Tag: GlobeNewswire

HOUSTON, Oct. 30, 2026 (GLOBE NEWSWIRE) — PACIFIC COAST OIL TRUST (OTC–ROYTL) (the “Trust”), a royalty trust formed by Pacific Coast Energy Company LP (“PCEC”), announced today that there will be no cash distribution to the holders of its units of beneficial interest of record on October 30, 2026 based on the Trust’s calculation of net profits generated during August 2026 (the “Current Month”) as provided in the conveyance of net profits interests and overriding royalty interest (the “Conveyance”). As further described below under “Update on Estimated Asset Retirement Obligations,” based on information from PCEC, any monthly payments that PCEC may make to the Trust may not be sufficient to cover the Trust’s administrative expenses and outstanding debt to PCEC, and therefore the likelihood of distributions to the unitholders in the foreseeable future is extremely remote. As further described below under “Status of the Dissolution of the Trust”, because the annual cash proceeds received by the Trust from its net profits interests (the “Net Profits Interests”) and 7.5% overriding royalty interest (the “Royalty Interest”) totaled less than $2.0 million for each of 2020 and 2021, the amended and restated trust agreement governing the Trust (the “Trust Agreement”) provides that the Trust is to be dissolved and wound-up. All financial and operational information in this press release has been provided to the Trustee by PCEC.

Update on Legal Proceedings

On May 20, 2026, Shipyard Capital, LP, Cedar Creek Partners, Walter Keenan, Cromwell Capital, LLC, Timothy Eriksen, Eriksen Family, LLC and Revi Ramesh Desai, derivatively on behalf of the Trust and, in the alternative, individually, filed a complaint, styled Shipyard Capital, LP, et al v. The Bank of New York Mellon Trust Company, N.A., in the 151^st District Court of Harris County, Texas, against the Trustee alleging breach of contract, breach of fiduciary duty, gross negligence and willful misconduct, and negligent misrepresentation, in connection with PCEC’s deduction of its asset retirement obligations discussed below under “Update on Estimated Asset Retirement Obligations.” Among other things, the plaintiffs also seek to enjoin the Trustee from dissolving the Trust or selling Trust assets pending resolution of the action. On June 29, 2026, the Trustee removed the action to the Texas Business Court, Eleventh Division. On August 19, 2026, the court entered a scheduling order setting the case for trial on January 31, 2028. On August 28, 2026, the court sustained the Trustee’s special exceptions and ordered the plaintiffs to replead the claims they are asserting derivatively on behalf of the Trust, as well as the plaintiffs’ willful misconduct claim, and if the repleading fails to cure the defects in those claims, the court’s order states that those claims will be stricken by the court. Plaintiffs filed their amended petition on September 11, 2026, and Trustee’s counsel is currently considering the subject and timing of further challenges to plaintiffs’ claims therein. The Trustee has made demand upon PCEC for indemnification pursuant to Section 6.02 of the Trust Agreement and Section 6(b) of the registration rights agreement to which the Trust and PCEC are parties. The Trustee has not yet fully analyzed any claims it may make in connection with the litigation.

On October 23, 2024, a terminated employee of PCEC filed a complaint, styled Brendan Potyondy v. Pacific Coast Energy Company, LP, in the U.S. District Court for the Central District of California alleging that PCEC retaliated against him for engaging in protected whistleblowing activities in violation of federal and state laws (the “Federal Lawsuit”). The plaintiff alleges that he filed certain reports with several federal and state agencies alleging violations of law by PCEC. Among the agencies plaintiff has contacted or alleges to have contacted are the U.S. Securities and Exchange Commission (“SEC”), the U.S. Department of Labor’s Occupational Safety and Health Administration, the California Occupational Safety and Health Administration, the California Geologic Management Division, and the California Department of Fish and Wildlife. In his complaint to the SEC, the plaintiff alleges, among other things, that PCEC had purposefully provided false data to the Trustee and to the Trust’s independent registered public accounting firm regarding PCEC’s operations, including the calculation of its asset retirement obligations. On November 22, 2024, Mr. Potyondy filed an amended complaint in the Federal Lawsuit, which removed all claims alleging violation of state law and allegations of alleged reports to state agencies. On December 15, 2025, Mr. Potyondy filed a separate suit in California Superior Court alleging violations of wrongful termination and retaliation relating to alleged reports to California state agencies (the “State Lawsuit”). Mr. Potyondy’s November 2024 amended complaint in the Federal Lawsuit was dismissed for failure to state a claim upon which relief could be granted, but the court granted Mr. Potyondy leave to amend to attempt to fix the defects identified by the court. On February 6, 2025, Mr. Potyondy filed his second amended complaint in the Federal Lawsuit, which PCEC moved to dismiss, but was denied by the court. On September 8, 2026, Mr. Potyondy’s Federal Lawsuit proceeded to trial. After four days of testimony, the jury returned a complete verdict in favor of PCEC, awarding nothing to Mr. Potyondy. Although the State Lawsuit remains pending, PCEC maintains that Mr. Potyondy’s outstanding claims have been substantially narrowed by the jury’s findings on his whistleblower retaliation claim under the Sarbanes-Oxley Act in the Federal Lawsuit. That jury finding limits his remaining claims to those brought before the California Occupational Safety and Health Administration, the California Geologic Management Division, and the California Department of Fish and Wildlife. PCEC has indicated to the Trustee that it maintains all remaining claims under the State Lawsuit are without merit and that PCEC will defend against these allegations. In the meantime, the Trustee is independently investigating the relevant allegations raised in the SEC complaint.

Monthly Net Profits Interest Calculations

The Current Month’s calculation for the Developed Properties reflected an operating loss of approximately $79,000, as revenues from the Developed Properties were approximately $2.3 million, lease operating expenses including production taxes were approximately $2.3 million, and development costs were approximately $38,000. The average realized price for the Developed Properties was $70.58 per Boe for the Current Month, as compared to $68.00 per Boe in July 2026 (the “Prior Month”). The cumulative net profits deficit for the Developed Properties increased from $11.4 million in the Prior Month to approximately $11.8 million in the Current Month, as further discussed below under “Update on Estimated Asset Retirement Obligations”.

The Current Month’s distribution calculation included approximately $63,000 generated from the 7.5% overriding royalty interest on the Remaining Properties from Orcutt Diatomite and Orcutt Field. Average realized prices for the Remaining Properties were $69.19 per Boe for the Current Month, as compared to $64.04 per Boe for the Prior Month. The cumulative net profits deficit for the Remaining Properties was approximately $115,000 for the Current Month, as further discussed below under “Update on Estimated Asset Retirement Obligations”.

The monthly operating and services fee of approximately $119,000 payable to PCEC, together with Trust general and administrative expenses of approximately $164,000, exceeded the payment of approximately $63,000 received from PCEC with respect to the Remaining Properties, creating a shortfall of approximately $220,000.

Sales Volumes and Prices

The following table displays PCEC’s underlying sales volumes and average prices for the Current Month:

	Underlying Properties
	Sales Volumes				Average Price
	(Boe)		(Boe/day)		(per Boe)
Developed Properties (a)	31,985		1,032		$70.58
Remaining Properties (b)	13,076		422		$69.19
(a) Crude oil sales volumes represented approximately 98% of sales volumes.
(b) Crude oil sales volumes represented approximately 100% of sales volumes.

Update on Amounts Owed to PCEC by the Trust

PCEC has provided the Trust with a $1 million letter of credit to be used by the Trust if its cash on hand (including available cash reserves) is not sufficient to pay ordinary course administrative expenses as they become due. As of March 31, 2021, the letter of credit has been fully drawn down. Further, the Trust Agreement provides that if the Trust requires more than the $1 million under the letter of credit to pay administrative expenses, PCEC will, upon written request of the Trustee, loan funds to the Trust in such amount as necessary to pay such expenses. Although PCEC has continued to loan funds to the Trust as required under the Trust Agreement, the reduced ability to transport production from the Orcutt properties, as discussed below under “Cancellation of Connection Agreement with Phillips 66”, has affected PCEC’s ability to loan on a timely basis the full amount of the funds requested by the Trustee in recent periods. As of the date of this press release, PCEC has fulfilled its obligations to loan all requested funds to the Trust. Under the Trust Agreement, the Trust may only use funds provided under the letter of credit or loaned by PCEC or another source to pay the Trust’s current accounts or other obligations to trade creditors in connection with obtaining goods or services or for the payment of other accrued current liabilities arising in the ordinary course of the Trust’s business. As the Trust has fully drawn down the letter of credit, PCEC has loaned funds to the Trust pursuant to a promissory note to pay shortfalls related to previous months and is expected to loan funds to pay this month’s shortfall of approximately $220,000.

As of the end of the Current Month, the Trust owed PCEC approximately $14.5 million (which includes the amount drawn from the letter of credit, amounts borrowed under the promissory note, and in each case, net accrued interest).

Loans made to the Trust and amounts drawn from the letter of credit, together with interest thereon, will be repaid from proceeds, if any, payable to the Trust pursuant to the Net Profits Interests and the Royalty Interest, and from any proceeds from a sale of the Trust’s assets in connection with the dissolution of the Trust. Consequently, no further distributions may be made until the Trust’s indebtedness created by such amounts drawn or borrowed, including interest thereon, has been paid in full. Given the outstanding amount borrowed by the Trust to date, there may not be any net proceeds from a sale of the Trust’s assets to be distributed to the Trust unitholders.

Update on Estimated Asset Retirement Obligations

As previously disclosed, in November 2019, PCEC informed the Trustee that, as permitted by the Conveyance, PCEC intended to begin deducting its estimated asset retirement obligations (“ARO”) associated with the West Pico, Orcutt Hill, Orcutt Hill Diatomite, East Coyote and Sawtelle fields, thereby reducing the amounts payable to the Trust under its Net Profits Interests. ARO is the recognition related to net present value of future plugging and abandonment costs that all oil and gas operators face. PCEC engaged an accounting firm, Moss Adams LLP (“Moss Adams”), acting as third-party consultants, to assist PCEC in determining its estimated ARO, and on February 27, 2020, PCEC informed the Trustee that based on the analysis performed by Moss Adams, PCEC’s estimated ARO, as of December 31, 2019, was $45,695,643, which is approximately $10.0 million less than the undiscounted amount that was originally estimated before Moss Adams completed its analysis, as previously disclosed in the Trust’s Current Report on Form 8-K filed on November 13, 2019. According to PCEC and its third-party consultants, its estimated ARO, which reflected PCEC’s assessment of current market conditions as of December 31, 2019 and changes in California law, was determined to be approximately $33.2 million for the Developed Properties and approximately $12.5 million for the Remaining Properties, or approximately $26.5 million and approximately $3.1 million net to the Trust, respectively, and PCEC has reflected these amounts beginning with the calculation of the net profits generated during January 2020.

PCEC has informed the Trustee that in accordance with generally accepted accounting principles, PCEC will evaluate the ARO on a quarterly basis. As a result of that re-evaluation, the actual ARO incurred in the future may be greater or less than the estimated amounts provided by PCEC. As previously disclosed, PCEC has informed the Trustee that at year-end 2020, and following the end of each of the first, second and third quarters of 2021, in light of the accounting guidance under Accounting Standards Codification (“ASC”) 410-20-35-3, which requires the recognition of changes in the asset retirement obligation due to the passage of time and revision of the timing or amount of the originally estimated undiscounted cash flows, PCEC re-evaluated the estimated ARO, which resulted in an aggregate increase to the ARO accrual for the Developed Properties by approximately $5.1 million, net to the Trust’s interest, and an aggregate increase to the ARO accrual for the Remaining Properties by approximately $288,000, net to the Trust’s interest. PCEC previously informed the Trustee that PCEC has recognized additional asset retirement obligations for the year ended December 31, 2021, in the amount of approximately $1.2 million, of which approximately $0.4 million relates to the Developed Properties, while approximately $0.8 million relates to the Remaining Properties. Net to the Trust’s interests, this represents an upward ARO revision of approximately $0.3 million and approximately $0.2 million for the Developed Properties and the Remaining Properties, respectively.

In June 2023, PCEC engaged Cornerstone Engineering, Inc. (“Cornerstone”) to perform an ARO evaluation for the West Pico and Orcutt Hill fields. Based on Cornerstone’s report, Moss Adams has provided PCEC with an updated ARO valuation that reflects an upward adjustment in the ARO values as of December 31, 2022, of approximately $13.7 million discounted to December 31, 2022, with a cumulative increase in the accretion for the first three quarters of 2023 of approximately $1.0 million net to the Trust’s interests. The adjustment in the ARO values as of December 31, 2022, and accretion was recorded as a single adjustment during September for the calculated difference between the previously recorded ARO values and the new value including accretion through September 2023. These adjustments were reflected in the net profits interest calculations for September 2023.

PCEC has informed the Trustee that in the net profits calculation for the Current Month, PCEC reflected upward adjustments in the ARO of approximately $481,000 ($385,000 net to the Trust’s 80% net profits interest) for the Developed Properties and approximately $147,000 ($37,000 net to the Trust’s 25% net profits interest) for the Remaining Properties related to accumulated accretion on the ARO. PCEC has informed the Trustee that it expects to continue to make accretion adjustments monthly going forward.

The net profits deficit for the Developed Properties increased from approximately $11.4 million to approximately $11.8 million in the Current Month. The net profits deficit for the Developed Properties must be recouped from proceeds otherwise payable to the Trust from the 80% Net Profits Interest. The Trust is not responsible for the payment of the deficit, which will continue to be repaid out of the proceeds from the Net Profits Interests following the sale thereof in connection with the dissolution of the Trust. Proceeds from such sale would be used to repay amounts drawn from the letter of credit and borrowed from PCEC and to pay the expenses of the Trust, including any estimated future remaining expenses, with any remaining net proceeds to be distributed to the Trust unitholders; sale proceeds will not be reflected in any monthly net profits interest calculation and therefore would not be applied to repayment of any net profits deficit in existence at the time of such sale.

Based on PCEC’s estimate of its ARO attributable to the Net Profits Interests, deductions relating to estimated ARO are likely to eliminate the likelihood of any distributions to Trust unitholders for the foreseeable future, as previously disclosed in the Trust’s Current Report on Form 8-K filed on November 13, 2019.

As previously disclosed, the Trust engaged Martindale Consultants, Inc. (“Martindale”), a provider of analysis and compliance review services to the oil and gas industry, to perform an independent review of the estimated ARO in the Moss Adams report that PCEC provided to the Trustee. The Trustee also has engaged an accounting expert to advise the Trustee regarding the accruals that PCEC has booked relating to its estimated ARO. As disclosed in the Trust’s Current Report on Form 8-K filed on December 29, 2020, Martindale has completed its review of the estimated ARO and on December 21, 2020, provided its analysis and recommendations to the Trustee. Based on Martindale’s recommendations provided in its report to the Trust, as disclosed in the Trust’s Current Report on Form 8-K filed on December 29, 2020, the Trustee requested that PCEC promptly make several adjustments to its calculations and methods of deducting ARO from the proceeds to which the Trust is otherwise entitled pursuant to its Net Profits Interests. PCEC has responded to the Trustee, indicating PCEC’s view that the adjustments would violate applicable contracts and accounting standards, and has therefore declined to make any adjustments to the estimated ARO calculation based on those requests and the recommendations of the Martindale report. The Trustee has concluded that it has taken all actions reasonably available to it under the Trust’s governing documents in connection with PCEC’s ARO calculation and therefore has determined not to take further action at this time.

Status of the Dissolution of the Trust

As described in more detail in the Trust’s filings with the SEC, the Trust Agreement provides that the Trust will terminate if the annual cash proceeds received by the Trust from the Net Profits Interests and the Royalty Interest total less than $2.0 million for each of any two consecutive calendar years. Because of the cumulative net profits deficit—which PCEC contends is the result of the substantial reduction in commodity prices during 2020 due to the COVID-19 pandemic and PCEC’s deduction of estimated ARO beginning in the first quarter of 2020—the only cash proceeds the Trust has received from March 2020 has been attributable to the Royalty Interest, other than the period from August 2022 through February 2023, when the net profits deficit with respect to the Remaining Properties had been eliminated. As a result, the total proceeds received by the Trust in each of 2020 and 2021 were less than $2.0 million. Therefore, the Trust had been expected to terminate by its terms at the end of 2021.

Evergreen Arbitration

As previously disclosed in the Trust’s Current Report on Form 8-K filed on December 23, 2021, on December 8, 2021, Evergreen Capital Management LLC (“Evergreen”) filed an Amended Class Action and Shareholder Derivative Complaint alleging a derivative action on behalf of the Trust and against PCEC in the Superior Court of the State of California for the County of Los Angeles (the “Court”).

On December 10, 2021, Evergreen filed a motion for temporary restraining order and for preliminary injunction, seeking to (1) enjoin the Trustee from dissolving the Trust, (2) enjoin PCEC from dissolving the Trust, (3) direct PCEC to account for all monies withheld from the Trust on the basis of ARO costs since September 2019, and (4) direct PCEC to place such monies in escrow. On December 16, 2021, the Court granted Evergreen’s application for a temporary restraining order only to the extent of enjoining the dissolution of the Trust. Accordingly, the Trust did not dissolve at the end of 2021 and commence the process of selling its assets and winding up its affairs.

On January 11, 2022, PCEC and Evergreen filed an agreed stipulation to stay the prosecution of Evergreen’s derivative claims pending an arbitration of such claims. On January 13, 2022, the Court signed an Order dissolving the December 16, 2021, temporary restraining order and entering a new temporary restraining order to preserve the status quo until a tribunal of three arbitrators appointed pursuant to the Trust Agreement could rule on any request by Evergreen for injunctive relief. On April 11, 2022, PCEC notified the Court, at the arbitrators’ request, that the arbitration panel had issued an order on April 7, 2022, denying Evergreen’s request for injunctive relief. On April 13, 2022, Evergreen notified the Court that Evergreen had filed a motion for reconsideration with the arbitration panel that same day, which was denied on May 26, 2022. On August 30, 2022, the arbitration panel issued a Partial Final Award dismissing with prejudice Evergreen’s derivative claims against PCEC, including Evergreen’s application for an injunction. On December 5, 2023, the California Superior Court confirmed that Partial Final Award.

On June 20, 2022, Evergreen filed an amended pleading in the arbitration, adding the Trustee as a party to that proceeding. In early September 2022, Evergreen informed the Trustee that it was going to seek a preliminary injunction while its claims against the Trustee were pending. At the request of the arbitration panel, the Trustee agreed to take no steps toward the sale of the Trust corpus until the Panel decided Evergreen’s application for a preliminary injunction. On September 12, 2022, the Trustee filed a motion to dismiss Evergreen’s claims against the Trustee. On September 22, 2022, Evergreen filed an opposition to the Trustee’s motion to dismiss. On September 15, 2022, Evergreen filed a motion to enjoin the Trustee from selling the Trust assets or dissolving the Trust during the pendency of the arbitration. The Trustee and PCEC filed a response in opposition to Evergreen’s motion on September 22, 2022. Both motions were heard by the Panel on October 24, 2022. On October 31, 2022, the Panel granted the Trustee’s motion and dismissed Evergreen’s claims against the Trustee with prejudice, which mooted Evergreen’s request for injunctive relief.

Evergreen has sought appeal of each of the judgments. Those appeals were consolidated in the Second Appellate District on November 1, 2023. On March 20, 2025, the California Court of Appeals heard oral arguments in the appeal, and on May 21, 2025, the Court of Appeals issued its decision affirming the arbitration awards that dismissed Evergreen’s claims with prejudice.

Subject to the outcome of the Trustee’s investigation of the relevant allegations in the whistleblower complaint against PCEC described above, and subject to the resolution of the derivative action against the Trustee described above, the Trustee plans to move forward with the winding up of the Trust in accordance with the provisions of the Trust Agreement, which will include selling all of the Trust’s assets and distributing the net proceeds of the sale to the Trust unitholders after payment, or reasonable provision for payment, of all Trust liabilities, including the establishment of cash reserves in such amounts as the Trustee in its discretion deems appropriate for the purpose of making reasonable provision for all claims and obligations of the Trust, including any contingent, conditional or unmatured claims and obligations, in accordance with the Delaware Statutory Trust Act.

PCEC Arbitration

On March 31, 2023, PCEC submitted a demand for arbitration against the Trustee, as trustee of the Trust, seeking, among other things, (1) an order compelling the Trustee to commence the process of dissolving the Trust pursuant to the provisions of the Trust Agreement, (2) a declaration that the Conveyance permits the legal fees and costs that PCEC, as operator, incurred in defending the Evergreen litigation and arbitration proceedings described above to be deducted from the proceeds from the Net Profits Interests, and (3) a declaration that the Trust must repay, with interest, the legal fees and costs that PCEC paid on behalf of the Trust to defend claims against the Trustee in the Evergreen proceedings or, alternatively, that PCEC may deduct such legal fees and costs from the proceeds from the Net Profits Interests.

The hearing before the arbitration panel was concluded on August 2, 2023, and on September 28, 2023, as previously disclosed, the arbitration panel issued its Partial Final Award, in which the panel found as follows:

• The Trustee is not required to immediately commence the marketing and sale of the Trust’s assets;
   
• PCEC is entitled to deduct from the net profits its own legal fees and the Trustee’s legal fees paid by PCEC in connection with the Evergreen proceedings; and
   
• PCEC is not entitled to reimbursement of such legal fees from the proceeds of the sale of the Trust’s assets.

In its Final Award issued on October 24, 2023, the arbitration panel set forth its finding of fact that pursuant to the termination provisions of the Trust Agreement, the triggering event for the dissolution of the Trust occurred on January 1, 2022 and the Trust is dissolved, and that the Trustee’s remaining duties are as specified in Sections 2.02 (Purpose) and 9.03 (Disposition and Distribution of Assets and Properties) of the Trust Agreement.

In light of the arbitration panel’s finding that the Trustee is not required to immediately commence the marketing of the Trust’s assets, the Trustee has continued to work with PCEC and, until its resignation on July 11, 2025 as previously disclosed in the Trust’s Current Report on Form 8-K filed on July 17, 2025, the Trust’s prior independent auditor, and since its appointment on March 16, 2026 as previously disclosed in the Trust’s Current Report on Form 8-K filed on March 17, 2026, the Trust’s replacement independent auditor, Weaver and Tidwell, L.L.P.,  to complete the audits of the Trust’s financial statements for the years ended December 31, 2019 through December 31, 2025 and the reviews of the Trust’s quarterly financial statements for the years 2023, 2024 and 2025 and to prepare a comprehensive annual report on Form 10-K as part of the Trust’s efforts to become current in its filing obligations under the Securities Exchange Act of 1934, as amended. The Trust expects to file the comprehensive annual report with the SEC as soon as possible after completion of the audits, at which point the Trustee expects to commence the marketing and sale process, subject to the resolution of the derivative action against the Trustee described above; however, additional delays in the completion and filing of the comprehensive annual report will occur as a result of the Trustee’s investigation of the relevant allegations in the whistleblower complaint against PCEC described above. In the meantime, the Trustee will continue to communicate material information to unitholders via press releases and Forms 8-K.

Meanwhile, because the Partial Final Award confirmed PCEC’s right to deduct from the net profits its own legal fees and the Trustee’s legal fees paid by PCEC in connection with the Evergreen proceedings, PCEC deducted approximately $4.0 million of PCEC legal fees (plus approximately $0.4 million in interest), or approximately $3.5 million net to the Trust’s 80% net profits interest, under the net profits interest calculations for September 2023, which reflected PCEC legal fees paid through September 30, 2023. Through the end of the Current Month, PCEC had further deducted a total of $2.1 million of PCEC legal fees, including adjustments, or approximately $1.7 million net to the Trust’s 80% net profits interest, and a total of $1.8 million of the Trustee’s legal fees paid by PCEC in connection with the Evergreen proceedings, or approximately $1.5 million net to the Trust’s 80% net profits interest. PCEC has indicated to the Trustee that PCEC continues to incur fees and expenses related to Evergreen’s appeal of its loss in the litigation and arbitration and will continue to deduct those amounts under the monthly net profits interest calculation as provided in the Conveyance, which could result in further increases to the net profits deficit for the Developed Properties.

The Trust previously borrowed funds from PCEC sufficient to pay the approximately $0.9 million of legal fees of the Trustee incurred in connection with the PCEC arbitration, as well as approximately $59,000 representing the Trust’s share of the fees of the arbitration panel.

Replacement of the Trustee

As previously disclosed, at a special meeting of the unitholders of the Trust held on July 12, 2023 (the “Special Meeting”), a majority of the unitholders voted to remove The Bank of New York Mellon Trust Company, N.A. as trustee of the Trust. A successor trustee was not nominated for approval at the Special Meeting. Under Section 6.05 of the Trust Agreement, if a new trustee has not been approved within 60 days after a vote of unitholders removing a trustee, a successor trustee may be appointed by any State or Federal District Court having jurisdiction in New Castle County, Delaware, upon the application of PCEC, any Trust unitholder, or the Trustee.

On September 11, 2023, PCEC filed a petition with the Court of Chancery of the State of Delaware (the “Delaware Court”) seeking to appoint Province, LLC as successor trustee.

On September 12, 2023, unitholders Evergreen Capital Management LLC, Shipyard Capital LP, Shipyard Capital Management LLC, Cedar Creek Partners LP, Eriksen Capital Management LLC and Walter Keenan (collectively, the “Unitholder Petitioners”) jointly filed a petition with the Delaware Court seeking to appoint Barclay Leib as temporary trustee and as successor trustee as of January 1, 2024. As Section 6.05 of the Trust Agreement requires that any successor trustee must be a bank or trust company having combined capital, surplus and undivided profits of at least $100,000,000, the Unitholder Petitioners requested that the Delaware Court modify the Trust Agreement to remove that requirement. Subsequently, the Unitholder Petitioners elected not to proceed and filed a stipulated dismissal of their petition on October 17, 2023, which was signed by the Delaware Court that day.

On October 31, 2023, PCEC filed a motion for summary judgment with regard to the appointment of a successor or temporary trustee, and the Trustee filed a response in opposition to that motion on November 14, 2023. The Delaware Court denied PCEC’s motion at a hearing held on November 28, 2023. PCEC elected not to proceed at this time and filed a stipulated dismissal of its petition, without prejudice, on February 27, 2024, which was signed by the Delaware Court that day.

The Trustee is unable to predict when a successor trustee will be appointed. Until that time, the Trustee will remain as trustee of the Trust and will continue to have the rights and obligations as trustee pursuant to the Trust Agreement.

The Trust has borrowed funds from PCEC sufficient to pay the approximately $0.3 million legal fees of the Trustee incurred in connection with the proceedings initiated by the Unitholder Petitioners, as well as approximately $42,000 representing the Trust’s share of court fees.

Production Update

PCEC has informed the Trustee that PCEC continues to strategically deploy capital to maintain production within export and transportation constraints resulting from the previously disclosed termination of the Phillips 66 pipeline Connection Agreement described in greater detail below. These constraints have led to a curtailment of production at Orcutt, resulting in a decrease of 12,820 Bbls (or 24%) for Orcutt in August 2026, as compared to December 2022, the last full month of production prior to the termination of the Connection Agreement.

On December 20, 2024, PCEC announced its plans to terminate oil and gas production at the West Pico Unit. To begin the termination process, in June 2026 PCEC submitted application documentation to the City of Los Angeles for a modification of its conditional use permit (“CUP”) to temporarily use workover rigs to safely and efficiently plug and abandon oil wells on the site, with mandatory termination of all oil and gas operations five years from approval of the CUP modification. PCEC indicates that the City of Los Angeles is in the process of reviewing the documentation for completeness prior to PCEC’s official submission of the application. Termination of production at the West Pico Unit, when it occurs, will reduce revenues under the Net Profits Interests, while the expected termination could adversely affect the amount of proceeds that may be received by the Trust from the sale of the Net Profits Interests.

Cancellation of Connection Agreement with Phillips 66

As previously disclosed, PCEC has informed the Trustee that on September 22, 2022, PCEC received notice from Phillips 66 of the cancellation of the Connection Agreement between PCEC and Phillips 66 with respect to the three leases located south of Orcutt in Santa Barbara, California, effective upon completion of PCEC’s deliveries in December 2022. As a result of the cancellation, and the subsequent shutdown of the Santa Maria Refinery on January 4, 2023, PCEC no longer has a pipeline interconnection between the Orcutt properties and the Santa Maria Refinery. This pipeline was the sole means by which PCEC transported its crude oil from the Orcutt properties, which relates to approximately 86% and 91% of the production attributable to the Trust’s interests in 2021 and 2022, respectively.

The shutdown of the refinery and the pipeline has adversely affected PCEC’s financial performance, the revenues that may be payable to the Trust, and PCEC’s ability to provide loans to the Trust on a timely basis in the full amounts requested by the Trustee. PCEC previously informed the Trustee that it was able to secure a short-term contract to transport oil from the Orcutt properties commencing on January 4, 2023, albeit at reduced volumes and with a higher differential compared to the terms previously achievable through the Phillips 66 Connection Agreement. This contract was terminated at the end of June 2025, as previously disclosed, and the refinery that had taken the oil produced from the Orcutt properties has since been closed. Effective October 1, 2025, PCEC has made arrangements to sell its oil to other purchasers on a short-term basis. Unlike Phillips 66, which would use its own trucks to transport the oil from PCEC locations, the new purchasers do not have their own trucks and therefore PCEC will be required to incur additional costs for such transportation. Since early 2025, PCEC has incurred additional expenses for transportation from the Orcutt properties and has been deducting from gross profits the portion of those expenses attributable to the Trust’s interests in accordance with the terms of the Conveyance. PCEC will continue to deduct from gross profits the transportation expenses incurred under the new arrangements for the sale of oil from the Orcutt properties. In addition, unlike Phillips 66, which did not reduce the price paid to PCEC for the gravity and quality of the crude oil delivered, the purchasers under the current arrangements adjust the purchase price paid for the crude oil for the gravity, quality, and basic sand and water content of the crude oil delivered.

Overview of Trust Structure

Pacific Coast Oil Trust is a Delaware statutory trust formed by PCEC to own interests in certain oil and gas properties in the Santa Maria Basin and the Los Angeles Basin in California (the “Underlying Properties”). The Underlying Properties and the Trust’s net profits and royalty interests are described in the Trust’s filings with the SEC. As described in the Trust’s filings with the SEC, the amount of any periodic distributions is expected to fluctuate, depending on the proceeds received by the Trust as a result of actual production volumes, oil and gas prices, development expenses, and the amount and timing of the Trust’s administrative expenses, among other factors. For additional information on the Trust, please visit https://royt.q4web.com/home/default.aspx.

Cautionary Statement Regarding Forward-Looking Information

This press release contains statements that are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release, other than statements of historical facts, are “forward-looking statements” for the purposes of these provisions. These forward-looking statements include estimates of future asset retirement obligations, expectations regarding the impact of deductions for such obligations on future distributions to unitholders, estimates of future total distributions to unitholders, the outcome of the proceedings relating to the appointment of a successor trustee, expectations regarding the timing of the termination of oil and gas production at the West Pico Unit, uncertainties regarding transportation of oil from the Orcutt properties and the impact of an inability to transport such oil on future payments to the Trust, expectations regarding PCEC’s ability to loan funds to the Trust, expectations regarding future borrowing by the Trust and the impact such borrowing may have on any net proceeds available for distribution following a sale of the Trust’s assets, future legal fees that may be deducted under the monthly net profits interest calculation, expectations regarding the filing of the Trust’s comprehensive annual report on Form 10-K, statements regarding the expected winding down of the Trust, expectations regarding any proceeds that the Trust may receive from a sale of the Trust’s assets, and the amount and date of any anticipated distribution to unitholders. In any case, PCEC’s deductions of its estimated asset retirement obligations will have a material adverse effect on distributions to the unitholders and on the trading price of the Trust units and may result in the termination of the Trust. Any anticipated distribution is based, in part, on the amount of cash received or expected to be received by the Trust from PCEC with respect to the relevant period. Any differences in actual cash receipts by the Trust could affect this distributable amount. The amount of such cash received or expected to be received by the Trust (and its ability to pay distributions) has been in the past, and may be in the future, significantly and negatively affected by low commodity prices, which could remain low for an extended period of time, and possibly decline further, as a result of a variety of factors that are beyond the control of the Trust and PCEC. Other important factors that could cause actual results to differ materially include expenses related to the operation of the Underlying Properties, including lease operating expenses, expenses of the Trust, reserves for anticipated future expenses, and difficulties in obtaining alternative arrangements for the transportation of oil produced from the Orcutt properties. Statements made in this press release are qualified by the cautionary statements made in this press release. Neither PCEC nor the Trustee intends, and neither assumes any obligation, to update any of the statements included in this press release. An investment in units issued by Pacific Coast Oil Trust is subject to the risks described in the Trust’s Annual Report on Form 10‑K for the year ended December 31, 2018, filed with the SEC on March 8, 2019, and if applicable, the Trust’s subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Trust’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K are available over the Internet at the SEC’s website at http://www.sec.gov.

Contact:
Pacific Coast Oil Trust
The Bank of New York Mellon Trust Company, N.A., as Trustee
Elaina Rodgers
elaina.c.rodgers@bny.com
811 Main Street, Floor 15, Houston, TX 77002

JUPITER, Fla., Oct. 30, 2026 (GLOBE NEWSWIRE) — Dyadic International, Inc. d/b/a Dyadic Applied BioSolutions (“Dyadic”, “we”, “us”, “our”, or the “Company”) (Nasdaq: DYAI), a global biotechnology company focused on the scalable production of high-value, precision engineered functional input proteins for use in life sciences, food and nutrition, and industrial biotechnology applications utilizing its proprietary gene expression platforms, today announced that it will report its financial results for the quarter ended September 30, 2026 and host a corporate update conference call on Thursday, November 12, 2026.

Conference Call Information

Date: Thursday, November 12, 2026

Time: 5:00 p.m. Eastern Time

Dial-in numbers: Toll Free: +1-877-407-9219 / +1 412-652-1274

Conference ID: 13761286

Webcast Link: https://event.choruscall.com/mediaframe/webcast.html?webcastid=IKih8Wc8 An archive of the webcast will be available within 24 hours after completion of the live event and will be accessible on the Investor Relations section of the Company’s website at www.dyadic.com. To access the replay of the webcast, please follow the webcast link above.

If you have any questions that you would like to ask management during the Q&A session, please email jlavalley@dyadic.com prior to the conference call.

About Dyadic Applied BioSolutions

Dyadic Applied BioSolutions is a global biotechnology company that uses its proprietary microbial platforms to produce recombinant proteins that are sold or licensed to partners across the life sciences, food and nutrition, and bio-industrial markets. These high-quality proteins are designed to enable customers to develop more efficient, scalable, and sustainable products. Dyadic’s C1 and Dapibus™ expression systems support flexible, cost-effective manufacturing, and are the foundation of a growing portfolio of commercial and partnered programs. For more information, please visit www.dyadic.com.

Safe Harbor Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including those regarding Dyadic International’s expectations, intentions, strategies, and beliefs pertaining to future events or future financial performance, such as the success of our clinical trial and interest in our protein production platforms, our research projects and third-party collaborations, as well as the availability of necessary funding. Actual events or results may differ materially from those in the forward-looking statements because of various important factors, including those described in the Company’s most recent filings with the SEC. Dyadic assumes no obligation to update publicly any such forward-looking statements, whether because of new information, future events or otherwise. For a more complete description of the risks that could cause our actual results to differ from our current expectations, please see the section entitled “Risk Factors” in Dyadic’s annual reports on Form 10-K and quarterly reports on Form 10-Q filed with the SEC, as such factors may be updated from time to time in Dyadic’s periodic filings with the SEC, which are accessible on the SEC’s website and at www.dyadic.com.

Contact:

Ping Rawson

Dyadic Applied BioSolutions

Chief Financial Officer

Phone: (561) 743-8333

Email: ir@dyadic.com

Increased Revenue 9% year-over-year to $205.6 million, driven by Social and CTV Growth

Achieved Net Income of $15.9 Million and Adjusted EBITDA of $75.4 million, representing a 37% Adjusted EBITDA margin

NEW YORK, Oct. 30, 2026 (GLOBE NEWSWIRE) — DoubleVerify (“DV”) (NYSE: DV), the leading software platform for digital media measurement, data and analytics, today announced financial results for the third quarter ended September 30, 2026.

Third Quarter 2026 Financial Highlights:

(All comparisons are to the third quarter of 2025)

• Total revenue of $205.6 million, an increase of 9%.
• Activation revenue of $117.6 million, an increase of 10%.
• Measurement revenue of $69.1 million, an increase of 8%.
  • Social measurement revenue increased by 20%.
  • International measurement revenue increased by 16%.
  • Media Transactions Measured (“MTM”) for CTV increased by 22%.
• Supply-side revenue of $18.9 million, an increase of 5%.
• Net income of $15.9 million and adjusted EBITDA of $75.4 million, which represented a 37% adjusted EBITDA margin.
• Cash balance of approximately $251 million, with no debt outstanding.

Recent Business Highlights:

• Launched Ask Neura, a new conversational AI experience built directly into DV Pinnacle®, enabling advertisers and agencies to dynamically interact with DV data and insights to analyze and optimize campaign effectiveness.
• Announced the global availability of independent media quality measurement on TikTok Pangle.
• Launched attribution measurement and brand suitability evaluation pilots for ChatGPT Ads.

Merger Agreement:

On August 6, 2026, DV entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Neptune BidCo US Inc., a Delaware corporation (“Parent”) and Wallace Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, Merger Sub will merge (the “Merger”) with and into DV, with DV surviving the merger and continuing as the surviving corporation and a wholly owned subsidiary of Parent. Parent is the parent company of the Nielsen Company (US), LLC. Additional details regarding the transactions contemplated by the Merger Agreement are included in the definitive proxy statement filed by DV with the U.S. Securities and Exchange Commission (the “SEC”) on September 29, 2026.

On October 29, 2026, DV held a special meeting of stockholders of DV (the “Special Meeting”). At the Special Meeting, a majority of DV stockholders voted to adopt the Merger Agreement. Approximately 94% of votes cast were in favor of the adoption of the Merger Agreement, representing over 75% of the issued and outstanding shares of DV common stock as of the close of business on September 28, 2026, the record date for the Special Meeting. The voting results, which have been certified by an independent inspector of elections, are available on a Form 8-K filed by DV with the SEC on October 29, 2026.

The Company continues to expect the transactions contemplated by the Merger Agreement to close by the first quarter of 2027, subject to satisfaction of customary closing conditions.

In light of the pending transactions contemplated by the Merger Agreement, DV has suspended future earnings and investors calls for the duration of the transactions’ pendency. Additionally, DV has withdrawn all previously issued financial outlook and guidance for the duration of the transactions’ pendency. Future updates regarding the transactions contemplated by the Merger Agreement and DV’s strategic progress will be provided through official press releases and regulatory filings, as appropriate.

Key Business Terms

Activation revenue is generated from the evaluation, verification, and measurement of advertising impressions purchased through programmatic demand-side and social media platforms.

Measurement revenue is generated from the verification and measurement of advertising impressions that are directly purchased on digital media properties, including publishers, CTV and social media platforms.

Supply-Side revenue is generated from platforms and publisher partners who use DoubleVerify’s data analytics to evaluate, verify and measure their advertising inventory.

Gross Revenue Retention Rate is the total prior period revenue earned from advertiser customers, less the portion of prior period revenue attributable to lost advertiser customers, divided by the total prior period revenue from advertiser customers.

Net Revenue Retention Rate is the total current period revenue earned from advertiser customers, which were also customers during the entire most recent twelve-month period, divided by the total prior year period revenue earned from the same advertiser customers, excluding a portion of our revenues that cannot be allocated to specific advertiser customers.

Media Transactions Measured (MTM) is the volume of media transactions that DoubleVerify’s software platform measures.

Measured Transaction Fee (MTF) is the fixed fee DoubleVerify charges per thousand Media Transactions Measured.

International Revenue Growth Rates are inclusive of foreign currency fluctuations.

DoubleVerify Holdings, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

	As of				As of
(in thousands, except per share data)	September 30, 2026				December 31, 2025
Assets:
Current assets
Cash and cash equivalents	$	250,852			$	259,038
Trade receivables, net of allowances for doubtful accounts of $8,307 and $8,096 as of September 30, 2026 and December 31, 2025, respectively		228,009				221,158
Prepaid expenses and other current assets		41,786				39,132
Total current assets		520,647				519,328
Property, plant and equipment, net		130,054				103,284
Operating lease right-of-use assets, net		61,089				66,908
Goodwill		511,084				516,002
Intangible assets, net		81,299				101,616
Deferred tax assets		29,714				30,920
Other non-current assets		16,051				16,024
Total assets	$	1,349,938			$	1,354,082
Liabilities and Stockholders’ Equity:
Current liabilities
Trade payables	$	14,860			$	14,662
Accrued expenses		62,570				73,552
Operating lease liabilities, current		7,349				9,057
Income tax liabilities		1,742				3,829
Current portion of finance lease obligations		13,823				6,982
Other current liabilities		10,693				13,481
Total current liabilities		111,037				121,563
Operating lease liabilities, non-current		72,634				77,917
Finance lease obligations		14,557				5,595
Deferred tax liabilities		11,240				11,467
Other non-current liabilities		7,072				6,208
Total liabilities		216,540				222,750
Commitments and contingencies (Note 15)
Stockholders’ equity
Common stock, $0.001 par value, 1,000,000 shares authorized, 177,293 shares issued and 156,189 outstanding as of September 30, 2026; 1,000,000 shares authorized, 176,546 shares issued and 161,900 outstanding as of December 31, 2025		177				177
Additional paid-in capital		1,082,656				1,059,938
Treasury stock, at cost, 21,104 shares and 14,646 shares as of September 30, 2026 and December 31, 2025, respectively		(297,856	)			(247,982	)
Retained earnings		341,121				305,864
Accumulated other comprehensive income, net of income taxes		7,300				13,335
Total stockholders’ equity		1,133,398				1,131,332
Total liabilities and stockholders’ equity	$	1,349,938			$	1,354,082

DoubleVerify Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)

	Three Months Ended September 30,							Nine Months Ended September 30,
(in thousands, except per share data)	2026				2025			2026				2025
Revenue	$	205,638			$	188,621		$	580,252			$	542,703
Cost of revenue (exclusive of depreciation and amortization shown separately below)		38,542				33,465			104,185				97,557
Product development		44,427				44,842			136,201				136,762
Sales, marketing and customer support		47,981				47,022			141,836				141,594
General and administrative		28,009				26,997			80,691				83,100
Depreciation and amortization		18,334				15,191			50,333				42,275
Income from operations		28,345				21,104			67,006				41,415
Interest expense		652				467			1,540				1,330
Other (income) expense, net		(251	)			99			1,386				(5,185	)
Income before income taxes		27,944				20,538			64,080				45,270
Income tax expense		12,015				10,336			28,823				23,949
Net income	$	15,929			$	10,202		$	35,257			$	21,321
Earnings per share:
Basic	$	0.10			$	0.06		$	0.23			$	0.13
Diluted	$	0.10			$	0.06		$	0.22			$	0.13
Weighted-average common stock outstanding:
Basic		155,200				162,031			156,623				163,285
Diluted		160,321				166,497			160,753				167,368
Comprehensive income:
Net income	$	15,929			$	10,202		$	35,257			$	21,321
Other comprehensive (loss) income:
Foreign currency cumulative translation adjustment		(1,346	)			839			(6,035	)			27,715
Total comprehensive income	$	14,583			$	11,041		$	29,222			$	49,036

DoubleVerify Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

																				Accumulated Other
													Additional							Comprehensive				Total
	Common Stock					Treasury Stock							Paid-in				Retained			Income (Loss)				Stockholders’
(in thousands)	Shares		Amount			Shares			Amount				Capital				Earnings			Net of Income Taxes				Equity
Balance as of January 1, 2026	176,546		$	177		14,646			$	(247,982	)		$	1,059,938			$	305,864		$	13,335			$	1,131,332
Foreign currency translation adjustment	—			—		—				—				—				—			(4,931	)			(4,931	)
Shares repurchased for settlement of employee tax withholdings	—			—		142				(1,437	)			—				—			—				(1,437	)
Stock-based compensation expense	—			—		—				—				25,613				—			—				25,613
Common stock issued upon exercise of stock options	—			—		—				—				43				—			—				43
Common stock issued upon vesting of restricted stock units	90			—		—				—				—				—			—				—
Common stock issued upon vesting of performance stock units	53			—		—				—				—				—			—				—
Shares repurchased under authorized repurchase programs	—			—		7,270				(75,145	)			—				—			—				(75,145	)
Excise tax on shares repurchased	—			—		—				(618	)			—				—			—				(618	)
Treasury stock reissued upon settlement of equity awards	—			—		(1,298	)			20,239				(20,239	)			—			—				—
Net income	—			—		—				—				—				6,410			—				6,410
Balance as of March 31, 2026	176,689			177		20,760				(304,943	)			1,065,355				312,274			8,404				1,081,267
Foreign currency translation adjustment	—			—		—				—				—				—			242				242
Shares repurchased for settlement of employee tax withholdings	—			—		392				(4,025	)			—				—			—				(4,025	)
Stock-based compensation expense	—			—		—				—				26,941				—			—				26,941
Common stock issued under employee purchase plan	—			—		—				—				1,031				—			—				1,031
Common stock issued upon exercise of stock options	—			—		—				—				1,223				—			—				1,223
Common stock issued upon vesting of restricted stock units	392			—		—				—				—				—			—				—
Common stock issued upon vesting of performance stock units	29			—		—				—				—				—			—				—
Shares repurchased under authorized repurchase programs	—			—		2,497				(25,050	)			—				—			—				(25,050	)
Excise tax on shares repurchased	—			—		—				(97	)			—				—			—				(97	)
Treasury stock reissued upon settlement of equity awards	—			—		(1,474	)			20,870				(20,870	)			—			—				—
Net income	—			—		—				—				—				12,918			—				12,918
Balance as of June 30, 2026	177,110			177		22,175				(313,245	)			1,073,680				325,192			8,646				1,094,450
Foreign currency translation adjustment	—			—		—				—				—				—			(1,346	)			(1,346	)
Shares repurchased for settlement of employee tax withholdings	—			—		183				(2,453	)			—				—			—				(2,453	)
Stock-based compensation expense	—			—		—				—				26,512				—			—				26,512
Common stock issued upon exercise of stock options	—			—		—				—				138				—			—				138
Common stock issued upon vesting of restricted stock units	153			—		—				—				—				—			—				—
Common stock issued upon vesting of performance stock units	30			—		—				—				—				—			—				—
Excise tax on shares repurchased	—			—		—				168				—				—			—				168
Treasury stock reissued upon settlement of equity awards	—			—		(1,254	)			17,674				(17,674	)			—			—				—
Net income	—			—		—				—				—				15,929			—				15,929
Balance as of September 30, 2026	177,293		$	177		21,104			$	(297,856	)		$	1,082,656			$	341,121		$	7,300			$	1,133,398

DoubleVerify Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

																				Accumulated Other
													Additional							Comprehensive				Total
	Common Stock					Treasury Stock							Paid-in				Retained			Income (Loss)				Stockholders’
(in thousands)	Shares		Amount			Shares			Amount				Capital				Earnings			Net of Income Taxes				Equity
Balance as of January 1, 2025	174,003		$	174		6,934			$	(131,620	)		$	974,383			$	255,214		$	(14,692	)		$	1,083,459
Foreign currency translation adjustment	—			—		—				—				—				—			7,493				7,493
Shares repurchased for settlement of employee tax withholdings	—			—		210				(3,210	)			—				—			—				(3,210	)
Stock-based compensation expense	—			—		—				—				25,080				—			—				25,080
Common stock issued upon exercise of stock options	58			—		—				—				222				—			—				222
Common stock issued upon vesting of restricted stock units	641			1		—				—				(1	)			—			—				—
Common stock issued upon vesting of performance stock units	71			—		—				—				—				—			—				—
Shares repurchased under authorized repurchase programs	—			—		5,169				(82,240	)			—				—			—				(82,240	)
Excise tax on shares repurchased	—			—		—				(64	)			(668	)			—			—				(732	)
Treasury stock reissued upon settlement of equity awards	—			—		(18	)			350				(350	)			—			—				—
Net income	—			—		—				—				—				2,361			—				2,361
Balance as of March 31, 2025	174,773			175		12,295				(216,784	)			998,666				257,575			(7,199	)			1,032,433
Foreign currency translation adjustment	—			—		—				—				—				—			19,383				19,383
Shares repurchased for settlement of employee tax withholdings	—			—		35				(494	)			—				—			—				(494	)
Stock-based compensation expense	—			—		—				—				28,053				—			—				28,053
Common stock issued under employee purchase plan	135			—		—				—				1,577				—			—				1,577
Common stock issued upon exercise of stock options	29			—		—				—				148				—			—				148
Common stock issued upon vesting of restricted stock units	954			1		—				—				(1	)			—			—				—
Common stock issued upon vesting of performance stock units	14			—		—				—				—				—			—				—
Excise tax on shares repurchased	—			—		—				157				—				—			—				157
Net income	—			—		—				—				—				8,758			—				8,758
Balance as of June 30, 2025	175,905			176		12,330				(217,121	)			1,028,443				266,333			12,184				1,090,015
Foreign currency translation adjustment	—			—		—				—				—				—			839				839
Shares repurchased for settlement of employee tax withholdings	—			—		259				(3,391	)			—				—			—				(3,391	)
Stock-based compensation expense	—			—		—				—				28,786				—			—				28,786
Common stock issued upon exercise of stock options	76			—		—				—				260				—			—				260
Common stock issued upon vesting of restricted stock units	313			—		—				—				—				—			—				—
Common stock issued upon vesting of performance stock units	6			—		—				—				—				—			—				—
Shares repurchased under authorized repurchase programs	—			—		3,258				(50,065	)			—				—			—				(50,065	)
Excise tax on shares repurchased	—			—		—				(396	)			—				—			—				(396	)
Treasury stock reissued upon settlement of equity awards	—			—		(641	)			10,962				(10,962	)			—			—				—
Net income	—			—		—				—				—				10,202			—				10,202
Balance as of September 30, 2025	176,300		$	176		15,206			$	(260,011	)		$	1,046,527			$	276,535		$	13,023			$	1,076,250

DoubleVerify Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Nine Months Ended
	September 30,
(in thousands)	2026				2025
Operating activities:
Net income	$	35,257			$	21,321
Adjustments to reconcile net income to net cash provided by operating activities
Bad debt expense		2,558				1,897
Depreciation and amortization expense		50,333				42,275
Amortization of debt issuance costs		326				326
Non-cash lease expense		6,344				5,903
Deferred taxes		1,120				17,055
Stock-based compensation expense		74,862				78,728
Interest expense, net		392				321
Loss on disposal of fixed assets		—				101
Other		(448	)			771
Changes in operating assets and liabilities, net of effects of business combinations
Trade receivables		(10,286	)			11,596
Prepaid expenses and other assets		(1,802	)			(36,824	)
Trade payables		271				1,057
Accrued expenses and other liabilities		(22,544	)			(6,070	)
Net cash provided by operating activities		136,383				138,457
Investing activities:
Purchase of property, plant and equipment		(31,353	)			(27,952	)
Acquisition of businesses, net of cash acquired		—				(82,578	)
Proceeds from maturity of short-term investments		—				17,753
Other investing activities		—				(1,000	)
Net cash used in investing activities		(31,353	)			(93,777	)
Financing activities:
Proceeds from common stock issued upon exercise of stock options		1,404				630
Proceeds from common stock issued under employee purchase plan		1,031				1,577
Finance lease payments		(5,832	)			(2,944	)
Shares repurchased under authorized repurchase programs		(100,195	)			(132,305	)
Payment of excise tax on shares repurchased		(884	)			(668	)
Shares repurchased for settlement of employee tax withholdings		(7,915	)			(7,095	)
Net cash used in financing activities		(112,391	)			(140,805	)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		(849	)			4,109
Net decrease in cash, cash equivalents, and restricted cash		(8,210	)			(92,016	)
Cash, cash equivalents, and restricted cash – Beginning of period		260,034				293,741
Cash, cash equivalents, and restricted cash – End of period	$	251,824			$	201,725
Cash and cash equivalents	$	250,852			$	200,729
Restricted cash – non-current (included in Other non-current assets on the Condensed Consolidated Balance Sheets)		972				996
Total cash and cash equivalents and restricted cash	$	251,824			$	201,725
Supplemental cash flow information:
Cash paid for interest	$	945			$	878
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities, net of impairments and tenant improvement allowances	$	479			$	5,139
Acquisition of equipment under finance lease	$	21,635			$	13,805
Capital assets financed by accounts payable and accrued expenses	$	24			$	35
Stock-based compensation included in capitalized software development costs	$	4,209			$	3,190
Accrued excise tax on net share repurchases	$	547			$	971

Comparison of the Three and Nine Months Ended September 30, 2026 and September 30, 2025

Revenue

	Three Months Ended September 30,						Change			Change			Nine Months Ended September 30,						Change			Change
	2026			2025			$			%			2026			2025			$			%
	(In Thousands)												(In Thousands)
Revenue by customer type:
Activation	$	117,572		$	106,693		$	10,879		10	%		$	325,802		$	310,814		$	14,988		5	%
Measurement		69,122			63,829			5,293		8				197,685			180,155			17,530		10
Supply-side		18,944			18,099			845		5				56,765			51,734			5,031		10
Total revenue	$	205,638		$	188,621		$	17,017		9	%		$	580,252		$	542,703		$	37,549		7	%

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, management believes that certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA Margin, Non-GAAP Net income, Non-GAAP Earnings Per Share, Free Cash Flow and Free Cash Flow Conversion (collectively “Non-GAAP Financial Measures”) are useful in evaluating our business.

We calculate Adjusted EBITDA Margin as Adjusted EBITDA divided by total revenue. We calculate Non-GAAP net income as GAAP net income adjusted to eliminate the impact of stock-based compensation and certain other items that are not related to our core operations, such as amortization of acquired intangibles assets, acquisition-related costs, other non-recurring costs, as well as the income tax effect of these adjustments. Basic non-GAAP earnings per share is calculated by dividing non-GAAP net income by the number of weighted-average common stock outstanding. Diluted Non-GAAP earnings per share adjusts the Basic Non-GAAP earnings per share for the potential dilutive impact of shares of common stock using the treasury stock method. We calculate free cash flow as net cash provided by operating activities determined in accordance with GAAP less purchases of property, plant, and equipment which includes capitalized software development costs. Free cash flow conversion is calculated as free cash flow divided by Adjusted EBITDA for the same period. We use the Non-GAAP Financial Measures as measures of operational efficiency to understand and evaluate our core business operations. We believe that these Non-GAAP Financial Measures are useful to investors for period-to-period comparisons of our core business and for understanding and evaluating trends in our operating results on a consistent basis by either excluding items that we do not believe are indicative of our core operating performance or by measuring cash generated by our operations that is available for various strategic initiatives.

The following tables show the Company’s non-GAAP financial metrics reconciled to the comparable GAAP financial metrics included in this release.

	Three Months Ended September 30,								Nine Months Ended September 30,
	2026				2025				2026				2025
	(In Thousands)								(In Thousands)
Net income	$	15,929			$	10,202			$	35,257			$	21,321
Net income margin		8	%			5	%			6	%			4	%
Depreciation and amortization		18,334				15,191				50,333				42,275
Stock-based compensation		25,088				27,379				74,862				78,728
Interest expense		652				467				1,540				1,330
Income tax expense		12,015				10,336				28,823				23,949
M&A and restructuring costs (recoveries) (a)		2,850				(10	)			2,850				1,656
Other costs (b)		803				2,187				898				3,705
Other (income) expense (c)		(251	)			99				1,386				(5,185	)
Adjusted EBITDA	$	75,420			$	65,851			$	195,949			$	167,779
Adjusted EBITDA margin		37	%			35	%			34	%			31	%

	Three Months Ended September 30,								Nine Months Ended September 30,
	2026				2025				2026				2025
	(In Thousands)								(In Thousands)
Net Income	$	15,929			$	10,202			$	35,257			$	21,321
Stock-based compensation		25,088				27,379				74,862				78,728
Amortization of acquired intangibles		6,522				7,929				19,613				23,236
M&A and restructuring costs (recoveries) (a)		2,850				(10	)			2,850				1,656
Other costs (b)		803				2,187				898				3,705
Income tax effect of non-GAAP adjustments (d)		(10,932	)			(11,620	)			(30,449	)			(33,271	)
Non-GAAP net income	$	40,260			$	36,067			$	103,031			$	95,375
GAAP earnings per share:
Basic	$	0.10			$	0.06			$	0.23			$	0.13
Diluted	$	0.10			$	0.06			$	0.22			$	0.13
GAAP Weighted-average common stock outstanding:
Basic		155,200				162,031				156,623				163,285
Diluted		160,321				166,497				160,753				167,368
Non-GAAP earnings per share:
Basic	$	0.26			$	0.22			$	0.66			$	0.58
Diluted	$	0.25			$	0.22			$	0.64			$	0.57
Non-GAAP Weighted-average common stock outstanding:
Basic		155,200				162,031				156,623				163,285
Diluted		160,321				166,497				160,753				167,368

---

(a) M&A and restructuring costs for the three and nine months ended September 30, 2026 consist of transaction costs in connection with the Merger Agreement. M&A and restructuring costs (recoveries) for the three and nine months ended September 30, 2025 consist of transaction costs related to the acquisition of Rockerbox.
(b) Other costs for the three and nine months ended September 30, 2026 consist of expenses with respect to litigation and regulatory matters outside of the ordinary course. Other costs for the three and nine months ended September 30, 2025 consist of expenses incurred with respect to litigation and regulatory matters outside of the ordinary course and costs related to the early termination of an office lease.
(c) Other (income) expense for the three and nine months ended September 30, 2026 and September 30, 2025 consists of interest income earned on interest-bearing monetary assets, and the impact of changes in foreign currency exchange rates.
(d) We calculate the income tax effect of the adjustments using a non-GAAP effective tax rate to provide consistency across reporting periods. For the non-GAAP reconciliation, effective tax rates for the three and nine months ended September 30, 2026 and 2025 were calculated using assumed blended tax rates of 31%, respectively. These rates represent a blend of the statutory federal tax and state taxes rates associated with the most recent Annual Report on Form 10-K. We will periodically reevaluate this tax rate, as necessary, for significant events such as relevant tax law changes.

	Three Months Ended September 30,								Nine Months Ended September 30,
	2026				2025				2026				2025
	(In Thousands)								(In Thousands)
Net cash provided by operating activities	$	55,970			$	51,181			$	136,383			$	138,457
Purchase of property, plant and equipment		(10,297	)			(12,139	)			(31,353	)			(27,952	)
Free cash flow	$	45,673			$	39,042			$	105,030			$	110,505
Free cash flow conversion		61	%			59	%			54	%			66	%

These Non-GAAP Financial Measures have limitations as analytical tools and should not be considered in isolation or as substitutes for an analysis of our results as reported under GAAP. Some of the limitations of these measures are:

• they do not reflect changes in, or cash requirements for, working capital needs;
• they do not reflect our capital expenditures or future requirements for capital expenditures or contractual commitments;
• they do not reflect income tax expense or the cash requirements to pay income taxes;
• they do not reflect interest expense or the cash requirements necessary to service interest or principal debt payments; and
• although depreciation and amortization are non-cash charges related mainly to intangible assets, certain assets being depreciated and amortized will have to be replaced in the future, and they do not reflect any cash requirements for such replacements.

In addition, other companies in our industry may calculate these Non-GAAP Financial Measures differently than we do, limiting their usefulness as a comparative measure. You should compensate for these limitations by relying primarily on our GAAP results and using the Non-GAAP Financial Measures only supplementally.

Total stock-based compensation expense recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income is as follows:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(in thousands)	2026			2025			2026			2025
Product development	$	9,679		$	10,739		$	29,198		$	30,394
Sales, marketing and customer support		7,692			7,932			22,404			24,387
General and administrative		7,717			8,708			23,260			23,947
Total stock-based compensation	$	25,088		$	27,379		$	74,862		$	78,728

Forward-Looking Statements

This press release contains forward-looking statements. Statements contained in this communication other than statements of historical fact are forward-looking statements, including statements regarding the Merger and the other transactions contemplated by the Merger Agreement. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “likely” or “continue,” the negative of these terms and other comparable terminology. Any statements in this press release regarding the proposed Merger, and any other statements that are not historical facts are forward-looking statements. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control. We caution you that the forward-looking information presented in this press release is not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking information contained in this press release. Important factors, risks and uncertainties that could cause actual results to differ materially from forward-looking statements include but are not limited to: (i) the risk that the Merger may not be completed in a timely manner or at all, which may adversely affect the Company’s business and the price of our common stock; (ii) the timing to consummate the Merger, or the occurrence of any event, change, or other circumstances that could give rise to the termination of the Merger Agreement, including circumstances requiring a party to pay the other party a termination fee pursuant to the Merger Agreement; (iii) the failure to satisfy the conditions to the consummation of the Merger, and the other transactions contemplated thereby; (iv) the risk that a governmental or regulatory approval that may be required for the Merger is not obtained or is obtained subject to conditions that are not anticipated; (v) the effect of the pendency of the Merger on the Company’s business relationships, operating results and business generally; (vi) certain restrictions during the pendency of the Merger that may impact our ability to pursue certain business opportunities or strategic transactions; (vii) risks that the Merger disrupts current plans and operations; (viii) risks related to diverting management’s attention from our ongoing business operations; (ix) the outcome of any legal proceedings that may be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; (x) our ability to retain, hire and integrate skilled personnel, and maintain relationships with key business partners and customers, and others with whom we do business, in light of the proposed Merger; (xi) unexpected costs, charges or expenses resulting from the Merger; (xii) risks that the benefits of the Merger are not realized when and as expected; and (xiii) those risks described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC and our Quarterly Reports on Form 10-Q for the quarter ended September 30, 2026. New risks emerge from time to time, and it is not possible for our management to predict all risks, nor can management assess the impact of all factors on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement the Company makes. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Except as otherwise required by law, the Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

About DoubleVerify

DoubleVerify (NYSE: DV) is the industry’s leading media effectiveness platform that leverages AI to drive superior outcomes for global brands. By creating more effective, transparent ad transactions, we make the digital advertising ecosystem stronger, safer and more secure, thereby preserving the fair value exchange between buyers and sellers of digital media. Learn more at www.doubleverify.com.

Investor Relations

Brinlea Johnson
The Blueshirt Group
IR@doubleverify.com

Media Contact

Chris Harihar
Crenshaw Communications
646-535-9475
chris@crenshawcomm.com

TEANECK, N.J., Oct. 30, 2026 (GLOBE NEWSWIRE) — Bogota Financial Corp. (NASDAQ: BSBK) (the “Company”), the holding company for Bogota Savings Bank (the “Bank”), reported net income for the three months ended September 30, 2026 of $473,000, or $0.04 per basic and diluted share, compared to a net income of $455,000, or $0.04 per basic and diluted share, for the comparable prior year period. The Company reported net income for the nine months ended September 30, 2026 of $1.9 million, or $0.15 per basic and diluted share, compared to a net income of $1.4 million, or $0.11 per basic and diluted share, for the comparable prior year period.

As of September 30, 2026, 237,590 shares of the Company’s common stock have been repurchased pursuant to the Company’s current stock repurchase program at a cost of $2.1 million which represents all of the shares the Company was authorized to repurchase under that program.

Other Financial Highlights:

• Total assets decreased $23.1 million, or 2.6%, to $881.8 million at September 30, 2026 from $904.9 million at December 31, 2025, due to a decrease in cash and cash equivalents and securities.
• Cash and cash equivalents decreased $15.9 million, or 44.6%, to $19.7 million at September 30, 2026 from $35.6 million at December 31, 2025 as excess funds from increased borrowings, security maturities and loan payments were used to fund deposit outflows.
• Securities decreased $11.7 million, or 7.4%, to $146.4 million at September 30, 2026 from $158.1 million at December 31, 2025 due to principal repayments of mortgage-backed securities and maturities of corporate bonds.  
• Net loans decreased $532,000, or 0.1%, to $647.1 million at September 30, 2026 from $647.6 million at December 31, 2025, primarily due to decreases in residential mortgages and commercial real estate loans, offset by an increase in multi-family real estate loans.
• Total deposits at September 30, 2026 were $581.3 million, decreasing $71.2 million, or 10.9%, compared to $652.4 million at December 31, 2025, due to a $92.2 million decrease in certificates of deposit of which $10.8 million represented a decrease in brokered deposits. The decrease was offset by a $16.5 million increase in savings accounts, a $1.5 million increase in non-interest-bearing accounts and a $4.2 million increase in NOW accounts. The average rate on deposits decreased 16 basis points to 3.14% for the first three quarters of 2026 from 3.30% from the comparable period a year ago, which was due to lower interest rates and lower average balances of certificates of deposit.
• Federal Home Loan Bank (the “FHLB”) advances increased $47.4 million, or 50.8% to $140.7 million at September 30, 2026 from $93.3 million as of December 31, 2025.  The increase in borrowings was largely attributable to the outflow of deposits during the nine months ended September 30, 2026.

Kevin Pace, President and Chief Executive Officer, said, “We are excited to mark another important milestone in Bogota Savings Bank’s continued growth with the opening of our newest location in Point Pleasant, New Jersey as part of our strategic expansion into the southern New Jersey market. This allows us to serve our already extensive customer base in the Central and South Jersey markets and reflects our confidence and commitment in the opportunities within that market.

We are particularly encouraged by our financial performance through the first nine months of 2026. Net income increased 36% to $1.9 million compared to the same period last year, while net interest income grew 13.9% to $12.7 million. We also achieved meaningful improvements in our net interest margin and net interest rate spread, reflecting continued progress in managing our funding costs and strengthening our core earnings performance. These results demonstrate the benefits of our ongoing focus on operational discipline, balance sheet management, and long-term financial performance.

We recognize that the banking industry continues to navigate a challenging and evolving environment, characterized by interest rate uncertainty, heightened competition for deposits, changing customer expectations, and broader economic pressures. Against this backdrop, we remain focused on maintaining a strong financial foundation, managing risk prudently, and pursuing opportunities that support sustainable growth.

Income Statement Analysis

Comparison of Operating Results for the Three Months Ended September 30, 2026 and September 30, 2025

Net income increased $18,000 to $473,000 for the three months ended September 30, 2026 compared to net income of $455,000 for the three months ended September 30, 2025. This increase was primarily due to a $579,000 increase in net interest income offset by a $467,000 increase in non-interest expenses and a $59,000 increase in income taxes.

Interest income decreased $194,000, or 1.8%, to $10.4 million for the three months ended September 30, 2026 compared to $10.6 million for the three months ended September 30, 2025.

Interest income on cash and cash equivalents decreased $9,000, or 5.0%, to $170,000 for the three months ended September 30, 2026 from $179,000 for the three months ended September 30, 2025 due to an 11 basis point decrease in the average yield from 4.27% for the three months ended September 30, 2025 to 4.16% for the three months ended September 30, 2026 resulting from a lower short-term interest rate environment. There was a $535,000 decrease in the average balance to $16.1 million for the three months ended September 30, 2026 from $16.7 million for the three months ended September 30, 2025

Interest income on loans decreased $50,000, or 0.6%, to $8.2 million for the three months ended September 30, 2026, due primarily to a 27 basis point increase in the average yield from 4.77% for the three months ended September 30, 2025 to 5.04% for the three months ended September 30, 2026 offset by a $40.4 million decrease in the average balance to $642.6 million for the three months ended September 30, 2026 from $683.0 million for the three months ended September 30, 2025.

Interest income on securities decreased $103,000, or 4.9%, to $2.0 million for the three months ended September 30, 2026, primarily due to a three basis point decrease in the average yield from 5.46% for the three months ended September 30, 2025, to 5.43% for the three months ended September 30, 2026.  The decrease was also due to a $6.6 million decrease in the average balance to $147.4 million for the three months ended September 30, 2026, from $153.9 million for the three months ended September 30, 2025.

Interest expense decreased $773,000, or 11.5%, from $6.7 million for the three months ended September 30, 2025 to $6.0 million for the three months ended September 30, 2026 primarily due to a lower average balance of certificates of deposits.  During the three months ended September 30, 2026, the use of hedges increased the interest expense on the FHLB advances and brokered deposits by $22,000 compared to a reduced expense for the three months ended September 30, 2025.  At September 30, 2026, cash flow hedges used to manage interest rate risk had a notional value of $67.5 million, while fair value hedges totaled $30.0 million in notional value. 

Interest expense on interest-bearing deposits decreased $1.1 million, or 19.2%, to $4.5 million for the three months ended September 30, 2026 from $5.6 million for the three months ended September 30, 2025. The decrease was due to a 30 basis point decrease in the average cost of deposits to 3.28% for the three months ended September 30, 2026 from 3.58% for the three months ended September 30, 2025. The decrease in the average cost of deposits was due to the lower interest rate environment and a decrease in the rate paid on certificates of deposit offset by an increase in the rate paid on savings accounts. Our rates on certificates of deposit decreased 32 basis points to 3.57% for the three months ended September 30, 2026 from 3.89% for the three months ended September 30, 2025 and the average balances of certificates of deposit decreased $100.4 million to $402.3 million for the three months ended September 30, 2026 from $502.7 million for the three months ended September 30, 2025. The average balance of NOW/money market accounts and savings accounts increased $14.1 million and $16.2 million for the three months ended September 30, 2026, respectively, compared to the three months ended September 30, 2025.

Interest expense on FHLB advances increased $306,000, or 27.6%, from $1.1 million for the three months ended September 30, 2025 to $1.4 million for the three months ended September 30, 2026. The increase was primarily due to an increase in the average balance of $22.6 million to $138.7 million for the three months ended September 30, 2026 from $116.1 million for the three months ended September 30, 2025 and an increase in the average cost of borrowings of 35 basis points to 4.14% for the three months ended September 30, 2026 from 3.79% for the three months ended September 30, 2025 due to the new borrowings being shorter durations at higher rates.

Net interest income increased $579,000, or 14.9%, to $4.5 million for the three months ended September 30, 2026 from $3.9 million for the three months ended September 30, 2025.  The increase reflected a 38 basis point increase in our net interest rate spread to 1.68% for the three months ended September 30, 2026 from 1.30% for the three months ended September 30, 2025. Our net interest margin increased 39 basis points to 2.19% for the three months ended September 30, 2026 from 1.80% for the three months ended September 30, 2025.

We recorded no provision for credit losses for the three months ended September 30, 2026 and we recorded a $50,000 recovery for credit losses for the three months ended September 30, 2025. All non-performing loans are impaired and have no allowance for credit losses due to adequate collateral and required no additional provisions for credit losses.

Non-interest income increased $16,000, or 4.9%, to $337,000 for the three months ended September 30, 2026 from $321,000 for the three months ended September 30, 2025 due to a higher income on bank-owned life insurance.

For the three months ended September 30, 2026, non-interest expense increased $467,000, or 12.5%, compared to the same period ended September 30, 2025. Salaries and employee benefits decreased $6,000, or 0.3%, due to lower headcount. FDIC insurance premiums decreased $4,000, or 4.4%, due to lower deposit balances in 2026. Data processing expense increased $35,000, or 11.9%, due to higher processing costs. Director fees decreased $27,000, or 17.8%, due to fewer members on the board. The increase in advertising expense of $35,000, or 337.0%, was due to marketing for a new branch opening. Merger expense was $311,000, due to higher legal expense associated with the pending merger. 

Income tax expense increased $59,000 to an expense of $132,000 for the three months ended September 30, 2026 from a $73,000 expense for the three months ended September 30, 2025. The increase was due to an increase of $64,000 in pre-tax income. 

Comparison of Operating Results for the Nine Months Ended September 30, 2026 and September 30, 2025

Net income increased $516,000 to $1.9 million for the nine months ended September 30, 2026 from $1.4 million for the nine months ended September 30, 2025. This increase was primarily due to an increase of $1.6 million in net interest income which was offset by a decrease of $223,000 in non-interest income, an increase of $187,000 in non-interest expense, an increase of $180,000 in the provision for credit losses and an increase of $451,000 in income tax expense.

Interest income decreased $1.5 million, or 4.8%, to $30.5 million for the nine months ended September 30, 2026 compared to $32.1 million for the nine months ended September 30, 2025.

Interest income on cash and cash equivalents decreased $150,000, or 27.3%, to $400,000 for the nine months ended September 30, 2026 from $550,000 for the nine months ended September 30, 2025 due to a $2.0 million decrease in the average balance to $12.5 million for the nine months ended September 30, 2026 from $14.4 million for the nine months ended September 30, 2025, reflecting a decrease in deposits and a reduction of borrowings.  This was also due to an 81 basis point decrease in the average yield from 5.09% for the nine months ended September 30, 2025 to 4.28% for the nine months ended September 30, 2026 resulting from the lower interest rate environment.

Interest income on loans decreased $1.4 million, or 5.7%, to $23.7 million for the nine months ended September 30, 2026 compared to $25.1 million for the nine months ended September 30, 2025, due primarily to a $51.6 million decrease in the average balance to $643.6 million for the nine months ended September 30, 2026 from $695.2 million for the nine months ended September 30, 2025 offset by an eight basis point increase in the yield.

Interest income on securities increased $241,000, or 4.1%, to $6.1 million for the nine months ended September 30, 2026, from $5.9 million for the nine months ended September 30, 2025, primarily due to a 21 basis point increase in the average yield from 5.34% for the nine months ended September 30, 2025, to 5.55% for the nine months ended September 30, 2026.  The increase was also due to a $157,000 increase in the average balance to $147.0 million for the nine months ended September 30, 2026, from $146.8 million for the nine months ended September 30, 2025.

Interest expense decreased $3.1 million, or 14.9%, from $20.9 million for the nine months ended September 30, 2025 to $17.8 million for the nine months ended September 30, 2026 due to lower average balances of certificates of deposits and borrowings and a lower cost provided on CDs.  During the nine months ended September 30, 2026, the use of hedges increased the interest expense on FHLB advances and brokered deposits by $1,000. At September 30, 2026, cash flow hedges used to manage interest rate risk had a notional value of $67.5 million, while fair value hedges totaled $30.0 million in notional value. 

Interest expense on interest-bearing deposits decreased $2.8 million, or 16.3%, to $14.1 million for the nine months ended September 30, 2026 from $16.9 million for the nine months ended September 30, 2025. The decrease was due to a 42 basis point decrease in the average cost of deposits to 3.31% for the nine months ended September 30, 2026 from 3.73% for the nine months ended September 30, 2025. The decrease in the average cost of deposits was due to the lower interest rate environment and a decrease in the rate paid on certificates of deposit offset by an increase in the rate paid on transactional accounts. Our rates on certificates of deposit decreased 47 basis points to 3.58% for the nine months ended September 30, 2026 from 4.05% for the nine months ended September 30, 2025 and the average balances of certificates of deposit decreased $55.5 million to $427.9 million for the nine months ended September 30, 2026 from $483.4 million for the nine months ended September 30, 2025. The average balance of NOW/money market accounts and savings accounts increased $7.1 million and $13.5 million for the nine months ended September 30, 2026, respectively, compared to the nine months ended September 30, 2025.

Interest expense on FHLB advances decreased $340,000, or 8.6%, from $4.0 million for the nine months ended September 30, 2025 to $3.6 million for the nine months ended September 30, 2026. The decrease was primarily due to a decrease in the average balance of $28.7 million to $115.4 million for the nine months ended September 30, 2026 from $144.1 million for the nine months ended September 30, 2025.  The decrease was offset by an increase in the average cost of borrowings of 27 basis points to 4.20% for the nine months ended September 30, 2026 from 3.93% for the nine months ended September 30, 2025 due to the new borrowings being shorter durations at higher rates.

Net interest income increased $1.6 million, or 13.9%, to $12.7 million for the nine months ended September 30, 2026 from $11.2 million for the nine months ended September 30, 2025.  The increase reflected a 36 basis point increase in our net interest rate spread to 1.57% for the nine months ended September 30, 2026 from 1.21% for the nine months ended September 30, 2025. Our net interest margin increased 37 basis points to 2.10% for the nine months ended September 30, 2026 from 1.73% for the nine months ended September 30, 2025.

We recorded a $50,000 provision for credit losses for the nine months ended September 30, 2026 compared to an $130,000 recovery for credit losses for the nine months ended September 30, 2025 due to higher delinquent commercial loan balances, offset by a decrease in loan balances.

Non-interest income decreased $223,000, or 14.5%, to $1.3 million for the nine months ended September 30, 2026 from $1.5 million for the nine months ended September 30, 2025 due to a $564,000 death benefit received in 2025 related to a former employee, offset by $300,000 received from an insurance claim during 2026 related to a previous year fraud loss.

For the nine months ended September 30, 2026, non-interest expense increased $187,000, or 1.6%, compared to the comparable September 30, 2025 period. Salaries and employee benefits decreased $108,000, or 1.8%, due to lower headcount. FDIC insurance premiums decreased $29,000, or 9.5%, due to lower deposit balances in 2026. Director fees decreased $92,000, or 19.1%, due to fewer members on the board. Professional fees decreased $112,000, or 12.0%, due to lower legal expense associated with a construction loan foreclosure in 2025. Merger expense was $311,000, due to higher legal expense associated with the upcoming merger.   Occupancy and equipment increased $96,000, or 4.9%, due to cost for a new branch in 2026.

Income tax expense increased $451,000 to an expense of $443,000 for the nine months ended September 30, 2026 from an $8,000 benefit for the nine months ended September 30, 2025. The increase was due to an increase of $1.5 million in pre-tax income. 

Balance Sheet Analysis at September 30, 2026 Compared to December 31, 2025

Total assets were $881.8 million at September 30, 2026, representing a decrease of $23.1 million, or 2.6%, from $904.9 million at December 31, 2025.  Cash and cash equivalents decreased $15.9 million during the period primarily as excess funds from increased borrowings, security maturities and loan payments were used to offset deposits outflows. Net loans decreased $532,000, or 0.08%, due to $47.0 million in repayments, partially offset by new production of $46.5 million. This decrease in net loans is also attributed to a $6.8 million decrease in residential loans, a $292,000 decrease in construction loans and a decrease of $6.4 million of commercial loans, offset by a $13.2 million increase in multi-family loans; commercial and industrial loans decreased $170,000, or 5.3% and consumer loans also decreased $56,000 or 47.5%.  Due to the interest rate environment, we have seen a decrease in demand for residential and construction loans, which have been primary drivers of our loan growth in recent periods, as well as consumer loans.  Securities available for sale decreased $11.7 million or 7.4%, due to repayments of mortgage-backed securities and maturities of corporate bonds. 

Delinquent loans increased $600,000 to $28.2 million, or 4.34% of total loans, at September 30, 2026, compared to $27.6 million or 4.25% of total loans at December 31, 2025. The balance of delinquent loans includes $14.3 million of commercial real estate loans associated with four large loans that have been over 90 days past due. The balance of delinquent loans also includes one $10.9 million construction loan that is in bankruptcy and has a 45% loan to value.   Management considers all delinquent loans to be well-secured. During the nine months ended September 30, 2026, non-performing assets increased from $15.1 million at December 31, 2025 to $28.3 million, which represented 3.22% of total assets at September 30, 2026. The increase in non-performing loans was due to four commercial loans totaling $14.7 million to one associated borrower. No loans were charged off during the nine months ended September 30, 2026 or September 30, 2025. The Company’s allowance for credit losses related to loans was 0.39% of total loans and 9.03% of non-performing loans at September 30, 2026 compared to 0.39% of total loans and 19.29% of non-performing loans at December 31, 2025.  The Bank has limited exposure to commercial real estate loans secured by office space. 

Total liabilities decreased $23.3 million, or 3.1%, to $740.7 million at September 30, 2026 from $764.0 million at December 31, 2025, mainly due to a $71.2 million decrease in deposits offset by an increase in borrowings. Total deposits decreased $71.2 million, or 10.9%, to $581.3 million at September 30, 2026 from $652.4 million at December 31, 2025. Management decided to reduce deposits due to the lack on new loan growth and the low yield on investments. The decrease in deposits reflected a decrease in certificate of deposit accounts, which decreased by $92.2 million to $401.7 million at September 30, 2026 from $493.9 million at December 31, 2025. This decrease was offset by savings accounts which increased by $16.5 million from $54.6 million at December 31, 2025 to $71.0 million at September 30, 2026 an increase in NOW deposit accounts and money market accounts, which increased by $3.0 million to $78.8 million, and by an increase in noninterest bearing demand accounts, which increased by $1.5 million from $28.2 million at December 31, 2025 to $29.7 million at September 30, 2026.  At September 30, 2026, brokered deposits were $95.5 million or 16.4% of deposits and municipal deposits were $42.8 million or 7.4% of deposits.  At September 30, 2026, uninsured deposits represented 28.5% of the Bank’s total deposits. FHLB advances increased $47.4 million, or 50.8%, due to the use of borrowings to fund deposit outflows.  Short-term borrowings increased $82.5 million, or 412.5%, to $102.5 million at September 30, 2026 from $20.0 million at December 31, 2025, while long-term borrowings decreased $35.1 million, or 47.9%, to $38.2 million at September 30, 2026 from $73.3 million at December 31, 2025.  Total borrowing capacity at the FHLB is $231.2 million of which $140.7 million has been advanced.

Total stockholders’ equity increased $230,000 to $141.1 million at September 30, 2026 from $140.9 million at December 31, 2025, primarily due to net income of $1.9 million, partially offset by a $1.0 million increase in accumulated other comprehensive loss and the repurchase of shares under the stock repurchase program. For the nine months ended September 30, 2026, the Company’s ratio of average stockholders’ equity-to-average total assets was 16.36%, compared to 15.02% for the nine months ended September 30, 2025.

About Bogota Financial Corp.

Bogota Financial Corp. is a Maryland corporation organized as the mid-tier holding company of Bogota Savings Bank and is the majority-owned subsidiary of Bogota Financial, MHC. Bogota Savings Bank is a New Jersey chartered stock savings bank that has served the banking needs of its customers in northern and central New Jersey since 1893. It operates from eight offices located in Bogota, Hasbrouck Heights, Upper Saddle River, Newark, Oak Ridge, Parsippany, Point Pleasant and Teaneck, New Jersey.

Forward-Looking Statements

This press release contains certain forward-looking statements about the Company and the Bank. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include increased competitive pressures, changes in the interest rate environment, inflation, general economic conditions or conditions within the securities markets, the imposition of tariffs or other domestic or international governmental policies and trade restrictions and retaliatory measures impacting our borrowers and the broader economy, the impact of a potential federal government shutdown, debt ceiling impasses or fiscal uncertainty, real estate market values in the Bank’s lending area, changes in liquidity, including the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio; the availability of low-cost funding; our continued reliance on brokered and municipal deposits; demand for loans in our market area; changes in the quality of our loan and security portfolios, economic assumptions or changes in our methodology, either of which may impact our allowance for credit losses calculation, increases in non-performing and classified loans, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System; the current or anticipated impact of military conflict, terrorism or other geopolitical  events; risks associated with cybersecurity threats, data breaches, ransomware attacks, or other failures in our operational or security systems and infrastructure, including the risks arising from our dependence on third-party service providers and vendors, the failure to maintain current technologies; failure to retain or attract employees and legislative, accounting and regulatory changes that could adversely affect the business in which the Company and the Bank are engaged.

The Company undertakes no obligation to revise these forward-looking statements or to reflect events or circumstances after the date of this press release.

BOGOTA FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(unaudited)
		As of				As of
		September 30, 2026				December 31, 2025
Assets
Cash and due from banks		$	7,929,347			$	11,584,648
Interest-bearing deposits in other banks			11,779,829				24,013,947
Cash and cash equivalents			19,709,176				35,598,595
Securities available for sale, at fair value			146,411,304				158,064,631
Loans, net of allowance for credit losses of $2,551,949 and $2,529,949, respectively			647,113,747				647,645,607
Premises and equipment, net			4,623,461				4,399,202
Federal Home Loan Bank (“FHLB”) stock and other restricted securities			7,497,100				5,403,900
Accrued interest receivable			4,313,634				4,261,410
Core deposit intangibles			78,844				107,604
Bank-owned life insurance			32,460,252				31,774,855
Right of use asset			10,429,021				10,265,125
Investment in limited partnership			3,963,163				2,413,320
Other assets			5,247,573				5,013,251
Total Assets		$	881,847,275			$	904,947,500
Liabilities and Equity
Non-interest bearing deposits		$	29,697,424			$	28,177,516
Interest bearing deposits			551,571,246				624,269,541
Total deposits			581,268,670				652,447,057
FHLB advances-short term			102,500,000				20,000,000
FHLB advances-long term			38,191,326				73,322,132
Advance payments by borrowers for taxes and insurance			2,947,314				2,591,007
Lease liabilities			10,679,517				10,434,759
Other liabilities			5,121,765				5,244,197
Total liabilities			740,708,592				764,039,152
Stockholders’ Equity
Preferred stock $0.01 par value 1,000,000 shares authorized, none issued and outstanding at September 30, 2026 and December 31, 2025			—				—
Common stock $0.01 par value, 30,000,000 shares authorized, 12,757,803 issued and outstanding at September 30, 2026 and 12,925,572 at December 31, 2025			127,577				129,255
Additional paid-in capital			54,077,576				54,949,369
Retained earnings			94,023,505				92,097,426
Unearned ESOP shares (336,185 shares at September 30, 2026 and 356,188 shares at December 31, 2025)			(3,993,488	)			(4,219,390	)
Accumulated other comprehensive loss			(3,096,487	)			(2,048,312	)
Total stockholders’ equity			141,138,683				140,908,348
Total liabilities and stockholders’ equity		$	881,847,275			$	904,947,500

BOGOTA FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
		Three Months Ended								Nine Months Ended
		September 30,								September 30,
		2026				2025				2026				2025
Interest income
Loans, including fees		$	8,163,590			$	8,213,734			$	23,674,055			$	25,108,786
Securities
Taxable			1,996,519				2,099,657				6,113,933				5,873,411
Tax-exempt			2,886				2,892				8,663				8,681
Other interest-earning assets			270,228				311,250				714,219				1,065,408
Total interest income			10,433,223				10,627,533				30,510,870				32,056,286
Interest expense
Deposits			4,545,095				5,624,968				14,148,760				16,911,430
FHLB advances			1,415,391				1,108,526				3,623,170				3,962,974
Total interest expense			5,960,486				6,733,494				17,771,930				20,874,404
Net interest income			4,472,737				3,894,039				12,738,940				11,181,882
Provision (recovery) for credit losses			—				(50,000	)			50,000				(130,000	)
Net interest income after provision (recovery) for credit losses			4,472,737				3,944,039				12,688,940				11,311,882
Non-interest income
Fees and service charges			58,278				59,703				169,772				175,277
Gain on sale of loans			—				—				—				37,830
Bank-owned life insurance			234,775				221,733				685,397				1,212,356
Other			43,971				39,902				463,821				116,957
Total non-interest income			337,024				321,338				1,318,990				1,542,420
Non-interest expense
Salaries and employee benefits			2,017,854				2,023,727				6,055,389				6,163,868
Occupancy and equipment			705,200				639,570				2,047,962				1,951,483
FDIC insurance assessment			94,139				98,438				279,543				308,958
Data processing			328,157				293,200				917,010				913,931
Advertising			45,225				10,350				135,725				131,850
Director fees			126,631				154,122				391,893				484,378
Professional fees			331,429				361,620				820,876				932,714
Merger expenses			310,979				—				310,979				—
Other			245,336				156,897				679,471				564,914
Total non-interest expense			4,204,950				3,737,924				11,638,848				11,452,096
Income before income taxes			604,811				527,453				2,369,082				1,402,206
Income tax expense (benefit)			132,200				72,828				443,003				(7,761	)
Net income		$	472,611			$	454,625			$	1,926,079			$	1,409,967
Earnings per Share – basic		$	0.04			$	0.04			$	0.15			$	0.11
Earnings per Share – diluted		$	0.04			$	0.04			$	0.15			$	0.11
Weighted average shares outstanding – basic			12,425,946				12,637,950				12,573,824				12,641,128
Weighted average shares outstanding – diluted			12,438,175				12,650,192				12,575,879				12,642,660

BOGOTA FINANCIAL CORP.
SELECTED RATIOS
(unaudited)
		At or For the Three Months								At or for the Nine Months
		Ended September 30,								Ended September 30,
		2026				2025				2026				2025
Performance Ratios (1):
Return on average assets (2)			0.05	%			0.05	%			0.22	%			0.15	%
Return on average equity (3)			0.33	%			0.33	%			1.36	%			1.02	%
Interest rate spread (4)			1.68	%			1.30	%			1.57	%			1.21	%
Net interest margin (5)			2.19	%			1.80	%			2.10	%			1.73	%
Efficiency ratio (6)			87.43	%			88.67	%			82.79	%			90.00	%
Average interest-earning assets to average interest-bearing liabilities			117.48	%			116.24	%			117.71	%			115.57	%
Net loans to deposits			111.33	%			103.48	%			111.33	%			103.48	%
Average equity to average assets (7)			16.15	%			15.08	%			16.36	%			15.02	%
Capital Ratios:
Tier 1 capital to average assets											16.67	%			15.46	%
Asset Quality Ratios:
Allowance for credit losses as a percent of total loans											0.39	%			0.38	%
Allowance for credit losses as a percent of non-performing loans											9.03	%			12.42	%
Net charge-offs to average outstanding loans during the period											0.00	%			0.00	%
Non-performing loans as a percent of total loans											4.37	%			3.06	%
Non-performing assets as a percent of total assets											3.22	%			2.21	%

(1)			Certain performance ratios for the three and nine months ended September 30, 2026 and 2025 are annualized.
(2)			Represents net income divided by average total assets.
(3)			Represents net income divided by average stockholders’ equity.
(4)			Represents the difference between the weighted average yield on average interest-earning assets and the weighted average cost of average interest-bearing liabilities. Tax exempt income is reported on a tax equivalent basis using a combined federal and state marginal tax rate of 27.5% for 2026 and 2025.
(5)			Represents net interest income as a percent of average interest-earning assets. Tax exempt income is reported on a tax equivalent basis using a combined federal and state marginal tax rate of 27.5% for 2026 and 2025.
(6)			Represents non-interest expenses divided by the sum of net interest income and non-interest income.
(7)			Represents average stockholders’ equity divided by average total assets.

LOANS 

Loans are summarized as follows at September 30, 2026 and December 31, 2025:

		September 30,				December 31,
		2026				2025
		(unaudited)
Real estate:
Residential First Mortgage		$	437,073,254			$	443,894,498
Commercial Real Estate			115,591,491				121,960,681
Multi-Family Real Estate			72,142,878				58,944,579
Construction			21,754,735				22,046,399
Commercial and Industrial			3,041,399				3,211,338
Consumer			61,939				118,061
Total loans			649,665,696				650,175,556
Allowance for credit losses			(2,551,949	)			(2,529,949	)
Net loans		$	647,113,747			$	647,645,607

The following tables set forth the distribution of total deposit accounts, by account type, at the dates indicated:

		At September 30,												At December 31,
		2026												2025
		Amount				Percent				Average Rate				Amount				Percent				Average Rate
		(unaudited)
Non-interest bearing demand accounts		$	29,697,424				5.11	%			—	%		$	28,177,516				4.32	%			—	%
NOW accounts			69,774,998				12.00	%			2.66				65,532,122				10.04	%			2.76
Money market accounts			9,010,864				1.55	%			0.41				10,244,512				1.57	%			0.44
Savings accounts			71,040,175				12.22	%			2.73				54,558,439				8.36	%			2.13
Certificates of deposit			401,745,209				69.12	%			3.59				493,934,468				75.70	%			3.75
Total		$	581,268,670				100.00	%			3.14	%		$	652,447,057				100.00	%			3.30	%

Average Balance Sheets and Related Yields and Rates 

The following tables present information regarding average balances of assets and liabilities, the total dollar amounts of interest income and dividends from average interest-earning assets, the total dollar amounts of interest expense on average interest-bearing liabilities, and the resulting annualized average yields and costs. The yields and costs for the periods indicated are derived by dividing income or expense by the average balances of assets or liabilities, respectively, for the periods presented. Average balances have been calculated using daily balances. Nonaccrual loans are included in average balances only. Loan fees are included in interest income on loans and are not material.

		Three Months Ended September 30,
		2026												2025
		Average Balance				Interest and Dividends				Yield/ Cost				Average Balance				Interest and Dividends				Yield/ Cost
		(Dollars in thousands)
Assets:		(unaudited)
Cash and cash equivalents		$	16,148			$	170				4.16	%		$	16,683			$	179				4.27	%
Loans			642,560				8,164				5.04	%			682,956				8,214				4.77	%
Securities			147,351				1,999				5.43	%			153,945				2,103				5.46	%
Other interest-earning assets			7,421				100				5.43	%			6,460				132				8.16	%
Total interest-earning assets			813,480				10,433				5.10	%			860,044				10,628				4.91	%
Non-interest-earning assets			63,180												64,826
Total assets		$	876,660											$	924,870
Liabilities and equity:
NOW and money market accounts		$	84,782			$	509				2.29	%		$	70,644			$	434				2.44	%
Savings accounts			66,678				462				2.55	%			50,442				269				2.11	%
Certificates of deposit (1)			402,280				3,574				3.57	%			502,657				4,922				3.89	%
Total interest-bearing deposits			553,740				4,545				3.28	%			623,763				5,625				3.58	%
FHLB advances (1)			138,726				1,415				4.14	%			116,134				1,109				3.79	%
Total interest-bearing liabilities			692,466				5,960				3.42	%			739,898				6,734				3.61	%
Non-interest-bearing deposits			29,387												29,427
Other non-interest-bearing liabilities			13,255												16,114
Total liabilities			735,108												785,439
Total equity			141,552												139,431
Total liabilities and equity		$	876,660											$	924,870
Net interest income						$	4,473											$	3,894
Interest rate spread (2)											1.68	%											1.30	%
Net interest margin (3)											2.19	%											1.80	%
Average interest-earning assets to average interest-bearing liabilities			117.48	%											116.24	%

1. Cash flow and fair value hedges are used to manage interest rate risk. During the three months ended September 30, 2026 and 2025, the net effect on interest expense on the FHLB advances and certificates of deposit was an increased expense of $22,000 and a reduced expense of $205,000, respectively.
2. Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
3. Net interest margin represents net interest income divided by average total interest-earning assets.

		Nine Months Ended September 30,
		2026												2025
		Average Balance				Interest and Dividends				Yield/ Cost				Average Balance				Interest and Dividends				Yield/ Cost
		(Dollars in thousands)
Assets:
Cash and cash equivalents		$	12,459			$	400				4.28	%		$	14,420			$	550				5.09	%
Loans			643,579				23,674				4.90	%			695,200				25,109				4.82	%
Securities			146,977				6,123				5.55	%			146,820				5,882				5.34	%
Other interest-earning assets			6,374				314				6.58	%			7,277				515				9.44	%
Total interest-earning assets			809,389				30,511				5.03	%			863,717				32,056				4.95	%
Non-interest-earning assets			55,873												58,963
Total assets		$	865,262											$	922,680
Liabilities and equity:
NOW and money market accounts		$	83,420			$	1,517				2.43	%		$	74,409			$	1,338				2.40	%
Savings accounts			60,846				1,166				2.56	%			48,358				743				2.06	%
Certificates of deposit (1)			427,898				11,466				3.58	%			489,876				14,830				4.05	%
Total interest-bearing deposits			572,164				14,149				3.31	%			612,643				16,911				3.73	%
FHLB advances (1)			115,430				3,623				4.20	%			134,689				3,963				3.93	%
Total interest-bearing liabilities			687,594				17,772				3.46	%			747,332				20,874				3.73	%
Non-interest-bearing deposits			29,593												31,413
Other non-interest-bearing liabilities			6,559												5,367
Total liabilities			723,746												784,112
Total equity			141,516												138,568
Total liabilities and equity		$	865,262											$	922,680
Net interest income						$	12,739											$	11,182
Interest rate spread (2)											1.57	%											1.21	%
Net interest margin (3)											2.10	%											1.73	%
Average interest-earning assets to average interest-bearing liabilities			117.71	%											115.57	%

1. Cash flow and fair value hedges are used to manage interest rate risk. During the nine months ended September 30, 2026 and 2025, the net effect on interest expense on the FHLB advances and certificates of deposit was an increased expense of $1,000 and a reduced expense of $568,000, respectively.
2. Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
3. Net interest margin represents net interest income divided by average total interest-earning assets.

Rate/Volume Analysis

The following table sets forth the effects of changing rates and volumes on net interest income. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The net column represents the sum of the prior columns. Changes attributable to changes in both rate and volume that cannot be segregated have been allocated proportionally based on the changes due to rate and the changes due to volume.

		Three Months Ended September 30, 2026												Nine Months Ended September 30, 2026
		Compared to												Compared to
		Three Months Ended September 30, 2025												Nine Months Ended September 30, 2025
		Increase (Decrease) Due to												Increase (Decrease) Due to
		Volume				Rate				Net				Volume				Rate				Net
		(In thousands)
Interest income:		(unaudited)
Cash and cash equivalents		$	(5	)		$	(4	)		$	(9	)		$	(69	)		$	(81	)		$	(150	)
Loans receivable			(1,910	)			1,860				(50	)			(2,082	)			647				(1,435	)
Securities			(92	)			(12	)			(104	)			6				235				241
Other interest earning assets			99				(131	)			(32	)			(58	)			(143	)			(201	)
Total interest-earning assets			(1,909	)			1,714				(195	)			(2,203	)			658				(1,545	)
Interest expense:
NOW and money market accounts			220				(145	)			75				161				18				179
Savings accounts			117				76				193				218				205				423
Certificates of deposit			(955	)			(393	)			(1,348	)			(1,755	)			(1,609	)			(3,364	)
FHLB advances			207				99				306				(721	)			381				(340	)
Total interest-bearing liabilities			(411	)			(363	)			(774	)			(2,096	)			(1,006	)			(3,102	)
Net increase in net interest income		$	(1,498	)		$	2,077			$	579			$	(107	)		$	1,664			$	1,557

Contacts
Kevin Pace – President & CEO, 201-862-0660 ext. 1110