statements.

 

4

 

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(In thousands) (Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

June 30,

  

June 30,

  

September 30,

  

September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 
  

Net income

 $1,701  $1,535  $5,144  $4,039  $2,504  $3,595  $7,648  $7,634 
  

Other comprehensive (loss) income:

  

Unrealized holding (losses) gains on investments available for sale arising during the period

 (4,152) (16,875) 639  (36,329)

Income tax benefit related to unrealized holding (losses) gains on investments

 1,115  3,545  86  7,629 

Unrealized holding losses on investments available for sale arising during the period

 (8,327) (15,954) (7,688) (52,283)

Income tax benefit related to unrealized holding losses on investments

 1,787  3,350  1,873  10,979 

Amortization of unrecognized DB plan prior service cost

 38  36  76  73  37  37  113  110 

Income tax provision related to amortization of DB plan prior service cost

 (8) (7) (16) (15) (8) (9) (24) (24)

Unrealized holding gains (losses) on derivatives

 1,336    (392)   925    533   

Income tax (provision) benefit related to unrealized holding gains (losses) on derivatives

 (287)   84    (198)   (114)  

Reclassification adjustment for net (gains) losses on sales of securities realized in income

   8    (118)       (118)

Income tax (provision) benefit related to reclassification adjustment on sales of securities

     (1)     25 

Other comprehensive (loss) income, net of tax

  (1,958)  (13,294)  477   (28,735)

Income tax benefit related to reclassification adjustment on sales of securities

           25 

Other comprehensive loss, net of tax

  (5,784)  (12,576)  (5,307)  (41,311)

Comprehensive (loss) income

  (257)  (11,759)  5,621   (24,696)  (3,280)  (8,981)  2,341   (33,677)

Comprehensive loss attributable to noncontrolling interest

  (75)  (953)  (160)  (1,255)

Comprehensive (loss) income attributable to noncontrolling interest

     (696)  (160)  (1,951)

Comprehensive (loss) income attributable to parent

 $(182) $(10,806) $5,781  $(23,441) $(3,280) $(8,285) $2,501  $(31,726)

 

 

 

 

See selected notes to the consolidated financial statements.

 

5

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the Three Months Ended JuneSeptember 30, 2023 and 2022

(Dollars in thousands, except share information) (Unaudited)

 

 

Common Stock

  

Additional Paid-in

  

Retained

  

Unearned ESOP

  

Accumulated Other Comprehensive Loss,

  

Noncontrolling

  

Total Shareholders'

  

Common Stock

  

Additional Paid-in

  

Retained

  

Unearned ESOP

  

Accumulated Other Comprehensive Loss,

  

Noncontrolling

  

Total Shareholders'

 
 

Shares

  

Amount

  

Capital

  

Earnings

  

Shares

  

Net of Tax

  

Interest

  

Equity

  

Shares

  

Amount

  

Capital

  

Earnings

  

Shares

  

Net of Tax

  

Interest

  

Equity

 
  

Balance at March 31, 2022

 10,003,622  $100  $96,473  $105,546  $(8,407) $(15,153) $(783) $177,776 

Balance at June 30, 2022

 9,950,172  $100  $96,479  $107,000  $(8,242) $(28,447) $(1,736) $165,154 

Net income

        4,291       (696) 3,595 

Common stock issued

 115,777 1 1,868          1,869 

Common stock repurchased

 (79,054)   (790) (491)        (1,281)

Restricted stock award forfeitures net of grants

 (3,350) (1) 1            

Restricted stock awards canceled

 (5,504)   (89)          (89)

Other comprehensive loss, net of tax

            (12,576)    (12,576)

Share-based compensation expense

      404           404 

ESOP shares committed to be released

      51     165       216 

Cash dividends declared ($0.07 per share)

              (693)              (693)

Balance at September 30, 2022

  9,978,041  $100  $97,924  $110,107  $(8,077) $(41,023) $(2,432) $156,599 
 
 

Balance at June 30, 2023

 9,633,496  $96  $95,360  $111,750  $(7,583) $(40,066) $  $159,557 

Net income

        2,488       (953) 1,535         2,504         2,504 

Common stock repurchased

 (52,618) (1) (525) (333)        (859) (1,073)   (10) (2)        (12)

Restricted stock award grants net of forfeitures

 575  1  (1)            1,918                

Restricted stock awards canceled

 (1,407)   (27)         (27) (3,606)   (43)          (43)

Other comprehensive loss, net of tax

            (13,294)    (13,294)            (5,784)    (5,784)

Share-based compensation expense

     479       479       349           349 

ESOP shares committed to be released

      80     165       245       2     165       167 

Cash dividends declared ($0.07 per share)

            (701)           (701)              (673)              (673)

Balance at June 30, 2022

  9,950,172  $100  $96,479  $107,000  $(8,242) $(28,447) $(1,736) $165,154 
 
 

Balance at March 31, 2023

 9,674,055  $97  $95,333  $114,139  $(7,749) $(38,108) $(3,376) $160,336 

Net income

        1,776       (75) 1,701 

Common stock repurchased

 (30,176) (1) (301) (39)     (341)

Restricted stock award forfeitures net of grants

 (8,911)           

Restricted stock awards canceled

 (1,472)   (17)         (17)

Other comprehensive loss, net of tax

        (1,958)   (1,958)

Close out investment in Quin Ventures

      (3,451)    3,451  

Share-based compensation expense

     358       358 

ESOP shares committed to be released

      (13)    166       153 

Cash dividends declared ($0.07 per share)

            (675)           (675)

Balance at June 30, 2023

  9,633,496  $96  $95,360  $111,750  $(7,583) $(40,066) $  $159,557 

Balance at September 30, 2023

  9,630,735  $96  $95,658  $113,579  $(7,418) $(45,850) $  $156,065 

 

 

See selected notes to the consolidated financial statements.

 

6

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the SixNine Months Ended JuneSeptember 30, 2023 and 2022

(Dollars in thousands, except share information) (Unaudited)

 

 

Common Stock

 

Additional Paid-in

 

Retained

 

Unearned ESOP

 

Accumulated Other Comprehensive Loss,

 

Noncontrolling

 

Total Shareholders'

  

Common Stock

 

Additional Paid-in

 

Retained

 

Unearned ESOP

 

Accumulated Other Comprehensive Loss,

 

Noncontrolling

 

Total Shareholders'

 
 

Shares

  

Amount

  

Capital

  

Earnings

  

Shares

  

Net of Tax

  

Interest

  

Equity

  

Shares

  

Amount

  

Capital

  

Earnings

  

Shares

  

Net of Tax

  

Interest

  

Equity

 
  

Balance at December 31, 2021

 9,972,698  $100  $96,131  $103,014  $(8,572) $288  $(481) $190,480  9,972,698  $100  $96,131  $103,014  $(8,572) $288  $(481) $190,480 

Net income

        5,294       (1,255) 4,039         9,585       (1,951) 7,634 

Common stock issued

 115,777 1 1,868       1,869 

Common stock repurchased

 (52,618) (1) (525) (333)        (859) (131,672) (1) (1,315) (824)        (2,140)

Restricted stock award grants net of forfeitures

 40,418  1  (1)            37,068                

Restricted stock awards canceled

 (10,326)  (222)         (222) (15,830)  (311)         (311)

Other comprehensive loss, net of tax

            (28,735)    (28,735)            (41,311)    (41,311)

Reclassification resulting from change in accounting method, net of tax

        424         424         424         424 

Share-based compensation expense

     890       890      1,294       1,294 

ESOP shares committed to be released

      206     330       536       257     495       752 

Cash dividends declared ($0.14 per share)

            (1,399)           (1,399)

Balance at June 30, 2022

  9,950,172 $100 $96,479 $107,000 $(8,242) $(28,447) $(1,736) $165,154 

Cash dividends declared ($0.21 per share)

            (2,092)           (2,092)

Balance at September 30, 2022

  9,978,041 $100 $97,924 $110,107 $(8,077) $(41,023) $(2,432) $156,599 
  
  

Balance at December 31, 2022

 9,703,581  $97  $95,508  $114,424  $(7,913) $(40,543) $(3,291) $158,282  9,703,581  $97  $95,508  $114,424  $(7,913) $(40,543) $(3,291) $158,282 

Net income

        5,304       (160) 5,144         7,808       (160) 7,648 

Common stock repurchased

 (74,617) (1) (745) (222)     (968) (75,690) (1) (755) (224)     (980)

Restricted stock award grants net of forfeitures

 16,338               18,256              

Restricted stock awards canceled

 (11,806)  (162)         (162) (15,412)  (205)         (205)

Other comprehensive income, net of tax

        477    477 

Other comprehensive loss, net of tax

        (5,307)   (5,307)

Reclassification resulting from adoption of Accounting Standards Codification 326, net of tax

      (2,951)     (2,951)      (2,951)     (2,951)

Close out investment in Quin Ventures

      (3,451)    3,451        (3,451)    3,451  

Share-based compensation expense

     749       749      1,098       1,098 

ESOP shares committed to be released

      10     330       340       12     495       507 

Cash dividends declared ($0.14 per share)

          (1,354)         (1,354)

Balance at June 30, 2023

  9,633,496  $96  $95,360  $111,750  $(7,583) $(40,066) $  $159,557 

Cash dividends declared ($0.21 per share)

          (2,027)         (2,027)

Balance at September 30, 2023

  9,630,735  $96  $95,658  $113,579  $(7,418) $(45,850) $  $156,065 

 

See selected notes to the consolidated financial statements.

 

7

 

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands) (Unaudited)

 

 

Six Months Ended June 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 

Cash flows from operating activities:

          

Net income before noncontrolling interest

 $5,144 $4,039  $7,648 $7,634 

Adjustments to reconcile net income to net cash from operating activities:

          

Depreciation and amortization

 799 983  1,201 1,547 

Amortization of core deposit intangible

 2 7  2 10 

Amortization and accretion of premiums and discounts on investments, net

 711 898  1,078 1,280 

(Accretion) amortization of deferred loan fees and purchased premiums, net

 (160) 571  (451) 619 

Amortization of debt issuance costs

 39 39  58 58 

Change in fair value of sold loan servicing rights

 137 53  303 91 

Additions to servicing rights on sold loans, net

 (75) (98) (145) (143)

(Recapture of) provision for credit losses

 (200) 500 

Provision for credit losses on loans

 1,195 1,250 

Recapture of provision for credit losses on unfunded commitments

 (1,024)  

Allocation of ESOP shares

 340 404  507 546 

Share-based compensation expense

 749 890  1,098 1,294 

Gain on sale of loans, net

 (234) (484) (405) (769)

Gain on sale of securities available for sale, net

  (118)  (118)

Increase in cash surrender value of life insurance, net

 (416) (465) (668) (686)

Origination of loans held for sale

 (13,294) (16,487) (21,351) (22,272)

Proceeds from sale of loans held for sale

 12,076 17,035  21,664 23,538 

Change in assets and liabilities:

          

Increase in accrued interest receivable

 (737) (513) (1,350) (1,366)

Decrease (increase) in prepaid expenses and other assets

 1,299 (3,854) 2,151 (4,191)

Increase in accrued interest payable

 912 68 

Increase (decrease) in accrued interest payable

 1,821 (288)

Increase in accrued expenses and other liabilities

  10,699  5,788   1,960  5,680 

Net cash provided by operating activities

 17,791 9,256  15,292 13,714 
          

Cash flows from investing activities:

          

Purchase of securities available for sale

  (78,409)  (78,409)

Proceeds from maturities, calls, and principal repayments of securities available for sale

 4,535 19,565  8,480 26,937 

Proceeds from sales of securities available for sale

  12,685   12,685 

Purchase of FHLB stock

 (940) (5,206) (940) (6,765)

Early surrender of bank-owned life insurance policy

 15   15  

Net increase in loans receivable

 (91,792) (112,363) (89,551) (172,727)

Purchase of premises and equipment, net

 (850) (2,442) (1,066) (2,556)

Capital contributions to equity and partnership investments

 (209) (6,979) (335) (7,628)

Capital disbursements received from equity and partnership investments

 347   99  

Capital contributions to low-income housing tax credit partnerships

  (23)

Capital contributions to historic tax credit partnerships

    (1,829)    (1,829)

Net cash used by investing activities

  (88,894)  (174,978)  (83,298)  (230,315)

 

See selected notes to the consolidated financial statements.

 

8

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands) (Unaudited)

 

 

Six Months Ended June 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 

Cash flows from financing activities:

          

Net increase in deposits

 $88,867 $144  $93,507 $24,655 

Proceeds from long-term FHLB advances

 15,000 10,000  15,000  

Repayment of long-term FHLB advances

 (10,000)   (15,000)  

Net increase in short-term FHLB advances

 14,000 112,000  19,000 161,000 

Net (decrease) increase in line of credit

 (1,000) 8,000  (4,000) 12,000 

Net decrease in advances from borrowers for taxes and insurance

 (227) (174)

Net increase in advances from borrowers for taxes and insurance

 999 1,116 

Payment of dividends

 (1,354) (1,388) (2,025) (2,072)

Restricted stock awards canceled

 (162) (222) (205) (311)

Repurchase of common stock

  (968)  (859)  (980)  (2,140)

Net cash provided by financing activities

  104,156  127,501   106,296  194,248 

Net increase (decrease) in cash and cash equivalents

 33,053 (38,221) 38,290 (22,353)

Cash and cash equivalents at beginning of period

  45,596   126,016   45,596   126,016 

Cash and cash equivalents at end of period

 $78,649 $87,795  $83,886 $103,663 
          

Supplemental disclosures of cash flow information:

          

Cash paid for interest on deposits and borrowings

 $15,557 $3,065  $25,532 $6,072 

Cash paid for income taxes

 $1,811 $1,110  $1,859 $2,954 
          

Supplemental disclosures of noncash investing activities:

          

Change in unrealized gain (loss) on securities available for sale

 $639 $(36,447)

Change in unrealized (loss) gain on cash flow hedges

 $(392) $ 

Change in unrealized loss on securities available for sale

 $(7,688) $(52,401)

Change in unrealized gain (loss) on fair value hedge

 $533 $ 

Cumulative adjustment to servicing rights asset due to election of fair value option

 $ $538  $ $538 

Cumulative effect of adoption of ASU 2016-13 Financial Instruments - Credit Losses on January 1, 2023

 $(3,735) $  $(3,735) $ 

Lease liabilities arising from obtaining right-of-use assets

 $152 $ 

Investment in partnership acquired through issuance of shares

 $ $1,869 

 

See selected notes to the consolidated financial statements.

 

9

 

FIRST NORTHWEST BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

Note 1 - Basis of Presentation and Critical Accounting Policies

 

Organization and nature of business - First Northwest Bancorp, a Washington corporation ("First Northwest"), became the holding company of First Fed Bank ("First Fed" or the "Bank") on January 29, 2015, upon completion of the Bank's conversion from a mutual to stock form of organization (the "Conversion").

 

In connection with the Conversion, the Company issued an aggregate of 12,167,000 shares of common stock at an offering price of $10.00 per share for gross proceeds of $121.7 million. An additional 933,360 shares of Company common stock and $400,000 in cash were contributed to the First Federal Community Foundation ("Foundation"), a charitable foundation that was established in connection with the Conversion, resulting in the issuance of a total of 13,100,360 shares. The Company received $117.6 million in net proceeds from the stock offering of which $58.4 million was contributed to the Bank upon Conversion.

 

Pursuant to the Bank's Plan of Conversion (the "Plan") adopted by its Board of Directors, and as approved by its members, the Company established an employee stock ownership plan ("ESOP"). On December 18, 2015, the ESOP completed its open market purchases, with funds borrowed from the Company, of 8% of the common stock issued in the Conversion for a total of 1,048,029 shares.

 

In April 2021, First Northwest entered into an Amended and Restated Joint Venture Agreement (the "Joint Venture Agreement") with the Bank, POM Peace of Mind, Inc. ("POM"), and Quin Ventures, Inc. ("Quin Ventures"). First Northwest extended $8.0 million to Quin Ventures under a capital financing agreement and related promissory note and issued 29,719 shares of the Company's common stock to POM with a value of $500,000. Quin Ventures sold substantially all of its assets in December 2022 to Quil Ventures Inc., at which time POM returned the 29,719 shares previously issued and the Joint Venture Agreement was terminated. As part of the sale transaction, the Company received a 5% ownership stake in Quil Ventures Inc. valued at $225,000 and recorded a $1.5 million commitment receivable. In June 2023, First Northwest determined that Quin Ventures was no longer a going concern. The Company wrote off the remaining investment in Quin Ventures through retained earnings in accordance with applicable non-controlling interest accounting methods. The noncontrolling interest in Quin Ventures balance was moved to retained earnings, with no change to total shareholders' equity as a result of the transaction.

 

On October 31, 2021, the Bank converted from a State Savings Bank Charter to a State Commercial Bank Charter and was simultaneously renamed First Fed Bank from First Federal Savings and Loan Association of Port Angeles.

 

On August 5, 2022, First Northwest's election to be treated as a financial holding company became effective, allowing the Company to engage in activities that are financial in nature or incidental to financial activities.

 

First Northwest and the Bank are collectively referred to as the "Company." For periods prior to June 30, 2023, Company references also include Quin Ventures.

 

First Northwest's business activities generally are limited to passive investment activities and oversight of its investment in First Fed and former controlling interest in Quin Ventures. Accordingly, the information set forth in this report, including the consolidated unaudited financial statements and related data, relates primarily to the Bank for balance sheet related disclosures and the Bank and Quin Ventures for income statement related disclosures.

 

The Bank is a community-oriented financial institution providing commercial and consumer banking services to individuals and businesses in western Washington State with offices in Clallam, Jefferson, Kitsap, King, and Whatcom counties. These services include deposit and lending transactions that are supplemented with borrowing and investing activities.

 

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 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 our audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022. In our opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the consolidated financial statements in accordance with GAAP have been included. Operating results for the three and sixnine months ended JuneSeptember 30, 2023, are not necessarily indicative of the results that may be expected for future periods.

 

 

10

 
In preparing the unaudited interim 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 in the near term relate to a determination of the allowance for credit losses ("ACL"), fair value of financial instruments and derivatives, and deferred tax assets and liabilities.

 

Principles of consolidation - The accompanying consolidated financial statements include the accounts of First Northwest; its wholly owned subsidiary, First Fed, and its former controlling interest in Quin Ventures. All material intercompany accounts and transactions have been eliminated in consolidation. Through June 2023, First Northwest and POM shared equal ownership in Quin Ventures; however, it was previously determined that First Northwest had a controlling interest for financial reporting purposes under Accounting Standards Codification 810. The Quin Ventures net loss allocable to POM is shown on the financial statements where applicable through a noncontrolling interest adjustment.

 
Subsequent events - The Company has evaluated subsequent events for potential recognition and disclosure and has included additional information where appropriate.
 
Recently adopted accounting pronouncements
 
Credit Losses
On January 1, 2023, the Company adopted FASB ASU 2016- 13 Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which replaces the incurred loss methodology with a current expected credit loss ("CECL") methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loans receivable and held-to-maturity securities. It also applies to off-balance sheet credit exposures such as loan commitments, standby letters of credit, financial guarantees, and other similar instruments. In addition, the CECL adoption made changes to the accounting for investment securities available for sale.

 

The Company adopted ASU 2016-13 using the modified retrospective method for all financial assets measured at amortized cost and unfunded commitments. This method resulted in recording a cumulative-effect adjustment as of the beginning of 2023 with no change to prior periods. The Company elected not to measure an ACL on accrued interest receivable on loans receivable or accrued interest receivable on investment securities available for sale as Company policy is to reverse interest income for uncollectible accrued interest receivable balances in a timely manner.

 

Results for the reporting period beginning after January 1, 2023, are presented under ASU 2016-13, while prior period amounts were not restated and continue to be reported in accordance with previously applicable GAAP. The accounting policies for prior periods are included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022.

 

The accounting policies for all financial instruments impacted by the CECL adoption are as follows:

 

Investment Securities

A debt security is placed on nonaccrual status at the time any principal or payments become more than 90 days delinquent. Interest accrued, but not received for a security placed on nonaccrual, is reversed against interest income during the period that the debt security is placed on nonaccrual status.

 

Allowance for Credit Losses on Investment Securities

Management evaluates the need for an ACL on investment securities ("ACLI") on at least a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. For investment securities available for sale in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before the recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For investment securities available for sale that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency and adverse conditions specifically related to the security, among other factors. The credit loss is defined as the difference between the present value of the cash flows expected to be collected and the amortized cost basis. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an ACLI is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any decline in fair value that has not been recorded through an ACLI is recognized in other comprehensive income (loss).

 

Changes in the ACLI are recorded as provision, or reversal of provision, for credit losses expense. Losses are charged against the allowance when management believes the uncollectibility of an investment security available for sale is confirmed or when either of the criteria regarding intent or requirement to sell is met.

 

11

 

Accrued interest receivable on investment securities available for sale is excluded from the estimate of credit losses as interest accrued, but not received, is reversed timely in accordance with the policy for investment securities above.

 

Loans Receivable

Loans receivable include loans originated and indirect loans purchased by the Bank as well as loans acquired in business combinations.

 

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at amortized cost. Amortized cost is the outstanding principal balance, net of purchased premiums and discounts, unearned discounts, and net deferred loan origination fees and costs. Accrued interest receivable for loans receivable is reported in prepaid expenses and other assets on the Consolidated Balance Sheets.

 

Allowance for Credit Losses on Loans

The ACL on loans ("ACLL") is a valuation account that is deducted from the amortized cost of loans receivable to present the net amount expected to be collected. Loans are charged against the allowance when management believes the collectability of a loan balance is unlikely. Subsequent recoveries, if any, are credited to the allowance. The Bank records the changes in the ACLL through earnings, as a provision for credit losses on the Consolidated Statements of Income.

 

Accrued interest receivable on loans receivable is excluded from the estimate of credit losses. Instead, interest accrued, but not received, is reversed timely in accordance with the policy for loans receivable above.

 

The Company has identified segments of loans with similar risk characteristics for which it then applies one of two loss methodologies. Management has adopted a discounted cash flow ("DCF") methodology for most of its segments to calculate the ACLL. For certain segments with smaller portfolios or where data is prohibitive to running a DCF calculation, management has elected to use a Remaining Life methodology. The Company will evaluate individual loans for expected credit losses when those loans do not share similar risk characteristics with loans evaluated using a collective (pooled) basis. The allowance for individually evaluated loans is calculated using the collateral value method, which considers the likely source of repayment as the value of the collateral, less estimated costs to sell, or another method such as the cash flow method, which considers the contractual principal and interest terms and estimated cash flows available from the borrower to satisfy the debt. When the cash flow method is used, cash flows are discounted back by the effective interest rate and compared to the total recorded investment. If the present value of cash flows is less than the total recorded investment, a reserve is calculated.

 

For each loan segment collectively measured, the baseline loss rates are calculated using a combination of the Bank's own data and peer institution data from FFIEC Call Report filings. The Bank evaluates the historical period on a quarterly basis. The baseline loss rates are applied to each loan's estimated cash flows over the life of the loan to determine the baseline loss estimate for each loan. Estimated cash flows consider the principal and interest in accordance with the contractual term of the loan and estimated prepayments. Contractual cash flows are based on the amortized cost, as adjusted for balances guaranteed by governmental entities, such as the Small Business Administration ("SBA") or the United States Department of Agriculture ("USDA"), or the unguaranteed amortized cost. The contractual term excludes expected extensions, renewals, and modifications unless either of the following applies: 1) management has a reasonable expectation at the reporting date that a modification agreement will be executed with an individual borrower or 2) the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company. Prepayments are established for each segment based on historical averages for the segments, which management believes is an accurate representation of future prepayment activity. Management reviews the adequacy of the prepayment period assumption on a quarterly basis.

 

The CECL methodology includes consideration of the forecasted direction of the economic and business environment and its likely impact to the estimated allowance as compared to the historical losses over the reasonable and supportable time frame. Economic forecast models for the current period are uploaded to the model, which targets two forecasted macroeconomic factors, which are national gross domestic product ("GDP") and unemployment figures. Each of the forecasted DCF segments is impacted by these macroeconomic factors. Further, each of the macroeconomic factors is utilized differently by segment, including the application of lagged factors and various transformations such as percent change year over year.

 

The Bank uses the Federal Open Market Committee ("FOMC") forecast via an application programming interface with our CECL software. FOMC provides various forecast scenarios used to determine the loan portfolio’s expected credit loss. Based on known/knowable information at the measurement date, management has determined that the FOMC scenarios and the underlying assumptions most closely align with current and expected conditions. The Bank has elected to forecast the first four quarters of the credit loss estimate and revert on a straight-line basis as permitted in ASC 326-20-30-9. The Bank also considers other qualitative risk factors to adjust the estimated ACL calculated by the above-mentioned model. While there are many factors available to incorporate into the quantitative model, the Bank has selected to use the most critical factors. Additional metrics will be included only if internal or external factors outside those considered in its historical losses or macroeconomic forecast indicate otherwise. The Bank has established metrics to estimate the qualitative risk factor by segment based on the identified risk.

 

12

 

In general, management's estimate of the ACLL uses relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts.

 

The allowance for loancredit losses on loans evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available. While management utilizes its best judgment and information available to recognize losses on loans, future additions to the allowance may be necessary based on further declines in local and national economic conditions. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Bank’s ACLL. Such agencies may require the Bank to make adjustments to the allowance based on their judgments about information available to them at the time of their examinations. The Company believes the ACLL is appropriate given the above considerations.

 

Allowance for Credit Losses on Unfunded Commitments

The Bank estimates expected credit losses on unfunded, off-balance sheet commitments over the contractual period in which the Bank is exposed to credit risk from a contractual obligation to extend credit, unless the obligation is unconditionally cancellable by the Company. The Bank has determined that no allowance is necessary for its home equity line of credit portfolio as it has the ability to unconditionally cancel the available lines of credit.

 

The allowance methodology is similar to the ACLL, but additionally includes an estimate of the future utilization of the commitment as determined by historical commitment utilization. The credit risks associated with the unfunded commitments are consistent with the risks outlined for each loan class.

 

The allowance is recognized in accrued expenses and other liabilities on the Consolidated Balance Sheets and is adjusted as a provision (reversal of provision) for credit losses on the Consolidated Statements of Income.

 

Provision for Credit Losses

The provision for credit losses as presented in the Company's Consolidated Statements of Income includes the provision for credit losses on loans and the provision for credit losses on unfunded commitments.

 

Summary of CECL Impact:

Investment Securities As of December 31, 2022, the Company had no historical charge-off or recovery history and did not have any investment securities available for sale outstanding at the adoption date for which an other-than-temporary impairment was previously recorded. At the adoption date of ASU 2016-13, the unrealized losses present in the portfolio of investment securities available for sale were primarily due to decreases inhigher market interest rates on floating rate investment securities since the purchase of the securities and theat that time making our lower coupon investments less attractive. The fair value of these securities was expected to recover as the securities approach their maturity dates. The basis of management’s conclusion was that at January 1, 2023, 23.9% of the investment securities were issued by or guaranteed by the United States government or its agencies, 30.0% were issued and guaranteed by State and local governments and the remainder of the portfolio was invested in at least investment-grade securities. As a result of the analysis, no allowance for credit losses on investment securities available for sale was recorded upon adoption. See Note 2 Investment Securities for more information.

 

Loan Receivable ASU 2016-13 was applied prospectively and replaced the allowance for loan losses with the ACLL on the Consolidated Balance Sheet and replaced the related provision for loan losses with the provision for credit losses on loans as presented on the Consolidated Statements of Income, net of provision for credit losses on unfunded commitments.

 

The Bank recorded a pretax increase to the ACLL of $2.2 million to increase the reserve to the estimated credit losses at January 1, 2023 based on its CECL methodology as part of the cumulative-effect adjustment to beginning retained earnings. Upon adoption, the adjusted beginning balance of the ACLL as a percentage of loans receivable was 1.18% as compared to 1.04% at December 31, 2022 under the prior incurred loss methodology. At JuneSeptember 30, 2023, the ACLL as a percentage of loans receivable was 1.06%1.04%.

 

See Note 4 - Allowance for Credit Loss on Loans for more information.

 

Unfunded Commitments - ASU 2016-13 was applied prospectively and replaced the reserve for unfunded commitments with the ACL on unfunded commitments ("ACLU"ACLUC") as included in accrued liabilities and other expenses on the Consolidated Balance Sheet and replaced the provision for unfunded commitments with the provision for credit losses on unfunded commitments as presented on the Consolidated Statements of Income, net of provision for credit losses on loans. Upon adoption, the Bank recorded a pretax increase in the beginning ACLUACLUC of $1.5 million.

 

Overall CECL ImpactThe adoption of ASU 2016-13, included an increase to the ACLL of $2.2 million and an increase to the ACLUACLUC of $1.5 million, which resulted in a pretax cumulative-effect adjustment of $3.7 million. The impact of this adjustment to beginning retained earnings on January 1, 2023 was $3.0 million, net of tax.

 

13

 

Troubled Debt Restructurings

In March 2022, the FASB issued ASU 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. This ASU eliminates the accounting guidance for troubled debt restructured loans (“TDRs”) by creditors while enhancing disclosure requirements for certain loan refinancing and restructuring activity by creditors when a borrower is experiencing financial difficulty. Additionally, the ASU requires public business entities to disclose current-period gross write offs by year of origination for financing receivables and net investments in leases. This ASU is effective upon adoption of ASU 2016-13. On January 1, 2023, the Company adopted this ASU at the same time ASU 2016-13 was adopted. The Company recorded gross charge-offs of $1.9$2.7 million in the first half of 2023 and recoveries for the same period were $594,000.$93,000. See table in Note 3 for additional information.

 

Derivative Instruments and Hedging Activities
On March 28, 2022, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2022- 01, Derivatives and Hedging (Topic 815): Fair Value Hedging Portfolio Layer Method. The purpose of this updated guidance is to further align risk management objectives with hedge accounting results on the application of the last-of-layer method, which was first introduced in ASU 2017- 12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. ASU 2022- 01 is effective for public business entities for fiscal years beginning after December 15, 2022, with early adoption in the interim period, permitted. For entities who have already adopted ASU 2017- 12, immediate adoption is allowed. ASU 2022- 01 requires a modified retrospective transition method for basis adjustments in which the entity will recognize the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption. The Company adopted this ASU on January 1, 2023 on a prospective basis; therefore, there was no impact to the consolidated financial statements.
 
Accounting Policy for Derivative Instruments and Hedging Activities FASB ASC 815, Derivatives and Hedging ("ASC 815"), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments.

 

As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply, or the Company elects not to apply hedge accounting.

 

In accordance with the FASB’s fair value measurement guidance in ASU 2011-04, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.

 
14

 

LIBOR

In March 2020, the FASB issued ASU No.2020-04,Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The ASU provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, which reference the London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. This ASU is effective for all entities as of March 12, 2020 through December 31, 2022. On December 31, 2022, FASB issued ASU 2022-06, which deferred the sunset date for Topic 848 to December 31, 2024. The Company implemented a transition plan to identify and modify its loans and other financial instruments that were either directly or indirectly influenced by LIBOR. There was no material impact as a result of transitioning away from LIBOR for its loan and other financial instruments effective July 1, 2023.

Recently issued accounting pronouncements not yet adopted

 

Other Pronouncements

In March 2020, the FASB issued ASU No.2020-04,Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The ASU provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, which reference the London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. This ASU is effective for all entities as of March 12, 2020 through December 31, 2022. On December 31, 2022, FASB issued ASU 2022-06, which deferred the sunset date for Topic 848 to December 31, 2024. The Company is implementing a transition plan to identify and modify its loans and other financial instruments that are either directly or indirectly influenced by LIBOR. The Company is in the process of evaluating ASU No.2020-04 and its impact on the Company’s transition away from LIBOR for its loan and other financial instruments, with no expected material impact on the Company's financial statements.


In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security should not be considered in measuring fair value, nor should the contractual restriction be recognized and measured separately. Further, this ASU requires disclosure of the fair value of equity securities subject to contractual sale restrictions reflected in the balance sheet, the nature and remaining duration of the restriction(s), and the circumstances that could cause a lapse in the restriction(s). ASU 2022-03 is effective for the Company for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the effect thatdoes not believe this ASU 2022-03will have a material impact on its consolidated financial statements and related disclosures.

 

In March 2023, the FASB issued ASU 2023-02, Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, a consensus of the Emerging Issues Task Force. ASU 2023-02 allows an entity the option to apply the proportional amortization method of accounting to other equity investments that are made for the primary purpose of receiving tax credits or other income tax benefits if certain conditions are met. Prior to this ASU, the application of the proportional amortization method of accounting was limited to investments in low-income housing tax credit structures. The proportional amortization method of accounting results in the amortization of applicable investments, as well as the related income tax credits or other income tax benefits received, being presented on a single line in the statements of income, income tax expense. Under this ASU, an entity has the option to apply the proportional amortization method of accounting to applicable investments on a tax-credit-program-by-tax-credit-program basis. In addition, the amendments in this ASU require that all tax equity investments accounted for using the proportional amortization method use the delayed equity contribution guidance in paragraph 323-740-25-3, requiring a liability to be recognized for delayed equity contributions that are unconditional and legally binding or for equity contributions that are contingent upon a future event when that contingent event becomes probable. Under this ASU, low-income housing tax credit investments for which the proportional amortization method is not applied can no longer be accounted for using the delayed equity contribution guidance. Further, this ASU specifies that impairment of low-income housing tax credit investments not accounted for using the equity method must apply the impairment guidance in Subtopic 323-10: Investments - Equity Method and Joint Ventures - Overall. This ASU also clarifies that for low-income housing tax credit investments not accounted for under the proportional amortization method or the equity method, an entity shall account for them under Topic 321: Investments - Equity Securities. The amendments in this ASU also require additional disclosures in interim and annual periods concerning investments for which the proportional amortization method is applied, including (i) the nature of tax equity investments, and (ii) the effect of tax equity investments and related income tax credits and other income tax benefits on the financial position and results of operations. ASU 2023-02 is effective for the Company for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the effect that ASU 2023-02 will have on its consolidated financial statements and related disclosures.

 

Reclassifications - 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 net income or shareholders' equity.

 

15

 
 

Note 2 - Securities

 

The amortized cost, gross unrealized gains and losses, and estimated fair value of securities classified as available-for-sale at JuneSeptember 30, 2023 are summarized as follows:

 

   

Gross

 

Gross

 

Estimated

    

Gross

 

Gross

 

Estimated

 
 

Amortized Cost

  

Unrealized Gains

  

Unrealized Losses

  Fair Value  

Amortized Cost

  

Unrealized Gains

  

Unrealized Losses

  Fair Value 
 

(In thousands)

  

(In thousands)

 

Available for Sale

                

Municipal bonds

 $119,514  $  $(19,011) $100,503  $119,164  $  $(25,169) $93,995 

U.S. Treasury notes

 2,475  (111) 2,364  2,479  (102) 2,377 

International agency issued bonds (Agency bonds)

 1,960  (243) 1,717  1,962  (259) 1,703 

Corporate issued debt securities (Corporate debt)

 60,595    (6,921) 53,674  60,543    (6,208) 54,335 

Mortgage-backed securities:

  

U.S. government agency issued mortgage-backed securities (MBS agency)

 85,613    (14,048) 71,565  83,449    (16,503) 66,946 

Non-agency issued mortgage-backed securities (MBS non-agency)

  99,781      (7,641)  92,140   98,029      (8,061)  89,968 

Total securities available for sale

 $369,938  $  $(47,975) $321,963  $365,626  $  $(56,302) $309,324 

 

The amortized cost, gross unrealized gains and losses, and estimated fair value of securities classified as available-for-sale at December 31, 2022, are summarized as follows:

 

      

Gross

  

Gross

  

Estimated

 
  

Amortized Cost

  

Unrealized Gains

  

Unrealized Losses

  Fair Value 
  

(In thousands)

 

Available for Sale

                

Municipal bonds

 $119,990  $  $(21,940) $98,050 

U.S. Treasury notes

  2,469      (105)  2,364 

Agency bonds

  1,955      (253)  1,702 

Corporate debt

  60,700      (5,201)  55,499 

Mortgage-backed securities:

                

MBS agency

  88,930   1   (13,283)  75,648 

MBS non-agency

  101,139      (7,833)  93,306 

Total securities available for sale

 $375,183  $1  $(48,615) $326,569 

 

There were no securities classified as held-to-maturity at JuneSeptember 30, 2023 and December 31, 2022.

 

Accrued interest receivable on available-for-sale debt securities totaled $2.1$2.2 million and $2.0 million as of JuneSeptember 30, 2023 and December 31, 2022, respectively. Accrued interest receivable on securities is reported in accrued interest receivable on the Consolidated Balance Sheets and is excluded from the calculation of the allowance for credit losses on investment securities.

 

16

 

The following shows the unrealized gross losses and fair value of the investment portfolio by length of time that individual securities in each category have been in a continuous loss position as of JuneSeptember 30, 2023:

 

 

Less Than Twelve Months

  

Twelve Months or Longer

  

Total

  

Less Than Twelve Months

  

Twelve Months or Longer

  

Total

 
 

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

 
 

(In thousands)

  

(In thousands)

 

Available for Sale

                                    

Municipal bonds

 $(10) $435  $(19,001) $99,767  $(19,011) $100,202  $(49) $396  $(25,120) $93,299  $(25,169) $93,695 

U.S. Treasury notes

   (111) 2,364 (111) 2,364    (102) 2,377 (102) 2,377 

Agency bonds

   (243) 1,717 (243) 1,717    (259) 1,703 (259) 1,703 

Corporate debt

 (723) 7,777  (6,198) 45,897  (6,921) 53,674      (6,208) 54,335  (6,208) 54,335 

Mortgage-backed securities:

                          

MBS agency

 (1) 1,793  (14,047) 69,772  (14,048) 71,565  (1) 1,236  (16,502) 65,710  (16,503) 66,946 

MBS non-agency

        (7,641)  92,140   (7,641)  92,140         (8,061)  89,968   (8,061)  89,968 

Total available for sale

 $(734) $10,005  $(47,241) $311,657  $(47,975) $321,662  $(50) $1,632  $(56,252) $307,392  $(56,302) $309,024 

 

The following shows the unrealized gross losses and fair value of the investment portfolio by length of time that individual securities in each category have been in a continuous loss position as of December 31, 2022:

 

  

Less Than Twelve Months

  

Twelve Months or Longer

  

Total

 
  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

  

Gross Unrealized Losses

  

Fair Value

 
  

(In thousands)

 

Available for Sale

                        

Municipal bonds

 $(15,749) $79,129  $(6,191) $18,621  $(21,940) $97,750 

U.S. Treasury notes

  (105)  2,364         (105)  2,364 

Agency bonds

        (253)  1,702   (253)  1,702 

Corporate debt

  (2,570)  30,555   (2,631)  24,944   (5,201)  55,499 

Mortgage-backed securities:

                        

MBS agency

  (5,079)  40,099   (8,204)  33,064   (13,283)  73,163 

MBS non-agency

  (3,956)  51,994   (3,877)  41,311   (7,833)  93,305 

Total available for sale

 $(27,459) $204,141  $(21,156) $119,642  $(48,615) $323,783 

 

There were 82 available-for-sale securities with unrealized losses of less than one year, and 174180 available-for-sale securities with an unrealized loss of more than one year at JuneSeptember 30, 2023. There were 113 available-for-sale securities with unrealized losses of less than one year, and 69 available-for-sale securities with an unrealized loss of more than one year at December 31, 2022. Management believes that the unrealized losses on our investment securities relate principally to the general change in interest rates, market liquidity and demand, and market volatility that has occurred since the initial purchase, and such unrecognized losses or gains will continue to vary with general interest rate level and market fluctuations in the future. We do not believe the unrealized losses on our securities are related to a deterioration in credit quality. Certain investments in a loss position are guaranteed by government entities or government sponsored entities. The Company does not intend to sell the securities in an unrealized loss position and believes that it is unlikely that we will be required to sell these investments prior to a market price recovery or maturity. Based on the Company’s evaluation of these securities, no credit impairment was recorded at JuneSeptember 30, 2023, or December 31, 2022.

 

 

17

 

The amortized cost and estimated fair value of investment securities by contractual maturity are shown in the following tables at the dates indicated. Expected maturities of mortgage-backed securities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties; therefore, these securities are shown separately.

 

 

June 30, 2023

  

September 30, 2023

 
 

Available-for-Sale

  

Available-for-Sale

 
 

Amortized Cost

  

Estimated Fair Value

  

Amortized Cost

  

Estimated Fair Value

 
 

(In thousands)

  

(In thousands)

 

Mortgage-backed securities:

          

Due within one year

 $27,322 $26,940  $27,154 $26,742 

Due after one through five years

 17,148 16,315  16,184 15,475 

Due after five through ten years

 11,033 10,124  10,939 9,986 

Due after ten years

  129,891  110,326   127,201  104,711 

Total mortgage-backed securities

  185,394   163,705   181,478   156,914 

All other investment securities:

          

Due within one year

    300 300 

Due after one through five years

 20,711 19,151  22,418 21,066 

Due after five through ten years

 66,069 57,302  65,211 56,308 

Due after ten years

  97,764  81,805   96,219  74,736 

Total all other investment securities

  184,544   158,258   184,148   152,410 

Total investment securities

 $369,938  $321,963  $365,626  $309,324 

 

  

December 31, 2022

 
  

Available-for-Sale

 
  

Amortized Cost

  

Estimated Fair Value

 
  

(In thousands)

 

Mortgage-backed securities:

        

Due within one year

 $13,762  $13,490 

Due after one through five years

  28,890   27,808 

Due after five through ten years

  13,436   12,165 

Due after ten years

  133,981   115,491 

Total mortgage-backed securities

  190,069   168,954 

All other investment securities:

        

Due within one year

      

Due after one through five years

  20,700   18,957 

Due after five through ten years

  64,211   57,523 

Due after ten years

  100,203   81,135 

Total all other investment securities

  185,114   157,615 

Total investment securities

 $375,183  $326,569 

 

18

 

Sales of securities available-for-sale for the periods shown are summarized as follows:

 

 

Three Months Ended June 30,

  

Six Months Ended June 30,

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 
 

(In thousands)

  

(In thousands)

 

Proceeds from sales

 $  $2,233  $  $12,685  $  $  $  $12,685 

Gross realized gains

        128         128 

Gross realized losses

    (8)   (10)        (10)

 

 

Note 3 - Loans Receivable

 

The Company has defined its loan portfolio into three segments that reflect the structure of the lending function, the Company's strategic plan and the manner in which management monitors performance and credit quality. The three loan portfolio segments are: Real Estate Loans, Consumer Loans and Commercial Business Loans. These segments are further disaggregated into classes based on similar attributes and risk characteristics.

 

Loan amounts are net of unearned loan fees in excess of unamortized costs and premiums of $14.2$14.4 million as of JuneSeptember 30, 2023 and $13.2 million as of December 31, 2022. Net loans do not include accrued interest receivable. Accrued interest receivable on loans was $5.4$5.8 million as of JuneSeptember 30, 2023 and $4.7 million as of December 31, 2022, and was reported in accrued interest receivable on the consolidated balance sheets.

 

The amortized cost of loans receivable, net of ACLL, consisted of the following at the dates indicated:

 

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 
 

(In thousands)

  

(In thousands)

 

Real Estate:

          

One-to-four family

 $365,600 $343,559  $369,950 $343,559 

Multi-family

 296,561 252,745  325,496 252,745 

Commercial real estate

 375,961 388,884  381,508 388,884 

Construction and land

  157,060  193,646   143,434  193,646 

Total real estate loans

 1,195,182  1,178,834  1,220,388  1,178,834 

Consumer:

          

Home equity

 58,895 52,877  64,424 52,877 

Auto and other consumer

  253,950  238,913   248,786  238,913 

Total consumer loans

 312,845  291,790  313,210  291,790 

Commercial business loans

  130,133  76,927   101,380  76,927 

Total loans receivable

  1,638,160  1,547,551   1,634,978  1,547,551 

Less:

          

Allowance for credit losses on loans (1)

  17,297  16,116   16,945  16,116 

Total loans receivable, net

 $1,620,863 $1,531,435  $1,618,033 $1,531,435 

(1) Allowance for credit losses on loans in 2023 reported using the CECL method and in 2022 reported using the incurred loss method.

 

19

 

Nonaccrual Loans. The accrual of interest on loans is discontinued at the time the loan is 90 days delinquent unless the credit is well-secured and in process of collection. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of principal or interest is considered doubtful. All interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income. The interest on these loans is accounted for on the cash basis or cost recovery method until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. For those loans placed on non-accrual status due to payment delinquency, return to accrual status will generally not occur until the borrower demonstrates repayment ability over a period of not less than six months.

 

The following table presents the amortized cost of nonaccrual loans by class of loan at the dates indicated:

 

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 
 

Collateral Dependent Loans

  

Non-Collateral Dependent Loans

  

Total Nonaccrual Loans

  

Total Nonaccrual Loans (1)

  

Collateral Dependent Loans

  

Non-Collateral Dependent Loans

  

Total Nonaccrual Loans

  

Total Nonaccrual Loans (1)

 
 

(In thousands)

  

(In thousands)

 

One-to-four family

 $1,475 $305 $1,780 $954  $1,430 $360 $1,790 $954 

Commercial real estate

 41    41  53    34  34  53 

Construction and land

  12 12 15   8 8 15 

Home equity

 31 214 245 196  32 134 166 196 

Auto and other consumer

    476  476  575     376  376  575 

Total nonaccrual loans

 $1,547 $1,007 $2,554 $1,793  $1,462 $912 $2,374 $1,793 

(1) Presentation of December 31, 2022, balances is in accordance with pre-CECL disclosure requirements.

(1) Presentation of December 31, 2022, balances is in accordance with pre-CECL disclosure requirements.

 

(1) Presentation of December 31, 2022, balances is in accordance with pre-CECL disclosure requirements.

 

 

Interest income recognized on a cash basis on nonaccrual loans for the three and sixnine months ended JuneSeptember 30, 2023, was $18,000$19,000 and $26,000,$52,000, respectively.

 

Prior to the implementation of CECL, the Bank categorized loans as performing or nonperforming based on payment activity. Loans that were more than 90 days past due and nonaccrual loans were considered nonperforming.

 

The following table represents the credit risk profile based on payment activity by class of loans as of December 31, 2022, in accordance with pre-CECL disclosure requirements:

 

  

Nonperforming

  

Performing

  

Total

 
  

(In thousands)

 

Real Estate:

            

One-to-four family

 $954  $342,605  $343,559 

Multi-family

     252,745   252,745 

Commercial real estate

  53   388,831   388,884 

Construction and land

  15   193,631   193,646 

Consumer:

            

Home equity

  196   52,681   52,877 

Auto and other consumer

  575   238,338   238,913 

Commercial business

     76,927   76,927 

Total loans

 $1,793  $1,545,758  $1,547,551 

 

Past due loans. Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. There were no loans past due 90 days or more and still accruing interest at JuneSeptember 30, 2023 or December 31, 2022.

 

 

20

 

The following table presents the amortized cost of past due loans by segment and class as of JuneSeptember 30, 2023:

 

 

30-59 Days

 

60-89 Days

 

90 Days or More

 

Total

      

30-59 Days

 

60-89 Days

 

90 Days or More

 

Total

     
 

Past Due

  

Past Due

  

Past Due

  

Past Due

  

Current

  

Total Loans

  

Past Due

  

Past Due

  

Past Due

  

Past Due

  

Current

  

Total Loans

 
 

(In thousands)

  

(In thousands)

 

Real Estate:

                          

One-to-four family

 $ $ $921 $921 $364,679 $365,600  $ $654 $591 $1,245 $368,705 $369,950 

Multi-family

         296,561  296,561          325,496  325,496 

Commercial real estate

         375,961  375,961  8,583      8,583  372,925  381,508 

Construction and land

      18  18  157,042  157,060           143,434  143,434 

Total real estate loans

   939 939 1,194,243 1,195,182  8,583 654 591 9,828 1,210,560 1,220,388 

Consumer:

                          

Home equity

  14 91 105 58,790 58,895  71  45 116 64,308 64,424 

Auto and other consumer

  1,359  299  479  2,137  251,813  253,950   1,462  392  381  2,235  246,551  248,786 

Total consumer loans

 1,359 313 570 2,242 310,603 312,845  1,533 392 426 2,351 310,859 313,210 

Commercial business loans

  106         106   130,027   130,133   769         769   100,611   101,380 

Total loans

 $1,465 $313 $1,509 $3,287 $1,634,873 $1,638,160  $10,885 $1,046 $1,017 $12,948 $1,622,030 $1,634,978 

 

 

The following table presents the amortized cost of past due loans by segment and class as of December 31, 2022, in accordance with pre-CECL disclosure requirements:

  

30-59 Days

  

60-89 Days

  

90 Days or More

  

Total

         
  

Past Due

  

Past Due

  

Past Due

  

Past Due

  

Current

  

Total Loans

 
  

(In thousands)

 

Real Estate:

                        

One-to-four family

 $1,449  $155  $652  $2,256  $341,303  $343,559 

Multi-family

              252,745   252,745 

Commercial real estate

              388,884   388,884 

Construction and land

     18      18   193,628   193,646 

Total real estate loans

  1,449   173   652   2,274   1,176,560   1,178,834 

Consumer:

                        

Home equity

  153      11   164   52,713   52,877 

Auto and other consumer

  1,390   698   557   2,645   236,268   238,913 

Total consumer loans

  1,543   698   568   2,809   288,981   291,790 

Commercial business loans

              76,927   76,927 

Total loans

 $2,992  $871  $1,220  $5,083  $1,542,468  $1,547,551 

 

Credit quality indicator. Federal regulations provide for the classification of lower quality loans and other assets, such as debt and equity securities, as substandard, doubtful, or loss; risk ratings 6, 7, and 8 in our 8-point risk rating system, respectively. An asset is considered substandard if it is inadequately protected by the current net worth and paying capacity of the borrower or of any collateral pledged. Substandard assets include those characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Assets classified as doubtful have all the weaknesses inherent in those classified 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 those considered uncollectible and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted.

 

When the Bank classifies problem assets as either substandard or doubtful, it may establish a specific allowance to address the risk specifically or allow the loss to be addressed in the general allowance. General allowances represent loss allowances that have been established to recognize the inherent risk associated with lending activities but that, unlike specific allowances, have not been specifically allocated to certain problem assets. When an insured institution classifies problem assets as a loss, it is required to charge off such assets in the period in which they are deemed uncollectible. Assets that do not currently expose the Bank to enough risk to warrant classification as substandard or doubtful but do possess identified weaknesses are designated as either watch or special mention assets; risk ratings 4 and 5 in our risk rating system, respectively. Loans not otherwise classified are considered pass graded loans and are rated 1-3 in our risk rating system.

 

 

21

 

The following table presents the amortized cost of loans receivable by internally assigned risk grade and class of loans as of JuneSeptember 30, 2023, as well as gross charge-off activity for the sixnine months ended JuneSeptember 30, 2023. Term loans that are renewed or extended for periods longer than 90 days are presented as a new origination in the year of most recent renewal or extension.

 

 Term Loans by Year of Origination (1) Revolving Total  

Term Loans by Year of Origination (1)

 

Revolving

 

Total

 
 

2023

  

2022

  

2021

  

2020

  

2019

  

Prior

  

Loans

  

Loans

  

2023

  

2022

  

2021

  

2020

  

2019

  

Prior

  

Loans

  

Loans

 
 

(In thousands)

  

(In thousands)

 

One-to-four family

                         

Pass

 $2,990 $83,795 $118,693 $72,169 $14,247 $69,979 $ $361,873  $1,987  $93,396  $118,341  $70,904  $13,977  $66,929  $  $365,534 

Watch

    592  723  1,315    276    589    1,156    2,021 

Special Mention

    303  106  409        302    105    407 

Substandard

        329  487  1,187    2,003            328   485   1,175      1,988 

Total one-to-four family

  2,990  83,795  118,693  73,393  14,734  71,995    365,600   1,987   93,672   118,341   72,123   14,462   69,365      369,950 

Gross charge-offs during the period

         

Gross charge-offs year-to-date

                

Multi-family

                         

Pass

 22,960  103,162  81,072  59,041  8,637  5,422    280,294  47,583  103,255  86,171  58,659  8,278  5,357    309,303 

Watch

      15,268      999    16,267         15,198         995      16,193 

Total multi-family

  22,960   103,162   96,340   59,041   8,637   6,421      296,561   47,583   103,255   101,369   58,659   8,278   6,352      325,496 

Gross charge-offs during the period

                

Gross charge-offs year-to-date

                

Commercial Real Estate

                         

Pass

 21,721  89,951  105,753  83,355  13,604  24,688    339,072  32,307  89,244  104,523  82,030  13,186  23,366    344,656 

Watch

 3,908  12,434 6,901 3,607 1,026  27,876  3,881  197  3,785  6,851  3,584  1,019    19,317 

Special Mention

     6,591          6,591      15,136          15,136 

Substandard

     40      2,382            2,422      34      2,365            2,399 

Total commercial real estate

  25,629  89,991  124,778  92,638  17,211  25,714    375,961   36,188   89,475   123,444   91,246   16,770   24,385      381,508 

Gross charge-offs during the period

                

Gross charge-offs year-to-date

                

Construction and Land

                         

Pass

 24,924  62,714  49,563  772  570  2,740    141,283 

Watch

 889     17  906 

Substandard

  14,859               12      14,871 

Total construction and land

  40,672  62,714  49,563  772  570  2,769    157,060 

Gross charge-offs during the period

         

Home Equity

 

Pass

 3,663  7,566  5,014  3,249  1,655  3,928  33,191  58,266  13,763  61,166  39,308  764  354  2,398    117,753 

Watch

       200 200  7,109  3,493            10,602 

Special Mention

           71  113  184            16    16 

Substandard

        32   61         152   245   15,055               8      15,063 

Total construction and land

  35,927   64,659   39,308   764   354   2,422      143,434 

Gross charge-offs year-to-date

                

Home Equity

                        

Pass

 5,534  7,438  4,737  3,169  1,444  3,638  37,810  63,770 

Watch

           56  322  378 

Substandard

        31   61      14   170   276 

Total home equity

  3,663   7,566   5,046   3,310   1,655   3,999   33,656   58,895   5,534   7,438   4,768   3,230   1,444   3,708   38,302   64,424 

Gross charge-offs during the period

           11    11 

Gross charge-offs year-to-date

           11    11 

Other Consumer

                         

Pass

 29,846  80,899  70,123  32,924  16,962  20,269  443  251,466  38,604  75,128  66,493  31,104  15,680  18,871  403  246,283 

Watch

 16 727 630 194 33 85  1,685  47  461  485  217  277  226  3  1,716 

Special Mention

  236 20 61 4   321  64  232  33  30    51    410 

Substandard

  13   308         150   7      478   23   300      28   26         377 

Total other consumer

  29,875  82,170  70,773  33,179  17,149  20,361  443  253,950   38,738   76,121   67,011   31,379   15,983   19,148   406   248,786 

Gross charge-offs during the period

   1,760  4  1  11  91  59  1,926 

Gross charge-offs year-to-date

   2,421  15  27  11  112  71  2,657 

Commercial business

                         

Pass

 18,543  24,350  11,783  3,024  523  28,300  33,363  119,886  18,818  23,987  11,368  2,791  506  4,947  30,510  92,927 

Watch

  10 485 1,008    1,503  342  66  394        1  803 

Special Mention

    315  1,989 3,741 6,045        1,036      3,754  4,790 

Substandard

           29      185   2,485   2,699   177   52      144         2,487   2,860 

Total commercial business

  18,543  24,360  12,268  4,376  523  30,474  39,589  130,133   19,337   24,105   11,762   3,971   506   4,947   36,752   101,380 

Gross charge-offs during the period

         

Gross charge-offs year-to-date

                

Total loans

                         

Pass

 124,647  452,437  442,001  254,534  56,198  155,326  66,997  1,552,140  158,596  453,614  430,941  249,421  53,425  125,506  68,723  1,540,226 

Watch

 4,813  737  28,817  8,695  3,640  2,850  200  49,752  11,379  4,493  19,862  7,657  3,861  3,452  326  51,030 

Special Mention

  236 6,611 679 4 2,166 3,854 13,550  64  232  15,169  1,368    172  3,754  20,759 

Substandard

  14,872   348   32   2,801   637   1,391   2,637   22,718   15,255   386   31   2,926   511   1,197   2,657   22,963 

Total loans

 $144,332  $453,758  $477,461  $266,709  $60,479  $161,733  $73,688  $1,638,160  $185,294  $458,725  $466,003  $261,372  $57,797  $130,327  $75,460  $1,634,978 

Total gross charge-offs during the period

 $  $1,760  $4  $1  $11  $102  $59  $1,937 

Total gross charge-offs year-to-date

 $  $2,421  $15  $27  $11  $123  $71  $2,668 

(1) Term loans that are renewed or extended for periods longer than 90 days are presented as a new origination in the year of most recent renewal or extension.

 

22

 

The following table presents the amortized cost of loans receivable by internally assigned risk grade and class of loans as of December 31, 2022, in accordance with pre-CECL disclosure requirements:

  

Pass

  

Watch

  

Special Mention

  

Substandard

  

Total

 
  

(In thousands)

 

Real Estate:

                    

One-to-four family

 $339,812  $2,234  $27  $1,486  $343,559 

Multi-family

  237,077   15,668         252,745 

Commercial real estate

  350,001   25,586   12,161   1,136   388,884 

Construction and land

  179,116   529      14,001   193,646 

Total real estate loans

  1,106,006   44,017   12,188   16,623   1,178,834 

Consumer:

                    

Home equity

  52,295   372   14   196   52,877 

Auto and other consumer

  238,522   222   75   94   238,913 

Total consumer loans

  290,817   594   89   290   291,790 

Commercial business loans

  66,276   2,234   8,417      76,927 

Total loans

 $1,463,099  $46,845  $20,694  $16,913  $1,547,551 

 

 

Individually Evaluated Loans. The Company evaluates loans collectively for purposes of determining the ACLL in accordance with ASC 326. Collective evaluation is based on aggregating loans deemed to possess similar risk characteristics. In certain instances, the Company may identify loans that it believes no longer possess risk characteristics similar to other loans in the portfolio. These loans are typically identified from a substandard or worse internal risk grade, since the specific attributes and risks associated with such loans tend to become unique as the credit deteriorates. Such loans are typically nonperforming, modified loans made to borrowers experiencing financial difficulty, and/or are deemed collateral dependent, where the ultimate repayment of the loan is expected to come from the operation of or eventual sale of the collateral.

Loans that are deemed by management to no longer possess unique risk characteristics similar to other loans in the portfolio are evaluated individually for purposes of determining an appropriate lifetime ACLL. The Company uses a discounted cash flow approach, using the loan’s effective interest rate, for determining the ACL on individually evaluated loans, unless the loan is deemed collateral dependent. Collateral dependent which requires evaluationloans are evaluated based on the estimated fair value of the underlying collateral, less estimated costs to sell. The Company may increase or decrease the ACLL for collateral dependent individually evaluated loans based on changes in the estimated expected fair value of the collateral. In cases where the loan is well-secured and the estimated value of the collateral exceeds the amortized cost of the loan, no ACLL is recorded. Changes in the ACLL for all other individually evaluated loans is based substantially on the Company’s evaluation of cash flows expected to be received from such loans.


As of JuneSeptember 30, 2023$1.5$4.1 million of loans were individually evaluated with no ACLL attributed to such loans. At JuneSeptember 30, 2023, alltwo individually evaluated loans totaling $2.7 million were evaluated using a discounted cash flow approach and the remaining loans totaling $1.5 million were evaluated based on the underlying value of the collateral andcollateral. The nonetwo wereloans evaluated using athe discounted cash flow approach. All individually evaluatedmethod were accruing at quarter end, while the collateral dependent loans were all on nonaccrual status at JuneSeptember 30, 2023.

 

Collateral Dependent Loans. Loans that have been classified as collateral dependent are loans where substantially all repayment of the loan is expected to come from the operation of or eventual liquidation of the collateral.


The following table summarizes individually evaluated collateral dependent loans by segment and collateral type as of JuneSeptember 30, 2023:

 

 

Collateral Type

     

Collateral Type

    
 

Single Family Residence

  

Warehouse

  

Total

  

Single Family Residence

  

Total

 
 

(In thousands)

  

(In thousands)

 

One-to-four family

 $1,475 $ $1,475  $1,430  $1,430 

Commercial real estate

  41 41 

Home equity

  31    31   32   32 

Total collateral dependent loans

 $1,506 $41 $1,547  $1,462  $1,462 

 

Troubled debt restructuring. Prior to the implementation of CECL on January 1, 2023, a loan was identified as a TDR when a loan to a borrower who was experiencing financial difficulty was modified from its original terms and conditions in such a way that the Bank granted the borrower a concession of some kind. First Fed had granted a variety of concessions to borrowers in the form of loan modifications. The modifications were generally related to the loan's interest rate, term and payment amount or a combination thereof.

 

23

 

The following table is a summary of information pertaining to TDR loans included in impaired loans at the date indicated, in accordance with pre-CECL disclosure requirements:

  

December 31, 2022

 
  

(In thousands)

 

Total TDR loans

 $1,753 

Allowance for credit losses on loans related to TDR loans

  21 

Total nonaccrual TDR loans

  29 

 

There were no newly restructured, renewals, or modifications of existing TDR loans that occurred during the three and sixnine months ended JuneSeptember 30, 2022.

 

There were no TDR loans that incurred a payment default within 12 months of the restructure date during the three and sixnine months ended JuneSeptember 30, 2022.

 

The following table presents TDR loans by class by accrual and nonaccrual status at the date indicated, in accordance with pre-CECL disclosure requirements:

 

  

December 31, 2022

 
  

Accrual

  

Nonaccrual

  

Total

 
  

(In thousands)

 

One-to-four family

 $1,697  $29  $1,726 

Home equity

  27      27 

Total TDR loans

 $1,724  $29  $1,753 

 

Modified Loans to Troubled Borrowers. On January 1, 2023, the Company adopted ASU 2022-02, which introduces new reporting requirements for modifications of loans to borrowers experiencing financial difficulty. The Company refers to these loans as modified loans to troubled borrowers ("MLTB"). A MLTB arises from a modification made to a loan in order to alleviate temporary difficulties in the borrower’s financial condition and/or constraints on the borrower’s ability to repay the loan, and to minimize potential losses to the Company. GAAP requires that certain types of modifications be reported, which consist of the following: (i) principal forgiveness, (ii) interest rate reduction, (iii) other-than-insignificant payment delay, (iv) term extension, or any combination of the foregoing. The ACLL for a MLTB is measured on a collective basis, as with other loans in the loan portfolio, unless management determines that such loans no longer possess risk characteristics similar to others in the loan portfolio. In those instances, the ACLL for a MLTB is determined through individual evaluation.

 

During the three and sixnine months ended JuneSeptember 30, 2023, there were no MLTB.

 

 

Note 4 - Allowance for Credit Losses on Loans

 

The Company maintains an ACLL and an ACLUACLUC in accordance with ASC 326: Financial Instruments - Credit Losses. ASC 326 requires the Company to recognize estimates for lifetime credit losses on loans and unfunded loan commitments at the time of origination or acquisition. The recognition of credit losses at origination or acquisition represents the Company’s best estimate of lifetime expected credit losses, given the facts and circumstances associated with a particular loan or group of loans with similar risk characteristics. Determining the ACLL involves the use of significant management judgement and estimates, which are subject to change based on management’s ongoing assessment of the credit quality of the loan portfolio and changes in economic forecasts used in the model. The reserve is an estimate based upon factors and trends at the time the financial statements are prepared. The Company adopted ASU 2016-13 effective January 1, 2023, which increased the beginning ACLL as discussed in Note 1. The incurred loss methodology presentation is used for periods prior to the adoption of ASU 2016-13.

 

The Company has identified segments of loans with similar risk characteristics for which it then applies one of two loss methodologies. The Company uses a DCF methodology for most of its segments to calculate the ACLL. For certain segments with smaller portfolios or where data is prohibitive to running a DCF calculation, management has elected to use a Remaining Life methodology. The Company will evaluate individual loans for expected credit losses when those loans do not share similar risk characteristics with loans evaluated using a collective (pooled) basis. The allowance for individually evaluated loans is calculated using the collateral value method, which considers the likely source of repayment as the value of the collateral, less estimated costs to sell, or another method such as the cash flow method, which considers the contractual principal and interest terms and estimated cash flows available from the borrower to satisfy the debt. When the cash flow method is used, cash flows are discounted back by the effective interest rate and compared to the total recorded investment. If the present value of cash flows is less than the total recorded investment, a reserve is calculated.

 

 

24

 

The Company estimates expected credit losses on unfunded, off-balance sheet commitments over the contractual period in which the Company is exposed to credit risk from a contractual obligation to extend credit, unless the obligation is unconditionally cancellable by the Company. The Company has determined that no allowance is necessary for its home equity line of credit portfolio as it has the ability to unconditionally cancel the available lines of credit. The allowance methodology is similar to the ACLL, but additionally includes an estimate of the future utilization of the commitment as determined by historical commitment utilization. The credit risks associated with the unfunded commitments are consistent with the risks outlined for each loan class. The allowance is recognized in accrued expenses and other liabilities on the Consolidated Balance Sheets and is adjusted as a provision (reversal of provision) for credit losses on the Consolidated Statements of Income.

 

The following tables detail activity in the allowance for credit losses on loans by class for the periods shown:

 

 

At or For the Three Months Ended June 30, 2023

  

At or For the Three Months Ended September 30, 2023

 
 

Adjusted Beginning Balance

  

Charge-offs

  

Recoveries

  

Provision for (Recapture of) Credit Losses

  

Ending Balance

  

Adjusted Beginning Balance

  

Charge-offs

  

Recoveries

  

Provision for (Recapture of) Credit Losses

  

Ending Balance

 
 

(In thousands)

  

(In thousands)

 

One-to-four family

 $2,903  $  $4  $105  $3,012  $3,012  $  $  $526  $3,538 

Multi-family

 1,045      (4) 1,041  1,041      230  1,271 

Commercial real estate

 2,979      (55) 2,924  2,924      (390) 2,534 

Construction and land

 2,782      (247) 2,535  2,535      (352) 2,183 

Home equity

 1,084    5  36  1,125  1,125      178  1,303 

Auto and other consumer

 4,689  (972) 564  514  4,795  4,795  (731) (501) 601  4,164 

Commercial business

  1,914         (49)  1,865   1,865         87   1,952 

Total

 $17,396  $(972) $573  $300  $17,297  $17,297  $(731) $(501) $880  $16,945 

 

 

At or For the Six Months Ended June 30, 2023

  

At or For the Nine Months Ended September 30, 2023

 
 

Beginning Balance

  

Impact of Day 1 CECL Adoption

  

Adjusted Beginning Balance

  

Charge-offs

  

Recoveries

  

Provision for (Recapture of) Credit Losses

  

Ending Balance

  

Beginning Balance

  

Impact of Day 1 CECL Adoption

  

Adjusted Beginning Balance

  

Charge-offs

  

Recoveries

  

Provision for (Recapture of) Credit Losses

  

Ending Balance

 
 

(In thousands)

  

(In thousands)

 

One-to-four family

 $3,343  $(429) $2,914  $  $4  $94  $3,012  $3,343  $(429) $2,914  $  $4  $620  $3,538 

Multi-family

 2,468  (1,449) 1,019      22  1,041  2,468  (1,449) 1,019      252  1,271 

Commercial real estate

 4,217  (604) 3,613      (689) 2,924  4,217  (604) 3,613      (1,079) 2,534 

Construction and land

 2,344  1,555  3,899      (1,364) 2,535  2,344  1,555  3,899      (1,716) 2,183 

Home equity

 549  346  895  (11) 5  236  1,125  549  346  895  (11) 5  414  1,303 

Auto and other consumer

 2,024  2,381  4,405  (1,926) 585  1,731  4,795  2,024  2,381  4,405  (2,657) 84  2,332  4,164 

Commercial business

 786  794  1,580      285  1,865  786  794  1,580      372  1,952 

Unallocated

  385   (385)                 385   (385)               

Total

 $16,116  $2,209  $18,325  $(1,937) $594  $315  $17,297  $16,116  $2,209  $18,325  $(2,668) $93  $1,195  $16,945 

 

The increase in the ACLL decreased $352,000 during the three months ended JuneSeptember 30, 2023, of $300,000 is reflective of $399,000 in net charge-offs.. Charge-offs during the secondthird quarter of 2023 were mainly concentrated in unsecured consumer loans purchased through the Splash program. The recovery adjustment is due to a reclassification of funds received from the Splash program which had been recorded as a recovery in the second quarter of 2023. The provision for ACLL reflects higher loss factors in one-to-four family, commercial business and multi-family loans based on our assumptions.

 

The $315,000 provision forpost-adoption ACLL fordecreased $1.4 million during the sixnine months ended JuneSeptember 30, 2023, is reflective of $1.3with $2.6 million of year-to-date net charge-offs partially offset by the provision for credit losses estimate.ACLL. The recovery ofACLL provision for credit lossesexpense during the sixnine months ended JuneSeptember 30, 2023, can be attributedwas the result of higher loan balances combined with high loss factors due to an improvementthe impact of changes in the U.S. gross domestic product assumption since the implementation of CECL at the beginning of 2023.and unemployment on our model assumptions.

 

 

25

 

The following table details activity in the ALLL by class for the period shown under the incurred loss methodology:

 

 

At or For the Three Months Ended June 30, 2022

  

At or For the Three Months Ended September 30, 2022

 
 

One-to-four family

  

Multi-family

  

Commercial real estate

  

Construction and land

  

Home equity

  

Auto and other consumer

  

Commercial business

  

Unallocated

  

Total

  

One-to-four family

  

Multi-family

  

Commercial real estate

  

Construction and land

  

Home equity

  

Auto and other consumer

  

Commercial business

  

Unallocated

  

Total

 
 

(In thousands)

  

(In thousands)

 

ALLL:

                                      

Beginning balance

 $3,039  $2,092  $4,038  $2,481  $405  $2,229  $526  $317  $15,127  $3,026  $2,168  $4,154  $2,550  $486  $2,367  $680  $316  $15,747 

(Recapture of) provision for loan losses

 (13) 76  116  69  81  160  12  (1) 500 

Provision for (recapture of) loan losses

 188  164  (45) (36) 9  428  14  28  750 

Charge-offs

           (73)     (73)           (265)     (265)

Recoveries

                 51   142      193               12   29         41 

Ending balance

 $3,026  $2,168  $4,154  $2,550  $486  $2,367  $680  $316  $15,747  $3,214  $2,332  $4,109  $2,514  $507  $2,559  $694  $344  $16,273 

 

 

At or For the Six Months Ended June 30, 2022

  

At or For the Nine Months Ended September 30, 2022

 
 

One-to-four family

  

Multi-family

  

Commercial real estate

  

Construction and land

  

Home equity

  

Auto and other consumer

  

Commercial business

  

Unallocated

  

Total

  

One-to-four family

  

Multi-family

  

Commercial real estate

  

Construction and land

  

Home equity

  

Auto and other consumer

  

Commercial business

  

Unallocated

  

Total

 
 

(In thousands)

  

(In thousands)

 

ALLL:

                                      

Beginning balance

 $3,184  $1,816  $3,996  $2,672  $407  $2,221  $470  $358  $15,124  $3,184  $1,816  $3,996  $2,672  $407  $2,221  $470  $358  $15,124 

(Recapture of) provision for loan losses

 (190) 352  158  (124) 62  216  68  (42) 500  (2) 516  113  (160) 71  644  82  (14) 1,250 

Charge-offs

           (210)     (210)           (475)     (475)

Recoveries

  32         2   17   140   142      333   32         2   29   169   142      374 

Ending balance

 $3,026  $2,168  $4,154  $2,550  $486  $2,367  $680  $316  $15,747  $3,214  $2,332  $4,109  $2,514  $507  $2,559  $694  $344  $16,273 

 

The following table details the ALLL and loan portfolio by class and impairment method for the period shown under the incurred loss methodology:

  

At December 31, 2022

 
  

One-to-four family

  

Multi-family

  

Commercial real estate

  

Construction and land

  

Home equity

  

Auto and other consumer

  

Commercial business

  

Unallocated

  

Total

 
  

(In thousands)

 

Total ALLL

 $3,343  $2,468  $4,217  $2,344  $549  $2,024  $786  $385  $16,116 

General reserve

  3,321   2,468   4,217   2,343   545   2,019   786   385   16,084 

Specific reserve

  22         1   4   5         32 
                                     

Gross loans

 $343,825  $253,551  $390,246  $194,646  $52,322  $222,794  $76,996  $  $1,534,380 

Loans collectively evaluated (1)

  341,171   253,551   390,196   194,630   52,100   222,702   76,996      1,531,346 

Loans individually evaluated (2)

  2,654      50   16   222   92         3,034 

 


(1) Loans collectively evaluated for general reserves.

(2) Loans individually evaluated for specific reserves.

 

 

26


Impaired loans incurred loss model. Prior to the implementation of CECL on January 1, 2023, a loan was considered impaired when the Bank has determined that it may be unable to collect payments of principal or interest when due under the contractual terms of the loan. Impairment was measured on a loan-by-loan basis for all loans in the portfolio except smaller balance homogeneous loans and certain qualifying TDR loans.

 

The following table provides additional information on loans individually evaluated for impairment by portfolio class at the date indicated under the incurred loss methodology. Recorded investment includes the unpaid principal balance or carrying amount of loans less charge-offs.

 

  

December 31, 2022

 
  Recorded Investment  Unpaid Principal Balance  

Related Allowance

 
  

(In thousands)

 

With no allowance recorded:

            

One-to-four family

 $666  $705  $ 

Commercial real estate

  50   149    

Construction and land

     14    

Auto and other consumer

     2    

Total

  716   870    

With an allowance recorded:

            

One-to-four family

  1,988   2,129   22 

Construction and land

  16   19   1 

Home equity

  222   224   4 

Auto and other consumer

  92   95   5 

Total

  2,318   2,467   32 

Total impaired loans:

            

One-to-four family

  2,654   2,834   22 

Commercial real estate

  50   149    

Construction and land

  16   33   1 

Home equity

  222   224   4 

Auto and other consumer

  92   97   5 

Total

 $3,034  $3,337  $32 

 

 

27

 

The following table presents the average recorded investment in loans individually evaluated for impairment and the related interest income recognized for the period shown under the incurred loss methodology:

 

 

Three Months Ended

 

Six Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

June 30, 2022

  

June 30, 2022

  

September 30, 2022

  

September 30, 2022

 
 

Average Recorded Investment

  

Interest Income Recognized

  

Average Recorded Investment

  

Interest Income Recognized

  

Average Recorded Investment

  

Interest Income Recognized

  

Average Recorded Investment

  

Interest Income Recognized

 
 

(In thousands)

  

(In thousands)

 

With no allowance recorded:

                  

One-to-four family

 $356  $6  $283  $8  $211  $1  $259  $1 

Commercial real estate

 63    65    56    63   

Construction and land

   1    1  583  1  194  1 

Home equity

     5        3   

Auto and other consumer

  247   5   249   9   239   5   246   14 

Total

  666   12   602   18   1,089   7   765   16 

With an allowance recorded:

                  

One-to-four family

 2,128  39  2,079  72  2,258  51  2,138  120 

Commercial real estate

 21    11        7   

Construction and land

 22  1  22  1  18    21   

Home equity

 284  4  293  7  232  3  273  8 

Auto and other consumer

  61   1   139   2   33   1   104   2 

Total

  2,516   45   2,544   82   2,541   55   2,543   130 

Total impaired loans:

                  

One-to-four family

 2,484  45  2,362  80  2,469  52  2,397  121 

Commercial real estate

 84    76    56    70   

Construction and land

 22  2  22  2  601  1  215  1 

Home equity

 284  4  298  7  232  3  276  8 

Auto and other consumer

  308   6   388   11   272   6   350   16 

Total

 $3,182  $57  $3,146  $100  $3,630  $62  $3,308  $146 

 

Interest income recognized on a cash basis on impaired loans for the three and sixnine months ended JuneSeptember 30, 2022, was $41,000$42,000 and $100,000,$126,000, respectively, under the incurred loss methodology.

 

Allowance for Credit Losses on Unfunded Loan Commitments. The Company maintains an ACL for off-balance sheet commitments related to unfunded loans and lines of credit, which is included in other liabilities on the consolidated balance sheets. The allowance for off-balance sheetunfunded commitments was $1.3 million$828,000 at JuneSeptember 30, 2023, a decrease compared to $1.9 million at the adoption of CECL on January 1, 2023. Included in the year-to-date provision for credit loss expense was a provision recapture for off-balance sheetunfunded commitments of $515,000$509,000 and $1.0 million for both the three and sixnine months ended JuneSeptember 30, 2023, attributable to lower unfunded commitments,respectively, primarily dueattributable to construction loan disbursements.disbursements resulting in lower unfunded commitments.

 

 

28

 
 

Note 5 - Deposits

 

Deposits and weighted-average interest rates at the dates indicated are as follows:

 

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 
 

Amount

  

Weighted-Average Interest Rate

  

Amount

  

Weighted-Average Interest Rate

  

Amount

  

Weighted-Average Interest Rate

  

Amount

  

Weighted-Average Interest Rate

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Noninterest-bearing demand deposits

 $280,475 % $315,083 % $269,800 % $315,083 %

Interest-bearing demand deposits

  179,029  0.50%  193,558  0.01%  182,361  0.52%  193,558  0.01%

Money market accounts

 374,269  1.10% 473,009  0.58% 372,706  1.28% 473,009  0.58%

Savings accounts

 260,279  1.41% 200,920  0.26% 253,182  1.45% 200,920  0.26%

Certificates of deposit

  559,070   3.55%  381,685   2.19%  579,713   3.93%  381,685   2.19%

Total deposits

 $1,653,122  1.73% $1,564,255  0.74% $1,657,762  1.94% $1,564,255  0.74%

 

Brokered certificates of deposit of $179.6$169.6 million and $133.9 million are included in the JuneSeptember 30, 2023 and December 31, 2022 certificates of deposit totals above, respectively. The aggregate amount of time deposits in excess of the Federal Deposit Insurance Corporation ("FDIC") insured limit, currently $250,000, at JuneSeptember 30, 2023 and December 31, 2022, were $157.1$165.3 million and $96.6 million, respectively.

 

Maturities of certificates at the dates indicated are as follows:

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 
 

(In thousands)

  

(In thousands)

 

Within one year or less

 $422,485 $262,189  $449,211 $262,189 

After one year through two years

 104,285 69,967  105,169 69,967 

After two years through three years

 16,339 37,032  9,780 37,032 

After three years through four years

 11,195 7,409  10,863 7,409 

After four years through five years

  4,766  5,088   4,690  5,088 

Total certificates of deposit

 $559,070 $381,685  $579,713 $381,685 

 

At JuneSeptember 30, 2023 and December 31, 2022, deposits included $112.1$109.4 million and $93.3 million, respectively, in public fund deposits. The Bank had an outstanding letter of credit from the Federal Home Loan Bank of Des Moines ("FHLB") with a notional amount of $60.0 million at JuneSeptember 30, 2023, to secure public deposits and pledged investment securities with a carrying value of $57.1 million were pledged as collateral for these deposits at December 31, 2022. This exceeds the minimum collateral requirements established by the Washington Public Deposit Protection Commission. Also included in deposits at JuneSeptember 30, 2023 and December 31, 2022, were funds held by federally recognized tribes totaling $18.9$19.2 million and $10.3 million, respectively. Investment securities with a carrying value of $21.9$21.3 million and $23.6 million were pledged as collateral for these deposits at JuneSeptember 30, 2023 and December 31, 2022, respectively. This exceeds the minimum collateral requirements established by the Bureau of Indian Affairs. 

 

Interest on deposits by type for the periods shown was as follows:

 

 

Three Months Ended

 

Six Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

June 30,

  

June 30,

  

September 30,

  

September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 
 

(In thousands)

  

(In thousands)

 

Demand deposits

 $201  $25  $395  $42  $204  $16  $599  $58 

Money market accounts

 944  323  1,720  621  1,146  468  2,866  1,089 

Savings accounts

 762  26  1,138  52  918  24  2,056  76 

Certificates of deposit

  4,302   422   7,309   798   5,431   743   12,740   1,541 

Total interest expense on deposits

 $6,209  $796  $10,562  $1,513  $7,699  $1,251  $18,261  $2,764 

 

 

29

 
 

Note 6 - Borrowings

 

First Fed is a member of the FHLB. As a member, First Fed has a committed line of credit of up to 45% of total assets, subject to the amount of FHLB stock ownership and certain collateral requirements.

 

First Fed maintains borrowing arrangements with the FHLB to borrow funds primarily under long-term, fixed-rate advance agreements. First Fed also has overnight borrowings through FHLB which renew daily until paid. First Fed periodically uses fixed-rate advances maturing in less than one year as an alternative source of funds. All borrowings are secured by collateral consisting of single-family, home equity, commercial real estate, and multi-family loans receivable in the amounts of $917.8$885.7 million and $753.7 million at JuneSeptember 30, 2023 and December 31, 2022, respectively. The Bank had outstanding letters of credit from the FHLB with notional amounts of $60.0 million to secure public deposits and $772,000 to secure the Bellevue, Washington branch lease at September 30, 2023.

 

First Fed also has an established borrowing arrangement with the Federal Reserve Bank of San Francisco ("FRB") to utilize the discount window for short-term borrowing. Available borrowing capacity was $8.7$8.58 million and $8.6$8.57 million at JuneSeptember 30, 2023 and December 31, 2022, respectively. No funds have been borrowed to date. Investment securities with a carrying value of $9.2$9.02 million and $9.0$8.99 million were pledged to the FRB at JuneSeptember 30, 2023 and December 31, 2022, respectively.

 

On March 25, 2021, the Company completed a private placement of $40.0 million of 3.75% fixed-to-floating rate subordinated notes due 2031 (the "Notes") to certain qualified institutional buyers and institutional accredited investors. The net proceeds to the Company from the sale of the Notes were approximately $39.3 million after deducting placement agent fees and other offering expenses. The Notes have been structured to qualify as Tier 2 capital for the Company for regulatory capital purposes. The Company used the net proceeds of the offering for general corporate purposes.

 

On May 20, 2022, First Northwest consummated a borrowing arrangement with NexBank for a $20.0 million revolving line of credit. Borrowings are secured by a blanket lien on First Northwest's personal property assets (with certain exclusions), including all the outstanding shares of First Fed, cash, loans receivable, and limited partnership investments. The line of credit matures on May 18, 2024, with the option for one 364-day extension.

 

In June 2023, First Fed established a Bank Term Funding ("BTFP") borrowing arrangement with the FRB as an additional source of liquidity. Available borrowing capacity was $18.7$18.3 million at JuneSeptember 30, 2023No funds have been borrowed to date. Investment securities with a carrying value of $17.0$15.0 million were pledged to secure the BTFP at JuneSeptember 30, 2023.

 

The following table sets forth information regarding our borrowings at the end of and during the sixnine months ended JuneSeptember 30, 2023. The table includes both long- and short-term borrowings.

 

 

FHLB Long-Term Advances

  

FHLB Overnight Variable-Rate Advances

  

FHLB Short-Term Fixed-Rate Advances

  

Line of Credit

  

Subordinated Debt, net

  

FHLB Long-Term Advances

  

FHLB Overnight Variable-Rate Advances

  

FHLB Short-Term Fixed-Rate Advances

  

Line of Credit

  

Subordinated Debt, net

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Balance outstanding

 $85,000  $163,000  $5,000  $11,000  $39,397  $80,000  $168,000  $5,000  $8,000  $39,416 

Maximum outstanding at any month-end

 85,000  189,000  95,000  11,000  39,397  85,000  189,000  95,000  11,000  39,416 

Average monthly outstanding during the period

 82,500  133,500  45,833  10,718  39,374  82,222  141,444  32,222  10,249  39,384 

Weighted-average daily interest rates

  

Annual

 1.90% 4.97% 5.07% 8.94% 4.04% 1.96% 5.15% 5.08% 9.06% 4.02%

Period End

 2.08% 5.35% 5.27% 8.75% 4.04% 2.09% 5.53% 5.27% 9.00% 4.01%

 

 

30

 

The amounts by year of maturity and weighted-average interest rate of FHLB long-term, fixed-rate advances at JuneSeptember 30, 2023 are as follows:

 

 

Amount

  

Weighted- Average Interest Rate

  

Amount

  

Weighted- Average Interest Rate

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Within one year or less

 $20,000   2.30% $25,000   2.76%

After one year through two years

 30,000   2.48  20,000   2.12 

After two years through three years

 15,000   1.49  15,000   1.49 

After three years through four years

 10,000   1.63  10,000   1.63 

After four years through five years

  10,000   1.76   10,000   1.76 

Total FHLB long-term advances

 $85,000  2.08% $80,000  2.09%

 

The following table sets forth information regarding our borrowings at the end of and during the year ended December 31, 2022. The table includes both long- and short-term borrowings.

 

  

FHLB Long-Term Advances

  

FHLB Overnight Variable-Rate Advances

  

FHLB Short-Term Fixed-Rate Advances

  

Line of Credit

  

Subordinated Debt, net

 
  

(Dollars in thousands)

 

Balance outstanding

 $80,000  $144,000  $10,000  $12,000  $39,358 

Maximum outstanding at any month-end

  80,000   206,000   42,500   12,000   39,358 

Average monthly outstanding during the period

  80,000   90,983   15,208   5,770   39,312 

Weighted-average daily interest rates

                    

Annual

  1.52%  2.83%  1.82%  6.76%  4.01%

Period End

  1.52%  4.30%  2.12%  8.00%  4.01%

 

 

Note 7 - Income Tax

 

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. These calculations are based on many complex factors including estimates of the timing of reversals of temporary differences, the interpretation of federal income tax laws, and a determination of the differences between the tax and the financial reporting basis of assets and liabilities. Actual results could differ significantly from the estimates and interpretations used in determining the current and deferred income tax assets and liabilities.

 

The effective tax rates were 20.2%19.9% and 20.2%19.4% for the sixnine months ended JuneSeptember 30, 2023 and 2022, respectively. The effective tax rates differ from the statutory maximum federal tax rate for 2023 and 2022 of 21%, largely due to the nontaxable earnings on bank-owned life insurance and tax-exempt interest income earned on certain investment securities and loans. In the second quarter of 2022, the Company began accruing a provision for income tax for certain states in which we have both employees and collateral for loans, thereby creating a nexus in those states for income tax purposes.

 

 

31

 
 

Note 8 - Earnings per Common Share

 

The two-class method is used for computing basic and diluted earnings per share. Under the two-class method, EPS is determined for each class of common stock and participating security according to dividends declared and participating rights in undistributed earnings. The Company has issued restricted shares under share-based compensation plans which qualify as participating securities.

 

The following table presents a reconciliation of the components used to compute basic and diluted earnings per share for the three and sixnine months ended JuneSeptember 30, 2023 and 2022.

 

 

Three Months Ended

 

Six Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

June 30,

  

June 30,

  

September 30,

  

September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 
 

(In thousands, except share data)

  

(In thousands, except share data)

 

Net income:

  

Net income available to common shareholders

 $1,776  $2,488  $5,304  $5,294  $2,504  $4,291  $7,808  $9,585 

Earnings allocated to participating securities

  (9)  (25)  (28)  (55)  (11)  (35)  (39)  (92)

Earnings allocated to common shareholders

 $1,767  $2,463  $5,276  $5,239  $2,493  $4,256  $7,769  $9,493 

Basic:

  

Weighted average common shares outstanding

 9,667,380  9,849,265  9,684,673  9,846,086  9,631,929  9,955,322  9,666,900  9,979,152 

Weighted average unvested restricted stock awards

 (139,760) (92,626) (152,474) (95,390) (125,338) (212,930) (143,326) (231,253)

Weighted average unallocated ESOP shares

  (613,265)  (661,745)  (619,841)  (668,323)  (600,065)  (648,571)  (613,183)  (661,670)

Total basic weighted average common shares outstanding

  8,914,355   9,094,894   8,912,358   9,082,373   8,906,526   9,093,821   8,910,391   9,086,229 

Diluted:

  

Basic weighted average common shares outstanding

 8,914,355  9,094,894  8,912,358  9,082,373  8,906,526  9,093,821  8,910,391  9,086,229 

Dilutive restricted stock awards

  17,031   71,237   19,759   84,942   28,356   44,302   20,013   69,584 

Total diluted weighted average common shares outstanding

  8,931,386   9,166,131   8,932,117   9,167,315   8,934,882   9,138,123   8,930,404   9,155,813 

Basic earnings per common share

 $0.20  $0.27  $0.59  $0.58  $0.28  $0.47  $0.87  $1.04 

Diluted earnings per common share

 $0.20  $0.27  $0.59  $0.58  $0.28  $0.47  $0.87  $1.04 

 

Potentially dilutive shares are excluded from the computation of EPS if their effect is anti-dilutive. At JuneSeptember 30, 2023 and 2022, antidilutive shares as calculated under the treasury stock method totaled 14,98713,582 and 1,186,2,617, respectively.

 

 

Note 9 - Employee Benefits

 

Employee Stock Ownership Plan

 

In connection with the Conversion, the Company established an ESOP for eligible employees of the Company and the Bank. Employees of the Company and the Bank who have been credited with at least 1,000 hours of service during a 12-month period are eligible to participate in the ESOP.

 

Pursuant to the Plan, the ESOP purchased shares in the open market with funds borrowed from First Northwest. The Bank will make contributions to the ESOP in amounts necessary to amortize the ESOP loan payable to First Northwest over a period of 20 years, bearing estimated interest at 2.46%. The loan is secured by shares purchased with the loan proceeds and will be repaid by the ESOP with funds from the Bank's discretionary contributions to the ESOP and earnings on the ESOP assets. A $835,000 principal and interest payment was made by the ESOP during the sixnine months ended JuneSeptember 30, 2023.

 

As shares are committed to be released from collateral, the Company reports compensation expense equal to the average daily market prices of the shares and the shares become outstanding for EPS computations. The compensation expense is accrued monthly throughout the year. Dividends on allocated ESOP shares are recorded as a reduction of retained earnings; dividends on unallocated ESOP shares are recorded as a reduction of debt and accrued interest.

 

 

32

 

Compensation expense related to the ESOP for the three months ended JuneSeptember 30, 2023 and 2022, was $153,000$167,000 and $245,000,$216,000, respectively. Compensation expense related to the ESOP for the sixnine months ended JuneSeptember 30, 2023 and 2022, was $340,000$507,000 and $536,000,$752,000, respectively.

 

Shares issued to the ESOP as of the dates indicated are as follows:

 

June 30, 2023

  

December 31, 2022

  

September 30, 2023

  

December 31, 2022

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Allocated shares

 439,174 386,285  439,174 386,285 

Committed to be released shares

  26,442  13,257 26,442 

Unallocated shares

  608,855  635,302   595,598  635,302 

Total ESOP shares issued

  1,048,029   1,048,029   1,048,029   1,048,029 

Fair value of unallocated shares

 $6,929 $9,758  $7,308 $9,758 

 

 

 

Note 10 - Stock-based Compensation

 

In May 2020, the Company's shareholders approved the First Northwest Bancorp 2020 Equity Incentive Plan ("2020 EIP"), which provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock shares or restricted stock units, and performance share awards to eligible participants through May 2030. The cost of awards under the 2020 EIP generally is based on the fair value of the awards on their grant date. The maximum number of shares that may be utilized for awards under the 2020 EIP is 520,000. As of JuneSeptember 30, 2023, there were 290,02985,490 total shares available for grant under the 2020 EIP, all of which are available to be granted as restricted shares.

 

As a result of the approval of the 2020 EIP, the First Northwest Bancorp 2015 Equity Incentive Plan (the "2015 EIP") was frozen and no additional awards will be made. As of JuneSeptember 30, 2023, there were no shares available for grant under the 2015 EIP. At this date, there are 42,40034,920 shares granted under the 2015 EIP that are expected to vest subject to the 2015 EIP plan provisions.

 

There were 29,34932,449 and 53,34355,443 shares of restricted stock awarded, respectively, during the sixnine months ended JuneSeptember 30, 2023 and 2022. Awarded shares of restricted stock vest ratably over periods ranging from one to five years from the date of grant provided the eligible participant remains in service to the Company. The Company recognizes compensation expense for the restricted stock awards based on the fair value of the shares at the grant date amortized over the vesting period.

 

For the three months ended JuneSeptember 30, 2023 and 2022, total compensation expense for the equity incentive plans was $358,000$349,000 and $479,000,$404,000, respectively. Included in the compensation expense for the three months ended JuneSeptember 30, 2023 and 2022, was directors' equity compensation of $73,000$59,000 and $84,000,$50,000, respectively.

 

For the sixnine months ended JuneSeptember 30, 2023 and 2022, total compensation expense for the equity incentive plans was $749,000$1.1 million and $890,000,$1.3 million, respectively. Included in the compensation expense for the sixnine months ended JuneSeptember 30, 2023 and 2022, was directors' equity compensation of $131,000$190,000 and $139,000,$189,000, respectively.

 

The following tables provide a summary of changes in non-vested restricted stock awards for the period shown:

 

  

For the Three Months Ended

 
  

June 30, 2023

 
  

Shares

  

Weighted-Average Grant Date Fair Value

 

Non-vested at April 1, 2023

  149,054  $16.56 

Granted

  2,300   10.68 

Vested

  (5,753)  14.81 
Canceled (1)  (1,472)  14.81 

Forfeited

  (11,211)  17.14 

Non-vested at June 30, 2023

  132,918  $16.50 
         

(1) A surrender of vested stock awards by a participant surrendering the number of shares valued at the current stock price at the vesting date to cover the participant's tax obligation on the vested shares. The surrendered shares are canceled and are unavailable for reissue.

 

  

For the Three Months Ended

 
  

September 30, 2023

 
  

Shares

  

Weighted-Average Grant Date Fair Value

 

Non-vested at July 1, 2023

  132,918  $16.50 

Granted

  3,100   12.17 

Vested

  (10,820)  14.60 

Canceled (1)

  (3,606)  14.60 

Forfeited

  (1,182)  20.02 

Non-vested at September 30, 2023

  120,410  $16.59 
         

(1) A surrender of vested stock awards by a participant surrendering the number of shares valued at the current stock price at the vesting date to cover the participant's tax obligation on the vested shares. The surrendered shares are canceled and are unavailable for reissue.

 

 

33

 
 

For the Six Months Ended

  

For the Nine Months Ended

 
 

June 30, 2023

  

September 30, 2023

 
 

Shares

  

Weighted-Average Grant Date Fair Value

  

Shares

  

Weighted-Average Grant Date Fair Value

 

Non-vested at January 1, 2023

 166,839  $17.78  166,839  $17.78 

Granted

 29,349  14.09  32,449  13.90 

Vested

 (38,453) 19.12  (49,273) 18.11 

Canceled (1)

 (11,806) 19.12  (15,412) 18.11 

Forfeited

  (13,011)  17.29   (14,193)  17.51 

Non-vested at June 30, 2023

  132,918  $16.50 

Non-vested at September 30, 2023

  120,410  $16.59 
          

(1) A surrender of vested stock awards by a participant surrendering the number of shares valued at the current stock price at the vesting date to cover the participant's tax obligation on the vested shares. The surrendered shares are canceled and are unavailable for reissue.

(1) A surrender of vested stock awards by a participant surrendering the number of shares valued at the current stock price at the vesting date to cover the participant's tax obligation on the vested shares. The surrendered shares are canceled and are unavailable for reissue.

 

(1) A surrender of vested stock awards by a participant surrendering the number of shares valued at the current stock price at the vesting date to cover the participant's tax obligation on the vested shares. The surrendered shares are canceled and are unavailable for reissue.

 

 

As of JuneSeptember 30, 2023, there was $1.5$1.2 million of total unrecognized compensation cost related to non-vested shares granted as restricted stock awards. The cost is expected to be recognized over the remaining weighted-average vesting period of approximately 1.431.34 years.

 

 

Note 11 - Fair Value Accounting and Measurement

 

Fair value is the price to sell an asset or transfer a liability in an orderly transaction between market participants in the Company’s principal market. The Company has established and documented its process for determining the fair values of its assets and liabilities, where applicable. Fair value is based on quoted market prices, when available, for identical or similar assets or liabilities. In the absence of quoted market prices, management determines the fair value of the Company’s assets and liabilities using valuation models or third-party pricing services, both of which rely on market-based parameters when available, such as interest rate yield curves, option volatilities and credit spreads, or unobservable inputs. Unobservable inputs may be based on management’s judgment, assumptions, and estimates related to credit quality, liquidity, interest rates, and other relevant inputs.

 

Any changes to valuation methodologies are reviewed by management to ensure they are relevant and justified. Valuation methodologies are refined as more market-based data becomes available.

 

A three-level valuation hierarchy is used in determining fair value that is based on the transparency of the inputs used in the valuation process. The inputs used in determining fair value in each of the three levels of the hierarchy are as follows:

 

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

Level 2 - Either: (i) quoted prices for similar assets or liabilities; (ii) observable inputs, such as interest rates or yield curves; or (iii) inputs derived principally from or corroborated by observable market data.

 

Level 3 - Unobservable inputs.

 

The hierarchy gives the highest ranking to Level 1 inputs and the lowest ranking to Level 3 inputs. The level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the overall fair value measurement.

 

The Company used the following methods to measure fair value on a recurring and nonrecurring basis.

 

Securities available for sale: Where quoted prices are available in an active market, securities are classified as Level 1. Level 1 instruments include highly liquid government bonds, securities issued by the U.S. Treasury, and exchange-traded equity securities. If quoted prices are not available, management determines fair value using pricing models, quoted prices of similar securities, which are considered Level 2, or discounted cash flows. In certain cases, where there is limited activity in the market for an instrument, assumptions must be made to determine their fair value. Such instruments are classified as Level 3.

 

Partnership investments: Management determines fair value using quoted prices of similar investments or discounted cash flows, which are considered Level 2, when available. In certain cases, whereWhere there is limited activity in the market for an instrument, assumptions must be made to determine their fair value. The Company believes that the net asset value obtained through financial statements provided by each partnership approximates fair value. Such instruments are classified as Level 3.

 

34

Sold loan servicing rights, at fair value: The fair value of sold loan servicing rights is determined through a discounted cash flow analysis, which uses interest rates, prepayment speeds, discount rates, and delinquency rate assumptions as inputs. Servicing rights are classified as Level 3 due to reliance on assumptions used in the valuation.

 

34

Loans receivable, net: The fair value of loans is estimated by discounting the future cash flows using the current rate at which similar loans and leases would be made to borrowers with similar credit and for the same remaining maturities. Additionally, to be consistent with the requirements under FASB ASC Topic 820 for Fair Value Measurements and Disclosures, the loans were valued at a price that represents the Company’s exit price or the price at which these instruments would be sold or transferred.

 

Interest rate swap derivative: The fair values of interest rate swap agreements are based on valuation models using observable market data as of the measurement date (Level 2). The Company’s derivatives are traded in an over-the-counter market where quoted market prices are not always available. Therefore, the fair values of derivatives are determined using quantitative models that utilize multiple market inputs. The inputs will vary based on the type of derivative, but could include interest rates, prices and indices to generate continuous yield or pricing curves, prepayment rates, and volatility factors to value the position. The majority of market inputs are actively quoted and can be validated through external sources, including market transactions and third-party pricing services. The fair values of all interest rate swaps are determined from third-party pricing services without adjustment.

 

Assets and liabilities measured at fair value on a recurring basis - Assets and liabilities are considered to be valued on a recurring basis if fair value is measured regularly (i.e., daily, weekly, monthly, or quarterly). The following tables show the Company’s assets and liabilities measured at fair value on a recurring basis at the dates indicated:

 

 

June 30, 2023

  

September 30, 2023

 
 

Quoted Prices in Active Markets for Identical Assets or Liabilities

 

Significant Other Observable Inputs

 

Significant Unobservable Inputs

    

Quoted Prices in Active Markets for Identical Assets or Liabilities

 

Significant Other Observable Inputs

 

Significant Unobservable Inputs

   
 

(Level 1)

  

(Level 2)

  

(Level 3)

  

Total

  

(Level 1)

  

(Level 2)

  

(Level 3)

  

Total

 

Financial Assets

 (In thousands)  (In thousands) 

Securities available-for-sale

                  

Municipal bonds

 $5,014 $95,489 $ $100,503  $4,637 $89,358 $ $93,995 

U.S. Treasury notes

 2,364   2,364  2,377   2,377 

Agency bonds

  1,717  1,717   1,703  1,703 

Corporate debt

 5,414 48,260  53,674  5,376 48,959  54,335 

MBS agency

  71,565  71,565   66,946  66,946 

MBS non-agency

  62,762 29,378 92,140   60,776 29,192 89,968 

Sold loan servicing rights

   3,825 3,825    3,729 3,729 

Partnership investments

        12,733   12,733      12,787  12,787 

Interest rate swap derivative

    576    576 

Total assets measured at fair value

 $12,792 $279,793 $45,936 $338,521  $12,390 $268,318 $45,708 $326,416 

Financial Liabilities

         

Interest rate swap derivative

 $ $392 $ $392 

 

  

December 31, 2022

 
  Quoted Prices in Active Markets for Identical Assets or Liabilities  

Significant Other Observable Inputs

  Significant Unobservable Inputs     
  

(Level 1)

  

(Level 2)

  

(Level 3)

  

Total

 

Financial Assets

  (In thousands) 

Securities available-for-sale

                

Municipal bonds

 $4,913  $93,137  $  $98,050 

U.S. Treasury notes

  2,364         2,364 

Agency bonds

     1,702      1,702 

Corporate debt

  5,326   50,173      55,499 

MBS agency

     75,648      75,648 

MBS non-agency

     63,707   29,599   93,306 

Sold loan servicing rights

        3,887   3,887 

Partnership investments

        12,563   12,563 

Total assets measured at fair value

 $12,603  $284,367  $46,049  $343,019 

 

 

35

 

The following table provides a description of the valuation technique, unobservable input, and qualitative information about the unobservable inputs for the Company's assets and liabilities classified as Level 3 and measured at fair value on a recurring basis at the date indicated:

 

JuneSeptember 30, 2023

 

Fair Value (In thousands)

 

Valuation Technique

 

Unobservable Input (1)

 

Range (Weighted Average)

 

Sold loan servicing rights

 $3,8253,729 

Discounted cash flow

 

Constant prepayment rate

 4.84%5.36% - 40.04% (8.04%34.46% (8.39%) 
       

Discount rate

  11.63%11.75% - 14.35% (12.52%14.24% (12.56%) 

MBS non-agency

 $29,37829,192 

Consensus pricing

 

Offered quotes

 97.594.5 - 99.599.3 
       

Comparability adjustments (%)

  -1.04%-3.97% - 0.95%0.87%

Partnership investments

$12,787

Net asset value per share

Net asset value

n/a 

(1) Unobservable inputs were weighted by the relative fair value of the instruments.

 

 

The following tables summarizetable summarizes the changes in sold loan servicing rights, a Level 3 assetsasset measured at fair value on a recurring basis, at the dates indicated:

 

 

As of or For the Three Months Ended June 30, 2023

  

As of or For the Three Months Ended September 30,

  

As of or For the Nine Months Ended September 30,

 
 

Balance at beginning of period

  

Servicing rights that result from transfers and sale of financial assets

  Changes in fair value due to changes in model inputs or assumptions (1)  

Balance at end of period

  

2023

  

2022

  

2023

  

2022

 
 

(In thousands)

  

(In thousands)

 

Sold loan servicing rights

 $4,224  $7  $(406) $3,825 

Balance at beginning of period

 $3,825  $3,865  $3,887  $3,820 

Servicing rights that result from transfers and sale of financial assets

 71  45  145  143 

Changes in fair value due to changes in model inputs or assumptions (1)

  (167)  (38)  (303)  (91)

Balance at end of period

 $3,729  $3,872  $3,729  $3,872 

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

 

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

 

 

  

As of or For the Six Months Ended June 30, 2023

 
  

Balance at beginning of period

  

Servicing rights that result from transfers and sale of financial assets

  

Changes in fair value due to changes in model inputs or assumptions (1)

  

Balance at end of period

 
  

(In thousands)

 

Sold loan servicing rights

 $3,887  $75  $(137) $3,825 

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

 

The following tables summarize the changes in Level 3 securities available for sale and partnership investments, assets which are measured at fair value on a recurring basis, at the dates indicated:

 

  

As of or For the Three Months Ended June 30, 2022

 
  

Balance at beginning of period

  

Servicing rights that result from transfers and sale of financial assets

  

Changes in fair value due to changes in model inputs or assumptions (1)

  

Balance at end of period

 
  

(In thousands)

 

Sold loan servicing rights

 $4,046  $42  $(223) $3,865 

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

 

  

As of or For the Six Months Ended June 30, 2022

 
  

Election of Fair Value Option for Servicing Rights at January 1, 2022

  

Servicing rights that result from transfers and sale of financial assets

  

Changes in fair value due to changes in model inputs or assumptions (1)

  

Balance at end of period

 
  

(In thousands)

 

Sold loan servicing rights

 $3,820  $98  $(53) $3,865 

(1) Represents changes due to collection/realization of expected cash flows and curtailments.

 
  

As of or Three Months Ended September 30, 2023

 
  

Balance at beginning of period

  

Transfers Into Level 3

  

Purchases, net of Distributions

  

Unrealized (Losses) Gains

  

Balance at end of period

 
  

(In thousands)

 

Securities available for sale:

                    

MBS non-agency

 $29,378  $  $  $(186) $29,192 

Partnership investments

  12,733      (82)  136   12,787 

 

 

36

 
 

As of or For the Six Months Ended June 30, 2023

  

As of or For the Nine Months Ended September 30, 2023

 
 

Balance at beginning of period

  

Transfers Into Level 3

  

Purchases

  

Unrealized (Losses) Gains

  

Balance at end of period

  

Balance at beginning of period

  

Transfers Into Level 3

  

Purchases, net of Distributions

  

Unrealized (Losses) Gains

  

Balance at end of period

 
 

(In thousands)

  

(In thousands)

 

Securities available for sale:

  

MBS non-agency

 $29,599  $  $  $(221) $29,378  $29,599  $  $  $(407) $29,192 

Partnership investments

 12,563      170  12,733  12,563    (69) 293  12,787 
   

 

 

As of or For the Year Ended December 31, 2022

  

As of or For the Year Ended December 31, 2022

 
 

Balance at beginning of period

  

Transfers Into Level 3 (1)

  

Purchases

  

Unrealized Gains

  

Balance at end of period

  

Balance at beginning of period

  

Transfers Into Level 3 (1)

  

Purchases

  

Unrealized Gains

  

Balance at end of period

 
 

(In thousands)

  

(In thousands)

 

Securities available for sale:

                      

MBS non-agency

 $  $29,599  $  $  $29,599  $  $29,599  $  $  $29,599 

Sold loan servicing rights

     12,490      73   12,563      12,490      73   12,563 

(1) Transferred from Level 2 to Level 3 because of a lack of observable market data, resulting from little to no market activity for the investments.

 

(1) Transferred from Level 2 to Level 3 in the fourth quarter of 2022 because of a lack of observable market data, resulting from little to no market activity for the investments.

(1) Transferred from Level 2 to Level 3 in the fourth quarter of 2022 because of a lack of observable market data, resulting from little to no market activity for the investments.

 

 

Assets and liabilities measured at fair value on a nonrecurring basis - Assets are considered to be valued on a nonrecurring basis if the fair value measurement of the instrument does not necessarily result in a change in the amount recorded on the consolidated balance sheets. Generally, nonrecurring valuation is the result of the application of other accounting pronouncements that require assets or liabilities to be assessed for impairment or recorded at the lower of cost or fair value.

 

The following tables presenttable presents the Company’s assets measured at fair value on a nonrecurring basis at the date indicated:

 

  

December 31, 2022

 
  

Level 1

  

Level 2

  

Level 3

  

Total

 
  

(In thousands)

 

Impaired loans

 $  $  $3,034  $3,034 

 

At JuneSeptember 30, 2023 and December 31, 2022, there were no impaired loans with discounts to appraisal disposition value or other unobservable inputs.

 

 

37

 

The following tables present the carrying value and estimated fair value of financial instruments at the dates indicated:

 

 

June 30, 2023

  

September 30, 2023

 
     

Fair Value Measurements Using:

      

Fair Value Measurements Using:

 
 

Carrying Amount

  

Estimated Fair Value

  

Level 1

  

Level 2

  

Level 3

  

Carrying Amount

  

Estimated Fair Value

  

Level 1

  

Level 2

  

Level 3

 
 

(In thousands)

  

(In thousands)

 

Financial assets

                      

Cash and cash equivalents

 $78,302 $78,302 $78,302 $ $  $83,886 $83,886 $83,886 $ $ 

Investment securities available for sale

 321,963 321,963 12,792 279,793 29,378  309,324 309,324 12,390 267,742 29,192 

Loans held for sale

 2,049 2,049  2,049   689 689  689  

Loans receivable, net

 1,620,863 1,509,311   1,509,311  1,618,033 1,486,050   1,486,050 

FHLB stock

 12,621 12,621  12,621   12,621 12,621  12,621  

Accrued interest receivable

 7,480 7,480  7,480   8,093 8,093  8,093  

Sold loan servicing rights, at fair value

 3,825 3,825   3,825  3,729 3,729   3,729 

Partnership investments

 12,733 12,733   12,733  12,787 12,787   12,787 

Interest rate swap derivative

 576 576  576  

Financial liabilities

                      

Demand deposits

 $1,094,052 $1,094,052 $1,094,052 $ $  $1,078,049 $1,078,049 $1,078,049 $ $ 

Time deposits

 559,070 551,012   551,012  579,713 572,616   572,616 

FHLB Borrowings

 253,000 247,846   247,846  253,000 248,031   248,031 

Line of Credit

 11,000 11,047   11,047  8,000 8,030   8,030 

Subordinated debt, net

 39,397 40,164   40,164  39,416 39,879   39,879 

Accrued interest payable

 1,367 1,367  1,367   2,276 2,276  2,276  

Interest rate swap derivative

 392 392  392  

 

  

December 31, 2022

 
          

Fair Value Measurements Using:

 
  

Carrying Amount

  

Estimated Fair Value

  

Level 1

  

Level 2

  

Level 3

 
  

(In thousands)

 

Financial assets

                    

Cash and cash equivalents

 $45,596  $45,596  $45,596  $  $ 

Investment securities available for sale

  326,569   326,569   12,603   284,367   29,599 

Loans held for sale

  597   597      597    

Loans receivable, net

  1,531,435   1,461,470         1,461,470 

FHLB stock

  11,681   11,681      11,681    

Accrued interest receivable

  6,743   6,743      6,743    

Sold loan servicing rights, at fair value

  3,887   3,887         3,887 

Partnership investments

  12,563   12,563         12,563 

Financial liabilities

                    

Demand deposits

  1,182,570  $1,182,570  $1,182,570  $  $ 

Time deposits

  381,685   372,865         372,865 

FHLB Borrowings

  234,000   229,103         229,103 

Line of Credit

  12,000   12,034         12,034 

Subordinated debt, net

  39,358   38,841         38,841 

Accrued interest payable

  455   455      455    

 

 

38

 
 

Note 12- Change in Accumulated Other Comprehensive Income ("AOCI")

 

Our AOCI includes unrealized gain (loss) on available-for-sale securities and an unrecognized defined benefit plan prior service cost. The following table presents changes to accumulated other comprehensive income after-tax for the periods shown:

 

 

Unrealized Gains and Losses on Available-for-Sale Securities

  

Unrecognized Defined Benefit Plan Prior Service Cost, Net of Amortization

  

Unrealized Gains and Losses on Derivatives

  

Total

  

Unrealized Gains and Losses on Available-for-Sale Securities

  

Unrecognized Defined Benefit Plan Prior Service Cost, Net of Amortization

  

Unrealized Gains and Losses on Derivatives

  

Total

 
 

(In thousands)

  

(In thousands)

 
                  

Balance at March 31, 2022

 $(13,330) $(1,823) $ $(15,153)

Balance at June 30, 2022

 $(26,653) $(1,794) $ $(28,447)

Other comprehensive loss before reclassification

 (13,330)     (13,330) (12,604)     (12,604)

Amounts reclassified from accumulated other comprehensive income

  7   29      36      28      28 

Net other comprehensive (loss) income

  (13,323)  29      (13,294)  (12,604)  28      (12,576)

Balance at June 30, 2022

 $(26,653) $(1,794) $  $(28,447)

Balance at September 30, 2022

 $(39,257) $(1,766) $  $(41,023)
                  

Balance at March 31, 2023

 $(34,642) $(2,109) $(1,357) $(38,108)

Balance at June 30, 2023

 $(37,679) $(2,079) $(308) $(40,066)

Other comprehensive loss before reclassification

 (3,037)  1,049 (1,988) (6,540)  727 (5,813)

Amounts reclassified from accumulated other comprehensive income

     30      30      29      29 

Net other comprehensive (loss) income

  (3,037)  30  1,049  (1,958)  (6,540)  29  727  (5,784)

Balance at June 30, 2023

 $(37,679) $(2,079) $(308) $(40,066)

Balance at September 30, 2023

 $(44,219) $(2,050) $419 $(45,850)
                  
                  

Balance at December 31, 2021

 $2,140  $(1,852) $  $288  $2,140  $(1,852) $  $288 

Other comprehensive loss before reclassification

 (28,700)   (28,700) (41,304)   (41,304)

Amounts reclassified from accumulated other comprehensive income

  (93)  58    (35)  (93)  86    (7)

Net other comprehensive (loss) income

  (28,793)  58    (28,735)  (41,397)  86    (41,311)

Balance at June 30, 2022

 $(26,653) $(1,794) $ $(28,447)

Balance at September 30, 2022

 $(39,257) $(1,766) $ $(41,023)
                  

Balance at December 31, 2022

 $(38,404) $(2,139) $  $(40,543) $(38,404) $(2,139) $  $(40,543)

Other comprehensive income before reclassification

 725    (308) 417 

Other comprehensive loss before reclassification

 (5,815)   419  (5,396)

Amounts reclassified from accumulated other comprehensive income

    60    60     89    89 

Net other comprehensive income

  725   60   (308)  477 

Balance at June 30, 2023

 $(37,679) $(2,079) $(308) $(40,066)

Net other comprehensive (loss) income

  (5,815)  89   419   (5,307)

Balance at September 30, 2023

 $(44,219) $(2,050) $419 $(45,850)

 

 

39

 
 

Note 13 - Derivatives and Hedging Activities

 

The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates.

 

Fair Value Hedges of Interest Rate Risk

The Company is exposed to changes in the fair value of certain of its fixed-rate assets due to changes in benchmark interest rates. The Company uses interest rate swaps to manage its exposure to changes in fair value on these instruments attributable to changes in the designated benchmark interest rate. Interest rate swaps designated as fair value hedges involve the payment of fixed-rate amounts to a counterparty in exchange for the Company receiving variable-rate payments over the life of the agreementsagreement without the exchange of the underlying notional amount.

 

For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in interest income.

 

At JuneSeptember 30, 2023, the following amounts were recorded on the balance sheet related to cumulative basis adjustment for fair value hedges. The Company had no fair value hedges at December 31, 2022.

Line item in the income statement in which the hedged item is included

 

Carrying Amount of the Hedged Assets (Liabilities)

 

Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets (Liabilities)

  

Carrying Amount of the Hedged Assets (Liabilities)

 

Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets (Liabilities)

 

 (In thousands)  (In thousands) 

June 30, 2023

      

September 30, 2023

      

Investment securities (1)

 $50,392  $392  $49,467  $(533)

Total

 $50,392  $392  $49,467  $(533)

(1) These amounts include the amortized cost basis of a closed portfoliosportfolio of AFS securities used to designate hedging relationships in which the hedged item is the stated amount of assets in the closed portfolio anticipated to be outstanding for the designated hedged period. At JuneSeptember 30, 2023, the amortized cost basis of the closed portfoliosportfolio used in thesethis hedging relationshipsrelationship was $50.1$59.5 million, the cumulative basis adjustments associated with thesethis hedging relationshipsrelationship was $392,000,($533,000), and the amountsamount of the designated hedged items werewas $50.0 million.

 

The following table summarizes the Company’s derivative instruments at the date indicated. The Company has master netting agreements with derivative dealers with which it does business, but reflects gross assets and liabilities as “Other assets” and “Other liabilities,” respectively, on the Consolidated Balance Sheets, as follows:

   

Fair Value

    

Fair Value

 
 

Notional Amount

  

Other Assets

  

Other Liabilities

  

Notional Amount

  

Other Assets

  

Other Liabilities

 

 (In thousands)  (In thousands) 

June 30, 2023

         

September 30, 2023

         

Fair value hedges:

              

Interest rate swaps - securities

 $50,000  $  $351  $50,000  $576  $ 

 

The following table summarizes the effect of fair value and cash flow hedge accounting on the Consolidated Statements of Income for the periods shown:

 

Three Months Ended June 30,

  

Six Months Ended June 30,

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

  

2023

  

2022

  

2023

  

2022

 
 

(In thousands)

  

(In thousands)

 

Total amounts recognized in interest on investment securities

 $3,336  $2,715  $6,518  $4,990  $3,368  $2,817  $9,886  $7,807 

Net gains (losses) on fair value hedging relationships

  

Interest rate swaps - securities

  

Recognized on hedged items

 $(1,336) $  $392  $  $(925) $ $(533) $ 

Recognized on derivatives designated as hedging instruments

  1,443      (254)     1,071    817   

Net income recognized on fair value

 $107  $  $138  $  $146 $ $284 $ 

 

 

40

 

Credit Risk-related Contingent Features

The Company is exposed to credit-related losses in the event of nonperformance by counterparties to hedging instruments. The counterparties to all derivative transactions are major financial institutions with investment grade credit ratings. However, this does not eliminate the Company’s exposure to credit risk with these institutions. This credit risk is limited to the unrealized gains in such contracts should any of these counterparties fail to perform as contracted.

 

The Company’sCompany has an interest rate swap agreement with its derivative contracts contain credit risk-related contingent features designed to protect against significant deterioration in counterparties’ creditworthiness and their ultimate ability to settle outstanding derivative contracts in the normal course of business. The Company’s bilateral credit related contingent features generally require the owing entity, eithercounterparty that contains a provision where if the Company either defaults or fails to maintain its status as a well or adequately capitalized institution, then the Company could be required to terminate the contract or post additional collateral. At September 30, 2023, the Company had no derivatives in a net liability position related to this agreement. The Company has minimum collateral posting thresholds with its derivative counterparty and has posted collateral of securities with par values totaling $55.8 million and cash of $790,000 to post collateral forsecure the portion of the fair value in excess of $50.0 million should the fair value of outstanding derivatives per counterparty be greater than $50.0 million. Additionally, ainterest rate swap agreement at September 30, 2023. In certain level of decline in credit rating of eithercases, the Company will have posted excess collateral compared to total exposure due to initial margin requirements or the counterparty could also trigger collateral requirements. day-to-day rate volatility.

As of JuneSeptember 30, 2023, the Company was in compliance with all credit risk-related contingent features and had derivative instruments with credit risk-related contingent features in a net liability position of $351,000. Accordingly, the Company posted collateral in the form of restricted cash of $2.2 million as a result of these contingent features. Given the considerations described above, the Company considers the impact of the risk of counterparty default to be immaterial.

 

41

 
 

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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. Forward-looking statements are not statements of historical fact, are based on certain assumptions and are generally identified by the use of words such as "believes," "expects," "anticipates," "estimates" or similar expressions. Forward-looking statements include, but are not limited to:

 

statements of our goals, intentions and expectations;

 

statements regarding our business plans, prospects, growth and operating strategies;

 

statements regarding the quality of our loan and investment portfolios; and

 

estimates of our risks and future costs and benefits.

 

These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. Actual results may differ materially from those contemplated by the forward-looking statements due to, among others, the following factors:

 

the risks associated with lending and potential adverse changes in the credit quality of loans in our portfolio;

 legislative or regulatory changes, including expanded consumer protection regulation, responses to recent events in the banking industry, inflation and climate change issues, which could adversely affect the Company's business;
 

a continued decrease in thedepressed market demand for loans that we originate for sale;

 

our ability to control operating costs and expenses;

 

whether our management team can succeed in implementing our operational strategy, including but not limited to our efforts to achieve loan and revenue growth;

 

our ability to successfully execute on merger and/or acquisition strategies, integrate any newly acquired assets, liabilities, customers, systems, and management personnel into our operations and realize related cost savings within expected time frames;

 

our ability to successfully execute on growth strategies related to our entry into new markets and delivery channels, including banking as a service;

 

our ability to develop user-friendly digital applications to serve existing customers and attract new customers;

 

the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation;

 

changes in monetary policy and fiscal policies, including interest rate policies of the Federal Reserve, and the relative differences between short and long-term interest rates, deposit interest rates, our net interest margin and funding sources;

 pressures on liquidity, including as a result of withdrawals of deposits or declines in the value of our investment portfolio;
 

increased competitive pressures among financial services companies, particularly from non-traditional banking entities such as challenger banks, fintech, and mega technology companies;

 

our ability to attract and retain deposits at a reasonable cost;

 

changes in consumer spending, borrowing and savings habits, resulting in reduced demand for banking products and services, particularly in the event of a recession that affects our market areas;

 

results of examinations by the Washington State Department of Financial Institutions, Department of Banks, the Federal Deposit Insurance Corporation, Federal Reserve Bank of San Francisco, or other regulatory authorities, which could result in restrictions that may adversely affect our liquidity and earnings;

 

disruptions, security breaches, or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on the third-party vendors who perform several of our critical processing functions;

 risks related to overall economic conditions, including the impact on the economy of a rising interest rate environment, inflationary pressures, and geopolitical instability, including the warwars in Ukraine;Ukraine and the Middle East;
 

any failure of key third-party vendors to perform their obligations to us;

 the effects of any reputational damage to the Company resulting from any of the foregoing; and
 

other economic, competitive, governmental, regulatory and technical factors affecting our operations, pricing, products and services and other risks described elsewhere in our filings with the Securities and Exchange Commission, including this Form 10-Q and the Company's Annual Report on Form 10-K for the year ended December 31, 2022, ("2022 Form 10-K").

 

Any of the forward-looking statements that we make in this report and in other statements we make may turn out to be wrong because of inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot anticipate or predict. Any forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements included or incorporated by reference in this document or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. Due to these risks, uncertainties and assumptions, the forward-looking statements discussed in this report might not occur, and you should not put undue reliance on any forward-looking statements.

 

42

 

General

 

First Northwest is a bank holding company and a financial holding company and is engaged in banking activities through its wholly owned subsidiary, First Fed Bank, as well as certain non-banking financial activities. Non-financial investments include several limited partnership investments, including a 33%33.3% interest in The Meriwether Group, LLC ("MWG"). The Company's business activities are generally focused on passive investment activities and oversight of the activities of First Fed. The Company has also entered into partnerships to strategically invest in fintech-related businesses, which may result in the development of additional investment opportunities.

 

First Fed Bank is a community-oriented financial institution founded in 1923 in Port Angeles, Washington. We have 16 locations including 12 full-service branches and four business centers in Clallam, Jefferson, King, Kitsap, and Whatcom counties. First Fed’s business and operating strategy is focused on building sustainable earnings by delivering a fully array of financial products and services for individuals, small business, and commercial customers. Lending activities include the origination of first lien one-to-four family mortgage loans, commercial and multi-family real estate loans, residential and commercial construction and land loans, commercial business loans, SBA loans, and consumer loans, consisting primarily of home equity loans and lines of credit. Over the last five years, we have significantly increased the origination of commercial real estate, multi-family real estate, construction, and commercial business loans, and have increased our consumer loan portfolio through our manufactured home and auto loan purchase programs. We offer traditional consumer and business deposit products, including transaction accounts, savings and money market accounts and certificates of deposit ("CDs") for individuals and businesses. Deposits are our primary source of funding for our lending and investing activities.

 

First Northwest's limited partnership investments include Canapi Ventures Fund, LP; BankTech Ventures, LP; and JAM FINTOP Blockchain, LP. These limited partnerships invest in fintech-related businesses with a focus on developing digital solutions applicable to the banking industry. In 2022, First Northwest acquired a 33% interest in MWG, a boutique investment bank and consulting firm focused on providing entrepreneurs with resources to help them succeed. Also in 2022, the Company acquired a 25% equity interest as a general partner in Meriwether Group Capital, LLC ("MWGC"), which provides financial advice for borrowers and capital for the Meriwether Group Capital Hero Fund LP ("Hero Fund"). The Hero Fund is a private commercial lender focused on lower-middle market businesses, primarily in the Pacific Northwest. MWG also holds a 20% interest in MWGC. In addition, First Northwest also has a limited partnership investment in the Hero Fund. MWG also holds a 20% general partner interest in MWGC.

 

First Northwest is impacted by prevailing economic conditions as well as government policies and regulations concerning, among other things, monetary and fiscal affairs, housing and financial institutions. Deposit flows are influenced by several factors, including interest rates paid on competing deposits, alternative investment options available to our customers, account maturities, the number and quality of our deposit originators, digital delivery systems, branding and customer acquisition, and the overall level of personal income and savings in the markets where we do business. Lending activities are influenced by the demand and pricing for loan funds, our credit policies, the number and quality of our lenders and credit underwriters, digital delivery systems, branding and customer acquisition, and regional economic cycles.

 

Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income earned on our loans and investments and interest expense paid on our deposits and borrowings. Changes in our asset and liability mix, market and portfolio interest rates and cash flows from existing assets and liabilities affect our net interest income. A secondary source of income for the Company is noninterest income, which includes revenue earned from providing products and services, including service charges on deposit accounts, late and other charges on loans, mortgage banking income, loan sales and servicing income, interest rate swap fee income, earnings from bank-owned life insurance, investment services income, gains and losses from sales of securities, and changes in the market value of our equity and partnership investments.

 

An offset to net interest income is the provision for credit losses, which represents the periodic charge to operations that is required to adequately provide for losses inherent in our investment, loan portfolioand unfunded commitment portfolios through the ACL. A recapture of previously recognized provision for credit losses may be added to net income as the underlying assumptions driving anticipated loss rates within the CECL model improve, such as the United States unemployment and gross domestic product metrics, lower loan or unfunded commitment balances, or receipt of recoveries for amounts previously charged off.

 

Noninterest expenses we incur in operating our business consist of salaries and employee benefit costs, occupancy and equipment expenses, federal deposit insurance premiums and regulatory assessments, data processing expenses, marketing and other customer acquisition expenses, legal and other professional fees, expenses related to real estate and personal property owned, and other expenses.

 

 

43

 

Critical Accounting Policies

 

On January 1, 2023, the Company adopted ASU 2016-13, Measurement of Credit Losses on Financial Instruments, referred to as the Current Expected Credit Loss or CECL model. In conjunction with the adoption of CECL, the Company also adopted ASU 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. For additional information on these ASUs, see "Note 1 - Basis of Presentation and Critical Accounting Policies - Recently adopted accounting pronouncements" of the Notes to the Consolidated Financial Statements included in Part I. Item 1 of this report.

 

Effective with the execution of a hedging agreement in the first quarter of 2023, the Company implemented an accounting policy on derivatives and hedging. For additional information on the hedging policy, see "Note 1 - Basis of Presentation and Critical Accounting Policies - Recently adopted accounting pronouncements" of the Notes to the Consolidated Financial Statements included in Part I. Item 1 of this report.

 

There were no other material changes to the critical accounting policies from those disclosed in the Company's 2022 Form 10-K.

 

 

Comparison of Financial Condition at JuneSeptember 30, 2023 and December 31, 2022

 

Assets. Total assets increased to $2.16$2.15 billion, or 5.9%5.5%, at JuneSeptember 30, 2023, from $2.04 billion at December 31, 2022.

 

Cash and cash equivalents increased by $32.7$38.3 million, or 71.7%84.0%, to $78.3$83.9 million as of JuneSeptember 30, 2023, compared to $45.6 million as of December 31, 2022. Cash increased during the current year as the Bank increased balance sheet liquidity in response to stresses within the banking industry and related concerns with respect to liquidityuncertainty pertaining to deposit costs and uncertainty around deposit retention.

 

Investment securities decreased $4.6$17.3 million, or 1.4%5.3%, to $322.0$309.3 million at JuneSeptember 30, 2023, from $326.6 million at December 31, 2022. NormalThe decrease was due to normal payments and prepayment activity were partially offset byas well as a mark-to-market valuation increasedecrease of $639,000$7.7 million, primarily related to an improveda declining market outlook on the municipal bond portfolio.portfolio due to the current rate environment. The investment portfolio, including mortgage-backed securities, had an estimated projected average life of 7.87.7 years as of JuneSeptember 30, 2023, compared to 8.2 years as of December 31, 2022, and had an estimated average repricing term of 7.07.3 years as of JuneSeptember 30, 2023, compared to 7.1 years as of December 31, 2022, based on the interest rate environment at those times. The effective duration of the investment portfolio was 5.24.9 years at JuneSeptember 30, 2023, compared to 5.1 years at December 31, 2022. We believe prepayment activity may continue to slow if interest rates continue to rise, extending the projected duration and causing additional deterioration to the market value of our securities portfolio.

 

Included in MBS non-agency are $58.7 million of commercial mortgage-backed securities ("CMBS"), of which 85.6%, or $50.2 million, are in "A" tranches. The majority of the remaining 14.4%, or $8.5 million, are in "B" tranches, with one investment in a "C" tranche. Our largest exposure is to long-term care facilities, which makes up 53.9%, or $31.7 million, of our private label CMBS securities. All of the CMBS bonds have credit enhancements that further reduce risk of loss on these investments.

The investment portfolio was composed of 49.9%49.0% in amortizing securities at JuneSeptember 30, 2023, compared to 50.8% at December 31, 2022. The projected average life of our securities may vary due to prepayment activity, which, particularly in the mortgage-backed securities portfolio, which is impacted by prevailing mortgagemarket interest rates. The Company maintains a focus on enhancing the mix of earning assets by increasing loans as a percentage of earning assets; however, we may continue to purchase investment securities as a source of additional interest income. Securities are bought and sold to providemanage liquidity, improve long-term portfolio yields and manage interest rate risk in the portfolio. For additional information, see Note 2 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

 

Net loans, excluding loans held for sale, increased $89.4$86.6 million to $1.62 billion at JuneSeptember 30, 2023, from $1.53 billion at December 31, 2022. During the sixnine months ended JuneSeptember 30, 2023, commercial businessmulti-family loans increased $53.2$72.8 million through new originations totaling $40.1 million, and $27.8 million of construction loans converting into permanent amortizing loans, including $17.8 million of acquisition-renovation loans. One-to-four family residential loans increased $26.4 million as a result of $3.3 million in new amortizing loan originations and $48.0 million of residential construction loans that converted to permanent amortizing loans, partially offset by loan prepayments totaling $17.5 million and $7.4 million of scheduled payments received. Commercial business loans increased $24.5 million as a $23.9 million funding to the Northpointe Mortgage Purchase Program ("Northpointe MPP"),result of $15.2 million of Bankers Healthcare Group loan purchases and $14.1$9.2 million of organic originations and draws on existing commitments in excess of payoffs and scheduled payments. Multi-familyHome equity loans increased $43.8$11.6 million through new originations totaling $19.1 million, and $32.7 million of construction loans converting into permanent amortizing loans, including $12.4 million of acquisition-renovation loans. One-to-four family residential loans increased $22.0 million during the first six months of 2023primarily as a result of $3.3$5.7 million in new amortizing loanfixed-rate originations and $38.9 million of residential construction loans that converted to permanent amortizing loans, partially offset by loan payoffs totaling $13.7 million and $7.7 million in new home equity lines of scheduled payments received.credit, offset by payment activity. Auto and other consumer loans increased $15.0$9.9 million, due to a $14.3 million purchase of a pool of manufactured home loans $1.6and $2.8 million in individual manufactured home loan purchases, andoffset by a net increasedecrease in auto loans of $1.5$1.3 million offset by payment activity. Home equity loans increased $6.0 million as a result of $3.7 million in new fixed-rate originations and $3.8 million in new home equity lines of credit, offset by payment activity. Commercial real estate loans decreased $12.9$7.3 million, with early payoffs and scheduled payments in excess of the $4.3 million from construction loans that converted into permanent amortizing loans.

 

 

44

 

Construction and land loans decreased $36.6$50.2 million, or 18.9%25.9%, to $157.1$143.4 million at JuneSeptember 30, 2023, from $193.7 million at December 31, 2022, with $76.0$77.6 million converting into fully amortizing loans and additional decreases from loans being paid in full, partially offset by draws on new and existing loans. Construction loans in the portfolio are geographically dispersed throughout western Washington with two loans in Oregon and two loans in Idaho. We manage construction lending by utilizing a licensed third-party vendor to assist us in monitoring the progress toward completion of our construction projects. We continue to monitor the impact of supply chain challenges, inflation and consumer demand in a rising interest rate environment on completion of the projects currently in the portfolio. As of the date of this report, we have no reason to believe that any of the projects in process will not be completed. At JuneSeptember 30, 2023, no acquisition-renovation loans of $7.3 million were included in the construction loan total compared to $19.3 million at December 31, 2022. These commercial acquisition-renovation loans represent financing primarily for the acquisition of multi-family properties with a construction component used for the renovation of common areas and specific units of the building. Given the construction component of these loans, we are required to report them as construction under regulatory guidelines; however, we consider these loans to be lower risk than typical ground-up construction projects. At JuneSeptember 30, 2023, 40%42% of construction commitments were for one-to-four family residential properties, which are anticipated to convert into amortizing loans upon completion.

 

We monitor real estate values and general economic conditions in our market areas, in addition to assessing the strength of our borrowers, including their equity contributions to a project, to prudently underwrite construction loans. We continually assess our lending strategies across all product lines and markets where we do business to improve earnings while also prudently managing credit risk.

 

45

 

The following tables show our construction commitments by type and geographic concentrations at the dates indicated:

 

June 30, 2023

 

North Olympic Peninsula (1)

  

Puget Sound Region (2)

  

Other Washington

  

Oregon

  

Idaho

  

Total

 

September 30, 2023

 

North Olympic Peninsula (1)

  

Puget Sound Region (2)

  

Other Washington

  

Oregon

  

Idaho

  

Total

 
 

(In thousands)

  

(In thousands)

 

Construction Commitment

                                    

One-to-four family residential

 $21,899  $60,701  $7,774  $540  $  $90,914  $14,635  $60,461  $7,577  $540  $  $83,213 

Multi-family residential

   85,563  9,130  415  3,592  98,700    76,905  9,221  415  3,592  90,133 

Commercial acquisition-renovation

   7,861        7,861 

Commercial real estate

  503   31,341            31,844   24,238    24,238 

Total commitment

 $22,402  $185,466  $16,904  $955  $3,592  $229,319  $14,635  $161,604  $16,798  $955  $3,592  $197,584 
                          

Construction Funds Disbursed

                                    

One-to-four family residential

 $11,788  $31,639  $3,480  $170  $  $47,077  $6,277  $36,418  $4,866  $173  $  $47,734 

Multi-family residential

   64,795  5,436  85  3,071  73,387    60,643  5,679  85  3,334  69,741 

Commercial acquisition-renovation

   7,285        7,285 

Commercial real estate

  454   21,707            22,161   19,498    19,498 

Total disbursed

 $12,242  $125,426  $8,916  $255  $3,071  $149,910  $6,277  $116,559  $10,545  $258  $3,334  $136,973 
                          

Undisbursed Commitment

                                    

One-to-four family residential

 $10,111  $29,062  $4,294  $370  $  $43,837  $8,358  $24,043  $2,711  $367  $  $35,479 

Multi-family residential

   20,768  3,694  330  521  25,313    16,262  3,542  330  258  20,392 

Commercial acquisition-renovation

   576        576 

Commercial real estate

  49   9,634            9,683   4,740    4,740 

Total undisbursed

 $10,160  $60,040  $7,988  $700  $521  $79,409  

$ 8,358

 

$ 45,045

 

$ 6,253

 

$ 697

 

$ 258

 

$ 60,611

 
                          

Land Funds Disbursed

                                    

One-to-four family residential

 $3,650  $3,201  $412  $  $  $7,263  $3,639  $3,033  $274  $  $  $6,946 

Commercial real estate

     355            355 

Total disbursed for land

 $3,650  $3,556  $412  $  $  $7,618  $3,639  $3,033  $274  $  $  $6,946 

(1) Includes Clallam and Jefferson counties.

(2) Includes Kitsap, Mason, Thurston, Pierce, King, Snohomish, Skagit, Whatcom, and Island counties.

 

December 31, 2022

 

North Olympic Peninsula (1)

  

Puget Sound Region (2)

  

Other Washington

  

Oregon

  

Idaho

  

Total

  

North Olympic Peninsula (1)

  

Puget Sound Region (2)

  

Other Washington

  

Oregon

  

Idaho

  

Total

 
 

(In thousands)

  

(In thousands)

 

Construction Commitment

                                    

One-to-four family residential

 $39,031  $75,745  $12,015  $  $  $126,791  $39,031  $75,745  $12,015  $  $  $126,791 

Multi-family residential

   102,429  9,296  415  3,592  115,732    102,429  9,296  415  3,592  115,732 

Commercial acquisition-renovation

 1,636  18,625        20,261  1,636  18,625        20,261 

Commercial real estate

  349   39,845      540      40,734   349   39,845      540      40,734 

Total commitment

 $41,016  $236,644  $21,311  $955  $3,592  $303,518  $41,016  $236,644  $21,311  $955  $3,592  $303,518 
                          

Construction Funds Disbursed

                                    

One-to-four family residential

 $17,557  $36,902  $4,280  $  $  $58,739  $17,557  $36,902  $4,280  $  $  $58,739 

Multi-family residential

   68,936  5,296  42  2,752  77,026    68,936  5,296  42  2,752  77,026 

Commercial acquisition-renovation

 1,636  17,687        19,323  1,636  17,687        19,323 

Commercial real estate

  212   27,492      12      27,716   212   27,492      12      27,716 

Total disbursed

 $19,405  $151,017  $9,576  $54  $2,752  $182,804  $19,405  $151,017  $9,576  $54  $2,752  $182,804 
                          

Undisbursed Commitment

                                    

One-to-four family residential

 $21,474  $38,843  $7,735  $  $  $68,052  $21,474  $38,843  $7,735  $  $  $68,052 

Multi-family residential

   33,493  4,000  373  840  38,706    33,493  4,000  373  840  38,706 

Commercial acquisition-renovation

   938        938    938        938 

Commercial real estate

  137   12,353      528      13,018   137   12,353      528      13,018 

Total undisbursed

 $21,611  $85,627  $11,735  $901  $840  $120,714  $21,611  $85,627  $11,735  $901  $840  $120,714 
                          

Land Funds Disbursed

                                    

One-to-four family residential

 $3,552  $3,370�� $419  $  $  $7,341  $3,552  $3,370  $419  $  $  $7,341 

Commercial real estate

  372   4,129            4,501   372   4,129            4,501 

Total disbursed for land

 $3,924  $7,499  $419  $  $  $11,842  $3,924  $7,499  $419  $  $  $11,842 

(1) Includes Clallam and Jefferson counties.

(2) Includes Kitsap, Mason, Thurston, Pierce, King, Snohomish, Skagit, Whatcom, and Island counties.

 

46

 

During the sixnine months ended JuneSeptember 30, 2023, the Company originated $106.0$171.5 million of organic loans, of which $74.4$122.8 million, or 70.2%71.6%, were originated in the Puget Sound region, $26.4$42.2 million, or 24.9%24.5%, in the North Olympic Peninsula, $1.8$3.0 million, or 1.7%1.8%, in other areas throughout Washington State, and $3.4$3.5 million, or 3.2%2.1%, in other states. The Company purchased an additional $22.7$33.2 million in auto loans, $15.9$17.1 million in manufactured home loans, and $15.2 million in commercial business loans with collateral located throughout the United States during the sixnine months ended JuneSeptember 30, 2023. We will continue to strategically evaluate opportunities to acquire assets through wholesale channels in order to supplement organic originations and increase net interest income. The Northpointe MPPMortgage Purchase Program ("Northpointe MPP") also provides a temporary source of additional interest income but is dependent on demand for funding, with repayment of advances to this program typically occurring within 30 days or less. The total loan portfolio was composed of 79.1% organic originations and 20.9% purchased loans at JuneSeptember 30, 2023.

 

The ACLL increased to $17.3$17.0 million at JuneSeptember 30, 2023, as the Company adopted CECL on January 1, 2023, recording a day-one adjusting entry of $2.2 million that was increased bymillion. The Company made a $315,000 provision for credit loss on loans for the six-monthnine-month period. Net charge-offs were $1.3$2.5 million for the six-monthnine-month period. The ACLL as a percentage of total loans was 1.0% and 1.1% at both JuneSeptember 30, 2023 and December 31, 2022.2022, respectively.

 

Nonperforming loans increased $761,000,$581,000, or 42.4%32.4%, to $2.6$2.4 million at JuneSeptember 30, 2023, from $1.8 million at December 31, 2022, reflecting the deterioration of three mortgage loans totaling $826,000,$836,000, partially offset by payments received on other nonperforming loans. Nonperforming loans to total loans was 0.2%0.1% at Juneboth September 30, 2023 up from 0.1% atand December 31, 2022. The ACLL as a percentage of nonperforming loans decreased to 677%714% at JuneSeptember 30, 2023, down from 900% at December 31, 2022.

 

Classified loans increased $5.8$6.1 million to $22.7$23.0 million at JuneSeptember 30, 2023, from $16.9 million at December 31, 2022, due to downgrades of a $2.5$2.9 million in commercial business loan, aloans, $1.3 million in commercial real estate loan, $873,000loans, $1.1 million of additional funds disbursed on a substandard commercial construction loan, $816,000$862,000 for twothree single-family residential loans, along with delinquent unsecured consumer loans totaling $321,000$323,000 and purchased manufactured home equity loans totaling $149,000.$141,000.

 

Loan charge-offs are concentrated mainly in purchased unsecured consumer and indirect auto loans. Efforts to minimize future losses include adjusting theThe underwriting criteria for future loans purchased from the Splash unsecured consumer loan program whichwere adjusted in an effort to minimize future losses. The Splash portfolio had loan balances of $10.0$8.7 million and $9.2 million at JuneSeptember 30, 2023 and December 31, 2022, respectively. The indirect auto loan program was discontinued in 2020, and the remaining loan balances under that program decreased to $3.2$2.6 million at JuneSeptember 30, 2023 from $4.8 million at December 31, 2022. We believe the ACLL is adequate to absorb the known and inherent risks of loss in the overall loan portfolio as of JuneSeptember 30, 2023.

 

Loans receivable, excluding loans held for sale, consisted of the following at the dates indicated:

 

     

Increase (Decrease)

      

Increase (Decrease)

 
 

June 30, 2023

  

December 31, 2022

  

Amount

  

Percent

  

September 30, 2023

  

December 31, 2022

  

Amount

  

Percent

 
 

(In thousands)

      

(In thousands)

     

Real Estate:

                        

One-to-four family

 $365,600  $343,559  $22,041  6.4% $369,950  $343,559  $26,391  7.7%

Multi-family

 296,561  252,745  43,816  17.3  325,496  252,745  72,751  28.8 

Commercial real estate

 375,961  388,884  (12,923) (3.3) 381,508  388,884  (7,376) (1.9)

Construction and land

  157,060   193,646   (36,586) (18.9)  143,434   193,646   (50,212) (25.9)

Total real estate loans

 1,195,182  1,178,834  16,348  1.4  1,220,388  1,178,834  41,554  3.5 

Consumer:

                        

Home equity

 58,895  52,877  6,018  11.4  64,424  52,877  11,547  21.8 

Auto and other consumer

  253,950   238,913   15,037  6.3   248,786   238,913   9,873  4.1 

Total consumer loans

 312,845  291,790  21,055  7.2  313,210  291,790  21,420  7.3 

Commercial business loans

  130,133   76,927   53,206  69.2   101,380   76,927   24,453  31.8 

Total loans

 1,638,160  1,547,551  90,609  5.9  1,634,978  1,547,551  87,427  5.6 

Less:

                        

Allowance for credit losses on loans

  17,297   16,116   1,181  7.3   16,945   16,116   829  5.1 

Loans receivable, net

 $1,620,863 $1,531,435 $89,428  5.8  $1,618,033 $1,531,435 $86,598  5.7 

 

47

 

The following table represents nonperforming assets at the dates indicated.

     

Increase (Decrease)

      

Increase (Decrease)

 
 

June 30, 2023

  

December 31, 2022

  

Amount

  

Percent

  

September 30, 2023

  

December 31, 2022

  

Amount

  

Percent

 
 

(In thousands)

      

(In thousands)

     

Nonperforming loans:

                        

Real estate loans:

                  

One-to-four family

 $1,780 $954 $826 86.6% $1,790 $954 $836 87.6%

Commercial real estate

 41 53 (12) (22.6) 34 53 (19) (35.8)

Construction and land

  12  15  (3)  (20.0)  8  15  (7)  (46.7)

Total real estate loans

  1,833  1,022  811  79.4   1,832  1,022  810  79.3 

Consumer loans:

                  

Home equity

 245 196 49 25.0  166 196 (30) (15.3)

Auto and other consumer

  476  575  (99)  (17.2)  376  575  (199)  (34.6)

Total consumer loans

  721  771  (50)  (6.5)  542  771  (229)  (29.7)

Total nonperforming assets

 $2,554 $1,793 $761  42.4  $2,374 $1,793 $581  32.4 
                  

Nonaccrual and 90 days or more past due loans as a percentage of total loans

 0.2% 0.1% 0.1% 100.0  0.1% 0.1% 0.0%  

 

 

Liabilities. Total liabilities increased to $2.0 billion at JuneSeptember 30, 2023, from $1.88 billion at December 31, 2022, due to an increase in deposits of $88.9$93.5 million and borrowings of $18.0$15.0 million.

 

Deposit balances increased $88.9$93.5 million to $1.65$1.66 billion at JuneSeptember 30, 2023 from $1.56 billion at December 31, 2022. During the six-monthnine-month period ended JuneSeptember 30, 2023, CDs increased $177.4$198.0 million and savings accounts increased $59.4$52.3 million, offset by money market account decreases of $98.7$100.3 million and demand deposit account decreases of $49.1$56.5 million. We believe the shift between categories was driven by customers seeking higher rates and diversification of their deposit balances.spending excess savings accumulated in 2020 and 2021. We utilize brokered CDs as an additional funding source to provide liquidity, manage cost of funds, reduce reliance on FHLB advances, and manage interest rate risk. Brokered CDs totaling $179.6$169.6 million were included in the $559.0$579.7 million balance of CDs at JuneSeptember 30, 2023. Brokered CD balances increased $45.7$35.7 million, business and public fund account balances increased $35.1$33.7 million, and consumer account balances increased $8.0$23.4 million during the six-monthnine-month period ended JuneSeptember 30, 2023.

 

FHLB advances increased $29.0 million, or 12.9% to $253.0 million at JuneSeptember 30, 2023, from $224.0 million at December 31, 2022. We increased short-term advances to provide additional balance sheet liquidity, fund loan growth and to keep the duration of liabilities shorter relative to taking on longer term advances.

 

Equity. Total shareholders' equity increased $1.3decreased $2.2 million to $159.6$156.1 million for the sixnine months ended JuneSeptember 30, 2023. The Company recorded year-to-date net income of $5.3$7.8 million and a decrease$419,000 increase in the fair market value of derivatives, net of taxes. Increases were offset by an increase in the after-tax unrealized loss on available-for-sale investments of $725,000. Increases were partially offset by$5.8 million, a $3.0 million decrease for the cumulative CECL adjustment, $1.4$2.0 million of dividends paid, a $308,000 decrease in the fair market value of derivatives, net of taxesdeclared and the cost of repurchased shares. Year-to-date, we repurchased 74,61775,690 shares of common stock under the October 2020 stock repurchase plan at an average price of $12.94$12.91 per share for a total of $968,000,$980,000, leaving 227,410226,337 shares remaining in the current share repurchase program. Bond values increased modestly from the end of 2022 as the economic outlook for rising long-term rates subsided.

 

48

 

Comparison of Results of Operations for the Three Months Ended JuneSeptember 30, 2023 and 2022

 

General. Net income attributable to the Company was $1.8 million for the three months ended June 30, 2023, compared to $2.5 million for the three months ended JuneSeptember 30, 2023, compared to $4.3 million for the three months ended September 30, 2022. A $1.1$2.9 million decrease in net interest income after provision for credit losses and a $511,000 decrease in noninterest income was offset by a $1.8$570,000 increase in noninterest income and a $1.0 million decrease in noninterest expense.

 

Net Interest Income. Net interest income decreased $1.3$3.3 million to $16.0$15.0 million for the three months ended JuneSeptember 30, 2023, from $17.2$18.2 million for the three months ended JuneSeptember 30, 2022. This decrease was mainly the result of higher rates paid on interest-bearing liabilities, which increased 184187 basis points to 2.33%2.60% for the three months ended JuneSeptember 30, 2023, compared to 0.49%0.73% for the same period in the prior year. The decrease in net interest incomeThis was also due to an increase in the average balances of CDs and advances and higher rates paid on all deposits and advances. The average yield on interest-earning assets increased 10369 basis points to 5.17%5.14% for the three months ended JuneSeptember 30, 2023, compared to 4.14%4.45% for the same period last year, due primarily to higher yields on variable-rate assets and new loan fundings and an increase of net loans as a percentage of earning assets.originations.

 

Total cost of funds increased 159164 basis points to 1.98%2.23% for the three months ended JuneSeptember 30, 2023, from 0.39%0.59% for the same period in 2022. The net interest margin decreased 5291 basis points to 3.25%2.97% for the three months ended JuneSeptember 30, 2023, from 3.77%3.88% for the same period in 2022. While increases in the cost of funding are currently outpacing the growth of the yield on interest-earning assets, the Company has taken measures to combatreverse interest rate margin compression. The Bank augments organic loan production with higher yielding purchased loans through relationships with loan originators. We have also increased our focus on variable-rate lending and the Bank has entered into aA fair value hedging agreement.agreement provides additional interest income and new loan originations are priced to current market rates.

 

Interest Income. Total interest income increased $6.5$5.0 million, or 34.3%23.9%, to $25.5$25.8 million for the three months ended JuneSeptember 30, 2023, from $19.0$20.9 million for the comparable period in 2022, primarily due to an increase in the average balanceshigher yields on interest-earning assets. Interest and fees on loans receivable increased $5.2$4.0 million, to $21.3$21.7 million for the three months ended JuneSeptember 30, 2023, from $16.1$17.8 million for the three months ended JuneSeptember 30, 2022, primarily due to an increase in average loan yields to 5.31% for the three months ended September 30, 2023, from 4.75% for the same period in 2022, coupled with an increase in the average balance of net loans receivable of $148.2$140.1 million compared to the secondthird quarter of 2022, coupled with an increase in average loan yields to 5.38% for the three months ended June 30, 2023, from 4.48% for the same period in 2022. The loan portfolio has grown through our renewed short-term participation in the Northpointe MPP, draws on new and existing business lines of credit, originations of multi-family real estate loans, and purchases of auto, manufactured home, and purchased Bankers Healthcare Group commercial loans. Loan yields have increased over the prior year due to higher rates on new originations as well as the repricing of variable rate loans tied to the Prime Rate or other indices. The yield earned on investment securities also increased 124116 basis points to 4.09%4.18% compared to the same period in 2022, as increases in floating bond rates and a slowdown in prepayment speeds, which reduces amortization of premium costs, have positively impacted investment securities income. The yield on interest-earning deposits in banks also increased to 5.18%5.46% from 0.89%2.72% for the comparable period in 2022, givenbenefitting from increases in rates paid on excess balances held at the FRB rate increases.FRB.

 

 

49

 

The following table compares average earning asset balances, associated yields, and resulting changes in interest income for the periods shown:

 

Three Months Ended June 30,

     

Three Months Ended September 30,

    
 

2023

  

2022

     

2023

  

2022

    
 

Average Balance Outstanding

  

Yield

  

Average Balance Outstanding

  

Yield

  

Increase (Decrease) in Interest Income

  

Average Balance Outstanding

  

Yield

  

Average Balance Outstanding

  

Yield

  

Increase in Interest Income

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Loans receivable, net

 $1,587,948  5.38% $1,439,714  4.48% $5,218  $1,624,722  5.31% $1,484,615  4.75% $3,950 

Investment securities

 327,129  4.09  367,662  2.96  621  319,508  4.18  348,281  3.21  551 

FHLB stock

 12,515  7.11  8,190  5.83  103  11,922  7.12  9,269  6.08  72 

Interest-earning deposits in banks

  47,792  5.18   20,636  0.89   571   38,099  5.46   17,231  2.72   406 

Total interest-earning assets

 $1,975,384  5.17% $1,836,202  4.14% $6,513  $1,994,251  5.14% $1,859,396  4.45% $4,979 

 

Interest Expense. Total interest expense increased $7.8$8.2 million, or 452.5%310.6%, to $9.5$10.9 million for the three months ended JuneSeptember 30, 2023, compared to $1.7$2.7 million for the three months ended JuneSeptember 30, 2022. The increase over the secondthird quarter of 2022 was the result of an increase in the cost of deposits to 1.54%1.85% from 0.20%0.32% in same period one year ago along with higher volumes of CDs. A shift in the deposit mix from no or low-cost transaction and money market accounts to a higher volume of CDs and promotional savings accounts resulted in higher costs of deposits. Borrowing expense increased due to an average balance increase of $113.7$62.3 million and an increase in the cost of advances, primarily FHLB advances, compared to the same period in 2022.

 

Average deposit account balances were composed of 83% in interest-bearing deposits and 17% in noninterest-bearing deposits at JuneSeptember 30, 2023, compared to 78% and 22%, respectively, at JuneSeptember 30, 2022. During the three months ended JuneSeptember 30, 2023, interest expense increased on CDs due to an increase in the average balances of $274.0$292.7 million, along with an increase in the average rates paid of 7789 basis points, compared to the three months ended JuneSeptember 30, 2022. During the same period, the average balances of money market accounts decreased $199.9$183.0 million, offset by a 6472 basis point average rate increase, resulting in an increase to interest expense. The average cost of interest-bearing deposit accounts increased to 1.87%2.22% for the three months ended JuneSeptember 30, 2023, from 0.26%0.41% for the three months ended JuneSeptember 30, 2022, due to changes to the deposit mix, driven by customer preferences and the use of higher rate promotional products designed to retain existing deposits and generate new deposits. The mix of customer deposit balances shifted from non-maturity accounts towards higher cost term certificate and savings products. Customer CDs represented 25.8%27.6% and 12.3%15.2% of customer deposits at JuneSeptember 30, 2023 and 2022, respectively.

 

The following table details average balances, cost of funds and the change in interest expense for the periods shown:

 

 

Three Months Ended June 30,

     

Three Months Ended September 30,

    
 

2023

  

2022

     

2023

  

2022

    
 

Average Balance Outstanding

  

Rate

  

Average Balance Outstanding

  

Rate

  

Increase (Decrease) in Interest Expense

  

Average Balance Outstanding

  

Rate

  

Average Balance Outstanding

  

Rate

  

Increase (Decrease) in Interest Expense

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Transaction accounts

 $178,696  0.45% $197,071  0.05% $176 

Interest-bearing demand deposits

 $176,503  0.46% $190,542  0.03% $188 

Money market accounts

 384,269  0.99  584,162  0.22  621  373,408  1.22  556,434  0.33  678 

Savings accounts

 249,681  1.22  195,345  0.05  736  255,956  1.42  198,403  0.05  894 

Certificates of deposit

 521,297  3.31  247,310  0.68  3,880  571,867  3.77  279,169  1.06  4,688 

Advances

 262,861  4.41  149,145  1.42  2,362  244,859  4.52  182,554  2.18  1,786 

Subordinated debt

  39,384  4.01   39,294  4.03   (1)  39,403  3.97   39,326  3.98   (1)

Total interest-bearing liabilities

 $1,636,188  2.33% $1,412,327  0.49% $7,774  $1,661,996  2.60% $1,446,428  0.73% $8,233 

 

Provision for Credit Losses. The Company recorded a $300,000$371,000 provision for credit losses in the three months ended JuneSeptember 30, 2023, reflecting growth in the loan portfolio and additional charge-offs from the Splash unsecured consumer loan program.program, partially offset by a recapture due to a lower unfunded commitment balance. This compares to a $500,000$750,000 loan loss provision for the three months ended JuneSeptember 30, 2022, which was estimated using the incurred loss method based on historical loss trends combined with qualitative adjustments.

 

 

50

 

The following table details activity and information related to the ACLL for the periods shown:

 

 

Three Months Ended June 30,

  

Three Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Provision for credit losses on loans

 $300  $500  $880  $782 

Net (charge-offs) recoveries

 (399) 120 

Net charge-offs

 (1,232) (224)

Allowance for credit losses on loans

 17,297  15,747  16,945  16,273 

Allowance for losses as a percentage of gross loans receivable at period end

 1.1% 1.1% 1.0% 1.1%

Total nonaccrual loans

 2,554  1,241  2,374  3,517 

Allowance for credit losses on loans as a percentage of nonaccrual loans at period end

 677.3% 1268.9% 713.8% 462.7%

Nonaccrual and 90 days or more past due loans as a percentage of total loans

 0.2% 0.1% 0.1% 0.2%

Total loans

 $1,638,160  $1,477,299  $1,634,978  $1,537,391 

 

Noninterest Income. Noninterest income decreased $511,000,increased $570,000, or 23.0%24.4%, to $1.7$2.9 million for the three months ended JuneSeptember 30, 2023, from $2.2$2.3 million for the three months ended JuneSeptember 30, 2022. The decreaseincrease was primarily due to a decline$750,000 reclassification from interest income to noninterest income recouped on Splash loan charge-offs, referral fee income of $219,000 and a quarter-over-quarter increase of $108,00 in the valuation of servicing rights of $183,000 related to the impact of paid-off loans.swap fee income. Saleable mortgage loan production continues to be hindered by the riseincrease in market rates on mortgage loans and a lack of single-family home inventory compared to the same period in the prior year,year. In addition, during the current quarter, commercial loan late charge fee income declined $159,000, the valuation of servicing rights on sold loans decreased $129,000 and no loans were sold to the SBA, resulting in a combined quarter-over-quarter decrease in the net gain on sale of loans of $173,000. An increase of $260,000 in the recorded value of our equity and partnership fintech investments recorded in other income was offset by a $334,000 reduction in swap fee income.$114,000.

 

The following table provides a detailed analysis of the changes in the components of noninterest income for the periods shown:

 

 

Three Months Ended June 30,

  

Increase (Decrease)

  

Three Months Ended September 30,

  

Increase (Decrease)

 
 

2023

  

2022

  

Amount

  

Percent

  

2023

  

2022

  

Amount

  

Percent

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Loan and deposit service fees

 $1,064  $1,091  $(27) (2.5)% $1,068  $1,302  $(234) (18.0)%

Sold loan servicing fees and servicing rights mark-to-market

 (191) 27  (218) (807.4) 98  206  (108) (52.4)

Net gain on sale of loans

 58  231  (173) (74.9) 171  285  (114) (40.0)

Net (loss) gain on sale of investment securities

   (8) 8  (100.0)

Increase in cash surrender value of bank-owned life insurance

 190  213  (23) (10.8) 252  221  31  14.0 

Other income

  590   668   (78) (11.7)  1,315   320   995  310.9 

Total noninterest income

 $1,711  $2,222  $(511) (23.0)% $2,904  $2,334  $570  24.4%

 

Noninterest Expense. Noninterest expense decreased $1.8$1.0 million, or 10.3%6.5%, to $15.2$14.4 million for the three months ended JuneSeptember 30, 2023, compared to $17.0$15.4 million for the three months ended JuneSeptember 30, 2022. The reduceddecrease in expenses compared to the secondthird quarter of 2022 reflects a $2.0$1.1 million decrease related to Quin Ventures compensation, advertising and customer acquisition costs, and occupancy expenses. Additional decreases in Bank commissionsincentive compensation paid and other non-recurring compensation expenseexpenses were partially offset by higher Bank professional fees and FDIC insurance premiums. The Company continues to manage expenses, with a focus on furthercontrolling compensation expenses and reducing compensation, occupancy, advertising travel and other discretionary spending.

 

The following table provides an analysis of the changes in the components of noninterest expense for the periods shown:

 

 

Three Months Ended June 30,

  

Increase (Decrease)

  

Three Months Ended September 30,

  

Increase (Decrease)

 
 

2023

  

2022

  

Amount

  

Percent

  

2023

  

2022

  

Amount

  

Percent

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Compensation and benefits

 $8,180  $9,735  $(1,555) (16.0)% $7,795  $9,045  $(1,250) (13.8)%

Data processing

 2,080  1,870  210  11.2  1,945  1,778  167  9.4 

Occupancy and equipment

 1,214  1,432  (218) (15.2) 1,173  1,499  (326) (21.7)

Supplies, postage, and telephone

 435  408  27  6.6  292  322  (30) (9.3)

Regulatory assessments and state taxes

 424  441  (17) (3.9) 446  365  81  22.2 

Advertising

 929  1,405  (476) (33.9) 501  645  (144) (22.3)

Professional fees

 884  629  255  40.5  929  695  234  33.7 

FDIC insurance premium

 313  211  102  48.3  369  219  150  68.5 

Other expense

  758   832   (74) (8.9)  926   807   119  14.7 

Total noninterest expense

 $15,217  $16,963  $(1,746) (10.3)% $14,376  $15,375  $(999) (6.5)%

 

 

51

 

Provision for Income Tax. An income tax expense of $475,000$603,000 was recorded for the three months ended JuneSeptember 30, 2023, compared to $467,000$818,000 for the three months ended JuneSeptember 30, 2022, due to a year-over-year increasedecrease in income before taxes of $174,000.$1.3 million. The provision includes accruals for both federal and state income taxes. The provision for state income tax began in the second quarter of 2022 with respect to certain states in which we have employees and collateral for loans, thereby creating nexus in those states for income tax purposes. For additional information, see Note 7 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

 

 

Comparison of Results of Operations for the SixNine Months Ended JuneSeptember 30, 2023 and 2022

 

General. Net income attributable to the Company was $5.3$7.81 million for the sixnine months ended JuneSeptember 30, 2023, compared to $5.29$9.59 million for the sixnine months ended JuneSeptember 30, 2022. A $258,000 increase$2.6 million decrease in net interest income after provision for credit losses and a $1.7 million decrease in noninterest expense were offset by a $580,000 decrease in noninterest income and a $1.1$1.8 million decrease in the net loss attributable to the noncontrolling interest in Quin Ventures.Ventures were offset by a $2.7 million decrease in noninterest expense. Noninterest income was flat period over period.

 

Net Interest Income. Net interest income decreased $442,000$3.7 million to $32.3$47.2 million for the sixnine months ended JuneSeptember 30, 2023, from $32.7$50.9 million for the sixnine months ended JuneSeptember 30, 2022, as higher weighted-average funding costs outpaced increased loan, investment and investmentinterest-earning deposit income.

 

Average earning assets increased $135.4$135.2 million year-over-year. The yield on average interest-earning assets increased 10693 basis points to 5.06%5.09% for the sixnine months ended JuneSeptember 30, 2023, compared to 4.00%4.16% for the same period in the prior year, due to an increase in the average net loans receivable balance, higher loan yields, and an increase in yields earned on investment securities.securities and interest-earning deposit accounts.

 

The average cost of interest-bearing liabilities increased to 2.08%2.26% for the sixnine months ended JuneSeptember 30, 2023, compared to 0.46%0.55% for the same period last year, due primarily to higher rates paid on all interest-bearing deposits and advances along with increases in the average balances of CDs and FHLB advances. Total cost of funds increased 139148 basis points to 1.76%1.92% for the sixnine months ended JuneSeptember 30, 2023, from 0.37%0.44% for the same period in 2022. The net interest margin decreased 3051 basis points to 3.35%3.22% for the sixnine months ended JuneSeptember 30, 2023, from 3.65%3.73% for the same period in 2022.

 

Interest Income. Total interest income increased $12.9$17.9 million, or 36.0%31.5%, to $48.8$74.6 million for the sixnine months ended JuneSeptember 30, 2023, from $35.9$56.7 million for the comparable period in 2022, primarily due to an increase in yields on interest-earning assets and an increase in average net loans receivable balances. Interest and fees on loans receivable increased $10.2$14.1 million, to $40.8$62.5 million for the sixnine months ended JuneSeptember 30, 2023, from $30.6$48.4 million for the sixnine months ended JuneSeptember 30, 2022, primarily due to an increase in the average balance of net loans receivable of $176.0$163.9 million compared to the prior year, coupled with an increase in average loan yields to 5.27%5.28% for the sixnine months ended JuneSeptember 30, 2023, from 4.46%4.56% for the same period in 2022. The loan portfolio saw increases in multi-family and commercial real estate lending,balances, renewed short-term participation in Northpointe MPP, as well as additional purchased auto, manufactured home, and Bankers Healthcare Group commercial loans. Loan yields increased over the prior year due to higher rates on new originations as well as the repricing of variable rate loans tied to the Prime Rate or other variable-rate indices. The yield earned on investment securities also increased 116 basis points to 4.01%4.07% compared to the same period in 2022, as the purchase of higher-yielding investments occurred late in the first quarter of 2022 with the related increase only impacting income for the second quarterand third quarters of 2022. An increase in rates on floating bonds and a slowdown in prepayment speeds, which reduces amortization of premium costs, also positively impacted investment securities income.

 

 

52

 

The following table compares average earning asset balances, associated yields, and resulting changes in interest income for the periods shown:

 

Six Months Ended June 30,

     

Nine Months Ended September 30,

    
 

2023

  

2022

     

2023

  

2022

    
 

Average Balance Outstanding

  

Yield

  

Average Balance Outstanding

  

Yield

  

Increase (Decrease) in Interest Income

  

Average Balance Outstanding

  

Yield

  

Average Balance Outstanding

  

Yield

  

Increase in Interest Income

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Loans receivable, net

 $1,561,278  5.27% $1,385,248  4.46% $10,186  $1,582,658  5.28% $1,418,734  4.56% $14,136 

Investment securities

 327,743  4.01  363,572  2.77  1,528  324,968  4.07  358,419  2.91  2,079 

FHLB stock

 11,849  7.05  6,758  5.10  243  11,873  7.07  7,605  5.50  315 

Interest-earning deposits in banks

  41,640  4.94   51,537  0.33   937   40,447  5.11   39,976  0.68   1,343 

Total interest-earning assets

 $1,942,510  5.06% $1,807,115  4.00% $12,894  $1,959,946  5.09% $1,824,734  4.16% $17,873 

 

Interest Expense. Total interest expense increased $13.3$21.6 million, or 425.7%372.9%, to $16.5$27.4 million for the sixnine months ended JuneSeptember 30, 2023, compared to $3.1$5.8 million for the sixnine months ended JuneSeptember 30, 2022. The increase over the first sixnine months of 2022 was the result of a 113127 basis point increase in the cost of deposits from 0.20%0.24% one year prior along with a higher volume of CD balances. A shift in the deposit mix from no or low-cost transaction and money market accounts to a higher volume of CDs and savings accounts resulted in higher costs of funds on deposits. Interest expense on borrowings increased due to a $113.7$62.3 million increase in the average balance and a 299234 basis point increase in the cost of advances, primarily FHLB advances, compared to the same period in 2022.

 

During the sixnine months ended JuneSeptember 30, 2023, interest expense on CDs increased due to higher average balances of $239.7$257.5 million, along with a 238251 basis point increase in the average rates paid, compared to the sixnine months ended JuneSeptember 30, 2022. During the same period, the average balances of money market accounts decreased $176.9$179.0 million, with a 6472 basis point average rate increase, resulting in an overall increase to interest expense. The average cost of interest-bearing deposit accounts increased to 1.62%1.83% for the sixnine months ended JuneSeptember 30, 2023, from 0.25%0.30% for the sixnine months ended JuneSeptember 30, 2022, due to the use of promotional products designed to retain existing deposits and generate new deposits. The mix of customer deposit balances shifted from non-maturity accounts towards higher cost CD and savings products. BrokeredCustomer CDs represented 10.9%27.7% and 5.4%14.0% of total deposits at JuneSeptember 30, 2023 and 2022, respectively. Brokered CDs represented 10.2% and 8.1% of total deposits at September 30, 2023 and 2022, respectively.

 

The following table details average balances, cost of funds and the change in interest expense for the periods shown:

 

 

Six Months Ended June 30,

     

Nine Months Ended September 30,

    
 

2023

  

2022

     

2023

  

2022

    
 

Average Balance Outstanding

  

Rate

  

Average Balance Outstanding

  

Rate

  

Increase (Decrease) in Interest Expense

  

Average Balance Outstanding

  

Rate

  

Average Balance Outstanding

  

Rate

  

Increase in Interest Expense

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Transaction accounts

 $182,968  0.44% $196,615  0.04% $353 

Interest-bearing demand deposits

 $180,789  0.44% $194,568  0.04% $541 

Money market accounts

 409,025  0.85  585,974  0.21  1,099  397,023  0.97  576,019  0.25  1,777 

Savings accounts

  234,607  0.98   195,034  0.05   1,086   241,802  1.14   196,170  0.05   1,980 

Certificates of deposit

 484,711  3.04  244,989  0.66  6,511  514,082  3.31  256,508  0.80  11,199 

Advances

 247,610 4.17  116,062 1.44  4,287  246,683 4.29  138,470 1.77  6,072 

Subordinated debt

  39,374  4.04   39,288  4.05      39,384  4.02   39,301  4.02    

Total interest-bearing liabilities

 $1,598,295  2.08% $1,377,962  0.46% $13,336  $1,619,763  2.26% $1,401,036  0.55% $21,569 

 

Provision for Credit Losses. The Company recorded a $200,000 recapture of$171,000 provision for credit losses for the sixnine months ended JuneSeptember 30, 2023, reflecting year-to-date increases in loan balances offset by a year-to-date decrease in unfunded commitments primarily due to construction loan disbursements, as well as improvements in the underlying assumptions driving anticipated loss rates within the CECL model adopted January 1, 2023. Specifically, the gross domestic product assumption metric improved since implementation at the beginning of 2023.disbursements. The recapture attributable to the decrease in unfunded commitments was partially offset by a provision expense related to higher outstanding loan balances from new funding and disbursements on prior commitments was partially offset by a recapture attributable to the decrease in unfunded commitments. Charged-off loan balances also contributed to the loan-related provision. This compares to a $500,000$1.3 million loan loss provision for the sixnine months ended JuneSeptember 30, 2022, which was estimated using the incurred loss method based on historical loss trends combined with qualitative adjustments.

 

 

53

 

The following table details activity and information related to the ACLL for the periods shown:

 

Six Months Ended June 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Provision for credit losses on loans

 $315 $500  $1,195 $1,321 

Net (charge-offs) recoveries

 (1,343) 123 

Net charge-offs

 (2,575) (101)

Allowance for credit losses on loans

 17,297 15,747  16,945 16,273 

Allowance for losses as a percentage of total gross loans receivable at period end

 1.1% 1.1% 1.0% 1.1%

Total nonaccrual loans

 2,554  1,241  2,374  3,517 

Allowance for credit losses on loans as a percentage of nonaccrual loans at period end

 677.3% 1268.9% 713.8% 462.7%

Nonaccrual and 90 days or more past due loans as a percentage of total loans

 0.2% 0.1% 0.1% 0.2%

Total loans

 $1,638,160 $1,477,299  $1,634,978 $1,537,391 

 

Noninterest Income. Noninterest income decreased $580,000,$10,000, or 12.5%0.1%, to $4.1$6.95 million for the sixnine months ended JuneSeptember 30, 2023, from $4.6$6.96 million for the sixnine months ended JuneSeptember 30, 2022. Other income increased due to the $750,000 Splash payment reclassification and a year-over-year increase of $366,000$271,000 in the recorded value of our equity and partnership fintech investments. Saleable mortgage loan production continues to be hindered by the rise in market rates on mortgage loans and a lack of single-family home inventory compared to the prior year resultingwhich, when combined with a significant decrease in SBA loan sale activity, resulted in a $250,000$364,000 year-over-year decrease in net gain on sale of loans. A decline in the fair value of servicing rights compared to the same period in the prior year decreased that category by $212,000. No investment securities sales were recorded during the current year compared to sales in the same period of 2022 which generated $118,000 in 2022.gains.

 

The following table provides a detailed analysis of the changes in the components of noninterest income for the periods shown:

 

Six Months Ended June 30,

  

Increase (Decrease)

  

Nine Months Ended September 30,

  

Increase (Decrease)

 
 

2023

  

2022

  

Amount

  

Percent

  

2023

  

2022

  

Amount

  

Percent

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Loan and deposit service fees

 $2,205  $2,264  $(59) (2.6)% $3,273  $3,566  $(293) (8.2)%

Sold loan servicing fees and servicing rights mark-to-market

 302  459  (157) (34.2) 400  665   (265) (39.8)

Net gain on sale of loans

 234  484  (250) (51.7) 405  769   (364) (47.3)

Net (loss) gain on sale of investment securities

   118  (118) (100.0)

Net gain on sale of investment securities

   118   (118) (100.0)

Increase in cash surrender value of bank-owned life insurance

 416  465  (49) (10.5) 668  686   (18) (2.6)

Other income

  888   835   53   6.3   2,203   1,155   1,048   90.7 

Total noninterest income

 $4,045  $4,625  $(580)  (12.5)% $6,949  $6,959  $(10)  (0.1)%

 

Noninterest Expense. Noninterest expense decreased $1.7$2.7 million, or 5.4%5.7%, to $30.1$44.5 million for the sixnine months ended JuneSeptember 30, 2023, compared to $31.8$47.2 million for the sixnine months ended JuneSeptember 30, 2022. CompensationQuin Ventures expenses decreased $3.6 million compared to the first nine months of 2022, mainly due to no Quin Ventures expense recorded for compensation, marketing and occupancy during the first nine months of 2023. Bank compensation and benefits was lowerdecreased due to lower commissions and incentives paid as well as a decrease in medical insurance and payroll tax expense and a reduction in workforce in the fourth quarter of 2022.expense. The Bank received a medical insurance premium refund of $436,000 in the first quarter of 2023 and transitioned to a self-insured medical plan in 2023. Payroll tax expense was reduced in 2023 by the recognition of a portion of the Employee Retention Credit received in March 2023. These decreases were partially offset by an increaseincreases in legal andfees, consulting fees, and FDIC insurance premiums. The increase over the six months ended June 30, 2022, also reflects increases in data processing expenses associated with building enhanced technological infrastructure. Quin Ventures expenses decreased $2.4 million compared to the same period in 2022, as a result of no Quin Ventures expense recorded for compensation, marketing, or professional fees during the first six months of 2023.infrastructure and FDIC insurance premiums.

 

The following table provides an analysis of the changes in the components of noninterest expense for the periods shown:

 

Six Months Ended June 30,

  

Increase (Decrease)

  

Nine Months Ended September 30,

  

Increase (Decrease)

 
 

2023

  

2022

  

Amount

  

Percent

  

2023

  

2022

  

Amount

  

Percent

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Compensation and benefits

 $16,017  $18,538  $(2,521) (13.6)% $23,812  $27,583  $(3,771) (13.7)%

Data processing

 4,118  3,642  476  13.1  6,063  5,420   643  11.9 

Occupancy and equipment

 2,423  2,599  (176) (6.8) 3,596  4,098   (502) (12.2)

Supplies, postage, and telephone

 790  721  69  9.6  1,082  1,043   39  3.7 

Regulatory assessments and state taxes

 813  802  11  1.4  1,259  1,167   92  7.9 

Advertising

 1,970  2,157  (187) (8.7) 2,471  2,802   (331) (11.8)

Professional fees

 1,690  1,188  502  42.3  2,619  1,883   736  39.1 

FDIC insurance premium

 570  434  136  31.3  939  653   286  43.8 

Other expense

  1,697   1,713   (16)  (0.9)  2,623   2,520   103   4.1 

Total noninterest expense

 $30,088  $31,794  $(1,706)  (5.4)% $44,464  $47,169  $(2,705)  (5.7)%

 

54

 

Provision for Income Tax. An income tax expense of $1.3$1.9 million was recorded for the sixnine months ended JuneSeptember 30, 2023, compared to $1.0$1.8 million for the sixnine months ended JuneSeptember 30, 2022, due to a year-over-year increase in income before taxes of $1.4 million.$78,000. The year-over-year provision was also impacted by a higher tax-exempt interest exclusion in 2023 due to a larger interest expense disallowance that impacted the effective tax rate. The provision includes accruals for both federal and state income taxes. The provision for state income tax began in the second quarter of 2022 with respect to certain states in which we have employees and collateral for loans, thereby creating nexus in those states for income tax purposes. For additional information, see Note 7 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.

 

 

Average Balances, Interest and Average Yields/Cost

 

The following tables set forth, for the periods indicated, information regarding average balances of assets and liabilities as well as the total dollar amounts of interest income from average interest-earning assets and interest expense on average interest-bearing liabilities, resultant yields, interest rate spread, net interest margin (otherwise known as net yield on interest-earning assets), and the ratio of average interest-earning assets to average interest-bearing liabilities. Also presented is the weighted average yield on interest-earning assets, rates paid on interest-bearing liabilities and the net spread as of JuneSeptember 30, 2023 and 2022. Income and all average balances are monthly average balances, which management deems to be not materially different than daily averages. Nonaccrual loans have been included in the table as loans carrying a zero yield.

 

Three Months Ended June 30,

  

Three Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 
 

Average

 

Interest

   

Average

 

Interest

    

Average

 

Interest

    

Average

 

Interest

   
 

Balance

 

Earned/

 

Yield/

 

Balance

 

Earned/

 

Yield/

  

Balance

 

Earned/

 

Yield/

  

Balance

 

Earned/

 

Yield/

 
 

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Interest-earning assets:

                               

Loans receivable, net (1)

 $1,587,948  $21,299  5.38% $1,439,714  $16,081  4.48% $1,624,722  $21,728  5.31% $1,484,615  $17,778  4.75%

Investment securities

 327,129  3,336  4.09  367,662  2,715  2.96  319,508  3,368  4.18   348,281  2,817  3.21 

FHLB dividends

 12,515  222  7.11  8,190  119  5.83  11,922  214  7.12   9,269  142  6.08 

Interest-earning deposits in banks

  47,792   617   5.18   20,636   46   0.89   38,099   524   5.46   17,231   118   2.72 

Total interest-earning assets (2)

 1,975,384  25,474  5.17  1,836,202  18,961  4.14  1,994,251  25,834  5.14   1,859,396  20,855  4.45 

Noninterest-earning assets

  142,630         127,463         145,483         137,369       

Total average assets

 $2,118,014        $1,963,665        $2,139,734        $1,996,765       
                

Interest-bearing liabilities:

                               

Interest-bearing demand deposits

 $178,696  $201  0.45  $197,071  $25  0.05  $176,503  $204  0.46  $190,542  $16  0.03 

Money market accounts

 384,269  944  0.99  584,162  323  0.22  373,408  1,146  1.22   556,434  468  0.33 

Savings accounts

 249,681  762  1.22  195,345  26  0.05  255,956  918  1.42   198,403  24  0.05 

Certificates of deposit

  521,297   4,302   3.31   247,310   422   0.68   571,867   5,431   3.77   279,169   743   1.06 

Total interest-bearing deposits (3)

 1,333,943  6,209  1.87  1,223,888  796  0.26  1,377,734  7,699  2.22   1,224,548  1,251  0.41 

Advances

 262,861  2,889  4.41  149,145  527  1.42  244,859  2,791  4.52   182,554  1,005  2.18 

Subordinated debt

  39,384   394   4.01   39,294   395   4.03   39,403   394   3.97   39,326   395   3.98 

Total interest-bearing liabilities

 1,636,188  9,492  2.33  1,412,327  1,718  0.49  1,661,996  10,884  2.60   1,446,428  2,651  0.73 

Noninterest-bearing deposits (3)

 282,514       344,827       276,294        342,944      

Other noninterest-bearing liabilities

  37,925         32,927         40,450         39,129       

Total average liabilities

 1,956,627       1,790,081       1,978,740        1,828,501      

Average equity

  161,387         173,584         160,994         168,264       

Total average liabilities and equity

 $2,118,014        $1,963,665        $2,139,734        $1,996,765       
                

Net interest income

    $15,982        $17,243        $14,950         $18,204    

Net interest rate spread

         2.84          3.65          2.54          3.72 

Net earning assets

 $339,196         $423,875         $332,255         $412,968        

Net interest margin (4)

         3.25          3.77          2.97          3.88 

Average interest-earning assets to average interest-bearing liabilities

 120.7%      130.0%      120.0%       128.6%     

 

(1) The average loans receivable, net balances include nonaccrual loans.

(2) Includes interest-earning deposits (cash) at other financial institutions.

(3) Cost of all deposits, including noninterest-bearing demand deposits, was 1.54%1.85% and 0.20%0.32% for the three months ended JuneSeptember 30, 2023 and 2022, respectively.

(4) Net interest income divided by average interest-earning assets.

 

 

55

 

 

Six Months Ended June 30,

  

Nine Months Ended September 30,

 
 

2023

  

2022

  

2023

  

2022

 
 

Average

 

Interest

   

Average

 

Interest

    

Average

 

Interest

    

Average

 

Interest

   
 

Balance

 

Earned/

 

Yield/

 

Balance

 

Earned/

 

Yield/

  

Balance

 

Earned/

 

Yield/

  

Balance

 

Earned/

 

Yield/

 
 

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

  

Outstanding

  

Paid

  

Rate

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Interest-earning assets:

                               

Loans receivable, net (1)

 $1,561,278  $40,803  5.27% $1,385,248  $30,617  4.46% $1,582,658  $62,531  5.28% $1,418,734  $48,395  4.56%

Total investment securities

 327,743  6,518  4.01  363,572  4,990  2.77  324,968  9,886  4.07   358,419  7,807  2.91 

FHLB dividends

 11,849  414  7.05  6,758  171  5.10  11,873  628  7.07   7,605  313  5.50 

Interest-earning deposits in banks

  41,640   1,021   4.94   51,537   84   0.33   40,447   1,545   5.11   39,976   202   0.68 

Total interest-earning assets (2)

 1,942,510  48,756  5.06  1,807,115  35,862  4.00  1,959,946  74,590  5.09   1,824,734  56,717  4.16 

Noninterest-earning assets

  141,789         124,753         143,034         129,004       

Total average assets

 $2,084,299        $1,931,868        $2,102,980        $1,953,738       
                

Interest-bearing liabilities:

                               

Interest-bearing demand deposits (3)

 $182,968  $395  0.44  $196,615  $42  0.04  $180,789  $599  0.44  $194,568  $58  0.04 

Money market accounts

 409,025  1,720  0.85  585,974  621  0.21  397,023  2,866  0.97   576,019  1,089  0.25 

Savings accounts

 234,607  1,138  0.98  195,034  52  0.05  241,802  2,056  1.14   196,170  76  0.05 

Certificates of deposit

  484,711   7,309   3.04   244,989   798   0.66   514,082   12,740   3.31   256,508   1,541   0.80 

Total interest-bearing deposits

 1,311,311  10,562  1.62  1,222,612  1,513  0.25  1,333,696  18,261  1.83   1,223,265  2,764  0.30 

Advances

 247,610  5,118  4.17  116,062  831  1.44  246,683  7,909  4.29   138,470  1,837  1.77 

Subordinated debt

  39,374   789   4.04   39,288   789   4.05   39,384   1,183   4.02   39,301   1,183   4.02 

Total interest-bearing liabilities

 1,598,295  16,469  2.08  1,377,962  3,133  0.46  1,619,763  27,353  2.26   1,401,036  5,784  0.55 

Noninterest-bearing deposits (3)

 288,343       336,611       284,282        338,745      

Other noninterest-bearing liabilities

  37,302         35,820         38,362         36,934       

Total average liabilities

 1,923,940       1,750,393       1,942,407        1,776,715      

Average equity

  160,359         181,475         160,573         177,023       

Total average liabilities and equity

 $2,084,299        $1,931,868        $2,102,980        $1,953,738       
                

Net interest income

    $32,287        $32,729        $47,237         $50,933    

Net interest rate spread

         2.98          3.54          2.83          3.61 

Net earning assets

 $344,215         $429,153         $340,183         $423,698        

Net interest margin (4)

         3.35          3.65          3.22          3.73 

Average interest-earning assets to average interest-bearing liabilities

 121.5%      131.1%      121.0%       130.2%     

 

(1) The average loans receivable, net balances include nonaccrual loans.

(2) Includes interest-earning deposits (cash) at other financial institutions.

(3) Cost of all deposits, including noninterest-bearing demand deposits, was 1.33%1.51% and 0.20%0.24% for the sixnine months ended JuneSeptember 30, 2023 and 2022, respectively.

(4) Net interest income divided by average interest-earning assets.

 

 

56

 

Rate/Volume Analysis

 

The following table presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities. It distinguishes between the changes related to outstanding balances and changes in interest rates. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (i.e., changes in volume multiplied by old rate) and (ii) changes in rate (i.e., changes in rate multiplied by old volume). For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately to the change due to volume and the change due to rate.

 

 

Three Months Ended

   

Six Months Ended

    

Three Months Ended

    

Nine Months Ended

   
 

June 30, 2023 vs. 2022

     

June 30, 2023 vs. 2022

     

September 30, 2023 vs. 2022

     

September 30, 2023 vs. 2022

    
 

Increase (Decrease) Due to

     

Increase (Decrease) Due to

     

Increase (Decrease) Due to

     

Increase (Decrease) Due to

    
 

Volume

  

Rate

  

Total Increase (Decrease)

  

Volume

  

Rate

  

Total Increase (Decrease)

  

Volume

  

Rate

  

Total Increase (Decrease)

  

Volume

  

Rate

  

Total Increase (Decrease)

 
 

(In thousands)

 

(In thousands)

  

(In thousands)

  

(In thousands)

 

Interest-earning assets:

                                           

Loans receivable, net

 $1,656  $3,562  $5,218  $3,904  $6,282  $10,186  $1,667  $2,283  $3,950  $5,602  $8,534  $14,136 

Investments

 (300) 921  621  (490) 2,018  1,528  (232) 783  551   (734) 2,813  2,079 

FHLB stock

 63  40  103  129  114  243  41  31  72   176  139  315 

Other (1)

  60   511   571   (16)  953   937   143   263   406   2   1,341   1,343 

Total interest-earning assets

 $1,479  $5,034  $6,513  $3,527  $9,367  $12,894  $1,619  $3,360  $4,979  $5,046  $12,827  $17,873 
                            

Interest-bearing liabilities:

                                           

Interest-bearing demand deposits

 $(2) $178  $176  $(6) $359  $353  $(2) $190  $188  $(2) $543  $541 

Money market accounts

 (113) 734  621  (191) 1,290  1,099  (156) 834  678   (348) 2,125  1,777 

Savings accounts

 7  729  736  7  1,079  1,086  10  884  894   13  1,967  1,980 

Certificates of deposit

 464  3,416  3,880  787  5,724  6,511  782  3,906  4,688   1,544  9,655  11,199 

Advances

 403  1,959  2,362  937  3,350  4,287  342  1,444  1,786   1,428  4,644  6,072 

Subordinated debt

  1   (2)  (1)  2   (2)        (1)  (1)         

Total interest-bearing liabilities

 $760  $7,014  $7,774  $1,536  $11,800  $13,336  $976  $7,257  $8,233  $2,635  $18,934  $21,569 
                            

Net change in interest income

 $719  $(1,980) $(1,261) $1,991  $(2,433) $(442)

Change in net interest income

 $643  $(3,897) $(3,254) $2,411  $(6,107) $(3,696)

 

(1) Includes interest-earning deposits (cash) at other financial institutions.

 

 

 

 

Off-Balance Sheet Activities

 

In the normal course of operations, First Fed engages in a variety of financial transactions that are not recorded in the financial statements. These transactions involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. These transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For the sixnine months ended JuneSeptember 30, 2023 and the year ended December 31, 2022, we engaged in no off-balance sheet transactions likely to have a material effect on our financial condition, results of operations or cash flows.

 

57

 

Contractual Obligations

 

At JuneSeptember 30, 2023, our scheduled maturities of contractual obligations were as follows:

 

 

Within

 

After 1 Year Through

 

After 3 Years Through

 

Beyond

 

Total

  

Within

 

After 1 Year Through

 

After 3 Years Through

 

Beyond

 

Total

 
 

1 Year

  

3 Years

  

5 Years

  

5 Years

  

Balance

  

1 Year

  

3 Years

  

5 Years

  

5 Years

  

Balance

 
 

(In thousands)

  

(In thousands)

 

Certificates of deposit

 $422,485 $120,624 $15,961 $ $559,070  $449,211 $114,949 $15,553 $ $579,713 

FHLB advances

 188,000 45,000 20,000  253,000  198,000 35,000 20,000  253,000 

Line of credit

 11,000    11,000  8,000    8,000 

Subordinated debt obligation

    39,397 39,397     39,416 39,416 

Operating leases

 834 1,761 1,708 3,561 7,864  892 1,880 1,652 3,396 7,820 

Borrower taxes and insurance

 1,149    1,149  2,375    2,375 

Deferred compensation

  119  264  194  677  1,254   113  243  186  667  1,209 

Total contractual obligations

 $623,587 $167,649 $37,863 $43,635 $872,734  $658,591 $152,072 $37,391 $43,479 $891,533 

 

Commitments and Off-Balance Sheet Arrangements

 

The following table summarizes our commitments and contingent liabilities with off-balance sheet risks as of JuneSeptember 30, 2023:

 

 

Amount of Commitment by Expiration

  

Amount of Commitment by Expiration

 
 Within After 1 Year Through After 3 Years Through Beyond Total Amounts  Within After 1 Year Through After 3 Years Through Beyond Total Amounts 
 

1 Year

  

3 Years

  

5 Years

  

5 Years

  

Committed

  

1 Year

  

3 Years

  

5 Years

  

5 Years

  

Committed

 
 

(In thousands)

  

(In thousands)

 

Commitments to originate loans:

                      

Fixed-rate

 $183 $ $ $ $183 

Variable-rate

 16,450    16,450  497    497 

Unfunded commitments under lines of credit or existing loans

 67,663 8,442 3,719 88,844 168,668  54,347 7,373 3,628 89,374 154,722 

Standby letters of credit

  558      200  758   58      200  258 

Total commitments

 $84,671 $8,442 $3,719 $89,044 $185,876  $55,085 $7,373 $3,628 $89,574 $155,660 
 

Liquidity Management

 

Liquidity is the ability to meet current and future financial obligations of a short-term and long-term nature. Our primary sources of funds consist of deposit inflows, loan repayments, maturities and sales of securities, and borrowings from the FHLB. While maturities and scheduled amortization of loans and securities are usually predictable sources of funds, deposit flows, calls of investment securities and borrowed funds, and prepayments on loans and investment securities are greatly influenced by general interest rates, economic conditions and competition, which can cause those sources of funds to fluctuate.

 

Management regularly adjusts our investments in liquid assets based upon an assessment of expected loan demand, expected deposit flows, yields available on interest-earning deposits and securities, and the objectives of our liquidity management, interest-rate risk and investment policies. In the first quarter, weWe increased liquid assetsavailable liquidity during 2023 in response to the recent stresses within the banking industry and related concerns regarding liquidity.

 

Our most liquid assets are cash and cash equivalents followed by available-for-sale securities. The levels of these assets depend on our operating, financing, lending and investing activities during any given period. At JuneSeptember 30, 2023, cash and cash equivalents totaled $78.3$83.9 million and unpledged securities classified as available-for-sale had a market value of $290.9$279.1 million. The Bank pledged collateral of $625.0$582.8 million to support borrowings from the FHLB, with a remaining borrowing capacity of $311.3$269.0 million at JuneSeptember 30, 2023. The Bank also has an established discount window borrowing arrangement with the FRB, for which available-for-sale securities with a market value of $9.1$9.0 million were pledged as of JuneSeptember 30, 2023, with a remaining borrowing capacity of $8.7$8.5 million. The Bank has established an additional arrangement with the FRB through the BTFP, for which available-for-sale securities with a market value of $17.1$15.1 million were pledged as of JuneSeptember 30, 2023, with a remaining borrowing capacity of $18.7$18.3 million. First Northwest has a $20.0 million borrowing arrangement with NexBank which is secured by First Northwest's personal property assets (with certain exclusions), including all the outstanding shares of First Fed, cash, loans receivable, and limited partnership investments. The remaining borrowing capacity of the NexBank line of credit was $9.0$12.0 million at JuneSeptember 30, 2023.

 

At June 30, 2023, we had $16.5 million in loan commitments outstanding and $169.4 million in undisbursed loans and standby letters of credit, including $79.4 million in undisbursed construction loan commitments.

 

58

 

At September 30, 2023, we had $680,000 in loan commitments outstanding and $155.0 million in undisbursed loans and standby letters of credit, including $60.6 million in undisbursed construction loan commitments.

CDs due within one year as of JuneSeptember 30, 2023, totaled $422.5$449.2 million, or 75.6%77.5% of CDs with a weighted-average rate of 3.75%4.21%. If these maturing deposits are not renewed, we will seek other sources of funds, including other CDs, non-maturity deposits, and borrowings. We have the ability to attract and retain deposits by adjusting the interest rates offered as well as through sales and marketing efforts in the markets we serve. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on CDs. In addition, we believe that our branch network, and the general cash flows from our existing lending and investment activities, will provide adequate long-term liquidity. For additional information, see the Consolidated Statements of Cash Flows in Item 1 of this Form 10-Q.

 

First Fed has a diversified deposit base with approximately 60%61% of deposit account balances held by consumers, 29% held by business and public fund depositors, and 11%10% in brokered deposits. The average deposit account balance, excluding brokered and public fund accounts, was $28,000 at JuneSeptember 30, 2023. We estimate that 80-85% of our customer deposit balances are below the $250,000 FDIC insurance limit or fully collateralized. The remaining uninsured deposits represent less than 5% of depositors. Management believes that maintaining a diversified deposit base is an important factor in managing and maintaining adequate levels of liquidity.

 

The Company is a separate legal entity from the Bank and provides for its own liquidity. At JuneSeptember 30, 2023, the Company, on an unconsolidated basis, had liquid assets of $2.5 million.$507,000. In addition to its operating expenses, the Company is responsible for paying dividends declared, if any, to its shareholders, funds paid for Company stock repurchases, interest payments on subordinated notes held at the Company level, payments on the NexBank revolving credit facility, and commitments to limited partnership investments. The Company may receive dividends or capital distributions from the Bank, although there may be regulatory limitations on the ability of the Bank to pay dividends. First Northwest previously contributed $8.0 million to Quin Ventures pursuant to the terms of a capital financing agreement and related promissory note. Quil Ventures Inc. agreed to repay the amount owed by Quin Ventures under the terms and conditions specified in a repayment and security agreement with First Northwest dated December 20, 2022.

 

Capital Resources

 

At JuneSeptember 30, 2023, shareholders' equity totaled $159.6$156.1 million, or 7.4%7.2% of total assets. Our book value per share of common stock was $16.56$16.20 at JuneSeptember 30, 2023, compared to $16.31 at December 31, 2022.

 

At JuneSeptember 30, 2023, the Bank exceeded all regulatory capital requirements and was considered "well capitalized" under FDIC regulatory capital guidelines.

 

The following table provides the capital requirements and actual results for First Fed at JuneSeptember 30, 2023.

 

 

Actual

  

Minimum Capital Requirements

  

Minimum Required to be Well-Capitalized

  

Actual

  

Minimum Capital Requirements

  

Minimum Required to be Well-Capitalized

 
 

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
     

(Dollars in thousands)

          

(Dollars in thousands)

     

Tier 1 leverage capital (to average assets)

 $217,444  10.2% $85,578  4.0% $106,972  5.0% $219,326  10.1% $86,654  4.0% $108,318  5.0%

Common equity tier 1 (to risk-weighted assets)

 $217,444  13.1  74,694  4.5  107,891  6.5  $219,326  13.4  73,482  4.5  106,141  6.5 

Tier 1 risk-based capital (to risk-weighted assets)

 $217,444  13.1  99,592  6.0  132,789  8.0  $219,326  13.4  97,976  6.0  130,635  8.0 

Total risk-based capital (to risk-weighted assets)

 $233,751  14.1  132,789  8.0  165,986  10.0  $234,841  14.4  130,635  8.0  163,294  10.0 

 

In order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses, the Bank must maintain common equity tier 1 capital ("CET1") at an amount greater than the required minimum levels plus a capital conservation buffer of 2.5%.

59

 

Effect of Inflation and Changing Prices

 

The consolidated financial statements and related financial data presented in this report have been prepared according to GAAP, which require the measurement of financial and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs and the effect that general inflation may have on both short-term and long-term interest rates. Unlike companies in many other industries, virtually all the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant impact on a financial institution's performance than do general levels of inflation. Although inflation expectations do affect interest rates, interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

 

59

 

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

There has not been any material change in the market risk disclosures contained in the 2022 Form 10-K.

 

Item 4. Controls and Procedures

 

(a) Evaluation of Disclosure Controls and Procedures.

 

An evaluation of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934 (the "Exchange Act")) was carried out under the supervision and with the participation of the Company's Chief Executive Officer (Principal Executive Officer), Chief Financial Officer (Principal Financial and Accounting Officer), and other members of the Company's management team as of the end of the period covered by this quarterly report. The Company's Chief Executive Officer and Chief Financial Officer concluded that as of JuneSeptember 30, 2023, the Company's disclosure controls and procedures were effective in ensuring that the information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is (i) accumulated and communicated to the Company's 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 Securities and Exchange Commission's rules and forms.

 

(b) Changes in Internal Controls.

 

There have been no changes in the Company's internal control over financial reporting (as defined in 13a-15(f) of the Exchange Act) that occurred during the quarter ended JuneSeptember 30, 2023, that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

 

The Company intends to continually review and evaluate the design and effectiveness of its disclosure controls and procedures and to improve its controls and procedures over time and to correct any deficiencies that it may discover in the future. The goal is to ensure that senior management has timely access to all material financial and non-financial information concerning the Company's business. While the Company believes the present design of its disclosure controls and procedures is effective to achieve its goal, future events affecting its business may cause the Company to modify its disclosure controls and procedures. The Company does not expect that its disclosure controls and procedures and internal control over financial reporting will prevent every error or instance of fraud. A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control procedure are met. Because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns in controls or procedures can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any control procedure is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control procedure, misstatements due to error or fraud may occur and not be detected.

 

60

 

 

PART II - OTHER INFORMATION

 

 

Item 1. Legal Proceedings

 

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

 

Item 1A. Risk Factors

 

There have been no material changes to the risk factors set forth in Part I. Item 1A of the Company's 2022 Form 10-K.

 

Item 2. Unregistered Sales of Equity Securities, and Use of Proceeds and Issuer Purchases of Equity Securities

 

(a)

Not applicable.

 

(b)

Not applicable.

 

(c)

The following table summarizes common stock repurchases during the three months ended JuneSeptember 30, 2023:

                 

Period

 Total Number of Shares Purchased (1)  

Average Price Paid per Share

  

Total Number of Shares Repurchased as Part of Publicly Announced Plans (2)

  

Maximum Number of Shares that May Yet Be Repurchased Under the Plans

 
                 

April 1, 2023 - April 30, 2023

    $      257,586 

May 1, 2023 - May 31, 2023

  3,321   11.25   1,849   255,737 

June 1, 2023 - June 30, 2023

  28,327   11.27   28,327   227,410 

Total

  31,648  $11.27   30,176     
                 

(1) Shares repurchased by the Company during the quarter include shares acquired from participants in connection with cancellation of restricted stock to pay withholding taxes totaling 0 shares, 1,472 shares, and 0 shares, respectively, for the periods indicated.

 

(2) On October 28, 2020, the Company announced that its Board of Directors had authorized the repurchase of up to an additional 1,023,420 shares of its common stock, or approximately 10% of its shares of common stock issued and outstanding as of October 27, 2020. As of June 30, 2023, a total of 796,010 shares, or 77.8% percent of the shares authorized in the October 2020 stock repurchase plan, have been purchased at an average cost of $15.82 per share, leaving 227,410 shares available for future purchases.

 
                 

Period

 Total Number of Shares Purchased (1)  

Average Price Paid per Share

  

Total Number of Shares Repurchased as Part of Publicly Announced Plans (2)

  

Maximum Number of Shares that May Yet Be Repurchased Under the Plans

 
                 

July 1, 2023 - July 31, 2023

  2,814  $11.10   1,073   226,337 

August 1, 2023 - August 31, 2023

  604         226,337 

September 1, 2023 - September 30, 2023

  1,261         226,337 

Total

  4,679  $11.10   1,073     
                 

(1) Shares repurchased by the Company during the quarter include shares acquired from participants in connection with cancellation of restricted stock to pay withholding taxes totaling 1,741 shares, 604 shares, and 1,261 shares, respectively, for the periods indicated.

 

(2) On October 28, 2020, the Company announced that its Board of Directors had authorized the repurchase of up to an additional 1,023,420 shares of its common stock, or approximately 10% of its shares of common stock issued and outstanding as of October 27, 2020. As of September 30, 2023, a total of 797,083 shares, or 77.9% percent of the shares authorized in the October 2020 stock repurchase plan, have been purchased at an average cost of $15.86 per share, leaving 226,337 shares available for future purchases.

 

 

61

 

 

Item 3. Defaults Upon Senior Securities

 

Not applicable.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information

 

Not applicable.

 

Item 6. Exhibits

 

Exhibit

No.

Exhibit Description

Filed

Herewith

Form

Original Exhibit No.

Filing Date

31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

X

 

 

 

31.2

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act

X

 

 

 

32

Certification pursuant to Section 906 of the Sarbanes-Oxley Act

X

 

 

 

101

The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended JuneSeptember 30, 2023, formatted in Inline Extensible Business Reporting Language (iXBRL): (1) Consolidated Balance Sheets; (2) Consolidated Statements of Income; (3) Consolidated Statements of Comprehensive (Loss) Income; (4) Consolidated Statements of Changes in Shareholders' Equity; (5) Consolidated Statements of Cash Flows; and (6) Selected Notes to Consolidated Financial Statements

104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

62

 

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 NORTHWEST BANCORP

  

 

 

Date: August 11,November 13, 2023

/s/ Matthew P. Deines

 

 

 

Matthew P. Deines

 

President, Chief Executive Officer and Director

 

(Principal Executive Officer)

 

 

 

 

Date: August 11,November 13, 2023

/s/ Geraldine Bullard

 

 

 

Geraldine Bullard

 

Executive Vice President, Chief Financial Officer and Chief FinancialOperating Officer

 

(Principal Financial and Accounting Officer)

 

 

 

63