UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 29, 2025

FIRST NORTHERN COMMUNITY BANCORP
(Exact Name of Registrant as Specified in Its Charter)

000-30707
(Commission File Number)

California
68-0450397
(State or Other Jurisdiction of Incorporation)
(I.R.S. Employer Identification No.)

195 N FIRST STREET
DIXON, California 95620
(Address of principal executive offices, including zip code)

(707) 678-3041
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class
  
Trading
Symbol(s)
  
Name of each exchange on which registered
FNRN
FNRN
 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

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. ☐
ITEM 2.02 RESULTS OF OPERATION AND FINANCIAL CONDITION

On January 29, 2025, First Northern Community Bancorp issued a press release concerning financial results for the 4th quarter of 2024, a copy of which is included as ITEM 9.01 (c) Exhibit 99.1 and incorporated herein by reference in both ITEM 2.02 and ITEM 7.01.  The Company does not intend for this exhibit to be incorporated by reference into future filings under the Securities Exchange Act of 1934.

ITEM 7.01 REGULATION FD DISCLOSURE

On January 29, 2025, First Northern Community Bancorp issued a press release concerning financial results for the 4th quarter of 2024, a copy of which is included as ITEM 9.01 (c) Exhibit 99.1 and incorporated herein by reference in both ITEM 2.02 and ITEM 7.01 in accordance with SEC Release No. 33-8216.

ITEM 8.01 OTHER EVENTS

On January 23, 2025, the Board of Directors declared a 5% stock dividend, payable March 25, 2025 to shareholders of record as of February 28, 2025.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

99.1 Press Release, dated January 29, 2025



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 hereunto duly authorized.

Date: January 29, 2025
 
First Northern Community Bancorp
(Registrant)
 
  
 
  
 
/s/ Jeremiah Z. Smith
 
By: Jeremiah Z. Smith
 
President/Chief Executive Officer
 
  



EXHIBIT INDEX
 

Exhibit
Document
   
99.1
Press Release, dated January 29, 2025
   



EXHIBIT 99.1
              


First Northern Community Bancorp Reports Year End 2024 Net Income of $20.0 Million
For immediate release

Dixon, Calif., January 29, 2025 — First Northern Community Bancorp (the “Company”, OTCQX: FNRN), holding company for First Northern Bank (“First Northern” or the “Bank”), today reported 2024 annual net income of $20.0 million, or $1.24 per diluted share, a decrease of 7.5% when compared to net income of $21.6 million or $1.34 per diluted share for 2023. Net income for the year ended December 31, 2023 included the bargain purchase gain resulting from the Bank’s acquisition of three branches. On an after -tax basis, the bargain purchase gain contributed $1.0 million to net income for the year ended December 31, 2023.
Net income for the quarter ended December 31, 2024, was $5.8 million, or $0.37 per diluted share, down 15.1% compared to net income of $6.9 million, or $0.43 per diluted share, for the quarter ended December 31, 2023. The decrease in net income on a quarter-over-quarter basis was primarily driven by a reduction in reversal of provision for credit losses. There was a reversal of provision for credit losses of $450,000 for the quarter ended December 31, 2024, compared to a reversal of provision for credit losses of $2.0 million for the quarter ended December 31, 2023. The decline in reversal of provision for credit losses was due to the payoff of a non-performing agricultural loan relationship in the quarter ended December 31, 2023, which resulted in recoveries of previously charged-off principal totaling $2.6 million. This recovery was not repeated in the quarter ended December 31, 2024.
Total assets as of December 31, 2024, were $1.89 billion, an increase of $19.9 million, or 1.1%, compared to December 31, 2023. Total deposits as of December 31, 2024, were $1.70 billion, an increase of $7.6 million, or 0.5%, compared to December 31, 2023. Total net loans (including loans held-for-sale) as of December 31, 2024, were $1.047 billion, a decrease of $5.6 million, or 0.5%, compared to total net loans (including loans held-for- sale) of $1.052 billion as of December 31, 2023. The decrease in net loans was primarily driven by net reductions in agricultural and residential construction loans, which was partially offset by growth in commercial loans.

The Company continued to be “well capitalized” under regulatory definitions, exceeding the 10% total risk-based capital ratio threshold as of December 31, 2024.
Commenting on the Company’s year-end 2024 financial results, First Northern Bank’s President & Chief Executive Officer, Jeremiah Z. Smith, stated, “We are pleased to end the year with notable growth in interest income and a continued focus on disciplined cost management in an inflationary environment. Compared to 2023, total interest and dividend income increased by $4.5 million, or 6.1%, while total non-interest expenses decreased by $849,000, or 1.9%. Additionally, although total interest expense rose year- over-year due to the prevailing interest rate environment, our deposit costs were carefully managed. As a result, our total cost of funds remained low at just 0.84% for the year.”
Commenting further, President & CEO Smith stated: “We remain committed to improving shareholder value, with total stockholders’ equity of $176.3 million at year-end 2024 - an increase of $17.1 million, or 10.7%, compared to $159.2 million at year-end 2023. This growth in stockholders’ equity contributed to an increase in book value per share, which rose from $9.80 at the end of 2023 to $11.06 at the end of 2024 - an increase of $1.26, or 12.9%.”
The Company also reported that, at their regular meeting on January 23, 2025, the Board of Directors approved the payment of a 5% stock dividend payable March 25, 2025, to shareholders of record as of February 28, 2025. All income per share amounts have been adjusted to give retroactive effect to the stock dividend.
FINANCIAL HIGHLIGHTS
As of December 31, 2024 (Unaudited)
(in thousands, except per share amounts)
    
CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 2024
      
ASSETS
Cash and Cash Equivalents
  
$
119,448
  
Investment Securities
    
633,853
  
Total Loans (including loans held-for-sale)
    
1,046,852
  
Other Assets
    
91,569
  
Total Assets
  
$
1,891,722
  
LIABILITIES AND CAPITAL
Total Deposits
    
1,700,089
  
Other Liabilities
    
15,301
  
Stockholders’ Equity
    
176,332
  
Total Liabilities and Capital
  
$
1,891,722
  
 
CONDENSED CONSOLIDATED INCOME STATEMENT
Twelve Months Ended December 31, 2024
        
Interest Income
  
$
78,652
  
Interest Expense
    
14,292
  
Net Interest Income
    
64,360
  
Reversal of Provision for Credit Losses
    
(250
)
Net Interest Income after Reversal of Provision for Credit Losses
    
64,610
  
Non-interest Income
    
6,019
  
Non-interest Expense
    
42,789
  
Income before Provision for Income Taxes
    
27,840
  
Provision for Income Tax
    
7,806
  
Net Income
  
$
20,034
  
 
PER SHARE INFO AND FINANCIAL RETURN METRICS
        
Book Value per Share
  
$
11.06
  
Basic Income per Share (Quarter-to-date)
  
$
0.37
  
Diluted Income per Share (Quarter-to-date)
  
$
0.37
  
Basic Income per Share (Year-to-date)
  
$
1.26
  
Diluted Income per Share (Year-to-date)
  
$
1.24
  
Consolidated ROAA (Year-to-date)
    
1.06
%
Consolidated ROAE (Year-to-date)
    
11.95
%

About First Northern Bank
First Northern Bank is an independent community bank that specializes in relationship banking. The Bank, headquartered in Solano County since 1910, serves Solano, Yolo, Sacramento, Placer, Colusa, and Glenn counties, as well as the west slope of El Dorado County. Experts are available in small business, commercial, real estate, and agribusiness lending, as well as mortgage loans. The Bank is an SBA Preferred Lender. Real estate mortgage and small-business loan officers are available by appointment at any of the Bank’s 14 branches, including Dixon, Davis, West Sacramento, Fairfield, Vacaville, Winters, Woodland, Sacramento, Roseville, Auburn, Rancho Cordova, Colusa, Willows, and Orland. Non-FDIC insured Investment and Brokerage Services are also available at every branch location. First Northern Bank is rated as a Veribanc “Green-3 Star Blue Ribbon” Bank and a “5-Star Superior” Bank by Bauer Financial for the earnings period ended June 30, 2024 (www.veribanc.com) and (www.bauerfinancial.com). For additional information, please visit thatsmybank.com or call (707) 678-7742. Member FDIC. Equal Housing Lender.
Forward-Looking Statements

This press release and other public statements may include certain “forward-looking statements” about First Northern Community Bancorp and its subsidiaries (the “Company”). These forward-looking statements are based on management’s current expectations, including but not limited to statements about the Company’s performance and strategic initiatives, and focus on improving shareholder value, and are subject to certain risks, uncertainties and changes in circumstances. Actual results may differ materially from these expectations due to changes in global political, economic, business, competitive, market and regulatory factors. More detailed information about these risk factors is contained in the Company’s most recent reports filed with the Securities and Exchange Commission on Forms 10-K and 10-Q, each as it may be amended from time to time, which identify important risk factors that could cause actual results to differ materially from those contained in the forward-looking statements. The financial information contained in this release should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent reports on Form 10-K and Form 10-Q, and any reports on Form 8-K. The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances arising after the date on which they are made. For further information regarding the Company, please read the Company’s reports filed with the SEC and available at www.sec.gov.




Contact:
Jeremiah Z. Smith
President & Chief Executive Officer First Northern Community Bancorp & First Northern Bank
P.O. Box 547
Dixon, California (707) 678-3041