10-Q

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2023

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

For the transition period from _____ to _____.

Commission file number 1-34682

Eagle Bancorp Montana, Inc.

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(Exact name of registrant as specified in its charter)

Delaware	27-1449820
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1400 Prospect Avenue, Helena, MT 59601

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(Address of principal executive offices) (Zip code)

(406) 442-3080

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(Registrant's telephone number, including area code)

Not Applicable

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

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

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

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

Large accelerated filer     ☐	Accelerated filer       ☐
Non-accelerated filer       ☒	Smaller reporting company   ☒
	Emerging growth company   ☐

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

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

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APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:

Common stock, par value $0.01 per share	8,006,033 shares outstanding

As of April 28, 2023

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

PART I.	FINANCIAL INFORMATION	PAGE
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Statements of Financial Condition as of March 31, 2023 and December 31, 2022	1
	Condensed Consolidated Statements of Income for the three months ended March 31, 2023 and 2022	3
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2023 and 2022	5
	Condensed Consolidated Statements of Changes in Shareholders' Equity for the three months ended March 31, 2023 and 2022	6
	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2023 and 2022	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	9
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	39
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	40
Item 1A.	Risk Factors	40
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 3.	Defaults Upon Senior Securities	40
Item 4.	Mine Safety Disclosures	40
Item 5.	Other Information	41
Item 6.	Exhibits	41
Signatures		42

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

Cautionary Note Regarding Forward-Looking Statements ****

This report includes “forward-looking statements” within the meaning and protections of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “project,” “could,” “intend,” “target” and other similar words and expressions of the future. These forward-looking statements include, but are not limited to:

●	statements of our goals, intentions and expectations;
●	statements regarding our business plans, prospects, growth and operating strategies;
---	---
●	statements regarding the asset quality of our loan and investment portfolios; and
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●	estimates of our risks and future costs and benefits.
---	---

These forward-looking statements are based on current beliefs and expectations of the management of Eagle Bancorp Montana, Inc. (“Eagle” or the “Company”) and Opportunity Bank of Montana (“OBMT” or the “Bank”), Eagle’s wholly-owned subsidiary, and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change.

The following factors, among others, could cause the Company’s actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

●	changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;
●	the emergence or continuation of widespread health emergencies or pandemics, including the magnitude and duration of the ongoing novel coronavirus, or COVID-19, and its impacts on the economies and communities we serve, which may likely have an adverse impact on our credit portfolio, goodwill, stock price, borrowers and the economy as a whole both globally and domestically;
---	---
●	local, regional, national and international economic and market conditions and events and the impact they may have on us, our customers and our assets and liabilities;
●	competition among depository and other traditional and non-traditional financial service providers;
---	---
●	risks related to the concentration of our business in Montana, including risks associated with changes in the prices, values and sales volume of residential and commercial real estate in Montana;
---	---
●	inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments;
---	---
●	our ability to attract deposits and other sources of funding or liquidity;
---	---
●	the impact of adverse developments affecting the U.S. banking industry, including bank failures and liquidity concerns, which could cause continued or worsening economic and market volatility, and regulatory responses thereto;
●	the possibility that future credit losses may be higher than currently expected due to changes in economic assumptions, customer behavior, adverse developments with respect to U.S. or global economic conditions and other uncertainties, including the impact of supply chain disruptions, inflationary pressures and labor shortages on economic conditions and our business;
●	an inability to access capital markets or maintain deposits or borrowing costs;
●	uncertainty regarding the content, timing and impact of regulatory capital and liquidity requirements;
●	the risks related to the transition and physical impacts of climate change;
●	our ability to achieve environmental, social and governance goals and commitments or the impact of any changes in the Company’s sustainability strategy or commitments generally;
●	changes or volatility in the securities markets that lead to impairment in the value of our investment securities and goodwill;
---	---
●	our ability to implement our growth strategy, including identifying and consummating suitable acquisitions, raising additional capital to finance such transactions, entering new markets, possible failures in realizing the anticipated benefits from such acquisitions and an inability of our personnel, systems and infrastructure to keep pace with such growth;
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●	the effect of acquisitions we may make, if any, including, without limitation, the failure to achieve expected revenue growth and/or expense savings from such acquisitions, including our recent acquisition of First Community Bancorp, Inc.;
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●	risks related to the integration of any businesses we have acquired or expect to acquire, including exposure to potential asset quality and credit quality risks and unknown or contingent liabilities, the time and costs associated with integrating systems, technology platforms, procedures and personnel, including our recent acquisition of First Community Bancorp, Inc.;
---	---
●	potential impairment on the goodwill we have recorded or may record in connection with business acquisitions;
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●	political developments, uncertainties or instability;
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●	our ability to enter new markets successfully and capitalize on growth opportunities;
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●	the need to retain capital for strategic or regulatory reasons;
●	changes in consumer spending, borrowing and savings habits;
●	our ability to continue to increase and manage our commercial and residential real estate, multi-family and commercial business loans;
●	possible impairments of securities held by us, including those issued by government entities and government sponsored enterprises;
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●	the level of future deposit insurance premium assessments;
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●	our ability to implement new technologies and maintain secure and reliable technology systems;
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●	our ability to develop and maintain secure and reliable information technology systems, effectively defend ourselves against cyberattacks, or recover from breaches to our cybersecurity infrastructure;
●	the failure of assumptions underlying the establishment of allowance for possible loan losses and other estimates;
---	---
●	changes in the financial performance and/or condition of our borrowers and their ability to repay their loans when due; and
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●	the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Securities and Exchange Commission, the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard setters.
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Because of these and other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements. For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, see the Part II, Item 1A, “Risk Factors” and Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections contained elsewhere in this report, as well as our Annual Report on Form 10-K for the year ended December 31, 2022, any subsequent Reports on Form 10-Q and Form 8-K, and other filings with the SEC. We do not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur, or of which we hereafter become aware.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

		December 31,
		2022
ASSETS:
Cash and due from banks	18,087	$	19,321
Interest-bearing deposits in banks	1,348		2,490
Total cash and cash equivalents	19,435		21,811
Securities available-for-sale	349,423		349,495
Federal Home Loan Bank ("FHLB") stock	7,360		5,089
Federal Reserve Bank ("FRB") stock	4,131		4,131
Mortgage loans held-for-sale, at fair value	9,927		8,250
Loans receivable, net of allowance for credit losses of 15,000 at March 31, 2023 and 14,000 at December 31, 2022 (1)	1,362,423		1,339,678
Accrued interest and dividends receivable	10,427		11,284
Mortgage servicing rights, net	15,875		15,412
Assets held-for-sale, at fair value	1,305		1,305
Premises and equipment, net	86,614		84,323
Cash surrender value of life insurance, net	47,985		47,724
Goodwill	34,740		34,740
Core deposit intangible, net	7,043		7,459
Other assets	26,048		17,683
Total assets	1,982,736	$	1,948,384
(1) Allowance for credit losses at March 31, 2023; allowance for loan losses for prior periods.

All values are in US Dollars.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

			December 31,
			2022
LIABILITIES:		****			****
Deposit accounts:
Noninterest-bearing	460,195		$	468,955
Interest-bearing	1,147,343			1,166,317
Total deposits	1,607,538			1,635,272
Accrued expenses and other liabilities	30,765			26,458
FHLB advances and other borrowings	122,530			69,394
Other long-term debt:
Principal amount	60,155			60,155
Unamortized debt issuance costs	(1,268	)		(1,311	)
Total other long-term debt, net	58,887			58,844
Total liabilities	1,819,720			1,789,968
SHAREHOLDERS' EQUITY:		****			****
Preferred stock (par value 0.01 per share; 1,000,000 shares authorized; no shares issued or outstanding)	-			-
Common stock (par value 0.01 per share; 20,000,000 shares authorized; 8,507,429 shares issued at March 31, 2023 and December 31, 2022; 8,006,033 shares outstanding at March 31, 2023 and December 31, 2022)	85			85
Additional paid-in capital	109,265			109,164
Unallocated common stock held by Employee Stock Ownership Plan ("ESOP")	(5,013	)		(5,156	)
Treasury stock, at cost (501,396 shares at March 31, 2023 and December 31, 2022)	(11,343	)		(11,343	)
Retained earnings	92,547			92,023
Accumulated other comprehensive loss, net of tax	(22,525	)		(26,357	)
Total shareholders' equity	163,016			158,416
Total liabilities and shareholders' equity	1,982,736		$	1,948,384

All values are in US Dollars.

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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

	Three Months Ended
	March 31,
	2023			2022
INTEREST AND DIVIDEND INCOME:			****
Interest and fees on loans	$	17,737		$	11,373
Securities available-for-sale		2,843			1,297
FHLB and FRB dividends		107			59
Other interest income		21			39
Total interest and dividend income		20,708			12,768
INTEREST EXPENSE:			****
Deposits		2,460			312
FHLB advances and other borrowings		1,142			6
Other long-term debt		678			605
Total interest expense		4,280			923
NET INTEREST INCOME		16,428			11,845
Provision for credit losses ^(1)^		279			279
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSS		16,149			11,566
NONINTEREST INCOME:			****
Service charges on deposit accounts		339			331
Mortgage banking, net		3,050			6,245
Interchange and ATM fees		577			453
Appreciation in cash surrender value of life insurance		280			207
Net loss on sale of available-for-sale securities		(224	)		-
Other noninterest income		649			372
Total noninterest income	$	4,671		$	7,608
^(1)^ Provision for credit losses for the quarter ended March 31, 2023; provision for loan losses for prior periods.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

	Three Months Ended
	March 31,
	2023		2022
NONINTEREST EXPENSE:
Salaries and employee benefits	$	9,693	$	10,381
Occupancy and equipment expense		2,073		1,678
Data processing		1,212		1,251
Advertising		281		285
Amortization		418		122
Loan costs		445		546
Federal Deposit Insurance Corporation ("FDIC") insurance premiums		168		93
Professional and examination fees		484		322
Acquisition costs		-		317
Other noninterest expense		1,759		1,628
Total noninterest expense		16,533		16,623
INCOME BEFORE PROVISION FOR INCOME TAXES		4,287		2,911
Provision for income taxes		1,045		695
NET INCOME	$	3,242	$	2,216
BASIC EARNINGS PER COMMON SHARE	$	0.42	$	0.34
DILUTED EARNINGS PER COMMON SHARE	$	0.42	$	0.34

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Dollars in Thousands)

(Unaudited)

	Three Months Ended
	March 31,
	2023			2022
NET INCOME	$	3,242		$	2,216
OTHER ITEMS OF COMPREHENSIVE INCOME (LOSS) BEFORE TAX:			****			****
Change in fair value of investment securities available-for-sale		4,977			(17,067	)
Reclassification for net realized loss on investment securities available-for-sale		224			-
Total other comprehensive income (loss)		5,201			(17,067	)
Income tax (provision) benefit related to securities available-for-sale		(1,369	)		4,494
COMPREHENSIVE INCOME (LOSS)	$	7,074		$	(10,357	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the Three Months Ended March 31, 2023 and 2022

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

						****			****			****			****	ACCUMULATED					****
				ADDITIONAL			UNALLOCATED					****			****	OTHER					****
		COMMON		PAID-IN			ESOP			TREASURY			RETAINED			COMPREHENSIVE					****
		STOCK		CAPITAL			SHARES			STOCK			EARNINGS			INCOME (LOSS)			TOTAL
Balance at December 31, 2022	-	$	85	$	109,164		$	(5,156	)	$	(11,343	)	$	92,023		$	(26,357	)	$	158,416
Net income	-		-		-			-			-			3,242			-			3,242
New credit standard (Topic 326) - impact in year of adoption	-		-		-			-			-			(1,616	)		-			(1,616	)
Other comprehensive income	-		-		-			-			-			-			3,832			3,832
Dividends paid (0.1375 per share)	-		-		-			-			-			(1,102	)		-			(1,102	)
Stock compensation expense	-		-		145			-			-			-			-			145
ESOP shares allocated (5,997 shares)	-		-		(44	)		143			-			-			-			99
Balance at March 31, 2023	-	$	85	$	109,265		$	(5,013	)	$	(11,343	)	$	92,547		$	(22,525	)	$	163,016
Balance at December 31, 2021	-	$	71	$	80,832		$	(5,729	)	$	(7,321	)	$	85,383		$	3,493		$	156,729
Net income	-		-		-			-			-			2,216			-			2,216
Other comprehensive loss	-		-		-			-			-			-			(12,573	)		(12,573	)
Dividends paid (0.125 per share)	-		-		-			-			-			(849	)		-			(849	)
Stock compensation expense	-		-		135			-			-			-			-			135
ESOP shares allocated (5,997 shares)	-		-		(7	)		143			-			-			-			136
Treasury stock purchased (100,000 shares at 22.71 average cost per share)	-		-		-			-			(2,271	)		-			-			(2,271	)
Balance at March 31, 2022	-	$	71	$	80,960		$	(5,586	)	$	(9,592	)	$	86,750		$	(9,080	)	$	143,523

All values are in US Dollars.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in Thousands)

(Unaudited)

	Three Months Ended
	March 31,
	2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:			****			****
Net income	$	3,242		$	2,216
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses ^(1)^		279			279
Recovery of mortgage servicing rights		-			(56	)
Depreciation		948			842
Net amortization of investment securities premiums and discounts		272			380
Amortization of mortgage servicing rights		400			609
Amortization of right-of-use assets		170			172
Amortization		418			122
Compensation expense related to restricted stock awards		145			135
ESOP compensation expense for allocated shares		99			136
Deferred income tax (benefit) provision		(820	)		71
Net gain on sale of loans		(2,203	)		(6,233	)
Originations of loans held-for-sale		(64,839	)		(170,074	)
Proceeds from sales of loans held-for-sale		65,365			179,831
Net gain on sale of real estate owned and other repossessed assets		-			(14	)
Net gain on sale/disposal of premises and equipment		(13	)		(1	)
Net realized loss on sales of available-for-sale securities		224			-
Net appreciation in cash surrender value of life insurance		(280	)		(207	)
Net change in:
Accrued interest and dividends receivable		857			(1	)
Other assets		(2,386	)		(145	)
Accrued expenses and other liabilities		(3,039	)		(2,168	)
Net cash (used in) provided by operating activities		(1,161	)		5,894
CASH FLOWS FROM INVESTING ACTIVITIES:			****			****
Activity in available-for-sale securities:
Sales		22,773			-
Maturities, principal payments and calls		10,089			9,338
Purchases		(28,126	)		(20,158	)
FHLB stock purchased		(2,271	)		(21	)
Loan origination and principal collection, net		(24,587	)		(27,096	)
Proceeds from sale of real estate and other repossessed assets acquired in settlement of loans		17			5
Purchases of premises and equipment, net		(3,410	)		(3,284	)
Net cash used in investing activities	$	(25,515	)	$	(41,216	)
^(1)^ Provision for credit losses for the quarter ended March 31, 2023; provision for loan losses for prior periods.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Dollars in Thousands)

(Unaudited)

	Three Months Ended
	March 31,
	2023			2022
CASH FLOWS FROM FINANCING ACTIVITIES:			****			****
Net (decrease) increase in deposits	$	(27,734	)	$	48,027
Advances (payments) on long-term FHLB and other borrowings		53,136			(5,000	)
Proceeds from issuance of subordinated debentures		-			40,000
Repayment of senior debt		-			(10,000	)
Payments for debt issuance costs		-			(917)
Purchase of treasury stock		-			(2,271	)
Dividends paid		(1,102	)		(849	)
Net cash provided by financing activities		24,300			68,990
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(2,376	)		33,668
CASH AND CASH EQUIVALENTS, beginning of period		21,811			61,434
CASH AND CASH EQUIVALENTS, end of period	$	19,435		$	95,102
SUPPLEMENTAL CASH FLOW INFORMATION:			****			****
Cash paid during the period for interest	$	4,539		$	1,092
NONCASH INVESTING AND FINANCING ACTIVITIES:			****			****
Increase (decrease) in fair value of securities available-for-sale	$	5,201		$	(17,067	)
Mortgage servicing rights recognized		863			1,148
Right-of-use assets obtained in exchange for lease liabilities		3			4
Loans transferred to real estate and other assets acquired in foreclosure		-			328
Commitments to invest in Low-Income Housing Tax Credit projects		6,012			-
Cumulative effect adjustment to retained earnings due to adoption of Topic 326		(1,616	)		-

See Note 2. Mergers and Acquisitions for additional information related to assets acquired and liabilities assumed in acquisitions.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

Eagle Bancorp Montana, Inc. (“Eagle” or the “Company”), is a Delaware corporation that holds 100% of the capital stock of Opportunity Bank of Montana (“OBMT” or the “Bank”), formerly American Federal Savings Bank (“AFSB”). The Bank was founded in 1922 as a Montana chartered building and loan association and has conducted operations and maintained its administrative office in Helena, Montana since that time. In 1975, the Bank adopted a federal thrift charter and in October 2014 converted to a Montana chartered commercial bank and became a member bank in the Federal Reserve System.

In September 2021, the Company entered into an Agreement and Plan of Merger ("Merger Agreement") with First Community Bancorp, Inc. ("FCB"), a Montana corporation, and FCB's wholly-owned subsidiary, First Community Bank, a Montana chartered commercial bank. The Merger Agreement provided that, upon the terms and subject to the conditions set forth in the Merger Agreement, FCB would merge with and into Eagle, with Eagle continuing as the surviving corporation. The merger closed on April 30, 2022. First Community Bank operated nine branches in Ashland, Culbertson, Froid, Glasgow, Helena, Hinsdale, Three Forks and Wolf Point, Montana.

In March 2021, the Bank established a subsidiary, Opportunity Housing Fund, LLC ("OHF"), to invest in Low-Income Housing Tax Credit ("LIHTC") projects. The LIHTC program is designed to encourage capital investment in construction and rehabilitation of low-income housing. Tax credits are allowable over a 10-year period. Investments in LIHTC projects are included in other assets on the consolidated statements of financial condition and totaled $8,886,000 and $1,237,000 as of March 31, 2023 and December 31, 2022, respectively. The Company's remaining capital commitments to these LIHTC projects were $6,012,000 as of March 31, 2023 and are included in accrued expenses and other liabilities on the consolidated statements of financial condition.

On January 1, 2020, the Company acquired Western Holding Company of Wolf Point, ("WHC"), a Montana corporation, and WHC's wholly-owned subsidiary, Western Bank of Wolf Point ("WB"), a Montana chartered commercial bank. The acquisition included one branch in Wolf Point, Montana. In addition, Western Financial Services, Inc. ("WFS") was acquired through the WHC merger. WFS facilitates deferred payment contracts for customers that produce agricultural products.

The Bank currently has 31 full-service branches. The Bank’s principal business is accepting deposits and, together with funds generated from operations and borrowings, investing in various types of loans and securities. The Bank also operated certain branches under the names Dutton State Bank, Farmers State Bank of Denton and The State Bank of Townsend. Effective January 2022, these branches were rebranded and are now only operating as Opportunity Bank of Montana.

Basis of Financial Statement Presentation and Use of Estimates

---

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). It is recommended that these unaudited interim condensed consolidated financial statements be read in conjunction with the Company’s Annual Report on Form 10-K with all of the audited information and footnotes required by U.S. GAAP for complete financial statements for the year ended December 31, 2022, as filed with the SEC on March 8, 2023. In the opinion of management, all normal adjustments and recurring accruals considered necessary for a fair presentation of the financial position and results of operations for the periods presented have been included.

The results of operations for the three-month period ended  March 31, 2023 are not necessarily indicative of the results to be expected for the year ending  December 31, 2022or any other period. In preparing condensed consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the condensed consolidated statement of financial condition and reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for loan losses, mortgage servicing rights, the fair value of financial instruments, the valuation of goodwill and deferred tax assets and liabilities.

---

Principles of Consolidation

The condensed consolidated financial statements include Eagle, the Bank, OHF, Eagle Bancorp Statutory Trust I (the “Trust”) and WFS. All significant intercompany transactions and balances have been eliminated in consolidation.

Reclassifications

Certain prior period amounts were reclassified to conform to the presentation for 2023. These reclassifications had no impact on net income or shareholders’ equity.

Subsequent Events

The Company has evaluated events and transactions subsequent to March 31, 2023 for recognition and/or disclosure.

On April 20, 2023, Eagle's Board of Directors (the "Board") authorized the repurchase of up to 400,000 shares of its common stock beginning May 1, 2023. Under the plan, shares may be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the Company repurchases its shares and the timing of such repurchase will depend on market conditions and other corporate considerations. The plan expires May 1, 2024.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

### NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES– continued

Recently Adopted Accounting Pronouncements

On January 1, 2023, the Company adopted Accounting Standards Update ("ASU") No. 2017-04, Intangibles – Goodwill and Other (Topic 350) to amend and simplify current goodwill impairment testing to eliminate Step 2 from the current provisions. Under the new guidance, an entity should perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if a quantitative impairment test is necessary. The adoption of ASU No. 2017-04 did not have a material impact on the consolidated financial statements.

Application of New Accounting Guidance Adopted in 2023

On January 1, 2023, the Company adopted ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. This guidance is commonly referred to as Current Expected Credit Losses ("CECL"), and the CECL model is based on expected credit losses rather than the model used for periods prior to January 1, 2023, which was based on incurred losses. The allowance for credit losses is established for current expected credit losses on the Company's loan portfolio, including unfunded loan commitments, for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better estimate their credit losses. The standard also requires enhanced disclosures to help investors and other financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. These disclosures include qualitative and quantitative requirements that provide additional information about the amounts recorded in the financial statements. Additionally, Topic 326 amends the accounting for credit losses on available-for-sale debt securities, requiring credit losses on available-for-sale debt securities to be presented as an allowance rather than a write-down for those securities management does not intend to sell or is not likely to be required to sell.

The Company adopted Topic 326 using the modified retrospective basis with the cumulative effect of initially applying the amendments recognized in retained earnings. Results for reporting periods beginning after January 1, 2023 are presented under ASC 326. Results from periods prior to January 1, 2023 are presented using previously applicable U.S. GAAP. The adoption resulted in an increase of $700,000 to our allowance for credit losses ("ACL"), an increase of $1,500,000 to our allowance for unfunded loan commitments, and a net-of-tax cumulative effect adjustment of $1,616,000 to decrease the beginning balance of retained earnings. ****

The adoption of this guidance did not have an impact on the Company's available-for-sale securities. However, any subsequent estimated credit losses are required to be recognized through an allowance for credit losses associated with the applicable securities.

The Company finalized the adoption of ASC 326 as of January 1, 2023 as detailed in the following table:

	January 1, 2023 As Reported Under Topic 326		January 1, 2023 Pre-Topic 326 Adoption		Impact of Topic 326 Adoption
Assets
Real estate loans:
Residential 1-4 family	$	1,493	$	1,472	$	21
Commercial real estate		9,571		9,037		534
Other loans:
Home equity		512		509		3
Consumer		343		342		1
Commercial		2,781		2,640		141
Allowance for credit losses on loans	$	14,700	$	14,000	$	700
Liabilities
Allowance for credit losses on unfunded loan commitments	$	1,500	$	-	$	1,500
Total					$	2,200

Allowance for Credit Losses– The allowance for credit losses on loans is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The Company has elected to exclude accrued interest receivable from the amortized cost basis of loans, and accrued interest is reported separately on the consolidated statements of financial condition. Loans are charged off against the allowance when management believes the uncollectability of a loan balance is confirmed and recoveries are credited to the allowance when received. The Company may also account for expected recoveries should information of an anticipated recovery become available. In the case of actual or expected recoveries, amounts may not exceed the aggregate of amounts previously charged off.

Management utilizes relevant available information, from internal and external sources, relating to past events, current conditions, historical loss experience, and reasonable and supportable forecasts. The lookback period in the analysis includes historical data from 2014 to present. Adjustments to historical loss information are made when management determines historical data is not likely reflective of the current portfolio such as limited data sets or lack of default or loss history. Management may selectively apply external market data to subjectively adjust the Company’s own loss history including index or peer data.

Collective Assessment– The allowance for credit losses on loans is measured on a collective cohort basis when similar risk characteristics exist. Generally, collectively assessed loans are grouped first by call report code, then by similar risk characteristics.

The Company has elected to use the Weighted Average Remaining Maturity (WARM) methodology for all cohorts. The WARM methodology looks at historical quarterly loss rates for each loan cohort over the established “look back” period to determine an average loss rate for each cohort. Each cohort is analyzed to determine the remaining life using amortization schedules, including prepayments.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

### NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES– continued

Historical charge off and recovery activity is compared to loan balances in each cohort quarterly and is averaged to determine an estimated annual charge off rate. The average loss rate over this look-back period is applied annually over the remaining life of the cohort to determine an expected loss percentage.

The Company utilizes reasonable and supportable forecasted losses based on current economic conditions when estimating the allowance for credit losses on loans. Forecasts are based on regression and matrix models that compare national economic indicators to peer charge off rates and local economic indicators to the Company’s charge off rates. The expected loss rates for each cohort are compared to forecasted loss rates and are adjusted by the difference between the calculated expected loss rates and forecasted loss rates. The forecasting models are updated and compared to loss rates quarterly.

The Company recognizes that all significant factors that affect the collectability of the loan portfolio must be considered to determine the estimated credit losses as of the evaluation date. Furthermore, the methodology, in and of itself and even when selectively adjusted by comparison to market and peer data, does not provide a sufficient basis to determine the estimated credit losses. The Company adjusts the modeled expected losses by qualitative adjustments to incorporate significant risks to form a sufficient basis to estimate the credit losses.

Individual Assessment – Loans classified as Nonaccrual will be reviewed quarterly for potential individual assessment.

The Company has elected the collateral-dependent practical expedient for its collateral-dependent loans, where estimated credit losses are based upon the fair value of the collateral, less costs to sell if applicable. This practical expedient can be applied to a loan if the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. If it is probable that the Company will foreclose on the collateral, the use of the fair value of the collateral to calculate an allowance for credit loss is required. Estimates of future collateral proceeds will be based upon available appraisals, reference to recent valuations of comparable properties, and any other sources of information believed appropriate by management under the specific circumstances. When appraisals are ordered to support the analysis of a collateral-dependent loan, the appraisal is reviewed internally.

Where the primary and/or expected source of repayment of a specific loan is believed to be the receipt of principal and interest payments from the borrower and/or the refinancing of the loan by another creditor, impairment will generally be measured based upon the present value of expected proceeds discounted at the contractual interest rate. Expected refinancing proceeds may be estimated from review of term sheets actually received by the borrower from other creditors and/or from the Company’s knowledge of terms generally available from other banks.

Determining the Contractual Life– Expected credit losses are estimated over the contractual life of the loans, adjusted for expected prepayments when appropriate. The contractual life excludes expected extensions, renewals and modifications. Prepayment assumptions will be determined by analysis of historical behavior by loan cohort.

Restructured Loans– On January 1, 2023, the Company also adopted ASU No. 2022-02, Financial Instruments – Credit Losses (Topic 326), Troubled Debt Restructurings and Vintage Disclosures. This guidance was an update to ASU No. 2016-13, and the Company adopted using the modified retrospective transition method. The amendments in this update eliminated the accounting guidance for troubled debt restructure ("TDR") loans and enhanced the disclosure requirements for certain loan modifications of receivables made to borrowers experiencing financial difficulty. The allowance for credit losses on loans that are considered modifications to borrowers experiencing financial difficulty are measured using the same method as all other loans held for investment. In addition, for public business entities, the amendments in the update require that entities disclose current-period gross charge-offs by year of origination for financing receivables. This information must be included in the vintage disclosures, which require an entity to disclose the amortized cost basis of loans by credit-quality indicator and the loan category by year of origination.

Allowance for Credit Losses on Unfunded Commitments– The Company estimates expected credit losses over the period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments is adjusted through a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The estimate utilizes the same factors and assumptions as the allowance for credit losses on loans and is applied at the same collective cohort level.

Recently Issued Accounting Pronouncements ******

In March 2020, the FASB issued ASU No. 2020- 04, Reference Rate Reform (Topic 848) which provides temporary optional expedients to ease the financial reporting burdens of the expected market transition from London Interbank Offered Rate (“LIBOR”) to an alternative reference rate such as SOFR. The guidance was effective upon issuance and generally can be applied through December 31, 2024. The Company evaluated the guidance and identified substitution rates for impacted loans. In January 2021, the FASB issued ASU No. 2021- 01, Reference Rate Reform (Topic 848), which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. ASU No. 2021- 01 was effective upon issuance and generally can be applied through December 31, 2024. ASU No. 2021- 01 has not had and is not expected to have a significant impact on the Company's consolidated financial statements.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 2. MERGERS AND ACQUISITIONS

---

Effective April 30, 2022, Eagle completed its previously announced merger with FCB. The acquisition closed after receipt of approvals from regulatory authorities, approval of FCB shareholders and the satisfaction of other closing conditions. The total consideration paid was $38,577,000 and included cash consideration of $10,226,000 and common stock issued of $28,351,000.

This transaction was accounted for under the acquisition method of accounting.

All of the assets acquired and liabilities assumed were recognized at their acquisition-date fair value, while transaction costs and restructuring costs associated with the business combinations were expensed as incurred. Determining the fair value of assets and liabilities is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. The excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed, if any, is allocated to goodwill. The goodwill recorded is not deductible for federal income tax purposes.

The following table summarizes the fair values of the assets acquired and liabilities assumed, consideration paid and the resulting goodwill.

	FCB
	April 30,
	2022
	(In Thousands)
Assets acquired:
Cash and cash equivalents	$	23,623
Securities available-for-sale		126,123
Loans receivable		190,894
Premises and equipment		6,393
Cash surrender value of life insurance		8,638
Core deposit intangible		7,004
Other assets		7,687
Total assets acquired	$	370,362
Liabilities assumed:
Deposits	$	321,107
Accrued expenses and other liabilities		1,767
Other borrowings		22,853
Total liabilities assumed	$	345,727
Net assets acquired	$	24,635
Consideration paid:
Cash	$	10,226
Common stock issued (1,396,596 shares)		28,351
Total consideration paid	$	38,577
Goodwill resulting from acquisition	$	13,942

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FCB investments were written down an additional $4,559,000 to fair value on the date of acquisition based on market prices obtained from an independent third party.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 2. MERGERS AND ACQUISITIONS – continued

For acquisitions, the fair value analysis of the loan portfolios resulted in a valuation adjustment for each loan based on an amortization schedule of expected cash flow. Individual amortization schedules were used for each loan over a certain amount and those with specifically identified loss exposure. The remainder of the loans were grouped by type and risk rating into loan pools (based on loan type, fixed or variable interest rate, revolving or term payments and risk rating). Yield inputs for the amortization schedules included contractual interest rates, estimated prepayment speeds, liquidity adjustments and market yields. Credit inputs for the amortization schedules included probability of payment default, loss given default rates and individually identified loss exposure.

The total accretable discount on FCB acquired loans was $5,416,000 as of April 30, 2022. During the three months ended March 31, 2023, accretion of the loan discount was

$296,000

. T

he remaining accretable loan discount was

$3,824,000

as of March 31, 2023. Three impaired loans were acquired through the FCB acquisition with insignificant balances as of April 30, 2022.

Fair value adjustments recorded for FCB related to premises and equipment were insignificant overall. The Company used independent third party appraisals in the determination of the fair value of acquired properties.

Core deposit intangible assets of $7,004,000 were recorded for FCB and are being amortized using an accelerated method over the estimated useful lives of the related deposits of 10 years from date of acquisition. For acquisitions, the core deposit intangible value is a function of the difference between the cost of the acquired core deposits and the alternative cost of funds. These cash flow streams were discounted to present value. The fair value of other deposit accounts acquired were valued by estimating future cash flows to be received or paid from individual or homogenous groups of assets and liabilities and then discounting those cash flows to a present value using rates of return that were available in financial markets for similar financial instruments on or near the acquisition date.

Direct costs related to the acquisition were expensed as incurred. The Company recorded no acquisition costs related to FCB during the three months ended March 31, 2023, and

$2,296,000

during the year ended December 31, 2022. Acquisition costs included professional fees and data processing expenses incurred related to the acquisition.

Operations of acquired entities have been included in the condensed consolidated financial statements since date of acquisition. The Company does not consider them as separate reporting segments and does not track the amount of revenues and net income attributable since acquisition. As such, it is impracticable to determine such amounts for the period from acquisition date through March 31, 2023.

NOTE 3. INVESTMENT SECURITIES

The amortized cost and fair values of securities, together with unrealized gains and losses, were as follows:

	March 31, 2023									December 31, 2022
			Gross									Gross
	Amortized		Unrealized					Fair		Amortized		Unrealized					Fair
	Cost		Gains		(Losses)			Value		Cost		Gains		(Losses)			Value
	(In Thousands)
Available-for-Sale:							****									****
U.S. government and agency obligations	$	7,825	$	183	$	(181	)	$	7,827	$	2,575	$	2	$	(187	)	$	2,390
U.S. Treasury obligations		53,738		-		(5,856	)		47,882		58,715		-		(6,764	)		51,951
Municipal obligations		166,973		352		(14,181	)		153,144		190,811		77		(18,039	)		172,849
Corporate obligations		6,241		-		(248	)		5,993		7,240		1		(251	)		6,990
Mortgage-backed securities		32,659		1		(1,617	)		31,043		31,553		-		(1,900	)		29,653
Collateralized mortgage obligations		99,493		-		(8,905	)		90,588		90,812		-		(8,681	)		82,131
Asset-backed securities		13,073		-		(127	)		12,946		3,569		-		(38	)		3,531
Total	$	380,002	$	536	$	(31,115	)	$	349,423	$	385,275	$	80	$	(35,860	)	$	349,495

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.

INVESTMENT SECURITIES

– continued

Proceeds from sale of available-for sale securities and the associated realized gains and losses were as follows:

	Three Months Ended
	March 31,
	2023			2022
	(In Thousands)
Proceeds from sale of available-for-sale securities	$	22,773		$	-
Gross realized gain on sale of available-for-sale securities	$	-		$	-
Gross realized loss on sale of available-for-sale securities		(224	)		-
Net realized loss on sale of available-for-sale securities	$	(224	)	$	-

The amortized cost and fair value of securities by contractual maturity are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

	March 31, 2023
	Amortized		Fair
	Cost		Value
	(In Thousands)
Due in one year or less	$	8,427	$	8,407
Due from one to five years		28,123		26,339
Due from five to ten years		73,238		65,176
Due after ten years		138,062		127,870
		247,850		227,792
Mortgage-backed securities		32,659		31,043
Collateralized mortgage obligations		99,493		90,588
Total	$	380,002	$	349,423

As of  March 31, 2023 and December 31, 2022, securities with a fair value of $39,298,000 and $58,942,000, respectively, were pledged to secure public deposits and for other purposes required or permitted by law.

---

The Company’s investment securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve or more months were as follows:

	March 31, 2023
	Less Than 12 Months					12 Months or Longer
			Gross					Gross
	Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses
	(In Thousands)
U.S. government and agency obligations	$	1,564	$	(169	)	$	198	$	(12	)
U.S. Treasury obligations		6,040		(138	)		41,842		(5,718	)
Municipal obligations		43,710		(1,005	)		81,141		(13,176	)
Corporate obligations		3,156		(85	)		2,837		(163	)
Mortgage-backed securities and collateralized mortgage obligations		66,949		(3,356	)		54,071		(7,166	)
Asset-backed securities		12,946		(127	)		-		-
Total	$	134,365	$	(4,880	)	$	180,089	$	(26,235	)

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 3.

INVESTMENT SECURITIES

– continued

	December 31, 2022
	Less Than 12 Months					12 Months or Longer
			Gross					Gross
	Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses
	(In Thousands)
U.S. government and agency obligations	$	1,773	$	(187	)	$	-	$	-
U.S. Treasury obligations		10,969		(196	)		40,982		(6,568	)
Municipal obligations		128,036		(8,781	)		33,092		(9,258	)
Corporate obligations		4,994		(246	)		995		(5	)
Mortgage-backed securities and collateralized mortgage obligations		67,310		(3,647	)		44,444		(6,934	)
Asset-backed securities		3,531		(38	)		-		-
Total	$	216,613	$	(13,095	)	$	119,513	$	(22,765	)

As of  March 31, 2023 and December 31, 2022, there were, respectively, 329 and 388 securities in unrealized loss positions. Based on analysis of available-for-sale debt securities with unrealized losses as of March 31, 2023, the Company determined the decline in value was unrelated to credit losses and was primarily caused by changes in interest rates and market spreads subsequent to the initial purchase of the securities. The Company does not intend to sell the securities, and it is not likely to be required to sell these securities prior to maturity. As a result, no ACL was recorded on available-for-sale securities at March 31, 2023. As part of this determination, consideration was given to the extent to which fair value was less than amortized cost, adverse security ratings by a rating agency and other factors.

NOTE 4. LOANS RECEIVABLE

Loans receivable consisted of the following:

			December 31,
			2022
Real estate loans:
Residential 1-4 family	196,805		$	195,703
Commercial real estate	849,440			826,549
Other loans:
Home equity	78,321			74,271
Consumer	28,996			27,609
Commercial	223,861			231,291
Total	1,377,423			1,355,423
Deferred loan fees, net(1)	-			(1,745	)
Allowance for credit losses (2)	(15,000	)		(14,000	)
Total loans, net	1,362,423		$	1,339,678
(1) Deferred loan fees, net are included in individual loan categories above and totaled 1.67 million as of March 31, 2023.
(2) Allowance for credit losses for the quarter ended March 31, 2023; allowance for loan losses for prior periods.

All values are in US Dollars.

Included in the above are loans guaranteed by U.S. government agencies totaling $24,294,000 and $24,605,000 at March 31, 2023 and  December 31, 2022, respectively.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4.

LOANS RECEIVABLE

– continued

The following table provides allowance for credit losses activity for the three months ended March 31, 2023.

	Residential		Commercial		Home
	1-4 Family		Real Estate		Equity		Consumer			Commercial		Total
	(In Thousands)
Allowance for credit losses on loans:
Beginning balance, December 31, 2022, prior to adoption of ASC 326	$	1,472	$	9,037	$	509	$	342		$	2,640	$	14,000
Impact of adopting ASC 326		21		534		3		1			141		700
Charge-offs		-		-		-		(1	)		-		(1	)
Recoveries		6		5		-		1			10		22
Provision		81		156		1		1			40		279
Total ending allowance balance, March 31, 2023	$	1,580	$	9,732	$	513	$	344		$	2,831	$	15,000

The following table provides allowance for loan losses activity for the three months ended March 31, 2022.

	Residential		Commercial		Home
	1-4 Family		Real Estate		Equity		Consumer			Commercial			Total
	(In Thousands)
Allowance for loan losses:
Beginning balance, December 31, 2021	$	1,596	$	7,470	$	533	$	365		$	2,536		$	12,500
Charge-offs		-		-		-		(8	)		(84	)		(92	)
Recoveries		-		6		-		-			7			13
Provision		20		183		3		-			73			279
Ending balance, March 31, 2022	$	1,616	$	7,659	$	536	$	357		$	2,532		$	12,700
Ending balance, March 31, 2022 allocated to loans individually evaluated for impairment	$	199	$	-	$	-	$	-		$	300		$	499
Ending balance, March 31, 2022 allocated to loans collectively evaluated for impairment	$	1,417	$	7,659	$	536	$	357		$	2,232		$	12,201
Loans receivable:
Ending balance, March 31, 2022	$	140,210	$	599,093	$	53,828	$	18,834		$	148,307		$	960,272
Ending balance, March 31, 2022 of loans individually evaluated for impairment	$	587	$	3,473	$	111	$	44		$	1,775		$	5,990
Ending balance, March 31, 2022 of loans collectively evaluated for impairment	$	139,623	$	595,620	$	53,717	$	18,790		$	146,532		$	954,282

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4.

LOANS RECEIVABLE

– continued

Internal classification of the loan portfolio by amortized cost and based on year originated was as follows:

	March 31, 2023
	2023		2022		2021		2020			2019		Prior		Revolving Loans		Total Loans
	(In Thousands)
RESIDENTIAL 1-4 FAMILY
Pass	$	3,869	$	38,503	$	26,027	$	16,419		$	12,222	$	35,910	$	1,152	$	134,102
Special Mention		-		-		-		-			-		374		-		374
Substandard		-		-		603		-			-		537		-		1,140
Total Residential 1-4 family		3,869		38,503		26,630		16,419			12,222		36,821		1,152		135,616
RESIDENTIAL 1-4 FAMILY CONSTRUCTION									****
Pass		1,172		35,647		16,969		-			-		301		1,414		55,503
Special Mention		-		-		5,686		-			-		-		-		5,686
Total Residential 1-4 family construction		1,172		35,647		22,655		-			-		301		1,414		61,189
COMMERCIAL REAL ESTATE									****
Pass		21,416		116,742		133,817		56,900			58,376		117,663		30,729		535,643
Special Mention		554		-		-		-			4,028		2,689		-		7,271
Substandard		-		-		-		-			-		1,702		-		1,702
Total Commercial real estate		21,970		116,742		133,817		56,900			62,404		122,054		30,729		544,616
COMMERCIAL CONSTRUCTION AND DEVELOPMENT									****
Pass		5,608		81,451		56,300		7,284			7,083		4,294		2,882		164,902
Special Mention		-		-		-		-			-		1,012		-		1,012
Total Commercial construction and development		5,608		81,451		56,300		7,284			7,083		5,306		2,882		165,914
FARMLAND									****
Pass		4,305		37,136		26,200		23,735			9,928		30,214		2,205		133,723
Special Mention		-		-		-		1,026			-		1,744		-		2,770
Substandard		-		407		-		65			245		1,700		-		2,417
Total Farmland		4,305		37,543		26,200		24,826			10,173		33,658		2,205		138,910
HOME EQUITY									****
Pass		225		5,201		394		608			687		2,906		68,185		78,206
Substandard		-		-		-		-			-		115		-		115
Total Home Equity		225		5,201		394		608			687		3,021		68,185		78,321
CONSUMER									****
Pass		4,754		11,358		5,100		3,021			945		1,681		2,037		28,896
Special Mention		-		10		-		-			-		-		1		11
Substandard		-		24		1		10			-		11		43		89
Total Consumer		4,754		11,392		5,101		3,031			945		1,692		2,081		28,996
COMMERCIAL									****
Pass		7,468		30,144		27,394		23,739			4,211		10,850		26,577		130,383
Special Mention		-		72		-		149			19		146		419		805
Substandard		-		-		49		(14	)		-		-		21		56
Doubtful		-		-		-		-			-		8		-		8
Total Commercial		7,468		30,216		27,443		23,874			4,230		11,004		27,017		131,252
AGRICULTURAL									****
Pass		7,700		27,948		10,030		7,889			2,146		2,144		31,549		89,406
Special Mention		-		187		60		-			119		-		525		891
Substandard		-		211		186		55			870		559		331		2,212
Doubtful		-		-		-		-			-		100		-		100
Total Agricultural		7,700		28,346		10,276		7,944			3,135		2,803		32,405		92,609
TOTAL LOANS									****
Pass		56,517		384,130		302,231		139,595			95,598		205,963		166,730		1,350,764
Special Mention		554		269		5,746		1,175			4,166		5,965		945		18,820
Substandard		-		642		839		116			1,115		4,624		395		7,731
Doubtful		-		-		-		-			-		108		-		108
Total	$	57,071	$	385,041	$	308,816	$	140,886		$	100,879	$	216,660	$	168,070	$	1,377,423

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4.

LOANS RECEIVABLE

– continued

Internal classification of the loan portfolio was as follows (prior to the adoption of ASU No. 2016-13):

	December 31, 2022
			Special
	Pass		Mention		Substandard		Doubtful		Loss		Total
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	135,079	$	515	$	353		-	$	-	$	135,947
Residential 1-4 family construction		59,756		-		-		-		-		59,756
Commercial real estate		520,505		16,833		1,732		-		-		539,070
Commercial construction and development		150,101		1,044		-		-		-		151,145
Farmland		131,646		2,232		2,456		-		-		136,334
Other loans:
Home equity		74,147		-		124		-		-		74,271
Consumer		27,560		10		39		-		-		27,609
Commercial		125,035		1,476		736		8		-		127,255
Agricultural		101,441		311		2,182		102		-		104,036
Total	$	1,325,270	$	22,421	$	7,622	$	110	$	-	$	1,355,423

The following tables include information regarding delinquencies within the loan portfolio.

	March 31, 2023
	Loans Past Due and Still Accruing
							Nonaccrual
	30-89 Days<br> <br>Past Due		90 Days and Greater		Total		Loans with<br> <br>no ACL		Nonaccrual<br> <br>Loans with ACL		Current<br> <br>Loans		Total<br> <br>Loans
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	186	$	330	$	516	$	939	$	-	$	134,161	$	135,616
Residential 1-4 family construction		-		-		-		-		-		61,189		61,189
Commercial real estate		3		774		777		339		-		543,500		544,616
Commercial construction and development		105		-		105		-		-		165,809		165,914
Farmland		2,084		-		2,084		2,132		-		134,694		138,910
Other loans:		-
Home equity		210		-		210		99		-		78,012		78,321
Consumer		85		-		85		51		-		28,860		28,996
Commercial		319		137		456		43		-		130,753		131,252
Agricultural		1,433		-		1,433		2,099		180		88,897		92,609
Total	$	4,425	$	1,241	$	5,666	$	5,702	$	180	$	1,365,875	$	1,377,423

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4. LOANS RECEIVABLE

– continued

	December 31, 2022
	Loans Past Due and Still Accruing
			90 Days
	30-89 Days		and				Nonaccrual		Current		Total
	Past Due		Greater		Total		Loans		Loans		Loans
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	1,798	$	330	$	2,128	$	483	$	133,336	$	135,947
Residential 1-4 family construction		500		-		500		-		59,256		59,756
Commercial real estate		780		-		780		350		537,940		539,070
Commercial construction and development		-		-		-		-		151,145		151,145
Farmland		1,620		-		1,620		754		133,960		136,334
Other loans:
Home equity		226		-		226		107		73,938		74,271
Consumer		93		-		93		25		27,491		27,609
Commercial		597		746		1,343		44		125,868		127,255
Agricultural		-		-		-		1,535		102,501		104,036
Total	$	5,614	$	1,076	$	6,690	$	3,298	$	1,345,435	$	1,355,423

The following table presents the amortized cost basis of collateral-dependent loans by class of loans.

	March 31, 2023
	Real Estate		Business Assets
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	887	$	-
Commercial real estate		39		1,075
Farmland		3,666		-
Other loans:
Home equity		68		-
Commercial		-		217
Agricultural		-		2,486
Total	$	4,660	$	3,778

Prior to the implementation of ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) on January 1, 2023, a loan was considered impaired when the Company determined it was probable that it would be unable to collect all amounts due to the contractual terms of the loan agreement, including scheduled interest payments. Various factors determined impairment such as the financial condition of the borrower, value of the underlying collateral, and general economic conditions.

The following table provides additional information on impaired loans with and without related allowance reserves at December 31, 2022:

	December 31, 2022
			Unpaid
	Recorded		Principal		Related
	Investment		Balance		Allowance
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	483	$	585	$	-
Residential 1-4 family construction		-		-		-
Commercial real estate		3,614		3,697		-
Commercial construction and development		-		-		-
Farmland		754		866		-
Other loans:
Home equity		107		133		-
Consumer		25		30		-
Commercial		184		232		35
Agricultural		1,535		1,633		115
Total	$	6,702	$	7,176	$	150

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4. LOANS RECEIVABLE

– continued

	Three Months Ended
	March 31,
	2022
	Average Recorded Investment
	(In Thousands)
Real estate loans:
Residential 1-4 family	$	601
Residential 1-4 family construction		169
Commercial real estate		1,945
Commercial construction and development		-
Farmland		1,619
Other loans:
Home equity		113
Consumer		53
Commercial		285
Agricultural		1,740
Total	$	6,525

Interest income recognized on impaired loans for the three months ended March 31, 2022 is considered insignificant. Interest payments received on a cash basis related to impaired loans were $415,000 at December 31, 2022.

Effective January 1, 2023, the Company adopted ASU No. 2022-02, Financial Instruments - Credit Losses (Topic 326) Troubled Debt Restructurings and Vintage Disclosures. The update eliminated the recognitions and measure of TDRs while expanding loan modification and vintage disclosures for borrowers experiencing financial difficulty. Due to the removal of the TDR designation, the Company evaluates all loan restructurings according to accounting guidance for loan modifications. Modifications to borrowers experiencing financial difficulties are considered modifications if the creditor grants a concession to the debtor, for economic or legal reasons related to the debtor's financial difficulties, that it would not otherwise consider. Loan modifications that result in a change in the timing or amount of contractual cash flows include situations where there are interest rate reductions, term extensions, other than insignificant payment delays, and combinations of the listed modifications.

As of  March 31, 2023, the Company modified one commercial real estate loan with an amortized cost basis of $554,000 for a borrower experiencing financial difficulty by consolidating two lines of credit and refinancing into one long term loan for ten years. There was no forgiveness of principal and the loan was current with its modified terms as of March 31, 2023.

Prior to the adoption of ASU No. 2022-02, during the three months ended March 31, 2022, there were two new TDR loans. The recorded investments for both agricultural loans at the time of restructure were $331,000 and $145,000. No charge-offs were incurred and the loans continue to be on nonaccrual status.

NOTE 5. MORTGAGE SERVICING RIGHTS

---

The Company is servicing mortgage loans for the benefit of others which are not included in the condensed consolidated statements of financial condition and have unpaid principal balances of $2,025,944,000 and $2,022,066,000 at  March 31, 2023 and December 31, 2022, respectively. Servicing loans for others generally consists of collecting mortgage payments, maintaining escrow accounts, disbursing payments to investors and foreclosure processing. Mortgage loan servicing fees were $1,266,000 and $1,156,000 for the three months ended March 31, 2023 and 2022, respectively. These fees, net of amortization, are included in mortgage banking, net which is a component of noninterest income on the condensed consolidated statements of income.

Custodial balances maintained in connection with the foregoing loan servicing are included in noninterest checking deposits and were $18,726,000 and $11,912,000 at  March 31, 2023 and December 31, 2022, respectively.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 5.

MORTGAGE SERVICING RIGHTS – continued

The following table is a summary of activity in mortgage servicing rights:

	As of or For the
	Three Months Ended
	March 31,
	2023			2022
	(In Thousands)
Mortgage servicing rights:
Beginning balance	$	15,412		$	13,749
Mortgage servicing rights capitalized		863			1,148
Amortization of mortgage servicing rights		(400	)		(609	)
Ending balance	$	15,875		$	14,288
Valuation allowance:
Beginning balance		-			(56	)
Recovery of mortgage servicing rights		-			56
Ending balance		-			-
Mortgage servicing rights, net	$	15,875		$	14,288

Recovery of servicing rights is included in other noninterest expense on the condensed consolidated statements of income.

The fair values of these rights were $19,337,000 and $19,288,000 at  March 31, 2023 and December 31, 2022, respectively. The fair value of servicing rights was determined at loan level, depending on the interest rate and term of the specific loan, using the following valuation assumptions:

	March 31,		December 31,
	2023		2022
Key assumptions:
Discount rate		12%		12%
Prepayment speed range		118-402%		116-210%
Weighted average prepayment speed		130%		131%

NOTE 6. DEPOSITS

Deposits are summarized as follows:

	March 31,		December 31,
	2023		2022
	(In Thousands)
Noninterest checking	$	460,195	$	468,955
Interest-bearing checking		237,365		252,922
Savings		258,225		273,790
Money market		334,746		387,947
Time certificates of deposit		317,007		251,658
Total	$	1,607,538	$	1,635,272

NOTE 7. OTHER LONG-TERM DEBT

---

Other long-term debt consisted of the following:

---

	March 31, 2023					December 31, 2022
			Unamortized					Unamortized
			Debt					Debt
	Principal		Issuance			Principal		Issuance
	Amount		Costs			Amount		Costs
	(In Thousands)
Subordinated debentures fixed at 5.50% to floating, due 2030		15,000		(244	)		15,000		(249	)
Subordinated debentures fixed at 3.50% to floating, due 2032		40,000		(1,024	)		40,000		(1,062	)
Subordinated debentures variable at 3-Month Libor plus 1.42%, due 2035		5,155		-			5,155		-
Total other long-term debt	$	60,155	$	(1,268	)	$	60,155	$	(1,311	)

In January 2022, the Company completed the issuance of $40,000,000 in aggregate principal amount of subordinated notes due in 2032 in a private placement transaction to certain institutional accredited investors and qualified buyers. The notes bear interest at an annual fixed rate of 3.50% payable semi-annually. Starting February 1, 2027, interest will accrue at a floating rate per annum equal to a benchmark rate, which is expected to be three-month term Secured Overnight Financing Rate ("SOFR") plus a spread of 218.0 basis points, payable quarterly. The notes are subject to redemption at the option of the Company on or after February 1, 2027. The subordinated debentures qualify as Tier 2 capital for regulatory capital purposes.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE

7. OTHER LONG-TERM DEBT– continued

In June 2020, the Company completed the issuance of $15,000,000 in aggregate principal amount of subordinated notes due in 2030 in a private placement transaction to certain qualified institutional accredited investors. The notes bear interest at an annual fixed rate of 5.50% payable semi-annually. Starting *July 1, 2025,*interest will accrue at a floating rate per annum equal to a benchmark rate, which is expected to be three-month term SOFR plus a spread of 509.0 basis points, payable quarterly. The notes are subject to redemption at the option of the Company on or after July 1, 2025. The subordinated debentures qualify as Tier 2 capital for regulatory capital purposes.

In February 2017, the Company completed the issuance, through a private placement, of $10,000,000 aggregate principal amount of 5.75% fixed senior unsecured notes due in 2022. The interest was paid semi-annually through maturity date. The notes were not subject to redemption at the option of the Company. The notes were redeemed on February 15, 2022.

In September 2005, the Company completed the private placement of $5,155,000 in subordinated debentures to the Trust. The Trust funded the purchase of the subordinated debentures through the sale of trust preferred securities to First Tennessee Bank, N.A. with a liquidation value of $5,155,000. Using interest payments made by the Company on the debentures, the Trust began paying quarterly dividends to preferred security holders in December 2005. The annual percentage rate of the interest payable on the subordinated debentures and distributions payable on the preferred securities was fixed at 6.02% until December 2010 then became variable at three-month LIBOR plus 1.42%, making the rate 6.61% and 6.20% as of March 31, 2023 and December 31, 2022, respectively. Dividends on the preferred securities are cumulative and the Trust may defer the payments for up to five years. The preferred securities mature in December 2035 unless the Company elects and obtains regulatory approval to accelerate the maturity date. The subordinated debentures qualify as Tier 1 capital for regulatory purposes.

NOTE 8. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

---

The following table includes information regarding the activity in accumulated other comprehensive income (loss).

	Unrealized
	(Losses) Gains
	on Securities
	Available-for-Sale
	(In Thousands)
Balance, December 31, 2022	$	(26,357	)
Other comprehensive income, before reclassifications and income taxes		4,977
Amounts reclassified from accumulated other comprehensive loss, before income taxes		224
Income tax provision		(1,369	)
Total other comprehensive income		3,832
Balance, March 31, 2023	$	(22,525	)
Balance, December 31, 2021	$	3,493
Other comprehensive loss, before reclassifications and income taxes		(17,067	)
Amounts reclassified from accumulated other comprehensive income, before income taxes		-
Income tax benefit		4,494
Total other comprehensive loss		(12,573	)
Balance, March 31, 2022	$	(9,080	)

NOTE 9. EARNINGS PER COMMON SHARE

---

The computations of basic and diluted earnings per common share are as follows:

	Three Months Ended
	March 31,
	2023		2022
	(Dollars in Thousands, Except Per Share Data)
Basic weighted average shares outstanding		7,790,188		6,506,133
Dilutive effect of stock compensation		2,279		12,714
Diluted weighted average shares outstanding		7,792,467		6,518,847
Net income available to common shareholders	$	3,242	$	2,216
Basic earnings common per share	$	0.42	$	0.34
Diluted earnings per common share	$	0.42	$	0.34

There were 11,625 weighted average shares outstanding for the three months ended March 31, 2023 that were not included in the computation of diluted earnings per common share because their effect would be anti-dilutive. There were no anti-dilutive shares for the three months ended March 31, 2022.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 10. DERIVATIVES AND HEDGING ACTIVITIES

---

The Company enters into commitments to originate and sell mortgage loans. The Bank uses derivatives to hedge the risk of changes in fair values of interest rate lock commitments and mortgage loans held-for-sale. An optimal amount of mortgage loans are sold directly into bulk commitments with investors at the time an interest rate is locked, other loans are sold on an individual best efforts basis at the time an interest rate is locked, and the remaining balance of locked loans are hedged using To-Be-Announced (“TBA”) mortgage-backed securities or bulk mandatory forward loan sale commitments.

Derivatives are accounted for as free-standing or economic derivatives and are measured at fair value. Derivatives are recorded as either other assets or other liabilities on the condensed consolidated statements of condition.

Derivatives are summarized as follows:

	March 31, 2023						December 31, 2022
	Notional		Fair Value				Notional		Fair Value
	Amount		Asset		Liability		Amount		Asset		Liability
	(In Thousands)
Interest rate lock commitments	$	30,962	$	130	$	-	$	18,603	$	-	$	81
Forward TBA mortgage-backed securities		21,000		-		317		13,000		11		-

Changes in the fair value of the derivatives are recorded in mortgage banking, net within noninterest income on the condensed consolidated statements of income. A net loss of $117,000 and $60,000 was recorded for the three months ended March 31, 2023 and 2022, respectively.

NOTE 11. FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Assets and liabilities that are measured at fair value are grouped in three levels within the fair value hierarchy based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.

The fair value hierarchy is as follows:

■	Level 1 Inputs – Valuations are based on unadjusted quoted prices in active markets for identical assets or liabilities.
■	Level 2 Inputs – Valuations are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuations for which all significant assumptions are observable or can be corroborated by observable market data.
---	---
■	Level 3 Inputs – Valuations are based on unobservable inputs that may include significant management judgment and estimation.
---	---

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy at the reporting date, is set forth below.

Available-for-Sale Securities – Securities classified as available-for-sale are reported at fair value utilizing Level 1 (nationally recognized securities exchanges) and Level 2 inputs. For level 2 securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include but is not limited to dealer quotes, market spreads, cash flows, the U. S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the bond’s terms and conditions.

Loans Held-for-Sale – These loans are reported at fair value. Fair value is determined based on expected proceeds based on committed sales contracts and commitments of similar loans if not already committed and are considered Level 2 inputs.

Derivative Instruments – The fair value of the interest rate lock commitments, forward TBA mortgage-backed securities and mandatory forward commitments are estimated using quoted or published market prices for similar instruments and adjusted for factors such as pull-through rate assumptions based on historical information, where appropriate. Interest rate lock commitments are considered Level 3 inputs and forward TBA mortgage-backed securities and mandatory forward commitments are considered Level 2 inputs.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 11. FAIR VALUE OF FINANCIAL INSTRUMENTS

– continued

Collateral-Dependent Loans– Individually reviewed collateral-dependent loans are reported at the fair value of the underlying collateral less costs to sell. Collateral-dependent loans are considered Level 3 inputs. Collateral values are estimated using Level 3 inputs based on internally customized discounting criteria.

---

Real Estate and Other Repossessed Assets – Fair values are determined at the time the loan is foreclosed upon and the asset is transferred from loans. The value is based primarily on third party appraisals, less costs to sell and are considered Level 3 inputs for determining fair value. Repossessed assets are reviewed and evaluated periodically for additional impairment and adjusted accordingly.

---

Mortgage Servicing Rights ****** – The fair value of mortgage servicing rights are estimated using net present value of expected cash flows based on a third party model that incorporates industry assumptions and is adjusted for factors such as prepayment speeds and are considered Level 3 inputs.

The following tables summarize financial assets and financial liabilities measured at fair value on a recurring basis, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value.

	March 31, 2023
	Level 1		Level 2		Level 3		Total Fair
	Inputs		Inputs		Inputs		Value
	(In Thousands)
Financial assets:
Available-for-sale securities
U.S. government and agency obligations	$	-	$	7,827	$	-	$	7,827
U.S. treasury obligations		47,882		-		-		47,882
Municipal obligations		-		153,144		-		153,144
Corporate obligations		-		5,993		-		5,993
Mortgage-backed securities		-		31,043		-		31,043
Collateralized mortgage obligations		-		90,588		-		90,588
Asset-backed securities		-		12,946		-		12,946
Loans held-for-sale		-		9,927		-		9,927
Interest rate lock commitments		-		-		130		130
Financial liabilities:
Forward TBA mortgage-backed securities		-		317		-		317
	December 31, 2022
---	---	---	---	---	---	---	---	---
	Level 1		Level 2		Level 3		Total Fair
	Inputs		Inputs		Inputs		Value
	(In Thousands)
Financial assets:
Available-for-sale securities
U.S. government and agency obligations	$	-	$	2,390	$	-	$	2,390
U.S. treasury obligations		51,951		-		-		51,951
Municipal obligations		-		172,849		-		172,849
Corporate obligations		-		6,990		-		6,990
Mortgage-backed securities		-		29,653		-		29,653
Collateralized mortgage obligations		-		82,131		-		82,131
Asset-backed securities		-		3,531		-		3,531
Loans held-for-sale		-		8,250		-		8,250
Forward TBA mortgage-backed securities		-		11		-		11
Financial liabilities:
Interest rate lock commitments		-		-		81		81

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 11. FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

Certain financial assets may be measured at fair value on a nonrecurring basis. These assets are subject to fair value adjustments that result from the application of lower of cost or fair value accounting or write-downs of individual assets, such as impaired loans that are collateral-dependent, real estate and other repossessed assets and mortgage servicing rights.

The following table summarizes financial assets measured at fair value on a nonrecurring basis for which a nonrecurring change in fair value has been recorded during the reporting periods presented:

	March 31, 2023
	Level 1		Level 2		Level 3		Total Fair
	Inputs		Inputs		Inputs		Value
	(In Thousands)
Collateral-dependent loans individually evaluated, net of ACL^(1)^	$	-	$	-	$	52	$	52
Mortgage servicing rights		-		-		-		-
	December 31, 2022
---	---	---	---	---	---	---	---	---
	Level 1		Level 2		Level 3		Total Fair
	Inputs		Inputs		Inputs		Value
	(In Thousands)
Impaired loans^(1)^	$	-	$	-	$	281	$	281
Mortgage servicing rights		-		-		1,346	$	1,346

^(1)^The Company adopted ASU No. 2016-13 as of January 1, 2023, which changes the methodology for impaired loans. The comparable period presents impaired loans under previously applicable GAAP.

The following table represents the Banks’s Level 3 financial assets and liabilities, the valuation techniques used to measure the fair value of those financial assets and liabilities, and the significant unobservable inputs and the ranges of values for those inputs.

	Principal	Significant	Range of
	Valuation	Unobservable	Significant Input
Instrument	Technique	Inputs	Values
Collateral-dependent loans	Fair value of underlying collateral	Discount applied to the obtained appraisal	10-30%
Real estate and other repossessed assets	Fair value of collateral	Discount applied to the obtained appraisal	10-30%
Mortgage servicing rights	Discounted cash flows	Discount rate	10-15%
		Prepayment speeds	110-405%
Interest rate lock commitments	Internal pricing model	Pull-through expectations	80-95%

---

The following tables provide a reconciliation of assets and liabilities measured at fair value using significant unobservable inputs (Level 3) on a recurring basis during the three months ended March 31, 2023.

	Three Months Ended
	March 31,
	2023			2022
	Interest Rate Lock Commitments
	(In Thousands)
Balance, January 1, 2023	$	(81	)	$	1,218
Purchases and issuances		37			287
Sales and settlements		174			(1,414	)
Balance, March 31, 2023	$	130		$	91
Unrealized gains (losses) relating to items held at end of period	$	211		$	(1,127	)

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 11. FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

The tables below summarize the estimated fair values of financial instruments of the Company, whether or not recognized at fair value on the condensed consolidated statements of condition. The tables are followed by methods and assumptions that were used by the Company in estimating the fair value of the classes of financial instruments.

	March 31, 2023
							Total
	Level 1		Level 2		Level 3		Estimated		Carrying
	Inputs		Inputs		Inputs		Fair Value		Amount
	(In Thousands)
Financial assets:
Cash and cash equivalents	$	19,435	$	-	$	-	$	19,435	$	19,435
FHLB stock		-		7,360		-		7,360		7,360
FRB stock		-		4,131		-		4,131		4,131
Loans receivable, gross		-		-		1,335,963		1,335,963		1,377,423
Accrued interest and dividends receivable		10,427		-		-		10,427		10,427
Mortgage servicing rights		-		-		19,337		19,337		15,875
Financial liabilities:
Non-maturing interest-bearing deposits		-		830,336		-		830,336		830,336
Noninterest-bearing deposits		460,195		-		-		460,195		460,195
Time certificates of deposit		-		-		312,727		312,727		317,007
Accrued expenses and other liabilities		30,448		-		-		30,448		30,448
FHLB advances and other borrowings		-		-		122,481		122,481		122,530
Other long-term debt		-		-		57,888		57,888		60,155
	December 31, 2022
---	---	---	---	---	---	---	---	---	---	---
							Total
	Level 1		Level 2		Level 3		Estimated		Carrying
	Inputs		Inputs		Inputs		Fair Value		Amount
	(In Thousands)
Financial assets:
Cash and cash equivalents	$	21,811	$	-	$	-	$	21,811	$	21,811
FHLB stock		-		5,089		-		5,089		5,089
FRB stock		-		4,131		-		4,131		4,131
Loans receivable, gross		-		-		1,322,814		1,322,814		1,353,678
Accrued interest and dividends receivable		11,284		-		-		11,284		11,284
Mortgage servicing rights		-		-		19,288		19,288		15,412
Financial liabilities:
Non-maturing interest-bearing deposits		-		914,659		-		914,659		914,659
Noninterest-bearing deposits		468,955		-		-		468,955		468,955
Time certificates of deposit		-		-		246,348		246,348		251,658
Accrued expenses and other liabilities		26,377		-		-		26,377		26,377
FHLB advances and other borrowings		-		-		69,373		69,373		69,394
Other long-term debt		-		-		56,721		56,721		60,155

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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

Introduction ****

This discussion and analysis provides information that management believes is necessary to understand Eagle's financial condition, changes in financial condition, results of operations, and cash flows for the three months ended March 31, 2023, as compared to 2022. The following should be read in conjunction with the Company's Consolidated Financial Statements, and accompanying Notes thereto, for the year ended December 31, 2022, included in Eagle's Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (SEC) on March 8, 2023, and in conjunction with the Condensed Consolidated Financial Statements, and accompanying Notes thereto, included in Part I - Item 1. Financial Statements. The results of operations for the three months ended March 31, 2023, are not necessarily indicative of the future results that may be attained for the entire year or other interim periods.

Executive Summary

The Company’s primary business activity is the ownership of its wholly owned subsidiary, Opportunity Bank of Montana (the “Bank”). The Bank is a Montana chartered commercial bank that focuses on both consumer and commercial lending. It engages in typical banking activities: acquiring deposits from local markets and originating loans and investing in securities. Our earnings depend primarily on our level of net interest income, which is the difference between interest earned on our interest-earning assets, consisting primarily of loans and investment securities, and the interest paid on interest-bearing liabilities, consisting primarily of deposits, borrowed funds, and trust-preferred securities. Net interest income is a function of our interest rate spread, which is the difference between the average yield earned on our interest-earning assets and the average rate paid on our interest-bearing liabilities, as well as a function of the average balance of interest-earning assets compared to interest-bearing liabilities. Also contributing to our earnings is noninterest income, which consists primarily of service charges and fees on loan and deposit products and services, net gains and losses on sale of assets, and mortgage loan service fees. Net interest income and noninterest income are offset by provisions for loan losses, general administrative and other expenses, including salaries and employee benefits and occupancy and equipment costs, as well as by state and federal income tax expense.

The Bank has a strong mortgage lending focus, with a large portion of its loan originations represented by single-family residential mortgages, which has enabled it to successfully market home equity loans, as well as a wide range of shorter term consumer loans for various personal needs (automobiles, recreational vehicles, etc.). The Bank has also focused on adding commercial loans to its portfolio, both real estate and non-real estate. We have made significant progress in this initiative. The purpose of this diversification is to mitigate the Bank’s dependence on the residential mortgage market, as well as to improve our ability to manage our interest rate spread. Recent acquisitions have added to our agricultural loans, which generally have shorter maturities and nominally higher interest rates. This has provided additional interest income and improved interest rate sensitivity. The Bank’s management recognizes that fee income will also enable it to be less dependent on specialized lending and it now maintains a significant loan serviced portfolio which provides a steady source of fee income. Fee income is also supplemented with fees generated from deposit accounts. The Bank has a high percentage of non-maturity deposits, such as checking accounts and savings accounts, which allows management flexibility in managing its spread. Non-maturity deposits and certificates of deposits do not automatically reprice as interest rates rise. Gain on sale of loans also provides significant noninterest income in periods of high mortgage loan origination volumes. Such income will be adversely affected in periods of lower mortgage activity.

Management continues to focus on improving the Bank’s earnings. Management believes the Bank needs to continue to concentrate on increasing net interest margin, other areas of fee income and control of operating expenses to achieve earnings growth going forward. Management’s strategy of growing the loan portfolio and deposit base is expected to help achieve these goals as follows: loans typically earn higher rates of return than investments; a larger deposit base should yield higher fee income; increasing the asset base will reduce the relative impact of fixed operating costs. The biggest challenge to the strategy is funding the growth of the statement of financial condition in an efficient manner. It may become more difficult to maintain deposit growth due to significant competition, the current conditions in the banking industry and possible reduced customer demand for deposits as customers may shift into other asset classes.

The level and movement of interest rates impacts the Bank’s earnings as well. The Federal Open Market Committee increased the federal funds target rate to 4.50% during the year ended December 31, 2022. The rate increased to 5.00% during the three months ended March 31, 2023.

Recent Events

Acquisitions

On September 30, 2021, the Company entered into an Agreement and Plan of Merger with First Community Bancorp, Inc. ("FCB"), a Montana corporation, and FCB's wholly-owned subsidiary, First Community Bank, a Montana chartered commercial bank. The Merger Agreement provided that, upon the terms and subject to the conditions set forth in the Merger Agreement, FCB would merge with and into Eagle, with Eagle continuing as the surviving corporation. The transaction closed on April 30, 2022. In the transaction, Eagle acquired nine retail bank branches and two loan production offices in Montana. The total consideration paid was $38.58 million and included cash consideration of $10.23 million and common stock issued of $28.35 million.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition

Comparisons of financial condition in this section are between March 31, 2023 and December 31, 2022.

Total assets were $1.98 billion at March 31, 2023, an increase of $34.36 million, or 1.8% from $1.95 billion at December 31, 2022. Loans receivable, net increasedby $22.74 million from December 31, 2022. Total liabilities were $1.82 billion at March 31, 2023, an increase of $29.75 million, or 1.7%, from $1.79 billion at December 31, 2022. Total borrowings increased $53.19 million from December 31, 2022 and total deposits decreased $27.73 million from December 31, 2022. Total shareholders’ equity increased $4.60 million or 2.9% from December 31, 2022.

Financial Condition Details

Investment Activities

The following table summarizes investment activities:

	March 31,					December 31,
	2023					2022
	Fair Value		Percentage of Total			Fair Value		Percentage of Total
	(Dollars in Thousands)
Securities available-for-sale:
U.S. government and agency obligations	$	7,827		2.24	%	$	2,390		0.68	%
U.S. Treasury obligations		47,882		13.70			51,951		14.86
Municipal obligations		153,144		43.83			172,849		49.47
Corporate obligations		5,993		1.72			6,990		2.00
Mortgage-backed securities		31,043		8.88			29,653		8.48
Collateralized mortgage obligations		90,588		25.93			82,131		23.50
Asset-backed securities		12,946		3.70			3,531		1.01
Total securities available-for-sale	$	349,423		100.00	%	$	349,495		100.00	%

Securities available-for-sale were $349.42 million at March 31, 2023, a decrease of $72,000, from $349.50 million at December 31, 2022. The decrease was due to sales of $22.77 million and maturity, principal payments and call activity of $10.09 million. These decreases were largely offset by $28.13 million in investment purchases. In addition, the unrealized losses on securities improved from year end, decreasing by $5.20 million.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

Lending Activities

The following table includes the composition of the Bank’s loan portfolio by loan category:

	March 31,						December 31,
	2023						2022
	Amount			Percent of Total			Amount			Percent of Total
	(Dollars in thousands)
Real estate loans:
Residential 1-4 family ^(1)^	$	135,615			9.85	%	$	135,947			10.03	%
Residential 1-4 family construction		61,190			4.44			59,756			4.41
Total residential 1-4 family		196,805			14.29			195,703			14.44
Commercial real estate		544,618			39.53			539,070			39.76
Commercial construction and development		165,912			12.05			151,145			11.15
Farmland		138,910			10.08			136,334			10.06
Total commercial real estate		849,440			61.66			826,549			60.97
Total real estate loans		1,046,245			75.95			1,022,252			75.41
Other loans:
Home equity		78,321			5.69			74,271			5.48
Consumer		28,996			2.11			27,609			2.04
Commercial		131,252			9.53			127,255			9.39
Agricultural		92,609			6.72			104,036			7.68
Total commercial loans		223,861			16.25			231,291			17.07
Total other loans		331,178			24.05			333,171			24.59
Total loans		1,377,423			100.00	%		1,355,423			100.00	%
Deferred loan fees^(2)^		-						(1,745	)
Allowance for credit losses ^(3)^		(15,000	)					(14,000	)
Total loans, net	$	1,362,423					$	1,339,678
^(1)^	Excludes loans held-for-sale.
---	---
^(2)^	Deferred loan fees, net included in individual loan categories above for the quarter ended March 31, 2023.
^(3)^	Allowance for credit losses for the quarter ended March 31, 2023; allowance for loan losses for prior periods.

Loans receivable, net increased $22.74 million, or 1.7%, to $1.36 billion at March 31, 2023 from $1.34 billion at December 31, 2022. Total commercial real estate loans increased $22.89 million, total home equity loans increased $4.05 million, total residential loans increased $1.11 million, consumer loans increased $1.39 million, and commercial loans decreased $7.43 million.

Total loan originations were $144.52 million for the three months ended March 31, 2023. Total residential 1-4 family originations were $71.47 million, which includes $64.84 million of loans held-for-sale originations. Total commercial real estate originations were $35.18 million. Total commercial originations were $29.08 million. Consumer loan originations totaled $5.11 million. Home equity loan originations totaled $3.68 million. Loans held-for-sale increased by $1.68 million to $9.93 million at March 31, 2023 from $8.25 million at December 31, 2022.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

---

Lending Activities– continued

Generally, our collection procedures provide that when a loan is 15 or more days delinquent, the borrower is sent a past due notice. If the loan becomes 30 days delinquent, the borrower is sent a written delinquency notice requiring payment. If the delinquency continues, subsequent efforts are made to contact the delinquent borrower, including face to face meetings and counseling to resolve the delinquency. All collection actions are undertaken with the objective of compliance with the Fair Debt Collection Act.

For mortgage loans and home equity loans, if the borrower is unable to cure the delinquency or reach a payment agreement, we will institute foreclosure actions. If a foreclosure action is taken and the loan is not reinstated, paid in full or refinanced, the property is sold at judicial sale at which we may be the buyer if there are no adequate offers to satisfy the debt. Any property acquired as the result of foreclosure, or by deed in lieu of foreclosure, is classified as real estate owned until such time as it is sold or otherwise disposed of. When real estate owned is acquired, it is recorded at its fair market value less estimated selling costs. The initial recording of any loss is charged to the allowance for credit losses. Subsequent write-downs are recorded as a charge to operations. As of March 31, 2023 and December 31, 2022 there was no real estate owned and other repossessed property.

The following table sets forth information regarding nonperforming assets:

---

	March 31,			December 31,
	2023			2022
	(Dollars in Thousands)
Nonaccrual loans
Real estate loans:
Residential 1-4 family	$	939		$	483
Commercial real estate		339			350
Farmland		2,132			143
Other loans:
Home equity		99			96
Consumer		51			25
Commercial		43			44
Agricultural		2,279			1,059
Accruing loans delinquent 90 days or more
Real estate loans:
Residential 1-4 family		330			330
Commercial real estate		774			-
Other loans:
Commercial		137			746
Restructured loans:		-			4,502
Total nonperforming loans		7,123			7,778
Real estate owned and other repossessed property, net		-			-
Total nonperforming assets	$	7,123		$	7,778
Total nonperforming loans to total loans		0.52	%		0.57	%
Total nonperforming loans to total assets		0.36	%		0.40	%
Total nonaccrual loans to total loans		0.43	%		0.24	%
Total nonperforming assets to total assets		0.36	%		0.40	%

Nonaccrual loans as of March 31, 2023 and December 31, 2022 include $589,000 and $694,000, respectively of acquired loans that deteriorated subsequent to the acquisition date.

Effective January 1, 2023, the Company adopted ASU No. 2022-02, Financial Instruments - Credit Losses (Topic 326) Troubled Debt Restructurings ("TDRs") and Vintage Disclosures. The update eliminated the recognition and measurement of TDRs, therefore, TDRs are not included in nonperforming assets as of March 31, 2023.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

Deposits and Other Sources of Funds

The following table includes deposit accounts by category:

	March 31,					December 31,
	2023					2022
			Percent					Percent
	Amount		of Total			Amount		of Total
	(Dollars in Thousands)
Noninterest checking	$	460,195		28.63	%	$	468,955		28.68	%
Interest-bearing checking		237,365		14.77			252,922		15.47
Savings		258,225		16.06			273,790		16.74
Money market		334,746		20.82			387,947		23.72
Total		1,290,531		80.28			1,383,614		84.61
Certificates of deposit accounts:
IRA certificates		24,521		1.53			24,907		1.52
Brokered certificates		19,574		1.22			-		0.00
Other certificates		272,912		16.97			226,751		13.87
Total certificates of deposit		317,007		19.72			251,658		15.39
Total deposits	$	1,607,538		100.00	%	$	1,635,272		100.00	%

Deposits slightly decreased by $27.73 million, or 1.7%, to $1.61 billion at March 31, 2023 from $1.64 billion at December 31, 2022. Money market decreased by $53.21 million, savings decreased by $15.56 million, interest-bearing checking decreased by $15.55 million, and noninterest checking decreased by $8.76 million. However, these decreases were largely offset by increases in certificates of deposits of $65.35 million.

The estimated amount of uninsured deposits was $292.05 million or 18% of total deposits at March 31, 2023.

The following table summarizes borrowing activity:

	March 31,					December 31,
	2023					2022
	Net		Percent			Net		Percent
	Amount		of Total			Amount		of Total
	(Dollars in Thousands)
FHLB advances and other borrowings	$	122,530		67.55	%	$	69,394		54.11	%
Other long-term debt:
Subordinated debentures fixed at 5.50% to floating, due 2030		14,756		8.13			14,751		11.50
Subordinated debentures fixed at 3.50% to floating, due 2032		38,976		21.48			38,938		30.37
Subordinated debentures variable, due 2035		5,155		2.84			5,155		4.02
Total other long-term debt		58,887		32.45			58,844		45.89
Total borrowings	$	181,417		100.00	%	$	128,238		100.00	%

Total borrowings increased by $53.18 million, or 41.5% to $181.42 million at March 31, 2023 from $128.24 million at December 31, 2022. This increase is largely due to an increase in FHLB advances and other borrowings related to funding loan growth.

Shareholders’ Equity

Total shareholders’ equity increased by $4.60 million, or 2.9%, to $163.02 million at March 31, 2023 from $158.42 million at December 31, 2022. The increase was impacted by net income of $3.24 million and a decrease in unrealized losses on securities available-for-sale of $3.83 million. These increases were offset by a net of tax cumulative adjustment of $1.62 million related to the adoption of the Current Expected Credit Losses standard and dividends paid of $1.10 million.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Analysis of Net Interest Income

The Bank’s earnings have historically depended primarily upon net interest income, which is the difference between interest income earned on loans and investments and interest paid on deposits and any borrowed funds. It is the single largest component of Eagle’s operating income. Net interest income is affected by (i) the difference between rates of interest earned on loans and investments and rates paid on interest-bearing deposits and borrowings (the “interest rate spread”) and (ii) the relative amounts of loans and investments and interest-bearing deposits and borrowings.

The following table includes average balances for financial condition items, as well as interest and dividends and average yields related to the average balances. All average balances are daily average balances. Nonaccrual loans were included in the computation of average balances, but have been reflected in the table as loans carrying a zero yield. The yields include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income or expense.

	For the Three Months Ended March 31,
	2023							2022
	Average		Interest					Average		Interest
	Daily		and		Yield/			Daily		and		Yield/
	Balance		Dividends		Cost(4)			Balance		Dividends		Cost(4)
	(Dollars in Thousands)
Assets:
Interest-earning assets:
Investment securities	$	345,033	$	2,843		3.34	%	$	273,004	$	1,297		1.93	%
FHLB and FRB stock		10,303		107		4.21			4,540		59		5.27
Loans receivable^(1)^		1,366,766		17,737		5.26			974,177		11,373		4.73
Other earning assets		2,700		21		3.15			68,278		39		0.23
Total interest-earning assets		1,724,802		20,708		4.87			1,319,999		12,768		3.92
Noninterest-earning assets		222,289							155,050
Total assets	$	1,947,091						$	1,475,049
Liabilities and equity:
Interest-bearing liabilities:
Deposit accounts:
Checking	$	252,667	$	186		0.30	%	$	207,239	$	13		0.03	%
Savings		259,565		35		0.05			221,531		31		0.06
Money market		353,748		946		1.08			294,136		192		0.27
Certificates of deposit		283,433		1,293		1.85			146,211		76		0.21
FHLB advances and other borrowings		96,525		1,142		4.80			1,278		6		1.90
Other long-term debt		58,873		678		4.67			62,350		605		3.94
Total interest-bearing liabilities		1,304,811		4,280		1.33			932,745		923		0.40
Noninterest checking		456,153							368,223
Other noninterest-bearing liabilities		23,849							20,879
Total liabilities		1,784,813							1,321,847
Total equity		162,278							153,202
Total liabilities and equity	$	1,947,091						$	1,475,049
Net interest income/interest rate spread^(2)^			$	16,428		3.54	%			$	11,845		3.52	%
Net interest margin^(3)^						3.86	%						3.64	%
Total interest-earning assets to interest-bearing liabilities						132.19	%						141.52	%
^(1)^Includes loans held-for-sale.
---
^(2)^Interest rate spread represents the difference between the average yield on interest-earning assets and the average rate on interest-bearing liabilities.
^(3)^ Net interest margin represents income before the provision for loan losses divided by average interest-earning assets.
^(4)^For purposes of this table, tax exempt income is not calculated on a tax equivalent basis.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Rate/Volume Analysis

The following tables present the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to: (1) changes in volume multiplied by the old rate; (2) changes in rate, which are changes in rate multiplied by the old volume; and (3) changes not solely attributable to rate or volume, which have been allocated proportionately to the change due to volume and the change due to rate.

	For the Three Months Ended March 31,
	2023									2022
				Due to									Due to
	Volume			Rate			Net			Volume			Rate			Net
	(In Thousands)
Interest-earning assets:
Investment securities	$	342		$	1,204		$	1,546		$	588		$	(168	)	$	420
FHLB and FRB stock		75			(27	)		48			(6	)		(4	)		(10	)
Loans receivable^(1)^		4,583			1,781			6,364			1,043			(699	)		344
Other earning assets		(37	)		19			(18	)		(4	)		17			13
Total interest-earning assets		4,963			2,977			7,940			1,621			(854	)		767
Interest-bearing liabilities:
Checking		3			170			173			2			1			3
Savings		5			(1	)		4			6			(2	)		4
Money Market		39			715			754			40			42			82
Certificates of deposit		71			1,146			1,217			(33	)		(146	)		(179	)
FHLB advances and other borrowings		447			689			1,136			(64	)		-			(64	)
Other long-term debt		(34	)		107			73			426			(211	)		215
Total interest-bearing liabilities		531			2,826			3,357			377			(316	)		61
Change in net interest income	$	4,432		$	151		$	4,583		$	1,244		$	(538	)	$	706
^(1)^Includes loans held-for-sale.
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Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations for the Three Months Ended March 31, 2023 and 2022

Net Income. Eagle’s net income for the three months ended March 31, 2023 was $3.24 million compared to $2.22 million for the three months ended March 31, 2022. The increase of $1.02 million was primarily due to an increase in net interest income of $4.58 million partially offset by a decrease in noninterest income of $2.94 million. Basic and diluted earnings per common share were both $0.42 for the current period. Basic and diluted earnings per common share were both $0.34 for the prior year comparable period.

Net Interest Income. Net interest income increased to $16.43 million for the three months ended March 31, 2023, from $11.85 million for the same quarter in the prior year. The increase of $4.58 million, or 38.6%, was the result of an increase in interest and dividend income of $7.94 million partially offset by an increase in interest expense of $3.36 million.

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*Interest and Dividend Income.*Interest and dividend income was $20.71 million for the three months ended March 31, 2023 compared to $12.77 million for the three months ended March 31, 2022. Interest and fees on loans increased to $17.74 million for the three months ended March 31, 2023 from $11.37 million for the three months ended March 31, 2022. This increase of $6.37 million, or 56.0%, was due to an increase in the average balance of loans, as well as an increase in the average yield on loans. Average balances for loans receivable, including loans held-for-sale, for the three months ended March 31, 2023 were $1.37 billion, compared to $974.18 million for the prior year period. This represents an increase of $392.59 million, or 40.3% and was impacted by the FCB acquisition, as well as organic growth. The average interest rate earned on loans receivable also increased by 53 basis points, from 4.73% for the three months ended March 31, 2022 to 5.26% for the current period. Interest accretion on purchased loans was $354,000 for the three months ended March 31, 2023 which resulted in a 8 basis point increase in net interest margin compared to $108,000 for the three months ended March 31, 2022 which resulted in a 3 basis point increase in net interest margin. Interest on investment securities available-for-sale increased by $1.54 million period over period. Average balances for investments increased to $345.03 million for the three months ended March 31, 2023 from $273.00 million for the three months ended March 31, 2022.  The increase in average investment balances was largely driven by the FCB acquisition. Average interest rates earned on investments also increased to 3.34% for the three months ended March 31, 2023 from 1.93% for the three months ended March 31, 2022.

Interest Expense. Total interest expense was $4.28 million for the three months ended March 31, 2023 compared to $923,000 for the three months ended March 31, 2022. The increase of $3.36 million, or 365.2%, was largely due to an increase of $2.15 million in interest expense on deposits, as well as a net increase of $1.20 million in interest expense on total borrowings. The average balance for total deposits was $1.61 billion for the three months ended March 31, 2023 compared to $1.24 billion for the three months ended March 31, 2022. Deposits were acquired through the FCB merger but also increased due to organic growth. In addition, the overall average rate on total deposits was up from 0.10% for the three months ended March 31, 2022 compared to 0.62% for the three months ended March 31, 2023. The average balance for total borrowings increased from $63.63 million for the three months ended March 31, 2022 to $155.40 million for the three months ended March 31, 2023. The average rate paid on total borrowings also increased from 3.89% for the three months ended March 31, 2022, to 4.75% for the three months ended March 31, 2023. Short-term borrowings have increased to fund loan growth.

*Credit Loss Provision.*Credit loss provisions are charged to earnings to maintain the total allowance for credit losses at a level considered adequate by the Bank to provide for probable loan losses based on prior loss experience, volume and type of lending we conduct and past due loans in portfolio. The Bank’s policies require the review of assets on a quarterly basis. The Bank classifies loans if warranted. While management believes it uses the best information available to make a determination with respect to the allowance for credit losses, it recognizes that future adjustments may be necessary. The Bank recorded $279,000 in credit loss provisions for the three months ended March 31, 2023 and $279,000 in loan loss provisions for the three months ended March 31, 2022. Management believes the level of total allowances is adequate to cover estimated losses inherent in the portfolio. However, if the economic forecast worsens relative to the assumptions we utilized, additional provisions will be necessary in future periods in order to increase our allowance for credit losses.

Noninterest Income. Total noninterest income was $4.67 million for the three months ended March 31, 2023 compared to $7.61 million for the three months ended March 31, 2022. The decrease of $2.94 million was primarily due to a decrease in mortgage banking, net of $3.20 million. Mortgage banking, net includes net gain on sale of mortgage loans which decreased to $2.20 million for the three months ended March 31, 2023 compared to $6.23 million for the three months ended March 31, 2022. During the three months ended March 31, 2023, $62.39 million residential mortgage loans were sold compared to $172.14 million in the same period in the prior year. Mortgage volumes have been impacted by the current interest rate environment. However, gross margin levels remained fairly consistent only decreasing 9 basis points from 3.62% for the three months ended March 31, 2022 to 3.53% for the three months ended March 31, 2023.

*Noninterest Expense.*Noninterest expense was $16.53 million for the three months ended March 31, 2023 compared to $16.26 million for the three months ended March 31, 2022, a slight increase of $270,000 or 1.7%. Occupancy and equipment increased $395,000 due to office expansion and the corresponding depreciation expense, as well as utilization and maintenance costs. However, salaries and employee benefits expense was lower quarter over quarter due to decreased commissions paid for residential mortgage originations.

Provision for Income Taxes . Provision for income taxes was $1.05 million for the three months ended March 31, 2023, compared to $695,000 for the three months ended March 31, 2022 due to increased income before provision for income taxes. The effective tax rate was 24.4% for the current period and 23.9% for the prior period.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources ****

Liquidity

The Bank is required by regulation to maintain sufficient levels of liquidity for safety and soundness purposes. Appropriate levels of liquidity will depend upon the types of activities in which the company engages. For internal reporting purposes, the Bank uses policy minimums of 1.0% and 8.0% for “basic surplus” and “basic surplus with FHLB” as internally defined. In general, the “basic surplus” is a calculation of the ratio of unencumbered short-term assets reduced by estimated percentages of CD maturities and other deposits that may leave the Bank in the next 90 days divided by total assets. “Basic surplus with FHLB” adds to “basic surplus” the additional borrowing capacity the Bank has with the FHLB of Des Moines. The Bank exceeded those minimum ratios as of March 31, 2023 and December 31, 2022.

The Bank’s primary sources of funds are deposits, repayment of loans and mortgage-backed securities, maturities of investments, funds provided from operations, advances from the FHLB of Des Moines and other borrowings. Scheduled repayments of loans and mortgage-backed securities and maturities of investment securities are generally predictable. However, other sources of funds, such as deposit flows and loan prepayments, can be greatly influenced by the general level of interest rates, economic conditions and competition. The Company uses liquidity resources principally to fund existing and future loan commitments. It also uses them to fund maturing certificates of deposit and demand deposit withdrawals, for investment purposes, to meet operating expenses and capital expenditures, for dividend payments and stock repurchases and to maintain adequate liquidity levels.

Liquidity may be adversely affected by unexpected deposit outflows, higher interest rates paid by competitors, and similar matters. Management monitors projected liquidity needs and determines the level desirable based in part on the Bank's commitments to make loans and management’s assessment of the Bank's ability to generate funds.

The Bank's available borrowing capacity was approximately $367.10 million as of March 31, 2023 and $419.20 million as of December 31, 2022.

	March 31,				December 31,
	2023				2022
	Borrowings		Remaining Borrowing		Borrowings		Remaining Borrowing
	Outstanding		Capacity		Outstanding		Capacity
	(Dollars in Thousands)
Federal Home Loan Bank advances	$	122,530	$	249,100	$	69,394	$	296,200
Federal Reserve Bank discount window		-		33,000		-		38,000
Correspondent bank lines of credit		-		85,000		-		85,000
Total	$	122,530	$	367,100	$	69,394	$	419,200

During the first quarter of 2023, the FRB offered a new Bank Term Funding Program ("BTFP") for eligible depository institutions. The BTFP offers loans of up to one year in length to institutions pledging collateral eligible for purchase by FRB such as U.S. treasuries, agency securities, and mortgage-backed securities. These assets will be valued at par. The Company is not currently utilizing the program; however, this is an additional available funding source.

In addition to bank level liquidity management, Eagle must manage liquidity at the parent company level for various operating needs, including the servicing of debt, the payment of dividends on our common stock, share repurchases, payment of general corporate expense, and potential capital infusions into subsidiaries. The primary source of liquidity for Eagle consists of dividends from the Bank, which is governed by certain rules and regulations of the Montana Division of Banking and Financial Institutions and the Federal Reserve, and access to capital markets. Eagle also has a $10.00 million line of credit with a correspondent bank. There was no outstanding balance for this line of credit at both March 31, 2023 and December 31, 2022. Eagle's ability to receive dividends from the Bank in future periods will depend on several factors, including, without limitation, the Bank's future profits, asset quality, liquidity, and overall condition. In addition, both the Montana Division of Banking and Financial Institutions and Federal Reserve may require approval to pay dividends, based on certain regulatory statutes and limitations.

Eagle presently believes that the sources of liquidity discussed above, including existing liquid funds on hand, are sufficient to meet its anticipated funding needs. However, if economic conditions were to significantly deteriorate, regulatory capital requirements for Eagle or the Bank were to increase as the result of regulatory directives or otherwise, or Eagle were to believe it is prudent to enhance current liquidity levels, then Eagle may seek additional liquidity from external sources.

Capital Resources

As of March 31, 2023, the Bank’s internally determined measurement of sensitivity to interest rate movements as measured by a 200 basis point rise in interest rates scenario, increased the economic value of equity (“EVE”) by 6.2% compared to a decrease of 12.60% at December 31, 2022. The Bank is within the guidelines set forth by the Board of Directors for interest rate risk sensitivity in rising interest rate scenarios.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The Company's and the Bank's regulatory capital was in excess of all applicable regulatory requirements and the Bank is deemed "well capitalized" pursuant to State of Montana and FRB rules as of March 31, 2023. The Company's and the Bank's actual capital amounts and ratios as of March 31, 2023 are presented in the table below and all of the ratios, with the exception of the Tier 1 capital adjusted total average assets ratio, include the capital conservation buffer of 2.50%.

											Minimum
											To Be Well
						Minimum Required					Capitalized Under
						for Capital Adequacy					Prompt Corrective
	Actual					Purposes					Action Provisions
	Amount		Ratio			Amount		Ratio			Amount		Ratio
	(Dollars in Thousands)
March 31, 2023:					****					****					****
Total risk-based capital to risk weighted assets
Consolidated	$	223,061		13.92	%	$	168,234		10.50	%		N/A		N/A
Bank		207,995		12.99			168,093		10.50			160,088		10.00	%
Tier 1 capital to risk weighted assets
Consolidated		151,561		9.46			136,189		8.50			N/A		N/A
Bank		191,495		11.96			136,075		8.50			128,070		8.00
Common equity Tier 1 capital to risk weighted assets
Consolidated		146,561		9.15			112,156		7.00			N/A		N/A
Bank		191,495		11.96			112,062		7.00			104,057		6.50
Tier 1 capital to adjusted total average assets
Consolidated		151,561		7.81			77,630		4.00			N/A		N/A
Bank		191,495		9.87			77,613		4.00			97,016		5.00
											Minimum
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
											To Be Well
						Minimum Required					Capitalized Under
						for Capital Adequacy					Prompt Corrective
	Actual					Purposes					Action Provisions
	Amount		Ratio			Amount		Ratio			Amount		Ratio
	(Dollars in Thousands)
December 31, 2022:	****	****	****	****	****	****	****	****	****	****	****	****	****	****	****
Total risk-based capital to risk weighted assets
Consolidated	$	219,595		14.10	%	$	163,560		10.50	%		N/A		N/A
Bank		202,905		13.04			163,444		10.50			155,661		10.00	%
Tier 1 capital to risk weighted assets
Consolidated		150,595		9.67			132,406		8.50			N/A		N/A
Bank		188,905		12.14			132,312		8.50			124,529		8.00
Common equity Tier 1 capital to risk weighted assets
Consolidated		145,594		9.35			109,040		7.00			N/A		N/A
Bank		188,905		12.14			108,962		7.00			101,179		6.50
Tier 1 capital to adjusted total average assets
Consolidated		150,595		7.78			77,422		4.00			N/A		N/A
Bank		188,905		9.82			76,947		4.00			96,184		5.00

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Impact of Inflation and Changing Prices

Our condensed consolidated financial statements and the accompanying notes, which are found in Part I, Item 1, have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time and due to inflation. The impact of inflation is reflected in the increased cost of our operations. Interest rates have a greater impact on our performance than do the general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

Interest Rate Risk

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Interest rate risk is the potential for loss of future earnings resulting from adverse changes in the level of interest rates. Interest rate risk results from several factors and could have a significant impact on the Company’s net interest income, which is the Company's primary source of revenue. Net interest income is affected by changes in interest rates, the relationship between rates on interest-bearing assets and liabilities, the impact of interest fluctuations on asset prepayments and the mix of interest-bearing assets and liabilities.

Although interest rate risk is inherent in the banking industry, banks are expected to have sound risk management practices in place to measure, monitor and control interest rate exposures. The objective of interest rate risk management is to contain the risks associated with interest rate fluctuations. The process involves identification and management of the sensitivity of net interest income to changing interest rates.

The ongoing monitoring and management of this risk is an important component of the Company’s asset/liability committee, which is governed by policies established by the Company’s Board that are reviewed and approved annually. The Board delegates responsibility for carrying out the asset/liability management policies to the Bank’s asset/liability committee. In this capacity, the asset/liability committee develops guidelines and strategies impacting the Company’s asset/liability management related activities based upon estimated market risk sensitivity, policy limits and overall market interest rate levels and trends. The Company’s goal of its asset and liability management practices is to maintain or increase the level of net interest income within an acceptable level of interest rate risk. Our asset and liability policy and strategies are expected to continue as described so long as competitive and regulatory conditions in the financial institution industry and market interest rates continue as they have in recent years.

The Bank has established acceptable levels of interest rate risk as follows for an instantaneous and permanent shock in rates: projected net interest income over the next twelve months (i.e. year-1) and the subsequent twelve months (i.e. year-2) will not be reduced by more than 15.0% given an immediate increase or decrease in interest rates of up to 200 basis points or by more than 10.0% given an immediate increase or decrease in interest rates of up to 100 basis points.

The following table includes the Bank’s net interest income sensitivity analysis.

Changes in Market	Rate Sensitivity
Interest Rates	As of March 31, 2023		Policy
(Basis Points)	Year 1	Year 2	Limits
+200	-3.2%	5.7%	-15.0%
+100	-1.4%	6.5%	-10.0%
-100	0.2%	5.4%	-10.0%
-200	-0.2%	3.4%	-15.0%

Critical Accounting Policies and Estimates

The accounting and financial reporting policies of Eagle are in accordance with generally accepted accounting principles ("GAAP") and conform to the accounting and reporting guidelines prescribed by bank regulatory authorities. Eagle has identified certain of its accounting policies as “critical accounting policies,” consisting of those related to the allowance for credit losses and business combinations. In determining which accounting policies are critical in nature, Eagle has identified the policies that require significant judgment or involve complex estimates. It is management's practice to discuss critical accounting policies with the Board of Directors' Audit Committee on a periodic basis, including the development, selection, implementation, and disclosure of the critical accounting policies. The application of these policies has a significant impact on Eagle’s unaudited interim consolidated financial statements. Eagle’s financial results could differ significantly if different judgments or estimates are used in the application of these policies. All accounting policies described in "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 – Organization and Summary of Significant Accounting Policies" in Eagle’s 2022 Form 10-K should be reviewed for a greater understanding of how we record and report our financial performance. There have been no significant changes to the accounting policies, estimates, and assumptions, or the judgments affecting the application of these estimates and assumptions from those disclosed in Eagle’s 2022 Form 10-K, other than the adoption of Accounting Standards Update ("ASU") No. 2016-13 Financial Instruments - Credit Losses, referred to as the Current Expected Credit Losses ("CECL") model on January 1, 2023 and ASU No. 2022-02 Financial Instruments - Credit Losses, Troubled Debt Restructurings and Vintage Disclosures, an update to ASU No. 2016-13. For additional information on CECL, see Note 1. Organization and Summary of Significant Accounting Policies included in Part I. Item 1 of this report.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Item 3. Quantitative and Qualitative Disclosures About Market Risk

This item has been omitted based on Eagle’s status as a smaller reporting company.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Item 4. Controls and Procedures ****

As of the end of the period covered by this report, we conducted an evaluation under the supervision and with the participation of our management including our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”) of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to management to allow timely decisions regarding required disclosure. Based on that evaluation, our CEO and CFO concluded that as of March 31, 2023, our disclosure controls and procedures were effective. During the last quarter, there were no changes in the Company’s internal control over financial reporting that have materially affected, or were reasonably likely to materially affect, the Company’s internal control over financial reporting.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Part II - OTHER INFORMATION

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Item 1.	Legal Proceedings.

Neither the Company nor the Bank is involved in any pending legal proceeding other than non-material legal proceedings occurring in the ordinary course of business.

Item 1A.	Risk Factors

There have not been any material changes in the risk factors previously disclosed in Part 1, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2022 other than the addition of the following risk factor:

A continuation of recent turmoil in our industry, and responsive measures to manage it, could have an adverse effect on our financial position or results of operations.

In recent months, several financial services institutions have failed or required outside liquidity support—in many cases, as a result of the inability of the institutions to obtain needed liquidity. The impact of this situation has led to risk of additional stress to other financial services institutions and the financial services industry generally as a result of increased lack of confidence in the financial sector. U.S. regulators have taken action in an effort to strengthen public confidence in the banking system, including the creation of a new Bank Term Funding Program. There can be no assurance that these actions will stabilize the financial services industry and financial markets. While we currently do not anticipate liquidity constraints of the kind that caused certain other financial services institutions to fail or require external support, constraints on our liquidity could occur as a result of unanticipated deposit withdrawals because of market distress or our inability to access other sources of liquidity, including through the capital markets due to unforeseen market dislocations or interruptions. Moreover, some of our customers may become less willing to maintain deposits at the Bank because of broader market concerns with the level of insurance available on those deposits. Our business and our financial condition and results of operations could be adversely affected by continued soundness concerns regarding financial institutions generally and our counterparties specifically and limitations resulting from further governmental action in an effort to stabilize or provide additional regulation of the financial system as impact of excessive deposit withdrawals.

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

On April 20, 2023, Eagle's Board of Directors authorized the repurchase of up to 400,000 shares of its common stock beginning May 1, 2023. Under the plan, shares may be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchases its shares and the timing of such repurchase will depend on market conditions and other corporate considerations. The plan expires on May 1, 2024.

On April 21, 2022, Eagle's Board authorized the repurchase of up to 400,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchased its shares and the timing of such repurchases depended on market conditions and other corporate considerations. During the second quarter of 2022, 5,000 shares were purchased under this plan at an average price of $19.75. During the third quarter of 2022, 99,517 shares were purchased under this plan at an average price of $19.45. During the fourth quarter of 2022, 6,608 shares were purchased under this plan at an average price of $18.80. No shares were purchased during the first quarter of 2023 under this plan. The plan expired on April 21, 2023.

On July 22, 2021, Eagle's Board authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchased its shares and the timing of such repurchases depended on market conditions and other corporate considerations. No shares were purchased during the third or fourth quarter of 2021. However, during the first quarter of 2022, the Company repurchased the total authorized amount of 100,000 shares at an average price of $22.71 per share. The plan expired on July 22, 2022.

Item 3.	Defaults Upon Senior Securities.

Not applicable.

Item 4.	Mine Safety Disclosures

Not applicable.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Part II - OTHER INFORMATION - continued

Item 5.	Other Information.

None.

Item 6.	Exhibits. ****
Exhibit<br> <br>Number	Description
---	---
2.1	Agreement and Plan of Merger, dated as of September 30, 2021, by and among Eagle Bancorp Montana, Inc., Opportunity Bank of Montana, First Community Bancorp, Inc. and First Community Bank (incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed on October 1, 2021).
3.1	Amended and Restated Certificate of Incorporation of Eagle Bancorp Montana, Inc. (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on February 23, 2010).
3.2	Certificate of Amendment to the Amended and Restated Certificate of Incorporation. (incorporated by reference to Exhibit 3.2 of our Quarterly Report on Form 10-Q filed on May 9, 2019).
3.3	Bylaws of Eagle Bancorp Montana, Inc., amended as of August 20, 2015 (incorporated by reference to 3.1 of our Current Report on Form 8-K filed on August 25, 2015).
10.1	Amendment No. 1 to the 2020 Non-Employee Director Award Plan (incorporated by reference herein to Exhibit 10.1 of our Current Report on Form 8-K filed on April 26, 2023).
31.1	Certification by Laura F. Clark, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.
31.2	Certification by Miranda J. Spaulding, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.
32.1	Certification by Laura F. Clark, Chief Executive Officer, and Miranda J. Spaulding, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)^(1)^
101.SCH	Inline XBRL Taxonomy Extension Schema Document^(1)^
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document^(1)^
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document^(1)^
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document^(1)^
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document^(1)^
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
^(1)^These interactive data files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

SIGNATURES

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

	EAGLE BANCORP MONTANA, INC.
Date: May 12, 2023	By:	/s/ Laura F. Clark
		Laura F. Clark
		President/CEO
Date: May 12, 2023	By:	/s/ Miranda J. Spaulding
		Miranda J. Spaulding
		SVP/CFO

• 42 -

ex_481115.htm

Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a) UNDER THE SECURITIES

EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302(a) OF THE

SARBANES-OXLEY ACT OF 2002

I, Laura F. Clark certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Eagle Bancorp Montana, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
---	---
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
---	---
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
---	---
a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
---	---
b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
---	---
c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
---	---
d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
---	---
5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
---	---
a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
---	---
b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
---	---

Date: May 12, 2023

/s/ Laura F. Clark
Laura F. Clark
Chief Executive Officer
(Principal Executive Officer)

ex_481116.htm

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a) UNDER THE SECURITIES

EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302(a) OF THE

SARBANES-OXLEY ACT OF 2002

I, Miranda J. Spaulding certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Eagle Bancorp Montana, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
---	---
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
---	---
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
---	---
a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
---	---
b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
---	---
c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
---	---
d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
---	---
5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
---	---
a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
---	---
b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
---	---

Date: May 12, 2023

/s/ Miranda J. Spaulding
Miranda J. Spaulding
Senior Vice President, Chief Financial Officer<br><br> <br>(Principal Financial Officer)

ex_481117.htm

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Eagle Bancorp Montana, Inc. (the ‘Company’) on Form 10-Q for the period ended March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the ‘Report’), we, Laura F. Clark, Chief Executive Officer of the Company, and Miranda J. Spaulding, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to the undersigned’s best knowledge and belief:

(1)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
---	---
/s/ Laura F. Clark	/s/ Miranda J. Spaulding
---	---
Laura F. Clark	Miranda J. Spaulding
Chief Executive Officer<br><br> <br>(Principal Executive Officer)<br><br> <br>May 12, 2023	Chief Financial Officer and Principal Accounting Officer<br><br> <br>(Principal Financial Officer)<br><br> <br>May 12, 2023

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished to the Securities and Exchange Commission and shall not be considered filed as part of the Report.